డైరెక్టర్ల నివేదిక Terrygold (India) Ltd.

Mar 31, 2015

Dear Members,

The Directors have pleasure in presenting their 23rd Annual Report on the business and operations of the company and the accounts for the financial year ended March 31,2015

FINANCIAL RESULTS:

Particulars 2014-15 2013-14

Total Revenue

Profit/(Loss) before Interest & Depreciation (1,02,493) (91,363)

Less: Interest and Depreciation - -

Profit/(Loss)After Depreciation & Tax (1,02,493) (91,363)

Profit/(Loss) before Tax (1,02,493) (91,363)

Less: Tax - -

Net (Loss) (1,02,493) (91,363)

Deficit Carried to Balance Sheet (1,02,493) (91,363)

Review of Operations and State of Company's affairs

As you are aware that our unit is a 100% EOU and we do not have permission to sell in the domestic market to cope up with the changing fashion and demand. This is possible once the unit is revived its operations with the induction of Financial Investor with whom the negations are in advance stage, who needed information on the factual of loan position from SASFC is awaited under RTI Act,

The unit is not operational since December 2004. The Company had suffered a major Fire Accident during August 2000 that destroyed the Stock and Assets and the Insurance Company repudiated the claim of the Company and resulted into a major cash crunch. The net worth of the company as on March 31, 2000 became negative and the Hon'ble BIFR had declared Company as Sick Industrial unit and registered the Case No.210/2000 on 02.03.2001 and appointed IDBI as operating Agency, who failed to formulate a rehabilitation package keeping in view the provisions of Section 18 of the SICA Act. The Company had filed Writ Petition before the Hon'ble High Court of AP in April 2015 against the dismissal orders of Hon'ble AAFIR in the Winding up orders of Hon'ble BIFR Bench-1.

The Company had replied to the impugned NOTICE issued by ASREC (INDIA) LTD, the other secured creditors on 18.06.2015 u/sl3(2) of the SARFACEI Act 2002 on 20.07.2015 denying all the allegation therein in view of the existing paripasu charges with other secured creditors and have no jurisdiction to issue so. Your Directors arc perusing with ASREC for considering carrying out the Valuation of the mortgaged assets and to reach a Compromise settlement.

The continued efforts of your Directors resulted into withdrawal of all the cases filed by M/s TVS Finance and Services Limited against your Company and its Directors.

During the period under review, the Company have made a Net Turnover of Rs. NIL and posted a Loss of Rs. 1,02,493/- compared to previous year loss of Rs. 91,363/-.

Amount transferred to reserves:

No Amount has been proposed to transfer to Reserves.

Proposed Dividend:

No Dividend has been proposed (recommended) during the current year.

Particulars of Technology ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO

The information required under section 134 of the Companies Act, 2013 read with the Companies (Disclosure of Particulars in the report of Board of Directors) rules, 1988 is as follows:

Technology Absorption : N.A

Foreign Exchange earnings : Nil

Foreign Exchange Outgo : Nil

Number of Meetings of the Board held during the financial year ended 31st March 2015.

During the period from April 1, 2014 to March 31, 2015, Board Meetings were held on 16.08.2014, 26.10.2014. 02.12.2014, 30.04.2015.

Deposits

The Company has not invited/accepted any deposits from the public in terms of Section 73 of the Companies Act, 2013 during the Financial Year ended 3lst March, 2015.

Issue of Equity Shares with Differential Rights, Sweat Equity, ESOS, etc..

The Company is having only Equity Shares and no any other types of Shares.

Disclosure in respect of voting rights not exercised directly by the employees in respect of company's (share capital & shares to which the scheme debenture) rules relates

No any shares exercised by the employees in the company.

Particulars of Loans, Guarantees or Investments under Section 186

The company does not have any Loans, Guarantees or Investments which are required to be reported under Section 186 of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014.

Particulars of Contracts or Arrangements with Related Parties Referred to in Sub- Section (1) of Section 188

During the year there are no contracts or arrangements with related parties referred to in Sub Section (1) of section 188 of Companies Act, 2013 which are required to be reported in the director's report under section 188 of Companies Act, 2013.

Details of Directors or Key Managerial Personnel who were appointed or have resigned during the Year

During the year no Directors or Key Managerial Personnel have been appointed or have resigned.

