The Directors present hereunder the 4th Annual report on the Business
 and operations of the Company along with the Audited Statement of
 Accounts of the Company for the year ended March 31, 2012. The
 financial results for the year are summarized as under:
 
 1. FINANCIAL RESULTS
                                                      Amt. in Rupees)
 
 Particulars                                 2011-121         2010-11
 
 Net Sales and Other Income               4,60,48,351     2,24,47,983
 
 Profit /(Loss) before Interest, 
 Depreciation and
 Taxation                                  (58,42,778)   (3,30,94,246)
 
 Less: Interest                                 17675
 
 Less: Depreciation                         98,61,273     1,12,47,374
 
 Net Profit / (Loss) After Tax           (1,57,21,726)   (4,43,41,620)
 
 Add: Balance bought forward             (8,38,91,135)   (3,95,49,515)
 
 Balance carried forward to 
 Balance Sheet                           (9,96,12,861)   (8,38,91,135)
 
 2. PERFORMANCE REVIEW
 
 The net sales and other income of the Company for the financial year
 2011-12 stood at Rs. 460.48 Lacs as against previous year Rs.  224.48
 Lacs. The Loss after tax is Rs.157.22 Lacs as against Loss after tax of
 Rs.443.42 Lacs of corresponding previous year 2010-11.
 
 3. DIVIDEND
 
 Considering the financial performance of the Company for the financial
 year ended March 31, 2012, your Directors regret their inability to
 recommend dividend on the Equity shares.
 
 4. SUBSIDIARY COMPANY
 
 The Accounts of the wholly owned subsidiary Company, Birla IVF LLP have
 been received by the Company and a statement pursuant to Section 212 of
 the Companies Act, 1956 forms a part of this Annual Report.
 
 PARTICULARS UNDER SECTION 212 OF THE COMPANIES ACT, 1956
 
 The Ministry of Corporate Affairs, Government of India, vide General
 Circular No. 2/2011 dated February 8, 2011, has granted a general
 exemption from compliance with Section 212 of the Companies Act, 1956,
 subject to fulfillment of conditions stipulated in the circular. The
 Company has satisfied the conditions stipulated in the circular and
 hence is entitled to the exemption. The financial data of the
 subsidiaries have been furnished under ''Annexure I to the
 consolidated notes'' to financial statement forming part of the Annual
 Report. Consolidated Financial Statements of the Company and its
 subsidiary for the year ended March 31, 2012, together with reports of
 Auditors thereon and the statement pursuant to Section 212 of the
 Companies Act, 1956, form part of the Annual Report. The Annual
 Accounts and the related detailed information of subsidiary company
 will be made available to the Members of the Company and subsidiary
 Company seeking such information at any point of time. The Annual
 Accounts of the subsidiary Company will also be available for
 inspection by any member at the registered/head office of the Company
 and that of the subsidiary concerned.
 
 5. DIVERSIFICATION OF BUSINESS
 
 Your Directors thought it prudent to diversify and expand its existing
 business portfolio from pure service business to a scalable product
 business and need based medical services business such as to set up IVF
 Centers, Integrated Wellness Centers, Sports Nutrition etc.
 
 6. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
 
 In terms of clause 49 of the Listing Agreement with the Stock Exchange,
 the Management Discussion and Analysis Report is appended to this
 report.
 
 7. CORPORATE GOVERNANCE
 
 Your Company will continue to strive to incorporate best of standards
 for good corporate governance. As a listed company, all required
 measures are being taken to comply with the agreement entered with the
 Stock Exchange Guidelines and other statutory regulations.  A separate
 report on Corporate Governance along with a Certificate of Compliance
 from the Auditors forms part of this report.
 
 8. DIRECTORS'' RESPONSIBILITY STATEMENT:
 
 Pursuant to the requirement under Section 217 (2AA) of the Companies
 Act 1956, with respect to Directors'' Responsibility Statement the
 Directors of the Company state as under that:-
 
 i. in the preparation of annual accounts, applicable accounting
 standards had been followed along with proper explanation relating to
 material departure;
 
 ii. the directors had 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 or
 loss of the Company for that period;
 
 iii. the directors had 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 & other
 irregularities;
 
 iv. the directors had prepared the annual accounts on a ''going
 concern'' basis.
 
