ADVANCE MULTITECH LIMITEDPulkit Goenka Director Shaileshsingh Rjput Director Nirish J. Parikh...

ADVANCE MULTITECH LIMITED ========================================================================== ADVANCE MULTITECH LIMITED BOARD OF DIRECTOR 32nd Annual Report Arvind Goenka Chairman & Managing Director Ashok Goenka Director Shailesh Dhruv Whole time Director Omprakash Jalan Director Pulkit Goenka Director Shaileshsingh Rjput Director Nirish J. Parikh Director J.K. Trivedi Director ANNUAL GENERAL MEETING AUDITORS On Friday, 30th September,2011 Nahta Jain & Associates Plot No,167, Pirana Approach Chartered Accountants Village Piplej, Ahmedabad. 211, New Cloth Market, At 11.30 A.M Ahmedabad – 380 002. BANKERS Union Bank of India Relief Road, Ahmedabad. Shareholders are requested to bring their copy of the REGISTERED OFFICE Annual Report along with them at the Meeting, as 36, Kothari Market, the copies of the Report will not be distributed at Ahmedabad – 380 022. the meeting. PLANT Plot No,167, Pirana Approach Village Piplej, Ahmedabad. CONTENTS PAGE NO.(S) Notice Director’s Report Report on code of Corporate Governance Management Discussion & Analysis Report Auditor’s Report Balance Sheet Profit & Loss Account Schedules Annexed to Balance Sheet and Profit & Loss Accounts Notes Forming part of the Accounts Balance Sheet Abstract & Company’s General Business Profile Cash Flow Statement

ADVANCE MULTITECH LIMITED =========================================================================

NOTICE NOTICE is hereby given that 32nd Annual General Meeting of the Members of Advance Multitech Limited will be held on Friday, the 30th day of September,2011 at Plot No,167, Pirana Approach Village Piplej, Ahmedabad.at 11.30 A.M. to transact the following business.: ORDINARY BUSINESS : 1. To receive, consider and adopt the Audited Balance Sheet as at 31st March, 2011 and Profit & Loss Account for the financial year ended on that date together with the Report of the Board of Director and Auditors thereon. 2. To appoint a Director in place of Shri. Pulkit Goenka, who retires by rotation and being eligible, offers himself for re-appointment. 3. To appoint a Director in place of Shri. Ashok Goenka, who retires by rotation and being eligible, offers himself for re-appointment. 4. To appoint Auditors and fix their remuneration and in this connection to pass with or without

modification, the following resolution as an ORDINARY RESOLUTION : “RESOLVED THAT M/s. Nahta Jain & Associate, Chartered Accountant, Ahmedabad be and is hereby re-appointed as Statutory Auditors of the Company to hold office from the conclusion of this Annual General Meeting until the conclusion of next Annual General Meeting of the Company on a remuneration as may be decided mutually by the Board of Directors of the Company in conclusion with the aforesaid firm of Auditors.”

SPECIAL BUSINESS: 5. To consider and if thought fit to pass with or without modification the following resolution as an

Ordinary Resolution. “Resolved That pursuant to provisions of Section 198, 269, 309 and Schedule XIII to the Companies Act, 1956 and also subject to the confirmation of remuneration by remuneration Committee in its meeting held on 21/03/2011, consent of Members of the Company be and is hereby given to the re-appointment of Mr. Arvind Kumar V. Goenka, as the Managing Director of the Company w.e.f. 01/04/2011 for a further period of 5 years on the terms and conditions as set out in the explanatory statement. Further Resolved That in absence of profit or inadequate profit in any financial year during the tenor of appointment of managing director be paid the salary and perquisites as agreed as the minimum remuneration Resolved Further That the Board Of Directors of the Company be and is hereby authorized further to alter, vary and/or amend the terms and conditions of appointment including remuneration so as not to exceed limit set out in Section 198 and 309 read with Schedule XIII to the Companies Act, 1956 or any amendments thereto. Further Resolved That the Board Of Directors of the Company be and is hereby authorized to do all such acts, deeds and matters or things as may be considered necessary, appropriate, expedient or desirable to give effect to this resolution”.

6. To consider and if thought fit to pass with or without modification the following resolution as an Ordinary Resolution. “Resolved That Mr. Shaileshsing Rajput who was appointed as an additional director w.e.f. 30/08/2011 and who holds office only upto the date of this annual general meeting in terms of Section 260 of the Companies Act, 1956, be and is hereby appointed as a director of the Company liable to retire by rotation”.

To consider and if thought fit to pass with or without modification the following resolution as an Ordinary Resolution.

“Resolved That Mr. Jitendra Trivedi who was appointed as an additional director w.e.f. 30/08/2011 and who holds office only upto the date of this annual general meeting in terms of Section 260 of the Companies Act, 1956, be and is hereby appointed as a director of the Company liable to retire by rotation”.

7. To consider and if thought fit to pass with or without modification the following resolution as an Ordinary Resolution.

“Resolved That Mr. Nirish J. Parikh who was appointed as an additional director w.e.f. 30/08/2011 and who holds office only upto the date of this annual general meeting in terms of Section 260 of the Companies Act, 1956, be and is hereby appointed as a director of the Company liable to retire by rotation”.

