The Directors have pleasure in presenting the Thirty Fourth Annual
 Report and Audited Accounts for the year ended March 31, 2012.
 
 Financial Results
 
                                                       (Rs. in million)
 
                                               Year ended    Year ended
                                               March 31, 
                                               2012          March 31, 
                                                             2011
 
 Income from Operations                         26,176        21,904
 
 Other Operating Income                            234           181
 
 Total Income from                              26,410        22,085
 Operations
 
 Total Expenditure                              22,294        17,625
 
 Operating Profit                                4,116         4,460
 
 Other Income                                       89            51
 
 EBITDA (including Other                         4,205         4,511
 Income)
 
 Depreciation                                    1,320           999
 
 Finance Costs                                   1,544           467
 
 Profit after Interest but                       1,341         3,045
 before Exceptional Items
 
 Exceptional Item - Gain/                       (1,800)          (46)
 (Loss)
 
 Tax Expenses                                      350           203
 
 Reported Net Profit /                            (809)        2,796
 (Loss) after Tax
 
 Profit brought forward from                     9,228         8,819
 previous year
 
 Adjustment on                                       -         1,017
 implementation of Scheme of Amalgamation 
 and Demerger
 
 PROFIT AVAILABLE FOR                            8,419        10,598
 APPROPRIATION
 
 Which the Directors have
 appropriated as follows:
 
 - Proposed Dividend on                            478           318 
 Equity shares
 
 - Tax on Dividend on                               77            52 
 Equity Shares
 
 - Transfer to General                               -         1,000 
 Reserve
 
 Balance to be carried                           7,864         9,228
 forward
 
 Standalone Financials Income from Operations
 
 In FY2012, the Company recorded income from operations of Rs. 26,410
 million, which grew by 20% over last year.
 
 International Revenues
 
 International business contributed 53% to the net revenue from
 operations at Rs. 13,982 million.
 
 EBITDA
 
 For the year ended March 31, 2012, EBITDA stood at Rs. 4205 million with
 EBITDA margins at 16%.
 
 Reported Profit/(Loss) After Tax and EPS
 
 Reported Loss After Tax was Rs. 809 million in FY2012. Basic EPS stood at
 Rs. (5.08). However, Normalised Profit After Tax stood at Rs. 991 million
 after adjusting for exceptional items of Rs. 1800 million, mainly on
 account of unrealised exchange losses. Normalised EPS stood at Rs. 6.22
 for the FY2012.
 
 Consolidated Financials Income from Operations
 
 In FY2012, income from operations was Rs. 43,031 million, which grew by
 25% over last year.
 
 International Revenues
 
 International business contributed 71% to the Revenue at Rs. 30,360
 million. Sales from regulated markets at Rs. 24,853 million were 58%
 compared to 52% in previous year.
 
 Pharmaceutical Business
 
 This comprises revenue lines of APIs, Generics, Speciality Pharma, CMO,
 DDDS and Healthcare. In FY2012, Income from operations of this business
 was Rs. 21,753 million contributing 51% to the total revenue and recorded
 a growth of 41%. EBITDA stood at Rs. 5801 million, up from Rs. 1674 million
 in previous year, reporting growth of 247%. EBITDA margins stood at
 26.7% in FY2012.
 
 Life Sciences Ingredients Business
 
 This business comprises Proprietary Products and Exclusive Synthesis,
 Nutrition Ingredients and Life Science Chemicals. In FY2012, Income
 from operations at Rs. 21,029 million recorded an increase of 11% over
 last year same period. EBITDA stood at Rs. 3542 million with 16.8%
 margins for the year compared to Rs. 4680 million and 24.6% margins in
 previous year. The margin reduction is mainly on account of competitive
 pricing to enhance market share and higher input material costs. The
 situation is expected to be corrected during FY2013 due to cost
 rationalization and operating leverage.
 
 EBITDA
 
 For the year ended March 31, 2012, EBITDA stood at Rs. 8930 million with
 EBITDA margins at 20.9%.
 
 Reported and Normalised Profit After Tax and EPS
 
 Reported Profit After Tax was Rs. 146 million in FY2012. Basic EPS
 stood at Rs. 0.91. However, Normalised Profit After Tax stood at Rs.
 3632 million after adjusting for exceptional items of Rs. 3487 million,
 mainly on account of impairment of goodwill in US clinical research
 business and unrealised exchange losses.  Normalised EPS stood at Rs.
 22.80 for the FY2012.
 
 Dividend
 
 Your Directors recommend a dividend of 300% i.e. Rs. 3 per fully paid up
 equity share of Rs. 1 for the year ended March 31, 2012.
 
 This will absorb Rs. 555 million (inclusive of tax) based on existing
 capital. The payment of dividend is subject to the approval of the
 shareholders at the forthcoming Annual General Meeting (AGM) of the
 Company.
 