 9. DIRECTORS
 
 During the year under review, Shri Ramprakash Murlidhar Mishra was
 appointed as an Additional Director of the Company with effect from May
 25, 2012. As per provisions of Section 260 of the Companies Act 1956,
 such director holds office only upto the date of forthcoming Annual
 General Meeting of the Company. The Company has received notice
 proposing Shri Ramprakash Murlidhar Mishra as candidate for the office
 of Director pursuant to Section 257 of the Companies Act, 1956.
 
 Shri Venkateswarlu Nelabhotla tendered his resignation with effect from
 August 9, 2012 as Director of the Company.
 
 Shri Mohandas Shenoy Adige and Shri Anoj Menon Directors of the
 Company, retire by rotation and being eligible at the forthcoming
 Annual General Meeting, offers themselves for reappointment.
 
 10. PUBLIC DEPOSIT
 
 Your Company has not accepted any fixed deposit from the public. As
 such, no amount of principal or interest is outstanding as on the
 Balance Sheet date.
 
 11. AUDITORS
 
 M/s. Kanu Doshi Associates, Charter Accountants, the Statutory Auditors
 of the Company, retire at the ensuing Annual General Meeting.  They
 have confirmed their eligibility and willingness for reappointment. The
 Directors recommend their reappointment by the Members at the
 forthcoming Annual General Meeting.
 
 12. AUDITORS REMARKS
 
 Auditors'' Qualification Directors'' Explanation
 
 The Auditors have made a remark in point no. 4(vi) of the Auditors''
 Report for the year The Board of Directors explanation to this
 
 ended March 31, 2012 which states that the Company has deferred the
 accumulated remark is that the management has
 
 revenue expenditure of Rs. 8,97,55,020 (previous period Rs. 5,56,38,638
 plus current continued to defer these expenses as it is
 
 period Rs. 3,41,16,382) being in the nature of Brand Building Expenses
 which is not in felt that these expenses have benefit off
 
 accordance with of Accounting Standard 26 Accounting for
 Intangibles. Due to the enduring nature to the Company and
 
 above, the loss as reported by the profit and loss account is
 understated by Rs. 3,41,16,382 therefore the same shall be written of
 in
 
 and reserve of the company is overstated to the extent of Rs.
 8,97,55,020. Our report the future years.  for the earlier period
 contained similar observation
 
 13. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
 FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 The information relating to energy, technology absorption and foreign
 exchange earnings and outgo required to be disclosed under the
 Companies (Disclosure of Particulars in the Report of Board of
 Directors) Rules, 1988 is given in the Annexure ''A'' to the
 Directors Report.
 
 14. PARTICULARS OF EMPLOYEES
 
 During the year under review, there was no employee covered under the
 provision of Section 2I7(2A) of the Companies Act, 1956 read with the
 Companies (Particulars of Employees) Rules, 1975 as amended by
 Notification GSR 289(E) dated 3I.03.20II,General Circular No. 23 dated
 03.05.2011.
 
 15. HUMAN RESOURCE
 
 Your Directors place on the record their appreciation to the
 contribution made by the employees at all levels who, through their
 competence, diligence, solidarity, co-operation and support, have
 enabled the Company to achieve the desired results during the year.
 
 16. ACKNOWLEDGEMENTS
 
 Your Directors take this opportunity to thank all investors, clients,
 vendors, banks, regulatory authorities and wishes to acknowledge the
 invaluable support extended to the Company by them. The Directors are
 pleased to place on record their appreciation for the valuable
 information made by the employees of the Company.
 
                                  For and on behalf of Board of Directors
 
 Place: Mumbai Dr.                Abhijit Desai             P.V.R. Murthy
 
 Date: August 9, 2012             Managing Director         Director