Directors Report of Lords Chemicals Ltd.

Mar 31, 2011

The Directors have pleasure in presenting the 1ST Annual Report for the financial year ended 31st March, 2011.

FINANCIAL HIGHLIGHTS

(Amount in Rupees)

Particulars 2010-2011 2009-2010

Total Income 46,09,36,497.32 25,10,54,561.63

Total Expenditure 42,30,94,879.19 24,24,81,646.54

Profit Before Tax 3,78,41,618.13 85,72,915.09

Profit After Tax 3,30,13,746.13 55,00,364.09

Balance brought forward from previous year 88,46,66,225.28 28,94,596.97

Profit Available for Appropriation 91,76,79,971.41 83,94,961.06

Dividend 62,65,000.00 20,20,000.00

Dividend Tax 10,16,340.00 3,35,497.00

Balance carried to Balance Sheet 91,03,98,631.41 60,39,464.06

FINANCIAL PERFORMANCE

The Company''s gross income for the financial year ended 31st March, 2011 was Rs. 46,09,36,497.32 as against Rs. 25,10,54,561.63 in the previous year. The Profit before Tax for the year was Rs. 3,78,41,618.13 as against Rs. 85,72,915.09 in the previous year. The Profit after Tax for the year was Rs. 3,30,13,746.13 as against Rs. 55,00,364.09 in the previous year.

DIVIDEND

Your Directors have recommended a dividend of 5% (Re. 0.50 per share) on increased capital aggregating to Rs. 62,65,000/- for the financial year ended 31st March, 2011, which, if approved at the ensuing Annual General Meeting, will be paid to (i) all those equity shareholders whose names appear in the Register of Members as on Book Closure and (ii) to those whose names appear as beneficial owner, in the list to be furnished by the National Securities Depository Ltd. and Central Depository Services (India) Ltd. as on Book Closure for the purpose.

SCHEME OF AMALGAMATION

Jagati Cokes Pvt. Ltd. has been amalgamated with the Company w.e.f. 1st April, 2010. The Hon''ble High Court at Calcutta has approved the Scheme of Amalgamation by its order dat. 17th May, 2012. The delay in approval of the Scheme by the Hon''ble High Court has delayed the finalization of the Audited Account for the year ended 31st March, 2011.

DIRECTORS

The following changes have taken place amongst the Board of Directors since the date of last Annual General Meeting -

i. Mr. Hansraj Jain was appointed as an Additional Director w.e.f. 10th February, 2011 to hold office up to forthcoming AGM. But he resigned on 13th February, 2012.

ii. Mr. Raghunath Adhya resigned as Non - Executive Independent Director w.e.f. 14th November, 2011 due to personal reason.

iii. Mr. Partha Majumder - Whole Time Director of the Company was re-appointed w.e.f. 1st December, 2011 by the Board of Directors at their meeting held on 14th November, 2011.

iv. In terms of the provision of the Companies Act, 1956, Mr. Ajay Kumar Jain - Managing Director and Mr. Navin Kumar Jain - Director of the Company, retire by rotation and being eligible offer themselves for re-appointment at the ensuing Annual General Meeting. A brief resume of the Directors retiring by rotation at the ensuing Annual General Meeting, nature of their expertise in specific functional areas and names of companies in which they hold directorship / membership / chairmanship of the Committees of the Board, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, is given in the section on Corporate Governance elsewhere in the Annual Report.

DIRECTORS'' RESPONSIBILITY STATEMENTS

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

- followed in preparation of the Annual Accounts, the applicable accounting standards and that no material departures have been made from the same;

- 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 your Company at the end of the financial year and the profit of your company for that period;

- 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 aspects of your Company and for preventing and detecting fraud and other irregularities; and

- prepared the annual accounts on a going concern basis.

CORPORATE GOVERNANCE

Your Directors re-affirm their commitment to the Corporate Governance Report as prescribed by Securities & Exchange Board of India (SEBI). A separate section on Corporate Governance together with Certificate from a Practicing Company Secretary regarding compliance of the Corporate Governance requirements as stipulated under Clause 49 of the Listing Agreement with the Stock Exchange(s) forms a part of the Annual Report.

FIXED DEPOSIT

Your Company has not accepted any fixed deposits from public as defined U/S 58A of the Companies Act, 1956. As such, no amount of principal or interest is outstanding as on the balance sheet date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNIGS OUTGO

The details as required under Section 217(1) (e) of the Companies Act, 1956 read with Companies (Disclosures of particulars in report of the Board of the Directors) Rules, 1988 are given in the Annexure forming part of this Report.

PARTICULARS OF THE EMPLOYEES

There are no employees drawing salary exceeding the limits specified U/S 217(2A) of the Companies Act, 1956.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management''s Discussions and Analysis Report forming part of the Directors'' Report for the year under review as stipulated under Clause 49 of the Listing Agreement with the Stock Exchange(s) forms a part of the Annual Report. The report provides strategic direction and more detailed analysis on the performance of business and its outlook.

AUDITORS

M/s. P. D. Rungta & Co, Chartered Accountants, Statutory Auditors of the Company hold office until the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment. The Company has received letter from M/s. P. D. Rungta & Co, Chartered Accountants, to the effect that their appointment, if made, would be within the prescribed limits under Section 224(1 B) of the Companies Act, 1956, and that they are not disqualified for such appointment within the meaning of Section 226 of the Companies Act, 1956.

The Directors of the Company have proposed the re-appointment of M/s. P. D. Rungta & Co as Statutory Auditors at the ensuing Annual General Meeting.

The observations and comments given by Auditors in their report read together with notes to Accounts are self explanatory and hence do not call for any further comments under Section 217 of the Companies Act, 1956.

HUMAN RESOURCES

The Human Resource function constantly endeavors on high performance. Your Company is continuing its emphasis on training and alignment.

ACKNOWLEDGEMENTS

Your Directors would like to express their sincere appreciation of the co-operation and assistance received from shareholders, bankers, regulatory bodies and other business constituents. Your Directors also wish to place on record their deep sense of appreciation for the commitment displayed by all executives, officers and staff, resulting in the successful performance of the Company during the year.

