International Travel House

The Directors submit their Report for the financial year ended 31 st
 March, 2008.
 
 Financial Performance
 
 Your Company recorded an income of Rs.78.84 crores (previous year
 Rs.73.90 crores) representing a growth of 7%. Profit Before Tax at Rs.
 17.09 crores depicted an increase of 5% while Profit After Tax and
 prior period adjustment at Rs. 10.54 crores registered a growth of 5%.
 Your Company earned Rs. 12.27 crores in foreign exchange and utilised
 foreign exchange of Rs.0.19 crores. Details of foreign exchange
 earnings and outgo are provided in Schedule 19 to the Accounts.Your
 Directors are pleased to recommend a dividend of Rs.3/- (previous year
 Rs.3/-) per Equity Share of Rs. 10/- each for the year ended 31 st
 March, 2008.The cash outflow in this regard will be Rs.2.81 crores
 (previous year Rs.2.81 crores) including Dividend Distribution Tax of
 Rs.0.41 crores (previous year Rs.0.41 crores).Your Board further
 recommends a transfer to the General Reserve of Rs. 1.05 crores
 (previous year Rs. 1.00 crore).
 
 Business Operations
 
 Whilst foreign arrivals into India during the calendar year 2007 showed
 a positive trend and touched 5 million as against 4.45 million in the
 previous year, this trend was somewhat dampened towards the last
 quarter of the financial year because of the ongoing recession in the
 United States economy and its impact on countries whose economies are
 closely linked to that of the USA.
 
 Outbound departures by Indian nationals nudged 10 million (a growth of
 over 15%). Inflationary pressures are, however, mounting and it is
 feared that this could inhibit growth in this segment. Nevertheless,
 your Company is fast gearing up to become a significant player in the
 outbound market and has already entered into arrangements with many
 overseas service providers.
 
 The proliferation of domestic airlines and the growth of low cost
 carriers led to heightened competition, resulting in the commissionable
 element of the fares being lowered. In this scenario, travel managment
 companies like yours will need to diversify into other travel related
 services and also reduce transaction costs through innovative measures.
 Your Company is actively seized of this matter and is constantly
 reviewing its product / services portfolio.
 
 During the year under review, your Company received top awards from
 premier airlines like Air India, British Airways, KLM, Lufthansa,
 Malaysian Airlines, Cathay Pacific, Kingfisher and Jet Airlines for
 outstanding performance.
 
 To capture emerging opportunities, new branch offices were commissioned
 at Chandigarh in September 2007 and at Noida in March 2008.  Additional
 offices in currently unrepresented areas are under consideration.
 
 Your Companys Car Rental business continued to contribute
 significantly to its turnover and profitability.  Upgradation and
 expansion of the fleet continued apace taking the fleet strength to
 approximately 600 cars with most of the new additions being in the
 high-end and luxury categories.
 
 During the year under review, your Company handled prestigious MICE
 events like Mobility Expo, World Congress on Urban Infrastructure in
 Developing Countries, Defexpo, Light India International, Auto Expo,
 Air Power etc.
 
 India is likely to see a marginally lower rate of GDP growth than over
 the past few years. During the last quarter of 2007-08, inflationary
 pressures were felt by the economy and these have continued well into
 the first quarter of 2008-09. Inflation was fuelled in particular by
 the unprecedented rise of global petroleum prices.The profitability of
 Corporate India fell during the last quarter of 2007-08 and the first
 quarter of 2008-09. Your Companys business, being heavily dependent
 upon the Indian corporate sector, felt the consequent impact during the
 last quarter of 2007-08 and a further slowdown is likely in the first
 half of 2008-09.
 
 Awards & Recognition
 
 During the course of the year, your Company received the following
 awards :
 
 National Tourism Award - Tourist Transport Operator 2006-07 from the
 Ministry of Tourism, Government of India.
 
 Golden Peacock Award for Excellence in Corporate Governance, 2007 from
 the Institute of Directors and World Council for Corporate Governance.
 
