Olympic Management & Financial Services Ltd. के निदेशक की रिपोर्ट

Mar 31, 2024

Your Directors present their 40^lIj Annual Report along with the Audited Financial
Statements of your Company for the Financial Year ended, 31" March, 2024.

1. Financial Results (Amount in Lacs)

Particulars	31-03-2024	31-03-2023
Revenue From Operation	6.52	15.58
Other Income	6.44	6.1 ]
Gross Profit / (Loss) before Tax & Depreciation	(7.54)	(4.38)
Depreciation	2.05	2.13
Profit Before Tax/(Loss)	(9.59)	(6.51)
Tax	(0.09)	(0.34)
Profit / (Loss) After Tax	(9.68)	(6.85)
Extra-Ordinary Item	(6.58)	(2.92)
Profit / Loss after Extra Ordinary Item	(16.26)	_HJJ1_

2. DIVIDEND:

In view of nominal profit, your Directors regret their inability to propose any
dividend for the Financial Year ended 31^s1 March, 2024.

3. FINANCIAL PERFORMANCE OF THE COMPANY:

Operating revenue was at Rs. 6.52 Lacs in the Financial Year 2023-24 as compared to
Rs. 15.58 Lacs in Financial Year 2022-23. The decrease in revenue was mainly due to
slack in business opportunities. The Net Loss during the FY 2023-24 is Rs. 16.26
Lacs as compared to loss of Rs. 9.77 Lacs during the last financial year.

4. SHARE CAPITAL:

The paid-up Equity Share Capital of the company as on 31st March, 2024 was
Rs.3,00,66,000 (Rupees Three Crore and Sixty Six Thousand). During the year under
review, the Company has not issued shares with differential voting rights nor granted
stock options nor sweat equity,

5. TRANSFER TO RESERVES:

The Company has not transferred any amount to the General Reserve.

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

In accordance with the provisions of Section 134 of the Companies Act, 2013 read with
the Companies (Accounts) Rules, 2014, the Conservation of Energy, Technology
Absorption and Foreign Exchange Earnings and Outgo are not applicable to the
Company.

7. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There has been no change in the nature of business of the Company during the period
under review.

8. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The same is set out in this Annual report.

9. REVISION OF FINANCIAL STATEMENT OF THE COMPANY/THE REPORT OF THE
BOARD:

The Financial statement of the Company/Directors'' Report has not been revised during
the period under review as per Section 131 of the Companies Act, 2013.

10. ANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Amendment Act, 2017; Companies having
a website shall place a copy of the Annual Return (MGT-7) on its website and also give a
web link of the Annual Return in the Board''s Report.

The extract of Annual Return Form MGT-9 is available on website of the Company at
www, corporatement ors. in.

11. DEPOSITS:

The Company has not accepted any deposits within the meaning of Section 73(1) of the
Companies Act, 2013 and the Rules made thereunder.

12. THE DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS
WITH REFERENCE TO THE FINANCIAL STATEMENTS:

The Company has adequate internal financial controls commensurate with the nature
of its business and size of its operations beside timely statutory audit, limited reviews
and internal audits taking place periodically. The reports of the internal audit along
with comments from the management are placed for review before audit committee.

13. BOARD OF DIRECTORS AND ITS MEETINGS:

The Company''s Board comprises of Six Directors having adequate combination of
Executive and Non-Executive Directors of the Company, The Chairman of the Board is
a Non-Executive Director. The number of Non-Executive Independent Directors is 50%
of the total strength of the Board. There is one Woman Director on the Board of the
Company.

The Board of Directors met 6 (Six) times during the Year under review. The intervening
gap between the Meetings was within the period prescribed under the Companies Act,
2013.

Sr. No.	Date of Meeting	Venue of the Meeting	Directors present	Directors to whom leave of absence was granted
1.	12.05.2023	42, Gopal Bhawan 199, Princess Street, Mumbai - 400002	1 .Mr. Pawan Agarwal 2. Mr.SN Agarwal 3. Preethi Thomas Yangal 4. Mr. Prafulla Shirkc	Mr. Laxmidbar Bhola
2.	14.08.2023	42, Gopal Bhawan 199, Princess Street, Mumbai - 400002	1 Mr. Pawan Agarwal 2. Mr. S N Agarwal 3. Preethi Thomas Yangal 4. Mr. Laxmidbar Bhola	Mr. Prafulla Shirkc
3.	18.09.2023	42, Gopal Bhawan 199, Princess Street, Mumbai - 400002	1 Mr. Pawan Agarwal 2. Mr, SN Agarwal 3. Preethi Thomas Yangal 4. Mr. Laxmidhar Bhola	Mr, Prafulla Shirke
4.	08.11.2023	42, Gopal Bhawan 199, Princess Street, Mumbai - 400002	1 Mr. Pawan Agarwal 2.Mr. S N Agarwal 3-Preethi Thomas Yangal 4.Mr. Laxmidbar Bhola	Mr. Prafulla Shirkc
5.	03.01.2024	42, Gopal Bhawan 199, Princess Street, Mumbai -400002	1 ,Mr, Pawan Agarwal 2. Mr. S N Agarwal 3. Preethi Thomas Yangal 4. Mr. Laxmidbar Ohola	Mr. Prafulla Shirke
6.	13.02,2024	42, Gopal Bhawan 199, Princess Street, Mumbai 400002	1 Mr. Pawan Agarwal 2. Mr S N Agarwal 3 Preethi Thomas Yangal 4.Mr. Laxmidbar Bhola	Mr. Prafulla Shirke

14. CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Mr. S. N. AgarwaL, Director of the Company retires by rotation at the ensuing
Annual General Meeting of the Company and being eligible, offers himself for
re-appointment. Mr. Parminder Singh Kalsi was appointed as Independent
Director w.e.f. 30.07. 2024.The Board recommends their re¬
appointment / ratification.

