Directors Report of Pitambar Coated Papers Ltd.

Mar 31, 2014

Dear Shareholders

The Directors have pleasure in presenting the 20th annual Report of the Company together with Audited Statement of Accounts for the period ended 31st March, 2014.

OPERATIONS

(Rs. In lacs)

Year Sales Sales

MT. (Net)

2012-13 1037.00 608.97

2013-14 413.637 344.96

Financial Restructuring of the company in terms of BIFR Order dated 13.08.2009 was effected into annual accounts of the company.

Equity share of company has been reduced from Rs. 80267300 divided into 8026730 Equity shares of Rs. 10/- each to Rs. 8026730 divided into 802673 Equity shares of Rs. 10/- each and unsecured Loans, statutory dues, sundry creditors etc have been written off as provided in the said Order.

The aforesaid change has been effected in terms of clause 10.3 of the sanctioned scheme related to reduction of share capital which provide the Equity capital of PCPL would be write down by 90%. And similarly clause 11.7 of the sanctioned scheme reiterates that the existing capital of the PCPL shall reduced by 90% and then every 10 equity shares (of face value of Rs. 10/- each ) shall be consolidated into one equity share of Rs. 10/-each fully paid up in term of sec 18 (2) (f) of SICA without the requirement of following the provisions of section 100-103 of the Companies Act, 1956. And after the effect of the said order, the equity capital of the company has been reduced in the following manner:

Total Number of shares 805043 Equity Shares of Rs.10/- each

Less: Shares forfeited 8680 Equity shares

Effective Shares(Listed) 796363 Equity Shares

And further, the promoters/associates of the company agreed in terms of clause 11.11 of the sanctioned scheme to bring the additional funds amounting Rs. 157.61 lacs into the form of equity of the company, which they put into the company during the year2009-10. And after introduction of the further capital the capital structure is as follow:

Total Number of shares 23,81,143 Equity Shares of Rs.10/- each

Less: Shares forfeited 8.680 Equity shares

Effective Shares 23,72,463 Equity Shares of Rs.10/- each

Company has filed with the Bombay Stock Exchange an application for granting the necessary approval for such capital increase, which is still awaited.

During the year under review, company made a loss of Rs. 1,63,74,955.49 as against a loss of Rs. 1,10,81,542.85during the last year. Thus the total accumulated loss has reached to Rs. 4,40,21,684.66, which has been carried to Balance Sheet. It may be added here that out of total loss carried over, a sum of Rs.3,15,60,955.64 is due to depreciation provided on the fixed assets of the company and Rs.43,49,123.38 on account of loss on sale of machinery.

As reported last year, Directors could sell part of its machinery during the year and are making all efforts to sell remaining machinery as well at best possible price, in order to reduce its losses.

FINANCIAL RESULTS

The financial results of the Company reflect the operation for the period ended 31st March, 2014 and are summarized as under:-

(Rs. in Lacs)

Current Year Previous Year 2013-14 2012-13

Sales of product and other income 348.93 631.54

Interest & financial charges 3.82 5.42

Profit before depreciation & Misc Expenditure (6.17) (4.25)

Provision for Taxation - -

Prior period adjustments - -

Profit (Loss) during the year (163.75) (110.82)

Profit/(Loss) carried to Balance Sheet (440.22) (276.47)

DIRECTORS

As per provisions of the Companies Act, 1956 Mr. Sunil Gupta and Mr. Anshu Gupta Directors of the Company are liable to retire by rotation at the ensuing Annual General meeting and they being eligible to offer themselves for reappointment.

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors have reviewed the annual accounts for the period ended 31-03-2014 and as per requirement of provisions of Section 217(2AA) of the Act, the Directors'' hereby state as under:-

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

ii) 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 period and of the profit or loss of the company for that period;

iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the Directors had prepared the annual accounts on a going concern basis.

The Board of Directors hereby declare that there is no such Director who is disqualified to act as Director pursuant to the provisions of Section 274(l)(g) of the Companies Act, 1956.

