Dear Members
 
 The Directors are pleased to present 25* Annual Report of your Company
 together with the Audited Annual Accounts for the financial year ended
 31st March, 2012.
 
 Financial Highlights
 
                                            (Amount in Rs. Lacs ) 
 
 Particulars                                Financial Year ended
                                        31st March, 
                                        2012          31st March, 
                                                      2011
 
 Total Income                             7878.73        267613
 
 Total Expenditure                         780181       2687.01
 
 Profit before tax                          76.91        (10.88)
 
 Less : Provision for tax
 income Tax                                34.70           Nil
 
 Tax related to earlier years              (0.89)         0.94
 
 Deferred Tax                             (13.66)        (1.25)
 
 Profit after tax                          56.76        (10.57)
 
 Transfer to General Reserve                 Nil           Nil
 
 Paid-up Share Capital                       264         12000
 
 Reserves and Surplus                      89162        985.09
 
 (excluding revaluation reserve) 
 
 Dividend Per Share (in Rs)                  Nil           Nil
 
 Year in Retrospect between the end of the financial year of the
 
 During the year under review, total income of the Company-31s'' March,
 2012 and the date of this Company was Rs. 7878.73 lac as against Rs.
 2676.13 Report.  lac in the previous year. The Company has earned a
 profitofRs.56.76JacagainstalossofRs. 10.57lacin Dividend the previous
 year. The increase in income was due to the Amalgamation of Pee Cee
 Soap and Chemicals The Board of Directors of your Company has Pvt Ltd
 (with Doctor Brand, Soap Business and other decided to retain and
 plough back the profits into the residual business) with Pee Cee Cosma
 Sope Ltd.  business of the Company, thus no dividend is being Your
 Directors are putting in their best efforts to recommended for this
 year.  improve the performance of the Company.  Public Deposits
 Material Changes after the date of Balance Sheet: During the year under
 report, your Company did not accept any deposits from the public in
 terms of the Save as mentioned elsewhere in this Report, no provisions
 of section 58A of the Companies Act, material changes and commitments
 affecting the 1956.  financial position of the Company have occurred
 Conservation of Energy, Technology Absorption, Foreign Exchange
 Earnings and Outgo Conservation of Energy & Technology Absorption:
 Information as required 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, regarding conservation of energy,
 technology absorption and foreign exchange earnings and outgo, is given
 in AnnexureA, forming part of this report.
 
 a.  Export Activities: There was no export activity in the Company
 during the year under review. The Company is not planning any export in
 the near future as well.
 
 b.  Foreign Exchange Earnings and Outgo: There was no Foreign Exchange
 earnings and outgo during the year under review.
 
 Particulars of Employees
 
 During the financial year under review, none of the Company''s employees
 was in receipt of remuneration as prescribed under section 217(2A) of
 the Companies Act, 1956, read with the Companies (Particulars of
 Employees) Rules, 1975, and hence no particulars are required to be
 disclosed in this Report.
 
 Directors
 
 After the last Annual General Meeting, Mr Pramod Kumar Jain was
 re-appointed as Managing Director of the Company w.e.f. 16 May, 2012.
 The Board recommends the resolution for approval of the members.
 
 In accordance with the provisions of the Companies Act, 1956 and the
 Company''s Articles of Association, Mr Mahendra Kumar Jain is liable to
 retire by rotation and being eligible offer hknself for re-appointment.
 Directors recommend his re-appointment.
 
 Committees of the Board
 
 Remuneration Committee
 
 The Remuneration Committee comprises of the following members:
 
 - Nemi Chandra Jain - Chairman
 
 - Anil Gupta - Member
 
 - Amar Singh Rajput - Member
 
 Share Transfer Committee
 
 The Share Transfer Committee comprises of the following members:
 
 - Mahendra Kumar Jain - Chairman
 
 - Ashok Kumar Jain - Member
 
 - Nemi Chandra Jain - Member
 
 Auditors
 
 M/s Doogar & Associates, Chartered Accountants, Statutory Auditors of
 the Company hold office until the conclusion of the ensuing Annual
 General Meeting and being eligible offer themselves for re-
 appointment. Acertificate undersection 224(1)ofthe Companies Act, 1956
 regarding their eligibility for the proposed re-appointment has been
 obtained from them. Your Directors recommend their re- appointment.
 
 Auditors'' Report
 
 Comments made by the Statutory Auditors in the Auditors'' Report are
 self-explanatory and do not require any further clarification.
 
 Compliance Certificate
 
 In terms of the provisions of section 383A of the Companies Act, 1956
 read with the Companies (Compliance Certificate) Rules, 2001 and
 Notification issued by Ministry of Corporate Affairs, the company is
 not require to take Compliance Certificate u/s 383A of the Companies
 Act, 1956 as the company has a Whole Time Company Secretary.
 
 Directors'' Responsibility Statement
 
 In terms of the provisions of section 217(2AA) of the Companies Act,
 1956, and to the best of their knowledge and belief and according to
 the information and explanations obtained by them and save as mentioned
 elsewhere in this Report, the attached Annual Accounts and the
 Auditors'' Report thereon, your Directors confirm that:
 
 a. in preparation of the annual accounts, the applicable accounting
 standards have been followed;
 
 b.  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 as at 31 March, 2012 and of the profit of the Company
 for the year ended on that date;
 
 c.  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; and
 
 d.  the Directors have prepared the Annua!  Accounts on a going concern
 basis.
 
 Stock Exchange Listing
 
 The Equity Shares of the Company are listed at the Bombay Stock
 Exchange Limited, Mumbai and The Uttar Pradesh Stock Exchange Ltd,
 Kanpur. The Company has already paid listing fees for the financial
 year 2012-13 to these Stock Exchanges,
 
 Corporate Governance
 
 Presently, Clause 49 of the Listing Agreement relating to the Corporate
 Governance is not applicable to the Company during the financial year
 under review.  However, the Company observes good corporate practices
 to enhance the stakeholders'' value.
 
 Acknowledgment
 
 Your Directors take this opportunity to place en record their sincere
 appreciation for the co-operation and assistance the Company has
 received from Banks and various Government Departments. Tho Board also
 places on record its appreciation of She devoted services of the
 employees: support and co- operation extended by the valuud business
 associates and the continuous patronage of the customers of the
 Company.
 
                                     FOR AND ON BEHALF OF THE BOARD
                                     FOR PEE CEE COSMA SOPE LTD.
 
                                         (A.K. JAIN)
 
                                     Executive Chairman 
 
 PLACE: AGRA 
 
 DATFD: 28TH AUGUST, 2012