The Members,
 
 The Directors have pleasure in presenting the Seventeenth Annual
 Report of the Company together with the Audited Accounts for the year
 ended 31st March, 2011.
 
 1.  Financial Results
 
 Your Company operates in two different business sectors - trading in
 steel and metals (ferrous and non ferrous) and generation of power. The
 Company''s revenue, expenditure and results of operations are presented
 through consolidated financial statements and the details given below:
 
                                                       (Rs. in Lakhs)
 
 Particulars                               Year Ended       Year Ended
                                           31st March,      31st March,
                                                 2011             2010
 
 Gross Revenue                               3,29,035         1,74,945
 
 Gross Profit (before interest, 
 depreciation, tax and writing off of
 preliminary expenses)                         14,789            7,851
 
 Interest                                       8,625            4,063
 
 Depreciation                                     762              508
 
 Provision for taxation                         1,079              607
 
 Net Profit / (Loss)                            4,324            2,674
 
 Deferred Tax Liability/(Assets)                   51               19
 
 Profit after Tax                               4,375            2,693
 
 Balance in Profit & Loss 
 A/c c/f from last year                         5,010            3,310
 
 Amount available for appropriation             9,385            6,003
 
 Appropriations
 
 Proposed dividend on Equity Shares               618              618
 
 Transfer to General Reserves                     414              270
 
 Tax on Dividend                                  103              105
 
 Balance carried to Balance Sheet               8,250            5,010
 
 2.  Dividend
 
 The Board of Directors have recommend dividend of 21% (i.e. Rs. 2.10/-
 per equity share) for the Financial Year ended 31st March, 2011
 (previous year 21% i.e. Rs. 2.10/- per share) amounting to Rs.
 6,17,94,180/- (previous year Rs. 6,17,94,180/-) The Dividend tax
 liability borne by your Company is Rs. 1,02,63,395/- (previous year Rs.
 1,05,05,011/-).
 
 3.  Performance During the Year
 
 (i) Power Sector
 
 The Company has carried out its expansion plan in the relevant year
 also and has invested an amount of Rs. 173.88 crores in five states
 i.e. Tamil Nadu, Rajasthan, Karnataka, Gujarat and Maharashtra.  We
 give the details of the Company projects as below :-
 
 (ii) Steel Sector
 
 Your Company''s emphasis on core competencies has paid off multifold''s.
 Your company has been successful in increasing its market share in the
 steel sector, thus in turn has been successful in increasing its
 presence in the this sector. This has resulted in an increase in top
 line income of 88%.
 
 4.  Management Discussion and Analysis
 
 Forward Looking Statements:
 
 This section contains forward-looking statements, which may be
 identified by their use of words, like ''plans'', ''expects'', ''wills'',
 ''anticipates'', ''believes'', ''intends'', ''projects'', ''estimates'', or other
 words of similar meaning. All statements that address expectations or
 projections about the future, including but not limited to statements
 about the company''s strategy for growth, product development, market
 position, expenditures and financial results are forward-looking
 statements. Forward-Looking statements are based on certain assumptions
 and expectations of future events. The Company cannot guarantee that
 these assumptions are accurate or will be realized. The Company''s
 actual results, performance or achievements could thus differ
 materially from those projected in any such forward looking statements.
 The company assumes no responsibility to publicly amend, modify or
 revise any forward looking statements, on the basis of any subsequent
 developments, information or events.
 
 a.  Industry Structure and Development
 
 The Industry is on a growth path in terms of capacities and global
 consumption with global demand and supply growing in tandem.
 
 b.  Opportunities and Threats
 
 The opportunities will exist with the increase in higher value added
 steel consumption on a steady growth path in the country and the
 expectation of strengthening of the Indian economy.
 
 As far as the power sector is concerned, the deficit between the demand
 and supply is so large that the Government of India requires the
 private sector participation and offers excellent infrastructure for
 completion of the same. Your Company benefits from the same and is thus
 able to consolidate and increase its presence in this sector due to the
 same.
 
 c.  Segment-Wise or Product-Wise Performance
 
 Segment wise analysis or performance is also given herewith as per
 Accounting Standard 17.
 
 d.  Outlook
 
 Your Company is well respected in both aforesaid sectors i.e. Steel &
 Power generation. A detailed expansion is on an anvil especially in the
 Power generation sector to increase power generating capacity''s year on
 the most competitive terms.
 
 e.  Risk and Concerns
 
 Ever changing scenario in international and domestic markets could be
 the only risk which may be faced by the Steel Industry.
 
 The changing government policies are cause of concern for the Power
 generation business, however your Company is taking adequate
 precautionary steps to safeguard its interest.
 
 f.  Internal Control Systems and their Adequacy
 
 Your Company has established effective internal operational control
 systems to monitor and review its business operations. Your Company has
 also appointed an internal auditor who is responsible for regular
 internal audit. This has substantially contributed to the better
 management.
 
 g.  Discussions on financial Performance with respect to Operational
 Performance
 
 The financial performance with respect to the operational performance
 during the year under review was reasonably good. The Company is on
 expansion path & the Company has taken a proactive financing strategy
 to pursue this growth.
 
 h.  Material Development in Human Resources / Industrial Relations
 Front, including Number of People Employed
 
 The appointments of qualified and skilled manpower including internal
 and external training programmes are the constant features of your
 Company.
 
 i.  Material Financial and Commercial Transactions
 
 During the financial year under review, there are no materially
 significant financial and commercial transactions with the related
 parties conflicting with the interest of the Company. The Promoters and
 the Directors are not dealing in the shares of the Company.
 
