Balance Sheet 2011-12

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    Dr. Rikhab C. Jain,(Chairman)

    In one word Business Philosophy of T T Group is FAIR BUSINESS, Fair to all: Suppliers, Buyers, Dealers,

    Workers, Shareholders,Investors,Community and the Societyat large.

    Sources for drawing inspiration in founding basic principles of T T Groups business are found inPhilosophies propounded by three great Saints, Philosophers and Mahatmasbelonging to the Textile World: TheMost reverend Spinnerin the World History known to mankind till date, Mahatma Gandhi, father ofthe nation;symbol ofreligious harmony and great humanist Kabir the weaver and the greatTamil Saint, Poet and Philosopherweaver: Thiru Valuvar. Thirukural the great epic book ofwisdom serves us as a referencebook forseeking day today solutions ofbusinessproblems. Al l the three guiding lights of humanity are nowhere in variancewith Jainism,Hinduism, Buddhism orinfact any religion.

    In dealing with people we follow Vidur and

    Chanakya.

    In business m anagement techniques of modern day obviously we rely on my learnings as well as teachings atIndian Institute of Management, Calcutta / M.I.T. OurManaging Director Mr. Sanjay Jain has his sources in hisstudies at the Indian Institute of Management, Ahmedabad/ Harvard BusinessSchool.

    Regarding the choice of Technology to be used, we do not compromise. It is alwaysthebest ofthe world, State ofthe Art technology. We do quickupdating and remain in tune with the latest innovations. Oursource ofstrengthin the field is renowned Textile Technologist - Dr. V. K. Kothari, formerly heading Textile Dept. of worldsprestigiousseat oflearning,Indian Institute ofTechnology, (IIT) Delhi.

    As for consumers,we wish to deliverthem more than value for their money. We are here to serve them.We are becauseof them. We wish them to enjoy new recipies,new delights in theirsatisfaction.We do not follow trends, insteadwe set trends. Mrs. Jyoti Jain, a National Institute ofFashionTechnology (NIFT) graduateis alwaysat hand to dealwith them liberally. All her dealers,agentsand customersare more than happy with her.

    Renowned Management and Finance Experts Shri Navratan Dugar and Shri V R Mehta are ourleading rule settersin the realm of Finance & accounting and corporate governance. In Finance, Manufacturing, Law, Corporate

    governance we have a dedicated team of Executives, Engineers, Company Secretaries, Chartered Accountants,Human Engineers (HRD) to deliver fruits and achieve corp orategoals.

    Today Textile Industry is a Focus Industry in India. It is once again a Sun Rise Industry. Textile Manufacturingis shifting from America & Europe to Asia China, India, Bangladesh, Pakistan, Turkey etc. Timely cottonrevolution in India has made Indiasposit ion unique in competitive edge in world trading of cotton and itsproducts - Yarn , Fabric, Textiles, Knitwear Garments and HomeTextiles.T T group is essentiallyan only Cottoncompany. It handles Cotton, Cotton yarn, Cotton fabricsand Cotton garments.Realising the global potential T Tis already on the world Cotton sceneand is ready to play world cup in Cotton. We wish to enjoy fruits of Cotton.We wish to ensure no one remains devoid ofCotton Garments and that too with assuranceto satisfactionto oneshearts content.

    OurCompanyspolic yis not to speculate,not to gamble,not to undertake high risk deal s.Slowbut steadygrowth isour motto. OurCompanydoes not interfere with free play of share & securitiesmarket.

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    BusinessPhilosophy1. Management'sjobisnotonlytomanagecompany profitablybuttoensureitssteadygrowthas well.

    2. Quickdecisionmaking,speedyimplementation,harmonized,teamwork, deliversuccess.

    3. Ourobjective is to serve Customers to their satisfaction.We strive to enable them taste newdelights in qualityandservice.Wemake thembreaktheirownparametersofsatisfaction.

    4. Investors are owners of the company. Safeguarding their interest is the prime duty of themanagement.

    5. What is the best today, will not be so tomorrow and willbe definitelyrejected day after.Hence continuousqualityupgradationcanonlyretain customers.

    6. Let none be harmed by ourdealingswith them. We need not make money out oftheir weaknesses.Instead letbuyerandsellerboth mutuallyhelpeachothermake profit.

    7. Knowledge input is the best quotient of profit. For future growth, knowledge sourcing andknowledgemanagementisthefirst requirement.

    8. Ways oftheworldneverremain thesame.Keep changingandyou neverliveout.

    9. Wisdom attractsmoney, lackofit maycauselossofmoney.

    10. Indians have now realisedtheirpotentials in the global scenario. Every crown there is forthem,but only ifthey try.

    11. India traditionallyranks first in the world of nations in respec t ofthe wealth of knowledge.Putting this wealth into actionwillcertainly yieldrichmonetary rewards as well.

    12. Wedo not compete,wetry to co-exist.Cooperationisourmotto.

    13. Bigfisheats up smallfishesandyet theoceanisalwaysfullofsmallfishes.

    14. No onecandrinkallthewatersofseven oceans,sononecanmonopoliseforever.

    15. Purity ofmeansis more important than the ends. Come what may, great souls w illneverpickup means not ordained byethics,moralityandone's religion.

    16. You earn money, you may loose it anytime,but ifyou tend to earn goodwilland integrity,moneywill neverleave you.

    Kri s h n ah a sd o n ee v e r y t h i ng,H ew il ld o

    e v e r y t h i n g We are just tools in his hands. He showers upon us

    his choicest blessings That's our reward, our life, our report

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    3 3rdA n n u a lR e p o r t2011-2012

    C o m pany Information

    T.T. LIMITEDBOARDOFD IR E CTO R S Dr. RikhabC. Jain(Chairman)

    Shri SanjayKumar Jain (Managing

    Director)Sm t.Jyoti Jain, (Jt. Managing

    Director)

    Shr iV.R.Mehta

    Shr iNavratan Dugar

    Vice President(Finance)&

    C om pany Se creta ry ShriSuni l Mahnot

    Sta tutoryAuditors D O OGA R &A S S O C IAT E S

    Inte rnal Auditors R.S.Modi & C o.

    Bankers A.Consortium :

    O R IE NTAL BAN KO F C O M M E R C E

    PU NJAB NATIO N A LBA N K

    B.Others:

    INDIANBA N K

    STAT EB A N KO F M Y S O R E

    STAT EBANKO FH Y D E R ABA D

    STAT EBA N KO FINDIA

    R E G I S T R A R& S H AR E B E ETAL F IN AN C IALAN DC O M P U T E RS E R V I C E SPVT. LTD.

    T R A N S F E RA G E N T S 99, M ADANG IR,BE HIN DL O C A LSHOPPINGC E N T R E , D E L H I- 110 062

    Ph.: 011-29961281

    E-mail: beetal@beetalfin a n c ial.com

    Regis tered Office T.T. G A R M E N TPARK,879 , Master Prithvi Nath

    Marg, Karol Bag h,New Delhi - 110 005

    Phone : +91-11- 45060708

    E-mail : export@ttt extiles.com

    Web site : ww w.tttextiles.com

    Branches Kolkata,Avinashi, Ga jrou la, Rajula

    Mills/Factories Gajroula (UttarPradesh), Avinashi, Distt. Tirupur(Tamil

    Nadu), Rajula,(PipavavPort, Gujarat)

    Sh are H old ers' inform atio nvisit ww w .ttte xtile s .com.

    3

    mailto:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]:[email protected]://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/http://www.tttextiles.com/mailto:[email protected]://www.tttextiles.com/http://www.tttextiles.com/mailto:[email protected]
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    3 3rdA n n u a lR e p o r t2011-2012

    D IR E CTO R S R E P O R TYo urD irectors have p le asure in presentingthe 33rd (Th irty Third) Annual Rep ortofthe C om pany together with theAuditedAccounts for the yea rended March 31, 2012.

    FINANCIALR E S ULT S 2011-12(Rs. In

    2010-11(Rs. In

    Sales/ Income from operations 39575.37 48793.83Profit before interest, Depreciation and Tax 2708.67 5865.93Financial C h arges 2692.78 2340.76Depreciation 1113.40 1128.14

    Provision for Income Tax/ De ferred Tax (880.44) 817.58Profit / LossafterTaxBalance broughtforward from previous year

    (-) 217.07

    374.18

    1579.45

    (-) 254.59

    TOTA L 157.11 1324.86

    Appropriation:

    Dividend & Distribution Tax (-) 0.83 250.68Transferred to / from General Res erve NIL 700.00

    Ba lance Car ried forward 157.11 374.18TOTA L 157.94 1324.86

    DIVIDENDS

    You r Bo ard cou ldnot rec ommend dividend due to loss during the year.

    R E V IE WO FO P E RAT I O N S

    The year2011-12wasone of the most difficult yearnot only for the Com pany but worldwide textile industry and in many waysevenworse than 200 8-09.Co tton and yarn prices after touching a n all time high in March 2011,suddenly crashed worldwide by over35% in a short period of two months leaving the whole industry dazed.

    This followed by uncertainty in the globa l market due to Europeancrisis and the imposition ofexcise duty on garments leadto exceptionally difficult yearforall segments of the textile business.

    The extreme volatility in the currency in the second half of the year fur ther worsened matte rs. L ast but not the least Policieschanges regarding expor tsofraw cotton and yarn, and reduction ofexport incentives remained the biggest culprit forthe extremevolatility in globaltextile market.

    The ye ar sa wthe turnov erofthe C om pany plunge from Rs.485Crores to Rs. 382 Crores i.e. a 21% fall due to poordemand and basicselling pr icescoming down.Dueto the reasons mentionedab ove, the C om pany booked a lossofRs.2.17croresaftertaxes.

    Ov erthe last 2 years, your com pany has bee np aying more em ph asison its branded knitwearbus iness. The contribution of thissegment increased to 20 % of turnover com pared to 17% last year. Thisw as despite the fact that due to excise, we lost almost 3months sales. The turnover ofall otherdivisionsreduced due to both lowervolumes and prices..

    As a part of its strategy to slowly exit the cotton fibre business, the C om pany so ld its ginning factory at G ondal, G u jarat forRs.18.75 crores. The Co m pany also p lans to sell its ginning factory at Raju la, Gujarat and exit the volatile cotton commoditybusiness fully and focus on the stab le value added business. T his crop year, Raju laGinn ing Factoryw as not operated, otherwise

    it would have further worsened the scenario.

    The C om pany ha s almost co m ple te dits R s 20 crore garmentexpansion project in Avinash i. Fu rtherit ha s introduced many newproducts in its casual wea rsegment.

    Thisyear has broadly beena yearof caution and fire fighting. It wasdifficult to implementnew initiatives and push forgrowth.