 Capital Structure
 
 (A) Foreign Currency Convertible Bonds (FCCBs)
 
 During the year, the outstanding balance of FCCBs amounting to USD
 142.10 million was redeemed. There are no further FCCBs outstanding.
 
 (B) Employees Stock Options (ESOPs)
 
 During the year, no Stock Options were granted under Jubilant Employees
 Stock Option Plan 2005.
 
 As on March 31, 2012, 1,64,562 Stock Options were outstanding. Each
 Option entitles the holder to acquire five equity shares of Rs.1 each at
 the exercise price fixed at the time of grant being market value as per
 the SEBI (Employee Stock Option Scheme and Employee Stock Purchase
 Scheme) Guidelines, 1999 (SEBI Guidelines).  A maximum of 8,22,810
 shares will be allotted by the Company / transferred from Jubilant
 Employees Welfare Trust upon exercise of these Options.
 
 Further, during the year, your Company instituted JLL Employees Stock
 Option Plan, 2011, in terms of approval of shareholders accorded at the
 AGM held on August 23, 2011 and in accordance with SEBI Guidelines.
 Under this Plan, 8,91,383 Stock Options were granted during the year
 and as on March 31, 2012, 8,60,580 Stock Options were outstanding. Each
 Option entitles the holder to acquire one equity share of Rs. 1 at the
 exercise price fixed at the time of grant being market value as per the
 SEBI Guidelines.
 
 No dilution of capital is expected due to ESOPs as it is envisaged to
 transfer the shares held by Jubilant Employees Welfare Trust to
 employees on exercise.
 
 The disclosures required under Regulation 12 of the SEBI Guidelines are
 given in Annexure A and form part of this Report.
 
 (C) Paid-up Capital
 
 The Paid-up Capital as at March 31, 2012 stands at Rs. 159,281,139
 comprising of 159,281,139 equity shares of Rs. 1 each, same as in
 previous year.
 
 Subsidiaries
 
 Brief particulars of principal subsidiaries are given below: Jubilant
 HollisterStier LLC
 
 This subsidiary is based in Spokane, State of Washington, USA. It is a
 wholly owned subsidiary of HSL Holdings Inc. It is a recognized
 contract manufacturer of sterile injectables (vials and ampoules),
 lyophilized products, liquid fills, Biologics, Suspensions,
 WFI/Diluents and provides a complete range of services to support the
 pharmaceutical and biopharmaceutical industries. Additionally, it is a
 manufacturer of allergenic extracts, targeted primarily at treating
 allergies and asthma.
 
 Its contract manufacturing capabilities include aseptic liquid fill /
 finishing and lyophilization in three distinct cGMP areas designated as
 Small Volume Parenteral (SVP), Small Lot Manufacturing (SLM) and
 Clinical Trial Manufacturing (CTM).  Its capabilities can be applied to
 a variety of projects from pre- clinical through commercial scale
 across a multitude of dosage forms including microspheres, suspensions,
 WFI/diluents, biologics (proteins), lyophilized products and liposomes.
 Jubilant HollisterStier maintains an outstanding regulatory record with
 the FDA (CBER and CDER), EMA and Japan''s and Brazil''s regulatory
 agencies. Its contract manufacturing business serves customers
 including innovators ranging from small biotechnology to large
 pharmaceutical companies.
 
 Jubilant DraxImage Inc. - This company is a wholly owned subsidiary of
 your Company through Jubilant Pharma Pte.  Limited. It deals in
 radiopharmaceuticals which is a niche, high entry barrier business.
 DraxImage develops, manufactures and markets innovative diagnostic
 imaging radiopharmaceuticals solutions and therapeutic
 radiopharmaceutical products for the global market. The application of
 these products extends to cardiology, thyroid uptake and scan, lung
 scan, kidney imaging, bone scan etc.
 
 This company is the major supplier of lyophilised radiopharmaceutical
 kits for use with Technetium - 99m including DRAXIMAGE MAA, MDP, DTPA,
 Glucoheptonte and Sestamibi. Its I-131 products are the market leaders
 in the US with more than 70% market share. These 131 products are
 currently the major revenue drivers. Radiopharmaceuticals are used for
 both therapeutic and diagnostic molecular imaging applications to
 customers comprising hospitals, imaging centres and cardiology /
 oncology clinics.
 
 DraxImage also markets non-radioactive products, which are solid in
 lyophilized form.
 
 This company operates a US FDA and Health Canada approved manufacturing
 facility at Montreal in Canada. It is recognised globally for its
 quality and execution capabilities, strong regulatory track record and
 has an established customer base comprising large innovator and
 specialty pharmaceutical companies.
 
