The Members of
 
 M/s. Country Club (India) Limited
 
 The Directors have pleasure in presenting the 20h Annual Report of the
 Company together with audited Annual Accounts for the year ended 31st
 March, 2011.
 
 Financial results
 
                                                          (Rs in Lakhs)
 
 Particulars         Consolidated (Mar'' 11)      Standalone (Mar'' 11)
 
                 Current Year  Previous year  Current Year  Previous year
 
 Total Income       32,414.35       30,850.7     21,699.60      21,243.77
 
 Operating 
 profit before 
 interest, 
 depreciation 
 and tax              9698.66        7877.26      5,352.47       4,644.70
 
 Interest and 
 financial 
 charges             2,109.93       1,065.00      1,942.11         925.05
 
 Depreciation        2,890.95       2,251.18      1,842.68       1,327.11
 
 Profit before 
 taxation            5,280.77       5,134.37      2,135.86       2,921.69
 
 Provisions 
 for taxation        1,075.45       1,166.29      1,019.79       1,125.96
 
 Profit after 
 taxation            4,205.32       3,968.08      1,116.08       1,795.74
 
 Transfer to 
 General 
 Reserves                 Nil            Nil           Nil            Nil
 
 Provision 
 for dividend           89.46          77.47         89.46          77.47
 
 Provision for 
 dividend tax           14.51          12.87         14.51          12.87
 
 Surplus 
 carried to 
 Balance Sheet      23,114.02      19,009.35     12,515.60      11,503.50
 
 Results of operations
 
 During the year under review, the turnover of the Company was Rs324.14
 Crores as compared to Rs308.51 Crores for the previous year. The Company
 is constantly striving to improve its membership, and hopes to achieve
 better results in the forthcoming year.
 
 Outlook
 
 The Company''s motto is to offer best service of the best quality at the
 best price to its members. With this
 in view the Company is constantly trying to improve its properties,
 increasing the opportunities for its members to get the value for their
 money.
 
 The Company''s Dubai office has been positioned to serve as the
 strategic base for global expansion. In the coming years, the Company
 will expand its brand''s footprint across Middle East and Africa. The
 Company aims to increase memberships by four fold to one million from
 about 2,50,000 members at present.
 
 In the pipeline the Company has plans to establish offices in Doha,
 Bahrain, Saudi Arabia (Riyadh and Jeddah) and Kuwait in the middle east
 region. Kenya and South Africa are also on the expansion radar with the
 Company looking to set up base in Nairobi and Johannesburg in the near
 future. The Company is also looking at Malayasia and Singapore to
 expand its clubbing and Hospitality business.
 
 Dividend and transfer to Reserves
 
 Your Directors are pleased to recommend a dividend of 5% on the equity
 share capital of Rs17,89,29,470 resulting in a cash outflow of 0.89
 crores (excluding dividend tax). Dividend on Equity Share Capital for
 the year ended 31st March, 2011, which if approved by members at the
 forthcoming Annual General Meeting, will be paid out of current year
 profits within 30 days of declaration.
 
 Un-Paid/Un-claimed Dividend Amount
 
 Following amounts are lying in the Un-paid / un-claimed Dividend
 Account of the Company:
 
 Financial Year                               Amount in Rs
 
 2009 – 2010                                  2,53,212
 
 2008 – 2009                                  7,67,240
 
 2007 – 2008                                  5,45,280
 
 2006 – 2007                                  7,14,400
 
 Share Capital
 
 The paid-up Share Capital of your Company stands at Rs17,89,29,470
 (Rupees seventeen crores eighty nine lakhs twenty nine thousand four
 hundred and seventy only) as on 31st March, 2011.
 
 During the year, the company has allotted 43,45,999
 
 Equity Shares at Rs16.26 per Equity Share(which includes a premium of
 Rs14.26 per equity share) to Mr.  Y. Rajeev Reddy, promoter of the
 Company, upon the conversion of 31,04,285 Share Warrants on 7th January
 2011. These shares have been listed on Bombay Stock Exchange Limited
 and the Company is in the process of making an application to Madras
 Stock Exchange Limited for listing these shares.
 
 Management Discussion and Analysis
 
 Pursuant to Clause 49 of the Listing Agreement, a report on the
 management discussion and analysis is enclosed herewith.
 
 CONSERVATION OF ENERGY, TECHNICAL ABSORPTION AND FOREIGN EXCHANGE
 EARNINGS AND OUTGO: Additional information as required U/S 217(1) (e)
 of the Companies Act, 1956:
 
 (a) Conservation of energy
 
 The Company is continuously monitoring the consumption of energy and
 implements wherever necessary, the required measures for conserving it
 
 (b) (i) Technology absorption, adaptation and innovation No technology
 – indigenous or foreign – is involved.  (ii) Research and development
 (R&D) No research and development was carried out.
 
 Directors:
 
 In accordance with the provisions of the Companies Act, 1956 and the
 Articles of Association of the Company, Smt. Manjula Reddy and Shri D.
 V.  Krishnam Raju, Directors of the Company, retire by rotation at the
 20th Annual General Meeting and being eligible, offer themselves for
 re-appointment.  Brief resume of the Directors proposed to be re-
 appointed stating the nature of their expertise in specific functional
 areas, their shareholding along with other relevant details are given
 at the end of the Notice of the Annual General Meeting. The Board
 commends their reappointment by the members at the ensuing 20th Annual
 General Meeting.
 
