Directors Report of JMDE Packaging & Realties Ltd.

Mar 31, 2014

Dear Members,

The Directors hereby present the 19th Annual Report of the Company together with the audited statement of accounts for the year ended 31st March 2014.

1. Financial Results (Standalone)

Year ended Year ended 31st March 2014 31st March 2013 (Rs. In Lacs) (Rs. In Lacs)

Income from Operation 0.00 0.00

Total Expenditure 07.67 58.75

Profit before finance cost, depreciation and (03.41) 00.88 tax (Operating Profit)

Finance Cost 00.00 00.00

Depreciation Cost 00.36 00.90

Profit before tax (03.77) (00.02)

Provision for Tax - 0.00 0.00

- Dividend Tax 0.00 0.00

- Reversal of Dividend Tax 0.00 0.00

- Deferred 0.00 0.00

Profit after Tax (03.77) (00.02)

Balance brought forward from previous year (399.00) (398.98)

Transfer to General Reserve 0.00 0.00

Proposed Dividend 0.00 0.00

Profit carried to Balance Sheet (402.75) (399.00)

2. Operations Review

The Company's primary business is real estate sales. The Company has setup its own website, www.homenxt.com, to capture the growing online real estate sales and broking business. The Company is in the process of readying a plan, a team and financing to carry out this venture.

3. Dividend

Your directors do not recommend a dividend on Equity Shares of the Company for the year under consideration.

4. Fixed Deposit

During the year under review, the Company has not received any deposits from the public pursuant to Section 58- A of the Company Act, 1956.

5. Subsidiaries

The Company has one subsidiary as on date, M/s. Salt Studios Pvt. Ltd.

6. Listing

The Equity Shares of your Company are listed on The Bombay Stock Exchange, Mumbai. Listing fees to the Stock Exchanges have been paid for the Year 2013- 14.

7. Directors Responsibility Statement

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors based on the representations received from the Operating Management, confirm:

a) that in the preparation of the annual accounts, the applicable accounting

standards have been followed and that there are no material departures;

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

c) that they have taken proper and sufficient care to the best of their knowledge and ability for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d) that they have prepared the annual accounts on a going concern.

8. Auditors

The Auditors M/s PSV Jain & Associates, Chartered Accountants, Mumbai retire at the forthcoming Annual General Meeting and are eligible for reappointment. Your Directors propose the reappointment of M/s PSV Jain & Associates, Chartered Accountants, to hold office until the conclusion of the next Annual General Meeting of the Company.

9. Conversation Of Energy, Technology Absorption, Foreign Exchange Earnings & Outgo

Company takes adequate steps to avoid wasteful consumption and conservation of energy. The Company does not require any technology for its existing business. There were no Earnings and Outgo in Foreign Exchange.

10. Particulars Of Employees

In terms of the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (particulars of Employees) Rules 1975, as amended, there are no employees whose details to be reported under this section.

11. Employee Stock Option Scheme

During the year under consideration no options were granted.

For and on Behalf of the Board of Directors

Place: Mumbai Mahendra Pandey Dated: 30th August 2014 Director

Registered Office: 502, Sinchan Apartments Off Veera Desai Road Andheri (W) Mumbai - 400 053

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Mar 31, 2013

Dear Members,

The Directors hereby present the 18th Annual Report of the Company together with the audited statement of accounts for the year ended 31st March 2013.

1. Financial Results (Standalone)

Year ended Year ended 31st March 2013 31st March 2012 (Rs. In Lacs) (Rs. In Lacs)

Income from Operation 0.00 0.00

Total Expenditure 58.75 25.93

Profit before finance cost, depreciation and 00.88 (31.83) tax (Operating Profit)

Finance Cost 00.00 00.00

Depreciation Cost 00.90 00.72

Profit before tax (00.02) (32.55)

Provision for Tax - 0.00 0.00

- Dividend Tax 0.00 0.00

- Reversal of Dividend Tax 0.00 0.00

- Deferred 0.00 (3.90)

Profit after Tax (00.02) (32.55)

Balance brought forward from (398.98) 09.22 previous year

Transfer to General Reserve 0.00 0.00

Proposed Dividend 0.00 0.00

Profit carried to Balance Sheet (399.00) (398.98)

2. Operations Review

The Company''s primary business is real estate sales. The Company has setup its own website, www.homenxt.com, to capture the growing online real estate sales and broking business. The Company is in the process of readying a plan, a team and financing to carry out this venture.

