Directors Report of Infraquest International Ltd.

Mar 31, 2013

To The Members of INFRAOUEST INTERNATIONAL LIMITED

The directors have pleasure in presenting 2Cfh Annual Report of your company together with the audited accounts for the year ended on 31 st March 2013.

1. State of Company''s Affairs

The Board decided to start its business activities and mainly will focus in trading activities under the leadership of the Independent Directors. The Board is presently run by Independent and professional Directors. The Software export will be an area of interest in future as at present the company is not getting any order from this segment.

Operating results of the Company for the year & for earlier year are as under:

(Amount in Rs. 000)

Financial Results 31.03.2013 31.03.2012

Turnover for the year 0.00 2278.72

Profit before Interest & Depreciation (544.75) 8.73

Interest & Finance Charges for the year 0.00 0.00

Depreciation for the year 0.00 0.00

Profit before Taxation (544.75) 8.73

Provision for Taxation 0.00 0.00

Deferred Tax Liability 0.00 0.00

Net Profit for the year (544.75) 8.73

Surplus b/f from previous year (206476.80) (206485.53)

Transferred to General Reserve 0.00 0.00

Balance in Profit & Loss Account t/f to Balance Sheet (207021.54) (206476.80)

2. Dividend

Owing to continuing losses, your directors do not recommend any dividend fa the financial year under review.

3. Directorate

Mr. Gaulam Sen eligible to retire by rotation offered himself for re appointment.

4 Directors Responsibility Statement

As required under the provisions of Section 217 (2AA) of the Companies Act, 1956, we confirm that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed;

b) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that have been 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 account of the company for the year under review.

c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act, for safeguarding the assets of the company and for preventing and detecting frauds and other irregularities;

d) The directors have prepared the annual accounts for the financial year ended 31s t March, 2013 on "ongoing concern" basis;

5. Corporate Governance

Clause 49 of the Listing Agreement require a report on corporate governance and a certificate from auditors regarding compliance of the applicable provisions in this area and the same is annexed herewith forming part of this report and marked as Amexure-2.

6. Auditors

Mr.B S Kedia & Co. Chartered Accountants and Mr. Vikas (Partner) the auditors of the company. The auditors'' report is self explanatory and needs no further clarification.

7. Public Deposits

Your company has neither invited nor accepted, renewed or extended the term of any deposits from public within the meaning of Section 58 A of the Companies Act, 1956, read with the Companies (Acceptance of Deposit) Rules, 1975 during the year under review.

8. Particulars of Employees etc.

Your company did not have any person in employment who, if employed throughout the financial year or part thereof, was in receipt of remuneration, particulars of which are required to be included in this report as per Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules 1975.

9. Energy Conservation and other Reporting u/s217(1) (e)

Information required under Section 217(1 )(e) of the Companies Act, 1956, is not applicable to the company.

10. Acknowledgements

Your Directors wish to place on records there sincere appreciation for the cooperation and support extended by government, shareholders, bankers, and other associates.

12. ISIN No

The paid up value per share of the company is Rs. 10/- each. The active ISIN No. in connection with the securities is of ISIN INE786301022.0n verification the Board noticed that the following ISIN Nos as active The Board after getting your approval will de-activate the following ISIN Nos:

1. INE786301030

2. INE786301018

13. The shares belonging to below listed investors were offered for reduction by respective shareholders and the reduction was confirmed by Hon High Court, Indore, but for procedural reasons of depository NSDL, the shares have not been cancelled so far. The Board has requested NSDL to keep the shares in abeyance till reduction.

By order of the Board of

Infraquest International Limited

Place: Indore Sd/-

Date: 14.08.2013 Chairman

---

Mar 31, 2011

TO THE MEMBERS OF CITY HOSPITALITIES INDIA LIMITED

The directors have pleasure in presenting 18TH Annual Report of your company together with the audited accounts for the year ended on 31st March 2011.

1. State of Company's Affairs

The Board decided to start its business activities and mainly will focus in trading activities under the leadership of the Independent Directors. The Board is presently run by Independent and professional Directors. The Software export will be an area of interest in future as at present the company is not getting any order from this segment.

Financial Results

(Rs. in lakhs) A s on 31.03.2011 As on 31.03.2010

Sales 611.30 0.00

Other Income * 0.87 Expenditure

Expenditure* 707.33 4.56

Loss before Interest and Depreciation (94.65) (3.53)

Depreciation 0.44 0.98

Financial Charges 0.06 0.04

Provision for Tax 0.00 0.00

Extra-Ordinary item 108.00 0.00

Net Loss (203.15) (4.56)

2. Dividend

Owing to continuing losses, your directors do not recommend any dividend for the financial year under review.

3. Directorate

Mr. Samir Manna – Independent Director & Mr. Gautam Sen - Independent Director are eligible to retire by rotation and being eligible offered them self for re- appointment. Mr. Ramesh Mishra _ Independent Director du e to pre- occupation resigned from the Board. The Board presently run by Independent and professional Directors only.

4. Directors Responsibility Statement

As required under the provisions of Section 217 (2AA) of the Companies Act, 1956, we confirm that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed;

b) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that have been 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 a nd of the profit and loss account of the company for the year under review.

c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act, for safeguarding the assets of the company and for preventing and detecting frauds and other irregularities;

d) The directors have prepared the annual accounts for the financial year ended 31st March, 2011 on "on- going concern" basis;

5. Corporate Governance

Clause 49 of the Listing Agreement require a report on corporate governance and a certificate from auditors regarding compliance of the applicable provisions in this area and the same is annexed herewith forming part of this report and marked as Annexure-2.

