Dear Members,
 
 With great pleasure your Directors are presenting this 26th Annual
 Report together with the Audited Accounts of the Company for the year
 ended March 31, 2011.
 
 PERFORMANCE
 
 During the year your Company could maintain its sustainability in its
 performance with a marginal increase and have achieved gross revenue of
 Rs.200.07 crores as against Rs.196.64 crores during the last year, with
 a resultant growth of 9.40% in PAT over the last year. The high
 volatility of the input cost such as Copper, PVC, Silver and other
 input costs, etc, the segment of Cables and Wires market has suffered a
 set-back in the performance of the company during the year under
 review.  In order to sustain and further the growth of the Company in
 the coming years, every effort is being taken consistently to ensure
 cost competitiveness in its operations so as to optimize the
 utilization of the available resources to ensure optimum growth in the
 coming years.  The performance highlights of the Company during the
 year under review are as under:
 
 FINANCIAL RESULTS:
 
                                         Year ended        Year ended
                                         31.03.2011        31.03.2010
 
                                     (Rs. in Lakhs)   (Rs.  in Lakhs)
 
 Turnover and Other Income                 20007.07          19663.89
 
 Less: Excise duty                          1873.89           1951.43
 
                                           18133.18          17712.46
 
 Profit before Interest & 
 Depreciation                               2648.44           2416.51
 
 Less:
 
 Interest & Financial charges      889.95            766.06
 
 Depreciation                      690.10   1580.05  524.60   1290.66
 
 Profit after Interest & 
 Depreciation                               1068.39           1125.85
 
 Add:
 
 Previous Year''s Surplus B/f                1890.77           1320.05
 
                                            2959.16           2445.90
 
 Transfer to General Reserve        68.00             65.00
 
 Provision for tax                 222.62            195.59
 
 Deferred Tax                      -59.62            102.66
 
 Dividend
 
 Proposed dividend (@16%)          164.54            164.54
 
 Dividend Tax on Proposed 
 dividend                           27.33    422.87   27.33    555.12
 
 Balance C/F to Balance Sheet               2536.29           1890.78
 
 DIVIDEND:
 
 With due regard to the prevailing economic and market conditions both
 in domestic and international markets and also the performance of the
 company during the year under review viz-a-viz the potentials under the
 competitive environment, your Board of Directors have thought it
 prudent to maintain the dividend at the last year''s level and
 accordingly recommending a dividend @16% - Rs.1.60 per equity share of
 Rs.10/- each, for the year ended 31.03.2011 on the paid up capital of
 Rs.10,28,37,370/- to all the eligible shareholders whose name appear as
 on 24.09.2011 i.e, the date of AGM. The dividend payout works out to
 Rs.191.87 lakhs comprising of Dividend on the paid up capital of
 Rs.1028.37 lakhs @ 16% - Rs.164.54 lakhs plus Dividend Tax @ 16.61% -
 Rs.27.33 lakhs.
 
 FOREIGN INVESTMENT
 
 The investments made in M/s.Salzer Global Services, LLC, USA (SGS) is
 strategically made to keep the furtherance of market share in the
 international markets particularly USA and Canada, where the company''s
 products have been well received and also to provide proximity of
 contacts at these markets. During its operations SGS has taken all
 efforts to further strengthen the brand image of the company in these
 markets. SGS is presently holding controllable interest in M/s.Global
 Technical Talent Inc, USA a company providing IT and IT enabled
 services in the areas of Human Resources for the IT sector in USA &
 Canada.  In view of the economic and financial recessionary conditions
 prevailing in USA for the last couple of years, resulting in IT
 slowdown with resultant impact on the financials of these companies.
 Now the economy is in the process of recovery progressively, M/s.SGS is
 confident that in addition to brand building of Salzer, the IT and IT
 enabled services will also provide good potentials in the coming years
 and will generate profit. Moreover, as per the international
 experience, such companies have a long gestation period. As such the
 management feels that the company''s investments in SGS will provide
 returns on the long run.
 
