Dear Stakeholders,
 
 The Directors are pleased to present the 18th Annual Report on the
 affairs of the Company along with the Audited statement of Accounts for
 the year ended 31st March, 2011.  The Report also includes the
 Management Discussion and Analysis in accordance with the provisions of
 the Clause 49 of the Listing Agreement.
 
 Financial Highlights
 
                                                      (Rs. in lacs)
 
 Sr.  Particulars                          31st March,    31st March,
 
 No.                                             2011           2010
 
 1.  Sales and Operating
 
 Income                                   4,53,404.75    2,81,628.40
 
 2 Other Income                                473.51         408.80
 
 3.  Total Revenue                        4,53,878.27    2,82,037.21
 
 4 Profit before Interest, 
 Depreciation, Exceptional
 items and Taxes (EBIDTA)                   16,612.60      12,023.53
 
 5 Interest and Financial
 Cost(Net)                                   4,594.91       3,253.95
 
 6 Depreciation and Miscellaneous 
 Expenditure Written Off                     3,018.65       2,508.64
 
 7 Profit before Taxation (PBT)              8,999.04       6,260.94
 
 8 Tax including Deferred Tax                2,854.61       2,005.77
 
 9 Profit after Taxation (PAT)               6,144.44       4,255.18
 
 10 Short(Excess) provision of
 Taxation for Earlier years                    (53.64)        (39.82)
 
 11 Profit brought forward
 from the Previous Year                     18,610.51      15,276.92
 
 12.  Profit Available for
 Appropriation                              24,808.59      19,571.92
 
 Transfer to General Reserve                   500.00         500.00
 
 Interim Dividend                              153.81              —
 
 Proposed Dividend                             290.17         395.69
 
 Tax on Proposed Dividend                       47.07          65.72
 
 13.  Balance carried to
 Balance Sheet                              23,817.53      18,610.51
 
 Operational Performance
 
 During this year, turnover has increased to Rs. 4,53,405 lacs as
 compared to Rs. 2,81,628 lacs which has significantly increased by 61 %
 as compared to previous year. The net profit of the Company has
 increased to Rs. 6,144 lacs as compared to Rs. 4,255 lacs which has
 significantly increased by 44% as compared to previous year. Our export
 turnover has also been increased to Rs. 92,271 lacs as compared to Rs.
 42,116 lacs with record growth of 119% as compared to previous year.
 
 In 2010-11, Gokul Refoils and Solvent Ltd attained two landmarks viz.
 Its highest ever record turnover and highest net profit. This landmark
 performance is a result of better
 
 penetration in new and existing markets with new capacities; higher
 consumer demand for FMCG products due to growing affluence and higher
 disposable income in the hands of consumers linked to better quality of
 life and best in class manufacturing performance at all our plants.
 Record performance is also attributed to volume growth and better
 margin in branded products. The growth in export turnover is due to
 capture more market share of meal and castor oil well supported by
 capacity additions during the year.
 
 The year 2010-11 experienced the Indian economy battle with out of
 control, upward spiraling food prices and uncontrollable inflation.
 Indian industries fought a long drawn battle between falling profits
 and consumer benefit.  In this dismal scenario, where on one end World
 recession kept global sentiments low and on the other end domestic
 inflation impacted household spending, edible oils brought much needed
 relief to the Indian agri basket by maintaining level prices. In view
 of unstable economic environment, capacity expansion, increased
 efficiency led optimum capacity utilization and an increased share from
 branded sales helped the Company successfully tide over difficult
 times.
 
 Segment Information
 
 Hitherto the management had identified two primary business segments
 viz. Edible oil business and non-edible oil businesses. Due to changes
 in the internal reporting system and organization as structure based on
 the guiding principles given in Accounting Standard on Segment
 Reporting (AS-17) issued by the Institute of Chartered Accountant of
 India, the management reviewed and reclassified its primary business
 segments as Agro based commodities which incorporates product groups
 viz.  soyabean, palm line, cotton seed oil, sun flower oil, mustard
 seed oil, castor oil, oil cakes, de-oiled cakes, vanaspati, oil seeds,
 its bye products and other agro-commodities which have similar
 production process, similar methods of distribution and have similar
 risks and returns. Hence, the primary segment information is reported
 based on this classification from this year.
 
