Acclaim Industries Limited - Bombay Stock Exchange No. 13, Saubhagya Apts., Sd/-3rd Floor,...

A vision of achievement...

Acclaim Industries Limited

19thAnnual Report

2011

BOARD OF DIRECTORS :

Mr. Abhishek Mehta Managing Director

Mr. Karsan K. Chitroda Director

Mr. Pandurang Nawghane Director

Mr. Krishnat Desai Director

Mr. Ankit Pathak Director (w.e.f. 01-07-2011)

AUDITORS : AMD & CO.,

Chartered Accountants

Bankers : Union Bank of India

Bank of India

Registered Office : Flat No. 13, Saubhagya Apts., 3rd Floor,

Pavananagar, Chinchwadgaon,

Dist. Pune – 411033

Sales Office : H/132, Raj Arcade, Mahavir Nagar,

Kandivali (W), Mumbai - 400 067

Equity Shares

listed on : The Bombay Stock Exchange

Registrar and share transfer agent :

System Support Services

209, Shivai Industrial Estate,

89, Andheri Kurla Road,

Sakinaka, Andheri (East),

Mumbai – 400 072.

DAY & DATE OF A.G.M : WEDNESDAY, 28TH DAY OF SEPTEMBER, 2011

TIME : 11.00 A.M.

19TH ANNUAL REPORT 2010 - 2011

Acclaim Industries Limited19th Annual Report | 2011

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NOTICE TO THE MEMBERS

NOTICE is hereby given that the 19th Annual General Meeting of the members of ACCLAIM INDUSTRIES LIMITEDwill be held on Wednesday, the 28th day of September, 2011 at11.00 am at the Registered Office of the Companyat Flat No. 13, Saubhagya Apts., 3rd Floor, Pavananagar, Chinchwadgaon Dist. Pune - 411033 to transact the followingbusiness:

ORDINARY BUSINESS:

1] To receive, consider and adopt the Audited Balance Sheet as at March 31, 2011 and Profit and Loss Accountfor the year ended March 31, 2011 together with the Reports of the Directors and Auditors thereon.

2] To appoint a Director in place of Mr. Abhishek Mehta, who retires from office by rotation, and being eligibleoffers himself for re-appointment.

3] To appoint a Director in place of Mr. Krishnat Desai, who retires from office by rotation, and being eligibleoffers himself for re-appointment.

4] To appoint Auditors, to hold the office from the conclusion of this Annual General meeting until theconclusion of the next Annual General Meeting.

SPECIAL BUSINES

5] To consider, and if thought fit, to pass, with or without modification as an Ordinary Resolution :

“RESOLVED THAT Mr. Ankit Pathak who was appointed as an Additional Director at the meeting of theBoard of Directors held on July 01, 2011 and who holds office as such upto the date of this Annual GeneralMeeting and in respect of whom notice under Section 257 of the Companies Act, 1956 has been receivedfrom a member signifying his intention to propose Mr. Ankit Pathak as a candidate for the office of Directorof the Company, be and is hereby appointed as a Director of the Company, liable to retire by rotation.”

For and behalf of the Board of DirectorsRegistered Office Acclaim Industries LimitedACCLAIM INDUSTRIES LIMITEDFlat No. 13, Saubhagya Apts., Sd/-3rd Floor, Pavananagar,Dist. Pune - 411033 Abhishek Mehta30th July, 2011 Managing Director

NOTES:

1] A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT ONE OR MOREPROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF / HERSELF AND THAT PROXY NEED NOT BE AMEMBER OF THE COMPANY.

THE INSTRUMENT APPOINTING A PROXY SHOULD HOWEVER BE DEPOSITED AT THE REGISTERED OFFICEOF THE COMPANY DULY COMPLETED NOT LESS THAN FORTY-EIGHTY HOURS BEFORE THECOMMENCEMENT OF THE MEETING.

2] The register of Members and the Share Transfer Books of the Company will remain closed from WednesdaySeptember 21, 2011 to Wednesday, September 28, 2011 [both days inclusive].

3] Members who desire to seek any information concerning the Accounts of the Company are requested to addresstheir queries in writing to the Company at least seven days before the date of the meeting so that the requestedinformation can be made available at the time of the meeting.

4] Members / Proxies are requested to please bring their copies of the Annual Report to the meeting since copies ofthe Annual Report will not be distributed at the meeting.

5] The Company its shares are listed on the Bombay Stock Exchange

6] Members holding Shares in Physical form are requested to notify immediately any change in their address with PINCODE to the Registrar and Transfer Agent of the Company at the address given below and in case their shares areheld in Demat, this information should be passed on directly to their respective Depository Participants and not tothe Company.

7] All documents referred to in the Notice are open for inspection at the Registered Office of the Company duringoffice hours on all working days except public holidays between 11.00 am and 1.00 pm upto the date of the AnnualGeneral Meeting.

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8] Members / Proxies holding their Shares in Physical mode are requested to fill the enclosed attendance slip andhandover the same at the entrance with signature. In the absence thereof, they may not be admitted to the meetingvenue.

9] Members who are holding shares in dematerialised form are requested to being their Client ID and DP ID numbersfor easy identification at the meeting.

10] In all correspondence with the Company, members are requested to quote their Folio No. and in case their sharesare held in Demat form, they must quote their DP ID and Client ID Number.

11] the explanatory statement U/s. 173 of the Companies Act, 1956 is enclosed herewith.

EXPLANATORY STATEMENT AS REQUIRED U/S. 173[2] OF THE COMPANIES ACTS, 1956

ITEM 5 :

Mr. Ankit Pathak has been appointed as an additional director of the Company pursuant to section 260 of the CompaniesAct, 1956 on July 01, 2011 and would hold office till the date of the ensuing Annual General Meeting.

Mr. Ankit Pathak has about 4 years of Experience in the marketing of Metal Industry. He is highly successful in developing& implementing Business Plans driving high value revenue and profit gains, large scale cost saving.

Pursuant to section 257 of the Companies Act, 1956 the Company has received notices from members signifying theirintention to propose the candidature of Mr. Ankit Pathak for the office of Director. The Board of Directors recommendpassing of the resolution set out in item No. 5 of the accompanying Notice.

None of the Directors of the Company are deemed to be concerned or interested in the Resolution.

Details of the Directors proposed to be appointed/re-appointed as a Director of the Company at theForthcoming Annual General Meeting.

(In pursuance of Clause 49(VI)(A) of the Listing Agreement)

a) Abhishek Mehta

Mr. Abhishek Mehta has done his Masters in Computer Science and provided Data warehouse solutions. He hasPerformed operations on different database - Oracle 8i / SQL 2000, 2005 / AS400 Applications and used to interactwith Database and perform bulk transactions - Informatica 7.0 / Toad. He has over 2 years of experience in AluminumIndustry manufacturing Aluminum Ingots. He has demonstrated leadership capabilities in business development andis highly successful in developing & implementing Business Plans.

Mr. Abhishek Mehta is currently Managing Director of the company and has a good experience in the Iron & Steelbusiness. His valuable contribution has helped the company in growth and expansion of its business activities.

b) Krishnat Desai

Mr. Krishnat Desai is a Commerce Graduate. He has vast experience in the Indian Capital Market with demonstratedleadership capabilities in business development, Building Area, Highly successful in developing & implementing BusinessPlans driving high value revenue and profit gains, large scale cost saving, Relationship Management and improvedorganizational productivity and performance.

c) Ankit Pathak

Mr. Ankit Pathak has about 4 years of Experience in the marketing of Metal Industry. He is highly successful indeveloping & implementing Business Plans driving high value revenue and profit gains, large scale cost saving.

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DIRECTORS’ REPORT TO THE SHAREHOLDERS

Your Directors have great pleasure in presenting the 19th Annual Report together with the Audited Accounts

for the year ended on March 31, 2011.FINANCIAL RESULT Year Ended 31.03.2011 Year Ended 31.03.2010

Amt in Rs. Amt in Rs.Sales 2,877,158,145 1,236,847,240Other Income 33,470,758 79,89,520Less : Expenditure 2,879,936,330 1,235,129,755Depreciation 653,779 179,650Profit / (Loss) before tax and appropriations 30,038,794 9,527,355Less: Provision for Tax 6,600,000 1,800,000Less: Deffered Tax liability 722,883 -Profit / (Loss) after tax 22,715,911 7,727,355Add: Balance brought forward from previous year (126,880,985) (134,608,340)Surplus / (Deficit) carried to Balance Sheet (104,165,074) (126,880,985)

DIVIDEND

Though the Company earned net profit of Rs. 22,715,911 during the year, but due to huge carry forward losses anddeficit your directors did not recommend dividend for the year ended March 31, 2011 for both equity and preferenceshares.

OPERATIONS

The Company is presently trading in broad range of steel products, including C.R. Coils & Sheets, C.T.D. Bars, H.R.Sheets & Plates and Hot Rolled Steel Plates, Ingot irons M.S. Plates, Angles, Channels, Chequered Plates, Wires, T.M.TBars, Rebars and Tor Steel, Stainless Steel and other Alloy Steels and importing & trading in Aluminum Scrap. TheCompany would be starting manufacturing activity shortly.

