Dear Shareholders,
 
 The Directors have pleasure in presenting the 20th Annual Report,
 together with the audited accounts of the Company for the financial
 year ended March 31, 2011.
 
 Financial Results
 
                                                 [Rs. in lacs]
 
 Item                                              STANDALONE
 
                                           FY 2010-11     FY 2009-10
 
 Total Revenue                              75,154.02      81,717.56
 
 Profit before Interest, Depreciation
 
 and Tax (PBIDT)                            17,844.26      26,903.72
 
 Less: Interest & Finance Charges            5,504.44       7,892.76
 
 Profit before Depreciation and Tax
 
 (PBDT)                                     12,339.82      19,010.96
 
 Less: Depreciation                          1,632.65       2,132.93
 
 Profit Before Tax (PBT)                    10,707.17      16,878.03
 
 Less: Provision for Taxation                3,159.46       3,492.94
 
 Profit After Tax (PAT)                      7,547.71      13,385.09
 
 ADD:
 
 Balance brought forward                    73,146.81      59,511.72
 
 Transferred from Debenture                  4,750.00         250.00
 
 Redemption Reserve
 
 LESS: APPROPRIATIONS 
 
 Transferred to Debenture                   14,750.00              -
 
 Redemption Reserve
 
 Balance Carried to the Balance Sheet       70,694.52      73,146.81
 
 Dividend
 
 Your Directors have, with a view to conserve the resources for the
 operations of the Company, not recommended any dividend for the year
 under review.
 
 Review of Operations
 
 Fiscal 2010- 2011 was a mixed year for the Indian economy. The economy
 began the year on a confident note with high growth, which however
 tapered off towards the close of the year. The biggest threat to the
 growth of the performance of the Indian economy was the rising
 inflation, which spilled over to affect the rest of the economy and to
 push up raw material costs in the industrial economy.
 
 The real estate sector is a key growth driver of the Country''s economy.
 The contribution of the residential segment alone to India''s GDP is
 around 5 to 6 %. The sector continued to strengthen in the first half
 of the fiscal year witnessing robust demand and broad based recovery
 across diverse product segments and micro markets.
 
 However, your Company has progressed well on all its key business
 parameters that it had set and will continue to put thrust on faster
 execution, timely deliveries and maximising cash flows.
 
 During the year under review, on standalone basis, your Company''s total
 revenue is Rs.75,154.02 lacs in Fiscal 2010-2011 as against
 Rs.81,717.56 lacs in Fiscal 2009-2010. The Profit before tax is
 Rs.10,707.17 lacs as against Rs.16,878.03 lacs in Fiscal 2009- 2010.
 Profit after tax is Rs.7,547.71 lacs as against Rs.13,385.09 lacs in
 Fiscal 2009-2010. Earnings per Share (EPS) of the Company stood at
 Rs.1.82 per share in Fiscal 2010-2011 as against Rs.3.50 per share in
 Fiscal 2009-2010.
 
 During the year under review, on consolidated basis, your Company''s
 total revenue is Rs.94,240.15 lacs in Fiscal 2010- 2011 as against
 Rs.98,818.20 lacs in Fiscal 2009-2010. The Profit before tax increased
 by 25.03 % from Rs.19,619.07 lacs in Fiscal 2009-2010 to Rs.24,529.47
 lacs in Fiscal 2010-2011.  Net Profit increased by 4.59% from
 Rs.13,486.38 lacs in Fiscal 2009-2010 to Rs.14,105.95 lacs in Fiscal
 2010-2011. Earnings per Share (EPS) of the Company stood at Rs.3.40 per
 share in Fiscal 2010-2011 as against Rs.3.52 per share in Fiscal
 2009-2010.
 
 The key highlights pertaining to the business of your Company,
 including its subsidiaries, for the year 2010-11 and period subsequent
 thereto, are given hereunder:
 
 a) Approvals/ Certificates
 
 - Awarded a Safety Certificate by Delhi Metro Rail Corporation Ltd.
 (DMRC) for completing one million man hours worked without reportable
 incident with regard to the construction of Dhaula Kuan Metro Station
 at the Airport Metro Express Line.
 
