Your Directors sincerely regrate to present 22nd Annual Report on the
 business and operations of your Company together with the Audited
 Accounts for the year ended 31st March, 2003.
 
 1) FINANCIAL RESULTS :
 
                                                          (Rs. In Lakhs)
 Particulars                               Year Ending       Year Ending
                                           31/03/2003.       31/03/2002.
 
 Turnover                                      1197.14           3300.03
 
 Operating Profit(PBIDT)                    (-) 148.11         (*) 81.35
 
 ProvisionFor Gratuity &                           Nil             36.87
 Leave Salary for last 20 years:
 
 Interest                                       420.02            326.60
 
 Depreciation                                    88.13             88.46
 
 Loss before Tax                             (-)656.26         (-)533.28
 
 Balance brought forward                    (-)1493.31         (-)513.13
 
 Provisions, Written off, Tax                 (-)61.55         (-)473.37
 and prior period adjustments
 
 Transfer from Reserves                            Nil             26.47
 
 Balance Carried Forward                    (-)2211.12        (-)1493.31
 
 The operations at both the unit had to be compulsorily suspended
 initially due to workers non-cooperation followed by erratic demands
 ignoring the facts of sickness of the Company, it was impossible to
 resume operations as entire working capital of the Company was eroded.
 The Company requested to both the Secured Creditors for preparing
 rehabilitation package and submit the same to Honble BIFR to restruc-
 ture the existing debt and to provide fresh commensurating working
 capital finance. Failing the same, the Company engaged a merchant
 banker, to identify a prospective investor who could arrange for the
 required working capital fund etc. The Company was informed that after
 contracting large number of players of the industry spread all over
 country for strategic, none of them has shown any interest.
 
 There after, in January 2003 the Company approached again to the
 secured creditors for one time settlement in lumb sum for there dues
 based on the offer received form potential investor. The Company is
 time and again requesting the secured creditors for decision in the
 matter, however the same is pending for decision till the day.
 
 2) REFERENCE TO BIFR UNDER SICA.
 
 The Company had made reference to the Board of Industrial and Finance
 Reconstruction (BIFR) u/s.15 (1) of the Sick Industrial Companies
 (special provision) Act, 1985 (the SICA) and obtained registration as
 Case No.397/2001 Dt. 16/10/2001. As entire net worth of the Company
 continued to be eroded and therefore it continued to remain SICK, on
 the professional advise it made another reference to BIFR and obtained
 registration no.3/2003 Dt.1/1/2003 as mandatory compliance under the
 Act.
 
 The circumstantial factors beyond the control of the Board of
 Directors, which contributed towards the tragic situation, are briefly
 once again stated as follows :
 
 * Repayment of Project Finance loan together with interest to the
 Institution borrowed for PVC Pipe fitting project, which miserably
 failed.
 
 * Demand recession prevailing in the economy resulting in pressure on
 quality and operating margins and unused surplus capacities due to
 either dropping or postponing various irrigation and health care
 schemes by the state government.
 
 * Failure to adjust the end product price in line with Steep
 fluctuations in the raw material prices.
 
 3) PARTICULARS OF EMPLOYEES :
 
 The particulars of employees as required under Section 217 (2-A) of the
 Companies Act, 1956 read with the Companies (Particulars of Employees)
 Rules, 1975 and u/s. 217 (1) (e) of the said Act read with Companies
 (Disclosure of Particulars in the Report of Directors) Rules 1988 are
 not given since none of the employees were in receipt of remuneration
 exceeding the prescribed limits.
 
 4) CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNING AND OUTGO :
 
 Particulars as prescribed under Section 217 (1) (e) of the Companies
 Act, 1956 read with Companies (Disclosure of Particulars in the Report
 of Board of Directors) Rules, 1988 are given in Annexure which forms a
 part of the Directors Report.
 
 5) AUDITORS REPORT :
 
 The Notes No.3 appearing in the Notes to Account referred to in the
 Auditors Report in respect of non-provision of disputed liability of
 sales tax, excise duty and Note No.4 regarding erosion of the net worth
 of the Company due to continued losses and write offs and Note No.7
 regarding absence of confirmation of balances mainly from Debtors,
 Creditors and Deposits are self explanatory and therefore does not call
 for any further comments.
 
 6) DIRECTORS RESPONSIBILITY STATEMENT PURSUANT TO SECTION 217(2AA) OF
 THE COMPANIES ACT, 1956.
 
 The Board of Directors of the Company confirm :
 
 i) That in the preparation of the annual accounts for the financial
 year ended 31st March.2003 the applicable accounting standards have
 been followed along with proper explanation relating to material
 departure. The Company had made provision for gratuity and leave salary
 on the basis of expert labor consultant in absence of actuarial
 valuation and the same is paid to employees who had tendered their
 voluntarily resignation.
 
 ii) That the directors have selected such accounting policies and
 applied them consistently and 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 March 31, 2003 and loss of the Company
 for the year ended on that date;
 
 iii) That the directors have 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 for preventing and detecting fraud and other
 irregularities;
 
 iv) That the directors have prepared the accounts on going concern
 asis.
 
