EQUITY SHARES:- The Company has one class of Equity shares having a par value of RS 10 each.

Each holder of Equity shares entitled to one vote per share.

6 % CRPS under Category -A:- Such shares have right of 6 % dividend with no voting right have preference in discounted Redemption as per Erstwhile CDR scheme CRPS (6% or 1%) issued under catogory-B, C and D, subject to the avilability of funds.

6 % CRPS under Category -B:- Such shares have right of 6 % dividend with no voting right have preference of

Repayment over other instruments in discounted redemption as per CDR Scheme over other instrument issued and a Category CDR Scheme erstwhile subject to the availability of funds

1% CRPS under Category -C:- Such shares have right of 1 % dividend with no voting right have preference of Repayment over 1 % CRPSin discounted redemption as per erstwhile CDR Scheme subject to the avilability of funds 1% CRPS under Category -D:- Such shares have right of 1 % dividend with no voting right have preference of

Repayment against other instruments in discounted redemption as per erstwhile CDR Scheme subject to the avilability of funds Earlier date of Redemption is 30/01/2017 to 30/01/2019

2. Detail of Shares reserved under option and Contracts/Commitment:

In Terms of sanction letter from Banks : The Company is require to issue -

Rs. 1629.61 Lacs (P.Y. 1629.61 lacs) Equity shares of Rs. 10 each at par aggregating to Rs.1629.61 Lacs (P.Y. Rs.16296.06 lacs)

I Shares issued for consideration other than cash in last 5 financial years. Nil (P/Y Nil) ii Bonus Shares in last 5 financial years. - Nil (P/Y Nil)

Mi. Shares bought back in last 5 financial years.- Nil (P/Y Nil)

3. Related Party Transactions

The members of the Board are interested in the following entities, covered under the Related Party Transactions, but there were no material transactions entered into with any of these entities. However the details of transactions with them are given below:

Name of related parties and description of relationship as required by AS-18:-

a. Subsidiary

: Alps Energy Pvt. Ltd.

: Snowflakes Meditech Pvt. Ltd (Lormerly known as Alps Retail Pvt Ltd)

b. Wholly owned Subsidiary

: Alps USAI NC.

c. Entities Controlled by subsidiaries, KMP and their relatives

: Alps Processers Private Limited : Careen Lintec (P) Ltd : Coronation Spinning India (P) Ltd : Pacific Tex mark Pvt. Ltd.

: Padam Precision Dies & Component Pvt. Ltd : Peek Linvest(P) Ltd : Perfect Linmen Services (P) Ltd : Roseate Linevest Pvt.Ltd.

: Saurabh Floriculture (P) Ltd

: Supreme Finvest Pvt. Ltd

: Aspen Enterprises

: Peek Tex fab Limited

: DRS Securities Private Limited

: Supersonic Telecommunication Private Limited

ii Key Management Personnel

Non-Executive Chairman                    a. Mr. K.K Agarwal

Managing Director                         b. Mr. Sandeep Agarwal

Executive Director (WTD)                  c. Mr. P.K. Rajput

Company Secretary                         e. Mr. Ajay Gupta

a. Mrs. Sanyog Agarwal

b. Mrs. Nidhi Agarwal

c. Mrs. Indu Singhal

4. Contingent Liabilities and Commitments

A) Contingent liability exists in respect of: Rs.(in Lacs)

                                                As at           As at
Particulars                                   31.03.2015     31.03.2014

a)   Guarantees issued by banks on                97.69         236.35
     behalf of company.

b)   Claims against the company not             1660.18         997.49
     acknowledged as debts

I. The Company had certain exotic derivative transactions with ABN Amro Bank, which the Company has disputed in an earlier year as these transactions were per se illegal and also not within the exchange control regulatory permission of RBI and were entered into by the company on the basis of incomplete disclosures and details thus falls in the category of mis-selling by the bank to the company. ABN Amro Bank had communicated an estimated liability of the Company against these transactions of Rs. 12530 Lac (P.Y. Rs. 12530 Lac). Subsequently, the deal expired in June 2010 and as per assessment by the independent expert, the maximum claim which can be raised by the bank against the company is Rs. 30800 Lac as of June 2010, excluding any fee or any amount received/ paid or payable on settlement. However bank has not communicated any further amount to the company during last about 5 years. On the basis of legal opinion, the Company has not admitted the claims and filed a suit in the competent civil court who had issued an interim order for maintenance of status quo with regard to recovery towards these transactions, which is still continued. The Hon'ble Allahabad High Court while admitting the appeal of the bank against this status quo order and the suit has directed the continuation of the status quo order granted by the Hon'ble Civil Court and also stayed the proceedings before Hon'ble Civil Court till further order. The said appeal is still under consideration of Hon'ble High Court. In view of above facts, no provision against these transactions is considered necessary.