 Dividend
 
 The Company has paid Interim Dividend of 5% (Rs. 0.10/- per share)
 during the year. In view of the improved performance of the Company,
 the Directors are pleased to recommend a final dividend of 11% (Rs
 0.22/- per share).  Thus the aggregate dividend for the year 2010-11
 works out to 16% (Rs. 0.32/- per share) and the total payout will be
 Rs. 491.05 lacs including dividend distribution tax of Rs. 68.97 lacs.
 
 Status of New Projects and Expansion of Existing Projects
 
 During this year, we strengthened our manufacturing facilities by
 enhancing our castor seed processing capacity from 300 TPD to 1100 TPD,
 castor solvent extraction capacity from 200 TPD to 600 TPD and castor
 refining capacity from 200 TPD to 400 TPD.
 
 To meet India''s oil deficit and growing demand, the Company is making
 all efforts to run its facilities at optimum levels. Better
 efficiencies have come into the production process with the
 commencement of our ultra modern chillex plant at Sidhpur with a
 capacity of 500 TPD. The Chillex technology is the latest technology
 available across the globe and we believe, among few of the best
 state-of-the-art edible oil plants in Asia today.
 
 Gearing to meet the growing demand your Company has increased its
 production capacity from 19,14,000 MT in FY10 to 23,94,000 MT in FY11.
 
 Further, we have successfully run our new Haldia plant on optimum
 capacity utilization. This has led to enhanced access and logistics
 efficiency in markets of the North East, West Bengal, Bihar, Jharkhand,
 Orissa and Uttar Pradesh.  The refinery with 1,100 TPD capacity has
 given boost to the top line and bottom line of Company.
 
 The Company is further expanding its solvent extraction capacity at
 Sidhpur plant by 300 TPD to meet out growing export demand of Rapeseed
 meal. Further, we are increasing capacity of Castor BSS plant (Castor
 Refining) at Gandhidham by 200 TPD to capture more market share of
 castor oil.
 
 Today, with four manufacturing plants spread over strategic geographic
 locations, we are the one of the top edible oil companies in India as
 well as top castor oil companies in the world – giving us economies of
 scale, reduced input costs and ability to serve large number of
 customers.
 
 Brand Building – Gokul and Zaika
 
 It is imperative to create top of mind recall amongst your consumers
 such that the product and the brand become synonymous. Gokul Refoils''
 two flagship brands Gokul and Zaika performed exceptionally well in the
 current year. Today, Gokul is positioned as the premium brand for the
 loyal housewife while Zaika is the affordable brand and more popular in
 vanaspati. All major brands of Gokul Refoils reported robust growth for
 the year. Today, nearly 50% of the Company''s edible oil sales come from
 the branded segment and retail sales are also significantly increasing
 in the proportion.
 
 The Company has developed a two pronged strategy to address both the
 urban and rural markets. As an initiative to increase its branded sales
 proportion and visibility of products in the market, the Company has
 placed its products in Big Bazaar, Spencer, Star Bazaar & National
 Handloom and is in talks with other retail outlets like Reliance Retail
 and D-Mart.
 
 The Company is reaching out to the discerning housewife and family
 shopper through these retail chains where its products are well stocked
 and displayed in front shelves.  Regular promotions and discounts help
 in increasing new consumer trials and repeat sales.
 
 The semi urban and rural markets are under-penetrated, scattered and
 operate through mom and pop stores. Thus, distribution and reach are
 critical to ensure products reach the consumers. Deepening our retail
 penetration we increased our C&F/depots to 50 in FY11 from 41 in FY10.
 A small but a substantial step towards dedicated retails sales was
 undertaken by widening our distribution network to more than 1,000
 distributors this year from around 400 in FY10. Giving a major push to
 its retailing efforts, the Company doubled its retailers from approx
 1,00,000 in FY10 to approx 2,00,000 in FY11.
 
