Dear Shareholders,
 
 The Directors have pleasure in presenting the Twenty Seventh Annual
 Report together with the audited statement of accounts of the Company
 for the year ended March 31, 2011.
 
 FINANCIAL RESULTS :
 
                                                    (Rs. in Crore)
 
                                             2010-2011      2009-2010
 
 Sales & Services                             1,756.44       1,466.75
 
 Profit before depreciation, tax & 
 extraordinary items                             49.94          52.82
 
 Less : Depreciation                             26.18          23.98
 
 Profit before prior period adjustments, 
 tax & extraordinary items                       23.76          28.84
 
 Less : Prior period adjustments                  0.55              —
 
 Profit before tax                               23.21          28.84
 
 Less : Provision for current tax                 6.85           4.60
 
 Less : Provision for deferred tax               (2.65)         (0.56)
 
 Less : Short/(Excess) provision for 
 taxation of earlier year                        (0.17)             —
 
 Profit after tax before extraordinary items     19.18          24.80
 
 Add : Extraordinary item (net of tax)            1.16           9.75
 
 Profit after tax                                20.34          34.55
 
 Add : Balance brought forward from 
 previous year                                   22.94           4.13
 
 Amount available for appropriation              43.28          38.68
 
 APPROPRIATIONS :
 
 General reserve                                 10.00          10.00
 
 Dividend on preference shares                    3.28           3.28
 
 Dividend on equity shares                        1.64           1.63
 
 Tax on dividend                                  0.80           0.83
 
 Surplus carried to balance sheet                27.56          22.94
 
                                                 43.28          38.68
 
 DIVIDEND :
 
 Your Directors recommend dividend on 54,60,613 - 6% Non Convertible
 Cumulative Redeemable Preference Shares of Rs.100/- each amounting to
 Rs.3.28 Crore.
 
 Your Directors also recommend dividend of 8% (Re.0.08 on face value of
 Re.1/-) on equity capital of Rs.20.52 crore for the year under review
 as against 8% (Re.0.08 on face value of Re.1/-) for the previous year.
 The total outgo on account of dividend and tax thereon amounts to
 Rs.5.72 Crore as against Rs.5.74 Crore in the previous year.
 
 OPERATIONS :
 
 During the year under review, the sales and services of your Company
 have increased to Rs.1,756.44 Crores from Rs.1,466.75 Crores in the
 previous year, recording a growth of over 19%. In view of intense
 competition and challenging business environment, the Operating Profit
 has been recorded at Rs.49.94 Crores aginst Rs.52.82 Crores in previous
 year.  Due to decline in the extraordinary item income in the year
 under review, the profit after tax is recorded at Rs.20.34 Crores in
 comparison to Rs.34.55 Crores for the previous year.
 
 FUTURE OUTLOOK :
 
 The demand for edible oil in India has been stable and growing in line
 with the higher disposable income. In view of the demand- supply gap,
 over 53% of the domestic edible oil consumption is met by imports and
 the share is expected to increase in future. Your company is hopeful of
 utilizing the port based edible oil refining facility at Kakinada,
 Andhra Pradesh State at a higher level in future.
 
 The operations with respect to Agri-Warehouses in Madhya Pradesh have
 stabilized. In the backdrop of the current economic scenario regarding
 availability of food and food prices, Food Security Act, Government
 initiatives for encouraging modern warehousing and anticipated demand
 for development of back-end for retail, the Company would like to
 expand the foot-print further and emerge as a leader in the area of
 storage of various kinds of agri-commodities.
 
 The new policies and developments in the market are expected to
 generate not only higher revenues, but also fixed and long-term demands
 for storage space and allied services, for which the Company has
 already established a sound base.
 
 Your company has been allotted 14,550 sq. mtrs. of land by Kandla Port
 Trust for construction of Liquid Storage Tanks recently.  Keeping in
 view the demand for Liquid storage at port based areas, your company is
 looking forward to set up substantial additional storage capacity for
 liquid cargo in the years to come.
 