    Lossesduring the year has occ urred mainly due to worldwide fall in cotton value chain since April, 2011,currency volatilities,increase in interest rates, Po we rrate sand withdrawal of exportsu bsidies and increas ein taxes.

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    3 3rdA n n u a lR e p o r t2011-2012

    F U T U R EO U T L O O KThe worst is almost over and the comp any is expected to coverup the set back in the first halfof the current yearitself. Thedepreciating rupee, falling cotton prices with low production of yarn across the country due to labour& power issueshascreated a favourablesituation for cotton yarn.Howeverwith the globaluncertainty so high, non clarity ofG ov er nmentpolicies

    its difficult to predict precisely. We hop e for the best.

    The G ov er nment T U Fscheme for textiles has expired in March 2012, and all are waiting for the new policy announcement.Howeverthe Com pany has no major expansion plans for this year, though the R s 100 crore spinning expansion project at Rajula(G uj ara t) is going on and is expectedto be completedby March 2013.T U Fsanctionsfor this project had already be en con firmed intime.

    The Com pany during the prec ed ing year, due to slow demand and excise issues, hadto go slow on its knitwearbusiness. Howeverthis yea ronce againthe C om pany is look ing for50% growth in this segment. It is planning to go fora totally new ad cam paign andput extra thrust on electronic and press media. The C om pany is als op lan ning to focuson setting up exclusiveshops in a big way, e-commerce and digital marketing through social media.

    The Co m pany plans to leverage its strong brand equi ty and expand over markets and products with strong designing,advertisementand merchandising.

    The yarn and fabric segments are expec tedto grow at20 % pe r annum, howe vermargins are expec tedto be much betterthan last

    year.

    We are confident that you rC om pany will be ba ckon the growt h pa th afte r a wa tershed year. Oure m ph asison highmarginbus inessand focuson stablebusiness portfolio can be expe ctedto show positiveresultsfor the Com pany and itsstake holders.

    You r C om pany intends to install SolarPowerPlants offline forlocalizedcapt ivec onsumption within eachSpinning Mills. We hop eby2016all our mills and manufacturing unitswill be runn ing 100%on cleanSolar/ W ind Pow er. This mov e is to promote eco-sustainability and will certainlybe ourbit of efforts to saveearthand to savetrees

    AWARDSA N DR E C O G N I T I O NDuring the yearBrand T.T.has bee naw arded with M A S T E RB R A N D STATUSBY C M OASIA(AFFILIATED O F C M OCO UNCIL ,USA).

    D IR E CTO R S

    Shri San jayKumar Jain and Dr. (Prof.) V.K. Kothariretire by rotation at the ensuing Annual General Meeting and being eligibleofferthemselvesforreappointment.

    D IR E CTO R S RE S P ONS I B I L I T YSTAT E M E N TP ur suant to Section 217 (2AA) of the Co mp a nie sAct, 1956, your Directo rs reportasunder:

    i) that in the preparation of the annual accounts, the app licab le accounting standards have beenfollowed.ii) that the Directo rs hav e selectedsuch accounting policies and app lied them consistently and made judgments and estimates

    that are reasonable and prudentso as to give a true and fairview ofthe state ofaffairs of the company at the end ofthefinancial yea r and of the profit or los sof the co m pany forthat period.

    iii) that the directo rs hav e taken proper and sufficientcare forthe maintenance ofadequate accounting records inaccordancewith the provisions of this Act for safeguarding the asse tsof the company and for preventing and detecting fraudand otherirregularities.

    iv) that the Directors ha ve prep ared the annual ac co unts on a going concernbasis.

    C O R P O RAT EGOV E R N A N C EThe C om pany is committedto maintain the highest standards ofCo rporate Gov ernance and adhere to theCorporateGovernance requirements se t ou t by SEBI.

    A se para te report on C orp ora te G ov ernanc e al ong with Auditors Certificate on its compliance is annexed to thisreport.

    M ANAG EM EN T D IS CU SS IO N AN DAN ALYS ISManagementdiscussion and Analys isReportforthe yearunder review, as stipulated under clau se49 ofthe ListingAgreement withthe stockexchanges is presented as a se parate section forming part of this report.

    AUDITO R S A N D T H E IRO B S E RVATIONSM/s Doogar& Associates Chartered Acco untants who havebeen the Statuto ryAuditors of the C om pany retire at the conclusion of

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    Annual General Meeting and being eligible offer themselve s forreappointment.

    Auditors observation in Clause(f) of Audit Report is explained in note no-33 to FinancialStatements.

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    3 3rdA n n u a lR e p o r t2011-2012

    PUBLICD E P O S I T SFixed De po sitsrece ivedfrom Sh areholders, Em ploy eesand Pu blic in general a s at the close of the Financial Yea ramounted toRs.666.38Lacs. Depositsof Rs.2.40 Lacswhich fell due for rep ayment before the close of the financial year, remain unclaimed by the

    depositorsat the closeof the Financial Year. There were no o verdue depo sitsother th an those uncla imed at the year end.

    P E R S O N N E LInformation as perSection 217(2A) of the Companies Act, 1956read with Co mp a nies (Particulars ofEmployees)R ules,1975aregiven in the statementwhich form a part of this report. Howeveras per the provisions ofsection 219(1)(b) (iv) ofthe Co m pa nies

    Ac t, 19 56 , the report and accounts are being sent to all shareholders of the C o m p any excluding the aforesaid information.Any shareholder interested in obtaining a copyof the particularsmay write to theCo m panys R eg istered Office.

    C O N S E RVATION O F E N E R GY, T E C H N O L O G YA B S O R P T I O NA N D FO RE IGNEXCHA NG EEAR NIN GSAN DO UTG OThe information required to be furnished under section 217 (1) (e) of the Companies Act, 195 6 read with the C om pa nies(Disclo sure of particulars in the Reportof the Board of Directors) Rules, 1988 relating to Conservation ofEnergy, Technologyabsorption and Foreign Exchange earnings and outgo is annexed herewith and forming part of this report.

    AC K NO W L E D G E M E N T

    YourDirectors place on record their sincere appreciation of the ser vices rendered b y the em plo ye esof the Co m pany. The y aregrateful to shareholders, bankers, depositors, customers and vendors ofthe Co mp any for their continued valuedsupport.TheDirectors look forward to a brightfuture with confidence.

    Place:New DelhiDate: 31.05.2012

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    3 3rdA n n u a lR e p o r t2011-2012

    A N N E X U R ETO T H ED IR E CTO R S R E P O R T

    Information pursuant to the Com panies (Disc losure ofParticulars)in the Repo rtof the Board of Directors Rules, 1988.

    A. C O N S E RVATIONO F E N E R G Y:a) Energy Conservation mea sures taken: In spinning mill energy cost represents the sec ond major cost af ter the cos tofraw material.

    The com pany has, therefore, alwaysbe enconscious ofthe need to conserveenergy. The com pany is continuouslyidentifying the scopefor improving end u seef ficiency by evaluat ing the techno-economic viability ofvariousenergyconservation me as ures.

    b) Additional investments and proposalsthat havebeentaken are:i) D ueto abnormal increase in HS D prices, c om pany has decided to utilise maximum extentelectricity supplied by Grid insteadof

    owngeneration.ii) C om pany has installe d 3 W ind Mill in TamilNadu for meeting power requirementofits spinning unit at Avinashi,Dist:Co imbatore. iii) C om pany continuously upgrading its plantand machineries so that energy requirementofper unit productionca n be minimised.c) Impactofthe measures of (a) and (b) forreduction ofenergy consumption and conse qu entimpacton the cost ofproduction

    of goods: The impactofthe meas ures taken abo ve isthat the same would result in reduction in energy consum ption in futureyearsto come.

    d) Totalenergy consumptions, energy consumption perunit ofproduction:

    A Power a nd fuel consumption 2011 - 2012 2010-20111) Electricity (KWH)

    a) Purchased(Units) 34907308 33370002TotalAmount (Rs) 178024210 149749298Rateperunit (Rs) 5.10 4.49

    b) O w nG enerationThroughDieselG eneratorUnits 1800476 3792483

    Units per Ltr. O f DieselOil 3.55 3.59Cost/Unit 10.64 11.24

    2) Coa l N otused Not used3) FurnaceOil No tused Not usedB. Consumption perunit (Yarn in Kg) 3.99 4.03

    of production / Eclectricity

    A. R E S E A R C HA N D D E V E L O P M E N T

    a) Speci f ic, areas on which R & D ca rried out by the C om pany: Res earch and D ev el opmenthas beencarried out forquality improvement.

    b) Benefits derivedas a result of the aboveR & D :The co m pany wa sab le to improve the quality ofitson-goingproducts. c) Future planof action: Continuous efforts are being made for quality improvement.d) Expenditure on R&D:The Company is not maintaining se para te ac co untfor the expenditure incurred on R&D.

    B. T E C H N O L O G YA B S O R P T I O N :

    The technology developedas a resu lt ofR & D activity wa sproperly abs orb edwhich h as resu ltedin product improvementand cost reduction. We hav enot made any importof technologyso far.

    C . F OR EIG NEXC H AN G EE AR N IN G SAN DO UTG O :

    Dur ing the year under review your company has exported goods worth Rs.225.26 Crores.The details of foreignexchange earnings and outgo are given in the Notesto the accounts which form a part of theAnnual Report.

    Place:New DelhiDate:31.05.2012

    For and on behalfoftheBoardSd/

    (Dr. R I K H A BC .JAIN)

    C H A I R M A N

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    3 3rdA n n u a lR e p o r t2011-2012

    C O R P O RAT EGOVERNANCER E P O R TF O R T H E Y E A R2011-2012(As required under Clause49 ofthe listing agreemententered into with the Stock

    Exchange)

    1. A BRIEF STAT E M E N TON COMPANY S P HI L OS O P HYON C O D E O FGOV E R N A N C E :C orp orate Go ve rnance is a se t of sys tems and practices to ensure that the affairs of the Com pany are be ing managed in awaywhichensure accountability, transparency, fairnes s in all its transactions in the widest sense and meet its stakeholders aspirationsand societal expectations.

    The c om pany firmly believes in good Co rporate Gov ernance. The Com pany, while conducting its business has been upholding thecore values of T.T.s i.e. transparency, integrity, honesty, accountability and compliance of laws. The co m pany continuouslyendeavourto improve on these aspectson an ongoing basis.

