The Directors have pleasure in presenting their 40th Annual Report on
 the operations of the Company together with the Audited Statements of
 Accounts for the Financial Year ended 31st March, 2010.
 
 FINANCIAL RESULTS
 
 PARTICULARS                     AS AT 31.03.2010    AS AT 31.03.2009
 
 Turnover                               13,974.61           11,044.42
 
 Profit Before Tax Interest              2,921.57            1,182.07 
 & Depreciation
 
 Less: Interest                 867.62               581.31
 
 Depreciation                   159.83   1,027.45     97.03    678.34
 
 Profit Before Tax                       1,894.12              503.73
 
 Provision for Taxation         535.00               113.00
 
 Deferred Tax                   103.09     638.09     79.96    192.96
 
 Profit After Tax                        1,256.03              310.77
 
 Balance Brought Forward                 2,556.10            2,428.14
 
 Prior Period Expense           132.12                   -
 
 Exceptional Items                9.82     141.94     182.81   182.81
 
 Amount available for                    3,670.19            2,556.10 
 appropriation
 
 General Reserve                           150.00                   -
 
 Proposed (Final) Dividend                 195.06                   -
 
 Tax on Proposed Dividend                   32.40                   -     
 
 Surplus Carried Forward                 3,292.73            2,556.10 
 to Balance Sheet
 
 OPERATIONS
 
 During the year under review, the earnings before Interest,
 Depreciation and Tax was Rs. 2,921.57 Lakhs compared to Rs 1,182.07
 Lakhs in the previous year. As at March2010, the Gross Fixed Asset is
 Rs. 4,060.74 Lakhs compared to Rs. 3,576.55 Lakhs in the previous year.
 The Turn Over for the year was Rs. 13,974.61 Lakhs as against Rs.
 11,044.42 Lakhs in the previous year reflecting a growth of 27 %.
 Profit after tax for the year was Rs. 1,256.03 compared to Rs.  310.77
 Lakhs in the previous year.
 
 The Company is a major manufacturer and supplier of Chelated
 micronutrients, value added secondary nutrient fertilizers and also
 water soluble NPK fertilizers. In addition, we also have a growing
 range of farm sprayers and plant protection chemicals, including
 pesticides, insecticides, fungicides and herbicides in our product
 portfolio. In total, Aries has 76 brands. For detailed discussion
 please refer to the Management Discussion Analysis forming part of this
 report.
 
 DIVIDEND
 
 After considering the performance of your Company and need for
 conservation of resources, your Directors are pleased to recommend a
 dividend of 15 % being Rs. 1.50/- per Equity Share of Rs. 10/- each
 subject to your approval at the ensuing Annual General Meeting. The
 dividend, if approved, will result in an outflow of Rs. 2,27,46,299/-
 lakhs including dividend tax.
 
 FUTURE PROSPECTS
 
 The Company is ready to launch an additional 6 new products, in phases
 during 2010-11. This will include further specialty plant nutrients,
 farm equipment and plant protection products, adding on to our already
 extensive range of 76 brands. We believe that adding throughput through
 our distribution network will increase our share of the farmers wallet
 and provide a comprehensive range of nutrition solutions to choose
 from. For detailed discussion please refer to the Management Discussion
 Analysis forming part of this report.
 
 The Unit namely M/s. Amarak Chemicals FZC, set up by M/s. Golden
 Harvest Middle East FZC, will commence production of Sulphur Bentonite
 in Fujairah by end July 2010.  We believe that about half of the total
 capacity of 60,000 MT will be utilized in the first year itself, with
 sales taking place through Ariess own distribution network in India
 and also through new buyers in the Middle East and SAARC Region.
 
