The Directors take pleasure in presenting the Eighteenth Annual Report
 of the Company together with Audited Statement of Accounts forthe year
 ended December 31, 2010.
 
 FINANCIAL HIGHLIGHTS
 
 Your Companys performance during the year under review is summarized
 below:
 
                                                       (Rs. in Million)
 
                                          For the Year    For the Year
 Particulars                                  Ended          Ended
                                          31.12.2010      31.12.2009
 
 Sales & Other Income                      7,303.91       5,320.99
 
 Profit Before Interest, Depreciation 
 and Taxes                                 1,984.33       1,588.45
 
 Interest                                    133.22         149.64
 
 Depreciation                                402.44         376.34
 
 Profit Before Exceptional Items 
 and Taxation                              1,448.67       1,062.47
 
 Exceptional Item
 
 Provision For Tax                           237.41          84.42
 
 Profit After Tax and Exceptional Item     1,211.26         978.05
 
 Prior period adjustments for tax and 
 expenses                                    123.81           1.75
 
 Profit brought forward from previous year 2,442.36       1,708.62
 
 Amount available for Appropriations       3,777.43       2,688.42
 
 Appropriations:
 
 Interim Dividend                             68.09          62.41
 
 Tax on Interim Dividend                      11.32          10.61
 
 Proposed Dividend                           326.32          62.42
 
 Tax on Proposed Dividend                     52.94          10.61
 
 Transfer to General Reserve                 125.00         100.00
 
 Profit carried to the Balance Sheet       3,193.76        2442.36
 
 REVIEW OF OPERATIONS
 
 The year under review was challenging and opportunistic for your
 Company. After the unprecedented macro economic changes during last
 couple of years, there has been significant improvement in the economic
 situation and general outlook especially dunngthe later part of the
 financial year under review.
 
 Your Company has successfully overcome the challenges of the economic
 downturn through series of measures like focused management approach,
 efficient project execution, further capital infusion, aggressive
 marketing strategy, prudent financial and human resources management
 and ensuring better control over cost. This can be seen from the
 improved performance in terms of higher turnover, efficient and
 effective capacity utilization, improved earning margins and cash
 flows.
 
 Stand-alone Performance:
 
 Your Company has earned total revenue of Rs.7,303.91 million and earned
 a net profit ofRs. 1,21 1.26 million as compared to revenue of Rs.5,320.99
 million and net profit of Rs.978.05 million in preceding financial year,
 representing 37% & 24% growth in revenue and net profit respectively.
 Earnings before interest, tax and depreciation (EBITDA) is Rs. 1,984.33
 million as compared to Rs. 1,588.45 million in precedmgfinancialyear,
 representing25%growth.
 
 Consolidated Performance:
 
 Your Company has earned total revenue of Rs.28,899.35 million and earned
 a net profit after minority interest of Rs.l,659.21 million as compared
 to revenue of Rs.20,895.1 5 million and net profit after minority
 interest of Rs.l ,299,49 million in preceding financial year,
 representing 38% & 28% growth in revenue and net profit respectively,
 on consolidated basis. Earning before interest, tax and depreciation
 (EBITDA) is Rs.2,983.46 million as compared to Rs.2,470.92 million in
 preceding financial year, representing 21% growth, on consolidated
 basis.
 
 Overall, the company is on a strong growth path and its efforts to
 improve efficiency, productivity and profitability will improve overall
 returns,
 
 For detailed segment wise performance, members are requested to refer
 Management Discussion and Analysis Report annexed to this report.
 
 APPROPRIATIONS
 
 Considering the profitable performance of the Company during the year
 under review, your Directors are pleased to recommend:
 
 a.  Special Dividend @ 100% i.e. Rs.2 per equity share of Rs,2each on
 account of completion of five years of listing of the Companys equity
 shares on the Stock Exchanges; and
 
 b.  Final Dividend @ 25% i.e. Rs.0.50 per equity share ofRs.2 each.
 
 The total dividend, including the interim dividend paid in November
 2010, will be I 50% i.e. Rs.3.00 per equity share of Rs.2 each. The
 Dividend, if approved by the members at the ensuing Annual General
 Meeting, together with interim dividend @ 25% paid in November 2010,
 will absorb a sum of Rs.458.67 million including dividend distribution
 tax.
 
