Directors Report of Nagreeka Capital & Infrastructure Ltd.

Mar 31, 2024

Your Directors have pleasure in presenting the 30^th Annual Report on the affairs of your Company together with the Audited Statements of Account for the Year ended March 31^st, 2024.

FINANCIAL HIGHLIGHTS IS GIVEN BELOW:		(Rs. in lakhs)
Particulars	2023-2024	2022-2023
Total Income	6288.01	2236.41
Profit Before Interest Depreciation &Tax	3327.70	1004.52
Less : Finance Cost	668.68	765.69
Less : Depreciation and Amortization Expenses	4.37	4.29
PROFIT BEFORE TAX	2654.65	234.54
Add: Exceptional Items	-	-
Less: Tax Expenses	(1320.67 )	(3876.36)
PROFIT/LOSS AFTER TAX	1333.98	(3641.82)
Add : Other Comprehensive Income/(Expenses)	( 0.73)	(1.23)
Total Comprehensive Income	1333.25	(3643.05)

DIVIDEND

Your Directors do not recommend payment of any dividend for the year ended 31st March, 2024 with a view to improving liquidity to meet part of working capital requirement of the Company.

PERFORMANCE REVIEW

The Operating Income of the Company is derived from a mix of dividend and securities trading. The inventory or investments as on 31^st March, 2024, comprised of mostly quoted scripts and few unquoted scripts and mutual funds.

The Company’s total income for the year is Rs. 6288.01 (Previous Year Rs. 2236.41 Lakh). The Profit for the Year is Rs. 1333.98 (Previous Year Loss Rs. 3641.82 Lakhs).

SHARE CAPITAL

During the year under review, there was no change in authorized and paid up capital of the Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors consists of 6 members of which 3 are independent Directors. The Board also comprises of 1 woman Director.

Change in designation

During the year under review, following changes took place in the Board of Directors and Key Managerial Personnel of the Company:

1) Mr. Manish Kumar Bansal (DIN: 01227489) who was liable to retire by rotation was re-appointed as a Director of the Company.

2) Mr. Shubham Ranjan Sinha resigned from the post of Company Secretary and Compliance Officer of the Company with effect from August 25, 2023.

3) Ms. Afrin was appointed for the post of Company Secretary and Compliance Officer of the Company with effect from August 25, 2023 and she resigned with effect from January 31, 2024.

As per the provisions of section 152 of the Companies Act, 2013, Mr. Sunil Ishwarlal Patwari (DIN: 00024007), is liable to retire by rotation and being eligible has offered himself for re-appointment. The Company has received a declaration from him specifying his eligibility to be re-appointed as such.

The brief resume of the Director seeking re-appointment in the ensuing Annual General Meeting in pursuance of relevant provisions of the Companies Act, 2013 and Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 have been given in the notice convening the aforesaid Annual General Meeting.

COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT AND PAYMENT OF REMUNERATION

The Company’s Policy on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, attributes of independence of Directors and other related matters provided under Section 178(3) of the Companies Act, 2013 are covered in Clause 2 of the Corporate Governance Report which forms part of this report. The statement required under Section 197 (12) read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in ‘Annexure-C’ forming part of this Report.

DECLARATION BY INDEPENDENT DIRECTORS

All Independent Directors of the Company have given their declarations to the Company that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16 of the SEBI Listing Regulations.

Further, declaration on compliance with Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended by Ministry of Corporate Affairs (“MCA”) Notification dated October 22, 2019, regarding the requirement relating to enrollment in the Data Bank created by MCA for Independent Directors, and has been received from all the Independent Directors. In the opinion of the Board, the Independent Directors of the Company are persons of integrity, expertise and experience and duly qualified to hold such positions.

MANAGEMENT DISCUSSION AND ANALYSIS

As per Regulation 34(2)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Management Discussion and Analysis is annexed hereto and marked as Annexure “A”.

CORPORATE GOVERNANCE

As per Regulation 34(3) read with Schedule-V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate report on Corporate Governance, is annexed as a part of this Annual Report and marked as Annexure “B”. Requisite Certificate from the Practicing Company Secretaries, M/s. Vivek Mishra & Co. (Cp No.17218), regarding compliance of Corporate Governance as stipulated under Regulation 34(3)(E) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is annexed to the report of Corporate Governance.

All Board Members and Senior Management Personnel have affirmed compliance with the Code of Conduct for the year 202324. A declaration to this effect signed by the Managing Director & CFO of the Company is contained in this Annual Report.

The Managing Director and CFO have certified to the Board with regard to the financial statements and other matters as required under regulation 17(8) of SEBI Listing Regulations, 2015.

MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors held 4 (Four) meetings during the year on May 29, 2023, August 12, 2023, November 14, 2023 and February 12, 2024. The maximum gap between any two meetings was less than 120 days, as stipulated under SEBI’s Listing Regulations, 2015. The details of Board Meetings held and attendance of Directors are provided in the Report on Corporate Governance forming part of this report.

BOARD EVALUATION

Evaluation of performance of all Directors is undertaken annually. The Company has implemented a system of evaluating performance of the Board of Directors and of its Committees and individual Directors on the basis of a structured questionnaire which comprises evaluation criteria taking into consideration various performance related aspects.

The Board of Directors has expressed its satisfaction with the evaluation process.