NOTES : 1. Explanatory Statement if any, pursuant to section 173(2) of the Companies Act,1956 in respect of

the business under item Nos.4 set out above is annexed hereto. 2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO

APPOINT ONE OR MORE PROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. A PROXY IN ORDER TO BE VALID NEED NOT BE A MEMBER OF THE COMPANY. A PROXY FORM DULY FILLED IN AND SIGNED SHOULD BE RECEIVED AT THE REGISTERED OFFICE OF THE COMPANY AT LEAST 48 HOURS BEFORE THE START OF THE MEETING.

3. The Register of Members and the Share Transfer Book of the Company will remain closed from 26th day of September,2011 to 30th day of September,2011.(Both days inclusive).

4. All documents referred to in the accompanying Notice and Explanatory Statement are open for inspection at the Registered office of the company on all working days except Saturdays between 11.00 A.M. and 1.00 P.M. upto the date of the Annual General Meeting.

5. Members/proxies should bring their attendance slips duly filled in for attending the meeting. 6. Members who have not enchased their dividend warrants pertaining to earlier years may approach

the share department of the company for revalidating the warrants and for obtaining the duplicate warrants.

7. Members are requested to intimate the change in their address, if any, to the Registered office of the Company writing their folio no.

8. Members holding shares in more than one folio in identical order of name are requested to write to the Registered office of the company enclosing their share certificate to enable us to consolidate their holdings in one folio, to facilitate better service.

9. Members who have not forwarded earlier the details of their bank account number and name and address of the bank are requested again to send the same.

10. Shareholders seeking any information on the account or operations are requested to write to the company at an early date so as to enable the management to keep the information ready.

By order of the Board Registered Office : For ADVANCE MULTITECH LTD. 36, Kothari Market, Ahmedabad – 380 022. (Arvind Goenka) Date : 30/08/2011 Chairman & Managing Director

ADVANCE MULTITECH LIMITED ========================================================================= Statement Regarding the Directors seeking appointment/ re appointment in ensuing annual general meeting. Name of Director

Mr. Arvind Goenka

Mr. Ashok Goenka

Mr. Pulkit Goenka

Mr. Jitendrakumar Trivedi

Mr. Shaileshsingh Rajput

Mr. Nirish J. Parikh

Date of Birth

01/07/1962 16/04/1955 30/05/1983 24/05/1943 19/05/1967 02/07/1955

Date of appointment

09/07/1990 20/11/1997 30/07/2009 30/08/2011 30/08/2011 30/08/2011

Expertise in specific functional area

25 years Exp.in business as chairman & M.G.Director

35 years Exp.in business as Director

Expertise in Marketing

32 years Exp. In Petro, Oil & Gas Ind. Marketing

25 years Exp.in production quality control

35 years Exp. in petro, oil & gas sector

Qualification

M.sc B.com, LLB

B.com B.com. B.sc. B.com

No. of Equity Shares held

226600 372900 128700 NIL NIL NIL

List of Outside Company Directorship held

Advance Petro-chemicals Ltd.


Nil Advance Petro-chemicals Ltd.



Chairman/ Member of Committees of Board Of Directors of the Company.

Chairman- Shareholders Grievance Committee

Member- Audit Committee Member- Shareholders Grievance Committee

Member- Remuneration Committee

Member- Audit Committee

Chairman- Remuneration Committee Member- Audit Committee

Member- RemunerationCommittee Member- Audit Committee

Chairman/ Member of Committees of Board of Directors of the Companies in which he/she is director Audit Committee Shareholders Grievance Committee

Member- Shareholders Grievance Committee

Chairman- Shareholders Grievance Committee

Nil Member- Audit Committee

Member- Remuneration Committee Member- Audit Committee

Member- RemunerationCommittee Member- Audit Committee

ADVANCE MULTITECH LIMITED ========================================================================= Annexure to Notice: Explanatory Statement pursuant to Section 173 (2) of the Companies Act, 1956: Item No.5 Mr. Arvindkumar Goenka is the promoter of the Company, under his visionary leadership, the company has recorded growth since inception to the current year. There has been manifold increase in responsibilities shouldered by Top Management. Therefore to compensate the Chairman and Managing Director- Mr. Arvind Goenka, fairly and in consonance with the industrial standards, as recommended by the Remuneration Committee, the Board approved, subject to the consent of Members, the re-appointment and enhancement of remuneration. The terms and conditions of re-appointment of Managing Director are under:

(a) A salary In the Scale of Rs.1,00,000/- (Rupees One Lac) p.m - Rs.1,25,000/- (Rupees One Lac Twenty Five Thousand) p.m

CATEGORY A:-

This will comprise housing, medical re-imbursement, leave travel concession, club fees and other Benefits, allowances, expenses etc.

These may be provided for as under : -

(i) HOUSING :-

(a) The expenditure by the Company on hiring unfurnished accommodation subject to a ceiling as may be agreed between the parties.

(b) In case the accommodation is owned by the Company, ten percent of the salary of the appointee shall be deducted by the Company.

(c) In case no accommodation is provided by the Company, the appointee shall be entitled to house rent allowance subject to a ceiling laid down in housing (a).

(ii) Payment of gas, electricity, water expenses and furnishing to be valued as per Income Tax Rules, 1962.

(iii) Medical/Hospitalisation Expences Re-imbursement :-

Expenses incurred for the appointee and the family subject to a ceiling of one month’s salary for each completed year of service or five month’s salary over a period of five years.

