Indo Biotech Foods Ltd.-இன் இயக்குநர் அறிக்கை

Mar 31, 2015

Dear Members,

Your Directors hereby present the Twenty Fourth Annual Report on the business of the Company, together with the Audited Statement of Accounts for the financial year ended on 31st March, 2015.

1. FINANCIAL HIGHLIGHTS:

CURRENT YEAR PREVIOUS YEAR (01/10/2014 TO (01/10/2013 TO 31/03/2015) 30/09/2014) Rupees Rupees

Income 4050 11,773

Gross Profit/(Loss) Before (32,920) (2,54,316)

Depreciation

Depreciation 3,050 7,448

Gross Profit/ (Loss) After (35,970) (2,61,764)

Depreciation

Provision for Taxation - -

Net profit / (Loss) After Tax (35,970) (2,61,764)

2. CURRENT YEARS' & FUTURE REVIEW

The Company's operations were at a low level. The Company is in the process of making of revival /diversification plan.

3. DIVIDEND :

No Dividend is recommended for the year 2014-2015 by the Board of the Directors.

4. ENVIRONMENT:

The Company is environment friendly as the Company's Products are organic and free from Toxic- residues and based on Natural substances and no pollution is caused to the environment.

Production Center : There is no Pollution from the Factories of the Company and the environment is kept clean.

Farm Sources : Since the company is encouraging pesticide-free farming, it is helping in keeping the environment clean on the farms.

5. DIRECTOR:

Shri Ashok K Rajani is retiring by rotation and offers himself for re-appointment.

Smt. Padmaja M Bhande is retiring at the AGM who was appointed by the Board as Additional Director on 17th April 2015 and whose term expires on the date of this Annual General Meeting, and offers herself for appointment as a Director of the Company.

6. DIRECTORS' RESPONSIBILITY STATEMENT:

Statement under sub-section (2AA) of section 217 of the Companies Act,1956:

In the preparation of the Annual Accounts:

i) The applicable accounting standards have been followed and wherever required, proper explanations relating to the material departures have been given.

ii) 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 and of the profit or loss of the Company for the period.

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

7. A STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS

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

8. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS AND ITS COMMITTEES

During the year 3 Board Meeting, 3 Audit Committee Meetings, 1 Nomination and Remuneration committee Meetings, 1 Risk Management committee Meeting and 1 Stakeholder Relationship Committee Meeting were convened and held. The details Of which are given in the Corporate Governance Report. The intervening gap between the Meeting was within the period prescribed under the Companies Act,2013.

9. PUBLIC DEPOSITS:

The Company does not have nor it has invited any Public Deposits.

10. AUDIT COMMITTEE:

The composition of the Audit committee is provided in Corporate Governance Report and forms a part of this Annual Report. There have been no instances of non-acceptance of any recommendations of the Audit committee by the Board during the financial year under review.

11. CORPORATE GOVERNANCE

As required under clause 49 of the Listing Agreement with the Bombay Stock Exchange Limited , Corporate Governance and Management Discussion and analysis Report annexed to this report for part of this annual Report.

12. NOMINATION AND REMUNERATION POLICY

The Nomination & Remuneration policy is not applicable to the Company since there are no applicable employees in the Company and no Director gets any remuneration from the company.

13. RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on an arm's length basis and were in the ordinary course of business. Further there are no material related party transaction during the year under review the Pramoters, Directors of Key Managerial personnel. Hence, no particulars are being provided in Form AOC-2. All related Party Transactions are placed before the Audit committee as also the Board of Directors for approval.

14. STAFF AND LABOUR:

There are no employees of the Company drawing Rs. 25000/ or more per month at any time during the year.

15. EXTRACT OF ANNUAL RETURN:

The details forming part of the extract of the Annual Return in form MGT 9 as required under section 92 of the Companies Act, 2013 in included in this Report as "Annexure C" and forms and integral part of this Report.

16. AUDITORS:

a. Statutory Auditor

The Auditors are to be appointed from the date of this Annual General Meeting till the conclusion of the next Annual General Meeting and their Remuneration is to be fixed. The retiring Auditors M/s. BATLIBOI & PUROHIT, CHARTERED ACCOUNTANTS, Mumbai are eligible for re-appointment.

b. Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial personnel) rules 2014, the Company has appointed M/s. GMS & Co., Company Secretary in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report is included as "Annexure B" and forms an integral part of this Report.