 - Won the bid for a 38.3 acres prime land in Sarai Rohilla, New Delhi,
 auctioned by Rail Land Development Authority (RLDA) for Rs.1,651.51
 Crores. Letter of Acceptance (LOA) has been received and the Company
 has paid Rs.330.30 Crores towards the first tranche of lease premium
 through one of its subsidiary companies.
 
 The development would mainly consist of luxury Residential Apartments
 alongwith required infrastructure and the total developable area would
 be over four million sq. ft.
 
 - Completion/ Occupancy Certificate received for the following
 Projects:-
 
 - Occupancy Certificate received for Eight Towers of Exotica Group
 Housing project, an ultra modern Luxury Project at Gurgaon.
 
 - Occupancy Certificate received for Parsvnath Commercial Complex,
 Seelampur Metro Station from Municipal Corporation of Delhi.
 
 - Completion Certificate received for Parsvnath City (A & B block) at
 Indore, Madhya Pradesh.
 
 - Completion certificate received for Akshardham Metro Station, Delhi
 from DMRC.
 
 b) New Licences/Sanctions
 
 - Received Licence for Rohtak Township, comprising an area of 118.188
 acres from the Town and Country Planning Department of Haryana
 Government.
 
 - Building Plans approval received for construction of an Ultra modern
 Group Housing Project at Subhash Nagar, New Delhi from Municipal
 Corporation of Delhi.
 
 - Environment Clearance received for Parsvnath City, Lucknow and
 Parsvnath City, Rohtak.
 
 - No-Objection Certificate received from Airport Authority of India for
 construction of Parsvnath Mall- cum-Hotel, Kukatpally, Hyderabad.
 
 c) New Projects/ Forthcoming Launches
 
 - Red Fort Parsvnath Towers, A-Grade Office-cum- Commercial Complex
 in the heart of New Delhi''s Connaught Place Zone on Bhai Veer Singh
 Marg.
 
 - The Parsvnath, an ultra-modern state-of-the-art Office-cum-Retail
 Complex on Kasturba Gandhi Marg, New Delhi
 
 - Parsvnath Paramount, a Super Luxury Air-conditioned Group Housing
 Project, at Subhash Nagar, New Delhi (Re-launch)
 
 - Parsvnath Exotica Group Housing Project, Ghaziabad (Re-launch).
 
 d) Projects completed/Possession Offered
 
 - Parsvnath Exotica Group Housing, Phase I & II, Gurgaon
 
 - Parsvnath Panorama Group Housing, Greater Noida
 
 - Parsvnath Green Ville, Gurgaon (Tower Block)
 
 - Parsvnath Narayan City, Jaipur
 
 - Parsvnath Royale Floors, Jodhpur (Part possession)
 
 - Parsvnath Panchvati, Agra
 
 - Parsvnath City, Jodhpur (Part possession)
 
 - Parsvnath City, Ujjain (Block D)
 
 - Parsvnath City, Sonepat (Block A)
 
 - Parsvnath King City, Rajpura (Phase I & II)
 
 - Parsvnath City, Dharuhera (Part possession)
 
 - Parsvnath City, Indore (Block A & B)
 
 - Parsvnath Paradise -II, Ghaziabad
 
 - Parsvnath Kaushambi Mall, Ghaziabad
 
 - Parsvnath City Mall, Faridabad
 
 - Parsvnath Eleganza, Dehradun
 
 - Parsvnath Metro Mall, Seelampur Metro Station (Part I), Delhi
 
 e) Projects likely to be completed / Possession offered/ likely to be
 offered
 
 - Parsvnath Exotica, Group Housing, (Phase III & IV), Gurgaon
 
 - Parsvnath Regalia, Group Housing, Ghaziabad
 
 - Parsvnath Sterling, Group Housing, Ghaziabad
 
 - Parsvnath Pratibha, Group Housing, Moradabad
 
 - Parsvnath Pratishtha, Group Housing, Pune
 
 - Parsvnath Planet, Group Housing, Lucknow
 
 - Parsvnath Paliwal City, Panipat
 
 - Parsvnath City, Jodhpur (Part possession)
 
 - Parsvnath Ashiana Mall, Moradabad
 
 - Parsvnath City, Ujjain (Part possession)
 
 - Parsvnath City, Indore (Part possession)
 
 - Parsvnath Royale Floors, Jodhpur (Part possession)
 