Directors Responsibility Statement under Section 134 of the Companies Act, 2013:

Pursuant to the requirement under Section 134 of the Companies Act, 2013 with respect to the Directors' Responsibility Statement, the Board of Directors of the Company hereby confirms:

1) That in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

2) That the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

3) That the Directors had taken proper and sufficient care 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 preventing and detecting fraud and other irregularities;

4) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Explanations or Comments:

No any observations

Details in respect of adequacy of Internal Financial Controls:

The Company is having the adequate Internal Financial Controls

Separate section containing a report on performance and subsidiaries, associates & JVs included in the Consolidated FS of the Co:

Not Applicable.

Disclosures under sexual harassment of women at work place (Prevention, Prohibition and Redressal Act, 2013)

NIL

Statutory Auditors:

M/s C. Ramachandram & Co. Chartered Accountants FRN:002864S, Hyderabad was appointed for five years up to 28th Annual General Meeting subject to ratification by the members for re-appointment at the Annual General Meeting.

The Company has received letters from them to the effect that their appointment, if made, would be within the prescribed limits under Section 141(3) (g) of the Companies Act, 2013 and that they are not disqualified for appointment.

Auditors Report

M/s. C. Ramachandram & Co. Chartered Accountants (ICAI Regn. No.002864S) have issued Auditors Report for the Financial Year ended 31st March, 2015 and there are no qualifications in Auditors' Report.

The names of companies which have become or ceased to be Company's Subsidiaries, joint ventures or associate companies during the year

During the Financial Year, no company is ceased as Company's Subsidiary, joint venture or associate company.

Material Changes and Commitments

The company does not have any operations.

Energy Conservation:

Not Applicable

Development and Implementation of Risk Management:

Not Applicable

Change in the nature of business

There is no change in the nature of business of the Company.

Details of Significant Orders Passed by the regulators, courts, and tribunal:

No any orders passed by any courts.

Acknowledgement

Your Directors also thank the Shareholders, Suppliers, Service Providers, Consultants and other Stakeholders for the confidence reposed in your Company and their continued patronage.

BY THE ORDER OF THE BOARD For Terrygold (India) Limited

For and on behalf of the board

Place: Hyderabad S.S.R.KISHEN Date: 17/08/2015 Chairman and Managing Director DIN.01061990

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Mar 31, 2013

Dear Members,

The Directors are pleased to present the 21st Annual Report together with the audited Balance Sheet, Statement of Profit and Loss Account and Auditors'' Report for the year ended 31st March 2013.

FINANCIAL RESULTS

Rs. In Lakhs

Year ended March 31 2013 2012

Total Revenue 8.67 Nil

Operating, Financial & Other Expenses 6.23 0.79

Loss before Depreciation, Interest and Non-Cash Charges 6.23 0.79

Depreciation & Non-Cash Charges 0 0.00

Interest 0 0.00

Net Loss 6.23 0.79

Operations

As you are aware that the Terry Towel products basically belong to the group of pile fabrics, wherein additional loose (with lesser tension) yarn is introduced to form loops called as piles to give a distinct appearance and effect. In the present age, pile formation is microprocessor controlled with high level of accuracy and distinct features. Towels are subject to changing fashion and demand new designs with different fabric finish, loop pile and flat structures that are manufactured on the improved equipment with use of new-age computer based technology of toweling with 100% Cotton Absorbent Long Looped perfect towels. The capital goods have been imported from Japan and backed by State-of-Art technology and commenced the commercial production in 1996 with an Operating Capacity of 800 M T per Annum. We have such strengths to meet such a wide verity of product range to meet the increasing demands apart from an item of personal use and in the institutional market such as Hotel Industry, Hospitals, Holiday Homes Restaurants etc., The Company had suffered a major Fire Accident during August 2000 that destroyed the Stock and Assets and the Insurance Company repudiated the claim of the Company for Rs.242.71 Lakhs that had resulted into a major cash crunch. The net worth of the company as on March 31, 2000 became negative and the Hon''ble BIFR had declared Company as Sick Industrial unit and registered the Case No.210/2000 on 02.03.2001 and appointed IDBI as operating Agency for formulating a rehabilitation package keeping in view the provisions of Section 18 of the SICA Act. The unit is not operational since December 2004.

Till last decade, Indian terry towel industry was dominated by decentralized Handloom and Power-loom sectors of Panipat, Karur, Erode, Mumbai, Sholapur, Ahmedabad and Delhi constituting the share of over 80% of the total production of Towel Industry. But, for the last 10 years, many of the organized sectors have entered in this segment. Organized Sectors are mainly moving from mid low end to mid high end market whereas decentralized Sholapur, Panipat are concentrating more on low end and domestic market. Some of the high quality power loom fabrics from decentralized sectors are being slowly accepted in leading markets of USA and EU. Many of the Indian companies are also expected to enter in the World Market predominantly through acquisition and branding with this segment in the years to come. The estimated annual production terry towels are 100,000 tons and will likely to go up to 115,000 tons with ongoing expansion in the country.

