lohia securities ltd. corporate information...lohia securities ltd. annual report - 2009-2010 - 1...

LOHIA SECURITIES LTD.

Annual Report - 2009-2010 - 1

BOARD OF DIRECTORSMr. Hari Kishan LohiaMr. Mahesh Kumar BajajMr. Vineet GoenkaMr. Sameer BajajMr. Rajesh Kumar Bajaj - Managing DirectorMr. Sudheer Kumar Jain - Whole-time Director

COMPANY SECRETARYMr. Narendra Kumar Rai

AUDITORSPATNI & CO.Chartered Accountants1, India Exchange Place2nd Floor, Room No. 219Kolkata - 700 001

BANKERSHDFC Bank Ltd.Oriental Bank of CommerceUnited Bank of IndiaAllahabad BankFederal BankCITI Bank N.A.Standard Chartered BankPunjab National BankICICI Bank Ltd.Axis Bank Ltd.

REGISTERED OFFICE6, Lyons Range1st FloorKolkata - 700 001

REGISTRAR AND SHARE TRANSFER AGENTSM/s. Niche Technologies Pvt. Ltd.D-511, Bagree Market71, B. R. B. B. RoadKolkata - 700 001

CORPORATE INFORMATION


2 - Annual Report - 2009-2010

CONTENTS

Lohia Securities Ltd.

Notice 3 - 8

Directors’ Report 9 - 12

Management Discussion & Analysis 13 - 14

Report on Corporate Governance 15 - 24

Auditors’ Report 25 - 27

Balance Sheet 28

Profit & Loss Account 29

Cash Flow Statement 30

Schedules to Accounts 31 - 52

. Balance Sheet Abstract 53

Statement u/s 212 54

Subsidiaries

Trade City Securities Pvt. Ltd. 55 - 75

Trade City Commodities Pvt. Ltd. 76 - 95

Trade City Real Estate Pvt. Ltd. 96 - 114

Trade City Barter Pvt. Ltd. 115 - 135

Consolidated Financial Statement 136 - 152

Financial Snapshot & Graph 153 - 154



NOTICE

NOTICE is hereby given that the 16th Annual General Meeting of the Members of Lohia Securities Limited will be held on Saturday, the25th day of September, 2010 at 4 Brabourne Road, 5th floor, Kolkata 700 001 at 10.30 A.M. to transact the following business:

Ordinary Business:

1 To consider and adopt the Accounts of the Company for the financial year ended 31st March 2010, the Balance Sheet as at thatdate and reports of the Directors and Auditors thereon .

2. To declare dividend on ordinary shares for the year ended 31st March, 2010.

3. To appoint a Director in place of Mr. Mahesh Kumar Bajaj, who retires by rotation and being eligible, offers himself forreappointment.

4. To appoint a Director in place of Mr. Sameer Bajaj, who retires by rotation and being eligible, offers himself for reappointment.

5. To consider and, if thought fit, to pass the following resolution, with or without modification(s) as Ordinary Resolution:

“Resolved that M/s Patni & Co., Chartered Accountants, be and are hereby re-appointed as Statutory Auditors of the Companyto hold office from the conclusion of this meeting until the conclusion of next Annual General Meeting of the Company, on suchremuneration as may be decided by the Board of Directors of the Company.”

Special Business:6. To consider and, if thought fit, to pass with or without modification(s) the following resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Section 17 and other applicable provisions, if any, of the Companies Act, 1956(including any statutory modifications or re-enactment thereof for the time being in force), and subject to the necessary approvals,required if any in this regard from appropriate authorities, and subject further to such other terms, conditions, stipulations,alterations, amendments or modifications as may be required, specified or suggested by any of such appropriate authorities;which terms, conditions, stipulations, alterations, amendments or modifications, the Board of Directors (hereinafter referred to as"the Board", which term shall include any of its duly authorised Committee or individual Director) is hereby authorised to acceptas it may deem fit; consent of the members of the Company be and is hereby accorded for alteration of the existing Main ObjectClause of the Company, i.e. Clause 3A of the Memorandum of Association of the Company in the following manner:

The following new sub-clause (4) be inserted after the sub-clause (3) under the main object clause of the Company, i.e. Clause3A (4) of the Memorandum of Association;

(4) To undertake Depository Participant activities, functions and responsibilities and such other activities which are incidental orancillary to the same."

“RESOLVED FURTHER THAT the existing Memorandum of Association of the Company, duly modified as aforesaid, or assuggested by any appropriate authority and accepted by the Board, be adopted as the Memorandum of Association of theCompany.”

”RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board, be and is hereby authorised to doall such acts, deeds, matters and things as may be deemed necessary and settle any or all questions / matters arising withrespect to the above matter, and to execute all such deeds, documents, agreements and writings as may be necessary for thepurpose of giving effect to this resolution, take such further incidental and ancillary steps in this regard, as may be considereddesirable or expedient by the Board in the best interest of the Company and its shareholders."

7. 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 Sections 198, 269, 309, 310 read with Schedule XIII and other applicableprovisions, if any, of the Companies Act, 1956, and subject to the approval of the Central Government, if required, the Companyhereby accords its approval to the revision in remuneration payable to Mr. Rajesh Kumar Bajaj, Managing Director with effectfrom 1st April, 2010 as set out in the Explanatory Statement annexed to this Notice.



NOTICE (Contd.)

8. 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 Sections 198, 269, 309 read with Schedule XIII and other applicable provi-sions, if any, of the Companies Act, 1956, the Company hereby accords its approval to the re-appointment of Mr. Rajesh KumarBajaj as Managing Director of the Company for a period of five years with effect from 24th September, 2010, on the terms andconditions including those relating to remuneration as set out in the Explanatory Statement annexed to this Notice.”

9. Appointment of Mr. Mayank Bajaj under Section 314(1B) for holding office or place of profit

To consider and if thought fit, to pass with or without modification, the following resolutions as SPECIAL RESOLUTION:

"RESOLVED THAT pursuant to Section 314 and other applicable provisions, if any, of the Companies Act, 1956 includingstatutory modification or re-enactment thereof for the time being in force and as may be enacted from time to time and subject tosuch approvals, permissions and sanctions, if required and as may be necessary, the consent of the Company be and is herebyaccorded to Mr. Mayank Bajaj, who is a relative of a Director to hold an office or place of profit under the Company as ResearchHead or with such designation as the Board of Directors of the Company may, from time to time, decide upon a monthly basicsalary and other allowances, benefits, amenities and facilities with effect from April 1, 2010 upto the monthly remuneration ofRs.45,000/- or such other permissible total monthly remuneration that may be prescribed in this behalf from time to time underSection 314 of the Companies Act, 1956.”

“RESOLVED FURTHER THAT pursuant to Section 314 and other applicable provisions, if any, of the Companies Act, 1956including statutory modification or re-enactment thereof for the time being in force and as may be enacted from time to time, theDirectors' Relatives (Office or Place of Profit) Rules, 2003 and as recommended/approved by the Remuneration Committee atits Meeting held on July 30, 2010 and as approved by the Board of Directors at their Meeting held on July 30, 2010 and subjectto such approvals including the approval of the Central Government, as may be required, the consent of the Company be andis hereby accorded to Mr. Mayank Bajaj, who is a relative of a Director to hold an office or place of profit under the Company asResearch Head or with such designation as the Board of Directors of the Company may, from time to time, decide, for hisappointment and revision of his remuneration for a period of five years from October 1, 2010, upto a maximum remuneration(excluding reimbursement of expenses, if any) of Rs. 12,00,000/- (Rupees Twelve Lacs only) per annum as set out in theexplanatory statement attached hereto which shall be deemed to form part hereof with liberty and authority to the Board ofDirectors to alter and vary the terms and conditions of the said appointment and remuneration from time to time.”

"FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorised to promote him to highercadres and/or to sanction him increments and/or accelerated increments within the said cadre or higher cadre as and when theBoard of Directors deem fit, subject, however, to the rules and regulations of the Company, in force, from time to time, includingwith the approval of the Central Government, as may be required, pursuant to the provisions of Section 314(1B) and otherapplicable provisions of the Companies Act, 1956.”

"RESOLVED FURTHER THAT the Board of Directors of the Company be and they are hereby authorised to take, perform andexecute such further steps, acts, deeds and matters, as may be necessary, proper or expedient to give effect to this resolution.”

“FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorised to agree to such modificationand/or variation as may be suggested by the Central Government while granting its approval.”

By Order of the BoardFor Lohia Securities Limited

sd/-Narendra Kr. Rai

Company Secretary

Place : KolkataDate : 30th July, 2010



Notes :

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING (AGM) MAY APPOINT A PROXYTO ATTEND AND VOTE ON A POLL ON HIS/ HER BEHALF. THE PROXY NEED NOT BE A MEMBER OF THE COMPANY.PROXIES, IN ORDER TO BE EFFECTIVE, MUST BE RECEIVED AT THE REGISTERED OFFICE OF THE COMPANYNOT LESS THAN FORTY-EIGHT HOURS BEFORE THE COMMENCEMENT OF THE MEETING.

2. The Register of Members and Share Transfer Books of the Company will remain closed from Saturday, 18th September, 2010to Saturday 25th September, 2010 (both days inclusive).

3. As per recommendations of SEBI Committee on Corporate Governance for appointment of the Directors/ re-appointment of theretiring Directors, a statement containing details of the concerned Directors are attached herewith.

4. Dividend on equity shares, if declared at the meeting, will be made payable on or after 29th September, 2010 in respect ofshares held in physical form to those members whose names appear in the Register of Members of the Company after givingeffect to all valid share transfers lodged with the Company as at the end of business hours on 17th September, 2010 and inrespect of shares held in the electronic form to those “Deemed Members” whose names appear in the statement of BeneficialOwnership furnished by the National Securities Depository Ltd. (NSDL) and the Central Depository Services (India) Ltd.(CDSL).

5. Members/ Proxies are requested to bring their Attendance Slip alongwith their copies of the Annual Report and Accounts to theMeeting.

6. Members seeking any information as regards the Accounts are requested to write to the Company at least one week in advanceso as to enable the Management to keep the information ready.

7. Members who are holding Company’s shares in dematerialized form are requested to bring details of their Depository Accountnumber for identification.

8. Members holding shares in physical form are requested to notify/ send the following to company’s Registrar and Share TransferAgent- M/s. Niche Technologies Pvt. Ltd., D-511, Bagree Market, 71, B.R.B.B. Road, Kolkata - 700 001

i) Any change in their address/ mandate/ bank details

ii) Particulars of their bank account, in case the same have not been sent earlier, and

iii) Share certificate(s), held in multiple accounts in identical order of names, for consolidation of such shareholdingsinto one account.

9. Shareholders holding shares in electronic form may kindly note that their bank account details as furnished by their depositoriesto the Company will be printed on their dividend warrants as per the applicable regulations of the depositories. Members arerequested to notify any change in their bank account details to their Depository Participants immediately and not to send requestsfor change in their bank account details directly to the Company or to the Registrar and Share Transfer Agent.

10. Members are informed that dividends remaining unclaimed/ unpaid over a period of seven years shall be transferred to theInvestor Education and Protection Fund of the Central Government. Members who have not encashed their dividend warrant(s)/cheques are requested to make their claims to the Company before the expiry of the statutory period of seven years.

NOTICE (Contd.)



NOTICE (Contd.)

11. Members desirous of making a nomination in respect of their shareholding in the Company, as permitted under Section 109A of theCompanies Act, 1956, are requested to submit the prescribed Form 2B for this purpose to the Registrar and Share Transfer Agentof the Company.

12. Transaction at Sl. no. 6 requires consent of shareholders through postal ballot.

13. Securities and Exchange Board of India vide its circulars dated 27th April, 2007 and 25th June, 2007 has made its mandatory witheffect from 2nd July, 2007, for every participant in the securities/ capital market to furnish income tax Permanent Account Number(PAN). Accordingly, all the shareholders (including joint holders) holding shares in physical form are requestedto submit copy of their PAN Card duly attested by the Notary Public/ Gazetted Officer/ Bank Manager under theirofficial seal stating their full name and address, registration number to our Registrar & Share Transfer Agent,M/s. Niche Technologies Pvt. Ltd.

ANNEXURE TO THE NOTICE

EXPLANATORY STATEMENT PURSUANT TO SECTION 173(2) OF THE COMPANIES ACT, 1956.

RESOLUTION NOS. 3 & 4

Reappointment of Directors:

Pursuant to the provisions of Articles of Association Mr. Mahesh Kumar Bajaj and Mr. Sameer Bajaj, Directors are retiring at the ensuingAnnual General Meeting and being eligible offer themselves for re-appointment. The brief resumes of all these directors and otherinformation as per clause 49 of the Listing Agreement with the Stock Exchange are provided elsewhere in the Annual Report.

RESOLUTION NO. 6

Alteration of Object Clause

Members are aware that Lohia Securities Limited (LSL) is a depository participant of National Securities Depository Limited (NSDL) andCentral Depository Services (India) Ltd. (CDSL) from 2000. The said registrations as depository participant are due for renewal andCDSL and NSDL have requested the Company to include specific object clause entitling the Company to undertake services ofdepository participant.

In view of the above and to enable the Company to continue with the activities of depository participant, it is proposed to alter the MainObject Clause of the Memorandum of Association of the Company, by inserting certain new activities relating to depository participant inthe main object clause, i.e. Clause 3 A (4) as stated in the proposed special resolution. This is in accordance with the provisions of Section17 of the Companies Act, 1956 and hence the special resolution is proposed for your approval. Further, in view of the requirements ofSection 192A of the Act, the proposed resolution is being placed for your approval through postal ballot. The proposed new object willenable the Company to carry on its business more economically and efficiently, and by new or improved means, as envisaged in Section17 of the Companies Act, 1956.

A copy each of the existing Memorandum of Association and a new set of the Memorandum of Association after incorporating the proposedalterations in its object clause will be available for inspection of the members at the Registered Office of the Company on all working days,including the date of the meeting between 10:30 a.m. to 1:00 p.m. and during the tenure of the meeting.

None of the Directors of the Company is any way concerned or interested in the aforesaid Special Resolution.

Your Directors consider the said resolution in the interest of the Company and therefore recommends the same for your approval.



The Board/ Remuneration Committee has recommended the above revision of salary with effect from 1st April 2010.

Particulars of Remuneration

Salary (per month)

Mr. Rajesh Kumar Bajaj, Managing Director

Salary of Rs. 1,25,000 per month (from 1st April, 2010) in the pay scale of Rs.1,25,000-2,00,000.

NOTICE (Contd.)

RESOLUTION NO. 7 and 8

Appointment and fixation of remuneration of Managing Director:

Mr. Rajesh Kumar Bajaj has been associated with the Company since its incorporation. Mr. Bajaj was appointed Director of theCompany on 18th January, 1995. Later on Mr. Bajaj was appointed the Managing Director of the Company with effect fromSeptember 28, 2000, for a period of five years with the approval of the Shareholders. Subsequently, he was reappointed theManaging Director for a term of five years for the period from September 24, 2005 to September 23, 2010. The said remunerationswere further revised at the General Meeting of 27th September, 2006, 27th September, 2008.

Your Board proposes to re-appointment Mr. Rajesh Kumar Bajaj. The terms of remuneration as recommended for Mr. Bajaj at themeetings of the Remuneration Committee/ Board of Directors are as under:

Allowances i) Medical: Reimbursement of all medical and hospitalization expenses for self andfamily restricted to Rs.15000/- per annum;

ii) Provision of Car: Provision of car (subject to recovery of an amount from salaryas per the provisions of Income Tax Act, 1961 for personal use of the car)

iii) Provision of Communication Facilities at Residence: Telephone at residence foruse on Company business; other media, internet connection and such othercommunication facilities at residence for use on Company business;

Minimum Remuneration Where in any financial year, during the currency of the tenure, the Company has noprofits or its profits are inadequate, the remuneration by way of salary and perquisitesshall not exceed the limits specified in Schedule XIII of the Companies Act, 1956 or anysubsequent modification thereof.

Revision in Remuneration The aforesaid remuneration including salary, allowances, commission, perquisites, etc.may be increased by the Board of Directors/ Remuneration Committee as may beconsidered appropriate from time to time as well as in the event of any statutoryamendment, modification or relaxation by the Central Government to Schedule XIII ofthe Companies Act, 1956, within such prescribed limits.

Termination of Appointment The appointment shall be terminable by three months' notice or by payment of threemonths' salary in lieu of notice by either party.

Retirement by Rotation The appointment shall not be subject to retirement by rotation. No sitting fees shall bepaid for attending meetings of the Board of Directors or any Committee thereof.



Shri Rajesh Kumar Bajaj is interested in the proposed resolution at item no(s). 7 and 8 above to the extent of his appointment,remuneration, and benefits he would enjoy.

The resolution given under the items nos. 7 & 8 and this explanatory statement taken together, may be construed as an Abstract andMemorandum of Concern and Interest under Section 302 of the Companies Act, 1956.

RESOLUTION NO. 9

Appointment to the Office of ProfitMr. Mayank Bajaj has completed Masters in Business Administration from ICFAI University, Hyderabad. He further holds a Bachelorof Commerce degree from the St. Xavier College, Kolkata. He has obtained Honours degree in Accounts and Finance throughUniversity of Calcutta.

Mr. Mayank Bajaj is working as a Research Head in our Company since April 1, 2010 on a monthly remuneration of Rs.45,000/-including usual allowances, and perquisites and benefits, amenities and facilities applicable to other employees in the similar post withinthe same grade which is well within the permissible limit of Rs.50,000/- per month subject to the approval of the Shareholders in theensuing Annual General Meeting of the Company. He is son of Mr. Mahesh Kumar Bajaj, Director of the Company. However, he hasnot drawn any remuneration from the Company till date.

Mr. Mayank Bajaj's current salary is not commensurate with the role and responsibility carried out by him. Hence, on the recommendation/approval by the Remuneration Committee at its Meeting held on July 30, 2010, the Board of Directors at their Meeting held on July 30,2010 approved him maximum upper limit of remuneration (excluding reimbursement of expenses, if any) at Rs. 12,00,000/- (RupeesTwelve Lacs only) per annum for a period of five years from October 1, 2010, subject to the approval of the Shareholders in theensuing Annual General Meeting and of the Central Government. Further the Board shall have discretion and authority to revise hisremuneration from time to time as it may deem fit, however within the above overall limit as approved by the members and by theCentral Government.

Payment of remuneration to a relative of director exceeding Rs.50,000 per month attracts provisions of Section 314(1B) of theCompanies Act, 1956 and requires prior consent of the shareholders of the Company by way of a Special Resolution and approvalof Central Government. Mr. Mayank Bajaj being son of Mr. Mahesh Kumar Bajaj, Director of the Company, consent of the shareholdersis being sought for the special resolution as proposed in the Notice for the overall limit and to authorize the Board for payment ofremuneration to Mr. Mayank Bajaj within the limit. All other terms and conditions will be on the same lines as those applicable to otheremployees of the Company in the same grade as of Mr. Mayank Bajaj.

His basic salary with effect from April 1, 2010 (including Bonus) and other Allowances, etc (excluding reimbursement of expenses)amounts approximately to Rs. 5.40 Lac per annum, which is well within the maximum limit of Rs. 6,00,000/- per annum.

The Board of Directors recommends the passing of the resolutions at Item No.9 of the Notice convening the Meeting for the approvalof the Members under Section 314 of the Companies Act, 1956 by way of a special resolution.

The Company shall file an appropriate application with the Central Government for approval. The revision in remuneration will beeffective only after obtaining all necessary approvals in this regard.

Mr. Mahesh Kumar Bajaj being his relative is concerned or interested in the resolution at Item No.9 of the Notice.

By Order of the BoardFor Lohia Securities Limited

sd/-Narendra Kr. Rai

Company Secretary

Place : KolkataDate : 30th July, 2010

NOTICE (Contd.)



Dear Shareholders,Your Directors have pleasure in presenting the 16th Annual Report and the Audited Accounts of your Company for the financial yearended 31st March, 2010.

FINANCIAL HIGHLIGHTSFinancials of the Company on the Standalone basis:The Profit and loss account of your Company on standalone basis shows a profit after tax of Rs. 197.56 lakhs (Previous Year: Lossof Rs. 290.71 lakhs). The disposable profit is Rs. 1636.55 lakhs (Rs.1497.28 lakhs) after taking into account the balance of Rs.1438.98lakhs (Rs.1787.99 lakhs) brought forward from the previous year. The brief financial highlights are as below:

DIRECTOR’S REPORT

Particulars Current Year ended31.03.2010

(Rs. in lakhs)

Previous Year ended31.03.2009

(Rs. in lakhs)Gross profit before interest, depreciation 1158.95 295.67Less : Interest 91.30 133.38

Depreciation 110.73 202.03 140.95 274.33Profit before Tax 956.92 21.33Less : Provision for TaxesCurrent Tax 36.61 0.00Income TAx for Earlier Years 15.92 2.31Provision for Fringe Benefit Tax 0 3.14Securities Transaction Tax Paid 606.38 443.84Provision for Deferred Tax 100.45 759.36 -137.25 312.04Profit / (Loss) after Tax 197.56 (290.71)Add Balance in Profit and Loss Account 1438.98 1787.99Amount Available for Appropriation 1636.54 1497.28

Appropriation :Proposed Dividend on Equity Shares 49.83 49.83Tax on Dividend 8.28 58.11 8.47 58.30Balance carried to Balance Sheet 1578.43 1438.98Earnings per Share 3.96 (5.83)

DIVIDENDThe Directors of your Company are pleased to recommend a dividend of Re.1.00 per equity shares i.e. 10% (Previous year 10%)on par value of Rs.10/- each for the year ended 31st March, 2010. As, the Company will also pay a dividend tax of 16.60875%(Previous year 16.995%), the total dividend outgo will be Rs. 58.11 lacs (Previous year Rs.58.30 lacs) .

Pursuant to the provisions of Section 205A(5) of the Companies Act, 1956, the declared dividend which remained unpaid/unclaimed for a period of 7 years have been transferred by the Company to the Investor Education and Protection Fund estab-lished by the Central Government pursuant to Section 205C of the said Act.

OPERATIONS:Operating Income for the period ended 31st March, 2010 was Rs. 2534.31 lakhs as compared to Rs1652.38 lakhs for the periodended 31st March, 2009 resulting in annualized increase of 53.37%. Operating Profit (Earnings before interest, depreciationand income tax) for the period ended 31st March, 2010 was Rs.1158.95 lakhs as against Rs.295.67 lakhs for the year ended31st March 2009 with annualized increase at 291.97%.



The Company has earned Profit before Tax of Rs. 956.92 lakhs (as compared to last year’s Rs.21.33 lakhs) after meeting interestexpenses of Rs. 91.31 lakhs (last year’s Rs.133.38 lakhs) and depreciation of Rs.110.73 lakhs (last year’s Rs.140.95 lakhs) forthe year ended 31st March, 2009. The Net Profit for the year was Rs.197.56 lakhs (as compared to last year’s net loss ofRs290.71 lakhs). In view of the meager profit earned during the year your Board has decided not to transfer anything from Profit& loss account to General Reserve this year (Previous year -Nil).

SUBSIDIARY COMPANIES & CONSOLIDATED RESULTS OF OPERATIONSAs on 31st March, 2010, Lohia Securities has four 100% subsidiaries. Details of their business and operations are given below:-

Trade City Securities Private Limited has a Trading Membership of NSE in Capital and F&O Segment. Your Board has decided notto transfer the trading right of CSE to Trade City Securities Pvt. Ltd.- as per the permission granted by the shareholders at the last AGM.The said subsidiary company is acquiring membership of BSE directly.

Trade City Commodities Private Limited is a member of NCDEX, NCDEX Spot, MCX and ICEX and is engaged in Commoditytrading and registered with FMC. It has recently acquired membership of India Commodity Exchange Limited (ICEX). Trade CityReal Estate Private Limited is engaged in property and real estate business. It is also investing surplus moneys in shares andsecurities. Trade City Barter Private Limited is a non-banking finance company and is engaged in investment and financingactivities.

The Total Group Profit earned after tax was 217.92 lakhs as against loss of Rs.405.23 lakhs of last year. During the year underreview, Trade City Securities Pvt. Ltd., the material non-listed 100% subsidiary company has earned the revenue of Rs. 206.22lakhs.

The Statement pursuant to section 212 of the Companies Act, 1956 containing details of the Company’s subsidiaries is attached.The Consolidated Financial Statements of your Company and its subsidiaries prepared in accordance with “Accounting Standard-21” prescribed by the Institute of Chartered Accountants of India, form part of the Annual Report and the Accounts. The Copies ofthe Balance Sheet, Profit & Loss Account, Reports of the Board of Directors and Auditors of the subsidiaries have been attachedwith the Balance Sheet of the Company.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956, with respect to Directors’ Responsibility State-ment, the directors hereby confirm that:

i) in the preparation of the annual accounts, applicable accounting standards have been followed and that there are nomaterial departures from the same.

ii) the directors have selected such accounting policies and applied them consistently and made judgments and estimates thatare reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2010 andof the profit of the company for the year ended on that date.

iii) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance withthe provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detectingfraud and other irregularities;

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

PUBLIC DEPOSITSThe company has not accepted any deposit from the public or from employees during the year under review.

DIRECTORSIn accordance with the provisions of the Companies Act, 1956 and Article 90 of the Articles of Association of the Company, Mr. MaheshKumar Bajaj and Mr. Sameer Bajaj retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves forreappointment. The term of appointment of Mr. Rajesh Kumar Bajaj as a Managing Director of the Company for a period of 5 years

DIRECTOR’S REPORT (Contd.)



expires on 24th September, 2010. Your Board recommends his re-appointment on the terms and conditions stated in the notice callingthe Annual General Meeting. You may note that the monthly remuneration of Mr. Rajesh Kumar Bajaj has been revised to Rs.1,25,000from the existing remuneration of Rs.1,00,000.

Brief resume of the Directors proposed to be re-appointed, nature of their expertise in specific functional areas and names of companiesin which they hold directorships and memberships/ chairmanships of Board Committees, as stipulated under Clause 49 of ListingAgreement with the stock exchange, are provided with the Annexure to the Notice of Annual General Meeting. Your Board of Directorshas recommended their re-election.

AUDITORS:M/s. Patni & Co., Chartered Accountants, Auditors of the Company, hold office until the conclusion of the ensuing Annual GeneralMeeting and being eligible have offered themselves for re-appointment. The Company has received a certificate from them to theeffect that their re-appointment, if made, would be within the limits prescribed under Section 224 (1B) of the Companies Act, 1956.

AUDITORS’ REPORT:The statutory auditors of the Company submitted their report on the accounts of the Company for the accounting year ended 31stMarch, 2010, which was self explanatory and needed no comment.

PARTICULARS OF EMPLOYEES :

A statement of particulars of the employees pursuant to the provisions of Section 217(2A) of the Companies Act, 1956, read withthe Companies (particulars of employees) Rules, 1975 is given below:

Persons employed for full/ part of the year ended March 31, 2010 who were in receipt of remuneration which in aggregate was notless than Rs.24,00,000/- p.a. or Rs.2,00,000/- p.m. respectively:

Name of Employeeand Designation

Qualification Remuneration(Rs.)

Age andExperience

(in Yrs.)

Date of Commencementof employmentin the Company

Previous Employmentheld before joining the

Company

Mr. Pawan KumarBothra, Incharge

of Arbitrager

BCOM 16,75,269/- 33 years,9 yrs.

01/09/2008 Self Employed

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION:The company has no activity relating to conservation of energy or technology absorption, details of which are required to be furnishedin this report as per the provision of Section 217(1)(e) of the Companies Act, 1956.

FOREIGN EXCHANGE EARNINGS AND OUTGO:Total Foreign Exchange used and earned are as below (Rs. in lakhs)

Expenditure in Foreign Currency

Particulars 2009-10 2008-09

Conference Fees (including traveling expenses for conference) 0 3.30

Books & Periodicals 0 1.47

Examination Fees 0 0.11

Total 0 4.89




Inflow in Foreign Currency

Particulars 2009-10 2008-09

Refund of Software Expenses 0 0.03

Refund of Conference Expenses 0 1.18

Total 0 1.21

CORPORATE GOVERNACE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTYour Directors affirm their commitment to the Corporate Governance standards prescribed by the Securities Exchange Board of India(SEBI). Corporate Governance and Management Discussion and Analysis Report are set out as separate annexure to this report.The certificate of the Auditors, Messrs. Patni & Co., confirming compliance of conditions of Corporate Governance as stipulated underClause 49 of the Listing Agreement with the Calcutta Stock Exchange is contained elsewhere in the Annual Report.

POSTAL BALLOTDuring the financial year 2009-10, the members approved the proposals through postal ballot: for transfer of trading rights arising outof the membership of the Calcutta Stock Exchange Limited to 100% subsidiary company M/s. Trade City Securities Private Limited.However, the said subsidiary has made direct application for the membership of BSE. Consent of the members has been soughtthrouhg postal ballot for alteration in the Main Object Clause of the Memorandum of Association by insertion of activities of a depositoryparticipant.

ACKNOWLEDGEMENTSThe Directors express their gratitude for the guidance and cooperation received from the Central Government, West BengalGovernment, SEBI and other government regulatory agencies.

Your directors thanks all the valued clients, sub-brokers, shareholders, banks, financial institutions, stock exchanges, deposito-ries and other stake holders for their patronage and support and take this opportunity to express their appreciation of thededicated and committed team of employees of the Company.

For and on behalf of the Board of Directors

sd/- sd/-Rajesh Kumar Bajaj Sudheer Kumar Jain

Kolkata, the 30th day of July, 2010 Managing Director Whole-time Director




Industry Structure and DevelopmentsThe Indian economy is back on track and poised to grow by 7.2% in 2009-10, higher than 6.7% in the previous year. The strongindustrial recovery and continuing momentum in service sector is the key underlying strength behind the higher growth. On theagricultural front, decline in farm output is expected to be contained at around-0.2% against growth of 1.6%in 2008-09, due togood ravi harvest, partially offsetting the kharif losses suffered because of the worst South West Mansoon since 1972.There were movements in the Capital markets during the year. The National Stock Exchange (NSE) Index (S&P CNX Nifty)which was at 3020.95 points in March 2009, moved to 5249.10 points in March 2010, registering a increase of 73.76%. TheBombay Stock Exchange (BSE) Sensitive Index (Sensex) also registered increase of 80.54% from 9708.50 points to 17527.77points during the same period. In the month of March 2010, BSE Sensex reached 17711.35 points and NSE S&P CNX Niftyreached 5329.55 (in March 2010). The lowest BSE sensex was 9901.99 and NSE (S&P CNX Nifty) Index was 2965.70 in themonth of April 2009. Thus, there was a fluctuation of 78.87 % between High and Low in BSE Sensex during the year and 79.71%between NSE’s High and Low. In the NSE trading volume for CM segment during the year was Rs.21,44,609.91 crore ascompared to previous year Rs.27,49,450 crore. The F&O segment of NSE has achieved a trading value of Rs.176,63,663 croreduring the year as compared to Rs.110,10,482 crore of the year 2008-09. BSE registered total equity turnover during 2009-10of Rs.13,78,808.99 crore compared to previous year’s 11,00,073.63 crore. In F&O BSE had a turnover of Rs.234.05 croreduring the year 2009-10 agst. previous year’s Rs. 1226.759 crores.Your Company has a note-worthy presence in the eastern region of the Indian Capital Market with Trading and Clearing Corpo-rate Membership of the National Stock Exchange (Capital Market Segment as well as Derivative Market Segment), Membershipof the Calcutta Stock Exchange and Dealership of the OTC Exchange of India and Deposit based membership of Bombay StockExchange Limited. Your Company is also a Clearing and Trading Member of F&O Segment of BSE. Your Company has acquiredtrading cum clearing membership of Currency Derivative of NSE and trading membership of Exchange Traded Currency Deriva-tive (ETCD) of BSE. Your Company is also acquiring Membership of Currency Derivative of MCX Stock Exchange.The stock broking and depository services have huge growth opportunities due to existing low penetration levels. However,these businesses are facing tremendous competitive pressures and regulatory compliances. As per SEBI, there were 8652brokers (Cash market), 4079 corporate brokers, 62471 sub-brokers, 1587 Derivative Brokers (Trading and Clearing members)and 714 Depository participants as on 31.03.2009. Stockbrokers and Depository Participants have to comply with various laws.The advances in technologies have also affected these businesses. Your Company is gearing up well to face all such develop-ments by increasing its reach across geographical areas and client segments, improving its infrastructure and technological,financial and human resources.Opportunities and ThreatsYour Company has diversified into other businesses by acquiring/ promoting subsidiary companies. It has acquired 100% stake in (a)Trade City Commodities Private Limited-engaged in Commodity Trading, (b) Trade City Real Estate Private Limited-PropertyDealing (c) Trade City Securities Private Limited-Share broking with Membership of NSE-Cash and Derivative Segment -especiallyin retail business, (d) Trade City Barter Private Limited- an NBFC Company. Your Company has started trading activities on CurrencyDerivative of MCX Stock Exchange on proprietary basis. The Company is concentrating its activities to a cross section of societyacross India by opening branches in Kolkata, Mumbai, Patna, Giridih, Gauwahati and Purulia. It is providing professional, valueadded, comprehensive and integrated financial and wealth management solutions across equities, derivatives, and depositorysegments. This feature helped the Company in generating more business than its competitors. The entry of large broking houses andbanking companies with huge financial stake, is posing a threat to the Company. However, the stringent regulatory and governmentpolicies have made the expansion of the business tough.Activities- wise performanceYour Company has performed satisfactorily despite the recession in the economy and stiff competition. During the year, the Broking &Trading activities of the Company posted a gross revenue of Rs.2509.89 lacs as compared to Rs. 1637.36 lacs for the year ended31.03.2009 resulting in annualized increase of 53.29%. The Depository managed to bring in revenue of Rs. 24.43 lacs during theyear as compared to Rs.15.02 lacs of last year (an increase of 62.65%).OutlookThe Company is now well prepared to grow its business in spite of the competitive environment it is facing. All out efforts are being madeto keep the expenses under check so that resources could be deployed more gainfully. The Company is encouraging its workforceto acquire more and more knowledge about the market and intermediation works.Your Board expects that the positive industrial growth trends are likely to continue in current fiscal. Your Company has an active rolein trading in capital as well as derivative market. With increase in volume in both the markets, better price discovery is expected and

MANAGEMENT DISCUSSION AND ANALYSIS REPORT



it may enable the Company to earn better revenue through its trading activities.With the separation of trading operations and accounting and back office operations, the personals and the equipments would concentrateon the core area of operations. The reduction of burden of machines in general and server etc. in particular would help the Companyin the long run. Now, the system personnel would concentrate in the proper maintenance of all the equipments. Again, the shifting of retailbusiness to one of the subsidiary company has helped the Company to concentrate in its core activity i.e. arbitrage businessRisks and ConcernsYour Company recognizes the importance of a comprehensive Risk Management system. This system will help not only to meet andcomply with regulatory requirements but also to bring about an improvement in asset quality and profitability. It will eventually increase theshareholders’ value. The Market Risk and Operational Risk, need to be identified, assessed, controlled and managed for effective andefficient operation. Your Company has endeavored to bench-mark its Risk Management System on lines of market best practices andemerging regulatory norms.A comprehensive risk evaluation methodology and processes for early identification and mitigation of all kinds of risks being in place,except for unforeseen circumstances and marginal exposure to financial risk in retail capital markets division, your Company is quite a riskfree business.Internal Control SystemThe Company has an adequate system of internal control implemented by the management towards achieving efficiency in operations,optimum utilization of resources and effective monitoring thereof and compliance with applicable laws.The philosophy of the Company with regard to internal control systems and their adequacy has been formulation of effective systems andtheir implementation to ensure that assets and interests of the Company are safeguarded with required checks and balances in place todetermine the accuracy and reliability of accounting data.The Company has an independent appraisal function to examine and evaluate the adequacy and effectiveness of the Company’sinternal control system. It appraises periodically about its activities and audit findings to the Audit Committee, Statutory Auditorsand top management.Internal Audit ensures that systems are designed and implemented with adequate internal controls commensurate with the sizeand operations; transactions are executed in accordance with the Company’s policies and authorisation. The internal audit depart-ment undertakes extensive programmes of both pre and post audit checks and reviews and also carries out regular follow-up onobservations made. The Audit Committee of the Board reviews the internal audit reports and the adequacy of internal control.Discussion on financial performance with respect to operational performanceDuring the year due to poor participation of retail investors in Indian Capital Market, the Company could not be able to attain expectedperformance. Clear understanding of business dynamics, emphasis on efficient recovery system alongwith an integrated approach to riskmanagement has enabled the Company to make the best use of the available resources and achieve better results.The management’s relentless focus was on assets productivity, strengthening of internal efficiency, cost consciousness and improvedrealization on turnovers. During the year under review, the Operating Income of the Company for the period ended 31st March 2010was Rs. 2534.32 lakhs as compared to Rs.1652.38 lakhs for the period ended 31st March 2009 resulting in annualized increase of53.37%. Operating Profit (Earnings before interest, depreciation and income tax) for the period ended 31st March, 2010 was Rs.1158.95 lakhs as against profit of Rs. 295.67 lakhs for the year ended 31st March 2009 with annualized increase at 291.97%.Material developments in human resource, industrial relation including number of people employedThe relations between the Management and the Employees at various levels have been quite cordial. To improve efficiency and for amore effective manpower utilisation, the Company has been constantly providing opportunities for learning and competitive remunera-tion. A challenging work environment has always been encouraged so as to create awareness amongst the employees for evaluation oftheir performance against the demanding standards. The employees are encouraged to improve their performance. They are providedtraining on the job as well as outside. Periodic group and individual meetings are conducted with employees and their feedback taken.The actual number of persons employed in the Company as on 31st March, 2010 were 111 (previous year: 153).

For and on behalf of the Board of Directorssd/- sd/-

Rajesh Kumar Bajaj Sudheer Kumar JainKolkata, the 30th day of July, 2010 Managing Director Whole-time Director

MANAGEMENT DISCUSSION AND ANALYSIS REPORT (Contd.)



REPORT ON CORPORATE GOVERNANCE

The Directors present the Company’s Report on Corporate GovernanceThe Company’s Governance PhilosophyYour Company is strongly committed to the adoption of the best Corporate Governance practices and their adherence in true spirit in allits business dealings to serve the best interest of all stakeholders encompassing clients, employees, shareholders and the society at large.The Company endeavours to ensure integrity, transparency, fairness and social accountability in all its business practices and dealingsBoard of DirectorsIn terms of the Company’s Corporate Governance policy, all statutory and other significant and material information are placed before theBoard to enable it to discharge its responsibilities of strategic supervision of the Company and as trustees of stakeholders.CompositionThe Board of Lohia Securities Limited is a balanced one, comprising Executive and Non-Executive Directors. The Executive Directorsdo not exceed one-third of the total strength of the Board. The Non-Executive Directors are eminent professionals, drawn from amongstpersons with experience in business /finance /law. The Board of Directors elected Mr. Sameer Bajaj, an independent director, asChairman at each of their meetings.