For and on behalf of the Board of Directors

Sd/- Sd/-

Place : Kolkata Ajay Kumar Jain Navin Kumar Jain

Date : 11th June, 2012 Managing Director Director

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Mar 31, 2010

The Directors are pleased to present the 18th Annual Report for the financial year ended 31st March, 2010.

1. FINANCIAL HIGHLIGHTS : (AMOUNT IN Rs)

Particulars 2009-2010 2008-2009

Total Income 20,89.07,164.38 27,65,81 ,297.44

TotaI Expenditure 20,03,34 ,249.29 26.93,45,331.41

Profit Before Tax 85,72,915.09 72,35,966.03

Profit After Tax 55,00,364.09 46,22,385.03

Provision for Deferred Tax & Taxes of earlier year (3,98,849.00) 412,022,00

Balance brought forward from previous year 28,94,596.97 (17,27,788.06)

Dividend 20,20.000,00 —

Dividend Tax 3,35.497.00 —

Balance carried to Balance Sheet 60,39,464.06 28.94,596,97

2. REVIEW OF PERFORMANCE :

The severe downturn withnessed in the previous year was averted and macro economic factors showed signs fo recovery. It has its impact on the business of your Company

Your Company could achieve Sales of approximately Rs 20,77 crores for the financial year but at the same time your company could check the expenses resulting in Profit after tax of Rs 55,00 lacs as compared to Rs 46.22 lacs in the previous year. A detailed analysis of the performance is given In the Management Discussion and Analysis Report appended hereto,

3. DIVIDEND:

Your Directors take the pleasure in recommending payment of maiden dividend of 5% (Rs 0.50 per share) for the year 2009- 2010 subject to approval of shareholders.

4. DIRECTORS:

During the year under review, the following

changes have taken place amongst of the Board of Directors -

i. Mrs. Nirajita Srinivasan, the Nominee of Small Scale Industrial Development Bank of India (SlDBI) resigned as a Director of the Company w,e,f. 16.09.2009.

ii. Mr Raghunath Adhya-Non-Executive Director retires by rotation at the forthcoming AGM and being eligible offers himself for re-appointment,

iii. Mr Rakesh Dubey-Non-Executive Independent Director retires by rotation at the forthcoming AGM and being eligible offers himself for reappointment.

Brief details of Directors proposed to be re- appointed are provided of the Notice of Annual General Meeting.

5. DIRECTORS RESPONSIBILITY

STATEMENTS :

As required under Section 217(2AA) of the Companies Act. 1956. your Directors confirm having;

- followed in preparation of the Annual Accounts, the applicable accounting standards and that no material departures have been made from the same;

- 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 your Company at the end of the financial year and the profit of your company for that period;

- 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 aspects of your Company and for preventing and detecting fraud and other irregularities; and

- prepared the annual accounts on a going concern basis.

6. CORPORATE GOVERNANCE :

Your Directors re-affirm their commitment to the Corporate Governance Report as prescribed by Securities & Exchange Board of India (SEBI). A separate section on Corporate Governance together with Certificate of the Auditors of the Company regarding compliance of the Corporate Governance requirements as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanged) forms a part of the Annual Report.

7. FIXED DEPOSIT :

Your Company has not accepted any fixed deposits from public as defined U/s 58A of the Companies Act, 1956 As such, no amount of principal or Interest is outstanding as on the balance sheet date,

8, CONSERVATION OF ENERGY,

TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNEGS OUTGO :

The details as required under Section 217(1) (e) of the Companies Act, 1956 read with Companies (Disclosures of particulars in report of the Board of the Director) Rules, 1988 are as under.

(I) Conservation of Energy :

The Company continues to give emphasis on conservation of energy. The efficiency of energy utilization is closely monitored to attain a high level of effective conservation. Some of the measures adopted by the Company are mentioned below;

(1) The boilers are run by Husk and it has saved substantial cost

(2) The plant has optimized the process of energy balance and facilitated overall energy conservations in plant operation.

However, the Company has made no investments in this regard and there is no proposal. Technology Absorption:

The plant is being run by continuous Rotary Kin capacity.

No technology has been imported by your Company during the last 5 years,

(ii) Foreign Exchange:

Particulars of earning and outgo of foreign exchange are given in Note on Accounts in Schedule of the Accounts.

9. PARTICULARS OF THE EMPLOYEES :

There are no employees drawing salary exceeding the limits specified U/S 217(2A) of the Companies Act, 1956.

10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT :

Managements Discussions and Analysis Report forming part of the Directors Report for the year under review as stipulated under Clause 49 of the Listing Agreement for the Stock Exchange(s) forms a part of the Annual Report, The report provides strategic direction and more detailed analysis on the performance of business and its outlook.

11. AUDITORS:

M/S BLA & Associates, Chartered Accountants were appointed as Statutory Auditors of your Company to conduct the audit of accounts for the year ended 31st March, 2010. Their term of appointment expires at the conclusion of the forthcoming Annual General Meeting and are eligible for reappointment However, Messrs BLA & Associates Chartered Accountants, Statutory Auditors of the Company have expressed their unwillingness to continue as Auditors of the Company for the year ending 31st March 2011.

The Audit Committee of the Company at their meeting held on 13th, August, 2010 has approved the appointment of Messrs P D. Rungta & Co-Chartered Accountants as Statutory Auditors of the Company to hold the office until the conclusion of the next Annual General Meeting of the Company on a remuneration approved by the Board of Directors at their meeting held on 13th August, 2010. Messrs P D Rungta & Co. - Chartered Accountants has confirmed to the Company that if appointed, their appointment would be within the overall limit. The Directors of the Company have proposed for the appointment of Messrs P D Rungta & Co as Auditors at the forthcoming Annual General Meeting.

The Notes on Accounts refered to the Auditors Report are self-explanatory and therefore does not call for any further comment.

12. HUMAN RESOURCES:

The Human Resource function constantly endeavors on high performance. Your Company has put a renewed emphasis on training and alignment. Communication within the company has also stepped up.

13. ACKNOWLEDGEMENTS:

Your Board of Directors place on record their sincere appreciation for assistance and guidance provided by Central & State Governments. Your employees are instrumental in your Company to scale new heights year after year and their commitment and contribution is deeply acknowledged. Your involvement as shareholders is greatly valued. Your Board of Directors look forward to your continuous support,

For and on behalf of the Board



Ajay Kumar Jain Navin Kumar Jain

Managing Director Director

Kotkata, Dated - August 13.2010

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Mar 31, 2009

The Directors are pleased to present the 17th Annual Report for the financial year ended 31st March, 2009.