 Jubilant Biosys Limited - This company is a subsidiary of your Company
 through Jubilant Biosys (Singapore) Pte.  Limited, wholly owned
 subsidiary of your Company, which holds 66.98% of the equity of this
 company.
 
 This company provides Drug Discovery Services to global Pharmaceutical
 and Biotech companies in:
 
 - Stand alone Service Model
 
 - Functional services in area of Discovery Informatics, Structural
 Biology and In Vivo & Invitro Biology on FTE or Fee based model.
 
 - Collaborative / Partnership Model
 
 - Integrated discovery program across a single or a portfolio of
 molecules
 
 - Risk / Reward sharing option
 
 - Research Funding
 
 - Payments for scientific milestones including bonus achieved through
 Discovery and Development phase
 
 - Royalties on successful commercialization of drug.
 
 During 2011-12, this company has:
 
 - consolidated its position in the Drug Discovery Services by
 providing services in integrated drug discovery programmes, functional
 service in structural biology, High thru put screening, Insilco
 modeling and In Vivo Biology and Invitro Biology;
 
 - signed integrated programs deal with another major Pharma Janssen
 Pharmaceutical NV and Biotech companies Mnemosyne Pharmaceutical Inc
 and Norgine BV, Netherlands;
 
 - successfully delivered a number of scientific milestones including
 a drug candidate in the Oncology Therapeutic Area.
 
 Jubilant Discovery Services Inc. - This Delaware based USA corporation,
 is a wholly owned subsidiary of Jubilant Biosys Limited. Until June
 2011 this company was primarily providing sales, marketing and liaising
 services to Jubilant Biosys Limited for its US based customers. During
 the year, this company has entered into research collaboration
 agreement with Jansen Pharmaceutical NV, and is also supporting
 electrophysiology services to Mnemosyne.
 
 Jubilant Discovery Services Inc. has completed an important step in the
 realization of a long term strategy to extend capabilities in
 prosecuting ion channel targets and expanding the capabilities in other
 targets including GPCRS and Kinases.  As part of company''s strategy
 to extend its capabilities, company started the ''state of the art
 Discovery Center'' in North America for ion Channel targets. This
 center is enabled with comprehensive discovery biology capabilities
 with a focus in Voltage gated and ligand gated ion channels, GPCRs and
 Kinases.
 
 Jubilant Chemsys Limited - This company is a subsidiary of your Company
 through Jubilant Drug Development Pte.  Limited, wholly owned
 subsidiary of your Company, which holds entire equity of this company.
 This company offers following services to drug discovery companies
 based out of US, Europe and Japan on Full Time Equivalent and molecule
 basis:
 
 - Discovery Chemistry Functions
 
 - Hit to Lead and Lead Optimization
 
 - Medicinal Chemistry Services
 
 - Scaling up from mg to kg in kilo lab and pilot plant
 
 It also works closely with Jubilant Biosys Limited in collaborative
 drug discovery research services arena.
 
 Jubilant Clinsys Limited - This company is a subsidiary of your Company
 through Jubilant Drug Development Pte. Limited, wholly owned subsidiary
 of your Company, which holds entire equity of this company. This
 company offers following services to pharmaceutical, biotechnology and
 medical device companies:
 
 - Bio-analytical, Bio equivalence & Pharmacokinetics studies with 80
 bed facility at Noida
 
 - Clinical Trials from Phase I-IV
 
 - Clinical Data Management studies
 
 During 2011-12, this company has been able to sign major Clinical Trial
 (CT) contracts with Otsuka Pharma Development and Commercialization
 Inc., US, as part of its endeavor to enhance CT business.
 
 Jubilant Clinsys Inc. - This New Jersey based USA corporation, is a
 wholly owned subsidiary of Jubilant Life Sciences Holdings Inc. and is
 a therapeutically focused full service clinical research organization.
 
 This company has expertise in a wide range of highly specialized
 therapeutic areas including oncology, cardiovascular, central nervous
 system, respiratory, dermatology and allergy/ immunology. It offers
 broad range of clinical research services to pharmaceutical,
 biotechnology and medical device companies in support of Phase II-IV
 drug and device development including project management, clinical
 monitoring, scientific and medical support, patient and investigator
 recruitment, site management, biostatistics, data management, drug
 safety, quality assurance, regulatory affairs and medical writing. This
 company has operations in Bedminster, New Jersey, Raleigh, North
 Carolina, Ottawa, Ontario and Dusseldorf.
 
 Jubilant Infrastructure Limited - This wholly owned subsidiary of your
 Company had entered into a Memorandum of Understanding (MOU) with the
 Government of Gujarat during the ''Vibrant Gujarat'' conference in
 2007 for development of sector specific Special Economic Zone (SEZ) for
 Chemicals in Gujarat. About 107 hectares land was taken on lease from
 GIDC in Bharuch District, Gujarat.
 
