The Directors are pleased to present the Twenty Fourth Annual Report
 and the audited statements of accounts of the Company for the year
 ended 31st March, 2012.
 
 FINANCIAL RESULTS :                                       (Rs. in Lacs)
 
 Particulars                                    Year ended   Year ended
                                                31-03-2012   31-03-2011
 
 Total Revenue                                    7810.61      7657.25
 
 Profit before depreciation & tax                  166.45       106.90
 
 Less: Depreciation                                 63.39        46.99
 
 Profit/(Loss) before tax                          103.06        59.91
 
 Less: Provision for tax                            29.73        15.17
 
 Profit/(Loss) after Tax                            73.33        44.74
 
 Add: P & L A/c brought forward                    332.65       287.91 
 
 Proposed Appropriations:-
 
 Dividend & Tax                                         -            -
 
 Balance Carried forward                           405.98       332.65
 
 DIVIDEND :
 
 Your Directors have decided to retain the profit to strengthen the
 Company''s financial stability to compete with the global competition
 and regret the inability to recommend any dividend.
 
 PERFORMANCE:
 
 There is a slight increase in the revenue of the Company from Rs. 76.57
 Crores to Rs. 78.10 Crores and the profit before tax has increased from
 Rs. 59.91 Lakhs to Rs. 103.06 Lakhs, thanks to more effective
 management of resources and careful purchases.  Despite higher interest
 costs, the profit of the Company has been increased marginally. The
 quantity of production has been increased by 5.7% as compared to that
 of previous year.
 
 Considering the needs, your Company has made investments on storage
 infrastructure and also undertook upgradation of facilities.
 
 Your Company has proposed to invest into Capital Expenditures during
 the current year. The intent is to establish additional capacity on
 milling and other processing to be imported from Alapala, leading
 machinery manufacturer based in Turkey.
 
 The overall project cost is expected to be around Rs. 200 Lakhs.
 
 DIRECTORS :
 
 Mr. AVS Murthy and Mrs. Pinky Jain, Directors, retire by rotation and
 being eligible, offer themselves for re-appointment.
 
 Mr. Pramodkumar S, Executive Director of the Company, whose term will
 expire on 31st October, 2012 is proposed to be re-appointed as
 Executive Director for a period of 3 years from 1st November, 2012 to
 31st October, 2015.
 
 AUDIT COMMITTEE:
 
 Audit Committee constituted by the Board of Directors with requisite
 composition to fall in line with the prevailing laws continued to
 discharge its functions during the year under report.
 
 AUDITORS :
 
 Messrs MSSV & Co., Chartered Accountants, retire as Auditors at the
 conclusion of the ensuing Annual General Meeting and are eligible for
 re-appointment.
 
 DEPOSITS :
 
 The Company did not accept any deposits from public during the year and
 there was no outstanding deposit due for payment.
 
 PARTICULARS OF EXMPLOYEES UNDER SECTION 217(2A) OF THE COMPANIES ACT,
 1956 :
 
 There were no employees drawing remuneration in excess of the limits
 prescribed under the above mentioned Section of the Act during the
 current year.
 
 INFORMATION PURSUANT TO SECTION 217(1)(e) OF THE COMPANIES ACT, 1956 :
 
 The information as required under the above Section is given in
 Annexure and forms part of the Report.
 
 CORPORATE GOVERNANCE REPORT:
 
 Corporate Governance Report is given as an Annexure to this report and
 forms part of the Report.
 
 INDUSTRIAL RELATIONS :
 
 The relations with employees continued to be cordial throughout the
 year. Your Directors wish to place on record their sincere appreciation
 for the excellent team spirit displayed by the employees at all levels.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT :
 
 The Directors have fulfilled their responsibility for the preparation
 of the accompanying financial statements by taking all reasonable steps
 to ensure that:
 
 These statements have been prepared in conformity with the generally
 accepted accounting principles and appropriate accounting standards.
 Judgments and estimates that are reasonable and prudent have been made
 wherever necessary.
 
 The accounting policies selected and applied consistently give a true
 and fair view of the financial statements.
 
 The Company has implemented internal controls to provide reasonable
 assurance of the reliability of its financial records, proper
 safeguarding and use of its assets and detection of frauds and
 irregularities.  Such controls are based on established policies and
 procedures, and are implemented by trained, skilled and qualified
 personnel with an appropriate segregation of duties. The Company''s
 internal auditors conduct regular internal audits, which complement the
 internal controls.  The Company''s Statutory Auditors'' Messrs. MSSV
 & Co, Chartered Accountants, Bangalore, have audited the financial
 statements in accordance with the generally accepted auditing standards
 and practices as indicated in their report.
 
 GOING CONCERN :
 
 The Directors have prepared the annual accounts on a going concern
 basis.
 
 ACKNOWLEDGEMENTS :
 
 Your Board wishes to thank'' HDFC Bank Limited, for their continued
 support and assistance. Your Directors also wish to place on record
 their gratitude to the customers, distributors, dealers, vendors and
 investors and employees for their continued and valued support.
 
                                               By order of the board
 
                                        For SUNIL AGRO FOODS LIMITED
 
 Place: Bangalore    B. SHANTILAL              PRAMODKUMAR S
 
 Date: 30-7-2012     Managing Director         Executive Director