Dear Shareholders,
 
 I would like to extend a warm welcome to all of you on your company''s
 28th Annual General Meeting. I thank you sincerely for your support and
 conviction in your company. The annual report contains audited accounts
 and director''s report, which are available for you to review.
 
 Company Performance: Financial Year 2010-2011
 
 It is now the start of a global journey where your company''s approach
 to growth and strategy is about combining Innovation with scale. The
 year gone by has seen us achieve several milestones.
 
 I am happy to report some of the highlights of your company''s
 exceptionally strong operational performance during the year2010-11.
 
 The year was active and challenging for your company. In spite of
 deteriorating market conditions and overall volatile environment, your
 company has successfully moved forth with its growth initiatives,
 demonstrating its inherent strength and stability.
 
 For the benefit of our new shareholders, I wish to explain the nature
 of business of your company. Your company is in the business of Private
 Equity Investments, where the growth of top line and bottom line does
 not determine the benchmark and is not a criterion of progress. It will
 be your company''s endeavor to show-case the progress of its investments
 and in certain cases your company will provide a complete report,
 termed as ''natural parameters of investment''. In this report, your
 company will benchmark each investment on a set of fundamental and
 static criteria, which would then be measured on a yearly and quarterly
 basis.
 
 This will provide all stakeholders a clear overview of your company''s
 investment operations, as a part of the continued endeavor to provide
 information transparently. Your company will be consolidating
 subsidiary companies from this year.
 
 I would also like to mention that your company has always been and will
 be transparent which means your company will disclose the good news and
 the bad news In the same manner.
 
 Private Equity- IndiaCo India Fund (IIF) and IndiaCo Energy Efficiency
 Fund (IEEF)
 
 Your company''s subsidiary, India Capital Private Limited, has sponsored
 a private trust last year to serve as a master structure to the various
 investment schemes that will form the basis of the asset management
 business.
 
 IndiaCo India Fund Trust has been formed in India as a contributory
 umbrella trust under the Indian Trust Act, 1882 and is registered in
 India under the Indian Registration Act, 1908.
 
 IndiaCo Energy Efficiency Fund (''IEEF'' or the ''Fund'') is a seven-year,
 close-ended scheme, which may be extended for two additional periods of
 one year each, formed for the purpose of making direct equity and
 equity-linked investments and debt investments in Portfolio Companies.
 The Fund will invest in businesses and companies in India operating in
 the energy efficiency sector.
 
 IndiaCo Energy Efficiency Fund is a recipient of a fund development
 grant under Seed Capital Assistance Facility (SCAF).
 
 SCAF is a regional technical assistance programme run by Asia
 Development Bank (ADB) and United Nations Environment Programme (UNEP),
 designed to support the creation of a seed capital investment strategy,
 focused on the clean energy sector within the broader investment
 offerings of venture capital funds across Asia.
 
 Through SCAF support, IndiaCo would develop and refine the early-stage
 component of the fund strategy and provide development support to early
 stage enterprises that could potentially qualify for investment through
 the Fund.
 
 I am happy to report that your company''s subsidiary, IndiaCo Advisors
 Private Limited is the only asset manager in India to have received
 this support.
 
 IndiaCo Telecom Pvt. Ltd.
 
 IndiaCo Telecom Pvt. Limited (ITPL) is a subsidiary of IndiaCo Ventures
 Limited. IndiaCo Telecom has been formed as a special purpose vehicle
 focusing on investing in companies manufacturing telecom infrastructure
 hardware products (e.g. antennas, couplers, VoIP products and
 handsets), telecom infrastructure products and services (e.g. operation
 & maintenance and software applications, mobile content, m-commerce,
 application development and content delivery platforms).
 
 I am happy to report that we have made a partial exit of one of the
 portfolio investments (InfoDynamics (P) Limited)
 
 New Initiatives - Inency
 
 Your company has setup InEnCy, a business plan competition in India,
 launched by IndiaCo. This annual event aims at identifying potential
 relevant innovations that could lead to viable businesses with
 technological and / or scientific breakthroughs to improve or
 revolutionize Energy Efficiency. With this focus InEnCy has been able
 to create a support network of industry experts, VCs & investors
 operating in the Energy Efficiency space.
 
 The competition was sponsored by - Asian Development Bank, European
 Investment Fund, European Union, HSBC, United Nations Environment
 Program and Global Environment Facility.
 