AUDITORS

M/s Kumar Sharma & Co. Chartered Accountants, Auditors of the Company, will retire at the ensuing Annual General Meeting and M/s Kumar Sharma & Co. being eligible, offer themselves for reappointment.

AUDITORS'' REPORT

In respect of observations made by the Auditors in their Report, your Directors wish to state that the respective notes to the accounts are selfexplanatory. Regarding the valuation on the basis of AS-15, company shall take necessary steps to. ensure the valuation of gratuity and leave encashment benefits on actuarial valuation basis as required by AS-15.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement requirement, a Report on Corporate Governance is enclosed hereto.FIXED DEPOSITS

The Company has not accepted any fixed deposit from public.

DIVIDEND

Due to low sales and losses, your Directors art unable to recommend dividend during the yea under review.

LISTING FEE

The Company''s Shares are listed with Mumbai Stock Exchange. However, the pending listing fee: is disputed with BSE and arrangement is being made to settle the issue by paying the same in installments.

CONSERVATION OF ENERGY, TECHNOLOGY

The statement pursuant to Section 217(1 )(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the report of the Board of Directors) Rules, 1988 is given in the Annexure A forming part of this report.

PARTICULARS OF EMPLOYEES

There is no employee (whether employed for the whole of the year or apart thereof) who were if receipt of remuneration exceeding the limits as laic down under Section 217(2A) of the Companies Act, 1956.

INDUSTRIAL RELATIONS

Yours Directors wish to place on record their sincere appreciation for the excellent team spirit and devotion to duty shown by the employees a all levels. It is hoped that present cordial relations will continue in future.

ACKNOWLEDGEMENTS

The Directors wish to place on record their gratitude to the Company''s customers, dealers suppliers, various departments of the Government and Banks for their continued support to the Company.

Place : New Delhi FOR & ON BEHALF OF THE BOARD Dated : 01-09-2014 PITAMBAR COATED PAPERS LIMITED CHAIRMAN

---

Mar 31, 2013

Dear Shareholders

The Directors have pleasure in presenting the 19"'' annual Report of the Company together with Audited Statement of Accounts for the period ended 31st March, 2013.

(Rs.in lacs) Year Sales Sales MT. (Net)

2011-12 1317 582.02

2012-13 1037 608.97

There is a marginal increase in volume of sales by 4.63% during the year under review compare to last year which resulted in sales of Rs. 608.97 Lacs. The main reasons for low sales were unviable market conditions due to dumping of papers thorugh imports as well as extra production capacity of Indian Paper Industry which has substantially effected the sales of the company. Financial Restructuring of the company in terms of BIFR Order dated 13.08.2009 was effected into annual accounts of the company . Equity share of company has been reduced from Rs. 80267300 divided into 8026730 Equity shares of Rs. 10/- each to Rs. 8026730 divided into 802673 Equity shares of Rs. 10/- each and unsecured Loans, statutory dues, sundry creditors etc have been written off as provided in the said Order.

The aforesaid change has been effected in terms of clause 10.3 of the sanctioned scheme related to reduction of share capital which provide the Equity capital of PCPL would be write down by 90%. And similarly clause 11.7 of the sanctioned scheme reiterates that the existing capital of the PCPL shall reduced by 90% and then every 10 equity shares (of face value of Rs. 10/- each) shall be consolidated into one equity share of Rs. 10/- each fully paid up in term of sec 18 (2) (0 of SICA without the requirement of following the provisions of section 100-103 of the Companies Act, 1956 . And after the effect of the said order , the equity capital of the company has been reduced in the following manner:

Total Number of shares 805043 Equity Shares of Rs.10/- each Less: Shares forfeited 8680 Equity shares Effective Shares(Listed) 796363 Equity Shares

And further, the promoters/associates of the company agreed in terms of clause 11.11 of the sanctioned scheme to bring the additional funds amounting Rs. 157.61 lacs into the form of equity of the company , which they put into the company during the year. And after introduction of the further capital the capital structure is as follow :

Total Number of shares 2381143 Equity Shares of Rs.10/-each Less: Shares forfeited 8680 Equity shares Effective Shares 2372463 Equity Shares of Rs.10/-each

Company has filed with the Bombay Stock Exchange an application for granting the necessary approval for such capital increase , which is still awaited .