15.STATEMENT ON DECLARATION GIVEN BY THE INDEPENDENT
DIRECTORS UNDER SECTION 149(6) OF THE COMPANIES ACT, 2013;

The Independent Directors have submitted the declaration of Independence, as
required pursuant to section 149(7) of the Companies Act, 2013, stating that
they meet the criteria find dependence as provided in sub-section (6) and there
has been no change in the circumstances which may affect, their status as
independent director during the year.

16. COMMITTEES OF BOARD;

I. Nomination and Remuneration Committee:

In accordance with the provisions of Section 178 of the Companies Act, 2013
read with rules, the Company has appropriate Nomination and Remuneration
Committee consisting of three Non-executive Directors, all the Directors being
Independent Directors. The Committee acts in accordance with the ''Terms of
Reference’ approved and adopted by the Board from time to time.

The existing Nomination and Remuneration Committee of the Company con¬
sists of three Directors with Independent Directors for mina majority and the
said constitution is in line with the provisions of Section 178 of the Companies
Act, 2013, read with the rules.

The Oomnositinn of the Committee is as under:

Sr. No.	Name of the Member	Designation
1.	Mr. Prafulla Shirke	Independent Director, Chairman
2.	Mr. Laxmidhar Narsingh Bhola	Independent Director
3.	Mr. Pawan Kr Agarwal	Director

Remuneration Policy and Criteria for selection of candidates for appointment as Directors,
Key Managerial Personnel and Senior Management positions.

The Company has in place a policy for remuneration of Directors, Key Manage¬
rial Personnel and Senior Management as well as well-defined criteria for the
selection of candidates for appointment to the said positions which has been
approved by the Board. The Policy broadly lays down the guiding principles,
philosophy and the bas is for payment of remuneration to the executive and
non-executive Directors (byway of sitting fees and commission), Key Manage¬
rial Personnel and Senior Management. The criteria for selection of candidates
for the above positions cover the various factors and attributes which are
considered by the Nomination & Remuneration Committee and the Board of

Directors while making as election of the candidates. The above policy along
with the criteria for selection is available at the website of the Company at
www.corporatementors.in.

II. Audit Committee:

The existing ''Audit Committee'' of the Company consists of three Directors with
Independent Directors form in a majority and the said constitution is in line
with the provisions of Section 177 of the Companies Act, 2013, read with the
rules and the Company has re-constituted committee in the Board Meeting
held on 24 ^h July, 2024.The Audit Committee act sonic accordance with the’
Terms of Reference'' specified by the Board in writing from time to time.

The Composition of the Committee is as under:

Sr. No.	Name of the Member	Designation
1.	Mr. Laxmidhar Narsingh Bhola	Independent Director, Chairman
2.	Mr. Parminder Singh Kalsi	Independent Director
3.	Ms. Preethi Thomas Yangal	Director

III. Stakeholders Grievance Committee:

The existing Stakeholders Grievance Committee of the Company consists of
three Directors with Independent Directors for mina majority and the said
constitution is in line with the provisions of Section 178 of the Companies Act,
2013, read with the rules and the Company has re-constituted committee in
the Board Meeting held on 24th July, 2024. The Stakeholders Grievance
Committee act sonic accordance with the'' Terms of Reference'' specified by the
Board in writing from time to time.

The Committee has the mandate to review, redress shareholders¹ grievances
and to approve all share transfers / transmissions.

The Composition of the Committee is as under:

Sr. No.	Name of the Member	Designation
1.	Mr. Prafulla Shirke	Independent Director, Chairman
2.	Mr. Laxmidhar Narsingh Bhola	Independent Director
3.	Mr. Paw an Kr Agarwal	Non- Independent Director

IV. The Vigil Mechanism:

Your Company believes in promoting a fair, transparent, ethical and
professional work environment. The Board of Directors of the Company has
established Whistle Blower Policy &Vigil Mechanism in accordance with the
provisions of the Companies Act, 2013 and for reporting the genuine concerns
or grievances or Concerns of actual or suspected, fraud or violation of the
Company''s code of conduct.

The said Mechanism is established for directors and employees to report their
concerns. The policy provides the procedure and other details required to be
known for the purpose of reporting such grievances or concerns, The Audit

Committee oversees the Vigil Mechanism. The same is uploaded on the website
of the Company www.corporatementor s. in

17. RELATED PARTY TRANSACTIONS:

During the year, your company has not entered into any related party
transactions. Thus, disclosure in Form AOC-2 in terms of the Companies Act,
2013 is not. required,

18. ANNUAL EVALUATION BY THE BOARD OF ITS OWN PERFORMANCE AND
THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS:

Pursuant to the provisions of Sections 134(3) (p), 149(8), Schedule IV of the Act
and in accordance with the policy for Performance Evaluation of the Individual
directors, Board and its Committees, which includes criteria for performance
evaluation, as structured questionnaire was prepared after taking in to
consideration the various aspects of the Board s functioning, composition of
the Board and its Committees, effectiveness of Board / Committee processes,
information provided to the Board, etc. On the basis of the said questionnaire,
the Directors have carried out the annual performance evaluation of the Board,
Independent Directors, Executive Directors, Committees and the Chairman of
the Board. A separate meeting of the Independent Directors was also held
during the year for the evaluation of the performance of non- independent
Directors, performance of the Board as a whole and that of the Chairman. The
Board expressed their satisfaction with thee valuate on process.

19. STATUTORY AUDITORS:

M/s H. G. Sarvaiya & Co., Chartered Accountants (Firm Registration No.
115705W), Statutory Auditors of the Company will hold office until the
conclusion of the ensuing Annual General Meeting and are eligible for re¬
appointment as per Section 139 of the Companies Act, 2013, M/s H, G.
Sarvaiya & Co., Chartered Accountants, have expressed their willingness to get
re-appointed as the Statutory Auditors of the company and has furnished a
Certificate of their eligibility and consent under Section 141 of the Companies
Act, 2013 and the rules framed there under. In terms of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Auditors

have confirmed that they hold a valid certificate issued by the Peer Review Board
of the ICAI, The board recommends the appointment of M/s H. G. Sarvaiya &
Co,, Chartered Accountants (Firm Registration No, 115705W) as the Statutory
Auditors of the Company. The members are requested to reappoint M/s H. G.
Sarvaiya & Co,, Chartered Accountants (Firm Registration No, 115705W) as
Auditors from the conclusion of the ensuing Annual General Meeting till the
conclusion of the next Annual General Meeting in 2025.

20. SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT:

M/s. MANTHAN NEGANDHI & CO, (Proprietor MANTHAN NEGANDHI) Practic¬
ing Company Secretaries was appointed to conduct Secretarial Audit of the
Company for the financial year 2023-24 as required under section 204 of the
Companies Act, 2013 and the rules there under. The Secretarial Audit report
for the financial year 2023-24 forms part of the annual report.

21. CORPORATE GOVERNANCE

Pursuant to the Regulation 15 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, which is effective from 01st December, 2015,
the Company is not required to comply with provisions of Corporate Gover¬
nance as its paid-up capital is less than Rs.10 Crore and its net worth is also
less than Rs. 25 Crore as on 31st March, 2024.

22. QUALIFICATION, RESERVATION OR ADVERSE REMARKOR DISCLAIMER
MADE BY AUDITORS:

There are no qualifications or adverse remark or disclaimers made by the
Auditors in their reports.

23. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE
COMPANY:

No material changes and commitment so there than in the normal course of
business have occurred after the close of the year till the date of this Report,
which affect the financial position of the Company.

24. DETAILS OF HOLDING/ SUBSIDIARY/ JOINT VENTURES/ ASSOCIATE
COMPANIES:

The Company is not a holding, a subsidiaiy or an associate company of any
company and vice versa. The Company does not have any joint ventures.

25. STATEMENT FOR DEVELOPMENT AND IMPLEMENTATION OF RISK
MANAGEMENT POLICY U/S134:

The Board of the Company looked into the element of risk associated with the
company. At present, the Company has not identified any dement to frisk
which may threaten the existence of the Company. As per Regulation 21 of
Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulation, 2015 the top 100 listed entities needs to adopt Risk

Management Policy. Therefore, the Company is not required to adopt Risk
Management Policy.

26. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORK¬
PLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company is committed to provide safe and conducive environment to its
employees. The Company has an Internal Complaints Committee (ICC) to red
rests complaints received regarding sexual Harassment. Your Directors fur¬
ther state that during the year under review, there was no case filed pursuant
to the Harassment of Women at Workplace (Prevention, Prohibition and
Redressed) Act,2013.

27. DISCLOSURE AS PER RULE 5 OF THE COMPANIES (APPOINTMENT AND
REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014:

None of the Directors are drawing remuneration. There are only two employees
in the Company i.e. Mr. Krishna Jha (CFO) and Mr. Anis Attar (Company
Secretary). Mr. Krishna Jha is not drawing any salary. Hence there being no
directors drawing remuneration and only one employee drawing salary, it is
not possible to derive ratio of remuneration of each Director to median remu¬
neration of employees for the Financial Year 2023-24 as required under Rule 5
of the Companies (Appointment and Remuneration of Managerial Person
nelJRules, 2014.

28. DETAILS IN RESPECT OF FRAUDS REPORTED BY THE AUDITORS UNDER
SECTION 143(12) OF COMPANIES ACT, 2013:

There are no frauds reported by the Auditor which are required to be disclosed
under Section 143(12) of Companies Act, 2013.

29. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENT BY THE
COMPANY:

Details of loans, guarantees and investments covered under the provisions of
Section 186 of the Companies Act, 2013 have been set the notes to accounts,

30. CORPORATE SOCIAL RESPONSIBILITY POLICY:

During the year under review, the Company has not developed the policy on
Corporate Social Responsibility as the Company does not fall under the pre¬
scribed lasses of Companies mentioned under sectionl35 (l)of the Companies
Act, 2013.

31. MAINTENANCE OF COST RECORDS AS SPECIFIED BY THE CENTRAL
GOVERNMENT UNDERSUB-SECTION 148 OF THE COMPANIES ACT,2013:

The Company is not required to maintain Cost Records as specified by the
Central Government under sub- section (1) of section 148 of the Companies
Art 2013

32. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS OR TRIBUNAL IMPACTING THE GOINGCON
CERNSTATUS AND THE COMPANY SOPERATIONIN FUTURE:

The Delisting Committee of Bombay Stock Exchange Limited (BSE) had passed
an order against the Company on July 04, 2018 there by delisting the securities
of the Company under SEBI (Delisting of Equity Shares} Regulations, 2009,
However the Order was rescinded on January 23, 2019 pursuant to which the
equity shares of the Company are listed on BSE platform however the trading of
securities is suspended. The Company is in the process of revocation of suspen¬
sion of trading of securities.

The company received in principal approval of revocation of suspension of
trading of securities.

33. DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to sub-section{5) of Section 134 of the Companies Act, 2013 and to the
best of their knowledge and belief and according to the information and
explanations obtained / received from the operating Management, your Direc¬
tors make the following statement and confirm that-

a) in the preparation of the annual accounts, the applicable accounting standards
had been followed along with proper explanation relating to material depar¬
tures;

b) the directors had selected such accounting policies and applied the consistently
and made judgments and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the company at the end of the
financial year and of the profit and loss of the company for that period;

c) the directors had taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of this Act for
safeguarding the assets of the company and for preventing and detecting fraud
and other regularities;

d) the director shad prepared the annual accounts on a going concern basis;

e) the directors had laid down internal financial controls to be followed by the
Company and that such internal financial control sere adequate and were
operating effectively; and

f) the directors had devised proper systems to ensure compliance with the provi¬
sions of all applicable law sand that such systems were adequate and operating
effectively.

34 .ACKNOWLEDGEMENT:

Your Directors place on record their sincere gratitude for the assistance, guid¬
ance and co-operation the Company has received from all stakeholders. The
Board further places on record its appreciation for the dedicated services
rendered by the employees of the Company.

