board of directors manish mandhana auditors m/s b. … · 2013-03-12 · board of directors rajeev...

BOARD OF DIRECTORSRajeev Mukhija, Managing DirectorShyam Sunder MjukhijaRadhika MukhijaManish MandhanaAnil DasotAnil Laddha

AUDITORSM/s B. Khosla & Co.,Chartered Accountants,104, Anukampa-IIM.I. Road,Jaipur - 302 001

BANKERSSate Bank of Bikaner & JaipurIndustrial Estate, Pur Road,Bhilwara - 311001

REGISTERED OFFICEMukhija Chambers5-Saraswati Marg,Opp. Lane Raymonds.M.I. Road, Jaipur - 302001

WORKSE-149, RIICO Industrial Area,Bhilwara - 311 001

REGISTRAR & TRANSFER AGENTSBeetal Financial & Computer Services Pvt. Ltd.Beetal House, 99 Madangir, Behind Local ShoppingCentre, Near Dada Harsukh Dass Mandir, New Delhi

Contents Page

Notice for AGM 1-4Corp. Governance Report 5-13Report of the Directors 14-17Report of the Auditors 18-20Balance Sheet 21Profit & Loos Account 22Cash Flow Statement 23Schedule I to XVII 24-34Balance Sheet Abstract 35

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NUTECH GLOBAL LIMITED

NOTICE FOR ANNUAL GENERAL MEETINGNotice is hereby given that the TWENTY SIXTH ANNUAL GENERAL MEETING of the Members ofNUTECH GLOBAL LIMITED will be held On Thursday, The 30th Day of September 2010 at 11.00 A.M.at The premises of MUKHIJA CHAMBERS, 5, SARASWATI MARG, OPP. LANE RAYMONDS,M.I.ROAD,JAIPUR to transact the following Business:-

(A) ORDINARY BUSINESS:1) To consider and adopt the audited Balance Sheet as at 31st March, 2010, the Profit and Loss Account

for the year ended on that date and the reports of the Board of Directors and Auditors thereon.2) To appoint a director in place of Shri Manish Mandhana, who retires by rotation and being eligible,

offers himself for re-appointment.3) To appoint a director in place of Shri Anil Dasot, who retires by rotation and being eligible, offers

himself for re-appointment.4) To appoint Auditors and to fix their remuneration and in this regard to consider and if though fit to pass

with or without modification(s), the following resolution as an Ordinary Resolution:"RESOLVED THAT M/S O.P. Dad & Co., Chartered Accountants, (Registration No.002330C), be and ishereby appointed as Auditors of the Company, to hold office from the conclusion of this annual generalmeeting until the conclusion of the next annual general meeting of the Company on such remunerationas shall be fixed by the Board of Directors."

(B) SPECIAL BUSINESS :5) To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an

Ordinary Resolution:RESOLVED THAT Pursuant to the provisions of section 198,269,309, 310 read with Schedule XIII andother applicable provision if any, of the Companies Act,1956 (including any statutory modification orthe enactment thereof, for the time being in force) consent of the members of the company be and ishereby accorded for reappointment of Shri Rajeev Mukhija , Managing Director of the Company for aperiod of 5 years effective from 1st January,2010 on the terms and conditions of Remuneration as setout in the Explanatory Statement annexed hereto."RESOLVED FURTEHR THAT the Board (hereinafter referred to as "the Board" which shall be deemed toinclude the Remuneration Committee constituted by the Board) be and is hereby authorized to increase,alter and/or vary the remuneration consisting salary, perquisites, allowances etc. including the monetaryvalue thereof as may be permitted or authorized in accordance with the provisions of the Companies Act,1956 for the time being in force, provided however, that the remuneration payable to Mr. Rajeev Mukhijashall be within the limits as prescribed in Schedule XIII of the Companies Act, 1956."RESOLVED Further that notwithstanding anything contained to the contrary in the Companies Act, 1956where in any financial year Company has no profit or inadequate profit, Mr. Rajeev Mukhija will be paidminimum remuneration within the ceiling limits prescribed under Schedule XIII of the Companies Act,1956 or any modification or re-enactment thereof."RESOLVED Further that in the event of any statutory amendment(s) of modification(s) or relaxation(s) bythe Central Government to Schedule XIII of the Companies Act, 1956 the Board of Directors of Commit-tee thereof be and is hereby authorized to vary or increase the remuneration including salary, perqui-sites, allowances etc. within such prescribed limit in order to give effect to such modification(s) relaxation(s)or variation(s) without any further reference to the Company in General Meeting."RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds, mattersand things as the Board may, in its absolute discretion, consider necessary, expedient or desirableincluding power to sub-delegate, in order to give effect to this Resolution or as otherwise considered bythe Board in the best interest of the Company, as it may deem fit."

JaipurDated: 31st May, 2010

By order of the board

Sd/- (SHYAM SUNDER MUKHIJA)

DIRECTOR

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NOTES:

1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and voteinstead of himself. The proxy need not be a member. The instruments appointing proxy shouldhowever be deposited at the Registered Office of the Company not less than 48 hours before thecommencement of the meeting.

2. The register of member and share transfer books of the Company shall remain closed from 24thSeptember, 2010 to 30th September, 2010. (both days inclusive).

3. Members are requested to notify immediately any change of address:

(a) to their Depositories Participants (DPs) in respect of their electronic share accounts; and

(b) to Registrar and Share Transfer Agents of the Company in respect of their physical shares foliosalong with Bank particulars.

5. All documents referred to in the accompanying notice and explanatory statement are open for in-spection at the registered office of the Company on all working days, except Saturdays between11.00 a.m. to 1.00 p.m. prior to date of Annual General Meeting.

6. Members seeking any information with regard to accounts are requested to write to the Company atleast10 days before the meetings so as to enable the management to keep the information ready.

7. Brief resume of directors seeking appointment/ reappointment as stipulated under Clause 49 of theListing Agreement and explanatory statement pursuant to sections173(2) of the Companies Act,1956in respect of special business annex hereto.

8. Members are requested to bring their copy of Annual Report at the meeting.

9. Members who hold the shares in dematerialized form are requested to bring their Clients ID and DPID for easier identification of attendance at the AGM.

10. Pursuant to Circular No. SEBI/CFD/DIL/LA/2/2007/26/4 dated April 26,2007, issued by the Securitiesand Exchange Board of India, the statement containing the salient features of Balance Sheet, Profitand Loss Account and Auditor's Report (Abridged Financial Statement), is sent to the members. Anymember interested in obtaining a copy of the full Annual Report may send written request at theRegistered Office of the Company .

11. Members holding shares in electronic form may note that bank particulars registered against theirrespective depository accounts will be used by the Company for payment of dividend. The Companyor its Registrars cannot act on any request received directly from the members holding shares inelectronic form for any change of bank particulars or bank mandates. Such are to be advised only tothe Depositories Participants of the members.

Regd. Office:Mukhija Chamber 5, Saraswati Marg,Opp. Lane Raymond's, M.I.Road,Jaipur.Dated: 31st May, 2010

By order of the boardFor: NUTECH GLOBAL LIMITED

Sd/-(SHYAM SUNDER MUKHIJA)

DIRECTOR

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Explanatory Statement pursuant to section 173 (2) of the Companies Act, 1956 in respect to the SpecialBusiness.

ITEM NO. 5

Looking to the services provided in the Company by Shri Rajeev Mukhija, the Board of Directors of theCompany at it's meeting held on 1st January, 2010 approved the proposal of re-appointment of Shri RajeevMukhija as a Managing Director of the Company for a period of five years w.e.f. 01.01.2010 subject toapproval of Members of the Company. An abstract for the revision in the terms and conditions of remunerationunder section 302 and other applicable provisions of the Companies Act, 1956 was circulated to themembers.

Terms and Condition in respect of this re-appointment as the Managing Director of the Company inter-aliacontains the following:-

1) Period of appointment is for 5 years w.e.f. 01.01.2010.

(2) I. Remuneration : Rs. 75,000.00 per month in the scale of Rs. 75000-10000-125000.

II. Perquisites

PART-A

(a) Housing I : The expenditure by the company on hiring unfurnished accommodation shall not include60% of the salary over and above 10% payable by the whole time Director.

Housing II :In case the accommodation is owned by company 10% of the salary of the whole timeDirector shall be deducted by the company.

Housing III :In case no accommodation is provided by the company, the whole time Director shall beentitled to house rent allowance, subject to ceiling laid down in Housing I.

(b) The expenditure incurred by the company on gas, electricity, water and furnishing, shall be value as perIncome-Tax rule 1962 subject to ceiling of 10% of salary.

(c) Medical Reimbursement : Expenses incurred for the whole time Director and his family subject to theceiling of one month salary in a year or three months salary over a period of three years.

(d) Leave Travel Allowance: For the whole time Director and his family once in a year incurred in accor-dance with any rules specified by the company.

(e) Club fees: Fees of Clubs subject to a maximum of two clubs which will not include admission and lifemembership fees.

(f) Personal accident insurance: Premium not to exceed Rs. 10000/-per annum.

PART-B

(a) Contribution to the Provident Fund, Superannuation Fund or Annuity Fund will not be included in thecomputation of the ceiling on perquisites to the extent these either singly or put to-gather are nottaxable under the Income Tax Act.

(b) Gratuity not exceeding half a month's salary for each completed year of service subject to a ceilingof Rs.1,00,000.00/-

PART-C

(a) Conveyance and Telephone : Provision of car for use on Company's business and telephone atresidence will not be considered perquisites, personal long distance call and use of car for privatepurposes shall be billed by the Company to the Whole Time Director concerned.