(iv) Leave travel concession :-

For self and family two times in a block of four years incurred in accordance with the Rules of the Company.

(v) Club Fees :-

Fees for clubs subject to a maximum of two clubs. Admission fees and life membership fees to be paid as per the rules of the Company.

(vi) Personal/Medical/Accident Insurance :-

Personal Medical Accident Insurance of an amount, the annual premium of which shall be paid as per the rules of the company.

(vii) Any other benefits, facilities, allowances and expenses as may be allowed under company rules/ schemes and available to other employees.

Note :-

(i) for the purpose of perquisites stated hereinabove, “family” means spouse, dependent children and dependent parents of the appointee.

(ii) Perquisites shall be evaluated as per the income-tax rules, wherever applicable.

CATEGORY B:-

1. Contribution to provident fund, superannuation fund or annuity fund will not be included in the computation of the ceiling on perquisites to the extent these, either singly or taken together, are not taxable under the Income Tax, Act,1961. Gratuity payable shall not include half a month’s salary for each completed year of services.

2. Earned Leave :- on full pay and allowances as per the rules of the Company.

3.Encashment of leave at the end of the tenure will not be included in the computation of ceiling on perquisites.

CATEGORY C:-

Provisions of car for use of Company’s business and Telephone at residence will not be considered as perquisites. Personal long distance calls on telephone and use of car for private purpose shall be billed by the Company to the appointee.

Remuneration referred to in sub-clause (a) and (b) above are subject to a ceiling limit prescribed in Section 198 of the Act. Provided however, wherein, in any financial year, during the currency of the tenure of the Managing Director, the company has no profit or it’s net profit is inadequate, the company shall pay to the Managing Director minimum remuneration by way of salary, perquisites, dearness allowance subject to a ceiling as laid down in section (ii) (1) (A) part(ii) of Schedule (xiii) of the Companies Act,1956 as applicable to the Company at the relevant time depending upon the effective capital of the Company.

In the event of re-appointment or cessation of office during any financial year during the tenure of service of contract, a ratable proportion of the aforesaid remuneration shall be payable to the Managing Director.

The Managing Director so long as he functions as such shall not be paid any sitting fees for attending the meeting so the Board of Directors or committee thereof.

The Managing Director shall not so long as he function as such, became interested in or otherwise concerned with directly or through his wife and/or minor children in any selling Agency of the Company without the prior approval of the Central Government.

If prior to the expiration of this period of this agreement, the tenure of the office of the Managing Director is determined by the Company (as provided in clause 10(b) hereof) then and in such case the Managing Director shall be entitled subject to the provisions and limitations contained in Section 318 of the Companies Act,1956 to receive compensation from the Company for the loss of office to the extent provided in that section.

(a) If the Managing Director is desirous of resigning his office as Managing Director, he shall be entitled to do so on giving the Company at least 90 days notice in writing in that behalf at the end of which period his resignation shall take effect.

(b) If the Company is desirous of termination the Services of the Managing Director then in such case the Company shall be bound to give to the Managing Director at least 90

days notice in writing in that behalf at the end of which period the termination shall take effect.

The Managing Director may be removed from office for gross negligence, breach of duty or breach of trust, if the Company passes a special Resolution to that effect but no such resolution shall be passed or be effective unless the Company shall have given due notice of it’s intention to the Managing Director and after giving him an opportunity of being heard and in such event, the Managing Director for loss of office.

The Managing Director shall be entitled to re-imbursement of all expenses which may be incurred by him on behalf of the Company.

The Managing Director shall not as long as he continues to be the Managing Director of the Company be liable to retires by rotation and he shall not reckoned as Director for the purpose of determining the numbers of Directors liable to retirement by rotation.

None of the Directors except Mr. Arvind Goenka, Mr. Ashok Goenka and Mr. Pulkit Goenka are interested or concerned in the Resolution.

Item No.6

To broad base the Board of Directors and to comply with the requirement of Clause 49 of the listing agreement Mr. Shaileshsingh Rajput, was appointed by the Board as an Additional Director in the category of non-executive Independent Director of the Company w.e.f. 30th August, 2011 to hold office till the date of the ensuing Annual General Meeting. The company is in receipt of notice along with deposit of requisite fees offering his candidature for the appointment of director. Hence this resolution for your consideration and approval. The Board recommends for the appointment of Mr. Shaileshsingh Rajput and proposes to pass the resolution as set out in item No. 6 of the Notice as an Ordinary Resolution.

Except, Mr. Shaileshsingh Rajput, none of the Directors of the company are interested or concerned in the resolution.

Item No.7

To broad base the Board of Directors and to comply with the requirement of Clause 49 of the listing agreement Mr. Jitendrakumar Trivedi, was appointed by the Board as an Additional Director in the category of non-executive Independent Director of the Company w.e.f. 30th August, 2011 to hold office till the date of the ensuing Annual General Meeting. The company is in receipt of notice along with deposit of requisite fees offering his candidature for the appointment of director. Hence this resolution for your consideration and approval. The Board recommends for the appointment of Mr. Jitendrakumar Trivedi and proposes to pass the resolution as set out in item No. 7 of the Notice as an Ordinary Resolution.

Except, Mr. Jitendrakumar Trivedi, none of the Directors of the company are interested or concerned in the resolution.

