The Directors have pleasure in presenting the 16th Annual Report of
 the company along with the Audited Statement of Accounts for the year
 ended 31st March, 2012.
 
 FINANCIAL RESULTS
 
 The highlights of the financial results of the company for the year
 ended 31.03.2012 as compared with the previous year are as follows: 
 
                                                   Rs. In Lacs
 
                                               For the 
                                               year ended     For the 
                                                              year ended 
 Particulars''                                  31.03.2012     31.03.2011
 
 Net Turn Over                                  12102.87       10263.04
 
 Profit before Interest, Depreciation & Tax       989.13         914.87
 
 Less: Interest                                   542.33         487.78
 
 Profit/(Loss) before Depreciation & Tax          446.80         427.09
 
 Less: Depreciation                               144.53         136.08
 
 Profit/(Loss) before Taxation                    302.27         291.01 
 
 Less: Provision for Taxation
 
 Wealth Tax                                         0.15           0.30
 
 Deferred Tax                                      92.69          89.92
 
 Profit/(Loss) after Tax                          209.43         200.79
 
 Balance brought forward                         (461.42)       (662.21)
 
 Provision for Dividend and Dividend tax               -              -
 
 Transfer from General Reserve                         -              -
 
 Balance carried forward to next year            (251.99)       (461.42)
 
 PERFORMANCE REVIEW
 
 During the year of operation, your company has achieved a net turnover
 of Rs. 12102.87 lacs, an increase of 17.93 % as against the previous
 year net turnover of Rs. 10263.04 lacs. The operative profits stood at
 Rs. 989.13 lacs. The PAT stood at Rs. 209.43 lacs as against PAT of Rs.
 200.79 lacs in the previous year. The main reason of declining PAT is
 due to loss on account of exchange difference.
 
 DIVIDEND
 
 Keeping in view of the accumulated losses, your Directors regret their
 inability to declare any dividend. 
 
 SUBSIDIARIES & ASSOCIATES
 
 During the year under review, M/s. Surge Trading Limited (STL) your
 Wholly Owned Subsidiary has recorded net revenue of Rs. 905.67 lacs
 (previous year Rs. 857.42 lacs) an increase of about 6% with a net
 profit of Rs. 9.75 lacs. This company is instrumental in sourcing
 material for your company from abroad. Management has belief that the
 company will perform better in years to come.
 
 CONSOLIDATED FINANCIAL STATEMENTS
 
 As per Section 212 of the Companies Act, 1956, the Company is required
 to attach the Directors Report, Auditors Report, Balance Sheet and
 Profit and Loss Account of its subsidiary company to its Annual Report.
 The Ministry of Corporate Affairs, Government of India, vide its
 general circular no. 2/ 2011 dated 8th February, 2011, has granted
 exemption to all companies for not attaching the above documents of
 subsidiary with Annual Report of the Company from financial year
 2010-11 onwards.  Accordingly, this Annual Report does not contain the
 report and other statement of M/s. Surge Trading Limited the subsidiary
 company. The Company will make available the annual audited accounts
 and related detailed information of the subsidiary companies upon
 request by any member of the Company.  These documents will also be
 available for inspection during business hours at the registered office
 of the Company.
 
 Financial information of M/s. Surge Trading Limited, the subsidiary
 company, as required by the said general exemption circular of Ministry
 of Corporate Affairs, Government of India, is annexed to this report. A
 statement of Holding Company s interest in subsidiaries is also
 furnished separately.
 
 As required by Accounting Standard 21 and Listing Agreement with stock
 exchanges, the audited consolidated financial statements of the Company
 and its subsidiaries are enclosed.
 