ANNEXURE TO NOTICE

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(b) Earned / Privilege Leave: On full pay and allowance, as per the rules of the Company but not more thatone month's leave for every eleven months of services. However, leave accumulated but not availedwill not be allowed.

(c) Reimbursement of Entertainment Expenses: The Whole Time Director shall also be entitled to reim-bursement of reasonable entertainment expenses actually and properly incurred in the course oflegitimate business of the Company.

The Board of Directors shall be empowered to revise the remuneration without approval of members onthe terms and conditions as mentioned in the draft agreement within prescribed ceiling limit of ScheduleXIII and other applicable provisions of the Companies Act, 1956 as may be modified from time to time.

The draft agreement to be executed between Shri Rajeev Mukhija and the Company is available forinspection by any member at the Registered office of the Company during the working hours up to thedate of the Annual General Meeting.

This may be treated as an abstract of the terms and conditions of remuneration of Managing Directorunder the provisions of section 302 of the Companies Act, 1956.

The Directors recommend the said resolution for your approval.

None of the Directors except Shri Rajeev Mukhija is interested in the resolution.

By order of the boardFor: NUTECH GLOBAL LIMITED

Sd/-(SHYAM SUNDER MUKHIJA)

DIRECTOR


BRIEF PARTICULARS OF DIRECTORS BEING APPOINTED/RE-APPONTED ARE AS UNDER:-

Name of Director Shri Anil Dasot Shri Manish Mandhana

Date of Birth 12.02.1964 28.09.1968

Date of Appointment 30.10.2002 01.01.2009Expertise in specificfunctional areas Textiles Finance

Qualifications M.Com B.ComDirectorship held in other Companies Nil Goldenseam Textiles P.Ltd.

Mandhana Industries Ltd.Chairman/Member of Audit committeethe Committee of the ChairmanBoard of the Remuneration committeeCompanies on which Member:he/she is a Director Shareholders/Investorsas on March 31,2010 Grievance committee

Audit committeeMemberRemuneration committeeMember:Shareholders/InvestorsGrievance committee

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MANAGEMENT DISCUSSION AND ANALYSISThe Management of NUTECH GLOBAL LTD. present its analysis report covering performance andout look of the Company. The report has been prepared in compliance with corporate governancerequirement as laid down in the listing agreement. The management accept responsibility for theintegrity and objectivity of the financial statement. However, investors and readers are cautionedthat this discussion contains certain forward looking statements that involve risk and uncertainties.

1. INDUSTRY STRUCTURE AND DEVELOPMENTThe Indian Textile Industry’s overall performance has been better during the financial year 2009-10compared to global economic recession period of 2008-09.

2. OPPORTUNITIES AND THREATSThe Company’s project is situated at Bhilwara which has developed as one of the biggest textilecenter of India. Bhilwara centre is known for better quality of fabrics in comparison to other centreof country.The growth of textile industry is linked to the growth of Agriculture crop. i.e. cotton, viscose etc..Demand growth in weaving will largely depend on the income of the villagers and villagers dependon the agriculture.Due to import from China and other countries , Indian may faces competition and any adversechange in the government policy relating to synthetics yarn and synthetics fabrics may effect theprofitability of this type of industry.Since our focus is on time delivery and customer satisfaction by providing innovative solutions,through wide variety of product and technical expertise, we strongly believe in sustain thechallenge posed by the competitors and expect a continuously steady growth.We strongly believe to compete favorably with respect to each of these factors and believe in oursuccess through quality leadership, our expertise in providing innovative solutions and our ability tocreate and retain customer loyalty.3. PerformanceThe Performance of the company during the year is as under:-

Particulars 2009-10 2008-09

PBIDT 111.88 123.69PBDT 56.15 58.22PBT 5.52 (15.88)

4. Risk and ConcernThe Company is having the risk of the market fluctuations, Government Policies, the material prices,tax rates and several other external and internal factors. The Company’s policy is to borrowing inIndian Rupees to avoid any rate variation risks. The Company is exposed to the risk of raw materialprices of PV Yarn and texturised yarn. The Company has managed this risk by way of inventorymanagement, vendor selection process and forward booking. The Company is also exposed to otherrisks like various Government Policies, and certain operating business risks which are managed byregular monitoring and timely action.

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5. Internal Control SystemThe Company has adequate internal control system to safeguard the company’s assets from any lossor damage, to control cost, prevent revenue loss and required financial and accounting controls and toeffectively implement the applicable accounting standards. All significant audit observations andfollow-up actions thereon are reported to the Audit Committee of Board of Directors. Audit Committeereviews the adequate and effectiveness of the company’s internal control system and monitors theimplementation of audit recommendations.6. Human Resources and Industrial RelationDuring the year, various HR measures were taken to make the HR policies up to the requiredbusiness needs. The Company has strong and dedicated team of employees and they have showncommitment, competence and dedication in all area of business.7. Caution StatementStatement in this Management Discussion and Analysis Report describing the Company’s objec-tives, estimates etc. may be “Forward Looking Statement” within the applicable laws and regulations.Actual results may vary from these expressed or implied, several factors that may effect Company’soperations include Raw Material prices, Government Polices and several other factors. The Companytakes no responsibility for any consequences of the decision made, based on such statement andholds no obligation to update these in future.REPORT ON CORPORATE GOVERNANCE1. COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCEAs a Company engaged in the business of manufacturing and sale of Synthetics Fabrics, thecompany’s principal objective is to deliver to its customers, quality products and a pro-activesatisfactory services.Nutech Global’s Corporate Governance policy therefore, envisages the assurance of product quality,transparency, accountability and integrity in its operations and on its relation with all stakeholdersi.e. Customers, Suppliers, Investors, Employees, the Government and other business associates2. BOARD OF DIRECTORSThe Board of Directors of the Company comprise of six Directors, out of which Four are Non-Executive. The Managing Director and whole time Director fall in the category of Executive Directors.Three Directors are independent Directors. The details of Board Composition as on 31st March, 2010are appended below:-

Name of the Director Whether Promoter, Executive orNon-Executive/ Independent

Sh.S.S.Mukhija Non-Executive (Promoter Group)Sh.Rajeev Mukhija Executive (Promoter Group)

Sh.Manish Mandhana Non-Executive & IndependentSmt.Radhika Mukhija Executive (Promoter Group)

Sh. Anil Laddha Non-Executive & IndependentSh. Anil Dasot Non-Executive & Independent

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BOARD MEETINGS & GENERAL MEETINGDuring the review, 8 Board meeting were held, the dates Being 30.06.2009, 31.07.2009,31.10.2009, 14.12.2009, 01.01.2010, 30.01.2010, 22.03.2010 and 24.03.2010. The last AGM washeld on 30th September 2009. Details of attendance during 2009-10 and other particulars are asgiven below:-

3. AUDIT COMMITTEE :The Audit Committee of the Board of Directors has been constituted in accordance with theprescribed guidelines. The Audit Committee comprises of four directors, all of whom arenon-executive and majority of them are independent directors. The Audit Committee com-prises of following directors:-

i. Shri Anil Dasot- Chairmanii. Shri S.S. Mukhija- Memberiii. Shri Anil Laddha - Memberiv. Shri Manish Mandhana- Member

The broad terms of reference of Audit Committee are in accordance with the prescribedguidelines, as set out in the Listing Agreement. During the year under review four meetingsof the Audit Committee were held, the date being 26.06.2009, 26.07.2009, 26.10.2009 and25.01.2010.The Composition and attendance of the members of the Audit Committee Meeting are asunder:-Name No. of Audit Committee Meeting attendedShri Anil Dasot 4 4Shri S.S. Mukhija 4 4Shri Anil Laddha 4 4Shri Manish Mandhana 4 3

4. REMUNERATION COMMITTEE :The Remuneration Committee of the Board of Directors has been constituted in accordance with theprescribed guidelines. The Remuneration Committee comprises of four directors, all of whom are non-

Sh.S.S.Mukhija Director 8 Yes NilSh.Rajeev Mukhija M.D. 8 Yes NilSh.Manish Mandhana Director 4 No NilSmt.Radhika Mukhija WTD. 6 Yes NilSh. Anil Laddha Director 6 Yes NilSh. Anil Dasot Director 7 Yes Nil

Name of theDirector

No. of BoardMeetingAttended

WhetherAttendedLast AGM

No. of outDirector ship held

in other listedCompanies

Title

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executive and majority of them are independent directors. The Remuneration Committee comprisesof following directors:-

Shri Anil Laddha- ChairmanShri S.S. Mukhija- MemberShri Anil Dasot- MemberShri Manish Mandhana-Member

The broad terms of reference of Remuneration Committee are in accordance with the prescribedguidelines, as set out in the Listing Agreement. During the year under review one meetings of theRemuneration Committee were held, the date being 31.12.2009.The Composition and attendance of the members of the Remuneration Committee Meeting are asunder:-

Name No. of Audit Committee Meeting attendedShri S.S. Mukhija 1 1Shri Anil Dasot 1 1Shri Anil Laddha 1 1Shri Manish Mandhana 1 1

Remuneration Paid to Whole time Directors during 2009-10.

