Dear Shareholders,
 
 We are pleased to present the 21st Annual Report together with the
 Audited Balance Sheet and Profit and Loss Account for the year ended
 31st March 2011.
 
 1. PERFORMANCE OF THE COMPANY The Company''s performance is summarized
 below:
 
 Financial Results
 
                                           (Rs. in Crores except EPS and 
                                               per share data)
 
                                 Consolidated           Stand alone
 
                            2010-2011   2009-2010   2010-2011  2009-2010
 
 Total Income                 890.24      428.05     853.75     410.02
 
 Profit before Tax             66.86       31.56      66.79      32.15
 
 Provision for Income Tax      13.32        4.75      13.31       4.75
 
 Provision for Deferred Tax     4.31        3.29       4.31       3.29
 
 Profit after Tax              49.23       23.52      49.17      24.11 
 
 Appropriations:
 
 Proposed dividend on equity 
 shares (Rs. per share)           2.00        1.50       2.00       1.50
 
 Transfer to General Reserve    3.69        1.21       3.69       1.21
 
 EPS (Rs.)                       21.37       11.00      21.34      11.28
 
 Performance
 
 During the year, your Company recorded the total income of Rs.890.24
 crores (previous year Rs.428.05 crores) an increase by 107.98% The EBITDA
 stood at Rs.139.48 crore (previous year Rs.80.13 crore) an increase by
 74.06%.  Profit after Tax was Rs.49.23 crores (previous year Rs.23.52
 Crores) up by 109.31%. The Management Discussion and Analysis that
 forms part of the Annual Report provides a detailed analysis of the
 Company''s financials.
 
 2. DIVIDEND
 
 Your Directors recommended a dividend of Rs.2.00 per equity share of
 Rs.10/- each to be appropriated from the profit of the year 2010-11,
 subject to the approval by the shareholders at the ensuing Annual
 General Meeting.
 
 The dividend, if approved by the shareholders, will be paid to those
 members whose names appear in the Register of Members as on book
 closure date.
 
 3. SHARE CAPITAL
 
 During the year, (a) Your company has allotted 11,50,000 Equity Shares
 
 having face Value of Rs.10/- each to M/s. NJD Holdings Private Limited
 (one of the Promoter Group Companies) upon conversion of equivalent
 number of Fully Convertible Warrants issued on Preference basis.
 
 (b) Your Company also issued 65,348 Equity Shares having face Value of
 Rs.10/- each under the ''ESOP Scheme 2008'' of the Company to employees and
 directors of the Company.
 
 After the aforesaid issues & allotment, the paid-up share capital of
 the Company stands increased to 2,37,11,513 shares of Rs.10/- each
 aggregating to Rs.23,71,15,130.
 
 4. SUBSIDIARIES The Company has the following subsidiaries:
 
 - Vakrangee IT Solutions Limited
 
 Your Company holds 100% of Equity Share capital of the Company,
 originally incorporated as V-Techno Services Limited, Vakrangee IT
 Solutions Limited has proprietary softwares like Document Management
 Services (DMS), Human Capital Management (HCM) and School ERP which are
 ready to be utilized in years to come.
 
 - e-Doc Vision Infotech Pvt. Ltd.
 
 Your Company holds 100% of Equity Share capital of the Company which is
 incorporated to focus on consultancy on document and business process
 outsourcing to various customers. e-Doc Vision provides state of the
 art technology solutions. The Company has been allotted an Industrial
 plot admeasuring to 5 Acres from HSIIDC at IMT Manesar, Haryana, where
 on the Company is planning to develop an IT Centre. The project shall
 be financed partly by Vakrangee Softwares Limited in form of equity and
 partly by debt from outsiders.
 
 - Vakrangee Energy Private Limited
 
 Your Company holds 100% of Equity Share capital of the Company which is
 incorporated to apply and execute energy related projects which shall
 also include Generation, Distribution and transmission of various types
 of energy. The Company has applied for the projects called, ''Selection
 of New Grid Connected Solar Photo Voltaic Project'' with NVVN and
 policy for promoting generation of electricity through
 non-conventional energy sources – 2004 with Rajasthan Renewable Energy
 Corporation, a Government of Rajasthan Undertaking.
 
 - Vakrangee e-Solutions Inc.
 
 Your Company holds 100% of Equity Share capital of the Company which is
 incorporated in the financial year 2009-10 at Philippines for
 implementing the project we have bagged for Digitization of critical
 records for Govt.  of Philippines by setting up digitization centers
 all over Philippines.
 