During the year under review , company made a loss of Rs. 1,10,81,542.85 and during the last year, Company made a loss of Rs. 1,15,65,242.25 due to which total accumulated loss has reached to Rs. 2,76,46,729.17, amount has been carried to Balance Sheet.

FINANCIAL RESULTS

The financial results of the Company reflect the operation for the period ended 31st March, 2013 and are summarized as under:-

(Rs. in Lacs)

Current Previous Year Year 2012-13 2011-12

Sales of product and other income 631.54 610.06

Interest & financial charges 5.42 3.76

Profit before depreciation & Misc Expenditure (4.25) (8.52)

Provision for Taxation

Prior period adjustments

Profit (Loss) during the year (110.82) (115.65)

Profit/(Loss) carried to

Balance Sheet (276.47) (165.64)

DIRECTORS

As per provisions of the Companies Act, 1956 Mr. Subash Gupta and Mr. Satish Gupta Directors of the Company are liable to retire by rotation at the ensuing Annual General meeting and they being eligible to offer themselves for reappointment.

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors have reviewed the annual accounts for the period ended 31-03-2013 and as per requirement of provisions of Section 217(2AA) of the Act, the Directors'' hereby state as under:- i) That in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; ii) 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 period and of the profit or loss of the company for that period; iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv) That the Directors had prepared the annual accounts on a going concern basis. The Board of Directors hereby declare that there is no such Director who is disqualified to act as Director pursuant to the provisions of Section 274(l)(g) of the Companies Act, 1956.

AUDITORS

M/s Kumar Sharma & Co. Chartered Accountants, Auditors of the Company, will retire at the ensuing Annual General Meeting and M/s Kumar Sharma & Co. being eligible, offer themselves for re-appointment.

AUDITORS'' REPORT

In respect of observations made by the Auditors in their Report, your Directors wish to state that the respective notes to the accounts are self- explanatory. Regarding the valuation on the basis of AS-15 , company shall take necessary steps to ensure the valuation of gratuity and leave encashment benefits on actuarial valuation basis as required by AS-15.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement requirement, a Report on Corporate Governance is enclosed hereto.

FIXED DEPOSITS

The Company has not accepted any fixed deposit from public.

DIVIDEND

Due to low sales and losses , your Directors are unable to recommend dividend during the year under review.

LISTING FEE

The Company''s Shares are listed with Mumbai Stock Exchange. However, the pending listing fees is disputed with BSE and arrangement is being made to settle the issue by paying the same in installments.

CONSERVATION OF ENERGY, TECHNOLOGY

The statement pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the report of the Board of Directors) Rules, 1988 is given in the Annexure-A forming part of this report.

PARTICULARS OF EMPLOYEES

There is no employee (whether employed for the whole of the year or apart thereof) who were in receipt of remuneration exceeding the limits as laid down under Section 217(2A) of the Companies Act, 1956.

INDUSTRIAL RELATIONS

Yours Directors wish to place on record their sincere appreciation for the excellent team spirit and devotion to duty shown by the employees at all levels. It is hoped that present cordial relations will continue in future.

ACKNOWLEDGEMENTS

The Directors wish to place on record their gratitude to the Company''s customers , delaers , suppliers, various departments of the Government and Banks for their continued support to the Company.

FOR & ON BEHALF OF THE BOARD

PITAMBAR COATED PAPERS LIMITED

CHAIRMAN

---

Mar 31, 2012

Dear Shareholders

The Directors have pleasure in presenting the 18th annual Report of the Company together with Audited Statement of Accounts for the period ended 31st March' 2012 .