DETAILS MANAGING DIRECTOR WHOLE TIME DIRECTOR

SH. RAJEEV MUKHIJA SMT. RADHIKA MUKHIJA

SALARY 8,55,000 1,80,000

CONTRIBUTION TO PROVIDENT 1,02,600

SUPERANNUATION AND

GRATUITY FUND

OTHER PERQUISITE

TOTAL 9,57,600 1,80,000

5. SHAREHOLDER'S COMMITTEE :The Board of Directors has constituted following Committees for shareholders related matters:-

i. The Shareholder's/Investor's grievance redressal committee has following members:-

Shri S.S. Mukhija, Chairman

Shri Anil Dasot, Member

Shri Anil Laddha, Member

Shri Manish Mandhana, Member

The Committee is looking in to shareholders/investor's complaints regarding transfer of shares, non-receipt ofBalance Sheet etc. The Committee met 4 times during the year. The meeting were held on 26.06.2009,26.07.2009, 26.10.2009 and 25.01.2010. The no. of meetings attended by each member is as under:-

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Name No. of Meeting attended

Shri S.S. Mukhija 4

Shri Anil Dasot 4

Shri Anil Laddha 4

Shri Manish Mandhana 3

ii. The Share Transfer Committee, which has following members:-

Shri S.S. Mukhija, Chairman

Shri Anil Dasot, Member

Shri Anil Laddha, Member

Shri Manish Mandhana, Member

The Committee considers and approve the transfer of Equity shares and its related matters. The Committeemet 4 times during the year. The meeting were held on 26.06.2009, 26.07.2009, 26.10.2009 and 25.01.2010.The no. of meetings attended by each member is as under:-

Name No. of Meeting attended

Shri S.S. Mukhija 4

Shri Anil Dasot 4

Shri Anil Laddha 4

Shri Manish Mandhana 3

The details of complaints received and resolved during the year 2009-10 are as under:-

------------------------------------------------------------------------------------------------------------------------------------------------

No. of complaints received from Shareholders/Stock Exchange/SEBI 3

No. of complaints not resolved Nil

------------------------------------------------------------------------------------------------------------------------------------------------

Shri Rajeev Mukhija Managing Director of the Company is the Compliance Office of the Company.

Investor's grievances are resolved expeditiously. There are no grievances pending as on date.

6. GENERAL BODY MEETINGLocation and time where last three Annual Meetings were held :

Date of AGM

29 Sept., 2007

29 Sept., 2008

30 Sept., 2009

Relevant Financial Year

2006-07

2007-08

2008-09

Venue/Location where AGM held

Mukhija Chambers, 5 SaraswatiMarg, Opp. LaneRaymond M.I. Road, Jaipur



Time of Meeting

11.00 A.M.

11.00 A.M.

11.00 A.M.


- No special resolution requiring postal ballot is being placed before the shareholders for approval at thismeeting.

- No special resolution through postal ballot was passed during the year under review.

- No Extra Ordinary General meetings of the members held during the year.

Disclosuresa) Material related party transactions: During the financial year 2009-2010, there were no transactions

of material nature with its promoters, the directors or the management, their subsidiaries or relatives,etc., which may have potential conflict with the interests of the Company at large.

b) Disclosure of Accounting Treatment: In preparation of the financial statements, the Company hasfollowed the Accounting Standards issued by ICAI. The significant accounting policies which are con-sistently applied are set out in the Annexure to Notes to the Accounts.

c) Risk Management: Business Risk evaluation and its management is an ongoing process within theCompany. During year under review, regular exercise on "Risk Assessment and Management" wascarried out covering all the areas of business, and the Board was informed of the same.

d) Details of Non-Compliance: There were no penalties or structures imposed on the Company by StockExchanges or SEBI or any statutory authority, on any matter related to capital markets, during the lastthree years.

e) The Company has complied with all mandatory requirements of Clause 49. Adoption of non-mandatoryrequirements of clause 49 of the Listing Agreement, are being reviewed by the Board from time to time.

Means of Communicationa) No half yearly report is sent to each shareholder. However the same is published in the newspapers.

b) Quarterly results and the half yearly results are published in leading newspapers. The annual auditedresults, on approval by Board are also published within 60 days of the close of the financial year.

c) The results are also sent to the Stock Exchanges for incorporation in their website.

d) The Management discussion and Analysis Report forms part of the Annual Report.

General Shareholder Information :Detailed information in this regard is provided in the section "Shareholder Information" which forms partof this Annual Report.

Compliance Certificate of the Auditors :The Statutory Auditors have certified that the Company has complied with the conditions of CorporateGovernance, as stipulated in Clause 49 of the Listing Agreement with the Stock Exchanges, and thesame is annexed to This report.

The certificate from the Statutory Auditors will be sent to the listed stack exchanges along with theAnnual Return of the Company,

SHAREHOLDER INFORMATION :1. Annual General Meeting :- Date and Time : 30th September’2010 at 11.00A.M.

- Venue : Mukhija Chambers, 5, Sarswati Marg

Opp. Lane Raymonds, M.I.Road,

Jaipur (Rajasthan)

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2. Financial Calendar & Publication of Results :

The financial year of the company is April to March. Financial reporting for the quarter ending June 30, 2010 : End July, 2010 Financial reporting for the half year ending September 30, 2010 : End October, 2010 Financial reporting for the quarter ending December 31, 2010 : End January, 2011 Financial reporting for the year ending March 31, 2011 : End April, 2011 Annual General meeting for the year ended March 31, 2011. : September, 2011

3. Dates of Book Closure 24.09.2009 to 30.09.20104. Registered Office Mukhija Chambers, 5, Sarswati

Marg, Opp. Lane Raymonds,M.I.Road, Jaipur, Rajasthan

5. Listing of Equity shares on Stock Exchanges at :1. Bombay Stock Exchange Limited, Mumbai2. The Delhi Stock Exchange Association Ltd.,New Delhi3. The Calcutta Stock Exchange Association Ltd., Calcutta4. The Stock Exchange, Ahmedabad5. Jaipur Stock Exchange Ltd., Jaipur

6. Stock Code : ISIN No. - IN E960H01012 :7. Stock market Data : Monthly high Low value (in Rs.) at BSE of Company's Share and BSE

Sensex is as under:-

Month High Low BSEPrice Price Sensex

Apr 09 1.64 1.57 11403.25May 09 1.72 1.72 14625.25Jun 09 1.98 1.80 14493.94Aug 09 2.07 2.07 15666.64Oct 09 2.17 2.17 15896.28Nov 09 2.27 2.27 16926.22Dec 09 2.61 2.38 17464.81Jan 10 2.74 2.74 16357.96Feb 10 5.11 2.87 16429.55Mar 10 9.55 5.36 17527.77

8. Registrars and Share Transfer Agents & Depository Registrar :

BEETAL FINANCIAL & COMPUTER SERVICES PVT. LTD.

BEETAL HOUSE, 99 MADANGIR,BEHIND LOCAL SHOPPING CENTRE,NEAR DADA HARSUKH DASS MANDIR,NEW DELHI.PH. 011-29961281 ,

FAX NO. 011-29961284

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9. Share Transfer System :The company has appointed BEETAL FINANCIAL & COMPUTER SERVICES PVT. LTD for share transferfacility. Shares are in electronic connectivity like CDSL and NSDL. Shares transfer in electronic form areregistered and dispatched with in 7 days of receipt of the documents, if documents are found to be in order.Shares under objection are returned with in 7 days.All the matters looking after by BEETAL FINANCIAL & COMPUTER SERVICES PVT. LTD related to Share-holders'. This would henceforth oversee the matters related to Investors.10. Dematerialization of Share and Liquidity :We have decartelized of the shares so we are dealing in electronic form.

Distribution of Share holding as on March 31,2010Group of Shares

1 to 500

501 to 1000

1001 to 2000

2001 to 3000

3001 to 4000

4001 to 5000

5001 to 10000

10001 and above

TOTAL

No. of Shareholders

2117

88

60

19

4

7

10

25

2330

No. of Share held

465767

75649

88597

46912

14400

30200

86300

2395875

3203700

% age to totalShares14.5384

2.3613

2.7655

1.4643

0.4495

0.9427

2.6938

74.7846

100.00

12. Shareholding pattern as at March 31,2010 ----------------------------------------------------------------------------------------------------------------- Category No. of Shares Percentage of

held Shareholding ----------------------------------------------------------------------------------------------------------------- A. Promoter's Holding 1. Promoter's

Indian PromotersIndividual/ HUf 878400 27.42 %Bodies Corporate 430300 13.43 %Foreign Promoters NIL NIL

2. Persons acting in concert -----------------------------------------------------------------------------------------------------------------

Sub Total 1308700 40.85 % ----------------------------------------------------------------------------------------------------------------- B Non Promoters holding

3. Institutional Invertorsa. Mutual Funds and UTI Nil Nilb. Banks, Financial Institutions Nil NilInsurance Companies (Central/State Govt.,Institutions, NonGovernment Institutions)c. FIIs 100 Nil Nil

-----------------------------------------------------------------------------------------------------------------Sub Total Nil Nil

-----------------------------------------------------------------------------------------------------------------

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C Othersa Private Corporate Bodies 44985 1.40 %b IndividualIndividual share holders holding 757740 23.65 %Nominal share capital up toRs. 1.00 lacsIndividual share holders holding 1092275 34.10 %Nominal share capital exceedRs. 1.00 lacs c NRIs/OCBs Nil Nild Any Other Nil Nil

-----------------------------------------------------------------------------------------------------------------Sub Total 1895000 59.15%

-----------------------------------------------------------------------------------------------------------------GRAND TOTAL 3203700 100.00%

-----------------------------------------------------------------------------------------------------------------

13. Plant Location : E-149 RIICO Industrial Area, Bhilwara - 311 00114. Registered Office : Mukhija Chambers, 5 Saraswati Marg, Opp. Lane Raymond, M.I.Road, Jaipur (Raj.)15. Corporate Office : Bazar No.2, Bhopal Ganj, Bhilwara (Raj.)