For and on behalf of the Board of Directors

For Olympic Management & Financial Services Limited

Sd/- Sd/-

Pawan Kr Agarwal S. N. Agarwal

Director Whole-time Director

DIN:00556417 DIN:01764628

Place: Mumbai
Date: 13.08.2024

Registered Office:

42, Gopal Bhavan,

199 Princess Street,

Mumbai-400 002

---

Mar 31, 2014

DEAR MEMBERS,

The Directors are pleased to present the Thirtieth Annual Report together with the Audited statement of Accounts for the year ended March 31, 2014.

1. FINANCIAL HIGHLIGHTS AND BUSINESS RESULTS:-

31.03.2014 31.03.2013

(Amt. In Rs.) (Amt. In Rs.)

TOTAL INCOME 1798965.00 317320.00

PROFIT BEFORE TAX & DEPRECIATION 483437.00 20502.00

LESS: DEPRECIATION 328674.00 317336.00

PROFIT/(LOSS) BEFORE TAX 154763.00 (296834.00)

LESS: PROVISION FOR TAXATION 0.00 0.00

PROFIT/LOSS AFTER TAXATION 154763.00 (296834.00)

EXTRA-ORDINARY ITEM (1491089.00) (8564.00)

PROFIT/(LOSS) AFTER EXTRA-ORDINARY ITEM (1336326.00) (305398.00)

2. OPERATIONS

The Gross Income for the year ended 31st March, 2014 is Rs. 17,98,965/-. Due to adverse market condition, the activities declined which has affected Business and Profitability of the company. The company is looking for new opportunities to improve its performance.

3. DIVIDEND:

In the absence of adequate profits, your directors regret their inability to propose any dividend.

4. MANAGEMENT DISCUSSION AND ANALYSIS

As required under Clause 49 of the Listing Agreement entered into with the Stock Exchanges, the Management Discussion and Analysis of the financial condition and result of the company for the year under review, is annexed and forms an integral part of this Directors'' Report.

5. CORPORATE GOVERNANCE REPORT

A Report on Corporate Governance as required under clause 49 of the Listing Agreement entered into with the Stock Exchanges, forms part of the Annual Report. A certificate from M/S R. K. KHANDELWAL & CO., Chartered Accountant and Statutory Auditors of the Company confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49, also forms part of the Annual Report.

6. FIXED DEPOSIT:

The company has not accepted any deposits under the provision Section 58A and 58AA of the companies Act, 1956, and the rules made there under and, therefore, the question of unclaimed deposits is not applicable.

7. DIRECTORS

In accordance with the provisions of the Section 152 of the Companies Act, 2013, SHRI. PAWAN KR AGARWAL (DIN NO. 00556417) Director retire by rotation at the forthcoming Annual General Meeting and, being eligible offer himself for re-appointment.

8. DIRECTORS RESPONSIBILITY STATEMENT:

As required under Section 217 (2AA) of the Companies Act, 1956 it is hereby stated that:

1) In the preparation of the Annual Accounts for the year ended March 31, 2014, the applicable accounting standards have been followed;

2) The Directors have selected such accounting Policies and applied them consistently and made judgement and estimate that are reasonable and prudent as to give a true and fair view of the state of affairs of the Company as at March 31, 2014, and of the loss of the Company for the year ended on that date;

3) Director have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

4) The annual accounts have been prepared on a going concern basis.

However, as permitted by the Companies Act, 1956 the Reports and Accounts are being send to all Members and other entitled persons excluding the above statements. Those interested in obtaining a copy of the said statements, may write to the Company at its Registered Office and the same will be sent by post. The statement are also available for inspection at the registered Office, during working hours upto the date of the Annual General Meeting.

9. AUDITORS:

M/S R. K. KHANDELWAL & CO., Chartered Accountants, retires as Auditors of the Company at the forthcoming Annual General Meeting and have given their consent for re-appointment to the audit the accounts of the Company for the Financial year 2014-15. As required under the provisions of Section 139 of the Companies Act, 2013 the Company has obtained written confirmation from M/s. R. K. KHANDELWAL & CO. that their appointment, if made, would be in conformity with the limits specified in said section.

10. AUDITORS'' REPORT & NOTES ON ACCOUNTS

The observations made by the Auditors are self-explanatory and have also been further simplified in the Notes to Accounts.

11. AUDIT COMMITTEE

The present Audit Committee comprised of three non-executive Directors viz MR. HEMANT MEHTA, MR. L. N. BHOLA & MR. PRAFULLA SHIRKE. The members of the Audit Committee have the required financial background. MR. HEMANT MEHTA is the Chairman of the Audit Committee.

12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO:

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy, Technology Absorption, Foreign Exchange Earnings and out go are not applicable to your company.

13. APPRECIATION:

Your Directors wish to place on record their appreciation for the contribution made by the employees at all levels for their wholehearted contribution to the operations of the company during the year.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

CHAIRMAN

Registered Office: 42, Gopal Bhavan, 199 Princess Street, Mumbai - 400 002

Place: Mumbai Date: 04.09.2014

---

Mar 31, 2013

TO THE MEMBERS:

The directors have pleasure to present their 29th Annual Report of your company together with Audited Accounts for the year ended 31st March 2013.

FINANCIAL RESULTS:- 31.03.2013 31.03.2012

GROSS INCOME 3.17 10.27

PROFIT BEFORE TAX & DEPRECIATION 0.20 5.06

LESS DEPRECIATION 3.17 6.27

PROFIT/LOSS BEFORE TAX (2.97) (1.21)

LESS: PROVISION FOR TAXATION TAX 0.00 0.42

ADJUSTMENT FOR P. Y.

PROFIT/LOSS AFTER TAXATION (2.97) (1.63)

EXTRA-ORDINARY ITEMS 0.09 7.28

PROFIT/LOSS AFTER EXTRA-ORDINARY (3.05) (8.91)

ITEM

APPROPRIATION

PROPOSED DIVIDEND NIL NIL

ADD: BALANCE BROUGHT FORWARD (137.44) (128.53)

BALANCE CARRIED TO BALANCE (140.50) (137.44)

SHEET



DIVIDEND

In the absence of profits, your Directors regret their inability to propose any dividend.