 - Parsvnath City, Dharuhera (Part possession)
 
 - Parsvnath Royale Villa, Sonepat
 
 f) Foreign Direct Investment
 
 Your Directors inform that during the year under review, the Company
 has:
 
 1) Inked an agreement with Anuradha SA Investments LLC and Anuradha
 Ventures Ltd., funds managed by SUN-Apollo, an international real
 estate private equity fund, for an investment in its premium
 residential project at Ghaziabad, Uttar Pradesh (Project) spread over
 an area of approx. 31 acres known as Parsvnath Exotica - Ghaziabad.
 SUN- Apollo will invest upto Rs.1,000 million for a 49% stake in the
 project SPV, Parsvnath Buildwell Private Limited, which will develop
 the Project, pursuant to assignment of development rights by the
 Company.  The construction of the Project has already commenced and all
 requisite approvals including sanction of building plans, besides
 various other approvals such as environmental clearance etc.  have
 already been obtained.
 
 2) Red Fort Capital, a leading international Private Equity Real Estate
 firm joined hands with the Company to develop Red Fort Parsvnath
 Towers, the landmark A-Grade modern state-of-the-art office-
 cum-commercial Complex of International Standards, located in the heart
 of New Delhi i.e. Connaught Place on Bhai Veer Singh Marg. The Company
 has executed a Concession Agreement with Delhi Metro Rail Corporation
 (DMRC) for this Project.
 
 The entities controlled by Red Fort have since invested Rs.138 Crores
 in Parsvnath Estate Developers Pvt. Ltd.  (Formerly Farhat Developers
 Pvt. Ltd.), project SPV/ subsidiary company as foreign direct
 investment.  Red Fort Parsvnath Towers shall offer end- users world
 class design, modern floor plates and compelling value. Located on a
 5-acre parcel adjacent to the five-star Metropolitan Hotel, the project
 has a leasable area of approx. 300,000 sq. ft., with approx.  800
 basement parking spaces and a wide array of mixed-use facilities and
 amenities. The Company has assigned its rights in the Concession
 Agreement to the abovesaid SPV, which shall develop the project.  All
 the necessary approvals for construction and development of the project
 have already been received and the development has already commenced.
 The Company has already awarded the contract to Larsen & Toubro (L&T),
 India''s leading construction and engineering firm, for construction of
 the project on a turnkey basis.
 
 3) Red Fort Capital has again joined hands with the Group to develop a
 prime land parcel of 38.3 acres in Sarai Rohilla, New Delhi, auctioned
 by Rail Land Development Authority (RLDA) for Rs.1,651.51 Crores, which
 was awarded to the Company, being the highest bidder. Letter of
 Acceptance (LOA) has been received and the Company has paid Rs.330.30
 Crores towards the first tranche of lease premium through its
 subsidiary company. The Company sold 49% stake of its SPV/ subsidiary
 company viz. Parsvnath Promoters And Developers Pvt. Ltd. to Red Fort
 Capital for Rs.110 Crores. In addition to this, Red Fort Capital will
 invest another Rs.160 Crores. The development would consist of luxury
 Residential Apartments alongwith required infrastructure and the total
 developable area would be over four million sq. ft.
 
 g) Status of Dormant Projects:
 
 - Prideasia Project at Chandigarh
 
 The arbitration proceedings commenced between the Company and
 Chandigarh Housing Board (CHB) with respect to Company''s integrated
 Project on land admeasuring 123.79 acres situated at Rajiv Gandhi
 Technology Park, Chandigarh, are progressing as on date.
 
 - Film City Project at Chandigarh
 
 The arbitration proceedings commenced between Parsvnath Film City Ltd.
 (PFCL), one of the subsidiary Companies and Chandigarh Administration
 (CA) for seeking refund of allotment money amounting to Rs.4,775 lacs
 paid to CA, are progressing as on date. Considering the facts and the
 discussions with Legal Counsel, the Management considers the above
 advance as good and fully recoverable, disclosure of which has been
 made in the ''Notes to Accounts'' section of this Annual Report.
 
 In line with Company''s strategy to reduce debt, the Company has
 continued a strategic and comprehensive portfolio review of its real
 estate assets, with a view to exit the non-strategic assets & monetized
 few of its non-core assets. Accordingly, during the period under
 review, the Company has exited from the Jamnagar Housing Project and
 Vastrapur (Ahmedabad) Commercial Project.
 