The turnover of the Company rose from Rs. 1,236,847,240/- in the previous year to Rs. 2,877,158,145/- in the yearunder review. The Profit after tax marginally increased from Rs. 7,727,355/- in the previous year to Rs. 22,715,911/- forthe year ended March 31, 2011.

CAPITAL

The Company's present equity paid up capital stands at Rs.49,924,900/- comprising 50,00,000 equity shares of Rs. 10/-which is listed on Bombay Stock Exchange. The Company's paid up Preference Shares Capital stands at Rs. 131,600,000comprising of 13,16,000 9% Cumulative Redeemable Preference Shares of Rs.100 each.

BOARD OF DIRECTORS

Mr. Ankit Pathak was appointed as Additional Directors by the board and his appointment as director liable to retire byrotation is being sought in the ensuing Annual General Meeting, on being demanded by members for which necessarynotice have been received by the Company.

Mr. Abhishek Mehta and Mr. Krishnat Desai, Directors of the Company retires by rotation at the ensuing Annual GeneralMeeting and being eligible offer themselves for re-appointment.

CORPORATE GOVERNANCE

The Company has taken proactive steps to ensure that the conditions of Corporate Governance stipulated in Clause 49of the Listing Agreement with the Stock Exchange are complied with. A separate report on Corporate Governancetogether with Auditors' Certificate on its compliance is included in the Annual Report.

CHANGE OF NAME

The Company has changed its name from Elpro Packaging Limited to Acclaim Industries Limited during the year in orderto reflect its true business activities.

DIRECTORS RESPONSIBILITY STATEMENT

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

1] In the preparation of the annual accounts, the applicable accounting standards have been followed along withproper explanations relating to material departures.

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2] Appropriate accounting policies have been selected and applied consistently and judgments and estimates wherevermade are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at theMarch 31, 2011.

3] Proper and sufficient care has been taken 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 anddetecting fraud and other irregularities.

4] The Annual Accounts have been prepared on a going concern basis.

AUDITORS

Messrs. AMD & Co., Chartered Accountant, the retiring Auditors have expressed their willingness to be re-appointed.It has been proposed to reappoint Messrs. AMD & Co., Chartered Accountants as Auditors of the Company. TheCompany has received a Certificate from them that they are qualified under Section 224 (1) of the Companies Act, 1956for appointment as Auditors of the Company. Members are requested to consider their appointment at a remunerationto be decided by the Board of Directors for the financial year ending March 31, 2011 as set out in the Notice conveningthe Meeting.

AUDITORS’ OBSERVATIONS

The observations of the Auditors contained in their Report are self explanatory and does not require any clarification.

AUDIT COMMITTEE

In accordance with the provisions of the Section 292A of the Companies Act, 1956 and the Corporate Governancerequirements as per the Listing Agreement, the Company has re-constituted the Audit Committee comprising of thefollowing Directors viz., Mr. Krishnat Desai, as Chairman, Mr. Karsan Chitroda and Mr. Pandurang Nawghane as members.The Audit Committee acts in accordance with the terms of reference specified from time to time by the Board.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION ANDFOREIGN EXCHANGE EARNINGS AND OUTGO:

The Company has taken effective steps to conserve and minimize power and fuel consumption. The Company has notexported any goods during the year but the company has imported goods during the year. Foreign Exchange Earningwas Nil and Outgoing was Rs. 84,39,212/-.

PARTICULARS OF EMPLOYEES

None of the employees of the Company come within the purview of the information required u/s 217[2A] of theCompanies Act, 1956 read with the Companies [particulars of Employees] Rules, 1975 as amended from time to time.

RESEARCH & DEVELOPMENT

The Company has been arduously working to improve the R & D so as to provide quality and value for money to thecustomers in keeping with market trends.

FIXED DEPOSITS

Your Company has not accepted any deposit within the meaning of Section 58A of the Companies Act, 1956 from Publicand the rules made there under.

SAFETY, ENVIRONMENTAL CONTROL AND PROTECTION

The Company has taken all the necessary steps for safety and environmental control and protection.

ACKNOWLEDGMENT

The Directors wish to convey their appreciation to the Company’s Shareholders, Customers, Suppliers, Bankers, andDistributors for their support they have given to the Company over the past years and the confidence, which they havereposed in its management and the employees for the commitment and dedication shown by them.

For and behalf of the Board of DirectorsRegistered Office Acclaim Industries LimitedACCLAIM INDUSTRIES LIMITEDFlat No. 13, Saubhagya Apts.,3rd Floor, Pavananagar, Chinchwadgaon Sd/-Dist. Pune - 411033 Abhishek Mehta30th July, 2011 Managing Director

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MANAGEMENT DISCUSSION AND ANALYSIS

OVERVIEW

During the financial year 2010-11, the Company has achieved healthy growth in sales and profitability and is poised toemerge as a stronger Company to deliver enhanced shareholder value over the coming years.

Your Company registered a good performance during 2010-11 with a 293% growth in PAT to Rs. 22,715,911 which isexceptionally well and looking ahead to continue the same trend.

(1) Global Economy

The global economy has witnessed a sustained growth largely driven by the additional stimulus and bail out packagesannounced by various countries which has created liquidity and stimulated demand, leading to the recovery in theUS and Europe. The Chinese and Indian economies have been the fastest economies. However, this has led toinflationary pressures which have forced central bank to raise interest rates.

The steel industry has also seen a reasonable growth in demand and increase in production volumes especially inChina and India. However, this has once again put pressure on raw material availability and prices. The floods inQueensland, Australia have put further pressure on the prices of Coking Coal which has increased from USD 200per MT levels to USD 300 per MT levels. Due to the volatility in Coking Coal prices over the last couple of years,there has been a shift in pricing mechanism for Coking Coal from annual to quarterly to partly monthly benchmarkprices. This has resulted in volatility in prices of iron and steel products as well. China continues to drive the globalsteel industry with a production of approx. 630 million tons in 2010 which equates to approx. 45% of global Steelproduction.

Chinese Steel demand continues to be driven by large capital expenditure and government infrastructure projectsacross the country. However, it is expected that the production growth for steel in the current decade will slow

down, which should reduce raw material prices.

(2) The Indian Steel Industry

The Indian economy grew at 8.6% in 2010-11 against 7.2% last year which shows a remarkable growth. The economyis likely to grow at over 8% over the next decade driven by the infrastructure (power, road, railways, ports etc.) andconsumption (automobile, real estate etc.) sectors which will result in robust growth in demand for various ironand steel products.

The States of Orissa, Chhattisgarh and Jharkhand which account for majority of the iron ore and coal reserves inthe country will remain the most attractive locations for setting up iron and steel manufacturing capacity in thecoming years.

OPPORTUNITIES, THREATS, RISKS, CONCERNS AND OUTLOOK

Opportunities

Your Company is poised to seize the opportunities in the Iron & Steel Industry (both for steel & intermediary saleableproducts) through its strengths of locational and logistical advantages, raw material linkages, technology edge andmanagement expertise. These opportunities will be linked directly to the growing demand from the automobile andauto components, infrastructure, construction and power sectors. Your Company’s strategic location offer scope forseamless value addition in its manufacturing process from hot metal to stainless steel.

Threats

The threats for your Company would come from adverse fluctuations in input and capital costs, foreign exchangevariations and taxes & duties. The buoyancy in the Iron & Steel Sector has attracted many players, resulting in reducedavailability of skilled manpower and contractor workforce. Delay in implementation of project may lead to opportunityloss in revenue generation and rise in costs.

Risk Management

Your Company has identified major focus areas for risk management to ensure organisational objectives are achievedand has a well defined structure and proactive approach to assess, monitor and mitigate risks associated with theseareas, briefly enumerated below:

a) Project implementation – Project status is monitored on a regular basis by the project management team tocounter slippages and reviewed on a monthly basis by the executive management. Consultants are present on-sitefor mitigating contingencies on the implementation front. Necessary coverage has been taken in the form of anextensive Erection All Risk Policy.

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b) Foreign Exchange – Your Company deals in sizeable amount of foreign exchange in imports of capital items and rawmaterials and exports of finished products. A comprehensive and robust forex policy has been formulated forinsulating the Company by hedging foreign exchange exposure.

c) Statutory compliances – Procedure is in place for monthly reporting of compliance of statutory obligations and isreported to the Board of Directors at its meetings.

Outlook

India has immense potential for creating new steel capacity. Indian per capita steel consumption is presently very lowcompared to world average which further re-confirms the opportunities for steel demand to continue accelerating inthe times ahead. Your Company with a well diversified product portfolio is well poised to take advantage of the growthin the demand for Special Steel products, Coke and Ferro Chrome.