 During the year, this SEZ became operational and your Company commenced
 commercial production of Unit-1. The finished products from this
 facility would be fully backward integrated and based on in-house
 developed innovative technologies, making it a hub for world class
 quality offering value to all stakeholders.
 
 The global scale plants of Vitamin B3 and 3-Cyanopyridine, at SEZ make
 your Company the largest producer of Vitamin B3 in India and second
 largest globally.
 
 Your Company is also setting up Unit-2, a manufacturing plant for
 Symtet, a crop science ingredient for one of the world''s largest and
 safest low cost insecticide through an environment friendly process.
 This will make your Company the world''s largest producer of the crop
 science ingredient for the insecticide through green route.
 
 Jubilant First Trust Healthcare Limited - This company is in the
 business of healthcare and is involved in setting up an integrated
 hub-and-spoke network. The company owns two hospitals in West Bengal
 and a modern dialysis unit. Consequent upon acquisition of entire
 shareholding of First Trust Medicare Private Limited by your Company,
 this Company has become wholly owned subsidiary of your Company, 95.8%
 of its capital being held directly by your Company and 4.2% through
 First Trust Medicare Private Limited.
 
 Asia Healthcare Development Limited - This company is a subsidiary of
 your Company through Jubilant First Trust Healthcare Limited, which
 holds 100% of its capital. This company runs a hospital in Behrampur,
 on a Public-Private- Partnership with Government of West Bengal.
 
 Cadista Holdings Inc. and Jubilant Cadista Pharmaceuticals Inc.
 
 i) Cadista Holdings Inc., a Delaware based subsidiary of your Company,
 got registered with the Securities and Exchange Commission (SEC) during
 the year. The registration was obtained pursuant to mandatory
 requirements under the Securities and Exchange Act of 1934 according to
 which, where the total number of shareholders exceeds 500, a company
 has to get registered with SEC. However, such registration did not
 constitute an offering of securities by this company and no fresh money
 was raised pursuant to such registration. Your Company, through its
 subsidiary, Generic Pharmaceuticals Holdings Inc., holds 82.38% of
 common stock of this company.
 
 ii) Jubilant Cadista Pharmaceuticals Inc., a corporation incorporated
 in Delaware, is a wholly owned subsidiary of Cadista Holdings Inc. This
 company is in the business of manufacturing solid dosage forms of
 generic pharmaceuticals, and has a US FDA approved manufacturing
 facility in the USA. Its customer base includes all large wholesalers,
 retail and grocery chains.  Besides manufacturing its own label
 products, it also provides Product development and Contract
 manufacturing services. Over 10 products are commercialized in the US
 and Europe with focus in the therapeutic areas of CVS, CNS, Anti
 Allergic, Steroids etc. The company is the US market leader in 2
 products and ranked among top 3 in 4 products and has a strong pipeline
 of product filings for future growth.
 
 Jubilant Life Sciences (USA) Inc. - This Delaware based USA
 corporation, is a wholly owned subsidiary of your Company.  It
 undertakes sales and distribution of advance intermediates, nutrition
 ingredients, fine chemicals and APIs in the USA.
 
 Jubilant Life Sciences (Shanghai) Limited - This wholly owned
 subsidiary of your Company is held through Jubilant Pharma Pte. Limited
 It undertakes sales and distribution of products in China. It is into
 trading of advance intermediates - Pyridine & its derivatives,
 vitamins, fine chemicals and crop protection chemicals. It is catering
 to pharmaceutical, animal feed and agrochemical industries in China.
 This subsidiary is also a sourcing hub of raw materials for your
 Company.
 
 Jubilant Pharmaceuticals NV - This is a wholly owned subsidiary of your
 Company through Jubilant Pharma NV, Belgium, which holds 99.8% of its
 shares and Jubilant Pharma Pte. Limited, Singapore which holds the
 balance shares, both of which are wholly owned subsidiaries of your
 Company. This company is engaged in the business of licensing of
 generic dosage forms and offers regulatory affairs services to generic
 pharmaceutical companies for the diverse European market.  During the
 year, this company has started its operations of distribution of life
 science chemicals to European customers.
 
 PSI Supply NV - This is a wholly owned subsidiary of your Company.
 99.5% shares of this company are held by Jubilant Pharma NV and balance
 by Jubilant Pharma Pte. Limited. This company is engaged in the supply
 of generic dosage forms to European markets.
 
 Jubilant DraxImage Limited -This is a wholly owned subsidiary of your
 Company through Draximage Limited, Cyprus. This company is engaged in
 marketing of innovative diagnostic imaging radiopharmaceutical solution
 and therapeutic products.  It is providing wide range of radioisotopes
 which include Tc- 99m Generator, Thallium-201 and Iodine-131 capsules,
 and solution for the diagnosis and treatment of Thyroid and its related
 disease. It has also launched the Lyophilized kits MDP, MAA and
 Sestamibi and would soon be launching DTPA.
 
