Directors Report of Turbotech Engineering Ltd.

Mar 31, 2013

Dear Shareholders,

The Directors here by present the 31st Annual Report on business and operations of the Company together with the Audited statements of Accounts for the financial year ended on 31st March 2013.

OPERATIONS REVIEW:

During the year under review due to sluggish market condition and financial crisis company faces huge set back. So company not in position to generate any revenue from the operation but due to some fixed cost company posted Net Loss of Rs. 390886/-. The management has taken measures as part of its continuous improvements to strengthen operations and viability.

DIVIDEND:

Your Directors have not declared any dividend during the year under review due to loss incurred.

FIXED DEPOSIT:

The Company has not accepted any deposit from the public pursuant to the provisions of Section 58A of the Companies Act, 1956.

DIRECTORS:

Mr. Pratik Rameshchandra Shah, Mr. Arun Bhanubhai Vaghasiya and Mr. Jehangir Joiya ware appointed as an additional directors of the Company by the Board of Directors with effect from 05.09.2012, 21.05.2013 and 13.06.2013 respectively and be and are hereby appointed as a Director of the Company whose period of office will be liable to retire by rotation.

Mr. Shankar Prasad Bhagat, Mr. Nileshkumar Tribhovandas Kava and Mr. Harleen Singh Kathuria were resigned as a Director of the Company with effect from 07.09.2007,19.10.2007 and 25.03.2010 respectively.

AUDITORS AND AUDITORS'' REPORT:

M/s. Y. D. & Co., Chartered Accountants, Ludhiana, Statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and are eligible for reappointment.

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

MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis forms part of the Annual Report to the shareholders and it includes discussion on matters as required under the provisions of Clause 49 of the listing agreement forming part of this report is annexed herewith. The Audit Committee of the Company has regularly reviewed internal Control System of the company.

PARTICULARS OF EMPLOYEES:

The statement showing particulars of employees under section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of Employees) Rules, 1975, as amended, is not required to be given as there were no employees coming within the purview of this section.

CORPORATE GOVERNANCE REPORT:

Your Company has complied with the requirements of Clause 49 of the Listing Agreement on Corporate Governance. Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, Report on Corporate Governance along with the Auditors'' Certificate on its compliance is annexed separately to this Annual Report.

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

The details of conservation of energy, technology absorption etc. as required to be given under Section 217(l)(e) of the Companies Act 1956, are not applicable to our Company, as our Company has not carried out in the manufacturing activities.

The foreign exchange earning on account of the operation of the Company during the year was Rs. Nil.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956, the Directors of your Company confirm that:

i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 or loss of the Company for that period;

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

iv) Directors have prepared the accounts on a "going concern basis".

ACKNOWLEDGEMENT:

Your Directors would like to express their sincere appreciation for the assistance and co-operation received from , the Banks, Government Authorities, Customers, and Shareholders during the year. Your directors also wish to take on record their deep sense of appreciation for the committed services of the employees at all levels, which has made our Company successful in the business.

For and on Behalf of the Board

For, TURBOTECH ENGINEERING LIMITED

PLACE: MUMBAI

DATE: 31.08.2013

(PRATIK SHAH)

CHAIRMAN

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Mar 31, 2010

The Directors present their 28TH Annual Report and Audited Statement of Accounts for the year ended 31st March 2010.

FINANCIAL RESULTS (Amt in Rupees)

PARTICULARS 2009-10 2008-09

Profit /(Loss) before Depreciation (1,53,133) 17,546 Less : Depreciation (8,708) (14,514) Profit / (Loss) before Tax (1,61,841) 3,032 Less : Provisions for taxation 0 310 Profit / (Loss) After Tax (1,61,841) 2,722 Excess/(Short) Provision for Tax 2 (164) Add : Balance b/f from Previous Year (40,78,044) (40,80,602) Balance carried forward (42,39,887) (40,78,044)

BUSINESS OPERATIONS

The has incurred Loss of Rs. 1,61,841/- after tax of the Company during the year. As compared to Profit of Rs. 2,722/- of the last year.

DIVIDEND

Your Directors do not recommend any Dividend.

AUDITORS

M/s. Arvind A. Thakkar, Chartered Accountants, retires as Auditor of the company at the ensuring Annual General Meeting and being eligible offers them for reappointment.

DIRECTORS

Mr, Harleen Singh Kathuria, appointed as an additional director of the company, liable to retire by rotation, pursuant to section 257 and other relevant provisions of companies act, 1956 and Mr. Nilesh T. Kava, Director will retire at the forthcoming annual general meeting of the company, and being eligible, offer themselves for re-appointment.

Your directors recommend the resolution for approval of the members.

None of the directors of the company are in any way concerned or interested in the above resolution.

PUBLIC DEPOSIT

Your Company has not accepted any deposit within the meaning of section 58-A of the Companies Act, 1956.

PARTICULARS OF EMPLOYEES

There are no employees of the Company whose particulars are required to be reported under Section 217 (2A) of the Companies Act, 1956 and the rules there under.

DIRECTORS RESPONSIBILITY STATEMENT

In Compliance with the provisions of Section 217(2AA) of the Companies Act, 1956 the Directors of your Company confirm that:

1. In the preparation of the Annual Accounts, the applicable accounting standards have been followed and no material departures have been made from the same;

2. They have selected such accounting policies and applied them consistently and made judgments and estimates that are responsible 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 Loss of the Company for that year;

3. They have taken proper and sufficient care tor the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company for preventing and detecting fraud and other irregularities;

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

DISCLOSURE OF PARTICULARS WITH RESPECT:

A) CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT AND TECHNOLOGY ABSORPTION, ADOPTION INNOVATION:

The Disclosure of particulars with respect to conservation of energy pursuant to the provisions of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules 1988, are not applicable to the Company. However, the Company makes its best efforts for conservation of energy.

The Company has not carried out any specific research and development activities.

The Company has not imported or absorbed any new Technology during the year under review.

B) FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information regarding Foreign Exchange Earnings and out go is as follows:

A) Earnings in Foreign Exchange Nil B) Outgo in Foreign Exchange Nil

ACKNOWLEDGEMENTS

Your Directors take this opportunity to thanks all the shareholders of the Company for their continued support.

FOR AND ON BEHALF OF THE BOARD

Place: Mumbai Date : 03.09.2010 CHAIRMAN