The Directors have pleasure in presenting the 26th Annual Report
 together with the Audited Accounts of the Company for the year ended
 March 31, 2012.
 
 1.  FINANCIAL RESULTS
 
                                             2011-12        2010-11
                                            (Rs. in Lacs)  (Rs. in Lacs)
 
 Profit before Financial Charges, 
 Depreciation and Taxes                        14.90           9.80
 
 Less : Financial Charges                       0.29           0.17
 
 Depreciation                                   5.91           5.39
 
 Current Tax                                    3.00           0.81
 
 Deferred Tax                                  (2.53)          2.53
 
 MAT Credit Entitlement                        (0.00)         (0.81)
 
 Net Profit after depreciation and tax          8.23           1.71
 
 Add : Loss brought down from earlier year    (89.86)        (91.57)
 
 Prior Period Adjustment for Taxes             (0.27)         (0.00)
 
 Balance (Loss) carried to Balance Sheet      (81.90)        (89.86)
 
 2.  DIVIDEND
 
 In view of the accumulated losses, your Directors are not in a position
 to recommend any dividend for the year and regret the same.
 
 3.  REVIEW OF OPERATION
 
 During the year under review, your Company has earned a net profit of
 Rs. 8.23 lacs for the year as against net profit of Rs. 1.71 lacs
 during the previous year.
 
 The Management is exploring investment opportunities that may be deemed
 most beneficial to the interest of the Company.
 
 4.  JOINT VENTURE
 
 During the year under review, M/s. Strata Geosystems (India) Private
 Limited the Joint Venture Company has continued to make good progress
 and has achieved a turnover of over Rs. 50 Crores and it''s outlook is
 good.
 
 5.  DIRECTORS
 
 Mr. Amit R. Dalmia will retire by rotation at the ensuing Annual
 General Meeting and is eligible for re- appointment.
 
 Mr. Vivek M. Jalan had resigned as Director of the Company w.e.f. 22nd
 March, 2012. Your Directors place on record their appreciation of the
 valuable service rendered by Mr. Vivek M Jalan during his tenure as
 Director.
 
 Mr. J. Ramakrishnan was appointed as an additional Director of the
 Company with effect from 22nd March, 2012 and shall hold office up-to
 the date of the ensuing Annual General Meeting.
 
 6.  DIRECTORS'' RESPONSIBILITY STATEMENT
 
 In terms of provisions of Section 217(2AA) of the Companies Act, 1956,
 your Directors state as under :
 
 (i) that in the preparation of the annual accounts, the applicable
 accounting standards have been followed along with proper explanation
 relating to material departures;
 
 (ii) that the Directors have 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 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 Act for safeguarding the assets of the Company and
 for preventing and detecting fraud and other irregularities;
 
 (iv) that the Directors have prepared the annual accounts on a going
 concern basis.
 
 7.  INSURANCE
 
 All the properties of the Company including building, furniture,
 vehicles wherever necessary, and to the extent required, have been
 adequately insured.
 
 8.  PARTICULARS OF EMPLOYEES
 
 As there were no employees drawing remuneration more than the limit
 prescribed under section 217 (2A) of the Companies Act, 1956, and the
 Companies (Particulars of Employees) Rules, 1975, as amended from time
 to time, statement under section 217(2A) is not annexed.
 
 9.  PARTICULARS OF ENERGY CONSUMPTION, FOREIGN EXCHANGE EARNINGS AND
 OUTGOING
 
 Information as per Section 217 (1) (e) of the Companies Act, 1956, read
 with the Companies (Disclosure of Particulars in the Report of the
 Board of Directors) Rules 1988, and forming part of the Directors''
 Report for the year ended March 31, 2012 is annexed hereto.
 
 10.  AUDITORS
 
 M/s. Tembey & Mhatre, Chartered Accountants, present auditors of the
 Company, retires at the conclusion of the forthcoming Annual General
 Meeting and are eligible for re-appointment. Members are requested to
 consider their re-appointment and authorize the Board of Directors to
 fix their remuneration.
 
 11.  SECRETARIAL COMPLIANCE CERTIFICATE
 
 Your Company appointed CS Niraj Trivedi, Practising Company Secretary
 to conduct Secretarial Audit of the Company in terms of section 383-A
 of the Companies Act 1956. The Compliance Certificate issued by him is
 attached hereto.
 
 12.  CORPORATE GOVERNANCE
 
 Your Company conforms to the norms of Corporate Governance as envisaged
 in the Companies Act, 1956 and in the Listing Agreement with the Stock
 Exchanges. Necessary measures were taken during the year under report
 to implement the Code of Corporate Governance. A report of the
 Corporate Governance, along with the Certificate of Compliance from the
 Auditors forms part of this report.
 
 13.  APPRECIATION
 
 The Board of Directors records its grateful thanks to all the
 stakeholders of the Company for their continued support and
 co-operation.
 
                                   On Behalf of the Board of Directors
 
 Place : Mumbai                                         Amit R. Dalmia
 
 Date : 30th May, 2012                                        Chairman