AUDITOR'S CERTIFICATE ON COMPLIANCE WITH THE CONDITIONS OF COR-PORATE GOVERNANCE UNDER CLAUSE 49 OF THE LISTING AGREEMENT(S)

To the Members of NUTECH GLOBAL LTD.We have reviewed the implementation of Corporate Governance procedures by Nutech Global ltd.during the year ended 31 March,2010, with the relevant records and documents maintained by the Com-pany, furnished to us for our review and the report on Corporate Governance as approved by the Board ofDirectors.The compliance of conditions of corporate governance is the responsibility of the management. Ourexamination was limited to procedure and implementation thereof, adopted by the Company for ensuring thecompliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion onthe financial statements of the Company.We further state that such compliance is neither an assurance as to the future viability of the Company nor theefficiency or effectiveness with which the management has conducted the affairs of the Company.As required by the guidance note issued by the Institute of Chartered Accountants of India, we have tostate that no investor grievance is pending for a period exceeding one month against the company as perinformation and explanations provided by the share holders/investor grievance committee and the companysecretary of the company.On the basis of our review and according to the information and explanations given to us, in our opinion,the conditions of Corporate Governance as stipulated in Clause 49 of the listing agreement(s) with theStock Exchanges(s) have been complied with in all material respect by the Company.

For and on behalf of B.Khosla & Company

Chartered Accountants

Place : Jaipur Sd/- Date : 31st May, 2010 (VIKAY K.JAIN)

Partner

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DIRECTORS' REPORTTo

THE MEMBERS,The Board of Directors have pleasure to present the 26th Annual Report and Statement of Accounts for theyear ended 31st March, 2010.

1. FINANCIAL RESULTSFor the Year For the Year

ended ended31st March 2010 31st March 2009

Profit for the year 56,15,423.14 58,22,145.59Less: Depreciation 50,63,155.64 74,09,857.71

Profit before tax 5.52.267.50 (15,87,712.12)Prior period item 53,378.00 (31510.00)Provision for tax 85,325.00 1,01,363.08Fringe Benefit Tax 1,590.00 94077.00Deferred Tax Provision 4,14,336.00 (5,85,230.00)

Profit after tax (2,361.50) (12,29,432.36)Profit brought forwardfrom last year 14,332,994.54 15,562,426.90

Profit carried over to Balance Sheet 14,330,633.04 1,43,32,994.54

OPERATIONS & FUTURE PROSPECTSDuring the year company has achieved sales of Rs.2471.93 lacs(P.Y.Rs. 2419.29 lacs) heading dividend. TheBoard of Directors do not recommend any dividend for the year.

DIRECTORSShri Manish Mandhana and Shri Anil Dasot ,Director of the company, retires by rotation at the ensuingAnnual General Meeting and are eligible for reappointment.

PARTICULARS OF EMPLOYEESThere is no person in the employment of the company drawing remuneration exceed as per section 217 (2A)of the Companies Act,1956.

AUDITOR'S QUALIFICATIONThe company is consistently following its Accounting Policy (1-F) in regard to Gratuity. However, thecompany has ascertain the gratuity liability and the same has been provided in this year.

AUDITORSM/s B.KHOSLA & Co., Chartered Accountants, M.I.Road, Jaipur will cease to hold office as Auditors of theCompany in the ensuing Annual General Meeting of the Company . The Board records its grateful apprecia-tion for the sincere efforts and valuable guidance which has been given time to time by earlier AuditorsB.Khosla & Co. Chartered Accountants, Jaipur The Board of Directors propose to appoint M/S O P Dad & Co.Chartered Accountants, Bhilwara to hold office as a Auditor of the Company from ensuing Annual generalMeeting to next Annual General Meeting of the Company, subject to approval of members. The company hasobtained a certificate as required u/s 224 of the Companies Act ,1956 from M/S O P Dad & Co. CharteredAccountants to the effect that their appointment, if made would be in conformity with the limits specified in thesaid section.

15


CORPORATE GOVERNANCEPursuant to clause 49 of the Listing Agreements with the Stock Exchanges, a Management Discussion andAnalysis, Corporate Governance Report and Auditors' Certificate regarding compliance of conditions ofcorporate governance are made a part of the Annual Report.

PARTICULARS WITH RESPECT OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOR-EIGN EXCHANGE EARNING AND OUTGO.As regards disclosure U/S 217 (1) (e) of the Companies Act,1956 read with the Companies (Disclosure ofparticulars in the report of Board of Directors) Rules, 1988 regarding conservation of energy, technologyabsorption and foreign exchange earning and outgo is given in the Annexure "A".

DIRECTOR'S RESPONSIBILITY STATEMENTPursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Director's

Responsibility Statement, it is hereby confirmed :(i) that in the preparation of the annual accounts for the financial year ended 31st March, 2010 the

applicable accounting standards had been followed along with proper explanation relating tomaterial departures;

(ii) that the directors had selected such accounting policies and applied them consistently and madejudgments and estimates that were reasonable and prudent so as to give a true and fair view of thestate of affairs of the Company at the end of the financial year and of the profit and loss of the Companyfor the year under review;

(iii) that the directors had taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets ofthe Company and for preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the accounts for the financial year ended 31st March, 2010 on a`going concern' basis.

APPRECIATIONThe Board records its appreciation for the sincere co-operation and guidance from Financial Institutions,Banks and Central and State Government Authorities.

On behalf of the Board of Directors

(RAJEEV MUKHIJA)Sd/-

Managing DirectorBhilwaraDated:31st May, 2010 Sd/-

(SHYAM SUNDER MUKHIJA) DirectorANNEXURE -"A"

FORMING PART OF THE DIRECTOR'S REPORTFOR THE YEAR ENDED 31st MARCH,2010

INFORMATION AS REQUIRED UNDER SECTION 217 (1) (E)OF THE COMPANIES ACT,1956, READWITH THE COMPANIES (DISCLOSURE OF PARTICULARS) RULES 1988 , ARE AS UNDER :-

A. CONSERVATION OF ENERGY1. Energy Conservation Measures taken

The Company set plant level committees to periodically review and monitor energy consumption. Thecommittee has also been entrusted explore various measures for energy conservation in consultationwith experts.

2. Addition investment and proposal, if any, being implemented for reduction of consumption of energy.NIL

3. Impact of the above measures : The Impact has been marginal.4. Total Energy consumption and energy consumption per unit of production prescribed in Form "A" .

16


FORM"A"DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY

CURRENT PREVIOUSYEAR YEAR

1. POWER AND FUEL CONSUMPTION

ELECTRICITY

a) Purchases

Units (in Lacs) 15.03 15.83 Total Amount (Rs. in Lacs) 65.54 67.74 Rate/Unit (Rs.) 4.36 4.28

b) Own Generation

(i) Through diesel generator(Unit in Lacs) 0.56 0.18Total amount (Rs. in lacs) 9.46 5.34Cost/Unit (Rs.) 17.02 28.88

(ii) Through Steam Turbine/Generator (Units) Nil Nil

COAL

Quantity Nil Nil Total Cost Nil Nil Average Rate Nil Nil

FURNACE OIL

Quantity Nil Nil Total Amount Nil Nil Average Rate Nil Nil

OTHERS

Quantity Nil Nil Total Amount Nil Nil Average Rate Nil Nil

2. CONSUMPTION PER UNIT OF PRODUCTION STANDARD

Gray Fabrics (in Lacs Mtrs.) 29.41 30.75Electricity Units Per 1000 mtr. 511 515

B. TECHNOLOGY ABSORPTION

Efforts made in technology absorption as per Form B of the Annexure

FORM "B"

1. RESEARCH AND DEVELOPMENT (R & D)

a.) Specific areas in which R & Dcarried out by the Company

b.) Benefits derived as results of above R & Dc.) Further plan of actiond.) Expenditure on R & D

CapitalRecurringR & D expenditure % age of turnover

2. TECHNOLOGY ABSORPTION, ADOPTION AND INNOVATION

a.) Efforts in brief, made towards technology absorptionb.) Benefits derived as a result of the above effortsc.) Information regarding Technology Imported during the last five years.

3. FOREIGN EXCHANGE EARNING AND OUT GO

2010 2009

a) Earning in Foreign Exchange (Rs in lacs) 0.00 0.00b) Remittance in Foreign Exchange (Rs in lacs) 12.42 8.88

On behalf of the Board of Directors

Sd/-(RAJEEV MUKHIJA)

Managing DirectorJaipurDated: 31st May, 2010 Sd/-

(SHYAM SUNDER MUKHIJA) Director

Current Year

At present the company is notcarrying out any signficantresearch and developmentactivities.

There is no expenditure onother benefit accrued from it.

Plan for future action forresearch and development isbeing worked out.

NIL

NIL

NIL

17


18


AUDITORS' REPORT

ToThe Shareholders ofNUTECH GLOBAL LIMITEDJaipur

We have audited the attached Balance Sheet of NUTECH GLOBAL LIMITED as at 31st March 2010and also the Profit and Loss Account and Cash Flow Statement of the company for the year ended on that dateannexed thereto. These financial statements are the responsibility of the Company's management. Our re-sponsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. ThoseStandards require that we plan and perform the audit to obtain reasonable assurance about whether thefinancial statements are free of material misstatements. An audit includes examining, on test basis, evidencesupporting the amounts and disclosures in the financial statements. An audit also includes assessing theaccounting principles used and significant estimates made by the management, as well as evaluating theoverall financial statement presentation. We believe that our audit provides a reasonable basis for ouropinion.(1) As required by the Companies (Auditors' Report) Order, 2003 issued by the Central Government of

India in terms of Section 227 (4A) of the Companies Act, 1956, we enclose in the Annexure astatement on the matters specified in paragraphs 4 and 5 of the said Order.