 Vanthys Pharmaceutical Development Private Limited-
 
 This Joint Venture between Eli Lilly and your Company was terminated
 during the year. Consequently, this company became subsidiary of your
 Company through Jubilant Innovation Pte.  Limited.
 
 Other subsidiaries as at the year end are as follows:
 
 First Trust Medicare Private Limited*
 
 Jubilant Innovation (India) Limited 
 
 Jubilant Innovation Pte. Limited
 
 Jubilant Biosys (Singapore) Pte. Limited
 
 Jubilant Drug Development Pte. Limited
 
 Jubilant Pharma Pte. Limited
 
 Jubilant Life Sciences International Pte. Limited
 
 Jubilant Innovation (BVI) Limited
 
 Jubilant Life Sciences (BVI) Limited
 
 Jubilant Biosys (BVI) Limited
 
 Jubilant Innovation (USA) Inc.
 
 Generic Pharmaceuticals Holdings, Inc.
 
 Jubilant Life Sciences Holdings Inc.
 
 HSL Holdings Inc.
 
 Draximage LLC.
 
 Jubilant DraxImage (USA) Inc.
 
 Deprenyl Inc., USA
 
 Draxis Pharma LLC
 
 Jubilant HollisterStier Inc. ((formerly Draxis Pharma Inc.)
 
 Draximage Limited, Cyprus
 
 Draximage Limited, Ireland
 
 Jubilant Pharma NV
 
 6963196 Canada Inc.
 
 6981364 Canada Inc.
 
 Jubilant Drug Discovery & Development Services Inc.*
 
 DAHI Animal Health (UK) Limited
 
 Draximage (UK) Limited
 
 Jubilant Life Sciences (Switzerland) AG
 
 * became subsidiary during the year
 
 Partnerships
 
 Jubilant HollisterStier General Partnership (formerly known as Draxis
 Pharma General Partnership)
 
 It is a Canada based partnership among two subsidiaries of your Company
 - Jubilant HollisterStier Inc. (formerly Draxis Pharma Inc.) and Draxis
 Pharma LLC. This partnership is a recognized contract manufacturer of
 Non-Sterile products in semi-solid and solid dosage forms. Semi -solid
 dosage forms offerings are Dermatological creams, Antibiotic Ointments,
 Syrups, Suspensions and gels. Solid dosage forms offerings are
 Capsules, Tablets and Powder blends.
 
 Draximage General Partnership - It is a Canada based partnership among
 two subsidiaries of your Company - Jubilant DraxImage Inc. and 6981364
 Canada Inc.
 
 Consolidated Financial Statements
 
 The Consolidated Financial Statements, in terms of Clause 32 of the
 Listing Agreement and prepared in accordance with AS- 21 as specified
 in Companies (Accounting Standards) Rules, 2006 form part of the Annual
 Report.
 
 Particulars required as per Section 212 of the Companies Act, 1956
 
 In terms of the general exemption granted by the Government of India
 vide its general circular no. 2/2011 dated February 08, 2011, from
 attaching the Directors'' Reports, Balance Sheets, Profit & Loss
 Accounts and other particulars of the subsidiaries, the same have not
 been attached to this Report. The Company will make available the
 Annual Accounts of the subsidiary companies and the related detailed
 information upon request by any member of the Company or its subsidiary
 companies.  The Annual Accounts of the subsidiary companies will also
 be kept open for inspection by any member at the registered office of
 the Company and the subsidiary companies during business hours.
 
 Fixed Deposits
 
 No fresh deposits have been accepted by your Company during the year
 from the public. As on March 31, 2012, your Company had no outstanding
 Fixed Deposits. There were no overdue deposits. There were, however, 17
 unclaimed deposits amounting to Rs. 0.24 million.
 
 Auditors
 
 M/s. K. N. Gutgutia & Co., Chartered Accountants, [ICAI Registration
 Number - 304153E] Auditors of the Company, retire at the ensuing Annual
 General Meeting and offer themselves for re-appointment. They have
 confirmed that their re-appointment, if made, shall be within the
 limits laid down in Section 224 (1B) of the Companies Act, 1956.
 
 Cost Auditors
 
 Pursuant to Section 233B of the Companies Act, 1956, the Central
 Government has prescribed audit of cost records for certain products.
 
 Based on the recommendations of the Audit Committee, and with the
 approval of the Central Government, the Board of Directors had
 appointed M/s. J. K. Kabra & Co., Cost Accountants, [Firm Registration
 Number - 9] as Cost Auditors of the Company, for the financial year
 2011-12.
 