OPERATIONS

The loss for the year ended 31st March, 2013 is Rs. 305398/- Due to adverse market condition, the activities in the Project Consultancy Sector have been declined which has affected Business and profitability of the company. The company is in the process of making a business plan for future.

PERSONNEL

The Board of Directors wishes to express its appreciation to the employees at all levels for their wholehearted contribution to the operations of the company during the year.

FIXED DEPOSITS

The company has not accepted any deposits under the provisions of section 58A of the companies Act, 1956 and the rules made there under and therefore, the question of unclaimed deposits is not applicable.

DIRECTORS'' RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the companies Act, 1956, your Directors state that -

- In the preparation of the annual accounts, the applicable accounting standards have been followed.

- That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and are 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 ended 31st March, 2013 and of the loss for that year;

- That the Directors have taken Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

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

DIRECTORS

MR. HEMANT MEHTA & MR. S. N. AGARWAL retire by rotation and being eligible, offer themselves for reappointment.

AUDITOR

M/S R.K. Khandelwal & Co. Chartered Accountants, Mumbai were appointed as Auditors of the company till the conclusion of the next Annual General Meeting. The Directors recommended the appointment of Auditors of the company till the conclusion of the next Annual General Meeting.

The Notes on Accounts referred to in the Auditors'' Report are self- explanatory and do not call for any further comments.

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

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy, Technology Absorption, and Foreign Exchange Earnings and out go are not applicable to your company.

ACKNOWLEDGEMENTS

The Board wishes to place on record their gratitude for the co-operation and assistance received from the shareholders and customers and thanks them for their continued support.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/-

CHAIRMAN

---

Mar 31, 2012

TO THE MEMBERS:

The directors have pleasure to present their 28th Annual Report of your company together with Audited Accounts for the year ended 31st March 2012.

FINANCIAL RESULTS:-

31.03.2012 31.03.2011

GROSS INCOME 10.27 1.75

PROFITBEFORE TAX & DEPRECIATION 5.06 0.62

LESS DEPRECIATION 6.27 02.60

PROFIT/LOSS BEFORE TAX (1.21) (1.97)

LESS: PROVISION FOR TAXATION TAX ADJUSTMENT 0.42 NIL

FOR P. Y.

PROFIT/LOSS AFTER TAXATION (1.63) (1.97)

EXTRA-ORDINARY ITEMS 7.28 0.00

PROFIT/LOSS AFTER EXTRA-ORDINARY ITEM (8.91) (1.97)

APPROPRIATION

PROPOSED DIVIDEND NIL NIL

ADD: BALANCE BROUGHT FORWARD (128.53) (126.56)

BALANCE CARRIED TO BALANCE SHEET (137.44) (128.53)

DIVIDEND

In the absence of profits'' your Directors regret their inability to propose any dividend.

OPERATIONS

The loss for the year ended 31st March'' 2012 is Rs. 891066/- Due to adverse market condition'' the activities in the Project Consultancy Sector have been declined which has affected Business and profitability of the company. The company is in the process of making a business plan for future.

PERSONNEL

The Board of Directors wishes to express its appreciation to the employees at all levels for their wholehearted contribution to the operations of the company during the year.

FIXED DEPOSITS

The company has not accepted any deposits under the provisions of section 58A of the companies Act'' 1956 and the rules made there under and therefore'' the question of unclaimed deposits is not applicable.

DIRECTORS'' RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the companies Act'' 1956'' your Directors state that -

- In the preparation of the annual accounts'' the applicable accounting standards have been followed.

- Large overhead

- Competition from global firms

- Recovery of fees

- Branding

FUTURE BUSINESS OUTLOOK

In this information age the knowledge is power. Timely and accurate information is sought by a number of companies. A large number of companies are looking for diversification plans'' as their existing activities are no more profitable. The company plans to make such services available to its constituents in time to come.

INTERNAL CONTROL SYSTEMS

The level of activities of the company at present is quite low. Keeping in view the scale of operation'' size of the company'' and cost aspect'' the company has reasonably good internal control system to ensure that all its assets are safeguarded and protected against loss from unauthorized use or disposition and transaction are authorized'' recorded and reported correctly.

The internal control systems are also designed to ensure that the financial and other records are reliable'' for preparing financial statements and other data. The audit committee'' which has been formed during the year'' will also play an important role in times to come.

RISKS AND CONCERNS

The business of the company largely depends on the improvement of investment climate'' growth of medium sca!e sector and pooling of resources by the company. The company will endeavor its best to capitalize on its strengths and improve upon its weak areas.

HUMAN RESOURCES DEVELOPMENT

Rather than recruiting permanent employees'' the company will prefer to out source various services based on assignments in hands. This will minimize the risk and keep the overheads at reasonable level.

AUDIT COMMITTEE

Your company has an Audit Committee comprising three non-executive independent Directors viz Mr. HEMANT MEHTA'' Mr. PRAFULLA SHIRKE'' Mr. PAWAN AGARWAL Mr. PAWAN AGARWAL is the Chairman of the Audit Committee. The Statutory auditors are also invited to attend the meetings.

- That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and are 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 ended 31** March'' 2012 and of the loss for that year;

- That the Directors have taken Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act'' 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

- That the Directors have prepared the annua! accounts on a going concern basis.

DIRECTORS

MR. PAWAN AGARWAL & MR. L. N. BHOLA retire by rotation and being eligible'' offer themselves for reappointment''

AUDITOR

M/S R.K. Khandelwal & Co. Chartered Accountants'' Mumbai were appointed as Auditors of the company till the conclusion of the next Annual General Meeting. The Directors recommended the appointment of Auditors of the company till the conclusion of the next Annual General Meeting.

The Notes on Accounts referred to in the Auditors'' Report are self-explanatory and do not call for any further comments.

CONSERVATION OF ENERGY'' TECHNOLOGY ABSORPTION'' FOREIGN EXCHANGE EARNING AND OUTGO:

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy'' Technology Absorption'' and Foreign Exchange Earnings and out go are not applicable to your company.

