Directors Report of Perk Pharmaceuticals Ltd.

Mar 31, 2010

The Directors have pleasure in presenting the 29th Annual Report together with the Audited Accounts of the Company for the year ended 31.03.2010.

CORPORATE RESULTS : (Rs. in Lakhs) 2009-2010 2008-2009

Sales 132.04 136.35

Profit before Interest & Depreciation 47.51 17.74

Less: Interest 0.30 0.17

Profit after Interest 47.21 17.57

Less: Depreciation 14.33 15.09

Profit before Tax 32.88 2.48

Less: Provision for Taxation - -

Profit after Taxation 32.88 2.48

Add: Balance Brought Forward (278.47) (280.94)

Add: Depreciation written back - -

Profits available for appropriation (245.59) (278.47)

DIRECTORS:

Shri. Dhiraj Kaile, Shri Sunder Lal and Shri. Shiv Nath, Directors of Company retires by rotation at this ensuing Annual General Meeting but being eligible offers themselves for re-appointment. Shri. R.K. Kaile, Shri. Dhiraj Kaile and Shri. Vikram Kaile were re-appointed as Managing Director and as Whole-Time Directors by the Board of Directors for a period of five years w.e.f. May 30th, 2010 subject to the approval of Share Holders at this ensuing A.G.M. as set out and on terms & conditions in the notice for ensuing A.G.M.

DIVIDEND :

Due to wipe out the losses of pervious years of the Company, The Directors do not propose any Dividend for the year under review.

EXPANSION & FUTURE OUTLOOK :

The Company is planning to launch new products like the new antibiotics Range in coming months which should help to wipe out its losses The Company is in stabilizing its sales and its products also and the Company hopes to increase turnover and performance next year its Sales so as to give better results in the coming years.

NEW PRODUCT LAUNCHES :

The Company is planning new range of Antibiotics & Tuberculosis Group, Food Supplements and muscular relaxants in coming months, which should help to capture new markets. Now the company is also likely to enter new market in different parts of country and also planning to re-consider its market polices to penetrate the markets .

PERSONNEL:

The Company and the Directors record their appreciation for the cordial relationship between the employees and management and the Company continues to pay greater attention in encouraging a healthy work environment.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO :

Statements in accordance with the provisions of section 217(l)(e) of the Companies Act,1956 read with the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988, regarding conservation of energy, technology absorption and foreign exchange transactions are given in Annexure forming part of this Report.

AUDITORS :

M/S Jyotsana Madan & Associates, Chartered Accountants, auditors of the Company retire at this meeting and are eligible for reappointment. The Company has received a certificate to the effect that their reappointment if made would be in accordance with the provision of Companies Act 1956.

CORPORATE GOVERNANCE:

The provisions of Corporate Governance were implemented during the financial year 2002 - 2003 i.e. w.e.f. 31.01.2003. A separate report on Corporate Governance is included / annexed as part of the Annual Report 2009-2010The Auditors Certificate confirming compliance of conditions of corporate governance is included in the said report.

LISTING OF SHARES INFORMATION REGARDING STOCK EXCHANGE :

The companys equity shares are listed at the Stock Exchange, Mumbai and The U.P. Stock Exchange Association Limited, Kanpur. The company has passed resolution in the 22nd Annual General Meeting for De-Listing of Shares from The Stock Exchanges of Delhi and Hyderabad and the matter is under process.

PARTICULARS OF EMPLOYERS:

There was no employee in receipt of remuneration attracting the provisions of section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of employees amendment) Rules, 1988.

DIRECTORS RESPONSIBILITY STATEMENT : (Under Section 217 (2AA) of the Companies Act)

We accordingly state:

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 the consistently and made judgment 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 or 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 this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

4. that the directors had prepared the annual accounts on a going concern basis.

AUDITORS REPORT:

The notes to the accounts are self explanatory & therefore do not call for any further comments.

ACKNOWLEDGMENTS :-

The Directors acknowledge the active co-operation & help received from the Banks & Government agencies. They also gratefully acknowledge the support and goodwill extended by the Doctors, Dealers, Customers, Suppliers and Investors.