    2. BOAR D O FD IR E CTO R S :The B oard ofDirectors com pri sesExecutive Chairman, Managing Director, Jt. Managing Director and 3 non-Executive Directors.During the year5 Board Meetings were held. The composition ofBoard ofDirectors and theirattendance at the meeting during theyearand at the last Annual General Meeting as alsonumbe rof otherDirectorships/MembershipsofCo mm itteesare as follows:

    N ameof Director CategoryofDirectorships

    No. of

    Board

    meetings

    Attendance

    lastAG M

    No . of other

    Direc torshipCommittee

    Member Chai r man

    1 Dr. RIK HA BC. JAIN C H A I R M A N 5/5 Y E S 1 1

    2 S H R IV.R . M E HTA NO N - E X E C U T I V E 5/5 Y E S 2 2

    3 SHRINAVRATAN D UGA R NO N - E X E C U T I V E 5/5 Y E S NIL 1 1

    4 S H R ISA NJAYK R JAIN M/D IR E CTO R 4/5 NO 1 2

    5 S MT.JYOTI JAIN JT.M/DIRECTO R 4/5 Y E S NIL

    6 D R .(P R OF.)V.K. KOT H A R I NO N - E X E C U T I V E 5/5 Y E S NIL 1 2

    3. A U D I T C O M M I T T E E:The membe rsof the committeeare wellversedin finance, accounts and comp any law mattersand general busines spractices.

    The comp osition of the Audit Com mitteeis asunder:

    A. Sh riNa vrata n Du gar, Committee Chairman B. Dr. (Prof.) V. K.C . ShriV.R.Mehta D. ShriSanjayKumar

    The Primary function of the Audit Committeeis to assistthe Board ofDirectors in fulfilling its responsibilities by reviewing thefinancial reportsand other financial information provided by the Co m pany to any Govt.body or to the investorsorthe public;the Co mpanys system of risk management and internal controls regarding finance, ac co unting and legal compliances thatManagementand the Board haveestablished.

    The terms of reference of the Audit Committeeinclude:

    a) To review financial statements and pre publication announcements before submission to theBoard. b) To ensure Com pliance of Internal Control Sys tems and ac tion t aken on internal auditreports.c) To ap prisethe Bo ard on the imp ac tof accounting po licies, accounting standard andlegislation. d)To hold periodica l discussions with statu toryaudito rs on the scopeand contentofthe audit.e) To review the co m panys financial and risk managementpolicies.

    During the financial year2011-12 four Audit CommitteeMeetings were held on 25.05.2011,12.08.2011, 09.11.2011,03.02.2012

    4. R E M U N E RAT IO N O F

    D IR E CTO R S :The remuneration ofExecutiveD irectors is decided by the Board of Directors as per the remuneration policy of theco m panywithin the ce iling fixed by the sh areho lders. The co m pany has no pec uniar y relationship or transaction with its non-executive

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    actual payments made to the Directors for the period 1.04.2011to 31.03.2012..

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    3 3rdA n n u a lR e p o r t2011-2012

    N ameofDirectors Businessrelationship

    with the C o m p any

    Rem uneration paid/ payable from

    1.4.2011to 31.3.2012

    Sitting F e e s Salary& Perks Total

    Dr. RIK HA BC. JAIN C H A I R M A N 39.08 39.08

    SHRIV.R.M E HTA NO N E 1.00 1.00

    SHRINAVRATAN D UGA R NO N E 1.00 1.00

    S H R ISANJAYK R .JAIN M ANAGIN GD I R E CTO R 51.60 51.60

    S MT.JYOTI JAIN Jt. M ANAGIN G D I R E CTO R 51.60 51.60

    D R .(P R OF.)V.K. KOT H A R I NO N E 1.00 1.00

    A sumofRs.72.00Lacbeingexcessremun eration paid to Direct ors co nse qu en tuponlossesreportedduring preceding

    financialyearis be in gre covered from co nc er ne dDirect ors in termsofSection198, 309 & Schedu leXIII of the

    Co m pa nie sAct, 1956.

    5. S H A R E H O L D E R S / I N V E STORSGR IEVAN CECO MM ITTEE :The Shareholders/Inv estors Grievance Committee consists of three Directors. Dr (Prof.) V. K. Kothari, Directorheads this

    Co mm ittee. The Co mm itteemee ts at freq uent intervals to consider, interalia, share transfer, shareholderscomplaints etc. ShriSu nil Mahnot, Co mp any Secretaryis the com pliance officer.

    6. G E N E R A LBODY ME ETIN GS :Location and time where las t three Annual G eneral Meetings were held are given below:

    F I NANCI ALY E AR DAT E TIM E V E N U E

    2008-2009 30.09.2009 11 A.M. Siri Fort Auditorium, New Delhi.

    2009-2010 01.09.2010 11 A.M. Siri Fort Auditorium, New Delhi.

    2010-2011 28.09.2011 11 A.M. TalkatoraIndoor Stadium,New Delh

    7. D I S C L O S U R E S :There are no materially significantrelated party transactionswhich may ha ve potential conflict with the interest ofthe companyat large. However, attentionis draw n to pointNo.38ofNotesto the accounts.

    8. M E A N S O FC O M M U N I CATIO N:The quarterly, half yearly and full year results are pub lished in national ne ws p a p e rs and the company is also providingregular information to the StockExchanges as per the requirements ofthe Listing Agreements. SEBI/Stock Exchanges h as neverimposedany penalty on the C om pany for violation of any law/agreement.

    9. LEGAL CO M PLIA NC E&R E P O R T I N G :As requ ired under Clause49 ofthe ListingAgreement, the Board periodically reviews compliances ofvarious laws applicable totheC o m p any.

    10. G E N E R A LS H A R E H O L D E RIN FO RMATIO NA AN NUAL G EN ER ALM EE TIN G

    Dateand Time : 26th Sep temb er, 2012at 11A.M.Venue : TalkatoraIndoor Stadium,NewDelhi.

    B FINANCIAL C A L E NDA RThe C om pany follows April-March as its financial ye ar. The results foreveryquarterbeginning from Aprilis declared within 45 daysfrom end of the quarter except for the last quarter forwhich the resultswere declared in May aspermitted under the listingagreement.

    C DAT E O F B O O KC L O S U R E

    20th Sep temb er, 2012to 2 6 th Se p te mb er, 2012(bo th days inclusive)

    D L IS TIN G O N STO C KE X C H A N G E SThe Com panys sh ares are lis ted on The Na tional St oc kExchange of India Ltd (NS E)and Bo m bayStock Exchange Lt d

    (BS E).Sto ckcode at the N S Eis T T Land BSEis 514142.

    Demat IS IN Numberin N S D L & C D S Lis INE592B01016

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    E M A R K E TP R I C EDATA

    The monthly high and low quotationsofshares traded on the StockExchange, Mumbaiis as follows:

    Month B S E S en sex

    High (Rs) Low (Rs) High LowApril 2011 38.50 28.95 19811.14 18976.19

    May 2011 36.00 30.85 19253.87 17786.13

    June 2011 33.45 25.95 18873.39 17314.38

    July 2011 30.00 27.05 19131.70 18131.86

    August 2011 30.00 23.25 18440.07 15765.53

    September2011 27.80 22.80 17211.80 15801.01

    October 2011 26.85 22.00 17908.13 15745.43

    November 2011 26.70 18.30 17702.26 15478.69

    De c e mb e r 2011 21.50 17.55 17003.71 15135.86

    January 2012 22.80 18.40 17258.97 15358.02

    February 2012 24.00 18.60 18523.78 17061.55

    March 2012 22.00 18.25 18040.69 16920.61

    F R E G IS T R A RA N DS H A R ET R A N S F E RAG E N T S

    M /S B E ETA LF INANCIAL& C O M P U T E RS E R VIC E SP V TLIMITED99, MADANG IR,BE HIN DL O C A LSHOPPINGC E N T R E ,N E WD E L H I110062.Telephoneno(s) 011-29961281,Fax : 011-29961284E-mail [email protected]

    App lications for transfer ofshares held in physical form are receivedat the Regd. Office ofthe C om pany as well at the office oftheRegistrar and Share TransferAgents of the Co m pany.All valid transfers are processedand effectedwithin 15 days from thedate ofreceipt.

    S hares hel d in the dematerialised form are electronically traded by Deposito ryParticipants and the Registrar and Share TransferAgents ofthe C om pany periodically receivefrom the Dep ositor yParticipantsthe beneficially holdings so as toenable them to update

    theirrecords and to send all corporate communications.G . D istribution of Share holding (as on 31st March,2012)

    Nu m bers ofEquitySh ares Held S hareh olders Share amount

    1 to 500

    Nu m bers % age toTotal Rs. % age

    22407 89.60 36568620 17.01

    501 to 1000 1449 5.79 11682380 5.43

    1001to 2000 559 2.37 9043960 4.21

    2001to 3000 189 0.76 4861490 2.26

    3001to 4000 92 0.37 3305130 1.54

    4001to 5000 68 0.27 3277560 1.53

    5001to 10000 128 0.51 9721240 4.52

    10000&Above 82 0.33 136520120 63.50

    TOTA L 25007 100 214980500 100

    H DE MATERIAL ISATION O F S H A R E S AN DLIQUIDITY

    About88.46%ofthe shares ha vebe endematerializedason 31s tMarch 2012 representing 190 18 28 6shares and balance shares areheld in physical form.

    I S E C R ETARIALAUDITA qualified practicing Company Secretary car ried out a Secretarial Audit on quarterly basisto reconcile the totalShare Capitalwith National Securities D eposi toryLimited (NSDL),Central DepositorySe rvices Limite d (C DS L)and the total issuedand listedcapital. The audit confirms that the total issued/paid-up capita l is in agreement with totalnumberofshares in physical forms andtotal numberofdematerializedshares held with NS D L& CD SL .

    J P L A N TL O CATIO NS:Co mp anys Plants are loca ted at Ga jroula (U.P.), Avinash i Distt. Tiru pu r(T.N.), Dh aram pura Dist. Tiru pur(T.N.),and Rajula

    (Gujarat).

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    K A D D R E S SF O RC O R R E S P O N D E N C E :Forany as sis tance regarding dematerialistion ofsh ares, sh ares transfer, transm issions,change ofaddress orany otherqueryrelating to shares, pleasewrite to:

    T T LIM ITE D879 ,MasterPrithvi Nath Marg, Karol Bagh,NewDelhi110 005.Ph.: 45060708 /Em ail:investors@ttte xti le s .comO R

    M/S BeetalFinancial & C om pu terSe rvices Pvt Lim ited, 99, Madangir, Behind LocalShopping Centre, New Delhi 110062., TelephoneNo(S)011-29961281,Fax: 011-29961284,E-Mail : [email protected]

    AUDITO R ' SCE RT I F I CAT E

    To

    The Membersof

    T TLimited

    We haveexamined the compliance ofconditions ofCo rporate Gov ernance by T T Limited, forthe yearended on 31st March, 2012,as stipulatedin C lau se49 of the Lis tingAgreementof the said C om pany with stockexchanges.

    The compliance ofconditions ofCo rporate Gov ernance is the responsibility ofthe management. O urexamination has been limitedto a review of the procedures and implementations thereof adopted by the Co mpany for ensuring compliance with theconditions of the certificate ofCo rp orate G ov ernance as stipulated in the said Clause. It is neitheran audit nor an expression ofopinion on the financial statements of the Co mp any.