 The construction and development of projects at various other locations
 is currently in progress. Your Company has identified three key
 priority areas as under:
 
 - Continued focus on Execution of Existing Projects
 
 - Continued focus on Affordable Housing
 
 - Strengthening Balance Sheet & Deleveraging
 
 A detailed business-wise review of the operations of the Company is
 included in the Management Discussion and Analysis section of this
 Annual Report.
 
 Management Discussion and Analysis
 
 The Management Discussion and Analysis Report, forming part of
 Directors'' Report for the year under review, as stipulated under Clause
 49 of the Listing Agreement with the Stock Exchanges, is discussed in a
 separate section of this Annual Report.
 
 Subsidiaries, Joint Venture Entities and Associate Companies
 
 At the beginning of the year, your Company had fourteen subsidiary
 companies. The project-specific or sector-specific subsidiary companies
 ensure maximum utilization of available resources through focused
 attention on specific activities.
 
 During the year under review, four companies became subsidiary
 companies, as under:
 
 Parsvnath Estate Developers Private Limited; Parsvnath Promoters And
 Developers Private Limited; Parsvnath Hospitality Holdings Limited,
 Singapore (Chain subsidiary being subsidiary company of Parsvnath
 Developers Pte. Ltd., Singapore based subsidiary) and Parsvnath MIDC
 Pharma SEZ Private Limited (Chain subsidiary being subsidiary Company
 of Parsvnath Infra Limited).
 
 During the year under review, the Company has disinvested in four
 subsidiary companies viz. M/s Baasima Buildcon Private Limited, Jarul
 Promoters & Developers Private Limited, Parsvnath Developers (GMBT)
 Private Limited and Parsvnath Developers (SBBT) Private Limited and
 hence the said Companies ceased to be subsidiaries as at March 31,
 2011.
 
 As required under the Listing Agreements with the Stock Exchanges, the
 Consolidated Financial Statements of the Company and all its
 subsidiaries are attached. The Consolidated Financial Statements have
 been prepared in accordance with the relevant Accounting Standards as
 prescribed under Section 211(3C) of the Companies Act, 1956 (Act).
 These financial statements disclose the assets, liabilities, income,
 expenses and other details of the Company, its subsidiaries and
 associate companies.
 
 Pursuant to the provisions of Section 212(8) of the Act, the Ministry
 of Corporate Affairs has, vide General Circular No. 2/2011 dated
 February 08, 2011, granted general exemption for not attaching the
 annual accounts of the subsidiary companies with the annual accounts of
 holding company.
 
 Accordingly, the Board of Directors of your Company at its meeting held
 on May 30, 2011 has given its consent, for not attaching the Annual
 Accounts of the Subsidiary Companies with that of the Holding Company
 and therefore, Balance Sheet, Profit & Loss Account and other documents
 of the subsidiary companies required to be attached under Section
 212(1) of the Act to the Balance Sheet of the Company, shall not be
 attached. However, a statement containing brief financial details of
 the Company''s subsidiaries for the financial year ended March 31, 2011
 is included in the Annual Report. The annual accounts of these
 subsidiaries and the related detailed information will be made
 available to any Shareholder of the Company/its subsidiaries seeking
 such information at any point of time and will also be kept open for
 inspection by any Shareholder of the Company/ its subsidiaries at the
 registered office of the Company and that of the respective subsidiary
 companies between 11.00 a.m. and 1.00 p.m. on all working days. The
 Company shall furnish a copy of detailed annual accounts of
 subsidiaries to any Shareholder on demand.
 
 Finance
 
 During the year under review, the Secured Redeemable Non- Convertible
 Debentures (Series-VI) issued by the Company on private placement
 basis, aggregating to Rs.47.50 Crores outstanding at the beginning of
 the year were redeemed and an equivalent amount was transferred from
 Debenture Redemption Reserve to Profit and Loss Account.
 
 As on date, the Company has raised funds to the tune of Rs.410 Crores,
 through issue of following series of Non-Convertible Debentures (NCDs)
 on private placement basis, as detailed below, for meeting ongoing
 working capital and / or any capital expenditure and an amount of
 Rs.147.50 Crores was transferred from Profit and Loss Account to
 Debenture Redemption Reserve.
 
