TO THE MEMBERS
 
 The Directors present the Twenty Seventh (27th) Annual Report together
 with the Audited Statement of Accounts of the company for the year
 ended 31st March, 2012.
 
 FINANCIAL RESULTS
 
 The Financial Results of the Company for the year ended 31st March,
 2012 are summarised below for your consideration:- (Rs. In Lacs)
 
 Particulars                                Year ended      Year ended
                                      31st March, 2012 31st March, 2011
 
 Profit/ (Loss) before taxation, 
 interest, depreciation and provisions        (19.15)       (206.33)
 
 Interest                                         -           (0.10)
 
 Depreciation including Impairment             (2.72)         (8.97)
 
 Profit / (Loss) before provision 
 for non performing assets & tax              (21.87)       (215.40)
 
 Provision for non performing 
 assets written back                          181.37         572.58
 
 Excess provision of income tax 
 written back                                    -            31.65
 
 Profit/Loss for the year                     159.50         388.83
 
 Profit/Loss brought forward                (2167.28)      (2326.79)
 
 Accumulated Losses brought 
 forward from MGF Services Limited               -          (151.57)
 
 Total Profit / Loss                        (2007.78)      (2089.53) 
 Appropriations
 
 Transferred to Statutory 
 Reserves u/s 45-IC of 
 the RBI Act, 1934
                                              (31.90)        (77.76)
 
 Balance carried forward 
 to Balance Sheet                           (2039.68)      (2167.29)
 
 REVIEW OF OPERATIONS
 
 The company is focussing its attention in recovery of the dues from the
 customers. The management is confident that with the maximum recovery,
 the funds generated will be deployed to earn better yield on
 investments.
 
 DIVIDEND
 
 In view of accumulated losses, the Board does not recommended any
 dividend for the year under review.
 
 COMPANY''S CATEGORY
 
 The company continues to hold the certificate issued by Reserve Bank of
 India in Category B as Non Accepting Deposits Non Banking Finance
 Company.
 
 AUDITORS'' REPORT
 
 INFORMATION AND EXPLANATIONS/ OBSERVATIONS IN THE AUDITORS'' REPORT.
 
 A.  OBSERVATIONS IN THE MAIN AUDITORS'' REPORT AND MANAGEMENT COMMENTS
 THEREOF.
 
 Auditors'' Observations
 
 a) Para 2 -On a Going Concern Basis
 
 It has been suitably explained in para 2 of Note-21 of Notes on
 Accounts
 
 Para 3(a)
 
 Shortfall in value of Long Term Investments
 
 In regard to shortfall, management is of the view that these
 investments are in associate company which is running satisfactorily on
 Going Concern basis, the diminitution in value is not of permanent
 nature and as such no provision for the shortfall has been considered
 necessary.
 
 Para 3(b)
 
 Accounting of Overdue Charges on Hire-Purchase/ Lease Receivables and
 Bill Discounted, Loans against hypothecation respectively, are
 accounted for on realisation basis, in view of significant
 uncertainties instead of on accrual basis.
 
 In accordance with para viii (e) of accounting policy, overdues are
 consistently accounted for only on realisation basis.
 
 Para 3(c) - Non Compliance of Prudential Norms
 
 In view of negative net worth, this has a consequential effect which,
 inter-alia, means non compliance of the provisions of RBI''s prudential
 norms as regards maintenance of Credit Adequacy Ratio (CAR), Credit/
 Investments, etc
 
 Observations in Annexure referred in paragraph 1 of the Auditor'' Report
 (CARO)
 
 b) Para (i)(a) & (b)-Quantitative details of assets on lease
 
 The management has since carried out physical verification of assets on
 lease. Confirmation from some lessees has been received.
 
 In terms of RBI Directions, the Auditors have submitted a separate
 report to the Board of Directors. As the observations on account of
 negative net worth are general in nature viz, non meeting the
 requirement of capital adequacy and concentration of
 credit/investments, the same have been suitably explained hereinabove
 and have not been responded to separately.
 
 REPORT ON CORPORATE GOVERNANCE
 
 A detailed report on Corporate Governance together with Management
 Discussions and Analysis Report has been included separately in
 Annexure ''A'' and ''B'' respectively which forms part of the Director''s
 Report.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217(2AA)
 OF THE COMPANIES ACT,1956.
 
 The Directors confirm that:
 
 i) In the preparation of the annual accounts, the applicable accounting
 standards have been followed and there are no material departures from
 the applicable accounting standards;
 
 ii) The Directors have selected such 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
 for the company as at the end of financial year ended 31st March, 2012
 and of the Profit of the Company for that period;
 
 iii) The Directors 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) The statement of accounts for the year ended 31st March,2012 have
 been prepared on a Going Concern Basis.
 