II. Kotak Mahindra Bank Limited (KMBL) filed an Original Application (O.A.) before Hon'ble Debt Recovery Tribunal, Mumbai (DRT) for recovery of its claim amounting to Rs. 601.11 lac (P.Y. Rs. 601.11 lac) in respect of certain foreign currency derivative transactions which were per se illegal as not within the regulatory permission of RBI and were entered into by the company on the basis of incomplete disclosures and details thus falls in the category of mis-selling by the bank to the company. Hon'ble DRT vide an interim order has restrained the company to sale of its certain Fixed Assets. Hon'ble Debt Recovery Appellate Tribunal (DRAT) Mumbai, on Appeal of the company, has directed to return the said OA and set aside the said restrained order passed by the Hon'ble DRT. The Hon'ble Bombay High Court vide an interim order in the writ filed by KMBL against the order of Hon'ble DRAT has stayed the order of Hon'ble DRAT & restored the operation of restrain order passed by Hon'ble DRT and also stayed the proceedings before Hon'ble DRT till further order. The said writ still under consideration of Hon'ble Bombay High Court. Besides this, Subsequently, Kotak Mahindra Bank had also raised another claim of Rs. 1435 Lac (P.Y. Rs. 1435 Lac) in respect of these foreign currency derivative transactions. On the basis of legal opinion, the company has not admitted these claims of bank against these transactions and filed a suit in the competent civil court of law against these derivative transactions where the same is still pending adjudication. An appeal filed by the company against the order passed by the Hon'ble Civil Court in the matter of withdrawing its earlier order directing to maintain the status quo as regards the recovery proceedings is also pending adjudication before Hon'ble Allahabad High Court.. In view of above facts, no provision against these transactions is considered necessary.

III. DBS Bank Ltd. has raised claims amounting to US$ 91.09 Lac & Rs. 667.39 lac (totaling to Rs. 6369.38 lac, approx) (P.Y. totaling to Rs. 6142.45 lac approx) against the Company in respect of certain foreign currency derivative transactions which were per se illegal as not within the regulatory permission of RBI and were entered into by the company on the basis of incomplete disclosures and details thus falls in the category of mis-selling by the bank to the company. On the basis of legal opinion, the company has not admitted the claims of bank & filed a suit in the competent civil court of law against these transactions who has issued an interim order for maintenance of status quo with regards to recovery towards these transactions. The interim order is still continuing and the matter is still pending adjudication. A revision filed by bank against the status quo order passed by Hon'ble Civil Court is also pending adjudication before Hon'ble Allahabad High Court. In view of above facts, no provision against these transactions is considered necessary.

IV. Merrill Lynch Capital Services Inc. raised a claim of US$ 195.80 Lac (Rs. 12255.24 Lac approx.) (P.Y. Rs. 11767.54 Lac approx.) against the company in respect of an alleged corporate guarantee of US$ 100 Lac (Rs. 6259.08 lac approx.) (P.Y. Rs. 6009.98 Lac approx.) alleged to be given by the company for one of its subsidiary company M/s Alps USA Inc. These claims relate to derivative transactions and corporate guarantee thereof which were per se illegal as not within the regulatory permission of RBI and were entered into by the company on the basis of incomplete disclosures and details thus falls in the category of mis-selling by the bank to the company. RBI has also refused to take on record the said corporate guarantee. Based on legal opinion, the company has not admitted said claim and filed a suit in the competent civil court of law. An Appeal filed by the company against the order passed by Hon'ble Civil Court in the matter of withdrawing its jurisdiction and earlier order directing to maintain the status quo as regards the recovery proceedings is pending adjudication before Hon'ble Allahabad High Court. In view of above facts, no provision against above claim is considered necessary.