OPERATIONS

(Rs.in lacs)

Year Sales Sales Sales Net MT. Gross of excise

2010-11 2348 842.51 841.46

2011-12 1317 610.06 582.02

There is a drop in volume of sales by 30.83% during the year under review compare to last year from 2348MT to 1317MT which has resulted in low sales of Rs. 582.02 Lacs ( net of excise duty) over last year. The main reasons for drop of sales were due to closure of unviable paper manufacturing operation during the year' labour problem and poor market conditions due to dumping of papers thorugh imports as well as extra production capacity of Indian Paper Industry which has substantially effected the sales of the company.

As already intimated in earlier reports' the company had filed a reference with BIFR u/s 15(1) of the Sick Industrial Companies (Special Provisions) Act' 1985 and at the hearing held on 20-10-2008 ' company was declared the company as sick company and appointed IDBI as its operating agency . Based on the proposal IDBI prepared a scheme and submitted it to the BIFR .

BIFR approved the scheme after being circulated and notified for consideration of all concerned as per section 19A(2) read with section 19(1)ofSICA.

Financial Restructuring of the company in terms of BIFR Order dated 13.08.2009 was effected into annual accounts of the company .

Equity share of company has been reduced from Rs. 80267300 divided into 8026730 Equity shares of Rs. 10/- each to Rs. 8026730 divided into 802673 Equity shares of Rs. 10/- each and unsecured Loans' statutory dues ' sundry creditors etc have been written off as provided in the said Order .

The aforesaid change has been effected in terms of clause 10.3 of the sanctioned scheme related to reduction of share capital which provide the Equity capital of PCPL would be write down by 90% . And similarly clause 117 of the sanctioned scheme reiterates that the existing capital of the PCPL shall reduced by 90% and then every equity shares (of face value of Rs. 10/- each ) shall be consolidated into one equity share of Rs. 10/-each fully paid up in term of sec 18 (2) (f) of SICA without the requirement of following the provisions of section 100-103 of the Companies Act' 1956 .And after the effect of the said order' the equity capital of the company has reduced in the following manner:

Total Number of shares 805043 Equity Shares of Rs.10/- each

Less : Shares forfeited 8680 Equity shares

Effective Shares(Listed) 796363 Equity Shares

And further' the promoters/associates of the company agreed in terms of clause 11.11 of the sanctioned scheme to bring the additional funds amounting Rs. 157.61 lacs into the form of equity of the company ' which they put into the company during the year .And after introduction of the further capital the capital structure is as follow :

Total Number of shares 2381143 Equity Shares of Rs.10/- each

Less : Shares forfeited 8680 Equity shares Effective Shares 2372463

Equity Shares of Rs.10/- each

Company has filed with the Mumbai Stock Exchange an application for granting the necessary approval for such capital increase ' which is still awaited .

The Last year under view ' company made a loss of Rs. 92' 39' 410 /- and adding the prior period expenses ' the loss reached to Rs. 92' 44' 960/- and during the year review' Company made a loss of Rs . 1' 15' 65' 242.25/-' due to which total accumulated loss has reached to Rs.1' 65' 65' 186.32/-' amount has been carried to Balance Sheet.

FINANCIAL RESULTS

The financial results of the Company reflect the operation for the period ended 31 st March' 2012 and are summarized as under:-

(Rs. in Lacs) Current Previous Year Year 2011-12 2010-11

Sales of product and the

income 610.06 867.31

Interest & financial charges 3.76 2.54

Profit before depreciation &

Misc Expenditure (8.52) 14.62

Provision for Taxation

Prior period adjustments 0.06

Profit (Loss) during the year (115.65) (92.44)

Profit/(Loss) carried to

Balance Sheet (165.64) (49.99)

DIRECTORS

As per provisions of the Companies Act' 1956 Mr. Sunil Gupta and Mr. Anshu Gupta Directors of the Company are liable to retire by rotation at the ensuing Annual General meeting and they being eligible offer themselves for reappointment.

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors have reviewed the annual accounts for the period ended 31-03-2012 and as per requirement of provisions of Section 217(2AA) of the Act' the Directors' hereby state as under:-

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

ii) 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 period and of the profit or loss of the company for that period;

iii) That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the directors had prepared the annual accounts on a going concern basis.

