The Directors have pleasure in presenting the 10th Annual Report together with the audited statement of
accounts for the year ended 31st
 March, 1999.
 
 Financial Results
 
                                                  Rs. in Lakhs
 
 Sales                                                  422.28
 
 Other Income                                             3.53
 
 Profit before interest, depreciation and taxation       53.94
 
 Net profit after tax                                (-) 85.25
 
 Performance During the year and Future outlook
 
 During the year under review, Company has increased the Sales in terms
 of quantity as well as turnover, selling 43,156 nos. for the Sales
 Revenue of Rs. 422.28 lacs against 28,757 nos. and Rs. 324.02 lacs
 respectively during the previous year.  During the last quarter of the
 year, the Company had an order backlog of Rs. 183 lakhs and the Working
 Capital shortage affected the further increase of Sales.  The loss for
 the financial year has been reduced from 118.55 lakhs to Rs. 85.25
 lacs.  The increase in sales has been contributed by the broad-basing
 of customers of DOT segment from whom we started getting orders during
 this year.  While the dumping of computer power supplies from Far East
 Countries and the unfavourable import duty structure continued to
 remain, your Company has established the quality standards and remained
 the top manufacturer of these products in India.  But for the acute
 working capital crisis, the turnover would have been much higher and
 loss much lower.  This will be evident from the fact that the last
 quarter sales was only Rs. 70.15 lakhs when the Company had orders on
 hand worth Rs. 183.00 lakhs. Interest costs were higher at Rs. 116.60
 lakhs and the Company ended the year with a net loss of Rs. 85.25
 lakhs.
 
 The Company has undertaken several steps for infusion of additional
 capital to meet the Working Capital shortfalls and outstanding dues to
 Financial Institutions, in consultation with KSIDC.  Short-term plans
 to tideover the financial crisis is also undertaken to execute the
 large orders in hand.  Barring unforeseen events, the Board of
 Directors is confident of a turnaround.
 
 Directors
 
 Shri A.M. Thomas, who was the Chairman of the Company since inception
 lacs expressed his inability to continue on the Board due to old age
 and health reason& He has informed the Company that he is quitting
 active public life and hence resigning from the Board.  The Board of
 Directors at its meeting held on 28.07.99 recorded its profound
 appreciation for the services, advice, guidance and leadership rendered
 by Shri A.M. Thomas as Chairman of the Company for almost a decade.
 The Company will always be indebted and be grateful to Shri A.M. Thomas
 for successfully leading the Company during a very turbulent period.
 
 During the year KSIDC appointed Shri C M Radhakrishnan Nair, IPS,
 Secretary to Govt. of India (retired), as their Nominee Director w.e.f
 16.07.98 in place of Shri A. Janardhana Pai. Shri C M Radhakrishnan
 Nair's nomination was withdrawn by KSIDC on 12.02.99.  As of now the
 Company does not have a Nominee Director of KSIDC on the Board.  Mr.
 George Mathai Nooranal and Mr Jacob John resigned as Directors w.e.f.
 22.07.99 and 26.07.99 respectively.  The Board of Directors wish to
 place on.record its appreciation for the valuable guidance and
 assistance rendered by Shri A. Janardhana Pai, Shri C M Radhakrishnan,
 Nair IPS, Shri.  George Mathai Nooranal and Shri Jacob John.
 
 Smt. Repsy Vijayan, Director retires at the forthcoming 10th Annual
 General Meeting of the Company and being eligible offers herself for
 re-appointment.
 
 Auditors
 
 M/s G. Joseph & Associates, Chartered Accountants, Cochin, Auditors of
 the Company, will retire at the forthcoming Annual General Meeting of
 the Company and being eligible offer themselves for re-appointment.
 
 Comments on the Auditors' Report
 
 Explanations are offered below on the comments made by the Statutory
 Auditors:
 
 1. The Note No. 7 to the Notes on Accounts (Schedule 17) is self
 explanatory with, regard to the qualification by the Auditors.
 
 2. Leave encashment to all permanent employees becomes due and payable
 on resignation/retirement.  There are at present 81 permanent employees
 and-liability on account of leave encashment can not be acurately
 ascertained and quantified and hence no provision is made is, the
 accounts.
 
 3. The turnover for the year 1998-99 increased by 30% and loss reduced
 by 28% as compared to the previous year.  It is only due to the working
 capital crisis that the capacity utilisations has remained low during
 the last six months.  The promoters are taking several steps to infuse
 some additional long-terms/short-term funds into the Company.  Barring
 unforeseen circumstances, the Board of Directors is of the opinion that
 the company can be turned around and full scale operations commenced.
 
 4. The Note No. 2 to the Notes on Accounts Schedule 17 is self
 explanatory with regard to the observations by the Auditors.
 
 5. There has not been much additions to the fixed assets during the
 last two years and therefore the Register was not up-dated on time.
 This is being carried out by the Accounts Department now.
 
 6. The Company did not appoint an Internal Auditor due to financial
 constraints.  Steps will be takes to have proper Internal Audit once
 the financial position improves.
 
