The Directors present their Fourteenth Annual Report and the Audited
 Accounts of the Company for the financial year ended March 31, 2009.
 
 RESULTS
 
                                              (Rupees in million) 
                                           2008-2009      2007-2008
 
 Sales
 
 - Domestic Sales (net)                       4148          3976
 
 - Exports                                     915           706 
 
 Total                                        5063          4682
 
 Operating Profit Before Tax 
 and Exceptional Items                         303           318
 
 Provision for Tax (Current, 
 Deferred, Fringe Benefit Tax and 
 for Earlier Years)                            112           125
 
 Profit After Tax                              191           193
 
 Exceptional Items
 
 (i) Change in method of depreciation
 (net of tax)                     72
 
 (ii) Loss on sale of investment (40)           32             -
 
 Profit After Tax and Exceptional Items        223           193
 
 Add: Profit & Loss Account, beginning of
 the year                                      924           804
 
 Available for appropriation                  1147           997
 
 Dividend
 
 - Proposed dividend of Rs. 3.50 per share
 (2008 Rs. 3.50 per share)                      46            46
 
 - Tax on proposed dividend                      8             8 
 
 Transfer to General Reserve                    22            19
 
 Balance retained in Profit 
 & Loss Account                               1071           924 
 
 Total                                        1147           997
 
 DIVIDEND
 
 The Directors recommend a Dividend of Rs. 3.50 per Equity Share for the
 year ended March 31, 2009, on 1 3,280,819 fully paid-up Equity Shares
 of Rs. 10/- each (previous year Rs. 3.50 per Equity Share). If the
 recommended dividend is approved by the Members at the forthcoming
 Fourteenth Annual General Meeting, the dividend including tax thereon
 will absorb Rs. 54 million.
 
 MANAGEMENT DISCUSSION & ANALYSIS
 
 Industry Structure
 
 The chemical industry in India comprises approximately basic chemicals
 - 60%, specialty chemicals - 25%, and fine chemicals and
 pharmaceuticals - 20%. This industry is the 12th largest in the world
 and 3rd largest in Asia. It constitutes around 15% of Indias
 manufacturing capacity.
 
 Your Company is engaged in the business of manufacturing and trading of
 specialty chemicals and in commoditized products. The Company serves a
 number of major industries and markets such as paper, plastics, inks
 and printing, packaging, paints, petrochemicals, automotive,
 construction, electronics, water treatment, agriculture, mining,
 extraction, and home and personal care. Our products improve the
 quality, functionality and the appearance of plastics, coatings and
 paper, protect people and objects from UV light, enhance the look and
 feel of home and personal care products, also provide skin and oral
 hygiene, and support industries to recycle, clean and save water. Our
 business segments offer integrated solutions to our customers,
 following a tailored approach to individual customers needs.
 
 The markets for specialty chemicals products are highly competitive and
 unpredictable with the entry of local and overseas producers. The
 global economic downturn and the consequent severe recession which
 started in the second half of the financial year under review, began to
 take effect in many of our customers markets and its severity has
 become clear. It is a difficult time for the chemical industry and the
 priority is to ensure that the businesses survive the downturn in the
 best possible shape.
 
 Operating Results
 
 Sales turnover for the financial year under review was up by 8% to Rs.
 5063 million, as against a turnover of Rs. 4682 million of the previous
 year.
 
 Domestic turnover has increased by 4% to Rs. 4148 million from Rs. 3976
 million.  Exports have increased by 30% to Rs. 915 million from Rs. 706
 million. Profit after tax stood at Rs. 191 million as against Rs. 193
 million of the previous year. On the backdrop of the global economic
 downturn witnessed since the second half of the financial year under
 review, the severe recession and competitive business environment, the
 performance of your Company is considered satisfactory.
 
 Business Segment Performance
 
 The business segments comprise the Specialty Chemicals Segment and
 Other Segments. The Specialty Chemicals Segment includes additives,
 coating effects chemicals, water treatment and paper treatment
 chemicals, home & fabric care chemicals and personal care chemicals.
 Other Segments represents manufacturing under contract and sourcing
 of products for exports.
 
 Sales of additives were down by 6% to Rs. 2032 million from Rs. 2153
 million of the previous year. Domestic sales were down by 1 7% to Rs. 1
 338 million from Rs. 1609 million whereas exports increased by 27% to
 Rs. 694 million from Rs. 545 million of the previous year. Lower
 domestic sales were on account of lower take-off by a major customer
 due to temporary closure of their EOU production site, product
 shortage, stiff competition and overall slowdown in the market.
 Increase in selling prices, wherever possible, partially offset volume
 loss on sales.
 