3. Dividend

Your directors do not recommend a dividend on Equity Shares of the Company for the year under consideration.

4. Fixed Deposit

During the year under review, the Company has not received any deposits from the public pursuant to Section 58- A of the Company Act, 1956.

5. Subsidiaries

The Company has one subsidiary as on date, M/s. Salt Studios Pvt. Ltd.

6. Listing

The Equity Shares of your Company are listed on The Stock Exchange, Mumbai. Listing fees to the Stock Exchanges have been paid for the Year 2012-13.

7. Directors Responsibility Statement

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors based on the representations received from the Operating Management, confirm:

a) that in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;

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

c) that they have taken proper and sufficient care to the best of their knowledge and ability for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d) that they have prepared the annual accounts on a going concern.

8. Auditors

The Auditors M/s. Chirawewala & Associates and M/s B.N. Kedia & Co., Chartered Accountants, Chartered Accountants, Mumbai retire at the forthcoming Annual General Meeting and are eligible for reappointment. Your Directors propose the appointment of M/s PSV Jain & Associates, Chartered Accountants, to hold office until the conclusion of the next Annual General Meeting of the Company.

9. Conversation Of Energy, Technology Absorption, Foreign Exchange Earnings & Outgo

Company takes adequate steps to avoid wasteful consumption and conservation of energy. The Company does not require any technology for its existing business. There were no Earnings and Outgo in Foreign Exchange.

10. Particulars Of Employees

In terms of the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (particulars of Employees) Rules 1975, as amended, there are no employees whose details to be reported under this section.

11. Employee Stock Option Scheme

During the year under consideration no options were granted.

12. Report On Corporate Governance

A. CORPORATE GOVERNANCE PHILOSOPHY

The Company is committed to good Corporate Governance. The Company has been following good principle of business over the years by following all laws and regulations of the land with an emphasis on accountability and integrity. The code of Corporate Governance emphasizes the transparency of system to enhance the benefits to shareholders, customers, creditors and employees of the company. Your company has complied with the requirements of the Corporate Governance Code as disclosed herein below:

B. BOARD OF DIRECTORS

The board of the Company comprises the following Directors, having wide range of skills and experience in the field of management and industrial activities.

Name Category No. of No. of No. of Committe Attenda of The of Meetin Meetin other e nceat Director Directors gs gs Directorsh Members Last hip Held Attend ips held hip AGM During ed Year 2012- 13

Mr. Director 5 5 2 2 Y Mahend ra Pandey

Mr. Executive 5 5 1 1 Y Kaushik Director Shah

Mrs. Non- 5 4 1 2 Y Rachana Executive Pandya Independ ent Director

Mr. Non- 5 4 Nil 2 Y Pandura Executive ng Independ Chorgh ent e Director

Mr. Non- 5 3 Nil 2 N Devend Executive ranath Independ Dubey ent Director

C. DATES OF BOARD MEETING

Six Board Meetings were held during the year under review on the following dates: 28th March 2013, 28th February 2013, 20th October 2012, 21st July 2012 & 10th May 2012.

D. COMMITTEES OF DIRECTORS

a) Audit Committee

The terms of reference and role are as prescribed by Clause 49 of the Listing Agreement with the Stock Exchanges and Section 292A of the Companies Act, 1956 and by the Board from time to time.