 7. As regards Section 58 (A), the Company could not maintain the
 required SLR through out the year due to liquidity problems.  The SLR
 amount of Rs.2.90 lakhs was used for repayment of deposits amounting to
 Rs.6.59 lakhs during the year.
 
 8. The delay in remittance of the Provident Fund was due to the acute
 fund shortage faced during the year.  There are no overdues Oil account
 of the Provident Fund as on date.
 
 9. The TDS will be remitted on a priority basis with applicable rate of
 interest as soon as the liquidity position of the Company improves.
 
 Personnel and Industrial Relations
 
 Industrial Relations in the Company were very satisfactory.  Your
 Directors take this opportunity of recording their appreciation of the
 whole-hearted services rendered by the employees.
 
 Your Company does not have any employee in respect of whom information
 under section 217(2A) of the Companies Act, 1956, as amended, is
 required to be annexed.
 
 Statutory Disclosures
 
 FIXED DEPOSITS
 
 Your Company has neither accepted nor renewed any fixed deposits since
 the date of the last Annual General Meeting.  The amount of fixed
 deposit outstanding as on March 31st, 1999 is Rs. 28.88 lakhs, out of
 which the sum of Rs. 13.96 lakhs represents unclaimed deposits and
 balance represents deposits to be repaid during the course of coming
 years.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 As required under Section 217(i) (e) of the Companies Act, 1956 read
 with, the Companies (Directors particulars in the Report of Board of
 Directors) Rules, 1988, the information relating to conservation of
 Energy, Technology Absorption and Foreign Exchange earnings and outgo
 in Form No.A & B is required, which is annexed to this Report.
 
 Y2K COMPLIANCE
 
 The existing systems in respect of all critical areas have been made
 Y2K compliant and the cost to the Company on this account was
 negligible, as the application packages were developed in-house.
 
 The Company has drawn up contingency plans to take care of any
 eventuality of system breakdown/failure due to the Y2K problem.
 
 ANNEXURE TO THE DIRECTORS' REPORT INFORMATION AS PER SECTION 217(1)(E)
 AND FORMING PART OF THE DIRECTORS' REPORT
 
 1. ENERGY CONSERVATION
 
 The Company is making all-round efforts for the conservation of energy.
 To reduce the energy cost, energy efficient equipments were used and
 the effect of the same has been felt.
 
 TOTAL ENERGY CONSUMPTION AND ENERGY CONSUMPTION PER UNIT OF PRODUCTION
 AS PRESCRIBED IN FORM A
 
 Not furnished as the Company is not covered in the list of specified
 industries.
 
 II. TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION
 
 Research and Development
 
 1. Development of new Custom Built Power Supplies for the major
 Electronic Equipment manufacturers its the country.
 
 2. Benefits derived as a result of the above efforts :
 
 Development of new product to suit the technical specifications and
 requirements of different customers.
 
 3. Future plan of action :
 
 The Company has a well laid-out Research & Development Department
 manned by technically qualified executives and the Department is
 constantly continuing with these activities to improve quality and
 develop new products.
 
 4. Expenditure on R & D :
 
                                    Rs. in Lakhs
 
 a) Capital Expenditure                - Nil
 
 b) Recurring                          - 0.63
 
 c) Total                              - 0.63
 
 Technology Absorption, Adaptation and Innovation
 
 I. Efforts, in brief, made towards Absorption, Adaptations and
 Innovations.
 
 1. The technologies for manufacturing SMPS have been fully absorbed.
 The Company is flow developing various new models of Power Supplies
 with distinctive features.
 
 2. Benefits derived as a result of the above :
 
 The SMPS manufactured by the Company has met with the stringent quality
 requirements of all the major OEMs in India and they are switching over
 to Artech its a phased manner.
 
 3. Particulars of Technology Imported during the last 5 years :
 
 a) Technology imported : Import of manufacturing technology from the
 Foreign Collaborators M/s Astec America Inc., USA.
 
 b) Year of Import : 1994-95
 
 c) Extent of absorption of technology : To the full extent
 
 d) If not fully absorbed, areas where this has not taken place, reasons
 therefore and future plans of action : N.A.
 
 III. FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 a) Activities relating to exports, initiatives taken to increase
 exports, development of new export market for products and services and
 export plans :
 
 The Company has Manufacturing License Agreement with M/s. Astec America
 Inc. for selected range of Astec products.
 
 Astec has 17 factories world-wide and the Company has distributorship
 arrangement for Astec's products in India and neighbouring countries.
 The licensed products can be exported only to the neighbouring
 countries and steps are being taken to explore these areas.  The
 Company's products are more of an import substitution nature.  The
 Company has been exploring the possibility of exporting products
 outside the licenced range of products.
      
 b) Total Foreign Exchange Earned and Used              Rs.
 
 Foreign Exchange Earnings                            - NIL
 
 Foreign Exchange Expenditure on account of :
 
 1) Raw Material & Components Import                  - 1,96,96,379.00
 
 2) Trading goods import                              -   20,74,480.00
 
 3) Foreign Travel                                    -    3,00,750.00
 
 4) Capital Goods Import                              - NIL