    In our opinion and to the bestofour information and according to the explanations given to us and therepresentations made bythe Directors and the management, we certify that the Co m pany has co m plied with theconditions ofC orp orate G ov ernance asstipulatedin C lau se49 of the above-mentionedListingAgreement.

    As requ ired by the Guidance Note issuedby the Institute ofChartered Accountants of India, we have to state that theCo m panyhavemaintained the records of investor grievances and certify that as at 31st March, 2012 there were no investor grievancesremaining unattended/pending formore than 30 days.

    We further state that such compliance is neither an as surance as to the future viability of the Com pany nor of the efficiencyoreffectiveness with which the managementh as conducted the affairs of the C om pany.

    Place:New DelhiDate: 31.05.2012

    For D O OGA R &A S S O C IAT E SC H A R T E R E D

    AC C O U NTA N T SFirm Regn.No. 000561N

    ( M U K E S HGOYAL)ManagingPartnerM. No. :081810

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    M a n a g e m e n tDiscussionsand Analysis

    OVER VIE WOF IND IAN TEX TIL EI N D U S T R YThe Indian TextileIndustry is proud to be the se cond biggest in the world. It w aspredominantly unorganized industry until a fewdecades ba ck. How ever, the sc enario starte d ch anging on after the economic liberation of Indian economy since 1991. Theopening up ofthe economy gavethe much-needed thrust to the Indian Textileindustry. It has now successfullybecome modern,

    high technology run and ha s the potentialof becoming the largest one overta king thepresently numberone Chinese Textiles.Indian textile industry largely depends upon the textile manufacturing and export. It also plays a majorrole in theeconomy ofthe

    country. India earns about 12 percent of its total foreign exchange through textile exports. Further, the textile industry ofIndiaalso contributes nearly 14% of the total industrial production of the country. It also contribu tes around 4% to the G D Pof theCountry. Indian textile industry is also the largest in the country in terms ofem ploymentgeneration. It not only generates jobs inits own industry, but also opens up scopeforthe otherancillary sectors. Indian textile industry currently generates em ploymentto more than 35 million people.

    E M E R G I N G T R A D EPAT T E R NThe last few yearshaveseen aperiod ofconsiderable change in the globa ltrad ing pattern. The economic activity across the worldis increasingly shifting towards the emerging economies in Asia , FarE as tand p ar ts ofSouthAmerica. In the textiles sector, this

    is being manifestedin a convergence betweenproduction and consumption centres as they shift tectonically from the Westerncountries to the FarEastand China . Traditionalmarkets in Europe and U SA areexpectedto adjustthese changing trends.Inflation concerns are likely to intensify as capacityconstraints accentuate supplyside pres sures in the wake of high growth ratesand

    risingdemand.

    T R E N D S IN WO R L DT R A D EWorld Trade recorded its largest everannual increase in 2010 as merchandise exports surged 14.5 percent, buoyed by a 3.6 percent recoveryin globa l output as meas ured by gros s domestic product (GDP).Both trade and outp ut grew faster in developingeconomies than in developedones.Exportsin volume terms were up 13 per cent in deve lope deconomies wh ile the increase fordeveloping economies wasnearly17 percent.

    T R A D E S C E N A R IO ININDIA

    Indian domestic consumption of textiles is growing at a fast paceof15-20%annually. Hence the importance of this segment isgrowing and there is great potential forCo mp a nies with a good domestic distribution networkand brand equity. Hence in future

    com panies need to havemore balanced presence in both exportsand domestic market to reduce uncertaintiesand havebalancedgrowth.From Ra wmate rial to finished goods, vertically and horizontall y an integrated textile value chain exists. Indian textilesectorholdsauniqueblend of tradition and technology with flexible production systemand strong entrepreneurialskills.

    As w e all know, Asia in the recentpastwitnesseda recoverythat hasmatured as both exports and domestic demand havefuelledrapid economic growth , which reached 8.3 percent in 2010.Growthis expectedto be led byChina and India, whose economies areprojectedto expand by 8.2 pe rcentand 7.2 percent, respectively, in the next two years.

    G LOBAL T R A D E IN T E X T I L E S AN D

    C LOTHINGThe World trade in Textiles & Clothing is estimated to grow by 10.82 percent for the year 2010, playing a significant role intotal merchandise trade with a share ofaround 4 percent. The trade is estimated at a level ofUS D584 billion in the year2010marking growth of10.82 %overthe previous yearslevel ofUSD527 billion.In E U (27), the combined imports of Textilesand Clothing grew by 6.62 percent. While Textile trade grew by 19.53 percents,Clothing

    grew by 2.64, per cent during2010.

    COTTO N YAR NE X P O R T SWithin the textile basket, exportsof cotton yarn reached a level of720Million K gs. as com pared to 586.76Million K gs. in 2009-10.

    In volume terms the growth increasedby 22 per cent and in dollarterms the growth was 62 percent rising from USD 1614 .76Million (Rs.75912.88Million) in 2009-10 to USD 2619.16 Million (Rs.118936.06Million) in 2010-11. It is to be noted that

    in spite of quantitative restrictionscotton yarn exportsrecorded the highest growth in the garmentof textiles products.

    Yarn expo rt ha s since bee nbroughtunderO G Lwith from Apri l , 2011 .P rices in the world market have started to moderateand thedown

    stream industry in various textile economies is looking forward to stability in policies &

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    As the large st sup plier ofCotton Yarn to the world in value terms as well as quantity terms, India needs to be cautious of itsexternal obligations as Policy interventions imposing supplyside restrictions h a v e a significant bearing on international trade.This fact was repeated ly brought to the notice of the Council by many O verseasTextileAssociations and Federations duringinteractions at various Fairs/Exhibitionsand meets.

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    COTTO N FA B R I C SE X P O R T SExportsofCo ttonF abrics increas edmarginally by 1.64 per centfrom US D 122 1 Mil lion in 2009-2010to US D1241 Million in2010-11.The share ofCo ttonFab ric in the overall cotton textile exportswas18 percent.

    COTTO NM A D E U P SExportsofCottonmadeups reached a level ofUS D 2980 Million in 2010-11 as compare d to the previous year sexports ofU S D 2 8 0 8Million marking a growth of 6 per cent the cotton textile trade. Considerable opportunities exist to increase our exports in thissegmentas we stream line our efforts to augmentour processing capabilities.

    P OL I CYINITIAT I V E SOnce for all India like China should decide to create cotton f ibre reserveof10 million ba les. Re ser vefirst, export nextneedsto bethe policy line. Once in June /July such cotton reserveis replen ished, surpluscotton if any should be allowed to be exported.

    This would stabilize prices ofcotton year round and reduce the specu lativerisk it posesto all in cotton trade as we l l as in the

    manufacturing valuechain.

    Currency stabilization is a must for reducing risks faced by the export-importtrading activities.Rupeehas during the past twelvemonthshas travelledfrom Rs.54a US$ to Rs.44a US$ and once againbackto Rs.56a US$.Thissteepfall-rise-fall se qu ence has taken heavytoll offoreign trading enterprises.

    Prices of all textile products need to be allowed to rise in tandem with the inflationary rise particularly price movement offibres.

    Unhealthy competition needsto be checked to allowreasonable profits leve lto prevailprofits needsto be elevatedifinve stmentis tobe attracted and ifsubsidies are to be pha sedout. The indus try cannot remain prec iselytickingonly on the strength ofsubsidies.

    C U R R E N TS C E N A R I OThe Textile and clothing Se ctor is the back bone of the IndianE conomy.Fab ric production rose to 60,996million sq. meters in F Y2011from 52,665million sq. meters in F Y2007.Production ofraw cotton grew to 32.5 million balesin F Y2011 from 28 million balesin F Y2007, while production ofmanmade fibrerose to 1281million kgs. in F Y2011from 1139million Kgs. in F Y2007.Production ofyarn grew to 6,233 million Kgs. in F Y2011from 5,183 million kgs. in F Y2007.India has the potential to increase its textile and apparel share in the world trade from the currentlevelof4.5 percentto8 per centand

    re ac h US D 8 0 billion by2020.Exportsof textile grew to USD 26.8 billion in F Y2010 from USD 17.6 billion in F Y2006.Indias textile trade is dominated byexportswith

    CAG R of 6.3 per cent during the sameperiod.

    GOV E R N M E N TP O L I C YThe G ov er nment of India has promoted a numberofexport promotion policies for the Textilesectorin the Union Budget 2011-12and the Foreign Trade Policy 2009-14. Th is als o includes the va rious incentives under FocusMarket S chemeand FocusProductScheme; broad basing the cov erage ofMarket Linked FocusProducts Scheme for textile products and extension ofMarket LinkedFocusProduct Scheme etc. to increasethe Indian shares in the globaltrade of textiles and clothing. Budget forthe year2012-13did not induct any new relief mea sures or incentives as was expectedby the Textile Minist ry and the Industry. The industrycontinues to wait forthe much needed package of reliefmea sures topromptup revival.It has allowe d100 percentForeign Direct Investment (FDI) in textiles undertheautomaticroute.Overyearsthe Textile Upgradation Fund (TUF) scheme of the G ov er nment where it provides interest subsidy of upto 5% andcapitalsubsidy ofupto 10% has lead to big investments in the industry. In particular the spinning industry has become wo rldclassand is the largest exporte rin the world. The G ov er nmentha d su sp ended the scheme fro m May, 2010 suddenly howe ve rthe same hasbeenreinstated in April 2011 till the end ofMarch 2012. Its not clearin what form and how the scheme wou ld be re-introducedafterthe end ofthe currentscheme and hence indust ry is trying to plan investments within this period.The G ov er nment had reduced export incentives on cotton yarn from 7% to 3%. This has impacted the offered prices ininternational

    market making yarn to that extentmore expensive. Thisincentive was jus ta refund oftaxes which ha s be enremov ed by theG ov er nment. Exciseduty wasimposedon branded garments in the Union Budget 201 1.T hisga vea severe setb acktothe domesticindustry which was already reeling under veryhigh ya rn prices and otherinput cost rise. Thisha s sque eze dprofits and has alsoburdened the consumer and has had a short term impacton consumption aswell.G ov er nment is very keen to increase textile exports. Its target of USD 50 billion by 2012 has fallen short significantly due torecession

    and many bottlenecks which couldnot be effec tive ly be removed. The G ov er nmentha s pla nned a majorskill upgradation programto improve availability of skilled labourfor the industry. National Skill De ve lopment Corporation has been formed underwhoseaegismany projectssh allbe undertaken.