The Board of directors hereby declare that there is no such director who is disqualified to act as director pursuant to the provisions of Section 274(l)(g) of the Companies Act' 1956.

AUDITORS

M/s Kumar Sharma & Co. Chartered Accountants' Auditors of the Company' will retire at the ensuing Annual General Meeting and M/s Kumar Sharma & Co. being eligible' offer ihemselves for re- appointment.

AUDITORS' REPORT

In respect of observations made by the Auditors in their Report' your directors wish to state that the respective notes to the accounts are self- explanatory. Regarding the valuation on the basis of AS-15 ' company shall take necessary steps to ensure the valuation of gratuity and leave encashment benefits on actuarial valuation basis as required by AS-15.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement requirement' a Report on Corporate Governance is enclosed hereto.

FIXED DEPOSITS

The Company has not accepted any fixed deposit from public.

DIVIDEND

Due to low sales and carried over losses' your Directors are unable to recommend dividend during the year under review.

LISTING FEE

The Company's Shares are listed with Mumbai Stock Exchange. However' the pending listing fees is being paid in installments.

CONSERVATION OF ENERGY' TECHNOLOGY

The statement pursuant to Section 217(1)(e) of the Companies Act' 1956 read with Companies (Disclosure of Particulars in the report of the Board of Directors) Rules' 1988 is given in theAnnexure forming part of this report.

PARTICULARS OF EMPLOYEES

There is no employee (whether employed for the whole of the year or apart thereof) who were in receipt of remuneration exceeding the limits as laid down under Section 217(2A) of the Companies Act' 1956.

INDUSTRIAL RELATIONS

Yours directors wish to place on record their sincere appreciation for the excellent team spirit and devotion to duty shown by the employees at all levels. It is hoped that present cordial relations will continue in future.

ACKNOWLEDGEMENTS

The Directors wish to place on record their gratitude to the Company's customers ' delaers ' suppliers' various departments of the Government and Banks for their continued support to the Company .

FOR & ON BEHALF OF THE BOARD

PITAMBAR COATED PAPERS LIMITED

Place : New Delhi

Dated : 31-08-2012 CHAIRMAN

---

Mar 31, 2011

The directors have pleasure in presenting the 17th annual Report of the Company together with Audited Statement of Accounts for the period ended 31st March, 2011 .

OPERATIONS (Rs. in laces)

Year Sales Sale s Sale s Net MT. Gross of excise

2009-10 2751 951.73 950.54

2010-11 2348 842.51 841.46

There is a drop in volume of sales by 11.48 % during the year under review compare to last year from 2751 MT to -2348 MT which has resulted in low sales of Rs. 841.46 Lacs ( net of excise duty ) over last year. The main reasons for drop of sales were closure of factory for a short period due to. lab our problem and high cost of fuel / chemicals and unviable market conditions due to dumping of pa- peers through imports as well as extra production capacity of Indian Paper Industry which has sub- statically effected the sales of the company.

FINANCIAL RESTURCTURING OFTHE COMPANY IN TERMS OF BIFR ORDER DT. 13.08.2009

As already intimated in last year report, the company filed a reference with BIFR u/s 15(1) of the Sick Industrial Companies (Special Provisions) Act, 1985 and at the hearing held on 20-10-2008 , company was declared the company as sick company and appointed IDBI as its operating agency Based. on the proposal IDBI prepared a scheme and submit- ted it to the BIFR .

BIFR approved the scheme after being circus- lasted and notified for consideration of all concerned as per section 19A(2) read with section 19(1) of SICA.

Financial Restructuring of the company in terms of BIFR Order dated 13.08.2009 has been effected into last year's annual accounts of the company .

Equity share of company has been reduced from Rs. 80267300 divided into 8026730 Equity shares of Rs. 10/- each to Rs. 8026730 divided into 802673 Equity shares of Rs. 10/- each and unset- cured Loans, statutory dues , sundry creditors etc have been written off as provided in the said Order.

