To the Members,
 
 The Directors take pleasure in presenting their Report together with
 the audited Accounts for the period ended 30th September 2012 (18
 Months i.e from 1st April 2011 to 30th September 2012).
 
 Financial Results                                       (Rs. in lacs)
 
 Particulars                         2011-12                    2010-11
                               (For the year        (For the year ended
                           period 30.09.2012)                31.03.2011)
                                  (18 months)                (12 months)
 
 Total Income                      100681.25                   59402.42
 
 Operating Profit 
 before Interest 
 and Depreciation                    7623.43                    4319.78
 
 Less Interest                       2658.72                    1477.70
 
 Depreciation                        1025.21                     626.26
 
 Add: Extraordinary 
 income                                  -                       580.70
 
 Profit before Tax                   3939.50                    2796.52
 
 Provision for Taxation              1793.65                     713.51
 
 Provision for 
 Deferred Tax                        -134.26                     -37.22
 
 Profit /(Loss) 
 After Tax                           2280.11                    2120.23
 
 Profit brought 
 forward                             4302.79                    3502.89
 
 Transfer of profit 
 to General Reserve                      -                       212.02
 
 Proposed Dividend                    190.09                     950.44
 
 Dividend tax on 
 proposed dividend                     30.84                     157.87
 
 Profit carried forward              6361.97                    4302.79
 
 DIVIDEND
 
 Due to increased cost of operations and lower volume of Premium Brands
 procured by Tasmac, the profit, on annualized basis is lower and there
 is need to conserve the cash flow and hence the Board of Directors have
 accordingly recommended a dividend of Re.1/- per share for the period
 ended 30.09.2012 (18 months).
 
 FINANCIAL PERFORMANCE
 
 Your Company achieved a total income of Rs.1006.81 crores and net
 profit after tax of Rs.22.80 crores during the period of 18 months as
 against the total income of Rs.594.02 crores and net profit after tax
 of Rs.21.20 crores during the year ended 31st March 2011 for 12 months.
 The revenue from the Power Division was Rs.52.12 crores with a net
 profit of Rs.0.27 crores during the period as against the revenue of
 Rs.34.30 crores and net profit of Rs.1.77 crores during the year ended
 31st March 2011. The performance in power division has come down due to
 increased cost of raw materials which has resulted in lower
 realizations. However your company, since February 2012, has become
 eligible for REC and the same is expected to bring substantial revenue
 to the Power Division.
 
 REVIEW OF OPERATIONS
 
 The two factories at Mevaloorkuppam and Palakkad produced 8332516 cases
 during the period ended 30th September 2012 (18 months) as against the
 production of 4873075 cases during the year ended 31st March 2011. The
 sales was 8354524 cases during the period ended 30th September 2012 (18
 months) as against 4859165 cases during the year ended 31st March 2011.
 
 Inspite of stiff competition from new entrants in the Tamilnadu IMFL
 market, your Company has been able to maintain its market share.
 However the off take by Tasmac of profitable brands are lower which has
 affected the Profitability .
 
 FUTURE OUTLOOK
 
 The 60 KLPD grain based Distillery at Sanga Reddy, Medak District,
 Andhra Pradesh has been commissioned and is expected to reach full
 production by March 2013.
 
 DIRECTORS
 
 Mr.T.S.Raghavan and Mr. M.P.Mehrotra, Directors retire by rotation at
 the ensuing Annual General Meeting and being eligible have offered
 themselves for reappointment.
 
 Ms. Nisha Purushothaman, Joint Managing Director has been reappointed
 by the company for a period of 5 years effective from 1st January 2012.
 Further during the year she has been appointed as Vice Chairperson of
 the company by the Board of Directors.
 
 SUBSIDIARIES
 
 The consolidated accounts of the Company includes the accounts of
 subsidiaries M/s.EDL Properties Ltd and M/s.Appollo Distilleries Pvt
 Ltd. The said accounts of the subsidiaries can be made available to the
 members upon request.
 