 The relevant cost audit reports for the financial year 2010-11 for
 Industrial Alcohol and Bulk Drugs & Formulations were filed on
 September 20, 2011, against the due date of September 27, 2011.
 
 Directors
 
 Dr. Jag Mohan Khanna, Executive Director, retired from the services of
 the Company w.e.f. July 5, 2011. Unfortunately, the very next day, he
 suffered a stroke and despite best treatment, breathed his last on
 September 1, 2011. The Board places on record its deep sense of
 appreciation for Dr. Khanna''s valuable contribution towards the
 growth of the Company during his tenure as a Board member.
 
 In accordance with the provisions of the Act and the Articles of
 Association of the Company, Dr. Inder Mohan Verma, Mr.  Abhay Havaldar
 and Mr. H.K. Khan retire by rotation at the forthcoming Annual General
 Meeting and being eligible, offer themselves for re-appointment.
 
 The Board of Directors in their meeting held on February 6, 2012 have
 re-appointed Mr. Shyam S. Bhartia as Chairman and Managing Director,
 and Mr. Hari S. Bhartia as Co-Chairman and Managing Director, for a
 further period of 5 years effective April 1, 2012. These
 re-appointments are subject to shareholders'' approval.
 
 Directors'' Responsibility Statement
 
 In compliance of Section 217 (2AA) of the Companies Act, 1956, the
 Directors of your Company, based on the representation received from
 the management, confirm:
 
 - that in the preparation of annual accounts, the applicable
 accounting standards had been followed along with proper explanation
 relating to material departures;
 
 - that the Directors had 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 of the Company as on March 31, 2012 and of the profit or
 loss of the Company for the year ended March 31, 2012;
 
 - that the Directors had 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;
 
 - that the Directors had prepared the annual accounts on a going
 concern basis.
 
 Conservation Of Energy, Technology Absorption and Foreign Exchange
 Earnings and Outgo
 
 Information relating to Conservation of Energy, Technology Absorption
 and Foreign Exchange Earnings and Outgo, required to be made pursuant
 to Section 217(1)(e) of the Companies Act, 1956, read with Companies
 (Disclosure of Particulars in the Report of Board of Directors) Rules,
 1988, is given in Annexure B and forms part of this Report.
 
 Employees
 
 The particulars of employees, as required under Section 217(2A) of the
 Companies Act 1956, read with the Companies (Particulars of Employees)
 Rules, 1975, are given in Annexure C and form part of this Report.
 
 Corporate Governance
 
 As a responsible corporate citizen, your Company is committed to
 maintain the highest standards of Corporate Governance and believes in
 adhering to the best corporate practices prevalent globally.
 
 A detailed Report on Corporate Governance (Annexure D) and a
 certificate from the Auditors of the Company (Annexure
 
 E) confirming compliance of the conditions of Corporate Governance, as
 stipulated in Clause 49 of the Listing Agreement with the Stock
 Exchanges, have been given separately and form part of this Report.
 
 A Certificate from the Chairman & Managing Director (Annexure
 
 F) confirming that all the Board Members and Senior Management
 Personnel have affirmed compliance with the Code of Conduct for the
 year ended March 31, 2012 is attached to the Corporate Governance
 Report and forms part of this Report.
 
 A Certificate from CEO/CFO (Annexure G) inter alia certifying the
 accuracy of financial statements and the adequacy of the internal
 controls for financial reporting purposes, as stipulated in Clause
 49(V) of the Listing Agreement with the Stock Exchanges, is also
 attached and forms part of this report.
 
 Secretarial Audit Report
 
 As a measure of good corporate governance practice, the Company had
 appointed M/s. Sanjay Grover & Associates, Company Secretaries, to
 conduct Secretarial Audit of compliances and records of the Company for
 the financial year ended March 31, 2012. They have submitted their
 Report confirming the compliance of the applicable corporate laws. A
 copy of the Report is attached as Annexure H.
 
 Management Discussion & Analysis Report
 
 The Management Discussion & Analysis Report on the operations of the
 Company, as required under the Listing Agreement with the Stock
 Exchanges has been given separately and forms part of this Report.
 
 Risk Management
 
 Risk-taking is an inherent trait of any enterprise. However, if risks
 are not properly managed and controlled, they can affect the
 Company''s ability to attain its objectives. Risk management and
 internal control systems play a key role in directing and guiding the
 Company''s various activities by continually preventing and managing
 risks. The senior management team sets the overall tone and risk
 culture of the organization through defined and communicated corporate
 values, clearly assigned risk responsibilities, appropriately delegated
 authority, and a set of processes and guidelines. The Company has laid
 down procedures to inform Board members about the risk assessment and
 risk minimization procedures. The Company promotes strong ethical
 values and high levels of integrity in all our activities, which in
 itself is a significant risk mitigator.
 
