We present the Eighteenth Annual Report together with Audited Accounts
 of the Company for the nine months period ended 31st March, 2007.
 
 FINANCIAL RESULSTS
                                                          (Rs. In lacs)
                                              2006-2007     2005-2006
 Total income                                 4.51            227.99
 
 Profit/(Loss)Before
 Depreciation, Tax &
 Interest and Principal
 waived                                      (5.53)          (657.27)
 
 Less: Depreciation                               -           251.68
 
 Add: Interest & Principal
 waived                                           -          6044.43
 
 Profit/(Loss)after Interest
 and Principal
 waived & before Tax                         (5.53)          5135.48
 
 Fringe Benefit Tax                          (0.03)            (0.79)
 
 Prior Period Adjustments                   (15.12)            (0.02)
 
 Prof it/(Loss)after Tax                    (20.68)          5134.67
 
 DIVIDEND:
 
 In view of the losses, the Directors are unable to recommend any
 dividend.
 
 MANAGEMENT DISCUSSION AND ANALYSIS
 
 In view of cessation of all manufacturing facilities, the Board is
 considering various alternatives for the revival of the Companys
 operations.
 
 OPERATING RESULTS:
 
 The Companys turnover for the period was Rs. Nil lacs as against
 Rs.195.31 lacs for the previous year. Net loss after interest,
 depreciation & tax is Rs. 20.68 lacs (previous year Rs. 909.76 lacs
 without considering interest and principal waived.)
 
 ADEQUACY OF INTERNAL CONTROL
 
 The Company has a proper, adequate and well set system of internal
 control to ensure that all activities are monitored and controlled and
 all system are safeguarded and protected. The costs are kept under
 control by monitoring on regular basis.
 
 The Company adheres to all internal controls and policies as well as
 compliance of all applicable regulations.
 
 The Audit Committee of the Board of Directors reviews the adequacy of
 controls at regular intervals.
 
 DEPOSITS
 
 The Company has not accepted/renewed any public deposits during the
 period, and there are no unclaimed public deposits as on the date of
 this report.
 
 DIRECTORS:
 
 During the period, Mr. B. Vivek Shetty, Managing Director of the
 Company has resigned from the Board w.e.f. 23rd January, 2007, Mr. M.
 G. Vichare, Director, will be retiring at the ensuing Annual General
 Meeting and offers himself for reappointment. Accordingly, resolution
 for his reappointment is being proposed at the ensuing Annual General
 Meeting.
 
 BIFR MATTERS
 
 The Appellate Authority of Industrial and Financial Reconstruction
 (AAIFR) vide its order dated 22nd September, 2006 has set aside the
 winding up order passed by the Board of Industrial and Financial
 Reconstruction (BIFR). It has also ordered for the deregistration of
 the Company from the purview of the BIFR.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 Pursuant to sub-section (2AA) of section 217 of the Companies Act,
 1956, the Board of Directors of the Company hereby states and confirms
 that:
 
 1) in the preparation of the annual accounts, the applicable accounting
 standards have been followed alongwith proper explanation relating to
 material departures.
 
 2) 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 or
 loss of the company for that period;
 
 3) the directors have taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Law for safegarding the assets of the Company and for
 preventing and detecting fraud and other irregularities.
 
 4) the directors have prepared the annual accounts on a going concern
 basis.
 
 STATUTORY INFORMATION
 
 The information required under 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 with respect to conservation of
 energy, technology absorption and foreign exchange earnings/outgo is
 appended hereto and forms part of this report.
 
 None of the employees is drawing remuneration in excess of the limits
 specified under section 217(2A) of the Companies Act, 1956.
 
 CORPORATE GOVERNANCE
 
 As per clause 49 of the Listing Agreement with the Stock Exchanges, a
 separate section on Corporate Governance is appended herewith.
 
 COMPLIANCE CERTIFICATE
 
 A certificate from the auditors of the Company regarding compliance of
 conditions of Corporate Governance as stipulated under Clause 49 of the
 Listing Agreement is attached to this report.
 
 AUDITORS REPORT:
 
 The observations of the Auditors in the Auditors Report have been
 suitably explained in the notes to accounts and are self explanatory.
 However, the Board desires to clarify the following observations of the
 Auditors:
 
 1) The Company has been legally advised that disqualifications of
 directors under section 274 (i)(g) of the Companies Act, 1956, gets
 extinguished with effect from 20th December, 2005, on expiry of the
 mandatory disqualification period.
 
 2) In view of the total dislocation consequent on the continued closure
 of substantial portion of the Companys operations and its subsequent
 sale, the Company could not comply with the requirement of appointing a
 full time Company Secretary. However, the Board is taking necessary
 steps in this regard.
 
 AUDITORS:
 
 The Auditors of the Company M/s. Chaturvedi & Shah, Chartered
 Accountants, Mumbai hold office until the conclusion of this Annual
 General Meeting
 
 and they are eligible for reappointment.The Auditors have given a
 certificate to the effect that their reappointment, if made, would be
 within the prescribed limit specified under Section 224(1 B) of the
 Companies Act, 1956.
 
 ACKNOWLEDGEMENT:
 
 The Board takes this opportunity to thank and acknowledge with
 gratitude, the co-operation and assistance received from various
 Government Authorities, Financial Institutions, Banks and other
 Agencies during the year.
 
 The Directors also wish to place their deep appreciation of the
 continued trust and confidence reposed by the employees and the
 Shareholders of the Company.
 
                                   For and On behalf of the Board
 
                                                    D.M.GONSALVES
                                                      DIRECTOR
 Mumbai
 Date: 07.05.2007