PERFORMANCE OF THE COMPANY

The Company had an overall good performance in the year ended March 31, 2011. The current business of the companyis trading in steel and iron products including C.R. Coils & Sheets, C.T.D. Bars, H.R. Sheets & Plates and Hot Rolled SteelPlates, Ingot irons M.S. Plates, Angles, Channels, Chequered Plates, Wires, T.M.T Bars, Rebars and Tor Steel, Stainless Steeland other Alloy Steels. The Company is also importing and trading in Aluminum Scrap.

The Company has established a Factory at Valsad, Gujarat during the year for manufacturing of Iron & Steel Productswhich will be operational shortly. This will help the Company for sustaining in the long run in the competitive steelindustry.

HUMAN RESOURCES

The Company recognizes the need for continuous growth and development of its employees in order to providegreater job satisfaction and also to equip them to meet growing organizational challenges.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

Internal Control Systems are designed to ensure the reliability of financial and other record and accountability ofexecutive action to the management’s authorization. The Statutory Auditors have evaluated the system of internalcontrols of the Company and have reported that the same are adequate and commensurate with the size of theCompany and nature of its business.

The internal control systems are reviewed by the top Management and by the Audit Committee of the Board andproper follow up action ensured wherever required.

CAUTIONARY STATEMENT

Statement in the Management Discussion and Analysis describing the Company’s objectives, expectations, estimates orpredictions may be forward looking within the meaning of applicable securities laws and regulations. Actual results maydiffer materially from those expressed in the statement. Important factors that could influence the Company’s operationsinclude global and domestic supply and demand conditions affecting selling prices of finished goods, input availability andprices, changes in Government regulations, tax laws, economic developments with in the country and other incidentalfactors. The Company assumes no responsibility to publicly amend, modify or revise any forward-looking statements, onthe basis, of any subsequent developments, events or information.

REPORT ON CORPORATE GOVERNANCE

1] COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE

The main object of Corporate Governance is to create transparency and full disclosure regarding the working ofthe Company. Corporate Governance’s aim is to create long-term value for all stakeholders viz. investors, employees,creditors, customers, Government and society at large. It is crucial to the progress of every business enterprise asit builds confidence and trust, which eventually leads to a more stable and sustained resource flow and long-termpartnership with its investors and other stakeholders. The Company firmly believes in and continues to practicegood corporate Governance. The Company’s essential character is shaped by the very values of transparency,professionalism and accountability. The Company continuously endeavors to improve on these aspects on an ongoingbasis. The disclosures required by Clause 49 of the Listing Agreement are as under:

2] BOARD OF DIRECTORS

As per the listing Agreement the Board should have an optimum combination of both Executive and Non-ExecutiveDirectors, and at least one half of the Board has to comprise of independent Directors where the Chairman isExecutive.

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The Board of your Company as on March 31, 2011 has four directors out of whom 2 were Non-Executive whileone was Managing Director and one was Executive Director.

The details of composition of the Board, category, attendance of Directors at Board Meetings and last AnnualGeneral Meeting, number of other Directorships and other Committee Memberships are given below:

@Appointed as Additional Directors w.e.f. 01/08/2010 and Appointed as Directors in the last AGM.

*Resigned from the Board w.e.f. 11/08/2010

• NED stands for Non Executive Director, ED Stands of Executive Director AND IND for Independent Director.

• During the financial year ended March 31, 2011, Board meetings were held on April 17, 2010, April 30, 2010, May01, 2010, June 22, 2010, July 07, 2010, July 31, 2010, August 01, 2010, August 03, 2010, August 11, 2010, , August 23,2010, September 14, 2010, October 30, 2010, November 17, 2010, January 01, 2011, January 31, 2011, February12, 2011 and March 15, 2011.

3] COMMITTEES OF DIRECTORSNon Executive Directors provide guidance to operating management on policy matters as well as in monitoring theactions of operating management. This involvement provides regular exchange of information and ideas betweenthe non-executive Directors and the operating management.

To conform to the requirement of clause 49 of the Listing Agreement with the Stock Exchange and Companies Act,1956, the Board has constituted the required Committees.

3.1] AUDIT COMMITTEEThe Company has a qualified and independent Audit Committee comprising of 2 Non Executive Director. Thebroad terms of reference of the Audit Committee are in consonance with the provisions of Clause 49 of the ListingAgreement.

The Committee held 4 meetings during the year on April 30, 2010, July 31, 2010, October 30, 2010 and January31, 2011.

The names of Members of the present Committee and their attendance are as follows:

Name of the Members Status No. of Meetings Attended

Mr. Krishnat Desai CHAIRMAN 2

Mr. Pandurang Nawghane MEMBER 2

*Mr. Sunil Khandelwal MEMBER 2

*Mr. R.A. Redkar MEMBER 2

*Mr. P. K. Rajgopal MEMBER 2

Mr. Karsan Chitroda MEMBER 2

*Resigned from directorship w.e.f. 11/08/2011

Category

No. ofBoard

MeetingAttended

Atten-dence At

LastAGM

Outside CommitteeHeld As on31.03.11

No. ofOther

Directorships HeldPositionAs on

31.03.11

YES

NO

NO

NO

YES

YES

YES

Mr. Abhishek Mehta

*Mr. R. A. Redkar

*Mr. P. K. Rajagopal

*Mr. Sunil Khandelwal

Mr. Karsan K. Chitroda

@Mr. Pandurang Nawghane

@Mr. Krishnat Desai

17

9

9

9

17

10

10

7

1

Nil

Nil

1

Nil

2

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

PROMOTER / ED

IND/NED

IND/NED

IND/NED

IND/ED

IND/NED

IND/NED

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Terms of reference:

All the members of Audit Committee are financial literate and have accounting and financial management expertise.

The Committee invites Senior Management personnel and statutory auditors to attend these meetings.

The functions of the Audit Committee include the following:

1. Oversight of the company's financial reporting process and the disclosure of its financial information to ensure that

the financial statement is correct, sufficient and credible.

2. Oversight of the company's financial reporting process and the disclosure of its financial information to ensure thatthe financial statement is correct, sufficient and credible.

3. Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the

statutory auditor and the fixation of audit fees.

4. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.

5. Reviewing, with the management, the annual financial statements before submission to the board for approval, withparticular reference to:

a. Matters required to be included in the Director's Responsibility Statement to be included in the Board's report

in terms of clause (2AA) of section 217 of the Companies Act, 1956

b. Changes, if any, in accounting policies and practices and reasons for the same

c. Major accounting entries involving estimates based on the exercise of judgment by management

d. Significant adjustments made in the financial statements arising out of audit findings

e. Compliance with listing and other legal requirements relating to financial statements

f. Disclosure of any related party transactions

g. Qualifications in the draft audit report.

6. Reviewing, with the management, the quarterly financial statements before submission to the board for approval.

7. Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal controlsystems.

8. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department,staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal

audit.

9. Discussion with internal auditors any significant findings and follow up there on.

10. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspectedfraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the

board.

11. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well aspost-audit discussion to ascertain any area of concern.

12. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders

(in case of non payment of declared dividends) and creditors.

13. To review the functioning of the Whistle Blower mechanism, in case the same is existing.

14. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.

The Audit Committee has reviewed the following information:

1. Management Discussion & Analysis of financial condition and results of operations.

2. Statement of significant related party transactions (as defined by the audit committee), submitted by management

3. Internal Audit Reports relating to internal control weaknesses

3.2] REMUNERATION

Although Remuneration Committee has been constituted by the Company, all matters relating to review andapproval of compensation payable to the Executive and Non Executive Directors are considered by the Boardwithin the overall limits approved by the Members.

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Given below are the details of remuneration paid to Directors during the financial year 2010-11:

Director Sitting Fees Salary & Allowances

Rs. Rs.

Mr. Abhishek Mehta 3000.00 2424001.00

*Mr. R. A. Redkar 3000.00 -

*Mr. P. K. Rajagopal 3000.00 8500.00

*Mr. Sunil Khandelwal 3000.00 -

Mr. Karsan K. Chitroda 3000.00 1614090.00

@Mr. Pandurang Nawghane 64000.00 -

@Mr. Krishnat Desai 73000.00 -

@Appointed as Additional Directors w.e.f. 01/08/2010 and Appointed as Directors in the last AGM.

*Resigned from the Board w.e.f. 11/08/2010

3.3] SHAREHOLDERS' GRIEVANCE COMMITTEE

The Company has constituted a Shareholders' Committee to specifically look into Investors' complaints, if any, andto redress the same expeditiously. The Committee redresses complaints of investors like transfer of shares, non-receipt of Balance Sheet and non-receipt of declared Dividend etc. The Shareholder's Grievance Committee met 1[Once] during the year ended March 31, 2011.

The composition of the Shareholder's Grievances Committee and details of the meetings attended by the Directorsare given below:

Name of Members Category No. of Meetings attended during the year 2010-2011

Mr. Krishnat Desai CHAIRMAN 1

Mr. Pandurang Nawghane MEMBER 1

Mr. Karsan K. Chitroda MEMBER 1

Mr. Sunil Khandelwal is the Compliance Officer of the Company.

4] CODE OF CONDUCT

The Board has laid down a code of conduct for all Board members and senior management of the company.