Item No.8

To broad base the Board of Directors and to comply with the requirement of Clause 49 of the listing agreement Mr. Nirish J. Parikh, was appointed by the Board as an Additional Director in the category of non-executive Independent Director of the Company w.e.f. 30th August, 2011 to hold office till the date of the ensuing Annual General Meeting. The company is in receipt of notice along with deposit of requisite fees offering his candidature for the appointment of director. Hence this resolution for your consideration and approval.

The Board recommends for the appointment of Mr. Nirish J. Parikh and proposes to pass the resolution as set out in item No. 8 of the Notice as an Ordinary Resolution.

Except, Mr. Nirish J. Parikh, none of the Directors of the company are interested or concerned in the resolution.

By order of the Board Registered Office : For ADVANCE MULTITECH LTD. 36, Kothari Market, Ahmedabad – 380 022. (Arvind Goenka) Date : 30/08/2011 Chairman & Managing Director

DIRECTOR’ REPORT

To, The Members, Your Directors have pleasure in presenting the 32nd Annual Report and Audited Account of the Company for the period ended 31st March,2011. FINANCIAL RESULTS : 2010-2011 2009-2010 Gross Income 981.23 932.69 Profit before interest, depreciation and tax 36.79 33.54 Profit before depreciation and tax 31.57 29.93 Depreciation 21.06 19.13 Profit before tax 10.51 10.80 Provision for tax 4.76 3.30 Profit after tax 8.10 7.49 Add : Surplus as per last account 110.03 102.55 Surplus available for appropriation 118.12 110.03 Appropriations : Proposed Dividend Nil Nil Transferred to General Reserve Nil Nil Surplus carried to next year 118.12 110.03 DIVIDEND Due to inadequacy of profit available for appropriation during the year under review, your Directors express their in ability to recommend any dividend for the year ended 31st March,2011 REVIEW OF OPERATION During the year under review your company have registered a sales turn over of Rs.981.23 lacks slight increased in comparision to the figure of Rs.932.69 lacks of the previous year Net profit after tax has increased from 7.49 lacs to Rs.8.10 lacs thus improving by almost 8.10% in comparison to the corresponding performance of the previous year. Increase in performance is partially due to the increased revenue generated from the new products. PROSPECTS Due to the buoyancy in the economy and favorable economic conditions, performance of the company will improve substantially in the years ahead. PUBLIC DEPOSITS The Company has not accepted any deposits from the public during the year review and therefore the provisions of the Companies Act,1956 read with company’s (acceptance of deposit) ruls,1975 are applicable to the Company. INSURANCE All the properties of your company have been adequately insured against fire, floods, riots, earthquake, malicious damage and explosion risks. AUDITOR’S REPORT All the items on which comments have been made by the auditors in their Report to the shareholders are self explanatory as explained by way of Notes to the Accounts under Schedule P to the Balance Sheet and Profit & Loss Accounts. AUDITORS M/s.Nahta Jain & Associates, Chartered Accountants, Ahmedabad retire at the forthcoming Annual General Meeting and have conformed their eligibility and willingness to accept the office, if re-appointed. Company under the section 224(1B) of the Companies Act,1956 certified their eligibility. DIRECTOR’S RESPONSIBILITY STATEMENT AS PER SECTION 217 (2AA) OF THE COMPANIES ACT,1956 Pursuant to section 217 (2AA) of the Companies Act,1956 your Directors, based on the representations received from the operating management, and after due inquiry, confirm that : i) In the preparation of the annual account, the applicable accounting standards have been

followed.

ii) They have, in the selection of the accounting policies, consulted the Statutory Auditors and, read with paragraph (i) above, these have been applied consistently and reasonable and prudent judgements and estimates have been made also as give a true and fair view of the state of affairs of the company as at 31st March, 2009 and of the profit of the company for the year ended on that date.

iii) Proper and sufficient care has been taken 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 gruan and other irregularities .

iv) The annual accounts have been prepared on a going concern basis. CORPORATE GOVERNANCE Your company has implemented best practice of corporate Governance in compliance with the requirements of amended Clause 49 of the listing agreement. A separate section on the Corporate Governance and the certificate from the Auditors of the company regarding compliance of the conditions of the corporate governance as stipulated under Clause 49 of the listing agreement with the Stock Exchange form part of the Annual Report. COMPLIANCE CERTIFICATE Compliance Certificate pursuant to Section 383A (1) of the Companies Act, 1946 is attached herewith and forms the part of the report. EMPLOYEES There are no employees drawing salary of Rs.2,00,000/-p.m. and/or Rs.24,00,000/- p.a. and therefore particulars u/s/217 (2A) of the companies Act,1956 read with companies (particulars of employees) amendment rules 1988 is not required. DIRECTORS As per the provisions of Section 256 of the Companies Act,1956 read with Article 144 of the Articles of Association of the company, Shri Ashok Goenka and Shri Pulkit Goenka retire by rotation at the forth coming Annual General Meeting and being eligible offers himself for reappointment. Mr. Shaileshsingh Rajput, Mr. Jitendrakumar Trivedi and Mr. Nirish Parikh have been appointed as Non-executive Independent directors. REMUNERATION COMMITTEE Company has constituted a remuneration committee. The Members of the Committee are Mr. Shaileshsingh Rajput, Shri Nirish Parikh, Shri Omprakash Jalan and Shri Pulkit Goenka. Shri Omprakash Jalan is appointed as a Chairman of the committee. One meeting of the same was held on 21/03/2011. LISTING OF SHARES The equity shares of the company are listed on the following Stock Exchange : Name Address The Bombay Stock Exchange Limited Phiroze JeeJee Bhoy Towers Dalal Street, Mumbai – 400 001. Company has paid annual listing fees for the year 2010-2011 at the aforesaid Stock Exchange. CONSERVATION OF ENERGY ,TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGOINGS.