 S.  Particulars of the NCDs   ISIN                     Total
 No.                                                    Amount
 
 1.  Secured Redeemable        INE561H07098         Rs.100 Crores 
     Non-Convertible
     Debentures (Series-VII)
 
 2.  Secured Redeemable        INE561H07106         Rs.60 Crores 
     Non -Convertible
     Debentures (Series-VIII)
 
 3.  Secured Redeemable        INE561H07114         Rs.100 Crores
     Non-Convertible
     Debentures (Series-IX)
 
 4.  Secured Redeemable        INE561H07122         Rs.25 Crores 
     Non-Convertible
     Debentures (Series X)
 
 5.  Secured Redeemable        INE561H07130         Rs.125 Crores 
     Non-Convertible
     Debentures (Series-XI)
 
 Out of above, Series VII & Series IX NCDs aggregating to Rs. 200 Crores
 are listed on National Stock Exchange of India Limited and BSE Limited
 and the Company has complied/ is complying with all the listing
 requirements.
 
 Fixed Deposits
 
 During the year under review, the Company has started accepting Fixed
 Deposits from the public pursuant to the provisions of Section 58A and
 58AA or any other relevant provisions of the Companies Act, 1956 read
 with the Companies (Acceptance of Deposit) Rules, 1975 made thereunder.
 Fixed deposits received from the shareholders and the public as on
 March 31, 2011 stood at Rs.3.02 Crores.
 
 Raising of additional long- term funds by further issuance of
 Securities including through Qualified Institutions Placement (QIP)
 
 During the year under review, your Company has successfully completed
 issue of equity shares on Qualified Institutions Placement (QIP) basis
 as prescribed under Chapter VIII of the SEBI (Issue of Capital and
 Disclosure Requirements) Regulations, 2009 on October 12, 2010 and
 raised Rs.269.52 Crores by way of fresh issue of 1,90,38,113 equity
 shares of Rs.10/- each at a premium of Rs.131.57/- per share, which sum
 had fully been utilised for repayment of loans, development of ongoing
 projects and general corporate purposes, as envisaged in the QIP
 placement document. Consequently, the Paid-up Share Capital has
 increased from Rs.19,855.25 lacs comprising 19,85,52,472 (Nineteen
 Crores Eighty Five Lacs Fifty Two Thousand Four Hundred Seventy Two)
 Equity Shares of Rs.10/- (Rupees Ten) each to Rs.21,759.06 lacs
 comprising Rs.21,75,90,585 (Twenty One Crores Seventy Five Lacs Ninety
 Thousand Five Hundred Eighty Five) Equity Shares of Rs.10/-(Rupees Ten)
 each.
 
 The Company further proposes to raise funds by issuance of Securities
 such as Equity Shares, Preference Shares, Convertible Debentures,
 Non-Convertible Debentures etc., in one or more tranches, in such form
 (including through QIP as prescribed under Chapter VIII of the SEBI
 (Issue of Capital and Disclosure Requirements) Regulations, 2009), on
 such terms, in such manner, at such price or prices and at such time as
 may be considered appropriate by the Board, to the various categories
 of domestic and/or international investors, for the purpose of meeting
 its funding requirement for execution of projects, repayment of high
 cost loans, general corporate purposes and to augment its financial
 position and approval of Members is being sought for this purpose in
 the forthcoming Annual General Meeting.
 
 Change in Share Capital pursuant to Sub- division / Split of Equity
 Shares
 
 During the year under review, your Company has, pursuant to the
 resolution passed by the Shareholders of the Company in the Annual
 General Meeting held on September 24, 2010 and the resolution passed by
 the Board of Directors of the Company in its Meeting held thereafter,
 sub-divided its each existing Equity Share having face value of Rs.10/-
 (Rupees Ten) each into 2 (Two) Equity Shares having face value of
 Rs.5/- (Rupees Five) each fully paid up, in order to enhance the
 liquidity of the stock and broad base our investor community, w.e.f.
 October 19, 2010 being the record date.  Accordingly, new ISIN
 INE561H01026 has been activated in place of the then existing ISIN
 INE561H01018.
 
