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Page NBoard of Directors __________________________________________ 3 -

Notice ____________________________________________________ 4 -

Directors' Report ___________________________________________ 14 -

Management Discussion and Analysis ___________________________ 20 -

Corporate Governance Report ________________________________ 23 -

Auditors' Certificate on compliance of Corporate Governance _______ 32 -

Auditor's Report ____________________________________________ 33 -

Balance Sheet ______________________________________________ 36 -

Statement of Profit and Loss __________________________________ 37 -

Notes on financial statements _________________________________ 38 -

Cash Flow Statement ________________________________________ 57 -

Statement pursuant to Section 212 _____________________________ 59 -

Consolidated Auditor's Report ________________________________ 60 -

Consolidated Balance Sheet ___________________________________ 61 -

Consolidated Statement of Profit and Loss _______________________ 62 -

Notes on consolidated financial statements ______________________ 63 -

Consolidated Cash Flow Statement_____________________________ 82 -

Information relating to subsidiary ______________________________ 84 -

Green Initiative _____________________________________________ 85 -

Attendance Slip/Proxy Form __________________________________ 87 -

Contents

Important Communication to Members

The Ministry of Corporate Affairs has taken a "Green Initiative in the Corporate G

b ll i l li b h i d h i d i l

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BOARD OF DIRECTORS

Sri B.N.Agarwal Chairman and Managing Directo

Sri R.Surender Reddy Director

Sri B.N.Rathi Director

Dr. Akkineni Nageswara Rao Director

Sri G.Ganesh Nominee of IDBI Bank LimitedSri R.K.Agarwal Joint Managing Director

Sri J.K.Agarwal Executive Director

Sri D.K.Agarwal Whole-time Director

Vice President (Corporate Affairs) &

Company Secretary

Sri B.R.S.Reddy

Vice President (Finance & Accounts)

Sri B. Somasekhara Rao

Auditors

M/s. Brahmayya & Co.Hyderabad

Bankers

Andhra BankState Bank of HyderabadICICI Bank LtdState Bank of IndiaIDBI Bank Limited

Registered Office6th Floor, Surya Towers, 105, S.P. Road,Secunderabad - 500 003. Telephone: (040) 30512700

Website: www.suryavanshi.com

Registrar and Share Transfer Agents

FACTORIES

Unit - I Bhongir, Nalgonda DistAndhra Pradesh - 508 1

Unit - II Aliabad, Medchal Taluq

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NOTICE

NOTICE is hereby given that the 33rd Annual GeneralMeeting of the Members of Suryavanshi Spinning MillsLimited will be held on Monday, the 30th July, 2012 atRajdhani Hall, First floor, Lions Bhavan, Behind LIC &HDFC Bank, Near Paradise Circle (West), S.D.Road,Secunderabad - 500 003 at 10.15 A.M to transact thefollowing business:

ORDINARY BUSINESS1. To receive, consider and adopt the audited Balance

Sheet as at March 31,2012, Profit and Loss Statementand Cash Flow Statement for the year ended on

that date and the reports of the Directors' andAuditors' thereon.

2. To appoint a Director in place of Sri B.N.Rathi, whoretires by rotation and, being eligible, offers himself

for reappointment.3. To appoint a Director in place of Sri R.Surender

Reddy who retires by rotation and, being eligible,offers himself for reappointment.

4. To consider, and if thought, to pass with or withoutmodifications the following resolution as an OrdinaryResolution:

RESOLVED THAT M/s.Brahmayya & Co.,

Chartered Accountants, (Firms Registration Number000513S) be and are hereby reappionted as statutoryauditors of the company till the conclusion of thenext Annual General Meeting at a remuneration tobe decided by the Board of Directors of thecompany.

SPECIAL BUSINESS:

5. TO CONSIDER, AND IF THOUGHT FIT, TO

PASS THE FOLLOWING RESOLUTION WITH

OR WITHOUT MODIFICATION(S) AS A

SPECIAL RESOLUTION:

"RESOLVED THAT in supersession of theResolution passed by the Members in the 29thAnnual General Meeting held on 26-09-2008 and

a) Basic Salary: Rs.1,40,00

b) Commission: @ 1% (Profits of the Company

whichever is less

c) Perquisi tes: In addicommission as stated abshall be entitled to the

PART - A

i) Rent free furnished residwith all fac il it ies and services such as gas, eleHouse Rent Allowance of the basic salary.

ii) Medical Reimbursemen

medical expenses for sea ceiling of one month

three month's salary ovyears.

iii) Leave Travel Concessioonce in a year in accord

the Company.

iv) Fees of clubs: Subject t

clubs provided that noadmission fees is paid.

v) Personal Accident Insurexceed Rs. 4,000/- (Ruper annum.

PART - B

i) Companys ContributioSuperannuation Fund or

the Rules of the Comp

ii) Gratuity payable shall nosalary for each complet

PART - C

i) Provision of car for use

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FURTHER RESOLVED THATwhere in any

financial year during the currency of Sri J.K.Agarwals tenure of of fice as ExecutiveDirector, the Company has no profits or itsprofits are inadequate, the Company will payremuneration by way of salary, perquisites andallowances, as specified above as a minimumremuneration subject to provisions of Schedule

XIII of the Companies Act, 1956."

6. TO CONSIDER, AND IF THOUGHT FIT, TOPASS THE FOLLOWING RESOLUTION WITHOR WITHOUT MODIFICATION(S) AS ASPECIAL RESOLUTION:

"RESOLVED THAT in supersession of theResolution passed by the Members in the 29th

Annual General Meeting held on 26-09-2008 andsubject to the provisions of sections 198, 255, 269and 309 and other applicable provisions if any of

the Companies Act, 1956 read with schedule XIIIthereof as amended upto date, consent of theCompany be and is hereby accorded to the re-appointment of Sri D.K.Agarwal as Whole timeDirector liable to retirement by rotation and theremuneration payable to him for a period of three

years with effect from 30.05.2012 to 29.05.2015on the following terms and conditions:

a) Basic Salary: Rs.1,40,000/- per monthb) Commission: @ 1% (one percent) of Net

Profits of the Company or 50% of the basicsalary, whichever is less

c) Perquisi tes: In addition to sa lary andcommission as stated above Sri D.K.Agarwal,shall be entitled to the following perquisites:

PART - A

i) Rent free furnished residential accommodationwith all fac il iti es and amenities inc ludingservices such as gas, electricity, water etc. orHouse Rent Allowance to the extent of 40%of the basic salary.

ii) Medical Reimbursement: Reimbursement of

v) Personal Accident Insur

exceed Rs. 4,000/- (Ruper annum.

PART - B

i) Companys ContributioSuperannuation Fund or

the Rules of the Comp

ii) Gratuity payable shall nobasic salary for each com

PART - C

i) Provision of car for use and telephone and oexpenses.

"RESOLVED FURTD.K.Agarwal when reapimmediately on retiremcontinue to hold his o

Director and such reapdeemed to constituappointment as Whole

FURTHER RESOLVEDfinancial year during theSri D.K.Agarwal, WhoCompany has no profinadequate, the Co

remuneration by way ofallowances, as specifiedremuneration subject to

XIII of the Companies

7. TO CONSIDER, AND IF PASS THE FOLLOWING ROR WITHOUT MODIFISPECIAL RESOLUTION:

"RESOLVED THAT in partResolution passed by the M

Annual General Meeting helsubject to the provisions of seand other applicable provCompanies Act, 1956 read

thereof as amended upto

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c) Perquisi tes: In addition to sa lary and

commission as stated above Mr. B.N. Agarwal,shall be entitled to the following perquisites:

PART - A

i) Rent free furnished residential accommodationwith all fac il it ies and amenities inc ludingservices such as gas, electricity, water etc. orHouse Rent Allowance to the extent of 40%of the basic salary.

ii) Medical Reimbursement: Reimbursement ofmedical expenses for self and family subject toa ceiling of one month's salary in a year or

three month's salary over a period of threeyears.

iii) Leave Travel Concession: For self and familyonce in a year in accordance with the Rules of

the Company.

iv) Fees of clubs: Subject to a maximum of twoclubs provided that no life membership oradmission fees is paid.

v) Personal Accident Insurance: Premium not toexceed Rs. 4,000/- (Rupees Four Thousand)per annum.

PART - B

i) Companys Contribution to Provident Fund,

Superannuation Fund or Annuity Fund as perthe Rules of the Company, if any.

ii) Gratuity payable shall not exceed half a month'sbasic salary for each completed year ofservice.

PART - C

i) Provision of car for use of Company's businessand telephone and other communicationexpenses.

FURTHER RESOLVED THATwhere in anyfinancial year during the currency of tenure ofSri B.N.Agarwal, Chairman and ManagingDirector, the Company has no profits or itsprofits are inadequate, the Company will payremuneration by way of salary, perquisites and

subject to the provisions of s

and other applicable provCompanies Act, 1956 read

thereof as amended upto Company be and is hereby acin the remuneration payable

Joint Managing Director for thhis appointment from 30.05.2

the terms and conditions me

a) Basic Salary: Rs.1,40,00

b) Commission: @ 1% (Profits of the Companysalary, whichever is less

c) Perquisi tes: In addicommission as stated abshall be entitled to the

PART - A

i) Rent free furnished residwith all fac il it ies and services such as gas, eleHouse Rent Allowance of the basic salary.

ii) Medical Reimbursemenmedical expenses for sea ceiling of one month

three month's salary ov

years.iii) Leave Travel Concessio

once in a year in accordthe Company.

iv) Fees of clubs: Subject tclubs provided that noadmission fees is paid.

v) Personal Accident Insur

exceed Rs. 4,000/- (Ruper annum.