 None of the Directors of the Company are disqualified from being
 appointed as Directors as specified in Section 274(1) (g) of the
 Companies Act, 1956, as amended.
 
 Directors'' Responsibility Statement:
 
 The Directors of the Company hereby state:
 
 i) That in the preparation of the Annual Accounts for the year ended
 31st March 2011, the applicable accounting standards have been followed
 and there are no material departures.
 
 ii) That they have selected appropriate 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 as on 31st March 2011 and of the Profit of the Company
 for the financial year ended 31st March 2011.
 
 iii) That they have 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 they have prepared the annual accounts for the financial year
 ended 31st March 2011 on a going concern basis.
 
 Auditors:
 
 M/s. P. Murali & Co., Chartered Accountants, will retire by rotation as
 Auditors of the Company at the ensuing Annual General Meeting and being
 eligible, offered themselves for re-appointment. M/s. P. Murali & Co.
 has furnished a certificate of their eligibility under Section 224 (1B)
 of the Companies Act, 1956.  Board of Directors recommends their
 re-appointment.
 
 Statement pursuant to the Listing Agreement:
 
 The Company''s equity shares are listed on the Bombay Stock Exchange
 Limited (BSE) and Madras Stock Exchange Limited and the Company has
 paid the annual listing fees up to 2011-12.
 
 Corporate Governance:
 
 As required by Clause 49 of the Listing Agreements, a separate Section
 containing the Report on Corporate
 
 Governance together with the Certificate on the compliance with the
 conditions of corporate governance issued by the Auditors of the
 Company is appended hereto and they form part of this Annual Report.
 
 Subsidiary Companies:
 
 The Company has eighteen subsidiary outfits as on 31st March, 2011:
 
 Domestic Subsidiaries:
 
 1.  Aquarian Realtors Private Limited
 
 2.  Bush Betta Holiday Ownership Wildlife Adventure Resort Private
 Limited
 
 3.  Bright Resorts Private Limited
 
 4.  Chanakyapuri Resorts Private Limited
 
 5.  Club Arzee Limited
 
 6.  International Country Holidays Private Limited
 
 7.  Jade Resorts Private Limited
 
 8.  JJ Arts & Entertainments Private Limited
 
 9.  Kolet Resort Club Private Limited
 
 10.  Maruti Waterpark and Entertainments Private Limited
 
 11.  Country Vacations International Limited, India
 
 12.  Swami Vivekanand Training and Education Centre Private Limited
 
 13.  Swimwel Investment and Trading Private Limited International
 Subsidiaries:
 
 14.  Country Club Babylon Resort Private Limited, Sri Lanka
 
 15.  Country Vacations International Limited, Dubai
 
 16.  Country Vacations International LLC, Dubai*
 
 17.  Country Vacations International LLC, Oman*
 
 18.  Country Vacations International LLC, Abudhabi*
 
 * Has become subsidiary of the Company under Section 4(1) (c) of the
 Companies Act, 1956.
 
 New Ventures:
 
 Your Company has added two more feathers in its cap, during the
 financial year under review and details are:
 
 I.  Acquired Club Arzee, an existing Recreation Club at Surat owned
 by M/s. Club Arzee Limited by way of acquisition of 100% shareholding.
 
 II.  Set up an overseas entity at Abu Dhabi i.e.  Country Vacations
 International LLC-AbuDhabi to cater to the needs of the members in Abu
 Dhabi and is a subsidiary of Country Vacations International Limited –
 Dubai, UAE.
 
 The Ministry of Corporate Affairs (MCA) has through its General
 Circular No. 2/2011 dated 08th February 2011, has granted general
 exemption to all the
 
 Companies from the requirement to attach various documents in respect
 of subsidiary Companies, as set out in sub-section (1) of Section 212
 of the Companies Act 1956. Accordingly Balance sheet, Profit and Loss
 Account and other documents of the subsidiary Companies are not being
 attached with the balance sheet of the Company.
 
 Further your Company hereby undertakes that annual accounts of the
 subsidiary companies and the related detailed information shall be made
 available to shareholders of the Company and subsidiary companies
 seeking such information at any point of time. The annual accounts of
 the subsidiary companies shall also be kept for inspection by any
 shareholder at the Registered Office of the company and of the
 subsidiary companies concerned. The company shall furnish a hard copy
 of details of accounts of subsidiaries to any shareholder on demand.
 
 Personnel:
 
 The relationship between the management and the staff was very cordial
 throughout the year under review. Your Directors take this opportunity
 to record their appreciation for the cooperation and loyal services
 rendered by the employees.
 
 Deposits:
 
 The Company has not accepted any deposits falling under Section 58A of
 the Companies Act, 1956, during the year under review.
 
 Acknowledgments:
 
 Your Directors wish to place on record their appreciation for the
 support extended by government authorities, bankers, customers and
 shareholders of the Company.
 
 Your Directors also wish to place on record their appreciation for the
 sincere services rendered by the employees of your Company during the
 year. Their dedication, teamwork and efficiency have been commendable.
 
                                        For and on behalf of the Board
 
                                      For Country Club (India) Limited
 
 Place: Hyderabad            Y. Rajeev Reddy        Y. Siddharth Reddy
 
 Date: 01/09/2011   Chairman & Managing Director    Vice-Chairman, 
                                                    JMD & CEO