One separate meeting of Independent Directors was held during the year on February 12, 2024, which reviewed the performance of the Non - Independent Directors and the Chairman of the Board. It also reviewed the performance of the Board as a whole and to assess the quality, quantity and timeliness of flow of information between the Company management and the Board and its members that is necessary for the board to effectively and reasonably perform their duties.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement of Section 134 (3)(c) of the Companies Act, 2013 and based on the representations received from the management, your Directors state that:

(a) In the preparation of the annual Financial Statements for the year ended March 31, 2024, the applicable Accounting Standards have been followed with no material departures;

(b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2024 and of the profit of the Company for the year ended on that date;

(c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) the Directors have prepared the annual Financial Statements on a going concern basis;

(e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively; and

(f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

MATERIAL CHANGES AFFECTING THE COMPANY

There were no material change and commitment made, affecting the financial position of the Company, between 1^st April,2024 and 29^th May 2024 which is the date of the report.

There were no significant and material orders passed by any regulators or courts or tribunal impacting the going concern status and Company’s operations in future.

DEPOSITS

Your Company is a non- deposit taking Company (NBFC-ND-SI). The Company has not accepted any deposit within the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014 and accordingly no amount was outstanding as on the date of Balance Sheet. The Company has passed a Board Resolution for nonacceptance of deposits from public.

RBI GUIDELINES

Reserve Bank of India (RBI) granted the Certificate of Registration to the Company in September 2008 vide Registration No.:N05.06774, to commence the business of a Non-Banking Financial Institution without accepting deposits. Your Company is a Systemically Important Non-Banking Financial Company (NBFC-ND-SI). The Company has complied with and continues to comply with all the applicable regulations and directions of the RBI.

VIGIL MECHANISM / WHISTLE BLOWER POLICY FOR DIRECTORS AND EMPLOYEES

The Company has established a Vigil Mechanism, which includes a Whistle Blower Policy, for its Directors and Employees, to provide a framework to facilitate responsible and secure reporting of concerns of unethical behavior, actual or suspected fraud or violation of the Company’s Code of Conduct & Ethics. The details of establishment of Vigil Mechanism / Whistle Blower Policy are posted on the website of the Company.

DISCLOSURE UNDER SECTION 22 OF THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has in place an internal complaints committee which has been set up to redress complaints regarding Sexual Harassment of women at workplace. The following is the summary of sexual harassment complaints received and disposed off during the year:

i) No. of Complaints received during the year: Nil

ii) No. of complaints disposed off during the year: Nil

All employees (Permanent, Contractual, Temporary, Trainees) are covered under this Act.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Your Company being a Non-Banking Finance Company, whose main objective is investment in securities and the provisions of section 186(11) (b) of the Companies Act, 2013 are not applicable. It may kindly be noted that the Members of the Company has passed special resolution in the Annual General Meeting dated 10^th September, 2014 for making loans and investments for an amount not exceeding Rs. 500 Crores only. The investments of the Company are well within the sanctioned limits till date.

STATUTORY AUDITORS

At the 25^thAnnual General Meeting held on 27^th September, 2019, M/s. Das & Prasad,(FRN 303054E), Chartered Accountants, Kolkata were appointed as the Statutory Auditors for a period of 5 years from the conclusion of 25^th Annual General Meeting till the conclusion of upcoming 30^th Annual General Meeting to be held in the current financial year 2024-25.

AUDITORS’ REPORT

The Auditors’ Report does not contain any qualification, reservation or adverse remark on the Financial Statements for the year ended March 31, 2024. The statements made by the Auditors in their Report are self- explanatory and do not call for any further comments.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Rules made there-under, the Company has appointed M/s. Vivek Mishra & Co., a firm of Company Secretaries (CP No. 17218) to undertake the Secretarial Audit of the Company. The same is attached as Annexure “D” and forms an integral part of this report.

Pursuant to amendments under SEBI Listing Regulations, 2015 and SEBI circular dated 8 February 2019, a certificate on secretarial compliance report as required under regulation 24A is being submitted to stock exchanges as obtained from him for the year 2023-24.

The said Reports does not contain any qualification, reservation or adverse remarks or disclaimer by the Secretarial Auditor.

On Board Meeting held on 29.05.2024 the Board has appointed M/s. M&A Associates. (CP No. 17218), a firm of Practicing Company Secretaries as Secretarial Auditor of the Company for the year 2024-2025.

ANNUAL RETURN EXTRACT

Pursuant to Section 92(3) read with Section 134 (3) (a) of the Act, the draft of Annual Return as on March 31, 2024 is available on the Company’s website at the link https://nagreeka.com/nagreeka-capital-infrastructure-ltd-investor-relations/ The final version of the Annual Return will be uploaded on the Company’s website after the conclusion of the ensuing AGM.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUT GO

The provisions of Section 134(3)(m) of the Companies Act, 2013 and the rules made there under relating to conservation of energy, technology absorption do not apply to your Company as it is not a manufacturing Company. However, your Company has been increasingly using information technology in its operations and promotes conservation of resources.

During the year under review, there has been no foreign exchange earnings or expenditure in the Company.

PARTICULARS OF EMPLOYEES

The information required pursuant to section 197(12) read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, in respect of the Employees of the Company in detail is separately attached as Annexure “C” to this report.