 New polymer products have shown growth potential. The outlook for the
 polymer industry seems to be encouraging with additional polymer
 capacities being lined up by existing customers as well as entry of
 PSUs in the polymer business. This is expected to open up additional
 demand and opportunity for polymer additives.  With the economic
 downturn, the automotive and related industries witnessed a slowdown in
 the second half of 2008-09, resulting in lower demand for lubricant
 additives. Introduction of new products in the metal working fluid area
 has somewhat compensated for the lower demand and could partly sustain
 sales levels.  Home and Personal Care business continued the growth
 momentum in fabric care, colorants and stabilizers, and UV absorbers.
 This trend is expected to continue with the consistent growth in the
 Indian FMCC sector.
 
 Sales of Coating Effects chemicals have increased by 20% to Rs. 1 748
 million from Rs. 1462 million of the previous year. Domestic sales have
 gone up by 1 7% to Rs. 1548 million from Rs. 1 326 million. Exports
 were up by 47% to Rs. 200 million from Rs. 136 million of the previous
 year.
 
 Business Lines Paints & Coatings and Inks & Printing achieved double
 digit growth, however, Business Lines Plastics and Electronic Materials
 witnessed marginal negative growth. Business Line Paints & Coatings
 took full advantage of the opportunity of the lead free wave in the
 paint industry by offering environment friendly solutions/ products. We
 expect to further strengthen our position in the architectural and
 industrial segments. Business Line Inks & Printing has been successful
 in changing the product mix and good sales in niche areas like ink jet
 printing and security inks has resulted in profitable sales growth.
 Business Line Electronic Materials has recorded steady sales during the
 year.
 
 Growth in domestic sales is expected to continue in spite of theglobal
 slowdown of the economy. However exports will be lower due to weak
 global markets.
 
 Sales of Water & Paper Treatment chemicals were up by 21% to Rs. 1275
 million from Rs. 1058 million of the previous year. Domestic sales have
 gone up by 21% to Rs. 1262 million from Rs. 1041 million of the
 previous year. Exports continue to remain insignificant and were down
 by 19% to Rs. 1 3 million from Rs. 16 million.
 
 Sales growth has been driven largely by the paper treatment chemicals
 due to price increase and the new business gained on new paper machines
 and projects. The markets faced difficult times with unprecedented
 price increases in raw materials across all products. Polymers, dyes,
 fluorescent whitening agents and binders for paper coating were
 impacted heavily due to the extreme shortage of key raw materials
 causing a demand supply imbalance. The growth in water treatment
 chemicals was largely from water solution polymers. The demand for
 heavy duty polymers increased in specialized applications. Sales to the
 agriculture sector were impacted due to extreme shortage of chelates
 causing supply gaps. Detergents and Hygiene sales were lower due to
 product shortages and supply gaps.
 
 Revenue from sourcing activities was Rs. 8 million as against Rs. 9
 million of the previous year.
 
 Financial Performance with respect to Operational Performance and Cash
 Flow Analysis
 
 Net sales increased by 8% to Rs. 5063 million compared to Rs. 4682
 million of the previous year. Operating profit before tax was down by
 5% to Rs. 303 million compared to Rs. 318 million of the previous year,
 partially due to foreign exchange loss. The net cash flow generated by
 operating activities was Rs. 76 million compared to Rs. 236 million
 during the previous year. An amount of Rs. 218 million was generated by
 investing activities mainly on account of refund of inter corporate
 deposits and proceeds from sale of investment in subsidiary company.
 
 Outlook
 
 The Indian economy has grown at 6.7% of GDP in 2008-09, in the year of
 global economic downturn and financial meltdown against 9% of GDP in
 the previous year and 5.5% of GDP projected by economists and global
 analysts. Notwithstanding several challenges, particularly from the
 global economy, the Indian economy remained relatively resilient. The
 global financial crisis did however interrupt the growth momentum in
 India, despite the strong domestic sources of growth. The industry and
 services sectors have been affected more by the global economic crisis
 in relation to the agriculture sector. Compared to the previous year,
 growth in the infrastructure sector decelerated. Falling global output,
 employment and global trade affected Indias export performance.
 Volatility in the inflation outcome witnessed in 2008-09 was
 unprecedented.
 