• The Directorships held by Directors as mentioned above, do not include Alternate Directorships and Directorships of ForeignCompanies, Section 25 Companies and Private Limited Companies.

• The Company did not have any material pecuniary relationship or transaction with the non-executive directors during the periodunder review.

Meetings and AttendanceThirteen Board meetings were held during the year, as against the minimum requirements of four meetings. The Company has held atleast one Board Meeting in every three months and maximum time gap between any such two meetings was not more than four months.During the financial year ended 31st March 2010, Board Meetings were held on 01.04.2009, 30.05.2009, 17.06.2009, 30.06.2009,30.07.2009, 05.09.2009, 23.09.2009, 15.10.2009, 30.10.2009, 01.12.2009, 26.12.2009, 29.01.2010 and 13.03.2010.Attendance at Board Meetings and at Annual General Meeting (AGM)

Name of the Directors Category of Directors No. of otherDirectorships held(*)

Mr. Hari Kishan Lohia Non-Executive Director, Promoter NilMr. Mahesh Kumar Bajaj Non-Executive Director, Promoter NilMr. Rajesh Kumar Bajaj Executive Director, Promoter NilMr. Sudheer Kumar Jain Executive Director, Promoter NilMr. Vineet Goenka Independent, Non-Executive Director NilMr. Sameer Bajaj Independent, Non-Executive Director Nil

Name of the DirectorsNo. of Board Meeting Whether Attended the

last AGMMr. Hari Kishan Lohia 13 13 YesMr. Mahesh Kumar Bajaj 13 13 YesMr. Rajesh Kumar Bajaj 13 13 YesMr. Sudheer Kumar Jain 13 13 YesMr. Vineet Goenka 13 13 NoMr. Sameer Bajaj 13 13 Yes

Held Attended

Annexure to the Director’s Report



REPORT ON CORPORATE GOVERNANCE (Contd.)

COMMITTEES OF THE BOARDA. Audit CommitteeCompositionYour Company has an Audit Committee comprising of following three Non Executive Directors (two of them independent). All of themfinancially literate and most of them have accounting or related financial management expertise. The Chairman of the Committee is anindependent Director.Mr. Sameer Bajaj, ChairmanMr. Mahesh Kumar BajajMr. Vineet GoenkaTerms of ReferenceThe terms of reference of the Audit Committee cover the matters specified under Clause 49 of the Listing Agreement read with Section292A of the Companies Act, 1956, such as overseeing of the Company’s financial reporting process, recommending the appointment/ re-appointment of statutory auditors, reviewing with the Management quarterly and annual financial statements, internal audit reports andcontrols of the Company and other matters as stated under the role of Audit Committee in Clause 49 of the Listing Agreement.AttendanceDuring the financial year ended on 31st March, 2010 meeting of the Audit Committee were held on 30th June, 2009, 30th July, 2009, 30thOctober, 2009 and 29th January, 2010 which were attended by all the above members. The gap between two meetings neverexceeded four months. Head of Finance, Accounts, Internal Auditors and Statutory Auditors also attended said meetings as and wheninvited by the Committee. The Company Secretary acts as the Secretary to the Committee.B. Remuneration CommitteeCompositionThe Remuneration Committee comprises of three Non–Executive Directors, two of whom are independent. The Chairman of theRemuneration Committee is Mr. Sameer Bajaj. Mr. Mahesh Kumar Bajaj and Mr. Vineet Goenka are the two other members of thisCommittee.Terms of ReferenceThe Remuneration Committee has been constituted to recommend/ review remuneration of the Managing Director and Whole-timeDirector based on their performance and defines assessment criteria.Meetings and AttendanceThe Remuneration Committee met on 30.07.2009. The remuneration committee at that meeting recommended the remuneration of Mr.Sudheer Kumar Jain on the proposal of his re-appointment.Remuneration of DirectorsThe Remuneration Committee, comprising only of Non-Executive Directors, determines remuneration of Executive Directors and SeniorExecutive. The aggregate amount of salary paid for the year ended 31st March, 2010, to Mr. Rajesh Kumar Bajaj, Managing Directorof the Company was Rs. 12,00,000/- and Mr. Sudheer Kumar Jain Whole-time Director was Rs.9,00,000/-. The Non-executiveDirectors were not paid any sitting fees for attending meeting of the Board and Committee thereof. During the year under report, nocommission on net profit was paid to Non-Executive Directors.C. Shareholders/ Investors Grievance CommitteeCompositionThe Shareholders/ Investors Grievance Committee presently comprises of three Non –Executive Directors, two of whom are independent.The Chairman of the Shareholders/ Investors Grievance Committee is Mr. Sameer Bajaj. The other members of the Committee are Mr.Mahesh Kumar Bajaj and Mr. Vineet Goenka. Company Secretary is the Compliance Officer of the Committee.Terms of Reference




Role of the Committee includes redressal of shareholders’ complaints relating to transfer of shares, exchange of share certificates, non-receipt of balance sheet, non-receipt of declared dividends etc. Pursuant to Clause 49IVG(iv) of the Listing Agreement, the Board of theCompany has delegated the power of Share Transfer to Whole-time Director Mr. Sudheer Kumar Jain. Mr. Jain attended to sharetransfer formalities on a fortnightly basis and the same was ratified by the Committee at its meeting.Number of complaints received and solved during the financial year ended on 31st March, 2010 and pending as on that date were asfollows:

Number of Shareholder Complaints received during the year. NilNumber not solved to the satisfaction of the shareholders till 31st March, 2010 NilNumber of Complaints pending as at 31st March, 2010 Nil

Meetings and AttendanceDuring the financial year ended 31st March, 2010, only one meeting of the Shareholders/ Investors Grievance Committee was held on13.03.2010 for consideration of the future policies of the Company in relation to handling of investor grievances.

General Body Meetings • Location and time, where last three AGMs held

Financial Year Date Time Place

2006-07 Saturday, 29th September, 2007 10.30 A.M. The Palladian Lounge Telegraph Room,6 Netaji Subhas Road, 2nd Floor, Kolkata - 700001

2007-08 Saturday, 27th September, 2008 10.30 A.M. Somany Conference Hall, Merchant Chamberof Commerce, 15B, Hemanta Basu Sarani, 2ndFloor, Kolkata - 700 001

2008-09 Wednesday, 23rd September 2009 4.30 P.M. 4 Brabourne Road, 5th Floor Kolkata - 700 001

Special Resolutions passed at the last 3 (three) AGM held

A Resolution in terms of Notice dated 3rd October, 2007 for creation of charges under section 293(1)(a) was passed through Postal Balloton 26/11/2007. A Resolution in terms of Notice dated 1st September, 2009 for transfer of trading rights of Calcutta Stock Exchange waspassed through Postal Ballot on 15th October, 2009.A Resolution for change in the Object Clause of the Company is proposed at the ensuing Annual General Meeting for passing throughPostal Ballot Papers.Procedure for Postal BallotAfter receiving approval from the Board of Directors, Notice of the Postal Ballot, text of the Resolution and Explanatory Statement, relevantdocuments, Postal Ballot Form and self addressed postage prepaid Inland letter card are sent to the shareholders to enable them toconsider and vote for or against the proposal within a period of 30 days from the date of dispatch. The Company files the calendar ofevents containing the activity chart with the Registrar of Companies after passing of the resolution by the Board of Directors. After the lastdate of receipt of ballot, the scrutiniser, after due verification, submit the results to the Chairman. Thereafter, the Chairman declares theresult of the Postal Ballot. The same is published in the Newspaper and displayed on the Website and Notice Board.

Financial Year Items2006-07 Nil2007-08 Nil2008-09 Nil



Resume and other information of the Directors proposed to be re-appointed (including those retiring by rotation) at the ensuing AnnualGeneral Meeting are given in the Notice relating thereto to the shareholders as required under Clause 49IV(G) of the amended ListingAgreement.Disclosures:

A Statement in summary form of transactions with related party in the ordinary course of business is placed periodically before theAudit Committee. The pricing of all transactions with the related parties were on arms length basis.There are no materially significant related party transactions i.e. transactions material in nature, with its Promoters, the Directorsor the Management, their subsidiaries or relatives etc. having potential conflict with the interests of the Company at large.While preparation of financial statements for the year under review, no accounting treatment which was different from thatprescribed in the Accounting standard followed.For the list of disclosures of related party relationship and transactions as per Accounting Standard AS-18, “Related PartyDisclosures”, Note 3 on Schedule Q to the Annual Audited Accounts of the Company for the year ended 31st March, 2010may be referred to.In accordance with the requirement of Corporate Governance the Board of Directors of the Company has formulated a Code ofConduct for Directors and Senior Management Personnel of the Company and all concerned thereof has affirmed the compliance.The required declaration to this effect signed by the Managing Director and the Whole-time Director is appended as a separateAnnexure to this Report. The Code of Conduct has been hosted on the Company’s web site.No stricture was imposed on the Company by any regulatory authority on any matter related to capital market during the lastthree years.The Company has laid procedure to inform the Board Members about the risk assessment and minimization procedures. Theseprocedures are periodically reviewed to ensure that executive management control risks through means of a properly definedframework.In accordance with the Securities & Exchange Board of India (Prohibition of Insider Trading) Regulation, 1992 as amended inFebruary, 2002, the Board of Directors of the Company has formulated the Code of Conduct for prevention of insider trading inEquity Shares of the Company by its Directors and Employees.The Board of Directors of the Company have received a Certificate from the Managing Director and a Whole-time Director of theCompany in compliance of Clause 49(V) of the Listing Agreement.The Company has not made any public issue/ rights issue and preferential issues during the period under review.The Company does not presently have a Whistle Blower Policy.Non-Mandatory requirement to the extent of formation of Remuneration Committee, have been adopted.

Means of Communication


SUBJECT DETAILS

Quarterly Results Published in the newspaper in terms of Clause41 of the Listing Agreement

Newspaper wherein results published The Financial Express - EnglishKalantar - Bengali

Any website, where displayed www.lohiasecurities.com

Whether it also displays official news released Noand presentation made to institutuionalInvestors / Analysis

Whether MD&A is a part of Annual Report Yes, the same is part of Directors’ Report




In compliance with the requirements of the Listing Agreements, the Company regularly intimates unaudited as well as audited financialresults to the Calcutta Stock Exchange as well as BSE immediately after the Board takes them on record. Further coverage is given forthe benefit of the shareholders and investors by publication of the financial results in the Financial Express and a Bengali newspapercirculating in the state of West Bengal.

General Shareholder Information1. Annual General Meeting : Date, time and Venue

Date 25th September, 2010 (Saturday)

Time 10.30 A.M.

Venue 4 Brabourne Road, 5th Floor, Kolkata - 700 001

2. Financial Calendar (Tentative):

Financial reporting for the quarter ending June, 30, 2010 Last week of July 2010

Financial reporting for the quarter ending September 30, 2010 Last week of October 2010

Financial reporting for the quarter ending December, 31, 2010 Last week of January 2011

Financial reporting for the year ending March 31, 2011 Last week of May 2011

Annual General Meeting for the year ended March 31,2011 Last fortnight of September, 2011

3. Dates of Book Closure: The Register of Members will be closed from Saturday, 18th September, 2010 to Saturday 25thSeptember, 2010 (both dates inclusive) as annual closure for the Annual General Meeting and payment of dividend,if declared.

4. Dividend Payment Date : The Board has recommended a dividend of Re. 1 per equity share for the year ended 31st March,2010; if declared at the AGM, this would be payable on or after 29th September, 2010

5. Listing on Stock Exchange:

The Calcutta Stock Exchange Association Limited

7, Lyons Range, Kolkata- 700 001

Note: All listing and custodial fees to the stock exchange and depositories have been paid to the respective institutions.

6. Stock Code :

a. The Calcutta Stock Exchange Limited - 22123-LOHIASEC

b. Bombay Stock Exchange Limited - 590082

c. ISIN in National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited-INE803B01017

7. Market Price Data :

Monthly high and low quotes and volume of shares traded on Calcutta Stock Exchange (CSE): There were no trading ofthe equity shares of Lohia Securities Limited for the period from 01/04/2009 to 31/03/2010 at the Calcutta Stock Exchange.The close price as on 31st March 2010 is Rs.6.00. The shares of the Company were permitted for trading on BSE platformwith effect from 06.05.2008 and the closing price as on 31st March. 2010 was Rs.61.70.



The market price data i.e. monthly high and low prices of the Company’s shares on BSE are given below:Month Open Price High Price Low Price Close Price No. of Shares

April-09 64.75 82 64.75 77 825May-09 80.8 114 80.8 114 65385June-09 117.5 141.75 116 136 208432July-09 135 136 116.9 120.5 343669August-09 114.5 125 114.5 120.5 70496September-09 118 125 114.5 118.05 45124October-09 119 121 110 121 31621November-09 122 123.9 102 114.5 85250December-09 117.5 120.5 96 96.4 51347January-10 95 105 71 71 25852February-10 67.5 77 63.5 64.8 313710March-10 65 68.7 61.5 62.5 700330

8. Stock Performance (Indexed) &Stock : The Company’s share does not form a part of the CSE-40 or CSE-50Performance during the last year index. Similarly it is not form of BSE Sensex

9. Registrars and Transfer Agents (Share : M/s. Niche Technologies Pvt. Ltd.transfer and communication regarding share D-511, Bagree Market,certificates, dividends and change of address) 71, B.R.B.B. Road

Kolkata- 700 00110. Share Transfer System : Share transfers are registered and returned within a period of 15 days

from the date of receipt, in case documents are complete in all respects. Allshare transfers are approved by the whole-time Director under theauthority delegated to him by the shareholders/ investors GrievanceCommittee. During the year ended 31st March, 2010, 38800 shares inphysical form were transferred and the transfer process was completedwithin an average time period of not more than 15 days from the date oflodgement unless notices were required to be sent to the RegisteredOwners in certain identified categories of cases.

11. a) Distribution of Shareholding as at the year ended 31.3.2010:

No. of Shares No. ofShareholders. % of Total No. of Shares % of Total

Upto- 500 400 77.6699 34713 0.6966

501-1,000 6 1.1650 5413 0.1086

1001-5000 17 3.3010 40076 0.8044

5001-10,000 20 3.8835 167070 3.3528

10,001-50,000 52 10.0971 1340922 26.9099

50,001-1,00,000 9 1.7476 665806 13.3615

1,00,001- & above 11 2.1359 2729000 54.7662

Total 515 100.0000 4983000 100.0000




b) Categories of Shareholders as at the year ended 31.3.2010


Category No ofShareholders % of Total No of

Shares % of Total

12. Dematerialisation of Shares and Liquidity :Trading in the Company’s shares is permitted only in dematerialized form. The Company has established connectivity with both thedepositories viz. NSDL and CDSL through the Registrar M/s. Niche Technologies Pvt. Ltd., whereby the investors have the option todematerialize their shares with either of the depositories. As on 31st March, 2010, about 70.73% of the Company’s shares were heldin dematerialized form.None of the Company’s shares are under lock-in period for any purpose.Company obtains a certificate from practicing Company Secretaries every quarter, which confirms that total issued capital of theCompany is in agreement with total number of shares in dematerialized form with NSDL and CDSL and shares in physical form.Shares held in dematerialized and physical mode as on March 31, 2010.

13. Outstanding GDR/ Warrants : None14. Address for Correspondence

• For matters related to shares, transfer/ transmission requests:M/s. Niche Technologies Pvt. Ltd.D-511, Bagree Market,71, B.R.B.B. Road, Kolkata- 700 001Phone No.-033-2235 7270/ 71.

• For queries/ assistance on issues other than shares(including those related to financial statements)Mr. Narendra Kumar RaiCompany SecretaryLohia Securities Ltd.1 R.N.Mukherjee Road, 1st floor, Room No.11, Kolkata 700 001

Declaration of Code of ConductAs required by Clause 49(1)(d) of the Listing Agreement it is hereby affirmed that all the Board members and Senior Managementpersonnel have complied with the code of conduct of the Company.

Bodies Corporate:Promoters 6 1.165 740069 14.852Others 27 5.243 642988 12.904

33 6.408 1383057 27.756Resident Individuals

Promoters (Directors & Relatives) 14 2.789 2383931 47.841Others 468 90.874 1216012 24.403

482 93.592 3599943 72.244TOTAL 515 100.00 4983000 100.000

Category Number of % of Total ShareCapitalShareholders Shares

Dematerialised NSDL 253 3148576 63.18CDSL 51 376092 7.55Subtotal 304 3524668 70.73

Physical Mode 211 1458332 29.27Grand Total 515 4983000 100.00




Name of the Director Mr. Mahesh Kumar Bajaj Mr. Sameer Bajaj Mr. Rajesh Kumar Bajaj

Date of Birth 03.03.1959 28.11.1974 28.11.1974Date of Appointment 18.01.1995 31.03.2008 18.01.1995

Qualification BCOM BCOM, ACA BCOM

Expertise in specificfunctional areas

He has over 25 years experienceof stock market. He was VicePresident of the Calcutta StockExchange from 1996 to July 1998.He is actively involved in carryingout research activity in the CapitalMarket.

He is a Chartered accountant andhas more than 13 yearsexperience of capital market. Heis giving his advises to Board onmatters relating to administration,finance, investment and taxation.

He is Managing Director of theCompany since 2000. He hasmore than 14 years experienceof Capital Market. He is aCommerce Graduate fromUniversity of Calcutta and islooking after generaladministration and institutionaldealings of the Company.

List of Companies inwhich outsideDirectorship held

Public Companies: Nil

Private Companies:1. Bajaj Portfolio Services Private

Limited2. Madhusudhan Enclave

Private Limited3. Trade City Commodities Pvt.

Ltd.4. Trade City Securities Private

Limited.5. Trade City Real Estate Private

Limited6. Trade City Barter Private

Limited


Private Companies:1. Ridhi Sidhi Distributors Private

Limited


Private Companies:

1. Ridhi Sidhi Distributor Pvt. Ltd.

2. Narayani Publishers & MediaSupport Private Ltd.

3. Narayani Infrastucture &Logistics Pvt. Ltd.

4. Narayani CommoditiesPrivate Ltd.

5. Presidency Medical CentrePvt. Ltd.

6. Trade City Real Estate PrivateLimited

7. Bajaj Realties Private Limited

8. Daadi Stock Broking PrivateLimited

9. Trade City Securities PrivateLimited

10. Trade City Barter PrivateLimited

11. Ranisati Career InstitutePrivate Limited

12. Ranisati Programme TradingCareer Institute Private Limited

Details of the Directors seeking re-appointment at the 16th Annual General Meeting




Chairman/ Memberof the Committee ofthe Board ofDirectors of theCompany (LohiaSecurities Ltd.)

Member of Audit Committee Member of Investors

Grievance Committee Member of Remuneration

Committee

Member of Audit CommitteeMember of InvestorsGrievance Committee

Member of RemunerationCommittee

13. Ranisati Retail & DistributionCareer Institute Private Limited

14. Ranisati Commodity CareerInstitute Private Limited

15. Ranisati Compliance Clearing& Settlement Career InstitutePrivate Limited

16. Ranisati Currency CareerInstitute Private Limited

17. Ranisati Debt Career InstitutePrivate Limited

18. Ranisati Market Feed BackCareer Institute Private Limited

19. Ranisati Internet TradingCareer Institute Private Limited

20. Igneous Career InstitutePrivate Limited

Nil

NilNilNilChairman/ Memberof the Committees ofthe Directors ofother Companies inwhich he is aDirector

Kolkata, the 30th day of July, 2010sd/-

Rajesh Kumar BajajManaging Director

sd/-Sudheer Kumar Jain

Whole-time Director



Auditors’ Certificate on Corporate Governance

The Board of DirectorsLohia Securities Limited6, Lyons Range, 1st FloorKolkata - 700 001

We have exmined the compliance of condition of Corporate Governance by M/s. Lohia Securities Limited for the year ended31st March, 2010 as stipulated in cluse 49 of the Listing Agreement of the said Company with Stock Exchange.

The compliance of the condition of Corporate Governance is the responsibility of the management. Our examination waslimited to procedures and implementation thereof, adopted by the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company hascomplied with the conditions of Corporate Governance as stipulated in clause 49 of the Listing Agreement.

We state that no investor grievances are pending for a period exceeding one month against the Company as per recordsmaintained by the Investors Grievance Committee.

We further state that such compliance is neither an assurance as to the further viability of the Company nor the efficiency oreffectiveness with which the management has conducted the affairs of the Company.


For PATNI & CO.Chartered Accountants

sd/-S. Sureka

PartnerMembership No. 57918

Place : 1, India Exchange Place Kolkata - 700 001

Date : The 30th day of July, 2010



TOTHE MEMBERS OFLOHIA SECURITIES LTD.1. We have audited the attached Balance Sheet of M/s. Lohia Securities Limited as at 31st March, 2010, the Profit & Loss

Account and also the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements areresponsibility of the management of the company. Our responsibility is to express an opinion on these financial statements basedon our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we planand perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.An audit includes examining, on a test basis, evidence to support the financial statement, amounts and disclosure in the financialstatement. An audit also includes assessing the accounting principles used in the preparation of financial statements, assessingsignificant estimates made by the Management in the preparation of financial statements and evaluating overall financial statementpreparation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor’s Report) Order, 2003 (as amended) issued by the Central Government in term ofSection 227(4A) of the Companies Act, 1956, we give in the Annexure a statement on the matters specified in the paragraphs4 and 5 of the said order.Further to our comments in the Annexure referred to in paragraph (3) above, we report that: -a) We have obtained all the information and explanations 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 as far as appears from

our examination of the books.c) The Balance sheet and Profit & Loss Account referred to in this report are in agreement with the books of account.d) In our opinion, the Profit & Loss Account and Balance Sheet comply with the Accounting Standard referred to in

sub-section 3(C) of section 211 of the Companies Act, 1956.e) On the basis of written representations received from the directors, as on March 31, 2010 and taken on record by the

Board of Directors, we report that none of the director is disqualified as on March 31, 2010 from being appointed asa director in terms of section 274(1)(g) of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanations given to us and subject to notes giventhere on, the said accounts give the information required by the Companies Act, 1956 in the manner so required and givea true and fair view:-(a) In the case of the Balance Sheet, of the state of affairs of the company as at 31st March, 2010.

And(b) In the case of the Profit & Loss Account, of the Profit of the company for the year ended on that date.

And(c) In the case of the Cash Flow statements of the cash flow for the year ended on that date.

AUDITORS’ REPORT


sd/-S. Sureka



Date : The 29th day of May, 2010



ANNEXURE TO THE AUDITOR’S REPORT

In term of the information and explanations given to us and books of account examined by us in the normal course of audit and to thebest of our knowledge and belief, we state as under: -

i) The company has maintained proper records showing full particulars including quantitative details and situation of its fixed assets.These fixed assets were physically verified by the management during the year. We have been informed that no discrepancieswere noticed on such physical verification. Substantial part of fixed assets has not been disposed of during the year, which willaffect its status as going concern.

ii) Physical verification of inventories has been conducted by the management during the year at reasonable intervals. In ouropinion, the procedures of physical verification of inventories followed by the management are reasonable and adequate inrelation to the size of the company and the nature of its business. The company is maintaining proper records of inventory. Asinformed to us, no discrepancies were found on physical verification of inventories as compared to book records.

iii) A) The Company had granted advance to one party covered in the register required to be maintained u/s 301 of the CompaniesAct, 1956. The maximum amount involved during the year was Rs. 2,00,00,000/-. In our opinion, the terms and conditions ofadvances given by the company to companies, firms or other parties listed in the register required to be maintained under section301 of the Companies Act, 1956 are not, prima facie, prejudicial to the interest of the company. There is no closing balance as on31.3.2010

B) The Company has taken unsecured loan from five parties covered in the register required to be maintained u/s 301 of TheCompanies Act, 1956. The maximum amount involved during the year was Rs. 7,32,25,000/-. In our opinion, the rate of interestand terms and conditions of loan taken by the company from companies, firms or other parties listed in the register required to bemaintained under section 301 of the Companies Act, 1956, are not, prima facie, prejudicial to the interest of the company. Thecompany is regular in payment of interest. There is no specific stipulation with regard to repayment of loans.

iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedurescommensurate with the size of the company and the nature of its business for purchase of inventory and fixed assets and for saleof goods and services. During the course of our audit, we have not observed any continuing failure to correct major weaknessin internal control.

v) According to the information and explanations given to us, in our opinion contracts or arrangements that need to be entered intothe register required to be maintained u/s 301 of the Companies Act, 1956 have been so entered.

In our opinion, each of these contracts or arrangements made has been made at prices which are reasonable having regard tothe prevailing market price at the relevant time.

vi) According to information and explanations given to us, the company has not accepted any public deposit upto 31.3.2010.

vii) In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

viii) The company is not engaged in production, processing, manufacturing or mining activities. Hence, the provisions of section209(1)(d) do not apply to the company. Hence, no comment on maintenance of cost records u/s 209(1)(d) is required.

ix) According to the records of the company, the company is regular in depositing undisputed statutory dues including ProvidentFund, Investor Education and Protection Fund, Employees' State Insurance, Income Tax, Wealth Tax, Service tax, Sales Tax,Customs Duty, Excise Duty & Cess and any other statutory dues with appropriate authorities applicable to it. According toinformation and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, service Tax, salestax, custom duty and excise duty were outstanding as at the last date of the accounting year for a period of more than six monthsfrom the date they became payable. According to records of the company, there are no dues of sales tax, income tax, customduty, wealth tax, service tax, excise duty and cess which have not been deposited on account of any dispute.

x) The company has no accumulated losses. The company has not incurred any cash loss in the current financial year andincurred cash loss of Rs.2,81,55,163/- in the immediately preceding financial year.



ANNEXURE TO THE AUDITOR’S REPORT (Contd.)


sd/-S. Sureka


Place : 1, India Exchange PlaceKolkata - 700 001


xi) The Company has not defaulted in repayment of dues to financial institution or bank or debenture holders.

xii) As informed to us, the company has not granted any loans or advances on the basis of security by way of pledge of shares,debentures and other similar securities.

xiii) The company is not a chit fund, nidhi or mutual benefit fund / society.

xiv) The company has maintained proper records of the transactions and contracts of dealing in shares, securities, debenture andother investment and we have been informed that timely entries have been made therein. As explained to us, all the shares havebeen held by the company in its own name except to the extent of exemption granted u/s 49 of the Companies Act, 1956.

xv) The company has not given any guarantee for loans taken by others from bank or financial institutions.

xvi) The term loans obtained by the company have been applied for the purpose for which they were raised.

xvii) According to the information and explanation given to us, we report that no funds raised on short-term basis have been used forlong term investment by the company.

xviii) The company has not made any preferential allotment of shares to parties and companies covered in the Register required tobe maintained under section 301 of the Act.

xix) The company has not issued any debenture.

xx) The company has not raised any money by public issues during the period covered by our audit report.

xxi) During the checks carried out by us, no fraud on or by the company has been noticed or reported during the year under report.



SCHEDULES 2009-2010 2008-2009Rs. P. Rs. P.

I. SOURCES OF FUNDS1. SHAREHOLDER’S FUNDS

a) Share Capital “A” 49,872,500.00 49,872,500.00b) Reserves & Surplus “B” 272,216,541.19 258,271,176.67

2. LOAN FUNDSa) Secured Loans “C” 52,236,675.08 62,677,569.11b) Unsecured Loans “D” 9,200,000.00 10,000,000.00

TOTAL 383,525,716.27 380,821,245.78

II. APPLICATION OF FUNDS1. FIXED ASSETS

Gross Block “E” 97,778,167.12 93,535,754.12Less:Depreciation 65,559,046.68 55,123,433.68Net Block 32,219,120.44 38,412,320.44

2. INVESTMENTS “F” 104,066,800.00 104,566,800.003. DEFERRED TAX ASSETS 981,987.00 11,027,034.004. CURRENT ASSETS AND

LOANS & ADVANCESa) Inventories “G” 29,299,295.67 13,409,045.73b) Sundry Debtors “H” 1,531,316.94 7,100,330.03c) Cash & Bank Balances “I” 193,626,676.39 154,896,659.18d) Other Current Assets “J” 4,645,784.12 4,293,029.22e) Loans & Advances “K” 61,385,303.28 81,896,328.16

290,488,376.40 261,595,392.32LESS : CURRENT LIABILITIESAND PROVISIONSa) Current Liabilities “L” 34,156,745.19 28,240,922.51b) Provisions “M” 10,101,798.00 6,647,045.00

44,258,543.19 34,887,967.51NET CURRENT ASSETS 246,229,833.21 226,707,424.81

5. MISCELLANEOUS EXPENDITURE(to the extent not written off or adjusted)a) Interest Suspense 27,975.62 107,666.53

27,975.62 107,666.53TOTAL 383,525,716.27 380,821,245.78

Significant Accounting Policies Notes to the Accounts “Q”Schedules referred to above form an integral part of the Balance Sheet

As per our attached report of even dateFor PATNI & CO.Chartered Accountantssd/- S. SurekaPartnerMembership No. 57918 sd/- sd/- sd/-Place : KolkataDate : 29th May, 2010

BALANCE SHEET AS AT 31ST MARCH. 2010

For and on behalf of Board of Directors

Sudheer Kumar JainWhole-time Director

Narendra Kumar RaiCompany Secretary

Rajesh Kumar BajajManaging Director



SCHEDULES 2009-2010 2008-2009

Rs. P. Rs. P.I. INCOME

Income from Operation “N” 217,225,421.90 121,904,400.12Dividend from Shares lying in Inventories 226,780.16 367,721.47Dividend from Shares lying in Investment 1,750.00 -Brokerage (T.D.S Rs. 59/-; P.Y. 3,077/-) 18,894,342.32 23,804,427.81Interest Income (T.D.S. Rs. 15,45,444.50 14,047,511.96 17,640,800.85Previous Year Rs. 34,16,256.08)Receipts from DP Division (T.D.S. : 79,700/-;P.Y.Nil) 2,443,031.88 1,502,125.05Profit on Sale of Investment 35,193.15 -Profit On Sale of Fixed Assets 56,584.00 -Miscellaneous Income 501,240.73 19,185.19

TOTAL 253,431,856.10 165,238,660.49II. EXPENDITURE

Payments to and Provision for Employees “O” 30,093,794.27 39,171,689.67Other Expenses “P” 107,442,917.16 96,499,703.93Securities Transaction Tax 60,637,521.40 44,384,310.51Interest Expenses 9,130,803.42 13,338,119.38Depreciation 11,072,731.00 14,094,791.00

TOTAL 218,377,767.25 207,488,614.49

PROFIT/(LOSS) BEFORE TAX (A-B) 35,054,088.85 (42,249,954.00)Less : Provision for TaxesCurrent Tax 3,661,000.00 -Deferred Tax 10,045,047.00 (13,724,927.00)Fringe Benefit Tax - 314,000.00Income Tax For Earlier Year 1,592,063.33 231,581.43

PROFIT/(LOSS) AFTER TAX 19,755,978.52 (29,070,608.43)Add : Balance Brought Forward from previous year 143,898,676.67 178,799,146.10

163,654,655.19 149,728,537.67Less: Proposed Dividend for the year 4,983,000.00 4,983,000.00Less: Provision for Dividend Tax 827,614.00 846,861.00Balance Carried to Balance Sheet 157,844,041.19 143,898,676.67Basic/Diluted Earning Per Share 3.96 (5.83)Significant Accounting Policies and Notes to the Accounts “Q”Schedules referred to above form an integral part of the Profit & Loss Account

As per our attached report of even dateFor PATNI & CO.Chartered Accountantssd/- S. SurekaPartnerMembership NO. 57918Place : KolkataDate : 29th May, 2010

PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010



Whole-time Director

sd/-Narendra Kumar Rai

Company Secretary

sd/-Rajesh Kumar Bajaj

Managing Director



31.3.2010 31.03.2009Rs. Lacs Rs. Lacs Rs. Lacs Rs. Lacs

A. CASH FLOW FROM OPERATING ACTIVITIESNet Profit Before Tax & Extraordinary Items 350.54 (422.50)Adjustment for :Depreciation 110.73 140.95Interest Expenses 91.31 133.38Miscellaneous Balance Written Off 0.02 -Interest Received (140.48) (176.41)Provision for Bad & Doubtful Debts 1.27 17.61(Profit)/Loss On Sales Of Investment (0.35) -(Profit)/Loss On Sales Of Fixed Assets (0.57) 61.94 0.41 115.94

412.48 (306.56)Operating Profit before Working Capital Adjustment(Increase)/Decrease in Inventories (158.90) 416.54(Increase)/Decrease in Debtors 54.39 48.82(Increase)/Decrease in Other Current Assets (3.53) 50.33(Increase)/Decrease in Loans & Advances 249.12 (8.23)Increase/(Decrease) in Current Liabilities 58.45 199.53 (151.19) 356.27

612.01 49.71Payment of Tax 61.80 42.93Net cash flow from operating activities 550.21 6.78

B. CASH FLOW FROM INVESTING ACTIVITIESSale Proceed of Investment 5.35 -Purchase of Long Term Investment - (536.08)Advance for Property - 12.70Purchase of fixed assets (50.92) (57.54)Sales Proceeds of Fixed Assets 2.69 0.33Interest Received 140.48 176.41(Increase)/decrease in fixed deposit (353.80) 534.47Net cash used in investing activities (256.20) 130.29

C. CASH FLOW FROM FINANCING ACTIVITIESIncrease/(Decrease) in Secured Loan (104.41) (442.22)Increase/(Decrease) in Unsecured Loan (8.00) 100.00Payment of Dividend & Dividend Tax (58.30) (69.96)Interest Paid (91.31) (133.38)Share Capital & Security Premium - 1.28Misc. Expenses W/off 0.80 0.72Net cash realised from financing activities (261.22) (543.56)Net increase/(Decrease) in cash and cash equivalent 32.79 (406.49)OPENING CASH & CASH EQUIVALENT 109.17 515.66CLOSING CASH & CASH EQUIVALENT 141.97 109.17Notes to the Cash Flow Statement for the year ended 31st March 2010CLOSING CASH & CASH EQUIVALENT Rs. Lacs Rs. LacsCash in Hand 12.04 13.04Cash at Bank 131.09 96.57Bank Overdraft (1.16) (0.44)

141.97 109.17

As per our attached report of even dateFor PATNI & CO.Chartered Accountantssd/- S. SurekaPartnerMembership NO. 57918Place : KolkataDate : 29th May, 2010

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2010PURSUANT TO CLAUSE 32 OF LISTING AGREEMENTS(S) (AS AMENDED)



Whole-time Director


Company Secretary


Managing Director



SCHEDULES ATTACHED AND FORMING PART OF FINANCIAL STATEMENTS 2009-2010 2008-2009

Rs. P. Rs. P.SCHEDULE - ASHARE CAPITALAuthorised75,00,000 Equity shares of Rs. 10/- each 75,000,000.00 75,000,000.00Issued & Subscribed50,00,000 Equity shares of Rs. 10/- each 50,000,000.00 50,000,000.00Paid Up Capital49,83,000 Equity Shares of Rs. 10/- each fully paid up 49,830,000.00 49,830,000.00Add: Forfeited Shares 42,500.00 42,500.00

TOTAL 49,872,500.00 49,872,500.00Note : Out of the above shares, 50,000 shares

are alloted as fully paid up pursuant toa contract without payment being received in cash.

SCHEDULE - ‘B’RESERVE & SURPLUSA. General Reserve

Opening Balance 95,000,000.00 95,000,000.00Sub -Total :- A 95,000,000.00 95,000,000.00

B. Profit & Loss A/cProfit & Loss Account 157,844,041.19 143,898,676.67Sub -Total :- B 157,844,041.19 143,898,676.67

C. Security PremiumOpening Balance 19,372,500.00 19,307,250.00Add: Amount Received during the year - 65,250.00Sub -Total :- C 19,372,500.00 19,372,500.00TOTAL : - (A + B+ C) 272,216,541.19 258,271,176.67

SCHEDULE - ‘C’SECURED LOANLoan against Car1. ICICI BANK LTD. 85,680.00 199,707.00

(Repayable within one year Rs.85,680/- Previous Year Rs. 1,14,027/-)2. HDFC BANK LTD. 448,375.00 900,235.00

(Repayable within one year Rs.4,25,595/- Previous year Rs.4,51,860/- )Term Loan1. HDFC BANK 32,000,000.00 22,000,000.00

(Refer Note No.B(8) of schedule Q)(Repayable within one year Rs.3,20,00,000/- Previous year Rs. 2,20,00,000/- )

2. HDFC BANK - 8,333,333.24(Secured against movable Plant & Machinery and Furniture & Fittingsat Office located at

4. Brouborne Road, 5th Floor, Kolkata - 1) (Repayable within one year Nil,Previous year Rs.66,66,666.72 )

Bank overdraft1. HDFC Bank LAS A/c (Secured against pledge of Shares) 7,862,008.48 -2. HDFC Bank FD /OD A/c (Refer Note No.B(8) Of schedule Q) 1,800,887.68 3,612,949.723. HDFC BANK (Secured against personal guarantee of 10,039,723.92 27,631,344.15

Directors and office premises of Wholly Owned Subsidiary Company & ofa company in which one of the director is interested)

TOTAL 52,236,675.08 62,677,569.11

SCHEDULE - ‘D’UNSECURED LOANFrom body Corporates 9,200,000.00 10,000,000.00

TOTAL 9,200,000.00 10,000,000.00



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SCHEDULES ATTACHED AND FORMING PART OF FINANCIAL STATEMENTS

SCHEDULE ‘F’INVESTMENTLONG TERM INVESTMENTS (AT COST)A) In Equity SharesUnquoted, TradeIn Wholly Owned SubsidiariesTrade City Securities Pvt. Ltd. 25,000,000.00 25,000,000.0025,00,000 (Previous Year : 25,00,000) Equity Shares of Rs.10/- each fully paid upTrade City Real Estate Pvt. Ltd.14,50,000 (Previous Year :14,50,000) Equity Shares of Rs. 10/- each fully paid up 50,750,000.00 50,750,000.00Trade City Commodities Pvt. Ltd.10,55,000 (Previous Year :10,55,000) Equity Shares of Rs. 10/- each fully paid up 15,825,000.00 15,825,000.00Trade City Barter Pvt. Ltd.4,25,200 (Previous Year : 4,25,200) Equtiy Shares of Rs. 10/- each fully paid up 9,779,800.00 9,779,800.00

Sub Total (i) 101,354,800.00 101,354,800.00In OthersThe Calcutta Stock Exchange Association Ltd.250 (Previous Year : 250) Equity Shares of Rs.1/- each fully paid up 500,000.00 500,000.00

Sub Total (ii) 500,000.00 500,000.00Quoted, Non TradeSidheshwari Garments Ltd.8,700 (Previous Year: 8,700) Equity Shares of Rs.10/- each fully paid up 87,000.00 87,000.00

Sub Total (iii) 87,000.00 87,000.00

Unquoted, Non TradeNimbus Communication Ltd.5,000 (Previous Year : 5,000) Equity Shares of Rs.5/- each fully paid up 1,125,000.00 1,125,000.00

Sub Total (iv) 1,125,000.00 1,125,000.00TOTAL : - A (i+ii+iii+iv) 103,066,800.00 103,066,800.00

B. In Mutual FundUnquoted (Non Trade)LIC MF India Vision Fund 1,000,000.00 1,000,000.001,00,000 (Previous Year : 1,00,000) Units of Rs.10/- each fully paid upEscorts Leading Sector Fund - 500,000.00Nil (Previous Year : 48,899.75) Units of Rs.10/- each fully paid up

TOTAL : - B 1,000,000.00 1,500,000.00TOTAL : - (A + B) 104,066,800.00 104,566,800.00

Market value of Quoted Shares 26,535.00 26,535.00Net Assets Value of Mutual Fund 853,780.00 835,322.12

2009-2010 2008-2009 Rs. P. Rs. P.