PART - B

i) Companys ContributioSuperannuation Fund orthe Rules of the Comp

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inadequate, the Company will pay

remuneration by way of salary, perquisites andallowances, as specified above as a minimumremuneration subject to provisions of Schedule

XIII of the Companies Act, 1956."

9. TO CONSIDER, AND IF THOUGHT FIT, TOPASS THE FOLLOWING RESOLUTION WITHOR WITHOUT MODIFICATION(S) AS ANORDINARY RESOLUTION:

"RESOLVED THAT the consent of the companybe and is hereby accorded in terms of section293(1)(a) and other applicable provisions if any, of

the Companies Act, 1956 to the mortgaging and/or charging by the Board of Directors of theCompany (hereinafter referred to as Board) of allimmovable properties of the Company, wheresoeversituated, present and future, of the whole of theundertaking of the company together with power

to take over the management of the business andconcern of the company in certain events on firstcharge basis ranking pari passu with the other termlenders in favour of Andhra Bank to secure itsRupee Term Loan of Rs.18.18 crores. And

On Second charge basis ranking pari passu amongthe second charge holders in favour of

1. Andhra Bank of Rs.125.25 crores of its workingcapital facilities.

2. State Bank of Hyderabad of Rs.48.58 croresof its working capital facilities.

Together with interest thereon at therespective agreed rates, compound interest,additional interest, liquidated damages, premiaon prepayment or on redemption, cost,charges, expenses and other monies, payableby the Company to Andhra Bank and State

Bank of Hyderabad under their letter ofsanctions / loan agreements entered / to beentered into by the Company in respect of

the said financial assistance.

Provided however that the above mortgageon the second charge basis in favour of AndhraBank / State Bank of Hyderabad to secure

term loans sanctioned/to

/ ICICI / SBI and the mCHARGE BASIS on im

the company in favourand STATE BANK OF Hpari passu with the chacreated in favour of thcapital facilities.

FURTHER RESOLVED

Directors of the Compauthorised to finalise witBank of Hyderabad, the aforesaid mortgage and

things, as may be necessthe above resolution".

10. TO CONSIDER, AND IF

PASS THE FOLLOWING R

OR WITHOUT MODIFISPECIAL RESOLUTION:

"RESOLVED THAT pursuanother applicable provisions, if

Act, 1956, the Company herRegister of Members, the incopies of Annual Returns alocertificates and documents or

required to be annexed thereand 161 of the said Act, be keCompany's Registrars and TKarvy Computershare Privat24, Vittalrao nagar, Madhapu

w.e.f. 31st July, 2012 insteadRegistered Office of the Com

"RESOLVED FURTHER T

Secretary of the Companauthorised to take all such stepdesirable or expedient toresolution."

BY ORD

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NOTES:

1. A MEMBER ENTITLED TO ATTEND THE

MEETING IS ENTITLED TO APPOINT A

PROXY TO ATTEND AND VOTE INSTEAD OF

HIMSELF AND SUCH PROXY NEED NOT BE

A MEMBER OF THE COMPANY.

2. PROXIES IN ORDER TO BE EFFECTIVE MUST

BE DEPOSITED WITH THE COMPANY NOT

LESS THAN 48 HOURS BEFORE THE TIMEFOR HOLDING THE MEETING.

3. The register of members and share transfer bookswill be closed from Tuesday, 24th July 2012 to Monday,30th July, 2012 (both days inclusive) for the purposeof Annual General Meeting.

4. The shareholders desiring any further information as

regards the accounts are requested to write to theCompany so as to reach it at least one week prior to

the date of the meeting for consideration of themanagement to deal at the meeting.

5. Unclaimed dividends of the following years will betransferred to the Investor Education & ProtectionFund set up by the Central Government on the dates

mentioned against them :

For the Date of Due for

Financial Year declaration transfer on

2005-2006 30.09.2006 06.11.2013

2006-2007 09.08.2007 15.09.2014

Members who have not enc

warrants pertaining to the abov

warrants revalidated by se

Registered Office of the Com

6. The Companies Act, 1956 pro

nomination to the holders of

Accordingly members can

nomination in respect of their s

or jointly. Members desiring t

requested to fill up the prescr

and send the same to the Reg

Company.

7. The shares of the Company co

the Stock Exchange, Mumbai

paid upto date all the listing fe

8. Members are requested to n

change of address to their D

(DPs) in respect of their hold

and to M/s Karvy Computer

Plot No.17 to 24, Vithalrao

Hyderabad - 500081 Unit: Sur

Limited in respect of their hoif any.

9. The Members are requested

the annual report with them at

Annual General Meeting.

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ITEM NOS.2 & 3

REAPPOINTMENT OF RETIRING DIRECTORS

As required by Clause 49 of the Listing Agreement onCorporate Governance particulars of the Directors beingreappointed are provided hereunder.

ITEM NO.2

SRI B.N.RATHI

Sri B.N.Rathi, B.A. is one of the leading Share andStockbrokers for the last 32 years and he possessspecialized knowledge in Capital markets.

His Directorships of other public limited companies as

on date are as follows:1. B.N.R.Udyog Limited - Director

2. B.N.Rathi Securities Limited - Director

Sri B.N.Rathi is not holding any shares in the equitycapital of the Company. He is member ofremuneration committee of Suryavanshi Spinning MillsLimited.

ITEM NO.3Sri R.Surender Reddy

Sri R. Surender Reddy has wide experience in businessand politics. He was a Member of Parliament for four

terms and was also a Member of Legislative Assembly(Andhra Pradesh) for four terms. He was also on theBoards of Andh ra Bank and A.P. State Financ ialCorporation. He has been the Chairman of Hyderabad

Race Club for several years and is very well known inCorporate circles.

Names of the other Public Limited Companies in whichhe is a Director.

1. Suryalata Spinning Mills Limited.

ITEM NO.5

The present term of Sri. J.K.A

Director expires on 26th June,

Directors have approved his re-app

in the remuneration payable to him

years with effect from 30.05.2012 the members on the terms and c

the resolution.

Sri J.K. Agarwal, B.E.Textiles, o

Directors of the Company and

experience in Textile Industry.

He actively participated in th

commissioning of Spinning Units ofwell as the company, and has bee

Company from 1993 onwards.

Executive Director of the Compa

Mr.J.K.Agarwal has vast experience

having effectively handled Textile

companies as well as the comp

travelled in connection with the pro

business and has developed severa

company's products.

The re-appointment of Sri J.K.Agar

retirement by rotation to comply

section 255 and 256. It is further p

J.K.Agarwal is re-appointed as a Di

retirement by rotation, he shall con

of Executive Director and such re-be deemed to constitute a bre

Executive Director.

Sri J.K. Agarwal, is a member of

Share Holders / Investors' Grievan

company He is also Director of

EXPLANATORY STATEMENT PURSUANT TO SECTION 173

COMPANIES ACT, 1956.

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ITEM NO.6

The present term of Sri.D.K.Agarwal as Whole time

Director expires on 30th September, 2012. TheBoard of Directors have approved his re-appointmentfor a further period of three years with effect from30.05.2012 subject to approval of the members on the

terms and conditions as stated in the resolution.

Sri D.K.Agarwal, is one of the Promoter Directors of theCompany, associated with the Company in variouscapacities for the last 18 yrs. He is in charge of theMarketing Operations of the Company and the same isbeing handled effectively.

Sri D.K.Agarwal will be liable to retirement by rotationin order to comply with the provisions of Sec 255 of theCompanies Act, 1956. However, when re-appointed as aDirector immediately on retirement by rotation, he shallcontinue to hold his office of Whole time Director andsuch re-appointment shall not be deemed to constitutea break in his appointment as Whole time Director.

Sri D.K.Agarwal holds 2,82,638 equity shares in theCompany as of 31st March, 2012. Sri D.K.Agarwal is alsoDirector of Suryavanshi Industries Limited.

Sri D.K.Agarwal and Sri B.N.Agarwal, Sri R.K.Agarwal ,and Sri J.K.Agarwal being relatives of Sri D.K.Agarwal

may be deemed to be concerned / interested in the saidresolutions.

None of the other Directors of the Company is interestedor concerned in the above resolutions

Board commends this Resolution for your approval.

ITEM NOS. 7 & 8:

Sri B.N.Agarwal has been appointed as Chairman and

Managing Director in the 30th Annual General Meetingheld on 30th September 2009 for a period of 5 years

w.e.f. 01.02.2009 on remuneration of Rs.90,000/- permonth and all applicable perquisites.

Sri R.K.Agarwal has been appointed as Joint ManagingDirector in the 31st Annual General Meeting held on

remuneration of the Chairman an

and Joint Managing Director as undof members and such other approva

Sl. Name Period

No.

1 Sri B.N.Agarwal From 30th

May 2012

31st Janua

2014

2 Sri R.K.Agarwal From 30th

May 2012

20th May

2015

Perquisites have been detaileresolutions. These remunerations

the ceilings mentioned in ScheduleAct, 1956 and have been approvedCommittee.

Sri B.N.Agarwal and Sri R.K.Agarwrespective resolutions proposing

remuneration. Further Sri J.K.Agarwbeing relatives to the above Direc

to be interested in the above res

None of the other Directors of the or concerned in the above resolu

Board commends these Resolutio

FOR ITEM NOS. 5, 6, 7 & 8:

Additional Disclosure about the apto Schedule XIII the Companies

1. Nature of Industry

Suryavanshi Spinning Mills Limof manufacture of cotton,

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4. Export performance and net foreign exchange earnings:

Export performance of the Company for the last three years is as follows:

Item 2011-12 2010-11 2009-

FOB value of 5695.66 11492.30 3306.goods exported

5. Foreign investments or collaborators, if any.

Foreign investments in the Company as on 31st March, 2012 are 31802 equity shares. The

NRIs / OCBs.At present the Company does not have any Collaboration, either technical or financial.