1. FINANCIAL HIGHLIGHTS : (AMOUNT IN RS.)

Particulars 2008-2009 2007-2006

Total Income 27,65,81,297.44 22,15,39,072.67 Total Expenditure 26,93,45,331.41 21,53,41,554.09 Profit Before Tax 72,35,966.03 61,97,518.58 Profit After Tax 50,34,407.03 54,76,090.58 Provision for Deferred Tax & Taxes of earlier year 412,022.00 (4,26,372.00) Balance brought forward from previous year (17,27,788.06) (76,30,250.64) Balance carried to Balance Sheet 28,94,596.97 (17,27,788.06)

2. REVIEW OF PERFORMANCE :

Your Company had Sales of approximately Rs. 27.56 Cores for the financial year but there has been considerable increase in total expenditures as well resulting in reduction in Profit after tax of Rs. 50.34 lacs as compared to Rs. 54.76 lacs in the previous year. A detailed analysis of the performance is given in the Management Discussion and Analysis Report appended hereto.

3. DIVIDEND :

In view of inadequate profits, your Directors wish to conserve the resources.

4. DIRECTORS

During the year under review Mr. Partha Mazumdar - Whole Time Director and Mr. Amar Sinha Ray- Non-Executive Independent Director retire by rotation at the forthcoming AGM and being eligible offer themselves for re-appointment.

During the year, Mr. Ajay, Kumar Jain - Managing Director of the Company was re-appointed w.e.f. 1st January, 2009 by the Board of Directors at their meeting held on 30th April, 2009.

Brief details of Directors proposed to be re-appointed are provided in the Notice of Annual General Meeting.

5. DIRECTORS RESPONSIBILITY STATEMENTS

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

- followed in preparation of the Annual Accounts, the applicable accounting standards and that no material departures have been made from the same;

- selected such accounting policies and applied them consistenly 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 your Company at the end of the financial year and the profit of your company for that period;

- taken proper and sufficient care for the maintenance of adequate accouting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the aspects of your Company and for preventing and detecting fraud and other irregularities; and

- prepared the annual accounts on a going concern basis.

6. CORPORATE GOVERNANCE

Your Company has complied with the Corporate Governance norms as stipulated under the provisions of Listing Agreement entered into with the Stock Exchanges. A detailed Report on Corporate Governance is given as Annexure to this Report. A certificate of Statutory Auditor confirming compliance of the Corporate Governance requirements by the Company is attached to the Report on Corporate Governance.

7. ABRIDGED ACCOUNTS

Securities & Exchange Board of India has recently permitted the listed companies to send a statement containing the salient features of the Balance Sheet, Profit & Loss Account and Auditors Report to each shareholders in line with the requirements stipulated in Section 219(1) (b) (iv) of the Companies Act, 1956, However, the Company is sending a copy of the complete and full Balance Sheet and Profit & Loss Account to the shareholders of the Company.

8. FIXED DEPOSIT

Your Company has not accepted any fixed deposits from public as defined U/S. 58A of the Companies Act, 1956. As such, no amount of principal or interest is outstanding as on the balance sheet date.

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

The details as required under Section 217(1) (e) of the Companies Act, 1956 read with Companies (Disclosures of particulars in report of the Board of the Director) Rules, 1988 are as under:

(i) Conservation of Energy

The Company continues to give emphasis on conservation of energy. The efficiency of energy utilization is closely monitored to attain a high level of effective conservation. Some of the measures adopted by the Company are mentioned below :

(1) The boilers are run by Husk and it has saved substantial cost.

(2) The plant has optimized the process energy balance and facilitated overall energy conservations in plant operation.

However, the Company has made no investments in this regard and there is no proposal.

Technology Absorption

The plant is being run by continous Rotary Klin capacity.

No technology has been imported by your Company during the last 5 years.

(ii) Foreign Exchange

Particulars of earning and outgo of foreign exchange are given in Note on Accounts in Schedule of the Accounts.

10. PARTICULARS OF THE EMPLOYEES

There are no employees drawing salary exceeding the limits specified U/S 217(2A) of the Companies Act, 1956.

11. MANAGMENT DISCUSSION AND ANALYSIS REPORT

A detailed review of operations, performance and future outlook of the Company is given separating under the head - Management Discussion and Analysis Report appended hereto.

12. AUDITORS

M/S BLA & Associates, Chartered Accountants were appointed as Statutory Auditors of your Company to conduct the audit of accounts for the year ended 31st March, 2009. Their term of appointment expires at the conclusion of the forthcoming Annual General Meeting and are eligible for reappointment. As required under Section 224 of the Companies Act 1956, the Company has obtained a written certificate from them to the affect re-appointment, if made, would be in conformity with the limits prescribed in the said Section. Your Directors have proposed them for re-appointment at the forthcoming Annual General Meeting.

The Notes on Accounts referred to the Auditors Report are self-explanatory and therefore does not call for any further comment.

13. HUMAN RESOURCES

The Industrial Relations have remained extremely cordial and harmonious. The efficient and loyal services rendered by the employees at all levels have not only helped ensuring uninterrupted high level of performance in production & despatch but have also helped in achieving significant cost reduction in the various fields. The Directors heartily convey their appreciation for all levels.

14. ACKNOWLEDGEMENTS

Your Directors are grateful for the co-operation and unstined support received from the Central and State Government. We take this opportunity of extending our whole hearted thanks to Consumers, Dealers, Customers, Banks, Business Associates, Stock Exchanges and other Agencies for their continued support and co-operation. The Directors are also thankful to the valued shareholders for strengthening their bond with the company.

For and on behalf of the Board

Place: Kolkata Ajay Kumar Jain Navin Kumar Jain Date : 6th August, 2009 Managing Director Director

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Mar 31, 2008

The Directors have pleasure in presenting this 16th Annual Report together with Audited Statements of Accounts of the Company for the year ended 31st March, 2008.

