ARMS PAPER LIMITED,

AHMEDABAD

The Directors take pleasure in presenting the 31st Annual Report of your Company together with Audited Accounts for the year ended 31st March, 2014.

FINANCIAL HIGHLIGHTS:

Your company's performance for the financial year 2013- 2014 is summarized below:-

                                           2013-14            2012-13 
                                           (Rs.in lacs)      (Rs.in lacs)

Total Revenue                               6093.76           4774.36

Total Expenses                              6057.97           4740.91

Profit Before Taxes                           35.79             33.45

Net Tax Expense                             (10.30)           (11.24)

Profit/ (Loss) for the period(After Tax)      25.50             22.21

Your Company has earned total revenue of Rs. 6093.76 Lacs as compared to Rs. 4774.36 Lacs in the previous year. The total expenditure incurred during the year was Rs. 6057.97 Lacs as compared to Rs. 4740.91 Lacs in the previous year. The Net Profit after taxation during the year under review is Rs. 25.50 Lacs as compared to Rs. 22.21 Lacs in the previous year. Your Directors are exploring various new business opportunities that will enable the Company to improve its financial position.

DIVIDEND:

With a view to conserve the resources, your Directors do not recommend any dividend on the equity share capital of the Company for the year ended 31st March, 2014.

FIXED DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the rules made there under, during the year under review.

DIRECTORS:

Shri Yogesh Varia, Executive Director of the Company, has resigned from the Company w.e.f. 5th July, 2014. The Board places on record its appreciation for the services rendered by Shri Yogesh Varia during his tenure as Executive Director of the Company.

As per the provisions of the Companies Act, 2013, Independent Directors are required to be appointed for a maximum term of five consecutive years and shall not be liable to retire by rotation. Accordingly, resolutions proposing appointment of Independent Directors form part of the Notice of the Annual General Meeting. The Board therefore proposes the appointment of Shri Pawanjit Singh Negi, Shri Nikhil Rajpuria and Shri Nishant Kumar as Independent Directors on the Board of the Company for consecutive period of 3 years commencing from the ensuing Annual General Meeting of the Company upto 34th Annual General Meeting of the Company.

Shri Rushal Patel retires at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.

As stipulated under Clause 49 of the Listing Agreement with the Stock Exchange, brief profile of the Directors proposed to be appointed/re-appointed, nature of their expertise, specific functional areas, nos. of companies in which they hold directorships, memberships, chairmanships of the Board Committees and shareholding are provided in the Report on Corporate Governance forming part of the Annual Report.

DIRECTORS' RESPONSIBILITY STATEMENT:

Your Directors make the following statement in terms of Section 217(2AA) of the Companies Act, 1956:

(1) that in the preparation of Annual Accounts, the applicable Accounting Standards have been followed along with the proper explanation relating to material departures, if any.

(2) that the directors have selected such accounting policies and applied them consistently and made judgement and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company as at 31st March, 2014 and of the Profit for the year ended on that date.

(3) that the directors to the best of their knowledge and ability have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 1956, 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".

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

In view of the nature of activities which are being carried on by the Company, Rules 2A and 2B of the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 concerning conservation of Energy and Technology Absorption are not applicable. There were no foreign exchange transactions during the year.

PARTICULARS OF EMPLOYEES:

The information required as per sub-section (2AA) of Section 217 of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975, as amended and forming part of the Directors' Report for the year ended 31st March, 2014 is NIL.

CORPORATE GOVERNANCE:

A report on the Corporate Governance along with a certificate from the Auditors of the Company regarding the compliance of conditions of Corporate Governance as also the Management Discussion and Analysis Report as stiputed under clause 49 of the Listing Agreement are annexed to this Report.

DEMATERIALISATION:

The Equity Shares of the Company are in compulsory demat segment and are available for trading in the depository system of both National Securities Depository Limited (NSDL) and the Central Depository Services (India) Limited (CDSL). As on 31st March, 2014, 5214121 equity shares forming 94.49% of the equity share capital of the Company stands dematerialized.

LISTING OF SHARES:

The Equity Shares of the Company are listed on the BSE Limited, the nation wide Stock Exchange.

Your Company has paid annual listing fees for financial year 2014-15 to BSE Limited and annual custodial fees to National Securities Depository Limited and Central Depository Services (India) Limited.

AUDITORS:

M/s. P A R Y & Co., Chartered Accountants, Statutory Auditors of the Company retire at the ensuing Annual General Meeting of the company and have expressed their unwillingness for reappointment as Statutory Auditors of the Company. M/s. J. R. Purohit & Co., Chartered Accountants, Ahmedabad, have given a written confirmation as per the provisions of Section 141 of Companies Act, 2013, for being appointed as Statutory Auditors of the Company.

Your Directors recommend appointment of M/s. J. R. Purohit & Co., Chartered Accountants, as the Statutory Auditors of the Company for 5 years and fixation of their remuneration.

AUDITORS' REPORT:

There is no qualification, observations or adverse comments in the Auditors' Report and hence it does not call for any further explanation.

ACKNOWLEDGEMENT:

Your Directors take this opportunity to acknowledge the co- operation received from the Bankers of the Company, Government Agencies and Shareholders.

                    For and on behalf of the Board of Directors

Place :Ahmedabad                      Rushal Patel
Date :14th August, 2014               Chairman
                                      (DIN-06575447)