 Consequent to allotment of shares under QIP basis and Sub- division /
 split of shares as mentioned above, the Capital structure of the
 Company stands changed as follows:
 
 Authorised Share Capital : Rs.350,00,00,000/- (Rupees Three Hundred
 Fifty Crores) consisting of 60,00,00,000 (Sixty Crores) Equity Shares
 of Rs.5/- (Rupees Five) each and 5,00,00,000 (Five Crores) Preference
 Shares of Rs.10/- (Rupees Ten) each.
 
 Issued, Subscribed and Paid-up Capital: Rs.217,59,05,850/- (Rupees Two
 Hundred Seventeen Crores Fifty Nine Lacs Five Thousand Eight Hundred
 Fifty) consisting of 43,51,81,170 (Forty Three Crores Fifty One Lacs
 Eighty One Thousand One Hundred Seventy) Equity Shares of Rs.5/-
 (Rupees Five) each.
 
 Directors
 
 During the year under review:
 
 - Shri Gobind Ram Gogia, Whole-time Director designated as ''Director
 (Business Development)'' was re-appointed for a further period of five
 years w.e.f. May 19, 2010.
 
 - Dr. Vinod Juneja was appointed as an Additional Director of the
 Company by the Board of Directors at its meeting held on November 12,
 2010, who holds office upto the ensuing Annual General Meeting of the
 Company, pursuant to Section 260 of the Companies Act, 1956 read with
 Article 98 of the Articles of Association of the Company. The Company
 has received notice in writing under Section 257 of the Companies Act,
 1956 alongwith requisite deposit from a Member of the Company,
 proposing the candidature of Dr. Vinod Juneja for the office of
 Director of the Company.  Necessary resolution for his appointment as
 Director liable to retirement by rotation is being included in the
 Notice convening the Annual General Meeting.
 
 - In accordance with the applicable provisions of the Companies Act,
 1956 read with the Articles of Association of the Company, Shri Gobind
 Ram Gogia, Shri Ashok Kumar and Shri Ramdas Janardhana Kamath,
 Directors of the Company will retire by rotation at the ensuing Annual
 General Meeting and being eligible, offer themselves for
 re-appointment. Necessary resolutions for their re- appointment are
 being included in the Notice convening the Annual General Meeting.
 
 - The Shareholders of the Company vide their resolutions passed by way
 of postal ballot, result of which was announced on April 08, 2011, have
 approved re-appointment and remuneration of Whole-time Directors viz.
 Shri Pradeep Kumar Jain as Whole-time Director designated as
 ''Chairman'', Shri Sanjeev Kumar Jain as Managing Director & Chief
 Executive Officer and Dr. Rajeev Jain as Whole-time Director designated
 as ''Director (Marketing)'', of the Company, for a period of five years
 with effect from March 01, 2011.
 
 Brief Resume of the Directors being appointed / re-appointed, as
 required under Clause 49 of the Listing Agreement, are furnished in the
 explanatory statement to the Notice convening the ensuing Annual
 General Meeting.
 
 Directors'' Responsibility Statement
 
 Pursuant to the provisions of Section 217(2AA) of the Companies Act,
 1956, your Directors, based on the representation received from the
 Operating Management, confirm that:
 
 (a) in preparation of the annual accounts for the financial year ended
 March 31, 2011, the applicable accounting standards have been followed
 and that there are no material departures;
 
 (b) the accounting policies selected and applied are consistent and the
 judgments and estimates made 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;
 
 (c) 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 frauds and other irregularities;
 
 (d) the annual accounts have been prepared on a going concern basis.
 
 Auditors
 
 M/s Deloitte Haskins & Sells, Chartered Accountants (Firm Registration
 No. 015125N), Statutory Auditors of the Company, shall retire at the
 conclusion of the ensuing Annual General Meeting and are eligible for
 re-appointment. It is proposed to re-appoint them as Statutory Auditors
 of the Company to hold office until conclusion of the next Annual
 General Meeting. The Auditors have confirmed that the re-appointment,
 if made, will be within the limits as prescribed under Section 224(1B)
 of the Companies Act, 1956.
 
 The operations of the Company do not require audit of cost accounts, in
 terms of the provisions of the Companies Act, 1956 read with the Rules
 made thereunder.
 