 With the growth strategy in place, risk management holds a key to the
 success of the Company''s journey of continued competitive
 sustainability in attaining its desired business objectives.
 
 A detailed note on Risk Management is given as part of Management
 Discussion & Analysis.
 
 Certifications
 
 Your Company follows several externally developed initiatives in the
 economic, environmental and social areas.  Facilities of the Company at
 Gajraula, Nira, Savli, Nanjangud and Ambernath are ISO 9001:2008
 certified for Quality Management System. These manufacturing facilities
 are also ISO 14001:2004 certified for Environmental Management System.
 For Occupational Health and Safety at work place, these manufacturing
 facilities are also certified to OHSAS 18001:2007. The locations of
 Gajraula, Nira and Savli are certified for Integrated Management System
 (IMS). Facilities at Savli are certified for FAMI- QS Version - 5
 Quality in Feed Safety Management System. Gajraula Quality Control
 Laboratory has also been certified for chemical testing by NABL
 (National Accreditation Board for Testing and Calibration Laboratories)
 in accordance with the ISO / IEC 17025:2005. In addition to this,
 Gajraula Carbon Dioxide manufacturing facility has been certified for
 FSSC 22000:2012-Food Safety System Certification for production of food
 grade Carbon Dioxide. Ethyl Acetate & Acetic Anyhydride manufacturing
 facility has been approved for KOSHER certification.
 
 Dosage Forms facility at Roorkee follows Good Manufacturing Practices
 (GMP) as per World Health Organisation (WHO) specifications in
 manufacturing and testing of pharmaceutical products and hence, has
 been granted WHO GMP certificate by the Drug Licensing and Controlling
 Authority, Uttarakhand.  The facility is also approved by UK-MHRA (UK-
 Medicines and Healthcare Products Regulatory Agency) to export drugs to
 European Market. The other approvals for the facility are Jordan FDA,
 US FDA, Anvisa (Brazil), Japan PMDA and Kenyan Health Authorities.
 
 Nanjangud plant has got US FDA (United States Food & Drug
 Administration) approval for exporting certain products to the US
 market. AFSSAPS (Agence Francaise de Securite Sanitaire des Produits de
 Sante -The French Health Products Safety Agency), GMP approval for
 certain products, PMDA approval (Pharmaceuticals and Medical Devices
 Agency, Japan) for exporting Risperidone HCl to the Japanese market,
 KFDA (Korea Food and Drug Administration) for exporting Valsartan and
 Losartan to Korean market, COFEPRIS approval for exporting Pinaverium
 Bromide to Mexican market, ANVISA, Brazil approval for exporting
 Carbamazepine to Brazil market and TGA, Australia approval for
 exporting certain products to Australia.
 
 Plants producing Olanzapine and Losartan were audited and certified by
 the United States Pharmacopeia for the use of USP logo.
 
 Human Resource Management
 
 We believe in an open, fair and transparent culture and stand by our
 promise of Caring, Sharing, Growing and make efforts to make Jubilant
 one of the best places to work for. In this direction, we have been
 conducting the Gallup employee engagement survey to gauge the
 organization''s health.  This allows us to track the proportion of
 engaged to actively disengaged employees so that mid-course corrections
 or interventions can be implemented.
 
 We strive towards technology driven HR systems and processes and have
 implemented world renowned PeopleSoft based human resource management
 system ''Synergy HRIS''.  Its key features include employee personal
 and job database, self service features like reimbursements, pay slips,
 leaves, income tax declarations & computations, loans and exit process
 etc.
 
 We have signed a policy on CII Code of Conduct on Affirmative Action
 that reconfirms our commitment that equal opportunity in employment for
 all sections of society is a component of our growth and
 competitiveness.
 
 As on March 31, 2012, 658 of our employees at our manufacturing plants
 at Samlaya, Nira, Gajraula and Nanjangud, were members of unions or had
 collective bargaining capability. We enjoy cordial relations with our
 employees and there have been no instances of major strikes, lockouts
 or other disruptive labour disputes.
 
 A detailed note on Human Resource Management is given in the
 Management Discussion & Analysis.
 
 Investor Services
 
 Your Company values its investors immensely. With a view to keeping its
 investors well informed of its activities, your Company has taken
 following initiatives:
 
 - E-mailing to the shareholders, quarterly results, press releases
 and other similar communications soon after they are sent to the stock
 exchanges;
 
 - User friendly Investor Section on the website of the Company
 www.jubl.com.
 
 - A dedicated e-mail ID viz. investors@jubl.com for sending
 communications to the Company Secretary / Compliance Officer. Members
 may lodge their complaints or suggestions on this e-mail ID as well.
 