 7) CORPORATE GOVERNANCE :
 
 The Company is registered under BIFR vide Case No. 397/2001 and Case
 No.3/2003 as the net worth of the Company was completely eroded, under
 the circumstances it is difficult to convince any eminent person to
 join the Board of Directors and hence it is difficult to comply with
 the requirement of the Corporate Governance, pursuance to Clause No.49
 of the listing agreement with the Stock Exchanges. Therefore, Company
 has not obtained any corporate governance report from its Auditors.
 
 8) DIRECTOR :
 
 Shri Harshad C. Shah, Director retires at the forthcoming Annual
 General Meeting and being eligible, offer himself for reappointment.
 The Board of Directors, recommends his reappointment.
 
 9) AUDITORS :
 
 M/s. Prakash S. Doshi & Company, Chartered Accountants, retire as the
 Auditors of the Company at the forthcoming Annual General Meeting and
 being eligible, offers themselves for reappointment.
 
 10) PERSONNEL:
 
 The Board of Directors wishes to place on record its appreciation for
 all the employees and ad those who were associated with the Company
 until they Voluntarily resigned and accepted their retirement dues in
 full and final settlement of the accounts. The Company appeals to all
 those employees and workers who have yet not come forward at the
 earliest to receive their dues failing which the Company may not be in
 a position to settle their dues due to paucity of funds.
 
 11) ACKNOWLEDGMENT :
 
 Your directors place on record their deep sense of appreciation of the
 services of the workers, staff and executives and the professionals,
 who have contributed for the management of affairs of the Company.
 
 Your directors also thank the customers, vendors, investors, financial
 institutions and bankers for their continuing support.
 
                                                   By order of the Board
                                             For Movilex Irrigation Ltd.
 Place: Pune.                                                       Sd/-
 Date: 23rd June, 2003.                                  Jaswant L. Shah
                                                                Chairman
 
 ANNEXURE TO THE DIRECTORS REPORT.
 
 Particulars pursuant to Companies (Disclosure of Particulars in the
 Report of Board of Directors) Rules, 1988
 
 (A) Conservation of Energy :
 
 The factory building of the Company is designed is such a way that it
 does not require any artificial lighting during the day time, thereby
 it Conserves the energy. The efforts to conserve and optimize the -use
 of energy through installation of state-of-the-art machinery continue
 to receive priority.
 
 1. Electricity Consumption :
 
 (i) Purchased
 
 Unit Rates                (Rs./KWH)                   4.08
 
 Units                    (Lacs KWH)                  10.77
 
 Total Amount              (Rs.Lacs)                  43.91
 
 (ii) Own Generation through D.G.Sets
 
 Unit Rate                 (Rs./KWH)                   6.66
 
 Unit                     (KWH Lacs)                   0.09
 
 Total Amount             (Rs. Lacs)                   0.60
 
 2. Coal             Not Applicable.
 
 3. Furnace Oil      Not Applicable.
 
 4. Consumption Per Unit of Production :
 
 Electricity : 552 KWH per Tone,of Finished Products.
 
 Other Sources : Not Applicable.
 
 (B) Research & Development :
 
 During earlier years, the Company had developed open able Drippers to
 clean choking of contaminator deposits and make them reusable. This can
 be used as substitute of disposable Dripper and could thereby reduce
 cost to the farmer.
 
 Besides the Company had also developed and obtained ISI for the Screen
 Type Irrigation Filters used in Drip Irrigation Systems. The Company
 also had developed in-house Soil and Water Testing Laboratory.
 
 (C) Technology Absorption, Adoption and Innovation :
 
 The Company has not absorbed or adopted any technology other than that
 provided by the equipment suppliers who themselves have designed the
 plants, in overseas technical collaborations, for manufacturing of
 Rigid PVC Pipes, Drip Irrigation Laterals, PVC Houses, SWR Pipes, PVC
 Fittings and HDPE Pipes. Your Company has not imported and technology
 during last five years.
 
 (D) Foreign Exchange Earnings and Outgo :
 
 Total Foreign Exchange Earned : Rs. Nil
 
 Total Foreign Exchange Used : Rs. Nil
 
                                                   By order of the Board
                                             For Movilex Irrigation Ltd.
 Place: Pune.                                                       Sd/-
 Date: 23rd June, 2003.                       PRAKASH S. DOSHI & COMPANY
                                                   CHARTERED ACCOUNTANTS
 
 22, Gurukul Chambers,
 187-189, Mumbadevi
 Road, Mumbai - 400002.
 Telephone: 3426543/3441277