 The Academic Bridge Program - ''Innovate with IndiaCo''
 
 This initiative under your company is to promote development and
 entrepreneurial spirit in India. The intent is to facilitate exchange
 of resources between the entrepreneurs, academic community and
 investors, for the purpose of innovation, invention and creating
 sustainable business enterprises. This program helps your company
 create an ecosystem that churns out investment opportunities for
 IndiaCo and assists your company extend its reach within investor and
 academic circles.
 
 Your company sponsored several business plan competitions and learning
 programs through this initiative.
 
 Support to Business Plan Competitions
 
 - Entrepreneurs in their graduate level MBA''s have been launching their
 companies using Thammasat Asia Moot Corp (TUAMC) as a springboard
 toward success. Your company was called by Asia Moot Corp to judge the
 final round.
 
 - Your company supported Indira Innovate - a business plan competition
 for budding entrepreneurs. Indira Business Schools provides ''Management
 education in a corporate environment''
 
 Mentoring
 
 - Indian School of Business has a five-year investment plan along with
 Goldman Sachs to provide 10,000 underserved women around the world with
 a business and management education. Your company was a part of this
 program as a mentor, interacting with the students of Indian School of
 Business about the feasibility of business plans in the real world.
 
 - Sankalp had organized their business plan competition for budding
 enterprises and your company acted as mentor and judged the
 participating companies.
 
 IndiaCo Venturesand infoDev Top 50 SMEs
 
 Your company was invited as judge to the infoDevTop 50 SMEs in
 Helsinki, Finland.
 
 infoDev received over 750 applications from 65 countries, with around
 90% coming from infoDev''s network of more than 330 business incubators,
 mobile applications labs and climate innovation centers. SMEs from 34
 countries made it into the Top 50. The final selections were extremely
 difficult given the high quality of the applications. The judging
 panel, who represented infoDev, the International Finance Corporation
 (IFC), and external investors/Venture Capitalists, nominated fifty
 firms that offer the best chance for long-term growth and
 sustainability, while also reflecting on the diversity among the
 applicants.
 
 Strategic Initiatives
 
 IndiaCo has several new partnerships this year and we continue to build
 new relationships for the current year, I am happy to report the
 following:
 
 IndiaCo a part of Grow VC''s Virtual VC Co-investment Fund
 
 Your Company is the first partner to join the fund, participate in the
 concept and this will pave the way for other VC''s to join in. The early
 stage startups space in India is an extremely exciting one and the
 virtual fund would open doors for VC''s to be a part of this promising
 market, which has tremendous talent and potential, giving them access
 to better funding options.
 
 Knowledge Management - Arthashastra™
 
 Your company believes in strong processes and to this effect, it has
 deployed knowledge management systems with a single purpose that all
 information, learning and knowledge gained by the company should be
 available to all members of the team.
 
 The ''IC Knowledge Milestones and Systems (Arthashastra™)'' is a
 proprietary data mining and reporting tool to analyze and synthesize
 companies, technologies, funds and other relationships that your
 company works with. This system is based on a dynamic mechanism that
 allows effective communication between portfolio companies and
 exploration of new potential investment opportunities in a secure
 environment.
 
 Team IndiaCo
 
 The team at IndiaCo comprises of experienced entrepreneurs and
 executives who work toward the common goal of ''Creating Wealth'' for the
 shareholders. We are always looking for entrepreneurial talent combined
 with strong academic background to enrich the IndiaCo team.
 
 Acknowledgments
 
 I would like to take this opportunity to thank all our esteemed
 customers, institutional funds, clients, investee companies, for their
 continued support. IndiaCo has the ability to change with the times and
 the entrepreneurial drive to implement these changes at a rapid pace. I
 am, therefore, confident that your company will come out as a much
 stronger and better-diversified global entity in the near future.
 
 My thanks to the employees of your company for the outstanding work
 that they have done in an extremely difficult year and to you for your
 continued support.
 
 I would like to extend a warm welcome to all of you on your company''s
 27th Annual General Meeting. I thank you sincerely for your support and
 conviction. The annual report contains the audited accounts and
 Director''s report, which are available for you to review and
 scrutinize. I will be sharing the highlights of your company''s
 performance in the past year.
 
 My profound gratitude to all shareowners for your support and
 patronage.  Sincerely,
 
 Sd/-
 
 Rahul Patwardhan
 
 Vice-Chairman & Managing Director
 IndiaCo Ventures Limited