Atlanta

The Directors have pleasure in presenting the 25th Annual Report of
 the Company and the Audited Statement of Accounts for the year ended
 31st March 2008.
 
 FINANCIALS RESULTS:
 
 Amount in Lacs Particulars                        2007-2008   2006-2007
 
 Gross value of work executed                      24,844.64  27,491.35
 
 Less: Transferred to Capital Works                13,988.80  10,727.43
 
 Net value of work executed                        10,855.84  16,763.92
 
 Profit before Taxation                             2,367.27   5,006.08
 
 Provision for Taxation - Current                     310.00   1,876.50
 
 Profit before prior period adjustments             2,057.27   3,129.58
 
 Prior period adjustments                             605.04   1,380.87
 
 Profit after Taxation & prior period adjustments   1,452.22   1,748.71
 
 Add: Balance brought forward                       2,022.06   1,596.94
 
 Profit available for appropriation                 3,474.28   3,345.65
 Appropriation:
 
 Particulars                                       2007-2008  2006-2007
 
 Interim Dividend/Dividend on Preference Shares        62.50      62.50
 
 Proposed Dividend on Equity Shares                   163.00     163.00
 
 Tax on Dividend                                       38.32      34.90
 
 Transfer to Capital Redemption Reserve               116.67      83.33
 
 Transferred to General Reserve                     1,000.00   1,000.00
 
 Balance of profit carried forward                  2,093.79   2,022.06
 
 DIVIDEND:
 
 Preference Shares
 
 An interim dividend of 25% i.e. Rs. 2.50 per share on 25,00,000, 25%
 Non Cumulative Redeemable Preference Shares of Rs. 10/- each amounting
 to Rs. 62.50 lacs was declared and paid as per terms of the issue. No
 further dividend, is payable for the year and the interim dividend is
 to be treated as final dividend.
 
 Equity Shares
 
 Your Directors are pleased to recommend a dividend of Re. 1/- per
 Equity Share of Rs. 10/- each, for the financial year ended on 31st
 March, 2008.
 
 The proposed dividend payment on equity shares and interim dividend on
 preference shares would entail an outflow of Rs. 263.82 lacs including
 dividend tax.
 
 BUSINESS OPERATIONS
 
 During the year under review, Company has executed net value of work to
 the tune of Rs. 10,855.84 Lacs (previous year 16,763.92 lacs) and
 registered Profit after Tax after prior period adjustments Rs. 1,452.22
 lacs (previous year Rs. 1,748.71 lacs). Construction of Mumbra bypass
 project was successfully completed in December 2007 and toll
 collections commenced from 28th December, 2007.
 
 The Company is presently executing following major contracts:
 
 - Improvement, strengthening and widening of existing two lane road to
 four lane dual carriageway from Km.9.200 to Km.50.000 of NH-6 (Nagpur -
 Kondhali Section) in the State of Maharashtra.
 
 - Construction / Improvement of Bituminous Road in PMC Limit under
 JNNURM Scheme - Category-I, Package-ll: Hotel Green Park to Balewadi
 Stadium Crossing Westerly Bypass, Pune.
 
 - Construction of 12 Nos. Major Bridges having total 35 spans with
 1200mm diameter cast in situ bored piles & SPC girder super structure
 of 18.30m between Dausa-Gangapur City
 Section in connection with Dausa-Gangapur City New Broad Gauge Line
 Project (No.DO-GGC/NL714).
 
 - Construction of Broad Gauge formation & minor bridges from
 Ch.41000.00 to 45000.00 between Dausa and Lalsot in connection with
 Dausa-Gangapur City New Broad Gauge Line Project (No.DO-GGC/NL/18).
 
 - Execution of the Railway Doubling work between Bimlagarh- Dumerta and
 Champajharan division.
 
 Extraction & Transfer of Coal/Coal Measure Strata by deploying Surface
 Miners on hiring basis at Kalinga OCP of Kalinga Area.(NIT 334).
 
 - Extraction & Transfer of Coal/Coal Measure Strata by deploying
 Surface Miners on hiring basis at Hingula OCP of Hingula Area.
 
 - Extraction & Transfer of Coal/Coal Measure Strata by deploying
 Surface Miners on hiring basis at Lingaraj OCP of Lingaraj Area.
 
 - Deployment and operation of suitable capacity of Surface Miner(s) &
 allied equipments for cutting of Coal/Coal Measure Strata and its
 associated works at Baroud OC Project - Raigarh Area.
 
 - Deployment and Operation of suitable capacity of Surface Miner(s) and
 allied equipments for cutting of coal/coal measure strata and its
 associated works at Chhal OC Project - Raigarh Area.
 
 We are currently involved in the following real estate projects in
 partnership:
 
 - Construction of Commercial Building Atlanta Centre situated at
 Goregaon (E), Mumbai.
 
 - Construction of Commercial Building ABT SQUARE at Malad (E),
 Mumbai.
 
 - Construction of Shopping Mall ATLANTA V MALLat Jodhpur, Rajasthan.
 