2010-2011 2009-2010 Electricity Purchase 168160 184145 Total amount (Rupees) 1178019 1371684 Rate per Unit(Rs.) 7.01 7.45 Our industry is not heavy consumer of energy, further during the year under review the company made efforts to conserve energy through reduction consumption, the company will continue to endeavor of conserve energy and use it more efficiently. Company is having it’s own research & development facilities. The process of development is a continuous process resulting in development of new & import substitute products. Company is taking all appropriate measures to absolve the technology in its area of operation. Expenditure in foreign currency, remittance in foreign currency Nil and earnings in foreign currency during the year 17196130/-(previous year Rs.15217041/-)

PERSONNAL Your Company has been maintaining a very cordial and satisfactory relationship with its employees and your Directors wise to place on record their deep sense of appreciation for the devoted services of the executives, staff and workers of the company. APPRICIATION The Board wishes to express its sincere appreciation to all the staff member for the contribution to the performance of the company and to our valued clients, bankers, financial institutions and shareholders for the continued support and the same is expected in years to come. By order of the Board Registered Office For ADVANCE MULTITECH LIMITED 36, Kothari Market, Ahmedabad - 380 022 (Arvind Goenka) Date : 30/08/2011 Chairman & Managing Director CORPORATE GOVERNANCE REPORT FOR THE YEAR 2010/2011. (as required under clause 49 of the listing agreements entered into with the Stock Exchanges) 1. Company’s Philosophy on Corporate Governance: The management of the company believes that corporate performance in the long run is co-related to corporate governance and that well governed companies mitigate non-business risks. It is therefore, committed to further improve the corporate governance practices in the company by lying emphasis on ‘substance’ of corporate governance over the ‘form’. The company endeavors to adopt the best practices in corporate governance and thereby aims to increase the value for all its shareholders. 2. Board of Directors : The Board of Directors comprises of 8 members, of which 2 are executive directors and 6 are non-executive directors. Of the 6 non-executive directors, 2 directors are promoter directors and remaining 4 directors are independent directors i.e. independent of management and free from any business or other relationship, which could materially interface with the exercise of their judgment. The Board does not have any nominee director representing any institution. The directors bring to the board wide range of experience and skills. The composition of the board is in conformity with the listing agreements The names and categories of the Directors on the Board, their attendance at Board meetings during the year and at the last Annual General Meeting, as also the number of Directorships and committee memberships held by them in other companies are given below: __________________________________________________________________________________ Name Category No.of Board Whether No.of Director- No.of Meetings attended ships in other committee Attended AGM held listed public positions during on 30th companies held in other 2010-2011 September, public

2010 Companies _________________________________ Chairman Member Chairman Member ____________________________________________________________________________________ Mr.Arvind Goenka Promoter 12 yes 1 -- -- -- Not Independent Executive Chairman & Managing Director Mr.Ashok Goenka Promoter 10 yes 1 -- -- -- Not Independent Non-Executive Mr.Dr.S.R.Dhruv Independent 09 yes -- -- -- -- Non-Executive

Omprakash Jalan Independent 10 yes 1 2 -- -- Non-Executive Pulkit Goenka Non Executive 11 yes -- 1 -- -- Mr. Shailesh Rajput Non Executive Nil Nil 1 1 -- -- Independent Mr. Jitendra Trivedi Non Executive Nil Nil -- 2 -- -- Independent Mr. Nirish Parikh Non-Executive Nil Nil -- 2 -- -- Indpendent ____________________________________________________________________________________ * Represents Chairmanships/Memberships of Audit committee, shareholder’s/Investor’s Grievance Committee an Remuneration Committee. Mr. Shaileshsingh Rajput, Mr. Jitendrakumar Trivedi and Mr. Nirish Parikh, have been taken on Board w.e.f. 30/08/2011.Board Meetings were held during the year 2010-2011 and the gap between two meeting did not exceed four months. The dates on which the Board Meetings were held were as follows: 17/04/2010, 30/04/2010, 10/06/2010, 05/07/2010, 20/07/2010, 31/07/2010, 25/08/2010, 03/09/2010, 30/10/2010, 12/01/2011, 29/01/2011 and 30/03/2011 The company did not have any pecuniary relationship or transaction with Non-executive Directors during 2010-2011.

