The Directors are pleased to present the 6th Annual Report and the
 audited annual accounts for the financial year ended 31st March, 2012.
 
 Financial Results
 
 The financial performance of the Company, for the year ended 31st
 March, 2012 is summarized below:
 
                                                       (Rs in Million) 
 
 Particulars                            For the F. Y.    For the F. Y.
                                        ended 31st       ended 31st 
                                        March, 2012      March,2011
 
 Income from Operation:
 
 Net Sales                                 19567.99        18,432.73
 
 Other Income                                526.67           177.67
 
 Profit before Tax                           410.65           537.60
 
 Less: Current Tax                           (41.00)          (76.00)
 
 Mat Credit Entitlement                       26.00            18.00
 
 Deferred Tax                                  5.41            92.44
 
 Wealth Tax                                       0            (0.03)
 
 Profit after Tax                            393.49           572.01
 
 Less: Prior period income tax                (7.57)           (0.03)
 adjustment 
                                            1263.99           691.97
 
 Add: Profit brought forward
 
 Amount Available for                       1649.91         1,263.95
 Appropriation
 
 Appropriation:
 
 Utilized for bonus shares issued 
 during the year                                  _                _
   
 Balance Carried to Balance Sheet           1649.91         1,263.95
 
                                            1649.91         1,263.95
 
 Review of Operations:
 
 During the year under review, the Company''s net sales are earned of Rs.
 19,567.99 million net sales as against Rs. 18432.73 million during the
 previous financial year.  showing growth of 6.16% compared to previous
 year.
 
 Your Directors are continuously looking for avenues for future growth
 of the Company.
 
 Background of C. Mahendra Group
 
 C. Mahendra Exports Ltd, a renowned and trusted name since 1974, is one
 of the leading diamantaire and jewellery Company with a wide spread
 around the world.
 
 The pioneers of the Company, Mr. Mahendra C. Shah and Mr. Champak K.
 Mehta commenced the business in 1974.  C. Mahendra Exports was formed
 in the year 1978 to carry on the business of manufacturing and trading
 of diamonds.  It is the flagship company of our CM Group. Subsequently
 three subsidiaries were established to handle the expanded business. C.
 Mahendra Exports set up its first state of the art factory for
 manufacturing cut and polished diamonds in Surat, India in the year
 1993.
 
 Offices were opened outside India for effective and increased
 marketing. In 2003 Ciemme Jewels incorporated in 2003, in 2006, C.
 Mahendra Exports commissioned the second state of the art manufacturing
 factory at Varachha Road, Surat, India to manufacture large size
 polished diamonds, In Jan, 2007, C. Mahendra Exports converted from
 Partnership Firm into a private company and March, 2007 changed from
 Private Company to Public Limited Company i.e. C. Mahendra Exports Ltd.
 
 To C. Mahendra Exports Ltd. has employed the latest and most advanced
 technologies for manufacturing of cut and polished diamonds with
 ultimate brilliance diamonds. CM Group has a highly skilled pool
 of human resources.
 
 C. Mahendra Exports Ltd. has its Registered and Sales Office in Mumbai
 from where all the marketing, assorting, administration and finance
 operations are controlled.  The entire operation for manufacturing is
 controlled and managed from the Surat office. CM Group is firmly
 established across major diamonds and jewellery centers globally in 5
 countries namely.
 
 - China - Hong Kong
 
 - India - Mumbai, Delhi
 
 - UAE - Dubai
 
 - Belgium - Antwerpen
 
 - U.S.A-New York
 
 C. Mahendra Exports Ltd. enjoys an envious position in the diamond
 industry of being one of the top exporters with an unblemished client
 record. C. Mahendra Exports Ltd. has its presence in the diamond
 studded jewellery business.  Our branded jewellery is retailed under
 the brand name Ciemme across the world.
 
 C Mahendra BVBA, the Antwerp based entity of the C Mahendra Group is a
 member of the Responsible Jewellery Council (RJC).The management of C
 Mahendra B.V.B.A., as a member of the Responsible Jewellery Council
 (RJC) is committed to complying with the Code of Practices of RJC.
 
 Principal Activities
 
 Diamond Manufacturing Facilities -
 
 The Company set up its first factory for diamond production at Udhana,
 in 1993. The Company Established second diamond cutting and polishing
 factory in Varachha in 2006 (100% EOU)
 
 Green Energy Division (Wind Energy) -
 
 The Company started the activities related to its Green Energy
 Division, by setting up Wind farm businesses at Sangli, Maharashtra in
 2006 and Kutch, Gujarat in 2007.
 