 - Mailing feedback forms to investors on annual basis so as to obtain
 valuable feedback and suggestions for improvement.  The Company has
 also placed an online Investor Feedback Form on its website
 www.jubl.com under the Investor Section to facilitate electronic
 submission of the Form.
 
 Awards and Accolades
 
 During the year, various awards and accolades were received.  These
 are:
 
 Received by the Company
 
 - ''Golden Peacock National Quality Award - 2011'' in
 Pharmaceutical Sector under Large Enterprises category, presented
 during the 22nd World Congress on Total Quality, organized in
 association with ET Now to Gajraula Plant, India;
 
 - ''Certificate of Appreciation - Safety Awards 2010'' - from
 National Safety Council of India, for Gajraula Plant, India;
 
 - 2nd Prize in ''National Energy Conservation Awards - 2011'', in
 the chemicals sector, for Gajraula Plant, India;
 
 - ''The Economic Times - Frost & Sullivan India Manufacturing
 Excellence Gold Award - Process Sector, Medium Business'' for the
 Pyridine & Picoline Plant at Gajraula, India;
 
 - ''Certificate of Appreciation - Safety Awards 2010'' from
 National Safety Council of India for Gajraula Plant, India;
 
 - ''Indian Chemical Council Award for Social Responsibility'' for
 the year 2010;
 
 - ''Information Week EDGE Award 2011'' (Enterprise Driving Growth &
 Excellence - through IT) from UBM (United Business Media Group);
 
 - ''DHL - CNBC TV 18 International Trade Awards'' 2010-11, powered
 by ICRA;
 
 - ''Level 4 rating by The Karmayog Corporate Social Responsibility
 (CSR) Study on CSR Ratings of India''s Largest 500 companies:
 2009-10'';
 
 - ''International Quality & Productivity Centre (IQPC) Award
 (2011)'' for the Best Innovative Continuous Improvement Project -
 Process Re-engineering implemented in North American Subsidiaries.
 
 Received by Executives
 
 - Jubilant''s Group CFO-Mr. R. Sankaraiah, chosen as the ''Best CFO
 in the Pharma and Healthcare Space'' in 2011 in All Asia Executive
 Team Survey by Institutional Investor;
 
 - Jubilant''s CIO, India - Mr. Umesh Mehta, awarded CIO 100 by IDG
 India''s CIO magazine for highest level of operational and strategic
 excellence in Information Technology.
 
 Received by Subsidiary
 
 - ''Frost & Sullivan Award- Indian Contract Research Organization''
 of the Year - 2011 to Jubilant Biosys Limited.
 
 Green Initiatives
 
 Your Company being committed to policy of sustainable development, has
 taken several green initiatives in its operations which include:
 
 - Conducting Paperless Board Meetings;
 
 - Publishing and circulating Corporate Sustainability Report on CD;
 
 - E-mailing annual reports to shareholders who have opted for the
 electronic version.
 
 Corporate Sustainability Report
 
 Corporate Social Responsibility at Jubilant is the commitment of
 business towards Inclusive Growth. Your Company remains focused on its
 policy of sustainable development by ensuring equal opportunities for
 all, Climate Change Mitigation, Environment, Health and Safety and
 Green Supply Management.  Corporate Sustainability Report on the
 various social initiatives undertaken by the Company is duly audited by
 Ernst & Young, and conforms to the Global Reporting Initiative G3.1
 Reporting Guidelines launched on March 23, 2011 by Global Reporting
 Initiative. As a part of our Sustainability Policy with the aim of
 mitigating impact on environment, like last year, this year too we are
 sending Corporate Sustainability Report in CD alongwith the Annual
 Report to our shareholders. The same is also available on your
 Company''s website www.jubl.com.
 
 Corporate Social Responsibility initiatives of your Company are
 conceptualized and implemented through Jubilant Bhartia Foundation
 (JBF), the social wing of Jubilant Bhartia Group established in 2007,
 as a not for profit organisation. JBF initiatives focus on primary
 education, basic healthcare and skill development for employability and
 self-sustenance. A summary of the activities of JBF is provided on its
 website www.jubilantbhartiafoundation.com.
 
 Acknowledgments
 
 Your Directors acknowledge with gratitude the co-operation and
 assistance received from the Central and State Government Authorities.
 Your Directors thank the Shareholders, Private Equity Investors,
 Financial Institutions, Banks/other lenders, Customers, Vendors and
 other business associates for their confidence in the Company and its
 management and look forward to their continued support. The Board
 wishes to place on record its appreciation for the dedication and
 commitment of your Company''s employees at all levels, which has
 continued to be our major strength.
 
                                       For and on behalf of the Board
 
 Noida                                               Shyam S. Bhartia
 
 May 7, 2012                             Chairman & Managing Director