The Directors have pleasure in presenting the Fifty-first Annual
 Report, together with the Audited Accounts for the year ended 31st
 March 2012.
 
 1.  FINANCIAL RESULTS                          Rs. in lacs
 
                                        Year ended    Year ended
                                        31.3.2012     31.3.2011
 
 Total Income                             1,92,136     1,56,449
 
 Profit before Depreciation & Tax           12,545       18,568
 
 Depreciation                                2,520        2,530
 
 Profit before Tax                          10,025       16,038
 
 Provision for Taxation:
 
 Current                                     4,875        5,075
 
 Deferred                                   (1,653)          30
 
 Profit for the year after Tax               6,803       10,933
 
 Balance brought forward from 
 previous year                              25,488       19,049
 
 Profit available for appropriation         32,291       29,982
 
 Appropriations:
 
 Proposed Dividend                           2,190        2,920
 
 Tax on Dividend                               355          474
 
 General Reserve                               690        1,100
 
 Balance carried to Balance Sheet           29,055       25,488
 
 2.  DIVIDEND
 
 Your Directors are pleased to recommend a dividend of 150% (Rs.15/- per
 equity share of Rs.10/- each) for the year ended 31st March 2012 as
 against 200% (inclusive of 50% recommended on the occasion of
 completion of Golden Jubilee last year) for the previous year on the
 paid up Equity Share Capital of Rs.1,460 lacs, resulting in an outgo of
 Rs.25.45 crore inclusive of dividend tax.
 
 3.  OPERATIONS
 
 Your Company''s sales turnover touched a new high of Rs.2,11,757 lacs
 against Rs.1,72,047 lacs in the year 2010-11 resulting in a growth of
 23%. The sales volume remained more or less steady at 2,54,799 KLs/MTs
 during 2011-12 as against 2,56,837 KLs/MTs achieved in 2010-11. The net
 profit of the Company however decreased to Rs.6,803 lacs as against
 Rs.10,933 lacs for the previous year, recording a decline of 38%. Both
 the sales volume and the profitability were adversely impacted due to
 the sharp depreciation of the Indian Rupee vis-a-vis the US Dollar
 commencing from September 2011.
 
 During the Financial Year 2011-12, your Company''s Wind Power Plants
 situated in the states of Maharashtra, Karnataka and Tamil Nadu
 generated 87.54 million units as against 73.10 million units generated
 in the previous year.
 
 During the year under review, your Company added 5 MW of wind power by
 commissioning four wind turbines of 1,250 KW capacity each in the state
 of Tamil Nadu. With this, the total installed capacity of Wind Power of
 your Company now stands at 48.15 MW.
 
 Also during this year, your Company''s 8.25 MW Wind Power Projects
 situated in the states of Maharashtra and Tamil Nadu have been
 registered with UNFCCC under CDM. This is expected to generate
 approximately 15,000 CERs annually for a period of 10 years.
 
 The National Load Dispatch Centre (NLDC), the central nodal agency for
 the Renewable Energy Certificate (REC) scheme, issued 2,057 RECs to
 your Company''s 3 MW Wind Power Project at Satara, Maharashtra in the
 year under review, which were traded on the IEX Power Exchange.
 
 During the year under review, your Company''s Technical Collaboration
 Agreement for Idemitsu Products was terminated.  Your Company has the
 right to manufacture and market the Idemitsu Products for a further
 period of 3 years at its discretion post this termination. The
 termination of this agreement would only marginally impact the sales
 volume of the Company. This impact will be less than 2% of the total
 sales volume of the Company based on the sales figure for the Financial
 Year 2011-12. The Technical Collaboration Agreement for Genuine
 Products with the same collaborators however, continues to remain in
 force.
 
 4.  FIXED DEPOSITS
 
 The Company has no overdue / unpaid fixed deposits.
 
 5.  RESEARCH AND DEVELOPMENT
 
 A note on the R & D activities and Technology Absorption is given in
 Form ''B'' by way of an Annexure to this Report.
 
 6.  CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 Information pursuant to 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 relating to Conservation of Energy,
 Technology Absorption and Foreign Exchange Earnings and Outgo is
 furnished by way of Annexure to this Report.
 
 7.  DIRECTORS
 
 Mr. S. R. Pandit and Mr. N. B. Karpe retire by rotation u/s 256 of the
 Companies Act, 1956 and being eligible, offer themselves for
 re-appointment.
 
 In its meeting held on 30th May 2012, the Board of Directors
 re-appointed Mr. G. N. Mehra as the Managing Director and Mr. C. V.
 Alexander as the Whole-time Director of your Company. Their
 re-appointments as the Directors of the Company are subject to the
 approval of the members at the ensuing Annual General Meeting. Relevant
 items of the Notice regarding their appointments along with the
 Explanatory Statement be treated as Abstracts of the terms and
 conditions under Section 302 of the Companies Act, 1956 of their
 appointments.
 
 The Board of Directors recommends their re-appointment as Directors of
 the Company.
 
 8.  CORPORATE GOVERNANCE
 
 A statement on Corporate Governance along with the Auditors''
 Certificate regarding its compliance and Management Discussion and
 Analysis are given separately as part of the Annual Report.
 
 9.  TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
 
 During the year, your Company has transferred a sum of Rs.6.69 lacs to
 the Investor Education and Protection Fund, which was the dividend
 amount due and payable for the year 2003-04 and remained unclaimed and
 unpaid for a period of 7 years, as provided in Section 205A (5) of the
 Companies Act, 1956.
 
 10.  RISK ASSESSMENT AND MANAGEMENT
 
 Your Company has been on a continuous basis reviewing and streamlining
 its various operational and business risks involved in its business.
 Your Company also takes all efforts to train its manpower from time to
 time to handle and minimise these risks.
 
 11.  DIRECTORS'' RESPONSIBILITY STATEMENT
 
 In accordance with the requirements of Section 217 (2AA) of the
 Companies (Amendment) Act, 2000, the Directors of the Company hereby
 confirm that:
 
 (i) in the preparation of the Annual Accounts, the applicable
 Accounting Standards have been followed along with proper explanation
 relating to material departures;
 
 (ii) 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 31st March 2012 and profit for the year ended on
 that date;
 
 (iii) the Directors have taken proper and sufficient care 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 Annual Accounts on a ''going
 concern'' basis.
 
 12.  AUDITORS
 
 M/s. G. M. Kapadia & Co., Chartered Accountants, retire at the
 conclusion of this Annual General Meeting and are eligible for
 re-appointment.
 
 13.  PARTICULARS OF EMPLOYEES
 
 The information required to be published under the provisions of
 Section 217 (2A) of the Companies Act, 1956, read with the Companies
 (Particulars of Employees) Rules, 1975 as amended is given in the
 Annexure to this Report.
 
 14.  LISTING
 
 Your Company''s shares continue to be listed on Bombay Stock Exchange
 Limited and National Stock Exchange of India Limited. The Listing Fees
 to these two Stock Exchanges for the year 2012-13 have been paid by
 your Company on time.
 
 15.  ACKNOWLEDGEMENTS
 
 Your Directors take this opportunity to sincerely thank your Company''s
 bankers, financial institutions, agents and business associates as well
 as employees at all levels for the valuable support and co-operation
 extended by them at all times. Your Directors also appreciate the
 confidence and faith reposed in them by the shareholders.
 
                                 For and on behalf of the Board
 
 Mumbai                                         Gautam N. Mehra
 
 30th May 2012                     Chairman & Managing Director