To the Members,
 
 The Directors are pleased to present the Annual Report along with the
 Audited Financial Statements for the period from 1st April, 2010 to
 31st March,20n.
 
 1.  FINANCIAL RESULTS
 
 Highlights of Financial Results for the year areas under:
 
                                                 Rs. in Crores
 
                                              2010-11      2009-10
 
 Turnover&Operating Income                    2691.22      2316.89
 
 Profit before Depreciation, Interest, 
 Exceptional                                   445.55       321.27
 
 Items & Taxation
 
 Less:lnterest and Finance costs               194.59       155.47
 
 Gross Profit after Interest & Finance costs   250.96       165.80
 
 but before Depreciation, Exceptional Items &
 Taxation
 
 Less: Deprecation/Impairment                  116.16       113.80
 
 Profit before Tax                             134.80        52.00
 
 Less: Current Tax                              26.84         8.77
 
 Add: MAT Credit Entitlement                   (26.84)       (8.77)
 
 Profitfor the year                              134.80        52.00
 
 Balance of Profit broughtforward              314.42       282.34
 
 Less adjustment due to Demerger                 0.00         0.43
 
 Less: Transfer to Capital Redemption Reserve    0.00        19.80
 
 Add: Transfer from Debenture Redemption         0.90         1.20
 
 Reserve
 
 BalanceAvailableforAppropriation              450.12       315.31
 
 Your Directors appropriate the same as under:
 
 Interim Dividend on Preference Shares paid      0.00         0.76
 
 Tax on Interim Dividend                         0.00         0.13
 
 Balance carried forward to next year          450.12       314.42
 
 Total                                         450.12       314.42
 
 2.  OPERATIONS:
 
 Your Directors are pleased to report that during the year 2010- 11, the
 Company has achieved best financial performance in the recent past.
 While revenue has grown by 16%, EBIDTA has grown by 33% and Net Profit
 has grown by 159% at Rs. 135 crores as against Net Profit of Rs. 52
 crores in the previous financial year. The strong performance of Denim
 and Shirting Fabrics which achieved 17% growth in revenue has been key
 drivers of the growth. Despite sharp increase in raw material cost, the
 Company has been able to expand EBIDTA margin which demonstrates the
 pricing power enjoyed by the Company in the domestic as well as export
 markets. Further significant operational efficiency gains have also
 contributed to higher profitability margins.
 
 Adetailed analysis of the financial results is given in the Management
 Discussions and Analysis report which forms part of this report.
 
 3.  DIVIDEND
 
 Keeping in mind the need to conserve resources ,your Directors do not
 recommend any dividend on Equity Shares for the year.
 
 4.  FINANCE
 
 During the year, the Company has repaid the installments of Term Loans
 amounting to Rs. 86 crores falling due duringthe current year.  The
 Company has also made fresh borrowings of Rs. 92 Crores for funding
 capital expenditure and other requirements. Long Term Debt including
 lease of the Company stands to Rs. 988 crores as on 31st March, 2011.
 
 5.  EMOLOYEE STOCK OPTION SCHEME (ESOS)
 
 The Company has instituted the Employees Stock Option Scheme- (ESOS) to
 grant equity based incentives to certain eligible employees and 
 directors of the Company and its subsidiary companies.  27.50 
 lacs options were granted to certain eligible employees and
 directors of the Company and its subsidiary companies by the 
 Remuneration Committee at an exercise price of Rs. 14.65 
 each, representing one share for each option upon
 exercise. The details as perthe requirements ofSEBI Guidelines are
 annexed and form part of this report.
 
 6.  SUBSIDIARIES
 
 A detailed discussion on subsidiary companies and the irperformance
 during the year is contained in the Management Discussion and Analysis
 Report which forms part of this Report.
 
 Pursuant to Accounting Standard AS-21 issued by the Institute of
 Chartered Accountants of India, the Company has prepared Consolidated
 Financial Statements of the Company and its subsidiaries are included
 in the Annual Report.  In view of the closure of business, the accounts
 of Arvind Overseas (Mauritius) Limited and Arvind Spinning Limited have
 not been prepared on the going on concern basis. Arvind Textile Mills
 Limited has not commenced its business. Hence, the accounts of these
 subsidiary companies have not been consolidated with accounts of the
 Company as per the provisions of the Accounting Standard 21 relatingto
 Consolidation of Accounts.
 