3. Audit Committee : The company had constituted an Audit Committee in the year 2003. The scope of the activities of the Audit Committee is asset out clause 49 of the listing agreements with the Stock Exchanges read with section 292A of the companies act,1956. The terms of reference of the audit committee broadly are as under : a) To hold periodic discussions with the Statutory Auditors and internal auditors of the company

concerning the accounts of the company, internal control systems scopes of audit and observation of the Auditors/Internal Auditors;

b) To review compliance with internal control systems. c) To review the quarterly, half-yearly and annual financial results of the company before submission

of the Board; d) To make recommendations to the Board on any matter relating to the financial management of the

company including the Audit Report; e) Recommending the appointment of statutory auditors and fixation of their remuneration. The Chairman of the Audit Committee, Mr.Omprakash Jalan was present at the Annual General Meeting held on 30th September,2010. The composition of the Audit Committee and the details of meetings attended by the Directors are given below: Names of Members Category No.of Meetings attended during the year 2010-2011 Mr. Omprakash Jalan Independent 5 Non-Executive Mr.Shaileshsingh Rajput Independent 5 Non-Executive Mr.Jitendra Trivedi Independent 5 Non-Executive Mr.Nirish Parikh Independent 5 Non-Executive Mr. Ashok Goenka Non-Indepndent 5 Non-Executive Mr.Shaileshsingh Rajput, Mr. Jitendra Trivedi, Mr. Nirish Parikh, have been appointed as members of the committee w.e.f. 30/08/2011 whereas Mr. Pulkit Goenka have resigned as Members of the Audit Committe. Five audit committee meetings were held during 2010-2011. The date on which the said meetings were held was 30/04/2010, 31/07/2010, 03/09/2010, 30/10/2010 and 29/01/2011. All the five members of the committee were present at the meeting.

4. Remuneration Committee : The company had constituted a remuneration committee in the year 2002. The board terms of reference of the remuneration committee are to recommend to the board salary (including annual increments), perquisites and commission to be paid to the company’s managing/whole-time Directors (MD/WTDs), to finalize the perquisites package within the overall ceiling fixed by the Board. The composition of the remuneration committee and the details of meetings attended by the Directors are given below : Names of Members Category No.of Meetings attended during the year 2010-2011 Mr. Omprakash Jalan Independent 1 Non-Executive Mr.Shaileshsingh Rajput Independent -- Non-Executive Mr.Jitendra Trivedi Independent -- Non-Executive Mr.Nirish Parikh Independent -- Non-Executive Mr.Shaileshsingh Rajput, Mr. Jitendra Trivedi, Mr. Nirish Parikh, have been appointed as members of the committee w.e.f. 30/08/2011 whereas Mr. Pulkit Goenka and Mr. S. R. Dhruv have resigned from membership. One meeting of the remuneration committee was held during 2010-2011 on 21/03/2011. The chairman of the remuneration committee, Shri Omprakash Jalan was present at the Annual General Meeting held on 30th September,2010.

The company has complied with non-mandatory requirement of clause 49 regarding the remuneration committee. Remuneration Policy : The company while deciding the remuneration package of the senior management members takes into consideration the following items : a) employment scenario b) remuneration package of the industry and c) remuneration package of the managerial talent of other industries The company pays remuneration by way of salary, perquisites and allowance (fixed component) and commission (variable component) to MD and WTDs. Salary is paid within the range approved by the shareholders. Details of Remuneration for 2010-2011 : Non-Wholetime Director : _________________________________________________________________________________ Name of Director Salary __________________________________________________________________________________ Dr.S.R. Dhruv Rs.10000/- to 17000/-per month __________________________________________________________________________________ Managing Directors : __________________________________________________________________________________ Name Salary Perquisites & Commission Allowances __________________________________________________________________________________ Mr. Arvind Goenka Rs.50000/- -- -- per month __________________________________________________________________________________ Period of contract of MD : 5 years forms 01.04.2011 The contract may be terminated by either party giving the other party six month’s notice or the company paying six month’s salary in lieu thereof

5. Shareholders Committee : Investor’s Grievance Committee was reconstituted on 15.03.2004 to specifically look into the redressal of Investor’s complaints like transfer of shares, non-receipt of balance sheet and non-receipt of declared dividend, etc. The composition of the Investor’s Grievance Committee and the details of meetings attended by the directors are given below : Names of Members Category No.of Meetings attended during the year 2009-2010 ____________________________________________________________________________________ Mr. Arvind Goenka Promoter 1 Non-Independent Executive Mr.Ashok Goenka Promoter 1 Non-Independent Non-Executive Mr.Shailesh Dhruv Non-Independent 1 Executive ___________________________________________________________________________________ No.of complaints received from shareholders from 01.04.2010 to 31.03.2011 comprising of Non receipt of Dividend Warrants, Non receipt of Shares sent for transfer etc : Nil No.not solved to the satisfaction of shareholders as on 31.03.2011 : Nil No. of pending share transfer as on 31.03.2011 : Nil 6. General Body Meeting : a) Location and time, where last three Annual General Meetings (AGMs) were held :- Last three Annual General Meeting was held at Advance Synthetic Mills Opp.Simla Hotel , Narol Char Rasta, Ahmedabad – 382 405. On 30th September, 2008, 30th September, 2009 and 30th September, 2010. Whether Special Resolution : (a) Were put through postal ballot last year No. Details of voting pattern NA Person who conducted the postal ballot exercise NA (b) Are proposed to be conducted through postal ballot No.