 MANAGEMENT DISCUSSION AND ANALYSIS OF RISKS
 
 A.  IMPACT OF THE INDAIN ECONOMY ON YOUR COMPANY
 
 Though the Indian economy and market condition could wherewithal the
 impact of global economic and financial crises to a great extent, in
 view of the fact that the global economy and financial crises is still
 reeling under severe pressure and the reversal of such recessionary
 condition is being taking place in a very slow phase, the Corporate
 India is following the strategy of conservatism. Moreover, the
 inflationary conditions in Indian economy on account of oil prices is
 also one of the vital factor resulting in inevitable increase in input
 cost of raw materials and components, being the input factors for any
 productive processes and manufacture.  To overcome this, the Government
 of India continues with its stimulus packages along with RBI''s
 appropriate monetary policies, paving the way for the growth of the
 industrial sector under the Indian economy, which, in turn, inculcate
 the confidence among the investing community not only in our country
 but also from across the world. Your company, being in the electrical
 equipment general industry, is ceased of the prevailing economic and
 market conditions and taking all efforts to manage the situation by
 various strategic and cost effective measures to ensure its
 sustainability and also to increase its market share both in domestic
 and international markets.
 
 B.  INDUSTRIAL SCENARIO AND OPPORTUNITIES
 
 In view of the strong commitment of Government of India to develop
 infrastructure facilities all around particularly, the power sector for
 augmenting the generation of power to ensure sustained industrial and
 economic growth of our nation, your company being in the electrical
 equipment industry manufacturing all related electrical and electronics
 installation products has got a progressive potential and opportunity.
 Accordingly, your company is sparing no efforts to encash the situation
 suitably.
 
 Your Company comes under the electrical equipment general category.
 Government is strongly committed to develop the infrastructure all
 around including power sector, which signifies the strong and steady
 potentials for the development of industrial sector in general and
 electrical engineering sector in particular. Moreover, the growth in
 demand for power coupled with massive capacity expansions as planned by
 power sector has provided good opportunities for the companies not only
 in power sector but also in the electrical engineering and equipment
 manufacturing sector such as electrical equipments for LT and HT power,
 switches and switchgear products, etc.,
 
 According to the available information, the Indian electrical equipment
 industry has registered a growth of 14% in the fiscal 2010-11 and the
 fourth quarter has registered a growth of around 30%.  The switchgear
 sector has registered a growth of 28%. Further cable industry showed an
 overall growth of 16% mostly driven by control cables. Your Company
 being in the segment of Electrical Equipment Industry General, such
 progressive state has helped the Company to sustain and register a
 marginal growth during the year 2010-11, due to lower performance in
 its wires and cables product line.  However, other electrical
 installation product line such as switches, relays, transformers, etc.,
 has registered a good growth during the year under review. Further the
 initiatives of Government of India to develop the economic and
 industrial growth particularly the growth of infrastructure sector such
 as power and other infrastructure facilities is providing good
 potentials for the engineering industries particularly electrical
 equipment industry in the coming years. Your company is therefore
 having very progressive potentials in the coming years.
 
 M/s.L&T Ltd, being marketing associates of your Company, is in close
 co-ordination with the Company in the matter of market research,
 customer''s preference, and potential new opportunities for the products
 of the Company etc., which in turn will guide the Company to formulate
 its policies for the growth of the Company.
 
 C.  THREATS AND RISKS:
 
 The multiple growth of competitors from unorganized sectors, cross
 border entry of similar products, creation of manufacturing facilities
 by the MNC companies, who have already established their business in
 India, under the prevailing open economy, is a continual phenomena and
 your Company has to face the situation. Besides, the cost escalation of
 inputs such as PVC materials, Brass, Silver, Copper and other input
 materials such as packing materials, components etc., is also a factor
 of concern.  Your company is well conscious of the situation and taking
 every effort to be cost effective so as to enable to improve its market
 share and better performance by way of turnover and profitability on a
 continuous basis by appropriate strategic and aggressive marketing and
 also developing higher variants of the existing products with compact
 design and development of new products to meet the customers''
 satisfaction in the coming years.
 
 Your Directors are therefore confident that the above efforts of the
 Company would give optimum competitiveness to achieve the improved
 results in the coming years.
 