During the year 2012 - 13 the committee met 5 times. The composition of the Audit Committee and the attendance of the members is as under:

Name of Director Designation Meetings Attended Mr. Kaushik Shah Executive Director 5

Mr. Pandurang Chorge Non-Executive 4 Independent Director

Mr. Devendranath Dubey Non-Executive 5 Independent Director

b) Remuneration Committee

The Company has constituted a Remuneration Committee consisting of the following members:

Name of Director Nature of Directorship Meetings Attended Mrs. Rachana Pandya Non-Executive 1 Independent Director

Mr. Mahendra Pandey Executive Director 1

Mr. Pandurang Chorge Non-Executive 1 Independent Director

During the year under review no remuneration paid to Directors. During the year no sitting fees was paid to the Directors. One meeting held during the year under review.

c) Investors Relations Committee

The composition of the Investors Relations Committee (Shareholders/Investors Grievances Committee) is as under:

Name of Director Nature of Directorship Meetings Attended

Mr. Mahendra Pandey Executive Director 4

Mr. Devendranath Non-Executive 3 Dubey Independent Director

Mrs. Rachana Pandya Non-Executive 2 Independent Director

In accordance with Clause 49(VI) (D) of the Listing Agreement with The Bombay Stock Exchanges, the Board has authorized Mr. Mahendra Pandey to approve share transfers/transmissions and comply with other formalities in relation thereto. No Investor Complaints remain unresolved, which were received during the year under review.

There were no pending transfers as on 31st March 2013.

E. GENERAL BODY MEETINGS

The details of last 3 Annual General Meeting (AGM) held are as under:

Financial Date Time Place Year Ended

31-03-2010 30th September2010 16:00 203,Anupam, Dadabhai Cross Road No. 2, J.P. Road, Andheri (W), Mumbai 400 058

31 -03-2011 29th September 2011 16:00 502, Sinchan Apts, Off Veera Desai Rd, Andheri (W), Mumbai - 53

31 -03-2012 30th September 2012 11:00 502, Sinchan Apts, Off Veera Desai Rd, Andheri (W), Mumbai - 53

All special resolutions moved at the last Annual General Meeting were passed unanimously on show of hand by the shareholders present at the meeting. None of the business required to be transacted at the forthcoming Annual General Meeting is proposed to be passed by postal ballot.

F. DISCLOSURES

a. Disclosures on Materially Significant related Party Transactions There were no materially significant related party transactions during the year conflicting with the interest of the Company.

b. Details of Non - Compliances and Penalties There were no penalties levied by the stock exchange, SEBI or any Statutory Authority.

G. MEANS OF COMMUNICATION

1. Quarterly and half yearly reports are published in the newspapers.

2. Management Discussion and Analysis forms part of this Annual Report.

H. GENERAL SHAREHOLDER''S INFORMATION

1. The Annual General Meeting will be held on 30th day of September 2013 at 11.00 A.M. at Plot No. 326/11, 17, Jawahar Nagar, Goregaon West, Mumbai, Maharashtra - 400 062.

2. Financial Year: April to March

3. Book Closure: from September 25, 2013 to September 29, 2013 (both days inclusive).

4. Listing on Stock Exchanges: The Bombay Stock Exchange (BSE)

5. Stock Code

Name of the Stock Exchange Stock Code The Bombay Stock Exchange, Mumbai 524 378

6. The listing fees of The Bombay Stock Exchange (BSE) for the year 2012 - 13 has been paid

7. Registrar and Transfer Agents:

M/s. Purva Sharegistry India Pvt.Ltd. 9 - Shivshakti Industrial Estate, J. R. Borisa Marg, Sitaram Mill Compound, Lower Parel (E), Mumbai - 400 011

8. Share Transfer System:

Shares of the company can be transferred by lodging Transfer Deeds and Share Certificates with the Registrars & Share Transfer Agents at the above said address.

The Company has constituted Share Transfer and Shareholders'' Grievance Committee of the Board of Directors of the Company.

The Company has authorized Purva Sharegistry India Pvt Ltd through their executives to make endorsement of share transfers being registered.

The shareholders have option of converting their holding in dematerialized form and effecting the transfer in dematerialized mode. Shares sent for transfer in physical form are registered and returned within a maximum period of 21 days from the date of receipt of documents provided, all documents are valid and complete in all respects.