 Golden Peacock Innovative Product / Service Award, 2007 from the
 Institute of Directors.
 
 Best Travel Agency - India, 2007 from TTG Asia for the third year
 running.
 
 Best Car Rental Company in India, 2007 from Hospitality India & Explore
 the World.
 
 Travel House continues to be the only ISO 9001 certified travel company
 in India and its certification has been revalidated for the second time
 until January, 2009.
 
 Human Resource Development
 
 Your Directors sincerely appreciate the valuable inputs of all the team
 members and wish to continue to lay great emphasis on the manpower
 resource development function through improved training and
 motivational inputs.
 
 Directors
 
 Mr. Anil Bhandari completed his tenure as Managing Director of the
 Company on 16th February, 2008 and also ceased to be a Director on that
 date. Your
 
 Directors would like to place on record their sincere appreciation of
 the services rendered by Mr. Bhandari during his tenure.
 
 The Board at its meeting held on 24th January, 2008 appointed Mr.
 Jehangir J. Ghadiali as Additional Director and subject to your
 approval, as the Managing Director with effect from 17th February,
 2008.  Appropriate resolutions seeking your approval to his appointment
 as a Director liable to retire by rotation and as the Managing Director
 are appearing in the Notice convening the 27th Annual General Meeting
 of the Company.
 
 In accordance with the provisions of Article 143 of the Articles of
 Association of the Company, Mr. O. P. Vaish and Mr. H. P. Ranina will
 retire by rotation at the ensuing Annual General Meeting of your
 Company and, being eligible, offer themselves for re-appointment. Your
 Board of Directors has recommended their re-appointment.
 
 Auditors
 
 The Auditors, Messrs. S. R. Batliboi & Associates, retire at the
 ensuing Annual General Meeting and, being eligible, offer themselves
 for re-appointment.
 
 Other Information
 
 Particulars of employees required to be disclosed in accordance with
 the provisions of Section 217 (2A) of the Companies Act, 1956 and the
 certificate of the Auditors, Messrs. S. R. Batliboi & Associates
 confirming compliance of conditions of Corporate Governance as
 stipulated under Clause 49 of the Listing Agreement with the Stock
 Exchanges in India, are annexed to the Report.
 
 The Audit Committee of the Company reviewed the financial statements
 for the year under review at its meeting held on 6th May, 2008 and
 recommended the same for the approval of the Board of Directors.
 
 Directors Responsibility Statement
 
 As required under Section 217 (2AA) of the Companies Act, 1956, your
 Directors confirm having :
 
 (i) followed in the preparation of the Annual Accounts, the applicable
 Accounting Standards alongwith proper explanation relating to material
 departures if any;
 
 (ii) 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 at
 the end of the financial year and of the profit of the Company for that
 period;
 
 (iii) 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; and
 
 (iv) prepared the Annual Accounts on a going concern basis.
 
 Future Prospects
 
 Some of the ongoing investments in tourism infrastructure within the
 country and following changes in government policy are expected to bear
 fruit in coming years by not only encouraging more tourist arrivals but
 also by positively impacting visitor spend :
 
 Visa on arrival :The proposal to grant visa on arrival to tourists from
 18 countries should have a very positive impact on arrivals from these
 countries.
 
 Privatisation and Modernisation of Airports : Civil Aviation Ministry
 will upgrade / build major existing airports through Public and Private
 Participation (PPP) route. A comprehensive plan for 35 non-metro
 airports is also under preparation.
 
 National Highways : The National Highway Development Programme with an
 investment of Rs.2,20,000 crores upto 2012 has been established.
 Better road connectivity will open up many new tourist destinations and
 also provide greater opportunities for our car rental business.
 
 
 
                            On behalf of the Board
 
 Place   : New Delhi        Jehangir J. Ghadiali   S.C. Sekhar
 Dated   : 7th May, 2008   Managing Director       Director