Date : 21st August 2009

Dear Shareholder,

I have great pleasure in presenting the 23rd Annual Report for the year ended on 31st March 2009.

During this year, the net-worth has decreased by Rs. 1.43 Crores and the Book Value per equity share has decreased from Rs. 3.50 to Rs. 2.36, a loss of 33%, while the BSE Index has registered a loss of 36% during the year. Over the last 4 years (that is, since the present management took over) Book Value has grown from Rs. 0.33 to Rs. 2.36, a growth of 63% p. a. while the BSE Index has registered a growth of 11% p. a. during this period.

During the year, Malkan Engineering Pvt. Ltd. became subsidiary of your company. Malkan Engineering Pvt. Ltd. is in the business of manufacturing sheet metal components and its clients include Tata Motors Ltd. Pune, Railway Coach Factory, Kapurthala, Volkswagen, Mahendra and Mahendra, Godrej Furnitures etc. I am fairly confident that this acquisition will enrich Intrinsic Value of Equity Shares of the company.

Apart from the above, two companies viz. Maharashtra Hospitality Ltd. and Dhanada Coporation Lapidary Pvt. Ltd. were merged with your Company under a scheme of Arrangement & Amalgamation. The scheme was approved by Hon’able High Court, Bombay on 16th July 2009 and is operative from 1st April 2008. The said scheme also provides for (i) conversion of loan from Dhanada Portfolio Management Ltd. into Equity shares and (ii) Acquisition of land at Pune against issue of Equity Shares.

The Scheme has added valuable assets to the Company without any cash out-flow, strengthened the Equity base of the Company and reduced its debt burden.

Further, in the month of April 2009, the Company converted its Cumulative Convertible Preference Shares into Equity Shares at a premium, ahead of its scheduled conversion date. This will reduce the cash out-flow on account of Preference Dividend and strengthen the capital structure of the Company.

I believe that these measures have added strength to the financials of the Company and in the long run will add to the Shareholders’ Wealth.

I look forward to meet you during our Annual Meet scheduled on 30th September 2009 at Solaris Banquet Hall, Mayur Colony, Kothrud, Pune.

Regards,
Ramesh R. Havele
Chairman and Managing Director.
Pune,
21st August 2009

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