SCHEDULE ‘G’InventoriesShares (Non Traded, Quoted) Fully Paid upName of the CompanyABAN Offshore Limited 2 1 1,159.10 - -Adhunik Metaliks Limited 10 600 62,269.65 - -Aditya Birla Money Limited 1 1 50.10 - -Aftek Limited 2 100,000 1,665,000.00 - -Akar Tools Limited 10 5,000 155,500.00 - -Aksh Optifibre Limited 5 10,000 242,000.00 10,000 97,500.00Alok Industries Limited 10 1,000 22,200.00 11,040 138,000.00Alps Industries Limited 10 8,000 88,800.00 - -Anco Communications Limited. 10 1,000 2,150.00 1,000 2,150.00Ansal Property & Infrastructure Limited 5 600 42,690.00 - -Andhara Bank Limited 10 - - 18,400 810,068.10Aqua Logistics Limited 10 500 130,250.00 - -Arvind Remedies Limited 1 100,000 190,000.00 100,000 120,000.00Axis Bank Limited 10 1 1,090.00 - -Bajaj Hindustan Limited 1 5 678.50 1,900 91,105.00Balaji Distilleries Limited 10 11,205 498,095.90Bang Overseas Limited 10 3,414 146,631.30 4,914 356,019.30Baroda Rayon Corporation Limited. 10 485 1,430.75 485 1,430.75Bengal & Assam Company Limited 10 - - 203 24,849.23Benchmark Mutual Fund Nifty Bees 200 105,248.00 - -Bharati Airtel Limited 5 2 552.00 - -Bharati Shipyard Limited 10 - - 175 9,773.75Bharat Electronics Limited 10 30 66,073.50 - -Bharat Heavy Electricals Limited 10 1 2,370.00 - -Bharat Starch Product Limited 10 11 1,988.80 11 1,988.80Bhourkla Aluminium Limited 2 4,000 66,000.00 4,000 66,000.00Bhushan Steel Limited 10 3 4,840.00 - -Bodal Chemicals Limited 10 500 18,547.50 500 8,600.00Bombay Dyeing & Manufacturing Company Limited 10 - - 600 85,068.65Brigade Enterprises Limited 10 - - 5,159 175,663.95Brushman India Limited 10 7,675 84,194.75 8,375 156,193.75Cairn India Limited 10 5 1,288.00 - -Cals Refinery Limited 1 1,525,995 671,437.80 1,050,000 525,000.00Century Textiles Limited 10 - - 424 68,885.20Cipla Limited 2 4 1,216.00 - -Cochin Minerals & Rutiles Limited 10 1,000 39,160.00 1,000 25,250.00Dena Bank 10 4 308.75 500 16,200.00Digjam Limited 10 95,315 853,069.25 - -DLF Limited 2 7,550 2,332,195.00 - -Dolat Investments Limited 1 50,000 204,500.00 50,000 143,000.00Dr. Reddy’s Laboratories Limited 5 102 130,044.90 - -Dredging Corporation of India Limited 10 30 18,231.00 100 22,519.70Dunlop India Limited. 10 2,851 18,816.60 3,851 25,416.60Dynacons Systems & Solution Limited 2 5,000 4,500.00 5,000 2,250.00Electrosteel Castings Limited 1 - - 1,000 14,850.00Essar Oil Limited 10 4 552.80 - -ETC Networks Limited 10 2 432.00 - -Fame India Limited 10 1 42.95 - -Federal - Mogul Goetze India Limited 10 - - 829 26,464.05First Source Solution Limited 10 1 26.50 - -

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount




Foundary Fuel Products Limited 10 45,391 235,387.37 62,690 318,058.80Forties Healthcare Limited 10 2 348.00 - -GAIL (India) Limited 10 3 1,199.00 - -Gallant Metal Limited 10 - - 800 8,280.00Gateway Distripark Limited. 10 - - 1,000 53,650.00Gayatri Sugar Limited 10 - - 111,973 412,060.64Glenmark Pharmaceuticals Limited 1 50 13,312.50 - -Globus Spirits Limited 10 5,000 676,750.00 - -GMR Infrastructure Limited 1 9,998 626,874.60 - -G V Films Limited 10 15,000 27,150.00 15,000 12,750.00Goodyear India Limited 10 650 148,460.00 1,100 114,840.00Godrej Industries Limited 1 100 14,020.00 - -Grasim Industries Limited 10 - - 4 6,155.60Gufic Biosciences Limited 1 500 3,275.00 - -GVK Power & Infrastructure Limited 1 1 43.45 -Himachal Futuristic Communication Limited. 10 40,750 498,917.40 7,000 56,000.00Himadri Chemical Limited. 10 - - 407 35,107.50Hindalco Industries Limited 1 222 40,250.30 - -Hinduja Foundaries Limited 10 9,077 865,705.00 - -Hindustan Oil Exploration Company Limited 10 1,000 228,850.00 - -Hindustan Motors Limited 10 2,500 51,625.00 2,900 38,135.00Hitachi Home & Life Solution Limited 10 - -Housing Development Finance Corporation Limited 10 3 7,630.00 - -Housing Development & Infrastructure Limited 10 686 196,436.10 300 24,555.00IBN18 Broadcast Limited 2 - - 500 35,175.15ICICI Bank Limited 10 44 40,942.00 50 16,640.00IDEA Cellular Limited 10 3 196.50 - -Infrastructure Development Finance Company Limited 10 2,749 427,894.65 6,750 365,175.00IFCI Limited 10 11,260 561,311.00 - -I-Flex Solution Limited 5 - - - -IG Petrochemicals Limited 10 5,701 250,844.00 6,572 104,494.80IKF Technologies Limited 1 5,000 19,950.00 5,000 11,350.00India Bulls Real Estate Limited 2 2 305.10 - -Infosys Technologies Limited 5 1 2,615.95 - -Intra Décor Limited 1 8,333 2,166.58 - -Industrial Development Bank of India Limited 1 52 5,980.00 5,000 1,200.00Information Technologies India Limited. 5 100 105.00 100 105.00IVR Prime Urban Developers Limited 10 10,000 1,562,415.80 12,724 377,902.80Jaiprakash Associates Limited. 2 - - 200 16,820.00Jai Prakash Power Venture Limited 10 3 201.30 - -Jaysynth Dyechem Limited 1 5,000 39,500.00 5,000 27,500.00Jet Airways (India) Limited 10 - - 800 135,480.00J B Chemicals & Pharma Limited 2 - - 1,000 36,400.00JK Cement Limited 10 - - 400 14,583.25JK Synthetic Limited 10 35,436 96,637.27 42,971 84,652.87Jindal Saw Limited 10 - - 500 88,400.00Jindal Southwest Hold Limited 10 - - 200 51,300.00Jindal Steel & Power Limited 1 2 1,336.35 - -JSW Energy Limited 10 5,000 559,250.00 - -JSW Steel Limited 10 2 2,366.00 - -Kale Consultants Limited 10 8,313 731,544.00 - -

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount




Kaashyap Technologies Limited 1 43,721 21,423.29 43,721 19,237.24Kernex Microsystems (India) Limited 10 16,000 1,745,744.95 - -Kingfishers Airlines Limited 10 6,164 288,475.20 6,100 202,532.35Kinetic Engineering Limited 10 1,424 113,920.00 - -Kitply Industries Limited 10 2,000 14,200.00 2,900 13,330.00La Opala RG Limited 10 1,000 39,800.00 1,000 14,200.00Larsen & Toubro Limited 2 - - 75 45,915.85Madras Cement Limited 1 175 20,104.10 300 10,216.50Magnum Ventures Limited 10 1,000 8,700.00 1,000 5,600.00Mahindra Gesco Developers Limited 10 - - 700 83,544.55Mahindra Lifespace Developers Limited 10 730 279,322.90 - -Mercator Lines Limited 1 - - 3,000 84,900.00Man Industries (India) Limited 5 1,250 88,862.20 - -Mcleod Russel India Limited. 10 200 54,110.00 2,500 161,250.00Mid-Day Multimedia Limited 10 - - 242 2,831.40Mangalore Refinery & Petrochemicals Limited 10 2,200 167,640.00 - -Mahanagar Telephone Nigam Limited 10 2 146.40 100 6,900.00MPS Limited 10 8,674 557,203.35 - -Mukand Limited 10 20,000 1,215,500.00 - -National Thermal Power Corporation Limited 10 4 801.25 - -National Alluminium Company Limited 10 5 1,875.00 - -Nectar Lifesciences Limited 1 400 14,540.00 - -Neyveli Lignite Corporation 10 4 579.80 - -NMDC Limited 1 1,500 441,600.00Nocil Limited 10 3,000 67,200.00 3,000 34,650.00Noida Toll Bridge Communication Limited 10 - - 1,000 23,800.00Orbit Corporation Limited 10 - - 3,000 136,857.05Orchid Chemicals & Pharmaceuticals Limited 10 6 923.40 - -Orient Paper & Industries Limited. 1 7,118 334,613.85 7,710 180,507.40Pankaj Polymers Limited 10 - - 15,000 40,200.00Paramount Communication Limited 2 2,000 24,100.00 2,000 13,600.00Parsvnath Developers Limited 10 - - 4,200 152,880.00Pennar Aluminium Company Limited. 10 3,500 6,720.00 3,500 4,270.00Petronet LNG Limited. 10 55 3,871.45 54 2,097.90Pipavav shipyard Limited. 10 12,400 806,457.75 -Pioneer Embroderies Limited 10 - - 500 5,150.00Prudential Sugar Corporation Limited. 10 200 274.00 200 274.00Power Finance Corporation Limited 10 - - - -Porwal Auto Components Limited 10 3,000 44,880.00 3,000 19,830.00Power Grid Corporation Limited 10 799 72,392.03 1,300 117,472.55Punjab National Bank Limited 10 2 1,753.00 - -Prajay Engineers Syndicate Limited 2 400 10,800.00 2,500 32,625.00Praj Industries Limited 2 2 159.50 - -PTC India Limited 10 4 424.00 - -Pyramid Sai Theat Limited 10 - - 500 7,225.00Rajshree Sugars & Chemicals Limited 10 300 14,955.00 - -Rama Newsprint & Papers Limited 10 1 21.65 - -Ramco Sysytems Limited 10 4,144 385,806.40 - -Ranbaxy Laboratories Limited 5 - - 46 7,622.20Rei Agro Limited 1 500 24,800.00 - -Reliance Capital Limited 10 1 756.05 - -Reliance Communication Limited 5 3 479.00 - -

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount




Reliance Industries Limited 10 2 2,144.00 100 152,475.00Reliance Power Limited 10 100 14,945.00 100 10,235.00Reliance Infrastructure Limited 10 - - 1 515.55Reliance Natural Resources Limited. 5 3 186.15 2 89.70Reliance Petroleum Limited 10 - - 3 285.30Revathi Equipment Limited 10 977 644,087.25 - -Roman Tarmat Limited 10 - - 711 19,623.60Rural Electrification Corporation Limited 10 104 26,067.60 - -Sahara Housing Finance Corporation Limited 10 95 12,863.00 - -Sahara One Media & Entertainment Limited 10 - - 95 5,248.75Satyam Computer Services Limited 2 200 18,470.00 3,975 152,838.75SE Investment Limited 10 - - 1,000 180,000.00Sesa Goa Limited 1 2 906.10 - -Shree Mahaganga Sugar Limited 1 2,000 860.00 2,000 2,520.00Sical Logistic Limited 10 10,000 793,500.00 - -Simens Limited 2 492 362,073.40 - -Simens Healthcare Dignostics Limited 10 506 667,440.25 - -Sobha Developers Limited 10 - - 5,700 451,155.00Shoppers Stop Limited 10 526 207,506.35 630 62,706.30Shaw Wallace Limited 10 - - 13,832 1,998,032.40Shree Renuka Sugars Limited 1 5,006 356,927.80 - -Shree Synthetics Limited. 10 20 19.00 20 19.00SREI Infrastructure Finance Limited 10 2,000 152,700.00 - -Sun Pharmaceuticals Industries Limited 5 1 1,520.00 - -Suzlon Energy Limited 2 10,004 718,787.40 2,000 84,700.00Sika Interplant Limited 10 - - 100 1,365.00Silverline Animation Technologies Limited 10 80 1,076.80 80 6,692.00SRF Limited. 10 - - 750 55,725.00Steel Authority of India Limited 10 1 239.00 - -Sumeet Industries Limited 10 - - 2,500 15,475.00Surat Textiles Mills Limited 1 10,000 45,600.00 10,000 18,900.00Swil Limited. 10 7,866 35,239.68 7,866 26,351.10Tata Iron & Steel Co. Limited. 10 - - 606 123,213.40Tata Motors Limited. 10 1 723.95 3,825 531,435.60Tata Power Company Limited 10 2 2,714.45 - -Tata Consultancy Services Limited 1 - - 1 538.55Titan Industries Limited 10 4 7,362.40 - -Teledata Technologies Limited 2 - - 1,000 5,060.00TeleData Info Marin Limited 2 1,000 5,030.00 1,000 5,060.00Thinksoft Global Services Limited 10 1,482 280,913.10 - -T Spiritual World Limited 10 1,600 3,504.00 1,600 1,968.00The Great Eastern Shipping Limited 10 2 524.00 - -The Indian Hotels Company Limited 1 1 101.00 - -Trigyn Technologies Limited 10 2,500 50,750.00 2,500 18,682.90Tata Teleservices (Maharastra) Services Limited 2 7,000 165,550.00 - -Temptation Food Limited 10 9,869 298,537.25 54,869 1,399,447.65Unitech Limited 2 1,603 114,428.90 1,600 55,792.40Unity Infraprojects Limited 10 300 179,835.00 - -United Spirits Limited 10 93 122,890.20 - -Valiant Communications Limited 10 49,191 1,308,480.60 40,000 944,000.00Vishal Retail Limited 10 - - 600 20,730.00Vijaya Bank Limited 10 2 94.90 - -

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount




Visu International Limited 10 - - 500 1,750.00Welspun Global Brands Limited 10 100 - - -Welspun Investments Limited 10 50 - - -Welspun India Limited 10 - - 1,000 20,400.00Welspun Gujstani Rohren Limited 5 - - 2,003 145,477.55Wipro Limited 2 2 1,335.00Total 2,438,707 29,299,295.67 1,842,124 13,409,045.73

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount

2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - ‘H’SUNDRY DEBTORSDebts outstanding for a period exceedingSix months 2,077,470.75 2,224,042.29Others 1,342,131.78 6,637,219.49

3,419,602.53 8,861,261.78Less: Provison for Bad & Doubtful Debts 1,888,285.59 1,760,931.75

TOTAL 1,531,316.94 7,100,330.03

SCHEDULE - ‘I’CASH & BANK BALANCESCash in hand (As certified by the management) 1,203,571.45 1,303,577.80Balance with Scheduled Banks-On Current Account 13,108,904.94 9,658,481.38-On Fixed deposit Account 179,314,200.00 143,934,600.00(Refer note no. B(1)(a),(8) & (9) of Schedule ‘Q’)

TOTAL 193,626,676.39 154,896,659.18

SCHEDULE - ‘J’OTHER CURRENT ASSETSDividend Receivable 50,110.00 35.00Interest Receivable 4,595,674.12 4,292,994.22

TOTAL 4,645,784.12 4,293,029.22

SCHEDULE - ‘K’LOANS & ADVANCES(Recoverable in cash or in kind or for value to be received)ADVANCESIncomeTax 11,109,889.29 6,862,219.02Fringe Benefit Tax 616,317.00 753,015.00Prepaid Expenses 3,350,074.82 4,191,772.12Margin with Exchange 1,300,000.00 14,691,000.00Other Advances 8,002,815.25 18,231,045.10DEPOSITSDeposits with Exchange 27,415,000.00 27,670,201.00Telephone Deposits 127,944.92 126,444.92Electricity Deposits 741,234.00 665,484.00Security Deposits For Office 7,800,000.00 7,957,860.00Other Deposits 922,028.00 747,287.00

TOTAL 61,385,303.28 81,896,328.16



2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - ‘L’Current LiabilitiesSundry Creditors for Goods 2,732,381.11 393,675.52Sundry Creditors for Expenses and others 7,891,866.75 8,417,435.88Advances Received from clients 174,118.82 78,047.24Margin from Clients 22,624,500.00 18,159,500.00Book Overdraft with Banks 115,718.91 44,499.82Mark to Market Margin 618,159.60 1,147,764.05

TOTAL 34,156,745.19 28,240,922.51

SCHEDULE - ‘M’ProvisionsProvision for Income Tax 3,661,000.00 -Provision for Fringe Benefit Tax 630,184.00 817,184.00SUB - TOTAL : - A 4,291,184.00 817,184.00Proposed Dividend 4,983,000.00 4,983,000.00Provision for Dividend Tax 827,614.00 846,861.00

SUB - TOTAL : - B 5,810,614.00 5,829,861.00TOTAL :- (A+B) 10,101,798.00 6,647,045.00

SCHEDULE - ‘N’Income from OperationSales 823,373,472.91 450,959,410.02Closing Stock 29,299,295.67 13,409,045.73Profit/(Loss) from Future & Option Dealing 217,323,458.70 145,619,288.55Profit/(Loss) from Currency Dealing (139,847.50) 384,492.50

1,069,856,379.78 610,372,236.80Less: Purchases 834,315,440.29 426,432,670.44Less: Opening Stock 13,409,045.73 55,063,313.42Less: Loss from Share Dealing 4,906,471.86 6,971,852.82

TOTAL 217,225,421.90 121,904,400.12

SCHEDULE - ‘O’PAYMENTS TO AND PROVISIONS FOR EMPLOYEESSalary & Bonus 27,377,716.00 34,504,729.00Contribution to Provident Fund, ESI & Gratuity 640,305.00 1,049,152.00Staff Welfare 2,075,773.27 3,617,808.67

TOTAL 30,093,794.27 39,171,689.67




2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - ‘P’OTHER EXPENSESAdvertisement 121,376.27 92,374.39Auditors Remuneration 127,500.00 119,500.00Bank Charges and Guarantee Commission 3,320,393.05 3,358,039.15Books & Periodicals 55,780.46 238,886.51Broker Note Stamp Expenses 1,214,150.99 2,426,853.12Bad Debts 1,472.99 11,384.61Car Expenses 253,271.63 304,504.67Communication(including V-SAT) Expenses 7,604,535.67 7,960,237.17Computer & Software Expenses 3,467,789.76 2,874,559.47Depository Charges 33,914.19 52,161.52Donation 923,620.00 331,000.00Electricity Charges 4,276,087.23 3,862,772.12Fees & Subscription 2,001,664.62 1,527,789.52General Expenses 521,393.39 829,740.75Insurance Charges 341,811.67 341,005.97Internal Audit Fees 139,005.60 341,083.00NSDL/ CDSL Charges 533,548.02 419,511.23NSE, BSE, CSE & SEBI Expenses 27,327,369.91 17,099,820.66Postage & Couriers 252,728.25 357,006.53Provision for Bad & Doubtful Debts 127,353.84 1,760,931.75Printing & Stationery 974,520.70 1,387,976.20Professional Charges 43,022,620.00 38,926,465.00Legal & Professional Fees 945,800.00 1,346,670.00Loss on Sales of Fixed Assets - 41,415.38Rates & Taxes 688,248.69 935,191.93Registration & Share Transfer Expenses 15,564.86 94,646.64Rent 3,558,373.68 3,329,775.68Repairs & Maintenance

- Machinery 1,067,041.02 781,875.00- Building 1,246,822.86 1,095,594.00- Others 1,243,512.58 1,612,807.01

3,557,376.46 3,490,276.01

Sub Brokerage 304,474.90 389,700.37Training Charges 198,600.00 158,032.00Travelling & Conveyance Expenses 1,532,570.33 2,090,392.58

TOTAL 107,442,917.16 96,499,703.93





SCHEDULE - QSIGNIFICANT ACCOUNTING POLICIES AND NOTES TO ACCOUNTS A. Significant Accounting Policiesa) Basis of Preparation

The Financial Statements are prepared under the historical cost convention, on an accrual basis and in accordancewith the Companies Act, 1956, and the Accounting Standards issued under the Companies (Accounting Standards)Rules 2006.

b) Use of EstimatesThe preparation of the financial statements in conformity with the accounting standards generally accepted in Indiarequires, the management to make estimates that affect the reported amount of assets & liabilities disclosure ofcontingent liabilities as at the date of the financial statement and reported amounts of revenue and expenses for theyear. Actual results could differ from these estimates.

c) Fixed Assets & Depreciationi) Fixed Assets are stated at their original cost of acquisition less accumulated depreciation.ii) Depreciation on fixed assets has been provided under written down value method on pro-rata basis as per rate

prescribed under Schedule XIV of the Companies Act, 1956.iii) Intangible assets have been amortized over the period of four years.

d) InventoryInventories are valued at lower of cost or market price. The costs of the shares are determined on First In & First Out Basis.

e) InvestmentsLong term Investments are stated at cost less provision for diminution ,other than temporary, in the value of Investments.

f) Revenue Recognition:i) Income from Brokerage is recognized on the trade date of transaction..ii) Dividend income is recognized when the right to receive the income is established.

g) Retirement Benefiti) Defined Contribution Plan:

Company’s contribution paid/payable during the year to the Provident Fund is charged to Profit and Loss Account.The Company’s contribution to Employee’s State Insurance Scheme are also charged to Profit & Loss Account of theyear to which the contributions relate.

(ii) Defined Benefit Plan:The Company has opted for a Group Gratuity-cum Life Assurance Scheme of the Life Insurance Corporation of India(LIC), and contribution towards gratuity liability as determined by LIC as required under AS-15 (Revised) i.e underProjected Unit Credit method is charged to the Profit & Loss Account. As far as company’s liabilities towards leaveencashment, company has the policy of paying the leave encashment at the end of the financial year.

h) Derivative Market Trading1. In respect of Option Contract, premium paid for contract expiring beyond the balance sheet date has been treated as

current assets, adjusted for loss, if any2. In respect of Futures Contract, Mark-to-Market debit balance has been recognized in the Profit & Loss Account and

Mark-to-Market credit balance has been treated as current liabilities as per the guidance note issued by ICAI onaccounting of Future & Option contract.




i) TaxationProvision of current tax is made with reference to taxable income computed for the accounting period for which thefinancial statements are prepared by applying the tax rates as applicable. The deferred tax charge is recognizedusing the enacted tax rate. Deferred Tax Assets are recognized only to the extent that there is virtual certaintysupported by convincing evidence that sufficient future taxable income will be available against which such deferredtax assets can be realized.

At each balance sheet date the Company re- assesses unrecognized deferred tax assets. It recognizes unrecognized deferred tax assets to the extent that it has become reasonably certain or virtually certain, as the case may be,that sufficient future taxable income will be available against which such deferred tax assets can be realized.

Deferred Tax Assets/Liabilities are reviewed as at balance sheet date based on the developments during the year and reassessassets/liabilities in terms of AS-22 issued by ICAI

j) Foreign Currency Transactiona) Initial Recognition

Foreign currency monetary items are reported in the reporting currency, by applying to the foreign currency amount,the exchange rate between the reporting currency and the foreign currency at the date of transaction.

b) Conversion Foreign currency monetary items are reported using the closing rates.

c) Exchange DifferenceExchange differences arising on the settlement of reporting company’s monetary items at rates different from

those at which they were initially recorded during the period are recognized as income or expense.

B. Notes on Accounts

1 .a) Contingent LiabilityBank Guarantee

The Company has taken Bank Guarantee of Rs 1,130 Lakhs from HDFC Bank Ltd. against pledge of fixed deposit receipts ofRs. 565 Lakhs , of Rs. 250 Lakhs from Punjab National Bank against pledge of Fixed Deposit of Rs. 125 Lakhs and of Rs. 100Lakhs from United Bank Of India against pledge of fixed deposits of Rs. 50 lakhs and creation of first charge against movablePlant & Machinery and book debts. The company has also taken bank guarantee of Rs. 500 Lakhs from Oriental Bank ofCommerce against pledge of fixed deposits of Rs. 250 lakhs and creation of second charge against movable Plant & Machineryand book debts. The above mentioned bank guarantees have been given as margin money in favour of National SecuritiesClearing Corporation Ltd. The Company has taken Bank Guarantee of Rs. 150 lakhs from HDFC Bank against pledge of fixeddeposit of Rs. 75 lakhs which has been given in favour of BOI Shareholding Limited, towards margin money and tradeguarantee fund for trading in Bombay Stock Exchange Limited.

2. Director’s RemunerationSalary & Bonus includes Rs. 21,00,000/- for the year 2009-2010 (Rs. 21,25,000/- for the year 2008-2009) payment toDirector's towards managerial remuneration under Sec. 198 of the Companies Act, 1956. Payments made to Directors areas follow:

Name of othe Director Amount of Remuneration1. Mr. Rajesh Kumar Bajaj Rs. 12,00,000/-

2. Mr. Sudheer Kumar Jain Rs. 9,00,000/-




1% commission on net profit payable to directors in terms of the resolution passed at AGM held on 27th September 2006 havebeen waived off by the directors. Consent Letter for the waiver of the same has been received from directors.

In terms of the shareholders resolution passed at AGM on 26th September 2009 the executive directors were eligible for monthlysalary of Rs. 1,00,000/- each. However, in view of recession Mr. Sudheer Kumar Jain has voluntarily drawn Rs. 9,00,000/-respectively during the year. .

Consent letter for the wavier of the same has been received from him.

3. Compliance of Accounting Standards issued by the Institute of Chartered Accountants of India.(a) Segment ReportingThe company's operation predominantly comprises of only one segment i.e “Activity relating to Capital Market” and thereforesegment reporting is not applicable to the company.

(b) Related Party Disclosure:Information given in accordance with Accounting Standard- 18

A. Related party relationship

i. Enterprise that are controlled by the reporting enterprises :

1. Trade City Securities Pvt. Ltd. – Wholly Owned Subsidiary Company

2. Trade City Commodities Pvt. Ltd. – Wholly Owned Subsidiary Company

3. Trade City Real Estate Pvt. Ltd. – Wholly Owned Subsidiary Company

4. Trade City Barter Pvt. Ltd. – Wholly Owned Subsidiary Company

ii Key Management Personnel:

1. Mr. Rajesh Kumar Bajaj

2. Mr. Sudheer Kumar Jain

iii. Relative of Key Management Personnel

1. Sunita Bajaj

2. Neena Jain

iv. Enterprises over which key management personnel exercises significant influence exists: -

1. Shiv Lalit Consultancy Pvt. Ltd.

2. Narayani Commodities (P) Ltd.

3. Snehdeep Commerce (P) Ltd.

4. Ridhi Sidhi Distributor Pvt Ltd.

5. Daadi Stock Broking Pvt Ltd.

6. Rajesh Kumar Bajaj (HUF)

7. Sudheer Kumar Jain (HUF)



DESCRIPTION OF THE NATURE OFTRANSACTIONS

Brokerage Earned 1.42 .36 2.56 0.08(1.64) (0.06) (---) (.11)

Remuneration --- 21.00 --- ---(---) (21.25) (---) (---)

Margin Deposit Received for --- 16.00 97.20 ---Trading (29.75) (---) (213.75) (42.60)Margin Deposit Received for --- 16.00 102.70 ---Trading Refunded (29.75) (---) (213.75) (42.60)Margin Deposits Received 2,692.26 --- --- ---from Trading Member for (433.44) (---) (---) (---)clearingMargin Deposits Refunded to 2,610.01 --- --- ---Trading Member (298.44) (---) (---) (---)Rent, Electricity Maintenance, 8.09 --- 4.26 ---Rates & Taxes, Telephone & (8.12) (---) (.56) (---)Generator Expenses PaidEquity ContributionTrade City Securities Pvt. Ltd. --- --- --- ---

(75.00) (---) (---) (---)Trade City Real Estate Pvt. --- --- --- ---Ltd. (245.00) (---) (---) (---)Purchase of Shares ofTrade City Commodities Pvt. --- -- --- ---Ltd. --- (22.50) (---) (---)Trade City Real Estate Pvt. --- --- --- ---Ltd. --- (.04) (---) (---)Trade City Barter Pvt. Ltd. --- --- --- ---

(---) (18.02) (---) (18.02)

Loan Taken 1,791.45 --- 1,456.65 ---(2,842.40) (---) (2,107.26) (---)

Loan Repaid 1,699.45 --- 1,456.65 ---(2,842.40) (---) (2,107.26) (---)

Interest Paid 12.98 -- 3.15 --(9.59) (---) (11.35) (---)

Demat Charges Received 3.00 .09 .29 .02Inclusive of service tax (0.34) (.03) (.15) (.01)Temporary Loan Given 541.00 --- --- ---(Received during the year) (---) (---) (---) (---)

Wholly OwnedSubsidiaries

Key ManagementPersonnel (KMP)

Enterprises overwhich KMP exercisesignificant influence

Relatives ofKMP

B. Transaction with Related Parties :

* Previous year figures are given in bracket


Figures in Lakhs



C. (i) Amount due from Wholly Owned Subsidiaries : - Rs. 37,485.74(ii) Amount due from KMP : - Rs. 3,429.80(iii) Amount due from relative of KMP : - Rs. 614.04(iv) Amount due from enterprise over which :- Rs. 406.55

KMP exercise significant influence

D. Provision to be made with regard to Outstanding Amount : - Nil

4. Employee Benefits:A. Defined Contribution Plan


Sl. No. Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)

1. Contribution to Provident Fund 1,03,666 88,9902. Contribution to Employee State Insurance 1,16,845 3,23,325

B. The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service getsGratuity on terms not lower than the amount payable under the Payment of Gratuity Act, 1972. The aforesaid scheme isfunded with LIC. The following table summarizes the components of net benefit expenses recognized in profit & lossaccount.

I Net Employee Expense / ( benefit)

Sl. No. Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)1. Current Service Cost 5,04,243 5,15,6652. Interest Cost on benefit obligation 1,36,665 88,8053. Expected REturn on plan assets (1,85,421) (1,40,655)4. Net Actuarial (gain) / Loss recognised in the year (35,683) (6,337)5. Total employee expenses recognised in Profit & Loss Account 4,19,794 4,57,478

I I Actual return on plan assets

I I I Benefit Asset / (Liability)

Sl. No. Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)1. Opening defined benefit obligation 17,08,192 11,10,0592. Interest Cost 1,36,655 88,8053. Current Service Cost 5,04,243 5,15,6654. Benefits Paid (1,52,308) ---5. Actuarial (gains) / Loss on obligation (35,683) (6,337)6. Closing Benefit Obligation 21,61,099 17,08,192

IV Movement in benefit / Liability

Sl. No. Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)1. Defined benefit obligation 21,61,099 17,08,1922. Fair Value of Plan Assets 22,60,132 17,66,2903. Benefit Asset / (Liability) 99,033 58,098

Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)Actual return on plan assets 1,85,421 1,40,655




Sl. No. Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)1. Opening fair value of plan assets 17,66,290 9,88,8872. Return on plan assets (actual) 1,85,421 1,40,6553. Contribution by employer 4,60,729 6,36,7484. Benefits paid (1,52,308) --5. Closing fair value of plan assets 22,60,132 17,66,290

V Movement in fair value of plan assets

Sl. No. Particulars 2008 - 2009 2008-20091. Discount Rate 8.00% 8.00%2. Salary increase 6.50% 6.90%3. Withdrawal Rate 1%-3% depending 1%-3% depending

on age of employee on age of employee4. Expected Rate of return on Plan Assets 9.00% 9.00%

VI The Principal acturial assumptions are as follows

Sl. No. Particulars 2009-2010 2008-20091. Investment with Insurer 100% 100%

VII The major categories of Plan Assets as a percentage of fair value of the total plan assets.

Note: a) The estimates of future salary increase considered in actuarial valuation, takes account of inflation, seniority,promotion and other relevant factors, such as supply and demand in the employment market.

b) The Company expects to contribute Rs. 5.54 lacs to Gratuity Fund in Financial Year 2010-2011

5. Outstanding contractsOutstanding contracts of the clients for the settlement period for which settlement has not taken place has not beenconsidered for the purpose of financial statement made up to 31st March' 2010. However brokerage income and othercharges receivable on such contract has been accounted for.

6. Auditors Remuneration (excluding service tax)

Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)(a) Statutory Audit Fee 50,000.00 50,000.00(b) Tax Audit Fee 10,000.00 10,000.00(c) Certification & Other Charges 67,500.00 59,500.00

Total 1,27,500.00 1,19,500.00

7. Additional information pursuant to part - IV of Schedule VI to the Companies Act, 1956 is annexed as Annexure - I hereto

8. The company has obtained a term loan of Rs. 320 lacs from HDFC Bank against pledge of Fixed Deposits of Rs. 160 lacs.The company has also obtained a bank overdraft limit of Rs 18 lacs from HDFC Bank against pledge of Fixed Depositsof Rs. 20 lakhs.

9. The Company has pledged fixed deposit receipts of Rs 548 Lacs with National Securities Clearing Corporation Limited asMargin Money.



2009 - 2010 2008 - 2009Qty AmountQtyAmount

Opening StockShares 18,42,124 1,34,09,045.73 16,17,578 5,50,63,313.42Mutual Fund Nil Nil Nil Nil

1,34,09,045.73 5,50,63,313.42PurchasesShares 87,33,359 35,43,15,440.29 61,67,775 42,64,32,670.44Mutual Fund 2,24,67,120.326 48,00,00,000.00 Nil Nil

83,43,15,440.29 42,64,32,670.44SalesShares 81,36,776 34,28,51,831.84 59,43,229 45,09,59,410.02Mutual Fund 2,24,67,120.326 48,05,21,641.07 Nil Nil

82,33,73,472.91 45,09,59,410.02Closing StockShares 24,38,707 2,92,99,295.67 18,42,124 1,34,09,045.73Mutual Fund Nil Nil Nil Nil

2,92,99,295.67 1,34,09,045.73

10. Quantitative details of item traded during the year ended 31st March 2010.

11. The Company has pledged the following shares with the HDFC Bank Ltd. towards Loan against security.Sl. No. Name of the Company No. of Shares Book Value (Rs.)

Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)Conference Fees (including travelling for conference) -- 3,30,410.82Books & Periodicals -- 1,47,372.51Examination Fees -- 11,517.00Total -- 4,89,300.33

12. Expenditure in Foreign Currency :

Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)Refund of Software Expenses 98.59 3,161.56Refund of Conference Fees -- 1,18,125.48Total 98.59 1,21,287.04

13. Inflow in Foreign Currency :


1. DLF Ltd 7,000 21,62,300.002. Infrastructure Development Finance Company Limited 2,400 3,73,571.173. NOCIL Limited 3,000 67,200.004. Siemens Limited 700 5,15,145.085. Suzlon Energy Limited 10,000 7,18,500.006. Unitech Limited 1,500 1,07,076.33

Total 24,600 39,43,792.58




14. components of Deferred Tax Liability (Net) Shown in the Balance Sheet is as follows :

Liability Items :Depreciation (25,45,475.00) 5,48,108.00 (19,97,367.00)Total (25,45,475.00) 5,48,108.00 (19,97,367.00)Assets Items :Business Loss 87,81,689.00 (58,02,335.00) 29,79,354.00Unabsorbed Depreciation 47,90,820.00 (47,90,820.00) ---Total 1,35,72,509.00 (1,05.93,155.00) 29,79,354.00Deferred Tax (Liabilities)/Assets (Net) 1,10,27,034.00 (1,00,45,047.00) 9,81,987.00

Particulars For the year As at 31.03.2010 (Rs.)As at 31.03.2009 (Rs.)

15. Prior period ItemsGeneral Expenses include Rs.20,638.14 pertaining to previous financial year.

16. In respect of Option Contract, position of open interest as on the Balance Sheet date is as under:Option Contract in respect of which premium is paid

Name of the Stock Option Option Premium Carried ForwardNet of Loss (Rs.)

ABAN 50,780.50ALBK 16,292.50AMBUJACEM 95,883.00ANDHARABANK 1,73,420.00APOLLOTYRE 17,000.00AXIS BANK 10,800.00BAJAJHIND 70,038.75BANKINDIA 60,847.50CAIRN 53,812.50CHAMBLFERT 16,905.00DENABANK 23,625.00ESSAROIL 8,330.80GMRINFRA 32,500.00HDIL 38,235.60HEROHONDA 43,800.00HINDALCO 9,33,325.40HINDUNILVR 1,30,200.00IBREALEST 7,085.00IDEA 2,970.00IDFC 43,660.00IFCI 1,38,294.00INDIAINFO 4,500.00ISPATIND 3,112.50ITC 47,587.50JINDALSTEEL 2,48,208.00JPASSOCIAT 3,629.20JPPOWER 8,750.00LICHSGFIN 4,81,822.50LITL 7,975.00




MARUTI 19,950.00MTNL 47,040.00MUDRAPORT 6,000.00NEYVELILIG 9,587.00NPTC 13,243.75PETRONET 2,420.00PNB 92,400.00POWERGRID 5,967.50PUNJLLOYD 43,575.00RECLTD 1,21,582.50RELIANCE 1,17,720.00RENUKA 1,39,250.00RNRL 59,004.00RPOWER 20,400.00SAIL 27,607.50SCI 8,400.00SESAGOA 93,600.00SUZLON 56,250.00TATAMOTORS 1,91,675.00TATASTEEL 72,618.20TCS 1,07,250.00TECHM 9,450.00UNITECH 1,98,000.00Sub Total:-(i) 42,36,380.70Name of Index Option Option Premium Carried Forward Net of Loss (Rs.)NIFTY 12,74,897.50Sub - Total : - (ii) 12,74,897.50Sub - Total : - A = (i + ii) 55,11,278.20

Name of the Stock Option Option Premium Carried ForwardNet of Loss (Rs.)

