The Directors have pleasure in submitting their Annual Report and
 audited Statements of Accounts for the year ended 31st March, 2012.
 
 FINANCIAL RESULTS                      2011-12
 
                                        Rs/Lacs
 
 Sales and other Income                 1658.77
 
 Profit before Interest and 
 Depreciation                             46.72
 
 Less : Interest                          26.92
 
 Depreciation                              3.51
 
 Profit before Tax                        16.29
 
 Tax Expense                               4.24
 
 (Including Deferred Tax and written 
 back)
 
 Profit after tax 12.05
 
 Balance as per last account              47.50
 
 Amount available for appropriations      59.55
 
 APPROPRIATIONS
 
 Dividend on Preference Shares             5.35
 
 (including tax)
 
 Balance carried to Balance Sheet         54.20
 
 OPERATIONS:
 
 During the year under review, despite higher volumes and higher
 turnover the profit was lower at Rs.16.29 lacs due to lower margins and
 poor off take of Deoiled Meals during off season. Heavy inventory had
 to be carried forward to new season. Lower Interest earning also had an
 adverse impact on profitability.
 
 The new season have started with high expectations and with improved
 margins. Management expects this trend to continue in off season as
 rupee parity to dollar should hold the prices firm.
 
 DIVIDEND:
 
 Your Directors recommend a dividend of Rs. 5,34,623/- (including Rs.
 74,623/- Tax on Dividend) on 5000 Preference Shares of Rs. 100/- each
 of I and II series @ 10% and 30000 Preference Shares of Rs. 100/- each
 of Series-I @ 12% for the financial year 2011-12 .
 
 With a view to conserve cash, your Directors do not recommend any
 dividend on Equity Shares for the year.
 
 PUBLIC DEPOSITS:
 
 The company is not accepting deposits from public, but has accepted
 deposits from friends, relatives and business associates and has filed
 statement in lieu of advertisement. There was no unclaimed deposit as
 on 31.03.2012.
 
 LISTING OF SHARES
 
 Company''s equity shares continued to be listed with Bombay and
 U.P. Stock Exchanges.
 
 CONSERVATION OF ENERGY:
 
 Information required in Form A is not being given as our unit does
 not fall under specified industry mentioned in the relevant schedule.
 
 TECHNOLOGY ABSORPTION:
 
 The Company''s plant has been designed on the continuous process
 technology of M/s. Extraktions Technik, Gmbh, Germany.  No expenditure
 has been incurred on in-house research and development.
 
 FOREIGN EXCHANGE EARNINGS AND OUTGO:
 
 There was no foreign exchange earnings and outgo during the year under
 review.
 
 DIRECTORS:
 
 Two of your directors namely Mr.Dinesh Khandelwal and Mr.Ashok Gupta
 will retire by rotation at the ensuing Annual General Meeting and being
 eligible, offer themselves for re-appointment.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT:
 
 In terms of provisions of Section 217(2AA) of the Companies (Act) 1956,
 your Directors confirm as under:
 
 (i) that in the preparation of the annual accounts, the applicable
 accounting standards had been followed alongwith proper explanation
 relating to material departures.
 
 (ii) 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 at the end of the financial year and of
 the profit of the Company for the year under review. 
 
 (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 safeguarding the assets of
 the company and for preventing and detecting fraud and other
 irregularities.
 
 (iv) that the Directors had prepared the annual accounts on a going
 concern basis.
 
 PERSONNEL:
 
 i) Industrial relations remained cordial through out the year.
 
 ii) There was no employee getting monthly remuneration of maximum
 permissible limit prescribed under Section 217 (2A) of the Companies
 Act, 1956 during the year which needed disclosure.
 
 AUDITORS:
 
 The Auditors, M/s. P.L. Tandon & Co., Chartered Accountants, Kanpur
 will retire at the ensuing Annual General Meeting and-are eligible for
 re-appointment. They have furnished a certificate to this effect.
 
 SECRETARIAL COMPLIANCE CERTIFICATE:
 
 In terms of Section 383 A of the Act, Secretarial Compliance
 Certificate issued by a Practicing Company Secretary is annexed hereto
 as part of Directors'' Report.
 
 ACKNOWLEDGEMENT:
 
 Your Directors wish to place on record their appreciation for support
 and co-operation received from The Federal Bank Ltd. and to all
 employees for their sincere and hard work.
 
                                  By Order of the Board of Directors
                                  For KHANDELWAL EXTRACTIONS LIMITED
 
                                                                Sd/- 
                                                    V. N. KHANDELWAL
                                                    Director (Works)
 
                                                                Sd/- 
                                                   DINESH KHANDELWAL
                                                  Director (Finance)
 
 Place: Kanpur 
 Date : 30th May, 2012