ACKNOWLEDGEMENTS

The Board wishes to place on record their gratitude for the co-operation and assistance received from the shareholders and customers and thanks them for their continued support.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/-

CHAIRMAN

Registered Office:

42'' Gopal Bhavan''

199 Princess Street''

Mumbai- 400 002

Place: Mumbai

Date: 30.05.2012

---

Mar 31, 2011

TO THE MEMBERS:

The directors have pleasure to present their 27th Annual Report of your company together with Audited Accounts for the year ended 31st March 2011.

FINANCIAL RESULTS- 31.03.2011 31.03.2010

GROSS INCOME 1.75 5.80

PROFITBEFORE TAX & DEPRECIATION 0.62 03.77

LESS DEPRECIATION 02.60 03.36

PROFIT/LOSS BEFORE TAX (1.97) 0.41

LESS: PROVISION FOR TAXATION TAX NIL NIL

ADJUSTMENT FOR P. Y. NIL NIL

PROFIT/LOSS AFTER TAXATION (1.97) 0.41

EXTRA-ORDINARY ITEMS 0.00 (0.17)

PROFIT/LOSS AFTER EXTRA-ORDINARY (1.97) 0.24 ITEM

APPROPRIATION

PROPOSED DIVIDEND NIL NIL

ADD: BALANCE BROUGHT FORWARD (126.56) (126.80)

BALANCE CARRIED TO BALANCE (128.53) (126.56) SHEET



DIVIDEND

In the absence of adequate profits, your Directors regret their inability to propose any dividend.

OPERATIONS

The loss for the year ended 31st March, 2011 is Rs. 197485/- Due to adverse market condition, the activities in the Project Consultancy Sector have been declined which has affected Business and profitability of the company. The company is in the process of making a business plan for future.

PERSONNEL

The Board of Directors wishes to express its appreciation to the employees at all levels for their wholehearted contribution to the operations of the company during the year.

FIXED DEPOSITS

The company has not accepted any deposits under the provisions of section 58A of the companies Act, 1956 and the rules made there under and therefore, the question of unclaimed deposits is not applicable.

DIRECTORS'' RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the companies Act, 1956, your Directors state that -

- In the preparation of the annual accounts, the applicable accounting standards have been followed.

- That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and are 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 ended 31st March, 2011 and of the loss for that year;

- That the Directors have taken Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

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

DIRECTORS

MR. S. N. AGARWAL & MR. PRAFULLASHIRKE retire by ratation and being eligible, offer him for reappointment.

AUDITOR

M/S R.K. Khandelwal & Co. Chartered Accountants, Mumbai were appointed as Auditors of the company till the conclusion of the next Annual General Meeting. The Directors recommended the appointment of Auditors of the company till the conclusion of the next Annual General Meeting.

The Notes on Accounts referred to in the Auditors'' Report are self-explanatory and do not call for any further comments.

CONSERVATION OF G A N D OU TECHNOLOGY ABSORPTION, FOREIGN

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy, Technology Absorption, and Foreign Exchange Earnings and out go are not applicable to your company.

ACKNOWLEDGEMENTS

The Board wishes to place on record their gratitude for the co-operation and assistance received from the shareholders and customers and thanks them for their continued support.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/- CHAIRMAN

Registered Office: 42, GopalBhavan,

199 Princess Street, Mumbai- 400 002

Place: Mumbai Date: 25.05.2011

---

Mar 31, 2010

The directors have pleasure to present their 26th Annual Report of your company together with Audited Accounts for the year ended 31st March 2010.

FINANCIAL RESULTS:-

31.03.2010 31.03.2009

GROSS INCOME 5.80 4.27

PROFITBEFORE TAX & DEPRECIATION 03.12 02.46

LESS DEPRECIATION 03.36 03.36

PROFIT BEFORE TAX 0.41 (01.10)

LESS: PROVISION FOR TAXATION TAX NIL NIL

ADJUSTMENT FOR P. Y. NIL NIL

PROFIT AFTER TAXATION 0.41 (01.10)

EXTRA-ORDINARY ITEMS 0.17 0.34

PROFIT AFTER EXTRA-ORDINARY ITEM 0.24 (0.77)

APPROPRIATION

PROPOSED DIVIDEND NIL NIL

ADD: BALANCE BROUGHT FORWARD (126.80) (126.03)

BALANCE CARRIED TO BALANCE (126.56) (126.79)

SHEET

DIVIDEND

In the absence of adequate profits, your Directors regret their inability to propose any dividend.

OPERATIONS

The profit for the year ended 31st March, 2010 is Rs. 24,068/- Due to adverse market condition, the activities in the Project Consultancy Sector have been declined which has affected Business and profitability of the company. The company is in the process of making a business plan for future. ¦

PERSONNEL

The Board of Directors wishes to express its appreciation to the employees at all levels for their wholehearted contribution to the operations of the company during the year.

FIXED DEPOSITS

The company has not accepted any deposits under the provisions of section 58A of the companies Act, 1956 and the rules made there under and therefore, the question of unclaimed deposits is not applicable.

DIRECTORS RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the companies Act, 1956, your Directors state that -

- In the preparation of the annual accounts, the applicable accounting standards have been followed.

That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and are 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 ended 31st March, 2010 and of the profit for that year;

- That the Directors have taken Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

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

DIRECTORS

MR. HEMANT MEHTA & MR.PAWAN AGARWAL retire by ratation and being eligible, offer him for reappointment.

AUDITOR

M/S MANOJ D. MAHIMKAR & CO, Chartered Accountants Mumbai, were appointed as Auditors of the company till the conclusion of this Annual General Meeting.They have expressed unwillingness to be re- appointed. It is proposed to appoint M/S R.K. Khandelawal & Co. in place of M/S MANOJ D. MAHIMKAR & CO, Chartered Accountant The Directors recommend the appointment of M/S R.K. Khandelwal & Co. as Auditors of the company till the conclusion of the next Annual General Meeting.