II. Information about the appointees:

1. Background details

Sl Name of the Appointee, Past Salary drawn Job Profile, Achie

No. Qualification by Appointee. and Suitability.

1 Sri J.K. Agarwal, Rs.14.69 Lacs He is a Textile EngB.E.Textiles experience in Procuinstallation and comSpinning Units. Assfor last 19 Years as addition to the aboAdministration and

3. Financial performance :

Performance of the Company for the last three years are as follows:

Item 2011-12 2010-11 2009-

Income from 27072.98 28911.81 18718.

Operations

Profit / (Loss) 944.91 3274.15 1920.

before interest,

Depreciationafter Tax

Profit / (loss) (816.78) 1613.88 304.

after Tax

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3 Sri B.N.Agarwal, Rs.16.95 Lacs. He has more than 4Graduate in Commerce. in Textile Industry apromoter company from ince

Spinning Units of tas well as Companoverall activities of

assistance of Joint Executive Directorsparticularly the proand other core acti

4 Sri R.K.Agarwal 16.24 Lacs. He is qualified MecB.E. Mechanical more than 22 Year

Production, Planninfunctions of the Co

is the Joint ManagiCompany.

2. Recognition or awards

Nil

3. Remuneration proposed

It is proposed to pay the remuneration as proposed in the Resolutions at item No 5,

4. Comparative remuneration profile with respect to industry, size of the Company, profperson (in case of expatriates the relevant details would be w.r.t. the country of his

The remuneration proposed at item Numbers 5, 6, 7 and 8 is on par with the remother companies of similar size. in the textile industry.

5. Pecuniary relationship directly or indirectly with the company, or relationship with the if any

Sri .B.N Agarwal, Chairman and Managing Director is the core promoter of the ComJoint Managing Director and Sri J.K.Agarwal, Executive Director and Sri D.K.Agarwal

of the company are the Son's of Sri B.N.Agarwal, hence they are related to each othepecuniary relationship by way of remuneration from the company, they are deemepecuniary relationship with the company

i. To the extent of Rs.4.80 lakhs p.a. paid during the year 2011-12 to Smt. NarbadaDevi Agarwal, and Smt. Meenal Agarwal being relatives of above directors tow

the Industrial Shed situated in IDA Bhongir, Nalgonda Dist.

Sl. Name of the Appointee, Past Salary drawn Job Profile, Achie

No. Qualification by Appointee. and Suitability.

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2. Steps taken or proposed to be taken for improvement

As part of company's policies the Company has undertaken the modernization of itsreplacing the old and obsolete Machinery with Latest blow room, high production

winding machinery to improve the quality and productivity and also Increasing the PGarments. to increase the production of valued added products.

3. Expected increase in productivity and profits in measurable terms.

Company is poised to increase turnover by around 10% and the company is expected profits.

Board of Directors recommends the resolutions stated at item Nos.5,6,7 & 8 of the No

Except Sri. B.N Agarwal, Chairman and Managing Director, Sri.R.K.Agarwal Joint. ManaJ.K.Agarrwal, Executive Director and Sri D.K. Agarwal, Whole time Director, no oCompany is interested / concerned with the above resolutions.

ITEM NO.9

Andhra Bank has sanctioned a Rupee Term Loan of Rs.18.18 Crores under the TechnolScheme (TUFS) to part-finance the modernization of company's spinning units at BhongPradesh and Rajna in Madhya Pradesh and expansion of garment units of the company in Andis to be secured by pari-passu first charge on the entire fixed assets of the company.

The Andhra Bank and State Bank of Hyderabad have renewed the working capital facilitiesand Rs. 48.58 crores respectively. The above working capital facilities have to be secured oon the entire fixed assets of the company.

Section 293(1)(a) of the Companies Act, 1956 provides interalia that the Board of Directorshall not, without consent of such Company in general meeting sell, lease, or otherwise dissubstantially the whole of the undertaking of the Company. Mortgage of a property prima-faof the undertaking and hence provisions of Section 293 (1) (a) is not applicable as per circula64- PR dated 21st July 1964. However as required by the Banks, the Board recommends

members' approval.

None of the Directors of the Company is any way concerned / interested in this resolut

ITEM NO.10

The statutory records of the company namely register of members, index of members, coetc. of the company are presently being kept at the office of the Company's Registrars and TSatguru Management Consultants Pvt. Ltd, Plot No.15, Road No.1, Hindi Nagar Colony,Baba Temple, Hyderabad- 500 034. Consequent to the change in the registrars and transfeManagement Consultants Pvt Ltd to Karvy Computershare Private Limited, it is required records at the office of Karvy Computershare Private Limited, Plot No 17-24, Vittalrao Nagar, - 500 081. The approval of the members by way of special resolution is required for keepiplace other than the registered office of the company. The Board commends Special Resolu

None of the Director is interested in any way in this resolution.

BY ORD

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DIRECTORS' REPORT

To

The Members

We have pleasure in presenting the 33rd Annual Report

of the Company along with the audited statements of

Account for the year ended 31st March, 2012.

FINANCIAL RESULTS

(` in Lakhs)

Particulars 2011-2012 2010-2011

Total Revenue 27,714.35 28,729.29

Gross profit before financial

cost and Depreciation & 947.51 3,274.15

amortisation expense

Less: Depreciation & 713.76 744.81

amortisation expense

Financial charges 1047.93 915.46

Profit / (Loss) Before Taxation (814.18) 1,613.88

Tax for earlier years 2.60 -

Profit / (Loss) after taxation (816.78) 1,613.88

OPERATIONS

The company achieved a Total revenue of Rs.277.14crores (including other income of Rs.6.41 crores) andincurred loss of Rs.8.17 crores for the year ended 31stMarch, 2012 as against turnover of Rs.287.29 crores(including other income of Rs.5.38 crores) and profit ofRs.16.14 crores respectively in the previous year.

The resultant loss incurred by the Company is attributableto many factors: global recession, subdued demand andhigh cost carrying inventory.

The high cost of inventory procured during October 2010to March 2011 was utilized for producing yarn during the

DIVIDEND

In view of the losses incurred b

Directors regret their inability

dividend.

EXPORTS

Exports during the year were Rs. 6

Rs. 117.60 crores during last yearduring the year mainly due to gove

yarn exports and unremunerative

market.

EXPANSION & MODERNISAT

Modernisation and technolo

programmes continue at all the un

maintain competitiveness and acStringent cost control measures possible areas and are regularly

year under review, the capital ex

crores has been incurred for medicgradation of machinery at its spi

capital expenditure of Rs.6.84 crore

FUTURE OUTLOOK

The company proposes to underta

three spinning units and also to

Garment capacity. The estimated

modernization at the spinning divisGarment capacity will be around

the on going completions of moder

plans the company foresees a brig

COMPULSORY ACQUISITION OF BHONIGIR AND RAJNA

COMPANY

During the year under review thAuthority of India under the pr

Highways Act 1956 acquired land

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CORPORATE GOVERNANCE

Reports on the Management Discussion and Analysis andon Corporate Governance are enclosed as a part of this

Annual Report. A certificate from the Auditors of theCompany regarding compliance with CorporateGovernance norms stipulated under Clause 49 of theListing Agreement is annexed to the Report on CorporateGovernance.

GREEN INITIATIVE

Following the Green Initiative for CorporateGovernance, your company proposes send notices anddocuments to the shareholders by electronic means, thusreducing the paper consumption to an extent.

Your company apprec ia tes the sh areholde rs forwholeheartedly agreeing for electronic communications.

Shareholders, who have not yet registered their email

ids are once again requested to send the E-communication registration form to their depositoryparticipants or to the company, to make this greeninitiative 100% successful.

ENVIRONMENT AND POLLUTION CONTROL

Suryavanshi continues to give top priority to maintenanceand performance improvement of all pollution abatement

facilities like effluent treatment plants, air emission controland waste disposal facilities at its manufacturing plants.As far as possible rainwater harvesting and treated effluentrecycling is being carried out at manufacturing plants toreduce dependence on water from other naturalresources. Training, awareness and learning have beenalways at the forefront of Suryavanshi's journey to become

world class in environmental performance. It hasinculcated the habit to be in harmony with nature and in

this context, afforestation, maintenance of green beltsand gardens, and reuse of treated water in horticultureactivities are routine practices. Environment impactassessment and risk analysis have been performed rightfrom the stage of planning for implementation of all newmajor expansion projects to incorporate the necessary

DIRECTORS

Pursuant to provisions of Section

Companies Act, 1956, Sri B.N.Rat

Reddy Directors will retire at the e

Meeting and being eligible, o

reappointment.

The necessary Resolutions seek

members for re-appointment of

Sri.D.K.Agarwal on the revised increase in the remuneration payab

and Sri.R.K.Agarwal have been inc

ensuing Annual General Meeting.

Brief resume of the Directors retirof their expertise in specific functiof public companies in which theystipulated under clause 49 of the

the Stock Exchange are given elsReport.

FORTUNE EAGLE (HK) TRA

LIMITED, Hong Kong - SUBSI

In accordance with the general cMinistry of Corporate Affairs, GovBalance Sheet, Profit and Loss documents of the Subsidiary Co

attached with the Balance Sheet oCompany will make available the Asubsidiary company and the relate

to any member of the Company win obtaining the same. The annsubsidiary company will also be keat the Registered Office of the Corespective subsidiary company. Th

in the subsidiary company duConsolidated Financial StatemenCompany include the financial recompany. The information require

the subsidiary company is providAnnual Report.