 SUBSIDIARY COMPANIES
 
 During the year under review, your Company acquired 49% equity stake
 and management control in Comptech Solutions Pvt.  Ltd. through its
 wholly owned subsidiary company viz. Contech Transport Services Pvt.
 Ltd.
 
 In furtherance to the expansion plan of its Non Vessel Owning Common
 Carrier (NVOCC) business, your Company, through its step down wholly
 owned subsidiary company viz. Ecu Hold NY has acquired business rights
 and controlling stake in China Consolidation Services Shipping Ltd and
 Ningbo Star Express Shipping Co. Ltd, Hong Kong based companies engaged
 in NVOCC business in China and other parts of eastern regions. Your
 company also acquired 51 % stake in SHE Maritime Services Ltd and
 Translogistik International Spedition GmbH.
 
 During the year under review, your Company has, through its step down
 subsidiaries, formed Ecu Line Hungary Kft, Ecu Line Czeche s.r.o, PT
 Eka Consol Utama Line and Ecu Line Lanka (Private) Limited as
 subsidiaries /wholly owned subsidiary companies under Ecu Group of
 companies. Your Company also increased its stake in ECU-Lme Hong Kong
 Ltd. from 60% to 100% through Ecu Hold NV
 
 The stand-alone audited financial statements of all subsidiaries
 operating in India and Overseas are not attached to this report in view
 of exemption u/s 212(8) of the Companies Act, I 956 granted by the
 Ministry of Corporate Affairs, Government of India. The statement
 pursuant to Section 21 2 of the Companies Act, 1956 relating to the
 subsidiary companies along with a statement of financial highlights of
 subsidiaries operations providing relevant details are attached and
 form part of this Annual Report.
 
 The Company will make available the Annual Accounts of the subsidiary
 companies and related information to any member of the Company and its
 subsidiaries who may be interested in obtaining the same. The annual
 accounts of the subsidiary companies will also be kept open for
 inspection by any investor at the registered office of the Company and
 its subsidiary companies.
 
 CONSOLIDATED FINANCIAL STATEMENTS
 
 As per the Listing Agreement with the Stock Exchanges, the attached
 Consolidated Financial Statements have been prepared in accordance with
 the Accounting Standard AS-21 -Consolidated Financial Statements read
 with Accounting Standard AS 23-Accounting for Investment in Associates
 and Accounting Standard AS 27-Financial Reporting of interest in joint
 Ventures, which includes financial results of its subsidiaries, joint
 ventures and associate companies and forms part of this Annual Report,
 
 EMPLOYEES STOCK OPTION PLAN 2006
 
 Disclosures pursuant to Clause I 2 of the SEBI (Employee Stock Option
 Scheme and Employee Stock Purchase Scheme) Guidelines, 1999, relating
 to the Companys ESOP Scheme as on December 31, 2010 are set out in
 Annexure II annexed to this report.
 
 A certificate from the Statutory Auditors of the Company M/s Appan &
 Lokhandwala Associates, Chartered Accountants, Mumbai, with respect to
 the implementation of Companys ESOP Scheme, will be placed before the
 Members at the ensuing Annual General Meeting and a copy of the same
 shall be available for inspection at the Registered Office of the
 Company on all working days, except Saturday and Sunday, between I 1,00
 a.m.  to 2.00 p.m., uptothe date of Annual General Meeting.
 
 SHARE CAPITAL AND LISTING OF SHARES
 
 During the year under review, your Company had issued and allotted
 5,663,105 equity shares of Rs.2 each at a premium of Rs. 182,80 per equity
 share aggregating Rs. 1,046,541,804 to Qualified Institutional Buyers
 (QIBs) in accordance with the provisions of the Companies Act, 1956 and
 Chapter VIII oftheSEBI (Issue of Capital and Disclosure Requirements)
 Regulations, 2009. Your Company further issued and allotted 42,598
 equity shares of Rs.2 each to its employees against exercise of options
 granted to them under Allcargo Employee Stock Option Plan 2006.
 
 The Equity Shares of the Company are listed and traded in compulsory
 dematerialized form on the Bombay Stock Exchange Limited and the
 National Stock Exchange of India Limited. Your Company has paid the
 Annual Listing fee and Annual Custody fees to the Stock Exchanges and
 Depositories up-to-date.
 