For and on Behalf of the Board

(R.K. KAILE) (DHIRAJ KAILE) CHAIRMAN & WHOLE TIME DIRECTOR MANAGING DIRECTOR

Date : 15th July, 2010 Place: Partapur, Meerut

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Mar 31, 2009

The Directors have pleasure in presenting the 28th Annual Report together with the Audited Accounts of the Company for lheve.tr ended 31.03.2009.

CORPORATE RESULTS : (Rs. in Lakhs) 2008-2009 2007-2008

Sulrs 736.35 130.82 Profit before Interest & Depreciation 17.74 (14.23)

Less. Interest 0.17 0.22

Profit after Interest 17.57 (14.45)

Less: Depreciation 15.09 15.91

Profit Before Tax 2.48 (30.36)

Less: Provision for Taxation -- --

Profit After Taxation 2.48 (30.36)

Add : Balance Brought Forward (280.94) (250.58) Add : Depreciation written back

Profits available for appropriation (278.47) (280.94)

DIRECTORS:

Smt. Krishna Kaile, Smt. Indu Kumar and Shri Vikram Kaile, Directors of Company retires by rotation at this ensuing Annual General Meeting but being eligible offers themselves for re-appointment.

DIVIDEND :

Due to the loss incurred by the company during the financial year 2008 - 2009, The Directors do not propose any Dividend for the vear under review.

EXPANSION & FUTURE OUTLOOK :

The Company is planning to launch new products like the Calcium Range and enter the trading of basic drugs in coming months which should help to wipe out its losses The Company is in stabilizing its sales and its products also and the Company hopes to increase turnover and performance next year its Sales so as to give better results in the coming years.

NEW PRODUCT LAUNCHES :

The Company is planning new range of Calcium Group, Food Supplements and muscular relaxants in coming months, which should help to capture new markets. Now the company is also likely to enter new market in different parts of country and also planning to re-consider its market polices to penetrate the markets .

PERSONNEL :

The Company and the Directors record their appreciation for the cordial relationship between the employees and management and the Company continues to pay greater attention in encouraging a healthy work environment.

CONVERSION OF ENERGY. TECHNOLOGY ABSORBTION AND FOREIGN EXCHANGE EARNINGS OUTGO:

Statements in accordance with the provisions of section 217(l)(c) of the Companies Act,1956 read with the Companies (Disclosure of particulars in the report of Board of Directors) Rules, 1988, regarding conservation of energy, technology absorption and foreign exchange transactions are given in Annexure forming part of this Report.

AUDITORS;

M/S Jyotsana Madan & Associates, Chartered Accountants, auditors of the Company retire at this meeting and are eligible for reappointment. The Company has received a certificate to the effect that their reappointment if made would be in accordance with the provision of Companies Act 1956.

CORPORATE GOVERNANCE :

The provisions of Corporate Governance were implemented during the financial year 2002 - 2003 i.e. w.e.f. 31.01.2003. A separate report on Corporate Governance is included / annexed as part of the Annual Report 2008-2009The Auditors Certificate confirming compliance of conditions of corporate governance is included in the said report.

LISTING OF SHARES INFORMATION REGARDING STOCK EXCHANGE :

The companys equity shares are listed at the Stock Exchange, Mumbai and The U.P. Stock Exchange Association Limited, Kanpur. The company has passed resolution in the 22nd Annual General Meeting for De-Listing of Shares from The Stock Exchanges of Delhi and Hyderabad and the matter is under process.

PARTICULARS OF EMPLOYERS :

There was no employee in receipt of remuneration attracting the provisions of section 217(2A) of the Companies Act, 1956, read with the companies (Particulars of employees amendment) Rules, 1988.

DIRECTORS RESPONSIBILITY STATEMENT : (Under Section 217 (2AA) of the Companies Act) We accordingly state:

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 the consistently and made judgment 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 or 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 this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

4. that the directors had prepared the annual accounts on a going concern basis.

AUDITORS REPORT :

The notes to the accounts are self explanatory & therefore do not call for any further comments.

ACKNOWLEDGMENTS :-

The Directors acknowledge the active co-operation & help received from the Banks & Government agencies. They also gratefully acknowledge the support and goodwill extended by the Doctors, Dealers, Customers, Suppliers and Investors.

For and on Behalf of the Board

Date : 14th July, 2009 (R.K. KAILE) (DHIRAJ KAILE)

Place: Partapur, Meerut CHAIRMAN & WHOLE TIME DIRECTOR MANAGING DIRECTOR