 Our other overseas subsidiary, Golden Harvest Middle East FZC, is now
 in its third year of manufacturing operations of Chelated
 micronutrients. It has added during the year 2009- 10, an additional
 product to its portfolio, viz., 20% soluble Boron. Golden Harvest is
 already working at full capacity utilization and has significantly
 increased its sales to Aries in India, as well as to customers in
 Bangladesh, Nepal, the Middle East and Africa. The acceptance of Golden
 Harvest Chelates and Boron based products as cost effective and world
 class gives us the confidence that the future of our International
 foray with specialty nutrients is very bright and exciting.
 
 The Company has also appointed distributors and commenced negotiations
 for increasing global business in key markets. We firmly believe that,
 these export markets, as well as servicing of our institutional clients
 in India, will open up new opportunities for the Company.
 
 USE OF IPO PROCEEDS
 
 Your Company had come out with its maiden IPO in January 2008 for the
 purposes as stated in the Prospectus dated 26th December, 2007 and as
 amended by the members at their Annual General Meeting held on 29th
 September, 2009.  Accordingly the Company has utilized the IPO funds
 for the purposes for which it was raised.
 
 DEPOSITS
 
 The Company has not accepted any deposits from the Public within the
 meaning of Section 58A of the Companies Act, 1956.
 
 SUBSIDIARIES
 
 The Company has four subsidiaries, Aries Agro Care Private Limited,
 Aries Agro Equipments Private Limited, Aries Agro Produce Private
 Limited and Golden Harvest Middle East, FZC.
 
 The operations of Aries Agro Care Pvt. Ltd. commenced in the Financial
 Year 2008-09 and during the Financial Year 2009-10 the Company has
 ended with a total revenue of Rs. 80.05 Lakhs which has resulted in Rs.
 4.67 Lakhs as profit after tax.
 
 The business operations of Aries Agro Equipments Pvt. Ltd.  commenced
 in the year ended 31st March, 2010 in agricultural sprayers generating
 a Sale of Rs. 139.90 Lakhs with profit after tax of Rs. 13.06 Lakhs.
 
 The above two Companies are Wholly Owned Subsidiaries of the Company.
 
 No business activity took place in other Subsidiary namely Aries Agro
 Produce Pvt. Ltd.
 
 As regards the overseas subsidiary M/S. Golden Harvest Middle East FZC
 with an installed capacity of 10,800 MT p.a., in their second full year
 of operation, has generated a total sale of AED 2,00,66,528/- with a
 profit of AED 35,12,532/-.
 
 M/s. Amarak Chemicals FZC, is in the process of allotting shares to
 M/S. Golden Harvest Middle East FZC. On completion of allotment M/s.
 Amarak Chemicals FZC will become a Subsidiary of M/S. Golden Harvest
 Middle East FZC, consequently M/s. Amarak Chemicals FZC will become a
 step down Subsidiary of Aries Agro Limited.
 
 As required under Section 212 of The Companies Act, 1956, annexed
 hereto are the Audited Statement of accounts, the
 
 Reports of the Board of Directors and Auditors Reports for the year
 ended 31st March, 2010 of Aries Agro Care Private Limited, Aries Agro
 Equipments Private Limited, Aries Agro Produce Private Limited and
 Golden Harvest Middle East FZC.
 
 A Statement of Subsidiary Companies as prescribed under Section 212 of
 the Companies Act, 1956, is annexed and is forming part of the Annual
 Report.
 
 Apart from the above statement a list of Subsidiary Companies is given
 in Note No. 10- A of the Notes to Accounts forming part of the Annual
 Report.
 
 All the above subsidiary Companies are non-material, non- listed
 Companies as defined under Clause 49 of the Listing Agreement with the
 Stock Exchanges.
 
 INSURANCE
 
 All properties and assets of your Company are adequately insured
 covering all conceivable risks attributable to the Industry.
 
 DIRECTORS
 
 In accordance with the Companies Act, 1956 and the Articles of
 Association of the Company, Dr. Rahul Mirchandani and Dr. D. S. Jadhav
 retire by rotation at the ensuing Annual General Meeting and being
 eligible, offer themselves for re- appointment. Accordingly their
 re-appointment forms part of the notice of ensuing Annual General
 Meeting.
 