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    COTTO NP R I C E SBiggest FactorDriving Cottonprices are gov er nmentdecisions. Not eventhe fundamental law ofeconomics that ofsupplyanddemand

    has a bigge r im pac ton price s th an the actionsof the C hines e and Indian G ov er nments Co tto nInternational News 25th May,2012.StableG ov er nmentpolicy and fas ter decision on the trade issue scanon lyhelp stabilizeprices and consequently reducerisks.

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    Despitereopening ofcotton exports, cotton prices have once again slum pedin May-June, 2012 largely becauseofCh inese Cottonimp ort revers aland US bettercrop estimates.The cotton year2012-13is apprehended with reduction in worldwide crop acreage by 10% in favourofGuar, Soya, Maize and Oilse eds.

    Thismay once again in fourto six month now has a true sco pefora steep jumpincottonprices

    F U T U R EO U T L O O KBy 2017,officially it has beenestimated that yarn production will reach9 billion kg., Fabric 100 billion sq.mts., G arment15 billionpcs. Against 5 billion kg., 62 billion sq. mts. and 9 billion pcs. presently in 2011.Thismeans approximately 15% to 20 % growth.The abovegrowth is mainly driven by factors such as growing young population, rising household income levels and growth oforganized

    retail and changes in co stume and shop ping ha bits. Exp ortswill be driven b y Ov erseasretail giants outsourcing from India atincreasing level, capacity building for high volume low cost production, transition from convertortype exporters to vendor

    partnershipofglobalbuyers.Investments in all segments fora balanced grow th and op timal dome stic production. O fall segments, spinning and processingsegments

    are highly capital intensive a s w e ll a s powerintensive.Textile Industry value chain can be secured in future by adopting efficientand modern technology at all levels, consolidation ofweaving and processing operations. Large scale on roof garment volume production will be desirable to improve competitivestrength. Textile Machinery sectorneedsupgradation and diversification.Increase in cost of production in China will allow world purchase to shift to India, Bangladesh, Vietnam. Hence exportshasgreat

    potential.Technicaltextiles have huge potential.It needs to be incentivized and promoted. Demand forhygiene products, medical textiles,

    fire retardantand geo textiles will increase tremendously.

    RI S KM ANAG E M E N TYou r co m pany h as se t u pa risk managementcommitteeofsenior executivesto lay down procedure to mitigate variousbusinessrisks.

    I N T E R N A L C O N T R O LSY S T E MThe C om pany maintainsa system of internal control including suitab le monitoring procedures. C o m prehensive internalAudit is

    also carried out by independent internal auditors o ensure compliance and identify we aknesse s in the system.Findings of theInternal Audito rs are regul arl y review ed by the Audit C om m ittee. Fur ther the Com pany ha s in p l acean E R Psystemdesigned byMicrosoft, USA.You r C om pany is tr ying to achieve progressive lypaperle ssand cash less statusinducting in online systems. It is already usingOnline

    Shopping, Cash & Carry and on l ine tradingsystem.

    H U M A N R E S O U R C E SD E V E L O P M E N TAnorgan ization is only as good as the peoplewithin is an axiom , which the com pany unders tands and appreciates deeply. TheC om pany continue s to em pha sizeon its commitment to acquiring, developing and enhancing its human potential.Recruitmentandretention of intellectual capital is a key management exercise. The Com panys human capital constitutes a diverse pool ofknowledge a judicious mix of youth, imaginations,risk taking ability and seasonedexperience

    C O R P O RAT ESO CIALRES PON SIBIL ITYT T L IM IT ED is we l l a ware a b o u t its community and socialresponsibilities.In addition to various Employeesbenefit and schemes like Merit Scholarship for employeeschildren, Education grants etc.,your Com pany is operating various social welfare schemes such as dispensaries, materni ty hospital, preventive health care byorganizing medical campsfrom time to time.

    In the field ofspor tsyour com pany is sponsoring TableTennis,Veteran Cricket, La l Ba hadur Sh as triHockey Tournamentand BasketBall tournament. You r co m pany is regulardonorto Sr i Venkate sw ara N ithya A nnadanam Trust, Tirupathi. Further regulardonationfrom your company as we ll as from T.T. CharitableTrust keeps flowing to various N G O s. R ecently suitable donations havebeenrele as edby the Trust to an upcoming Dharamshalaat Vrindavan.

    Your Com pany is a ls o s p ea r heading E co friendly initiatives and campaigning for green clean fuel. W ind Mills are beingcontinuously added to reduce car bo nem ission ba sedpo we rby clea nand green po wer. You rmill in Tirupuris 100% on cleanand

    gree n po wergenerated by Co mp anys W ind Mills.

    You r Co m pany intends to install SolarPowerPlants offline forloca lizedcapt iveconsumption within eachSpinning Mills. We hop eby

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    sustainability and will certainlybe ourbit of efforts to saveearthand to savetrees

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    To T h e m e m b ers ofT.T.Ltd.

    AUDIT ORS ' RE P ORT

    We haveaudited the attached Ba lance Sheet ofT.T. Ltd. asat 31stMarch, 2012and also the statement ofProfit & Lossand the C a s hFlow

    Sta tement of the C om pany for the year ended on that date, annexedthereto.

    These financial statements are the responsibility ofthe Com pany's management. O urresponsibility is to express an opinion on

    these financial statements basedon ouraudit.

    We hav e conducted ou raudit in ac cordance with auditing standards generally acceptedin India. TheseStandards require that weplan and perform the audit to obtain reasonable assurance about whether the financial statements are free of materialmissta tements. An audit includes examining, on test basis, evidence supporting the amounts and dis clo sures in the financialstatements. An audit also includes ass ess ing the accounting p rinciples us ed and significantestimates made by the management,a s we l l a s evaluating the overall financial statement presentation. We believe that our audit provides reasonable ba sis for ouropinion.

    As requ ired by the Companies (Auditor's Rep ort) Order, 2003 (as modified by 2004 Amendment order) issued by the CentralG o ve rnment ofIndia in terms ofSection 227(4A) ofthe C om pa nies Act, 19 56 and on the basisofsuch checksas we consideredappropriate and according to the information and explanations given to us, we enclose in theAnnexurea statementon the mattersspe cified in paragraph

    4 and 5 of the saidorder.

    Fu rthe rto ou r co m m en tsin the An nexure referred to above, we reportthat:

    a) We haveobtained all the information and explanations,which to the bestofour knowledge and beliefw erenecessaryforthe purposesfor ouraudit;

    b) In our opinion, properbooksofac co unts as req uired by law, havebeenkept by the co m pany so farasappearsfromour exam ination ofthesebooks.

    c) The Balance Sheet, Sta tement ofProfit & Lossand CashFlowStatementdealt with by this reportare inagreement withthe booksofaccounts.

    d) In our op inion, the Balance Sheet, Statement ofProfit & Lossand CashFlow Statement, dealt with by this report,complywith the Accounting Standards referred to in sub-section (3C)ofsection 211 of the Com paniesAct, 1956

    e) On the basisofwritten representations receive dfrom the directors as on 31st March, 2012 and taken on record by the

    Board ofDirectors, we report that none of the directors is disqualified from being appointed a s adirectorin terms of

    clause(g) ofsub-section (1) ofsection 274 of the Co mp a nies Act, 1956.

    f) The C om pany ha s continue d to considerPlant & Machinery at Spinning Units as continuous processplant with in themeaning of footnote No. 7 to the schedule xiv, as amended, of the C om pa nies Act, 19 56 and has accordinglyprovided depreciation. This being a technical matter, we have not formed an independent opinion on suchclassification and are therefore unable to commentthereon (ReferNote no. 33 to NotestoFinancial Statements);

    g) Subject to para (f) above and it's conse qu ent impact on the loss for the year, in our opinion and to the best ofour information and explanation given to us, the said accounts, read with the Accounting Policiesand notes thereon,

    give the information requ ired by the C om pa nies Act 195 6, in the manner so required and give a true and fairview inconformity with the accounting principles generally acc ep tedin India:

    I) In the caseofBa lance Sheet, of the state of affairs of the C o m p any a s at 31s tMarch , 2012.

    ii) In the caseofSt at ementProfit & Loss, of the Lossfor the yea rended on that date.

    iii) In the caseofCa shF low Statement, of the cashflows for the yea rended on that date.

    Place:New DelhiDate: 31.05.2012

    Fo r DO OGA R &A S S O C IAT E SC H A R T E R E D

    AC C O U NTA N T SFirm Re gn .

    No. 000561N

    ( M U K E S HGOYAL)

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    i. (a)

    (b)

    (c)

    The Co m pany ha s maintained prop er rec ords show ing pa rticula rs, including quantitative details and situation of

    fixed assets.The C om pany ha s a programme ofphysical verification of its fixed assetswhich, in our opinion, is reasonablehaving regard to the size of the comp any and the nature of its assets. Management has physically ve rified fixedas se tsduring the ye arno d iscrep ancies ha veb ee nnotice d on such verification asco m pared to bookrecords.

    Fixed assetsdisposedoff during the year were not significant and therefore do not affect the going concern

    ii. (a)

    (b)

    (c)

    The inventory, except material lying with third par ties, has bee nphysically ver ified by the managementduring theyear. In our op inion, the frequency of such verification is reasonable.

    The procedures for the physical verification of inventory followed by the management are, in our opinion,reasonable and adequate in relation to the sizeof the C om pany and nature ofits busine ss.

    In our opinion, the Com pany is maintaining proper records of inventory. The discrepancies, notice d onphysical verification of inventory as co m pared to boo ks records were not material and have been properly dealtwith the book sof accounts.

    iii. (a)

    (e)

    (f)

    (g)

    The C om pany has not granted any loans, secured orunsecured, to companies, firms or otherpartiescovered inthe register maintained under sec tion 301 ofthe Co m pa nies Act, 19 56 . Acc ordingly p ara 4 clauseiii (b) to (d) ofthe Companie s (Auditor's Report)(Amendment)Order, 200 4.are not applicable.

    As exp la ined, the C om pany has taken unse cured loa n from two parties covered in the registerto be maintainedundersection 301 of the Companies Act, 1956, The maximum amount involved during the year in thisrespect wasRs.1306.31Lakhsand the year-end balance of loan from such entit ieswasR s1 30 6.3 1La khs.

    In our opinion, the rate of interest and other terms and conditions ofunsecured loan taken by thecompany, areprima- facie not prejudicial to the interest of the company.

    Payments of principal amount are also regular where

    iv. In ouropinion, and according to the information and explanations given to us during the courseof audit, thereare adequate internal control systems commensurate with the sizeofthe C om pany and thenature of its business,forthe purchaseofinventory and fixed assetsand forthe saleofgoodsand services. We did not observeany majorwe aknes s in internal control during the courseof ouraudit.

    v. (a)

    (b)

    Baseduponthe audit procedures applied by us and according to the information and explanations given tous, weare ofthe opinion that the transactions required to be entered into the register maintained under section301 of the Companies Act, 195 6hav ebeenentered therein.

