The Directors have pleasure in presenting their report alongwith
 Audited Financial Results of the Company for the year ended 31st March
 2012.
 
                                                   (Rs. in lacs)
 
                                         Year ended     Year ended
                                        31st March,    31st March,
                                               2012           2011
 
 Total Income                              39440.62       34515.21
 
 Profit before Finance Cost,
 Depreciation, Exceptional items 
 and Tax                                    1921.32        1294.58
 
 Less:
 
 Finance Cost                                801.48         619.08
 
 Depreciation and Amortisation               697.34         652.79
 
 Profit before Exceptional items 
 and Tax                                     422.50          22.71
 
 Exceptional items                           361.37           0.93
 
 Profit Before Tax                            61.13          21.78
 
 Provision for Tax:
 
     - Current Tax                            13.15           6.30
 
     - Deferred Tax Liability/(Asset)        (27.03)          0.35 
 
 Profit After Tax                             75.01          15.13
 
 Adjustment relating to earlier 
 years (taxes)                                 7.19          15.99
 
 Balance carried over                         67.82          (0.86)
 
 DIVIDEND:
 
 In view of inadequacy of profits, your Directors do not recommend any
 dividend on Preference or Equity Shares.
 
 MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
 
 Management Discussion and Analysis Report for the year under review, as
 stipulated under Clause 49 of the Listing Agreement with the Stock
 Exchanges, is presented in a separate Section and forms part of the
 Directors'' Report.
 
 CORPORATE GOVERNANCE:
 
 The Company has implemented the procedures and adopted practices in
 conformity with the Code of Corporate Governance as prescribed by SEBI.
 The Corporate Governance Report and a certificate from the Auditors of
 the Company certifying compliance with the conditions of Corporate
 Governance are attached hereto and form part of the Directors'' Report.
 
 BOARD OF DIRECTORS:
 
 As per the provisions contained in the Companies Act, 1956 and the
 Articles of Association of the Company, Mr. S. K. Mehera, Mr. S. M.
 Palia and Mr. N. Das, Directors retire by rotation and being eligible,
 offer themselves for re-appointment.
 
 The brief resume/details relating to Directors seeking re-appointment
 are furnished in the Annexure to the notice of the ensuing Annual
 General Meeting.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT:
 
 To the best of their knowledge and belief and according to the
 information and explanation received from the day to day operating
 management, your Directors make the following statements pursuant to
 Sub-Section (2AA) of Section 217 of the Companies Act, 1956.
 
 (i) that in the preparation of the Annual Accounts, the applicable
 Accounting Standards have been followed along with a proper explanation
 relating to material departures.
 
 (ii) that 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 affairs of the Company at the end of the financial year and of the
 profit of the Company for that period.
 
 (iii) that the Directors have taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Companies Act, 1956 and for safeguarding the assets
 of the Company and for preventing and detecting fraud and other
 irregularities.
 
 (iv) that the Annual Accounts have been prepared on a going concern
 basis.
 
 LEGAL MATTERS
 
 The Company''s two foreign shareholders - Blancatex AG and Aldgate
 International SA have filed two separate petitions under section 397
 and 398 of the Companies Act, 1956 before the Company Law Board (CLB)
 primarily challenging the transfer of the Rampur Texpro Unit to
 Champdany Constructions Ltd, the Company''s wholly owned subsidiary and
 proposed transfer of the Shalimar Unit to AIC Properties Ltd, another
 wholly owned subsidiary of the Company.
 
 The CLB had passed an interim order dated 12 January 2010 against the
 Company restraining it from acting in furtherance of the resolution for
 transfer of the Shalimar Unit during the pendency of the proceedings.
 The said order also restrained Champdany Constructions Ltd from
 transferring or creating any third party interest in the fixed assets
 of the Rampur Texpro Unit. The interim order dated 12 January 2010 has
 been set aside/modified in an appeal filed by the Company''s subsidiary
 Champdany Construction Ltd which has been allowed to lease out the
 premises in question.
 
 The Company is contesting the said petitions to be without any merit
 since the transfer of the Rampur Texpro Unit and proposed transfer of
 the Shalimar Unit have been approved by the majority shareholders of
 the Company.
 
 In the pending proceedings, the two shareholders also sought disclosure
 of certain documents including board minutes and notes etc.
 
 The Company has strongly contested the said application as well. CLB
 vide its order dated 17 May 2010 partly allowed the said application
 and directed the company to disclose board minutes relating to
 incorporation of subsidiary companies for diversifying into the
 construction and/or real estate business and expenditure and income
 that may be generated from the Rampur Texpro Unit and the Shalimar
 Unit.
 
 The Company preferred two appeals separately against the two
 shareholders viz. Blancatex AG and Aldgate International SA. Blancatex
 AG and Aldgate International SA also preferred cross appeals
 challenging the Order dated 17 May 2010 for not allowing inspection and
 disclosure of all the documents as sought.
 