Revival Efforts

The Company is having two Secured creditors being IDBI & State Bank of Hyderabad. IDBI had assigned its debit to SASF, Mumbai. SBH has assigned its debt to ASREC India Ltd.. On the confirmation of Assignment of Debit by SBH in favour of ASREC (India) Ltd (ASREC) the Company had reached an OTS with Deutsche Bank being the Attorney holder of ASREC on 02.03.2007 for full & final settlement of dues. The Company had also reached a Settlement OTS with the other secured being SASF (IDBI) on 18.06.2007. The issues related to the Charged Documents are needed to be sorted-out as the investors identified by the promoters are willing to infuse the funds as they are keen to revive the unit as the envisaged arrangement has a firm back arrangement of the entire production.

The Secured Creditors were appraised on the present agitated political situation on Telangana and no new investment is taking place in this sector as nobody is willing to lock-up funds and wait for protracted legal battle as permission by the BIFR was made available to the secured creditors to pursue its recovery suits. This being considered favorably by Hon''ble AAIFR and stayed the impugned order of BIFR. Your Directors are fully confident to resolve the pending issues and revive the operations shortly. Pending finalization of issue of charged documents, no interest was provided on principal outstanding loans for the year under review.

Future Prospects

The usage of towels in domestic market is constantly increasing with the expansion of hospitality services and opening of Trade Centers and Malls. The Market for Terry Towel has been growing rapidly. The Indian domestic Textiles industry is worth Rs.1,75,000 Crore. The Terry Towel Sector is zooming with the new EXIM Policy and increase in demand from US Markets. USA is the World''s single largest buyer for Made-ups and Terry Towels. India, China and Pakistan together supply 65% towels, 81% of sheets and 79% of comforters imported by USA. While India has a dominant position in America''s terry towel import, with a share of around 26%, India''s home textile contributes around 22% i.e. US $ 4.1 billion to India''s textile export of US $ 19 billion. However, the share of terry towel is just 5.8% of total home textile export i.e. US $ 255 million in 2005-06 and US $ 239 million in 2006-07, and there is a room to grow. Till recent time, marketing effort was concentrated in USA, but many are looking for other markets of the EU and other parts of the World. In view of this the Company is confident of serving new markets with higher profitability on its revival.

Public Deposits:

Your Company has not accepted deposits from the public during the year under review and there are no outstanding deposits as on 31st March 2013.

Personnel:

There are no employees drawing remuneration as provided in section 217 (2A) of the Companies Act, 1956 whose particulars forming part of this report is to be annexed.

Auditors

M/s C. Ramachandram & Co., Chartered Accountants retire at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment.

Audit Committee

The audit committee consists of two independent Directors viz., G. Venkataratnam, Sri Neelam Sriramulu and Sri S.S.R.Kishen. The audit committee met four times during the year and recommended the accounts for approval by the Board.

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, with respect to Directors'' Responsibility statement, it is hereby confirmed:

1) That in the preparation of the accounts for the financial year ended 31st March, 2013 the applicable accounting standards have been followed along with proper explanation relating to material departure;

2) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the loss of the company for the year under review.

3) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4) That the Directors have prepared the accounts for the financial year ended 31st March 2013 on a going concern basis.

Listing

The shares of the company are listed on Hyderabad, Madras and Bombay Stock Exchanges. The Listing fee to Bombay Stock Exchange from 2001-02, the Hyderabad Exchange from 2000-01 and Madras Stock Exchange from 1997-98 is outstanding.

Conservation of Energy, Technology Absorption, Foreign Exchange:

Particulars required to be disclosed under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988 are annexed hereto.

Corporate Governance:

The report on Corporate Governance is enclosed as an Annexure to this report.

Acknowledgements:

Your Directors wish to place on record their appreciation for the valuable support and cooperation extended by industrial Development Bank of India (SASF-Cell), State Bank of Hyderabad, ASREC (India) Ltd. and their nominees and other Central and State Government Agencies. Your Directors also wish to place on record their sincere appreciation to the shareholders for their continued confidence, patronage and support to the management of the Company.