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

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy, Technology Absorption, and Foreign Exchange Earnings and out go are not applicable to your company.

ACKNOWLEDGEMENTS

The Board wishes to place on record their gratitude for the co-operation and assistance received from the shareholders and customers and thanks them for their continued support.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/-

CHAIRMAN

Registered Office: 42, Gopal Bhavan,

199 Princess Street,

Mumbai- 400 002

Place: Mumbai

Date : 01.09.2010

---

Mar 31, 2009

The directors have pleasure to present their 25th Annual Report of your company together with Audited Accounts for the year ended 31** March 2009.

FINANCIAL RESULTS:-

31.03.2009 31.03.2008

GROSS INCOME 4.27 09.59

PROFIT3EF0RE TAX & DEPRECIATION 02.46 05.89

LESS, DEPRECIATION 03.36 03.06

PROFIT BEFORE TAX (01.10) 02.83

LESS: PROVISION FOR TAXATION NIL 00.62

PROFIT AFTER TAXATION (01.10) 02.31

EXTRA-ORDINARY ITEMS 0.34 06.20

PROFIT AFTER EXTRA-ORDINARY ITEM (0.77) 08.51

APPROPRIATION

PROPOSED DIVIDEND NIL NIL

ADD: BALANCE BROUGHT FORWARD (126.03) (134.55)

BALANCE CARRIED TO BALANCE (126.79) (126.03) SHEET

DIVIDEND

In the absence of adequate profits, your Directors regret their inability to propose any dividend.

OPERATIONS

The loss for the year ended 31st March, 2009 is Rs. 76,704/- Due to adverse market condition, the activities in the Project Consultancy Sector have been declined which has affected Business and profitability of the company. The company is looking for new opportunities to improve its performance.

PERSONNEL

The Board of Directors wishes to express its appreeiatign to the employees at all levels for their wholehearted contribution to the operations of the company during the year.

FIXED DEPOSITS

The company has not accepted any deposits under the provisions of section 58A of the companies Act, 1956 and the rules made there under and therefore, the question of unclaimed deposits is not applicable.

DIRECTORS RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the companies Act, 1956, your Directors state that -

- In the preparation of the annual accounts, the applicable accounting standards have been followed.

- That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and are 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 ended 31s* March, 2009 and of the profit for that year;

- That the Directors have taken Proper and sufficient care for the maintenance of adequate accounting records in accordance, with the, provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

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

DIRECTORS

MR: PRAFUtLA SHIRKE & MR.PAWAN AGARWAL retire by rotation and being eligible, offer him for reappointment.

AUDITOR

M/S MANQJ D. MAHIMKAR & CO, Chartered Accountant Mumbai, were appointed as Auditors of the company till the conclusion of the next Annual General Meeting. The Directors recommend the appointment of Auditors of the company till the conclusion of the next Annual General Meeting.

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

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy, Technology Absorption, and Foreign Exchange Earnings and out go are not applicable to your company.

ACKNOWLEDGEMENTS

The Poard wishes to place on record their gratitude for the co-operation and assistance received from the shareholders and customers and thanks them,for their continued support.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/- CHAIRMAN

Registered Office: 42, Gopal Bhavan,

199 Princess Street, Mumbai-400 002

Place: Mumbai Date : 30/06/2009

---

Mar 31, 2008

The directors have pleasure to present their 24th Annual Report of your company together with Audited Accounts for the year ended 31st March 2008.

FINANCIAL RESULTS:-

31.03.2008 31.03.2007 (Rs. in Lakhs)

GROSS INCOME 09.59 07.59 PROFIT BEFORE TAX & DEPRECIATION 05.89 03.91 LESS DEPRECIATION 03.06 02.66 PROFIT BEFORE TAX 02.83 01.25 LESS: PROVISION FOR TAXATION. 00.52 00.01 PROFIT AFTER TAXATION 02.31 01.24 EXTRA-ORDINARY ITEMS 06.20 02.62 PROFIT AFTER EXTRA-ORDINARY ITEM 08.51 03.86 APPROPRIATION PROPOSED DIVIDEND NIL NIL TRANSFER FROM GENERAL RESERVE NIL 17.47 ADD: BALANCE BROUGHT FORWARD (134.55) (155.87) BALANCE CARRIED TO BALANCE (126.03) (134.55) SHEET

DIVIDEND

In the absence of adequate profits, your Directors regret their inability to propose any dividend.

OPERATIONS

The Gross Income for the year ended 31st March, 2008 is Rs. 9,58,805/- Due to adverse market condition, the activities in the Project Consultancy Sector have been declined which has affected Business and profitability of the company. The company is looking for new opportunities to improve its performance.

PERSONNEL

The Board of Directors wishes to express its appreciation to the employees at all levels for their wholehearted contribution to the operations of the company during the year.

FIXED DEPOSITS

The company has not accepted any deposits under the provisions of section 58A of the companies Act, 1956 and the rules made there under and therefore, the question of unclaimed deposits is not applicable.

DIRECTORS RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the companies Act, 1956, your Directors state that -

* In the preparation of the annual accounts, the applicable accounting standards have been followed.

* That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and are 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 ended 31st March, 2008 and of the profit for that year;

* That the Directors have taken Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

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

DIRECTORS

MR. S. N. AGARWAL & MR. L N. BHOLA retire by ratation and being eligible, offer him for reappointment.

AUDITOR

M/S MANOJ D. MAHIMKAR & CO, Chartered Accountant Mumbai, were appointed as Auditors of the company till the conclusion of the next Annual General Meeting. The Directors recommend the appointment of Auditors of the company till the conclusion of the next Annual General Meeting.

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

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy, Technology Absorption, and Foreign Exchange Earnings and out go are not applicable to your company.

ACKNOWLEDGEMENTS

The Board wishes to place on record their gratitude for the co-operation and assistance received from the shareholders and customers and thanks them for their continued support.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/- CHAIRMAN Registered Office: 42, Gopal Bhavan, 199 Princess Street, Mumbai-400 002

Place: Mumbai Date : 12/07/2008

---

Mar 31, 2007

The directors have pleasure to present their 23rd Annual Report of your company together with Audited Accounts for the year ended 31st March 2007.

