The Members,
 
 The Directors present the Annual Report, together with the Audited
 Accounts for the year ended 31 st March, 2011.
 
 FINANCIAL RESULTS
 
                                       Year ended   Previous Year ended
 
                                       31.03.2011   31.03.2010
 
                                             Rs.         Rs.
 
 Profit/(Loss) before Interest, 
 Depreciation, Taxation and
 Extraordinary Items                    35,82,387       67,00,255
 
 Less: Interest                          8,90,894        7,11,065
 
 Less: Depreciation                     49,33,732       49,15,451
 
 Profit/(Loss) before Tax and 
 Extraordinary Items                  (22,42,239)       10,73,739
 
 Less: Extraordinary Items                  -           31,64,713
 
 Profit / (Loss) before Tax           (22,42,239)     (20,90,974)
 
 Less: Deferred Tax (Assets)/
 Liability                               4,92,969     (47,14,824)
 
 Taxes for earlier years                    -            1,18,760
 
 Profit/(Loss) after Tax              (27,35,208)       25,05,090
 
 Balance brought forward from 
 previous year                      (2,76,77,574)    (3,01,82,664)
 
 Balance carried forward            (3,04,12,782)    (2,76,77,574)
 
 DIVIDEND
 
 In view of losses, your Directors regret their inability to propose any
 dividend.
 
 OPERATIONS
 
 During the year, total income of the Company has increased to Rs.
 2,190.85 lacs from Rs. 1,546.74 lacs. The Company has reported a net
 loss of Rs. 27.35 lacs against net profit of Rs. 25.05 lacs in the
 previous year.
 
 CLOSURE OF PLANT
 
 Due to continued losses and with no hope of any improvement in the
 operations, the Company filed an application under Section 25-0 of the
 Industrial Disputes Act, 1947 with the Commissioner of Labour,
 Maharashtra State, Mumbai for closure of the Textile plant at Akola.
 The Commissioner of Labour, Maharashtra State, Mumbai vide their order
 dated 25th September, 2008 granted permission for closure of the said
 textile plant at Akola. The aggrieved Labour Unions have filed appeal
 before the Industrial Tribunal against the said order and the matter is
 pending before the Tribunal.
 
 In view of pending appeal before the Industrial Tribunal, the effect of
 the order of Commissioner of Labour, Maharashtra State, Mumbai has not
 been given and the textile plant at Akola is in operation.
 
 FIXED DEPOSITS
 
 The Company has not accepted or renewed any fixed deposits during the
 year.
 
 DIRECTORS
 
 Shri R. L. Saboo resigned from the Directorship of the Company with
 effect from 29th September, 2010. The Board places on record its
 appreciation for the valuable services rendered by Shri R. L. Saboo
 during his tenure as Director of the Company.
 
 Under Article 156 of the Articles of Association of the Company, Shri
 Girish Bagri and Smt. Sitalaxmi Narayanan, Directors retire by rotation
 at the ensuing Annual General Meeting and being eligible, offer
 themselves for re-appointment.
 
 None of the Directors is disqualified under section 274 (1) (g) of the
 Companies Act, 1956.
 
 AUDITORS
 
 M/s. Vijay Rungta & Co., Chartered Accountants, retire as Auditors of
 the Company and are eligible for re-appointment. The Company has
 received a letter from M/s. Vijay Rungta & Co., Chartered Accountants
 expressing their willingness and eligibility to act as Statutory
 Auditors of the Company under section 224(1 B) of the Companies Act,
 1956, if appointed.
 
 COST AUDIT
 
 Pursuant to the directives of the Central Government under the
 provisions of Section 233B of the Companies Act, 1956, M/s.  R.
 Nanabhoy & Co., Cost Accountants, have been appointed as Cost Auditors
 to conduct the cost audit of the product of the Company for the year
 ended 31 st March, 2011 and Cost Audit Report will be submitted to the
 concerned authorities.
 
 CORPORATE GOVERNANCE
 
 The Company has complied with the mandatory provisions of Corporate
 Governance as stipulated in the Listing Agreement with the Stock
 Exchange. A separate report on Corporate Governance alongwith the
 requisite Auditors'' Certificate is annexed and forms part of this
 Annual Report.
 
 PARTICULARS OF EMPLOYEES
 
 During the year under review, there was no employee in receipt of
 remuneration as prescribed under Section 217 (2A) of the Companies Act,
 1956.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, 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 the
 Board of Directors) Rules, 1988 regarding conservation of energy,
 technology absorption and foreign exchange earnings and outgo has been
 given in a separate statement annexed hereto and forming part of this
 Report.
 
 SECRETARIAL COMPLIANCE CERTIFICATE
 
 Secretarial Compliance Certificate received from M/s. Manish Ghia &
 Associates, Practicing Company Secretaries, as required under Section
 383A of the Companies Act, 1956 for the financial year 2010-11 is
 annexed and forming part of this Annual Report.
 
 STOCK EXCHANGE
 
 The Company''s equity shares are listed at Bombay Stock Exchange Ltd.,
 and the Annual Listing Fees for the year 2011-12 has been paid.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Pursuant to Section 217(2AA) of the Companies Act, 1956, on the basis
 of information placed before them, the Directors state that:
 
 (i) in the preparation of the annual accounts, the applicable
 accounting standards have been followed along with proper explanation
 relating to material departures, if any;
 
 (ii) appropriate accounting policies have been selected and applied
 consistently, and the judgments and estimates that have been 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 loss of the
 Company for the said 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;
 
 (iv) the annual accounts have been prepared on agoing concern basis.
 
 ACKNOWLEDGEMENT
 
 Your Directors place on record their appreciation for the assistance
 and support extended by all government authorities, financial
 institutions, banks, consultants, solicitors and shareholders of the
 company. The directors express their appreciation for the dedicated and
 sincere services rendered by the employees of the company.
 
                         For and on behalf of the Board of Directors
 
                                                            S.M.Soni
 
 Mumbai, May 14, 2011                          Sitalaxmi Narayanan ,
 
 Registered Office:
 
 30/Keshavrao Khadye Marg, 
 
 Directors
 
 Sant Gadge Maharaj Chowk, 
 
 Mumbai-400 011.