Procedure for postal ballot NA (b) Other Meetings :

No Extra-Ordinary General Meeting of shareholders was held during he year 2010-2011. 7. Disclosure : Disclosures on materially significant related party transactions i.e. transaction of the Company of material nature, with its promoters , the directors or the management, their subsidiaries or relatives, etc. that may have potential conflict with interests of the company at large. The Board has received disclosures from Directors and key managerial personnel relating to material nature, with commercial transactions where they and/or their relatives have personal interest. There are no materially significant related party transactions which have potential conflict with the interest of the company at large. Details of non-compliance by the company, penalties, structures imposed on the company by Stock Exchange or SEBI or any statutory authority, on any matter related to capital markets, during the last three years. None. 8. Means of Communication : Half-yearly report sent to each household of shareholders – No. Quarterly results – Yes Which newspapers normally published in – Western Times (English & Gujarati) Any website, where displayed – Yes

Whether it also displays official news release ; and the No presentation made to institutional investor or to analysts Whether MD&A is a part of annual report or not. Yes 9. General Shareholder information : Annual General Meeting : 30th September, 2011 Date & Time : at 11.30 A.M. Venue : Plot No,167, Pirana Approach Village Piplej, Ahmedabad. As required under clause 49 VI(A), particulars of Directors seeking reappointment are given in the explanatory statement to the notice of the Annual General Meeting to be held on 30th September,2010. Financial Calender : Year ending 31st March AGM September Dividend payment In October, if Declared Book closure date : from the 26th day of September,2011 to, the 30th September, 2011 (both days inclusive). Dividend payment date : Dividend warrants are posted in the month of October, if Declared. Listing on Stock Exchange : Bombay Stock Exchange Limited Phiroze JeeJee Bhoy Towers Dalal Street, Mumbai – 400 001. The company has paid annual listing fees to the Stock Exchange as Mumbai for the financial year 2011-2012 Stock Code, Mumbai – 526331 Registrar and transfer agents : All the shares related complaint are being handles inhouse by the company at it’s registered office. The Company has entered into MOU with Bigshare Services Pvt. Ltd., for appointment as R & T of the Company. Share Transfer System : Share Transfers can be at the registered office of the company. The transfer are normally processed within 10-12 days from the date of receipt if the documents are complete in all respects. Director is empowered to approve transfers. Distribution of Shareholding: Number of ordinary shares held Shareholders Shares Amount Number % of Total In Rs. % of Total Up to 5,000 3729 93.93 5198010 12.75 5,001 to 10,000 115 2.90 993000 2.51 10,001 to 20,000 31 0.78 502000 1.27 20,001 to 30,000 13 0.33 337000 0.85 30,001 to 40,000 8 0.20 313000 0.79 40,001 to 50,000 11 0.28 530000 1.34 50,001 to 1,00,000 20 0.50 1501000 3.80 1,00,001 and above 43 1.08 31393800 79.41 Total 3970 100.00 40767810 100.00 Categories of Shareholders : Category Number of Share Voting Holders Strength % A. Promoters holding 1. Promoters

- Indian Promoters 1548180 37.97 - Foreign Promoters Nil Nil

2. Persons acting in concerts Nil Nil Sub-Total 1548180 37.97 B. Non Promoters Holding 3. Institutional Investors a) Mutual Funds and UTI Nil Nil b) Banks,Financial Institutions, Nil Nil

Insurance Companies. (Central/State Govt.Institutions/ Non-Govt.Institutions) c) FIIs Nil Nil Sub-Total 4. Others Nil Nil a) Private Corporates Bodies 1133810 27.82 b) Indian Public 1394791 34.21 c) NRIs/OCBs Nil Nil d) Any other (Please specify) Nil Nil Sub-Total 2528601 62.03 Grant Total 4076781 100.00 ------------------------------------------------------------------------------------------------------------------------------ Note : There is no foreign shareholding comprising of foreign promoters/FIIs/NRIs/OCBs/Foreign Nationals. Plant : Plot No.167, Pirana Approach Village Piplej, Ahmedabad. Address for correspondence : 36, Kothari Market, Ahmedabad-380 022. MANAGEMENT DISCUSSION AND ANALYSIS OVERVIEW : The financial statements of the company have been prepared in compliance with the requirements of the companies Act,1956 and Generally Accepted Accounting Principles (GAAP) in India. There are no material departures from prescribed accounting standards in the adoption of accounting standards. The management of the company accepts responsibility for the integrity and objectivity of these financial statements, as well as for various estimates and judgements used therein. The estimates and judgements relating to the financial statements have been made on a prudent and reasonable basis, in order that the financial statements reflect in a true and fair manner, the form and substance of transactions and reasonably present the company’s state of affairs and profit for the year. INDUSTRY STRUCTURE AND DEVELOPMENTS : Rubber Blanket is used in cloth printing machinery’s, Conveyor Belt is used in Mining, Refineries and Bottling plant, While Rubberised Sheets are used in Defence most of the products, which are manufactured by the company are produced by the small scale industries. There are only few company’s in India which are engaged in the manufacturing of these products. Most of these company’s are in the city of Ahmedabad. Large quantity of these products are also imported from European countries. The company is at present engaged in the manufacturing of rubber products which are mainly used in Textiles, Steel, Mines, Infrastructure, Food Industries etc. as economic situation is gradually improving, the company expects performance in years ahead. Special Rubber Coated Fabrics and Special Conveyor Belt which have been launched during the last year has help in increasing the sales turnover of the company. The Company has developed special products for Marine Industries and floating roof for refinery Industries and also developed special Rubber Blanket for long printing machine. SWOT ANALYSIS OF THE COMPANY : (OPPORTUNITY,RISK,CONCERN AND THRAT) STRENGTHS : Operating in a value added segment with integrated manufacturing facilities. High quality of products. Good products portfolio Successful and rapid penetration in domestic market. State of the art plant with latest technology. Easy availability of raw materials. Cordial labor and Industrial relations and relations with suppliers and customers. WEAKNESSES : High cost debts. Low market capitalisation of equity shares. Absence in export market.

