MANAGEMENT DISCUSSION AND ANALYSIS HIGHLIGHTS OF PERFORMANCE • Consolidated income for the year increased by 3.01% to Rs. 3741.16 Lakhs as compared to Rs. 3631.97 Lakhs in the brvious year; • Consolidated net sales for the year was Rs. 3611.12 Lakhs as compared to Rs. 3748.89 Lakhs in the brvious year, a decline of -3.68%; • Consolidated Profit/Loss before tax for the year was Rs. (126.18) Lakhsas compared to Rs. (70.11) Lakhs in the brvious year; • Consolidated Profit/Loss aftertax for the year was Rs. (205.98) Lakhs as compared to Rs. (178.29) Lakhs in 2014 (including tax write back of Rs. 0.48Lakhs) in the brvious year. DIVIDEND In view of inadequate profits and due to requirement of the long term financial resources your directors proposes to utilize the profits generated during the year in the business activities and do not recommend any dividend for the year 2014-15 (brvious year Nil) SHARE CAPITAL The paid up Share Capital as on 31!t March, 2015 was Rs. 1246.99 Lacs divided into 124.69 Lacs equity shares of Rs. 10/- each. During the year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity. As on 31st March, 2015, none of the promoter/Directors of the Company hold shares or convertible instruments of the Company. TRANSFER TO RESERVES During the year under review your company has not transferred any amount to any type of reserves. (Previous year Nil) FINANCE Cash and cash equivalent as at 31st March, 2015 was Rs. 89.55 Lakhs. The Company continues to focus on judicious management of its working capital. Receivables, inventories and other working capital parameters were kept under strict check through continuous monitoring. DEPOSITS The Company has not accepted deposit from the public falling within the ambit of section 73 of the Companies Act, 2013 and The Companies (Acceptance ofDeposits) Rules, 2014 and there were no remaining unclaimed deposits as on 31!t March, 2015. Further that there was no contravention of the provisions of the Chapter V of the Companies Act, 2013 and the Rules made there under. In addition to the above, the Company has given advance against salary or otherwise to employees of the Company as per the terms of appointment and the Company's policy on which no interest were charged. ECONOMIC SCENARIO AND OUTLOOK With India expected to 'turn the corner' on the back of structural reforms, its economy is projected to clock 7 per cent growth in 2015 even as China would see an economic slowdown, says a study. Presenting brdictions by its economists for the New Year, global consultancy PwC said India is expected to resume growing at more than 6 per cent after seeing expansion below this level since 2012."We think 2015 could be the year that India turns the corner, posting growth of around 7 per cent. In the short term, low oil prices are likely to increase GDP growth, ease the brssures of India's high current account deficit and help bring down inflation," it said. Regarding the country's medium-term economic prospects, PwC said, "We think that the February 2015 budget could see India take a step towards implementing new structural reforms which will boost the economy." India's economic growth was below 5 per cent in the last two financial years. The Reserve Bank of India (RBI) forecast the economy to grow at 5.5 per cent in 2014-15 (ending this March) and at 6.3 per cent in next financial year 2015-16 PHARMACEUTICAL INDUSTRY OUTLOOKAND OPPORTUNITIES The global pharmaceutical market seems to be showing signs of recovery with several positive factors projected for the next four to five years. Global spending on medicines is expected to reach US$ 1.3 trillion by 2018, rebrsenting a compounded annual growth rate (CAGR) varying between 5-6% on a constant currency basis for the forecast period of2014-2018. This is slightly higher than the 5.2% growth rate recorded over the past five years. Higher growth is primarily on account of general economic well being, the effect of aging populations and chronic/lifestyle diseases on the demand side — and the introduction of new specialty medicines and increased accessibility of patients to medical infrastructure and funding, expansion of emerging markets and advances in treatment and allied technologies on the supply side. On a regional basis, healthcare spending in North America is expected to increase on an average by approximately 5% per year during 2014-2018. This expenditure is expected to be partly driven by expanded consumer access to healthcare through the 2010 Patient Protection and Affordable Care Act; and partly because of the introduction of new medicines as well as the general economic recovery of the area. MARKET DEVELOPMENT The Indian pharmaceutical market grew at a CAGR of approximately 14% in the past five years and is