The Directors are pleased to present the 38th Annual Report of the
 Company together with the Audited Accounts for the year ended on 30th
 September 2010.
 
 Performance of the Company
 
 Financial Results                                  (Rupees in Lacs) 
 
 Particulars                                  2009-2010   2008-2009
 
 Sales (Net of Returns)                         4269.64     6595.80 
 
 Profit (Loss) before Depreciation
 
 Interest and Tax                               (343.37)     256.83
 
 Interest and Finance Charge                     220.24       97.73
 
 Less : Provision for Depreciation               298.39      300.44
 
 Profit (Loss) Before Tax                       (862.00)    (141.34)
 
 Fringe Benefit Tax                                0.00       (2.13)
 
 Profit (Loss) After Tax                        (862.00)    (143.47)
 
 Profit/(Loss) B/F from earlier years          (5430.62)   (5287.15)
 
 (Loss) carried to Balance Sheet               (6292.62)   (5430.62)
 
 Management Discussions & Analysis Operations
 
 The overall total sales turnover of your company for the period under
 review stood at Rs 4269.64 Lacs as compared to previous year Rs 6595.80
 Lacs, recording a decline in turnover by 35.26 %. The pro- duction of
 sugar stood at 1.78 Lac quintals in 2009-10 as against 1.73 lac
 quintals in last year . The company crushed 20.72 Lac Quintals of Sugar
 Cane during the year as against 19.34 lac quintals in previous year.
 
 Operational Performance 
 
 Particulars                                    Sugar       Season
                                              2009-2010    2008-2009
 
 Commencement of the crushing season         05.12.2009   21.11.2008
 
 Closing of Crushing Season                  10.03.2010   12.02.2009
 
 Cane Crushed (Lac Qntls.)                        20.72        19.34
 
 Recovery (percent)                                8.54         8.66
 
 Sugar Production (Lac Qntsl.)                     1.78         1.73
 
 The Company continues to suffer on account of inadequate availability
 of sugarcane.
 
 Dividend
 
 In view of the loss incurred during the current year and brought
 forward losses, your directors do not recommend any dividend for the
 current year.
 
 Rehabilitation Scheme
 
 The Company is a sick industrial company within the meaning of section
 3 (1) (o) of the Sick Industrial Companies (Special Provisions) Act,
 1985.
 
 Hon''ble Board for Industrial and Financial Reconstruction (BIFR) had
 approved Rehabilitation Scheme vide their order dated 1st February,
 2008 effective from 08.01.2008.
 
 The Company has no outstanding term loans from banks/FIs. However, the
 reliefs and concession as envisaged under the scheme, inter alia, from
 State Government of U.P. and Uttaranchal are not being implemented in
 totality by the respective State Governments. The company hope that the
 same are allowed by the respective State Governments in terms of
 direction by Hon''ble BIFR.
 
 Finance
 
 The cash flow remained under pressure because of cash losses
 continuously incurred by the Company through out the year and
 inadequate working capital availability. Sugar sale realization also
 started declining from February 10 onwards and went down to even cost
 of production.
 
 Your directors are hope full that the Company will certainly come out
 of the present phase and shall be able to make positive net worth in
 the next coming years.
 
 The Company has not accepted any deposit from the public.  Industry
 Outlook
 
 Sugar Industry is highly regulated industry in India. Government of
 India initiated reform process to decontrol the industry. The Decontrol
 of Sugar Industry is serious discussion now.
 
 During the year, Imports of White/Raw sugar was allowed by the
 Government at zero import duty and without any export obligation.
 
 During the year sugar production has been estimated at 19.00 million
 tones against 14.5 million tones in 2008-09 by Indian Sugar Mills
 Association. Country is expect to have closing stock of 6 million tones
 against opening stock of 4.4 million tones.
 
 Sugar Price took a sharp correction after achieving peak in early part
 of year. The sugar prices went down to cost of production.
 
 During the year, pricing of sugar cane continues to be vexatious issue.
 Despite the moderate increase in the SAP for the year 2009-10, cane
 cost per MT of Sugar in the State is higher than the current
 realization in the domestic market.
 
 There has been a drastic increase in the state advised price of sugar
 cane during the year under report as compared to previous year. The
 State Government announced SAP at Rs 197.00 per quintal for early
 variety and Rs 192.00 for general verity as against Rs. 148.00 for
 early variety and Rs 143 for general verity of cane during the year
 2008-09.  Though the sugar selling process were also increased during
 early part of the year and there after the free sugar prices went down
 the cost of production of sugar, resulting in loss to the company.
 
 Future prospects of sugar industry looks reasonably good next year.
 ISMA has projected sugar production of 23 million tones. However, the
 raw material cost is expected to be low as compared to this year
 resulting in positive margin from sugar operations
 
 Internal Control System and their Adequacy
 
 The company has proper and effective internal control system
 commensurate with size and scale of business to ensure that all
 controls, procedures and policies of are adhered to.
 
 Risks and Concerns
 
 1.  The Sugar industry is cyclical industry and its'' performance is
 subject to climatic conditions like timely rainfall. The industry has
 been affected by drought and irregular rain on various occasions
 
 2.  The Central Government/State Government fixes the raw material cost
 of cane without referring it to prevailing sugar prices.
 
 3.  The sugar industry has to supply 10% of its production to Central
 Government as levy Quota at the predetermined prices.
 
 4.  Central Government may allow import of white/raw sugar of
 concessional rates of import duties, which will affect the sugar
 realization in domestic market.
 