SECRETARIAL STANDARDS

Pursuant to the approval given on 10th April, 2015 by the Central Government to the Secretarial Standards specified by the Institute of Company Secretaries of India (ICSI), the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) came into effect from 1 July 2015. The said standards were amended with effect from 1 October 2017, the Company is in compliance with the same.

RISK MANAGEMENT

The Company has an approved Risk Management policy by the Board. Risk Evaluation and Management is ongoing process within the organization and is periodically reviewed by the Board of Directors.

RELATED PARTY TRANSACTIONS

The revised policy on materiality of RPTs and also on dealing with RPTs has been formulated by the Board at its meeting and amended on 14^th February, 2019. The said Policy was further amended, inter alia, stipulating the threshold limits on 12^th February, 2022 and the same is placed on the Company’s website.

All transactions entered into with Related Parties as defined under the Companies Act, 2013 and Regulation 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, during the year were in the ordinary course of business and on an arms-length basis and disclosures are being submitted to stock exchanges within the prescribed time limit and are being published on the Company’s website. There were no material significant related party transactions made by the Company with promoters, directors, key managerial personnel or other designated persons which may have a potential conflict with the interest of the Company at large and thus Form AOC-2 is not applicable to the Company.

Audit Committee reviews and approves all the related party transactions and based thereon final approval of the Board is obtained.

OTHER STATUTORY DISCLOSURES

• Neither any application was made, nor is any proceeding pending under the insolvency and Bankruptcy Code, 2016 against the Company.

• During FY 2023-24 there was no instance of one-time settlement with Banks or Financial institutions. Therefore, as per rule 5(xii) of Companies (Accounts) Rules, 2014, reasons of difference in the valuation at the time of one-time settlement and valuation done while taking loan from the Banks or Financial institutions are not reported.

ACKNOWLEDGEMENT

Your Directors acknowledge various agencies of the Central and State Government(s) for their support and Co-operation. Your Directors are also thankful to all stakeholders including customers, bankers and suppliers for their continued assistance, cooperation and support. Your Directors wish to place on record their sincere appreciation of all employees for their commitment and contribution to the Company.

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Mar 31, 2015

DEAR MEMBERS

The Directors have pleasure in presenting the 21st Annual Report on the affairs of your Company together with the Audited Statements of Account for the Year ended March 31,2015.

Financial summary or highlights/Performance of the Company

FINANCIAL RESULT

2014-2015 2013-2014

(Rs. In lacs) (Rs. In lacs)

Revenue from operations 1691.15 1619.06

1691.15 1619.06

PBIDT 798.89 1532.22

Interest 2332.60 1247.43

Depreciation 2.26 2.34

PROFIT BEFORE TAXATION (1535.97) 282.45

Taxation 3920.19 10.01

Contingent Provisions against Standard Assets (2.56) (9.59)

PROFIT AFTER TAXATION 2381.65 282.88

Profit Brought Forward from Previous Year 1123.98 895.67

PROFIT AVAILABLE FOR APPROPRIATIONS 3505.63 1178.55

Transfer to Statutory Reserve - 54.57

APPROPRIATIONS

Income Tax on Dividend - -

Balance carried to Balance Sheet 3505.63 1123.98

3505.63 1178.55

DIVIDEND

With a view to augmenting the working capital requirements, your Directors intend to plough back entire profit after tax in respect of the year ended 31/03/2015. As such no dividend is recommended for the year ended 31/03/2015.

REVIEW OF OPERATIONS

The Operating Income of the Company is derived from a mix of dividend and securities trading income, supplemented by profit on sale of investments. The total number of companies held in the equity / bond portfolio of the Company as on 31st March, 2015, comprises of 268 Quoted and 11 Unquoted companies and mutual funds.

The Company's total income for the year is Rs. 1691.15 Lacs and Profit before Tax for the Year is Rs ( 1535.97 Lacs). In restructuring the borrowings, interest cost has increased considerably. However in the ongoing fiscal the benefit of recast will be enjoyed. Inventories has increased multifold and the directors are confident that in the ongoing fiscal trading will improve remarkably.

It is expected that the GDP for Financial Year ending 2015 will be in the region of 7.4%. Although this is not a significant increase as compared to Financial Year ended 2014, for which the GDP growth was 4.71%, the growth is in the positive direction. The economy will pick up and therefore, it will have significant impact on the Financial Sector. Your company operates in the financial sector and hence will be benefitted.

Further, the Central Government is poised to encourage investments for further stimulating the growth momentum. This step will again positively impact your Company. However, inflation and fiscal deficit will continue to pinch the financial sector. Your Directors are confident of increasing the top line and Bottom line of your Company in 2015-16.

INDEPENDENT DIRECTORS DECLARATION

All Independent Directors have given declarations that they meet the criteria of independence as specified under section 149(6) of the Companies Act, 2013 and Clause 49 of Listing Agreement.

The Remuneration & Nomination Committee in consultation with the Board has formulated the criteria for determining qualifications, attributes and independence of Directors in terms of the provisions of Section 178 of the Companies Act, 2013 as further elaborated in the Corporate Governance Report section.

Particulars of Directors and Key Managerial Personnel

Mr. Sunil Patwari, DIN 00024007, is liable to retire by rotation and being eligible offers himself to be re-appointed. The company has received declaration from the Director specifying his eligibility to be appointed as such.