The Company has obtained the confirmation of the Compliance with the Code from all members of the Board andSenior Management of the company for the year 2010-11. As required by Clause 49 of the Listing Agreement, thedeclaration on compliance of the Company's code of conduct signed by Mr. Abhishek Mehta, Manager Directorforms a part of this Annual Report.

5] DETAILS OF INVESTORS COMPLAINTS RECEIVED DURING THE YEAR

Sr. No Nature of Complaints Received Disposed Pending

1. Non-receipt of Dividend Warrants. NIL NIL NIL

2. Non-receipt of Share Certificate after Transfer NIL NIL NIL

3. Non -receipts of annual report NIL NIL NIL

TOTAL NIL NIL NIL

6] GENERAL BODY MEETINGS

The last three Annual General Meetings were held as under:

Financial Year Date Time Venue

31.03.2010 24.09.2010 11.00 A.M. Registered Office



All the matters as set out in the respective notices were passed by the Shareholders.

No special resolution for the equity shareholders was put through Postal Ballot in the last year, as there was no suchitem, which required passing through Postal Ballot.

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Details of Special resolutions passed in the previous three Annual General Meetings.

AGM Date As per Companies Act, 1956, U/S Particulars of Special Resolution

24.09.2010 198, 269, 309, Appointment of Managing Director

21 Change of name of the Company.

30.09.2009 - -

29.09.2008 - -

Extra Ordinary General Meeting

No Extra Ordinary General Meetings were held during the last financial year.

7] DISCLOSURES

During the year, the Company did not enter into any materially significant related party transactions with itsPromoters, Directors or the Management, their Subsidiaries or relatives etc., which may have a potential conflictwith the interest of the Company at large.

Transaction with related parties as per the requirements of Accounting Standards 18 are disclosed in the Scheduleto the balance sheet.

The company has complied with the requirements of the Stock Exchange, SEBI, and other Statutory Authorities onall matters relating to Capital Markets during the last three years. The Company has paid its listing fees for the2010-11.

8] MEANS OF COMMUNICATION

Quarterly results are published in prominent daily newspapers viz., Free Press & Nav Shakti/Economics Times/Maharashtra Times

All items required to be covered in the Management Discussion and Analysis have been included in the ManagementDiscussion and Analysis as attached to this Report.

The Company's all financial results are published on the BSE website www.bseindia.com

9] GENERAL SHAREHOLDERS INFORMATION

ANNUAL GENERAL MEETING : : 19th Annual General Meeting

DAY & DATE : 28th day, September, 2011

TIME : 11.00 a.m.

VENUE : Registered Office.

10] FINANCIAL CALENDAR

* Financial reporting for the quarter ended June 30, 2011: by 14th of Aug, 2011

* Financial reporting for the quarter ended Sept. 30, 2011: by 14th of Nov, 2011

* Financial reporting for the quarter ended Dec. 31, 2011: by 14th of Feb, 2012

* Financial reporting for the Year ended March 31, 2012: by 15th April, 2012

11] DATE OF BOOK CLOSURE:

Wednesday, September 21, 2011 to Wednesday, September 28, 2011 [both days inclusive].

12] SHARE TRANSFER SYSTEM

The turnaround time for completion of transfer of shares in physical mode is generally 15 days, if the documents areclear in all respects. The Board has delegated the responsibility of Share Transfers to Share Transfer Committee &Registrar & transfer agent under Demat modes are transferred by the Registrar for this purpose within 15 days.

13] TRANSFER UNDER PHYSICAL AND DEMAT MODE

M/S. SYSTEM SUPPORT SERVICES,

[Unit: Acclaim Industries Limited]

209, Shivai Industrial Estate, 89, Andheri Kurla Road,

Sakinaka, Andheri [East], Mumbai - 400 072

Telephone No. 022-28500835

11


14] COMPLIANCE OFFICER

Mr. Abhishek MehtaFlat No. 13, Saubhagya Apts., 3rd Floor,Pavananagar, Chinchwadgaon, Dist. Pune - 411033Telephone No. : 020 - 6410 5645

15] ADDRESS FOR CORRESPONDENCEACCLAIM INDUSTRIES LIMITEDH - 132, Raj Arcade, 1st Floor, Mahavir Nagar,Kandivali (West), Mumbai 400 067Telephone No. : 022 - 4268 7000 Fax : 022 - 4268 7034

16] LISTING

The Bombay Stock Exchange.

17] STOCK CODE OF THE COMPANYThe Bombay Stock ExchangeScript Name: Acclaim Industries LimitedScript Code : 526347

18] DEPOSITORY CONNECTIVITY:CDSL, NSDL

19] ISIN NO. FOR THE COMPANY'S SECURITY:INE051E01017.

20] DEMATERIALISATION OF SHARES

As on March 31, 2011, 32,17,520 Shares representing 64.35% of total Equity Shares were held in dematerializedform with CDSL and 4,23,900 Shares representing 8.48% of total Equity Share Capital were held in dematerializedfrom with NSDL. Member can hold shares in electronic forms and trade the same in Depository System. However,they may hold the same in physical form also.

21] STOCK PRICE DATA:

The monthly high and low quotations of shares traded on the Bombay Stock Exchange Limited is as follows:

Month BSEHigh Low(Rs.) (Rs.)

*April 2010 - -May 2010 50.00 16.50June 2010 32.45 17.60July 2010 18.20 13.60August 2010 18.85 14.20September 2010 19.28 13.98October 2010 17.50 14.05November 2010 25.05 17.00December 2010 24.55 14.00January 2011 20.25 15.00February 2011 18.50 15.75March 2011 30.90 17.00

*The Scrip was suspended for trading during the Month of April 2010 on BSE

22] SHAREHOLDING PATTERN AS ON MARCH 31, 2011:

Category No. Of shares held % of shareholding

Promoters 27,53,000 55.06Mutual Funds 3,800 0.08Corporate Bodies 2,13,287 4.27NRI / OCBs / FII 1,65,300 3.31Indian Public 18,64,613 37.28

Total 50,00,000 100.00

12


23] DISTRIBUTION OF SHAREHOLDING AS ON MARCH 31, 2011 :

No. of Equity Shares held No. of Share Holders No. of Shares held % of Equity Capital

Upto 500 3700 719413 14.388500 - 1000 375 335287 6.7061001 - 2000 135 214100 4.2822001 - 3000 47 129200 2.5843001 - 4000 15 53800 1.0764001 - 5000 24 117000 2.3405001 - 10000 34 243300 4.866

10001 & Above 19 3187900 63.758

Total

24] COMPLIANCEA certificate has been obtained from the Statutory Auditors of the Company regarding compliance of conditionsof Corporate Governance and is attached to this report.

For and behalf of the Board of DirectorsAcclaim Industries Limited

Sd/-Abhishek Mehta

Managing DirectorRegistered Office:ACCLAIM INDUSTRIES LIMITEDFlat No. 13, Saubhagya Apts.,3rd Floor, Pavananagar, Chinchwadgaon,Dist. Pune - 41103330th July, 2011

NOTE: Non-mandatory requirements not implemented

13


DECLARATION ON CODE OF CONDUCT

To,The Member of Acclaim Industries Limited

Pursuant to Clause 49 I (D) of the Listing Agreement entered into with the Bombay Stock Exchanges Limited, I, hereby

declare that to the best of my knowledge and belief, all the members of the Board of Directors and the designatedpersonnel in the senior management of the Company have affirmed compliance with the Code of Conduct for the

financial year ended 31st March 2011.

Sd/-Abhishek Mehta

Managing Director

Date: 30th July, 2011

Place: Pune

14


COMPLIANCE CERTIFICATE ON CORPORATE GOVERNANCE

The Members ofACCLAIM INDUSTRIES LIMITED

We have examined the compliance of the condition of Corporate Governance by Acclaim Industries Limited, for theyear ended March 31, 2011 as stipulated in Clause 49 of Listing Agreement of the Company with the Stock Exchanges

in India.

The compliance of conditions of Corporate Governance is responsibility of the management. Our examination was

limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of thecondition of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statement

of the Company.

In our opinion and to the based of our information and according to the explanation given to us, we certify that the

Company has complied with the conditions of Corporate Governance as stipulated in the Listing Agreement. Westate that no investors grievances are pending for the period exceeding one month against the Company as per

the records maintained by the Shareholder / Investor Grievances Committee. We further state that suchcompliance is neither an assurance as to the future liability of the Company nor the efficiency or effectiveness withwhich the management has conducted the affairs of the Company.