17. CONSERVATION OF ENERGY AND FOREIGN EXCHANGE EARNINGS AND OUTGO :

The energy consumed in the production process is Negligible and does not offer scope for any significant conservation of energy.

TOTAL FOREIGN EXCHANGE EARNED AND USED : Rs.

Foreign Exchange Earned : NIL

Foreign Exchange Used : NIL

18. RESEARCH AND DEVELOPMENT:

No research has been conducted this year.

19. MATERIAL CHANGES AND COMMITMENTS:

There have been no material changes and commitments affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the financial statements relate and the date of the report.

20. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

During the year under review, no orders have been passed by the Regulator or courts or Tribunals against the Company.

21. FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Board members are provided with necessary documents/ broachers, reports and internal policies to enable them to familiarize with the Company's procedures and practices.

22. The Company has put in place an adequate system of internal financial control with respect to the financial statement and commensurate with its size and nature of business which helps in ensuring the orderly and efficient conduct of business. No reportable material weakness in the operation was observed.

23. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has formulated and published a Whistle Blower Policy to provide vigil Mechanism for employees including directors of the Company to report genuine concerns. The provisions of this policy are in line with the provisions of the Section 177 (9) of the Act and Clause 49 of the Listing Agreement.

24. BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the listing Agreement, the Board of Directors has carried out an annual performance evaluation of its own performance and that of the Directors and Committees.

25. Change of Accounting Year:

The next financial year of the Company will be from April 1, 2015 to 31st March 2016.

FOR AND ON BEHALF OF THE BOARD

Sd/- Place: Mumbai DILIP S. DAHANUKAR Date: 13/08/2015 (DIN No.: 00353297) (Chairman)

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Sep 30, 2014

Dear Members,

The Directors hereby present the Twenty Third Annual Report on the business of the Company, together with the Audited Statement of Accounts for the financial year ended on 30th September, 2014.

1. FINANCIAL HIGHLIGHTS: CURRENT YEAR PREVIOUS YEAR (01/10/2013 TO 30/09/2014) (01/10/2012 TO 30/09/2013) Rupees Rupees

Income 11773 18,500

Gross Profit/(Loss) Before Depreciation (2,54,316) (2,66,024)

Depreciation 7,448 9,094

Gross Profit/ (Loss) (2,61,973) (2,56,618) After Depreciation

Provision for Taxation - -

Net profit / (Loss) After Tax (2,61,973) (2,56,618)

2. CURRENT YEARS'' & FUTURE REVIEW

The Company''s operations were at a low level. The Company is in the process of making of revival /diversification plan.

3. DIVIDEND :

No Dividend is recommended for the year 2013-2014 by the Board of the Directors.

4. ENVIRONMENT:

The Company is environment friendly as the Company''s Products are organic and free from Toxic- residues and based on Natural substances and no pollution is caused to the environment.

Production Center : There is no Pollution from the Factories of the Company and the environment is kept clean.

Farm Sources : Since the company is encouraging pesticide-free farming, it is helping in keeping the environment clean on the farms.

5. DIRECTOR:

Shri Nilesh M. Sawant is retiring by rotation and offers himself for re-appointment.

6. DIRECTORS'' RESPONSIBILITY STATEMENT:

Statement under sub-section (2AA) of section 217 of the Companies Act, 1956:

In the preparation of the Annual Accounts:

i) The applicable accounting standards have been followed and wherever required, proper explanations relating to the material departures have been given.

ii) 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 and of the profit or loss of the Company for the period.

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

7. PUBLIC DEPOSITS:

The Company does not have nor it has invited any Public Deposits.

8. STAFF AND LABOUR:

There are no employees of the Company drawing Rs. 25000/ or more per month at any time during the year.

9. AUDITORS:

The Auditors are to be appointed from the date of this Annual General Meeting till the conclusion of the next Annual General Meeting and their Remuneration is to be fixed. The retiring Auditors M/s. BATLIBOI & PUROHIT, CHARTERED ACCOUNTANTS, Mumbai are eligible for re-appointment.