 CAUTIONARY STATEMENT
 
 Some of the statements in this report, describing the Company''s
 objectives and expectations expressed in good faith, may constitute
 Forward Looking Statements within the meaning of applicable laws and
 regulations.  Actual results might differ materially from those, in the
 event of changes in the assumptions / market conditions.
 
 RESEARCH & DEVELOPMENT
 
 In-house Research and Development department, duly recognized by the
 Government of India, Ministry of Science & Technology, Department of
 Scientific and Industrial Research, fully equipped with qualified
 people, continues with its efforts on improvement of process
 specifications to ensure cost reduction and the rejection levels
 constantly in addition to development of new products with innovative
 design and utility to meet the market preferences with power efficient
 and high-tech products.  This continuous effort of the Research and
 Development Department will definitely not only add the new product
 profile but also to ensure the continuous growth of the company.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNINGS AND OUTGO - UNDER SECTION 217(1)(e) OF THE COMPANIES ACT, 1956
 
 Your Company not being a power intensive one continues to ensure
 measures for conservation of energy wherever possible.  Your Company is
 having Four Wind Mills to generate power to the extent of 1.2 MW
 through renewable resources – wind and generated 19.14 lakhs units of
 power and earned an income of Rs.70.35 lakhs.  The low generation of
 power through wind mill is attributable to the low velocity of the wind
 during the year under review as well as frequent shut-down of the grid.
 Details are furnished in Annexure - 1 for your information pursuant to
 the provisions of Sec.217(1)(e) of the Companies Act, 1956.
 
 Your company''s operations aim -
 
 - to ensure the continued existence and success of our Company by
 establishing and maintaining a safe working environment that promotes
 the health and performance of our employees as well as taking active
 measures to protect the environment.
 
 - to actively use global work safety management systems for continuous
 improvement.
 
 - to pay special emphasis on ergonomic design.
 
 - to observe all legislation and specifications regarding work safety.
 
 - to take comprehensive measures to protect our employees against
 health hazards.
 
 - to ensure Comprehensive and effective emergency measures are in place
 at all locations so that our employees and visitors receive proper
 treatment in case of injury.
 
 - to continue to maintain quality standard certifications viz., ISO
 9001 - 2008, Environmental Management System (EMS) -14001, OHSAS
 (Occupational Health and Safety) Management System 18001.
 
 INFORMATION UNDER SECTION 217 (2A) OF THE COMPANIES ACT, 1956 READ WITH
 COMPANIES (PARTICULARS OF EMPLOYEES) AMENDMENT RULES 1999.
 
 The provisions of Section 217 (2A) of the Companies Act, 1956 and rules
 made thereof are not applicable, as no employee was in receipt of
 remuneration to the extent laid down therein.
 
 DIRECTORS
 
 During the year under review Mr.R.Dhamodaraswamy, Mr.R.Narayanaswamy,
 Mr.V.Sankaran and Mr.Howard M Gladstone Directors of the Company are
 retiring by rotation and being eligible offer themselves for
 re-appointment.
 
 During the year under review, Mr.Ajit Singh and Mr.S A Kulkarni,
 nominee directors of M/s.L&T Capital Company Limited relinquished their
 office of the Directors on the Board of Directors of the Company with
 due consent of M/s.L&T Capital Company Limited.  Accordingly, M/s.L&T
 Capital Company Limited nominated the following personalities in their
 places.
 
 Mr.S.R.Swaminathan being nominated by M/s.L&T Capital Company Ltd, has
 been inducted on the Board of Directors of the Company pursuant to
 Sec.260 of the Companies Act, 1956 and necessary proposal has been
 placed in this Annual General meeting scheduled to be held on
 24.09.2011 to regularize his induction pursuant to provisions of
 Sec.257 of the Companies Act, 1956.
 
 Dr. Pushpangadan Mangari, Chief Executive of M/s. L& T Capital Company
 Limited, being nominated by the said Company is inducted on the Board
 of Directors of the Company effective from 30.05.2011 and necessary
 proposal has been placed in this Annual General Meeting scheduled to be
 held on 24.09.2011 to regularize his induction pursuant to the
 Provisions of Section 257 of the Companies Act,1956.
 
 In compliance with the requirement of Clause 49 of the Listing
 Agreement the details pertaining to the Directors seeking
 re-appointment are furnished in the Annexure II of this report under
 Corporate Governance.
 