expected to grow at a CAGR ofbetween 9% and 12% to reach around US$ 20 billion to US$ 30 billion by 2018. This is being, and will be, driven by epidemiological factors, increasing affordability, enhanced accessibility and rising acceptability—though partially offset by pricing controls put in place by the National Pharmaceutical Pricing Authority (NPPA) and high levels of competition due to existing market fragmentation. The government and regulatory authorities continue to focus on: (a) reduced taxes and import duties; (b) incentives for setting up manufacturing units through special economic zones and other facilities; (c) incentives for higher in-house research and development; and (d) improving the quality of healthcare infrastructure as well as the availability of medicines through the 'Jan Aushadhi' scheme at affordable prices. VOLUME OF MANUFACTURING Your company is in the manufacturing of the Hard Gelatin Capsule shell. During the year company has manufactured following quantity. SELLING PRICE Due to heavy competition, the Company could not increase the sales price of its product, the selling price for the year was Rs.80.99 per thousand capsules as compared to Rs 80.91 per thousand capsules in the brvious year. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES In view of the paid up capital, profits and turnover of the company, the Company does not fall under the provisions of the section 135 of the Companies Act, 2013 and the rules made their under. OCCUPATIONAL HEALTH & SAFETY (OH&S) This initiative involved and positively engaged all levels of personnel on the plant and the Company's business. With regard to contractor safety, two key areas of focus identified were Facility Management for the contractors' employees and Equipment, Tools & Material Management. The Facility Management initiative was implemented to ensure adequate welfare facilities for contract labour such as washrooms with bathing facilities, rest rooms, availability of drinking water etc. The Equipment, Tools & Material Management program ensured that the tools used by contractors were safe. The process of screening of contractors was made more stringent to ensure that the contractors were aligned with the Company's objectives to ensure 'Zero Harm'. HUMAN RESOURCES Many initiatives have been taken to support business through organizational efficiency, process change support and various employee engagement programmes which has helped the Organization achieve higher productivity levels. A significant effort has also been undertaken to develop leadership as well as technical/ functional capabilities in order to meet future talent requirement. The Company's HR processes such as hiring and on-boarding, fair transparent online performance evaluation and talent management process, state-of-the-art workmen development process, and market aligned policies have been seen as benchmark practices in the Industry. During the year under review, the following Human Resources initiatives received greater focus: • Employer of Choice: Employees are encouraged to exbrss their views and are empowered to work independently. Employees are given the opportunity to learn through various small projects which make them look at initiatives from different perspectives and thus provide them with a platform to become result oriented. This has helped greatly in overall development of the employee and has significantly arrested the attrition rate. • Leadership Development: As a part of leadership development, talented employees have been seconded to the senior leadership team to mentor them and brpare them for the next higher role. • Industrial Relations: The Company's Industrial Relations policy has been benchmarked by the manufacturing sector. The Company shares relevant business information with the Unions in order to enlighten them and make them sensitive towards business requirements. This has helped to build a healthy relationship and resolve issues through mutual dialogue. Disclosure Under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 The Company has in place an Anti Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. No complaint was received during the year under review. RISK MANAGEMENT POLICY AND INTERNAL ADEQUACY The Company is engaged in the business of manufacturing of Hard Gelatin Capsule Shell and is associated with the normal business risk as well as the imbalance of demand- supply of products in the Domestic and in International Market. Further pharmaceutical industry has always been under intense scrutiny by various regulatory authorities, both Indian and international. This trend continues resulting in regulatory standards being upgraded all the time Further It is close to two years since the new pricing regulation was enacted in the Indian market. Over the last one year. Since the pricing regulatory authorities are reviewing the existing pricing mechanism and are considering expanding the scope, the threat of future decline in price remains. Other than this, the Government policy, local area authority, Taxation policy, fluctuations in foreign currency rates may adversely affect the profitability of the Company subject to various process and clearance, payment of compensations, etc as may be decided by the concerning state government. The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit (IA) function is defined in the Internal Audit Charter. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board. Based on the report of internal audit function, process owners undertake corrective action in their respective areas and thereby strengthen the controls. Significant audit observations and corrective actions thereon are brsented to the Audit Committee of the Board. VIGIL MECHANISM/WHISTLE BLOWER POLICY The Company has a vigil mechanism named vigil mechanism/whistle blower Policy to deal with instance of fraud and mismanagement, if any. The details of the vigil mechanism Policy is explained in the Corporate Governance Report as well as annexed to the Board Report as "Annexure A" and also posted on the website of the Company at www.medicaps.com . SUBSIDIARY COMPANIES AUDITED FINANCIAL STATEMENTS OF THE COMPANY'S SUBSIDIARIES As on 31st March, 2014, the Company had Medgel Pvt. Ltd. was its subsidiary company and by acquisition of remaining 27,10 Lakhs shares from other investors, it has become 100% Wholly Owned Subsidiary w.e.f. 28.08.2014. The Particulars of the Subsidiary Company is given as required under section 129(3) of the Act, read with the Companies (Accounts) Rules, 2014 in the Form AOC-1 as containing part of the Financial Statement annexed as "Annexure B" which is forming part of the Annual Report. The Company does not have any associate orjoint venture company at the beginning or closing or any time during the year 2014-15. In accordance with third proviso of Section 136(1) of the Companies Act, 2013, the Annual Report of the Company, containing therein its standalone and the consolidated financial statements has been placed on the website of the Company, www.medicaps.com . Further, as per fourth proviso of the said section, audited annual accounts of the subsidiary company have also been placed on the website of the Company, www.medicaps.com . BOARD OF DIRECTORS & KEY MANAGERIAL PERSONALS & BOARD MEETINGS & PROCEDURES Independent Directors At the Annual General Meeting (AGM) of the Company held on September 27*1 Sept., 2014, the Members had reappointed Dr. Shamsher Singh, (DIN 00204290) Dr. Shashikant Sharma (DIN 00204610) and Dr. Keshav Singh Verma (01490522) as Independent Directors under the Companies Act, 2013 for a term of 5 years with effect from 1!t April 2014. Shri Pramod Fatehpuria, (DIN 00972389) was also confirmed by the members at their annual general meeting held on 27.09.2014 as an Independent Director for a term of 5 years with effect from 29*1 May, 2014. Dr. V.B. Malkar, (DIN: 02491684) the Independent Director has resigned from the Board w.e.f. 29.05.2014 due to his br- occupation. All Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Clause 49 of the Listing Agreement. In the Opinion of the Board, all the independent directors fulfill the criteria on independency as brscribed under the Companies Act and the Clause 49 of the Listing Agreement. Directors seeking re-appointment at the ensuing annual general meeting In accordance with the provisions of the Companies Act, 2013 and in terms of the Articles of Association of the Company, Mrs. Kusum Mittal (DIN 00035356) liable to retire by rotation and is eligible for re-appointment. Key Managerial Personnel The Company is having Company Secretary, Chief Financial Officer and designated them as the Key managerial Personal. Further that Shri Ramesh Chandra Mittal, Shri Alok K. Garg and Mrs. Kusum Mittal executive directors are also functioning as the Key Managerial Personnels as required under section 203 of the Companies Act, 2013. Tenure of Shri Ramesh Chandra Mittal as the Chairman and Managing Director will be over on 30*1 June, 2016 and Shri Alok K.Garg as Whole-time Director will be over on 31st March, 2016. The Nomination & Remuneration Committee and the Board at their meeting held on 12*1 August, 2015 has approved for their re-appointment subject to the approval of members in the ensuing General Meeting for the further period of 3 years w.e.f. 1st July, 2016 and 1st April, 2016 respectively. Shri Alok K.Garg is being designated as the Joint Managing Director to reward his services to the Company on the terms, conditions and