(2) Further to our comments in the Annexure referred to in paragraph (1) above:a. We have obtained all the information and explanations, which to the best of our knowledge and belief

were necessary for the purposes of our audit;b. In our opinion, proper books of accounts as required by law have been kept by the company so far as

appears from our examination of the books of accounts;c. The Balance Sheet and Profit and Loss account dealt with by this report are in agreement with the

books of accounts;d. In our opinion, the Profit and Loss account and the Balance Sheet of the company comply with the

Accounting Standards as referred in Sub-Section (3C) of Section 211 of the Companies Act, 1956.e. As per information and explanations given to us, none of the directors of the company are disqualified

from being appointed as a director under clause (g) of Sub-Section (1) of Section 274 of the Compa-nies Act, 1956 as on the balance sheet date;

f. In our opinion and to the best of our information and according to explanations given to us, the saidaccounts read together with Notes thereon give the information required by the Companies Act, 1956in the manner so required subject to Refer note no. 4 regarding change in rate of depreciationcharged resulting in understatement of loss by Rs. 24.44 lacs, give a true and fair view in conformitywith the accounting principles generally accepted in India: -

i. In case of Balance Sheet, of the state of the affairs of the company as at 31st March 2010;ii. In case of Profit and Loss Account, of the LOSS of the Company for the year ended on that date; andiii. In case of the Cash Flow Statement, of the cash flow for the year ended on that date

For B. KHOSLA & Co.Chartered Accountants

FRN: 000205C

Sd/-(VIJAY K. JAIN) Partner

M. No. 70758


19


ANNEXURE TO THE AUDITOR'S REPORT(Referred to in paragraph (1) of our report of even date)

(i) (a) The records showing full particulars including quantitative details and situation of fixed assets areunder completion.

(b) All the assets have not been physically verified by the management during the year but there is aregular programme of verification which, in our opinion, is reasonable having regard to the size ofthe company and the nature of its assets. No material discrepancies were noticed on such verifica-tion.

(c) During the year, the company has not disposed off any substantial part of the fixed assets, whichhas affected the going concern status of the company.

(ii) (a) The inventory has been physically verified during the year by the management. In our opinion, thefrequency of verification is reasonable.

(b) The procedure of physical verification of inventories followed by the management is reasonableand adequate in relation to the size of the company and the nature of its business.

(c) The Company has taken stock of raw material on the basis of physical verification. The stockrecords kept for raw material are incomplete and is not properly maintained. The discrepancies, ifany cannot be commented upon. The Company is maintaining proper records of other inventory.The discrepancies noticed on verification between the physical stocks and the book records ofother inventory were not material.

(iii) (a) The company has neither taken or granted any loans, secured or unsecured to/from companies,firm or other parties covered in the register maintained under section 301 of the Act.

(b) As the company has not taken or granted any loans, secured or unsecured to/from companies, firmor other parties covered in the register maintained under section 301 of the Act, we have nocomments under the said clause (b)(c) (d) (e) (f) and (e) of Paragraph 4(iii) of the Order.

(iv) In our opinion and according to the information and explanations given to us, there are adequateinternal control procedures commensurate with the size of the company and the nature of itsbusiness with regard to purchases of inventory, fixed assets and with regard to the sale of goodsand services. During the course of our audit, we have not observed any continuing failure to correctmajor weaknesses in internal controls.

(v) (a) According to the information and explanations given to us, we are of the opinion that the transac-tions that need to be entered into the register maintained under section 301 of the Companies Act,1956 have been so entered.

(b) According to the information and explanations given to us, the transactions made in pursuance ofcontracts or arrangements entered in the register maintained under section 301 of the CompaniesAct, 1956 that are exceeding the value of rupees five lakhs in respect of any party during the yearhave been made at prices which are reasonable having regard to the prevailing market price at therelevant time.

(vi) In our opinion and according to the information and explanations given to us, the company has notaccepted any deposits to which the provisions of sections 58A and 58AA or any other relevantprovisions of the Act and the rules framed there under, where applicable, have been complied with.No order has been passed by the Company Law Board or National Company Law tribunal orReserve Bank of India or any court or any tribunal.

(vii) The company's internal audit system needs to be strengthened to commensurate with the size andnature of its business.

(viii) As explained to us, the Central Government has prescribed maintenance of cost records undersection 209 (1) (d) of the Companies Act, 1956 in respect of Textiles manufactured by the company.Based on the information and explanations provided, the company has maintained the routinerecords as required under section 209(1)(d) of the Act. However, the cost statements for the finan-cial year 2009-2010 in respect of product or activity of the company in Annexure/ Performa ofSchedule III of the Cost Records (Textiles) Rules are under completion.

(ix) (a) The company is regular in depositing with appropriate authorities undisputed statutory dues in-

20


cluding provident fund, investor education protection fund, employees state insurance, income tax,sales tax, wealth tax, service tax, custom duty, excise duty, cess and other material statutory duesapplicable to it.

(b) According to the information and explanations given to us and the records of the company exam-ined by us, there is no disputed amounts payable in respect of sales tax, wealth tax, service tax,customs duty, excise duty and cess except the particulars of dues of income tax which has not beendeposited on account of dispute is as follows: -

Name of Statute Nature of dues Amount (Rs.) Period to which the Forum where theamount relates dispute is pending

Income tax Act, 1961 Income Tax 84665.00 1996-1997 Assistant Commissioner ofIncome tax

(x) The company neither has accumulated losses as on March 31, 2010 nor has it incurred cash lossesduring the financial year covered by our audit and the immediately preceding financial year.

(xi) In our opinion and according to the information and explanation given to us, the company has notdefaulted in repayment of dues to a financial institution, bank or debenture holders.

(xii) The company has not granted loans and advances on the basis of security by way of pledge ofshares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or a nidhi mutual benefit fund/ society. Therefore, theprovisions of clause 4 (xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable tothe company.

(xiv) In our opinion, the company is not dealing in or trading in shares, securities, debentures and otherinvestments. Accordingly, the provisions of clause 4 of the Companies (Auditor's Report) Order,2003 are not applicable to the company.

(xv) As explained the company has given corporate guarantee of Rs. 561 lacs to bank against the loanstaken by M/s. Navlok Exhibitors P. Ltd, a company in which directors are interested, from State Bankof Bikaner & Jaipur. As explained, no charges have been charged by the company in this regardfrom Navlok Exhibitors Private Limited.

(xvi) According to explanations and information given to us, the term loans have been applied for thepurpose for which they were raised.

(xvii) According to the information and explanations given to us and on an overall examination of thebalance sheet of the company, we report that the no funds raised on short - term basis have beenused for long -term investment.

(xviii) According to the information and explanations given to us, the company has not made preferentialallotment of shares to parties and companies covered in the register maintained under section 301of the Act.

(xix) According to the information and explanations given to us, during the period covered by our auditreport, the company had not issued any debentures.

(xx) No money was raised by the company during the year from the public issues.(xxi) According to the information and explanations given to us, no fraud on or by the company has been

noticed or reported during the course of our audit.

For B. Khosla & Co.Chartered Accountants

FRN: 000205CPlace: JaipurDate: May 31, 2010 Sd-

VIJAY K. JAIN Partner

M. No. 70758

21


SOURCE OF FUNDS1. Shareholders fund(a) Share Capital I 31,903,500.00 31,903,500.00 (b) Reserve & Surplus II 31,242,013.98 31,264,067.44 2. Loan Funds(a) Secured Loans III 65,117,123.87 66,540,091.68 (b) Unsecured Loans IV - - 3. Deferred Tax Liability 7,157,060.00 6,742,724.00

135,419,697.85 136,450,383.12

(II) APPLICATION OF FUNDS (1) Fixed Assets(a) Gross Block V 110,230,721.03 109,105,571.04 (b) Less : Depreciation 53,758,710.62 48,823,301.03

© Net Block 56,472,010.41 60,282,270.01 (2) Current Assets Loans VI & Advances(a) Inventories 59,779,278.19 54,789,576.00 (b) Sundry Debtors 24,425,700.50 31,547,140.17 (c) Cash & Bank Balances 1,493,372.63 1,760,669.54 (d) Loans & Advances 7,632,783.34 5,966,666.28

93,331,134.66 94,064,051.99 (3) Less : (a) Current Liabilities VII 13,511,861.22 16,887,076.88 (b) Provisions 871,586.00 14,383,447.22 1,008,862.00 17,895,938.88

Net Current Assets 78,947,687.44 76,168,113.11

135,419,697.85 136,450,383.12 Notes on Accounts XVI - - Schedule I to VII and XVI forming parts of this Balance Sheet

For & on behalf of BoardThis is the Balance Sheet referredto in our report of even date

Sd/-For B.Khosla & Co. (Rajeev Mukhija)Chartered Accountants Managing Director

Sd/- Sd/-(Shyam Sunder Mukhija)

(VIJAY K. JAIN) DirectorPartnerJaipurDated: May 31, 2010

AS ON 31st MARCH,2009

BALANCE SHEET AS AT 31st MARCH, 2010

SCH. AS ON 31st MARCH,2010


22


INCOMESales VIII 247,192,526.00 241,928,860.00 Job Charges 9,589,362.00 8,454,978.00 Other Income IX 922,339.50 1,045,812.04