For Arvind Darji Associates


Sd/-Arvind M Darji

ProprietorMembership No.: 41748

Place: MumbaiDate: 30th July, 2011

15


CEO/CFO CERTIFICATION TO THE BOARD(Under Clause 49(V) of Listing Agreement)

I, Mr. Abhishek R. Mehta, Managing Director of Acclaim Industries Limited Certify that —a. I have reviewed the financial statements and the cash flow statement for the year 2010-2011 and that to the best

of our knowledge and belief:

i) These statements do not contain any materially untrue statement or omit any material fact or contain statementsthat might be misleading;

ii) These statements together present a true and fair view of the Bank’s affairs and are in compliance withexisting accounting standards, applicable laws and regulations;

b. There are, to the best of our knowledge and belief, no transactions entered into by the Bank during the year 2010-2011 which are fraudulent, illegal or violative of the Bank’s code of conduct;

c. We accept responsibility for establishing and maintaining internal controls and that we have evaluated the effectiveness

of the internal control systems of the Bank and we have disclosed to the auditors and the Audit Committee,deficiencies in the design or operation of the internal control, if any, of which we are aware of and the steps we havetaken or propose to take to rectify these deficiencies.

d. We have indicated to the Auditors and the Audit Committee -

i) Significant changes in internal control over the financial reporting during the year 2010-2011ii) Significant changes in accounting policies during the year 2010-2011 and that the same have been disclosed in

the notes to the financial statements; andiii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the

management or an employee having a significant role in the Bank’s internal control system over the financialreporting.

For and behalf of the Board of DirectorsAcclaim Industries Limited

Sd/-Abhishek Mehta

Managing Director

Date: 30th July, 2011Place: Pune

16


AUDITORS’ REPORT

Auditors’ Report to the Members of ACCLAIM INDUSTRIES LIMITED (FORMERLY KNOWN AS ELPROPACKAGING LIMITED)

We have audited the attached Balance Sheet of ACCLAIM INDUSTRIES LIMITED (FORMERLY KNOWN ASELPRO PACKAGING LIMITED), as at 31st March 2011, the Profit and Loss Account and Cash Flow Statement forthe year ended on that date annexed thereto. These financial statements are the responsibility of the Company’smanagement. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards requirethat we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free ofmaterial misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures inthe financial statements. An audit also includes assessing the accounting principles used and significant estimates madeby management, as well as evaluating the overall financial statement presentation. We believe that our audit provides areasonable basis for our opinion.

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government of India in terms ofsub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure, a statement on the mattersspecified in paragraphs 4 and 5 of the said Order.

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

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

(ii) in our opinion, proper books of account as required by law have been kept by the company so far as appears fromour examination of those books;

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

(iv) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by thisreport comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act,1956;

(v) On the basis of written representations received from the directors, as on 31st March, 2011 and taken on record bythe Board of Directors, we report that none of the directors is disqualified as on 31st March, 2011 from beingappointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

(vi) in our opinion and to the best of our information and according to the explanations given to us, the said accountsgive the information required by the Companies Act, 1956, in the manner so required and give a true and fair viewin conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the company as at 31st March, 2011;(b) in the case of the Profit and Loss Account, of the profit for the year ended on that date.(c) in the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date.

Subject to following:-

i) The accounts of the company are drawn upon going concern basis despite of the fact that more than fiftypercent of the Company’s net worth is eroded.

ii) The Company has not engaged a Whole Time Company Secretary as required by section 383A of theCompanies Act, 1956.

FOR AMD & COChartered AccountantsFirm Registration No. 130247WSd/-Arvind M DarjiPartnerMembership No.: 41748

Place: MumbaiDate : 30th July, 2011

17


ANNEXURE TO THE AUDITORS’ REPORT

The Annexure referred to in the auditors’ report to the members of Acclaim Industries Limited for the year ended 31st

March, 2011. We report that:

(i) Fixed Assets:

(a) The company is maintaining proper records showing full particulars, including quantitative details and situationof fixed assets.

(b) The company has a programme for physical verification of fixed assets at periodic intervals. In our opinion, thefrequency of verification is reasonable having regard to the size of the Company and the nature of its assets.No material discrepancies were noticed on such verification.

(c) During the year, the company has not disposed off any part of the fixed assets.

(ii) Inventory:

(a) The Management has conducted physical verification of inventory at reasonable intervals. In our opinion, thefrequency of verification is reasonable.

(b) The procedures of physical verification of inventories followed by the management are reasonable and adequatein relation to the size of the company and the nature of its business.

(c) In our opinion and according to the information and explanations given to us, the Company has maintainedproper records of its inventories and no material discrepancies were noticed on physical verification.

(iii) (a) The Company has not granted interest free loan to any parties covered in the register maintained undersection 301 of the Companies Act, 1956.

(b) The Company has taken unsecured loan from four party listed in the register under section 301 of theCompanies Act, 1956. The maximum amount outstanding during the year is Rs. 14,35,00,000/- and the year endbalance was Rs. 14,35,00,000/-.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal controlprocedures commensurate with the size of the company and the nature of its business. During the course of ouraudit, we have not observed any continuing failure to correct major weaknesses in internal control systems.

(v) (a) According to the information and explanations given to us, we are of the opinion that the particulars of allcontracts or arrangements that need to be entered into the register maintained under section 301 of theCompanies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanations given to us, the Company has made transactionin pursuance of contracts or arrangements entered in the register maintained under section 301 of the CompaniesAct, 1956 and exceeding the value of rupees five lakhs in respect of any party during the year.

(vi) The company has not accepted any deposits under the provisions of Sections 58A and 58AA of the Act and therules framed there under.

(vii) The Company does not have formal internal audit system. Internal audit is carried out by in-house staff. In ouropinion, there is a scope for further improvement in the internal audit system.

(viii)To the best of our knowledge and according to the information and explanations given to us, the Central Governmenthas not prescribed any rules for the maintenance of cost records under section 209(1)(d) of the Companies Act,1956.

(ix) According to the information and explanations given to us, and the records of the Company examined by us, in ouropinion, the company is generally regular in depositing the undisputed statutory dues, including 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 material statutory dues as applicable, with appropriate authorities.

18


(b) (i) According to the information and explanations given to us and the records of the Company examined byus, no undisputed amounts payable in respect of income tax, and cess were in arrears, as at 31st March 2011for a period of more than six months from the date they became payable except profession taxRs.29,100/-.

(ii) According to the information and explanations given to us, there are no dues of sales tax, income tax,customduty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

(x) In our opinion, the accumulated losses of the company are more than fifty percent of its networth. Further, the company has not incurred cash losses during the financial year covered bythe audit and the immediately preceding financial year.

(xi) In our opinion and according to the information and explanations given to us, the Company has not defaultedin repayment of dues to a financial institution, bank or debenture holders.

(xii) The Company has not granted loans and advances on the basis of security by way of pledge of shares, debenturesand other securities.

(xiii) In our opinion the Company is not a Chit Fund Company or Nidhi / Mutual Benefit Fund / Society. Thereforethe paragraph 4 (xiii) Order is not applicable to the Company.

(xiv) In our opinion, the Company has maintained proper records of transactions and contracts relating to dealingor trading in shares, securities, debentures and other investments during the year and timely entries have beenmade therein. Further, such securities have been held by the Company in its own name.

(xv) According to the information and explanations given to us, the Company has not given any guarantee for loanstaken by others from banks or financial institutions, during the year.

(xvi) The Company has not raised any term loan during the year under consideration.

(xvii) According to the information and explanations given to us, and on an overall examination of the balance sheetof the company, we report that no fund raised on short basis have been used for long term investment duringthe year.

(xviii) According to the information and explanations given to us, the Company has not made preferential allotmentof shares to parties and companies covered in the Register maintained under Section 301 of the CompaniesAct, 1956.

(xix) As per the information and explanations given to us, the Company has not issued any debenture.

(xx) The company has not raised any money by public issue during the year, and hence paragraph 4(xx) of theOrder is not applicable.

(xxi) During the course of our examination of the books and records of the Company, carried out in accordancewith generally accepted auditing practices in India, and according to the information and explanations given tous, we have neither come across any instances of material fraud on or by the Company, noticed or reportedduring the year, nor have been informed of such case by management.

For AMD & COChartered AccountantsFirm Registration No. 130247WSd/-Arvind M DarjiPartnerMembership No.: 41748Place: MumbaiDate : 30th July, 2011

19


BALANCE SHEET AS AT 31st MARCH, 2011

Significant Accounting Policies and Notes to Accounts 15

Note: The schedules referred to above are an integral part of the Balance Sheet

For AMD & CO For and on behalf of the Board of Directors


Firm Registration No.: 130247W Sd/-

Abhishek Mehta

Sd/- Managing Director

Arvind M Darji

Partner Sd/-

Membership No.: 41748 Karsan Chitroda

Director

Place: Mumbai Place: Mumbai

DATE : 30th July, 2011 DATE : 30th July, 2011

Particulars SchedulesAs at

31st March,2011As at

31st March,2010

I SOURCES OF FUNDS A. SHAREHOLDERS FUNDS a. Share Capital 1 181,524,900 181,470,500b. Reserves and Surplus 2 2,923,800 2,923,800 B. BORROWED FUNDS a. Unsecured Loans 3 332,114,842 11,633,577 C. DEFFERED TAX 722,883 - TOTAL 517,286,425 196,027,877 II. APPLICATION OF FUNDS A. FIXED ASSETS Gross Block 4 8,758,382 8,142,380Less:Depreciation 838,142 184,363 Net Block 7,920,240 7,958,017Capital Work In Progress 173,582,863 - 181,503,103 7,958,017

B. INVESTMENTS 5 - 10,000,000 C. CURRENT ASSETS & LOANS AND ADVANCES a. Inventories 6 60,911,783 28,024,244b. Sundry Debtors 7 470,453,941 139,836,643c. Cash and Bank Balance 8 20,994,346 1,827,917d. Loans and Advances 9 13,222,821 45,042,753 565,582,891 214,731,557Less: CURRENT LIABILITIES AND PROVISIONS a. Current Liabilities 10 325,469,698 161,647,738b. Provisions 11 8,494,945 1,894,945 333,964,643 163,542,683 NET CURRENT ASSETS 231,618,248 51,188,874 D. MISCELLANEOUS EXPENDITURE - -(to the extent not wriiten off/ adjusted) PROFIT & LOSS 104,165,074 126,880,986(Debit Balance) TOTAL 517,286,425 196,027,877

(in Rs.) (in Rs.)