10. CONSERVATION OF ENERGY AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The energy consumed in the production process is Negligible and does not offer scope for any significant conservation of energy.

TOTAL FOREIGN EXCHANGE EARNED AND USED : Rs.

Foreign Exchange Earned : NIL

Foreign Exchange Used : NIL

11. RESEARCH AND DEVELOPMENT:

No research has been conducted this year.

12. MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments during the year.

13. Change of Accounting Year:

The next financial year of the Company will be from October 1,2014 to 31 st March 2015. The Director have Resolved that pursuant to the provisions of Section 2 (41) and other applicable provisions of the Companies Act, 2013, the current financial year of the company from October 1,2014 to September 31, 2015 be and is hereby reduced by Six months to end on March 31,2015.

FOR AND ON BEHALF OF THE BOARD

Sd/- Place: Mumbai DILIP S. DAHANUKAR Date: 10/12/2014 (Chairman)

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Sep 30, 2013

The Directors hereby present the Twenty Second Annual Report on the business of the Company, together with the Audited Statement of Accounts for the financial year ended on 30th September, 2013.

1. FINANCIAL HIGHLIGHTS:

2012-2013 2011-2012 CURRENT YEAR PREVIOUS YEAR (1/10/2012 TO 30/9/2013) (1/10/2011 TO 30/9/2012) Rupees Rupees

NET SALES 18,500 13,875

GROSS PROFIT/(LOSS) 2,66,024 5,48,195

BEFORE DEPRECIATION

DEPRECIATION 9,094 11,104

PROVISION FOR TAXATION

NET PROFIT/(LOSS) AFTER (2,56,618) (5,59,299)

TAX

CURRENT YEARS'' & FUTURE REVIEW

The Company''s operations were at a low level. The Company is in the process of making of revival /diversification plan.

3. DIVIDEND :

No Dividend is recommended for the year 2012-2013 by the Board of the Directors.

4. ENVIRONMENT:

The Company is environment friendly as the Company''s Products are organic and free from Toxic- residues and based on Natural substances and no pollution is caused to the environment. Production Center: There is no Pollution from the Factories of the Company and the environment is kept clean.

Farm Sources : Since the company is encouraging pesticide-free farming, it is helping in keeping the environment clean on the farms.

5. DIRECTOR:

Shri Dilip S Dahanukar is retiring by rotation and offers himself for re-appomtment.

6. DIRECTORS'' RESPONSIBILITY STATEMENT:

Statement under sub-section (2AA) of section 217 of the Companies Act, 1956:

In the preparation of the Annual Accounts:

i) The applicable accounting standards have been followed and wherever required, proper explanations relating to the material departures have been given. ii) 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 and of the profit or loss of the Company for the period. iii) Proper and sufficient care has been taken for the maintenance of adequate 0 accounting records in accordance with the provisions of the Act for safeguarding '' the assets of the Company and for preventing and detecting fraud and other iregularities.

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

7. PUBLIC DEPOSITS:

The Company does not have nor it has invited any Public Deposits.

8 STAFF AND LABOUR:

There are no employees of the Company drawing Rs. 25000/ or more per month at any time during the year.

Be appointed from the date of this Annual General Meeting till the conclusion of the next Annual General Meeting and theirRemuneration is to be fixed. The retiring Auditors M/S BATLIBOI & PUROHIT, CHARTERED ACCOUNTANTS, Mumbai are eligible for re-appointment.

10. CONSERVATION OF ENERGY AND FOREIGN EXCHANGE EARNINGS

The energy consumed in the production process is Negligible and does not offer scope for any significant conservation of energy.

TOTAL FOREIGN EXCHANGE EARNED AND USED:

Foreign Exchange Earned

Foreign Exchange Used

11. RESEARCH AND DEVELOPMENT:

No research has been conducted this year.

12 MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments during the year.

FOR AND ON BEHALF OF THE BOARD

Sd/-

DILIP S. DAHANUKAR

Place: Mumbai

Date: 23/12/2013 (Chairman)

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Sep 30, 2012

TO, THE SHAREHOLDERS

The Directors hereby present the Twentieth Annual Report on the business of the Company, together with the Audited Statement of Accounts for the financial year ended on 30th September, 2012.