 The Central Government has granted general exemption
 
 from complying with Section 212 of the Companies Act, 1956 to all
 companies vide notification number 5/12/2007-CL-III dated February 8,
 2011.
 
 In terms of the exemption, the Balance Sheet and Profit and Loss
 Account, Report of the Board of Directors and Auditors of the
 Subsidiaries have not been attached with the Annual Report of the
 Company.
 
 The above said Report / documents will be made available upon request
 by the shareholder of the Company.  However, the financial data
 alongwith equity share capital of the subsidiaries prepared pursuant to
 Section 212 of the Companies Act, 1956 which forms part of this Annual
 Report. Further, pursuant to Accounting Standard 21 issued by the
 Institute of Chartered Accountants of India, consolidated financial
 statement presented by the Company includes financial information of
 its subsidiaries.
 
 5. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
 
 Management discussion and Analysis Report, as required under the
 Listing Agreement with Stock Exchanges, is enclosed separately with
 this Annual Report
 
 6. LISTING AT STOCK EXCHANGE
 
 The equity shares of the Company continue to be listed on BSE Ltd and
 NSE. The annual listing fees for the year 2010-11 have been paid to
 these Exchanges.
 
 7. DISCLOSURE OF PARTICULARS
 
 As required by the Companies (Disclosure of Particulars in the Report
 of Board of Directors) Rules 1988, the relevant information is given
 hereunder;
 
 - Conservation of Energy
 
 The Operations of the Company are not energy intensive.  However,
 measures have been taken to reduce energy consumptions by using
 efficient computers, IT Assets and other equipments with latest
 technologies. The expense on power in relation to income is nominal and
 under control and the use of the same is under continued surveillance
 with strict security measures.
 
 - Technology Absorption
 
 Since business & technologies are changing constantly, investment in
 research and development activities is of paramount importance. Your
 company continues its focus on quality up-gradation of products and
 services development. It has helped maintain margins.
 
 - Foreign Exchange Earning and Outgo
 
 Foreign Exchange Earning : Rs.1371.51 Lakhs Foreign Exchange Outgo :
 Rs.39.28 Lakhs
 
 8.  FIXED DEPOSITS
 
 During the year, the Company has not invited / received any fixed
 deposits from the public.
 
 9.  DIRECTORS RESPONSIBILITY STATEMENT
 
 In terms of provisions of Section 217(2AA) of the Companies Act, 1956,
 your Directors confirm that;
 
 (i) In the preparation of the annual accounts, the applicable
 accounting standards have been followed, along with proper explanation
 relating to material departures, wherever applicable.
 
 (ii) The Directors have selected such accounting policies and applied
 them consistently and made judgements and estimates that are reasonable
 and prudent so as to give true and fair view of the state of affairs of
 the Company, as at the end of the financial year and of the profits of
 the Company for that period.
 
 (iii) 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 necessary checks and balances are in place for
 preventing and detecting fraud and other irregularities.
 
 (iv) The Directors have prepared the annual accounts on a going concern
 basis
 
 10. RE-APPOINTMENT OF DIRECTORS
 
 As per the provisions of the Companies Act, 1956 read with Articles of
 Association of the Company, Mr. Sunil Agarwal and Mr. Ramesh Joshi
 retire by rotation and being eligible offer themselves for
 re-appointment at this Annual General Meeting.
 
 11. EMPLOYEES STOCK OPTION SCHEME
 
 The Company implemented the Employees Stock Option Scheme (''''Scheme'''')
 in accordance with the Securities and Exchange Board of India (Employee
 
 Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines,
 1999 (
 
 the SEBI Guidelines'').  The Remuneration and Compensation
 Committee, constituted in accordance with the SEBI Guidelines,
 administers and monitors the Scheme. The applicable disclosures as
 stipulated under the SEBI Guidelines as at March 31, 2011 (cumulative
 position) are given below:
 
 Date of grant as at                 Price per       No. of
 31.03.2011                          options         options
                                                     granted
 
 31.07.2009                           Rs.61.90/-       270700
 
 30.12.2009                           Rs.67.85/-        20600
 
 18.05.2010                           146.50/-       156200
 
 24.11.2010                              150/-        86750 
 
 Total                                               534250
 
 Options Vested as at                Price per       No. of
 31.03.2011                          options         options
                                                     Vested
 