remuneration as set out in the notice of the forthcoming annual general meeting. Your directors recommend to pass suitable resolutions as set out in the notice of the annual general meeting. Number ofmeetings of the Board The Board meets at regular intervals to discuss and decide on Company/business policy and strategy apart from other Board business. However, in case of a special and urgent business need, the Board's approval is taken by passing resolutions through circulation, as permitted by law, which are confirmed in the subsequent Board meeting. The notice of Board meeting is given well in advance to all the Directors. Usually, meetings of the Board are held in Pithampur, at the Registered Office of the Company. The Agenda of the Board/Committee meetings is circulated at least a week prior to the date of the meeting. The Agenda for the Board and Committee meetings includes detailed notes on the items to be discussed at the meeting to enable the Directors to take an informed decision. The Board met 4 (Four) times in financial year 2014-15 viz, on 29th May, 2014; 13th August, 2014; 13th Nov., 2014 and 12th Feb., 2015. The maximum interval between any two meetings did not exceed 120 days. Board independence Our definition of 'Independence' of Directors is derived from Clause 49 of the Listing Agreement with Stock Exchanges and Section 149(6) of the Companies Act, 2013. Based on the confirmation/disclosures received from the Directors and on evaluation of the relationships disclosed, the following Non-Executive Directors are Independent in terms of Clause 49 of the Listing Agreement and Section 149(6) of the Companies Act, 2013:- a) Dr. Shamsher Singh b) Dr. Shashikant Sharma c) Dr. Keshav Singh Verma d) Mr. Pramod Fatehpuria (from 29.05.2014) e) Dr. V.B.Malkar (upto 29.05.2014) Company's policy on Directors' appointment and remuneration The Policy of the Company on Directors' appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under sub-section (3) of section 178, is annexed with the Report as "Annexure C" and also uploaded on companies website (Link -<http://medicaps.com/ceovernance.htmll> Annual evaluation by the Board The evaluation framework for assessing the performance ofdirectors comprises of the following key areas: i. Attendance of Board Meetings and Board Committee Meetings; ii. Quality of contribution to Board deliberations; iii. Strategic perspectives or inputs regarding future growth of Company and its performance; iv. Providing perspectives and feedback going beyond information provided by the management; v. Commitmentto shareholder and other stakeholder interests: The evaluation involves Self-Evaluation by the Board Member and subsequently assessment by the Board of Directors. Amember of the Board do not participate in the discussion of his/her evaluation. DIRECTORS' RESPONSIBILITY STATEMENT To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Section 134(3)(c) of the Companies Act, 2013: a. that in the brparation of the annual financial statements for the year ended 31!t March, 2015, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; b. that such accounting policies as mentioned in Note-1 of the Notes to the Financial Statements have been selected and applied consistently andjudgment and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March, 31st 2015 and of the profit of the Company for the year ended on that date: c. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for brventing and detecting fraud and other irregularities: d. that the annual financial statements have been brpared on a going concern basis: e. that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively. f. that systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively. COMMITTEES OF THE BOARD During the year, in accordance with the Companies Act, 2013, and other applicable Acts the Board has the following 5 (five) Committees as follows: (a) Audit Committee (b) Nomination and Remuneration Committee (c) Stakeholders' Relationship Committee (d) Risk management Committee (e) Internal Committee for (Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 redressal of complaint at the workplace Details of all the Committees along with their charters, composition and meetings held during the year, are provided in the "Report on Corporate Governance", a part of this Annual Report. RELATED PARTY TRANSACTIONS There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large. All Related Party Transactions if any, are placed before the Audit Committee as also the Board for approval. The transactions entered into are audited and a statement giving details of all related party transactions is placed before the Audit Committee and the Board of Directors for their approval on a quarterly basis. The statement