9. Dematerialization of shares and liquidity: The shares of the Company are under compulsory demat trading. The Company has made necessary arrangements with NSDL and CDSL for demat facility. 57.43% of the Company''s shares are dematerialized up to 31st March 2013.

10. Address for Correspondence: The Director JMDE Packaging & Realties Limited Maitri, Plot No.10 Road No.1o JVPDScheme Vile Parle (W) Mumbai - 400 049

Disclosure under clause 43 A (2) of the listing agreement The Equity Shares of the Company are listed on The Bombay Stock Exchange (BSE). Listing fees for the year 2012 - 13 of The Stock Exchange, Mumbai had been paid. Details of the Directors seeking re-appointment at the forthcoming Annual General Meeting (In pursuance of clause 49 of the Listing Agreement).

Name of Director: Mr. Kaushik Shah

Date of Birth: 09/12/1965 Date of appointment: 03/04/2012 Occupation:Business

Expertise in Specific functional Areas: Experience of Administration and Office Management, Day to Day Accounting

Directorship in other Companies : NIL

Committee positions held in other Companies : NIL

14. Acknowledgements

Your Directors thank the Company''s clientele, vendors, investors and bankers for their continued support during the year. Your Directors place on record their appreciation of the excellent contribution made by employees at all levels.

Sd/- Sd/- Kaushik Shah Mahendra Pandey Chairman & Managing Director Director (Finance) & CFO

Place: Mumbai Dated: 30th August 2013

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Mar 31, 2011

To THE SHAREHOLDERS

The Directors submit their Report and the Audited Accounts of the Company for the year ended 31st March 2011.

1. FINANCIAL RESULTS

Description 2010-2011 2009-2010

Profit before Depreciation and Interest 2,35,89,242 50,978,380

Less:- Provision for Depreciation - 8,21,743

Interest 6,49,089 6, 49,089

Profit/(Loss) before Tax 2,29,40,153 4,95,07,548

Profit/(Loss) after Tax 2,29,40,153 5,14,91,406

Balance brought forward from previous year (6,04,91,447)(11,19,82,853)

Profit / (Loss) carried to Balance Sheet ( 3,75,51,295) (6,04,9l,447)



DIVIDEND

The Board of Directors does not recommend any dividend on Equity shares for the year under consideration on account of losses suffered.

OPERATIONS

Various steps to improve the Company's performance have started showing result from this year which is evident from the fact that during the current year Company has managed to meet all its expenses and had made a nominal profit.

FINANCIAL

Finance is the major hurdle for your company. Due to prolonged closure, getting finance for working capital will not be easy. Your Directors are taking all necessary steps to generate the required capital from internal sources. Which includes among others reducing credit period to customers, trying to get more orders on "Payment Against Delivery" basis, focusing more on Job Work orders, tight control on expenses, reduce production wastage etc. Also ways to raise some permanent capital is also being given a thought of to improve the working and financial of the Company.

OUTLOOK FOR THE COMPANY

Keeping in view all the facts your Directors will take all necessary precautions and steps to improve the working result of the company. During the year company had generated revenues to meet its expenses and nominal profit. The new segment should bring enough revenue to improve the working of the Company. Looking at the booming reality market and upbeat economical condition Directors are confident that new segment will add significant amount of revenue and help in revival of company's position.

LISTING

The Equity Shares of the Company are listed on Mumbai Jaipur and Ahmedabad Stock Exchanges. The Company has paid the Annual Listing Fees to the Mumbai Stock Exchange for the year 2010-11

DIRECTORS

Mr.Devendra Nath Dubey would retire by rotation at the ensuing Annual General Meeting and is eligible for re-appointment.

DIRECTORS' RESPONSIBLITY STATEMENT

As specifically required under the Companies Act, 1956, your Directors state:

i. that in the preparation of the annual accounts, the applicable accounting standards have been followed. 31,2011 the possession of the management.

iv. that the Annual Accounts have been prepared on a going concern basis.