FINANCIAL RESULTS :

Particulars 2007-2008 2006-2007

Income from Sales 21,95,74,246.66 34,73,93,338.94

Other Income 19,64,826.01 3,28,122.56

Total Income 22,15,39,072.67 34,77,21,461.50

Total Expenditure 21,53,41,554.09 33,74,86,069.03

Profits before Depreciation, Interest and Tax 2,67,32,098.17 2,28,49,996.50

Depreciation 66,32,582.12 67,64,890.27

Interest (Net) 1,31,80,569.47 45,88,769.76

Profit Before Tax 61,97,518.58 1,02,35,392.47

Profit after Tax 54,76,090.58 89,74,448.47

Provision for Taxation 7,21,428.00 12,60,944.00

Provision for Deferred Tax & Taxes of earlier year (4,26,372.00) 35,59,358.22

Profit & loss Balance as per previous year (76,30,250.64)(1,30,45,340.89)

Balance carried to Balance Sheet (17,27,788.06) (76,30,250.64)

DIVIDEND :

In view of accumulated losses, Your Directors are not in a position to recommend any dividend for the financial year 2007-08.

PERFORMANCE HIGHLIGHTS

"Management Discussion & Analysis" forming part of this Report deal with the operational and marketing highlights. The performance highlights, however, in brief are mentioned hereunder :

During the year, the Comapny had Sales of approximately Rs. 22.00 Crores. In view of decrease in sales, the Company could achieve Profit after tax of Rs. 54.76 lacs.

DIRECTORS RESPONSIBILITY STATEMENTS

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

- In the preparation of the annual accounts, the applicable accounting standards have been followed and that no material departures have been made from the same :

- Appropriate accounting policies have been selected and applied consistently and judgements and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company for the year ended on that date;

- Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding and detecting fraud and other irregularities; and

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

CORPORATE GOVERNANCE

Pursuant to Clause 49 of the Listing Agreement, a Management Discussion and Analysis report on Corporate Governance are included in the Annual Report.

In terms of Clause 49 of the Listing Agreement, a Certificate by the Auditor of the Company certifying the Companys compliance with the requirements of Corporate Governance and a declaration by the Managing Director regarding compliance of Code of Conduct are enclosed as part of the Corporate Governance Report.

DIRECTORS

During the year under review Mr. Ajay Kumar Jain, Mr. Navin Kumar Jain and Mr. Raghu Nath Adhya retire by rotation at the forthcoming AGM and being eligible offer themselves for re-appointment.

ABRIDGED ACCOUNTS

Securities & Exchange Board of India has recently permitted the listed companies to send a statement containing the salient features of the Balance Sheet, Profit & Loss Account and Auditors Report to each shareholder in line with the requirements stipulated in Section 219(1)(b)(iv) of the Companies Act, 1956. However, the Company is sending a copy of the complete and full Balance Sheet and Profit & Loss Account to the shareholders of the Company.

PUBLIC DEPOSIT

During the year under the review, the company has not accepted or renewed any Public Deposits, as defined U/S. 58A of the Companies Act, 1956.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS OUTGO

The details as required under Section 217(1)(e) of the Companies Act, 1956 read with Companies (Dis- closures of particulars in report of the Board of the Director) Rules, 1988 are as under:

CONSERVATION OF ENERGY

The Company continues to give emphasis on conservation of energy. The efficiency of energy utilization is closely monitored to attain a high level of effective conservation. Some of the measures adopted by the Company is mentioned below :

(1) The boilers are run by Husk and it has saved substantial cost.

(2) The plant has optimized the process energy balance and facilitated overall energy conservations in plant operation.

However, the Company has made no investments in this regard and there is no proposal to effect the same.

TECHNOLOGY ABSORPTION

The plant is being run by continuous Rotary Kin capacity.

Technology imported during last 5 years :

Technology imported Year of import Status

None - -

FOREIGN EXCHANGE

Particulars of earning and outgo of foreign exchange are given in Note on Accounts in Schedule of the Accounts.

PARTICULARS OF THE EMPLOYEES

There are no employees drawing salary exceeding the limits specified U/S 217 (2A) of the Companies Act, 1956.

AUDITORS

In pursuance of the provisions of the Companies Act, 1956, M/s. Dwarka & Associates Chartered Accounts, Kolkata who are the Statutory Auditors of the Company, hold office up to the conclusion of the forthcoming Annual General Meeting and they are eligible for reappointment. But they do not seek re-appointment as Statutory Auditors of the Company for the financial year 2008-09 at the forthcoming Annual General Meeting. The Board of Directors at their meeting held on 31.07.08 has proposed the appointment of M/s. BLA & Associates, Chartered Accountants as Statutory Auditors on the recommendation of Audit Committee.

The Notes on Accounts referred to the Auditors Report are self-explanatory and therefore do not calls for any further comment.

HUMAN RESOURCES

The Industrial Relations have remained extremely cordial and harmonious. The efficient and loyal services rendered by the employees at all levels have not only helped ensuring uniterrupted high level of performance in production & despatch but have also helped in achieving significant cost reduction in the various fields. The Directors heartily convey their appreciation for all levels.

ACKNOWLEDGEMENT

The Directors wish to place on record their deep sense of gratitude for the support received from the Central and State Government. We take this opportunity of extending our whole hearted thanks to Consumers, Dealers, Customers, Banks, Business Associates, Stock Exchanges and other Agencies for their continued support and co-operation. The Directors are also thankful to the valued Investors for strengthening their bond with the Company.

For and on behalf of the Board

Place: Kolkata Ajay Kumar Jain Navin Kumar Jain Date : 31st July 2008 Managing Director Director

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Mar 31, 2007

The Directors have pleasure to present the 15th Annual Audited Accounts of the Company for the Company for the year ended 31st March 2007.

FINANCIAL RESULTS

2006-07 2005-06

Net Sales 34,73,93,338.94 20,78,58,790.04 Other Income 29,55,887.67 1,69,880.43 Total Revenue 350349226.61 20,80,28,670.47 Profit before Financial Charges & Depreciation 2,09,96,841.42 1,46,17,117.40 Less: Financial Charges 39,26,594.00 27,28,436.00 Less: Depreciation 67,64,890.27 63,69,190.51 Profit before Tax 1,03,05,357.15 55,19,409.89 Provision for Tax 12,65,929.00 5.30,418.00 Profit after Tax 90,39,428.15 49,89,072.89 Provision for Deferred Tax 34,68,784.00 (53,84,382.00) Provision for taxation earlier year written back 33,124.22 (71,006.00) Profit & Loss A/c (Dr. Balance) (1,30,45,340.89) (1,25,79,025.78) Balance carried to Balance Sheet (75,07,820.96) (1,30,45,340.89)

DIVIDEND

In view of accumulated losses, your Directors are unable to recommend any Dividend.