is supported by a Certificate from the Managing Director and the CFO. The Company has developed a Related Party Transactions Manual, Standard Operating Procedures for purpose of identification and monitoring of such transactions. The policy on Related Party Transactions as approved by the Board is uploaded on the Company's website (Link - <http://medicaps.com/cgovernance.html> ). A disclosure as required under section 134(3)(h) of the Companies Act, 2013 and the Rule 8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2 is not applicable to the Company. SIGNIFICANT AND MATERIAL ORDERS PASSED BYTHE REGULATORS OR COURTS There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations. AUDITORS & THEIR REPORT Statutory Auditors Appointment The Company's Auditors, M/s CP. Rawka & Co., Chartered Accountants, who were appointed for a term of three years at the Annual General Meeting held on 27*1 Sept., 2014 are eligible for ratification of their appointment. They have confirmed their eligibility under Section 141(3)(g) of the Companies Act, 2013 read with the Clause 41(l)(h) of the listing agreement for ratification for appointment as Auditors of the Company. Your Board is pleased to inform that there is no such observation made by the Auditors in their report which needs any explanation by the Board. Secretarial Audit Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Ishan Jain& Co., Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Report of the Secretarial Audit Report is annexed herewith as "Annexure D". There is no qualification, reservation or adverse remark or disclaimer in Secretarial Audit report except the following:- (a) Delay infiling of the certainforms as covered in their report to the RoC afterbrscribedperiod with the adequate additional filing fees, this has reported as compliance by reference ofpayment ofadditional fees; Management Comment/Explanations:- The Compliance has been made with additional filing fee as reported by the Secretarial Auditors themselves. Further the Company was filing Form MGT-10 attach with the Form GNL-2 for change in the 2% or more shares of the Company in respect of promoters and top 10 shareholders of the Company. However, after availability of Form MGT-10 for e-filing, it was 2% of the respective promoters and top 10 shareholders holding and due to that uncertainty, the Company has filed form MGT-10 after some delay with the adequate filing fee. (b) That the Company has not complied with the Clause 41(I)(h) of the Listing Agreement. Management Comment/Explanations: the Auditor has applied for conducting peer review to the Peer Review Board of ICAI and the same is under consideration with the PRB of the ICAI. Auditor assures that at the time of ratification by the Shareholders at the ensuing Annual General Meeting the Auditor's firm will be holding valid peer reviewed certificate. (c) 5 Secured loans which were repaid/set off by modification, etc. longback, but still appearing on the portal of the MCA under the Index of Charges for which corrective measures needs to be taken for deletion/satisfaction of such charges. Management Comment/Explanations: The company is continuous in follow up with the bank since the charge is satisfied by the company long back and the bank as well as the company is searching for old documents and will proceed further. Cost Auditor and their report The Company has filed the Cost Audit Report for the year 2013-14 to the Central Government on 26th Sept., 2014. Further that the Company has appointed Shri Satish Kumar Gupta, Cost Accountants as the Cost Auditors of the Company for the year 2014-15 and in view of the orders issued by the Cost Audit Branch of the MCA, the Company is not falling under the purview of the requirement for Cost Records and its audit during the year 2014-15 and onward. Therefore, it do not propose to ratify the remuneration of the cost auditors and do not take any action for conducting the cost audit during the year 201415. Disclosure for frauds against the Company In terms of the provisions of section 134(3)(ca) of the Companies Act, 2013, there were no fraud committed against the Company and any person which are reportable under section 141(12) by the Auditors to the Central Government as well as non reportable frauds during the year 2014-15. ENHANCING SHAREHOLDERS VALUE Your Company believes that its Members are among its most important stakeholders. Accordingly, your Company's operations are committed to the pursuit of achieving high levels of operating performance and cost competitiveness, consolidating and building for growth, enhancing the productive asset and resource base and nurturing overall corporate reputation. Your Company is also committed to creating value for its other stakeholders