 Auditors'' Report
 
 There is no qualification in the Auditors'' Report on the Annual
 Accounts of the Company for the financial year ended March 31, 2011.
 They have, however, made certain observations in their Report and the
 Board would like to draw your attention to the following:
 
 1.  Clause (x) a of the Annexure referred to in Paragraph 3 of the
 Auditors'' Report:
 
 The Company continued to face liquidity crunch situation as a result of
 inadequate cash inflows and had to appropriate the available cash flows
 for the various immediate needs of the Company resulting in delays in
 the payment of certain statutory dues during the financial year.
 However, there were no undisputed statutory dues which were outstanding
 for more than six months since they became due except the instalments
 of advance Income Tax.
 
 2.  Clause (xi) of the Annexure referred to in Paragraph 3 of the
 Auditors'' Report:
 
 Due to inadequate cash inflows, your Company had faced difficulties in
 making timely payments of its dues to Banks/ Financial Institutions.
 However, the Company is hopeful of generating adequate cash flows to
 meet its obligations for timely payments to Banks/Financial
 Institutions.
 
 Corporate Governance
 
 A separate section on Corporate Governance, forming part of the
 Directors'' Report and the Certificate from the Company''s Auditors
 confirming compliance of Corporate Governance norms, as prescribed
 under Clause 49 of the Listing Agreement, are included in the Annual
 Report.
 
 Listing with Stock Exchanges
 
 During the year under review, the equity shares of the Company continue
 to remain listed with the National Stock Exchange of India Limited
 (NSE), BSE Limited (BSE) and Delhi Stock Exchange Limited (DSE).
 Further, during the year, Series VII & IX NCDs got listed on NSE and
 BSE. The listing fee for the financial year 2011-12 to all these stock
 exchanges has been paid by the Company. The Equity Shares of the
 Company continue to be included in the list of S&P CNX 500 index of
 NSE.
 
 Disclosures
 
 1.  CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 The nature of operations of the Company does not require disclosure of
 particulars relating to conservation of energy and technology
 absorption, as prescribed under Section 217(1)(e) of the Companies Act,
 1956, read with the Companies (Disclosure of Particulars in the Report
 of Board of Directors) Rules, 1988. The foreign exchange earnings and
 expenditure of the Company during the year under review were Rs.38.66
 lacs and Rs.89.68 lacs respectively as compared to Rs.133.25 lacs and
 Rs.107.13 lacs in the previous year respectively.
 
 2.  PARTICULARS OF EMPLOYEES
 
 The statement showing particulars of the employees of the Company, to
 be furnished under Section 217(2A) of the Companies Act, 1956, read
 with the Companies (Particulars of Employees) Rules, 1975, as amended,
 is annexed hereto and forms part of this report.
 
 Corporate Social Responsibility (CSR)
 
 The Company firmly believes that Corporate Social Responsibility adds
 corporate value to organizations. This belief gave birth to Parsvnath
 Foundations, a CSR arm of the Company. It is a Society formed as NGO,
 established mainly to attain social responsibility, related to
 education and health care. Parsvnath Foundations is dedicated to
 promote, operate, improve and develop scientific institutions,
 libraries, clinics, hospitals, dispensaries, crèches for poor & needy.
 It will also assist in constructing, running and developing schools. It
 also undertakes initiative in providing assistance in printing,
 publishing books, magazines, newspapers, pamphlets. The foundation is
 also providing educational assistance to the needy students, by payment
 of fees, donation for building/development of school in tribal areas of
 the State of Madhya Pradesh, thereby leading to eradication of
 illiteracy for the poor & needy.
 
 Acknowledgement
 
 Your Directors wish to place on record their sincere gratitude to the
 shareholders, customers, bankers, financial institutions, investors,
 vendors and all the other business associates for the continuous
 support provided by them to the Company and for their confidence in the
 management of the Company.  Your Directors wish to appreciate the
 confidence reposed by the foreign investors in the Company, by
 inducting funds for implementation of various ongoing projects of the
 Company through investment in our SPV Companies. Your Directors also
 place on record their deep appreciation of the contribution made by the
 employees at all levels.
 
                                   On behalf of the Board of Directors
 
 
                                                                  Sd/-
 
 Place: New Delhi                                   PRADEEP KUMAR JAIN
 
 Date: August 11, 2011                                        Chairman