 Regular advertisements in print and electronic media at local and
 national level, sponsoring local events to create brand visibility,
 outdoor hoardings and radio advertisement are just some of the
 activities undertaken by the Company in a dedicated effort towards
 brand building.
 
 Website
 
 As per the Clause 54 of the Listing Agreement the Company has
 maintained a functional website www.gokulgroup.com which has all the
 details i.e. details of its business, financial information,
 shareholding pattern, compliance with Corporate Governance, contact
 information of the designated officials of the Company who are
 responsible for assisting and handling investor grievances, details of
 agreements entered into with the media companies and/or their
 associates, etc.
 
 The contents of the said website are updated on regular basis.
 
 Fixed Deposits
 
 The Company has not accepted any Fixed Deposits from the public and it
 is therefore not required to comply with the requirement under
 Non-Banking Non-Financial Companies (Reserve Bank) Directions, 1966 and
 Companies (Acceptance of Deposits) Rules, 1975.
 
 Subsidiary Companies
 
 Your Company has three wholly owned subsidiary companies namely Maurigo
 International Ltd, Mauritius, Maurigo Pte Ltd, Singapore and
 Professional Commodity Services Private Limited. In line with Section
 212 of the Companies Act, 1956, and as per the Circular No. 2/2011
 dated 8th February, 2011 and Circular No. 3/2011 dated 21st February,
 2011, the consent of the Board has been obtained for not attaching the
 Audited Statements of Accounts along with the Director''s Report and the
 Auditor''s report of these companies. The annual accounts of the
 subsidiary companies and the related detailed information shall be made
 available to shareholders at any point of time on their demand. The
 annual accounts of the subsidiary companies have been kept for
 inspection at the Registered office of the Company and the subsidiary
 companies.
 
 Directors
 
 In terms of Article 170 of the Articles of Association, Shri Jayant
 Parimal retire by rotation and being though eligible, because of his
 preoccupation does not offer himself for reappointment at the ensuing
 Annual General Meeting.
 
 In terms of Article 170 of the Articles of Association, Dr. Dipuba
 Devada retire by rotation and being eligible, offers herself for
 re-appointment at the ensuing Annual General Meeting.
 
 Shri Gyan Chordia was appointed as the Additional Director of the
 Company with effect from 15th June, 2011. His term of office expires at
 the ensuing Annual Feneral Meeting.
 
 Notice has been received from Member pursuant to Section 257 of
 Companies Act together with the necessary deposits of Rs. 500/-
 proposing the appointment of Shri Gyan Chordia as a regular Director to
 the Board of Directors.
 
 Shri Gyan Chordia has been appointed as the Executive Director of the
 Company subject to the approval of Members with effect from 15th June,
 2011.
 
 Shri Balvantsinh Rajput and Shri Kanubhai Thakkar have been
 re-appointed as the Managing Directors of the Company with effect from
 15th June, 2011.
 
 The brief resume of Directors having reappointed are attached to the
 notice of the ensuing Annual General Meeting.
 
 Insurance
 
 All the movable and immovable assets of the Company are adequately
 insured and are covered for all the risks.
 
 Auditors
 
 M/s. M.R. Pandhi & Associates, Chartered Accountants, Ahmedabad,
 Auditors of the Company, retire at the conclusion of the ensuing Annual
 General Meeting and are eligible for reappointment and have expressed
 their willingness to act as the Auditors of the Company, and have
 further confirmed that the said appointment would be in conformity with
 the provisions of Section 224 (1B) of the Act and that they are not
 disqualified for such reappointment within the meaning of Section 226
 of the said Act.
 
 Consolidated Financial Statements
 
 As stipulated by Clause 41 of Listing Agreement with Stock Exchanges,
 Consolidated Audited Financial Statements of the Company, its
 subsidiaries and associates, for the year ended 31st March, 2011 have
 been prepared by the Company in accordance with the requirements of
 Accounting Standard 21 Consolidated Financial Statements and other
 Accounting Standards prescribed by the Institute of Chartered
 Accountants of India. The Audited Consolidated Financial Statements
 forms the part of the Annual Report.
 