 Mr. Chakradhar Bharat Chhaya was appointed as an Additional Director on
 the Board of Directors of the Company with effect from 29th October,
 2009 as an Independent Director. He ceases to be a Director on the date
 of the 40th Annual General Meeting. Notice under Section 257 of the
 Companies Act, 1956 has been received in respect of his appointment as
 Director on the Board and accordingly his appointment is proposed as a
 Director at the ensuing Annual General Meeting.
 
 DIRECTORS REPLY TO OBSERVATIONS / REMARKS MADE IN AUDITORS REPORT
 (Para III(d) of the Auditors Report)
 
 The Auditors have in their Audit Report commented that the Company has
 not provided for Leave Encashment as per Accounting Standard 15. The
 Leave Encashment pertains only to Managerial Staff and is accounted on
 cash basis. It has been decided that provisions for Leave Encashment
 will be made during this year .
 
 APPOINTMENT OF AUDITORS
 
 M/s. Kirti D. Shah & Associates(Membership No. 32371), the Auditors of
 the Company retire at the ensuing Annual General Meeting and being
 eligible and holding Peer Review
 
 Certificate issued by the Institute of Chartered Accountants of India,
 offer themselves for re-appointment.
 
 DIRECTORS RESPONSIBILITY STATEMENTS
 
 Pursuant to the requirements of Section 217 (2AA) of the Companies Act,
 1956 with respect to the Directors responsibility statement, it is
 hereby confirmed that:
 
 1.  In preparation of the Annual Accounts, applicable Accounting
 Standards have been followed and that there are no material departures
 
 2.  The Directors have selected such Accounting Policies and applied
 them consistently and made judgements and estimates that are reasonable
 and prudent so as to give a true and fair view of the State of the
 Affairs of the Company at the end of the financial year and of
 
 the profit of the Company for that period;
 
 3.  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 for safeguarding the assets of
 the Company and for preventing and detecting fraud and other
 irregularities; and
 
 4.  Annual Accounts have been prepared on a ‘going concern basis.
 
 PARTICULARS OF EMPLOYEES
 
 Information in accordance with the provisions of Section 217(2A) of the
 Companies Act, 1956 (“Act) read with the Companies (Particulars of
 Employees) Rules, 1975, as amended, are as under:
 
 PARTICULARS OF EMPLOYEES IN TERMS OF SECTION 217(2-A) OF THE COMPANIES
 ACT, 1956 DRAWING REMUNERATION NOT LESS THAN RS. 24 LAKHS P.A./RS. TWO
 LAKHS P.M. DURING THE YEAR 2009-10
  
 
 SR.          DESGINATION  REMUNERATION   NATURE OF   OTHER      NATURE
 No.  NAME                  RECEIVED      EMPLOYMENT  TERMS  &  OF DUTY
                                                             CONDITIONS
 
 1 DR. JIMMY 
 MIRCHANDANI    CHAIRMAN     70,17,663   CONTRACTUAL   N.A.   MANAGING
                  AND                                         THE
                MANAGING                                      AFFAIRS
                DIRECTOR                                      OF THE
                                                              COMPANY
 
 2 DR. RAHUL 
 MIRCHANDANI    EXECUTIVE    63,50,032   CONTRACTUAL   N.A.   MANAGING
                DIRECTOR                                      THE
                                                              AFFAIRS 
                                                              OF THE 
                                                              COMPANY
 
 3 MR. P. K. 
 JAISWAL          CHIEF      25,09,014    CONFIRMED    N.A.   MARKETING
                MARKETING                  EMPLOYEE           HEAD FOR
                                                              CONTROLLER 
                                                              CENTRAL
                                                              AND
                                                              WESTERN 
                                                              REGION
 
 
 SR   NAME    QUALIFICATION    DATE OF    AGE   Last          % of
 NO.          & EXPERIENCE   APPOINTMENT       Employment    Equity
              held Shares
                                                           held as on 
                                                           31.03.2010
 1 DR. JIMMY     B. Sc.
 MIRCHANDANI  (Vet); LLB      15.01.1976   54    N.A.        14.05
 