 With reference to the qualification remarks made by the Auditors in
 their Audit Report on consolidated financial statements, Your Board
 would like to state that the consolidated accounts of the company does
 not include the accounts of the other subsidiary M/s.Empee Sugars and
 Chemicals Limited and its fellow subsidiary M/ s.Empee Power Company
 (India) Limited as those two companies have sought for extension of
 their financial years, and therefore the audited figures of these two
 companies as on 30th September 2012 were not available for
 consolidation.
 
 AUDITORS
 
 M/s.K.S. AIYAR & Co., Chartered Accountants, the Auditors of the
 company have submitted their resignation to act as Auditors of the
 company from the financial year 2012-13 in view of their professional
 pre-occupations.
 
 A notice has been received from a member proposing M/s.D.Sampathkumar &
 Co., Chartered Accountants be appointed as Auditors of the Company for
 the year 2012-13. The Company has received a certificate from them to
 the effect that their appointment if made would be in accordance with
 Section 224(1B) of the Companies Act, 1956. The Board recommends their
 appointment.
 
 FIXED DEPOSITS
 
 The Company has no public deposits.
 
 COMPANY SECRETARY
 
 Mr.R.Anand resigned as the Company Secretary during the year. The
 company has appointed a new Company Secretary who is expected to join
 shortly.
 
 REPORT OF EMPLOYEES UNDER SECTION 217(2A)
 
 There are no employees falling within the provision of Section 217(2A)
 of the Companies Act, 1956 read with companies (Particulars of
 Employees) Rules 1975.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 OUTGO
 
 Information regarding conservation of Energy, Technology absorption and
 Foreign Exchange earnings and outgo in accordance with the provisions
 of Section 217(1) (e) of the Companies Act, 1956 read with Companies
 (Disclosure of particulars in the Report of Directors) Rules 1988 is
 given as annexure 1 to this Report.
 
 STATUS ON AMALGAMATION
 
 The Scheme of amalgamation has been approved by the shareholders of the
 company with the requisite majority and the Petition has been filed
 with the Madras High Court.
 
 CORPORATE GOVERNANCE REPORT
 
 A Report in line with the requirement of clause 49 of the Listing
 Agreement on the Corporate Governance practices followed by the Company
 and the Certificate from the Statutory Auditors on Compliance of
 mandatory requirements along with Management Discussion and Analysis,
 are given as Annexure 2 to this report.
 
 INDUSTRIAL RELATIONS
 
 The Industrial relations continued to remain congenial during the year.
 
 QUALIFICATIONS IN AUDITORS REPORT: Standalone :
 
 The qualification made by the Auditors at point no.3 of the Auditors
 Report is self explanatory. Further the investment will get knocked off
 once the scheme of amalgamation is implemented on approval by the
 respective High Courts.
 
 As regards the qualifications made by the Auditors vide point no.2 in
 audit report read with the Annexure to the Auditor Report (CARO) at
 point (vii) though the company is having an outside Internal auditor
 the company has taken steps to strengthening the internal audit system
 In the light of the suggestions made by the statutory auditor. As
 against point referred at (ix)(b) the company is making efforts to
 remit the dividend distribution tax of Rs.1.57 crores at the earliest.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 The Directors make the following statement in terms of Section 217(2AA)
 of the Companies Act, 1956 with respect to Directors'' responsibility.
 
 We confirm
 
 1.  That in the preparation of the accounts for the period ended 30th
 September 2012, the applicable accounting standards have been followed.
 
 2.  That such Accounting Policies have been selected and applied
 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 at 30th September 2012 and of the profit of the Company
 for the year ended on that date.
 
 3.  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.
 
 4.  That the annual accounts for the period ended 30th September, 2012
 have been prepared on a going concern basis.
 
 ACKNOWLEDGEMENT
 
 Your Directors also wish to express their gratitude for the continuous
 assistance and support extended by the Banks, Financial Institutions,
 Customers and Government authorities and also to the shareholders for
 their forbearance and their confidence in the management. Further, your
 Directors also place on record their deep sense of appreciation for the
 contributions made by employees at all levels to the growth and success
 of the company
 
 
                                                  By Order of the Board 
 
                                         For Empee Distilleries Limited
 
 Place : Chennai 
 
 Date : 3.12.2012
 
                                                      M.P.Purushothaman
 
                                                               Chairman