 Forecasts based on the assessment of the global economic conditions and
 developments, their impact on the Indian economy as well as domestic
 cyclical factors, suggest continuation of recessionary conditions and
 moderation in economic activity in 2009-10.
 
 The resounding victory of the government at the recently held general
 elections promises a stable government at the center and is expected to
 push forward the economic liberalization process. The economy is
 expected to grow at the rate of 7-8% depending on the success of the
 100-day plan of the new government.  Sectors such as construction,
 cement, steel, automobiles are showing signs of revival.
 
 As a part of the global initiative to improve operational efficiency,
 Project SAP (a new ERP System) went live on August 06, 2008. Innovation
 and marketing initiatives have helped drive industry and market focus.
 Customers of your Company are major industry drivers. Business
 prospects therefore mainly depend upon the development and the
 performance of such industries. Assuming an upturn in the global and
 local economic and business conditions, and a relative improvement and
 stability in the industrial sector, your Company is optimistic about
 retaining its growth pattern.
 
 Opportunities and Threats
 
 The global economic crisis which started from the second half of
 2008-09 has severely affected industrial activity and business. The
 business environment becomes more challenging and competitive, and
 there is continuous need to introduce innovative and better quality
 products to suit the needs of the customers.  Competition not only
 poses a threat but also throws open new opportunities.  Continuous
 efforts are made in the areas of product improvement, introduction of
 innovative products and evolving strategies to meet market demand as
 well as evaluation of new business opportunities.
 
 A challenging business environment, stiff competition in the market
 place by the entry of overseas and local producers, increase in raw
 material prices and energy cost, volatility in foreign exchange rates,
 changes in preferences of consumers, uncertain demand patterns, are
 perceived as threats.
 
 Risks and Concerns
 
 Risks are both internal and external, some of which could be largely
 anticipated, whereas others could not. Risks are an integral part of
 any business and the risk profile, to a great extent, depends on the
 economic and business conditions and the markets and customers we
 serve. Entry into new markets, product introductions, new projects,
 business alliances, marketing and distribution channels, manufacturing
 model, etc, carry inherent risks. The global economic downturn,
 uncertain demand/ supply position, and uncertain increase in raw
 material prices, are matters of concern.
 
 A policy on Risk Assessment and Minimization Measures has been
 adopted by the Company and the same is reviewed on a periodic basis in
 order to recognize and reduce exposure to risks wherever possible. The
 Companys Forex policy offers a natural hedge to currency exposure.
 
 Internal Control System
 
 The Internal Audit Department of the Company conducts audits in
 accordance with the internal audit plan as approved by the Audit
 Committee of the Board.
 
 Periodic audits are conducted in different operational and functional
 areas at various locations of the Company, including its subsidiary.
 The objective of such audits is to ensure adequacy of internal control
 systems and processes, adherence to the Companys policies and
 guidelines and compliance with applicable statutes.
 
 These audits also determine whether adequate controls are in place to
 mitigate risks. Internal Audit has a follow up process in place to
 verify the implementation of recommendations made. Special audits are
 also conducted as directed by the management/Audit Committee. The Group
 Auditors of the Parent Company also conduct audit of certain functional
 and operational areas. Subsequent to the implementation of the Project
 SAP (ERP System) in August 2008, the Group Auditors of the Parent
 Company and the local internal audit team conducted a post
 implementation review audit in February 2009.
 
 The Audit Committee of the Board of Directors inter-alia reviews the
 observations made by the internal auditors on the control mechanism and
 the adequacy of the internal control system, recommendations for
 corrective actions and implementation thereof, compliance related
 matters, operations of the Company, adherence to the laid down
 processes and guidelines.
 
 Manufacturing Operations
 
 Manufacturing operations at the Santa Monica Works, Goa, an ISO
 9001-2000 certified site, caters to all the business segments, the
 major being Plastic Additives.  It also manufactures textile chemicals
 under a toll manufacturing arrangement. The site has consistently
 maintained high quality standards, with 100% of the product batches
 passing the quality parameters in the first instance. Most of the
 targets set for the year for energy conservation have been met. The
 site has a continuous improvement process in which various alternatives
 for optimum utilization of the manufacturing facility are evaluated and
 put to use wherever feasible. As part of Lean Manufacturing, 5S
 system in pilot areas of the site has already been implemented and
 audited. This system is being gradually rolled-out in other areas of
 the site to bring about increased productivity. The site is located on
 land leased from Syngenta India Limited. The lease arrangement has
 expired on August 31, 2008. Negotiations with Syngenta for renewal of
 the lease and on site related issues are not yet concluded, and
 manufacturing operations are carried on at the site. In this regard,
 reference is also drawn to paragraph 4 of the Auditors Report read
 with Note No. 1 3 in Schedule 20 - Notes to Accounts.
 