 PREFERENTIAL ALLOTMENT OF SHARES
 
 During the year under review, the company has issued and allotted
 18,98,793 Equity Shares @ Rs.  10.77/- per share (including premium of
 Re. 0.77/- per share) to promoters and others on preferential basis.
 The objective of the issue was to provide long term funding for the
 ongoing business of the Company and to meet debt: equity ratio as
 stipulated by the lender bank. These shares were also listed with both
 Bombay Stock Exchange Ltd and National Stock Exchange of India Ltd and
 trading was started w.e.f.24.04.2012 & 25.04.2012 respectively.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 In compliance with Section 217(2AA) of the Companies Act, 1956, as
 amended by the Companies (amendment) Act 2000, your Directors confirm:
 
 a.  That in the preparation of Annual Accounts, the applicable
 accounting standards have been followed and that no material departures
 have been made from the same.
 
 b.  That they 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.
 
 c.  That they 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 your company and for
 preventing and detecting fraud and other irregularities;
 
 d.  That they have prepared the annual accounts on a going concern
 basis.
 
 CORPORATE GOVERNANCE
 
 Your Company recognizes the importance of good corporate governance.
 Your Company is therefore, committed to business integrity, high
 ethical values and professionalism in all its activities. As an
 essential part of this commitment, the Board of Directors supports high
 standards in corporate governance. It is the endeavor of the Board and
 the executive management of your Company to ensure that their actions
 are always based on principles of responsible corporate management. In
 your company, corporate governance is seen as an ongoing process. Your
 Company s Board will therefore closely follow future developments in
 the governance norms and will take lead in ensuring compliance with the
 same. A separate report on Corporate Governance along with the
 certificate of the Auditors, confirming compliance of the conditions of
 corporate governance, as stipulated under Clause 49 of the Listing
 Agreement entered into with the Stock Exchanges is annexed.
 
 AUDIT COMMITTEE / INVESTOR GRIEVANCE COMMITTEES / REMUNERATION
 COMMITTEE
 
 The Board of Directors has constituted three committees i.e. Audit
 Committee, Share Transfer & Investor Grievance committee and
 Remuneration Committee as per the requirement of Corporate Governance
 under the Listing Agreement. All the members of these committees are
 independent & non executives. The details of members of these
 Committees are given in Corporate Governance Report.
 
 CORPORATE SOCIAL RESPONSIBILITY
 
 Corporate Social Responsibility continues to assume an important role
 in the activities of the Company.  It encompasses much more than social
 outreach programs and is an integral part of the way the Company
 conducts its business.
 
 COST AUDIT COMPLIANCE CERTIFICATE
 
 Company has obtained Cost Audit Compliance Certificate for the period
 ended 31.03.2012 issued by Mr. Sivasubramanian & Co, Cost Accountants
 and the same shall be filed with MCA accordingly.
 
 FIXED DEPOSITS
 
 The Company has neither accepted nor renewed any Fixed Deposits from
 the public during the year under review.
 
 DIRECTORS
 
 Mr. Satya Prathaap Bhatera, director is retiring by rotation and being
 eligible offer himself for reappointment. Necessary resolution is
 proposed in the notice to the Annual General Meeting.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 The statement containing the necessary information as required under
 Section 217 (1)(e) of the Companies Act, 1956 read with Companies
 (Disclosure of Particulars in Report of Board of Directors) Rules 1988,
 relating to conservation of energy, technology absorption, foreign
 exchange earnings and outgo are annexed hereto and forms an integral
 part of this report.
 
 ENVIRONMENT & GREEN INITIATIVE
 
 The Company is committed to the environment. The Company continues to
 upkeep effluent and chemical treatment plant besides green belt inside
 the factory premises. Continuous check of air and water pollution at
 manufacturing unit is made and monitored. Your company is certified
 with FSC (Forest Stewardship Council) besides an existing member of
 IGBC.
 
 PARTICULARS OF EMPLOYEES PURSUANT TO SECTION 217 (2A) OF THE COMPANIES
 ACT, 1956.
 
 None of the employees is drawing remuneration in excess of limit
 prescribed under section 217(2A) of the companies Act, 1956 and rule
 thereto for which disclosures to be made.
 