FINANCIAL RESULTS:- 31.03.2007 31.03.2006 (Rs. in Lakhs)

GROSS INCOME 10.58 07.92 PROFIT/LOSS BEFORE TAX & 06.90 (04.18) DEPRECIATION LESS DEPRECIATION 02.66 03.54 PROFIT/LOSS BEFORE TAX 04.24 (07.72) LESS: PROVISION FOR TAXATION TAX NIL NIL ADJUSTMENT FOR P. Y. NIL NIL PROFIT/LOSS AFTER TAXATION 04.24 (07.72) EXTRA-ORDINARY ITEMS (00.37) (12.09) PROFIT/LOSS AFTER EXTRA-ORDINARY 03.87 (19.81) ITEM APPROPRIATION PROPOSED DIVIDEND NIL NIL TRANSFER FROM GENERAL RESERVE 17.47 NIL ADD: BALANCE BROUGHT FORWARD (155.87) (136.06) BALANCE CARRIED TO BALANCE (134.55) (155.87) SHEET

DIVIDEND

In the absence of adequate profits, your Directors regret their inability to propose any dividend.

OPERATIONS

The Gross Income for the year ended 31st March, 2007 is Rs. 10,57,660/- Due to adverse market condition, the activities in the Project Consultancy Sector have been declined which has affected Business and profitability of the company. The company is looking for new opportunities to improve its performance.

PERSONNEL

The Board of Directors wishes to express its appreciation to the employees at all ievels for their wholehearted contribution to the operations of the company during the year.

FIXED DEPOSITS

The company has not accepted any deposits under the provisions of section 58A of the companies Act, 1956 and the rules made there under and therefore, the question of unclaimed deposits is not applicable.

DIRECTORS RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the companies Act, 1956, your Directors state that -

* In the preparation of the annual accounts, the applicable accounting standards have been followed.

*That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and are 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 ended 31st March, 2007 and of the loss for that year;

* That the Directors have taken Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

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

DIRECTORS

MR. PAWAN AGARWAL & MR. HEMANT MEHTA retire by ratation and being eligible, offer him for reappointment.

AUDITOR

M/S MANOJ D. MAHIMKAR & CO, Chartered Accountant Mumbai, were appointed as Auditors of the company till the conclusion of the next Annual General Meeting. The Directors recommend the appointment of Auditors of the company till the conclusion of the next Annual General Meeting.

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

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy, Technology Absorption, and Foreign Exchange Earnings and out go are not applicable to your company.

ACKNOWLEDGEMENTS

The Board wishes to place on record their gratitude for the co-operation and assistance received from the shareholders and customers and thanks them for their continued support.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/- CHAIRMAN Registered Office: 42, Gopal Bhavan, 199 Princess Street, Mumbai- 400 002 Place: Mumbai Date: 24/07/2007

---

Mar 31, 2006

ANNUAL REPORT 2005-2006

DIRECTOR'S REPORT

TO THE MEMBERS:

Your directors have pleasure to present their 22nd Annual Report of your company together with Audited Accounts for the year ended 31st March 2006.

FINANCIAL RESULTS:-

31.03.2006 31.03.2005 (Rs. in Lakhs)

GROSS INCOME 07.92 15.08

PROFIT/LOSS BEFORE TAX & (04.18) (01.71) DEPRECIATION

LESS DEPRECIATION 03.54 03.90

PROFIT/LOSS BEFORE TAX (07.72) (05.61)

LESS: PROVISION FOR TAXATION NIL NIL

TAX ADJUSTMENT FOR P. Y. NIL NIL

PROFIT/LOSS AFTER TAXATION (07.72) (05.61)

EXTRA-ORDINARY ITEMS (12.09) (00.20)

APPROPRIATION

PROPOSED DIVIDEND NIL NIL

TRANSFER TO GENERAL RESERVE NIL NIL

ADD: BALANCE BROUGHT (136.06) (130.25) FORWARD

BALANCE CARRIED TO BALANCE (155.87) (136.06) SHEET

DIVIDEND

In the absence of Profits, your Directors regret their inability to propose any dividend.

OPERATIONS

The Gross Income for the year ended 31st March, 2006 is Rs. 7,92,339/-. Due to adverse market condition, the activities in the Project Consultancy Sector have been declined which has affected Business and profitability of the company. The company is looking for new opportunities to improve its performance.

PERSONNEL

The Board of Directors wishes to express its appreciation to the employees at all levels for their wholehearted contribution to the operations of the company during the year.

FIXED DEPOSITS

The company has not accepted any deposits under the provisions of section 58A of the companies Act, 1956 and the rules made there under and therefore, the question of unclaimed deposits is not applicable.

DIRECTORS' RESPONSIBILITY STATEMENT

As required under section 217(2AA) of the companies Act, 1956, your Directors state that -

* In the preparation of the annual accounts, the applicable accounting standards have been followed.

* That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and are 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 ended 31st March, 2006 and of the loss for that year;

* That the Directors have taken Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities

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

DIRECTORS

MR. PRAFULLA SHIRKS retire by rotation and being eligible, offer him for reappointment.

AUDITOR

M/S MANOJ D. MAHIMKAR & CO, Chartered Accountant Mumbai, were appointed as Auditors of the company till the conclusion of the next Annual General Meeting. The Directors recommend the appointment of Auditors of the company till the conclusion of the next Annual General Meeting.

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

Particulars under the companies (Disclosure of Particulars in the Report of the Board of Directors) Rules 1988 on Conservation of energy, Technology Absorption, and Foreign Exchange Earnings and out go are not applicable to your company.

ACKNOWLEDGEMENTS

The Board wishes to place on record their gratitude for the co-operation and assistance received from the shareholders and customers and thanks them for their continued support.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/- CHAIRMAN

Registered Office:

42, Gopal Bhavan, 199 Princess Street, Mumbai- 400 002

Place : Mumbai Date : 17/07/2006