Adarsh Mercantile Director Report

Dear Members,



The Directors are hereby presenting the Annual Report together with

the audited accounts of the company for the year ended 31st March 2014.



FINANCIAL RESULTS



The working of the Company during the year under review shows a net

profit of Rs 295,948 which is accumulated with the credit balance in

the Statement of Profit & Loss of Rs 8,221,673.



DIVIDEND



Your Directors do not recommend payment of any dividend for the year.



STATUTORY INFORMATION



a) Conservation of Energy



Your Company net being a Manufacturing Company, the provisions relating

to measures for conservation of energy and reduction of energy

consumption are not applicable.



b) Technology absorption



No comment is being made on technology absorption considering the

nature of activities undertaken by your Company during the period under

preview,



c) Foreign Exchange Eaming/Outgo



There has been no foreign exchange earnings or outflow during the

period under preview.



d) information u/s 217(2A) of the Companies Act, 1956, read with the

Companies (Particulars of Employees) Rules, 1975.



None of the employees of the Company was in receipt of remuneration in

the aggregate which was in excess of Rs 6,000,000 if employed

throughout the year, or at a rate which was in excess of Rs 500,000 per

month, if employed for a part of the year.



e) As required under Section 217(2AA) of the Companies Act, 1956, the

Directors of the Company hereby state that:



i; in the preparation of the annual accounts for the year under review,

the applicable Accounting Standards, subject to Notes on Accounts as

stated in the Schedule annexed to the account, has been followed;



ii) the Directors had selected such accounting policies and applied

them consistently and made judgments and estimates that are reasonable

arid prudent so as to give a true and fair view of the state of affairs

of the Company at the end of the Financial year concerned and of the

profit/loss of the Company for the year under review;



iii) the Directors had taken proper and sufficient care for the

maintenance of adequate accounting records in accordance with the

provisions of the Companies Act, 1956 for safeguarding the assets of

the Company and for preventing and detecting fraud and other

irregularities;



iv) the Directors had prepared the Annual Accounts for the year under

review on a going concern basis.



PARTICULARS OF EMPLOYEES



There is no employee in respect of whom particulars pursuant to section

217(2) of the Companies Act, 1956 are required to be given.



AUDITORS



M/s Ray & Co., Chartered Accountants, retires on conclusion of the

Annual General Meeting and being eligible offer themselves for

reappointment.



COMPLIANCE CERTIFICATE



Pursuant to Proviso to sub-section (1) of Section 383A of the Companies

(Amendment) Act, 2000 and Rule 3(1) of the Companies (Compliance

Certificate) Rules, 2001, the Board has appointed M/s PS & Associates,

Company Secretary for certifying the compliance by the Company under

the Companies Act, 1955 and other allied Rules for the financial year

ended on 31.03.2014. The compliance certificate given by M/s PS &

Associates forms part of the Directors'' Report and is annexed herewith.



CORPORATE GOVERNANCE



A separate section on Corporate Governance is included in the Annual

Report under Annexure. The certificate from the Company''s auditors

confirming the compliance in terms of Corporate Governance as

stipulated in clause 49 of the Listing Agreement with the Stock

Exchange is annexed thereto, A certificate from CEO/CFO of the Company

is also annexed.



ACKNOWLEDGEMENT



The Directors wish to place on record their sincere thanks to the

shareholders for their support, co-operation and confidence in the

management of the Company.



The observations made by the auditors in their report are as duly

explained in the relevant notes on accounts,



By order of the Board





Pothera Narayanan Suchita Chhawchharia

Kolkata (Director) (Director)

May 15, 2014