In accordance to the requirements of sec. 149(1) of the Companies Act, 2013, Ms. Surabhi Sanganeria, DIN 06987772, was appointed as an Additional Director in the Board Meeting dated 13th November, 2014. Her term of office expires at this ensuing Annual General Meeting. The Company has received requisite notice in writing from a member proposing Ms. Surabhi Sanganeria as an Independent Director.

The Company has received declaration from Ms. Sanganeria confirming that she meet with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the Companies Act, 2013 and under Clause 49 of the Listing Agreement with the Stock Exchanges.

In view of the requirements of section 203 of the Companies Act, 2013, Mr. Sushil Patwari is re-designated as the Chairman and Mr. Sunil Patwari is appointed the new Managing Director of the Company, subject to the members approval in the ensuing Annual General Meeting, with effect from 01/06/2015 as decided vide Board Meeting dated 28/05/2015.

Mr. Vivek Mishra, Co. Secretary resigned and Mr. Somnath Chattopadhyay joined with effect from November, 2014 as the new Co. Secretary.

Mr. Sanjeev Agarwal was appointed as the Chief Finance Officer vide Board Meeting dated 29/05/2014. There is no other change in the office of any Key Managerial Personnel.

COMPANY'S POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

The Company's Policy relating to appointment of Directors, payment of Managerial remuneration, Directors' qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is disclosed in detail in the Corporate Governance Report and is attached to this report.

INDEPENDENT DIRECTORS DECLARATION

MANAGEMENT DISCUSSION AND ANALYSIS

As per Clause 49 of the Listing Agreement entered into with the Stock Exchanges the Management Discussion and Analysis in a separate report is annexed hereto and marked as Annexure - "A".

CORPORATE GOVERNANCE & CSR

As per Clause 49 of the Listing Agreement entered into with the Stock Exchanges, a separate report on Corporate Governance with Auditors Certificate thereon is enclosed as part of this annual report and marked as Annexure "B". Requisite Certificate from the Auditors of the Company, namely M/s HR Agarwal & Associates, regarding compliance of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is annexed to the report of Corporate Governance. Adequate steps to ensure compliance of all the mandatory provisions of 'Corporate Governance' as provided in the Listing Agreements of the Stock Exchanges with which the Company's Shares are listed have been taken and your company has ensured its required compliance.

Number of meetings of the Board of Directors

The details of the number of meeting of the Board of Directors held during the year forms part of the Corporate Governance Report. BOARD EVALUATION

As recommended by the Nomination and Remuneration Committee, an evaluation framework was adopted by the Board during the year. Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board carried out an annual performance evaluation of its own performance, the Directors individually as well as of its various committees. After taking into consideration the feedback of the Directors the overall Board Evaluation covered various aspects more fully disclosed in the Corporate Governance section.

The performance evaluation of the Independent Directors was carried out by the entire Board and the performance evaluation of the Chairman and the Non-Independent director was carried out by the Independent Directors at their separate meeting.

Directors' Responsibility Statement

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

(a) followed in the preparation of the annual accounts, the applicable accounting standards with proper explanation relating to material departures;

(b) 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 and loss of the company for that period;

(c) 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 irregularities;

(d) prepared the annual accounts on a going concern basis; and

(e) laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(f) devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The Company transferred Rs. 1,99,849/- only on account of Unpaid/ Unclaimed Dividend of 2006-07 to the INVESTOR EDUCATION AND PROTECTION FUND in terms of section 124(6) of the Companies Act, 2013 on 09/12/2014 and complied with the statute.

Material Orders & Changes

There were no significant and material orders passed by any regulators or courts or tribunal impacting the going concern status and company's operations in future.

There were no material changes and commitments effecting the financial position of the Company occurring between 31st March, 2015 and the reporting date.

Deposits

Your Company has not accepted any deposits during the year under review within the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014 and accordingly no amount was outstanding as on the date of Balance Sheet.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

In order to ensure that the activities of the Company and its employees are conducted in a fair and transparent manner by adoption of highest standards of professionalism, honesty, integrity and ethical behavior the company has adopted a Vigil Mechanism Policy. This policy is explained in corporate governance report and also posted on the website of company.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,2013

The company has in place an Anti Sexual Harassment Policy in line with the requirements of the "Sexual Harassment Of Women At Workplace (Prevention, Prohibition And Redressal) Act, 2013". Internal Complaints Committee (ICC) has been set up to redress complaints received regarding Sexual Harassment.

All employees (Permanent, Contractual, Temporary, Trainees) are covered under this Act.

The following is a summary of Sexual Harassment complaints received and disposed off during the year 2014-15:

No. of Complaints received : NIL No. of Complaints disposed off : NIL

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Your Company being an Non-Banking Finance Company, whose main objective is investment in securities and the provisions of section 186(11)(b) of the Companies Act, 2013 are not applicable. It may kindly be noted that the Members of the Company has passed special resolution in the Annual General Meeting dated 10th September, 2014 for making loans and investments for an amount not exceeding Rs. 500 Crores only. The investments of the Company are well within the sanctioned limits till date.