257,704,227.50 251,429,650.04 EXPENDITUREMaterial Cost X 194,451,021.00 166,635,593.00 Manufacturing Expenses XI 33,143,193.00 35,451,937.00 Salary,Wages & Benefits XII 10,614,827.00 10,198,475.00 Administrative, Selling & Distribution Expenses XIII 11,476,195.91 13,461,477.05 Finance Charges XIV 5,572,504.45 6,546,749.40 (Increase) Decrease in Stock XV (3,168,937.00) 13,313,273.00

252,088,804.36 245,607,504.45 PROFIT BEFORE DEPRECIATION 5,615,423.14 5,822,145.59 Less : Depreciation 5,063,155.64 7,409,857.71 Profit before Tax 552,267.50 (1,587,712.12) Add/(Less): Prior period item 53,378.00 (31,510.16) Less : Income Tax 85,325.00 101,363.08 Fringe Benefit Tax 1,590.00 94,077.00 Deferred Tax (Credit) 414,336.00 501,251.00 (585,230.00) (389,789.92) Profit after Tax (2,361.50) (1,229,432.36) APPROPRIATIONProfit for the year (2,361.50) (1,229,432.36) Surplus in Profit & Lossbrought forward. 14,332,994.54 15,562,426.90 Profit carried over to Balance Sheet 14,330,633.04 14,332,994.54 NOTES ON ACCOUNTS XVI

Basic and Diluted earning per equity shares of Rs. 10 each (in Rs.) (0.01) (0.38)

Schedule VIII to XVI forming parts of this Profit & Loss Account For & on behalf of Board

This is the Profit & Loss Account referredto in our report of even date

Sd/-

AS ON 31st MARCH,2009

PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED AT 31st MARCH, 2010

SCH. AS ON 31st MARCH,2010

Sd/-(VIJAY K. JAIN)PartnerJaipurDated : May 31, 2010

Sd/-(Shyam Sunder Mukhija)Director

For B.Khosla & Co.Chartered Accountants

Sd/-(Rajeev Mukhija)Managing Director

23


Sd/-(VIJAY K. JAIN)PartnerJaipurDated : May 31, 2010




CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2010

2009-2010 2008-2009A CASH FLOW FROM OPERATING ACTIVITIES

Net Profit before tax and extra ordinary items 552,267.50 (1,587,712.12) Adjustment for :-Depreciation 5,063,155.64 7,409,857.71 (Profit)/Loss on sale of Fixed Asset 25,872.00 (42,433.00) Prior Period Items (53,378.00) - Gratuity 175,799.00 197,088.00 Interest (Net) 5,572,504.45 5,623,905.40 Operating Profit/(Loss) before working capital changes 11,336,220.59 11,600,705.99 Adjustment for :-Trade and other receivables 7,121,439.67 (109,881.34) Inventories (4,989,702.19) 7,717,960.00 Trade Payables (3,638,290.66) (6,255,170.59) Cash generated from operations 9,829,667.41 12,953,614.06 Interest paid 5,795,578.00 6,546,749.40 Direct taxes paid 136,915.00 195,440.08 Net Cash from Operating activities 3,897,174.41 6,211,424.58

B CASH FLOW FROM INVESTING ACTIVIESPurchase of Fixed Asset (1,455,460.00) (696,124.00) Sale of Fixed Assets 157,000.00 120,393.00 Interest received 223,073.55 922,844.00 Net Cash from Investing activities (1,075,386.45) 347,113.00

C CASH FLOW FROM FINANCING ACTIVITIESMovement of Loans & Advances (1,666,117.06) 1,641,048.65 Proceed from long term Borrowings (1,422,967.81) (8,173,871.60) Net Cash from Financing Activities (3,089,084.87) (6,532,822.95) Net Increase/(decrease) in cash and cash equivalents (A+B+C) (267,296.91) 25,714.63 Cash and Cash Equivalent at the Beginning of the year 1,760,669.54 1,734,954.91 Cash and Cash Equivalent at the Closing of the year 1,493,372.63 1,760,669.54

For & On Behalf of BoardThis is the Cash flow statement referredto in our report of even date. Sd/-For B.KHOSLA & CO. (RAJEEV MUKHIJA)

I SHARE CAPITAL AUTHORISED4000000 Equity shares of Rs.10/- each 40,000,000.00 40,000,000.00 ISSUED, SUBSCRIBED PAID UP3203700 Equity Shares of Rs.10/-each fully paid up in cash 32,037,000.00 32,037,000.00 Less : Share Allotment Money Due 133,500.00 133,500.00 (Other than Directors) 31,903,500.00 31,903,500.00

II RESERVE & SURPLUSa. (a) Subsidy - Last Balance 1,125,350.00 1,125,350.00 b. (b) Share Premium - Last Balance 13,575,000.00 13,575,000.00 c. (c) Revaluation reserve

Last Balance 1,496,588.90 1,949,503.98 Less : Amortization 19,691.96 1,476,896.94 452,915.08 1,496,588.90

d. (d) General Reserve A/cLast Balance 734,134.00 734,134.00

e. (e) Profit & Loss Account 14,330,633.04 14,332,994.54 31,242,013.98 31,264,067.44

III SECURED LOANS(a) Term Loan From SBBJ Bhilwara(Secured by Equitable mortagage overexisting and future factory land, building 20,295,000.00 22,240,000.00 and first charge over all moveable assets including Plant and Machinery and secondcharge over current assets of the company)(Repayable within one year Rs. 61.47 Lacs)(b) Working Capital Limits From SBBJ 44,500,174.87 44,136,336.68 (Working capital limits are secured by Hypothecation of Stock of all Stocks, Book debts abd other current assets of the company and Second charge over the fixed assets of the Company and further securedby personal guarantee of MD, two Directors and their relative)(c) From ICICI Bank Ltd. 8,573.00 163,755.00 (d) From HDFC Bank Ltd. 313,376.00 - (Secured agst.hypothecation of car)

65,117,123.87 66,540,091.68 IV UNSECURED LOANS

(a) Short Term - - (b) Other than short term - -

- -


SCH. AS ON 31st MARCH,2010 AS ON 31st MARCH,2009

24


25


STAT

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VI CURRENT ASSETS, LOANS& ADVANCES

A CURRENT ASSETSInventories (As taken, valued and certified by management)Raw material (At cost) 17,674,407.00 18,659,712.00 Semi-finished goods (At cost) 10,904,906.00 10,743,993.00 Finished goods (At cost or market pricewhichever is less) 25,790,731.00 22,782,707.00 Stores & Spares (At Cost) 4,624,778.19 2,120,591.00 Packing Material (At Cost) 540,405.00 373,505.00 Oil and Lubricants 219,436.00 82,628.00 Power & Fuel (At Cost) 24,615.00 26,440.00

59,779,278.19 54,789,576.00 Sundry Debtors(Unsecured considered good, unless otherwise

stated) More than six months 2,127,421.00 1,500,411.17 Less: Provided for 774,984.00 1,352,437.00 774,984.00 725,427.17 Other 23,073,263.50 30,821,713.00

24,425,700.50 31,547,140.17 Cash & Bank BalanceCash on hand 656,234.64 321,142.08 Balances with Scheduled Bank A. In Current Account 770,662.99 1,380,716.46 B. In FDR (pledged) 66,475.00 58,811.00

1,493,372.63 1,760,669.54 B LOANS & ADVANCES

(Unsecured considered good unless otherwise stated)Advance revocerable in cash or inkind or for which value to be received 5,508,769.23 4,777,848.51 Less: Provsion for doubtful Advances 236,263.23 5,272,506.00 236,263.23 4,541,585.28 Advance Tax (Net of Provision) 218,061.00 361,897.00 Inter Corporate Deposits 1,079,032.34 - Security Deposits 1,063,184.00 1,063,184.00

7,632,783.34 5,966,666.28

VII CURRENT LIABILITIES & PROVISIONSCURRENT LIABILITIESi)Sundry Creditors (other than MSME) 10,263,620.22 12,475,764.22 ii)Advance payment for which value has still to be given 643,331.00 1,571,557.66 iii)Other Liabilities 1,654,579.00 1,985,142.00 iv)Security Deposits 950,331.00 854,613.00

13,511,861.22 16,887,076.88 PROVISIONSGratuity provision 871,586.00 958,862.00 FBT (Net of Advance Tax) - 50,000.00

871,586.00 1,008,862.00

26


27


VIII SALESDomestic sales (net of sales return) 247,192,526.00 241,928,860.00

247,192,526.00 241,928,860.00 IX OTHER INCOME

Interest received 921,428.00 922,844.00 (TDS deducted Rs.91340.00)(190106)Profit on Sale of Vehicle - 42,433.00 Liabilities no longer required - 75,056.00 Foreign exchange difference - 5,479.04 Sundry Balance Write off 911.50 -

922,339.50 1,045,812.04 X MATERIAL COST

Raw materialOpening Stock 18,659,712.00 13,573,258.00 Add : (I) Purchases 82,888,367.00 92,676,051.00 (ii) Late payment Charges(Interest) 3,489,905.00 4,755,130.00

105,037,984.00 111,004,439.00 less : Closing Stock 17,674,407.00 18,659,712.00

87,363,577.00 92,344,727.00 Fabric Purchases 107,087,444.00 74,290,866.00

194,451,021.00 166,635,593.00

XI MANUFACTURING EXPENSESProcessing Charges 20,130,576.00 20,342,333.00 Excise Duty - - Power & Fuel 7,548,529.00 7,308,096.00 Other Manufacturing expenses 1,961,963.00 1,887,239.00 Store & Spares Consumed 1,127,726.00 3,459,141.00 Job Charges 1,747,270.00 1,847,517.00 Repairs & Maintenance(I) Plant & Machinery 377,226.00 405,737.00 (ii) Building 95,859.00 63,439.00 (iii) Water Charges 62,000.00 45,870.00 Design & Development 92,044.00 92,565.00