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COST AUDITORS

Pursuant to the directives of the Central Governmentunder the provisions of Section 233B of the Companies

Act , 1956 Ms. K. Aruna Prasad Cost Accountants(Membership No.11816), were appointed Cost Auditors

to render reports to the Central Government. The reportfor the year 2010-11 were submitted on September 30th,2011 (due date September 30, 2011) and for the year2011-12 will be submitted on or before due date.

DIRECTORS' RESPONSIBILITY STATEMENT

On the basis of compliance certificates received from theconcerned executives of the respective Divisions of theCompany and subject to disclosures in the annualaccounts, as also on the basis of the discussion with theStatutory Auditors of the Company from time to time,

we state:

i) that in the preparation of the annual accounts,the applicable accounting standards have beenfollowed and proper explanations providedrelating to material departures, if any;

ii) that the Directors have followed appropriateaccounting policies and applied them consistentlyand made judgments and estimates that arereasonable 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 lossof the Company for that year;

iii) that the Directors have taken proper andsufficient care to ensure the maintenance ofadequate accounting records in accordance with

the provisions of the Companies Act, 1956 forsafeguarding the assets of the Company and for

preventing and detecting fraud and otherirregularities, if any;

iv) that the Directors have prepared the annualaccounts on a going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY

ABSORPTION FOREIGN EXCHANGE EARNINGS

outgo, in accordance with the Com

Particulars in the Report of Board1988 is annexed and marked Anneof this Report.

DEPOSITS

The company has not invited/acceppublic.

PARTICULARS OF EMPLOYEE

No employee was in receipt of reof the limits prescribed under SecCompanies Act, 1956, read w(Particulars of Employees) Rulesprescribed information is not requ

CASH FLOW STATEMENT

In conformity with the provisions

Listing Agreement the Cash Flow Sended 31.03.2012 is annexed here

APPRECIATION

The Board places on record its dedevoted services of the loyal woother staff of the Company, who hsmall measure to the performanccontinued inherent strength.

It also extends grateful thanks to thState Governments, the investorsfinancial institutions and district levcontinued support extended to the

to time. Shareholders' appreciationefforts expressed at the general meand otherwise, is a great fillip performance.

For and on behalf of th

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ANNEXURE TO THE DIRECTORS' REPORT

Details as required under Companies (Disclosure of Particulars in the Report of Board of Directwith clause (e) of Subsection (1) of Section 217 of the Companies Act, 1956.

A. CONSERVATION OF ENERGY (FORM-A)

(a) Energy conservation measures taken:

An energy audit was undertaken by a firm of consultants to improve upon the energy cThe recommendations from the audit were implemented.

(b) Additional investments and proposals, if any, being implemented for reduction of conThe company has installed power capacitors to improve the power factor.

(c) Impact of the measures at (a) and (b) above for reduction of energy consumption aon the cost of production of goods.

The above measures have contributed for the improvement in the power factor.

(d) Total energy consumption and energy consumption per unit of production as per Fo

FORM A

Form for disclosure of particulars with respect to conservation of ene

A. Power & Fuel consumption 2011-12

1. ELECTRICITY

a) Purchased

Units 53833908

Total amount (Rs. lakhs) 2349.75

Rate / Unit (Rs.) 4.36

b) Own Generationi) Through Generator (LDO/HSD/FO)

Unit Nos. 23475.42

Unit per liter of Diesel Oil 10.34

Cost Per Unit (Rs.) 44.00

ii) Through Steam generation N.A.

Turbine / Generator N.A

2. COAL (Tonnes) (Specify the quality and where used) (E/F Grade, Process) 740.003. Furnace Oil N.A.

4. OTHERS/INTERNAL GENERATORS (Please give details) N.A.

Consumption Per Unit of Production

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B. TECHNOLOGY ABSORPTION (FORM-B)

Efforts made in Technology absorption as per Form B.

FORM-B

Form of disclosure of particulars with respect to technology absorpti

a. Research and Development R & D

1. Specific areas in which R & D The Company is having R & D incarried out by the Company development of value added prod

2. Benefits derived as a result of New value added products were

the above R & D3. Future plan of action To further develop more value

improve the quality of the produ

4. Expenditure on R & D Expenditure on in-house Researchnot incurred during the year und

i) Capital

ii) Recurring

iii) Totaliv) Total R & D expenditure as a

percentage of total turnover

b. Technology absorption, adaptation and

innovation

1. Efforts, in brief, made towards technology The Company had adapted indigabsorption, adaptation and innovation and innovated upon the same.

2. Benefits derived as a result the above Product improvement, increase iefforts, e.g., improvement, cost, reduction, of high value added products.product development, import substitution, etc.

3. In case of imported technology (imported No technology has been importeduring the last 5 years reckoned from the years.beginning of the financial year) followinginformation may be furnished.

(a) Technology imported Nil

(b) Year of import Not applicable

(c) Has technology been fully absorbed Not applicable

(d) If not fully absorbed, areas where this Not applicablehas not taken place, reasons therefor

Nil

}

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(b) Total foreign exchange used and earned

2011-12

(i) Foreign Exchange Earned

FOB Value of Exports 5,695.66

CIF Value of Exports 6,378.16

(ii) Foreign Exchange used

a) Commission on exports 73.54

b) Foreign Travel Expenses 14.77

c) Raw material -

d) Plant & Machinery 305.01

e) Spare Parts 26.49

For and on behalf of th

Chairman

Place : SecunderabadDate : 30th May, 2012

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1. Overall Review

The Company is in the business of manufacturing ofcotton, polyester, polyester - viscose blended yarnsand readymade garments catering to both domesticand the export market.

The overall performance of the Company during theyear under review has been adversely affected ascompared to the previous year due to unfavourablemarket conditions. Global economic recovery is stilluneven and weak. Commodity prices have risensharply. Oil prices are uncomfortably high due to

various factors including unrest in several middle-eastern countries. In India, the concerns include risingcommodity prices, high inflation, particularly foodprice inflation and high current account deficit.

RBI has adopted tighter monetary policies which haveresulted in higher interest rates. Interest cost is likely

to increase further in the coming years partly due tohigher borrowings for various expansion programmesand partly because of a general increase in the interest

rates on all types of borrowings, whether short termor long term.

Other input costs such as those of coal, power andoil are also rising regularly year after year due to

various factors including fresh levies by way of exciseduty, service tax, etc. by the Government and themarket is not in a position to absorb compensatingcost increases fully. We expect the growing economy

to result in increased demand and the ability andwillingness to accept price increases.

2. Industry Overview

a) Industry Structure & Development

Textile Industry has an overwhelming presence

million. Three Fourths ofspinning industry is from

the balance from the Coounits.

The Textile industry face

challenge as the price ofcotton, has increased bycent in just last one year.been able to take the investments made in reclack of demand. Particmarket, the prices remunerative. The impor

not fully out of the deallowing export of cottonshortage of this commodi

with increased cost to anand partial restrictions ohave all added to the proUnless export policies getfooting, it will be difficuimprove substantially in t

b) Opportunities and Thr

In view of rising incomehigher demand, the indusfor growth which has toboth domestic and expo

global demand recession for exports should incre

advantage, improvement be given priority. Witannouncing different relieup-gradation fund, re-stru

would definitely provide sto gain fully from the opp

MANAGEMENT DISCUSSION AND ANALYSIS FORMING P

ANNUAL REPORT.

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considerations in fixation of minimum support

prices, conflicting interest which dictate theeconomic policies of Government in permittingand restricting its exports, all of which factorsare further aggravated by the absence of a long

term comprehensive pol icy is a matter ofconcern.

The regular non-availability of cotton atreasonable prices particularly in view of

increasing global demand for cotton may provean obstacle in continuing uninterruptedmanufacturing operations. Moreover, theincreased incentives being provided by ourcompetitors like China, Pakistan, Bangladesh,

Vietnam etc., are enabling the manufacturers inthose countries to get ahead of us in the variousexport markets.

d) Outlook

In spite of the current stressful situation outlinedabove, the demand for cotton textiles in thelong run should remain strong in India andabroad. Our continued efforts to maintain qualityand scouting for new and better markets shouldpromote growth and we hope to achieve abetter performance in the near future.

3. Discussion on financial performance

The turnover of the Company was at Rs.277.14Crores for the year ended 31st March, 2012 asagainst turnover of Rs 287.29 crores in the previous

year registering a marginal decrease of 3.52% overthe previous year. The company incurred a loss ofRs.8.17 crores as against profit of Rs. 16.14 crores

in the previous year. The company achievedproduction of 135.21 laks Kgs as against productionof 137. 87 lakhs in the previous year registering aslight decline in the production. The yarn production

would have been higher but for the frequent powercuts and shut downs due to political agitations.

has been steadily rising

were under pressure duand prevailing general inpossible to increasecommensurate with thecosts and therefore thunder severe pressure.

this segment has incurrcrs before Interest and

of Rs. 21.98 crs in the b) Readymade Garment

Suryavanshi commemanufacturing operatioinstalled capacity of 5,0The company has evolor preferred vendor foretailers like Jordache

Apparels, Canada, TharUsa.. With the removasourcing of garments byshifting to low cost

garment stitching is an iservice for the buyer. especially for exports

growth potent ia l, th

competition.

