Anant Raj Industries

The Directors take pleasure in presenting the Twenty Third Annual
 Report of the Company together with the consolidated audited accounts
 for the year ended March 31, 2008.
 
 Particulars                      For the year ended  For the year ended
                                      March 31, 2008      March 31, 2007
                                        (Rs. in lacs)       (Rs. in lacs)
 
 Sales and other income                   63342.55             21254.08
 
 Profit before depreciation               58824.58             17891.99
 
 Depreciation                               820.30               782.31
 
 Profit after depreciation                58004.28             17109.68
 
 Prior year adjustment                       15.35                (0.99)
 
 Adjustment for Deferred Tax                 40.06                28.38
 
 Provision for taxation                  (14424.16)            (4590.94)
 
 Profit after tax                         43635.53             12546.13
 
 Appropriations:
 
 Proposed dividend/Interim Dividend        6876.45              2570.94
 
 Dividend Tax                               752.27               436.93
 
 Transfer to General Reserves              4516.60              1007.31
 
 Balance carried over to Reserves         44223.75             12730.90
 and Surplus Account
 
 Operations
 
 As you are aware that the Company had diversified into construction and
 development business and has made investment in hospitality/hotel,
 infrastructure for information technology services and
 residential/commercial developments. Further the Company, during the
 year under review, successfully completed the merger of its group
 companies with itself. The Companys strategy has yielded results and
 has led to improved overall business. The Company during the year under
 review has posted net profit before tax of Rs. 580.04 crores as against
 profit before tax of Rs. 171.10 crores in the previous year.
 
 Tile Division:
 
 The Company, during the year under review, has earned cash profit of
 Rs. 5.74 crores. The margins in the Ceramic Industry continue to remain
 under pressure due to rise in input costs and lower price realization
 due to increase in import of tiles. The Company has initiated measures
 like reduction and optimization of cost and increase in sale volume
 through expansion of its production capacity. A subsidiary company has
 been allotted 26 acres land by Gujarat Industrial Development
 Corporation. The land is being used for setting up of a plant for
 manufacturing ceramic tiles.
 
 Construction/Hospitality:
 
 The company as a part of overall strategy and as a step towards
 integration of existing business of manufacturing tiles ventured into
 construction and development of infrastructure for Information
 Technology centric avenues and projects relating to hospitality sector.
 The main focus of the Company during the year under review has been on
 construction of IT Parks and investments in projects relating to
 hospitality sector.
 
 Construction
 
 The Company is in the process of constructing an IT Park at Manesar,
 Haryana. The said project is at an advance stage of completion and
 would be operational by September 2008.
 
 The Company has undertaken to develop and construct an IT Park at Rai,
 Sonepat, Haryana on the land allotted to it by HSIIDC.
 
 The Company has been granted approval by the Board of Approvals,
 Ministry of Commerce, Government of India to the proposal for
 development of an IT Special Economic Zone (SEZ) of 25 acres of land at
 Rai, Haryana.
 
 The 1st phase of construction at Rai, Haryana would be completed by
 January 2009 and the entire construction at the site would be completed
 by December 2009. The expected cost of project is Rs. 1000 crores.
 
 Further the Company has been allotted 25 acres land at Greater Noida,
 Uttar Pradesh for setting up a IT Park.
 
 The Companys subsidiaries have been allotted 10 acres of land at
 Jaipur, Rajasthan & Panchkula, Haryana for setting up of IT Parks.  The
 Project at Panchkula is a joint venture between the Company & Monsoon
 Capital.
 
 Besides the construction of IT Parks, the Company has made substantial
 investments in projects relating to Hospitality and Service appartment
 
 Hospitality
 
 The Companys hospitality projects are on track and the project under
 the name Romano Retreat would be operational by July 2008.
 
 The Companys other project named as Romano Exotica would be
 operational by September 2008. These projects will be managed by Aitken
 Spences Hotels Holding Ltd., a reputed International Hotel Chain.
 
 The said projects on completion would add substantially to revenue and
 profit of the Company.
 
 Dividend
 
 The Board of Directors, subject to approval of shareholders at the
 ensuing Annual General Meeting, has recommended a dividend @75% on
 equity shares for the year ended March 31, 2008.
 
 Split of Shares
 
 The shareholders of the Company at its general Meeting held on
 September 10,2007 had approved the Split of Equity Shares of the
 Company from 1 Equity Share of Rs. 10/- each to 5 equity shares of Rs.
 2 each.
 
 Preferential Allotment of shares to FIIs
 
 The Company during the year under review has issued 5560222 equity
 shares of Rs. 10/- each at 1229.51 per share to Foreign Institutional
 Investors (FIIs) on preferential basis. The proceeds of the issue have
 been / are being utilized for Companys ongoing projects relating to
 construction of IT Park, hospitality sector and for general corporate
 requirement.
 
 Issue of Shares Pursuant to scheme of Arrangement/ Merger:
 
 The Company, during the year under review, on September 14,2007 had
 issued and allotted 2,75,33,720 equity shares of
 
 Rs. 2/- each pursuant to scheme of merger to the shareholders of (i)
 Grand Meadows limited (ii) Papillon Estates Limited (iii) Roseview
 Estates Private Limited (iv) Bhasin Resorts Private Limited.
 