CORPORATE GOVERNANCE

A Report on Corporate Governance in compliance with the Mumbai Stock Exchange Listing Agreement is attached and forms part of this Report.

PARTICULARS OF EMPLOYEES

The company does not have any employees whose particulars are required to be given pursuant to the provisions of section 217 (2A) of the companies Act, 1956. read with the companies (Particulars of Employees) Rules, 1975.

PARTICULARS UNDER SECTION 217 (1) (e) of the Companies Act, 1956

In a accordance with the requirements of section 217 (1) (e) of the companies Act, 1956. read with the companies (Disclosure of particular in the report of Board of Director ) Rules, 1988, statement showing particulars with respect to conservation of energy is given in the Annexure.

AUDITORS

M/s. Chirawewala & Associates, Charted Accountants, the Auditor of the company would retain at the conclusion of the ensuring Annual Meeting and have expressed their desire to continue as Auditors of the Company, if appointed.

AUDITORS' REPORT

The qualification g.ven by Auditors in their report under Para 5 (i) have been dealt with in Notes to Account point no.6 in Schedule 15 and is self explanatory.

ACKNOWLEDGEMENTS

The Directors wish to place on record their deep appreciation for the services rendered by the officers, staff and workers at all level, and their dedication and loyalty.



FOR AND ON BEHALF OF THE BOARD

ROSHINI PANDAY

CHAIRMAN Place: Mumbai

Date: 30th August 2011

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Mar 31, 2010

To THE SHAREHOLDERS

The Directors submit their Report and the Audited Accounts of the Company for the year ended 31st March 2010

FINANCIAL RESULTS

Description 2009-2010 2008-2009 (Amt. in Rs.) (Amt In Rs)

Profit before Depreciation and interest 5,09.78,380 94,44 978

Less - Provision for Depreciation 8,21.743 8,21,743

Interest 6,49,089 2,36,182

Profit/ Loss before Tax 4,95,07,546 83,87,053

Profit /loss after tax 5,14,91,406 84,65,029

Balance brought forward from previous year (11.19.82.853)(12,04,47,882)

Profit / (Loss) carried to Balance sheet (6,04,91,447)(11,19,82,583)



DIVIDEND

The Board of Directors does not recommend any dividend on Equity shares for the year under consideration

OPERATIONS

Various steps to improve the Company's performance have started showing result as -s evident from the fact that Company was able to maintain a growth in revenue and profitability significantly than previous year New line of business of real estate has significantly added to the income of 1he company

FINANCIAL

Finance is the major hurdle for your company To overcome this company has allotted during the year share warrants to select group of entities including the Directors This fund infusion will certainly improve the performance of the company

REAL ESTATE BUSINESS

Your Directors have charted out plan to restructure the Company m last year and accordingly company's name had been changed to -JMDE Packaging and Recants Limited- and Objects clause has been altered 1o incorporate "Real Estate and Construction business In addition to the pecfcag.ng bus nose The said step have started to show result in these years as is evident from the improved performance of your company is regard to revenue as well as profitability In future too, your directors shall take all out steps to turn around the company

OUTLOOK FOR THE COMPANY

During the year under review Company s revenue and profitability has improved significantly Its new line of real estate business has significantly added to the revenue and in turn to the profitability of he Company In future company plans to take various steps/options to improve the performance of the company Taking new projects in )0.nt venture or exiting from the packaging business are some of the steps which are being looked into.

LISTING

The Equity Shares of the Company are listed on Bombay Stock Exchange The Company has paid the Annual Listing Fees to the Bombay Stock Exchange for the year 2000 - 2010

Disclosure of particulars with respect to conservation of Energy, technical absorption Foreign Exchange earnings and out go as required under companies ( Disclosure of particulars in the report of Board of Directors) Rules, 1988 and forming part of the report of Board of Directors for the year ended 31st March, 2009.

For and on Behalf of the Board of Directors



Place: Mumbai Roshini pondey

Dated 30th August 2010 Director



Registered Office:

502, Sinchan Apartment

Off Veera Desai Road,

Andhen (W)

Mumbai 400053