 DIRECTORS
 
 In accordance with the requirements of Section 256 of the Companies
 Act, 1956 and the Articles of Association of your company, Shri
 M.K.Madan, Director and Shri Sharad Aggarwal, Director retire by
 rotation and being eligible, offer themselves for re-appointment.
 
 PARTICULARS OF EMPLOYEES
 
 There are no employees in receipt of remuneration which, inter-alia,
 requires the company to furnish the particulars of employees as
 required by Section 217(2A) of the Companies Act, 1956, read with the
 Companies (Particulars of Employees), Rules, 1975.
 
 DEMATERIALISATION
 
 Members who have not yet got their shares dematerialized, are requested
 to opt for the same in their own interest and send their certificate
 through Depository Participants(s) with whom, they have dematerialized
 account, to the Company''s Registrar and Transfer Agents, M/s Alankit
 Assignments Limited, 2E/21, Alankit House, Jhandewalan Extension, New
 Delhi-110055.
 
 Further The Securities and Exchange Board of India(SEBI) has mandated
 the submission of Permanent Account Number(PAN) by every participant in
 securities market. Members holding shares in electronic form are,
 therefore, requested to submit the PAN to their Depository Participants
 with whom they are maintaining their Demat Accounts. Members holding
 shares in physical form can submit their PAN details to the company.
 
 AUDITORS
 
 M/s S.N. Dhawan & Co., Chartered Accountants, Statutory Auditors,
 retire and are eligible for re-appointment. A certificate under Section
 224(1B) of the Companies Act, 1956, has been obtained.
 
 SECRETARIAL AUDIT
 
 A secretarial audit for the year 2011-2012 was carried out by Ms.
 Anjali Yadav, Practicing Company Secretary. The said secretarial
 unqualified report forms part of this Annual Report.
 
 The secretarial audit report confirms that the company has complied
 with all the applicable provisions of the Companies Act, 1956,
 Depositories Act, 1956, Listing Agreements with the Stock Exchanges,
 Securities Contracts(Regulations) Act, 1956 and all the regulations of
 SEBI as applicable to the company, including the Securities and
 Exchange Board of India (Substantial Acquisition of Shares and
 Takeovers) Regulations, 2011 and the Securities and Exchange Board of
 India (Prohibition of Insider Trading) Regulations 1992.
 
 COMPLIANCE BY THE COMPANY
 
 The Company has complied with the requirements of the Stock Exchange,
 SEBI and other statutory authorities on all matters relating to the
 capital markets during the last three years. No penalties or strictures
 have been imposed on the company by the Stock Exchange, SEBI or any
 other statutory authorities relating to the above.
 
 CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT
 
 The Board of Directors of the Company has adopted a Code of Conduct for
 Directors and Senior Management and the same is available on the
 website of the Company i.e. www.indialease.com
 
 E-mail ID FOR INVESTOR''S GRIEVANCES
 
 In compliance of sub clause (f) to the Clause 47 of the Listing
 Agreement, the company has designated an e-mail address i.e.
 ildcomplaints@indialease.com of the grievance redressal
 division/compliance offer exclusively for the purpose of registering
 complaints by Investors.
 
 NOMINATION FACILITY
 
 In case, any of the members wish to avail facility of Nomination, Form
 (Form 2B) alongwith instructions, they are requested to send the duly
 completed form to the Registrars of the Company and/or at the
 Registered Office of the Company.
 
 CEO/CFO CERTIFICATION
 
 The CEO and the CFO of the Company have certified to the Board with
 regard to the compliance made by them in terms of Clause 49(V) of the
 Listing Agreement.
 
 CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND FOREIGN EXCHANGE
 EARNINGS/ OUTGO.
 
 In terms of the requirements of Clause (e) of sub section (1) of
 Section 217 of the Companies Act, 1956, read with the Companies
 (Disclosure of Particulars in the Report of Board of Directors) Rules,
 1988, the particulars are given as under:- a) Technology Being a
 finance company, the same is not applicable
 
 ACKNOWLEDGEMENTS
 
 Directors place on record their thanks for the assistance and
 cooperation received from Banks and all other customers for their
 continued support and patronage.
 
 Yours Directors also wish to place on record the dedicated and devoted
 services rendered by all personnel of the Company.
 
                                     By order of the Board of Directors
                                    For India Lease Development Limited
 
 Place : New Delhi                                          Rohit Madan
 
 Date : August 23, 2012                     Manager & Company Secretary