Option Contract in respect of which premium is received

ACC 10,340.00ASHOKLEY 1,91,955.00BALRAMCHIN 20,160.00BHARTIARTL 52,175.00BPCL 11,055.00CENTURYTEX 9,752.00DLF 4,97,560.00EDUCOMP 12,187.50FORTIS 2,25,290.00GTLINFRA 6,790.00HDFC 30,585,00HDFC BANK 27,010.00HINDPETRO 2,990.00HOTELEELA 3,000.00

Name of the Stock Option Option Premium Carried Forward Inclusiveof Loss (Rs.)




ICICIBANK 1,21,765.00IDBI 6,480.00INDHOTEL 4,19,299.20INDIACEM 18,995.00INFOSYSTCH 8,32,520.00lOC 8,400.00JINDALSAW 21,000.00JSWSTEEL 40,005.20LT 63,440.00MRPL 93,895.00NAGARFERT 9,975.00NATIONALUM 14,518.75ONGC 14,726.25RANBAXY 23,720.00RCOM 7,735.00RELCAPITAL 5,961.60SBIN 28,591.20TTML 3,135.00VIJAYABANK 15,525.00WIPRO 7,500.00Sub-Total:-(i) 28,58,036.70Name of Index Option Option Premium Carried Forward Inclusive of Loss (Rs.)MININIFTY 6,800.00Sub-Total :- (ii) 6,800.00Sub-Total B (i+ii) 28,64,836.70

Name of the Stock Option Option Premium Carried Forward Inclusiveof Loss (Rs.)

NAME OF THE EQUITY STOCK FUTURE NO OFCONTRACTS

No of UnitsLong Short

Net open position in respect of equity future contract are as follows

ABAN 29APR10 9 3600ABB 29APR10 2 500ACC 29APR10 4 1504ALBK 29APR10 1 2450AMBUJACEM 29APR10 7 28868ANDHRABANK 29APR10 13 29900APOLLOTYRE 29APR10 1 3400ASHOK LEY 29APR10 2 19100BAJAJHIND 29APR10 9 12825BALRAMCHIN 29APR10 4 9600BANKINDIA 29APR10 2 1900BHARTIARTL 27MAY10 2 1000BHARTIARTL 29APR10 9 4500BIOCON 29APR10 1 1800BPCL 29APR10 3 1650CAIRN 29APR10 5 6250CENTURYTEX 29APR10 4 3392CESC 29APR10 2 2200



NAME OF THE EQUITY STOCK FUTURE NO OFCONTRACTS

No of unitsLong Short

CROMPGREAV 29APR10 15 26250CUMMINSIND 29APR10 9 8550DENABANK 29APR10 1 5250DLF 29APR10 29 23200DRREDDY 29APR10 7 2800EDUCOMP29APR10 1 375EKC 29APR10 1 2000ESSAROIL 29APR10 2 2824FORTIS 29APR10 23 29900GMRINFRA 29APR10 1 2500GRASIM 27MAY10 2 352GRASIM 29APR10 2 352HCC29APR10 2 4200HDFC 29APR10 2 300HDFCBANK 29APR10 1 200HDIL 29 APR 10 3 2322HEROHONDA 27MAY10 5 1000HEROHONDA 29APR10 42 8400HINDALCO 29APR10 34 119612HINDPETRO 29APR10 2 1300HINDUNILVR 27MAY10 16 16000HINDUNILVR 29APR10 9 9000HOTELEELA 29APR10 1 7500IBREALEST 29APR10 1 1300ICICIBANK 29APR10 1 350IDBI 29APR10 3 7200IDFC 29APR10 2 5900IFCI 29APR10 2 15760INDHOTEL 29APR10 9 34182INDIACEM 29APR10 1 1450INDIAINFO 29APR10 1 2500INFOSYSTCH 29APR10 18 3600IOB 27MAY10 1 2950IOB 29APR10 1 2950IOC 29APR10 1 1200ISPATIND 29APR10 3 37350ITC 29APR10 5 5625IVRCLINFRA 29APR10 32 32000JINDALSAW 29APR10 40 40000JINDALSTEEL 29APR10 5 4800JISLJALEQS 29APR10 1 250JPASSOCIAT 29APR10 3 5064JSWSTEEL 29APR10 5 2060KFA 29APR10 1 4250KOTAKBANK 29APR10 1 550LICHSGFIN 29APR10 19 8075LT 29APR10 2 400MCDOWELL-N 29APR10 2 500MCLEODRUSS 29APR10 1 900MP HASIS 29APR10 1 800MRPL 29APR10 3 13350MTNL 29APR10 1 3200NAGARFERT 29APR10 2 10500NATIONALUM 29APR10 2 1150




NTPC 27MAY10 1 1625ONGC 29APR10 3 675OPTOCIRCUI 29APR10 1 2040PETRONET 29APR10 1 4400PNB 29APR10 4 1200POWERGRID 29APR10 4 7700PUNJLLOYD 29APR10 11 16500RANBAXY 29APR10 5 4000RCOM 29APR10 4 2800RECLTD 29APR10 6 11700RELCAPITAL 29APR10 6 1656RELIANCE 27MAY10 3 900RELIANCE 29APR10 50 15000RENUKA 29APR10 18 90000RNRL 29APR10 8 28608ROLTA 29APR10 2 3600RPOWER 29APR10 10 20000SBIN 29APR10 9 1188SESAGOA 29APR10 45 22500SIEMENS 29APR10 1 752SUZLON 29APR10 13 39000TATAMOTORS 27MAY10 33 28050TATAMOTORS 29APR10 46 39100TATAPOWER 27MAY10 2 400TATAPOWER 29APR10 2 400TATASTEEL 29APR10 10 7640TATATEA 29APR10 1 550TCS 29APR10 30 15000TECHM 29APR10 2 1200TV-18 29APR10 1 1825ULTRACEMCO 29APR10 1 400UNIPHOS 29APR10 1 1400UNITECH 29APR10 8 36000VIDEOIND 29APR10 2 1708VIJAYABANK 29APR10 1 6900WIPRO 29APR10 1 600TOTAL 621050 454759

NIFTY 24JUN10 2 100NIFTY 27MAY10 8 400NIFTY 29 APR10 36 1800MININIFTY 27MAY10 3 60MININIFTY 29APR10 1 20BANKNIFTY 29APR10 1 50TOTAL 2220 210

EQUITY INDEX FUTURE NO OFCONTRACTS




Whole-time Director


Company Secretary


Managing Director


17. Information pursuant to Section 212 of the Companies Act, 1956 is annexed as Annexure II hereto18. Previous year’s figures have been regrouped / rearranged wherever considered necessary.As per our attached report of even dateFor PATNI & CO., Chartered Accountantssd/- S. Sureka, PartnerMembership NO. 57918Place : 1 India Exchange Place, Kolkata - 1Date : 29th May, 2010



STATEMENT PURSUANT TO PART - IV OF SCHEDULE VI OF THE COMPANIES ACT,1956

BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL BUSINESS PROFILEi) REGISTRATION DETAILS

REGISTRATION NO. : L67120WB1995PLC067195 STATE CODE : 21

BALANCE SHEET DATE : 31.03.2010

ii) CAPITAL RAISED DURING THE YEAR (AMOUNT IN RS. ’000)

Public Issue Right Issue

Bonus Issue Private Placement

iii) POSITION OF MOBILISATION AND DEPLOYMENT OF FUNDS (AMOUNT IN RS. ’000)

Total Liabilities Total Assets

Sources of Funds :

Paid up Capital Reserve & Surplus

Secured Loans Unsecured Loans

Deferred tax Liabilities

Application of Funds :

Net Fixed Assets Investments

Deferred Tax Assets Net Current Assets

Misc. Expenditure Accumulated Losses

iv) PERFORMANCE OF COMPANY(AMOUNT IN RS. ’000)

Turnover Total Expenditure

Profit/(Loss) before Tax Profit/(Loss) after Tax

Earning per Share in Rs. Dividend Rate (%)

v) GENERIC NAME OF THREE PRINCIPAL PRODUCTS/SERVICES OF COMPANY

(AS PER MONETARY ITEMS)

Item Code No. (ITC Code) : N.A.

Product Description : Shares & Securities

N I L

N I L

2 2 1 9

9 8 2

2 8

2 5 3 4 3 2

3 . 9 6

7 7 8 424

4 9 8 7 3

3

3 5 0 5 4

N I L

N I L

4 0 6 7

N I L

2 1 8 3 7 8

1 0

7 7 8 424

7 2 2 1 62

01

1 9 7 2 5 6

2 3 0642

5 2 2 3 7 9 2 0 0

N I L

Place : KolkataDate : 29th May, 2010


Whole-time Director


Company Secretary


Managing Director

ANNEXURE - 1



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TRADE CITY SECURITIES PVT. LTD.


TO THE MEMBERS OFTRADE CITY SECURITIES PVT. LTD.

Your Directors have pleasure in presenting the Third Annual Report together with the audited Accounts of the Companyfor the year ended 31st March 2010, along with Auditor’s Report thereon.

FINANCIAL RESULTSThe Financial result of the company for the year ended 31st March 2010, are summarized below:

Profit/(loss) before Taxation 32,91,989.25 (48,14,048.25)Less:Provision for Taxation: - current tax (5,14,000) --------- - Deferred Tax (11,10,538.00) (14,66,452.00) -Fringe Benefit Tax: ------- 9,500.00Profit/(Loss) after Tax 16,67,451.25 (33,57,096.25)Balance Brought Forward (34,91,223.25) (1,34,127.00)Balance Carried to Balance sheet (18,23,772.00) (34,91,223.25)Earnings Per Share 0.67 (1.61)

Current Year Previous Year2009-10 2008-09

DIVIDEND

Due to carry forward losses your Directors do not recommend any dividend for the year 2009-2010.

OPERATION

During the year your Company has earned a total revenue of Rs.206.22 lakhs consisting of interest on FixedDeposit of Rs.19.92 lakhs, brokerage on stock trading of Rs.185.91 lakhs and other income of Rs..39 lakhs.However, due to operational costs of Rs.143.38 lakhs, finance cost of Rs.25.45 and amortisation cost of Rs.4.48,there was only a profit of Rs.32.92 lakhs in comparison to loss of previous year’s Rs.48.14 lakhs. The Companywas in full operation during the year and has concentrated mainly in increasing the clients in retail sector. Due tostiff competition and increase in staff cost, the management is concentrating in reduction in costs and efficiencyin management in its resources.

DIRECTORS

As per provision of section 255 of the Companies Act, 1956 and Article 18 of Articles of Association of thecompany, Mr. Sudheer Kumar Jain retire by rotation at the forthcoming Annual General Meeting and beingeligible, offers himself for reappointment..

DIRECTOR’S REPORT



During the year, the Executive Directors of the Company were paid a total remuneration of Rs.14,00,000 for the year2009-10. As you are aware they are also designated directors of the Company as per requirement of National StockExchange.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 217(2AA) of the Companies Act,1956 with respect to Directors’Responsibility Statement, it is hereby confirmed:

i) that in the preparation of the annual account for the financial year 31st March,2010 the applicable accountingstandard had been followed along with proper explanation relating to material departure.

ii) that the directors had selected such accounting policies and applied them consistently and made judgmentsand estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the companyat the end of the financial year and of the profit of the company for the year under review.

iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records inaccordance with the provision of the Companies Act,1956 for safeguarding the assets of the company and for preventingand detecting fraud and irregularities.

iv) that the directors had prepared the accounts for the financial year ended 31st March,2010 on a going concernbasis.

SECRETARIAL COMPLIANCE CERTIFICATE

Pursuant to proviso to section 383A of the Companies Act, 1956, a secretarial compliance certificate from a practicingCompany secretary has been obtained and is attached herewith.

AUDITORS

PATNI & CO. Chartered Accountants hold office until the conclusion of the forthcoming Annual General Meeting andare recommended for reappointment. The Company has received a certificate from them to the effect that theirreappointment, if made, would be within the limits prescribed under section 224(1B) of the Companies Act, 1956.

AUDITORS’ REPORT

The observation made in the Auditor’s Report are self explanatory and therefore, do not call for any further explanationsunder Sections 217 of the Companies Act,1956.

PARTICULARS OF EMPLOYEES

For smooth functioning and to look after Secretarial work of the Company, the Board has appointed Shri Natwar LalAgarwala, an Associate Member of the Institute of Company secretaries of India, to work as Company Secretary of




the Company. The appointment took place on 01.04.2010. During the year none of the employees was in receipt ofremuneration in excess of the limit prescribed under section 217(2A) of the companies Act, 1956. Hence, particularsrequired under the Companies Rules, 1975 are not given.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION

The Company has no activity relating to conservation of energy or technology absorption. The Company has noforeign earnings and outgoes during the year under preview.

FOREIGN EXCHANGE EARNINGS AND OUTGO

The Total Foreign Currency used and earned during the year are as below:

1. Expenditure in Foreign currency

Particulars 2009-2010 2008-2009

Tours & Travels NIL 1,64,600.00

Total NIL 1,64,600.00

2.Inflow in Foreign Currency

Particulars 2009-2010 2008-2009

Total NIL NIL

ACKNOWLEDGEMENTS

Your Directors express their sincere appreciation and value the assistance, co-operation and support extended toyour company by the various central and state Government agencies, customers, bankers and other businessassociates.

For and behalf of the Boards

sd/- sd/-Hari Kishan Lohia Mahesh Kumar BajajDirector Director

Place: Kolkata

Date: 29th May, 2010




THE COMPANIES ACT, 1956CIN NO. U 67120 MH 2007 PTC 175326AUTHORISED CAPITAL : RS.3,00,00,000/-PAID UP CAPITAL : RS.2,50,00,000/-

To,The Members,Trade City Securities Private Limited1602B, Lady Rattan Tower72 Dainik Shivner Marg, Gandhi Nagar, WorliMumbai-400 018

I have examined the registers, records, books and papers of M/s. Trade City Securities Private Limited , 1602B, Lady Rattan Tower,72 Dainik Shivner Marg. Gandhi Nagar, Worli, Mumbai-400 018 as required to be maintained under the Companies Act, 1956, (theact) and the rules made there under and also the provisions contained in the Memorandum and Articles of Association of the Companyfor the financial year ended on 31st march, 2010. In my opinion and to the best of my information and according to the examinationscarried out by me and explanations furnished to me by the Company, its officers and agents, i certify that in respect of the aforesaidfinancial year:01. The company has kept and maintained all registers as stated in Annexure "A" to this certificate, as per the provisions and

the rules made there under and all entries therein have been duly recorded.02. The Company has duly filed the forms and returns as stated in Annexure "B" to this certificate with the Registrar of

Companies, within the time prescribed under the Act and the rules made there under.03. The company being a private limited company has the minimum prescribed paid-up capital and its maximum number

of members during the said financial year was 02 excluding its present and past employees and the company during theyear under scrutiny :-(i) has not invited public to subscribe for its shares or debentures.(ii) has not invited or accepted any deposits from persons other than its members, directors or their relatives.

04. The Board of Directors duly met 10 (Ten) times on 01.04.2009, 25.04.2009, 17.06.2009, 29.06.2009, 06.07.2009, 01.08.2009,24.09.2009, 26.09.2009, 26.12.2009 & 16.02.2010 in respect of which meetings proper notices were given and theproceedings were properly recorded and signed including the circular resolutions passed in the Minutes Book maintained for thepurpose.

05. The company has not closed its Register of Members, U/s.154 of the Act during the financial year.06. The Annual General Meeting for the financial year ended on 31st March, 2009 was held on 24.09.2009 after giving due notice

to the members of the company and the resolutions passed thereat were duly recorded in Minutes Book maintained for thepurpose.

07. No Extra Ordinary General Meeting was held during the financial year.08. The Company being a private company, section 295 of the Act is not applicable.09. The Company has not entered into contract under section 297 of the Act during the financial year and complied with the

provision of the Act.10. The company has maintained the register under section 301 of the Act.11. As there was no instances falling within the purview of section 314 of the Act, the company has not obtained any approval from

the Board of Directors, members, or Central Government.12. The Company has not issued any duplicate share Certificates during the financial year.13. The company has:-

(i) not made allotment of Equity Share and transfer or transmission of share or securities during the financial year.

COMPLIANCE CERTIFICATE UNDER SECTION 383A(1) OF THE COMPANIES ACT, 1956



(ii) not declared any dividend for the year ended on 31st March, 2009.(iii) not deposited any amount in separate bank account as no dividend was declared during the financial year.(iv) not posted any dividend warrants to it's members as it was not required to do so.(v) duly complied with the requirements of section 217 of the Act.

14. The Board of Directors of the company is duly constituted and there was no appointment of additional directors, alternatedirectors and directors to fill casual vacancies during the financial year.

15. The Company being a private company provisions of section 269 of the Act with regard to appointment of Managing Director/Whole-time Director/Manager are not applicable.

16. The Company has not appointed any sole-selling agents during the financial year.17. The company was not required to obtain any approval of the Central Government, Company Law Board, Regional Director,

Registrar or such other authorities as prescribed under the various provisions of the Act during the financial year.18. The Directors have disclosed their interest in other firms/ companies to the Board of Directors Pursuant to the provisions of the

Act and the rules made there under.19. The company has not issued equity shares, debentures, or other securities during the financial year.20. The company has not bought back any shares during the financial year.21. There was no redemption of preference shares/debentures during the financial year.22. There was no transactions necessitating the company to keep in abeyance rights to dividend, right shares and bonus shares

pending registration of transfer of shares.23. The company has not accepted/invited deposits from Public including unsecured loans falling with in the purview of section 58A

during the financial year.24. The company, being a private company, the borrowings made during the financial year do not attract provisions of section

293(1)(d) of the Act.25. The company being a Private Limited Company, provision of 372(A) of the Act with respect to loan & guarantees given or

provided to other body corporate is not applicable.26. The company has not altered the provision of it's Memorandum of Association with respect to situation of the company's

registered office from one State to another during the year under scrutiny.27. The company has not altered the provisions of it's Memorandum of Association with respect to the objects of the company

during the year under scrutiny.28. The company has not altered the provisions of it's Memorandum of Association with respect to name of the Company during

the year under scrutiny.29. The company has not altered the provisions of it's Memorandum of Association with respect to Share Capital of the company

during the year under scrutiny.30. The company has not altered its Articles of Association during the financial year.31. There was no prosecution initiated against or show cause notices received by the company and no fines or penalties or any

other punishment imposed on the company during the financial year for offences under the Act.32. The company has not received any money as security from its employees during the financial year.33. The company has not deposited contribution to provident fund as the same is not applicable.

DEBASISH MUKHOPADHYAY(COMPANY SECRETARY)

C.P.NO.: 5323

COMPLIANCE CERTIFICATE UNDER SECTION 383A(1) OF THE COMPANIES ACT, 1956 (Contd.)

Place: KOLKATADate : 28.05.2010




Annexure - A

Registers as maintained by the Company

01. Members Register U/s 150

02. Directors Register U/s 303

03. Director's Share Holding Register U/s 307

04. Loan & Investment Register U/s 372A

05. Share Transfer Register.

06. Register of Contract.

07. Minutes of Directors & Shareholders meetings under section 193.

Annexure - B

Forms and Returns as filed by the Company with the Registrar of Companies, Regional Director, Central Government or otherauthorities during the financial year ended on 31st March, 2010.

01. Balance Sheet for 31.03.2009 U/s.220 filed on 22.10.2009.

02. Annual Return for AGM held on 24.09.2009 U/s.159 filed on 23.11.2009.

03. Secretarial Compliance certificate for 31.03.2009 u/s 383A(1) filed on 22.10.2009.

04. Form No. 22B filed on 06.07.2009.



AUDITOR’S REPORT

TOTHE MEMBERS OFTRADE CITY SECURITIES PVT. LTD.1. We have audited the attached Balance Sheet of Trade City Securities Pvt. Ltd. as at 31st March, 2010 and also the annexed

Profit & Loss Account and Cash Flow Statement of the Company for the year ended on that date annexed thereto. These financialstatements are responsibility of the management of the Company. Our responsibility is to express an opinion on these financialstatements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we planand perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.An audit includes examining, on a test basis, evidence to support the financial statement, amounts and disclosure in the financialstatement. An audit also includes assessing the accounting principles used in the preparation of financial statements, assessingsignificant estimates made by the Management in the preparation of financial statements and evaluating overall financial statementpreparation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order 2003 (as amended), issued by the Central Government in term ofSection 227(4A) of the Companies Act, 1956, we give in the Annexure a statement on the matters specified in the paragraphs 4and 5 of the said order.Further to our comments in the Annexure referred to in paragraph (3) above, we report that: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 account as required by law, have been kept by the company so far as appears from our

examination of the books.c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement referred to in this report are in agreement with the

books of account.d) In our opinion, the Profit & Loss Account and Balance Sheet comply with the Accounting Standards referred to in sub-

section 3(c) of section 211 of the Companies Act, 1956.e) On the basis of written representations received form the directors, as on March, 31, 2010 and taken on record by the

Board of Directors, we report that none of the director is disqualified as on March 31, 2010 from being appointed as adirector in terms of section 274(1)(g) of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanations give to us and subject to notes giventhere on, the said accounts give the information required by the Companies Act, 1956 in the manner so required and givea true and fair view:-(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010.

and(ii) In the case of the Profit and Loss Account, of the Profit of the Company for the year ended on that date.

and(iii) In so far as it relates to Cash Flow Statement, of the Cash Flow of the company for the year ended on that date.


sd/- S. SurekaPartner

Membership No. 57918Firm Regn No. 320304E

1, India Exchange PlaceKolkata - 700 001

Dated : The 28th day of May, 2010




In term of the information and explanations given to us and books of account examined by us in the normal course of audit and to thebest of our knowledge and belief, we state as under: -

i) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.The fixed assets of the company were physically verified by the management during the year. We have been informed that nomaterial discrepancies have been noticed on such physical verification. Substantial parts of fixed assets have not been disposedoff during the year, which will affect its status as going concern.

ii) Since the Company has not dealt in any of the commodities. Hence requirement of reporting on physical verification of inventoryor maintenance of inventory records does not arise.

iii) The company has not granted any loan, secured or unsecured to companies, firms or other parties covered in the registerrequired to be maintained under section 301 of the Companies Act, 1956. Hence question of reporting whether the terms andconditions of such loans are prejudicial to the interest of the company, whether reasonable steps for recovery of over dues ofsuch loans are taken does not arise. The company had taken unsecured loan from six parties covered in the register requiredto be maintained u/s 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 5,75,00,000/-.In our opinion, the rate of interest and other terms and conditions of loan taken by the company from companies, firms or otherparties listed in the register required to be maintained under Section 301 of the Companies Act, 1956 are not, prima facie,prejudicial to the interest of the company. The company is regular in the payment of interest and principal.

iv) In our opinion and according to the information and explanations given to us, there is adequate internal control procedurecommensurate with the size of the company and the nature of its business for purchase of fixed assets and for providing services.During the course of audit, we have not observed any continuing failure to correct major weakness in internal control system.

v) As per information and explanations given to us we are of the opinion that the contracts or arrangements that need to be enteredinto a register required to be maintained in pursuance of section 301 of the Act have been so entered.

In our opinion, each of these contracts or arrangements made in pursuance of contracts or arrangements have been made atprices which are reasonable having regard to the prevailing market prices at the relevant time.

vi) According to information and explanations given to us, in our opinion, the company has not accepted public deposits upto31.03.2010.

vii) In our opinion, the company has an internal audit system commensurate with the size and nature of its business

viii) The Company is not engaged in production, processing, manufacturing or mining activities. Hence, the provisions of section209(1)(d) do not apply to the company. Hence in our opinion, no comment on maintenance of cost records u/s 209(1)(d) isrequired.

ix) According to the records of the company, the company is regular in depositing undisputed statutory dues including ProvidentFund, Investor Education and Protection Fund, Employees' State Insurance, Income Tax, Wealth Tax, Service Tax, Sales Tax,Customs Duty, Excise Duty & Cess and any other statutory dues with appropriate authorities applicable to it. According toinformation and explanations given to us, no undisputed amounts payable in respect of income tax, wealth tax, service tax, salestax, custom duty and excise duty were outstanding as at the last date of the accounting year for a period of more than six monthsfrom the date they became payable. According to records of the company, there are not dues of sales tax, income tax, customduty, wealth tax, service tax, excise duty and cess which have not been deposited on account of any dispute.

x) The company was incorporated on 24.10.2007. Since a period of five years has not elapsed since the date of incorporation asat the balance sheet date, we are of the opinion that no comment is required under this clause.

xi) The Company has not defaulted in repayment of dues to financial institution or bank or debenture holders

xii) As informed to us, the company has not granted any loans or advances on the basis of security by way of pledge of shares,debentures and other securities.



ANNEXURE TO THE AUDITOR’S REPORT (Contd.)


sd/- S. SurekaPartner

Membership No. 57918

Place : 1, India Exchange PlaceKolkata - 700 001Date : The 28th day of May, 2010

xiii) The company is not a chit fund, nidhi or mutual benefit fund/society.

xiv) The company is not dealing or trading in shares, securities and other investments.

xv) The company has not given any guarantee for loans taken by others from bank or financial institutions.

xvi) The term loans obtained by the company have been applied for the purpose for which they were raised.

xvii) According to the information and explanations given to us, we report that no funds raised on short-term basis have been usedfor long term investment by the company.

xviii) The company has made preferential allotment of shares to parties and companies covered in the Register maintained undersection 301 of the Act. In our opinion, the price at which shares have been issued is not prejudicial to the interest of the company.

xix) The company has not issued any debenture.

xx) The company has not raised any money by public issues during the period covered by our audit report.

xxi) During the checks carried out by us, no fraud on or by the company has been noticed or reported during the year under report.




I. SOURCES OF FUNDS 1. SHAREHOLDER’S FUNDS

a) Share Capital “A” 25,000,000.00 25,000,000.00

2. LOAN FUNDa) Secured Loan “B” 5,000,000.00 -b) Unsecured Loan ‘’C” 13,500,000.00 1,675,000.00

TOTAL 43,500,000.00 26,675,000.00

II. APPLICATION OF FUNDS1. FIXED ASSETS “D”

Gross Block 6,209,469.00 845,555.00Less: Accumulated Depreciation & Amortization 709,839.00 262,216.00

5,499,630.00 583,339.00

2. Deferred Tax Assets 376,765.00 1,487,303.00

3. CURRENT ASSETS ANDLOANS & ADVANCESa) Sundry Debtors “E” 1,473,819.26 72,782.28b) Cash & Bank Balances “F” 22,967,762.59 6,389,261.21c) Other Current Assets “G” 360,715.90 214,818.47d) Loans & Advances “H” 36,466,838.48 27,286,771.47

Total (A) 61,269,136.23 33,963,633.43

LESS : CURRENT LIABILITIESAND PROVISIONS

a) Current Liabilities “I” 24,759,302.23 12,985,902.68b) Provision “J” 808,937.00 9,500.00

Total (B) 25,568,239.23 12,995,402.68

NET CURRENT ASSETS (A-B) 35,700,897.00 20,968,230.75

4. MISCELLANEOUS EXPENDITURE(to the extent not written off or adjusted)a) Preliminary Expenses 98,936.00 144,904.00b) Profit & Loss Account 1,823,772.00 3,491,223.25

TOTAL 43,500,000.00 26,675,000.00

Significant Accounting Policies and Notes to the Accounts “M”Schedules referred to above form an integral part of the Balance SheetAs per our attached report of even dateFor PATNI & CO., Chartered Accountantssd/- S. Sureka, PartnerMembership NO. 57918Place : Kolkata • Date : 28th May, 2010



sd/- Hari Kishan LohiaDirector

sd/- Mahesh Kumar BajajDirector




I. INCOMEBrokerage Income 18,590,963.46 764,758.85Interest Income (T.D.S. Rs. 2,01,441.77/-, Previous Year 1,992,387.26 412,706.99T.D.S. Rs. 84,679.95/-)Other Income 39,027.75 3,377.96

TOTAL (A) 20,622,378.47 1,180,843.80

II. EXPENDITUREPayments to and Provision for Employees “K” 8,441,284.00 4,083,038.00Other Expenses “L” 5,896,789.61 1,495,996.05Interest Expenses 2,544,692.61 153,642.00Depreciation & Amortization 447,623.00 262,216.00

TOTAL (B) 17,330,389.22 5,994,892.05

PROFIT/(LOSS) BEFORE TAX (A-B) 3,291,989.25 (4,814,048.25)Less : Provision for TaxesCurrent Tax 514,000.00 -Deferred Tax 1,110,538.00 (1,466,452.00)Fringe Benefit Tax - 9,500.00PROFIT/(LOSS) AFTER TAX 1,667,451.25 (3,357,096.25)Add: Balance Brought Forward from Previous Year (3,491,223.25) (134,127.00)

Balance to be Carried Forward to Balance Sheet (1,823,772.00) (3,491,223.25)Basic/Diluted Earning Per Share 0.67 (1.61)

Significant Accounting Policies “M”and Notes to the Accounts

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


sd/-Hari Kishan Lohia

Director

sd/-Mahesh Kumar Bajaj

Director

Schedules referred to above form an integral part of the Profit & Loss AccountAs per our attached report of even date.For PATNI & CO., Chartered Accountantssd/- S. Sureka, PartnerMembership No. 57918Place : Kolkata • Date : 28th May, 2010



31.3.2010 31.03.2009Amount (Rs.) Amount (Rs.) Amount (Rs.) Amount (Rs.)

A. CASH FLOW FROM OPERATING ACTIVITIESNet Profit Before Tax & Extraordinary Items 32.92 (48.14)Adjustment for :Preliminary Expenses Written Off 0.46 0.46Interest Received (19.92) (4.13)Interest Expenses 25.45 1.54Depreciation & Amortization 4.49 2.62

43.39 (47.65)Operating Profit before Working Capital Adjustment(Increase)/Decrease in Debtors (14.01) (0.73)(Increase)/Decrease in Other Current Assets (1.46) (2.15)(Increase)/Decrease in Loans & Advances (86.66) (113.03)Increase/(Decrease) in Current Liabilities 120.59 18.46 129.33 13.42

61.85 (34.23)Less: Payment of Taxes (5.14) -Net Cash Flow From Operating Activities 56.71 (34.23)

B. CASH FLOW FROM INVESTING ACTIVITIESPurhcase of Fixed Assets (53.64) (8.46)(Increase)/Decrease in Fixed Deposits (101.14) (50.00)Interest Received 19.92 4.13

Net Cash Flow From Investing Activities (134.86) (54.33)

C. CASH FLOW FROM FINANCING ACTIVITIESFrom Issue of Shares - 75.00Preliminary Expenses - (0.35)Increase/(Decrease) in Loans & Advances 168.25 16.75Interest Expenses (25.45) (1.54)Net Cash Flow From Financing Activities 142.80 89.86Net increase/(Decrease) in cash and cash equivalent 64.65 1.30Add : Opening Cash & Cash Equivalent 13.89 12.59

Closing Cash & Cash Equivalent 78.54 13.89

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2010PURSUANT TO CLAUSE 32 OF LISTING AGREEMENTS (AS AMENDED)




As per our attached report of even date.For PATNI & CO., Chartered Accountantssd/- S. Sureka, PartnerMembership No. 57918Place : Kolkata • Date : 28th May, 2010



2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE ‘A’SHARE CAPITALAuthorised30,00,000 Equity shares of Rs. 10/- each 30,000,000.00 30,000,000.00Issued, subscribed & paid up25,00,000 Equity shares of Rs. 10/- each 25,000,000.00 25,000,000.00fully paid up(All the above 25,00,000 shares are heldby Lohia Securities Limited, Holding Companyand its nominee)

TOTAL 25,000,000.00 25,000,000.00

SCHEDULE ‘B’SECURED LOANFrom Bank 5,000,000.00 -(Repaybale within one year Rs.50,00,000/-Previous Year, Nil)(Refer point no B(5) of Schedule “M”)

TOTAL 5,000,000.00 -

SCHEDULE - ‘C’UNSECURED LOANFrom Body Corporate 13,500,000.00 1,675,000.00

TOTAL 13,500,000.00 1,675,000.00

SCHEDULE - ‘E’SUNDRY DEBTORSMore than Six Months 324.59 -Other DebtsFrom Holding CompanyLohia Securities Limited 722,155.27 -(Maximum amount outstanding during the yearRs. 7,22,155.27, P.Y. :- Nil)Others 751,339.40 72,782.28

TOTAL 1,473,819.26 72,782.28

SCHEDULE - ‘F’CASH & BANK BALANCESCash in hand (As certified bythe management) 242,792.00 144,023.00Balance with Scheduled BanksIn Current Account 7,610,770.59 1,245,238.21In Fixed Deposits Account 15,114,200.00 5,000,000.00

TOTAL 22,967,762.59 6,389,261.21

SCHEDULES ATTACHED AND FORMING PART OF THE FINANCIAL STATEMENT



SC

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4,234

,334.0

0-

4,234

,334.0

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41,18

3.00

-41

,183.0

04,1

93,15

1.00

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2.Co

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710,2

68.00

449,4

57.00

-1,1

59,72

5.00

236,3

95.00

294,8

09.00

-53

1,204

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8,521

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3,873

.00

3.Off

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0-

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24.00

7,425

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14,54

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45,95

1.00

53,37

6.00

4.Ca

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634,3

23.00

-63

4,323

.00-

85,03

8.00

-85

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054

9,285

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45,80

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471.0

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74,78

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74,78

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18,69

7.00

18,69

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,394.0

037

,393.0

056

,090.0

0

Total

845,5

55.00

5,363

,914.0

0-

6,209

,469.0

026

2,216

.0044

7,623

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709,8

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5,499

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058

3,339

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Previo

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845,5

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2,216

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-

262,2

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2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - ‘G’OTHER CURRENT ASSETSInterest Receivable 360,715.90 214,818.47

TOTAL 360,715.90 214,818.47SCHEDULE - ‘H’LOANS & ADVANCES(Recoverable in cash or in kind orfor value to be received)

ADVANCESTaxes Paid 697,614.72 89,679.95Prepaid Expenses 228,830.00 251,423.00Other Advances 719,093.76 149,368.52DEPOSITSDeposits With Exchange 12,500,000.00 12,500,000.00Telephone Deposits 5,300.00 5,300.00Electricity Deposits 80,000.00 80,000.00Other Deposits 511,000.00 711,000.00Margin to Trading Member-Lohia Securities Limited (Holding Company) 21,725,000.00 13,500,000.00(Maximum Outstanding during the yearRs. 5,72,78,000/- P.Y. Rs. 1,56,94,000/-)

TOTAL 36,466,838.48 27,286,771.47

SCHEDULE - ‘I’CURRENT LIABILITIESAdvance received from Client 20,000.00 -Sundry Creditors for Expenses and others 2,078,402.23 280,002.68Margin From Client 22,660,900.00 12,705,900.00

TOTAL 24,759,302.23 12,985,902.68

SCHEDULE - ‘J’PROVISIONSProvision for Gratuity Charges 285,437.00 -Provision for Income Tax 09-10 514,000.00 -Provision for Fringe Benefit Tax 08-09 9,500.00 9,500.00

TOTAL 808,937.00 9,500.00

SCHEDULE - ‘K’’PAYMENT TO AND PROVISIONS FOR EMPLOYEESSalaries & Bonus 7,680,578.00 4,083,038.00Employer Contribution to Provident Fund 4,816.00 -Gratuity Charges 285,437.00 -Staff Welfare Expenses 470,453.00 -

TOTAL 8,441,284.00 4,083,038.00




2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - ‘L’OTHER EXPENSESAdvertisement 3,922.00 -Auditor Remuneration 24,500.00 11,500.00Bank Charges & Bank Guarantee Commission 226,906.13 51,588.73Broker Note Stamp Expenses 856,930.92 30,585.83Client Referral Fees 9,225.00 -Car Expenses 5,400.00 -Communication (including V-SAT) Expenses 899,093.25 235,175.95Computer & Software Expenses 665,762.68 164,313.00Depository Charges 275,236.68 16,968.91Electricity Expenses 117,005.00 55,085.00Filing Fees 2,000.00 7,500.00General Expenses 137,359.56 7,288.00Insurance Charges 34,745.00 39,833.00Internal Audit Fees 100,005.00 -NSE & SEBI Charges 719,967.00 188,693.48Printing & Stationery 122,817.00 115,527.00Postage & Courier Charges 239,676.00 132,520.00Professional Charges 376,235.00 -Professional Fees 691,250.00 40,900.00Rent 192,000.00 66,000.00Rates & Taxes 4,400.00 7,100.00Travelling & Conveyance 96,501.00 265,058.00Preliminary Expenses Written Off 45,968.00 45,968.00Repairs & Maintenance Charges Others 49,884.39 14,391.15

TOTAL 5,896,789.61 1,495,996.05




Schedule : - MA.) SIGNIFICANT ACCOUNTING POLICIES & NOTES ON ACCOUNTS

Significant Accounting Policies

(1) System of AccountingThe Financial Statements are prepared under the historical cost convention, on accrual basis and in accordance with theprovision of the Companies Act, 1956, and the Accounting Standard issued under the Companies (Accounting Standard)Rules 2006.

(2) Use of EstimatesThe preparation of the Financial Statements in conformity with the Accounting Standard generally accepted in India requires,the management to make estimates that affect the reported amount of assets & liabilities disclosure of contingent liabilitiesas at the date of the financial statement and reported amount of revenue and expenses for the year. Actual results coulddiffer from these estimates.

(3) Fixed Assets & Depreciationi) Fixed Assets are stated at their original cost of acquisition less accumulated depreciation.

ii) Depreciation on fixed assets has been provided under written down value method on pro- rata basis as per the rateprescribed under Schedule XIV of the Companies Act, 1956

iii) Software has been amortized over the period of four years.

(4) Revenue RecognitionIncome from Brokerage is recognized on the trade date of transaction.

(5) Preliminary ExpensesPreliminary Expenses are being written off over a period of Five Financial Years.

(6) Leave Encashment & GratuityThe company has policy of paying the leave encashment amount at the end of the financial year. Provision for Gratuity has beenmade in accordance with Payment of Gratuity Act, 1972

(7) TaxationProvision of current tax is made with reference to taxable income computed for the accounting period for which the financialstatements are prepared by applying the tax rates as applicable. The deferred tax charge is recognized using enacted taxrate. Deferred Tax assets are recognized and carried forward to the extent that there is a virtual certainty that sufficient futuretaxable income will be available against which such deferred tax assets can be realized.

B) Notes On Accounts

(1) Contingent Liability

The company has taken Bank Guarantee of Rs. 150 Lakhs from HDFC Bank against pledge of fixed deposits of Rs. 75 lakhs,which has been given as margin money in favour of National Securities Clearing Corporation Limited for Capital Market Segment

(2) Director’s Remuneration

Salary & Bonus includes Rs. 14,00,000/- for the year 2009-2010 (Previous Year : - Rs. 20,75,000/-) payment to Director’stowards managerial remuneration under section 198 of the Companies Act, 1956. Payments made to Directors are as follows:




In terms of the shareholders resolution passed at AGM on 20th September 2008 the executive directors were eligible for monthlysalary of Rs. 1,00,000/- each. However, in view of recession Mr. Hari Kishan Lohia and Mr. Mahesh Kumar Bajaj havevoluntarily drawn Rs. 8,00,000/- and Rs. 6,00,000/- respectively during the year. Consent letter for the wavier of the same hasbeen received from them.