For and behalf of the Board

Place: Hyderabad S.S.R.KISHEN

Date: 02.09.2013 Chairman and Managing Director

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Mar 31, 2012

The Directors are pleased to present the 20Ul Annual Report together with the audited Balance Sheet, Profit and Loss Account and Auditors' Report for the year ended 31st March 2012.

FINANCIAL RESULTS

Rs. In Lakhs Year ended March 31 2012 2011

Total Revenue Nil Nil

Operating, Financial & Other Expenses 24.33 0.27

Loss before Depreciation, Interest and Non-Cash Charges 24.33 0.27

Depreciation & Non-Cash Charges 0.00 0.00

Interest 0.00 0.00

Net Loss 24.33 0.27



Operations

As you are aware that the Terry Towel products basically belong to the group of pile fabrics, wherein additional loose (with lesser tension) yam is introduced to form loops called as piles to give a distinct appearance and effect. In the present age, pile formation is microprocessor controlled with high level of accuracy and distinct features. Towels are subject to changing fashion and demand new designs with different fabric finish, loop pile and flat structures that are manufactured on the improved equipment with use of new-age computer based technology of toweling with 100% Cotton Absorbent Long Looped perfect towels. The capital goods have been imported from Japan and backed by State- of-Art technology and commenced the commercial production in 1996 with an Operating Capacity of 800 M T per Annum. We have such strengths to meet such a wide verity of product range to meet the increasing demands apart from an item of personal use and in the institutional market such as Hotel Industry, Hospitals, Holiday Homes Restaurants etc., The Company had suffered a major Fire Accident during August 2000 that destroyed the Stock and Assets and the Insurance Company repudiated the claim of the Company for Rs.242.71 Lakhs that had resulted into a major cash crunch. The net worth of the company as on March 31, 2000 became negative and the Hon'ble BIFR had declared Company as Sick Industrial unit and registered the Case No.210/2000 on 02.03.2001 and appointed IDBI as operating Agency for formulating a rehabilitation package keeping in view the provisions of Section 18 of the SICA Act. The unit is not operational since December 2004.

Till last decade, Indian terry towel industry was dominated by decentralized Handloom and Power- loom sectors of Panipat, Karur, Erode, Mumbai, Sholapur, Ahmedabad and Delhi constituting the share of over 80% of the total production of Towel Industry. But, for the last 10 years, many of the organized"secfors have entered in this segment. Organized Sectors are mainly moving from mid low end to mid high end market whereas decentralized Sholapur, Panipat are concentrating more on low

end and domestic market. Some of the high quality power loom fabrics from decentralized sectors are being slowly accepted in leading markets of USA and EU. Many of the Indian companies are also expected to enter in the World Market predominantly through acquisition and branding with this segment in the years to come. The estimated annual production terry towels are 100,000 tons and will likely to go up to 115,000 tons with ongoing expansion and new investment by 2012 in the country.

Revival Efforts

The Company is having two Secured creditors being IDBI & State Bank of Hyderabad. IDBI had assigned its debit to SASF, Mumbai. SBH has assigned its debt to ASREC India Ltd.. On the confirmation of Assignment of Debit by SBH in favour of ASREC (India) Ltd (ASREC) the Company had reached an OTS with Deutsche Bank being the Attorney holder of ASREC on 02.03.2007 for full & final settlement of dues. The Company had also reached a Settlement OTS with the other secured being SASF (IDBI) on 18.06.2007. This could not sustain as the issues related to the Charged Documents are needed to be sorted-out as the investors identified by the promoters are willing to infuse the funds as they are keen to revive the unit as the envisaged arrangement has a firm back arrangement of the entire production.

The Secured Creditors were appraised on the present agitated political situation on Telangana and no new investment is taking place in this sector as no body is willing to lock-up funds and this is being considered favorably and a fresh Compromise OTS was submitted on 23.04.2012.. Your Directors are fully confident to resolve the pending issues and revive the operations shortly. Pending finalization of issue of charged documents, no interest was provided on principal outstanding loans for the year under review.

