The Directors have pleasure in presenting herewith their Report and
 the Statement of Accounts for the Financial Year ended March 31, 2008
 together with the Auditors Report thereon for the said financial year.
 In compliance with the requirements of Accounting Standard 21 issued by
 the Institute of Chartered Accountants of India, the consolidated
 financial statements of your Company are also presented herewith.
 
 FINANCIAL RESULTS
 
 The working of your Company for the year under review resulted in:
 
                                                       (Rs. in Lacs)
                                          2007- 08         2006- 07
 
 Net Turnover                                19114            13885
 
 Add: Other Income                            3315             9330
 
 Total Income                                22429            23215
 
 Profit for the year before 
 Depreciation, Interest, Contingency and
 Taxation.                                    5919             8985
 
 Less : Depreciation                           251              119
 
 Less: Interest                               1036              676
 
 Add : Provision for taxation no 
 longer required, written back                1691                -
 
 Add : Contingencies no 
 longer required, written back                1813             3302
 
 Profit before Taxation                       8136            11492
 
 Taxation (including Fringe 
 Benefit Tax & deferred tax)                  1498             3284
  
 Profit after Taxation                        6638             8208
 
 Profit/(Loss) brought 
 forward from previous year                   6969               24
 
 Appropriations:
 
 General Reserve                               200              420
 
 Dividend                                      480              720
 
 Corporate tax on Dividend                      82              122
 
 Balance carried to the Balance Sheet        12845             6969
 
 EPS-Basic (Rs.)                             13.83            17.10
 
 
 Dividend
 
 Your Directors have recommended a dividend of Re.1.00 per Share to the
 equity shareholders of the Company for the financial year ended March
 31, 2008, subject to the approval of the shareholders at the ensuing
 Annual General Meeting.
 
 Operations
 
 Your Company has registered a Turnover of Rs. 19114 lacs for the
 financial year ended March 31, 2008. There has been an increase in
 Turnover of Rs.5229 lacs compared to the Turnover of Rs.13885 lacs for
 the previous financial year. The Profit after Tax of your Company
 during the financial year amounted to Rs.6638 lacs compared to the
 Profit after Tax of Rs.8208 lacs of the previous financial year.
 
 During the year, your Company continued to focus on premium products
 while taking a conscious decision to weed out the cheap brands thereby
 enabling a healthy product mix.
 
 Amalgamation
 
 In terms of a Scheme of Amalgamation (Scheme), your Company along
 with Primo Distributors Private Limited, both subsidiaries of United
 Spirits Limited, are proposed to be amalgamated with United Spirits
 Limited with effect from April 1, 2007, being the Appointed Date. While
 the Honble High Court of Kamataka at Bangalore and the Honble High
 Court of Judicature at Bombay have sanctioned the Scheme, similar
 sanction is awaited from the Honble High Court at Calcutta.
 
 Directors
 
 Mr. S.G.Ruparel and Mr. S.R. Gupte, Directors, retire by rotation at
 this Annual General Meeting and being eligible offer themselves for
 re-appointment as Directors, liable to retire by rotation.
 
 Mr. Sammy D Lalla (Mr. Lalla) was appointed as the Managing Director of
 the Company, without remuneration, for a period of 3 (three) years with
 effect from June 14, 2005. The Board of Directors, at their Meeting
 held on April 21, 2008, had re-appointed Mr. Lalla as the Managing
 Director of the Company, without remuneration, for a further period of
 one year from June 14, 2008 to June 13, 2009 (both days inclusive),
 subject to approval of the members at the ensuing Annual General
 Meeting.
 
 Auditors
 
 M/s. Lodha & Co., Chartered Accountants, who hold office up to the
 conclusion of this Annual General Meeting, vide their letter dated
 November 20, 2008, have signified their willingness to be re-appointed
 as the Statutory Auditors of the Company and have confirmed that their
 re-appointment, if made, will be in accordance with the limits
 specified in Section 224(1B) of the Companies Act, 1956. Your Directors
 recommend their re-appointment at the ensuing Annual General Meeting.
 
 Subsidiaries
 
 Shaw Wallace Financial Services Limited ceased to be a wholly owned
 subsidiary of your Company on account of its amalgamation with Shaw
 Wallace Breweries Limited and consequent dissolution.
 
 Shaw Wallace Breweries Limited, Ramanreti Trading & Investment Company
 Limited and Shaw Wallace Overseas Limited continue to be the
 Subsidiaries of your Company.
 
 In compliance with the provisions of Section 212 of the Companies Act,
 1956, copies of the Balance Sheet as at March 31, 2008, Profit & Loss
 Account for the year ended on that date and Reports of the Directors
 and Auditors thereon and other relevant Statements in respect of the
 aforesaid Subsidiaries of your Company are attached to the Balance
 Sheet of your Company as on March 31, 2008.
 
 Income Tax
 
 The Companys application for Settlement, for the Assessment Years 2004
 - 2005 to 2006 - 2007, has been disposed by the Honble Settlement
 Commission. The refunds receivable by the Company for the Assessment
 Years 1996-97 to 2003-04 are pending and the Company has sought
 adjustment of the demand arising pursuant to the Commissions order,
 with these refunds.
 
