The Hon'ble BIFR has examined the DRS and circulated the same. In the hearing to be held in the month of November 2014, the order for the same would be passed and subject to the direction of BIFR, the paid up share capital of the Company of Rs.104300000 consisting of 10430000 equity shares of Rs.10/- each fully paid up shall be written off to Rs.41720000 consisting of 10430000 equity shares of Rs.4/- each by effecting a reduction of Rs.62580000 from the paid up capital of the company by Rs.6/- per equity share of Rs.10/- each.Simultaneously with writing down of existing equity share capital of Rs.1043 lacs by 60% through write of accumulated losses against face value of share and thus reduce Face Value of Share from Rs. 10 to Rs.4/-. Therefore, fresh issue of equity shares of Rs.600 lacs (150 lacs shares at Rs. 4 per share) to the promotersfor expansion of business. And subject to the approval of this scheme of Rehabilitation and subject to thedirection of BIFR, the BSE/NSE to open the trading which has been suspended by the stock exchanges and also to list the further issued capital as provided in the scheme.

SECURITY EXCHANGE BOARD OF INDIA (SEBI) to consider :

To grant exemption to the company from the provisions of SEBI Guidelines for Preferential Allotment of Shares,SEBI (Substantial Acquisition of shares & Takeovers) Regulations, 1997, SEBI (Disclosure & Investor Protection) Guidelines, 2000, SEBI (Central Listing Authority) Regulations,2003 and ceiling on promoters holding and any other applicable Rules and Regulations for the issue of equity shares to the Promoters as envisaged under the Scheme, provided such equity shares shall be locked in for a period of three years in case allottees are non-promoters. NATIONAL STOCK EXCHANGE/BOMBAY STOCK EXCHANGE to consider: Stock Exchange(s) on which the shares of the company are listed shall:

i) Revoke the suspension of trading of the equity shares forthwith and list the reduced shares as well as shares allotted in terms of the sanctioned scheme without any cost of charges;

ii) Exempt the Company from the provisions of the Companies Act, SEBI Guidelines and the listing requirements

2. Payment to Directors

Payment made to Directors Includes reimbursement of Club Expenses and Other Expenses of Rs. 157924.37 plus mobile Expenses of Rs. 118373/- (Previous Year Club Expenses Rs.211344/- and Mobile Expenses Rs. 180183/-

3. Previous years figures are regrouped, re-classified and rearranged wherever necessary to make them comparable with the Current years figures.

4. Details relating to balances due to S.S.I. units are not readily available and thus not shown.

5. Related Party Disclosures :

The disclosures pertaining to the related parties as required by the Accounting Standard As-18 Issued by the Institute of Chartered Accountants of India, as applicable, are indicated below:

(i) Other related parties like Associates

* B.R.Corporation*

* Dhiraj Iron & Steel Ltd.*

* K.M.Properties Ltd

* Dhiraj Alloy & Stainless Steel Pvt.Ltd.*(previously known as Dhiraj Mercantile Pvt. Ltd.)

ii) Key Management Personnel

* Mr. Kiran D. Jangla Managing Director

* Mr. Hiten D. Jangla, Jt. Managing Director

* Indicate no transactions during the year with these related parties.