1. FINANCIAL HIGHLIGHTS:

2011-2012 2010-2011 CURRENT YEAR PREVIOUS YEAR (1/10/2011 TO 30/9/2012) (1/10/2010 TO 30/9/2011) Rupees Rupees

NET SALES 13,875 4,09,250

GROSS PROFIT/(LOSS) BEFORE 5,62,070 1,74,087 DEPRECIATION

DEPRECIATION 11,104 13,558

PROVISION FOR TAXATION - -

NET PROFIT/(LOSS) AFTER TAX (5,59,299) 1,60,529

2. CURRENT YEARS'' & FUTURE REVIEW

The Company''s operations were at a low level. The Company is in the process of making of revival /diversification plan.

3. DIVIDEND :

No Dividend is recommended for the year 2011 -2012 by the Board of the Directors.

4. ENVIRONMENT:

The Company is environment friendly as the Company''s Products are organic and free from Toxic- residues and based on Natural substances and no pollution is caused to the environment.

Production Center : There is no Pollution from the Factories of the Company and the environment is kept clean.

Farm Sources : Since the company is encouraging pesticide-free farming, it is helping in keeping the environment clean on the farms.

5. DIRECTOR:

Shri Ashok K Rajani is retiring by rotation and offers himself for re-appointment.

6. DIRECTORS'' RESPONSIBILITY STATEMENT:

Statement under sub-section (2AA) of section 217 of the Companies Act, 1956:

In the preparation of the Annual Accounts:

i) The applicable accounting standards have been followed and wherever required, proper explanations relating to the material departures have been given.

ii) 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 and of the profit or loss of the Company for the period.

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

7. PUBLIC DEPOSITS:

The Company does not have nor it has invited any Public Deposits.

8. STAFF AND LABOUR:

There are no employees of the Company drawing Rs. 25000/ or more per month at any time during the year.

9. AUDITORS:

The Auditors are to be appointed from the date of this Annual General Meeting till the conclusion of the next Annual General Meeting and their Remuneration is to be fixed. The retiring Auditors M/S BATL1B01 & PUROHIT, CHARTERED ACCOUNTANTS, Mumbai are eligible for re-appointment.

10.CONSERVATTON OF ENERGY AND FOREIGN EXCHANGE EARNINGS AND OUTGO :

The energy consumed in the production process is Negligible and does not offer scope for any significant conservation of energy.

TOTAL FOREIGN EXCHANGE EARNED AND USED : Rs.

Foreign Exchange Earned : NIL

Foreign Exchange Used : NIL

11. RESEARCH AND DEVELOPMENT:

No research has been conducted this year.

12. MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments during the year.

FOR AND ON BEHALF OF THE BOARD

Sd/-

Place: Mumbai DILIP S. DAHANUKAR

Date: 12/12/2012 (Chairman)

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Sep 30, 2011

The Directors hereby present the Twentieth Annual Report on the business of the Company, together with the Audited Statement of Accounts for the financial year ended on 30th September, 2011.

1. FINANCIAL HIGHLIGHTS:

2010-2011 2009-2010 CURRENT YEAR PREVIOUS YEAR (1/10/2010 TO 30/9/2011) (1/10/2009 TO 30/9/2010) Rupees Rupees

NET SALES 409250 7,313

GROSS PROFIT/(LOSS) BEFORE 1,74,087 (56,950)

DEPRECIATION

DEPRECIATION 13,558 16,555

PROVISION FOR TAXATION ------ ------

NET PROFIT/(LOSS) AFTERTAX 1,60,529 (73,505)

2. CURRENT YEARS' & FUTURE REVIEW

The Company's operations were at a low level. The Company is in the process of making of revival /diversification plan.

3. DIVIDEND :

No Dividend is recommended for the year 2010-2011 by the Board of the Directors.

4. ENVIRONMENT:

The Company is environment friendly as the Company's Products are organic and free from Toxic- residues and based on Natural substances and no pollution is caused to the environment.