AUDITORS AND SECRETARIAL AUDIT

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the rules framed thereunder, M/s. H. R. Agarwal & Associates, (FRN 323029E), Chartered Accountants, Kolkata, the Auditors of the Company, retire at the ensuing Annual General Meeting and are eligible for re-appointment, for which company has received a requisite certificate to Section 139 and 141 (3)(g) of the Companies Act, 2013 from M/s. H. R. Agarwal & Associates, the retiring Auditors of your Company regarding their eligibility for re-appointment as Auditors, and we recommend their re-appointment.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made thereunder, the Company has appointed M/s. M. K. Sharma & Associates, Company Secretary in Practice to undertake the Secretarial Audit of the Company. The same is attached as Annexure "D" and forms an integral part of this Report.

AUDITORS' REPORT

There are no qualification, reservations or adverse remarks or disclaimers in the Auditors and Secretarial Auditors Report and, therefore, do not call for any further explanation under Section 134 of the Companies Act, 2013.

ANNUAL RETURN EXTRACT

Pursuant to sec. 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014 the details forming part of extract of the annual return in Form No. MGT - 9 is Annexed herewith as Annexure "E".

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

Being an investment company, the provisions regarding conservation of energy and technology absorption are not applicable to the company.

There was no foreign exchange earnings and outgo during the period under review.

PARTICULARS OF EMPLOYEES

None of the employees are drawing remuneration exceeding Rs.5.00 Lacs per month or Rs.60.00 Lacs per year. Hence, details required to be furnished in accordance with Section 134 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 are not applicable.

The information required pursuant section 197(12) and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, in respect of the Employees of the Company is detailed separately as Annexure "C" to the report.

APPRECIATION

We are thankful to various agencies of the Central and State Government(s) for their support and Co-operation. Your Directors are also thankful to all stakeholders including customers, bankers and suppliers for their continued assistance, co-operation and support. Your Directors wish to place on record their sincere appreciation of all employees for their commitment and contribution to the Company. The Directors are also grateful for the confidence, faith and trust reposed by the shareholders of the Company.

By order of the Board

Place : Kolkata Sushil Patwari Date : 28th May, 2015 Chairman & Managing Director

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Mar 31, 2014

TO THE MEMBERS

The Directors have pleasure in presenting the 20th Annual Report on the affairs of your Company together with the Audited Statements of Account for the year ended 31st March, 2014.

FINANCIAL RESULT

2013-2014 2012-2013 (Rs. In lacs) (Rs. In lacs)

Revenue from operations 1619.06 1702.80

1619.06 1702.80

PBIDT 1532.22 1444.29

Interest 1247.43 1131.90

Depreciation 2.34 2.34

PROFIT BEFORE TAXATION 282.45 310.05

Taxation 10.01 5.20

Contingent Provisions against Standard Assets (9.59) (7.44)

PROFIT AFTER TAXATION 282.88 307.81

Profit Brought Forward from Previous Year 895.67 646.31

PROFIT AVAILABLE FOR APPROPRIATIONS 1178.55 954.12

Transfer to Statutory Reserve 54.57 58.45

APPROPRIATIONS

Income Tax on Dividend - -

Balance carried to Balance Sheet 1123.98 895.67

1178.55 954.12

DIVIDEND

With a view to augmenting the working capital requirements, your Directors intend to plough back entire profit after tax in respect of the year ended 31st March, 2014. As such, no dividend is recommended for the year ended 31st March, 2014.

REVIEW OF OPERATIONS

The Company''s total income for the year is Rs. 1619.06 Lacs and Profit after Tax for the Year is Rs 282.88 Lacs.

FUTURE PROSPECT

It is expected that the GDP for Financial Year ending 2015 will be in the region of 5.5%. Although this is not a significant increase as compared to Financial Year ended 2014, for which the GDP growth was 4.71%, the growth is in the positive direction. The economy will pick up and therefore, it will have significant impact on the Financial Sector. Your company operates in the financial sector and hence will be benefitted

Further, the Central Government is poised to encourage investments for further stimulating the growth momentum. This step will again positively impact your Company.

However, inflation and fiscal deficit will continue to pinch the financial sector.

Your Directors are confident of increasing the top line and Bottom line of your Company 2014-15.

PUBLIC DEPOSIT

Your Company has not accepted any deposits during the year under review within the meaning of Section 58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposit) Rules, 1975.

DIRECTORS

As per the provisions of the erstwhile Companies Act, 1956 and Articles of Association of the Company Mr. Sushil Patwari, Chairman

& Managing Director retires by rotation at the ensuing Annual General Meeting of the Company and being eligible has offered himself for re-appointment. Sub-section (10) of Section 149 of the Companies Act, 2013 (effective April 1, 2014) provides that Independent Directors shall be appointed for a term up to five consecutive years on the board of a Company , and shall be eligible for re-appointment by the shareholders of the Company.

Consequent to notification of Section 149 and other applicable provisions of the Companies Act 2013, your Directors seek appointment of Mr M.K. Ogra, Mr B.C. Talukdar as Independent Directors of the Company to hold office for 5 (five) consecutive years, effective from 1st April, 2014 up to 31st March, 2019. Details of the proposal of appointment of Mr M.K. Ogra, B.C. Talukdar, are mentioned in the statement under Section 102(1) of the Companies Act, 2013 of the notice of the twentieth Annual General Meeting.

The Company has received requisite notices in writing from members proposing Mr M.K. Ogra, Mr B.C. Talukdar as Independent Directors.