(3) Compliance of Accounting Standards issued by the Institute of Chartered Accountants of India.(a) Segment Reporting

The company’s operation predominantly comprises of only one segment “Activity relating to Capital Market” and thereforesegment reporting is not applicable to the company.

(b) Related Party Disclosure:

Information given in accordance with Accounting Standard – 18

(A) Names of Related Parties & Relationship(i) Enterprises that directly or indirectly exercise control over or that are controlled by or that are under common control

with the reporting enterprises.

1. Holding Company : a) Lohia Securities Limited 2. Fellow Subsidiary : a) Trade City Commodities (P) Ltd.

b) Trade City Real Estate (P) Ltd.c) Trade City Barter Pvt. Ltd.

(ii) Key Management Personnel (KMP) : a) Mr. Hari Kishan Lohiab) Mr. Mahesh Kumar Bajaj

(iii) Relatives of KMP : a) Poonam Bajajb) Mayank Bajajc) Megha Bajaj

(iv) Enterprise over which KMP : a) Daadi Stock Broking (P) Ltd.Exercise significant influence : b) Ridhi Sidhi Distributors (P) Ltd.

c) Shiv Lalit Consultancy (P) Ltd.d) Hari Kishan Lohia (HUF)e) Mahesh Kumar Bajaj (HUF)f) Bajaj Portfolio Services (P) Ltd.g) Satya Narayan Bajaj (HUF)h) SNB Stock Broking (P) Ltd.

Name of the Director Amount of Remuneration

1. Mr. Hari Kishan Lohia Rs. 8,00,000/-

2. Mr. Mahesh Kumar Bajaj Rs. 6,00,000/-




(B) Transaction with Related Parties: (Figures in Lakhs)

Description of the nature ofTransaction

HoldingCompany

FellowSubidiaries

Key Manage-ment

Personnel(KMP)

Enterpriseover which

KMP exerciseSignificantInfluence

Brokerage Earned --- 2.74 .26 .09 .22(---) (.20) (---) (.04) (.33)

Depository 2.89 (---) (---) (---) (---)Charges Paid (.18) (---) (---)(including service tax)

Remuneration Paid (---) (---) 14.00 (---) (---)(---) (---) (20.75)

Margin Deposits (---) 119.70 10.00 --- 38.00Taken for Trading (---) (93.70) (---) (---) (50.80)

Margin Deposits (---) 119.70 10.00 --- 38.00Taken for Trading Refunded (---) (93.70) (---) (---) (45.80)

Margin Deposits 2,692.26 (---) (---) (---) (---)Given to Clearing (430.24) (---) (---)

Margin Deposits 2,610.01 (---) (---) (---) (---)Given to Clearing (320.24) (---) (---)Member Received Back

Loan Taken 541.00 542.50 (---) (---) 1,319.25(---) (---) (---) (---) (196.00)

Loan Repaid 541.00 542.50 (---) (---) 1,336.00(---) (---) (---) (---) (---)

Interest Paid (---) .49 (---) (---) 6.96(---) (---) (---) (---) (1.53)

Interest Received 9.56 (---) (---) (---) (---)On FD Margin (---) (---) (---) (---) (---)

Equity (---) (---) (---) (---) (---)Contribution (75.00) (---) (---) (---) (---)

*Previous year figures are given in bracket(C) Amount outstanding : Margin money Receivable from Clearing Member :- Rs. 207.25 lakhs

(Holding Company )Interest On Fixed Deposits Receivable from Holding :- Rs. 7.59 lakhsCompany (On Client FD as per instruction of clientwhich is payable to client)

(D) Provision to be made : - Nil

Relativeof KMP




(4) Auditor Remuneration (excluding service tax)

(a) Satutory Audit Fee 15,000.00 10,000.00(b) Tax Audit Fee 5,000.00 -(c) Certification Charges 4,500.00 - Total 24,500.00 10,000.00

Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)

(5) The company has obtained a term loan of Rs. 50 lacs from HDFC Bank against pledge of Fixed Deposits ofRs. 25 lacs

(6) The company has given Fixed Deposits of Rs. 50 lakhs to National Stock Exchange of India Ltd. as a Marginmoney for Capital Market segment.

(7) Expenditure in Foreign Currency

Tours & Travel NIL 1,64,600.00TOTAL NIL 1,64,600.00

Particulars 2009-2010 (Rs.) 2008-2009 (Rs.)

Liability Items :Diff in WDV as per Companies Act 67,329.00 86,940.00 1,54,269.00& Income Tax Act.Total 67,329.00 86,940.00 1,54,269.00Assets Items :-Carry Forward Business Loss 15,54,632.00 (10,23,598.00) 5,31,034.00Total 15,54,632.00 (10,23,598.00) 5,31,034.00Deferred Tax Assets(Net) 14,87,303.00 (11,10,538.00) 3,76,765.00


(8) Component of Deferred Tax Assets (Net) shown in the Balance Shet is as follow :-

Numerator Used - Profit After Tax Rs. 16,67,451.25 Rs. (33,57,096)Denominator Used - Weighted Average No. Shares 25,00,000 20,83,333Basic / Diluted Earning per Share Rs. 0.67 Rs. (1.61)

Particulars 2009-2010 2008-2009

(9) Earning per Share

(10) Additional Information pursuant to part – IV of Schedule VI to the Companies Act, 1956 is annexed asAnnexure – I hereto

(11) Previous Year figures have been regrouped/rearranged wherever necessary.





For PATNI & CO.,Chartered Accountantssd/- S. Sureka,PartnerMembership No. 57918Place : Kolkata • Date : 28th May, 2010



STATEMENT PURSUANT TO PART IV OF SCHEDULE VI OF THE COMPANIES ACT - 1956

i) REGISTRATION DETAILS

REGISTRATION NO. : U67120MH2007PTC175326 STATE CODE : 11







Source of Funds :





Deferred Tax Assets Net Currnet Assets









Product Description : Shares & Securities

N I L

N I L

9 0 6 8

2 5 0 0 0

5 0 0 0

5 5 0 0

3 7 6

9 9

2 0 6 2 2

3 2 9 2

. 6 7

6

N I L

N I L

9 0 6 8

I N L

1 3 5 0 0

N I L

3 5 7 0 1

1 8 2

1 7 3 3 0

1 6 6 7

L

6

4

IN

BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL BUSINESS PROFILE

ANNEXURE - 1




For PATNI & CO.,Chartered Accountantssd/- S. Sureka,PartnerMembership No. 57918Place : Kolkata • Date : 28th May, 2010

TRADE CITY COMMODITIES PVT. LTD.


DIRECTORS’ REPORT

TO THE MEMBERS OF

TRADE CITY COMMODITIES PRIVATE LIMITEDYour Directors have pleasure in presenting the Sixth Annual Report together with the audited Accounts of the Company for the yearended 31st March 2010, along with Auditor’s Report thereon.


Profit/(loss) before Taxation (207,491.90) (570,712.52)Less:Provision for Taxation:-Current Tax ---- ---- Deferred Tax (83,384.00) 158,654.00-Fringe Benefit Tax: - (1700.00)Profit/(Loss) after Tax (290,875.90) (413,758.52)Balance Brought Forward 1,399,322.59 1,813,081.11)Balance Carried to Balance sheet 1,108,446.69 1,399,322.59Earnings Per Share (0.28) (0.39)

Current Year2009-10

Previous Year2008-09

DIVIDENDDue to loss yours Directors regret for not recommending any dividend for the year 2009-2010.OPERATIONTotal Revenue for the period ended 31st March, 2010 was Rs.66.65 lakhs as compared to Rs.80.49 lakhs for the period ended 31stMarch, 2009 resulting in annualized fall of Rs. 13.84 lakhs. The Loss after Tax for the year was Rs.2.91lakhs as compared to lastyear’s loss after tax of Rs.4.14 lakhs resulting in annualized downfall of 1.23 lakhs. This downfall in loss is due to continual contractionin the business of the company.ICEX MembershipYour Company has recently acquired membership of India Commodities Exchange Limited. As you are aware, we have membershipof MCX Exchange, NCDEX Exchange, NCDEX Spot Exchange.DIRECTORSIn accordance with the provisions of section 256 of the Companies Act, 1956, Mr. Mahesh Kumar Bajaj retire by rotation at the ensuingAnnual General Meeting and being eligible, offers himself for reappointmentDIRECTORS’ RESPONSIBILITY STATEMENTPursuant to the requirement under section 217(2AA) of the Companies Act,1956 with respect to Directors’ Responsibility Statement, itis hereby confirmed:i) that in the preparation of the annual account for the financial year 31st March,2010 the applicable accounting standard

had been followed along with proper explanation relating to material departure.ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates

that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of thefinancial year and of the loss of the company for the year under review.

iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance withthe provision of the Companies Act,1956 for safeguarding the assets of the company and for preventing and detecting fraud andirregularities.



DIRECTORS’ REPORT (Contd.)

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

SECRETARIAL COMPLIANCE CERTIFICATEPursuant to proviso to section 383A of the Companies Act, 1956, a secretarial compliance certificate from a practicing Companysecretary has been obtained and is attached herewith.

AUDITORSV.Lohia & Co Chartered Accountants hold office until the conclusion of the forthcoming Annual General Meeting and are recommendedfor reappointment. The Company has received a certificate from them to the effect that their reappointment, if made, would be within thelimits prescribed under section 224(1B) of the Companies Act,1956.

AUDITORS’ REPORTThe observation made in the Auditor’s Report are self explanatory and therefore, do not call for any further explanations under Sections217 of the Companies Act,1956.

PARTICULARS OF EMPLOYEESDuring the year none of the employees was in receipt of remuneration in excess of the limit prescribed under section 217(2A) of thecompanies Act, 1956. Hence, particulars required under the companies Rules, 1975 are not given.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTIONThe Company has no activity relating to conservation of energy or technology absorption. The Company has no foreign earnings andoutgoes during the year under preview.

FOREIGN EXCHANGE EARNINGS AND OUTGOThe Company has no foreign earnings and outgoes during the year under review.

ACKNOWLEDGEMENTSYour Directors express their sincere appreciation and value the assistance, co-operation and support extended to your company bythe various central and state Government agencies, customers, bankers and other business associates.



Director


Director





CIN NO. U 74999 WB 2004 PTC 099912AUTHORISED CAPITAL : RS.3,00,00,000/-PAID UP CAPITAL : RS.1,05,50,000/-

To,The Members,TRADE CITY COMMODITIES PRIVATE LIMITEDD- 402, 4TH FLOORDC BLOCK, CITY CENTERKOLKATA-700 064

I have examined the registers, records, books and papers of M/s. Trade City Commodities Private Limited , D- 402, 4th Floor, DC Block,City Center, Kolkata-700 064 as required to be maintained under the Companies Act, 1956, (the Act) and the rules made there underand also the provisions contained in the Memorandum and Articles of Association of the Company for the financial year ended on 31stMarch, 2010. In my opinion and to the best of my information and according to the examinations carried out by me and explanationsfurnished to me by the company, its officers and agents, I certify that in respect of the aforesaid financial year:

01. The company has kept and maintained all registers as stated in Annexure "A" to this certificate, as per the provisions and the rulesmade there under and all entries therein have been duly recorded.

02. The Company has duly filed the forms and returns as stated in Annexure "B" to this certificate with the Registrar of Companies,within the time prescribed under the Act and the rules made there under.

03. The company being a private limited company has the minimum prescribed paid-up capital and its maximum number ofmembers during the said financial year was 02 excluding its present and past employees and the company during the year underscrutiny:-

(i) has not invited public to subscribe for its shares or debentures.

(ii) has not invited or accepted any deposits from persons other than its members, directors or their relatives.

04. The Board of Directors duly met 11 (Eleven) times on 01.04.2009, 30.04.2009, 19.05.2009, 29.06.2009, 06.07.2009, 29.09.2009,22.10.2009, 14.11.2009, 19.12.2009, 30.01.2010 & 20.03.2010 in respect of which meetings proper notices were given andthe proceedings were properly recorded and signed including the circular resolutions passed in the Minutes Book maintained forthe purpose.

05. The company has not closed its Register of Members, U/s.154 of the Act during the financial year.

06. The Annual General Meeting for the financial year ended on 31st March, 2009 was held on 29.09.2009 after giving due noticeto the members of the company and the resolutions passed thereat were duly recorded in Minutes Book maintained for thepurpose.

07. No Extra Ordinary General Meeting was held during the financial year.

08. The Company being a private company, section 295 of the Act is not applicable.

09. The Company has not entered into contract under section 297 of the Act during the financial year and complied with the provisionof the Act.

10. The company has maintained the register under section 301 of the Act.

11. As there was no instances falling within the purview of section 314 of the Act, the company has not obtained any approval from theBoard of Directors, members, or Central Government.

12. The Company has not issued any duplicate share Certificates during the financial year.




13. The company has:-(i) not made allotment of Equity Share and transfer or transmission of share or securities during the financial year.(ii) not declared any dividend for the year ended on 31st March, 2009.(iii) not deposited any amount in separate bank account as no dividend was declared during the financial year.(iv) not posted any dividend warrants to it's members as it was not required to do so.(v) duly complied with the requirements of section 217 of the Act.



16. The Company has not appointed any sole-selling agents during the financial year.17. The company was not required to obtain any approval of the Central Government, Company Law Board, Regional Director,

Registrar or such other authorities as prescribed under the various provisions of the Act during the financial year.18. The Directors have disclosed their interest in other firms/ companies to the Board of Directors Pursuant to the provisions of the

Act and the rules made there under.19. The company has not issued equity shares, debentures, or other securities during the financial year.20. The company has not bought back any shares during the financial year.21. There was no redemption of preference shares/debentures during the financial year.22. There was no transactions necessitating the company to keep in abeyance rights to dividend, right shares and bonus shares

pending registration of transfer of shares.23. The company has not accepted/invited deposits from Public including unsecured loans falling with in the purview of section 58A

during the financial year.24. The company, being a private company, the borrowings made during the financial year do not attract provisions of section

293(1)(d) of the Act.25. The company being a Private Limited Company, provision of 372(A) of the Act with respect to loan & guarantees given or provided

to other body corporate is not applicable.26. The company has not altered the provision of it's Memorandum of Association with respect to situation of the company's

registered office from one State to another during the year under scrutiny.27. The company has not altered the provisions of it's Memorandum of Association with respect to the objects of the company during

the year under scrutiny.28. The company has not altered the provisions of it's Memorandum of Association with respect to name of the Company during

the year under scrutiny.29. The company has not altered the provisions of it's Memorandum of Association with respect to Share Capital of the company

during the year under scrutiny.30. The company has not altered its Articles of Association during the financial year.31. There was no prosecution initiated against or show cause notices received by the company and no fines or penalties or any

other punishment imposed on the company during the financial year for offences under the Act.32. The company has not received any money as security from its employees during the financial year.33. The company has not deposited contribution to provident fund as the same is not applicable.

DEBASISH MUKHOPADHYAY(COMPANY SECRETARY)

C. P. NO. 5323Place : KolkataDate : 28th May, 2010

sd/-




Annexure - ARegisters as maintained by the Company01. Members Register U/s 15002. Directors Register U/s 30303. Director's Share Holding Register U/s 30704. Loan & Investment Register U/s 372A05. Share Transfer Register.06. Register of Contract.07. Minutes of Directors & Shareholders meetings under section 193.

Annexure - BForms and Returns as filed by the Company with the Registrar of Companies, Regional Director, Central Government orother authorities during the financial year ended on 31st March, 2010.01. Balance Sheet for 31.03.2009 U/s.220 filed on 22.10.2009.02. Annual Return for AGM held on 29.09.2009 U/s.159 filed on 24.11.2009.03. Secretarial Compliance certificate for 31.03.2009 u/s 383A(1) filed on 22.10.2009.04. Form No. 22B filed on 06.07.2009.



TO THE MEMBERS OF

TRADE CITY COMMODITIES PVT LTD1. We have audited the attached Balance Sheet of TRADE CITY COMMODITIES PVT LTD, as at 31st March 2010, the Profit and

Loss Account and the Cash Flow Statement of the Company for the year ended as at that date both annexed thereto. Thesefinancial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on thesefinancial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we planand perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. Anaudit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement. An audit alsoincludes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overallfinancial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors' Report) Order, 2003, as amended by the Companies (Auditors' Report) (Amendment)Order, 2004 (together the 'Order') issued by the Central Government of India in terms of sub-section (4A) of Section 227 ofthe Companies Act, 1956, and on the basis of such checks of the books and records of the Company as we consideredappropriate and according to the information and explanations given to us, we give in the Annexure a statement on thematters specified in paragraphs 4 & 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph (3) above, we report that:

a) we have obtained all the information and explanations, which to the best of our knowledge and belief were necessaryfor the purpose of our audit;

b) in our opinion, proper books of account as required by law have been kept by the Company, so far as appears from ourexamination of the books;

c) the Balance Sheet, the Profit & Loss Account and the Cash Flow Statement dealt with by this report are in agreementwith the books of account;

d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement comply with the AccountingStandards referred to in sub-section (3C) of section 211 of the Companies Act 1956;

e) on the basis of the written representations received from the directors as on March 31, 2010, and taken on record bythe Board of Directors, we report that none of the directors of the Company is disqualified as on March 31, 2010, frombeing appointed as director, in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956;

f) in our opinion, and to the best of our information and according to the explanations given to us, the said financialstatements read together with the other Notes thereon, give the information required by the Companies Act 1956, in themanner so required and give a true and fair view in conformity with the accounting principles generally accepted inIndia;

(i) in the case of the Balance Sheet, of the state of affairs of Company as at March 31, 2010, and

(ii) in the case of the Profit and Loss Account, of the Loss of the Company for the year ended on that date.

(iii) in the case of Cash Flow statement, of the cash flows for the year ended on that date.

AUDITOR’S REPORT

For V. LOHIA & CO.Chartered Accountants

(Firm Regn No. 320323E)

sd/- VISHNU LOHIA, FCA(Partner)

Membership NO. 55683Kolkata, the 28th day of May, 2010



(Referred to in paragraph 3 of our Report of even date)

i) (a) The Company has maintained proper records showing full particulars including quantitative details and situationof fixed assets.

(b) As informed to us the Fixed Assets of the company have been physically verified by the Management at the yearend and in our opinion the frequency of verification is reasonable having regard to the size of the Company and thenature of its assets. No discrepancies were noticed on such physical verification.

(c) The Company has not disposed off any fixed assets during the year.

ii) The inventory of Commodities being held in electronic mode, in our opinion, no comments are called for under clause 4(ii)of the Order.

iii) (a) The Company has not granted any loans during the year. Therefore the provisions of sub- clause (a) to (d) of clause4(iii) of the Order are not applicable to the Company.

(e) The Company has taken loan from one company covered in the register maintained u/s 301 of the Companies Actduring the year. The maximum amount involved during the year is Rs 65 lacs and the year end balance wasRs. 50 lacs.

(f) In our opinion, the rate of interest and terms and conditions of loan taken by the company covered in the registermaintained under section 301 of the Companies Act, are prima facie, not prejudicial to the interest of the company.

(g) The company is regular in payment of principal amount and interest.

iv) In our opinion and according to the information and explanations given to us, there is adequate internal control systemcommensurate with the size of the company and the nature of its business with regard to purchase of inventory and fixedassets and with regard to the sale of goods and services. Further, during the course of our audit we have neither comeacross nor have we been informed of any continuing failure to correct major weaknesses in the aforesaid control system.

v) (a) On the basis of our examination of the books of account, the transactions made in pursuance of contracts orarrangements, particulars of which need to be entered in the register maintained under Section 301 of the CompaniesAct 1956 have been so entered.

(b) The transactions made in pursuance of such contracts or arrangements are not exceeding five lacs rupees, thereforereporting under clause 4(v)(b) is not Required.

vi) The Company has not accepted any deposits under the provisions of Sections 58A, 58AA or other relevant provisionsof the Act and the rules framed there under.

vii) In our opinion, the internal audit of the company is done by the management, which is commensurate with its size andnature of its business.

viii) In our opinion, the Central Government has not prescribed maintenance of cost records under Section 209(1)(d) of theCompanies Act, 1956 for any of the products of the Company.

ix) (a) According to the records of the Company, Provident Fund, Investor Education and Protection Fund, Employees'State Insurance, Income tax, Sales tax, Wealth tax, Service Tax, Customs duty, Excise duty, Cess and other materialStatutory Dues applicable to it have been generally regularly deposited during the year with the appropriate authorities.According to the information and explanations given to us, no undisputed amounts payable in respect of abovewere in arrears, as at March 31, 2010 for a period of more than six months from the date on which they becomepayable.

(b) According to the information and explanation given to us, there are no dues of Income tax, Sales tax, Wealth tax,




Service Tax, Customs duty, Excise duty, Cess which have not been deposited on account of any dispute exceptIncome Tax demand of Rupees 344,803/- disputed before Commissioner of Income Tax for the FinancialYear 2005-06.

x) The Company does not have accumulated losses at the end of the financial year. Further the Company has not incurred cashlosses during the financial year covered by our audit but has so incurred in the immediately preceding financial year.

xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment ofdues to any financial institution, bank or debenture holders.

xii) Based on our exanimation of the records and the information and explanations given to us, the Company has not granted anyloans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii) In our opinion, the Company is not a chit fund or a nidhi/ mutual benefit funds/society. Therefore, the provisions of clause 4(xiii)of the Order are not applicable to the Company.

xiv) The Company is neither a trader nor a dealer in shares, securities, debentures and other investments.

xv) In our opinion, the Company has not given any guarantee for loans taken by others. Therefore, the provisions of clause 4(xv)of the Order are not applicable to the Company.

xvi) In our opinion, the Company has not raised any term loan. Therefore, the provisions of clause 4(xvi) of the Order are notapplicable to the Company.

xvii) According to the information and explanations given to us and on the basis of overall examination of the Balance Sheet ofthe Company, we report that the Company has not used fund raised on short-term basis for long term investments.

xviii) According to the information and explanation given to us, the Company has not made any allotment of shares during theyear. Therefore the provisions of clause 4(xviii) of the Order are not applicable to the Company.

xix) The Company has not issued any debentures. Therefore, the provisions of clause 4(xix) of the Order are not applicable tothe Company.

xx) The Company has not raised any sum by way of public issue. Therefore, the provisions of clause 4(xx) of the Order are notapplicable to the Company.

xxi) During the course of our examination of the books and records of the Company, carried out in accordance with thegenerally accepted auditing practices in India, and according to the information and explanations given to us, we haveneither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we beeninformed of such case by the management.

ANNEXURE TO THE AUDITORS REPORT (Contd.)




Membership NO. 55683Kolkata the 28th day of May, 2010



SCHEDULE AS AT AS AT31.03.2010 31.03.2009

Rs. P. Rs. P.A) SOURCES OF FUNDS1 SHAREHOLDER’S FUNDS

Equity Share Capital 1 10,550,000.00 10,550,000.00Reserves & Surplus 2 9,258,446.69 9,549,322.59

2 LOAN FUNDSUnsecured LoansFrom Bodies Corporate 5,000,000.00 6,500,000.00

TOTAL 24,808,446.69 26,599,322.59

B) APPLICATION OF FUNDS1 FIXED ASSETS 3Gross Block 6,022,097.25 5,331,097.25Less : Depreciation 2,617,204.75 2,108,900.75NET BLOCK 3,404,892.50 3,222,196.502 Deferred Tax Assets 95,295.00 178,679.003 CURRENT ASSETS, LOANS & ADVANCESInventories 860,924.00 860,924.00Sundry Debtors 4 429,756.02 230,291.24Cash and Bank Balances 5 11,894,276.17 15,894,824.87Other Current Assets 6 475,132.33 870,197.40Loans and Advances 7 10,882,981.38 11,015,628.92

24,543,069.90 28,871,866.43Less: CURRENT LIABILITIES

& PROVISIONS 8 3,234,810.71 5,673,419.34NET CURRENT ASSETS 21,308,259.19 23,198,447.09

TOTAL 24,808,446.69 26,599,322.59Significant Accounting Policies & Notes on Accounts 13


As per our Report of even datefor V. LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/- VISHNU LOHIA, FCA(Partner)Membership No. 55683Place : KolkataDate : 28th May 2010



Director


Director



31.03.2010 31.03.2009SCHEDULE Amount in Rs. Amount in Rs.

A) INCOMEIncome from Commodity Operations 9 5,075,584.89 6,602,439.80Brokerage Income (Gross) 736,001.94 495,960.20(TDS Rs.Nil/- Previous Year :- 1,023/-)Interest on Fixed Deposit(Gross) 848,381.62 946,284.13(TDS - Rs.83,099.36, P.Y. Rs.1,94,565.92 )Other Income 10 5,330.40 5,088.00

TOTAL (A) 6,665,298.85 8,049,772.13

B) EXPENDITUREOperating Expenses 11 4,491,060.20 5,657,484.61Administrative Expenses 12 1,482,215.55 1,473,369.44Loss On Sale of Car - 150,919.00Interest Expenses 391,211.00 644,987.00Depreciation & Amortisation 508,304.00 669,503.00Preliminary Expenses written off - 24,221.60

TOTAL (B) 6,872,790.75 8,620,484.65

Profit before Taxation (A - B) (207,491.90) (570,712.52)Provision for Taxation

-Current Tax - --Deferred Tax (83,384.00) 158,654.00-Fringe Benefit Tax - (1,700.00)

Profit After Taxation (290,875.90) (413,758.52)Balance Brought Forward from Previous Year 1,399,322.59 1,813,081.11

Balance Carried to Balance Sheet 1,108,446.69 1,399,322.59

Basic/Diluted Earning Per Share (Face value - Rs10/-) (0.28) (0.39)

Significant Accounting Policies & Notes on Accounts 13

PROFIT AND LOSS ACCOUNT FOR THE PERIOD ENDED 31ST MARCH 2010




Director


Director

For the Year Ended For the Year Ended




A) CASH FLOW FROM OPERATING ACTIVITIESNet Profit Before Tax & Extraordinary Items (207,491.90) (570,712.52)Adjustment for :Preliminary Expenses Written Off - 24,221.60Depreciation 508,304.00 669,503.00Interest Paid 391,211.00 644,987.00Interest Received (853,712.02) (951,372.13)Provision for Gratuity 33,779.00Loss on Sale of Car - 79,581.98 150,919.00 538,258.47Operating Profit Before Working Capital Changes (127,909.92) (32,454.05)Adjustment for(Increase)/Decrease in Sundry Debtors (199,464.78) 1,963,575.56(Increase)/Decrease in Other Current Assets 395,065.07 (209,212.45)Increase/(Decrease) in Current Liabilities (2,402,774.85) (1,042,539.16)(Increase)/Decrease in Loans & Advances 132,647.54 (2,074,527.02) (867,459.53) (155,635.58)

(2,202,436.94) (188,089.63)Tax Payments - -Cash Flow From Operating Activities (2,202,436.94) (188,089.63)

B) CASH FLOW FROM INVESTING ACTIVITIESInterest Received 853,712.02 951,372.13Addition to Fixed Assets (691,000.00) (500,000.00)Sales of Fixed Assets - 205,000.00Fixed Deposits - (0.13)Cash Flow From Investing Activities 162,712.02 656,372.00

C) CASH FLOW FROM FINANCING ACTIVITIESIncrease/(Decrease) in Unsecured Loan (1,500,000.00) 1,000,000.00Repayment of Secured Loan - (4,347.00)Interest Paid (391,211.00) (644,987.00)

Cash Flow From Financing Activities (1,891,211.00) 350,666.00Net Increase/(Decrease) in Cash and Cash Equivalent (3,930,935.92) 818,948.37Add: Opening Balance of Cash & Cash Equivalent 5,825,211.96 5,006,263.59Closing Balance Cash & Cash Equivalent 1,894,276.04 5,825,211.96

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2010



Director


Director




For the year ended For the year ended 2009-2010 2008-2009

Amount in Rs. Amount in Rs.SCHEDULE - 1SHARE CAPITALAuthorised30,00,000 Equity Share of Rs.10/- each 30,000,000.00 30,000,000.00Issued, Subscribed and Paid-up10,55,000 Equity Share of Rs.10/- each fully paid up in cash 10,550,000.00 10,550,000.00(All the above 10,55,000 Shares are held byLohia Securities Ltd.,the Holding Company & its nominee)

10,550,000.00 10,550,000.00SCHEDULE - 2RESERVES & SURPLUSSecurities Premium Account 8,150,000.00 8,150,000.00Profit & Loss Account 1,108,446.69 1,399,322.59

9,258,446.69 9,549,322.59SHCEDULE - 4SUNDRY DEBTORS (Unsecured Considered Good)More than Six Months - 568.80Other Debts 429,756.02 229,722.44

429,756.02 230,291.24SCHEDULE - 5CASH AND BANK BALANCESCash on hand (as certified by Management) 78,305.00 102,240.00Balance with Scheduled Banks

on Current Accounts 1,815,971.04 5,792,584.74on Fixed Deposit A/cs. (kept as Margin Money 10,000,000.13 10,000,000.13against Bank Guarantee)

11,894,276.17 15,894,824.87SHCEDULE - 6OTHER CURRENT ASSETSAccrued Interest on Fixed Deposit 222,762.33 613,225.40Prepaid Expenses 252,370.00 256,972.00

475,132.33 870,197.40SCHEDULE - 7LOANS & ADVANCES(Unsecured, considered good unless otherwise stated)Advances Recoverable in Cash orkind or value to be received 423,195.18 761,202.08Margin Money with Exchange 4,500,000.00 4,500,000.00Security Deposits 4,499,409.00 4,482,490.00Tax Payments 1,460,377.20 1,271,936.84

10,882,981.38 11,015,628.92

SCHEDULE ATTACHED AND FORMING PART OF FINANCIAL STATEMENTS



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For the year ended For the year ended31.03.2010 31.03.2009

Amount (Rs.) Amount (Rs.)SCHEDULE - 8CURRENT LIABILITIES & PROVISIONSCURRENT LIABILITIESSundry Creditors 1,238.00 1,023.00Margin money for Commodity Segment-From Clients 1,425,000.00 3,686,000.00Mark to Market A/c. 161,070.00 274,540.00Bank Overdraft (Temporary Overdrawn) - 69,612.78Outstanding Liabilities 454,889.71 391,570.56Statutory Liabilities 111,281.00 203,120.00PROVISIONSProvision for Gratuity 33,779.00 -Tax Provisions 1,047,553.00 1,047,553.00

3,234,810.71 5,673,419.34SCHEDULE - 9INCOME FROM COMMODITY OPERATIONSSales 863,822.09 625,350.00Closing Stock 860,924.00 860,924.00Income from Commodity Futures (net of Charges) 5,070,342.55 6,626,019.80

6,795,088.64 8,112,293.80Less:Purchases 858,579.75 648,930.00Less:Opening Stock 860,924.00 860,924.00

5,075,584.89 6,602,439.80SCHEDULE - 10OTHER INCOMEInterest on Security Deposits (TDS Rs. 533/-, P.Y. Rs. 1,048/-) 5,330.40 5,088.00

5,330.40 5,088.00SCHEDULE - 11OPERATING EXPENSESTransaction Charges 3,335,050.47 4,405,587.28VSAT Charges 92,036.44 122,020.62Leasedline Charges 324,659.00 343,188.19Internet Charges - 10,000.00User ID Charges 12,000.00 5,500.00Annual Maintenance Charges 153,188.02 124,429.84Annual Subscription Fees 125,000.00 150,000.00Bank Guarantee Commission 296,471.00 276,767.31Depository Charges 32,000.00 24,668.43Examination Charges 3,000.00 58,110.00Insurance Charges 20,058.00 23,011.90Software Expenses 85,423.00 86,160.00Telephone Charges 8,142.80 24,401.65Delivery and Warehouse Charges 4,031.47 3,639.39

4,491,060.20 5,657,484.61




For the year ended For the year ended31.03.2010 31.03.2009

Amount (Rs.) Amount (Rs.)Schedule - 12ADMINISTRATIVE EXPENSESSalary & Bonus 637,666.00 540,607.00Staff Welfare 58,290.00 23,182.00Gratuity Expenses 33,779.00 -Rent (including Lease Rent Paid Rs. 9,912/-P.u) 275,912.00 98,951.72Auditors Remuneration-Statutory Audit Fees 7,000.00 7,000.00-Tax Audit Fees 3,000.00 3,000.00-Others - 8,500.00Electricity Charges 341,360.00 542,521.00Exchange Processing Fees 3,000.00 10,500.00Bank Charges 1,743.15 4,846.36Filling Fees 2,000.00 1,500.00Conveyance Expenses 4,793.00 5,650.00General Expenses 11,152.80 22,868.08Generator Expenses 14,400.00 10,800.00Insurance Claim Written Off - 53,560.00Postage & Stamp 1,460.00 3,660.00Printing & Stationery 8,800.00 15,395.00Professional Fees 5,750.00 18,950.00Rates & Taxes 21,206.00 54,303.00Repairs & Maintenance ChargesOwn Premises 10,903.60 10,904.28Rented Premises 40,000.00 36,151.00Others - 520.00

1,482,215.55 1,473,369.44




Schedule – 13SIGNIFICANT ACCOUNTING POLICIES & NOTES ON ACCOUNTSA. SIGNIFICANT ACCOUNTING POLICIES

(a) System of Accounting :The Financial Statements are prepared under the historical cost convention on accrual basis, in accordance with thegenerally accepted accounting principles in India and the relevant provisions of the Companies Act.

(b) Fixed Assets :i) Fixed Assets are stated at their original cost of acquisition less accumulated depreciation.

ii) Depreciation on Fixed Assets has been provided under written down value method on pro-rata basis as per rateprescribed under Schedule XIV of the Companies Act, 1956

iii) Intangible Assets are amortized over the period of four years.

(c) Inventory :Inventory are valued at lower of cost and market value. Cost is calculated on weighted average basis.

(d) Leave Encashment & Gratuity :The company has policy of paying the leave encashment amount at the end of the financial year. Provision for Gratuity hasbeen made in accordance with Payment of Gratuity Act, 1972

(e) TaxationProvision of current tax is made with reference to taxable income computed for the accounting year for which thefinancial statements are prepared by applying the tax rates as applicable.

The deferred tax is recognized, subject to consideration of prudence in respect of deferred tax assets, on timingdifference, being the difference between the taxable income and accounting income that originate in one period and arecapable of reversed in one or more subsequent periods. Deferred tax assets are recognized only if there is virtualcertainty that future taxable income will be available against which such deferred tax assets will be realized. Suchassets are reviewed as at balance sheet date based on the developments during the year and reassess realization/liabilities in terms of AS-22 issued by ICAI.

B. NOTES ON ACCOUNTS :1. Contingent Liabilities : -a) Bank Guarantee:

The company has taken Bank Guarantee of Rs. 1,50,00,000/- from HDFC Bank against Fixed Deposits Receipt of Rs.75,00,000.13/- and of Rs. 50,00,000/- from United Bank of India against pledge of fixed deposits receipt of Rs. 25,00,000/-. Out of the above Bank Guarantee amounting to Rs. 80,00,000/- has been given to NCDEX and Rs. 1,20,00,000/- hasbeen given to MCX as margin money.

b) In respect of disputed demand of Rs.3, 44,803/- towards Income Tax for the F.Y 2005-06,the Company has filed an appealto Commissioner of Income Tax/Kol.The Company has not made the provision of the entire amount demanded by IncomeTax department as it is reasonably hopeful that the case would be decided in its favour.

The company has become member of Indian Commodity Exchange Limited during the year. However the membership isnot activated by the exchange because of connectivity ground. Again the membership of National Spot exchange has notbeen activated by exchange due to non-payment of prescribed security deposits. As the membership of both the exchangehas not been activated fees paid therefore has not been amortized during the year




3. Compliance of Accounting Standard issued under the Companies (Accounting Standard) Rules, 2006a) The company’s operation predominantly comprises of only one segment “ Activity related to Commodity Market” and therefore

segment reporting is not applicable to the company.

b) Related Party DisclosureName of the related parties & Nature of their Relationship

i) Holding Company : - Lohia Securities Limited

ii) Fellow Subsidiaries : - a) Trade City Securities Pvt. Ltd.

b) Trade City Real Estate Pvt. Ltd.

c) Trade City Barter Pvt. Ltd.

(iii) Enterprise over which KMP exercise significant influence: -

a) Shiv Lalit Consultancy (P) Ltd.

b) Daadi Stock Broking (P) Ltd.

c) Ridhi Sidhi Distributor (P) Ltd.

(2) Transaction wih Related Parties (Amount in Rupees)

FellowSubsidiaries

Enterprise over which KMPexercise significant influence

HoldingCompanyNature of Transaction

1. Rent Paid --- --- ---(29,040/-)

2. Maintenance Charges Paid --- --- ---(32,675)

3. Electricity Charges Paid --- --- ---(1,04,794/-)

4. Generator Charges Paid --- --- ---(71,040/-)

5. Property Tax Paid --- --- ---(39,496)

6. Demat Charges --- --- ---(6,623.43)

7. Margin Received for Trading --- --- 31,00,000/-(21,28,471.78)

8. Margin Received for Trading --- --- 30,10,000/-Refund (21,28,471.78)

9. Brokerage Earned --- --- 13,134/-(9,936/-)

10. Loan Taken --- --- 1,71,50,000/-(3,64,00,000/-)

11. Repayment of Loan --- --- 1,86,50,000/-(2,99,00,000/-)

12. Interest Paid --- --- 3,90,366/-(4,88,392/-)


Sl.No.



4. Component of Deferred Tax Assts (Net) shown in the Balance Sheet is as Follow :- (Amount in Rupees)

Liabilities Items :Depreciation 1,25,181/- (27,388/-) 97,793/-Total 1,25,181/- (27,388/-) 97,793/-Assets Items :-Expenses Disallowed U/s. 40(a) 2,627/- (2,627/-) ---Unabsorbed Depreciation 3,01,233/- (1,08,145/-) 1,93,088/-Total 3,03,860/- (1,10,772/-) 1,93,088/-Net Deferred Tax Assets/(Liabilities) 1,78,679/- (83,384/-) 95,295/-

Particulars For the year As on 31.03.2010As on 31.03.2009

4. Quantitative details of items traded during the year ended 31st March 2010

5. Earning Per Shares :-

Numerator Used (2,90,875.90) (4,13,758.52)Denominator Used 10,55,000 10,55,000Basic / Diluted per Share (FV Rs. 10) (0.28) (0.39)

Particulars 2009-2010 2008-2009

Particulars 2009 - 2010 2008 - 2009Qty AmountQtyAmount

Opening Stock - Gold 1.000 Kg. 8,60,924.00 1.000 Kg. 8,60,924.00PurchasesGold Guinea .008 Kg 13,766.11 --- ---Gold Mini .500 Kg 8,44,813.64 --- ---Silver --- --- 30.000 Kg. 6,48,930.00

8,58,579.75 6,48,930.00SalesGold Guinea .008 Kg 13,380.42 --- ---Gold Mini .500 Kg 8,50,441.67 --- ---Silver --- --- 30.000 Kg. 6,25,350.00

8,63,822.09 6,25,350.00Closing Stock - Gold 1.000 Kg. 8,60,924.00 1.000 Kg. 8,60,924.00




7. Additional information as required under Part II of the schedule VI to the Companies Act. 1956 to the extent notapplicable is not given.