 DIRECTORS :
 
 Pursuant to the provisions of Section 260 of the Companies Act, 1956
 and Article 82(1) of the Articles of Association of the Company, Mr.
 Vijay Kumar Jain was appointed as an Additional Director on the Board
 of Directors of the Company with effect from November 10, 2010. The
 Company has received a notice from a member, along with a deposit in
 terms of Section 257 of the Companies Act, 1956, proposing his
 candidature for the office of Director of the Company.
 
 Mr. Naveen Gupta and Mr. Navamani Murugan retires by rotation in
 accordance with the provisions of Articles of Association of the
 Company and being eligible, offers themselves for re-appointment.
 
 As per Clause 49(IV)(G) of the Listing Agreement, the information in
 detail about Mr. Naveen Gupta and Mr. Navamani Murugan, the retiring
 Directors at the ensuing Annual General Meeting, is given in para 2 of
 the Corporate Governance Report.
 
 SUBSIDIARY COMPANIES :
 
 The Company has complied with the conditions of General Circular No. 2
 dated February 8, 2011 issued by the Ministry of Corporate Affairs,
 Government of India and availed exemption from compliance of Section
 212 of the Companies Act, 1956.  Hence, the annual accounts of the
 subsidiary companies, directors and auditors reports thereon, do not
 form part of the Annual Report of the Company.
 
 The Company undertakes to provide annual accounts of the subsidiary
 companies and the related detailed information to shareholders of the
 holding and subsidiary companies seeking such information at any point
 of time. The annual accounts of the subsidiary companies shall also be
 kept for inspection by any shareholder at the registered office of the
 holding company and of the subsidiary companies concerned.
 
 CORPORATE GOVERNANCE :
 
 Pursuant to Clause 49 of the Listing Agreement, a report on compliance
 of Corporate Governance is made as a part of the Annual Report.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT :
 
 Pursuant to the requirement under Section 21 7(2AA) of the Companies
 Act, 1956, it is hereby confirmed that:
 
 (i) in the preparation of the annual accounts for the financial year
 ended March 31, 2011 the applicable accounting standards have been
 followed along with proper explanations relating to material
 departures;
 
 (ii) the Directors have selected appropriate accounting policies and
 applied them consistently, and made judgments and estimates that were
 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 2010-2011
 and of the profit of the Company for that period;
 
 (iii) 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 fraud and other irregularities; and
 
 (iv) the Directors have prepared the accounts for the financial year
 ended March 31, 2011 on a ''going concern'' basis.
 
 PARTICULARS OF EMPLOYEES :
 
 There is no employee, particulars of which is required to be furnished
 pursuant to Section 217(2A) of the Companies Act, 1956, read with the
 rules there under.
 
 ENERGY CONSERVATION, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE :
 
 Information required under Section 217(1)(e) read with the Companies
 (Disclosure of Particulars in the Report of Board of Directors) Rules,
 1988 is given in the Annexure forming part of this Report.
 
 FIXED DEPOSITS :
 
 During the year under review, the Company has not accepted any deposits
 from the public.
 
 AUDITORS :
 
 Members of the Company on August 1, 2011 appointed, by way of postal
 ballot, M/s. Ashok Khasgiwala & Co., Chartered Accountants as the
 statutory auditors of Company to fill up the casual vacancy in the
 office of statutory auditors of the Company. The Auditors M/s. Ashok
 Khasgiwala & Co., Chartered Accountants, retire at the forthcoming
 Annual General Meeting and being eligible, offer themselves for
 re-appointment.
 
 ACKNOWLEDGMENTS :
 
 Your Directors place on record their appreciation for the assistance
 and support extended by all Government Authorities, Financial
 Institutions, Banks and Stakeholders of the Company and look forward to
 their continued support. Your Directors also express their appreciation
 for the dedicated and sincere services rendered by the employees of
 your Company.
 
                            For and on behalf of the Board of Directors
 
 Place : Mumbai                                           Dinesh Shahra
 
 Date : August 27, 2011                                        Director