 31.07.2009 grant                     Rs.61.90/-       83850
 
 30.12.2009 grant                      67.85/-        3433
 
 18.05.2010 grant                     146.50/-          0
 
 24.11.2010 grant                       Rs.150/-          0 
 
 Total                                    -          87283
 
 Options Exercised as at               Price per     No. of
 31.03.2011                            options       options
                                                     Exercised
 
 31.07.2009 grant                       Rs.61.90/-      65348
 
 30.12.2009 grant                       Rs.67.85/-        0
 
 18.05.2010 grant                      Rs.146.50/-        0
 
 24.11.2010 grant                         Rs.150/-        0
 
 Total                                      -         65348
 
 The total number of shares                   65348 
 arising as a result of 
 exercise of Options
 
 Options Lapsed as at                 Price per           No. of
 31.03.2011                             options          options
                                                          Lapsed
 
 31.07.2009 grant                      Rs.61.90/-              0
 
 30.12.2009 grant                      Rs.67.85/-              0
 
 18.05.2010 grant                     Rs.146.50/-              0
 
 24.11.2010 grant                        Rs.150/-              0
 
 Total                                     -                 0
 
 Variation in terms of Options             -
 
 Money realised by exercise                   Rs.40,45,041 
 of Options
 
 Total number of Options in                     4,68,902
 force (granted-exercisd- lapsed)
 
 Employee wise details of
 Options granted to:
 
 i. Senior managerial
 personnel
 
 1. Mr. Raj Kumar Joshi                      15,000 Options
 
 2. Mr. Jude Mathias                         15,000 Options
 
 ii. Any other employee                          NIL
 
 who received a grant in
 any one year of Options
 amounting to 5% or more
 of Options granted
 
 iii. Identified employees,                      NIL
 
 who were granted
 Options, during any
 one year, equal to or
 exceeding 1% of the
 issued capital (excluding
 outstanding warrants
 and conversions) of the
 Company at the time
 of grant
 
 Diluted Earnings Per Share                    Rs.21.31
 (EPS) before exceptional
 items pursuant to issue
 of shares on exercise
 of Options calculated in
 accordance with Accounting
 Standard (AS) 20 ''Earnings
 Per Share''
 
 The issuance of equity shares pursuant to exercise of Options does not
 affect the profit and loss account of the Company, as the exercise is
 made at the market price prevailing as on the date of the grant.
 
 The Company has obtained a certificate from the Auditors of the Company
 that the Scheme has been implemented in accordance with the SEBI
 Guidelines and the resolution passed by the shareholders.
 
 12. CORPORATE GOVERNANCE
 
 It is the on going process for us to comply with the recommendations of
 the Narayana Murthy Committee constituted by Securities Exchange Board
 of India (SEBI). For the financial year ended March, 2011, report on
 Corporate Governance along-with the Certificate of the Auditors, M/s
 S.K. Patodia & Associates, confirming compliance with conditions of
 Corporate Governance
 
 as stipulated under Clause 49 of the Listing Agreement forms part of
 the Annual Report.
 
 13. AUDITORS
 
 M/s. S.K. Patodia & Associates, Chartered Accountants, retire as
 Auditors of the Company at the conclusion of the ensuing Annual General
 Meeting and have confirmed their eligibility and willingness to accept
 the office of the Auditors, if re-appointed.
 
 14. PARTICULARS OF EMPLOYEES
 
 The information required under Section 217(2A) of the Companies Act,
 1956 read with Companies (Particulars of Employees) Rules, 1975, are
 given in annexure appended hereto and forms part of this report. In
 terms of Section 219(1)(iv) of the Act, the Report and Accounts are
 being sent to the shareholders excluding the aforesaid annexure. Any
 shareholder interested in obtaining a copy of the said annexure may
 write to the Company Secretary at the Registered Office of the Company.
 
 15. ACKNOWLEDGEMENT AND APPRECIATION
 
 The Directors take this opportunity to thank Company''s customers,
 shareholders, suppliers, bankers, Central and State Government for
 their consistent support to the Company. The Board also wishes to place
 on record their appreciation for the hard work, dedication and
 commitment of the employees at all levels. The enthusiasm and
 unstinting efforts of the employees have enabled the Company to grow in
 the competitive environment. The Board looks forward to their continued
 support and understanding in the years to come.
 
 On behalf of the Board of Directors
 
 DINESH NANDWANA 
 Chairman & Managing Director 
 Place : Mumbai, 
 Date  : 26th July, 2011