Production Center: There is no Pollution from the Factories of the Company and the environment is kept clean.

Farm Sources : Since the company is encouraging pesticide-free farming, it is helping in keeping the environment clean on the farms.

5. DIRECTOR:

Shri Nilesh M. Savvant is retiring by rotation and offers himself for re-appointment.

6. DIRECTORS' RESPONSIBILITY STATEMENT:

Statement under sub-section (2AA) of section 217 of the Companies Act, 1956:

In the preparation of the Annual Accounts:

i) The applicable accounting standards have been followed and wherever required, proper explanations relating to the material departures have been given.

ii) 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 and of the profit or loss of the Company for the period.

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

7. PUBLIC DEPOSITS:

The Company does not have nor it has invited any Public Deposits.

8. STAFF AND LABOUR:

There are no employees of the Company drawing Rs. 25000/ or more per month at any time during the year.

9. AUDITORS:

The Auditors are to be appointed from the date of this Annual General Meeting till the conclusion of the next Annual General Meeting and their Remuneration is to be fixed. The retiring Auditors M/S BATLIBOl & PUROHIT, CHARTERED ACCOUNTANTS, Mumbai are eligible for re-appointment.

10.CONSERVATION OF ENERGY AND FOREIGN EXCHANGE EARNINGS AND OUTGO :

The energy consumed in the production process is Negligible and does not offer scope for any significant conservation of energy.

TOTAL FOREIGN EXCHANGE EARNED AND USED : Rs.

Foreign Exchange Earned : NIL

Foreign Exchange Used : NIL

11. RESEARCH AND DEVELOPMENT:

No research has been conducted this year.

12. MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments during the year.

FOR AND ON BEHALF OF THE BOARD

Sd/-

Place: Mumbai DILIP S. DAHANUKAR

Date: 16/12/2011 (Chairman)

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Sep 30, 2010

The Directors hereby present the Nineteenth Annual Report on the business of the Company, together with the Audited Statement of Accounts for the financial year ended on 30th September, 2010.

1. FINANCIAL HIGHLIGHTS:

2009-2010 2008-2009 CURRENT YEAR PREVIOUS YEAR

(1/10/2009 TO 30/9/2010) (1/10/2008 TO 30/9/2009) Rupees Rupees

NET SALES 7,313 6,150

GROSS PROFIT/(LOSS) BEFORE (56,950) 86,011

DEPRECIATION

DEPRECIATION 16,555 10,163

PROVISION FOR TAXATION ------ ------

NET PROFlT/(LOSS) AFTER TAX (73,505) 75,848

2. CURRENT YEARS & FUTURE REVIEW

The Companys operations were at a low level. The Company is in the process of making of revival /diversification plan.

3. REFERENCE TO BIFR AS SICK UNIT

The accumulated losses of the Company have exceeded its net worth. In view of this the Company has filed the reference with BIFR as per Section 15(1) of the Sick Industrial Companies (Special Provisions) Act, 1985. The relevant proceeding is in progress.

4. DIVIDEND :

No Dividend is recommended for the year 2009-2010 by the Board of the Directors.

5. ENVIRONMENT:

The Company is environment friendly as the Companys Products are organic and free from Toxic- residues and based on Natural substances and no pollution is caused to the environment.

Production Center: There is no Pollution from the Factories of the Company and the environment is kept clean.

Farm Sources : Since the company is encouraging pesticide-free fanning, it is helping in keeping the environment clean on the farms.

6. DIRECTOR:

Shri Ramesh P. Save is retiring by rotation.

7. DIRECTORS RESPONSIBILITY STATEMENT:

Statement under sub-section (2AA) of section 217 of the Companies Act, 1956:

In the preparation of the Annual Accounts:

i) The applicable accounting standards have been followed and wherever required, proper explanations relating to the material departures have been given.

ii) 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 and of the profit or loss of the Company for the period.

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

8. PUBLIC DEPOSITS:

The Company does not have nor it has invited any Public Deposits.

9. STAFF AND LABOUR:

There are no employees of the Company drawing Rs. 25000/ or more per month at any time during the year.

