Dear Members,
 
 The directors are pleased to present the 17th Annual Report of the
 Company together with audited accounts for the year ended 31st March,
 2011.
 
                                                    FINANCIAL RESULTS
 
                                                        (Rs. in Lacs)
 
 Particulars                        Current Year        Previous Year
                                         2010-11              2009-10
 
 Net Sales & Operating Revenues         38313.39             36892.42
 
 Other Income                              32.34                47.11
 
 Total Income                           38345.73             36939.53
 
 Less: Total Expenditure                37931.05             36697.15
 
 Profit Before Tax                        414.68               242.38
 
 Less: Tax Expenses                       118.48                38.39
 
 Less: Prior Period Adjustments            11.70                10.43
 
 Profit for the year                      284.50               193.56
 
 FINANCIAL AND BUSINESS PERFORMANCE
 
 A detailed analysis into the financial and operational performance for
 the year under review is appearing under Management Discussion &
 Analysis and Corporate Governance Report, which form part of this
 Report.
 
 BOARD OF DIRECTORS
 
 During the period under review there has been no change in the
 Directorship of the Company.
 
 Mr. Saurabh Agarwal and Mr. Mahendra Kumar Doogar will retire by
 rotation and being eligible, offer themselves for re-appointment.
 
 The brief resume of the Directors who are to be appointed /
 reappointed, the nature of their expertise in specific areas, names of
 companies in which they hold directorships, committee memberships /
 chairmanships, their shareholdings etc. are furnished in the Corpora
 Governance Report of the Company.
 
 Your directors recommend their appointment / reappointment at the
 ensuing Annual General Meeting
 
 DIVIDEND
 
 The Board of Directors has not recommended any dividend, due to
 inadequate profits, for the Financial Year ended 31st March, 2011.
 
 DIRECTOR''S RESPONSIBILITY STATEMENT
 
 Pursuant to section 217(2AA) of the Companies Act, 1956, with respect
 to the Directors'' Responsibility Statement, your Directors confirm:
 
 i) That in the preparation of the Annual Account, the applicable
 Accounting Standards have been followed.
 
 ii) That the Directors have selected such Accounting Policies and
 applied them consistently and mde 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 at the end of the Financial Year ended 31st
 March, 2011 and of the Profits of the Company for that year.
 
 iii) 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 safe guarding the assets of
 the Company and for preventing and detecting fraud and other
 irregularities.
 
 iv) That the Directors have been prepared the annual accounts on a
 going concern basis.
 
 FIXED DEPOSIT
 
 During the period under review, the Company has not invited any fixed
 deposits from the public in terms of provisions of Section 58-A of the
 Companies Act, 1956 read with the Companies (Acceptance of Deposits)
 Rules, 1975.
 
 AUDITORS
 
 M/s S. Singhal & Co., Chartered Accounts, E-127, Industrial Area,
 Bhiwadi (Rajasthan), the Statutory Auditors of the Company, having
 registration number 001526C with the the ensuing Annual General Meeting
 and being eligible, offer themselves for re-appointment as Statutory
 Auditors of the Company. The Company has received a letter dated 30th
 May, 2011, that their re-appointment, if mde, would be within the limit
 prescribed under section 224 (1B) of the Companies Act, 1956.
 
 AUDITORS REPORT
 
 The observation of the Auditors together with Notes to the Accounts as
 referred to in the Auditors'' Report are self-explanatory and therefore
 do not call for any further comments from the Directors.
 
 CORPORATE GOVERNANCE REPORT AND MANAGEMENT DISCUSSION AND ANALYSIS
 
 Pursuant to Clause 49 of the Listing Agreement with the stock
 exchanges, Management Discussion and Analysis, Corporate Govere Report
 is attached as a part of the Annual Report. The Certificate from
 Company Secretary in practice regarding compliance of conditions of
 Corporate Governance is also annexed.
 
 SUBSIDIARY COMPANY AND CONSOLIDATED RESULTS
 
 Your Company is not having any subsidiary company hence disclosures
 regarding subsidiaries and consolidated results as per Accounting
 Standard AS-21 and AS-27 issued by the Institute of Chartered
 Accountants of India and clause 32 of the Listing Agreement are not
 required.
 
 PARTICULARS OF EMPLOYEES
 
 No information as required under Section 217 (2A) of the Companies Act,
 1956 read with Companies (Particulars of Employees)
 
 Rules, 1975 to be furnished as none of the employees of the Company is
 in receipt of the remuneration in excess of the limits prescribed
 therein.
 
 CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY
 ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 Additional information regarding conservation of energy, research &
 development, technology absorption and foreign exchange earnings and
 outgo, required under se
 
 ACKNOWLEDGEMENT
 
 The Board acknowledges with gratitude the co-operation and assistance
 provided by the bankers, financial institutions, Government, SEBI,
 Stock Exchanges, Local Authorities and other regulatory authorities.
 The Board wishes to place on record the contribution mde by the
 employees of the Company during the year. Your Directors thanks the
 customers, clients, vendors, dealers, distributors, franchisees and
 business associates for their continued support at all levels.
 
                                     By Order of the Board of Directors
 
                                                 KAMDHENU ISPAT LIMITED
 Date: 30.05.2011        (Satish Kumar Agarwal)     (Sunil Kumar Agarwal)
 
 Place: Gurgaon       Chairman & Managing Director              Director