by ensuring that its corporate actions positively impact the socio-economic and environmental dimensions and contribute to sustainable growth and development. CORPORATE GOVERNANCE As per Clause 49 of the Listing Agreement with the Stock Exchanges, a separate section on corporate governance practices followed by the Company, together with a certificate from the Company's Auditors confirming compliance forms an integral part of this Report as "Annexure- E" and the Corporate Governance Report is attached as "Annexure F". Certificate from Shri R.C. Mittal, Managing Director and Mr. Manish Kumar Jain, Chief Financial Officer, pursuant to provisions of Clause 49(V) of the Listing Agreement, for the year under review was placed before the Board of Directors of the Company at its meeting held on 12th August, 2015. A copy of the certificate on the financial statements for the financial year ended March, 31,2015 is annexed along with this Report as "Annexure G" and the Certificate of code of conduct by the directors and managerial personnels by the CS and Managing Director is annexed as"Annexure H". CONSOLIDATED FINANCIAL STATEMENTS The Consolidated Financial Statements of the Company brpared in accordance with relevant Accounting Standards (AS) viz. AS 21, AS 23 and AS 27 issued by the Institute of Chartered Accountants of India and forming part of this Annual Report. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule, 8 of The Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure I". MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY There have been no material changes and commitments, if any, affecting the financial position of the Company which has occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report. EXTRACT OFANNUAL RETURN The extract of the Annual Return in form MGT-9 for the year ended 31s' March, 2015 is annexed herewith as "Annexure J". RATIO OF THE REMUNERATION OF EACH DIRECTOR TO THE MEDIAN EMPLOYEE'S REMUNERATION Pursuant to provision of section 197(12) of Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the detail is given in the "Annexure K". Particulars of remuneration of employees During the year, none of the employees received remuneration in excess of 5 lakhs or more per month or Rs. 60 Lakhs or more per annum. In accordance with the provisions of Section 197 of the Companies Act, 2013 read with Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Therefore there is no information to disclose in terms of the provisions of the Companies Act, 2013. INDUSTRIAL RELATIONS During the year under review your Company enjoyed cordial relationship with worker and employees at all levels. CODE OF CONDUCT The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company. The Company believes in "Zero Tolerance" against bribery, corruption and unethical dealings/behaviors of any form and the Board has laid down the directives to counter such acts. The code laid down by the Board is known as "code of business conduct" which forms an Appendix to the Code. The Code has been posted on the Company's website (Link:- <http://medicaps.com/cgovernance.html>) The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behavior from an employee in a given situation and the reporting structure. In view of the SEBI (Prohibition of Insider Trading) Regulation, 2015 the Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires Trading Plan, br-clearance for dealing in the Company's shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. ACKNOWLEDGEMENTS Your Directors thank the various Central and State Government Departments, Organizations and Agencies for the continued help and co-operation extended by them. The Directors also gratefully acknowledge all stakeholders of the Company viz. customers, members, dealers, banks and other business partners for the excellent support received from them during the year. The Directors place on record their sincere apbrciation to all employees of the Company for their unstinted commitment and continued contribution to the Company. CAUTIONARY STATEMENT Statements in the Board's Report and the Management Discussion & Analysis describing the Company's objectives, expectations or forecasts may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may differ materially from those exbrssed in the statement. Important factors that could influence the Company's operations include global and domestic demand and supply conditions affecting selling prices of finished goods, input availability and prices, changes in government regulations, tax laws, economic developments within the country and other factors such as litigation and industrial relations. For and on behalf of the Board Ramesh Chandra Mittal Chairman & MD DIN 00035272 Place: Pithampur Date: 12th August,2015 |