When it comes to knitfrom the basics, Suryava well-laid garment mana well-trained labour flike Polos, SweatshirtLoungewear and the likhandle any complicated

to make a high-fashion embellishments, both Inused. Though ladies' produced on the produkids' range also have fohigh demand, and hence

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in higher profits. The Profit before interest and

tax earned by this segment was Rs. 5.53 crs asagainst Rs. 3.32 crs. In the previous year.

4. Internal control systems and their adequacy

The Company has proper and adequate system of

internal control, to safeguard assets against loss from

unauthorised use or disposition. This also ensures

that all transactions are authorised, recorded and

reported correctly. Regular internal audit and checksare carried out to check the existence of adequate

system. The Management also reviews the internal

control systems and procedures to ensure its

application. The emphasis on internal control prevailsacross functions and processes, covering the entire

gamut of various activi ties . An ef fect ive and

comprehensive review by the Audit Committee of

the Board have strengthened the internal controlswithin the organization

5. Human Resource Development / Industrial

Relations

The total number of employees as on 31.3.2012

was 1480.

The Company has adopted a progressive policy for

helping employees to develop their organizationalskill, knowledge and abilities to achieve greater

efficiency. The focus of all aspects of Human

Resource Development is on developing superior

workforce so that the organization and individualemployees can accomplish their work goals of service

to customers. The progress made by the Company

was possible due to the sustained efforts of the

entire team. Industrial relations were harmonious atall our units. Welfare and training at all levels of our

employees continue to be areas of major focus for

the Company.

6. Health and Safety Measur

We firmly believe that safe conditions at factories and onecessary and as importproductivity and quality. You

with all applicable statutory phealth and safety and takes alprevent accidents and occuCompany provides the ne

promotes awareness and premployees to carry out theresponsive manner. Periodic for hazardous operations areactions taken. All employees

that they fully understand all fully comply with the require

7. Cautionary Statement

Statements in this report on Mand Analysis, describing the Cprojections, estimates, expecmay be forward looking, conlaws and regulations. These on certain assumptions and events. Actual results coumaterially from those ex

Important factors that could the Company' s operationsdomestic demand-supply conprices, raw materials cofluctuations in exchange Government regulations and tdevelopments within India a

which the Company has bus

The Company assumes no reof the forward looking statemay undergo changes in fusubsequent developments, in

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CORPORATE GOVERNANCE REPORT

1. BRIEF STATEMENT ON COMPANY'S PHILOSOPHY ON CODE OF GOVERNAN

Suryavanshi's Corporate culture has meant working always proactively to meet the expectashareholders, employees, business associates, the society at large and in complying witregulatory frame work both in letter and spirit. The Company believes Corporate Goveinstrument for realisation of this corporate aim and accordingly endeavours to function with in

environment.

2. BOARD OF DIRECTORS :a. There are 4 independent Directors out of total 8 Directors on the Board. The com

Chairman and as 50% independent Directors which is in conformity with clause 49.

b. Category of directors has on 31.03.2012 / Number of other Board of Directors or

Member / Chairman.

No.of other N

Name of the Category Directorships in Co

Directors public limitedcompanies Me

Sri. B.N. Agarwal Chairman & Managing Director- Nil

Promoter/ Executive

Sri. Rajender Kumar Joint Managing Director 1

Agarwal Promoter - Executive

Sri. Jeetender Kumar Executive Director Promoter - 3

Agarwal Executive

Sri.Devender Kumar Wholetime Director Promoter - 1

Agarwal Executive

Sri.R.Surender Reddy Director 7

Non-Executive - Independent

Sri.B.N.Rathi Director 2

Non-Executive - Independent

Dr Akkineni Director 2

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b) Attendance of each Director at the Board of Directors Meeting and the last Annu

Name of the Directors Number of Board Meetings Whetheattended during the period Annua

1st April, 2011 to 31st March, 2012 hled

Sri. B. N.Agarwal 5

Sri. Rajender Kumar Agarwal 5

Sri. Jeetender Kumar Agarwal 4

Sri. Devender Kumar Agarwal 5

Sri. R. Surender Reddy 3

Sri. B.N.Rathi 4

Dr. Akkineni Nageswara Rao 4

Sri. G. Ganesh 4

REAPPOINTMENT OF RETIRING DIRECTORS

As required by Clause 49 of the Listing Agreement on Corporate Governance particulars o

reappointed are provided elsewhere in the Annual Report.

3. AUDIT COMMITTEE :

a) Brief description of terms of reference

i) Oversight of Company's financial reporting process and disclosure of financial i

ii) Review of financial statements before submission to Board.iii) Review of adequacy of internal control systems and internal audit functions.

iv) Review of Company's financial and risk management policies.

b) Composition, name of members and Chairperson

1. Sri R.Surender Reddy - Chairman, Non-Executive & Independent

2. Dr. Akkineni Nageswara Rao - Member, Non-Executive & Independent

3. Sri J.K.Agarwal - Member, Executive & Promoter

4. Sri G.Ganesh - Member, IDBI Nominee &Independent

c) Meetings and attendance during the yearSri. R. Surender Reddy, Chairman of the Audit Committee was present at the preMeeting of the company held on 29.07.2011.

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4. REMUNERATION COMMITTEE :a) Brief description of terms of reference.

To formulate a remuneration policy and approve the remuneration or revision in the to the Executive Directors.

b) Composition, Name of members and Chairperson

1. Dr. Akkineni Nageswara Rao - Chairman - Non-Executive - Independent

2. Sri B.N.Rathi - Member - Non-Executive - Independent3. Sri G.Ganesh - Member - IDBI Nominee - Independent

c) Attendance during the year

As there was no necessity during the financial year 2011-12, Remuneration Committ

d) Remuneration policy

To periodically review the remuneration package of whole time Directors and recom

to the Board.e) Details of remuneration to all the Directors, as per format in main report.

(During 01.04

Name of the Directors Designation Salary & PerquisCommission

B.N.Agarwal Chairman & Managing Director 10.80 6

R.K.Agarwal Joint Managing Director 9.60 6

J.K.Agarwal Executive Director 8.64 6

D.K.Agarwal Whole-time Director 8.64 5

Sitting Fees

Name of the Director DesignationSri R.Surender Reddy Director

Sri B.N.Rathi Director

Dr. A.Nageswara Rao Director

Sri G Ganesh Nominee - IDBI

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7. DISCLOSURES :

a) Disclosures on materially significant related party transactions i.e., transactions of thenature, with its promoters, the directors or the management, their subsidiaries or rehave potential conflict with the interests of Company at large.

Name of the party Relationship Nature ofTransaction

Sri B.N. Agarwal

Chairman & Managing Director Key Management RemunerationSri R.K. Agarwal

Joint Managing Director Key Management Remuneration

Sri J.K. Agarwal

Executive Director Key Management Remuneration

Sri D.K.Agarwal

Whole Time Director Key Management RemunerationSmt Narmada Bai Wife of Sri B N Agarwal Lease rentals

Smt Yamuna Devi Agarwal Wife of Sri R K Agarwal Lease rentals

Smt Meenal Agarwal Wife of Sri J K Agarwal Lease rentals

Sri Rishikesh AgarwalVice President - Marketing Son of Sri R K Agarwal Remuneration

M/s Suryavanshi Industries Ltd Enterprise in which the Purchase of GPromoters directorsare interested

Fortune Eagle (HK) Trading Ltd, Wholly owned subsidiary Expenditure foHong Kong Enterprize in which the setting up of

relatives of key subsidiary management personnel (receivable)are interested

b) CEO / CFO Certification

In terms of Clause 49(V) of the Listing Agreement, the Certificate duly signed by ManagPresident (Finance) of the Company was placed before the Board of Directors alostatements for the year ended March 31, 2012, at its meeting held on 30.05.2012.

c) Details of non-compliance by the Company, penalties, strictures imposed on the Compa

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iii. Audit qualifications : There are no audit qualifications in the report.

iv. Training of Board members : The Company shall work out a plan for trainin

v. Mechanism for evaluating non-executive Board members : Not yet evolve

vi. Whistle Blower Policy : Not yet established.

b) Proceeds from Preferential Issues and its utilisation: The Company has not raised anyissue,rights issue,and on preferential issue basis during the year under review.

c) Shares held by Non-executive Directors :

1. Sri R. Surender Reddy - 1000

2. Sri B.N.Rathi - Nil

3. Sri G.Ganesh - Nil

4. Dr. Akkineni Nageswar Rao - 400

8. MEANS OF COMMUNICATION :

a) Quarterly results.

Quarterly report is not being sent to each household of shareholders as shareholders the press and the Company's Website www.suryavanshi.com

b) Quarterly results are normally published in which newspapers

The Quarterly results are usually published in Business Standard/Financial Express and AHyderabad edition.

c) Any website, where displayed

www.suryavanshi.com

d) & e) Whether it also displays official news releases and the presentations made to institthe analysts.

The website shall be used for this purpose, when the occasion arises.

9. GENERAL SHAREHOLDER INFORMATION :

a) AGM : Date, Time and Venue

Date : 30th July, 2012

Time : 10.15 A.M.Venue : Rajdhani Hall, First floor, Lions Bhavan, Behind LIC & HDFC Bank,

Near Paradise Circle (West), S.D.Road, Secunderabad-500003.

b) Financial Year : 1st April to 31st March following

c) Date of Book Closure : Tuesday,24th july,2012 to Monday,30th july, 2012 (Boa

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f) Market Price Data : High, Low during each month in last financial year and Performa

broad - based indices such as BSE Sensex, CRISIL index, etc.Month The Stock Exchange, Mum

Share Price (Rs.)