 Further the Company, during the year under review, on December 24,2007
 had issued and allotted 3,31,73,830 equity shares of Rs. 2/- each
 pursuant to scheme of arrangement with (i) Anant Raj Agencies Private
 Limited (Construction Division) (ii) Anant Raj Export Private Limited
 (iii) Greenwood Promoters Private Limited (iv) Jasmine Promoters
 Private Limited (v) Mayur Buildtech Private Limited (vi)Northland
 Estates Private Limited (vii) Parkland Promoters Private Limited (viii)
 Rockfield Buildtech Private Limited (ix) Springdales Estates Private
 Limited (x) Sunrise Buildtech Private Limited (xi) Victor Promoters
 Private Limited, and (xii) West Land Buildtech Private Limited.
 
 Conversion of warrants
 
 The Company, during the year under review, has on July 3,2007 converted
 1504000 warrants issued to FIIs into equivalent number of equity shares
 of Rs. 10/- each.
 
 Issue of Global Depository Receipts
 
 Your Company, during the year under review, had issued 20,144,000
 Global Depository Receipts (GDRs), each representing one equity share
 of nominal value Rs. 2 each at the Offer Price of US$ 7.494 aggregating
 to US$ 151 million(approx).
 
 Your Company had issued GDRs with an intent to use the net proceeds
 received from the Issue in FDI eligible projects for development and
 construction business primarily in SEZs, IT parks and the hospitality
 sector, augmenting long-term resources and working capital purposes as
 may be permissible under applicable laws and government policies and
 for general corporate purposes, including initiatives, such as
 strategic relationships, investments or acquisitions and improving the
 leveraging strength of the Company.
 
 The Global Depository Receipts issued by the Company have been enlisted
 on Euro MTF market in Luxembourg Stock Exchange.
 
 Energy conservation, Technology adaptation, Foreign Exchange earnings
 and outgo
 
 Your Company continuously strives for conservation of resources like
 fuel, water, gas and Power as in the liberalized, globalised and
 competitive business scenario; there is a continuous need for employing
 sophisticated techniques and mechanized form of construction for
 timely, speedier and quality execution of projects.  Therefore,
 emphasis is being laid on employing techniques which result in
 conservation of energy.
 
 A detailed report on Conservation of energy, technology absorption,
 foreign exchange earnings and outgo has been annexed to this report.
 
 Fixed Deposits
 
 The Company has not invited or accepted any fixed deposits from public
 in terms of provisions of Section 58-A of the Companies Act, 1956 read
 with the Companies (Acceptance of Deposits) Rules, 1975 and, as such,
 no amount of principal or interest was outstanding as of the balance
 sheet date.
 
 Insurance
 
 The Companys properties including Building, Plant and Machinery,
 Stocks, Stores, etc., have been adequately insured against all risks.
 
 Major Changes- Organisation Structure
 
 During the financial year ending 31st March 2008, there has not been
 any major change in the organization structure of the Company.
 
 Management Discussion & Analysis Report
 
 Management Discussion & Analysis Report is annexed to this report.
 
 Corporate Governance Report
 
 As per the requirements of Clause-49 of the Listing Agreement a
 separate report on Corporate Governance is annexed to this report.  The
 Auditors certificate on compliance under Corporate Governance is also
 annexed.
 
 Directors Responsibility Statement
 
 The Board of Directors hereby confirms and accepts the responsibility
 for the following in respect of the audited annual accounts for the
 financial year ended March 2008:
 
 (i) that in the preparation of the annual accounts, the applicable
 accounting standards have been followed with no material departure.
 
 (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 year;
 
 (iii) that the Directors have 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;
 
 (iv) that the Directors have prepared the annual accounts on a going
 concern basis
 
 Subsidiaries
 
 The statement of financial information pursuant to section 212 of the
 Companies Act, 1956, regarding subsidiary companies forms part of this
 Annual Report.
 
 Shareholders desirous of obtaining Annual Accounts of the Company’s
 Subsidiaries may obtain same upon request. The annual report and
 accounts of subsidiary comapnies will be kept for inspection at your
 Companys registered office.
 
 Directors
 
 Pursuant to Section 256 of the Companies Act, 1956 read with the Clause
 86 of Articles of Association of the Company, Shri Maneesh Gupta,
 retires by rotation at the ensuing Annual General Meeting and being
 eligible has offered himself for reappointment.
 
 Brief resume of the Director seeking re-appointment together with the
 nature of his expertise in specific functional areas and names of
 companies in which he holds directorship and membership of
 Board/Committee and number of shares held as stipulated under Clause 49
 of the Listing Agreement are stated in the notice forming part of this
 Annual Report.
 
 Auditors
 
 B. Bhushan & Co., Chartered Accountants, Auditors of the Company,
 retire on the conclusion of the ensuing Annual General Meeting and
 being eligible have offered themselves for re-appointment.
 
 Acknowledgements
 
 The Directors place on record their appreciation for the assistance,
 help and guidance provided to the company by the State Bank of India
 and authorities of State Government from time to time. The Directors
 also place on record their gratitude to employees and shareholders of
 the Company for their continued support to and confidence in management
 of the Company.
 
                                  By order of the Board of Directors
 
 New Delhi                                      Ashok Sarin
 May 29, 2008                                      Chairman