8. Additional information pursuant to part - IV of schedule VI to the Companies Act, 1956 is annexed as Annexure - 1hereto.

9. Previous Year figures have been regrouped / rearranged wherever necessary

PARTICULARS NUMBER OFCONTRACTS

Number of unitsLong Short

(MCX)ALUMINIUM30APR10 15 15000 ---COPPER 30 APR 10 14 14000 ---CRUDEOIL 19 APR 10 11 1100 ---GOLD 05 JUN 10 3 300 ---GOLDM 05APR 10 5 50 ---GOLDM 05 MAY 10 5 50 ---NICKEL 30 APR 10 1 --- 250NICKEL 38 MAY 10 1 250 ---SILVERM 5 MAY 10 1 --- 30SILVERM 30 JUN 10 21 105 ---ZINC 30 APR 10 2 10000 ---NCDEXCHARJDDEL 20 MAY 10 1 10 ---GARGUMJDR 20 APR 10 13 130 ---GARGUMJDR 20 MAY 10 2 20 ---GARSEDJDR 20 APR 10 80 800 ---GARSEDJDR 20 MAY 10 4 40 ---PPRMLGKOC 20 APR 10 1 1 ---RMSEEDJPR 20 MAY 10 1 10 ---


As per our Report Attachedfor V. LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/- VISHNU LOHIA, FCA(Partner)Membership No. 55683Place : KolkataDate : 28th May 2010



Director


Director

6. Net Open Positions in respect of future contract are as follows :-



BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL BUSINESS PROFILEi) REGISTRATION DETAILS

REGISTRATION NO. : U74999WB2004PTC099912 STATE CODE : 21







Source of Funds :














Product Description : Commodity BrokersFor V. LOHIA & CO.Chartered Accountantssd/- VISHNU LOHIA, FCA(Partner)Membership No. 55683Place : KolkataDate : 28th May 2010

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Director


Director

STATEMENT PURSUANT TO PART-IV OF SCHEDULE VI OF THE COMPANIES ACT, 1956

ANNEXURE - 1

TRADE CITY REAL ESTATE PRIVATE LIMITED


DIRECTOR’S REPORT

TO THE MEMBERS OFTRADE CITY REAL ESTATE (P) LTD.Your Directors have pleasure in presenting the Fourteenth Annual Report together with the audited Accounts of the Company forthe year ended 31st March 2010, along with Auditor’s Report thereon.


Profit/(loss) before Taxation 446,402.21 (25,827.84)

Less:Provision for Taxation:

- Current Tax (196,000.00) (28,000.00)

- Deffered Tax --- ---

Income Tax for earlier year (2137.00) -----

Profit/(Loss) after Tax 248265.21 (53,827.84)

Balance Brought forward (1,199,482.49) (1,145,654.56)

Balance carried to Balance Sheet (951,217.28) (1,199,482.49)

2009-10 2008-09

OPERATIONThe total income of the company during the year was Rs.25.97 lakhs against the total income of Rs 3.56 lakhs in the previousyear registering a growth of 22.41 lakhs over the same. During the year your Company has earned interest of Rs.14.57 lakhsand profit on sale of assets Rs. 7.14 lakhs

DIVIDENDDuring the year company has earned a profit before tax of Rs. 4.46 lakhs but due to carried forward of losses to the tune of Rs.11.99 lakhs, your Directors has thought it prudent not to recommend any dividend for the financial year ended,31st March,2010

DIRECTORS’ RESPONSIBILITY STATEMENT

In confirmation of Section 217(2AA) of the Companies Act,1956 with respect to Directors’ Responsibility Statement, your direc-tors hereby confirmed that:

i) In preparation of the Annual Account for the financial year ended 31st March,2010 applicable Accounting standard had beenfollowed along with proper explanation relating to material departure.

ii) Appropriate Accounting policies have been selected and applied consistently, and judgement and estimates have been madethat are reasonably prudent so as to give a true and fair view of the state of affairs of the company as at 31st March,2010 andof the profits of the company for the said period.

iii) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with therequirement of the Companies Act,1956. Adequate systems and control for safeguarding the assests of the company and forpreventing and detecting fraud and other irregularities have been ensured.

iv) Annual Accounts of the company have been prepared on a going concern basis.

DIRECTORSAs required under section 255 & 256, of the Companies Act, 1956, 2/3 of the total strength of the board shall be liable for retire byrotation of which 1/3 shall actually retires in the annual general meeting.



DIRECTORS’ REPORT (Contd.)

During the year Mr. Hari Kishan Lohia is retiring by rotation as required under Companies Act,1956 under Sec 256, and beingeligible offer himself for reappointment.


AUDITORSM/S V.LOHIA & CO. Chartered Accountants hold office until the conclusion of the fourteenth Annual General Meeting and arerecommended for reappointment. The Company has received a certificate from them to the effect that their reappointment, if made,would be within the limits prescribed under section 224(1B) of the Companies Act,1956.

PERSONNELInformation as per Section 217(2A) of the Companies Act, 1956 has not been given as the Company has not employed any personnelduring the year.

AUDITORS’ REPORT

The Auditors’ Report on the Accounts of the Company for the year under review is self explanatory and requires no comment and donot call for any further explanations under Sections 217 of the Companies Act,1956.

CONSERVATION OF ENERGY TECHNOLOGY, ABSORPTIONThe Company has no activity relating to conservation of energy or technology absorption.

FOREIGN EARINGS AND OUTGOThe Company has no foreign earnings and outgoes during the year under preview.

ACKNOWLEDGEMENTSYour Directors express their sincere appreciation and value the assistance, co-operation and support extended to your com-pany by the various central and state Government agencies, foreign collaborators, customers, bankers, employees and otherbusiness associates.



Director


DirectorPlace : KolkataDate : 28th May, 2010




CIN NO. U 51109 WB 1996 PTC 078252AUTHORISED CAPITAL : RS.3,00,00,000/-PAID UP CAPITAL : RS.1,45,00,000/-

To,The Members,TRADE CITY REAL ESTATE PRIVATE LIMITEDD- 402, 4TH FLOORDC BLOCK, CITY CENTERKOLKATA-700 064

I have examined the registers, records, books and papers of M/s. Trade City Real Estate Private Limited , D- 402, 4th Floor, DC Block,City Center, Kolkata-700 064 as required to be maintained under the Companies Act, 1956, (the Act) and the rules made there underand also the provisions contained in the Memorandum and Articles of Association of the Company for the financial year ended on 31stMarch, 2010. In my opinion and to the best of my information and according to the examinations carried out by me and explanationsfurnished to me by the company, its officers and agents, I certify that in respect of the aforesaid financial year:

01. The company has kept and maintained all registers as stated in Annexure "A" to this certificate, as per the provisions andthe rules made there under and all entries therein have been duly recorded.

02. The Company has duly filed the forms and returns as stated in Annexure "B" to this certificate with the Registrar ofCompanies, within the time prescribed under the Act and the rules made there under.

03. The company being a private limited company has the minimum prescribed paid-up capital and its maximum numberof members during the said financial year was 02 excluding its present and past employees and the company during theyear under scrutiny:-



04. The Board of Directors duly met 07 (Seven) times on 02.04.2009, 25.06.2009, 08.08.2009, 29.09.2009, 30.09.2009, 27.11.2009,& 20.02.2010 in respect of which meetings proper notices were given and the proceedings were properly recorded andsigned including the circular resolutions passed in the Minutes Book maintained for the purpose.


06. The Annual General Meeting for the financial year ended on 31st March, 2009 was held on 29.09.2009 after giving duenotice to the members of the company and the resolutions passed thereat were duly recorded in Minutes Bookmaintained for the purpose.

07. No Extra Ordinary General Meeting was held during the financial year.


09. The Company has not entered into contract under section 297 of the Act during the financial year and complied with theprovision of the Act.


11. As there was no instances falling within the purview of section 314 of the Act, the company has not obtained any approval fromthe Board of Directors, members, or Central Government.




13. The company has:-


(ii) not declared any dividend for the year ended on 31st March, 2009.

(iii) not deposited any amount in separate bank account as no dividend was declared during the financial year.

(iv) not posted any dividend warrants to it's members as it was not required to do so.

(v) duly complied with the requirements of section 217 of the Act.



16. The Company has not appointed any sole-selling agents during the financial year.

17. The company was not required to obtain any approval of the Central Government, Company Law Board, Regional Director,Registrar or such other authorities as prescribed under the various provisions of the Act during the financial year.

18. The Directors have disclosed their interest in other firms/ companies to the Board of Directors Pursuant to the provisions of theAct and the rules made there under.

19. The company has not issued equity shares, debentures, or other securities during the financial year.

20. The company has not bought back any shares during the financial year.

21. There was no redemption of preference shares/debentures during the financial year.

22. There was no transactions necessitating the company to keep in abeyance rights to dividend, right shares and bonus sharespending registration of transfer of shares.

23. The company has not accepted/invited deposits from Public including unsecured loans falling with in the purview of section 58Aduring the financial year.

24. The company, being a private company, the borrowings made during the financial year do not attract provisions of section293(1)(d) of the Act.

25. The company being a Private Limited Company, provision of 372(A) of the Act with respect to loan & guarantees given orprovided to other body corporate is not applicable.

26. The company has not altered the provision of it's Memorandum of Association with respect to situation of the company'sregistered office from one State to another during the year under scrutiny.

27. The company has not altered the provisions of it's Memorandum of Association with respect to the objects of the companyduring the year under scrutiny.

28. The company has not altered the provisions of it's Memorandum of Association with respect to name of the Company duringthe year under scrutiny.

29. The company has not altered the provisions of it's Memorandum of Association with respect to Share Capital of the companyduring the year under scrutiny.



100 - Annual Report - 2009-2010


30. The company has not altered its Articles of Association during the financial year.

31. There was no prosecution initiated against or show cause notices received by the company and no fines or penalties or anyother punishment imposed on the company during the financial year for offences under the Act.

32. The company has not received any money as security from its employees during the financial year.

33. The company has not deposited contribution to provident fund as the same is not applicable.

Annexure - ARegisters as maintained by the Company








Annexure - B

Forms and Returns as filed by the Company with the Registrar of Companies, Regional Director, Central Government or otherauthorities during the financial year ended on 31st March, 2010.




04. Form No. 22B filed on 06.07.2009.

sd/-DEBASISH MUKHOPADHYAY

(COMPANY SECRETARY)C. P. NO. 5323


sd/- DEBASISH MUKHOPADHYAY(COMPANY SECRETARY)

C. P. NO. 5323



Annual Report - 2009-2010 - 101

AUDITORS’ REPORT

TOTHE MEMBERS OF THE COMPANY1. We have audited the attached Balance Sheet of Trade City Real Estate Private Limited as at 31st March 2010, the Profit &

Loss Account and the Cash Flow Statement of the Company for the year ended as on that date both annexed thereto. Thesefinancial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on thisfinancial statement based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that weplan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstate-ment. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement.An audit also includes assessing the accounting principles used and significant estimates made by management, as well asevaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors’ Report) Order, 2003, as amended by the Companies (Auditors’ Report) (Amendment)Order, 2004 (together the ‘Order’) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of theCompanies Act, 1956, and on the basis of such checks of the books and records of the Company as we considered appropriateand according to the information and explanations given to us, we give in the Annexure a statement on the matters specified inparagraphs 4 & 5 of the said Order.

4. Subject to our comments in the Annexure referred to in paragraph (3) above, we report that:


b) in our opinion, proper books of account as required by law have been kept by the Company, so far as appears fromour examination of the books;


d) in our opinion, the Balance Sheet, the Profit & Loss Account and the Cash Flow Statement dealt with by this reportcomply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act 1956;


f) in our opinion, and to the best of our information and according to the explanations given to us, the said accountsread together with other Notes thereon, give the information required by the Companies Act 1956, in the manner sorequired and give a true and fair view in conformity with the accounting principles generally accepted in India;

i) in the case of the Balance Sheet, of the state of affairs of Company as at March 31, 2010; and

ii) in the case of the Profit & Loss Account, of the Profit of the Company for the year ended on that date.

iii) in the case of Cash Flow statement, of the cash flows for the year ended on that date.




Membership No. 55683Kolkata the 28th day of May, 2010


102 - Annual Report - 2009-2010

ANNEXURE TO THE AUDITORS REPORT (Referred to in Paragraph 3 of our Report of even date)

i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation offixed assets.

(b) As informed to us the fixed assets of the company have been physically verified by the Management at the year endand in our opinion the frequency of verification is reasonable having regard to the size of the Company and the natureof its assets. No discrepancies were noticed on such physical verification.


ii) The Company has not acquired any inventory during the year Therefore; the provisions of clause 4(ii) of the Order are notapplicable to the Company.

iii) (a) The Company has granted unsecured loans to four Companies covered in the register maintained under section 301of the Companies Act. The maximum amount involved during the year is Rs 821.50 Lacs and the year end balancewas Rs. 174 Lacs.

(b) In our opinion the rate of interest and other terms and conditions of loans given by the Company are prima facie notprejudicial to the interest of the Company.

(c) The receipt of principal amount and interest are regular.

(d) There was no amount overdue.

(e) The Company has not taken any loan during the year, hence comments under clauses iii (e), iii (f) & iii (g) of the Orderare not required.

iv) The Company has neither purchased any inventory nor fixed assets nor sold any goods or services during the year, hencethe provision of clause 4(iv) of the Order are not applicable to the Company.

v) (a) On the basis of our examination of the books of account, the transactions made in pursuance of contracts orarrangements, particulars of which need to be entered in the register maintained under Section 301 of theCompanies Act 1956 have been so entered.

(b) The transactions made in pursuance of such contracts or arrangements are not exceeding five lacs rupees,therefore reporting under clause 4(v)(b) is not required.

vi) The Company has not accepted any deposits under the provisions of Sections 58A and 58AA or any other relevantprovisions of the Act and the rules framed there under.

vii) In our opinion, the internal audit of the company is done by the management, which is adequate in relation to the size of theCompany and nature of its business.

viii) In our opinion, the Central Government has not prescribed maintenance of cost records under section 209(1) (d) of theCompanies Act, 1956 for any of the products of the Company.

ix) (a) According to the records of the Company, Provident Fund, Investor Education and Protection Fund, Employees’ StateInsurance, Income tax, Sales tax, Wealth tax, Service Tax, Customs duty, Excise duty, Cess and Other Material StatutoryDues applicable to it have been regularly deposited during the year with the appropriate authorities. According to theinformation and explanations given to us, no undisputed amounts payable in respect to above were in arrear, as at March31, 2010 for a period of more than six months from the date they became payable.

(b) As at 31st March 2010, there has been no amounts payable in respect of disputed Income tax, Sales tax, Wealth tax, Servicetax, Customs duty, Excise duty, Cess.

x) The company has accumulated losses at the end of financial year which is less than fifty percent of its networth. The companyhas not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

xi) In our opinion and according to the information and explanations given to us, the Company has not taken any loan from any


Annual Report - 2009-2010 - 103

financial institution, bank or debentures holders. Therefore, the provisions of clause 4(xi) of the Order are not applicable to theCompany.

xii) Based on our examination of the records and the information and explanations given to us, the Company has not granted anyloans and advances on the basis of security by way of pledge of shares, debentures and other securities.


xiv) In our opinion and according to the information and explanations given to us, the Company is not dealing in or trading in shares,securities, debentures and other investments. Therefore, the provisions of clause 4(xiv) of the Order are not applicable to theCompany

xv) According to the information and explanations given to us, the Company has given Corporate Guarantee in favour of aScheduled Bank for the Credit Facility extended to its Holding Company. The terms and conditions of such guaranteeappear to be prima facie not prejudicial to the interest of the Company.


xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of theCompany, we report that the Company has not raised any fund during the year, therefore, the provisions of clause 4(xvii)of the Order are not applicable to the Company.

xviii) According to the information and explanations given to us, the company has not made any allotment of shares during theyear and hence, the provisions of clause 4(xviii) of the Order are not applicable to the Company.


xx) The Company has not raised any sum by public issue. Therefore, the provisions of clause 4(xx) of the Order are notapplicable to the Company.


ANNEXURE TO THE AUDITORS REPORT




Membership No. 55683Kolkata, the 28th day of May, 2010


104 - Annual Report - 2009-2010

AS AT AS ATSCHEDULE 31.03.2010 31.03.2009

No. Amount (Rs.) Amount (Rs.)I. SOURCES OF FUNDS

1. SHAREHOLDER’S FUNDSShare Capital 1 14,500,000.00 14,500,000.00Reserves & Surplus 2 36,000,000.00 36,000,000.00

T O T A L 50,500,000.00 50,500,000.00


Gross Block 3 7,395,297.00 7,395,297.00Less: Depreciation 1,853,176.00 1,561,485.00Net Block 5,542,121.00 5,833,812.00

2. INVESTMENTS 4 745,199.00 745,199.003. DEFERRED TAX ASSET 27,800.00 27,800.004. CURRENT ASSETS, LOANS

& ADVANCESCash & Bank Balances 5 1,501,565.12 23,416,989.69Sundry Debtors 6 - 174,377.00Loans & Advances 7 43,583,904.60 54,823,866.82


& PROVISIONS 8 1,851,807.00 35,721,527.00NET CURRENT ASSETS 43,233,662.72 42,693,706.51

5. PROFIT & LOSS ACCOUNT 951,217.28 1,199,482.49

T O T A L 50,500,000.00 50,500,000.00



As per our Report Attachedfor V. LOHIA & CO.Chartered Accountants(Firm Registration No. 320323E)sd/- VISHNU LOHIA, FCA(Partner)Membership No. 55683Place : KolkataDate : 28th May 2010

For and on behalf of Board


Director


Director


Annual Report - 2009-2010 - 105

For the year ended For the year ended

SCHEDULE 31.03.2010 31.03.2009

No. Rs. P. Rs. P.

INCOME

Interest Received (Gross including T.D.S. Rs. 1,45,778/- 1,457,772.00 61,834.00

Previous Year Rs. 12,738/-)

Rental Income 9 360,000.00 145,200.00

Profit On Sale of Assets 714,471.00 149,200.00

Profit On Sale of Investment 64,759.59 -

T O T A L 2,597,002.59 356,234.00

EXPENDITURE

Administrative Expenses 10 153,256.00 75,018.84

Loss from Derivatives Transactions 1,705,653.38 -

Depreciation 291,691.00 307,043.00

T O T A L 2,150,600.38 382,061.84

Profit / (Loss) before Taxation 446,402.21 (25,827.84)

Provision for Taxation :

Current Tax (196,000.00) (28,000.00)

Deferred Tax - -

Income Tax for Earlier Year (2,137.00) -

Profit/(Loss) after Taxation 248,265.21 (53,827.84)

Profit/(Loss) Brought Forward (1,199,482.49) (1,145,654.65)

Profit/(Loss) Carried to Balance Sheet (951,217.28) (1,199,482.49)

Basic / Diluted Earnings Per Share (F.V.per share Rs.10) 0.17 (0.05)



As per our Report Attachedfor V. LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/- VISHNU LOHIA(Partner)Membership No. 55683Place : KolkataDate : 28th May 2010



Director


Director


106 - Annual Report - 2009-2010


A) CASH FLOW FROM OPERATING ACTIVITIESNet Profit Before Tax & Extraordinary Items 446,402.21 (25,827.84)Adjustment for :

Depreciation 291,691.00 307,043.00Interest Received (1,457,772.00) (61,834.00)Provision for Gratuity 3,548.00Profit on Sale of Assets (714,471.00) (149,200.00)Profit On Sale of Investment (64,759.59) (1,941,763.59) - 96,009.00

Operating Profit Before Working Capital Changes (1,495,361.38) 70,181.16Adjustment for(Increase)/Decrease in Sundry Debtors 174,377.00 (173,877.00)Increase/(Decrease) in Current Liabilities 126,732.00 (27,482.00)(Increase)/Decrease in Loans & Advances (13,875,866.00) (13,574,757.00) (3,834,956.00) (4,036,315.00)

(15,070,118.38) (3,966,133.84)Tax Payments (198,137.00) -

Cash Flow From Operating Activities : (15,268,255.38) (3,966,133.84)

B) CASH FLOW FROM INVESTING ACTIVITIESSales of Mutual Fund 68,664,759.59 -Purchase of Mutual Fund (68,600,000.00)Sale Of Plot - 650,000.00Interest Received 1,457,772.00 61,834.00Advance Payment for Property (24,864,907.00) (33,211,764.72)Refund of Advance for Property 16,695,206.22 34,000,000.00

Cash Flow From Investing Activities : (6,647,169.19) 1,500,069.28

C) CASH FLOW FROM FINANCING ACTIVITIESReceipt from Issue of Shares - 24,500,000.00Cash Flow From Financing Activities : - 24,500,000.00Net Increase/(Decrease) in Cash and Cash Equivalents (21,915,424.57) 22,033,935.44Add: Opening Balance of Cash & Cash Equivalents 23,416,989.69 1,383,054.25Closing Balance Cash & Cash Equivalents 1,501,565.12 23,416,989.69




Director


Director

As per our Report Attachedfor V. LOHIA & CO.Chartered Accountants(Firm Registration No. 320323E)sd/- VISHNU LOHIA, FCA(Partner)Membership No. 55683Place : KolkataDate : 28th May 2010


Annual Report - 2009-2010 - 107

SCHEDULES 1 TO 11 FORMING PART OF THE FINANCIAL STATEMENTS

2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - 1SHARE CAPITALAUTHORISED30,00,000 Equity Shares of Rs.10/- each 30,000,000.00 30,000,000.00

30,000,000.00 30,000,000.00ISSUED, SUBSCRIBED & PAID UP14,50,000 Equity Shares of Rs.10/-each fully paid 14,500,000.00 14,500,000.00(Out of the above all the shares are held byLohia Securities Ltd, the Holding Company and its nominee)

T O T A L 14,500,000.00 14,500,000.00

SCHEDULE - 2RESERVES & SURPLUSSecurities Premium Account 36,000,000.00 36,000,000.00

T O T A L 36,000,000.00 36,000,000.00

SCHEDULE - 4INVESTMENTS (Non Trade)In Immovable PropertiesLand 745,199.00 745,199.00

T O T A L 745,199.00 745,199.00

SCHEDULE - 5CASH AND BANK BALANCESCash in hand (as certified by the Management) 41,040.00 56,394.00Cheque In Hand 45,240.00 -Balance with Scheduled bank on Current Account 1,415,285.12 23,360,595.69

T O T A L 1,501,565.12 23,416,989.69

SCHEDULE - 6SUNDRY DEBTORS (Unsecured Considered Good)Outstanding for More than Six Month - -Other Debts-From Lohia Securities Limited - 139,503.00(Maximum Outstanding during the year is Rs. 1,69,603/-Previous Year :- Rs. 1,39,503/-)-From Trade City Commodities (P) Ltd - 34,874.00(Maximum Outstanding during the year is Nil/-;Previous year Rs. 34,874/-)- Others - -

T O T A L - 174,377.00


108 - Annual Report - 2009-2010

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Annual Report - 2009-2010 - 109


Financial Year. Financial Year 2009-2010 2008-2009

Amount in Rs. Amount in Rs.SCHEDULE - 7LOANS & ADVANCESLOANLohia Securities Limited -Holding Company 9,200,000.00 -(Maximum Outstanding during the year is Rs. 3,43,50,000/-Previous Year : Nil)Trade City Barter Pvt. Ltd. -Fellow subsidiary 8,200,000.00 3,755,000.00(Maximum Outstanding during the year is Rs. 2,64,50,000/-Previous Year : - Rs. 1,06,05,000/-)(Unsecured Considered Good)Advances Recoverable in cash or in kind or for valueto be received

Advance for Property 25,525,859.00 50,641,687.22Tax Deducted At Source 454,845.60 236,329.60Advance to Staff 25,850.00 13,500.00

SECURITY DEPOSIT 177,350.00 177,350.00

T O T A L 43,583,904.60 54,823,866.82

SCHEDULE - 8CURRENT LIABILITIES & PROVISIONSSundry Creditors for Expenses 19,088.00 41,670.00Advance Against Office - 34,000,000.00Security Deposits Received 1,550,000.00 1,550,000.00TDS Payable - 46,686.00

PROVISIONSProvision for Gratuity Charges 3,548.00 -Provision for Income Tax 279,171.00 83,171.00

T O T A L 1,851,807.00 35,721,527.00

SCHEDULE - 9RENTAL INCOMERent Received 360,000.00 145,200.00Recovery of Maintenance Charges 103,705.00 180,778.00(Gross including TDS Rs.74,875/-, Previous Year Rs.53,718/-) 463,705.00 325,978.00Less: Maintenance Charges 103,705.00 180,778.00

T O T A L 360,000.00 145,200.00


110 - Annual Report - 2009-2010


Financial Year. Financial Year 2009-2010 2008-2009

Amount in Rs. Amount in Rs.

SCHEDULE - 10

ADMINISTRATIVE EXPENSES

Audit Fees (including Service Tax Rs. 515/-) 5,515.00 6,638.00

Bank Charges - 217.51

Demat Charges - 1,460.68

Filing Fees 2,000.00 7,000.00

General Expenses 5,145.00 457.65

Gratuity Charges 3,548.00 -

Professional Fees 15,250.00 21,500.00

Lease Rent 1,908.00 1,941.00

Rates & Taxes 2,500.00 2,500.00

Printing & Stationery 1,215.00 6,465.00

Salary & Bonus 110,156.00 26,839.00

Staff Welfare Expenses 6,019.00 -

T O T A L 153,256.00 75,018.84


Annual Report - 2009-2010 - 111


SCHEDULE – 11SIGNIFICANT ACCOUNTING POLICIES & NOTES ON ACCOUNTS:A. SIGNIFICANT ACCOUNTING POLICIES:-(a) System of Accounting:

The Financial Statements are prepared under the historical cost convention, on accrual basis, in accordance with the gener-ally accepted accounting principles in India and the relevant provision of the Companies Act, 1956.

(b) Fixed Assets:

i) Fixed Assets are stated at their original cost of acquisition less accumulated depreciation.

ii) Depreciation on Fixed Assets has been provided under written down value method on pro-rata basis as per rateprescribed under Schedule XIV of the Companies Act, 1956.

(c) Investment:

Investments are classified as long term Investments. Long term investments are stated at cost less provision for diminutionin the value other than temporary, in the value of Investments.

(d) Taxation:

Provision of current tax is made with reference to taxable income computed for the accounting year for which the financialstatements are prepared by applying the tax rates as applicable.

The deferred tax is recognized, subject to consideration of prudence in respect of deferred tax assets, on timing difference,being the difference between the taxable income and accounting income that originate in one period and are capable ofreversed in one or more subsequent periods. A deferred tax asset is recognized only if there is virtual certainty that futuretaxable income will be available against which such deferred tax assets will be realized. Such assets are reviewed as atbalance sheet date based on the developments during the year and reassess realization/liabilities in terms of AS-22 issuedby ICAI.

B.NOTES ON ACCOUNTS:-

a) Contingent Liabilities:

i) Corporate Guarantee

Contingent Liabilities not provided for in respect of Corporate Guarantee valuing Rs.5, 00,00,000/- executed in favour of HDFCBank Limited on behalf of Lohia Securities Limited, the holding Company.

ii) Capital Commitment for Property

Capital Commitment amounting to Rs. 2,24,14,476/- is pending towards purchase of property

b) Compliance of Accounting Standards issued under the Companies (Accounting Standards) Rules, 2006

i) Segment Reporting

The Company’s operation predominantly comprises of only one segment i.e Real Estate Business and therefore segmentreporting is not applicable to the company.

ii) Related Party Disclosure



112 - Annual Report - 2009-2010


(1) Name of the related parties & Nature of their Relationship

1. Holding Company: - Lohia Securities Limited

2. Fellow Subsidiary: - a) Trade City Securities Pvt. Ltd.

b) Trade City Commodities Pvt. Ltd.

c) Trade City Barter Pvt. Ltd.

3. Enterprise over which KMP exercise significant influence : Shiv Lalit Consultancy (P) Ltd.

: Daadi Stock Broking (P) Ltd.

: Ridhi Sidhi Distributors (P) Ltd.

(2) Transactions with Related Parties (Amount in Rupees)

FellowSubsidiaries

Enterprise over which KMPexercise significant influence

HoldingCompanyNature of Transaction

1. Rent Received 3,00,000/- --- ---(1,16,160/-) (29,040/-) (---)

2. Reimbursement of Maintenance 1,03,705/- --- ----Charges (1,44,627/-) (36,151/-) (---)

3. Reimbursement of Electricity 2,95,596/- --- ----Charges (4,30,397/-) (1,04,794/-) (---)

4. Reimbursement of Property Tax 49,490/- --- ---(1`,14,784) (39,496) (---)

5. Interest Received 3,40,419/- 10,78,501 38,852/-(---) (55,053/-) (6,781/-)

6. Depository Charges Paid (---) --- ---337.08 (---) (---)

7. Equity Contribution --- --- ---(2,45,00,000/-) (---) (---)

8. Loan Given 17,54,45,000/- 18,10,95,000/- 5,04,85,000/-(2,85,25,000/-) (1,97,80,000/-) (1,35,00,000/-)

9. Refund of Loan 16,62,45,000/- 17,66,50,000/- 5,04,85,000/-(2,85,25,000/-) (1,97,80,000/-) (1,35,00,000/-)

10. Loan Taken (Repaid During the year) --- --- ---(---) (---) (1,59,00,000)

11. Brokerage, Transaction Charges & --- 16,244.06 ---Broker Note Paid (---) (---) (---)

12. Interest Paid --- --- ---(---) (---) (2,25,154/-)

*KMP – Key Management Personnel

** Previous Year Figures are given in bracket


Annual Report - 2009-2010 - 113


(3) Amount due : - From Holding Company :- Rs. 92,00,000/-

From Fellow Subsidiaries :- Rs. 82,00,000/-

(4) Provision to be made with regard to Outstanding Amount : - Nil

c) Component of Deferred Tax Asset shown in the Balance Sheet date is as follows:

Asset ItemsBrought Forward Loss 27,800 --- 27,800Total 27,800 --- 27,800


d) Earning Per Share 2009-2010 2008-2009

Profit After Tax 2,48,265.21 (53,827.84)

No of Shares (Weighted Average) 14,50,000 11,10,417

Basic/Diluted Earning Per Share (FV Rs. 10) .17 (.05)

e) Additional information as required under Part - II of Schedule VI to the Companies Act, 1956 to the extent not applicableare not given

f) Additional information pursuant to Part - IV of Schedule VI to the Companies Act, 1956 is annexed as Annexure – I hereto.

g) Previous years figures have been regrouped / rearranged wherever necessary.

As per our Report Attachedfor V. LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/- VISHNU LOHIA(Partner)Membership No. 55683Place : KolkataDate : 28th May 2010



Director


Director


114 - Annual Report - 2009-2010









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For V. LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/- VISHNU LOHIA, FCA, (Partner)Membership No. 55683Kolkata, 28th May 2010



Director


Director


STATEMENT PURSUANT TO PART-IV OF SCHEDULE OF THE COMPANIES ACT, 1956

ANNEXURE - 1

TRADE CITY BARTER PRIVATE LIMITED

Annual Report - 2009-2010 - 115

DIRECTOR’S REPORT

To

THE MEMBERS OF

TRADE CITY BARTER PRIVATE LIMITED.Your Directors have pleasure in presenting the 15th.Annual Report together with the audited Accounts of the Company for the yearended 31st March 2010, along with Auditor’s Report thereon.

FINANCIAL RESULTS

The Financial result of the company for the year ended 31st March 2010, are summarized below:

Profit/(loss) before Taxation 810,713.23 (526,121.26)Less:Provision for Taxation: - Current Tax 96,000.00 ---- - Deferred Tax (Expenses/ Benefits) 198,035.00 (266,816.00) - Fringe Benefit Tax: --- 131.00 - Income Tax for Earlier Years 1210.00 ---Profit/(Loss) after Tax 515,468.23 (259,436.26)Less: Transferred to Statutory Reserve Fund 104,000.00 ---Balance Brought Forward 221,621.65 481,057.91Balance Carried to Balance sheet 633,089.88 221,621.65

Current Year2009-10

Previous Year2008-09

OPERATIONSTotal Revenue for the year ended 31st March, 2010 was Rs.40.03 lakhs as compared to Rs.36.43 lakhs for the year ended 31stMarch, 2009 resulting in annualized increase of Rs. 3.60 lakhs.The profit after tax for the year was Rs.5.15 lakhs as compared to lastyear's loss of Rs.2.59 lakhs. Thus there was a surplus of Rs. 7.74 lakhs as compared to last year.

DIVIDENDIn view of smallness of profit, yours Directors regret for not recommending any dividend for the year 2009-2010.

DirectorsDuring the year Mr. Hari Kishan Lohia, is retiring by rotation as required under the Companies Act, 1956 under Section 256, and beingeligible, offer himself for reappointment.

DIRECTORS’ RESPONSIBILITY STATEMENTPursuant to the requirement under section 217(2AA) of the Companies Act,1956 with respect to Directors’ Responsibility Statement, itis hereby confirmed:

i) That in the preparation of the annual account for the financial year 31st March,2010 the applicable accounting standard hadbeen followed along with proper explanation relating to material departure.

ii) That the directors had selected such accounting policies and applied them consistently and made judgments and estimates thatwere 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 financialyear and of the profit of the company for the year under review.

iii) That the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance withthe provision of the Companies act,1956 for safeguarding the assets of the company and for preventing and detecting fraud andirregularities.


116 - Annual Report - 2009-2010


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


AUDITORSV. Lohia & Co., Chartered Accountants hold office until the conclusion of the Next Annual General Meeting and are recommended forreappointment. The Company has received a certificate from them to the effect that their reappointment, if made, would be within the limitsprescribed under section 224(1B) of the Companies Act,1956.

PERSONNELInformation as per Section 217(2A) of the Companies Act, 1956 has not been given as the Company has not employed any personnelduring the year.

AUDITORS’ REPORTThe observation made in the Auditor’s Report are self explanatory and therefore, do not call for any further explanations under Sections217 of the Companies Act,1956.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTIONThe Company has no activity relating to conservation of energy or technology absorption.

FOREIGN EARINGS AND OUTGOThe Company has no foreign earnings and outgoes during the year under preview.

ACKNOWLEDGEMENTSYour Directors express their sincere appreciation and value the assistance, co-operation and support extended to your company bythe various central and state Government agencies, customers, bankers, employees and other business associates.

For and on behalf of Boards


Director


Director



Annual Report - 2009-2010 - 117

CIN NO. U 51909 WB 1995 PTC 074970AUTHORISED CAPITAL : RS.3,00,00,000/-PAID UP CAPITAL : RS.42,52,000/-

To,The Members,TRADE CITY BARTER PRIVATE LIMITED1, R.N.MUKHERJEE ROAD, 1ST FLOORROOM NO.11 KOLKATA-700 001

I have examined the registers, records, books and papers of M/S. TRADE CITY BARTER PRIVATE LIMITED , 1, R.N.MUKHERJEEROAD, 1ST FLOOR, ROOM NO.-11, KOLKATA-700 001 as required to be maintained under the Companies Act, 1956, (the Act) andthe rules made there under and also the provisions contained in the Memorandum and Articles of Association of the Company for thefinancial year ended on 31st March, 2010. In my opinion and to the best of my information and according to the examinations carriedout by me and explanations furnished to me by the company, its officers and agents, I certify that in respect of the aforesaid financialyear:

01. The company has kept and maintained all registers as stated in Annexure "A" to this certificate, as per the provisions and therules made there under and all entries therein have been duly recorded.

02. The Company has duly filed the forms and returns as stated in Annexure "B" to this certificate with the Registrar ofCompanies, within the time prescribed under the Act and the rules made there under.

03. The company being a private limited company has the minimum prescribed paid-up capital and its maximum number ofmembers during the said financial year was 02 excluding its present and past employees and the company during the yearunder scrutiny:-



04. The Board of Directors duly met 09 (Nine) times on 04.04.2009, 29.06.2009, 08.08.2009, 29.09.2009, 09.12.2009, 13.01.2010,10.02.2010, 13.03.2010,& 29.03.2010 in respect of which meetings proper notices were given and the proceedings wereproperly recorded and signed including the circular resolutions passed in the Minutes Book maintained for the purpose.


06. The Annual General Meeting for the financial year ended on 31st March, 2009 was held on 29.09.2009 after giving due noticeto the members of the company and the resolutions passed thereat were duly recorded in Minutes Book maintained for thepurpose.

07. No Extra-Ordinary General Meeting was held during the financial year.


09. The Company has not entered into contract under section 297 of the Act during the financial year and complied with theprovision of the Act.


11. As there was no instances falling within the purview of section 314 of the Act, the company has not obtained any approval fromthe Board of Directors, members, or Central Government.




118 - Annual Report - 2009-2010


13. The company has:-


(ii) not declared any dividend for the year ended on 31st March, 2009.

(iii) not deposited any amount in separate bank account as no dividend was declared during the financial year.

(iv) not posted any dividend warrants to it's members as it was not required to do so.

(v) duly complied with the requirements of section 217 of the Act.

14. The Board of Directors of the company is duly constituted and there was no appointment of additional directors, alternatedirectors and directors to fill casual vacancies during the financial year. However in f.y 2008-09, four additional directors wereappointed, these additional directors were regularized at the AGM held ON 29.09.2009.


16. The Company has not appointed any sole-selling agents during the financial year.

17. The company was not required to obtain any approval of the Central Government, Company Law Board, Regional Director,Registrar or such other authorities as prescribed under the various provisions of the Act during the financial year.

18. The Directors have disclosed their interest in other firms/ companies to the Board of Directors Pursuant to the provisions of theAct and the rules made there under.

19. The company has not issued equity shares, debentures, or other securities during the financial year.

20. The company has not bought back any shares during the financial year.

21. There was no redemption of preference shares/debentures during the financial year.

22. There was no transactions necessitating the company to keep in abeyance rights to dividend, right shares and bonus sharespending registration of transfer of shares.

23. The company has not accepted/invited deposits from Public including unsecured loans falling with in the purview of section 58Aduring the financial year.

24. The company, being a private company, the borrowings made during the financial year do not attract provisions of section293(1)(d) of the Act.