OPERATIONS

Your Company has achieved an all time high turnover of Rs. 34.73 Crores during the financial year 2006- 07, an increase of Rs. 13.95 Crores registered a growth of 67.13% over the previous year. The Companys Profit Before Tax stood at Rs. 1.03 Crores registering a growth of 86.70% over the previous year. This is the highest ever profit earned by the Company which was possible through strong and dedicted marketing team, efficient management and cost control measures.

DIRECTORS

Md. Mumtaz Akhtar Khan resigned from the office of the Whole Time Director of the company with effect from 1.12.2006. The Board records its appreciation for the valuable contribution made by him during his tenure as the director of the Company. Mr. Partha Majumdar was appointed as Whole Time Director of the Company w.e.f. 1st December, 2006, whose terms of appointment and remuneration is being placed before the shareholders for their approval of the forth coming AGM.

Mr. Partha Majumdar, Mr. Amar Singh Ray and Mr. Rakesh Dubey, the Directors of the Company retire by rotation at the ensuring Annual General Meeting and being eligible offer themselves for re-appointment.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Director Responsibility Statement, it is hereby confirmed that:

(i) in the preparation of the annual accounts, the applicable accounting standard have been followed,

(ii) the Directors have selected such accounting policies and applied them consistently and made judgement and statement that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2007.

ii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting record in accordance with the provision of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) the Directors have prepared the annual accounts of the Company on a going concern basis.

LISITNG OF SHARES OF THE COMPANY

The shares of your Company are listed on Calcutta Stock Exchange Association Ltd. (Regional Stock Exchange), Bombay Stock Exchange and The Jaipur Stock Exchange. The listing fees for the year 2007- 08 have been paid to all Stock Exchanges.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standard of Corporate Governance. Your Directors adhere to the stipulation as set out in the Listing Agreement with Stock Exchanges and have imple- mented all the prescribed requirements.

A report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges forms part of the Annual Report.

Certificate from the auditor of the Company, M/s. Dwarka Ashok & Associates confirming compliance of conditions of Corporate Governance as stipulated under the aforesaid Clause 49 is annexed to the re- port.

AUDITORS AND AUDITORS REPORT

As you are aware that during the year under review, M/s. Dwarka Ashok & Associates Chartered Accountants were appointed as Statutory Auditors of the Company to fill the casual vacancy caused by the resignation of M/s. P. K. Ajitsaria & Co. - Chartered Accountants.

M/s. Dwarka Ashok & Associates, statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment.

The Company has received letter from them to the effect that their re-appointment if made, would be within the prescribed limit under Section 224 (1B) of the Companies Act, 1956 and that they are not disqualified for such appointment / re-appointment within the meaning of Section 226 of the said Act.

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

PUBLIC DEPOSIT

During the year under the review, the company has not accepted or renewed any Public Deposits, as defined U/s. 58A the Companies Act, 1956.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS OUTGO

As required under Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosures of particulars in report of the Board of the Director) Rules, 1988 are as under:

CONSERVATION OF ENERGY

The Company continues to give emphasis on conservation of energy. The efficiency of energy utiliza is closely monitored to attain a high level of effective conservation. Some of the measures adopted by tne Company is mentioned below :

(1) The boilers are run by Husk and it has saved substantial cost.

(2) The plant has optimized the process energy balance and facilitated overall energy conservations in plant operation.

However, the Company has. made no investments in this regard and there is no proposal to effect the same.

TECHNOLOGY ABSORPTION

The plant is being run by continuous Rotary Kin capacity. Technology imported during last 5 tears :

Technology imported Year of import Status

None

ACKNOWLEDEGEMENT

The Directors wish to place on record their deep sense of gratitude for the support received from the Government of India and the Government of West Bengal. We take this opportunity of extending i. wholehearted thanks to all our Consumers, Dealers, Customers.

FOREIGN EXCHANGE

Particulars of earning and outgo of foreign exchange are given in Note on Accounts in Schedule "W" of the Accounts.

ENVIRONMENTAL PROTECTION AND POLLUTION CONTROL

We believe in sustainable development. For us this translates into meeting todays needs without jeopardizing the needs of future generations. For us this means understanding that the earths resources are finite and that as far as possible, using these sparingly and in a responsible manner makes great business sense. We regard social, economic and environmental responsibilities as integral elements that drive business. We believe these are interdependent and equally important to our success as a corporate.

PARTICULARS OF THE EMPLOYEES

There are no employees drawing salary exceeding the limits specified U/S 217 (2A) of the Companies Act, 1956.

PERSONAL / INDUSTRIAL RELATIONS

The industrial relations at the Companys plants have been cordial. Employees worked with determination and dedication in attaining varied objectives. Your Directors record their appreciation for the hard work and efficiency.

ACKNOWLEDGEMENT

The Directors express their appreciation the sincere co-operation and assistance of state and central government authorities, bankers, customers, suppliers as well as all of the employees.

Place : Kolkata For and on behalf of the Board

Date : 31st July 2007

Ajay Kumar Jain

Managing Director

Navin Kumar Jain Director

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Mar 31, 2005

Our Directors have pleasure in presenting the 13th Annual Report on the business operation of the Company and the financial results for the year ended 31st March, 2005.

2004-2005 2003-2004 FINANCIAL RESULTS Rupees Rupees

Net sales 17,55,02,343.78 2,82,59,762.44

Other Income 35,98,176.00 2,63,42,316.30

Total Revenue 17,91,00,519.78 5,46,02,078.74

Profit before Financial Charges & Depreciation 84,26,716.47 1,12,51,385.81

Less : Financial Charges 10,82,325.00 32,09,262.00

Less : Depreciation 70,19,807.44 79,71,006.17

Profit before Tax 3,24,584.03 71,117.64

Provision for Tax 25,450.00 5,600.00

Profit After Tax 2,99,134.03 65,517.64

Provisions for Deferred Tax 12,49,986.00 (32,21,351.00)

Provision for Taxation earlier year written back (4,607.00) -

Profit & Loss A/C (Cr. Balance) 1,41,23,538.81 1,09,67,705.45

Balance carried to Balance Sheet 1,25,79,025.78 1,41,23,538.81

DIVIDEND

In view of accumulated losses, your Directors are not in a position to declare any dividend.