 Particulars Regarding Conservation of Energy & Technology Absorption &
 Foreign Exchange Earnings and Outgo Information in accordance with the
 provision of Section 217(1) (e) of the Companies Act, 1956 read with
 Companies (Disclosures of particulars in the Report of the Board of
 Directors) Rules,1988 regarding conservation of energy, technology
 absorption and foreign exchange earnings and outgo are given in the
 statement annexed hereto forming a part of this Report.
 
 Directors Responsibility Statement
 
 Pursuant to the requirements under Section 217(2AA) of the Companies
 Act, 1956, the Directors hereby state and confirm that:
 
 i) In the preparation of the Annual Accounts, the applicable Accounting
 Standards have been followed along with proper explanation relating to
 material departures;
 
 ii) They have selected such Accounting Policies and applied them
 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 as at 31st March, 2011 and of the profit of the Company for
 the year ended on that date.
 
 iii) They have taken proper and sufficient care for the maintenance of
 adequate accounting records in accordance with the provisions of this
 Act for safeguarding the interest of the Company and for preventing and
 detecting fraud and other irregularities;
 
 iv) They have prepared the Annual Accounts on a going concern basis.
 
 Management''s Discussion and Analysis of Financial Conditions
 
 A separate section on Management Discussion and Analysis, as stipulated
 in Clause 49 of the Listing Agreement with the Stock Exchanges forms
 the part of the Annual Report.
 
 Corporate Governance
 
 The Company has complied with the requirements of Clause 49 of the
 Listing Agreement regarding Corporate Governance as were applicable
 during the year under review to the Company.
 
 A report on Corporate Governance practices followed by the Company, the
 Auditors'' Certificate on compliance of mandatory requirements thereof
 and Management Discussion and Analysis are Annexed to this report.
 
 Corporate Social Responsibility
 
 The Company has felt the requirement that it owes to the society and
 has therefore contributed for its upliftment from time to time. The
 Company set up a social service foundation in the year 1999 with an
 effort to create social awareness, well being and upliftment of the
 people and currently executes CSR activities largely through trusts
 engaged in health care, education and community welfare services.
 Following this, two more organizations were setup to fulfill this duty
 as a human being.
 
 For encouraging education amongst underprivileged children the group
 has established an educational complex along with hostel accommodation.
 
 Healthcare is another crucial area of concern in the organization. To
 that end, the Company runs a well equipped hospital facility near its
 plant locations. All hospitals are well equipped with OPD and
 hospitalization facility. Various awareness camps, health camps like
 Children Medical Camp, Eye Camp and tournaments like inter village
 football championship are held to develop a social atmosphere.
 
 Particulars of the Employees
 
 The Ministry of Corporate Affairs by notification dated 31st March,
 2011, issued the Companies (Particular of Employees) Amendment Rules,
 2011, which amended the limits of remuneration of the employees mention
 under Companies (Particular of Employees) Rules, 1975. Accordingly, as
 per the Companies (Particular of Employees) Rules, 2011 and the
 provisions of Section 217 (2A) of the Companies Act, 1956, details of
 the names and other particulars of employees drawing remuneration
 aggregating to more than Rs. 60,00,000 (Rupees sixty lacs only) per
 annum and Rs. 5,00,000 (Rupees five lacs) per month, are required to be
 attached to this report. However, as per the provisions of Section 219
 (1) (b) (iv) of the Companies Act, 1956, the report and annual accounts
 of your Company sent to the shareholder do not contain the said
 annexure. Any shareholder desirous of obtaining a copy of the said
 annexure may write to the Company Secretary at the Registered /
 Corporate Office of the Company.
 
 Appreciation
 
 The Directors take this opportunity to express their gratitude and
 appreciation for the co-operation and assistance received from the
 Stock Exchanges, Bankers, Government and various Government Agencies as
 well as Shareholders during the year under review.
 
 The Directors also wish to place on record their appreciation for the
 devoted and dedicated service rendered by all the employees of the
 Company.
 
                                       For and on behalf of the Board
 
 Ahmedabad                                         Balvantsinh Rajput
 
 15th June, 2011                       Chairman and Managing Director