The aforesaid change has been effected in terms of clause 10.3 of the sanctioned scheme re- lasted to reduction of share capital which provide the Equity capital of PCPL would be write down by 90% And similarly clause 11.7 of the sanctioned scheme reiterates that the existing capital of the PCPL shall reduced by 90% and then every equity shares (of face value of Rs. 10/- each ) shall be consolidated into one equity share of Rs. 10/- each fully paid up in term of sec 18 (2) (f) of SICA without the require- meant of following the provisions of section 100-103 of the Companies Act, 1956. And after the effect of the said order, the equity capital of the company has reduced in the following manner:

Total Number of shares 805043 Equity Shares of Rs. 10/-each Less: Shares forfeited 8680 Equity shares Effective Shares(Listed) 796363 Equity Shares

During the year under review , company made a loss of Rs. 92,39, 410 /- and adding the prior period expenses , the loss reached to Rs. 92,44,960/-.

FINANCIAL RESULTS

The financial results of the Company reflect the operation for the period ended 31 st March, 2011 and are summarized as under:-

(Rs. in Lacs)

Current Previous Year Year 2010-11 2009-10

Sales of product and the income 867.31 1113.35

Interest & financial charges 2.54 63.34

Profit before depress- citation & Misc Expenditure 14.62 147.57

Provision for Taxation --- --- Prior period adjustments 0.06 0.85

Profit (Loss) during

the year (92.44) 42.45

Profit/(Loss) carried

to Balance Sheet (49.99) 42.45

DIRECTORS

As per provisions of the Companies Act, 1956 Mr. Subhash Gupta and Mr. Satish Gupta Directors of the Company are liable to retire by rotation at the ensuing Annual General meeting and they being eligible offer themselves for reappointment.

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors have reviewed the annual accounts for the period ended 31 -03-2011 and as per requirement of provisions of Section 217(2AA) of the Act, the Directors' hereby state as under:-

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

ii) 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 period and of the profit or loss of the company for that period;

iii) That the directors had taken proper and suffix- client care for the maintenance of adequate ac- counting records in accordance with the prove- scions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) That the directors had prepared the annual ac- counts on a going concern basis.

The Board of directors hereby declare that there is no such director who is disqualified to act as director pursuant to the provisions of Section 274(l)(g) of the Companies Act, 1956.

AUDITORS

M/s Kumar Sharma & Co. Chartered Account- tents, Auditors of the Company, will retire at the ensuing Annual General Meeting and M/s Kumar Sharma & Co. being eligible, offer themselves for re-appointment.

AUDITORS' REPORT

In respect of observations made by the Audi- torso in their Report, your directors wish to state that the respective notes to the accounts are self-ex- placatory. Regarding the valuation on the basis of AS-15, company shall take necessary steps to ensure the valuation of gratuity and leave encashment benefits on actuarial valuation basis as required by AS-15.

SICK INDUSTRIAL COMPANY

Your company was registered by the BIFR as sick industrial company under section 15(1) of SIC (SP) Act, 1985 vide Case no. 47/2007 through letter no. F.No.3(P-3)/BC/2007 dt. 02-07-2007. After giving the various hearing BIFR appointed IDBI its operating agency to frame a rehabilitation scheme .who submitted the scheme to BIFR for its perusal And the BIFR approved the scheme after being circulated and notified for consideration of all concerned as per section 19A(2) read with section 19(1) of SICA.

Financial Restructuring of the company in terms of BIFR Order dated 13.08.2009 has been effected into annual accounts of the company.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement requirement, a Report on Corporate Governance is enclosed hereto.

FIXED DEPOSITS

The Company has not accepted any fixed de- posit from public.

DIVIDEND

Due to low sales and profitability, your Directors are unable to recommend dividend during the year under review.

LISTING FEE

The Company's Shares are listed with Mumbai Stock Exchange. However, the pending listing fees is being paid in instalments.

CONSERVATION OF ENERGY, TECHNOLOGY

The statement pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the -report of the Board of Directors) Rules, 1988 is given in the Annexure forming part of this report.