OPERATIONS

Your Company has reported a stellar performance for the year under review. Your Company is one of few producers of Chromic Acid, Chromite sand and Sodium Dichromate in the Country. Your Companys line of products viz Sodium Dichromate, Chromite Sand, Chrome Concentrate and Chromic Acid continue to deliver strong performance. Strong demand, firm prices and an enriched product mix led to higher realisations. The sales of the Company during the current year clocked quantum jump and it was highest ever of Rs. 17,55,02,344/- as compared to Rs. 2,82,59,762/- and your Directors are hopeful to achieve better sales in the years ahead. The profit before Taxation has seen a jump of 456% as compared to previous year.

In its pursuits of excellence, your Company is constantly exploring all avenues to upgrade the quality of its products. The worldwide business competition and changing business scenario will see dawn of a new era in Companys Products and also forcing us to expand the business activities by leaps and bounds in coming days.

FUTURE PROSPECTS

The end of last year has left us with optimistic and growth oriented future. The new marketing strategies being pursued by the Company have been spinning good returns and your Directors are hopeful to extract best results in coming days with suitable changes in its policies from time to time.

DEPOSITORY SYSTEM

The trading in shares of your Company is under compulsory dematerialization mode. As of date, shares representing 83% of the share capital are in dematerialized form. As the depository system offers numerous advantages, members are requested to take advantage of the same and avail of the facility or dematerialization, of the Companys shares.

DIRECTORS

Mr. Navin Kumar Jain retires by rotation and being eligible, offers himself for re-appointment.

During the year under review, Mr. Raghu Nath Adhya, Mr. Partha Majumdar, Mr. Agar Sinha Ray and Mr. Rakesh Dubey were appointed additional Directors of the Company on 29.08.2005 and holds office as such till the date of the forthcoming Annual General Meeting of the Company. Notices U/S 257 of the Companies Act, 1956 in respect of each of these appointments have been received by the Company from members signifying their intention to appoint Mr. Adhya, Mr. Majumdar, Mr. Ray and Mr. Dubey as Directors of the Company, liable to retire by rotation.

Mr. Adhya is B.E. (Mechanical) form B.E. College, West Bengal. He is a Mechanical Engineer and having experience of more than 33 years of chemical industry. He has been associated with leading Chemical industries. Mr. Majumdar is a Bachelor of Science from Calcutta University. He has experience of more than 12 years of Chemical industry. Mr. Ray is a Bachelor of Commerce and has experience of more than 30 years in administration and accounts. Mr. Dubey is Bachelor of Commerce and Law. He is practicing as an advocate and handling various legal case in different courts. All these appointees have expressed their willingness to be appointed as Directors of the Company and have confirmed that they are not disqualified U/S 274(1)(g) of the Companies Ac), 1956 and none of them hold any share in the Company.

Your Directors expect the Company to gain tremendously from their advice, inputs and expertise and accordingly recommend the appointment of Mr. Adhya, Mr. Majumdar, Mr. Ray and Mr. Dubey as Directors of the Company liable to retire by rotation.

DIRECTORS RESPONSIBILITY STATEMENT

Your Directors affirm :

1. that in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

2. that the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of the Company at the end of the financial year ended 31.03.2005 and of the profit of the Company for that year.

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

4. that the Directors have prepared the annual accounts on a going concern basis.

LISTING OF SHARES OF THE COMPANY

The shares of your Company are listed on Calcutta Stock Exchange Association Ltd. (Regional Exchange), Bombay Stock Exchange Ltd. and The Jaipur Stock Exchange . The listing fees for the year 2005-06 have been paid to all these Stock Exchanges.

CORPORATE GOVERNANCE:

A report on Corporate Governance is annexed separately as part of the report along with a compliance from the Auditors.

CASH FLOW STATEMENT

Cash flow Statement pursuant to Clause 32 of the Listing Agreement is annexed hereto.

AUDITORS REPORT

The Report of the Auditors read with the notes on the accounts and annexures are self-explanatory and need no elaboration.

AUDITORS

M/S P. K. Ajitsaria & Co. Chartered Accountants, retire as auditors of the Company at the ensuing Annual General Meeting and are eligible for re-appointment. As required U/S 224 of the Companies Act.1956, the Company has obtained a written certificate from them to the effect that their re-appointment, if made, would be in conformity with the limits prescribed in the said Section.

PUBLIC DEPOSITS

During the year, your Company has not accepted or renewed any Public Deposits, as defined U/S 58A of the Companies Act, 1956.

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

As required under Section 217(1)(e) of he Companies Act,1956 read with Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 2003, the particulars relating to conservation of energy, technology absorption and foreign exchange earnings and outgo are as follows:

A. Conservation of Energy :

The Boilers are run by Husk and it has saved substantial cost. The plant has optimized the process energy balance and has facilitated overall energy conservation in the plant operation

B. Technology Absorption :

The plant is being run by continuous Rotary Klin capacity Technology imported during the last 5 years:

Technology imported Year of Import Status

None - -

C. Foreign Exchange:

Particulars of earnings and outgo of foreign exchange are given in Notes on Accounts in Schedule" W of the Accounts.

ENVIRONMENTAL PROTECTION AND POLLUTION CONTROL

Your Company firmly believes in maintaining high standards of corporate environmental conduct and is unequivocally committed to Environmental Protection. This, being the cornerstone of the Companys work philosophy, all its business decisions are integrated with environmental dimensions. This has not only enhanced the Companys image among its stakeholders but also resulted in keeping its cost of productions down in harmony with nature and achieving sustainable development.

PARTICULARS OF EMPLOYEES

There are no employees drawing salary exceeding the limits specified U/S 217(2A) of the Companies Act, 1956.

HUMAN RELATIONS

Industrial relations at the Companys plants remained cordial. Employees worked with determination and dedication in attaining varied objectives. Your Directors record their appreciation for the hard work and efficiency.