 AUDITORS AND THEIR REPORT
 
 M/s. C. Ramasamy & B. Srinivasan, Chartered Accountants, auditors of
 the company will retire at the conclusion of the ensuing Annual General
 Meeting and are recommended for reappointment. The Company has received
 a certificate from them to effect that the reappointment, if appointed,
 would be within the limits prescribed under section 224 (1B) of the
 Companies Act, 1956.
 
 LISTING WITH STOCK EXCHANGES
 
 The Equity shares of the Company were listed with Bombay Stock Exchange
 Ltd. (BSE) & National Stock exchange of India Limited (NSE). The annual
 listing fee for the financial year 2012-13 was paid within the
 stipulated time to BSE & NSE.
 
 FOREIGN EXCHANGE MANAGEMENT
 
 During the year under review, the Company incurred a forex loss of 2.28
 crores against a loss of 5.22 lacs in the previous year. The management
 is adopting required foreign currency hedging mechanism from time to
 time.
 
 ANNEXURE TO THE DIRECTORS REPORT
 
 Under The Companies (Disclosure of particulars in the report of the
 Board of Directors) Rules 1988 A.  Conservation of Energy
 
 The Company through continuously improving its manufacturing process
 and efficiency at its all plants and offices continues its endeavor to
 improve energy conservation and utilization. Energy conservation
 programs adopted by the Company are:
 
 (i) Strict watch is kept on idle running of machine and to work the
 machine at full capacity
 
 (ii) Installed frequency drivers in machines to save power
 
 (iii) Machineries are frequently overhauled to work smoothly;
 
 (iv) Monitoring of power factor is frequently done and we have
 installed automatic power control systems in the circuit.
 
 (v) Energy consumption versus production is monitored at regular
 intervals to check over usage of energy.
 
 (vi) Continuous monitoring of energy consumption.
 
 (vii) Voltage is controlled with the installation of automatic voltage
 controller on transformer.
 
 B.  Research and Development (R & D)
 
 1.  Specific areas in which R & D carried out by the Company.
 
 R&D portfolio consists of product improvement and process optimization
 with a view to reduce cost and introduction of new environmental
 friendly products and processes.
 
 2.  Benefit derived as a result of the above R & D:
 
 The new products and process cater the needs of variety of customer
 segments and aim to reduce cost.  Development of eco-friendly processes
 result in less quantity of effluent and emission. Also designing of
 safe i.e. non toxic products conform to Euro I Standards
 
 3.  Future Plan of action:
 
 R&D will focus on projects leading to further cost reduction and
 reduced load on environment.
 
 4.  Expenditure on R & D
 
 No capital expenditure is done towards the R&D. The Company
 continuously incurs expenses for improving the processes, product
 quality, etc they cannot be specifically identified as research &
 development expenses. Thus, the same has not been shown separately.
 
 TECHNOLOGY, ABSORPTION, ADAPTATION AND INNOVATION.
 
 1.  Efforts in brief, made towards technology absorption, adaptation
 and innovation.
 
 The Company absorbs the knowledge of plywood technology from various
 sources, such as the existing know-how, their own data bank, published
 literature etc. and thereafter adopts the same to the Company
 infrastructure, effects improvement to the products and processes of
 the Company including containment of pollution and control of
 effluents. Quality assurance managers are placed for each factory and
 are made independent. With this the complaints have reduced and
 consumers are feeling satisfied with our products.
 
 2.  Benefits derived as a result of the above efforts.
 
 Benefits derived from these efforts include process rationalization,
 product quality improvement and environmental friendly product. With
 this our Product has got eco mark from BIS and has been referred for
 Green Building due to low formaldehyde emission products.
 
 C.  Foreign Exchange Earning & Outgo
 
 During the year under review the foreign exchange earned by the company
 was Rs. 23.12 lacs and outgo amounted to Rs. 3611.21 lacs as against
 Rs. 19.61 lacs and Rs. 2861.56 lacs respectively in the previous year.
 
                            For and on behalf of the Board
 
                       B.L. Bengani                   M.L. Pramod Kumar
 
                   Chairman and Managing Director     Whole Time Director
 
 Place: Chennai
 
 Date: 10.07.2012