Dear Shareholders,
 
 The Directors are pleased to present the 31 st Annual Reports together
 with the Audited Accounts of the Company for the year ended on 31st
 March'' 2011.
 
 FINANCIAL RESULTS:
 
                                         2010-2011         2009-2010
                                     (Rs. in lacs)     (Rs. in lacs)
 
 TOTAL TURNOVER                            3518.33           3327.32
 
 Net Profit Before Taxation                 555.46            467.89
 
 Provision for Taxation                      60.31             13.60
 
 Net Profit after taxation                  495.15            454.28
 
 Balance of Profit & Loss Account B/F       327.33            -92.03
 
 Deferred Tax Adjustment                   -185.93            -34.92
 
 Balance of Profit & Loss Account C/F       636.55            327.33
 
 APPROPRIATIONS:
 
 Proposed Dividend                             NIL               NIL
 
 Transfer to General Reserve                   NIL               NIL
 
 DIRECTORS RESPONSIBILITY STATEMENT:
 
 Pursuant to provisions of Section 217(2AA) of the Companies Act, 1956,
 the Directors hereby state and confirm -
 
 a) That in preparation of Annual Accounts for the F.Y. ended on
 31.03.2011, the applicable accounting standards have been followed;
 
 b) That the directors 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 &
 Loss Accounts of the Company.
 
 c) That 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 to safeguard the assets of the
 Company and to prevent and detect fraud and other irregularities;
 
 d) That the Directors have prepared the Annual Accounts on a going
 concern basis.
 
 OPERATION:
 
 During the year the turnover of the Company has been increased by 5.74
 % besides facing all adverse situation.
 
 DIVIDENDS:
 
 No dividend has been recommended for the year.
 
 SETTLEMENT OF MANAGEMENT DISPUTES:
 
 As already reported that the decade old disputes between the two Groups
 of Shareholders namely Raj Kumar Gupta Group and Ashok Kumar Gupta
 Group stands resolved by order dated 04.07.2007 read with order dated
 03.08.2007 passed by the Hon''ble Company Law Board in C.P. No. 14/99.
 The directions given by the CLB vide the aforesaid two orders were
 implemented and communicated to the Shareholders as part of Annual
 Report forming part of published Accounts for the F.Y.2006-2007 and
 onwards. However in this regard the Special Leave Petition vide no.
 25165- 25166/2007 filed by Shri Ajit Kumar Gupta and others is still
 pending before Hon''ble Supreme Court for appropriate order.
 
 DIRECTORS:
 
 Shri Praveen Singh retires from Board of Directors by rotation in
 accordance with the provisions of the Companies Act and being eligible,
 offers himself for re-appointment.
 
 RE-APPOINTMENT OF AUDITORS:
 
 M/s Kamal Kishore & Co., Chartered Accountants, the Auditors of the
 Company, who hold office upto the conclusion of the Annual General
 Meeting, are eligible for re-appointment and have expressed their
 willingness to be re-appointed as Auditors of the Company. M/s Kamal
 Kishore & Co., Chartered Accountants have under Section 224(1) of the
 Companies Act, 1956 furnished a Certificate of their eligibility for
 re-appointment and they hold valid certificate of having Peer Reviewed
 of their firm.
 
 PARTICULARS OF EMPLOYEES:
 
 The company did not have any employee covered by the provisions of
 Section 217(2A) of the Companies Act'' 1956, read with Companies
 (Particulars of Employee) Rules 1975 for F.Y. 2010-2011.
 
 CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNING AND OUTGO:
 
 Information as per Section 217 (1) (e) of the Companies Act, 1956 read
 with Companies (disclosure of particulars in the Report of Board of
 Directors) Rules, 1988 are furnished as under:
 
 a) Conservation of Energy:
 
 The operations of the Company involve low energy consumption. Adequate
 measures have, however, been taken to conserve the energy.
 
 b) Technological Absorption:
 
 The Company has its own technological inputs for its products,
 developed in house with the efforts of experienced staffs and the same
 have been upgraded from time to time. However presently company has no
 collaboration arrangement with any foreign organization.
 
 c) Foreign Exchange Earning and Outgo:
 
 The foreign exchange earnings of the Company during the financial year
 has been Rs 3292.16 lacs from Exports of Glass Beads, Hand knotted
 Carpets, Handicrafts and other items. The foreign Exchange Outflow
 during the year has been Rs. 351.35 lacs for the import of materials,
 foreign traveling expenses and other sales promotional activities.
 
 CORPORATE GOVERANCE:
 
 As per Clause 49 of the Listing Agreement with the Stock Exchanges, a
 separate section on Corporate Governance has been setup, which is
 ensuring proper implementations of the relevant requirements. A report
 on Corporate Governance and a certificate from the Auditors confirming
 compliance is part of this Report.
 
 AWARDS / RECOGNITIONS :
 
 The company has received a Special Export Award from CAPEXIL on 4th
 March, 2011 for SSI Sector in recognition of Export achievement in
 respect of Glass Beads & False Pearls for the year 2009-2010.
 
 By EPCH Lifetime achievement award to the Chairman & Managing Director
 of the company for outstanding contribution to the promotion of fashion
 jewelry accessories. Udayami Samman - 2010 by Zee News Uttar Pradesh.
 
 FIXED DEPOSITS:
 
 The Company has not accepted any fixed deposits during the year.
 
 REVOCATION OF SUSPENSION OF TRADING:
 
 After long persuasion with the Bombay Stock Exchange, the BSE has
 agreed in principle to revoke the suspension of trading wide their
 letter dated 28.3.2011 subject to fulfillment of certain conditions.
 All the requirements of BSE has been complied by the company by
 20.4.2011 and now final order for revocation is awaited. However the
 revocation of suspension of trading with National Stock Exchange is
 still under process.
 
 ACKNOWLEDGMENT:
 
 The Directors wish to place on record their sincere appreciation of the
 devoted and efficient services rendered by all officers, employees and
 others associated with the Company.
 
                                    By order of the Board of Directors 
                                    For BANARAS BEADS LTD.
 
                                    (Ashok Kumar Gupta) 
                                    Chairman & Managing Director
 
 Place : VARANASI 
 Date  : 01.07. 2011