PARTICULARS OF EMPLOYEES

There is no employee (whether employed for the whole of the year or apart thereof) who were in receipt of remuneration exceeding the limits as laid down under Section 217(2A) of the Companies Act, 1956.

INDUSTRIAL RELATIONS

Yours directors wish to place on record their sincere appreciation for the excellent team spirit and devotion to duty shown by the employees at all levels. It is hoped that present cordial relations will continue in future.

ACKNOWLEDGEMENTS

The Directors wish to place on record their grate- tube to the Company's customers , dealers , supply- ears, various departments of the Government and Banks for their continued support to the Company.

FOR & ON BEHALF OF THE BOARD PITAMBAR COATED PAPERS LIMITED

Place: New Delhi

Dated: 03-09-2011 CHAIRMAN

---

Mar 31, 2010

The Directors have pleasure in presenting the 16th Annual Report of the Company together with Audited Statement of Accounts for the period ended 31st March, 2010.

OPERATIONS

(Rs. in lacs)

Year Sales Sales Sales Net MT Gross of excise

2009-10 2751 951.73 950.54

2008-09 4569 1744.71 1728.84

There is a drop in volume of sales by 60.21% during the year under review compare to last year from 4569 MT to 2751 MT which has resulted in low sales of Rs. 950.54 Lacs (net of excise duty) over last year. The main reasons for drop of sales were intermittent closure of factory, non-availability of labour for production and dumping of papers through, imports into Indian Paper Industry has substantially effected the sales of the company.

FINANCIAL RESTRUCTURING OF THE COMPANY IN TERMS OF BIFR ORDER DT. 13.08.2009

Company filed a reference with BIFR u/s 15(1) of the Sick Industrial Companies (Special Provisions) Act, 1985 and at the hearing held on 20-10-2008 , company was declared the company as sick company and appointed IDBI as its operating agency . Based on the proposal IDBI prepared a scheme and submitted it to the BIFR .

BIFR approved the scheme after being circulated and notified for consideration of all concerned as per section 19A(2) read with section 19(1)ofSICA.

Financial Restructuring of the company in terms of BIFR Order dated 13.08.2009 has been effected into annual accounts of the Company .

Equity share of company has been reduced from Rs. 80267300 divided into 8026730 Equity shares of Rs. 10/- each to Rs. 8026730 divided into 802673 Equity shares of Rs. 10/- each and unsecured Loans, statutory dues , sundry creditors etc have been written off as provided in the said Order .

The aforesaid change has been effected in terms of clause 10.3 of the sanctioned scheme related to reduction of share capital which provide the Equity capital of PCPL would be write down by 90% . And similarly clause 11.7 of the sanctioned scheme reiterates that the existing capital of the PCPL shall reduced by 90% and then every equity shares (of face value of Rs. 10/- each ) shall be consolidated into one equity share of Rs. 10/- each fully paid up in term of sec 18 (2) (f) of SICA without the requirement of following the provisions of section 100-103 of the Companies Act, 1956 . And after the effect of the said order , the equity capital of the company has reduced in the following manner:

Total Number of shares 805043 Equity Shares of Rs. 10/-each

Less: Shares forfeited 8680 Equity shares

Effective Shares(Listed) 796363 Equity Shares

Profit is calculated after considering the other income which includes the amount of Rs. 1,57,36, 962 /- as written back amount in terms of the said scheme-. After considering the said effect, company has a profit of Rs. 41,59,780/- and adding the prior period income and effecting other adjustments , the profits reached to Rs. 42,45,016/-.