The Company has received declarations from all the above Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the Companies Act, 2013 and under Clause 49 of the Listing Agreement with the Stock Exchanges.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217 (2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, the Directors confirm that:

1. In the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanations relating to material departures.

2. The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the company at the end of the financial year, 31st March, 2014, and the profit for that period.

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

4. The Directors have prepared Annual Accounts on going concern basis.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management discussion and analysis are covered in a separate report annexed hereto and marked as Annexure "A". CORPORATE GOVERNANCE

A separate report on Corporate Governance is enclosed as part of this annual report and marked as Annexure "B". Requisite Certificate from the Auditors of the Company regarding compliance of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is annexed to the report of Corporate Governance. Adequate steps to ensure compliance of all the mandatory provisions of ''Corporate Governance'' as provided in the Listing Agreements of the Stock Exchanges with which the Company''s Shares are listed have been taken and your company has ensured its required compliance.

AUDITORS

M/s. H.R. Agarwal & Associates, Chartered Accountants, Kolkata, the Auditors of the Company, retire at the ensuing Annual General Meeting and are eligible for re-appointment for which company has received a requisite certificate to Section 139 and 141 (3)(g) of the Companies Act, 2013 from M/s. H.R. Agarwal & Associates, the retiring Auditors of your Company regarding their eligibility for re- appointment as Auditors, and we recommend their re-appointment

The observation made by the auditors in their Report together with Notes on Accounts are self explanatory and, therefore, do not call for any further explanation under Section 217 (3) of the Companies Act, 1956.

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

Being an investment company, the provisions regarding conservation of energy and technology absorption are not applicable to the company.

There was no foreign exchange earnings and outgo during the period under review.

PARTICULARS OF EMPLOYEES

None of the employees are drawing remuneration exceeding Rs.5.00 Lacs per month or Rs.60.00 Lacs per year. Hence, details required to be furnished in accordance with Sub Section (2A) of Section 217 of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are not applicable.

APPRECIATION

The Board of Directors place on record their sincere appreciation for the dedicated efforts, good understanding and support, and valuable contributions made by all our employees in achieving the excellent result for the year. They also wish to sincerely thank shareholders, customers and financial institutions including banks for their support and encouragement.

By order of the Board

Place : Kolkata Sushil Patwari Date : 29th May, 2014 Chairman & Managing Director

---

Mar 31, 2013

TO THE MEMBERS

The Directors have pleasure in presenting the 19th Annual Report on the affairs of your Company together with the Audited Statements of Account for the year ended 31st March, 2013.

FINANCIAL RESULTS

2012-2013 2011-2012 (Rs. In lacs) (Rs. In lacs)

Revenue from operations 1702.80 1698.92

1702.80 1698.92

PBIDT 1444.29 1362.29

Interest 1131.90 1057.74

Depreciation 2.34 2.34

PROFIT BEFORE TAXATION 310.05 302.21

Taxation 5.20 84.47

Contingent Provisions against Standard Assets (7.44) (0.42)

PROFIT AFTER TAXATION 307.81 218.16

Profit Brought Forward from Previous Year 646.31 487.93

PROFIT AVAILABLE FOR APPROPRIATIONS 954.12 706.09

Transfer to Statutory Reserve 58.45 59.78

APPROPRIATIONS

Income Tax on Dividend - -

Balance carried to Balance Sheet 895.67 646.31

954.12 706.09

DIVIDEND

With a view to augmenting the working capital requirement, your Directors intend to plough back entire profit after tax in respect of the year ended 31st March, 2013. As such, no dividend is recommended for the year ended 31st March, 2013.

REVIEW OF OPERATIONS

The Company''s total income for the year is Rs. 1702.80 Lacs and Profit after Tax for the Year is Rs 307.81 Lacs.

FUTURE PROSPECT

The future prospect of Indian economy does not appear to be promising. The GDP growth for the year ended 31.03.2013 has been 5% and in respect of the current year, it will not be more than 5.5%. Further, the current account deficit is a cause of worry. As such, the financial market in India will be very volatile at least In the current year.

The Indian economy is intertwined with the global economy and, if the Euro zone crisis deepens, it will negatively impact the Indian economy and particularly the financial sector

Inspite of adverse scenario prevailing, your Directors have taken precautionary steps for increasing the topline and the bottomline of your Company.

PUBLIC DEPOSIT

Your Company has not accepted any deposits during the year under review within the meaning of Section 58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposit) Rules, 1975.

DIRECTORS

Mr. B. C.Talukdar will retire by rotation at the ensuing Annual General Meeting and being eligible, has offered himself for reappointment.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217 (2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility Statement, the Directors confirm that:

1. In the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanations relating to materia! departures

2. The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the company at the end of the financial year, 31st March, 2013, and the profit for that period

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

4. The Directors have prepared Annual Accounts on going concern basis,

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management discussion and analysis are covered in a separate report annexed hereto and marked as Annexure "A".

CORPORATE GOVERNANCE

A separate report on Corporate Governance is enclosed as part of this annual report and marked as Annexure "B" Requisite Certificate from the Auditors of the Company regarding compliance of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is annexed to the report of Corporate Governance. Adequate steps to ensure compliance of all the mandatory provisions of ''Corporate Governance'' as provided in the Listing Agreements of the Stock Exchanges with which the Company''s Shares are listed have been taken and your company has ensured its required compliance.