20


PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31st MARCH, 2011

Significant Accounting Policies and Notes to Accounts 15

Note: The schedules referred to above are an integral part of the Balance Sheet




Abhishek Mehta


Arvind M Darji

Partner Sd/-


Director



Particulars SchedulesAs at


31st March,2010

INCOME

Sales 2,877,158,145 1,236,847,240

Other Income 12 583,219 96,215

Increase in Stock 32,887,539 7,893,305

2,910,628,903 1,244,836,760

EXPENDITURE

Material Cost 13 2,851,247,144 1,226,569,390

Administration Expenses 14 12,224,341 6,278,129

Interest 14,142,910 197,668

Emplolyees Cost 2,255,942 2,070,172

Unadjusted Forex Loss 65,993 14,396

Depreciation 653,779 179,650

2,880,590,109 1,235,309,405

PROFIT BEFORE TAX 30,038,794 9,527,355

Less: Provision for Taxation 6,600,000 1,800,000

Less: Deffered Tax Liability 722,883 -

PROFIT AFTER TAX 22,715,911 7,727,355

Balance in P & L Account B/F (126,880,985) (134,608,340)

SURPLUS/(DEFICIT) CARRIED TO BALANCE SHEET (104,165,074) (126,880,985)

Earning Per Share (Rs.) 4.55 1.55

(in Rs.) (in Rs.)

21


SCHEDULES ANNEXED TO AND FORMING PART OF BALANCE SHEET AS AT 31st MARCH 2010

ParticularsAs at


31st March,2010

SCHEDULE 1

SHARE CAPITAL

Authorised

50,00,000 Equity Shares of Rs. 10/- each 50,000,000 50,000,000

15,00,000, 9% Cumulative Redeemable Preference 150,000,000 150,000,000

shares of Rs 100 each

200,000,000 200,000,000

Issued, Subscribed and Paid-up:

50,00,000 Equity Shares of Rs. 10/- each fully 50,000,000 50,000,000

called up

Less: Calls Unpaid 75,100 129,500

49,924,900 49,870,500

13,16,000, 9% Cumulative Redeemable 131,600,000 131,600,000

Preference shares of Rs 100 each

181,524,900 181,470,500

SCHEDULE 2

RESERVE AND SURPLUS

Capital Reserve 2,923,800 2,923,800

(Capital Subsidy from State Government)

2,923,800 2,923,800

SCHEDULE - 3

UNSECURED LOANS

Bank Overdraft (As per Books) 91,331,978 11,461,643

Inter Corporate Deposits 203,505,000 171,934

Deffered Liabilities for Capital Goods 37,277,864 -

332,114,842 11,633,577

SCHEDULE 4

FIXED ASSETS

AS AT

31st March

2010

ADDI-

TIONS

AS AT

31st March

2011

AS AT

31st March

2010

FOR

THE

YEAR

AS AT

31st March

2011

AS AT

31st March

2011

AS AT

31st March

2010

GROSS BLOCK DEPRECIATION NET BLOCK

1. Office building

2. Electric Installations

3. Computers

4. Office Equipments

5. Vehicle

TOTAL

4,681,200

66,666

3,281,421

113,093

-

8,142,380

-

-

-

7,990

608,012

616,002

4,681,200

66,666

3,281,421

121,083

608,012

8,758,382

52,315

9,426

118,478

4,144

-

184,363

76,304

4,713

531,918

5,713

35,131

653,779

128,619

14,139

650,396

9,857

35,131

838,142

4,552,581

52,527

2,631,025

111,226

572,881

7,920,240

4,628,885

57,240

3,162,943

108,949

-

7,958,017

(in Rs.) (in Rs.)

22


SCHEDULES ANNEXED TO AND FORMING PART OF BALANCE SHEET AS AT 31st MARCH 2011

SCHEDULE 5

INVESTMENTS

Particulars As at 31stMarch, 2011 As at 31st March, 2010

Investment in Unquoted Investments Face Value Nos Rs. Nos. Rs.

Ashapura Garment Ltd 10 - 111,112 10,000,000

TOTAL 111,112 10,000,000

ParticularsAs at


31st March,2010

SCHEDULE 6

INVENTORIES

Finished Goods (At lower of cost or net realisable value) 49,592,401 28,024,244

Stock In Transit 11,319,382 -

SCHEDULE 7 60,911,783 28,024,244

SUNDRY DEBTORS

(Unsecured,considered goods)

Due for more than Six months 2,399,638 2,699,035

Other Debts 468,054,303 137,137,608

470,453,941 139,836,643

SCHEDULE 8

CASH AND BANK BALANCES

Cash In Hand 894,767 195,795

Balance with Schedule Bank in Current Account 5,160,414 1,632,122

Balance in Fixed Deposit 14,939,165 -

20,994,346 1,827,917

SCHEDULE 9

DEPOSITS, LOANS AND ADVANCES

(Unsecured Considered Good )

Advance for Office Premises 7,500,000 -

Advance to Supplier 600,497 13,470,437

Loan to Corporate 700,000 28,862,920

Advances for Capital Goods 1,077,124 -

Deposits 647,799 34,000

Income Tax / TDS 2,697,401 515,525

Advance Salary - 1,828,747

Interest Receivable - 289,007

Prepaid Expenses - 42,117

13,222,821 45,042,753

(in Rs.) (in Rs.)

23


ParticularsAs at


31st March,2009

SCHEDULE 10

CURRENT LIABILITIES

Sundry Creditors 95,111,057 160,762,664

Creditors for LC Purchase 137,568,643 -

Creditors for Capital Goods 44,670,511 -

Creditors for Expenses 562,647 176,105

Advance from Customers 46,832,448 296,947

Professional Tax Payable 29,100 45,645

TDS Payable 100,030 37,039

Duties and Taxes 595,262 329,339

325,469,698 161,647,739

SCHEDULE 11

PROVISIONS

Provision for Income Tax 8,494,945 1,894,945

8,494,945 1,894,945

SCHEDULE 12

OTHER INCOME

Discount received 3,559 3,136

Interest on fixed deposit (Current Year TDS Rs. 47,246/-) 490,424 12,479

Interest received on Unpaid Capital 33,600 -

Profit on Sale of Investments 55,636 -

Interest on Income tax refunded - 80,600

583,219 96,215

SCHEDULE 13

MATERIAL COST

Purchases 2,851,247,144 1,215,092,851

Carriage Inward - 4,893,654

Loading & Unloading Charges - 6,582,885

2,851,247,144 1,226,569,390

24


SCHEDULE 14

OTHER EXPENSES

Directors Remuneration 4,038,091 3,017,645

Sitting Fees 152,000 64,000

Bank Charges 5,479,587 144,325

Insurance Expenses 23,417 -

Staff Welfare Expenses 23,928 48,602

Rates and Taxes - 418,993

Office expenses 436,521 33,409

Rent Expenses 438,706 192,800

Postage, Courier and Telephone Expenses 70,313 76,843

Printing and stationery 98,538 90,143

Discount Allowed 44,929 43,950

Donations 275,000 661,000

Advertisment Expenses 217,009 161,959

Business Promotion Expenses 717 -

Newspaper Subscription & Membership Fees 99,552 6,072

Vehicle Expenses 51,237 14,231

Computer Expenses 28,165 -

Entertainment Expenses 31,965 -

Registrar Fees 58,067 38,596

Travelling and conveyance Expenses 76,845 149,457

Web Designing Expenses 3,800 -

Repair and Maintenance Charges 1,903 126,223

Legal & Professional fees 408,601 130,328

Warehousing Charges - 480,045

Listing Fees - 214,058

Payment to Auditors 165,450 165,450

12,224,341 6,278,129

ParticularsAs at


31st March,2009

Depreciation under Sec 32 for the A Y 2011 - 12 (Year ended 31.3.11)

(in Rs.) (in Rs.)