33,143,193.00 35,451,937.00

XII SALARY, WAGES AND BENEFITSWages, Salaries & Allowances (includeRs 855000./- paid to M.Director) 9,713,226.00 9,223,009.00 PF & ESI Contribution 483,062.00 475,345.00 Labour & Staff Welfare Expenses 242,740.00 303,033.00 Gratuity 175,799.00 197,088.00

10,614,827.00 10,198,475.00

28


XIII ADMINISTRATIVE, SELLING & DISTRIBUTION EXPENSESAgency Commission 3,032,640.00 3,213,969.00 Packing & Forwarding Expenses 2,292,647.00 2,531,384.00 Discount 3,003,451.10 4,100,552.55 Travelling Expenses 528,255.00 705,023.00 Freight, Octroi & Cartage 353,767.00 393,827.25 Bank Commission & Charges 260,233.37 319,509.74 Telephone & Truncalls 207,639.00 257,199.55 Insurance 307,797.00 265,333.13 Postage & Telegram 93,452.00 114,964.00 Printing & Stationery 151,453.00 242,485.60

Vehicle Running & Maintance Exp. (including local conveyance) 270,953.00 309,882.00 Advertisement & Sales Promotion 57,564.00 91,878.00 Office Expenses 171,020.00 158,701.00 Fee & Subscription 140,321.00 72,040.00 Auditors Remuneration(i)Audit Fees 27,575.00 27,575.00 (ii) Tax Audit Fees 2,206.00 2,206.00 (iii) Taxation Matter 5,515.00 5,515.00 (iv) Other Capacity/Out pf Pocket exp. 4,984.00 40,280.00 5,184.00 40,480.00 Repairs & Maintance other 176,385.00 59,041.00 Legal and Professional Expenses 125,749.00 75,201.00 Office Rent 24,000.00 24,000.00 Charity & Donations 11,910.00 12,000.00 Bad Debts - 236,263.23 Keyman Insurance 192,658.00 192,658.00 Loss on Sale of Vehicle 25,872.00 - Foreign exchange difference 8,149.44 - ISO 9001-2008 - 45,085.00

11,476,195.91 13,461,477.05

XIV FINANCIAL CHARGES Interest paid: -On Term Loan 1,250,108.00 1,891,197.00 On Working Capital Limit 4,376,364.00 4,832,602.00 To Others 169,106.00 5,795,578.00 94,099.00 6,817,898.00 Less:Interest received 5,795,578.00 6,817,898.00 On Security Deposits 62,233.00 62,233.00 On Debtors 158,805.83 204,915.60 On FDR 2,034.72 223,073.55 4,000.00 271,148.60

5,572,504.45 6,546,749.40 XV (INCREASE)/DECREASE IN STOCK

FABRIC DIVISIONOpening StockFinished goods 22,782,707.00 33,998,556.00 Semi-finished goods 10,743,993.00 12,841,417.00

33,526,700.00 46,839,973.00 Less : Closing Stock (I) Finished goods 25,790,731.00 22,782,707.00 (ii) Semi-finished goods 10,904,906.00 10,743,993.00

36,695,637.00 33,526,700.00 (Increase)/Decrease in Stock (3,168,937.00) 13,313,273.00

29


SCHEDULE XVII: NOTES FORMING PARTS OF ACCOUNTS

I. SIGNIFICANT ACCOUNTING POLICIES

A) BASIS OF PREPARATION OF FINANCIAL STATEMENTSa) The financial statements have been prepared under the Historical Cost Concept.b) The company generally follows mercantile system of accounting and recognizes significant items of

income and expenditure on accrual basis. The claims, rate difference, discounts and interest onDebtors & Creditors are unascertainable and accounted for as and when settled.

B) FIXED ASSETS AND DEPRECIATIONa) Fixed Assets are stated at cost (including addition in value due to revaluation) less accumulated

depreciation and impairments.b) Depreciation on Fixed Assets is provided on straight-line method at the rate and in manner prescribed

in Schedule XIV to the Companies Act, 1956 on pro-rata basis. Depreciation on increase in value offixed assets due to revaluation is charged to Revaluation Reserve Account.

C) IMPAIRMENT OF ASSETSAs at each balance sheet date, the carrying amount of assets is tested for impairment so as to determinea. the provision for impairment loss, if any, required orb. the reversal, if any, required for impairment loss recognized in previous periods.Impairment loss is recognized when the carrying amount of an asset exceed its recoverable amount.Recoverable amount is determineda. in the case of an individual asset, at the higher of net selling price and the value in use.b. in the case of cash generating unit (a group of assets that generates identified independent cash

flows), at higher of the cash generating unit's selling price and the value in use. Value in use isdetermined as the present value of estimated future cash flow from the continuing use of assets andfrom its disposal at the end of its useful life.

D) INVENTORIESInventories of Raw Material, Semi Finished Goods and Finished Goods are stated at cost or netrealizable value whichever is lower. Stores and Spares, packing Material are stated at cost. Costcomprises of cost of purchase, cost of conversion and other cost incurred in bringing the inventories totheir present location and condition. Cost formulae used are 'First-in-First-out', 'Weighted Averagecost' or 'specific identification', as applicable.

E) SALESSales are stated net of trade discount.

F) PURCHASESPurchases of Raw material include late payment charges.

G) EMPLOYEE'S BENEFITSShort term and long term employee's benefit including Gratuity and Leave Encashment are recog-nized as an expense at the un-discounted amount in the profit and loss account of the year in whichrelated service is rendered.

H) MISCELLANEOUS EXPENDITUREPublic Issue Expenses are amortized over a period of 10 years.

I) TAXATIONIncome tax comprises current tax and deferred tax charge or credit. The deferred tax asset anddeferred tax liability is calculated by applying tax rate and tax laws that have been enacted or substan-tially enacted by the balance sheet date. Deferred tax assets are recognized if there is a reasonablecertainty of realization.

J) FOREIGN CURRENCY TRANSACTIONSTransactions denominated in foreign currencies are recorded at the exchange rate prevailing at thetime of transaction. Monetary items denominated in foreign currencies remaining unsettled at the endof the year are translated at year-end rate. Exchange differences arising on the settlement of monetaryitems or on restatement of monetary items at rates different from those at which they were initially

30


recorded during the year, or reported in previous financial statements, are recognized as income or asexpenses in the year in which they arise.

K) BORROWING COSTBorrowing costs that are directly attributable to the acquisition/ construction of fixed assets, till the timesuch assets are ready for intended use, are capitalized as part of the cost of the assets. Other borrow-ing costs are recognized as an expense in the year in which they are incurred.

L) PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETSProvisions are recognized for liabilities that can be measured only by using a substantial degree ofestimation, if

a. the Company has a present obligation as a result of past event,b. a probable outflow of resources is expected to settle the obligation andc. the amount of the obligation can be reliably estimatedContingent Liability is disclosed in case ofa. a present obligation arising from a past event, when it is not probable that an outflow of resources will

be required to settle the obligationb. a possible obligation, unless the probability of outflow of resources is remote.Contingent Assets are neither recognized, nor disclosed.Provisions, Contingent Liabilities and Contingent Assets are reviewed at each Balance Sheet Date.

II. NOTES TO ACCOUNTS1. The balances of sundry debtors, creditors and loans and advances are subject to confirmation.2. In the opinion of Board of directors the Current Assets, Loans and advances have a value on realiza-

tion in the ordinary course of business at least equal to the amount at which they are stated except asexpressly stated otherwise and all known liabilities have been provided in the accounts.

3. The break up of Deferred Tax Assets and Liabilities as on 31-3-2010 is as under:Amount Rs.

S. No. PARTICULARS As on 31-3-2010 As on 31-3-2009

1. Deferred Tax liability on account ofTiming Difference of depreciation 7581006 7504523

2 Deferred Tax Assets on account ofdisallowances as per Income Tax 380248 608764

3. Deferred Tax Assets of carriedforward losses 43698 153035

Net Deferred Tax Liability accounted 7157060 6742724The increase in deferred tax liability during the year amounting to Rs. 414336/- is debited to the Profitand Loss account.

4. The company during the year has charged depreciation on Plant & Machinery and Other Assets whichare used under double shift, at the rate specified for single shift under schedule XIV of the CompaniesAct, 1956. In the judgment of the management, single shift depreciation rates as specified in ScheduleXIV of the Companies Act, 1956 are more appropriate rates of depreciation to be charged based on theremaining useful life of the assets. Consequently, due to change in the rates of depreciation the lossduring the year is understated and the fixed assets are overstated by Rs. 24.44 Lacs.

5. Related Party DisclosuresA. List of related parties with whom transactions have taken place and relationships:

Enterprises in which Directors are interested (Associates)1. Trishul Textile Mills Private Limited2. Golden Seam Textiles Private Limited3. Shree Navchitra Properties Private Limited4. Narain Das Shyam Sunder5. Navlok Exhibitors P. Ltd.