25. The company being a Private Limited Company, provision of 372(A) of the Act with respect to loan & guarantees given orprovided to other body corporate is not applicable.

26. The company has not altered the provision of it's Memorandum of Association with respect to situation of the company'sregistered office from one State to another during the year under scrutiny.

27. The company has not altered the provisions of it's Memorandum of Association with respect to the objects of the companyduring the year under scrutiny.

28. The company has not altered the provisions of it's Memorandum of Association with respect to name of the Company duringthe year under scrutiny.

29. The company has not altered the provisions of it's Memorandum of Association with respect to Share Capital of the companyduring the year under scrutiny.

30. The company has not altered its Articles of Association during the financial year.


Annual Report - 2009-2010 - 119


31. There was no prosecution initiated against or show cause notices received by the company and no fines or penalties or anyother punishment imposed on the company during the financial year for offences under the Act.

32. The company has not received any money as security from its employees during the financial year.

33. The company has not deposited contribution to provident fund as the same is not applicable.

Annexure - A

Registers maintained by the Company








Annexure - BForms and Returns as filed by the Company with the Registrar of Companies, Regional Director, Central Government or otherauthorities during the financial year ended on 31st March, 2010.




04. Form No. 22B filed on 06.07.2009.

05. Form No. 32 dated 31.03.2009 Filed on 29.04.2009.

06. Form No. 32 dated 29.09.2009 Filed on 27.10.2009.

07. Form No. 32 dated 21.03.2009 Filed on 21.04.2010

sd/-DEBASISH MUKHOPADHYAY

(COMPANY SECRETARY)C. P. NO. 5323



120 - Annual Report - 2009-2010

AUDITORS’ REPORT

TO THE MEMBERS OF THE COMPANY

1. We have audited the attached Balance Sheet of TRADE CITY BARTER PRIVATE LIMITED as at 31st March 2010, the Profit& Loss Account and the Cash Flow Statement of the Company for the year ended as on that date annexed thereto. Thesefinancial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on thesefinancial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that weplan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstate-ment. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement.An audit also includes assessing the accounting principles used and significant estimates made by management, as well asevaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors’ Report) Order, 2003, as amended by the Companies (Auditors’ Report) (Amendment)Order, 2004 (together the ‘Order’) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of theCompanies Act, 1956, and on the basis of such checks of the books and records of the Company as we considered appropriateand according to the information and explanations given to us, we give in the Annexure a statement on the matters specified inparagraphs 4 & 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph (3) above, we report that:


b) in our opinion, proper books of account as required by law have been kept by the Company, so far as appears fromour examination of the books;


d) in our opinion, the Balance Sheet, the Profit & Loss Account and the Cash Flow Statement dealt with by this reportcomply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act 1956;


f) in our opinion, and to the best of our information and according to the explanations given to us, the said accountsread together with other Notes as given in Schedule 15 thereon give the information required by the Companies Act1956, in the manner so required and give a true and fair view in conformity with the accounting principles generallyaccepted in India;

i) in the case of the Balance Sheet, of the state of affairs of Company as at March 31, 2010; and

ii) in the case of the Profit & Loss Account, of the profit of the Company for the year ended on that date.

iii) in the case of Cash Flow statement, of the cash flows for the year ended on that date.


(Firm Regn No. 320323E)sd/-

VISHNU LOHIA, FCA(Partner)

Membership No. 55683Kolkata the 28th day of May, 2010


Annual Report - 2009-2010 - 121


(Referred to in Paragraph 3 of our Report of even date)

i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation offixed assets.

(b) As informed to us the fixed assets of the company have been physically verified by the Management at the year endand in our opinion the frequency of verification is reasonable having regard to the size of the Company and the natureof its assets. No discrepancies were noticed on such physical verification.


ii) The Inventory of Shares being held in electronic mode, in our opinion, no comments are called for under clause 4(ii) of theOrder.

iii) (a) The Company has granted unsecured loans to two Companies covered in the register maintained under section 301of the Companies Act, 1956 in which entries are correctly and comprehensively recorded. The maximum amountinvolved during the year is Rs. 25.50 lacs and the year-end balance is Nil.

(b) The rates and other terms and conditions of the loans given are prima-facie not prejudicial to the interest of theCompany.

(c) According to the information and explanations given to us, the Company has received the principal and interest asper the stipulations.

(d) In respect of the aforesaid loan there is no overdue amount.

(e) The Company has taken unsecured loan from four Companies covered in the register maintained under section 301of the Companies Act, 1956. The maximum amount involved during the year was Rs. 556.30 lacs and the year-endbalance was Rs. 265 lacs.

(f) The rate and other terms and conditions of the loan taken are prima-facie reasonable having regard to the prevailingbank rates at the relevant time and not prejudicial to the interest of the Company.

(g) According to the information and explanations given to us, the Company has repaid the principal and interest as perthe stipulation.

iv) In our opinion and according to the information and explanations given to us, there is adequate internal control systemcommensurate with the size of the company and the nature of its business with regard to purchase of inventory and withregard to the sale of goods. Further, during the course of our audit we have neither come across nor have we beeninformed of any continuing failure to correct major weaknesses in the aforesaid control system.

v) (a) On the basis of our examination of the books of account, the transactions made in pursuance of contracts orarrangements, particulars of which need to be entered in the register maintained under Section 301 of theCompanies Act 1956 have been so entered.

(b) The transactions made in pursuance of such contracts or arrangements are not exceeding five lacs rupees, thereforereporting under clause 4(v)(b) is not required.

vi) The Company has not accepted any deposits under the provisions of Sections 58A and 58AA of the Act or any otherrelevant provisions of the Act and the rules framed there under.

vii) In our opinion, the Company's present internal audit system is commensurate with its size and nature of its business.

viii) In our opinion, the Central Government has not prescribed maintenance of cost records under section 209(1)(d) of theCompanies Act, 1956 for any of the products of the Company.


122 - Annual Report - 2009-2010

ix) (a) According to the records of the Company, Provident Fund, Investor Education and Protection Fund, Employees'State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom duty, Excise duty, Cess and other materialstatutory dues applicable to it have been generally regularly deposited during the year with the appropriateauthorities. According to the information and explanations given to us, no undisputed amounts payable in respect toabove were in arrears, as at March 31, 2010, for a period of more than six months from the date on which theybecome payable.

(b) As at 31st March 2010, there have been no amounts payable in respect of disputed Income Tax, Sales Tax, WealthTax, Service Tax, Custom duty, Excise duty, Cess.

x) The Company does not have accumulated losses at the end of the financial year. Further the Company has not incurred cashlosses during the financial year covered by our audit but has so incurred in the immediately preceding financial year.

xi) In our opinion and according to the information and explanations given to us, the Company has not taken any loan from anyfinancial institution, bank or debentures holders. Therefore, the provisions of clause 4(xi) of the Order are not applicable to theCompany.

xii) Based on our examination of the records and the information and explanations given to us, the Company has not granted anyloans and advances on the basis of security by way of pledge of shares, debentures and other securities.


xiv) In our opinion, the company has maintained records of transactions and contracts in respect of shares, debentures & otherinvestments and timely entries have been made therein. As explained to us, all the shares held as investments as well asinventories have been held by the Company in its own name.

xv) In our opinion, the Company has not given any guarantee for loans taken by others. Therefore, the provisions of clause 4(xv)of the Order are not applicable to the Company.


xvii) According to the information and explanations given to us and on the basis of overall examination of the Balance Sheet of theCompany, we report that the Company has not used short-term funds for long-term investments.

xviii) According to the information and explanations given to us, the Company has not made any allotment of shares during thefinancial year. Therefore, the provisions of clause 4(xviii) of the Order are not applicable to the Company.


xx) The Company has not raised any sum by public issue. Therefore, the provisions of clause 4(xx) of the Order are notapplicable to the Company.


For, V. Lohia & Co.Chartered Accountant

(Firm Regn. No. 320323E)sd/-

VISHNU LOHIA, FCAPartner

Membership No. : 55683




Annual Report - 2009-2010 - 123

AUDITORS’ REPORT

To

THE BOARD OF DIRECTORS


1 R N Mukherjee Road, Kolkata - 700001

Dear Sirs,

As required under the Non-banking Financial Companies Auditors' Report (Reserve Bank) Directions, 2008,we have examined thebooks and records for the year ended 31st March 2010 of Trade City Barter Pvt Ltd. (Regn No: B- 05.06080) and we report as under:

(i) The Company is engaged in the business of Non-banking Financial Institution and has obtained a Certificate of Registration(CoR) from the Bank;

(ii) The Company is entitled to continue to hold CoR in terms of its asset/income pattern as on 31st March 2010;

(iii) As explained, the Company has not been classified as Asset Finance Company (AFC) and hence, no comments are called forunder paragraph 3(A)(III) of the Order;

(iv) The Board of Directors has passed a resolution for non-acceptance of Public Deposits;

(v) According to the records of the Company, it has not accepted any Public Deposits during the financial year ended 31st March2010;

(vi) The company has complied with prudential norms relating to income recognition, accounting standard, asset classification andprovisioning for bad & doubtful debts as applicable to it.

(vii) The Company is not a systematically important Non Deposit Taking Company, and therefore, no comments are called for asregards correctness of Capital Adequacy Ratio, compliance with minimum prescribed CRAR and also timely furnishing of AnnualStatement i.e. NBS-7.


(Firm Regn No. 320323E)sd/-

VISHNU LOHIA, FCA(Partner)

Membership No. 55683Kolkata, the 28th day of May, 2010


124 - Annual Report - 2009-2010


I. SOURCES OF FUNDS1 SHAREHOLDER’S FUNDS

a) Share Capital ‘’ 1'’ 4,252,000.00 4,252,000.00b) Reserves & Surplus ‘’ 2 ‘’ 6,165,045.88 5,649,577.65

2 LOAN FUNDSa) Unsecured Loans ‘’ 3 ‘’ 42,500,000.00 6,705,000.00

52,917,045.88 16,606,577.65

I I . APPLICATION OF FUNDS1 FIXED ASSETS

Gross Block (Flat) 310,000.00 310,000.00Less: Depreciation 30,225.00 15,500.00

Net Block 279,775.00 294,500.00

2 INVESTMENTS ‘’ 4 ‘’ 5,800,000.00 5,800,000.003 DEFERRED TAX ASSETS 68,781.00 266,816.004 CURRENT ASSETS, LOANS

& ADVANCESa) Inventory ‘’ 5 ‘’ 39,700,004.70 6,693,998.74b) Sundry Debtors ‘’ 6 ‘’ 5,075,003.39 1,160,112.57c) Cash & Bank Balances ‘’ 7 ‘’ 409,444.58 1,886,143.89d) Other Current Assets ‘’ 8 ‘’ 197,059.00 48,014.00e) Loans & Advances ‘’ 9 ‘’ 1,976,703.00 1,673,295.00


& PROVISIONSa) Current Liabilites ‘’ 10 ‘’ 367,250.79 1,109,831.55b) Provisions ‘’ 11 ‘’ 222,474.00 106,471.00

NET CURRENT ASSETS 46,768,489.88 10,245,261.65

52,917,045.88 16,606,577.65Significant Accounting Policies& Notes on Accounts ‘’ 15'’

BALANCE SHEET AS AT 31ST MARCH, 2010

As per our Report attachedfor V. LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/-VISHNU LOHIA, FCA(Partner)Membership No. 55683Kolkata, the 28th of May 2010

For and on behalf of the Board


Director


Director


Annual Report - 2009-2010 - 125


INCOMEIncome from Operations ‘’ 12 ‘’ 3,456,614.65 2,143,719.57Dividend from Sharesa) Lying at Inventories 167,028.99 175,213.00b) Lying at Long Term Investments 205,000.00 246,000.00

Interest Received 173,112.00 1,078,490.00(Gross including TDS:Rs.11,118/-; Previous Year-Rs.2,15,702/-)Other Income 1,836.57 -

4,003,592.21 3,643,422.57EXPENDITUREPayment to and Provisions for Employees ‘’ 13 ‘’ 319,588.00 422,053.00Administrative & Other Expenses ‘’ 14 “ 46,063.14 66,230.85Securities Transaction Tax 1,034,828.84 391,122.98Interest Expenses 1,777,674.00 3,274,637.00Depreciation 14,725.00 15,500.00

3,192,878.98 4,169,543.83Profit/(Loss) before Taxation 810,713.23 (526,121.26)Less: Provision for Taxation :

Current Tax 96,000.00 -Deferred Tax Expenses/(Benefit) 198,035.00 (266,816.00)Fringe Benefit Tax - 131.00Income Tax for Earlier Year 1,210.00 -Profit/(Loss) After Taxation 515,468.23 (259,436.26)Less: Transferred to Statutory Reserve Fund(Refer Note- B.a) 104,000.00 -

411,468.23 (259,436.26)Balance Brought Forward 221,621.65 481,057.91Balance Carried to Balance Sheet 633,089.88 221,621.65Basic / Diluted Earnings Per Share (Face Value Rs.10/-) 1.21 (0.61)

Significant Accounting Policies& Notes on Accounts ‘’ 15 ‘’


As per our Report attachedfor V. LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/-VISHNU LOHIA, FCA(Partner)Membership No. 55683Kolkata, the 28th of May 2010



Director


Director


126 - Annual Report - 2009-2010


A) CASH FLOW FROM OPERATING ACTIVITIESNet Profit Before Tax & Extraordinary Items 810,713.23 (526,121.26)Adjustment for :

Depreciation 14,725.00 15,500.00Gratuity Expenses 20,134.00Dividend Received (205,000.00) (170,141.00) (246,000.00) (230,500.00)

Operating Profit Before Working Capital Changes 640,572.23 (756,621.26)

Adjustment for

(Increase)/Decrease in Inventories (33,006,005.96) (1,291,688.47)(Increase)/Decrease in Sundry Debtors (3,914,890.82) (1,159,612.57)(Increase)/Decrease in Other Current Assets (149,045.00) (48,014.00)(Increase)/Decrease in Loans & Advances (207,408.00) (1,530,432.00)Increase/(Decrease) in Unsecured Loan 35,795,000.00 3,705,000.00Increase/(Decrease) in Current Liabilities (742,580.76) (2,224,930.54) 1,099,668.55 774,921.51

(1,584,358.31) 18,300.25Tax Payments (97,341.00) (347.00)

Cash Flow From Operating Activities : (1,681,699.31) 17,953.25

B) CASH FLOW FROM INVESTING ACTIVITIESDividend Received 205,000.00 246,000.00Cash Flow From Investing Activities : 205,000.00 246,000.00

C) CASH FLOW FROM FINANCING ACTIVITIESCash Flow From Financing Activities : - -Net Increase/(Decrease) in Cash and Cash Equivalents (1,476,699.31) 263,953.25Add: Opening Balance of Cash & Cash Equivalents 1,886,143.89 1,622,190.64Closing Balance Cash & Cash Equivalents 409,444.58 1,886,143.89As per our Report Attached


As per our Report attachedfor V. LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/- VISHNU LOHIA, FCA(Partner)Membership No. 55683Place : KolkataDate : 28th May 2010



Director


Director


Annual Report - 2009-2010 - 127


2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - 1SHARE CAPITALAuthorised30,00,000 Equity Shares of Rs.10/- each 30,000,000.00 30,000,000.00

30,000,000.00 30,000,000.00Issued, Subscribed and Paid-up4,25,200 Equity Shares of Rs.10/-each fully paid 4,252,000.00 4,252,000.00(All the above shares are held by Lohia Securities Ltd, theHolding company and its nominee) 4,252,000.00 4,252,000.00

SCHEDULE - 2RESERVES & SURPLUSSecurities Premium Account 5,250,000.00 5,250,000.00Statutory Reserve Fund 281,956.00 177,956.00Profit & Loss Account Balance 633,089.88 221,621.65

6,165,045.88 5,649,577.65

SCHEDULE - 3UNSECURED LOANSFrom Bodies Corporate 42,500,000.00 6,705,000.00

42,500,000.00 6,705,000.00SCHEDULE - 4INVESTMENTS (Non Trade)LONG TERMIn Quoted Equity SharesLohia Securities Ltd. 2,800,000.00 2,800,000.002,05,000 (Previous Year : 2,05,000) Equtiy Shares of Rs. 10 each fully paid up

Sub-Total A 2,800,000.00 2,800,000.00In Unquoted Equity SharesDaadi Stock Broking Private Limited 3,000,000.00 3,000,000.003,00,000 (Previous Year : 3,00,000) Equtiy Shares of Rs. 10 each fully paid up

Sub-Total B 3,000,000.00 3,000,000.00Total (A+B) 5,800,000.00 5,800,000.00

Market value of Qouted Shares 12,812,500.00 12,648,500.00


128 - Annual Report - 2009-2010


SCHEDULE - 5 2009-2010 2008-2009Inventories (as taken, valued and certified by Management)(Fully Paid Up Quoted Equity Shares)AKAR TOOL LIMITED 10 10,000 311,000.00 - -BANG OVERSEAS LIMITED 10 1,586 68,118.70 2,586 187,355.70BATA INDIA LIMITED 10 550 125,455.00 - -BIRLA PRECISION TECHNOLOGIES LIMITED 2 26,285 617,697.50 - -CADILA HEALTHCARE LIMITED 5 - - 1,250 339,562.50CALS REFINERIES LIMITED 1 650,000 286,000.00 650,000 325,000.00CASTROL INDIA LIMITED 10 - - 306 -ESCORTS INDIA LIMITED 10 - - 5,000 176,250.00GMR INFRASTRUCTURE LIMITED 2 - - 1,000 52,000.00GRAPHITE INDIA LIMITED 2 - - 25,000 622,500.00GULF OIL CORPORATION LIMITED 2 - - 6,485 171,344.11HINDUJA FOUNDARIES LTD (ENFRFO) LIMITED 10 19,518 1,902,165.15 - -HBL POWER SYSTEMS LIMITED 10 - - 9,410 994,107.00ICICI BANK LIMITED 10 150 128,310.00 - -INFRASTRUCTURE DEVELOPMENT FINANCIAL CO. LIMITED 10 - - 100 5,410.00JMD TELEFILMS INDUSTRIES LIMITED 1 75,000 4,931,250.00 - -JAI PRAKASH ASSOCIATES LIMITED 2 5,250 785,137.50 - -KERNEX MISCROSEYSTEM (INDIA) LIMITED 10 24,000 2,709,600.00 - -KALE CONSULTANTS LIMITED 10 - - 2,500 59,000.00KINECTIC ENGINEERING LTD 10 10,439 819,225.50 - -KILBURN ENGINEERING LIMITED 10 - - 22,321 390,617.50KOHINOOR FOODS LIMITED 10 - - 4,999 264,197.15KULKARNI POWER & TOOLS LIMITED 5 12,048 965,853.95 - -MANGALAM CEMENT LIMITED 10 - - 17,885 1,004,724.45MADHINDRA FORGINGS LIMITED 10 250 28,237.50 - -MOUNT EVEREST MINERAL WATER LIMITED 10 - - 7,642 310,628.93MUKUND LIMITED 10 123,543 7,588,354.13 - -NMDC LIMITED 1 1,000 294,400.00 - -PIRAMAL HOLDINGS LIMITED 10 - - 19,026 824,317.65RAMCO SYSTEM LIMITED 10 59,111 5,503,530.50 4,243 188,813.50RAMBAXY LABORATORIES LIMITED 5 100 45,589.50 - -SICAL LOGISTICS LIMITED 10 400 31,740.00 4,000 77,200.00SOLAR INDUSTRIES (I) LIMITED 10 16 6,790.82 - -STRIDES ARCOLAB LIMITED 10 300 101,625.00 - -STER TOOLS LIMITED 2 48 4,536.00 - -SUBEX LIMITED 10 200 4,540.00 200 4,540.00TEXMO PIPE & PRODUCT LTD 10 1,000 91,950.00 - -TANEJA AGRO & AVIAT LTD 5 149,279 6,187,614.55 - -TATA METALIKS LIMITED 10 - - 2,500 125,875.00THE STATE TRADING CORPORATION LIMITED 10 38 17,470.50 - -TEMPTATION FOOD LIMITED 10 - - 5,000 146,750.00TITAGARH WAGONS LIMITED 10 - - 3,000 423,805.25WENDT (INDIA) LIMITED 10 2,379 1,616,728.00 - -WIRE & WIRELESS (I) LIMITED 1 5,500 32,846.90 - -WIDE INDIA LIMITED 10 14,144 4,494,238.00 - -

1,192,134 39,700,004.70 794,453 6,693,998.74Market value of Quoted Shares 40,624,499.80 6,849,626.10

Face ValuePer Share

Nos Rs. P. Rs. P.


Annual Report - 2009-2010 - 129


2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - 6SUNDRY DEBTORS(Unsecured considered Good)More than Six Months - -Others Debts-From Lohia Securities Limited 1,723,411.78 1,157,630.57(Maximum outstanding during the year Rs. 50,73,369.09Previous year Rs. 39,33,592.83)-From Trade City Securities (P) Ltd. 3,351,591.61(Maximum outstanding during the year Rs. 33,51,591.61Previous Year Rs. Nil/-)Others - 2,482.00

5,075,003.39 1,160,112.57SCHEDULE - 7CASH AND BANK BALANCESCash in hand (as certified by the Management) 41,358.00 62,073.00Balance with Scheduled bank on Current Accounts 368,086.58 1,824,070.89

409,444.58 1,886,143.89SCHEDULE - 8OTHER CURRENT ASSETSInterest Receivable 197,059.00 48,014.00

197,059.00 48,014.00

SCHEDULE - 9LOANS & ADVANCESLOANS 1,600,000.00 1,300,000.00(Unsecured, considered good)ADVANCES(Receivable in cash or in kind or for value to be received)Income Tax 364,673.00 354,765.00Fringe Benefit Tax 1,530.00 1,530.00Advance to staff 8,000.00 14,500.00DEPOSITSSecurity Deposits for Telephone 2,500.00 2,500.00

1,976,703.00 1,673,295.00

SCHEDULE - 10Current Liabilities :Sundry Creditors for Expenses 32,287.73 414,782.12Sundry Creditors for Goods - 131,624.43Mark to Market received on Future Contract 145,922.16 -Net Option Premium Receievd on Option Contract 11,272.90 -TDS Payable 177,768.00 563,425.00

367,250.79 1,109,831.55


130 - Annual Report - 2009-2010


2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - 11Provisions :Provision for Gratuity 20,134.00 -Provision For Taxation 201,700.00 105,700.00Provision For FBT 640.00 771.00

222,474.00 106,471.00

SCHEDULE - 12INCOME FROM OPERATIONSSales 388,913,953.96 150,371,839.55Closing Stock 39,700,004.70 6,693,998.74Profit from Commodity Dealing - 12,134,515.58Profit from Share Dealing - Equity 872,032.00 -Profit from Share Dealing - Currency - 314.30Profit from Share Dealing - F&O (12,410,229.50) 857,238.69

417,075,761.16 170,057,906.86Less: Purchase 406,925,147.77 162,427,544.04Less: Opening Stock 6,693,998.74 5,402,310.27Less: Loss from Share Dealing -Equity - (84,332.98)

3,456,614.65 2,143,719.57SCHEDULE - 13Payment to and Provisions For Employees

a) Salary & Bonus 293,461.00 416,299.00b) Staff Welfare 5,993.00 5,754.00c) Gratuity Expenses 20,134.00 -

319,588.00 422,053.00SCHEDULE - 14ADMINISTRATIVE & OTHER EXPENSESAuditors Remuneration 12,133.00 6,638.00Bank Charges 50.00 168.54Convenyence Expenses 1,230.00 1,915.00Depository Charges 11,093.88 8,712.31Filing Fees 3,500.00 2,500.00General Expenses 2,904.26 2,213.00Postage & Courier Charges 27.00 345.00Printing & Stationery 1,125.00 5,595.00Professional Fees 4,250.00 21,124.00Rates & Taxes 6,750.00 10,020.00Repair & Maintenance Charges-Others 3,000.00 7,000.00

46,063.14 66,230.85


Annual Report - 2009-2010 - 131


SCHEDULE – 15

A. SIGNIFICANT ACCOUNTING POLICIES : -

(1) System of Accounting

The Financial Statements are prepared under the historical cost convention, on accrual basis, in accordance with thegenerally accepted accounting principles in India and the relevant provision of the Companies Act, 1956.

The company has complied with the Non-Banking Financial (Deposit Accepting or Holding) Companies Prudential Norms(Reserve Bank) Directions' 2007 with regard to Income Recognition, Assets Classification, Accounting Standard andProvision for Bad & Doubtful Debts as applicable to it.

(2) Fixed Assets:

(i) Fixed Assets are stated at their original cost of acquisition less accumulated depreciation.

(ii) Depreciation on Fixed Assets has been provided under written down value method on pro-rata basis as per rateprescribed under Schedule XIV of the Companies Act, 1956.

(3) Investments:

Investments are classified as long term Investments. Long term investments are stated at cost less provision for diminu-tion in the value other than temporary, in the value of investments.

(4) Inventories:

Inventories are valued at lower of cost or market price. The costs of the shares are determined on First In First Out basis.

(5) Derivative Market Trading

1. In respect of Option Contract, premium paid for contract expiring beyond the balance sheet date has been treatedas current assets, adjusted for loss, if any

2. In respect of Future Contract, Mark to Market debit balance has been recognized in the Profit & Loss and Mark toMark credit balance has been treated as current liabilities as per the guidance note issued by ICAI on accounting ofFuture & Option contract

(5) Taxation:

Provision of current tax is made with reference to taxable income computed for the accounting period for which thefinancial statements are prepared by applying the tax rates as applicable. The deferred tax charge is recognized using theenacted tax rate. Deferred Tax Assets/Liabilities are reviewed as at Balance Sheet date based on the development duringthe year and reassess realization/liabilities in terms of AS-22 issued by ICAI.

B. Notes on Accounts

1. Compliance of Accounting Standard issued by the Institute of Chartered Accountant of India

a) Related Party Disclosure:



132 - Annual Report - 2009-2010


(A) Names of Related Parties & Relationship

i) Enterprises that directly or indirectly exercise control over or that are controlled by or that under common controlwith the reporting enterprises.

1. Holding Company : a) Lohia Securities Limited

2. Fellow Subsidiaries : a) Trade City Commodities (P) Ltd

b) Trade City Real Estate (P) Ltd.

c) Trade City Securities (P) Ltd.

3. Associates : a) Daadi Stock Broking (P) Ltd.

4. Enterprise over which KMP : a) Ridhi Sidhi Distributor (P) Ltd.

exercise significant influence b) Shiv Lalit Consultancy (P) Ltd.

or where common control exsits

ii) Transaction with Related Party

PARTICULARS

1. Interest received 1,332/- 189/- --- ---(9,59,054/-) (---) (---) (64,376/-)

2. Interest Paid --- 10,29,506/- 4,23,409/- 2,36,953/-(---) (55,053/-) (79,767/-) (14,422/-)

3. Dividend Received 2,05,000/- --- --- ---(2,46,000/-) (---) (---) (---)

4. Brokerage, Service Tax, Transaction 1,56,493/- 3,94,295/- --- ---Charges & Boker Note Paid (1,63,728/-) (94/-) (---) (---)

5. Depository 11,093/- --- --- ---Charges (8,712/-) (---) (---) (---)

6. Loan Given (Received during 37,00,000/- 11,50,000/- --- ---the year (25,57,15,000/-) (13,50,000/-) (---) (15,53,77,00/-)

7. Loan Taken --- 12,79,95,000/- 12,35,50,000/- 5,84,75,000/-(---) (1,97,80,000/-) (1,26,00,000/-) (39,09,000/-)

8. Loan Repaid --- 12,35,50,000/- 1,09,40,000/- 5,29,75,000/-(---) (1,60,25,000/-) (1,26,00,000/-) (39,09,000/-)

9. Margin for trading given --- 1,04,50,000/- --- ---(Received during the year) (1,43,75,000/-) (---) (---) (---)

Sl.No.

HoldingCompany

FellowSubsidiaries Associates Enterprise over

with KMP excrisesignificant influence


Annual Report - 2009-2010 - 133


iii) Amount outstanding from Holding Company : Rs. 17,23,411.78/-

Fellow subsidiary : Rs. 33,51,591.61/-

iv) Provision to be made : Nil

2. Earning Per Share

Profix After Tax Rs. 5,15,468.23 Rs. (2,59,436/-)Number of Shares 4,25,200 4,25,200Basic / Diluted Earning Per Share Rs. 1.21 Rs. (.61)

Earning Per Share 2009-2010 (Rs.) 2008-2009 (Rs.)

3. Component of Deferred Tax

Assets ItemsBusiness Loss 2,66,816/- (1,98,035/-) 68,781/-Total 2,66,816/- (1,98,035/-) 68,781/-


4. Quantitative details of item (shares) Traded during the year ended 31st March 2010

Particulars 2009 - 2010 2008 - 2009Qty AmountQtyAmount

Opening Stock 7,94,453 66,93,998.74 41,610 54,02,310.27Purchases 69,94,605 40,69,25,147.77 44,77,297 16,24,27,544.04Sales 65,96,924 38,89,13,953.96 37,24,454 15,03,71,839.55Closing Stock 11,92,134 3,97,00,004.70 7,94,453 66,93,998.74

5. Flat shown under the head Fixed Assets was purchased from one of the director of the company. However registry of the samehas not been done yet.


134 - Annual Report - 2009-2010


6. Net open position in respect of equity & index future contract are as follow

PARTICULARS NO OFCONTRACTS


ABAN 29APR10 3 1,200 ---ACC 29APR10 2 752 ---ALBK 29APR10 1 2,450 ---APIL 29APR10 1 600 ---BANKBARODA29APR10 1 --- 700BHARTIARTL 29APR10 1 500 ---CIPLA 29 APR 10 1 1,250 ---FORTIS 29ARP10 1 1 300 ---GTL INFRA 29APR10 8 38 800 ---GTOFFSHORE 29APR10 2 1,000 ---HCC 29 APR 10 1 2,100 ---IDEA 29 APR 10 1 2,700 ---IFCI 29 APR 10 2 15,760 ---INFOSYSTCH 29APR10 3 600 ---JPASSOCAIT 29APR10 1 1,688 ---KOTAKBANK 29 APR 10 1 550 ---MCDOWELL-N 29APR10 3 750 ---ONMOBILE 29 APR 10 1 550 ---POLARIS 29 APR 10 3 --- 8,400PUNJLLOYD 29 APR 10 1 1,500 ---RANBAXY 29 APR 10 1 800 ---RELCAPITAL 29 APR 10 12 3,312 ---RELINFRA 29 APR 10 14 3,864 ---SESAGOA 29 APR 10 1 --- 3,000SUZLON 29 APR 10 1 3,000TATASTEEL 29 APR 10 1 764

TOTAL 85,790 12,100INDEX FUTURE

MININIFTY 29 APR 10 1 20TOTAL 20

7. Additional information as required under Part II of Schedule VI to the Companies Act, 1956, to the extent not applicable arenot given.

8. (a) As the Company has incurred losses during the year henceforth no amount is transferred to Statutory Reserve Fund.(b) Information pursuant to Non – Banking Financial (Non Deposit Accepting or Holding) Companies Prudential Norms

(Reserve Bank) Directions, 2007 is annexed as Annexure II hereto9. Additional information pursuant to part – IV of Schedule – VI to the Companies Act 1956 is annexed as Annexure – I hereto10. Previous years figures have been regrouped/rearranged wherever necessary.As per our Report Attachedfor V.LOHIA & CO.Chartered Accountants(Firm Regn. No. 320323E)sd/- VISHNU LOHIA(Partner)Membership No. 55683Kolkata, the 28th day of May 2010



Director


Director


Annual Report - 2009-2010 - 135









Source of Funds :



Deferred tax Tax Liabilities






Turnover (incl. other income) Total Expenditure



v) GENERIC NAME OF THREE PRINCIPAL PRODUCTS/SERVICES OF COMPANY (AS PER MONETARY ITEMS)


Product Description : FUND BASED FINANCIAL ACTIVITIES

N I L

N I L

N I L

9 7 7 5

7 8 1

N I L

0 0 3 5 9 2

1 . 2 1

6 7 7 10535

5 2 0 0 024

72

86

4

8 1 0 7 2 3

N I L

N I L

0 0 0 0

N I L

1 9 2 8 7 9

N I L

6 7 7 10535

6 5 0 4 616

085

3

5 1 5 4 6 8

4 9 086764

As per our Report of even datefor V.LOHIA & CO.Chartered Accountatssd/- VISHNU LOHIA(Partner)Membership No. 55683


N I L


STATEMENT PURSUANT TO PART-IV OF SCHEDULE VI OF THE COMPANIES ACT, 1956

ANNEXURE - 1

5 0 0 0 024 0

Kolkata, 28th May 2010


Director


Director


136 - Annual Report - 2009-2010

ToThe Board of Directors ofLohia Securities Ltd.Group

1. We have audited the attached Consolidated Balance Sheet of M/s. Lohia Securities Limited Group as at 31st March, 2010, theConsolidated Profit & Loss Account and also the Consolidated Cash Flow Statement for the year ended on that date annexedthereto. These financial statements are responsibility of the Lohia Securities Ltd.'s management and have been prepared by themanagement on the basis of the separate financial statements and other financial information regarding components. Ourresponsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that weplan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstate-ment. An audit includes examining, on a test basis, evidence to support the financial statement, amounts and disclosure in thefinancial statement. An audit also includes assessing the accounting principles used in the preparation of financial statements,assessing significant estimates made by the management in the preparation of financial statements and evaluating overallfinancial statement preparation. We believe that our audit provides a reasonable basis for our opinion.

3. We did not audit the financial statements of three subsidiaries whose financial statement reflect total assets of Rs. 12,82,25,492.57as at 31st March 2010, total revenue of Rs. 1,32,65,893.65 and net cash outflows amounting to Rs. 2,73,23,059.80 for the yearended on that date. These financial statements and other financial information have been audited by the other auditors whosereports have been furnished to us by the management of the group, and our opinion is based on the reports of other auditors.

4. We report that the consolidated financial statements have been prepared by the Lohia Securities Ltd.' management in accor-dance with the requirement of Accounting Standard (AS) 21 – Consolidated Financial Statements as notified under the Compa-nies (Accounting Standards) Rules, 2006.

5. Based on our audit and on consideration of reports of other auditors on separate financial statements and on the other financialinformation of the components, and to the best of our information and according to the explanations given to us, the attachedfinancial statements give a true and fair view in conformity with the accounting principles generally accepted in India:-

(a) In the case of the Consolidated Balance Sheet, of the state of affairs of the

Lohia Securities Ltd Group as at 31st March, 2010.

And

(b) In the case of the Consolidated Profit & Loss Account, of the Profit for the year ended on that date.

And

(c) In the case of the Consolidated Cash Flow statements of the cash flow for the year ended on that date.