Future Prospects

The usage of towels in domestic market is constantly increasing with the expansion of hospitality services and opening of Trade Centers and Malls. The Market for Terry Towel has been growing rapidly. The Indian domestic Textiles industry is worth Rs.1,75,000 Crore. The Terry Towel Sector is zooming with the new EXIM Policy and increase in demand from US Markets. USA is the World's single largest buyer for Made-ups and Terry Towels. India, China and Pakistan together supply 65% towels, 81 % of sheets and 79% of comforters imported by USA. While India has a dominant position in America's teriy towel import with a share of around 26%, India's home textile contributes around 22% i.e. US $ 4.1 billion to India's textile export of US $ 19 billion. However, the share of terry towel is just 5.8% of total home textile export i.e. US $ 255 million in 2005-06 and US $ 239 million in 2006-07, and there is a room to grow. Till recent time, marketing effort was concentrated in USA but many are looking for other markets of the EU and other parts of the World. In view of this the Company is confident of serving new markets with higher profitability on its revival.

Public Deposits:

Your Company has not accepted deposits from the public during the year under review and there are no outstanding deposits as on 31a March 2012. I

Personnel:

There are no employees drawing remuneration as provided in section 217 (2 A) of the Companies Act, 1956 whose particulars forming part of this report is to be annexed.

Directors:

Shri. G. Venkataratnam who retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for reappointment.

Auditors o

M/s C. Ramachandram & Co., Chartered Accountants retire at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment.

Audit Committee

The audit committee consists of two independent Directors viz., G. Venkataratnam, Sri Neelam Sriramulu and Sri S.S.R.Kishen. The audit committee met four times during the year and recommended the accounts for approval by the Board.

Directors' Responsibility Statement:

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, with respect to Directors' Responsibility statement, it is hereby confirmed:

1) That in the preparation of the accounts for the financial year ended 31st March, 2012 the applicable accounting standards have been followed along with proper explanation relating to material departure;

2) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true " and fair view of the state of affairs of the company at the end of the financial year and of the loss of the company for the year under review.

3) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4) That the Directors have prepared the accounts for the financial year ended 31s* March 2012 on a going concern basis.

Listing

The shares of the company are listed on Hyderabad, Madras and Bombay Stock Exchanges. The Listing fee to Bombay Stock Exchange from 2001-02, the Hyderabad Exchange from 2000-01 and Madras Stock Exchange from 1997-98 is outstanding.

Conservation of Energy, Technology Absorption, Foreign Exchange:

Particulars required to be disclosed under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988 are annexed hereto.

Corporate Governance:

The report on Corporate Governance is enclosed as an Annexure to this report.

PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

There was no Foreign Exchange Earnings or outgo during the period under review.

II. Statement containing particulars pursuant to Companies (Disclosures of Particulars in the Report of Directors) Rules, 1988 and forming part of Directors Report.

Since there were no operations in the unit during the period under review, there were no Particulars under this item.

Acknowledgements:

Your Directors wish to place on record their appreciation for the valuable support and cooperation extended by industrial Development Bank of India (SASF-Cell), State Bank of Hyderabad, ASREC (India) Ltd. and their nominees and other Central and State Government Agencies. Your Directors also wish to place on record their sincere appreciation to the shareholders for their continued confidence, patronage and support to the management of the Company.

For and behalf of the Board

Place: Hyderabad S.S.R.KISHEN

Date: 14-Aug-2012 Chairman and Managing Director

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Mar 31, 2010

The Directors are pleased to present the 18th Annual Report together with the audited Balance Sheet, Profit and Loss Account and Auditors Report for the year ended 31st March 20010.

FINANCIAL RESULTS

Rs. In Lakhs

Year ended March 31 2010 2009

Total Revenue Nil Nil

Operating, Financial & Other Expenses 0.25 0.25

Loss before Depreciation, Interest and Non-Cash Charges 0.25 0.25

Depreciation & Non-Cash Charges 0.00 0.00

Interest 0.00 0.00

Net Loss 0.25 0.25

Operations

As you are aware that the Towel Consumption has direct co-relation with the standard of living and the demand for the ranges of Terry Towel products in elegant colors and sizes Towels, Beach, Kitchen Towels, Bathrobes, Hajj Towels and Bath Mats that are manufactured on the improved equipment with use of new-age computer based technology of toweling with 100% Cotton Absorbent Long Looped perfect towels. The capital goods have been imported from Japan and backed by State-of-Art technology and commenced the commercial production in 1996 with an Operating Capacity of 800 M T per Annum. We have such strengths to meet such a wide verity of product range to meet the increasing demands apart from an item of personal use and in the institutional market such as Hotel Industry, Hospitals, Holiday Homes Restaurants etc., The Company had suffered a major Fire Accident during August 2000 that destroyed the Stock and Assets and the Insurance Company repudiated the claim of the Company for Rs.242.71 Lakh that had resulted into a major cash crunch. The net worth of the company as on March 31, 2000 became negative and the Honble BIFR had declared Company as Sick Industrial unit and registered the Case No.210/2000 on 02.03.2001 and appointed IDBI as operating Agency for formulating a rehabilitation package keeping in view the provisions of Section 18 of the SICA Act. The unit is not operational since December 2004.