25


Cash flow statement pursuant to Clause 32 of the Listing Agreement for the year ended 31st March,2011

Note: (i) Figures in brackets indicate outflows

(ii) Cash and cash equivalent is cash and bank balance as per balanceheet


Chartered Accountants Sd/-

Firm Registration No.: 130247W Abhishek Mehta


Arvind M Darji Sd/-

Partner Karsan Chitroda

Membership No.: 41748 Director



CASH FLOW FROM OPERATING ACTIVITIESYear Ended

31st March,2011Year Ended

31st March,2010

(Rs./Thousand) (Rs./Thousand)

A) CASH FLOW FROM OPERATING ACTIVITIES

Net Profit before Taxes and Extra ordinary item. 30,039 9,527

Adjustments

Amortisation of Expenses - -

Undajusted forex gain/loss 66 14

Depreciation 654 179

Interest Received (524)

Interest Paid 14,143 -

Margin Money refunded - -

Income from Investments (56) (12)

Operating Profit before Working Capital Changes 44,322 9,708

Adjustments -

Increase / Decrease in Inventory (32,888) (7,894)

Increase / Decrease in Trade & Other receivable (330,617) (9,312)

Increase / Decrease in Loan & Advances 31,820 (42,082)

Increase / Decrease in Sundry Creditors 163,822 56,597

Cash generated from operations (123,541) 7,017

Extra ordinary income - -

Less: Interest Paid 14,143

Net Cash Generated from Operating Activities (137,684) 7,017

B) CASH FLOW FROM INVESTING ACTIVITIES

Purchase of Fixed Assets (616) (8,076)

Purchase of Investments - (10,000)

Sale of Fixed Assets - -

Capital Work In Progress (173,583) -

Sale/Redemption of Investments 10,000 -

Interest received 524 -

Income from Investments 56 12

(163,619) (18,064)

C) CASH FLOW FROM FINANCING ACTIVITIES

Unpaid Calls Received 54 -

Gain / Loss in Forex (66) (14)

Increase/(Decrease) Long Term borrowing 320,481 11,633

320,469 11,619

NET CHANGE IN CASH AND CASH EQUIVALENT (A+B+C) 19,166 572

CASH AND CASH EQUIVALENT AS AT 01.04.2010 1,828 1,256

CASH AND CASH EQUIVALENT AS AT 31.03.2011 20,994 1,828

26


SCHEDULES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2011 (continued)

SCHEDULE 15: SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO ACCOUNTS

15.1.1 Basis of preparation of financial statementsThe financial statements are prepared under the historical cost convention on an accrual basis in accordancewith the Generally Accepted Accounting Principles in India (“GAAP”). GAAP comprises accounting standardsas specified in Rule 3 of the Companies (Accounting Standards) Rules 2006, and the relevant provisions of theCompanies Act, 1956 to the extent applicable.

15.1.2 Use of EstimatesThe preparation of financial statements in conformity with the generally accepted accounting principles requiresmanagement to make estimates and assumptions that affect the reported amount of assets and liabilities onthe date of financial statements and the reported amount of revenues and expenses during the reportingperiod. The difference between the actual results and estimates are recognized in the period in which resultsare known / materialized.

15.1.3 Revenue RecognitionRevenue is recognized when it is earned and no significant uncertainty exists as to its ultimate collection.Interest income is recognized on a time proportion basis. Dividend is recognized when right to receive isestablished.

15.1.4 Fixed Assets and DepreciationFixed Assets are stated at cost, after reducing accumulated depreciation and impairment upto the date ofBalance Sheet. Direct costs are capitalized until the assets are ready for use and include financing costsrelating to any borrowing attributable to acquisition or construction of those fixed assets which necessarilytake substantial period of time to get ready for its intended use. Intangible assets are recorded at the considerationpaid for acquisition of such assets. Depreciation on fixed assets is provided at the rates and in the mannerspecified in Schedule XIV of the Companies Act, 1956, on SLM Method.

15.1.5 Taxes on IncomeTax on income for the current period is determined on the basis of estimated taxable income and tax creditscomputed in accordance with the provisions of the Income Tax Act, 1961 and based on the expected outcomeof assessments / appeals.

Deferred tax is recognized on timing differences between the accounting income and the estimated taxableincome for the year and quantified using the tax rates and laws enacted or substantially enacted as on thebalance sheet date. Deferred tax assets/Liabilities, other than brought forward business loss and unabsorbeddepreciation are recognized and carried forward to the extent there is reasonable certainty that sufficientfuture taxable income will be available against which deferred tax assets/Liabilities can be adjusted.

15.1.6 Provisions, Contingent Liabilities and Contingent AssetsThe company recognizes a provision when there is a present obligation as a result of a past event that probablyrequires an outflow of resources and a reliable estimate can be made of the amount of the obligation. Adisclosure for a contingent liability is made when there is a present obligation that cannot be estimated reliablyor a possible or present obligation that may, but probably will not, require an outflow of resources. When thereis a possible obligation or a present obligation that the likelihood of outflow of resources is remote, noprovision or disclosure is made. Provisions are made for all known losses and liabilities and future unforeseeablefactors that may affect the profit of the entity. Accounting for contingencies (gains and losses) arising out ofcontractual obligation, are accounted on the basis of mutual acceptances. Contingent Assets are neitherrecognized nor disclosed. Provisions, Contingent Liabilities and Contingent Assets are reviewed at each BalanceSheet date.

15.1.7 Events Occurring After the Balance Sheet DateWhere material, events occurring after the date of the Balance Sheet are considered upto the date of approvalof accounts by the Board of Directors

27


15.1.8 Impairment of AssetsManagement periodically assesses using, external and internal sources, whether there is an indication that anasset may be impaired. An impairment loss is recognized wherever the carrying value of an asset exceeds itsrecoverable amount. The recoverable amount is higher of the asset’s net selling price and value in use i.e. thepresent value of future cash flows expected to arise from the continuing use of the asset and its eventualdisposal. An impairment loss for an asset is reversed if there has been a change in the estimates used todetermine the recoverable amount since the last impairment loss was recognised. The carrying amount of anasset is increased to its revised recoverable amount, provided that this amount does not exceed the carryingamount that would have been determined (net of any accumulated amortization or depreciation) had noimpairment loss been recognised for the asset in prior years.

15.1.9 Earnings per shareIn determining earnings per share, the company considers the net profit after tax. The number of shares usedin computing basic earnings per share is the weighted average number of shares outstanding during the period.Diluted earnings per share are computed using the weighted average number of basic and diluted commonequivalent shares outstanding during the period except where the result would be anti-dilutive.

15.1.10 Cash Flow StatementCash flows are reported using the indirect method, whereby profit before tax is adjusted for the effects oftransactions of a non cash nature and any deferrals or accruals of past or future cash receipts or payments. Thecash flows from operating, financing and investing activities of the company are segregated.

15.1.11 InvestmentsInvestments that are readily realizable and intended to be held for not more than a year are classified ascurrent investments. All other investments are classified as long term investments.

Current investments are carried at lower of cost and fair value determined on an individual investment basis.Long term investments are carried at cost. However, provision for diminution is made to recognize a decline,other than temporary in nature, in the carrying amount of such long term investments.

15.1.12 InventoriesInventories are valued at lower of cost or net realizable value.

15.1.13 Borrowing Costi) Borrowing costs on working capital is charged to profit and loss statement in the year of incurrence.ii) Borrowing costs that are attributable to the acquisition of tangible fixed assets are capitalized till the

date of substantial completion of the activities necessary to prepare the relevant asset for its intendeduse.

iii) Borrowing costs that are attributable to the acquisition or development of intangible assets are capitalizedtill the date they are put to use.

15.1.14 Employees Benefiti) Bonus is paid to all employees on yearly basis. The liability on account of bonus is provided on actual basisii) Incentives such as mediclaim and insurance are paid for permanent employees by the Company. The

liability on account of such incentives is provided on actual basis.iii) The rules of the company do not provide for encashment of unutilized leave.

15.1.15 Foreign Currency TransactionsTransactions denominated in foreign currency are recorded at the exchange rate prevailing at the date oftransaction. Monetary items denominated in foreign currency at the year end are translated at year end rate.The exchange differences arising on settlement / translation are recognized in the Profit and Loss Account.

15.2 NOTES TO FINANCIAL STATEMENTS

28


15.2.1 There are no Micro, Small and Medium Enterprises, as defined in the Micro, Small and Medium EnterprisesDevelopment Act, 2006 to whom the Company owes dues on account of principal amount together withinterest and accordingly no additional disclosures have been made. The above information regarding Micro,Small and Medium Enterprises has been determined to the extent such parties have been identified on thebasis of the information available with the company.

15.2.2 As per the best estimate of the management, no provision is required to be made as per Accounting Standard(AS -29) as notified by Companies (Accounting Standard) Rules, 2006 in respect of any present obligation as aresult of a past event that could lead to probable outflow of resources, which would be required to settle theobligation.