CONSOLIDATED AUDITOR’S REPORT


sd/-S. Sureka





Annual Report - 2009-2010 - 137


I. SOURCES OF FUNDS1. SHAREHOLDER’S FUNDS

a) Share Capital “A” 47,822,500.00 47,822,500.00b) Reserves & Surplus “B” 273,062,244.48 256,976,571.17

2. LOAN FUNDSa) Secured Loans “C” 57,236,675.08 62,677,569.11b) Unsecured Loans “D” 52,800,000.00 21,125,000.00

TOTAL 430,921,419.56 388,601,640.28


Gross Block “E” 117,715,030.37 107,417,703.37Less:Depreciation 70,769,491.43 59,071,535.43Net Block 46,945,538.94 48,346,167.94

2. INVESTMENTS “F” 6,457,199.00 6,957,199.003. DEFERRED TAX ASSETS 1,550,628.00 12,987,632.004. CURRENT ASSETS AND

LOANS & ADVANCESa) Inventories “G” 69,860,224.37 20,963,968.47b) Sundry Debtors “H” 8,509,895.61 7,405,885.55c) Cash & Bank Balances “I” 230,399,724.85 202,483,878.84d) Other Current Assets “J” 5,426,321.35 5,169,087.09e) Loans & Advances “K” 130,873,100.74 158,147,862.37

445,069,266.92 394,170,682.32LESS : CURRENT LIABILITIES

AND PROVISIONSa) Current Liabilities “L” 56,730,864.92 66,218,871.51b) Provisions “M” 12,497,260.00 7,893,740.00

69,228,124.92 74,112,611.51NET CURRENT ASSETS 375,841,142.00 320,058,070.81

5. MISCELLANEOUS EXPENDITURE(to the extent not written off or adjusted)a) Interest Suspense 27,975.62 107,666.53b) Preliminary Expenses 98,936.00 144,904.00

TOTAL 430,921,419.56 388,601,640.28

Significant Accounting Policies and Notes to the Accounts “Q”Schedules referred to above form an integral part of the Balance SheetAs per our attached report of even dateFor PATNI & CO.Chartered Accountantssd/- S. Sureka, PartnerMembership No. 57918Kolkata, 29th May, 2010

CONSOLADATED BALANCE SHEET AS AT 31ST MARCH. 2010



Whole-time Director


Company Secretary


Managing Director


138 - Annual Report - 2009-2010


I. INCOMEIncome from Operation “N” 224,578,308.01 130,650,559.49Dividend from Shares lying at Inventories 393,809.15 542,934.47Dividend from Shares lying at Investment 206,750.00 246,000.00Brokerage (T.D.S Rs. 1,297/-; P.Y.3,077/-) 37,694,967.77 25,065,146.86Interest Income (T.D.S. Rs.19,87,414.63 18,133,560.24 19,131,096.97Previous Year Rs. 34,16,256.08/-)Receipts from DP Division (T.D.S. :Rs. 79,700/-;P.Y.Nil/-) 2,150,737.29 1,470,044.62Profit on Sale of Investment 99,952.74 149,200.00Profit On Sale of Fixed Assets 771,055.00 -Miscellaneous Income 542,105.05 22,563.15

TOTAL 284,571,245.25 177,277,545.56II. EXPENDITURE

Payments to and Provision for Employees “O” 39,704,124.27 44,267,408.67Other Expenses “P” 117,964,581.07 104,604,846.29Securities Transaction Tax 61,672,350.24 44,775,433.49Interest Expenses 13,453,446.03 16,397,278.38Depreciation 12,335,074.00 15,349,053.00Preliminary Expenses Written Off 45,968.00 70,189.60

TOTAL 245,175,543.61 225,464,209.43PROFIT/(LOSS) BEFORE TAX (A-B) 39,395,701.64 (48,186,663.87)

Less : Provision for TaxesCurrent Tax 4,467,000.00 28,000.00Deferred Tax 11,437,004.00 (15,616,849.00)Fringe Benefit Tax - 325,331.00Income Tax For Earlier Year 1,595,410.33 231,581.43

PROFIT/(LOSS) AFTER TAX 21,896,287.31 (33,154,727.30)Less: Preacquistion Profit - (7,368,612.95)Less: Transfer to Statutory Reserve Fund 104,000.00 -

TOTAL PROFIT AFTER TAX 21,792,287.31 (40,523,340.25)Add : Balance Brought Forward from previous year 136,434,239.23 182,787,440.48

PROFIT AVAILABLE FOR APPROPRIATION 158,226,526.54 142,264,100.23APPROPRIATIONProposed Dividend On Equity Share Capital 4,983,000.00 4,983,000.00Provision for Dividend Tax 827,614.0.0 846,861.00

5,810,614.00 5,829,861.00BALANCE CARRIED TO BALANCE SHEET 152,415,912.54 136,434,239.23Basic/Diluted Earning Per Share 4.58 (6.65)Significant Accounting Policies “Q”and Notes to the AccountsSchedules referred to above form an integral part of the Profit & Loss Account

CONSOLIDATED PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010



Whole-time Director


Company Secretary


Managing Director

As per our attached report of even dateFor PATNI & CO.Chartered Accountantssd/- S. SurekaPartnerMembership No. 57918Place : KolkataDate : 29th May, 2010


Annual Report - 2009-2010 - 139


A. CASH FLOW FROM OPERATING ACTIVITIESNet Profit Before Tax & Extraordinary Items 393.96 (481.87)Adjustment for :Depreciation 123.37 153.50Preliminary Expenses Written Off 0.46 0.70Miscellaneous Balance Written Off 0.02 -Interest Expenses 120.67 141.37Provision for Bad & Doubtful Debts 1.27 17.61Dividend Received (2.05) (2.46)Interest Received (183.52) (177.02)Provision for Gratuity 0.57(Profit)/Loss On Sales Of Invetment (1.00) (1.49)(Profit)/Loss On Sales Of Fixed Assets (7.71) 52.08 1.92 134.13

446.04 (347.74)Operating Profit before Working Capital Adjustment(Increase)/Decrease in Inventories (488.96) 403.62(Increase)/Decrease in Debtors 0.98 54.39(Increase)/Decrease in Other Current Assets (2.53) 45.61(Increase)/Decrease in Loans & Advances 380.91 (183.58)Increase/(Decrease) in Current Liabilities 148.85 39.25 (21.57) 298.47

485.29 (49.27)Payment of Tax 69.89 42.93Net cash flow from operating activities 415.40 (92.20)

B. CASH FLOW FROM INVESTING ACTIVITIESSale Proceed of Investment 691.99 6.50Purchase of Investment (686.00) (536.08)Advance for Property (248.65) (332.12)Advance Received for Property - 352.70Refund Received for Property 166.95 -Purchase of fixed assets (111.47) (71.00)Sales Proceeds of Fixed Assets 2.69 2.38Dividend Received 2.05 2.46Interest Received 183.52 177.02(Increase)/decrease in fixed deposit (454.94) 484.47Net cash used in investing activities (453.86) 86.33

C. CASH FLOW FROM FINANCING ACTIVITIESIncrease/(Decrease) in Secured Loan (54.41) (442.26)Increase/(Decrease) in Unsecured Loan 95.25 163.80Payment of Dividend & Dividend Tax (58.30) (69.96)Interest Paid (120.67) (141.37)Share Capital & Security Premium - 321.28Fees Paid for Increase in Capital - (0.35)Misc. Expenses W/off 0.80 0.72Net cash realised from financing activities (137.33) (168.14)Net increase/(Decrease) in cash and cash equivalent (175.79) (174.01)OPENING CASH & CASH EQUIVALENT 434.35 608.36CLOSING CASH & CASH EQUIVALENT 258.56 434.35

CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2010

For and on behalf of Board of Directorssd/-

Sudheer Kumar JainWhole-time Director


Managing Director

As per our attached report of even dateFor PATNI & CO.Chartered Accountantssd/- S. Sureka, PartnerMembership No. 57918Kolkata, 29th May, 2010


Company Secretary


140 - Annual Report - 2009-2010

SCHEDULES ATTACHED AND FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS 2009-2010 2008-2009

Rs. P. Rs. P.SCHEDULE ‘A’SHARE CAPITALAuthorised75,00,000 Equity shares of Rs. 10/- each 75,000,000.00 75,000,000.00Issued & Subscribed50,00,000 Equity shares of Rs. 10/- each 50,000,000.00 50,000,000.00Paid Up Capital47,78,000 Equaity Shares of Rs. 10/- each 47,780,000.00 47,780,000.00fully paid up(Refer Note No. B(3) Of Schedule Q)Add: Forfeited Shares 42,500.00 42,500.00

TOTAL 47,822,500.00 47,822,500.00Note : Out of the above shares, 50,000 shares

are alloted as fully paid up pursuant toa contract without payment being received in cash.

SCHEDULE - ‘B’RESERVE & SURPLUSA. General Reserve

Opening Balance 91,086,128.88 95,000,000.00Less: Adjustment for Pre-Acquisition Reserve - (3,913,871.12)

Sub -Total :- A 91,086,128.88 91,086,128.88B. Profit & Loss A/c

Profit & Loss Account 152,415,912.54 136,434,239.23Sub -Total :- B 152,415,912.54 136,434,239.23

C. Security PremiumOpening Balance 18,551,631.45 19,307,250.00Less: Adjustment for Pre-Acquisition - (820,868.55)Security PremiumAdd: Amount Received during the year - 65,250.00

Sub -Total :- C 18,551,631.45 18,551,631.45D. Capital Reserve on Consolidation 10,726,615.61 10,726,615.61

10,726,615.61 10,726,615.61E. Statutory Fund 177,956.00 177,956.00

Add: Amount credited during the year 104,000.00 -281,956.00 177,956.00

TOTAL : - (A + B+ C + D + E) 273,062,244.48 256,976,571.17SCHEDULE - ‘C’SECURED LOANLoan against CarFrom Banks 534,055.00 1,099,942.00(Repayable within one year Rs.5,11,275/-Previous Year Rs.5,65,887/-)Term LoanFrom Banks 37,000,000.00 30,333,333.24(Repayable within one year Rs.3,70,00,000/-Previous year Rs. 2,86,66,666.72/- )(Secured against personal guarantee ofDirectors, by charge of Fixed Assets ofSubsidiaries & against Fixed Deposits)Bank overdraft(Secured against Shares & Fixed Deposits) 19,702,620.08 31,244,293.87

TOTAL 57,236,675.08 62,677,569.11


Annual Report - 2009-2010 - 141

Parti

cular

s

A) TA

NGIBL

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SETS

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14,70

9,600

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34,33

4.00

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4,146

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4,716

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2,730

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1,885

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62,8

69,82

9.88

3,167

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11,82

6,199

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4,501

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4,172

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3,830

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2,172

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4,835

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59,56

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142 - Annual Report - 2009-2010

2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - ‘D’UNSECURED LOANFrom body Corporates 52,800,000.00 21,125,000.00

TOTAL 52,800,000.00 21,125,000.00

SCHEDULE ‘F’INVESTMENTLONG TERM INVESTMENTS (AT COST)A) In Equity Shares

Quoted, Non TradeSidheshwari Garments Ltd.8,700 (Previous Year: 8,700) Equity Shares of Rs. 10 each fully paid up 87,000.00 87,000.00

Sub Total (i) 87,000.00 87,000.00UnQuoted, TradeThe Calcutta Stock Exchange Ltd.250 (Previous Year : 250) Equity Shares of Rs. 1 each fully paid up 500,000.00 500,000.00

Sub Total (ii) 500,000.00 500,000.00In Equity Shares - Unquoted, Non TradeNimbus Communication Ltd.5,000 (Previous Year : 5,000) Equity Shares of Rs. 10 each fully paid up 1,125,000.00 1,125,000.00Daadi Stock Broking Pvt. Ltd. 3,000,000.00 3,000,000.003,00,000 (Previous Year :3,00,000) Equity Shares of Rs. 10 each fully paid up

Sub Total (iii) 4,125,000.00 4,125,000.00TOTAL : - A (i+ii+iii) 4,712,000.00 4,712,000.00

B. In Mutual FundUnquoted (Non Trade)LIC MF India Vision Fund 1,000,000.00 1,000,000.001,00,000 (Previous Year : 1,00,000) Units of Rs. 10 each fully paid upEscorts Leading Sector Fund - 500,000.00Nil(Previous Year :48,899.755) Units of Rs. 10 each fully paid up

TOTAL : - B 1,000,000.00 1,500,000.00C. Investment in Properties 745,199.00 745,199.00

TOTAL : - C 745,199.00 745,199.00TOTAL : - (A + B +C) 6,457,199.00 6,957,199.00

Market value of Quoted Shares 26,535.00 26,535.00Net Assets Value of Mutual Fund 835,322.12 835,322.12

SCHEDULES ATTACHED AND FORMING PART OF CONSOLIDATED FINANCIAL STATEMENTS


Annual Report - 2009-2010 - 143


SCHEDULE ‘G’InventoriesShares (Non Traded, Listed) Fully Paid upName of the CompanyABAN Offshore Limited 2 1 1,159.10 - -Adhunik Metaliks Limited 10 600 62,269.65 - -Aditya Birla Money Limited 1 1 50.10 - -Aftek Limited 2 100,000 1,665,000.00 - -Akar Tools Limited 10 15,000 466,500.00 - -Aksh Optifibre Limited 5 10,000 242,000.00 10,000 97,500.00Alok Industries Limited 1 1,000 22,200.00 11,040 138,000.00Alps Industries Limited 10 8,000 88,800.00 - -Anco Communications Limited. 10 1,000 2,150.00 1,000 2,150.00Ansal Property & Infrastructure Limited 5 600 42,690.00 - -Andhara Bank Limited 10 - - 18,400 810,068.10Aqua Logistics Limited 10 500 130,250.00 - -Arvind Remedies Limited 1 100,000 190,000.00 100,000 120,000.00Axis Bank Limited 10 1 1,090.00 - -Bajaj Hindustan Limited 1 5 678.50 1,900 91,105.00Balaji Distilleries Limited 10 11,205 498,095.90 - -Bang Overseas Limited 10 5,000 214,750.00 7,500 543,375.00Baroda Rayon Corporation Limited. 10 485 1,430.75 485 1,430.75Bata India Limited 10 550 125,455.00Bengal & Assam Company Limited 10 - - 203 24,849.23Benchmark Mutual Fund Nifty Bees 10 200 105,248.00 - -Birla Precision Technologies Limited 2 26,285 617,697.50 - -Bharati Airtel Limited 5 2 552.00 - -Bharati Shipyard Limited 10 - - 175 9,773.75Bharat Electronics Limited 10 30 66,073.50 - -Bharat Heavy Electricals Limited 10 1 2,370.00 - -Bharat Strach Product Limited 10 11 1,988.80 11 1,988.80Bhourkla Aluminium Limited 2 4,000 66,000.00 4,000 66,000.00Bhushan Steel Limited 10 3 4,840.00 - -Bodal Chemicals Limited 10 500 18,547.50 500 8,600.00Bombay Dyeing & Manufacturing Company Limited 10 - - 600 85,068.65Brigade Enterprises Limited 10 - - 5,159 175,663.95Brushman India Limited 10 7,675 84,194.75 8,375 156,193.75Cadila Healthcare Limited 5 - - 1,250 339,562.50Cairn India Limited 10 5 1,288.00Cals Refinery Limited 1 2,175,995 957,437.80 1,700,000 850,000.00Castrol India Limited 10 - - 306 -Century Textiles Limited 10 - - 424 68,885.20Cipla Limited 2 4 1,216.00 - -Cochin Minerals & Rutiles Limited 10 1,000 39,160.00 1,000 25,250.00Dena Bank 10 4 308.75 500 16,200.00Digjam Limited 10 95,315 853,069.25 - -DLF Limited 2 7,550 2,332,195.00 - -Dolat Investments Limited 1 50,000 204,500.00 50,000 143,000.00Dr. Reddy’s Laboratories Limited 5 102 130,044.90 - -Dredging Corporation of India Limited 10 30 18,231.00 100 22,519.70Dunlop India Limited. 10 2,851 18,816.60 3,851 25,416.60Dynacons Systems & Solution Limited 2 5,000 4,500.00 5,000 2,250.00

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount


144 - Annual Report - 2009-2010

Electrosteel Castings Limited 1 - - 1,000 14,850.00Escort India Limited 10 - - 5,000 176,250.00Essar Oil Limited 10 4 552.80 - -ETC Network Limited 10 2 432.00 - -Fame India Limited 10 1 42.95 - -Federal - Mogul Goetze India Limited 10 - - 829 26,464.05First Source Solution Limited 10 1 26.50Foundary Fuel Products Limited 10 45,391 235,387.37 62,690 318,058.80Forties Healthcare Limited 10 2 348.00 - -GAIL (India) Limited 10 3 1,199.00 - -Gallant Metal Limited 10 - - 800 8,280.00Gateway Distripark Limited. 10 - - 1,000 53,650.00Gayatri Sugar Limited 10 - - 111,973 412,060.64Glenmark Pharmaceuticals Limited 1 50 13,312.50 - -Globus Spirits Limited 10 5,000 676,750.00 - -GMR Infrastructure Limited 1 9,998 626,874.60 - -G V Films Limited 10 15,000 27,150.00 15,000 12,750.00Goodyear India Limited 10 650 148,460.00 1,100 114,840.00GMR Infrastructure Limited 2 - - 1,000 52,000.00Godrej Industries Limited 1 100 14,020.00 - -Grasim Industries Limited 10 - - 4 6,155.60GVK Power & Infrastructure Limited 1 1 43.45 - -Graphite India Limited 2 - - 25,000 622,500.00Gulf Oil Cprporation Limited 2 - - 6,485 171,344.11HBL Power System Limited 10 - - 9,410 994,107.00Himachal Futuristic Communication Limited. 10 40,750 498,917.40 7,000 56,000.00Himadri Chemical Limited. 10 - - 407 35,107.50Hindalco Industries Limited 1 222 40,250.30 - -Hinduja Foundaries Limited 10 28,595 2,767,870.15 - -Hindustan Oil Exploration Limited 10 1,000 228,850.00 - -Hindustan Motors Limited 10 2,500 51,625.00 2,900 38,135.00Housing Development Finance Corporation Limited 10 3 7,630.00 - -Housing Development & Infrastructure Limited 10 686 196,436.10 300 24,555.00IBN18 Broadcast Limited 2 - - 500 35,175.15ICICI Bank Limited 10 194 169,252.00 50 16,640.00IDEA Cellular Limited 10 3 196.50 - -Infrastructure Development Finance Company Limited 10 2,749 427,894.65 6,850 370,585.00IFCI Limited 10 11,260 561,311.00 - -IG Petrochemicals Limited 10 5,701 250,844.00 6,572 104,494.80IKF Technologies Limited 1 5,000 19,950.00 5,000 11,350.00India Bulls Finance Service Limited 2 2 305.10 - -Infosys Techonologies Limited 5 1 2,615.95 - -Intra Décor Limited 1 8,333 2,166.58 - -Industrial Development Bank of India. 1 52 5,980.00 5,000 1,200.00Information Technologies India Limited. 5 100 105.00 100 105.00IVR Prime Urban Developers Limited 10 10,000 1,562,415.80 12,724 377,902.80JMD Telefilms Industries Limited 1 75,000 4,931,250.00 - -Jaiprakash Associates Limited. 2 5,250 785,137.50 200 16,820.00Jai Prakash Power Venture Limited 10 3 201.30 - -

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount



Annual Report - 2009-2010 - 145

Jaysynth Dyechem Limited 1 5,000 39,500.00 5,000 27,500.00Jet Airways (India) Limited 10 - - 800 135,480.00J B Chemicals & Pharma Limited 2 - - 1,000 36,400.00JK Cement Limited 10 - - 400 14,583.25JK Synthetic Limited 10 35,436 96,637.27 42,971 84,652.87Jindal Saw Limited 10 - - 500 88,400.00Jindal Southwest Hold Limited 10 - - 200 51,300.00Jindal Steel & Power Limited 1 2 1,336.35 - -JSW Energy Limited 10 5,000 559,250.00 - -JSW Steel Limited 10 2 2,366.00 - -Kernex Miscrosystem (India) Limited 10 40,000 4,455,344.95 - -Kaashyap Technologies Limited 1 43,721 21,423.29 43,721 19,237.24Kale Consultants Limited 10 8,313 731,544.00 2,500 59,000.00Kingfishers Airlines Limited 10 6,164 288,475.20 6,100 202,532.35Kilburn Engineering Limited 10 - - 22,321 390,617.50Kinetic Engineering Limited 10 11,863 933,145.50 - -Kitply Industries Limited 10 2,000 14,200.00 2,900 13,330.00Kulkarni Power & Tools Limited 5 12,048 965,853.95 - -Kohinoor Foods Limited 10 - - 4,999 264,197.15La Opala RG Limited 10 1,000 39,800.00 1,000 14,200.00Larsen & Toubro Limited 2 - - 75 45,915.85Madras Cement Limited 1 175 20,104.10 300 10,216.50Mangalam Cements Limited 10 - - 17,885 1,004,724.45Magnum Ventures Limited 10 1,000 8,700.00 1,000 5,600.00Mahindra Gesco Developers Limited 10 - - 700 83,544.55Mahindra Lifespace Developers Limited 10 730 279,322.90 - -Mahindra Forgings Limited 10 250 28,237.50 - -Mercator Lines Limited 1 - - 3,000 84,900.00Man Industries (India) Limited 5 1,250 88,862.20 - -Mcleod Russel India Limited. 10 200 54,110.00 2,500 161,250.00Mid-Day Multimedia Limited 10 - - 242 2,831.40Mangalore Refinery & Petrochemicals Limited 10 2,200 167,640.00 - -Mahanagar Telephone Nigam Limited 10 2 146.40 100 6,900.00Mounteverest Minerals Water Limited 10 - - 7,642 310,628.93MPS Limited 10 8,674 557,203.35 - -Mukand Limited 10 143,543 8,803,854.13 - -NMDC Limited 1 2,500 736,000.00 - -National Thermal Power Corporation Limited 10 4 801.25 - -National Alluminium Co Limited 10 5 1,875.00 - -Nectar Lifesciences Limited 1 400 14,540.00Neyveli Lignite Corporation 10 4 579.80 -Nocil Limited 10 3,000 67,200.00 3,000 34,650.00Noida Toll Bridge Communication Limited 10 - - 1,000 23,800.00Orbit Corporation Limited 10 - - 3,000 136,857.05Orchid Chemicals Limited 10 6 923.40 - -Orient Paper & Industries Limited. 1 7,118 334,613.85 7,710 180,507.40Pankaj Polymers Limited 10 - - 15,000 40,200.00Paramount Communication Limited 2 2,000 24,100.00 2,000 13,600.00Parsvnath Developers Limited 10 - - 4,200 152,880.00

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount



146 - Annual Report - 2009-2010

Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount


Pennar Aluminium Company Limited. 10 3,500 6,720.00 3,500 4,270.00Petronet LNG Limited. 10 55 3,871.45 54 2,097.90Pipavav Shipyard Limited 10 12,400 806,457.75 - -Pioneer Embroderies Limited 10 - - 500 5,150.00Piramal Holdings Limited 10 - - 19,026 824,317.65Prudential Sugar Corporation Limited. 10 200 274.00 200 274.00Porwal Auto Components Limited 10 3,000 44,880.00 3,000 19,830.00Power Grid Corporation Limited 10 799 72,392.03 1,300 117,472.55Punjab National Bank 10 2 1,753.00 --Prajay Engineers Syndicate Limited 2 400 10,800.00 2,500 32,625.00Praj Industries Limited 2 2 159.50 - -PTC India Limited 10 4 424.00Pyramid Sai Theat Limited 10 - - 500 7,225.00Rajshree Sugars & Chemicals Limited 10 300 14,955.00 - -Rama Newsprint & Papers Limited 10 1 21.65 - -Ranbaxy Laboratories Limited 5 100 45,589.50 46 7,622.20Ramco System Limited 10 63,255 5,889,336.90 4,243 188,813.50Rei Agro Limited 1 500 24,800.00 - -Reliance Capital Limited 10 1 756.05 - -Reliance Communication Limited 5 3 479.00 - -Reliance Industries Limited 10 2 2,144.00 100 152,475.00Reliance Power Limited 10 100 14,945.00 100 10,235.00Reliance Infrastructure Limited 10 - - 1 515.55Reliance Natural Resources Limited. 5 3 186.15 2 89.70Reliance Petroleum Limited 10 - - 3 285.30Revathi Equipment Limited 10 977 644,087.25 - -Roman Tarmat Limited 10 - - 711 19,623.60Rural Electrification Corporation Limited 10 104 26,067.60Sahara Housing Finance Corporation Limited 10 95 12,863.00 -Sahara One Media & Entairtainmnet Limited 10 - - 95 5,248.75Satyam Computer Services Limited. 2 200 18,470.00 3,975 152,838.75Sical Logistic Limited 10 10,400 825,240.00 4,000 77,200.00SE Investment Limited 10 - - 1,000 180,000.00Sesa Goa Limited 1 2 906.10 - -Shree Mahaganga Sugar Limited 1 2,000 860.00 2,000 2,520.00Simens Limited 2 492 362,073.40 - -Simens Healthcare Dignostic Limited 10 506 667,440.25 - -Sobha Developers Limited 10 - - 5,700 451,155.00Shoppers Stop Limited 10 526 207,506.35 630 62,706.30Shaw Wallace Limited 10 - - 13,832 1,998,032.40Shree Renuka Sugars Limited 1 5,006 356,927.80 - -Shree Synthetics Limited. 10 20 19.00 20 19.00Solar Industries (India) Limited 10 16 6,790.82 - -Strides Arcolab Limited 10 300 101,625.00 - -Ster Tools Limited 2 48 4,536.00 - -SREI Infastructure Finance Limited 10 2,000 152,700.00 - -Sun Pharmaceuticals Industries Limited 5 1 1,520.00 - -Suzlon Energy Limited 2 10,004 718,787.40 2,000 84,700.00Sika Interplant Limited 10 - - 100 1,365.00


Annual Report - 2009-2010 - 147

Silverline Animation Technologies Limited 10 80 1,076.80 80 6,692.00SRF Limited. 10 - - 750 55,725.00Steel Authorithy of India Limited 10 1 239.00 - -Sumeet Industries Limited 10 - - 2,500 15,475.00Surat Textiles Mills Limited 1 10,000 45,600.00 10,000 18,900.00Subex Limited 10 200 4,540.00 200 4,540.00Swil Limited. 10 7,866 35,239.68 7,866 26,351.10Tata Iron & Steel Co. Limited. 10 - - 606 123,213.40Tata Motors Limited. 10 1 723.95 3,825 531,435.60Tata Metaliks Limited 10 - - 2,500 125,875.00Taneja Agro & Aviat Limited 5 149,279 6,187,614.55 - -Tata Power Company Limited 10 2 2,714.45 - -Tata Consultancy Services Limited 1 - - 1 538.55Titan Industries Limited 10 4 7,362.40Teledata Technologies Limited 2 - - 1,000 5,060.00TeleData Info Marin Limited 2 1,000 5,030.00 1,000 5,060.00Texmo Pipe & Product Limited 10 1,000 91,950.00 - -Thinksoft Global Services Limited 10 1,482 280,913.10 - -T Spiritual World Limited 10 1,600 3,504.00 1,600 1,968.00The Great Eastern Shipping Limited 10 2 524.00 - -The Indian Hotels Company Limited 1 1 101.00 - -Trigyn Technologies Limited 10 2,500 50,750.00 2,500 18,682.90Tata Teleservices (Maharastra) Services Limited 10 7,000 165,550.00 - -Temptation Food Limited 10 9,869 298,537.25 59,869 1,546,197.65Titagarh Wagons Limited 10 - - 3,000 423,805.25The State Trading Corporation Limited 10 38 17,470.50 - -Unitech Limited 2 1,603 114,428.90 1,600 55,792.40Unity Infraprojects Limited 10 300 179,835.00 - -United Spirits Limited 10 93 122,890.20 - -Valiant Communications Limited 10 49,191 1,308,480.60 40,000 944,000.00Vishal Retail Limited 10 - - 600 20,730.00Vijaya Bank Limited 10 2 94.90 - -Visu International Limited 10 - - 500 1,750.00Welspun India Limited 10 - - 1,000 20,400.00Welspun Global Brands Limited 10 100 -Welspun Investments Limited 10 50 -Welspun Gujstanl Rohren Limited 5 - - 2,003 145,477.55Wendt (India) Limited 10 2,379 1,616,728.00Wire & Wireless India Limited (Partly Paid-up) 1 5,500 32,846.90Wide India Limited 10 14,144 4,494,238.00Wipro Limited 2 2 1,335.00 - -Sub-Total - A 3,630,341 68,996,025.37 2,636,577 20,103,044.47

CommoditiesGold 1 Kg 860,924.00 1 Kg 860,924.00Sub-Total - B 1 Kg 860,924.00 1 Kg 860,924.00

TOTAL (A+B) 69,856,949.37 20,963,968.47


Face Valuein Rs.

2009-2010Qty Amount

2008-2009Qty Amount


148 - Annual Report - 2009-2010


2009-2010 2008-2009 Rs. P. Rs. P.

SCHEDULE - ‘H’SUNDRY DEBTORS

Debts outstanding for a period exceedingSix months 2,077,795.34 2,224,611.09Others 8,320,385.86 6,942,206.21

10,398,181.20 9,166,817.30Less: Provison for Bad & Doubtful Debts 1,888,285.59 1,760,931.75

TOTAL 8,509,895.61 7,405,885.55SCHEDULE - ‘I’CASH & BANK BALANCESCash in hand (As certified by the management) 1,607,066.45 1,668,307.80Cheque In Hand 45,240.00 -Balance with Scheduled Banks-On Current Account 24,319,018.27 41,880,970.91-On Fixed deposit Account 204,428,400.13 158,934,600.13

TOTAL 230,399,724.85 202,483,878.84

SCHEDULE - ‘J’OTHER CURRENT ASSETSDividend Receivable 50,110.00 35.00Interest Receivable 5,376,211.35 5,169,052.09

TOTAL 5,426,321.35 5,169,087.09

SCHEDULE - ‘K’LOANS & ADVANCES(Recoverable in cash or in kind orfor value to be received)LOAN GIVEN 1,600,000.00 1,300,000.00ADVANCESIncomeTax 14,022,492.81 8,754,516.41Fringe Benefit Tax 682,754.00 814,959.00Prepaid Expenses 3,831,274.82 4,700,167.12Margin with Exchange 5,800,000.00 19,191,000.00Other Advances 34,704,813.19 69,811,302.92DEPOSITSDeposits With Exchange 42,415,000.00 42,670,201.00Telephone DeposIts 151,244.92 144,444.92Electricity Deposits 933,493.00 776,824.00Security Deposits For Office 9,645,650.00 9,803,510.00Other Deposits 17,086,378.00 180,937.00

TOTAL 130,873,100.74 158,147,862.37


Annual Report - 2009-2010 - 149

SCHEDULE - ‘L’Current LiabilitiesSundry Creditors for Goods 2,733,619.11 526,322.95Sundry Creditors for Expenses and others 10,765,583.42 9,026,684.67Advances Received from clients 194,118.82 78,047.24Advance Against Office - 34,000,000.00Option Premium Received 11,272.90 -Margin from Clients 41,985,400.00 21,051,400.00Book Overdraft With Banks 115,718.91 114,112.60Mark to Market Margin 925,151.76 1,422,304.05

TOTAL 56,730,864.92 66,218,871.51

SCHEDULE - ‘M’ProvisionsProvision for Gratuity 342,898.00 -Provision for Income Tax 5,650,410.00 1,183,410.00Provision for Fringe Benefit Tax 693,338.00 880,469.00

SUB - TOTAL : - A 6,686,646.00 2,063,879.00

Proposed Dividend 4,983,000.00 4,983,000.00Provision for Dividend Tax 827,614.00 846,861.00

SUB - TOTAL : - B 5,810,614.00 5,829,861.00

TOTAL :- (A+B) 12,497,260.00 7,893,740.00

SCHEDULE - ‘N’Income from OperationSales 1,213,278,425.14 601,956,599.57Closing Stock 69,860,224.37 20,963,968.47Profit/(Loss) from Share Dealing (3,976,635.71) (7,056,185.80)Profit/(Loss) from Future & Option Dealing 203,416,363.84 146,476,527.24Profit/(Loss) from Commodity Dealing 5,070,342.55 18,760,535.38Profit/(Loss) from Currency Dealing (139,847.50) 384,806.80

1,487,508,872.69 781,486,251.66Less: Purchases 1,241,966,596.21 589,509,144.48Less: Opening Stock 20,963,968.47 61,326,547.69

TOTAL 224,578,308.01 130,650,559.49

2009-2010 2008-2009 Rs. P. Rs. P.



150 - Annual Report - 2009-2010


SCHEDULE - ‘O’PAYMENTS TO AND PROVISIONS FOR EMPLOYEESSalary & Bonus 36,099,577.00 39,571,512.00Contribution to Provident Fund, ESI & Gratuity 988,019.00 1,049,152.00Staff Welfare 2,616,528.27 3,646,744.67

TOTAL 39,704,124.27 44,267,408.67

SCHEDULE - ‘P’OTHER EXPENSESAdvertisement 125,298.27 92,374.39Auditors Remuneration 179,648.00 162,776.00Bank Charges and Guarantee Commission 3,845,563.33 3,511,627.60Books & Periodicals 55,780.46 238,886.51Broker Note Stamp Expenses 2,071,081.91 2,457,438.95Bad Debts 1,472.99 11,384.61Car Expenses 258,671.63 304,504.67Communication(including V-SAT) Expenses 8,928,467.16 8,695,023.58Computer & Software Expenses 4,218,975.44 2,975,032.47Depository Charges 59,950.16 71,891.42Delivery & Warehouse Charges 4,031.47 3,639.39Donation 923,620.00 331,000.00Electricity Charges 4,734,452.23 4,460,378.12Fees & Subscription 2,014,164.62 1,604,399.52Foreign Exchange Fluctuation - -General Expenses 677,955.01 926,627.48Insurance Charges 396,614.67 403,850.87Internal Audit Fees 239,010.60 341,083.00NSDL/ CDSL Charges 533,548.02 419,511.23NSE, BSE, CSE & SEBI Expenses 28,047,336.91 17,618,514.14NCDEX & MCX Charges 3,463,050.47 4,555,587.28Postage & Courriers 493,891.25 493,531.53Provision for Bad & Doubtful Debts 127,353.84 1,760,931.75Printing & Stationery 1,108,477.70 1,530,958.20Professional Charges 43,410,855.00 38,931,965.00Legal & Professional Fees 1,662,300.00 1,449,144.00Loss on Sales of Fixed Assets - 192,334.38Rates & Taxes 723,104.69 1,009,114.93Registration & Share Transfer Expenses 15,564.86 94,646.64Rent 3,668,193.68 3,351,468.40Repairs & Maintenance

-Machinery 1,130,193.02 792,675.00-Building 1,297,726.46 1,142,649.28-Others 1,400,832.99 3,828,752.47 1,759,148.00 3,694,472.28Service Tax - -Sub Brokerage 313,699.90 389,700.37Training Charges 198,600.00 158,032.00Travelling & Conveyance Expenses 1,635,094.33 2,363,015.58

TOTAL 117,964,581.07 104,604,846.29

2009-2010 2008-2009 Rs. P. Rs. P.


Annual Report - 2009-2010 - 151


SHEDULE - QA. SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS:Significant Accounting Policiesa) Basis of Consolidation

The consolidated Financial Statements have been prepared in accordance with Accounting Standard 21 (AS 21) – “ConsolidatedFinancial Statements”, notified by the Companies (Accounting Standards) Rules 2006.The consolidated financial statements have been prepared applying uniform accounting policies for like transaction and events insimilar circumstances and appropriate adjustments are made if the differences in accounting policies have a material impact.The financial statements of the Company and its subsidiaries have been combined on a line-by-line basis by adding together thebook values of like items of assets, liabilities, income and expenses, after fully eliminating intra-group balances and transactionsresulting in unrealized profit/loss.The excess of cost of investment over the Company’s share in the net assets of subsidiaries at the date on which investment ismade is recognized as ‘goodwill’ and the excess of the company share over the cost of investment is treated as Capital Reserve.Capital Reserve is separately disclosed after netting of Goodwill n the Consolidated Financial Statements.

b) Fixed Assets & Depreciationi) Fixed Assets are stated at their original cost of acquisition less accumulated depreciation.ii) Depreciation on fixed assets has been provided under written down value method on pro-rata basis as per rate prescribed

under Schedule XIV of the Companies Act, 1956.iii) Intangible assets has been amortized over a period of four year .

c) InventoryInventories are valued at lower of cost or market price. The costs of the shares are determined on First In & First Out Basis.

d) InvestmentsLong term Investments are stated at cost less provision for diminution in the value other than temporary, in the value ofInvestments.

e) Revenue Recognition:Income from Brokerage is recognized on the trade date of transaction..Dividend income is recognized when the right to receive the income is established.

(f) Retirement Benefiti) Defined Contribution Plan:

Company’s contribution paid/payable during the year to the Provident Fund is charged to Profit and Loss Account.The Company’s contribution to Employee’s State Insurance Scheme are also charged to Profit & Loss Account of the year towhich the contributions relate.

ii) Defined Benefit Plan:The Company has opted for a Group Gratuity-cum Life Assurance Scheme of the Life Insurance Corporation of India(LIC),and contribution towards gratuity liability as determined by LIC is charged to the Profit & Loss Account. As far ascompany’s liabilities towards leave encashment, company has the policy of paying the leave encashment at the end of thefinancial year.

(g) Taxation Provision of current tax is made with reference to taxable income computed for the accounting period for which the financial

statements are prepared by applying the tax rates as applicable. The deferred tax charge is recognized using the enacted taxrate. Deferred Tax Assets are recognized only to the extent that there is virtual certainty supported by convincing evidence thatsufficient future taxable income will be available against which such deferred tax assets can be realized.

At each balance sheet date the Company re- assesses unrecognized deferred tax assets. It recognizes unrecognized deferredtax assets to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxableincome will be available against which such deferred tax assets can be realized.


152 - Annual Report - 2009-2010


B. Notes on Accounts1. Details of subsidiaries included in the Consolidated Financial Statements :

Name of the Subsidiary Companies Country of Incorporation Share in Ownership

Trade City Securities Pvt. Ltd. India 100%

Trade City Real Estate Pvt. Ltd. India 100%(Formerly : Choudhary Distributors Pvt. Ltd.)

Trade City Commodities Pvt. Ltd. India 100%(Formerly : Lohia Commodities Pvt. Ltd.)

Trade City Barter Pvt. Ltd. India 100%(Formerly : Ratnagiri Barter Pvt. Ltd.)

Particulars As at 31.03.2010 (Rs.)

Bank Guarantee 93,31,42,000/-

Corporate Guarantee 5,00,00,000/-

Capital Commitment 2,30,16,725/-

2. Contingent Liability :

3. As M/S. Trade City Barter Pvt. Ltd. have 2,05,000 equity shares of Lohia Securities Limited, henceforth Share Capital of thecompany to the extent held by Trade City Barter Pvt. Ltd. has been reduced during consolidation.

4. Components of Deferred Tax Liability (Net) shown in the Balance Sheet is as follow :

Liability Items :Depreciation (27,37,985.00) 4,88,556.00 (22,49,429.00)Total (27,37,985.00) 4,88,556.00 (22,49,429.00)Assets Items :Disallowance u/s. 40(a) 2,627.00 (2,627.00) --Carried Forward Loss 1,06,30,937.00 (70,23,968.00) 36,06,969.00Unabsorbed Depreciation 50,92,053.00 (48,98,965.00) 1,93,088.00Total 1,57,25,617.00 (1,19,25,560.00) 38,00,057.00Deferred Tax (Liabilities) / Assets (Net) 1,29,87,632.00 (1,14,37,004.00) 15,50,628.00




Whole-time Director


Company Secretary


Managing Director

As per our attached report of even dateFor PATNI & CO.Chartered Accountantssd/- S. SurekaPartnerMembership No. 57918Place : KolkataDate : 29th May, 2010


Annual Report - 2009-2010 - 153

Fina

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s. in

lacs)

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ears

2009

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2008

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2005

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2004

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2003

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2002

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2001

-02

2000

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2,53

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1,65

2.39

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1.66

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1000

2000

3000

4000

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2008-09

2007-08

2006-07

2005-06

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2003-04

2002-03

2001-02

2000-01

Total Income

PAT

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0

500

1000

1500

2009-10

2008-09

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2009-10 2008-09 2007-08 2006-07 2005-06 2004-05 2003-04 2002-03 2001-02 2000-01

Financial Years

Basic EPS (Rs.)

0

5

10

15

2009-10 2008-09 2007-08 2006-07 2005-06 2004-05 2003-04 2002-03 2001-02 2000-01

Financial Year

Dividend (%)


Annual Report - 2009-2010 - 155

I/We hereby record my/our presence at the 16th ANNUAL GENERAL MEETING of the Company on Saturday,the 25th day of September, 2010,at 4,brabourne Road,5th Floor, Kolkata 700001 at 10:30 A.M.

Signature of the Shareholder/Proxy present: __________________________________________________

Name of the Proxy holder (where applicable)Mr./Ms.: __________________________________________

Notes:1. Shareholder/Proxy holder is requested to bring the Attendance Slip with them when they come to the meeting

and hand it over at the entrance gate after affixing their signature on it.

2. Shareholder/Proxy holder who come to attend the meeting is requested to bring their copy of the AnnualReport with them.

3. Every person holding equity share of the company and whose name is entered as a beneficial owner in therecords of the depository shall be deemed to be a member of the company.

LOHIA SECURITIES LIMITED

ATTENDANCE SLIPSerial No.DP

Client Id*

Regd. Folio No.

*Applicable if shares are held in electronic form.

Registered Office:6, Lyons Range,1st Floor,Kolkata-700001

LOHIA SECURITIES LIMITED

PROXY FORMSerial No. DP

Client Id*

Regd. Folio No.

*Applicable if shares are held in electronic form.

Registered Office:6, Lyons Range,1st Floor,Kolkata-700001

I /We………………………………………………………………………………………of………………. ……………………………………in the district of………………........being a member/members of Lohia Securities Limited hereby appoint………………………………...of……………...........………..in the district of………………………………………..failing him…...…………………………..of……………………….in the district……………………….as my/ourproxy to vote for me/us on my/ our behalf at the 16th ANNUAL GENERAL MEETING of the Company tobe held on Saturday, the 25th September, 2010, at 10.30 A.M. and at any adjournment thereof.

Notes:1. The proxy form duly completed and signed should be deposited at the Registered Office of the Company not less than

48 hours before the time of the meeting.2. In case of joint shareholding the proxy is required to be signed by all the members.3. Every person holding equity share of the company and whose name is entered as a beneficial owner in the records of the

depository shall be deemed to be a member of the Company.

AffixRe 1/-

RevenueStamp

Signature (s)

For Office Use only

Proxy No. :

No. of Shares :

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