The Directors take pleasure in presenting the Annual Report together with the Audited Accounts for the financial year ended on March 31,2013.

FINANCIAL RESULT:

The financial results of the Company for the year under review are as follows:

                                YEAR ENDED     YEAR ENDED
particulars                     ON 31/03/2013  ON 31/03/2012

INCOME                          121,100.00      370,175.00

EXPENDITURE                     194,236.00      606,524.00

PEP. PROVIDED DURING THE YEAR 108,967.00 120,190.00

PROFIT(LOSS) EXCEPTIONL/PRIOR PERIOD

ITEMS          

PROVISION FOR DEFERRED TAX LIABILITY

PROFIT/(LOSS) FROM DISCONTINUING

OPERATIONS

PROFIT/(LOSS) AFTER TAXATION (182,103.00) (356,539.00)

PROFIT(LOSS) BROUGHT FORWAR D(971,539.00) (22,615,000.00)

PROFIT(LOSS) CARRIED OVER TO B/S (23,153,642.00) (22,971,539.00)

DIVIDEND:

In view of brought forwarded losses the directors regret their inability to declare the dividend to conserve the resources.

DIRECTORS:

In accordance with die provisions of section 256 of die Companies Act, 1956 and die Articles of Association of die Company, Mr. Vijay Shah, retires by rotation at die ensuing Annual General Meeting of die Company and being eligible, offers himself for re-appointment. Your Directors recommend his re-appointment as Director of die company.

DD2ECTOR RESPONSIBILITY STATEMENT:

Pursuant to section 217(2AA) of die companies Act, 1956, die Directors hereby confirm uiat

1) The applicable accounting standards have been followed along witii proper explanation relating to material departures.

2) They have selected such accounting policies in consultation witii die Statutory Auditors and applied mem consistently and made judgments and estimates mat are reasonable and prudent so as to give a true and fair view of die state of affairs of die company at die end of die financial year ended March 31,2013 and die profit/loss of die company for mat year.

3) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with provisions of this act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

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

PUBLIC DEPOSITS

Your Company has neither accepted nor renewed any deposit within the meaning of Section 58A and 58AA of the Companies Act, 1956 and rules made thereunder during the year ended March 31,2013.

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed review of operations, performance and future outlook of your company is given in the Management Discussion and Analysis, which forms part of this Report.

CORPORATE GOVERNANCE:

Your Company is compliant with the requirements of Clause 49 of the Listing Agreement. Necessary disclosures have been made in this regard in the Corporate Governance Report. A certificate from the statutory Auditors of your Company regarding compliance with the requirements of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is attached to this report. The report on Corporate Governance is included and forms the part of this Report

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

As required under rule 3 of the companies (Disclosure of Particulars in the report of board of directors) Rules 1998, the particulars relating to the conservation of energy, Technology absorption, and the foreign exchange earnings and outgo are also Nil.

LISTING AGREEMENT:

The securities of the company are listed with the Stock Exchange, Mumbai. The company has paid the annual listing fees.

APPOINTMENT OF AUDITORS:

M/s. Sanjay Gondaliya & associates, Chartered Accountants, Mumbai, the statutory Auditor of the Company, who would be retiring at the conclusion of the forthcoming Annual general Meeting have express their inability to continue as the Auditor of the Company.

The Company has received special notice as required under section 225 of the Companies Act, 1956 proposing the appointment of M/s V S Bapna & Associates, Chartered Accountants, Mumbai as the Statutory Auditor of the Company. M/s V S Bapna & Associates, Chartered Accountants have forwarded to the company certificate stating that the appointment, if made, will be within the limit specified in section 224(1B) of Companies Act, 1956.

FOREIGN EXCHANGE EARNING AND OUTGO

During the year Companies has not made any foreign exchange transaction.

PARTICULARS OF EMPLOYEES:

The Company does not have any subsidiary company.

CASH FLOW STATEMENT

In conformity with the provision of Clause 32 of the Listing Agreements) the cash flow statement for the year ended 31* March 2013 is annexed hereto.

ACKNOWLEDGEMENT:

The management is grateful to the government authorities, Bankers, Vendors, for their continued assistance and co-operation. The directors also wish to place on record the confidence of members in the company.

                         For & on behalf of the Board of Directors

Place: Mumbai            Vijay Shah