10. AUDITORS:

The Auditors are to be appointed from the date of this Annual General Meeting till the conclusion of the next Annual General Meeting and their Remuneration is to be fixed. The retiring Auditors M/S BATL1BOI & PUROHIT, CHARTERED ACCOUNTANTS, Mumbai are eligible for re-appointment.

11.CONSERVATION OF ENERGY AND FOREIGN EXCHANGE EARNINGS AND OUTGO :

The energy consumed in the production process is Negligible and does not offer scope for any significant conservation of energy.

TOTAL FOREIGN EXCHANGE EARNED AND USED : Rs.

Foreign Exchange Earned : NIL

Foreign Exchange Used : NIL

12. RESEARCH AND DEVELOPMENT:

No research has been conducted this year.

13. MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments during the year.

FOR AND ON BEHALF OF THE BOARD

Sd/- Place: Mumbai DILIP S. DAHANUKAR

Date: 09/12/2010 (Chairman)

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Sep 30, 2009

The Directors hereby present the Eighteenth Annual Report on the business of the Company, together with the Audited Statement of Accounts for the financial year ended on 30th September, 2009.

1. FINANCIAL HIGHLIGHTS:

2008-2009 2007-2008 CURRENT YEAR PREVIOUS YEAR (1/10/2008 TO (1/10/2007 TO 30/9/2009) 30/9/2008) Rupees Rupees

NET SALES 6,150 7,313

GROSS PROFIT/ (LOSS) BEFORE (86,011) (3,11,545)

DEPRECIATION

DEPRECIATION 10,163 27,423

PROVISION FOR TAXATION

NET PROFIT/(LOSS) AFTER TAX (75,848) (3,38,968)

2. CURRENT YEARS & FUTURE REVIEW

The Companys operations were at a low level. The Company is in the process of making of revival /diversification plan.

3. REFERENCE TO BIFR AS SICK UNIT

The accumulated losses of the Company have exceeded its net worth. In view of this the Company has filed the reference with BIFR as per Section 15(1) of the Sick Industrial Companies (Special Provisions) Act, 1985. The relevant proceeding is in progress.

4. DIVIDEND :

No Dividend is recommended for the year 2008-2009 by the Board of the Directors.

5. ENVIRONMENT:

The Company is environment friendly as the Companys Products are organic and free from Toxic- residues and based on Natural substances and no pollution is caused to the environment.

Production Center : There is no Pollution from the Factories of the Company and the environment is kept clean.

Farm Sources : Since the company is encouraging pesticide-free farming, it is helping in keeping the environment clean on the farms.

6. DIRECTOR:

Shri Dilip S. Dahanukar is retiring by rotation and offers himself for re-appointment.

7. DIRECTORS RESPONSIBILITY STATEMENT:

Statement under sub-section (2AA) of section 217 of the Companies Act, 1956: In the preparation of the Annual Accounts:

i) The applicable accounting standards have been followed and wherever required, proper explanations relating to the material departures have been given.

ii) 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 and of the profit or loss of the Company for the period.

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

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

8. PUBLIC DEPOSITS:

The Company does not have nor it has invited any Public Deposits.

9. STAFF AND LABOUR:

There are no employees of the Company drawing Rs. 25000/ or more per month at any time during the year.

10. AUDITORS:

The Auditors are to be appointed from the date of this Annual General Meeting till the conclusion of the next Annual General Meeting and their Remuneration is to be fixed. The retiring Auditors M/S BATLIBOI & PUROHIT, CHARTERED ACCOUNTANTS, Mumbai are eligible for re-appointment.

ll.CONSERVATION OF ENERGY AND FOREIGN EXCHANGE EARNINGS AND OUTGO :

The energy consumed in the production process is Negligible and does not offer scope for any significant conservation of energy.

TOTAL FOREIGN EXCHANGE EARNED AND USED : Rs.

Foreign Exchange Earned : NIL

Foreign Exchange Used : NIL

12. RESEARCH AND DEVELOPMENT:

No research has been conducted this year.

13. MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments during the year.

FOR AND ON BEHALF OF THE BOARD

Place: Mumbai DILIP S. DAHANUKAR

Date: 11 /12/2009 (Chairman)