 By a Judgement dated 21 March 2011, all the appeals were disposed of by
 the Hon''ble High Court directing the two shareholders to file their
 respective rejoinders and directed the CLB to reconsider the
 application seeking disclosure after completion of pleadings. Blancatex
 AG and Aldgate International SA have filed their respective rejoinders.
 
 The two shareholders Blancatex AG and Aldgate International SA have
 now approached the Company with a proposal of settlement and have
 proposed to withdraw the proceedings. The proposal is being considered.
 
 AUDITORS;
 
 D. P. Sen & Co., Auditors of the Company, hold office until conclusion
 of the forthcoming Annual General Meeting and, being eligible, offer
 themselves for re-appointment.
 
 Appointment of Cost Auditor:
 
 The Board of Directors at its Meeting held on 30 May 2011 has
 reappointed M/s N Radhakrishnan & Co, Cost Accountants as Auditor for
 carrying out audit of cost accounting records in respect of jute goods
 for the financial year 2011-12.
 
 The Auditors Reports on cost accounting records of the company for the
 financial year 2010-11 were filed with Ministry of Corporate Affairs on
 5 September 2011 (within the due date).
 
 SUBSIDIARY:
 
 As required under the provisions of Section 212 of the Companies Act,
 1956, the Audited Accounts, together with the Directors'' Report and
 Auditor''s Report of the subsidiary Companies namely, Landale & Clark
 Limited, West Bengal Multifiber Jute Park Ltd, Champdany Constructions
 Limited and AIC Properties Ltd, are appended to and form part of the
 Annual Report.
 
 CONSOLIDATED FINANCIAL STATEMENT:
 
 In compliance with the requirements of Accounting Standards (AS-21)
 prescribed by the Institute of Chartered Accountants of India, on the
 Consolidated Financial Statement, this Annual Report also includes the
 Consolidated Financial Statement.
 
 AUDITOR''S REPORT:
 
 Observations of the Auditors in their report vide para D (I) (i) to D
 (I) (v), have been adequately dealt with in the Notes 45 to 48 of the
 Accounts, which are explained hereunder seriatim.
 
 (i) The commodity hedging contracts are accounted for on the date of
 their settlement and realised gain/loss in respect of only settled
 contracts are recognised in the Profit and Loss Account, alongwith
 underlying transactions. This is in accordance with the principles of
 prudence.
 
 (ii) In respect of Loss on Account of Fire at the Company''s Wellington
 Jute Mill on 22nd April, 2006 and 21st January 2011, the Company has
 not made any adjustment in the books as the claim is pending settlement
 with the Arbitrator and Insurance Company respectively. The Company
 recognises insurance claims on receipt/assessment basis of related
 claim from the insurance authorities.
 
 (iii) The Company is providing Gratuity Liability on accrual basis for
 all its units and only in respect of one unit i.e. Jagatdal, it was
 accounted for on cash basis for the intervening period of 1996- 97 to
 2006-07 as explained in Note No.47 to the Accounts.
 
 (iv) Remission of Taxes by the Sales Tax authorities: The matter is
 pending settlement with the authorities and will be adjusted on
 reaching finality. Meanwhile it has been adequately explained in the
 Note 48 (a) to the Accounts which is an integral part of the Annual
 Accounts.
 
 (v) There is a long-standing advance of Rs. 26.93 lacs which is pending
 since takeover of erstwhile Anglo-India Jute Mills Co. Ltd from BIFR
 and recoverable from the erstwhile promoter on finality of court cases.
 
 PARTICULARS AS PER SECTION 217 OF THE COMPANIES ACT, 1956:
 
 The provision of Section 217(2A) of the Companies Act, 1956 read with
 rules thereunder is not applicable to the Company, since there is no
 employee in the service of the Company drawing remuneration in excess
 of the prescribed limit.
 
 Additional information required under Section 217(1)(e) of the
 Companies Act, 1956 on conservation of energy, technology absorption
 and foreign exchange earnings and outgo, is set out in a separate
 statement attached to this report and forms part of it.
 
 INDUSTRIAL RELATIONS:
 
 Industrial Relations in all units and branches of the Company remained
 generally cordial and peaceful throughout the year, except Units under
 suspension of work etc as mentioned in Management Discussion & Analysis
 Report annexed herewith.
 
 ACKNOWLEDGEMENTS:
 
 Your Directors take this opportunity to place on record their
 appreciation of the continuous support, encouragement and co-operation
 received from Export-Import Bank of India, the Government of West
 Bengal, the Company''s bankers, customers, employees, shareholders and
 other business associates.
 
                                               On Behalf of the Board
 
                                            D. J. Wadhwa    N. Pujara 
                                                Director     Director
 
 Place: Kolkata
 
 Dated: August 13th 2012.