FINANCIAL RESULTS

The financial results of the Company reflect the operation for the period ended 31st March, 2010 and are summarized as under:—

(Rs. in Lacs)

Current Previous Year Year 2009-10 2008-09

Sales of product and the income 1113.35 1732.87

Profit before Interest and Depreciation 210.91 184.39

Interest & financial charges 63.34 24.82

Profit before depreciation 147.57 159.57

Depreciation & Misc. exp. 105.97 105.59

Provision for taxation -- --

Provision for Fringe benefit tax -- (0.26)

Prior period adjustments 0.85 (0.31)

Profit (Loss) during the year 42.45 53.41

Loss carried/adjusted from earlier years 821.90 (875.30)

Profit/(Loss) carried to Balance Sheet 42.45 (821.90)

DIRECTORS

During the year under review, there is restructuring in the composition of Board of Directors as detailed in the Corporate Governance Report. However, as per provisions of the Companies Act, 1956 Mr. Sunil Gupta and Mr. Anshu Gupta Directors of the Company are liable to retire by rotation at the ensuing Annual General meeting and they being eligible offer themselves for reappointment.

Shri Manish Aggarwal has resigned from the post of Managing Director of the company on 21-10-2009.

Further , Sh Subhash Gupta has been redesignated as Managing Director on 22-12-2009.

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors have reviewed the annual accounts for the period ended 31-03-2010 and as per requirement of provisions of Section 217(2AA) of the Act, the Directors hereby state as under:—

i) That in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; ii) 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 period and of the profit or loss of the company for that period; iii) That the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv) That the Directors had prepared the annual accounts on a going concern basis.

The Board of Directors hereby declare that there is no such Director who is disqualified to act as Director pursuant to the provisions of Section 274(l)(g) of the Companies Act, 1956.

AUDITORS

M/s Kumar Sharma & Co. Chartered Accountants, Auditors of the Company, will retire at the ensuing Annual General Meeting and M/s Kumar Sharma & Co. being eligible, offer themselves for re-appointment.

AUDITORS REPORT

In respect of observations made by the Auditors in their Report, your Directors wish to state that the respective notes to the accounts are self- explanatory. Regarding the valuation on the basis of AS-15 , company shall take necessary steps to ensure the valuation of gratuity and leave encashment benefits on actuarial valuation basis as required by AS-15.

SICK INDUSTRIAL COMPANY

Your company was registered by the BIFR as sick industrial company under section 15(1) of SIC ( SP) Act, 1985 vide Case no, 47/2007 through letter no. F.No.3(P-3)/BC/2007dt. 02-07-2007. After giving the various hearing BIFR appointed IDBI its operating agency to frame a rehabilitation scheme, who submitted the scheme to BIFR for its perusal.

And the BIFR approved the scheme after being circulated and notified for consideration of all concerned as per section 19A(2) read with section 19(1)ofSICA.

Financial Restructuring of the company in terms of BIFR Order dated 13.08.2009 has been effected into annual accounts of the company.

CORPORATE GOVERNANCE

Pursuant to clause 49 of the Listing Agreement requirement, a Report on Corporate Governance is enclosed hereto.

FIXED DEPOSITS

The Company has not accepted any fixed deposit from public.

DIVIDEND

Due to low sales and profitability, your Directors are unable to recommend dividend during the year under review.

LISTING FEE

The Companys Shares are listed with Mumbai Stock Exchange. However, the pending listing fees is being paid in installments.

CONSERVATION OF ENERGY, TECHNOLOGY

The statement pursuant to Section 217(1 )(e) of the Companies Act, 1956 read with Companies (Disclosure of Particulars in the report of the Board of Directors) Rules, 1988 is given in the Annexure forming part of this report.

PARTICULARS OF EMPLOYEES

There is no employee (whether employed for the whole of the year or apart thereof) who were in receipt of remuneration exceeding the limits as laid down under Section 217(2A) of the Companies Act, 1956.

INDUSTRIAL RELATIONS

Your Directors wish to place on record their sincere appreciation for the excellent team spirit and devotion to duty shown by the employees at all levels. It is hoped that present cordial relations will continue in future.

ACKNOWLEDGEMENTS

The Directors wish to place on record their gratitude to the Companys customers, dealers, suppliers, various departments of the Government and Banks for their continued support to the Company .

FOR & ON BEHALF OF THE BOARD PITAMBAR COATED PAPERS LIMITED

Place: New Delhi

Dated: 23-08-2010 CHAIRMAN