Revival Efforts

During the year under review, succeeded in identifying a potential Investor for infusion of funds to revive the unit with buy back arrangement of the entire production. The Company is having two Secured creditors being IDBI & State Bank of Hyderabad. IDBI had assigned its debit to SASF, Mumbai. SBH has assigned its debt to ASREC India Ltd. On the confirmation of Assignment of Debit by SBH in favour of ASREC (India) Ltd (ASREC) the Company had reached an OTS with Deutsche Bank being the Attorney holder of ASREC on 02.03.2007 for full & final settlement of dues. The Company had also reached a Settlement OTS with the other secured being SASF (IDBI) on 18.06.2007.

The investors as they are keen to revive the unit and have called on ASREC along with the MD of the Company on 22.04.2010 and requested to sort out the issues related to the Charged Documents. They were appraised on the present political agitated situation on Telengana and no new investment is taking place in this sector as no body is willing to lock-up funds and wait for protracted legal battle as permission by the BIFR was made available to the secured creditors to pursue its recovery suits. This being considered favorably and with Honble AAIFR and stayed the impugned order of BIFR your Directors are fully confident to resolve the pending issues and shortly revive the operations. Pending finalization of issue of charged documents no interest was provided on principal outstanding loans for the year under review.

Future Prospects

The usage of towels in domestic market is constantly increasing with the expansion of hospitality services and opening of Trade Centers and Malls. The Market for Terry Towel has been growing rapidly. The Indian domestic Textiles industry is worth Rs.1, 50,000 Crore. The Terry Towel Sector is zooming with the new EXIM Policy and increase in demand from US Markets. Indian textile sector will record an annual growth rate of 11 percent and reach the size of US$ 85 billion by 2010 from the current US$ 36 billion. In view of this the Company is confident of serving new markets with higher profitability on its revival

Public Deposits:

Your Company has not accepted deposits from the public during the year under review and there are no outstanding deposits as on 31st March 2010.

Personnel:

There are no employees drawing remuneration as provided in section 217 (2A) of the Companies Act, 1956 whose particulars forming part of this report is to be annexed.

Directors:

Shri. N. Sriramulu who retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for reappointment.

Auditors

M/s C. Ramachandram & Co., Chartered Accountants retire at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment

Audit Committee

The audit committee consists of two independent Directors viz., G. Venkataratnam, Sri Neelam Sri Ramulu and Sri S.S.R.Kishen. The audit committee met four times during the year and recommended the accounts for approval by the Board.

Directors Responsibility Statement:

Pursuant to the requirement under section 217 (2AA) of the Companies Act, 1956, with respect to Directors Responsibility statement, it is hereby confirmed:

1) That in the preparation of the accounts for the financial year ended 31st March, 2010 the applicable accounting standards have been followed along with proper explanation relating to material departure;

2) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the loss of the company for the year under review.

3) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

4) That the Directors have prepared the accounts for the financial year ended 31st March 2010 on a going concern basis.

Listing

The shares of the company are listed on Hyderabad, Madras and Bombay Stock Exchanges. The Listing fee to Bombay Stock Exchange from 2001-02, the Hyderabad Exchange from 2000-01 and Madras Stock Exchange from 1997-98 is outstanding.

Conservation of Energy, Technology Absorption, Foreign Exchange:

Particulars required to be disclosed under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules 1988 are annexed hereto.

Corporate Governance:

The report on Corporate Governance is enclosed as an Annexure to this report.

PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

There was no Foreign Exchange Earnings or outgo during the period under review.

II. Statement containing particulars pursuant to Companies (Disclosures of Particulars in the Report of Directors) Rules, 1988 and forming part of Directors Report.

Since there were no operations in the unit during the period under review there were no Particulars under this item.

Acknowledgements:

Your Directors wish to place on record their appreciation for the valuable support and cooperation extended by industrial Development Bank of India (SASF-Cell), State Bank of Hyderabad (ASREC (India) Ltd.) and their nominees and other central and state government Agencies your Directors also wish to place on record their sincere appreciation to the shareholders for their continued confidence, patronage and support to the management of the Company.

For and behalf of the board

Hyderabad S.S.R.KISHEN

17/08/2010 Chairman and Managing Director