31


6. Navrang Refractories Private Limited7. Nutech Refractories Private LimitedRelative of Key Managerial Personnel (KMP)1. Sh. Sanjeev Mukhia2. Sh. S. S. MukhijaKey Managerial Personnel (KMP)1. Sh. Rajeev Mukhija - Managing Director2. Smt. Radhika Mukhija- Whole-time DirectorB. Related Party TransactionsS. No. Nature of Transaction 2009-2010 2008-2009

Sundry Creditors

1. Trishul Textiles Mills Private Limited 24483 24483

Sundry Debtors

1 Golden Seam Textiles Private Limited 229384 905417

Sales

1. Golden Seam Textiles Private Limited 30814.00 818291.002. Narain Das Shyam Sunder 5712.00 3934.003. Navrang Refractories Private Limited Nil 2356.004. Nutech Refractories Private Limited Nil 2143.00

Job Work

1 Golden Seam Textiles Private Limited 418860.00 193093.00

Security Deposit

1. Sh. Sanjeev Mukhija 2675000 2675000

Advances/ Current Account transactions

1 M/s Narain Das Shyam SunderOpening Balance Nil NilReceived during the year 38246005 26372917Paid during the year 38245455 26372917Closing Balance Cr. 550 Nil

Guarantee

1. Navlok Exhibitors Private Limited 5,61,00,000 5,61,00,000

Expenditures

1. Shree Navchitra Properties Private Limited 6924 69242. Sh. Sanjeev Mukhija 24000 240003. M/s Narain Das Shyam Sunder 9550 62904 Sh. Rajeev Mukhija - MD- Remuneraton 855000 7950005 Smt. Radhika Mukhija-WTD- Remuneration 180000 180000

Earning Per Share 2009-10 2008-09

Net profit available for equity shareholders(numerator used for calculation) (Rs.) (2361) (1229432)Number of equity shares of Rs. 10 each used as denominator 3203700 3203700Basic and diluted EPS (Rs.) (0.00) (0.38)

32


6. On the basis of information available to company there is no outstanding under the head `Total out-standing dues of Micro, Small and Medium Enterprises.

7. As the company's significant business activity falls within a single primary business segment viz."manufacturing of Fabrics", the disclosure requirement of accounting Standard-17 "Segment report-ing", issued by Institute of Chartered Accountants of India, is not applicable.

8. The Disclosures with respect to Accounting Standard (AS -15) (Revised 2005) " Employee Benefits"are as under: -

A. Defined Contribution Plansa. Employer's Contribution to Provident Fundb. Employers Contribution to Employees' State InsuranceThe Company has recognized the following amounts in Profit & Loss Account

Particulars Year Ended Year EndedMarch 31,2010 March 31,2009

Employer's contribution to Provident Fund 397925 387328Employer's Contribution to Employees' State Insurance 85137 88017

B. Defined Benefit Plansa. Gratuity (Non-Funded)

Gratuity has been provided at actual (un-discounted) manner, based on the 15 days salary for everycompleted year of service.

Amount Recognized in the Balance Sheet


Actual Value of Gratuity as at the beginning of the year 958862 821151Gratuity provided during the year 175799 197088Gratuity paid for the year 263075 59377Actual Value of Gratuity as at end of the year on 31.3.2010 871586 958862

b. Leave Encashment (Non- Funded)Leave Encashment has been provided at actual (un-discounted) manner, based on the leave standing creditof the employee as at the Balance Sheet date.Amount Recognized in the Balance Sheet


Actual Value of Leave Encashment as at the beginning of the year 96357 138303Leave Encashment provided during the year 102577 108637Leave Encashment paid for the year 114536 150583Actual Value of Leave Encashment as at end of the year on 31.3.2010 84398 96357

9. Managerial Remuneration

2009-2010 2008-2009

Managing Director (Salary & Contribution to PF) 957600 890400Whole Time Director (Salary) 180000 180000

33


10.Contingent Liabilities not provided for: -a. Bank guarantees given by companyfor import under concessional rate of duty to Customs: Rs. 2,50,000/- (Rs. 2,50,000/-)- to bank against loan to third party Rs. 5,61,00,000/- (Rs. 5,61,00,000)b. Outstanding Letter of Credit: Nil (Rs. Nil)c. Disputed Income Tax: Rs. 84665/- (Rs. 84665/-)

11. Additional information pursuant to the provisions of paragraph 3 & 4 of Part II of Schedule VI of theCompanies Act, 1956 to the extent applicable to the company are as under (As certified by andclassified by the management): -

12. A. Licensed capacity, installed capacity and actual production

Item 2009-2010 2008-2009

1. Licensed capacity Grey fabric NA NA2. Installed Capacity Grey fabric 37 Power Looms 37 Power Looms3. Actual production Grey (own) 1938063.90 mtrs. 2047921.00 mtrs.

On Job 177624.20 mtrs. 250670.60 mtrs.

B b. Purchases

ITEMS 2009-2010 2008-2009Qty (mtrs.) Amount (Rs.) Qty (mtrs.) Amount (Rs.)

1. Grey Fabric 178304.60 9103283 36255.20 20965952. Finished Fabric 1332353.90 97984161 947661.45 72194271

TOTAL 107087444 74290866

C Goods processed at process house

1. Grey Fabric 1910560.70 20130576 2148022.55 20342333

D b. Sales

1. Grey Fabric 281772.80 16209990 100260.75 62278882. Finished Fabric 3249329.44 233882358 3311242.03 241567129Less: Sales Returns 38618.95 2899822 83337.35 5866157

TOTAL 247192526 241928860

E B b. Job Work

1. Grey Fabric 1003371.40 9589362 1027099.00 8454978

F b. Opening stock


TOTAL 33526700 46839973

G b. Closing Stock


TOTAL 36695637 33526700

Closing Stock of grey fabric includes 157236.40 meters (161241.15) lying at process house.

34


H b. Consumption of raw material (indigenous only)

Qty (KG.) Amount (Rs.) Qty (KG.) Amount (Rs.)

1. Yarn 666091.100 87363577.00 710868.794 92344727.00

I b. Value of spare parts consumed

ITEMS 2009-2010 2008-2009Amount (Rs.) Amount (Rs.)

- Indigenous 877655 2692083- Imported 250071 767058

J b. Value of Imports calculated on CIF basis during the year in respect of capital goods andspare parts

- Capital Goods 314719 Nil- Spares 927017 888017.00

K Expenditure in Foreign Currency

- Foreign Traveling 10000 165710.00

13. Figures for the previous year has been regrouped and rearranged wherever considered necessary.

SIGNATURE TO SCHEDULE I TO XVI FOR IDENTIFICATIONIn terms of our report of even date

For and on behalf of the BoardFor B. KHOSLA & Co.

Sd/- Chartered AccountantsRAJEEV MUKHIJAManaging director

Sd/- Sd/-VIJAY K. JAIN

PartnerSHYAM SUNDER MUKHIJADirector


1 Registration Detail

Registration Number 3023 State Code 17Balance Sheet Date March 31, 2010

2 Capital Raised During the Year (Amount in Rs. Thousand)

Public Issue - Right Issue -Bonus Issue - Private Placement -

3 Position of Mobilisation and Development of Funds (Amount in Rs. Thousand)

Total Liabilities 135420 Total Assets 135420

Source of Funds Application of Funds

Paid up Capital 31904 Net Fixed Assets 56472Reserves and Surplus 31242 Investments -Secured Loan 65117 Net Current Assets 78948Unsecured Loan - Misc. Expenditure 0Deferred Tax liability 7157

4 Performance of the Company ( Amount in Rs. Thousand)

Turnover 257704 Total Expenditure 257152Profit/ Loss before Tax 552 Profit/ Loss after Tax (2)Earning per share (in Rs.) (0.01) Dividend Rate% -

5 Generic names of Three Principal Products/ Services of Company (as per monetary terms)

Product Description Item Code No.Fabric made of man made fibres 5515

35


BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL PROFILE

Sd/-(VIJAY K. JAIN)Partner

JaipurDated : May 31, 2010




for & on behalf of Board



(Regd. Office : Mukhija Chambers, 5, Saraswati Marg, Opp. Lane Raymond, M.I. Road, Jaipur)

L.F. No. (s) ................... No. of Shares Held .........................

NAME OF ATTENDING MEMBER/PROXY : .........................................................................................................

I hereby record my presence at the TWENTY SIXTH ANNUAL GENERAL MEETING of the Company atMukhija Chambers 5, Saraswati Marg, Opp. lane Reymond, M.I. Road, Jaipur at 11.00 A.M. on 30thSept. 2010.

SIGNATURE OF ATTENDING MEMBER/PROXY : ............................................................................................

Attendance Slip

Note : 1. Shareholder/Proxy holder wishing to attend the meeting must bring the Attendance slip tothe meeting and hand over at the entrance duly signed.

2. Shareholder/Proxy holder desiring to attend the meeting should bring his copy of the AnnualReport reference at the meeting.


(Regd. Office : Mukhija Chambers, 5, Saraswati Marg, Opp. Lane Raymond, M.I. Road, Jaipur(

Proxy Form

L.F. No. (s) ................... No. of Shares Held ..............................

I/We ..................................................................................................................................................................................

of ................................................................................................................................being a member/members of

Nutech Global Limited hereby appoint .......................................................................................................................

of .......................................................................................................................................................................................

or failing him/her.............................................................................................................................................................

of......................................................................................................................................................................................

as my/our proxy to vote for me/us on my/our behalf on the 24th Annual General Meeting of the Companyto be held on Thursday the 30th Sept. 2010 at 11.00 AM and Signed this ...................... day of........................2008by the said.

Note :1. This form duly completed and signed must be deposited at thecorporate office of the Company not less than 48 hours before the meeting.

2. The proxy need not be a member of the Company.

AffiixRs. one

RevenueStamp

NUTECH GLOBAL LIMITED(IS/ISO 9001 : 2008 Company)

26th Annual Report2009-2010

If Undelivered, please return to :

NU

TECH

GLO

BAL LIM

ITEDM

ukhija Cham

bers, 5-Sarasw

ati Marg,

Opp. Lane R

aymonds, M

.I. Road,

Jaipur - 302001

BO

OK

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