High Low High

April, 2011 29 22.7 19,811.1

May, 2011 25.15 20.35 19,253.8

June, 2011 24.4 14.1 18,873.3

July, 2011 20.6 15.75 19,131.7

August, 2011 18.1 12.3 18,440.0

September, 2011 18.5 14.3 17,211.8

October, 2011 18.25 13.3 17,908.1

November, 2011 19.25 10 17,702.2

December, 2011 13.26 9.5 17,003.7

January, 2012 13 9.1 17,258.9

February, 2012 15 11 18,523.7March, 2012 13.89 10.8 18,040.6

g) Registrar and Share Transfer Agents

Karvy Computershare Pvt. Ltd.Plot No.17 to 24

Vittal Rao NagarMadhapur

Hyderabad 500 081 (A.P.) IndiaPh # +91 040 44655208

h) Share Transfer System:

The share transfers are processed and the share certificates are returned to the maximum period of 30 days from the date of receipt, subject to the documents beinin all respects.

i) Shareholding pattern as on 31.03.2012.

Category No.ofShares held

Promoters 7054063

Mutual Funds 700

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Distribution of shareholding

Nominal Value Share holders

Number % to Holder I

Upto 5000 6577 88.25 876

5001 - 10000 388 5.21 317

10001 - 20000 227 3.05 349

20001 - 30000 69 0.93 175

30001 - 40000 34 0.46 122

40001 - 50000 36 0.48 168

50001 - 100000 49 0.66 351

100001 - above 73 0.98 10908

Total 7453 100.02 13270

j) Dematerialisation of shares and liquidity

The Company's shares are available for dematerialisation on both the Depositories iDepository Limited (NSDL) and Central Depository Services (India) Limited (CDSamounting to 76.10 % of the Capital have been dematerialised by investors as on 3

ISIN : INE431C01015

Address of Registrars for Dematerialistion of Shares.

Karvy Computershare Pvt. Ltd.

Plot No.17 to 24,

Vittal Rao Nagar,

Madhapur,

Hyderabad 500 081 (A.P.) India

Ph # +91 040 44655208

k) Outstanding GDRs/ADRs/Warrants or any Convertible instruments, conversion dateequity.

NOT APPLICABLE as the Company has not issued any of the above instruments.

l) Plant Locations* Bhongir-508116, Nalgonda District, Andhra Pradesh, India

* Aliabad, Shamirpet-500078, Medchal Taluq, R.R.District, Andhara Pradesh, Indi

* Nagpur-Bhopal Road, Rajna-480340, Pandurna Taluq, Chindwara District, Madh

m) Address for correspondence :

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b) any queries relating to dividend of earlier years , annual reports, etc.

The Company Secretary,Suryavanshi Spinning Mills Limited,

6th Floor, Surya Towers, 105, S.P. Road,

Secunderabad - 500 003.

Phone No(s) : 040 - 30512700

Fax No : 040 - 30512725

Email ID : [email protected]

The above report has been approved by the Board of Directors in their meeting he

Declaration on Code of Conduct

As provided under Clause 49 of the Listing Agreement with the Stock Exchanges, all Board

Management Personnel have affirmed compliance with Suryavanshi Spinning Mills Limited Code of

ended 31st March, 2012.

for SURYAVANSHI SPINN

Place : Secunderabad ChairmanDate : 30th May, 2012

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Auditors' Certificate on compliance of Corporate Governance

To the Members of SURYAVANSHI SPINNING MILLS

LIMITED, SECUNDERABAD.

We have examined the compliance of conditions of

Corporate Governance by SURYAVANSHI SPINNING

MILLS LIMITED, SECUNDERABAD, A.P. for the year

ended on 31st March, 2012, as stipulated in Clause 49 ofthe Listing Agreement of the said Company with stock

exchanges in India.

The compliance of conditions of Corporate Governance

is the responsibility of the management. Our examination

was limited to the procedures and implementation thereof

adopted by the Company for ensuring the compliance of

the conditions of Corporate Governance. It is neither an

audit nor an expression of an opinion to the financial

statements of the Company.

In our opinion and to the best of our information and

according to the explanations given to us, the Company

has complied with the condi

Governance as stipulated in the ab

We state that in respect of investo

during the year ended 31st Marc

grievances are pending against the

records maintained by the Compathat such compliance is neither a

future viability of the Company

effectiveness with which the manag

the affairs of the Company.

For BRC

Fir

Place : HyderabadDate : May 30, 2012 M

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AUDITORS' REPORT

To the Members ofSURYAVANSHI SPINNING MILLS LIMITED,

SECUNDERABAD.

We have audi ted the at tached Ba lance Sheet ofSURYAVANSHI SPINNING MILLS LIMITED,

SECUNDERABAD (A.P) as at 31st March 2012 andalso the Statement of Profit and Loss and the Cash Flow

Statement for the year ended on that date annexedthereto. These financial statements are the responsibilityof the Company's Management. Our responsibility is toexpress an opinion on these financial statements basedon our audit.

We conducted our audit in accordance with auditingstandards generally accepted in India. Those Standardsrequire that we plan and perform the audit to obtain

reasonable assurance about whether the financialstatements are free of material misstatement. An auditincludes examining, on a test basis, evidence supporting

the amounts and disclosures in the financial statements.An audit also includes assessing the accounting principlesused and significant estimates made by management, as

well as evaluating the overal l financ ia l statementpresentation. We believe that our audit provides a

reasonable basis for our opinion.We report as follows:

1. As required by the Companies (Auditors' Report)Order, 2003, issued by the Government of India in

terms of sub-section (4A) of Section 227 of theCompanies Act, 1956, we enclose in the Annexurea statement on the matters specified in paragraphs4 and 5 of the said Order.

Further to our comments in the Annexure referredto above, we report that:

2. i) We have obtained all the information andexplanations, which to the best of ourknowledge and belief were necessary for the

iv) In our opinion, the Balaof Profit and Loss and dealt with by this repaccounting standards ref(3C) of Section 211 of1956;

v) On the basis of the w

received from the direct2012 and taken on recDirectors, we reportdirectors is disqualified afrom being appointed aof clause (g) of sub-sectof the Companies Act,

vi) In our op in ion and

information and accordigi ven to us , the sa idconjunction with the

therewith, give the infthe Companies Act, 19required and give a tconformity with the a

generally accepted in In

a) in the case of thestate of affairs of thMarch, 2012;

b) in the case of thand Loss, of the for the year ende

c) in the case of Casthe cash flows fo

that date.

For BR

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Referred to in paragraph 1 of our report of even date,

1. a) The Company has maintained proper recordsshowing full particulars, including quantitativedetails and situation of fixed assets.

b) As explained to us, the management hasphysically verified most of the fixed assetsduring the year and there is a regularprogramme of verification which, in ouropinion, is reasonable having regard to the sizeof the Company and the nature of the assets.No material discrepancies were noticed onsuch verification.

c) The fixed assets disposed off during the yearare not substantial and hence it has not affected

the going concern status of the Company.

2. a) The inventory has been physical ly verifiedduring the year by the management. In ouropinion, the frequency of verification isreasonable.

b) In our opinion, the procedures of physicalverif ication of inventories followed by themanagement are reasonable and adequate inrelation to the size of the company and thenature of its business.

c) The Company is maintaining proper recordsof inventory. The discrepancies noticed onphysical verification between the physicalstocks and book records were not material.

3. The Company has not taken/granted any loans,secured or unsecured to Companies, firms or otherparties covered in the Register maintained under

Section 301 of the Act. Hence, provisions of clause(iii), (b), (c), (d), (f) and (g) of paragraph 4 are notapplicable to the Company.

4. In our opinion and according to the information andexplanations given to us, there are adequate internalcontrol systems commensurate with the size of the

ANNEXURE TO THE AUDITORS' REPORT

section 301 of the Combeen entered in the regunder that section.

b) In our opin ion andinformation and explan

transactions made in puor arrangements entemaintained under s

Companies Act,1956 havwh ich are reasonab lprevailing market prices

6. The Company has not acceppublic. Hence the provisions and other relevant provisions 1956 and the Companies (AcRules, 1975 are not applicabl

the time being.7. In our opinion, the Company

system commensurate with itbusiness.

8. We have broadly reviewed relating to materials, labour amaintained by the company made by the Central G

maintenance of cost records uof the Companies Act, 1956 are of the opinion that primaccounts and records hamaintained.

9. a) According to the recoregular in depositingauthorities undisputed st

Provident Fund, InveProtection Fund, EmploIncome-tax, Sales Tax, WCustom Duty, Excise Dmaterial statutory dues

b) According to the inform

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10. The Company has no accumulated losses at theend of the financial year. The Company has incurredcash losses during the financial year covered by ouraudit and the Company has not incurred any cashlosses during preceding financial year.

11. In our opinion and according to the informationand explanations given to us, the Company has notdefaulted in repayment of dues to any financial

institutions and banks.

12. The Company has not granted any loans andadvances on the basis of security by way of pledgeof shares, debentures and other securities.

13. The Company is not a chit fund or a nidhi/mutual benefit fund/society. Therefore, theprovisions of clause 4(xiii) of the Companies(Auditor's Report) Order, 2003 are not applicable

to the Company.

14. The Company is not dealing or trading in shares,securities, debentures and other investments.Therefore, the provisions of clause 4(xiv) of theCompanies (Auditor's Report) Order, 2003 are not

17. In our opinion and according explanations given to us the

term basis have not beeninvestment.

18. During the year, the Compapreferential allotment of Scompanies covered in the rs.301 of the Companies Act, provisions of Clause 4(xviii) applicable to the Company.