 The company has invested Rs.68 Crores in the Green Energy in the state of
 Maharashtra and Gujarat. In the year 2005-06, the Company has installed
 eight Wind Turbine Generators (WTGs) each of 1.25 MW, total having 10
 MW in the state of Maharashtra for sale of energy to MSEDCL. Further,
 in the year 2007-08, company has installed two Wind Turbine Generators
 (WTGs) each of 1.50 MW, total having 3.00 MW in the state of Gujarat
 for the captive consumption (Wheeling) for its units at, Udhana &
 Varachha in Surat.
 
 The company has total revenue from sale of electricity generated from
 windmills During the year 2011-12 is Rs. 8,74,36,925/- Subsidiary
 Companies
 
 As required under Section 212 of the Companies Act, 1956, the Audited
 Statements of Accounts of subsidiary companies:
 
 1) C. Mahendra International Limited
 
 2) C. Mahendra BVBA, Antwerp (Belgium)
 
 3) C. Mahendra DMCC Dubai United Arab Emirates.
 
 Auditors'' Reports thereon for the year ended March 31, 2012 are
 annexed.
 
 Consolidated Financial Statements
 
 In accordance with the Accounting Standard 21, issued by The Institute
 of Chartered Accountants of India, your Directors have pleasure in
 attaching the Consolidated Financial Statements for the year ended
 March 31, 2012.
 
 Finance
 
 The Company is availing Working Capital requirements from the
 Consortium of 13 Bankers and has obtained adequate finance during the
 year under review. The debt is secured by immovable properties, current
 assets and others.
 
 Directors
 
 There was no change during the F. Y. 2011-12 , Thereafter Mr. Shailesh
 S. Vaidya, Independent Director has resigned w.e.f. 26th July, 2012.and
 Mr. Prabodh Nagardas Shah has been appointed as an Independent Director
 in the Board of directors w.e.f. 14th August, 2012.
 
 Insurance
 
 The Properties and Assets of the Company are adequately insured.
 
 Particulars of Employees
 
 The Company has no employees of the specified categories under section
 217 (2A) of the Companies Act, 1956 read with Companies (particulars of
 employees) rules, 1975 as amended up to date.
 
 Conservation of Energy, Technology Absorption and Foreign Exchange
 Earnings and Outgo
 
 Information under Section 217(1)(e) of the Companies Act, 1956 read with
 the Companies (Disclosure of Particulars in the Report of Board of
 Directors) Rules, 1988 are given in Annexure I to this report.
 
 Directors'' Responsibility Statement
 
 Pursuant to the requirement under Section 217(2AA) of the Companies
 Act, 1956 Directors based on the representations received from the
 Operating Management, confirm:
 
 (i) That in the preparation of the annual accounts for the financial
 year ended 31st March, 2012 the applicable accounting standards had
 been followed.
 
 (ii) That 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 and loss of the company for the year.
 
 (iii) That 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 and other
 irregularities.
 
 (iv) That the directors had prepared the annual accounts for the
 financial year ended 31st March, 2012 on a going concern basis.
 
 Disclosures under Section 217(1)(d) of the Companies Act, 1956 Except
 as disclosed elsewhere in this report, there have been no material
 changes and commitments which can affect the financial position of the
 Company occurred between the end of the financial year of the Company
 and date of this report.
 
 Transfer to Reserves in terms of Section 217 (1)(b) of the Companies
 Act, 1956
 
 For the financial year ended 31st March, 2012 the Company had transfer
 Rupees 39,34,90,906 to Reserves.
 
 Statutory Auditors
 
 The Board of directors of the Company considered the eligibility letter
 dated 31.08.2012 received from M/s R. H. Modi & Co., Chartered
 Accountants thereafter, proposed and recommended to appoint M/s R. H.
 Modi & Co., Chartered Accountants, (Firm Reg. No. 106486W), Room No.
 11, Singh House, 23, Ambalal Doshi Marg, 2nd Floor, Fountain, Mumbai -
 400 023, a new Statutory Auditors of the Company for the F. Y. 2012-13
 at the ensuing Annual General Meeting of the Company in place of
 existing Statutory Auditors M/s Suresh Surana & Associates, Chartered
 Accountants, 310, Ahura Centre, 82, Mahakali Caves Road, Andheri
 (East), Mumbai - 400 093, who expressed its unwillingness to continue
 and resigned as the Statutory Auditors of the Company w. e.  f.  30th
 August, 2012.
 
 Acknowledgement
 
 Your directors would like to place on record their deep sense of
 gratitude to the Shareholders, Banks, Financial Institutions, valued
 customers and business associates, and various other
 government/semi-government agencies for all the guidance, co-operation,
 support and encouragement extended by them to the company.
 
 Your directors would also like to take this opportunity to gratefully
 appreciate the hard work and dedicated efforts put in by the employees
 and look forward to their continued contribution in future endeavors of
 the company.
 
                            For and On behalf of the Board of Directors
 
                                                                   sd/-
 
                                                     (Mahendra C. Shah) 
 
                                                              Chairman
 
 Date: 01.09.2012 
 
 Place: Mumbai