15.2.3 Earnings per share

(In Rs.)Particulars Year ended 31st Year ended 31st

March, 2011 March, 2010

a) NumeratorProfit after tax and taxation adjustments 2,27,15,911 77,27,354 of earlier years

b) DenominatorWeighted average number of equity shares 49,87,050 49,87,050

c) Earnings per equity share (EPS) (Basic and diluted) Numerator

EPS = ……………… Denominator 4.55 1.55

d) Nominal value of equity share 10 10

15.2.4 Reconciliation between basic and dilutive shares

The reconciliation between basic and dilutive shares

Particulars Year ended Year ended

31st March, 2011 31st March, 2010

Weighted average shares used in computing basic 49,87,050 49,87,050

earnings per share

Dilutive effect of stocks Nil Nil

Weighted average shares used in computing diluted 49,87,050 49,87,050

earnings per share

15.2.5 In the opinion of the Board, the provisions for known liabilities are adequate and current assets in the ordinary

course of business have a value at least equal to the amount at which they are stated.

15.2.6 Directors Remuneration

Particulars Year ended Year ended

31st March, 2011 31st March, 2010

Salary and Perquisites 39,71,138 30,17,645Sitting Fees 1,52,000 64,000

15.2.7 In accordance with the Accounting Standard (AS-28) on “Impairment of Assets” the Management during theyear carried out an exercise of identifying the assets that may have been impaired. On the basis of this review

carried out by the management, there was no impairment loss on fixed assets during the year ended March 31,2011.

29


Iron & Steel Year ended 31st March, 2011 Year ended 31st March, 2010

Opening Stock

Purchases

Sales

Closing Stock

845.50

47,585.48

47,036.95

1394.03

280.24

16,715.22

16,920.92

495.92

449.69

31,335.18*

30,939.48*

845.50

201.30

12,193.05

12,709.62

280.24

QTY (M ton) Rs. In Lacs QTY (M ton) Rs. In Lacs

*The above Qty is excluding 1,74,568 meters of seamless pipe but the same is considered whilecalculating the stock value.

15.2.10 There are no amounts due and outstanding to be credited to Investor Education andProtection Fund.

15.2.11 Sundry debtors, Loans and Advances and creditors balances are subject toconfirmation, reconciliationand consequent adjustments, if any.

15.2.12 Auditors Remuneration

Particulars Year ended Year ended31stMarch, 2011 31stMarch, 2010

Audit Fees 1,10,300 1,10,300Tax Audit Fees 55,140 55,140

Total 1,65,450 1,65,450

15.2.13 Foreign Currency TransactionsAmount (net) in foreign currency on account of the following:

Particulars Year ended Year ended31st March, 2011 31st March, 2010

Amount in Rs. Amount in Rs.

Import of Goods 89,39,212 36,40,089

15.2.8 Deferred Taxation

Particulars As at March 31, 2011 As at March 31, 2010

Deferred Tax Liability

Related to Fixed Assets Nil Nil

Less: Deferred Tax Liability for Current Year 7,22,883 Nil

Net Deferred Tax Liability / (Asset) 7,22,883 Nil

15.2.9 Quantitative information in respect of principal product:

30


15.2.14 The disclosure requirements in respect of Accounting Standard 18 on "Related Party Disclosures" are asunder:

Key Management Personnel Mr. Abhishek MehtaMr. Karsan Chitroda

The details of transactions entered into by the company, for the year ended March31st, 2011 with Key

Management Personnel are as follows:

Particulars Year ended 31st March, 2011 Year ended 31st March, 2010

Director's Remuneration 39,71,138 30,17,645

Advance Salary Nil 18,28,747

15.2.15 Figures for the previous year have been regrouped / reclassified wherever necessary.

15.2.16 Additional Information as required under Part IV of Schedule VI to the Companies Act, 1956.

31


I Registration Details

Registration No. 068270

Balance Sheet Date 31/03/2011 State Code 011

II Capital raised during the year (Amount in Rs. Thousands)

Public Issue NIL Rights Issue NIL

Bonus Issue NIL Preferential Allottment NIL

III Position of Mobilisation and Deployment of Funds (Amount in Rs. Thousands)

Total Liabilities 5,17,286.43 Total Assets 5,17,286.43

Sources of Funds Application of Funds

Paid up Capital 1,81,524.90 Net Fixed Assets 1,81,503.10

Reserves & Surplus 2,923.80 Investments Nil

Secured Loans Nil Net Current Assets 23,168.25

Unsecured Loans 3,32,114.84 Misc Expenses Nil

Deferred Tax Nil Accumulated Losses 1,04,165.07

IV Performance of the Company

Turnover (including other income) 29,10,628.90 Total Expenditure 28,80,590.11

Profit / (Loss) Before Tax 30,038.79 Profit / (Loss) After Tax 22,715.91

Earning Per Share in Rs. 4.55 Dividend rate % Nil(Refer Note 10 of Schedule B)

V Generic Names of Three Principal Products / Services of Company (as per Monetary Terms) Nil

Products Description Item Code No.(ITC Code)

Land Procurement -

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

BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL BUSINESS PROFILE




Abhishek Mehta


Arvind M Darji

Partner Sd/-


Director



ACCLAIM INDUSTRIES LIMITED

Regd. Office: Soubhagya Apartment, 3rd Floor, Pawana Nagar, Chinchwadgaon, Pune- 411 033.

Attendance Slip 19th Annual General Meeting

Share Holder Details

Name: DP Id :

Address: Registered Folio :

Client Id:

No. of Shares held:

I hereby record my presence at the 19th Annual General Meeting of the company held on Wednesday, 28th September,2011 at 11.00 a.m. at the Regd. Office at Soubhagya Apartment, 3rd Floor, Pawana Nagar, Chinchwadgaon,

Pune- 411 033.

———————————————Signature of the Share holder / Proxy

ACCLAIM INDUSTRIES LIMITED

Regd. Office: Soubhagya Apartment, 3rd Floor, Pawana Nagar, Chinchwadgaon, Pune- 411 033.

Attendance Slip 19th Annual General Meeting

Share Holder Details

Name: DP Id :

Address: Registered Folio :

Client Id:

No. of Shares held:

I / We [ Name of the Proxy (s)]………………………………………………………of being a member (s) of ……………………………… hereby appoint ………………………………………………….of ……………………….orfailing him……………………………………………………............................

As my/our proxy to vote for me/us and on my/our behalf at the 19th Annual Genral Meeting to be held onWednesday, 24th September, 2011 at 11.00 a.m. and at any adjournment thereof.

———————————————Date:- SignaturePlace:-

Note: For this from to be effective, form should be:• Duly filled• Stamped & Signed

• Sent to the Registered Address of the office before 48 hours of the meeting• The proxy should not be a member of the company• Please fill this slip and return it at the entrance of the meeting hall, Thank you.

33


IMPORTANT COMMUNICATION TO MEMBERS

The Ministry of Corporate Affairs, Govt. of India has taken a “Green Initiative in the Corporate Governance” by allowing

paperless compliance by the companies and has issued circular Nos. 17/2011 dated 21-4-2011 and 18/2011 dated 29-4-2011 stating

that service of notice / documents including Annual Report can be sent by electronic mode to its members. To support this Green

initiative of the Government in full measure, members who has not registered their e-mail addresses so far, are requested to

register their e-mail addresses and changes therein from time to time along with their name, address and Folio No./Client Id No., in

respect of their shareholding with :

i) The Registrar and Share Transfer Agents Viz. System Support Services. for shares held in physical form

and;

ii) The concerned Depository Participants in respect of shares held in electronic / demat mode

Upon registration of e-mail address(es), the Company would send Notices / Documents including Annual Report via electronic

mode.

In cases any Member opts / insist for physical copies of above documents, the same would be sent to him by post free of cost at the

address registered with the Company.

REGISTRATION FORM FOR RECEIVING DOCUMENTS IN ELECTRONIC MODE

M/s. System Support Services.,Unit : Acclaim Industries Limited

209, Shivai Industrial Estate,89. Andheri Kurla Road, Sakinaka,

Andheri (East)Mumbai – 400 072.

I/We is/ are member/s of M/s . Acclaim Industries Limited and hereby exercise my/our option to receive thedocuments such as Notices / Circulars / Documents including Annual Reports etc. in electronic mode pursuant to the

circular Nos. 17/2011 dated 21-4-2011 and 18/2011 dated 29-4-2011 by the Ministry of Corporate Affairs, Govt. ofIndia. Please register myfollowing e-mail ID in your records for sending communication through electronic mode.

Regd. Folio/Client Id No. : __________________________________________________

Name of First Member : __________________________________________________

Joint Holder – 1 : __________________________________________________

Joint Holder – 2 : __________________________________________________

E-mail id for registration : __________________________________________________

Signature (1st holder) __________________________(2nd Holder)_______________________________

Date :- ___________________

BOOK - POST

If Undelivered please return to

H Wing, Office # 132, 1st Floor, Raj Arcade, Mahavir Nagar, Kandivli (W), Mumbai - 400067. Maharashtra, India.Tel: +91-22-42687020/30 Fax: 91-22-42687034, Email: [email protected]

Acclaim Industries Limited

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