 DIRECTORS:
 
 In terms of the provisions of Sections 255 and 256 of the Companies
 Act, 1956 and Articles of Association of the Company, Dr. Samir Degan
 retires at the ensuing Annual General Meeting and, being eligible, has
 offered himself for reappointment. Your directors recommend his
 re-appointment.
 
 AUDITORS
 
 M/s Suresh C. Maniar & Co. Chartered Accountants, Mumbai, auditors of
 the Company holds office until the conclusion of the ensuing Annual
 General Meeting. The Company has received a letter from M/s Suresh C.
 Maniar & Co. Chartered Accountants, to the effect that their
 re-appointment, if made, would be within the prescribed limits under
 Section 224 (1-B) of the Companies Act, 1956. Your Directors recommend
 their re-appointment.
 
 AUDITORS REPORT
 
 The observations made in the Auditors Report, read together with the
 relevant notes thereon are self-explanatory except one qualification
 made by the Auditors in respect of Short Amortization , on the toll
 collection rights. The company provided amortization ont, Mumbra
 By-Pass Road (BOT Rights) based on concession period recommended,
 pending for its final approval by the contracting authority, The
 Directors are of the opinion that the concession period will be
 extended based on the recommendation.
 
 FIXED DEPOSIT
 
 During the year under review, the Company has accepted unsecured loan
 which comes under deposit under Section 58A of the Companies Act, 1956,
 read with Companies (Acceptance of Deposits) Rules, 1975 within the
 prescribed limit. As on 31st March, 2008 deposits from public stands at
 Rs. 2.93 Crores.
 
 STATUS OF SEBI ORDER:
 
 On 22nd February, 2007 Securities and Exchange Board of India (SEBI)
 had passed an ad interim, ex-parte order and directed the
 
 Company thai it shall not issue any equity shares or any other
 instruments convertible into equity shares, in any manner, or shall not
 give effect to any alteration in its capital structure in any manner
 till further directions of SEBI in this regard, which was reported to
 the members in the last Directors Report. Thereafter, SEBI has given
 hearing to the Company and after hearing, SEBI has issued another ad
 interim order dated 27th September, 2007 modifying its earlier order
 dated 22nd February, 2007 and allowed the Company to change the capital
 structure of the Company. However the original order has been confirmed
 by SEBI. The company has filed an appeal against the order with
 Securities Appellate Tribunal (SAT) and the matter is pending with SAT.
 Moreover, with a view to close this long pending case, the Company has
 filed a consent application in terms of SEBI Circular no.
 EFD/ED/Cir-1/2007 dated April 20, 2007 with SEBI for settlement.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 Pursuant to Section 217 (2AA) of the Companies Act, 1956, directors
 state that-
 
 (1) in the preparation of the annual accounts, the applicable
 accounting standards have been followed and that there are no material
 departures;
 
 (2) they have, in the selection of the accounting policies, consulted
 the Statutory Auditors and have 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 end of the
 financial year and of the profit of the Company for that period;
 
 (3) they have taken proper and sufficient care, to the best of their
 knowledge and ability, 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 ;
 
 (4) they have prepared the annual accounts on a going concern basis.
 
 PARTICULARS OF EMPLOYEES:
 
 No employee is drawing the remuneration exceeding the specified limit
 prescribed under Section 217(2A) of the Companies Act, 1956 and rules
 issued thereunder.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNINGS AND OUTGO:
 
 Information required to be provided 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 in relation to
 conservation of energy and Technology Absorption are currently not
 applicable to the Company.  Foreign Exchange Earnings and Outgo:
 
 There has not been any Foreign Exchange earning during the year.  The
 Foreign Exchange outgo during the year are as under: 
 
 Sr. No Particulars               Amount in Rupees
 
 01 Travel Abroad                       NIL
 
 02 Capital Goods                  1,17,76,150/-
 
 03 Spare parts                       5,23,158/-
 
 CORPORATE GOVERNANCE:
 
 A separate report on corporate governance as stipulated under Clause 49
 of the Listing Agreements with the Stock Exchanges together with
 Auditors Certificate for compliances forms part of the Annual Report.
 
 Managements Discussion and Analysis Report for the year under review,
 as stipulated under Clause 49 of the Listing Agreement with the Stock
 Exchanges, is presented in a separate Section forming part of the
 Annual Report.  
 
 CONCLUSION:
 
 Your Directors place on record their appreciation for the overwhelming
 co-operation and assistance received from investors, customers,
 business associates, bankers, vendors, as well as regulatory and
 governmental authorities. Your Directors also thank the employees at
 all levels, who, through their dedication, co-operation, support and
 smart work, have enabled the Company to achieve rapid growth. Your
 Directors look to the future with confidence.
 
                            For and on behalf of the Board of Directors
 
                          Rajhoo Bbarot        G. Radhakrishnan
                          Managing Director    Executive Director
 
 Date : 26th August, 2008
 Place: Mumbai