6. Auditors

M/s. B. S. Kedia & CO; Chartered Accountants, the auditors, retire at the end of ensuing Annual General Meeting and being eligible offer themselves for re-appointment as statutory auditors of the company. The auditors' report is self explanatory and needs no further clarification.

7. Public Deposits

Your company has neither invited nor accepted any deposits from public within the meaning of Section 58 A of the Companies Act, 1956, read with the Companies (Acceptance of Deposit) Rules, 1975 during the year under review.

8. Particulars of Employees etc.

Your company did not have any person in employment who, if employed throughout the financial year or part thereof, was in receipt of remuneration, particulars of which are required to be included in this report as per Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules 1975.

9. Energy Conservation and other Reporting u/s 217(1) (e)

Information required under Section 217(1)(e) of the Companies Act, 1956, is not applicable to the company.

10. Acknowledgements

Your Directors wish to place on records there sincere appreciation for the cooperation and support extended by government, shareholders, bankers, and other associates.

By order of the Board of

City Hospitalities (I) Limited

Place: Indore Sd/-

Date: 30.08.2011 Chairman

---

Mar 31, 2010

The Members CITY HOSPITALITIES INDIA LIMITED Indore

The directors have pleasure in presenting 17th Annual Report of your company together with the audited accounts for the year ended on 31st March 2010.

1. State of Company's Affairs

The chairman once again reported that the company is nowhere connected and is not a party to any of the wrong doings in the past or in the present scenario by Mr. Masood and his associates. The Board is collectively worried about the alleged third party cheques issued by Mr. Masood, ultra vires to his powers, showing him as whole time director / Director of the company. Mr. Masood used the company for his personal gains and betrayed the trust of the investors.

The board decided to take all appropriate, just and beneficial actions to uphold the high dignity of the company to take all such actions as are considered necessary and expedient under the current circumstances and which would be in the best interest of the company, its investors, its creditors and protection of its property, persons and prestige.

The Board expressed its deep concern about the criminal notices received by the Company during the year under review under Section 138 of the Negotiable Instruments Act, 1881, in connection with the return of cheques unpaid. In absence of adequate information, bank statements, statement of accounts and reconciliation of bank accounts with ledgers no conclusion could be drawn by the Board during its various meetings. The Board is also in dark about the transactions that were carried out by Mr. Masood and his associates in the company and the relevant statement of accounts, books, ledgers etc. have also not been kept at the registered office of the company nor the same are made available to any other person who is available or who is attending this meeting. The board has decided to proceed against Mr. sayed M. Masood and his close adies namely Ms. Geeta U. Razzaki & Ms. Seema U. Razzaki for the reasons stated hereinabove.

Till the time this report is drawn by the Board, there were no whereabouts of the Mr Masood and his close aides who are responsible as well as aware of the developments which have taken place in the recent past in the company .

Financial Results (Rs. in lakhs) As on As on 31.03.2010 31.03.2009

Sales 0.00 0.00

other Income 0.00 0.00

Expenditure Operating Expenses 3.53 2.35

Loss before Interest and Depreciation (3.53) (2.35)

Depreciation 0.98 1.01

Financial Charges 0.04 0.04

Extra Ordinary items 0.00 5.00 being balances or transactions relating to car rental business

Provision for Tax 0.00 0.00

Net Loss (4.55) (8.40)

2. Dividend

Owing to continuing losses, your directors do not recommend any dividend for the financial year under review.

3. Directorate

Mr. Subhedu Mitra has been appointed as an Additional Director of the Company and further individual notices being received in respect of his appointment under the provisions of Section 257 of the Act proposing him to appoint as an non-executive independent director by the members in the ensuing Annual General Meeting.

Mr. Ramesh Mishra Independent Director eligible to retire by rotation and being eligible offered himself for re- appointment. There is no other change in the board.

4. Directors Responsibility Statement

As required under the provisions of Section 217 (2AA) of the Companies Act, 1956, we confirm that:

a) In the preparation of the annual accounts, the applicable accounting standards have been followed;

b) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that have been 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 account of the company for the year under review.

c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act, for safeguarding the assets of the company and for preventing and detecting frauds and other irregularities;

d) The directors have prepared the annual accounts for the financial year ended 31st March, 2010 on "on-going concern" basis;

5. Corporate Governance

Clause 49 of the Listing Agreement requires a report on corporate governance and a certificate from auditors regarding compliance of the applicable provisions in this area and the same is annexed herewith forming part of this report and marked as Annexure-2.

6. Auditors

M/s. B. S. Kedia & CO; Chartered Accountants, the auditors, retire at the end of ensuing Annual General Meeting and being eligible offer themselves for re-appointment as statutory auditors of the company. The auditors' report is self explanatory and needs no further clarification.

7. Public Deposits

Your company has neither invited nor accepted any deposits from public within the meaning of Section 58 A of the Companies Act, 1956. read with the Companies (Acceptance of Deposit) Rules, 1975 during the year under review.

8. Particulars of Employees etc.

Your company did not have any person in employment who, if employed throughout the financial year or part thereof, was in receipt of remuneration, particulars of which are required to be included in this report as per Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules 1975.

9. Energy Conservation and other Reporting u/s 217(1) (e)

Information required under Section 217(1 )(e) of the Companies Act, 1956. is not applicable to the company. There is no foreign exchange earning and outgo in the Company.

10. Acknowledgements

Your Directors wish to place on records there sincere appreciation for the cooperation and support extended by government, sharehold- ers, bankers, and other associates.

By order of the Board of City Hospitalities (I) Limited

Sd/- Chairman

Place : Indore Date : 30.08.2010