The Directors have pleasure in presenting the Company''s Balance
 Sheet as at 31 st March, 2012, together with the Profit and Loss
 Account for the year ended on that date.
 
 Financial Results                                (Rupees in Lac)
 
                                          Year Ended       Year Ended
 
                                          31-03-2012       31-03-2011
 
 Sales and Other Income                      7459.31          5902.68
 
 Profit before Interest, Depreciation 
 and Tax                                    2,183.13           946.64
 
 Finance cost                                 123.15           141.10
 
 Depreciation                                 528.86           547.46
 
 Profit Before Tax                           1531.12           258.08
 
 Provision for Tax                            407.36            34.17
 
 Profit(loss) after Tax                      1123.76           223.91
 
 Operations-highlights
 
 Your Company''s Sales and Servicing Income for the year was Rs.5021.89
 lac as compared to Rs.4968.35 lac in 2010-11.
 
 Sale of metallic card clothing decreased by 1% during the year to
 Rs.3661.35 lac from Rs.3699.71 lac in the previous year. Demand for
 metallic card clothing was constrained because of low levels of
 activity in the textile spinning industry in India since many mills
 reduced production of yarn as it became un-remunerative to convert
 cotton procured at higher prices into yarn which was trading in the
 international market at prices lower than the cost of cotton. Sale of
 woollen card clothing increased by 8.8% during the year to Rs.523.25
 lac from Rs.480.87 lac in the previous year due to improvement in
 procurement of input material. Exports increased significantly by 36.6%
 to Rs.1484.31 lac during the year from Rs.1086.93 lac in the previous
 year due to higher exports to Indonesia and Bangladesh.
 
 New Manufacturing Facility at Nalagarh, Himachal Pradesh
 
 Accura carriers and woollen metallic is now made in Nalagarh factory.
 Various ranges of metallic card clothing are under development, though
 dispatch of metallic card clothing from Nalagarh factory was limited
 during the year.
 
 Realty
 
 One floor of the IT Park building in Pimpri constructed in 2009-10
 year, was sold to Tata BSS Ltd and another floor was fully let out
 during the year. Part of premises on the ground floor has been agreed
 to be sold and balance one floor remains to be un-occupied at the IT
 Park. During the year, the entire commercial building at Powai, Mumbai
 was fully occupied.
 
 Dividend
 
 Your Directors recommend final dividend of 35% for the year ended 31st
 March, 2012 in addition to Special Interim dividend of 100% (30% for
 the year ended 31 st March, 2011).
 
 Subsidiary Companies
 
 ICC International Agencies Ltd.(ICCIAL) recorded increase in income of
 22% from Rs.376.06 lac in the previous year to Rs.458.53 lac in the
 current year. The subsidiary company recorded profit after tax of
 Rs.57.98 lac in the current year against previous year''s profit after
 tax of Rs.50.00 lac. A higher profit after tax was mainly on account of
 higher agency income. ICCIAL declared 50% dividend for the year (100%
 in the previous year).
 
 Garnett Wire Ltd.(GWL), a U.K. Company, in which your Company has 60%
 of the issued share capital, recorded higher turnover of 22% from PDS
 1111,145 to PDS 1356,460 resulting in profit after tax at PDS 45,433/-
 against PDS 8,716/- in the previous year. Higher turnover for the year
 was on account of higher sales of wire.
 
 M/S. Shivraj Sugar and Allied Products Pvt. Ltd., subsidiary of the
 Company, has not started operations as yet.
 
 Directors
 
 The present Directors who were appointed for a period of three years
 under Article 115 at the 56th Annual General Meeting held on 9th
 August. 2010 will continue to hold office.
 
 Directors'' Responsibility Statement
 
 Pursuant to Section 217 (2AA) of the Companies Act, 1956, your
 Directors confirm that to the best of their knowledge and belief and
 according to the information and explanations made available to them:
 
 1.  in the preparation of the annual accounts, the applicable
 Accounting Standards have been followed;
 
 2.  appropriate accounting policies have been selected and applied
 consistently and judgments and estimates have been made that are
 reasonable and prudent so as to give a true and fair view of the state
 of affairs of the Company as at 31 st March, 2012 and of the profit of
 the Company for the year 1 st April, 2011 to 31st March, 2012;
 
 3.  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.  the annual accounts have been prepared on a going concern basis.
 
 Corporate Governance
 
 Your Company has complied with the guidelines on Corporate Governance
 under the Listing Agreement and a certificate from the Auditors of the
 Company as well as detailed report on Corporate Governance, approved by
 the Board of Directors of the Company is annexed to this report. A
 Management Discussion and Analysis Report also accompanies Report.
 
 Technology Absorption, Research And Development
 
 Your Company continues to satisfy the requirements of ISO 9001:2008 as
 certified by Bureau Veritas Quality International (BVQI) for Metallic
 and Flexible Card Clothing and Accrual Fixed Flats for Pimpri and
 Nalagarh factories. The certificate was renewed in November, 2011 for a
 further period of three years. In- house Research and Development
 Centre in metallic card clothing and card wire continued to make a
 contribution to the development of newer and improved products and
 processes.
 
 Information regarding technology absorption is given in Annexure I and
 forms part of the report.
 
 Foreign Exchange Earnings And Out-go
 
 Total foreign exchange earnings Rs.1518.99 lac
 
 Total foreign exchange out-go    Rs.908.38 lac
 
 Industrial Relations
 
 Industrial relations in the Company continued to be cordial during the
 year under review. Your Directors look forward to continuing
 participation of employees in the Company''s efforts to increase
 productivity and maintain the high quality of its products.
 
 Particulars Of Employees
 
 With Notification No.289(E) dated 31st March, 2011 increasing limit to
 Rs.5 lac per month, information required under Section 217(2A) of the
 Companies Act, 1956, read with the Companies (Particulars of Employees)
 Rules, 1975, is not applicable.
 
 Conservation Of Energy
 
 LED fittings for lighting in open area and energy saving starter for
 oxygen generator installed during the year resulted in power saving.
 Maintenance of power factor at unity continued to entitle the Company
 to rebate in energy bill.
 
 Auditors
 
 M/s B.K. Khare & Co., the present auditors of the Company, have
 signified their consent to continue in office.
 
                           For and On Behalf of the Board of Directors
 
 Mumbai, 25th May, 2012                            PRASHANT K. TRIVEDI
 
                                                              Chairman