THANK YOU

Your Directors place on record their sincere appreciation for the continued support and co-operation extended by you, the customers, suppliers, bankers, investors, government and other agencies, which translated into a record performance.

For and on behalf of the Board Place: Kolkata (AJAY KUMAR JAIN) (NAVIN KUMAR JAIN) Date: September, 02,2005 MANAGING DIRECTOR DIRECTOR

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Mar 31, 1999

The Directors have pleasure in presenting for the consideration the report on the working of the Company and the Audited Accounts for the year ended 31st March, 1999.

FINANCIAL HIGHLIGHTS :

The Company has recorded strong growth in its sales enabling it to market share. The Company's plan of manufacturing of Basic Chrome Sulphate is in advance stage. Commencement of Commercial production of the same from the new technologies is expected very soon.

Year Ended Year Ended 31/03/1998 31/03/1999 Amount Amount (Rs. in lacs) (Rs. in lacs)

Net Sales 33.42 551.09

Increase/Decrease in Stock 72.13 72.36

Other Income .05 0.80

Total 105.60 624.25

Raw Material/Consumables 40.68 281.70

Other Expenses 52.19 235.98

Interest & financial charges 29.81 102.56

Profit (+)/Loss (-)

before Depreciation (-) 17.08 4.01

Provision for Depreciation 33.74 120.37

Profit (+)/Loss (-) after Depreciation (-) 50.82 (-) 116.36

DIVIDEND :

The Directors are hopeful to declare a dividend for the year ending 31st March, 2000.

Y2K COMPLIANCE :

The Directors are glad to report that the areas where Y2K problems will be faced are very limited. Full Y2K compliances is expected to be achieved by September, 1999. The expenditure to ensure Y2K compliance is not expected to be significant.

CONSERVATION OF ENERGY :

The particulars relating to conservation of energy, technology absorption and foreign exchange earnings and outgo' as required under section 217(1)(e) of the Companies Act, 1956, are annexed as part of this report.

DIRECTORATE :

During the year under review, Mr. Ajay Kumar Jain was appointed as Managing Director of the Company w.e.f. 1st January 1999 and Mr. K.K. Thaman was appointed as Whole Time Director of the Company w.e.f. 1st January 1999. Necessary Resolution for their respective appointments and remuneration payable to them are proposed in the Notice convening the Annual General Meeting.

Mr. Vimal Kumar Jain and Mr. Navin Kumar Jain, Directors of the Company retire by rotation at the ensuing Annual General Meeting. The retiring Directors being eligible offer themselves for re-appointment.

ENVIRONMENT & SAFETY :

The Company accords the highest priority to maintain safety standards and a pollution-free environment.

INDUSTRIAL RELATIONS :

Industrial relations in the Company continue to be cordial. The Directors wish to place on record their application for sincere and dedicated services rendered by the executives and staff at all levels.

AUDITORS :

M/s. P.K. Ajitsaria & Co., Chartered Accountants, Auditors of the Company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment.

AUDITOR'S REPORT :

Observations made in the Auditor's Report are self-explanatory and needs no further comments

PARTICULARS OF EMPLOYEES :

None of the employees are in receipt of the remuneration as specified under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

ANNEXTURE TO DIRECTORS' REPORT

Conservation of Energy Technology absorption and Foreign Exchange Earnings and Outgo as required under Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 for the year ended 31st March 1999.

A. CONSERVATION OF ENERGY :

a) Energy conservation measures taken :

Rotary cooler has been provided for cooling roasted material from Rotary kiln and the hot air introduced in Rotary kiln to save furnace oil proportionately.

b) Additional investments and proposals, if any, being implemented for reduction of consumption of energy :

NIL.

c) Impact of the measures at (a) & (b) above for reduction of energy consumption and consequent impact on the cost of production of goods :

We are able to save 15% of Furnace oil consumption approximately.

B. TECHNOLOGY ABSORPTION :

I. Research and Development (R&D) :

1. Specific areas in which R&D carried out by the Company :

Basic Chrome Sulphate product is being developed from the existing product in new drying method which is expected to give better quality and market acceptance.

2. Benefit derived as a result of above R&D :

Will achieve value addition on commercial production of new product.

3. Future Plan of Action :

Planning to go in for other chrome related products.

4. Expenditure on R&D

(a) Capital : Rs. Negligible

(b) Recurring : Rs. Negligible

(c) Total : Rs. Negligible

(d) Total R&D expenditure as a percentage of total turnover - % Negligible

II. Technology Absorption, Adaptation and Innovation :

1. Efforts, in brief, made towards technology absorption, adaptation and innovation Technology has already been fully absorbed.

2. Benefit derived as a result of the above efforts eg. product improvement, cost reduction, product development, import substitution etc. Helped in cost reduction.

3. In case of imported technology (imported during the last five years reckoned from the beginning of the financial year) following information may be furnished.

a) Technology imported : NIL

Design and drawings have been imported for fabrication of equipment and the process know how has been successfully absorbed.

PO/PG : Process know-how from

PLOYOLS : Process Know-how from

b) Year of import : NIL

c) Has technology been fully absorbed : NIL

d) If not fully absorbed, areas where this has not taken place, reasons therefore and further plan of action : NIL

C. FOREIGN EXCHANGE EARNING AND OUTGO :

During the year ended review, no foreign exchange was earned and used.

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Mar 31, 1998

The Directors have pleasure in presenting for your consideration the report on the working of the Company and the Audited Accounts for the year ended 31st March, 1998.

FINANCIAL HIGHLIGHTS:

The Company had started Commercial Production on 11th to December, 1997. There is a very good demand for Company's products in the market. The Directors have also decided to manufacture Basic-Chrome-Sulphate which would be made of from the liquor of Sodium Dichromate. The working results of the Company for the year under report are as under :

Year Ended

31st March, 1998 Amount (Rs. in lacs)

Net Sales 33.42

Increase/Decrease in Stock 72.13

Other Income 0.05

Total 105.60

Raw Material/Consumables 40.68

Other Expenses 52.19

Interest & financial charges 29.81

Gross Profit(+)/Loss(-) (-) 17.08

Provision for Depreciation 33.74

Net Profit(+)/Loss(-) (-) 50.82

DIVIDEND :

The Directors are hopeful to declare a dividend for the year ending 31st March, 1999.