 Manufacturing operations are also carried on at the Ankleshwar facility
 of Diamond Dye-Chem Limited, a wholly owned subsidiary of the Company.
 
 Human Resources
 
 The Company continues to have harmonious and cordial relations with its
 employees. Training programs and workshops are conducted on a regular
 basis to enhance the skills and competency of employees. Communication
 at all levels is encouraged and employees are kept well informed on key
 matters. Participation of employees in various workshops and programs
 is encouraged to strengthen team building.
 
 As on March 31, 2009, the total number of employees of the Company was
 209.
 
 Environmental Protection, Health and Safety (EHS)
 
 EHS continues to receive the highest priority in all operational and
 functional areas at all locations of the Company.
 
 The Santa Monica Works, Goa (site), complies with all statutory and
 local regulations relating to EHS and also globally applicable Ciba
 group guidelines on EHS.
 
 Systematic process safety analysis, audits, periodic safety inspections
 are carried out and suitable control measures adopted for ensuring safe
 operations at the site. All the processes, wherever required, are
 backed up by efficient scrubbing systems to take care of any fugitive
 emissions into the environment. The site has a full fledged
 Occupational Health Centre. The site enjoys high standards in safety
 and has a record of no loss time accidents for the last nine years.
 
 Ciba group EHS guidelines and applicable legislations on EHS are
 complied with at the corporate office located at Chandivali, as also in
 the areas of supply chain - warehousing, transportation and other
 logistic activities.
 
 Social Responsibility and Community Development Initiatives
 
 As ongoing initiatives, the Santa Monica Works (SMW), Coa, supports a
 number of community development and social welfare programs, and is
 committed to maintain healthy and cordial relations with its
 neighborhood. Underprivileged children of the neighboring Government
 Primary School are provided uniforms, books, all weather shoes and
 transportation facilities for their study tours. SMW supports the Polio
 Eradication Programme of the Central Government in the neighboring
 villages. Around a dozen, local, unemployed village girls are provided
 help to get gainful self-employment by sponsoring them for tailoring
 and embroidery classes.
 
 SMW also fosters industry-academia interaction by guiding students from
 Goa University/colleges and faculties like MBA, MCom, BBA, etc., to
 undergo internship training and project work for a duration ranging
 from one to three months. Last year six students were given support for
 their university summer training/projects at SMW.
 
 Cautionary Note
 
 Certain statements in the Management Discussion and Analysis section
 may be forward looking and are stated as required by applicable laws
 and regulations.  Many factors may affect the actual results, which
 could be different from what the Directors envisage in terms of the
 future performance and outlook.
 
 SUBSIDIARY COMPANIES
 
 Diamond Dye-Chem Limited
 
 Sales turnover for the financial year under review was up by 12% to Rs.
 1 790 million as against Rs. 1592 million of the previous year.
 Domestic sales were up by 31% to Rs. 495 million as against Rs. 379
 million of the previous year. Exports were marginally up by 7% to Rs.
 1295 million from Rs. 121 3 million of the previous year. Domestic
 sales and exports of Optical Brightening Agents have gone up in both
 the Business Lines, Paper and Detergents, as compared to the previous
 year.  However, exports of Color Formers were lower at Rs. 316 million
 as against Rs. 392 million of the previous year due to the global
 economic downturn and recessionary conditions which led to lower demand
 in the second half of the financial year under review.
 
 Profit after tax for the year ended March 31, 2009, stood at Rs. 118
 million as against Rs. 124 million of the previous year. The decline in
 profit was due to a steep increase in raw material prices on account of
 rising crude oil prices in the first half of the year under review and
 increase in energy costs. Due to erratic supplies, gas was replaced by
 costly high speed diesel. In order to conserve resources, the Directors
 of Diamond Dye-Chem Limited (DDL) have not recommended a dividend for
 the financial year ended March 31, 2009.
 