 CORPORATE GOVERNANCE:
 
 Pursuant to the provisions of Clause 49 of the Listing Agreement, your
 Board of Directors is pleased to place their report on the Corporate
 Governance duly certified by the Auditors of the Company, for
 information of shareholders as an annexure to this report.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 In compliance of Section 217 (2AA) of the Companies Act, 1956 as
 amended by Companies (Amendment) Act, 2000, the Directors of your
 Company confirm:
 
 i.  that all applicable accounting standards have been followed in
 preparation of Annual Accounts and that there are no material
 deviation;
 
 ii.  that such accounting policies have been selected and applied
 consistently and such 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 as at 31st March, 2011 and of the profit & Loss account of
 the Company for the year ended on that date;
 
 iii. that proper and sufficient care has been taken 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 annual accounts have been prepared on a going concern
 basis ;
 
 v.  that the Company is having appropriate systems to ensure the
 compliance of all laws applicable to the Company;
 
 vi. that the Company is having appropriate system to ensure payment of
 statutory dues in time without any delay.
 
 AUDITORS
 
 M/s.JDS Associates, Chartered Accountants, Coimbatore, and M/s.Swamy &
 Ravi, Chartered Accountants, Coimbatore, Statutory Auditors of the
 Company retire at the conclusion of this Annual General Meeting and are
 eligible for the re-appointment.
 
 AUDITORS'' REPORT
 
 The observations made in the Auditors'' Report read together with notes
 thereon are self explanatory and hence do not call for any further
 comments under section 217 of the Companies Act, 1956.
 
 FIXED DEPOSITS
 
 Your Company has not accepted any deposits within the meaning of
 Section 58A of the Companies Act 1956 and the rules made there under
 during the year under review and did not have any fixed deposit as at
 31.03.2011.
 
 INDUSTRIAL RELATIONS
 
 The Industrial relations during the year under review remained very
 cordial.
 
 BANK LOAN RATING
 
 Sl.
 No.  Facility              Rating
 
 1 Term Loan               A-/ Stable (Reaffirmed)
 
 2 Cash Credit             A-/ Stable (Reaffirmed)
 
 3 Packing Credit          P2  Stable (Reaffirmed)
 
 4 Letter of Credit ILC    P2  Stable (Reaffirmed)
 
 5 Letter of Credit FLC    P2  Stable (Assigned)
 
 6 Bank Guarantee          P2  Stable (Reaffirmed)
 
 LISTING ARRANGEMENTS
 
 The Company''s Shares are listed in Bombay and Coimbatore Stock
 Exchanges.
 
 Your Company has also been contemplating to enlist its securities viz.,
 equity shares in the National Stock Exchange (NSE) and necessary
 application has already been made to NSE in this regard.  Your Company
 is confident to get the listing shortly.
 
 DEMATERIALISATION OF YOUR COMPANY''S SHARES
 
 The Shares of your Company are admitted for dematerialization on
 Central Depository Services (India) Ltd (CDSL) and National Securities
 Depository Ltd (NSDL) under ISIN No. INE457F01013. The shareholders
 have the option of holding their shares either in physical form or in
 dematerialized form.
 
 ACKNOWLEDGEMENT
 
 Your Directors place on record their deep sense of appreciation and
 gratitude to the Shareholders, various Government Agencies, Canara
 Bank, Bank of India, Union Bank of India, ICICI Bank, CITIBANK, M/s.
 HDFC Bank, M/s. Larsen & Toubro Limited - Marketing Associates,
 M/s.Plitron Manufacturing Inc, Canada (Collaborators), CRISIL, M/s.GNSA
 Infotech Ltd, (Registrar & Share Transfer agent) for their continued
 support and co-operation. Your Directors also wish to record their
 appreciation for the dedicated services being rendered by the employees
 at all levels.
 
                                    For and On behalf of the Board
 
                (Sd/-)V.SANKARAN             (Sd/-)D   RAJESHKUMAR
 
                        DIRECTOR         JOINT  MANAGING  DIRECTOR
 
 
 Place  :  Coimbatore
 
 Date  :  30.05.2011