 2 DR. RAHUL 
 MIRCHANDANI  B. Com; CFA;    02.02.1994   34    N.A.         5.10
                MBA; Ph.D
 
 3 MR. P. K. 
 JAISWAL       B. Sc.         25.01.1982   52    N.A.         0.02
 
 
 LISTING
 
 The Equity Shares of the Company are listed at Bombay Stock Exchange
 Limited(BSE) and National Stock Exchange of India Limited(NSE).
 
 The Company has made all the compliances of Listing Agreement including
 payment of Annual Listing Fees upto 31st March, 2011 to both the Stock
 Exchanges.
 
 CORPORATE GOVERNANCE
 
 The Company has complied with the various requirements under the
 Corporate Governance reporting system. A detailed Compliance Report on
 Corporate Governance is annexed to
 
 this report. The Auditors certificate on compliance with the
 conditions of Corporate Governance under clause 49 of the Listing
 Agreement is also annexed to this report.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNING & OUTGO
 
 Particulars in respect of Conservation of Energy, Technology Absorption
 and Foreign Exchange Earnings and Outgo, as required to be disclosed
 under Section 217(1) (e) of the Companies Act, 1956 read with the
 Companies {Disclosure of Particulars in the Report of the Board of
 Directors} Rules, 1988 and forming a part of the Directors Report are
 as under:
 
 I.  Conservation of energy
 
 The Company accords great importance to conservation of energy. The
 main focus of the Company during the year was :
 
 a.  Energy Conservation measures taken:- i.  Close monitoring of
 consumption of
 
 electricity, LPG, Diesel and water.
 
 ii. Optimum use of Energy by Switching off Machines, Lights, Fans, Air
 Conditioners and Exhaust Systems whenever not required.
 
 iii. Creating awareness among Workmen to conserve energy.
 
 b.  Additional investments and proposals, if any, being implemented for
 reduction of consumption of energy;
 
 i. installation of energy efficient lights in the office and factory
 
 ii.  installation of LED lights.
 
 c.  Impact of measures of (a) and (b) above for reduction of energy
 consumption and consequent impact on the cost of production of goods:
 
 i. Due to measures taken as described above, the overall power and fuel
 oil consumption at plants and office has reduced and reduction in the
 cost of production is achieved.
 
 d.  Total energy consumption and energy consumption per unit of
 production
 
 Form - A
 
 Form for disclosure of Particulars with respect to Conservation of
 Energy.
 
                           Current          Previous       
                              Year              Year
                         2009-2010         2008-2009
 
 (a) Purchased: -
 
 (i) Unit (KWH)           7,33,592          9,41,514
 
 (ii) Total Amount       50,42,998         56,35,214 
 (Rs.)
 
 (iii) Rate/Unit              6.87              5.99
 (Rs.)
 
 (b) Own Generation: -
 
 (i) Coal                      Not               Not
                           Applicable        Applicable
 
 (ii) Furnace Oil - Kl        7,145            8,436
 
 (iii) Internal              23,864           28,176
 
 Generation - Units
 
 II. Form for disclosure of particulars with respect to Technology
 Absorption, Research and Development
 
 (A) Research and Development:
 
 1.  Specific Areas in which Research and Development was carried out by
 the Company.
 
 - There is a continuous focus on University research on specialty plant
 nutrition which continues across India.
 
 - Our team of extension officers conducts continuous field
 demonstrations and extension work including large scale soil sampling,
 which provides constant updates on deficiency levels across all states
 in India.
 
 - The Companys R&D at Bombay is ISO 9001 certified and works on new
 product development and continuous quality checks. The new
 manufacturing unit at Hyderabad has been equipped with a state of art
 laboratory to keep pace with the Companys expansion in that region.
 
 - Our ISO 9001 certification has now been upgraded from the ISO
 9001:1998 standard to the latest ISO 9001:2008 standards.
 