 AMALGAMATION
 
 As the members are aware that with a view to consolidate logistic
 business under one roof and for better administration, control and
 management, your Company had decided to amalgamate Sealand Terminals
 Pvt. Ltd., the wholly owned subsidiary of the Company, with itself with
 effect from April 1, 2009, pursuant to the Scheme of Arrangement made
 under Sections 391 to 394 and other applicable provisions ofthe
 Companies Act, 1956.
 
 The said Scheme of Arrangement was approved by the Members of the
 Company at their meeting held on May 20, 2010 and subsequently received
 assent from the Honble Bombay High Court on September 30, 2010.
 Accordingly, Sealand Terminals Pvt. Ltd. has been amalgamated with your
 Company with effect from April 1, 2009. The financial statements
 presented before the Members contains the financials of Sealand
 Terminals Pvt. Ltd.
 
 AWARDS AND RECOGNITION
 
 The year under review was very special for your Company as it has
 received many awards and recognitions for the significant contribution
 made by your Company in development and growth ofthe logistic industry.
 
 - Allcargo has been ranked at 2nd position in Logistics Segment and at
 290th position overall in the FORTUNE 500 companies in India
 byFortune India.
 
 - The Best LCL Consolidated Award for the year 2009-10, by the
 Southern Region of Container Corpo ration of India(CONCOR).
 
 - Allcargo has been ranked at No. 251 in the ET 500-2010 list by The
 Economic Times. Additionally, the company has been identified as one
 ofthe top 10 companies which has a potential for growth and value
 addition based on consistent performance in its section SHOW
 STOPPERS-Spotthe Winners.
 
 - Logistics Company ofthe Year and the Freight Forwarder ofthe Year
 (Indian) by the All- Maritime and Logistics Awards (MALA) 2010.
 
 - Mr. Shashi Kiran Shetty, the Chairman & Managing Director of the
 Company, was awarded the Face ofthe Year by Express Logistics and
 Supply Chain (ELSC) organized by the Economic Times & Future group in
 Mumbai.
 
 - Mr. Shashi Kiran Shetty, the Chairman & Managing Director of the
 Company, was awarded Entrepreneur ofthe Year Services Category
 byErnst &Young.
 
 - Ms. Shantha Martin, CEO, NVOCC, Indian Subcontinent and Middle East,
 has been adjudged as the 1st runner in the category Leading Woman CEO
 byiGroup.
 
 Your Company believes that winning of such recognitions was due to the
 hard work, passion and spirit of team work ofthe employees and
 thoughtful leaders, whose novel thinking and innovative approach have
 led them to attain excellence in their field. These awards are a
 testimony to the commitment to the stakeholders of the Company and
 seamless integrated logistics solutions.
 
 DIRECTORS
 
 Mr. Adarsh Hegde was appointed as Executive Director of the Company for
 a period of 5 years commencing from August2l, 2006. Inaccordance with
 the terms ofhis appointment, his term of office will expire on closure
 of business hours on August 20, 201 I.
 
 Looking at the efforts put by Mr. Adarsh Hegde in developing and
 expanding the business operation of the Company, especially Inland
 Container Depot, Container Freight Station and Project Cargo business,
 and the growth and progress made by the Company under his leadership on
 year on year, the Board has, subject to Members approval, at its
 meeting held on April 05, 201 I re-appointed Mr. Adarsh Hegde as
 Executive Director ofthe Company for further period of five years
 effective from August 21, 201 I on the terms & conditions and
 remuneration recommended by the Compensation / Remuneration Committee
 ofthe Company.
 
 In accordance with the provisions of Section 260 ofthe Companies Act,
 1956, Mr. Mohmder Pal Bansal was co-opted as Additional Director ofthe
 Company w.e.f October I 8, 2010. The Company has received a notice
 under section 257 ofthe Companies Act, 1956, proposing the candidature
 of Mr. Mohinder Pal Bansal as Director ofthe Company at this Annual
 General Meeting.
 
 In accordance with the provisions ofthe Companies Act, I 956 and that
 of Articles of Association ofthe Company, Mrs. Arathi Shetty and Mr.
 Adarsh Hegde, Directors of the Company, retire by rotation at this
 Annual General Meeting. Being eligible, they offer themselves for
 re-appointment. The Board recommends their re-appointment.
 