 Expansion of the whiteners capacity of the existing plant was
 completed during the year. Environment protection continues to receive
 the highest priority, with an intensive focus on behavioral aspects of
 safety and safety management.  There were no loss time accidents during
 the year under review. Periodic EHS audits were conducted at the
 Ankleshwar Site. As a part of the global initiative to improve
 operational efficiency, Project SAP (new ERP System) went live on
 August 06, 2008.
 
 The Report and Accounts of DDL are annexed to this Report along with
 the statement pursuant to Section 212 of the Companies Act, 1956.
 However, in the context of mandatory requirements to present
 Consolidated Accounts, which provides Members with a consolidated
 position of the Company, including its subsidiary, namely DDL, at the
 first instance, Members are being provided with the Report and Accounts
 of the Company treating these as abridged Accounts as contemplated by
 Section 219 of the Companies Act, 1956. Members desirous of receiving
 the full Report and Accounts of DDL will be provided the same on
 receipt of a written request from them. This will help in achieving
 considerable cost saving in connection with the printing and mailing of
 the Report and Accounts.
 
 Divestment of shares held in Virchow Drugs Limited
 
 Your Company held 8,326,531 fully paid-up equity shares of Rs.10/-
 representing 51 % of the paid-up share capital of Virchow Drugs Limited
 (Virchow) - a Joint Venture Company. Virchow was in the business of
 manufacture of an antimicrobial agent Triclosan at its Hyderabad
 facility. Increase in raw material costs, continuous weak demand,
 reduction in sales and consequently lower capacity utilization had
 substantially affected business. As reported last year the net profit
 shrunk to Rs. 2 million as against Rs. 28 million in the previous year
 2006-07. Demand contraction for the product Triclosan manufactured by
 Virchow and non-fruition of orders for anticipated new applications of
 Triclosan have adversely affected the operations of Virchow, with no
 visible improvement foreseen in the near future. The Company therefore
 came to the conclusion that to exit from Virchow would be the only
 option. By mutual consent the Company exited from Virchow from March
 31, 2009, by termination of the JV agreement with the JV Partner
 (Virchow Group, Hyderabad) by sale of the Companys aforesaid
 shareholding @ Rs. 5.1 3 per equity share, aggregating to Rs. 42.71
 million approximately, to the designated nominees of the JV Partner.
 
 Open Offer of BASF to the shareholders of Ciba, Switzerland, and Ciba
 India
 
 On September 15, 2008, BASF made a public tender offer to acquire all
 publicly held shares in Ciba Holding Inc., Switzerland (Ciba), the
 Parent Company of your Company, at a price of CHF 50 in cash per share.
 The Board of Directors of Ciba recommended shareholders to accept the
 offer. The acquisition was completed on April 09, 2009, by BASF holding
 95.8% shares of Ciba.
 
 Following the acquisition of Ciba shares, on April 10, 2009, a Public
 Announcement of Open Offer pursuant to the Securities and Exchange
 Board of India (Substantial Acquisition of Shares and Takeovers)
 Regulations, 1997, for acquisition of 2,656,164 equity shares of Rs.
 10/- each fully paid up being 20% of the voting capital at a cash price
 of Rs. 237.13 per equity share was made to the public shareholders of
 the Company by BASF. In terms of the said public announcement, the
 offer opened on June 04, 2009, and will close on June 23, 2009.
 
 DIRECTORS
 
 In accordance with Article 107 of the Articles of Association of the
 Company, Mr. J. S. Bilimoria is liable to retire by rotation and, being
 eligible, offers himself for re-appointment.
 
 Mr. A. Kappeler resigned as a Director of the Company effective October
 01, 2008.  The Board places on record its appreciation of the
 invaluable contribution made, and the guidance provided by Mr. Kappeler
 during his tenure as a Member of the Board.
 
 At the Board meeting held on October 23, 2008, Mr. K. Kohler was
 appointed as a Director of the Company with effect from November 01,
 2008, in the casual vacancy caused by the resignation of Mr. Kappeler.
 Mr. Kohler holds office only up to the date of the forthcoming Annual
 General Meeting pursuant to Section 262 of the Companies Act, 1956, and
 Article 109 of the Articles of Association of the Company. Notice has
 been received from a Member signifying his intention to propose Mr.
 Kohler as a candidate for the office of Director.
 
 The tenure of Mr. C. Newton as Managing Director of the Company would
 be expiring on August 31, 2009. At the meeting of the Board of
 Directors of the Company held on June 11, 2009, Mr. Newton was
 re-appointed as the Managing Director of the Company for a period of
 one year commencing from September 01, 2009, to August 31, 2010 (both
 days inclusive).
 