V. Workers of Kashipur and Jaspur units have filed cases before the Industrial Tribunal/Labour Court, Haldwani, Uttrakhand U/s 33C(2) of the Industrial Dispute Act 1947 claiming total amount of Rs. 15064.97 Lac, in respect of their alleged dues towards wages, retirement benefit etc. as per Hon'ble Court's Notice dated 4th May 2013 received by the company, which is being contested. The Liability, if any, will be accounted for as and when the matter is finally decided.

B) Commitments:-

                                                            Rs.(in Lacs)

                                               31.03.2015    31.03.2014

ii) Arrears of preferential dividend as on 31.03.2015 amounting to Rs 3995.28 Lac (Previous year amounting to Rs. 2943.18 Lac).

C) Forward Contracts Outstanding:-

                                                      Rs.(in Lacs)

                                            31.03.2015     31.03.2014

a) Future Contracts                            2665.87         NIL

6. Pursuant to the enactment of Companies Act, 2013 (the Act), and applicability of Schedule II from the current financial year, the company has reviewed and revised the estimated useful lives of its fixed assets in accordance to the Schedule II of the Act. However in case of assets which have been capitalized along with its main assets but now required to be depreciated differently under the Act has been segregated from its main block of assets from the estimated date and amount of its capitalization and depreciation has been charged accordingly.

7. Certain assets lying at the erstwhile units at Kashipur and Jaspur of company have not been reviewed w.r.t. its impairment at the end of the year for want of assess since these are under the possession of lessor, SIDCUL. With regard to Impairment of other units Assets, on assessment it is ascertained that no potential loss is present. Accordingly no impairment loss has been provided in the books of account.

8. Deferred Tax adjustments resulting from items of timing differences have been measured using the rates and tax laws enacted or substantially enacted as on 31.03.15 and the same results into the Deferred Tax Assets (net), which has not been recognized due to uncertainty of sufficient taxable income in future within reasonable period.

9. The unclaimed dividend amounting to Rs. 6.03 Lac for the Financial Year 2006-07 (Rs. 2.50 Lac for the Financial Year 2005-06) has been transferred to the Investor Education and Protection Fund, as per the provisions of Section 124(5) of the Companies Act, 2013.

10. The balances of Trade Receivable, loans and advances and Trade payable are subject to confirmation, reconciliation and consequential adjustment, if any, which in the opinion of the management will not be material. Further the company is in the process of identifying the solw/non moving or damaged inventory and the financial impact, if any, will be given in the books of accounts on the completion of the same.

11. Pending sanction of the Draft Rehabilitation Scheme (DRS) by the Hon'ble BIFR, the amount paid to secured lenders in terms of repayment proposed in the DRS, have been accounted as 'Advance Against Settlement' and shown as Current Assets. The same will be set off against their due repayment as per DRS upon sanction of the Scheme by the Hon'ble BIFR.

12. Sales are net of Rebate & Discounts amounting to Rs. 702.26 Lac (Previous Year Rs. 774.10 Lac).

13. The company had filed a Reference with Hon'ble Board of Industrial & Financial Restructuring (BIFR) under Section 15 of the SICA. The BIFR has registered the company vide letter no. 3 (A-4)/BC/2010 dated 29th June 2010 and vide Order dated 06.12.2010, declared the company as Sick Industrial Company under Section 3 (1) (o) ofthe SICA. The Draft Rehabilitation Scheme (DRS) ofthe company as consented by the secured creditors constituting more than 83% ofthe total secured debts ofthe company filed in terms ofthe directions ofthe Hon'ble BIFR, is pending consideration before the Hon'ble BIFR. Based on same, the company believes it would be able to meet its financial obligations. Accordingly the Financial Statements have been prepared on going concern basis.

14. The Company has received communication from State Bank of India, State Bank of Mysore, Exim Bank, State Bank of Hyderabad, State Bank of Patiala, State Bank of Bikaner and Jaipur, UCO Bank and HSBC Bank stating that they have assigned their dues recoverable from company (except an amount of Rs.100 Lac retained by State Bank of India) to M/s Edelweiss Assets Reconstruction Company Ltd. and from IDBI Bank stating that it has assigned its dues recoverable from company to M/s Assets Reconstruction Company India Ltd. The same however does not have any effect on the Balance Sheet or Profit and Loss account of the company for the year as the same requires only substitution ofthe name ofthe ARCs for the transferor banks.

15. The previous period figures have been regrouped and rearranged, wherever necessary to make them corresponded with those of current period classification and disclosure.