 2.  Benefits derived as a result o the above efforts.
 
 - Improvement in productivity/quality and reduction in cost of
 production of Companys Plants and at Customers end.
 
 - Cost reduction, import substitution, safer environment and strategic
 resource management.
 
 - Meeting the statutory requirements.
 
 3.  Future Plan of Action :
 
 - Evaluation of potential Customized Crop Specific combinations for
 enhancement of nutrients.
 
 - Design of secondary packaging automation for chelamin and other
 brands.
 
 4.  Expenditure on R & D
 
 Description                        For the           For the
                                      year             year
                                     ended             ended
                                  31st March,         31st March,
                                     2010               2009
                                   (Rupees)           (Rupees)
 
 (I) Capital                       2,84,540          11,41,736
 
 (II) Recurring                   24,44,030          19,09,921
 
 (III) TOTAL                      27,28,570          30,51,657
 
 (IV) Total R & D 
 expenditure 
 as a % of
 
 a. Gross                              0.20               0.28 
 Turnover
 
 b. Net                                0.20               0.28 
 Turnover
 
 
 B1.  Technology Absorption, Adaptation and Innovation
 
 The Management has focused on productivity and Total Quality Management
 [TQM] in order to optimize manufacturing costs.
 
 B2.  Benefits
 
 This has helped in achieving optimum manufacturing costs, improved
 quality of products and consequently, enhanced customer satisfaction.
 The Company uses indigenous technology.
 
 B3.  The Company has not imported any technology during the year under
 review.
 
 C.  Foreign Exchange Earnings and Outgo
 
 1. Activities relating to exports, initiatives taken to increase
 exports, development of new export markets for products and services
 and export plans:
 
 The Company has also appointed distributors and commenced negotiations
 
 for increasing global business in key markets.. We firmly believe that,
 these export markets, as well as servicing of our institutional clients
 in India, will open up new opportunities for the Company.
 
 2.  Total Foreign Exchange used and earned:
 
 Used : Rs.  30,18,13,507/- Earned : Rs.  4,14,95,891/-
 
 SPECIAL BUSINESS
 
 As regards the items of the Notice of the AGM relating to Special
 Business, the resolutions incorporated in the Notice and the
 Explanatory Statement relating thereto, fully indicate the reasons for
 seeking the approvals of members to those proposals. Your attention is
 drawn to these items and Explanatory Statement annexed to the Notice.
 
 GENERAL
 
 Notes forming part of the Accounts are self-explanatory. As required
 under the VAT Acts of various States, Company has appointed a VAT
 Auditor to conduct the VAT Audit. The Companys Building, Machineries,
 Stores and Stocks in Trade etc. are fully covered against all insurance
 risks.
 
 GROUP
 
 The List of persons constituting “Group (within the meaning as defined
 in the Monopolies and Restrictive Trade Practices Act, 1969) for the
 purpose of availing exemption from applicability of the provisions of
 Regulations 10 to 12 of the Securities Exchange Board of India
 (Substantial Acquisition of shares and Takeovers) Regulations 1997 as
 provided in Clause 3(1)(i) of the said Regulations is given in the
 Report on the Corporate Governance.
 
 ACKNOWLEDGEMENT
 
 We would like to acknowledge with gratitude, the support and
 co-operation extended by Shareholders, Vendors, Media and Banks and
 look forward to their continued support. We appreciate continued
 co-operation received from various regulatory authorities including
 Department of Agriculture, Department of Corporate Affairs, Registrar
 of Companies, Reserve Bank of India, Securities and Exchange Board of
 India, Stock Exchanges and Depositories. We also recognize and
 appreciate the sincere hard work, loyalty and efforts of the employees
 and look forward to their continued support.
 
                           For and on behalf of the Board of Directors
 
                                                 Dr. Jimmy Mirchandani
 Place: Mumbai                                              Chairman &
 Date: 21st July, 2010                               Managing Director