19. During the year, the Compadebentures and therefore thsecurity or charge in respect

20. During the year, the Compapublic issue and therefore th

the end use of money raisednot arise.

21. Based upon the audit proceaccording to the information

to us, we report that no fraud has been noticed or reporte

Sl. Nature of the Nature of Amount Period to which Foru

No Statute the Dues (`

) the amount relates disp(Financial Year) pen

1 M.P.Sales Tax Act Sales Tax dues 3,39,773/- 2003-2004 Dep(AppMad

2 M.P.Sales Tax Act Sales Tax dues 7,25,736/- 2004-2005 Dep(AppMad

3 Andhra Pradesh Sales Tax dues 27,98,569/- 2001-2002 Hon

General Sales Tax High(APGST)Act, 1957

4 Andhra Pradesh General Sales Tax dues 40,27,678/- 1997-1998 I AdSales Tax (APGST) Act, 1957. Civi(Case filed by Bharat Petroleum SecuCorporation Ltd

5 Customs Act, 1962 Interest on 20,32,054/- 2003-2004 HonCustoms Duty High

Mad

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Balance Sheet as at 31st March, 2012

Note As atParticulars No. 31.03.2012

Equity and liabilities

Shareholders funds

Share capital 1 1,326.87Reserves and surplus 2 3,013.32

4,340.19

Non-current liabilities

Long-term borrowings 3 2,510.90Long-term provisions 4 191.50

2,702.40Current liabilities

Short-term borrowings 5 4,960.19Trade payables 6 4,140.65Other current liabilities 7 1,862.23Short-term provisions 8 21.41

10,984.48Total 18,027.07

Assets

Non-current assets

Fixed assets 9 Tangible assets 7,670.24 Intangible assets 0.38 Capital work-in-progress 476.65

8147.27

Non-current investments 10 4.97Long-term loans and advances 11 481.28

8,633.52Current assets

Inventories 12 5,568.27Trade receivables 13 1,906.84Cash and cash equivalents 14 547.78Short-term loans and advances 15 322.11

Other current assets 16 1,048.55 9,393.55

Total 18,027.07

Notes on financial statements 1 to 36

The notes referred to above, form an integral part of these financial statements.

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Revenue

Revenue from operations 17 27,072.98

Other income 18 641.37

Total Revenue 27,714.35

Expenses

Cost of materials consumed 19 18,119.07

Purchases of Stock-in-Trade 925.67

Changes in inventories of finished goods,

work-in-progress and Stock-in-Trade 20 927.84

Employee benefits expense 21 2,129.49

Finance costs 22 1,047.93

Depreciation and amortization expense 23 713.76

Other expenses 24 4,664.77

Total expenses 28,528.53

Profit/(Loss) before tax (814.18)

Tax expense

For earlier years 2.60

Profit/(Loss) for the period, after tax (816.78)

Earnings per equity share

(1) Basic (6.15)

(2) Diluted (6.15)

Notes on financial statements 1 to 36

Note Current YearParticulars No. 2011-12

Statement of Profit and Loss for the year ended 31st March, 2012

The notes referred to above, form an integral part of these financial statements.

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Particulars As at 31.03.2012 As a

Number Amount Numb

1 Share Capital

AuthorisedEquity Shares of Rs.10 each 35250000 3,525.00 3525000

35250000 3,525.00 3525000

Issued

Equity Shares of Rs.10 each 13270923 1,327.09 1327092

Less:Allotment Money in Arrears

(Dues from Directors and Officers Rs.Nil) 0.22

Total 13270923 1,326.87 1327092

(a) The Company has only one class of shares referred to as equity shares having a par Each holder of equity shares is entitled to one vote per share.

(b) 41,62,536 Equity Shares of Rs.10/- each are allotted as fully paid up with out payment to the erstwhile share holders of suryavanshi textile limited (STL) as per scheme of amathe company.

(c) Disclosure pursuant to Note no. 6(A)(g) of Part I of Schedule VI to the Companies

Particulars As at 31.03.2012 As a

No. of % of Holding No.

Shares held Shares heSuryavanshi Industries Limited 3842579 28.95 384257

Westend Developers Ltd 1950000 14.69 195000

B N Agarwal Family Trust 724873 5.46 72487

As at 31.03.20122 Reserves and Surplus

(a) Capital Redemption Reserve

At the commencement of the year 8.00Closing Balance 8.00

(b) Securities Premium AccountAt the commencement of the year 2,731.00Closing Balance 2,731.00

(c) State Subsidy

Notes on financial statements

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Particulars As at31.03.2012

3 Long Term Borrowings

Secured

i. Term loans

- from banks

(a) ICICI Bank Ltd. 46.59

(b) ICICI Bank ltd (erstwhile Bank of Rajasthan Ltd) 1,016.17

(c) IDBI Bank Ltd -

(d) State Bank of India -

(e) Andhra Bank 334.91

(f) Andhra Bank - Working capital term loan 313.00

(g) State Bank of Hyderabad - Working capital term loan 139.00

(h) Buyers credit against FLC from State Bank of Hyderabad 245.34

2,095.01

NOTES:

1. Term Loans refered at (a) to (e) above are secured by mortgage of fixed assets present and

on first charge pari passu basis and guaranteed by four Directors of the Company.

2. Working capital term loans referred at (f) and (g) above are Secured by way of hypotheca

Stock-in-process, finished goods and stores and spares and book debts of the Company an

of second charge on fixed assets of the company on pari passu basis and guranteed by

Company.

3. Buyers' credit refered at (h) above is secured by way of exclusive charge on specified pla

guaranteed by four Directors of the Company

Terms of Repayment

Name of the Bank Rate of Intrest

(a) ICICI Bank Ltd. 15.50%

( ) C C ( ) 6 0%


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Other loans and advances

Vehicle hire purchase loan :

HDFC Bank Ltd 4.60

Kotak Mahindra Bank Ltd 17.42

TATA Capital Ltd 3.64

Total 25.66

Vehicle hire Purchase Loans above are secured by hypothecation of the respective asset and gurdirectors of the company

Terms of Repayment : Monthly instalments

Unsecured

Deferred sales tax liability 390.23

Total 390.23

Grand Total 2,510.90

The sales tax deferment liability amounting to Rs.390.23 lakhs shown under unsecured loans aboveas under

Year ` lakhs

1999-00 1.47

2000-01 14.71

2001-02 45.69

2002-03 28.82

2003-04 67.49

2004-05 34.88

2005-06 75.59

2006-07 70.82

2007-08 14.78

2008-09 25.47



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4 Long Term Provisions

Provision for employee benefits

Gratuity 191.50

Total 191.50

5 Short Term Borrowings

Secured

(a) Loans repayable on demand

Andhra Bank 3,430.64

State Bank of Hyderabad 1,485.64

Total 4,916.28Working Capital Loans are Secured by way of hypothecation of Raw materials, Stock-in-procestores and spares and book debts of the Company and also secured by way of second charge company on pari passu basis and guaranteed by four directors of the company.

(b) Other loans and advances

Vehicle Hire Purchase Loan :

HDFC Bank Ltd 11.87

Kotak Mahindra Bank Ltd. 28.04TATA Capital Ltd. 4.00

Total 43.91

Grand Total 4,960.19

6 Trade Payables

Dues to : Small and Micro Enterprises (*) 25.63

: Other than Small and Micro Enterprises 4,115.02Total 4,140.65

(*) Interest paid, payable or accrued and due to Micro and small enterprises is Rs. NIL (Previou

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7 Other Current Liabilities

(a) Current maturities of long-term debt

i. Term loans

- from banks

ICICI Bank Ltd. 62.72

ICICI Bank ltd (erstwhile Bank of Rajasthan Ltd) 206.28

IDBI Bank Ltd 560.00

State Bank of India 121.64

Andhra Bank 87.48

Andhra Bank - Working capital term loan 58.00

State Bank of Hyderabad - Working capital term loan 18.00Buyers Credit against FLC from Andhra Bank -