AUDITORS

M/s. H. R. Agarwal & Associates, Chartered Accountants, Kolkata, the Auditors of the Company, retire at the ensuing Annual General Meeting and are eligible for re-appointment for which company has received a requisite certificate pursuant to Section 224(1 B) of the Companies Act, 1956 from M/s. H. R. Agarwal & Associates, the retiring Auditors of your Company regarding their eligibility for re- appointment as Auditors, and we recommend their re appointment

AUDITORS'' REPORT

The observation made by the auditors in their Report together with Notes on Accounts are self explanatory and, therefore, do not call for any further explanation under Section 217(3) of the Companies Act, 1956

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

Being an investment company, the provisions regarding conservation of energy and technology absorption are not applicable to the company.

There was no foreign exchange earnings and outgo during the period under review.

PARTICULARS OF EMPLOYEES

None of the employees are drawing remuneration exceeding Rs. 5.00 Lacs per month or Rs. 60.00 Lacs per year. Hence, details required to be furnished in accordance with Sub Section (2A) of Section 217 of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are not applicable.

APPRECIATION

The Board of Directors place on record their sincere appreciation for the dedicated efforts, good understanding and support, and valuable contributions made by ail our employees in achieving the excellent result for the year. They also wish to sincerely thank shareholders, customers and financial institutions including banks for their support and encouragement.

By order of the Board

Place : Kolkata Sushil Patwari

Date : 29th May, 2013 Chairman & Managing Director

---

Mar 31, 2012

The Directors have pleasure in presenting the 18th Annual Report on the affairs of your Company together with the Audited Statements of Account for the year ended 31st March, 2012.

FINANCIAL RESULTS 2011-2012 2010-2011 (Rs. In lacs) (Rs. In lacs)

Revenue from operations 1698.92 2147.14

169,8.92 2147.14

PBIDT 1362.29 1130.29

Interest 1057.74 960.66

Depreciation 2.34 2.22

PROFIT BEFORE TAXATION 302.21 167 41

Less: Provision for taxation 84.47 69.63

Less :Contingent Provisions against Standard Assets (0-42) 2.19

PROFIT AFTER TAXATION 218.16 95.60

Profit Brought Forward from Previous Year 487.93 425.31

PROFIT AVAILABLE FOR APPROPRIATIONS 706.09 520.91

Transfer to Statutory Reserve 59.78 32.97 APPROPRIATIONS

Income Tax on Dividend - -

Balance carried to Balance Sheet 646.31 487.93

706.09 520.91

DIVIDEND

With a view to augmenting the working capital requirement, your Directors intend to plough back entire profit after tax in respect of the year ended 31st March, 2012. As succinct dividend is recommended for the year ended 31st March, 2012.

REVIEW OF OPERATIONS

During the financial year under review the Company has achieved turnover of Rs. 1698.92 Lacs against Rs. 2147.14 Lacs for the previous year. The Profit after Tax is higher at Rs. 218.16 Lacs against Profit after Tax of Rs. 95.60 Lacs in the previous year.

FUTURE PROSPECT

The recent GDP and IIP patterns indicate a muted growth. It is expected that the GDP growth for the year ending 2013 will not exceed 6.5% and IIP for the same period is expected to be 3.5%. The above data suggest that the Indian economy will be under pressure and rupee exchange rate will remain volatile, in the near future. -

The Indian Stock market will remain range bound unless and until the central Government takes bold steps for Financial reforms. Your directors have taken pre-cautionary steps to ensure that the top line and bottom line of your company show improvement, even in adverse economic scenario.

PUBLIC DEPOSIT

Your Company has not accepted any deposits during the year under review within the meaning of Section 58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposit) Rules, 1975.

DIRECTORS

Mr. Mohan Kishen Ogra will retire by rotation at the ensuing Annual General Meeting and being eligible, have offered himself for reappointment.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217 (2AA) of the Companies Act, 1956, with respect to Directors' Responsibility Statement, the Directors confirm that :

1. In the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanations relating to material departures.

2. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the company at the end of the financial

' year, 31st March, 2012, and the profit for that period.

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

4. The Directors have prepared Annual Accounts on going concern basis.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management discussion and analysis are covered in a separate report annexed hereto and marked as Annexure “A”.

CORPORATE GOVERNANCE

A separate report on Corporate Governance is enclosed as part of this annual report and marked as Annexure “B”. Requisite Certificate from the Auditors of the Company regarding compliance of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is annexed to the report of Corporate Governance. Adequate steps to ensure compliance of all the mandatory provisions of ‘Corporate Governance' as provided in the Listing Agreements of the Stock Exchanges with which the Company's Shares are listed have been taken and your company has ensured its required compliance.

AUDITORS

M/s. H.R. Agarwal & Associates, Chartered Accountants, Kolkata, the Auditors of the Company, retire at the ensuing Annual General Meeting and are eligible for re-appointment for which company has received a requisite certificate pursuant to Section 224(1 B) of the Companies Act, 1956 from M/s. H.R. Agarwal & Associates, the retiring Auditors of your Company regarding their eligibility for re- appointment as Auditors, and we recommend their re-appointment.

AUDITORS' REPORT

The observation made by the auditors in their Report together with Notes on Accounts are self explanatory and, therefore, do not call for any further explanation under Section 217 (3) of the Companies Act, 1956.

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

Being an investment company, the provisions regarding conservation of energy and technology absorption are not applicable to the company.