 Directors
 
 Sri Sharad Sharma was appointed as additional Director by the Board of
 Directors the Company in its meeting held on 29.11.2010.
 
 Sri Sharma has the extensive experience in corporate affairs and
 holding director ship in various companies.
 
 In accordance with the provisions of the Companies Act, 1956 and
 Articles and Association of the Company Sri Om Narayan, Sri Amit
 Khandelwal and Sri Rajeev Kumar Agrawal retires by rotation at ensuing
 Annual General Meeting of the Company and are eligible offer themselves
 for reappointment.
 
 Brief resumes of the directors being reappointed at the ensuing AGM is
 given in terms of clause 49 of the listing agreement.
 
 Name Sri Om Narayan
 
 Date of Appointment 22.09.1989
 
 Nature of expertise in specific areas Extensive experience in corporate
 bodies
 
 Qualification IIT Graduate, Chemical Engineer
 
 List of other Directorships held excluding alternate Directorship and
 Private Companies
 
 1.  Dhampur Sugar Distillery P. Ltd.
 
 2.  Golden Sun Pvt. Ltd.
 
 Chairman/Member of the Committee of the Board of Directors of the
 Company
 
 Member :
 
 1.  Share Transfer Committee
 
 2.  Remuneration Committee
 
 Chairman/Member of the Committee of the Board of Directors of other
 companies in which he is a director
 
 None
 
 Name Sri Amit Khandelwal
 
 Date of Appointment 16.05.2007
 
 Nature of expertise in specific areas
 
 Qualification MBA
 
 List of other Directorships held excluding alternate Directorship and
 Private Companies
 
 Chairman/Member of the Committee of the Board of Directors of the
 Company
 
 Member :
 
 1.  Audit Committee
 
 Chairman/Member of the Committee of the Board of Directors of other
 Companies in which he is a director.
 
 None
 
 Name Sri Rajeev Kumar Agrawal
 
 Date of Appointment 07.07.2008
 
 Nature of expertise in specific areas
 
 Experience in managing Sugar Mills for more than one decade
 
 Qualification Post Graduate
 
 List of other Directorships held excluding alternate Directorship and
 Private Companies
 
 None
 
 Chairman/Member of the Committee of the Board of Directors of the
 Company
 
 None
 
 Chairman/Member of the Committee of the Board of Directors of other
 companies in which he is a director
 
 None
 
 Statutory Information
 
 The Particulars of Employees'' remuneration under section 217(2A) of the
 Companies Act. 1956
 
 The Company''s does not have any employee drawing remuneration
 warranting disclosure under Companies (Particulars of Employees) Rules,
 1975.
 
 The information as required under section 217(1) (e) of the Companies
 Act. 1956 read with the Companies (Disclosure of Particulars in the
 report of the Board of Directors) Rules, 1988 is given in the annexure
 forming part of this report.
 
 Listing of Equity Shares
 
 The Company''s securities are listed at the Stock Exchange, Mumbai
 (BSE), The Delhi Stock Exchange Association Ltd., Delhi and the U.P.
 Stock Exchange Association Ltd. Kanpur.
 
 Report on Corporate Governance
 
 A separate report on corporate governance pursuant to clause 49 of
 listing agreement with Stock Exchange is separately given as part of
 Board Report.
 
 Directors Responsibility Statement
 
 Pursuant to the Provisions of Section 217(2AA) of the Companies Act,
 1956 (here in after referred as Act) your directors based on the
 represen- tation from the operating management confirm that
 
 (i) In preparation of the Annual Accounts the applicable Accounting
 Standards have been followed along with proper explanation relating to
 material departure.
 
 (ii) They have in selection of the accounting policies consulted the
 Statutory Auditors and applied them consistently and made judgments and
 estimates that are reasonable and prudent so far as to give true and
 fair view of the state of affairs of the Company at the end of
 Financial Year and of the loss of the company for the period.
 
 (iii) They have taken proper and sufficient care to the best of their
 knowledge and ability for the maintenance of adequate accounting
 records in accordance with the provisions of the Act for safeguarding
 the assets of the Company and for preventing and detecting fraud and
 other irregularities.
 
 (iv) They have prepared the Annual Accounts on a ''going concern basis''.
 
 The required information in accordance with section 217(1)(e) of the
 Companies Act, 1956 read with Companies (Disclosure of particulars in
 respect of Board of Directors) Rules 1988 is given in the annexure.
 
 Personnel
 
 Your directors sincerely appreciates the cordial and harmonious
 relations with the staff , workers and other employees through out the
 year.
 
 Audit Committee
 
 The Audit Committee of the Board of Directors as required U/S 292A of
 the Companies Act, 1956 consisting of the following Non-Executive and
 Independent Directors
 
 - Dr. S.L. Keswani
 
 - Shri Harish Saluja (Chairman)
 
 - Shri Amit Khandelwal
 
 Auditors
 
 M/s Mittal Gupta & Company, Chartered Accountants, the Statutory
 Auditors of the company will retire at the forth coming Annual General
 Meeting and being eligible offers themselves for reappointment.
 
 Appreciation
 
 We take this opportunity to place on record our appreciation for the
 continued co-operation and help extended to us by the various Financial
 Institutions and Banks. The Board also appreciates the commitments and
 valuable contribution of all the employees in ensuring the smooth
 operation of the company.
 
                           For and on behalf of the Board of Directors
 
                             R.K. Agrawal            Om Narayan
 
                          Whole Time Director         Director
 
 Place : New Delhi 
 
 Dated : 29.11.2010