Total 1,114.12

(b) Interest accrued but not due on borrowings

IDBI Bank Limited 23.39

Andhra Bank -

State Bank of India 1.62

(c) Unpaid dividend 3.93

(d) Other payables 431.21

(e) Other payables - Statutory dues 11.95

(f) Salary & Reimbursements 161.74

(g) Contribution to PF & ESI 15.03

(h) Bonus Payable 36.09

(i) Advances received against sales 52.34(j) Sales tax deferment payable 5.35

(k) Security Deposits Payable 5.46

Total 748.11

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GROSSBLOCK

ACCUMULATED

DEPRECIATION/AMORTISATION

NETBLOCK

Balanceasat

Additions

DisposalsBalanceasat

Balanceasat

C

harge

On

Balanceasat

Balanceasat

Balance

asat

01.0

4.2

011

31.03.2012

01.0

4.2

011

forth

eYear

disposals

31.03.2012

31.03.2012

31.03

.2011

15.8

9

-

0.1

2

15.77

-

-

-

-

15.77

15.8

9

1,8

34.0

8

168.3

2

-

2,002.40

753.1

4

61.6

5

-

814

.79

1,187.61

1,0

80.9

4

231.5

2

-

-

231.52

47.6

4

3.9

0

-

51

.54

179.98

1

83.8

8

238.5

0

64.3

2

0.4

9

302.33

34.3

7

3.8

9

0.2

1

38

.05

264.28

2

04.1

3

12,8

59.3

2

927.6

2

6.3

6

13,780.58

7,7

71.4

8

574.0

5

5.9

5

8,339

.58

5,441.00

5,0

87.8

4

391.1

5

-

-

391.15

364.8

3

6.8

2

-

371

.65

19.50

26.3

2

49.6

8

-

-

49.68

34.8

2

1.6

6

-

36

.48

13.20

14.8

6

6.8

6

-

-

6.86

0.0

6

0.3

3

-

0

.39

6.47

6.8

0

471.1

1

40.3

0

0.6

8

510.73

282.9

6

20.0

2

0.5

6

302

.42

208.31

1

88.1

5

9.9

2

-

-

9.92

9.5

6

0.0

4

-

9

.60

0.32

0.3

6

14.3

0

5.1

5

-

19.45

10.4

6

0.5

2

-

10

.98

8.47

3.8

4

34.7

9

5.1

8

-

39.97

9.7

4

0.5

9

-

10

.33

29.64

25.0

5

50.6

9

6.5

1

-

57.20

35.6

4

2.0

2

-

37

.66

19.54

15.0

5

37.1

3

0.2

0

-

37.33

19.7

8

1.4

5

-

21

.23

16.10

17.3

5

29.4

3

1.1

5

-

30.58

11.9

5

1.1

6

-

13

.11

17.47

17.4

7

294.6

3

55.2

8

5.6

2

344.29

87.8

5

32.1

8

4.0

3

116

.00

228.29

2

06.7

8

100.4

2

3.1

2

-

103.54

85.7

7

3.4

8

-

89

.25

14.29

14.6

5

16,6

69.4

2

1,2

77.1

5

13.2

7

17,933.30

9,5

60.0

5

713.7

6

10.7

5

10,263

.06

7,670.24

7,1

09.3

6

7.6

9

-

-

7.69

7.3

1

-

-

7

.31

0.38

0.3

8

76

9

-

7.69

73

1

-

-

7

.31

0.38

03

8

atements

(Figures

in

`

L

akhs)

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Particulars Face No. of As atValue Shares 31.03.2012

10 Non-current Investments

A At Cost - Non-Trade - Quoted

Investment in Equity instruments

Jindal Polyfilms Limited 10 500 0.49

Artefact Projects Limited 10 2000 0.20

Merbanc Finance & Services Ltd 10 2000 0.20

Andhra Bank 10 5700 0.57

ICICI Bank Ltd 10 100 0.04

Coal India Limited 10 441 1.07

Total (a) 2.57

B At Cost - Non-Trade - UnquotedInvestments in controlled entities

Suryavanshi integrated apparel park ltd 10 24000 2.40

Investment in Subsidiary Company

Fortune Eagle (Hk) Trading Limited, Hong Kong (*) 1 1 0.00

Total (b) 2.40

Total (a+b) 4.97

Aggregate amount of unquoted investments - Rs.10.91 lakhs (Previous year Rs. 14.25 lakh

(*) One HKD towards 100% Investment in Subsidiary Company, M/s. Fortune Eagle Hong Kong

11 Long Term Loans and Advances

Deposits Recoverable

(Unsecured considered good) 366.08

(Electricity and other deposits)

Advance for Investment (*) 115.20

Total 481.28

(*) The company proposes to invest in equity shares at par in Seshadri Power and Infrastructure P

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12 Inventories

(Valued and certified by the Management)

Raw Materials 3,204.65(Valued at cost on weighted average basis)

Stores and spares 276.89

(Valued at cost on weighted average basis)Finished goods(Valued at lower of cost or net realisable value basis)

Yarn 1,306.89Goods in transit 27.58

Garments 193.88

Work-in-progress 501.28(Valued at lower of cost or net realisable value basis)

Others - Cotton & PV Waste (at realisable value) 22.70Stock-in-trade (in respect of goods acquired for trading) in transit 34.40

Total 5,568.27

Details of Raw Materials

Cotton 1,962.38

Polyster Staple Fibre 695.22

Viscose Staple Fibre 21.33

Cotton fibre 115.01

Yarn 410.71

Total 3,204.65

13 Trade Receivables

(Unsecured, considered good)

Receivables for a period exceeding six months 87.91

Receivables for a period less than six months 1,818.93

Total 1,906.84

14 Cash and cash equivalents

Balances with BanksWith Scheduled Banks 183.51

C 6 4



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15 Short-term loans and advances

(Unsecured considered good)

Advances for Capital purchases 53.10

Advances for purchases of Raw Material & Stores 255.35

Advances to Staff 11.94Other Advances 1.72

Total 322.11

16 Other Current Assets

Balance with Governament Department 25.37

Subsidies Receivable 40.90

Interest Receivable 14.19

Export Licence/Receivable 641.52

Pre-paid Expenses 17.29

Advance Tax (Net of provision) 111.05

MAT Credit entitlement 177.88

Other advances 20.35

Total 1,048.55

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17 Revenue from operations

Sale of Products :

Yarn 21,637.28

Garments 2,915.52

Medical Textiles 1,399.97Cotton Waste 217.35

Traded Goods 902.86

Total 27,072.98

18 Other Income

Interest Income 35.47

Dividend Income 0.41

Gain on foreign currency transactions & translation -

Scrap sales 32.40

Export benfits entilement 404.61

Profit on sale of assets 112.68

Insurance Claims 35.41

Credit Balance and excess provision written Back 19.32

Job work charges 0.66

Prior period Income 0.02

Miscellaneous receipts 0.39

Total 641.37

19 Cost of materials consumed

Opening Stocks 3,673.49

Add : Purchases 17,650.24

21,323.73

Less : Cost of raw materials sold -

Less : Closing stocks 3,204.66

18,119.07Imported and indigeneous raw materials consumed :

Indigeneous 90.63% 16,422.19 10

Imported 9.37% 1,696.88

Total 100.00% 18,119.07 10


Particulars Current Year

2011-12

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Particulars Current Year2011-12

20 Changes in inventories of Finished Goods,

work-in-progress and stock-in-trade

Opening stocks

Yarn 2,445.44

Garments 91.37

Stock-in-Process 427.04

Cotton waste 16.32

Total 2,980.17

Closing stocks

Yarn 1,334.47

Garments 193.88

Stock-in-Process 501.28

Cotton waste 22.70

Total 2,052.33

(Increase)/decrease in stocks 927.84

21 Employee Benefits Expense

Salaries, wages, bonus and other benefits 1,933.17

Contributions to Provident Fund 83.12

Gratuity 36.78

Contributions to Employee State Insurance 27.41

Staff welfare expenses 49.01

Total 2,129.49

22 Finance Cost

Interest expense 823.78

Other borrowing costs 23.40

Loss on foreign currency transactions & translation 200.75

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24 Other Expenses

Stores Consumption

Consumable Stores 287.66

Packing Material Consumed 368.60

Total 656.26

Power & Fuel

Electricity Charges 2,349.75

Fuel Consumed 106.90

Total 2,456.65

Payments to the auditor as

auditor 1.33

for taxation matters 0.66

for Certification 0.51

Total 2.50

Rent 10.56

Repairs to : buildings 41.36

: machinery 305.45

: Others 39.85

Insurance 50.61

Rates and taxes, excluding, taxes on income 33.28

Training charges 0.12

Printing and stationery 9.64

Postage, telegrams and telephones 22.28

Travelling and conveyance 106.11

Managerial remuneration 62.26

Directors' sitting fees 0.78Advertisement 3.66

Commission on sales 187.30

Expenses on sales 535.13

Legal & professional charges 12.74


Particulars Current Year2011-12

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25 Contingent Liabilities not provided for

a) Against foreign bills discounted 535.42

b) Against foreign and inland letter of credit 2,299.18

c) Contracts to be executed on capital accounts 615.44

3.40

7.26

27.99

40.28

20.32

d) Demand raised by Sales Tax Department for the year 2003-04 onsubjecting the turnover of unit at Madhya Pradesh to tax for notfurnishing "C" Forms. The matter is pending in Appeal efore the DeputyCommissioner (Appeals) Sales Tax, Bhopal, Madhya Pradesh

e) Demand raised by Sales Tax Department for the year 2004-05 onsubjecting the turnover of unit at Madhya Pradesh to tax for notfurnishing "C" Forms. The matter is pending in appeal before theDeputy Commissioner (Appeals) Sales Tax, Bhopal, Madhya Pradesh

f) Demand from Sales Tax Department, Andhra Pradesh in connectionwith levy of purchase tax on polyster stable fibre from RelianceIndustries Limited, levy of tax on work contract receipts and withdrawalof deferment availed by the company for the year 2001-02. A.P. SalesTax Appellate Tribunal set aside the order passed by the Sales Tax

Authorities. The Department has challenged the said order before theHon'ble High Court of A.P. and the same is pending.

g) Bharat Petroleum Corporation Limited filed a civil suit before Addl.ChiefJudge City Civil Court, Secunderabad, against the company for alleged

deferential sales tax dues on purchase of HSD and furnace oil madeby the company during the financial years 1996-97 & 1997-98.

h) The Department of Central Excise & Customs raised a Demand forpayment of Interest on the duty payable on the depreciated value ofplant and machinery of Rajna Unit M.P. at the time of debonding fromE.O.U. unit to D.T.A. unit. The company challanged the demand before

the Hon'ble High Court, M.P.

i) M/s.Suryavanshi Textiles Ltd was amalgamated with our company vide scheme of merge

for Industrial and Financial Reconstruction (BIFR) under the provisions of Sick IndustriaProvisions) Act, 1985 with effect from 01-04-2007.The scheme incorporates certain refor consideration by income tax department including exemption from applicability of MIncome Tax Act, 1961 for a period of five years from 01-04-2007.The company is per

the authorities concerned for the said relifes as per the

suryavanshi_5141400312

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