There was no foreign exchange earnings and outgo during the period under review.

PARTICULARS OF EMPLOYEES

None of the employees are drawing remuneration exceeding Rs.5.00 Lacs per month or Rs.60.00 Lacs per year. Hence, details required to be furnished in accordance with Sub Section (2A) of Section 217 of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are not applicable.

APPRECIATION

The Board of Directors place on record their sincere appreciation for the dedicated efforts, good understanding and support, and valuable contributions made by all our employees in achieving the excellent result for the year. They also wish to sincerely thank shareholders, customers and financial institutions including banks for their support and encouragement.

By order of the Board

Place : Kolkata Sushil Patwari

Date : 26th May, 2012 Chairman & Managing Director

---

Mar 31, 2010

The Directors have pleasure in presenting the 16th Annual Report on the affairs of your Company together with the Audited Statements of Account for the year ended 31st March, 2010.

FINANCIAL RESULTS

2009-2010 2008-2009 (Rs. In lacs) (Rs. In lacs)

Income from operation 1999.00 214.78

Other Income 130.79 220.62

2129.79 435.40

PBIDT 878.89 (2661.27)

Interest 705.30 644.68

Depreciation 2.03 2.05

PROFIT BEFORE TAXATION 171.57 (3308.00)

Taxation (312.61) 2716.42

Transfer to Statutory Reserve 32.51 --

PROFIT AFTER TAXATION 451.67 -591.58

Profit Brought Forward from Previous Year (26.36) 565.20

PROFIT AVAILABLE FOR APPROPRIATIONS 425.31 -26.36

APPROPRIATIONS

Transfer to General Reserve -- --

Proposed Dividend -- --

Income Tax on Dividend -- --

Balance carried to Balance Sheet 425.31 -26.36

425.31 -26.36

REVIEW OF OPERATIONS

The Companys total income has increased from Rs. 435.40 lacs for the year ended 31st March, 2009 to Rs. 2129.79 lacs for the year under review thus recording an increase of Rs. 1694.39 lacs.

Profit after Tax for the Year under review is Rs.451.67 lacs as against loss of Rs. 591.58 lacs in the previous year.

DIVIDEND

With a view to augment working capital requirements, your Directors intend to plough back entire profit after tax in respect of the year ended 31st March, 2010.

FUTURE PROSPECT

The Indian economy is on the upswing. Economic activity is growing and the financial markets are healthier than they were one year ago. At the same time there are mixed signals from the developed countries in the Europe and the USA showing signs of sluggishness. The fiscal and current account deficit are concerns. FDI & Fll flows could be hit by the tentativeness in the west. So, mixed signs are emanating. The challenge before your company is to trade carefully and steer towards progress in such uncertain times. Yours Director are confident of doing so.

PUBLIC DEPOSIT

Your Company has not accepted any deposits during the year under review within the meaning of Section 58A of the Companies Act, 1956 read with the Companies (Acceptance of Deposit) Rules, 1975.

DIRECTORS

Mr. Sushil Patwari will retire by rotation at the ensuing Annual General Meeting and being eligible, have offered himself for reappointment.

DIRECTORS RESPONSIBILITY STATEMENT

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

1. In the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanations relating to material departures.

2. The Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the company at the end of the financial year, 31st March, 2010, and the profit for that period.

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

4. The Directors have prepared Annual Accounts on going concern basis.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management discussion and analysis are covered in a separate report annexed hereto and marked as Annexure "A".

CORPORATE GOVERNANCE

A separate report on Corporate Governance is enclosed as part of this annual report and marked as Annexure "B". Requisite Certificate from the Auditors of the Company regarding compliance Of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is annexed to the report of Corporate Governance. Adequate steps to ensure compliance of all the mandatory provisions of Corporate Governance as provided in the Listing Agreements of the Stock Exchanges with which the Companys Shares are listed have been taken and your company has ensured its required compliance.

AUDITORS

M/s. H. R. Agarwal & Associates, Chartered Accountants, Kolkata, the Auditors of the Company, retire at the ensuing Annual General Meeting and are eligible for re-appointment for which company has received a requisite certificate persuant to Section 224(1 B) of the Companies Act, 1956 from M/s. H. R. Agarwal & Associates, the retiring Auditors of your Company regarding their eligibility for re- appointment as Auditors, and we recommend their re-appointment.

AUDITORS REPORT

The observation made by the auditors in their Report together with Notes on Accounts are self explanatory and, therefore, do not call for any further explanation under Section 217 (3) of the Companies Act, 1956.

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

Being an investment company, the provisions regarding conservation of energy and technology absorption are not applicable to the company.

There was no foreign exchange earnings and outgo during the period under review.

PARTICULARS OF EMPLOYEES

None of the employees are drawing remuneration exceeding Rs. 2.00 Lacs per month or Rs. 24.00 Lacs per year. Hence, details required to be furnished in accordance with Sub Section (2A) of Section 217 of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 are not applicable.

APPRECIATION

The Board of Directors place on record their sincere appreciation for the dedicated efforts, good understanding and support, and valuable contributions made by all our employees in achieving the excellent result for the year. They also wish to sincerely thank shareholders, customers and financial institutions including banks for their support and encouragement.

By order of the Board

Place : Kolkata Sushil Patwari M. K. Ogra

Date : 28th May, 2010 Managing Director Director