 Your Directors have taken necessary steps including resolving the
 issues with the Revenue Authorities in a comprehensive manner to
 protect the interest of the Company as well as its stakeholders.
 
 Public Deposits
 
 The Company has not accepted any deposits from public during the year
 under review. All matured deposits in respect of which duly discharged
 receipts were surrendered to the Company, have already been paid in
 full.
 
 Shifting of Registered Office
 
 Your Directors have decided to withdraw the Application for shifting of
 Registered Office of the Company from Kolkata to Mumbai filed before
 the Company Law Board, Eastern Region Bench, Kolkata, in view of the
 impending amalgamation of the Company with United Spirits Limited.
 Necessary steps will be taken in this regard in due course.
 
 Dematerialisation
 
 As mentioned in the earlier Annual Reports, since July 24, 2000, the
 equity shares of the Company are being compulsorily traded in
 dematenalized form. It is advisable for all shareholders to have their
 physical shareholding converted into demat form and avail the benefits
 of holding and dealing in shares in electronic form.
 
 As on November 28, 2008, 96.68% of the total paid up equity shares of
 the Company was held by shareholders in electronic form.
 
 Annual General Meeting
 
 The Company has obtained from the Registrar of Companies, West Bengal,
 Kolkata, extension of time upto December 31, 2008 for holding the
 Annual General Meeting for the financial year ended March 31, 2008.
 
 Conservation of Energy, Technology Absorption and
 
 Foreign Exchange Earnings & Outgo
 
 (a) Conservation of Energy and Technology Absorption
 
 During the Financial Year 2007-08, a 175 KVA back pressure steam
 Turbine was installed at the sole Unit of the Company Andhra Winery &
 Distillery at Hyderabad, to generate own electricity to the tune of 40
 % of the total electricity requirement. The Cooling
 
 Tower was also revamped, which helped your Company to increase the
 re-distillation plant output, Extra Neutral Alcohol recovery from
 Rectified Spirit and distillation efficiency.
 
 Your Company has constantly upgraded the equipment in the bottling
 section like installation of an Automatic labelling machine for
 bottling of White Mischief Vodka with self adhesive labels on auto
 line, Air Knife Dryers on all the bottling lines before labelling, in
 order to improve the productivity & quality of labelling. Material
 handling system has been upgraded in the unit by introducing Fork
 lifts, hand pallet trolleys & wooded pallets for movement & storage of
 Finished Goods. Also replaced 2 Nos of 50 KL Mild Steel Storage Tanks
 with new Stainless Steel Storage Tanks of same capacity.
 
 (b) Foreign Exchange Earnings and Outgo  
                                                         (Rs in Lacs)
 SI. 
 No   Particulars                              2007-08       2006-07
 
 1.   Exports & Foreign Exchange earnings          Nil           Nil
 
 2.   Imports / Expenditure in 
      Foreign Currency                         2278.77         27.90
 
 (c) Research and Development
 
 Your Company has not incurred any expenditure on Research and
 Development during the year under review.
 
 Particulars of Employees
 
 Particulars of employees in terms of the provisions of Section 217(2A)
 of the Companies Act, 1956, read with the Companies (Particulars of
 Employees) Rules, 1975 are attached and form an integral part of this
 Report.
 
 Directors Responsibility Statement
 
 In terms of the amended Section 217(2AA)of the Companies Act, 1956,
 your Directors state as under, in respect of the Audited Accounts of
 the Company for the financial year ended March 31, 2008:
 
 (i) That in the preparation of the Annual Accounts, the applicable
 Accounting Standards have been followed and proper explanations
 relating to material departures, where required, have been dealt in the
 respective Notes on Accounts;
 
 (ii) That 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 at the end of the financial year and of the
 profit of the Company for that year;
 
 (iii) That 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;
 
 (iv) That the Directors have prepared the Annual Accounts on a going
 concern basis.
 
 Human Resources
 
 The Industrial Relations scenario at the manufacturing unit remained
 peaceful with no loss of production.
 
 Corporate Governance
 
 The Corporate Governance Report along with a Certificate of Compliance
 received from the Statutory Auditors of your Company is annexed hereto
 and forms part of this Annual Report.
 
 Necessary requirements of obtaining Certification/ Declaration in terms
 of Clause 49 of the Listing Agreements with the Stock Exchanges have
 also been complied with.
 
 Management Discussion & Analysis
 
 A Report on Management Discussion & Analysis is annexed to the
 Directors Report and forms part of this Annual Report.
 
 Acknowledgement
 
 Your Directors wish to acknowledge the co-operation, understanding and
 support extended by the Central and State Governments, Local
 Authorities, Employees, Shareholders, Bankers, Depositors, Creditors,
 Customers, Distributors and other Stakeholders.
 
                                        For and on behalf of the Board
 
 Place : Bangalore                      S D Lalla             C L Jain
 Date  : November 29,2008       Managing Director             Director