 Mr. Rajiv Sahney, Independent Non Executive Director, has resigned as
 director ofthe Company w.e.f. August 09, 2010. Your Board places on
 record its deep appreciation for the valuable services and guidance
 given by Mr. Sahney during his tenure as Director ofthe Company.
 
 Brief resume of Mrs. Arathi Shetty, Mr. Adarsh Hegde and Mr. Mohinder
 Pal Bansal as required in terms of Clause 49 ofthe Listing Agreement
 with the Stock Exchanges, is included in the Corporate Governance
 Report annexed to this Annual Report.
 
 AUDITORS
 
 M/s. Appan & Lokhandwala Associates, Chartered Accountants, Mumbai, the
 Statutory Auditors of the Company, retire at the conclusion of this
 Annual General Meeting and are eligible for re-appointment. The Board
 recommends re-appointment of M/s. Appan & Lokhandwala Associates as
 Statutory Auditors ofthe Company forthecurrentfinancial year and to fix
 their remuneration.
 
 PUBLIC DEPOSITS
 
 During the year under review, your Company has not accepted any
 deposits within the meaning of Section 58A and Section 58AA of the
 Companies Act, 1956 and rules made there under,
 
 DIRECTORSRESPONSIBILITY STATEMENT
 
 Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors
 confirm that:
 
 (a) in the preparation of the annual accounts, the applicable
 accounting standards had been followed along with proper explanation
 relatingto material departures;
 
 (b) the Directors had 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 as at December 3 1, 2010 and of the profit of the
 Company forthe year ended on that date;
 
 (c) the Directors had taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of this Act for safeguarding the assets of the Company and
 for preventing and detecting fraud and other irregularities; and
 
 (d) the Directors had prepared the annual accounts on a going concern
 basis.
 
 CORPORATE GOVERNANCE
 
 Your Company has been benchmarking itself with well established
 Corporate Governance practices besides strictly complying with the
 requirements of Clause 49 of the Listing Agreement. Given the emerging
 pivotal role of Independent Directors in bringing about good
 governance, your Company continues its efforts in utilizing their
 expertise and involving them in all critical decision making processes.
 
 A separate report on Corporate Governance together with requisite
 certificate from M/s. Mehta & Mehta, Practising Company Secretaries,
 confirming compliances with the provisions of Corporate Governance as
 stipulated in Clause 49 of the Listing Agreement is annexed and forms a
 part of the Annual Report.
 
 The declaration regarding compliance with the Code of Conduct
 prescribed by the Company for Directors and Management Personnel forms
 part of report on Corporate Governance.
 
 PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
 FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 Information as required under Section 217( I )(e) ofthe Companies Act,
 1956 read with the Companies (Disclosure of particulars in the report
 of Board of Directors) Rules, 1988, are set out in Annexure I annexed
 to this report.
 
 PARTICULARS OF EMPLOYEES
 
 In terms of the provisions of Section 217(2A) of the Companies Act,
 1956, read with the Companies (Particulars of Employees) Rules, 1975 as
 amended, the names and other particulars ofthe employees are required
 to be set out in the Directors Report.  However, as per the provisions
 of Section 219( I )(b)(iv) of the Companies Act, 1956 the Annual Report
 excluding the aforesaid information is being sent to all the members
 ofthe Company and others entitled thereto. A member, who is interested
 in obtaining such particulars, may write to the Company Secretary at
 the registered office ofthe Company.
 
 ACKNOWLEDGEMENTS
 
 Your Directors take this opportunity to place on record their gratitude
 for the valuable support and co-operation extended during the year by
 the Government of India, Governments of various countries, the
 concerned State Governments and other Government Departments and
 Agencies, the Stakeholders, Business Associates including Bankers,
 Financial Institutions, Vendors and Service Providers.
 
 Your Board also wishes to place on record their appreciation forthe
 dedication and commitment shown by the employees at all levels who have
 contributed to the success of your Company.
 
                       For and on behalf of the Board of Directors
 
                                               Shashi Kiran Shetty
 
                                      Chairman & Managing Director
 
 Place; Mumbai
 Date: April 05, 2011