To The Members
 
 The Directors hereby present their Annual Report on the business and
 operations of the Company together with the Audited Financial Accounts 
 for the year ended 31st March 2012.
 
 FINANCIAL RESULTS
 
 The financial results of the Company for the year under report are
 given below:
 
 Particulars          Year ended 31st March, Year ended 31st March, 2011
                                 2012
                           (Rs. in lakhs)       (Rs. in lakhs)
 
 1. Operative & Other 
 Income                      60.68                   6.62
 
 2. Depreciation              7.24                   7.24
 
 3. Profit/loss before tax   (7.37)                (12.48)
 
 4. Profit after tax         (7.37)                (12.48)
 
 5. Add previous years 
 balance                   (376.78)               (364.30)
 
 6. Balance carried to 
 balance sheet             (384.15)               (376.78)
 
 DIVIDEND
 
 Keeping in view the performance we are unable to recommend dividend for
 the year under review
 
 OPERATIONS
 
 The sales were increased by Rs. 54.06 lakhs as compared to the previous
 year. However due to sluggish market condition, the value addition is
 not corresponding.
 
 MATERIAL CHANGES
 
 There are no material changes affecting the affairs of the company,
 which have happened between the date of Balance Sheet and up to the
 date of this report.
 
 MANAGEMENT DISCUSSION & ANALYSIS (MD&A)
 
 BUSINESS REVIEW
 
 The company earned its income mainly from trading of mattresses. The
 company has grown its business in comparison with last year.
 
 OPPORTUNITIES
 
 The economic development is the main agenda of the Government and that
 will provide very positive environment for the business of Trading and
 Manufacturing.
 
 RISKS AND CONCERNS
 
 Your Company is exposed to business and environmental risks in which it
 operates including economic cycles, market risks and credit policy of
 government. We are managing these risks by maintaining a conservative
 financial profile and by following prudent business and management
 practices.
 
 ADEQUATE INTERNAL CONTROL
 
 Your Company has a proper and adequate system of internal controls to
 ensure that all activities are monitored and controlled against any
 unauthorized use or disposition of assets and that the transactions are
 authorized, recorded and reported correctly.
 
 HUMAN RESOURCE DEVELOPMENT
 
 Since the Board has decided to start the project of manufacturing, we
 are planning to appoint suitable persons in the company.
 
 DIRECTORS
 
 Mr. Padam Duggar and Mr. Yogesh Maheshwari were appointed Additional
 Directors w. e. f. 23.08.2012 and his appointment is up to the date of
 Annual General Meeting. Pursuant to Section 257 of the Companies Act,
 1956 Company has received request for his appointment as Director and
 item has been included in the Notice
 
 of Annual General Meeting for your approval.
 
 Mr. Viresh Agarwal and Mr. Anuj Agarwal, Directors retire by rotation
 and being eligible offer themselves for reappointment.
 
 CORPORATE GOVERNANCE
 
 The Company has in place a system of Corporate Governance. A separate
 report on Corporate Governance forming part of the Annual Report of the
 Company is annexed hereto. A certificate from the Statutory Auditors
 regarding compliance of conditions of Corporate Governance as
 stipulated under Corporate Governance Clause of the Listing Agreement
 is annexed to the report on Corporate Governance. As on now there is no
 Chief Financial Officer in the company.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Pursuant to the provisions of Section 217(2AA) of the Companies Act,
 1956, the Directors confirm that:
 
 i) In the preparation of the annual accounts, the applicable accounting
 standards have been followed;
 
 ii) Appropriate accounting policies have been selected and applied
 consistently and have 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 at 31st March, 2012 and of the
 profits of the Company for the
 
 period from 1st April, 2011 to 31st March, 2012; iii) 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; iv) The annual accounts have been prepared on a going
 concern basis.
 
 FIXED DEPOSITS
 
 During the period under review, the Company has not accepted any
 deposits within the meaning of Section 58A of the Companies Act, 1956
 and the Rules made there under.
 
 AUDITORS
 
 M/s Sanjay Rawal & Co., Chartered Accountants, Auditors of the Company,
 retire at the conclusion of the forthcoming Annual General Meeting and
 they have offered themselves for re-appointment. The Company has
 obtained necessary certificate u/s. 224 (1B) of the Act from M/s Sanjay
 Rawal & Co., Chartered Accountants.
 
 AUDITORS'' REPORT
 
 The Auditors'' Report on the Accounts of the Company for the period
 under review is self – explanatory.
 
 PARTICULARS OF EMPLOYEES
 
 During the period under review, no employee received salary more than
 Rs. 60.00 lac per annum or Rs.5.00 lac per month. Accordingly no
 particulars of employees are being given pursuant to the provisions of
 Section 217(2A) of the Companies Act, 1956.
 
 A.  CONSEVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 Information pursuant to section 217(1)(e) of the Companies Act, 1956
 read with Companies (disclosures of particulars in the report of Board
 of Directors) Rules 1988, particulars with respect to conservation of
 Energy, Technology Absorption, Foreign Exchange Earning & Outgo are
 annexed hereto and form part of this report.
 
 ACKNOWLEDGEMENT
 
 Your Directors are pleased to place on record their sincere gratitude
 to the Government, Bankers and business constituents for their
 continued and valuable co-operation and support to the Company. The
 Board also takes this opportunity to express their appreciation for the
 devoted and sincere services rendered by the employees of the Company
 during the year.
 
 Place: New Delhi                            By Order of the Board
 
 Date : 23.08.2012                       For Moonbeam Industries Limited
 
                                                      sd/-
                                      (Viresh Agarwal)    (Anuj Agarwal)
                                     Managing Director        Director