    In our opinion, and according to the information and explanation given to us, the transactionsmade inpursuanceofcontracts orarrangements in the register maintained under sec tion 301 ofthe Act and aggregating during theyearto Ru pee sFiv e Lakhs ormore in respectofeachparty havebeenmade at prices which are reasonable havingregard to market prices for such transactions, prevailing at the rele vant time, where such market prices are

    vi. The Com pany has acc epte ddepo sits from public. In respect of outstanding deposits, in our opinion C om panyhas complied with the provisions ofsection 58A and 58AA or any other rele vantprovisions of the Act, and theCo m pa nies (Acce pt ance ofDe po sits )Ru les, 1975.

    vii. In our opinion, the Com pany ha s an internal audit system,commensurate with the sizeand nature ofitsbusiness.

    viii. We have broadly reviewed the Cos t Accounting records, including the books of ac co unt maintained by the

    company pursuant to the rules prescribedb y the Central G ov er nment for the maintenance of cost records undersec tion 209( 1) (d) the Co m pa nies Act, 195 6 and are of the opinion that prima facie theprescribedaccounts andrecords have been made and maintained. We are however, not requ ired to make a detailed examination of such

    ix. (a)

    (b)

    According to the records ofthe C om pany, undispu ted statuto ry dues including ProvidentFund, InvestorEducationand Protection Fund, Em plo yee sState Insurance, Income Tax,Sa lesTax , Wea lth Tax , Cus tomDuty, Excise Duty,C e s sand other statutory dues which have been generally regular lydepos itedduring the yearwith the appropriateAuthorities.According to the information and explanations given to us and aspe r the book sofac co unts and rec ordsexam ined by us, there are no arrears ofundisputedstatutory dues ou tstanding as on date ofbalance sheet foraperiod exceeding s ix months from the date they became payable.

    According to the information and explanations given to us and as per the booksand records examined byusthereare no dues ofIncome tax, salestax, wealth tax, service tax, customduty, excise duty and cess that havenot beendepositedon ac co untof any disputeexcept the fo llowing duesof Income tax along with the forum where dispute is

    g

    3 3rdA n n u a lR e p o r t2011-2012

    A N N E X U R ETO AUDITO R S R E P O R T

    (Annexure referred to in our repo rt ofeven date)

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    3 3rdA n n u a lR e p o r t2011-2012

    N ameoftheStatue

    Nature of

    D u e sA mo u n t

    (Rs.)Periodto which

    the amount

    Forumwh ere DisputeisPending

    Income Tax , 1961 Income Ta x 11,85,758 AssessmentYear03-04 C ITAppeal

    x. The c om pany is not having a ccumulated lossesas at 31s t March 201 2.The com pany has not incurred cash lossduring the currentyearand the immediately preceding financial year.

    xi. According to the information and explanations given to us and as perthe booksand records examined by us,the

    xii. According to the information and explanations given to us, the Co m pany has not granted any loans and ad vance s

    on the basisofsecurityby wayof pledge of shares, debentures and othersecurities.

    xiii. The C om pany doe s not fall within the category of chit fund/ Nidhi/ Mutual Benefit/ Society and hencetherelatedreporting requirements are not applicable.

    xiv. According to the information and explanations given to us, the C om pany is not dealing or trading inshares,securities, debentures and other investments and hence the related report ing requirements arenot applicable.

    xv. The C om pany has provided 'default guarantee' to the banksin respectofloans sanctioned by them. The termsand conditionsare not, prima facie, prejudicial to the interest of the C om pany.

    xvi. In our opinion, and according to the information and explanations given to us, the term loans raised during theyearb y the com pany haveb eenap plied forthe purposeforwhich the said loans w ereobtained,where such end usehas beenstipulatedby the lender.

    xvii. According to the information and explanations given to us and as per the booksand records examined by us, as onthe date ofbalance sheet, the funds raisedby the com pany on short term basishave not beenapplied for longterm investment.

    xviii. The C om pany ha s not made any preferentialallotment ofshares to parties and Co mp a nie s to be co vered inthe regis tered maintained under section 301 of the Co mp a nies Act, 1956.

    xix. The Com pany did no t ha veany outstanding debenture during the year.

    xx. The com pany ha s not ra ise dany money by pu blic issueduring the year.

    xxi. Basedon ou r examination ofthe booksand records ofthe C om pany and ac cording to the information andexplanations given to us, no fraud o n or by the Co m pany has be enno tice d or rep or teddur ing the year.

    Place:New DelhiDate: 31.05.2012

    Fo r DO OGAR &

    A S S O C IAT E SC H A R T E R E DAC C O U NTA N T SF i rmRe g n

    No: 000561N

    ( M U K E S HGOYAL)ManagingPartnerM. No. :081810

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    I) Equityand Liabilties

    1 S hareholdersfunds

    A mo u n tin R s

    Notes As At As At

    31.03.2012 31.03.2011

    a) Share Capital 3 21,49,80,500 214,980,500b) Res erves and Surplus 4 73,26,46,724 613,872,358

    94,76,27,224 828,852,858

    2 Non-current liabilities

    a) Long term borrowings 5 1,33,18,06,722 1,000,171,548

    b) Deferred tax liabilities(Net) 6 37,348,748

    c) Otherlong termliabilities

    d) Long term provisions

    1,33,18,06,722 1,037,520,2963 Current liabilities

    a) Short term borrowings 7 1,078,852,768 1,117,988,889b) Trade payables 8 3,57,50,433 14,137,685c) Othercurrentliabilities 9 29,28,17,620 301,599,239d) Short term provisions 10 40,20,685 27,844,783

    1,41,14,41,506 1,461,570,596

    Total 3,69,08,75,452 3,327,943,750

    II) Assets

    1 N on C u rrentAssets

    a) FixedAssets

    TangibleAssets 11 2,23,50,26,830 1,983,767,723

    IntangibleAssets 12 29,59,188 3,528,459

    Capitalwork-in-progres s 2,72,54,631 19,595,645

    b) Deferred taxAssets (Net) 6 5,12,48,684

    c) Long-term loans and advances 13 14,51,63,595 96,617,439

    d) Othernon-currentassets 14 1,04,54,864 15,863,545

    2,47,21,07,792 2,119,372,811

    2 Current Assets

    a) C u rrentinvestments 15 23,500 47,400

    b) Inventories 16 64,18,07,550 678,195,420

    c) Trade receivables 17 33,80,72,654 301,348,776

    d) Cashand bank balances 18 1,87,14,794 33,182,608

    e) Short term loans and advances 13 2,34,24,485 29,805,663

    f) Othercurrentassets 14 19,67,24,677 165,991,072

    1,21,87,67,660 1,208,570,939

    3,69,08,75,452 3,327,943,750

    Summary ofsignificantaccountingpolicies

    forDo og ar&AssociatesCh ar teredAccountantsFirmRegn.No. 000561N

    (Mukesh Goyal)ManagingPartner

    M . No.081810

    Place:New Delhi

    18 Date: 31.05.2012

    (Dr. R i khabC .Jain)Chair man

    (SunilMahnot)Vice President(Finance) &

    Co mp anyS e cretary

    (Sanjaykr. Jain)Managing Director

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    Particu lars

    I) Revenue from operation s

    Notes

    19

    Fo rtheYear E nd ed

    31.03.2012

    Fo rtheYear E nd ed

    31.03.2011

    Sale ofproducts 3,823,824,604 4,849,468,218

    Sale ofservices 31,291 50,298

    Other operating revenues 152,723,587 30,580,966

    3,976,579,482 4,880,099,482

    Less: Excise duty (19,042,903) (716,156)

    Net revenue 3,957,536,579 4,879,383,326

    II) Otherincome 20 82,846.463 14,984,794

    III) Totalrevenue (I+II) 4,040,383,042 4,894,368,120

    IV) Expenses:

    Cost ofmaterialsconsumed 21 2,983,861,269 3,664,763,106

    Purchase ofstock-in-tradeChanges in inventories offinishedgoods, 22

    41,893,452 (120,652,144)

    Employee benefits expense 23 143,728,795 125,186,122

    Finance cost 24 269,278,462 234,076,096

    Depreciationand amortizationexpense 25 111,340,331 112,814,327

    Otherexpens e s 26 600,031,329 638,478,156

    Totalexpenses 4,150,133,638 4,654,665,663

    V) Profit/ (Loss)before tax (109,750,596) 239,702,457

    VI) T ax expense:

    -Currenttax

    -Deferred tax liabilities/ (assets) 6 (88,597,432) 81,757,466

    -Adjustement of tax forearlierYe ars 553,738

    VII) Profit/ (Loss) for year (21,706,902) 157,944,991

    E arningsper equityshare (parvalue Rs.10each) 27Basic (1.01) 7.35

    Diluted (1.01) 7.35

    Summary ofsignificantaccountingpolicies

    3 3rdA n n u a lR e p o r t2011-2012

    STAT E M E N TO F P R O F I T& LO SSACC OU NTFO RTH EY E AREN D E D31S TM A R C H ,2012

    A mo u n tin R s

    work-in-progressand stock-in-trade

    forDo og ar&AssociatesC ha rt eredAccountants

    FirmRegn.No. 000561N

    (Mukesh Goyal)Ma nag ingPartner

    M . No.081810

    Place:New DelhiDate: 31.05.2012

    (Dr. R i khabC .Jain)Chair man

    (SunilMahnot)Vice President(Finance) &

    Co mp anyS e cretary

    (Sanjaykr. Jain)Managing Director

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    NOTE SO N FINA NC IALSTAT E M E N TFO RTH EYE AREN D E D31 ST M A R C H ,2012

    1 BasisofPreparationThe financia l sta tements ofthe comp any have bee nprep ared in ac cordance with generally acceptedaccounting principles inIndia (Indian GAAP).The financial statements have been prepared to comply in all material respectswith the acco untingstandards notified under the Com pa nies (Accounting Standards) Ru les, 2006, (as amended) and the rel ev antprovisions ofthe C om pa nies Act, 19 56 . The financial statements havebeen prepared on an ac crual ba sis and under the historical co stconvention.

    The accounting po licies adopted in the preparation offinancial statements are consistent with thoseof previous year, exceptforthe change in acc ounting po licy exp lained below.