 7.  DIRECTORS
 
 Your Directors express their grief at the sad demise of Mr. Tarun Sheth
 on 18th July, 2010 who had served the Company as a Director for 5 years
 and place on record their highest sense of appreciation for the valuable
 services rendered by him to the Company.
 
 Dr. Bakul Dholakia was appointed as an Additional Director of the
 Companyon 21st July,2010.
 
 Ms. Renuka Ramnath was appointed as an Additional Director of the
 Company on 28th October, 2010. She holds office only upto the date of
 this Annual General Meeting pursuant to the provisions of Section 260
 of the Companies Act, 1956. The Company has received a notice from a
 member of the Company intending to propose her as a Director on the
 Board.
 
 At the ensuing Annual General Meeting, Mr. Sanjay S. Lalbhai and Mr.
 Sudhir Mehta, Directors of the Company, retire by rotation, but beinge
 ligible, offer themselves for re-appointment.
 
 8.  CORPORATE GOVERNANCE
 
 Your Company is committed to the tenets of good Corporate Governance
 and has taken adequate steps to ensure that the requirements of
 Corporate Governance as laid down in Clause 49 of the Listing
 Agreement are complied with.
 
 A separate report on Corporate Governance and a Management Discussion
 and Analysis Report are being published as a part of the Annual Report
 of the Company.
 
 The Auditors of the Company have certified that conditions of Corporate
 Governance as stipulated under Clause 49 of the Listing Agreement are
 complied by the Company and their Certificate is annexed to the Report
 on Corporate Governance.
 
 9.  RESPONSIBILITY STATEMENT
 
 The Directors confirm that:
 
 1.  in the preparation of the annual accounts, the applicable
 accounting standards have been followed. There are no material
 departures from the applicable accounting standards;
 
 2.  such accounting policies have been selected and applied
 consistently and such judgements and estimates have been made as 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 ended on 
 31st March, 2011 and of the profit of the Company for that period;
 
 3.  properand sufficient care has been taken 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.  the statements of accounts for the year ended on 31st March, 2011
 have been prepared on agoing concern basis.
 
 TO.  FIXED DEPOSITS
 
 The Company has not accepted or renewed any deposits during the year.
 There are no outstanding and overdue deposits as at 31st March,20n.
 
 11.  INFORMATION REGARDING CONSERVATION OF ENERGY ETC. AND EMPLOYEES
 
 information required under Section 2i7(i)(e) of the Companies Act, 1956
 read with Rule 2 of the Companies (Disclosure of Particulars in the
 Report of Board of Directors) Rules, 1988 and under Section
 2i7(2A)of theCompaniesAct,i956 read with Companies (Particulars of
 Employees) Rules, 1975, as amended from time to time,forms part of this
 report. However, as per the provisions of Section 219 (i)(b) (iv), the
 report and accounts are being sent to all shareholders of the Company
 excluding the information relating to conservation of energy,
 technology absorption and foreign exchange earning and outgo, and the
 statement of particulars of employees. Any shareholder interested in
 obtaining such particulars may inspect the same at the Registered
 Office of the Company or write to the Secretary for a copy.
 
 12.  AUDITORS
 
 The Auditors, Sorab S. Engineer & Co., retire and offer themselves for
 re-appointment. It is proposed that Sorab S. Engineer & Co., be
 re-appointed as auditors of the Company. You are requested to appoint
 the auditors and fix their remuneration.
 
 13.  ACKNOWLEDGEMENT
 
 Your Directors would like to appreciate the efforts of the Company''s
 employees for their continued co-operation and unstinted support
 extended to the Company. The support of all lenders including Financial
 Institutions, Commercial Banks, Overseas Banks and vendors and buyers
 has also been invaluable to the Company''s performance and your Directors
 take this opportunity to appreciate it deeply.
 
                                                 By Order of the Board
 
 Place :Ahmedabad                                    SANJAY S. LALBHAI
 
 Date: 20th May, 2011                   Chairman and Managing Director