The Directors have pleasure in presenting to you their Thirtieth
 Annual Report together with the Audited Accounts of the Company for the
 year ended 31st March, 2012 and the Auditors'' Report thereon.
 
 FINANCIAL RESULTS
 
 The summarised working results for the year ended 31st March, 2012 as
 compared with the earlier year are as under:
 
 Particulars                                  Year ended 
                                              31.03.2012    Year ended 
                                                            31.03.2011
                                             (Rs in Lakhs) (Rs in Lakhs)
 
 Profit before depreciation                       626.96        757.33
 
 Less: Depreciation                                43.79         51.12
 
 Balance Profit before taxation                   583.17        706.21
 
 Less: Provision for Taxation after adjustment    190.07        236.44 
 towards deferred tax
 
 Balance profit after Taxation                    393.10        469.77
 
 Add: Surplus brought forward from Previous year   66.24         86.98
 
 Amount available for Appropriation               459.34        556.75
 
 Your Directors recommend the following
 Appropriations:
 
 Proposed Dividend                                336.00        336.00
 
 Taxation on Dividend                              54.51         54.51
 
 Transfer to General Reserve                       50.00        100.00
 
 Transfer to Profit and Loss Account               18.83         66.24
 
 Total                                            459.34        556.75
 
 DIVIDEND
 
 Your Directors recommend a dividend of Rs 7/- per Share (i.e.) 70%,
 which as per the provisions of Income-tax Act presently in force will
 not be taxed in the hands of the Shareholders. However, the Company
 will be paying the prescribed tax on the distributed dividend. This
 dividend if approved by you at the ensuing Thirtieth Annual General
 Meeting will be paid to the Shareholders whose names appear in the
 Register of Members as on the date of said Meeting.
 
 STATEMENT PURSUANT TO LISTING AGREEMENTS
 
 The Company''s Securities are listed with Madras and Mumbai Stock
 Exchanges and it has paid the respective Annual Listing Fees up-to-date
 and there are no arrears.
 
 TECHNOLOGY ABSORPTION, ENERGY CONSERVATION, FOREIGN EXCHANGE ETC.
 
 Details regarding conservation of energy, foreign exchange and
 technology absorption including R&D efforts are given separately in
 Annexure ''A'' to this Report.
 
 CODE OF CORPORATE GOVERNANCE
 
 A detailed report on Corporate Governance as updated with the
 particulars of this Financial Year, as per the directions from SEBI is
 annexed to this report (Annexure B) together with Report of the
 Auditors on the compliance with the said Code.
 
 PERSONNEL
 
 Particulars of employment as required under Section 217(2A) of the
 Companies Act, 1956 are not furnished as none of the employees were in
 receipt of remuneration exceeding the limits prescribed under the
 Companies Act.
 
 DIRECTORS
 
 Mr. Hideo Nakano had resigned from the Board of your Company effective
 25th May, 2012.
 
 Mr. Hitoshi Arata was appointed as a Director in the vacancy caused on
 the resignation of Mr. Hideo Nakano at the Board Meeting held on 25th
 May, 2012.
 
 The Board of Directors places on record their appreciation for the
 valuable contribution made by Mr. Hideo Nakano for the growth of the
 Company during his tenure of Directorship.
 
 In accordance with the Articles of Association of the Company Mr.
 Hiroyuki Aota and Mr. V. R Gupte retires by rotation at this Annual
 General Meeting. They are, being eligible, offer themselves for
 re-appointment.
 
 Information about all the Directors proposed to be
 appointed/re-appointed is furnished in the Explanatory Statement under
 the heading Information about the Directors proposed to be
 appointed/re-appointed attached to the Notice of the ensuing Annual
 General Meeting for your consideration.
 
 The Directors recommend that all the resolutions placed before the
 Members regarding the appointment of the Directors be approved.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Pursuant to the requirements u/s 217(2AA) of the Companies Act, 1956
 with respect to Directors'' Responsibility Statement, your Directors
 confirm that they had:
 
 1.  followed in the preparation of Annual Accounts, the applicable
 Accounting Standards and given proper explanation relating to material
 departures, if any;
 
 2.  selected such accounting policies and applied them consistently and
 made judgements 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 that
 period;
 
 3.  taken proper and sufficient care for the maintenance of adequate
 accounting records in accordance with the provisions of the Act so as
 to safeguard the Assets of the Company and to prevent and detect fraud
 and other irregularities; and
 
 4.  Prepared the Accounts on a Going Concern basis.
 
 AUDITORS
 
 M/s.Brahmayya & Co., Chartered Accountants, the Statutory Auditors of
 the Company, retire at the conclusion of the ensuing Thirtieth Annual
 General Meeting and are eligible for re-appointment. They have
 confirmed their eligibility under Section 224(1 B) of the Companies
 Act, 1956.
 
 ACKNOWLEDGEMENT
 
 Your Directors record their sincere appreciation to the support,
 co-operation and assistance provided by the Collaborators,
 M/s.Panasonic Corporation, Japan.
 
 Your Directors thank the valued Customers for their patronage, the
 Suppliers for their timely and quality supply, the Shareholders for the
 confidence reposed and the Bankers, State and Central Governments for
 extending their invaluable support.
 
 Your Directors place on record their appreciation of the dedicated
 services of the Employees of the Company at all levels for the growth
 of the Company.
 
                              By Order of the Board of Directors 
 
                            For Panasonic Caron India Co. Limited
 
 Place : Chennai             V.R. GUPTE             R. SENTHIL KUMAR
 
 Date : 25th May, 2012       DIRECTOR               MANAGING DIRECTOR