 Proposals for appointing Mr. J. S. Bilimoria and Mr. K. Kohler as
 Directors of the Company and Mr. Newton as the Managing Director of the
 Company are placed for the approval of the Members.
 
 None of the Directors of the Company is disqualified under Section
 274(1) (g) of the Companies Act, 1956. As required by the law, this
 fact has been reported in the Auditors Report.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 To the best of their knowledge and belief and according to the
 information and explanations obtained by them, your Directors make the
 following statement in terms of Section 21 7 (2AA) of the Companies
 Act, 1956:
 
 (i) that in the preparation of the annual accounts for the year ended
 March 31, 2009, the applicable accounting standards have been followed
 along with proper explanation relating to material departures, if any.
 
 (ii) that such accounting policies as mentioned in Note 2 of Schedule
 20 to the Accounts have been selected and applied consistently and made
 judgements 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 ended March 31, 2009, and of the profit of the
 Company for that year.
 
 (iii) that proper and 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.
 
 (iv) that the annual accounts for the year ended March 31, 2009, have
 been prepared on a going concern basis.
 
 CORPORATE GOVERNANCE
 
 A detailed report on Corporate Governance is given as part of the
 Annual Report along with the Statutory Auditors certificate on its
 compliance. The Company is in full compliance with the requirements and
 the disclosures that have to be made in this regard.
 
 AUDITORS
 
 S. R. Batliboi & Co., Chartered Accountants, who are the Statutory
 Auditors of the Company, hold office, in accordance with the provisions
 of the Companies Act, 1956 (the Act), up to the conclusion of the
 forthcoming Annual General Meeting (AGM). They have communicated their
 inability to continue as Auditors of the Company and as such are not
 seeking re-appointment at the forthcoming AGM.  The Company has
 received special notice from a Member of the Company in terms of
 Section 190 read with Section 225 of the Act, signifying his intention
 to propose the appointment of B S R & Co., Chartered Accountants, as
 the Statutory Auditors of the Company from the conclusion of the
 forthcoming AGM until the conclusion of the next AGM. B S R & Co., have
 also expressed their willingness to act as Auditors of the Company, if
 appointed, and have confirmed their eligibility. Members are requested
 to appoint B S R & Co., as the Statutory Auditors of the Company from
 the conclusion of the forthcoming AGM until the conclusion of next AGM
 at such remuneration as may be fixed by the Board of Directors of the
 Company.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 Information required under Section 21 7 (1) (e) of the Companies Act,
 1956, read with the Companies (Disclosure of Particulars in the Report
 of the Board of Directors) Rules, 1988, with respect to conservation of
 energy, technology absorption and foreign exchange earnings and outgo
 is annexed hereto and forms part of this Report.
 
 PARTICULARS REGARDING EMPLOYEES
 
 Information as per Section 21 7 (2A) of the Companies Act, 1956, read
 with Companies (Particulars of Employees) Rules, 1975, forms part of
 this Report.  However, as per the provisions of Section 219 (1) (b)
 (iv) of the Companies Act, 1956, the Report and the Accounts are being
 sent to all Members excluding the statement of particulars of employees
 under Section 21 7 (2A). Any Member, interested in obtaining a copy of
 this statement, may write to the Company Secretary at the Registered
 Office of the Company.
 
 CONSOLIDATED FINANCIAL STATEMENTS
 
 Pursuant to Clause 32 of the Listing Agreement with the Bombay Stock
 Exchange Limited, consolidated financial statements have been prepared
 in accordance with the requirements of Accounting Standard 21 on
 Consolidated Financial Statements issued by the Institute of
 Chartered Accountants of India. The audited consolidated financial
 statements form part of this Annual Report.
 
 ACKNOWLEDGEMENT
 
 The Directors thank employees at all levels for their dedicated efforts
 and contribution in achieving overall satisfactory results despite the
 global economic crisis, uncertainties in the industry and a challenging
 business environment. They also express their grateful appreciation for
 the support and encouragement received from Ciba, Switzerland.
 
 The Directors take this opportunity to express their appreciation for
 the support and cooperation received from customers, vendors,
 shareholders, banks, and the society at large.
 
                            For and on behalf of the Board of Directors
 
 Mumbai                      J. S. Bilimoria
 June 11, 2009               Chairman