Directors Report of Sirhind Steel Ltd.

Mar 31, 2012

To The Members,

The Directors present the 35 th Annual Report and the Audited Accounts for the year ended 31st March,

Rs. Lacs

Year ended Year ended 31.03.2012 31.03.2011

Financial Results

Profit before Depreciation 359. 64 382.15

Depreciation 17.41 17.53

Profit before Tax 342.23 364.62

Provision for Tax 72.99 38.17

Profit after Tax 269.24 326.45

Balance brought forward 330.89 574.44

Balance available tor appropriation 620.13 900.89

Appropriations

Transfer to General Reserve 350.00 550.00

Balance carried to Balance Sheet 270.13 350.89

620.13 900.89

Operations The sales income tor the year was Rs. 11496.85 lacs compared to Rs. 7381.71 lacs in the previous year, but the operating margins were under pressure due to adverse market conditions and steep increase in the input cost of raw material and fuel, The profit before depreciation for the year was Rs. 359.64 lacs compared to ? 382.15 lacs in the previous year. The net profit for the year after tax expenses of Rs. 72.99 lacs was Rs. 269.24 lacs as compared to Rs. 326.45 lacs after tax expense of Rs. 38.17 lacs in the previous year. The Directors do not recommend any dividend tor the year.

Director's Responsibility Statement

Pursuant to Section 217 (2AA) of the Companies Act, 1956 the Directors confirm that:

i) in preparation of annual accounts the applicable accounting standards have been followed,

ii) the accounting policies have been selected and applied consistently and the judgement and estimates

made 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, iii) proper and sufficient care has been taken for 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, and

iv) the annual accounts have been prepared on a going concern basis. Conservation of Energy,Technology Absorption, Forex Earnings and Outgo Information Pursuant to Section 271 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure Df particulars in the Report of Board of Directors ) Rules, 1988 is annexed to the report.

Cost Audit

The Ministry of Corporate Affairs has issued industry specific Cost Audit Order No. 52/26 / CAB/2010 dated 30th June, 2011. Accordingly in terms of the above order and pursuant to provisions of Section 233 B of the Companies Act, 1956, your Directors have appointed Mr. Vinod Himmattal Shah, Cost Accountant, as the Cost Auditor of the Company.

Directors

Mr. Amal Dhru retires by rotation and being eligible offer himself for re-appointment.

Fixed Deposits

The Company has not accepted deposits from the public.

Particulars of Employees

The information required under Section 217(2A) of the Companies Act, 1955, read with the Rules framed there under is annexed to the report.

Auditors

The Auditors M/s G K Chokshi & Co. Chartered Accountants retire at the conclusion of ensuing Annual General Meeting and being eligible have offered themselves for re-appointment. The Board recommends for their re-appointment as Auditors of the Company for the year 2012-2013 to hold office until the conclusion of the next Annual General Meeting.

For and on behalf of the Board Ravi Malhotra Chairman & Managing Director

Ahmedabad May 30, 2012

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Mar 31, 2010

The Directors present the 33rd Annual Report and the Audited Accounts for the year ended 31st March, 2010.

Rs. in Lacs Year ended Year ended 31.03.2010 31.03.2009

Financial Results

Profit before Depreciation 676.37 297.98

Depreciation 16.07 15.55

Profit before Tax 660.30 282.43

Provision for Tax 90.76 69.73

Profit after Tax 569.54 212.70

Balance brought forward 214.90 592.20

Balance available for appropriation 784.44 804.90

Appropriations

Transfer to General Reserve 210.00 590.00

Balance carried to Balance Sheet 574.44 214.90

784.44 804.90

Operations

The sales income for the year was Rs.7300.66 lacs compared to Rs.9720.71 lacs in the previous year and profit before depreciation for the year was Rs.676.37 lacs compared to Rs.297.98 lacs. The net profit for the year after tax expenses of Rs.90.76 lacs was Rs.569.54 lacs as compared to Rs.212.70 lacs after tax expense of Rs.69.73 lacs in the previous year. The Directors do not recommend any dividend for the year.

Directors Responsibility Statement

Pursuant to Section 217 (2AA) of the Companies Act, 1956 the Directors confirm that:

i) in preparation of annual accounts the applicable accounting standards have been followed,

ii) the accounting policies have been selected and applied consistently and the judgement and estimates made 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,

iii) proper and sufficient care has been taken for 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, and

iv) the annual accounts have been prepared on a going concern basis.

Conservation of Energy, Technology Absorption, Forex Earnings and Outgo

Information Pursuant to Section 271 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988 is annexed to the report.

Directors

Mr. M L Sharma retires by rotation and being eligible offers himself for re-appointment.

Fixed Deposits

The Company has not accepted deposits from the public.

Particulars of Employees

The information required under Section 217(2A) of the Companies Act, 1956, read with the Rules framed there under is annexed to the report.

Auditors

The Auditors M/s Manubhai & Co. retire at the conclusion of ensuing Annual General Meeting and being eligible have offered themselves for re-appointment. The Board recommends for their re-appointment as Auditors of the Company for the year 2010-11 to hold office until the conclusion of next Annual General Meeting.



For and on behalf of the Board

Ahmedabad Ravi Malhotra

May 31, 2010 Chairman & Managing Director

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Mar 31, 2009

The Directors present the 32nd Annual Report and the Audited Accounts for the year ended 31s March, 2009.

Rs. in Lacs Year ended Year ended 31.03.2009 31.03.2008

Financial Results

Profit before Depreciation 297.98 748.60

Depreciation 15.55 17.10

Profit before Tax 282.43 731.50

Provision for Tax 69.73 142.32

Profit after Tax 212.70 589.18

Balance brought forward 592.20 273.02

Balance available for appropriation 804.90 862.20

Appropriations

Transfer to General Reserve 590.00 270.00

Balance carried to Balance Sheet 214.90 592.20

804.90 862.20

Operations

The sales income for the year was Rs. 9720.71 lacs compared to Rs.8165.66 lacs in the previous year and profit before depreciation for the year was Rs. 297.98 lacs compared to Rs. 748.60 lacs. During the year operating margins were under pressure due to increase in input cost of raw material and fuel. The Directors do not recommend any dividend for the year.

Directors Responsibility Statement

Pursuant to Section 217 (2AA) of the Companies Act, 1956 the Directors confirm that:

i) in preparation of annual accounts the applicable accounting standards have been followed,

ii) the accounting policies have been selected and applied consistently and the judgement and estimates made 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,

iii) proper and sufficient care has been taken for 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, and

iv) the annual accounts have been prepared on a going concern basis.

Conservation of Energy, Technology Absorption, Forex Earnings and Outgo Information Pursuant to Section 271 (1) (e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988 is annexed to the report.

Directors

Mr. Ravi Malhotra retires by rotation being eligible offers himself for re-appointment.

Fixed Deposits

The Company has not accepted deposits from the public.

Particulars of Employees

The information required under Section 217(2A) of the Companies Act, 1956, read with the Rules framed there under is annexed to the report.

Auditors

The Auditors M/s Manubhai G Patel & Co. has shown their unwillingness for re-appointment as Statutory Auditors of the Company. The Board has proposed the name of M/S Manubhai & Company, Chartered Accountants for appointment as Auditors of the company to hold office for the ensuing year until conclusion of the next Annual General Meeting.

For and on behalf of the Board

Ahmedabad Ravi Malhotra

June 15, 2009 Chairman & Managing Director