    2 S u m m a r yofsignificantaccounting

    policiesa Changein Acco un tingPolicyPresentat ion and d isclosure of financialstatements

    During the yearended 31 March 2012,the revisedSchedule VI notified under the Companies Act 1956,hasbecomeapplicableto the company, forpreparation and presentation of its financial statements. The adoption of revised Schedule VI doesnotimpact recognition and mea surement principles followed for preparation of these financial statements. However, it h assignificantimpac t on presentation and disclos ures made in the financial statements. The c om pany has als o rec las sified theprevious yea rfigures in accordance with the requirements applicable in thecurrent year.

    b Us e of EstimatesThe preparation offinancial sta tements in conformity with generally ac ce pte dac co unting principle s requiresmanagement tomake estimates and assumptions that affect the reported amounts of assetsand liabilities and disc losure of contingentliabilities at the date ofthe financial statements and the results ofoperations during thereporting period. Although theseestimates are ba sed up on management's bes t knowledge of current events and actions, actual results could differ fromthese est imates. Dif ference betw eenthe actual results and est imates are recognizedin the period in which the resultsareknown/ materialized.

    c Re ven u e Recognitioni. Salesare recogn isedupond ispatchofgoodsfrom factory/depot against thefirm

    orders.ii. Income from con ve rsion ch arges is recog nis edasand when the products are re ady fordespatchinpackedcondition. iii. Income from inve stmentis accounted when right to receiveof such income is established.iv. Forother incomes, the company follows the accrual basisofac co unting

    except: (a) Interest on late paymentfrom customers.

    (b) Where there is no reas onab le ce rta inty regarding the amount and / or itscollectivity.v. Powergenerated by windmills in Tamilnaduis consumed by spinning mill locatedatAvinash i and is accounted at TN E Brates

    afterdeduction of units for whee ling poweras perthe PowerPurchaseAgreementsinged with T N EB.vi. Insurance and other claims are recognizedin acc ounts on lodgement to the extent these are measurable with reasonable

    certainty of acce ptance. Excess/Short fall is adjustedin the yearofreceipt.

    d Inventories

    Inventories are valuedat lowerofcost, com putedon a weighted average basis, and estimated net realisablevalue, afterproviding for cost of obsolescence and other anticipated losses, wherever considered necessa ry. Finished goods andwo rk-in -progress include cos ts of co nv ersion and other co sts in bringing the inventories to their present location andcondition.

    e Investments

    Long term inve stments are sta ted at cost. Provision fordiminution in the valueoflong-term investments is madeonly ifsucha decline is other than tem porary in the opinion ofthe management. The currentinvestments arestated at lowerofcost orquoted / fair

    valuecomputedcategorywise.

    f Fixed, Inta ngib le asse ts& Bo rrow ing Cos ta) Fixed Asse ts are state d at their original cost, adjusted by revaluation of certain land and building less provision for

    impairment los ses, if any, depreciation, amortisation and adjustments on ac co unt of foreign exchange fluctuations inrespectofchanges in rupeeliability of foreign cu rrency loans usedfor acquisition of f ixed assets.

    b) Intangible as se tsare rec og niz edon the ba sisof reorganiza tion criteria as seto ut in the AS- 26 -Intangible Assetsc) Pre operative, trail run and incidental expense s rela ting to the projectsare carried forward to be capitalisedand appo rtioned

    to various asse tson co mmission ing of the project.d) Borrowing costs eligible forcapitalisation, incurred in respectofacquisition / construction ofa qualifying asset, till the

    assetis su bs tantiallyready foruse, are capitalise daspar t of the cos t ofthat asset.

    g D eprec iatio n& AmortisationDepreciation for the period has be en ac co unted at the rate spec ified in schedule XIV of the Co m pa nies Act, 19 56 , on thefollowing basis:

    a) On Plant and Machinery acquired on or after 02.04.198 7on straight line

    method.b) On other assetsofspinning units at Gajroula, Avinashi and Rajulaand on windmill in Tamilnaduon straightlinemethod &at other units on written down valuemethod valueason 31.12.1987,under written down method.

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    purchase.

    20 d)An Intangible asse tis amortised overa period of five years.

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    h ImpairmentofAssets

    Asset sare review ed forimpairmentwhenever events orchanges in circumstances indicate that the carrying amountma y notbe rec ov erab le. A n impairmentloss is recognisedfor the amountby which the asset'scarrying amountexceedsits rec ov erab leamount being the higherofthe asset'snet selling price and its value in use. Value in use is basedon the presentvalueofthe

    estimated future cash flow sre lating to the asset.Forthe purposesofassessing impairment, assetsare grouped at the lowestlevelsforwhich there are separate ly identifiablecashflows (i.e. cashgenerating units).

    Previouslyrecognisedimpairmentlos se sare rev er se dwhere the rec ov erab le amountincreasesbecauseofafavourablechangein the estimates used to determine the recoverable amount since the last impairment w as recognised. A reversalof anasset 's impairment loss is limited to its carrying amount that would have been determined (net of depreciation oramortization), hadno impairmentloss beenrecog nisedin prioryears.

    I Foreig n Cu rrency Transactionsa) Foreign currency assetsand liabilitiesare translated at exchange rates preva iling on the las t working day ofaccountingyear.

    b) G aino r los s on the restatement offoreign currency transactionsor on cancellation offorward contract if any, is reflectedinthe statementofprofit & loss.c) Exchange differences in respectof liabilities incurred to acqu ire fixed assetsare recognisedin profit & lossaccount.

    j Cas handCa shEquivalents

    C a s hand cas heq uiva lents c om prisecas hand cas hon depo sit with banksand corporations.The C om pany considers all highlyliquid investments with a remaining maturity at the date ofpurchaseofthree months orless and thatarereadilyconvertibleto known amounts ofcashto be cashequivalents.

    k In terim Financia lReportingQuarterly financial results are pub lished in accordance with the requirement of listing agreement with stock exchanges.The recognition and me as urementprinciple as laid down in the Accounting Standard (AS)-25Interim Financial Reportinghavebeenfollowedin the preparation ofthese results.

    l E m p loyee BenefitsThe com pany's em plo ye ebenefits pr imarily co ve rprovidentfund and gratuity. Providentfund is defined contribution schemeand the co m pany has no fur ther obligation beyond the contribution made to the fund. C ontributionsare ch arged to statementof profit and loss in the yearin which they accrue.Contribution to Gratuity Fund is accounted on acc rual basis. Liability for gratuity is funded through the LIC and chargedagainst revenue. Liabilities forleaveenca shmentare accounted foron acc rual b as isand are not carried forward.

    m Tax on Incomea) MinimumAlternativeTax:- Provision forTaxationis asce rtained on the basisofassessableprofits computedinaccordance with

    the provisions ofIncome TaxAct, 19 51.However, where the tax is computedin accordance with theprovision ofSection 115JA A ofthe Income Tax Act, 1961,as Minimum Alternate Tax (MAT), it is charged off to thestatement ofProfit & Lossin therele vant year. Further in accordance with the Guidance Note on Accounting for Credit available in respect of MinimumAlternative Tax ( MAT) under the Income Ta x, iss ue dby the Co uncil ofthe Institute ofCh artered Accountants ofIndia, MATcredit is recognisedas an assetunder the head Loans &Advancesbasedon the convincing evidence that the com pany willpay normal Income tax during the specified period.

    b) De ferre dTax: - Deferred tax is provided on timing differences betwee ntax and accounting treatments that originate in onepe riod and are expecte dto be reversedor settledin subsequentpe riods. D efe rred tax assetsand liabilitiesaremeasured usingthe enacted/ substantively enacted tax rate for continuing operations.Adjustment ofdeferred tax liability attributable tochange in taxrate is shown in the statementofprofit and lossas a part of the defe rred tax ad justmentfor the year.

    n Provision sand Con tingen tliabilitiesProvisions are recognizedforpresentobligations, ofuncertain timing or amount, arising as a result ofa past eventwherea reliab le estimate can be made and it is probable that an outflow of reso urce s embodying economic benefits will berequired to settle the obligation. Where it is not probablethat an outflow ofres ource sembodying economic benefits will berequired or the amount cannot be estimated reliably, the obligation is disclosed as a contingent liability unless thepossibility of outflow ofres ource s em bodying e conomic b enefits is remote.

    Possibleobligations,whose existence will only be conf irmed by the occurrence or non-occurrence ofone ormoreuncertainfuture events, are also disclosedas contingentliabilitiesunlessthe possibility ofoutflow ofres ourcesembodying economicbenefits is remote.

    o E ar ni ng sPer Sh areBasic earning per share calculatedby divided in the net profit orloss forthe yearattributable to equity shareholders bythe weighted average numberof equity shares during the year.

    For the purposeofcalculating diluted earn ing per share, the net profit or loss forthe yearattributable to equity shareholdersand the weighted average numberofshares ou tstanding during the yearare ad justed fortheeffectsof all diluted potentialequity shares.

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    3. Share Capital

    Amountin Rs.

    As at 31.03.2012 As at 31.03.2011

    Authorised

    3,00 ,00,0 00(Previous year3,00,00,000)EquitySh ares ofRs. 10/- each 30,00,00,000 30,00,00,000

    Issu ed ,sub sc ribed& fully paid-up

    2,14 ,98,0 50(Previous year2,14,98,050)Eq uityS hares ofRs. 10/- eachfully paid up in cash 21,49,80,500 21,49,80,500

    21,49,80,500 21,49,80,500

    a) Reconciliation of the shares outs tanding at the beginning and at the end of the reporting Yea r

    EquitySh ares

    2011-2012 2010-2011

    No ofS hares R s No of Shares R s

    Atthe beginning of the Year 2,14,98,050 21,49,80,500 2,14,98,050 21,49,80,500

    Issuedduring the Year - - - -Boughtbackduring the Year - - - -Outstanding at the end of the Year 2,14,98,050 21,49,80,500 2,14,98,050 21,49,80,500

    b) Terms/rightsattached to EquityS haresCo mp any has only one clas sofequity shares having a par valueofRs.10/-.Eachholderofequityshares is entitled toone voteper share. The Company declares and paysdividends in Indian ru pe es. The dividend prop os edb y the Board ofDirectors issubjectto the approva lof the shareholders in the ensuing Annual General Meeting.

    c) Detailsofshareholders holding more tha n5% shares in the company

    As at 31.03.2012 As at 31.03.2011

    EquityS hares

    No of Shares Held % holding No ofS hares Held % holding

    Rikhab Chand Jain 81,14,368 37.74 86,68,741 40.32Jyoti Jain 16,89,447 7.86 16,59,960 7.72

    H M Foundation(Trust) 14,16,715 6.59 - -

    As p er record s ofthe company, including its registerofshareholders/membersand other declarations received fromshareholders regarding beneficial interest, the aboveshareholding represents both legaland beneficial ownershipsofshares

    d) The Co m pany ha s not allotted any fully paid u p shares pursuant to contract(s) without paymentbeing received in cashnorhas allotted any fully paid up shares by way ofbonus shares nor has boughtbackany classofsharesduring the period offive yearsimmediately preceding the balance sheetdate.

