MANAGEMENT DISCUSSION AND ANALYSIS

FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

During the year the Company had earned income by way of dividend, interest and other income amounting to Rs. 30.15 crores. Net profit for the year amounted to Rs. 29.58 crores as compared to Rs. 29.47 crores in the brvious year. The share capital of the company as on 31st March, 2015 stood at Rs. 19.37 crores and Reserves and Surplus at Rs. 453.85 crores (including capital reserve of Rs. 203.45 crores).

OUTLOOK

Major Activities

The Company is a Core Investment Company (CIC) within the meaning of Core Investment Companies (Reserve Bank) Directions, 2011 which does not require registration with Reserve Bank of India under the said Directions.

SRF Limited, a listed company is a subsidiary of the Company. SRF has businesses ranging from technical textiles, refrigerant gases, speciality chemicals and packaging films and has brsence in Thailand and South Africa in one or more of these businesses.

The Company has four wholly owned subsidiaries viz. KAMA Realty (Delhi) Ltd. which is a company engaged in the business of acquisition and renting of properties, Shri Educare Ltd. which is engaged in the field of education, Shri Educare Maldives Pvt. Ltd. (a Wholly owned subsidiary of Shri Educare Ltd.) having a public private partnership with Government of Maldives for management of a Government School and SRF Transnational Holdings Ltd., a registered non-deposit taking NBFC engaged in the business of investment in shares and other securities.

The Company would continue to consolidate its stake in SRF and the aforesaid subsidiaries.

Future Prospects

SRF Ltd. and its subsidiaries

The business prospects of SRF Ltd. and its subsidiaries has been discussed in the Management Discussion and Analysis forming part of the Directors' Report of that company in the Annual Report for 2014-15 which is available on its website www.srf.com.

Other subsidiaries

Shri Educare Ltd. (SEL)

During the year, SEL added two play schools in New Delhi and one K-12 School In Abu Dhabi to the portfolio of schools being managed by SEL.

Going forward, SEL plans to continue to expand in the school consultancy vertical, where the demand for quality schools, both in India and abroad, continues to be high. SEL plans to leverage this demand and plan to increase the number of schools under consultancy by at least four in 2015-16.

During the year, SEL has earned a revenue of Rs. 6.74 Crores mainly on account of project management fees and student fees and a profit after tax of Rs. 2.34 Crores.

Shri Educare Maldives Pvt. Ltd. (SEMPL)

SEMPL is managing a school in a public-private partnership with Maldives Government. This school is now a financially self-sufficient school and this has been possible because the school has managed to establish itself as one of the best school in Maldives.

During 2014-15, SEMPL has earned a revenue of MVR 2.78 Crores (Rs. 10.94 Crores) mainly on account of tuition fees and made a loss of MVR 0.06 Crores (Rs. 0.25 Crores).

KAMA Realty (Delhi) Ltd. (KRDL)

KRDL is a company engaged in acquisition and rental of properties. During 2014-15, KRDL has earned a revenue of Rs. 9.84 Crores mainly on account of rental and interest income and profit after tax of Rs. 5.51 Crores.

SRF Transnational Holdings Ltd. (SRFT)

SRFT is a registered non deposit taking NBFC engaged in the business of investment in shares and securities. During 2014-15, SRFT has earned a revenue of Rs. 3.23 Crores mainly on account of dividend and interest income and profit after tax of Rs. 1.72 Crores.

KHL Investments Ltd. (KHL)

KHL was an inoperative company. During 2014-15, the name of this company was struck off from the Register of Companies consequent to an application made under the provisions of the Companies Act.

OPPORTUNITIES AND THREATS

The Company holds significant investment in shares of SRF Ltd. The value of these investments is dependent on the performance of the investee company.

RISKS AND CONCERNS

The Company is mainly exposed to the risk of reduction in value of investments in shares of SRF Ltd. due to fall in the share price and Investee Company's performance.

ADEQUACY OF INTERNAL CONTROL SYSTEM

Your Company's internal control systems and procedures are commensurate with the size of operations and adequate enough to meet the objectives of efficient use and safeguarding of assets, compliance with statutes, policies and procedures and proper recording of transactions.

CAUTIONARY STATEMENT

The Statement in this Management Discussion and Analysis Report describing the Company's outlook, projections, estimates, expectations or brdictions may be "Forward looking Statements" within the meaning of applicable securities laws or regulations. Actual results could differ materially from those exbrssed or implied.