CONSERVATION OF ENERGY :

The particulars relating to `conservation of energy, technology absorption and foreign exchange earnings and outgo' as required under section 217(1)(e) of the Companies Act, 1956, are annexed as part of this report.

DIRECTORATE :

Shri H.R. Jain and Smt. Manju Jain retire by rotation and being eligible offer themselves for re-appointment.

During the year under review Shri R. Subramanian resigned from the Directorship of the Company due to his occupation. The Board places on record their application for the valuable services rendered by Shri Subramanian during his tenure as Director of the Company.

ENVIRONMENT & SAFETY :

The Company accords the highest priority to maintain safety standards and a pollution-free environment.

INDUSTRIAL RELATIONS :

Industrial relations in the Company continue to be cordial. The Directors wish to place on record their application for sincere and dedicated services rendered by the executives and staff at all levels.

AUDITORS :

M/s. P.K. Ajitsaria & Co., Chartered Accountants, Auditors of the Company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment.

PARTICULARS OF EMPLOYEES :

None of the employees are in receipt of the remuneration as specified under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

Conservation of Energy. Technology absorption and Foreign Exchange Earnings and Outgo as required under Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988 for the year ended 31st March 1998.

A. CONSERVATION OF ENERGY :

a) Energy conservation measures taken Rotary cooler has been provided for cooling roasted material from Rotary kiln and the hot air introduced in Rotary kiln to save furnace oil proportionately.

b) Additional investments and proposals, if any, being implemented for reduction of consumption of energy :

NIL.

c) Impact of the measures at (a) & (b) above for reduction of energy consumption and consequent impact on the cost of production of goods.

We are able to save 15% of Furnace oil consumption approximately.

B. TECHNOLOGY ABSORPTION :

I. Research and Development (R&D) :

1. Specific areas in which R&D carried out by the Company :

Basic Chrome Sulphate product is being developed from the existing product in new drying method which is expected to give better quality and market acceptance.

2. Benefit derived as a result of above R&D :

Will achieve value addition on commercial production of new product.

3. Future Plan of Action :

Planning to go in for other chrome related products.

4. Expenditure on R&D :

(a) Capital : Rs. Negligible (b) Recurring : Rs. Negligible (c) Total : Rs. Negligible (d) Total R&D expenditure as a percentage to total turnover - % Negligible

II. Technology Absorption, Adaptation and Innovation :

1. Efforts, in brief, made towards technology absorption, adaptation and innovation : Technology has already been fully absorbed.

2. Benefit derived as a result of the above efforts eg. product improvement, cost reduction, product development, import substitution etc. Helped in cost reduction.

3. In case of imported technology (imported during the last five years reckoned from the beginning of the financial year) following information may be furnished.

a) Technology imported : NIL

Design and drawings have been imported for fabrication of equipment and the process know-how has been successfully absorbed.

PO/PG : Process know-how from PLOYOLS : Process Know-how from

b) Year of import : NIL

c) Has technology been fully absorbed : NIL

d) If not fully absorbed, areas where this has not taken place, reasons therefore and further plan of action : NIL

C. FOREIGN EXCHANGE EARNING AND OUTGO :

During the year ended review, no foreign exchange was earned and used.

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Mar 31, 1995

The Directors have pleasure in presenting the 3rd Annual Report together with the Audited Accounts for the year ended 31st March, 1995.

1. FINANCIAL HIGHLIGHTS

No Profit & Loss Account has been prepared as the Company has yet to start commercial operation and during the year the Company has incurred the total pre-operative expenses of Rs. 19,46,673.46 inclusive of previous year's figure of Rs. 3,93,713.80, which has been carried down to Balance Sheet.

DIVIDEND

Since the Company has not yet started commercial production, your Directors do not recommend any dividend for the year.

DIRECTORS

Shri Vimal Kumar Jain retire by rotation and being eligible offers himself for re-appointment.

Shri Sunil Kumar Sethi, who has been appointed as an additional Director on 13th April, 1995, and hold office upto the forthcoming Annual General Meeting and is eligible for re-appointment. As required by Section 257 of the Companies Act, 1956, the Company has received a notice in writing from one member signifying his intention to propose Shri Sunil Kumar Sethi as candidate for the office of director.

CHANGE IN THE NAME OF COMPANY

During the year the Company was converted into Public Limited Company and consequently the name of the Company was changed from LORDS CHEMICALS PVt LTD. to LORDS CHEMICALS LTD. with effect from 10th October, 1994.

PUBLIC ISSUE

The Company has come out with its maiden public issue during the year, which opened for subscription on 21st February, 1995 and was well rnceived-by the public. The public issue for 22,00,000 Equity Shares of Rs. 10/- each for cash at par was oversubscribed by 4.38 times, allotments was completed on 13th April, 1995.

AUDITOR'S REPORT

Observations made in the Auditor's Report are self- explanatory and needs no further comments.

AUDITORS

M/s.R K. Ajitsana & Co., Chartered Accountants, Auditors of the Company hold office until the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re-appointment.

PROJECT STATUS

The Directors submit the following Project Status.

SI. Particulars Projected Actual (Rs. in Lacs)

1. Land & Site Development 32.00 32.23

2. Building 133.00 32.82

3. Erection & Installation 20.00 3.42

4. Technical Know how Fees 5.00 3.15

5. Miscellaneous Fixed Assets 40.00 4.71

6. Plant & Machinery 57.81 24.03

7. Utility Equipment 45.63 -- 8. Pre-operative & Public Issue Expenses 57.50 31.36

9. Working Capital Margin 114.00 - -

10. Contingencies 39.06 - -

544.00 131.72

The Directors are hopeful to complete the Project within 30th November, 1995 and expect that the Commercial Production will be started from December, 1995.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING & OUTGO

As the Company has yet to start commercial production, no comments are made for Energy Conservation and Technology Absorption. Further, there have been no inflow or outflow of Foreign currencies during the year.

10. PARTICULARS OF EMPLOYEES

None of the employees are in receipt of the remuneration as specified under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

11. ACKNOWLEDGEMENT

Your Directors wish to extend their sincere thanks to the investing Public, Central and State Governments, the Financial Institutions and Commercial Banks for their supports and co-operation.