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    3 3rdA n n u a lR e p o r t2011-2012

    4 Reserves andSurplus

    CapitalReser ve

    A mo u n tin

    Rs. As at 31.03.2012 As at 31.03.2011

    B a lance as per the last financial statements 1,74,94,200 1,74,94,200

    Add:Additionsduring the Year

    Closingbalance 1,74,94,200 1,74,94,200

    RevaluationReser ve

    Opening balance 32,87,15,476 34,05,75,387

    Add : Increa sedu ring the Year 23,27,68,679

    Less :Transferred to statementofProfit & Lo ssas 98,49,473 1,18,59,911

    reduction from Depreciation

    Less:Reversa lon soldou t assets 8,25,20,974

    Closingbalance 46,91,13,708 32,87,15,476

    SecuritiesPremiumAccount

    Balance as per the last financial statements 16,02,44,950 16,02,44,950

    Add:Additionsduring the Year

    Closingbalance 16,02,44,950 16,02,44,950

    G en eral Reser ve

    Balance as per the last financial statements 7,00,00,000

    Add: Transferfrom sta tement ofProfit and Loss 7,00,00,000

    Closingbalance 7,00,00,000 7,00,00,000

    Surplus/ (deficit) balancein statementof profit and loss

    Balance as per the last financial statements 3,74,17,732 -2,54,58,652Add:Amounttransferred from statement of profit and loss -2,17,06,902 15,79,44,991

    Add : R ev er sa lofexcessDividend distribution tax 83,036

    Appropriations:

    Proposeddividend on Equityshares 2,14,98,050

    Tax on dividend 35,70,557

    AmounttransferredtoG eneralR eser ve 7,00,00,000

    Closingbalance 1,57,93,866 3,74,17,732

    73,26,46,724 61,38,72,358

    5 LongTer mBorrowings

    S ec uredTerm loans

    A mo u n tin

    Rs. Non-current portion Current maturitiesAs at 31.03.2012 As at 31.03.2011 As at 31.03.2012 As at 31.03.2011

    From Banks 1,07,23,96,349 86,11,44,436 17,89,10,000 21,96,18,536Unse curedOtherBorrowings

    Fixed Deposits 5,06,11,637 58,44,970 1,60,26,363 4,01,893

    From Directors 13,06,31,465 4,04,06,229From Others 7,81,67,271 9,27,75,913

    Amountdisclosedunder thehead

    19,49,36,363 22,00,20,429

    othercurrent liabilities (note no-9) -19,49,36,363 -22,00,20,429

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    1,33,18,06,722 1,00,01,71,548 23

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    Deferred tax liabilities

    31.03.2012 31.03.2011

    Depreciation 15,29,36,133 18,02,66,905

    Deferred tax assets

    Employeebenefits 12,42,392 8,57,838

    UnabsorbedLosses 20,15,28,239 14,13,09,088

    Others 14,14,186 7,51,231

    Net deferred tax (Assets)/Liability (5,12,48,684) 3,73,48,748

    7. Short termborrowings

    S ecuredLoans repayableon demand

    From banks 1,07,88,52,768 1,11,79,88,889

    1,07,88,52,768 1,11,79,88,889

    3 3rdA n n u a lR e p o r t2011-2012

    a) Terms ofrep ayment / details ofsecu rityare as follows:i) From Bank s Term loans

    Lending institution Outstanding Annual rep aymentschedule

    A mo u n tin Rs.

    as at 31.3.2012 2012-13 2013-14 2014-15&Beyond

    OrientalBankofC o m m erc e 85,09,52,798 12,62,20,000 24,49,70,000 47,97,62,798

    StateBankofMysore 21,59,76,859 4,52,08,000 4,52,06,000 12,55,62,859

    PunjabNationalBank 5,30,54,515 74,82,000 74,82,000 3,80,90,515

    Indian Bank 13,13,22,177 - 1,62,50,000 11,50,72,177

    1,25,13,06,349 17,89,10,000 31,39,08,000 75,84,88,348

    ii)

    iii)

    RupeesTerm Loanfrom Oriental Bank ofCommerce (OB C),Punjab National Ban k(PN B),State Bank ofMysore (SBM)andIndian Bank are sec ured by pa rri-p as sucharge on co m pany's immove ab le & moveableassetslocated at Gajroula, Avinashi,Rajulaunits and W ind Mills located at Govindh ap uram & Kundadam Vil lages, T irup urDistrict of the com pany. Lo ans arefurthersecured by personal guarantee ofSh r iR i k h a b C . Jain , Chairman of the co m pany.Term Loan carry RO Iranging from12.75%to 13.50%p.a. The aforesaid interest rate is subjectto benefit under TU Fscheme ofG ov er nmentofIndia.

    Fixed De pos itscarry interest @11.5%-13%and repayablewithin one to three Years from the date ofDeposits.

    iv) Borrowings from Directors and others is the amount inducted by the promoters as per the terms andconditionsstipulatedin sanctions of the loans by the bankers, are not repayablein next 12 Months therefore all such borrowings have beenclassified as Long Term in nature

    6 Deferred tax (net)

    A mo u n t in Rs.Asat Asat

    The working ca pital loans from consortiu m ofbanksi.e O B C& P N Bare se cured by hypothecation ofR awMaterial, Work inProce ss,Pack ing Ma terial, F inished Go od sand Bo ok Debt and second charge overFixed Asse tslocated at Gajroula,

    Avinash i and Rajula

    8. Tradepayables

    Trade payables 3,57,50,433 1,41,37,685

    3,57,50,433 1,41,37,685

    24

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    S. N

    (I)

    o. Partuculars

    Principal amountremaining unpaid as at end ofthe year

    As at31.03.2012

    20,25,120

    As at31.03.201

    35,07,332

    (ii) Interest due on above

    1 Total of (i) & (ii) 20,25,120 35,07,332

    2 Interest paid on delayedpayment ofprincipal, paid alongwith such interest during the year

    3 Interest due on delayedpayment ofprincipal, paid without

    such interest during the year

    4 Interest accruedbut not due, in respectof delayed paymentsofprincipal due as at end ofthe year

    5 Totalinterest due and payabletogether with that from prior year(s)

    3 3rdA n n u a lR e p o r t2011-2012

    The information as requ ire d to be disc los edunder The Micro, Small and Med iumEnte rp ris esDev elo pmentAct, 2006 (the Act)has beendetermined to the extentsuch par ties have be en identifiedby the com pany, on the bas isofinformation and recordsavailablewith them. This information ha s be en relied upo nb y the auditors. Dis clo sure asrequired under section 22 ofthe Act,is as under. D isc losure in respectofinterest due on delayedpaymenthas beendetermined only in respectofpayments made

    after the receiptof information, with regards to filing ofmemorandum, from the respectivesuppliers.

    A mo u n tinRs.

    1

    9. Othercurrent liabilities

    C urrentmaturities oflong-term borrowings (note no-5) 19,49,36,363 22,00,20,429

    Interest accruedbut not due on borrowings 17,56,527 5,10,140

    Otherpayables

    Em ployeerelated liabilities 91,63,426 78,66,332

    Statutory dues payable 43,33,598 91,80,393Others 7,78,70,977 6,08,63,243

    Unclaimed Dividend ac co unt 47,56,729 31,58,701

    29,28,17,620 30,15,99,239

    10. Provisions

    A mo u n tin Rs.

    Long-term Short-term

    As at As at As at As at

    31.03.2012 31.03.2011 31.03.2012 31.03.2011

    Provision foremployeebenefitsGratuity (note no-37) 40,20,685 27,76,176

    Others

    Proposeddividend on Equityshares 2,14,98,050

    Fortax on proposeddividend 35,70,557

    40,20,685 2,78,44,783

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    Depreciation Computer TotalAt 1 April 2010 2,186,218 2,186,218C harge forthe year 1,308,366 1,308,366Disposals

    At 31 March 2011 3,494,584 3,494,584C harge forthe year 1,566,599 1,566,599Disposals

    At 31 March 2012 5,061,183 5,061,183Net BlockAt 31 March 2011 3,528,458 3,528,458At 31 March 2012 2,959,188 2,959,188

    3 3rdA n n u a lR e p o r t2011-2012

    11. TangibleAssets

    L a n d

    B u i l d i n g s Plant&E q u i p m e n t

    Off ice

    E q u i p m e n tFurn i tu re

    &F i x t u r e sV e h i c l e s W i n d

    Mill

    E l e c t r i c a lInstal lat ion

    T o t a lF r e e h o l dL e a s e h o l d

    Gross Block

    At 1 April 192,987, 4,395,0 728,912, 1,318,191, 14,826,4 13,612,8 23,705,7 186,884,7 75,574,8 2,559,090,

    Additions 3,246,5 500,0 20,635,8 16,228, 1,093,5 1,196,6 11,091,8 1,287,5 55,280,3

    Disposals 9,439,2 10,50 6,867,0 91,50 16,408,2

    At 31 March 196,233 4,895, 749,547, 1,324,98 15,920, 14,798, 27,930, 186,884, 76,770, 2,597,962

    Additions 233,768, 3,500,0 129,904, 186,517, 1,238,2 1,709,8 1,031,9 1,658,8 559,329,5

    Disposals 60,000, 107,209, 67,513, 831,4 1,265,6 4,928,7 13,672,8 255,422,2

    Adjustment*

    At 31 March 370,002 8,395, 772,242, 1,443,98 16,326, 15,243, 24,033, 186,884, 64,756, 2,901,870

    Depreciation

    At 1 April 85,067, 313,122 9,375, 11,775, 18,468, 30,363, 30,975, 499,149,Charge for the 25,906,6 80,600, 616,6 578,9 3,195,1 8,409,8 4,057,8 123,365,8

    Disposals 4,286,2 4,033,7 8,319,9

    At 31 March 110,973, 389,437 9,992, 12,354, 17,629, 38,773, 35,033, 614,195,

    Charge for the 24,802,3 72,164, 796,2 714,7 2,810,8 14,651,7 3,682,6 119,623,

    Disposals 39,882,7 16,626, 301,4 715,5 5,858,8 3,590,2 66,974,9

    Adjustment*

    At 31 March 95,893, 444,975 10,487, 12,353, 14,581, 53,425, 35,125, 666,843,

    Net Block

    At 31 March 196,233 4,895, 638,574, 935,543 5,927, 2,444, 10,300, 148,111, 41,737, 1,983,767

    At 31 March 370,002 8,395, 676,348, 999,009 5,839, 2,889, 9,451,9 133,459, 29,631, 2,235,026

    RevaluationDetails:

    Par ticulars

    Year

    2011-12 2010-11 2009-10 2008-09 2007-08

    AssetDetails:B alance as at 1 April 328715476 340575387 352768845.6 72307735.62 76014913.67Revaluation Addition 0 0 0land 232,768,679 0 0 96398058 0

    Building 0 0 0 187770230 0

    Transferto P & L