 5.  Directors
 
 In accordance with the Articles of Association of the Company and
 provisions of the Companies Act, 1956, Mr. Vinay G. Kamat retires by
 rotation at the ensuing annual general meeting of the Company and being
 eligible to offers himself for re-appointment.
 
 6.  Subsidiary Companies
 
 As on 31st March, 2011, the Company has following two wholly owned
 subsidiaries: i.  UIL (Singapore) Pte Limited ii.  UIL Hongkong Limited
 
 In terms of Section 212(a) of the Companies Act, 1956, the Central
 Government, Ministry of Corporate Affairs vide its General Circular
 2/2011 dated 8th February, 2011 has granted a general exemption to the
 Company from the requirement of attaching to its annual report, the
 Balance Sheet, Profit and Loss Account and the report of the Directors
 and Auditors thereon of its subsidiary.  Accordingly the same is
 attached to the Balance Sheet of the Company. Shareholders who wish to
 have a copy of Annual Accounts of subsidiary company may write to the
 Company Secretary at the registered office of the Company.
 
 7.  Consolidation of Financial Statements
 
 In accordance with the said above referred circular and with the
 Accounting Standards AS - 21 notified by Companies (Accounting
 Standards) Rules, 2006, the Consolidated Financial Statements covered
 in this report by the Company include financial information of its
 above referred two subsidiary companies and forms part of this Annual
 Report.
 
 8.  Conservation of Energy, Technological Absorption and Foreign
 Exchange Earnings and Outgo
 
 In terms of Section 217(1)(e) of the Companies Act, 1956 read with the
 Companies (Disclosure of Particulars in the Report of Board of
 Directors) Rules, 1988, your Directors wish to state that as the
 Company is not carrying on any manufacturing activity and does not
 consume power the guestion of conservation of energy and absorption of
 technology does not arise. The figures of foreign exchange earnings and
 outflow are as follows:
 
 Foreign Exchange Earning and Outgo :
 
 Foreign Exchange Earnings/Outgo:                 Rs. in Lakhs
 
 Foreign Exchange Earned                            16,235.98
 
 Foreign Exchange Outgo                             43,013.14
 
 9.  Fixed Deposits
 
 The Company has not accepted any deposits from the public.
 
 10.  Particulars of Employees
 
 Particulars of Employees are required in terms of Section 217(2A) of
 the Companies Act, 1956 read with Companies (Particulars of Employees)
 Rules, 1975, are not applicable as none of the employees were paid a
 remuneration of Rs. 60,00,000/- or more per year or Rs. 5,00,000/- or
 more per month.
 
 11.  Directors Responsibility Statement
 
 Pursuant to the requirement Under Section 217 (2AA) of the Companies
 Act, 1956 with respect to the Directors Responsibilities Statement, it
 is hereby confirmed;
 
 i) That in the preparation of the Annual Accounts for the financial
 year 31st March, 2011, the applicableaccounting standards have been
 followed along with proper explanation relating to material departures,
 if any.
 
 ii) That the Directors had selected such accounting policies and
 applied them consistently and made judgment 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 the year under review.
 
 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 for the
 financial year ended 31st March, 2011 on a going concern basis.
 
 12.  Listing of Shares
 
 The Company''s shares are listed on Bombay Stock Exchange Limited (BSE)
 and the Company has paid the listing fees for the same.
 
 13.  Corporate Governance
 
 A separate section on Corporate Governance is included in the Annual
 Report and the Certificate from the Practising Company Secretary
 confirming the compliance of conditions on Corporate Governance as
 stipulated in Clause 49 of the Listing Agreement with the Stock
 Exchanges is annexed hereto.
 
 14.  Auditors
 
 M/s. M. P. Chitale & Co, Chartered Accountants retire at the ensuing
 annual general meeting and being eligible to offer themselves for
 re-appointment. The Company has received a certificate from them to the
 effect that their re-appointment, if made would be within the
 prescribed limits specified under Section 224(1 B) of the Companies
 Act, 1956.
 
 15.  Acknowledgment
 
 Your Directors take this opportunity to place on record their warm
 appreciation for the valuable contribution, untiring efforts and spirit
 of dedication demonstrated by the employees and officers at all levels,
 in the sure and steady progress of the Company.
 
 Your Directors also express their deep gratitude to its Bankers and
 concerned governmental authorities.  They are thankful to the
 Shareholders and Customers for the co-operation and trust they have
 reposed in the Company.
 
                                      For and on behalf of the Board 
                                    For Ushdev International Limited
 
                               Suman Gupta            Prateek Gupta
                               Chairperson        Managing Director
 
 Place : Mumbai
 
 Dated : 30th May, 2011