Normal market competition. OPPORTUNITIES : Growing market for Rubber Blanket, Rubberised products, Conveyor belt and Rubber fabrics. Expectation of Robost Economic Growth. Committeed Workforce and Cordial industrial relations. Good Net-work in government supply. Emerging overseas market. THREATS : Uncertainty of Economic Environment. Communal disturbances in the City.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUANCY : The company has a proper and adequate system if internal controls to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition and that transactions are authorized, recorded and reported correctly. The internal control system is supplemented by an extensive program o internal audit review by management and documented policies, guidelines and procedures. The company has an effective system in place towards achieving efficiency in operations, optimum and effective utilization of resources monitoring thereof and compliance with applicable laws. This is continually reviewed for effectiveness and is augmented by written policies and guidelines, the careful selection of qualified personnel. RISKS & MANAGEMENT PERCEPTION : Risk is inherent aspect of business. Risk taking is essential for growth. The negative fallouts of such an ingredient, however, need to be managed through effective risk mitigation both at the strategic as well as at the transactional level. The operations of the company are subject to general business risks and competition in the industry. INDUSTRIAL RELATIONS & HUMAN RESOURCE MANAGEMENT : The company has always recognized the manpower as its asset and that the people had been the driving force for the growth and expansion of the company. The company has always laid special emphasis on the training and development on its people during the year. Industrial relations during the year were cordial and peaceful. The company has taken a number of new initiatives, to improve efficiencies and welfare of its employer. OUTLOOK : As India progressively moves to a free market environment, international producers will have increased access to the Indian market either through the establishment of manufacturing bases in India or from overseas. Indian manufacturers therefore would urgently need to re-engineer themselves, wherever possible, to complete in this environment in terms of costs, quality and product innovation. The company continued its emphasis as technology up-gradation and efficiency in operation. The company’s initiatives for the past few years to modernize its facilities, focus on high-end products, substantially increase its efficiency and to face the global challenges ahead, both within India and overseas markets. CAUTIONARY STATEMENT : Statements in the Management Discussion and Analysis describing the company’s objectives, projections, estimates and expectations may be “forward looking statements” within the meaning of applicable laws and regulations. Actual results may differ materially from those expressed or implied. Important factors that could make a difference to the company’s operations include economic conditions affecting demand/supply and price conditions in the domestic markets in which the company operates, changes in the government regulation, tax laws and other statutes and other incidental factors.

CERTIFICATE To the Members of Advance Multitech Ltd. We have examined the compliance of conditions of Corporate Governance by Advance Multitech Ltd. for the year ended on 31st March. 2011, as stipulated in clause 49 of the listing agreement of the said company with the Bombay Stock Exchange Limited. The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination has been limited to a review of the procedures and implementations thereof adopted by the company for ensuring compliance with the conditions of the certificate of corporate governance as stipulated in the said clause. It is neither and audit not an expression of opinion on the financial statements of the company. In our opinion and to the best of our information and according to the explanations give n to us and the representations made by the Directors and the management , we certify that the company has complied with the conditions of corporate governance as stipulate in clause 49 of the above mentioned listing agreement . As required by the guidance note issued by the Institute of Chartered Accountants of India, we have to state that no shareholders/investor grievance were pending for a period of one month against the company as per the records maintained by the shareholders Investor’s Grievance Committee. We further state that such compliance is neither an assurance as to the future viability of the company nor of the efficiency of effectiveness with the management has conducted the affairs of the company. As per our Report of Even Date Place : Ahmedabad For and on Behalf of Date : 30/08/2011 For, Nahta Jain & Associates Chartered Accountants (CA.Gaurav Nahta) Partner M.No.116735

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ADVANCE MULTITECH LIMITED

AUDITOR'S REPORT

The Shareholders


Ahmedabad,

1. We have audited the attached Balance Sheet of ADVANCE MULTITECH LIMITED at 31st March 2011, the Profit & Loss

Account and also the cash flow statement for the year ended on that date, annexed thereto. These Financial

statements are the responsibility of the Company's management. Our responsibility is to express an opinion on

these financial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that

we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of

material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and

disclosures in the financial statements. An Audit also included assessing the accounting principles used and

significant estimates made by management, as well as evaluating the overall financial statements presentation. We

believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report ) Order, 2003, issued by the Central Government of India in terms of

sub‐section (4A) of Section 227 of the Companies act, 1956, we enclose in the Annexure a statement on the matters

specified in paragraphs 4 & 5 of the said order.

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

1. We have obtained all the information and explanations, which to the best of our knowledge and belief were

necessary for the purpose of our audit ;

2. In our opinion proper books of accounts as required by the law have been kept by the company so far as its

appears from our examination of the books;

3. The Balance sheet and Profit & Loss Account and Cash Flow statement dealt with by this report are in agreement

with such books of accounts;

4. In our opinion, the Balance sheet and Profit & loss account and Cash Flow statement dealt with by this report comply with the accounting standards, referred to in sec. 211 (3C) of the Companies Act 1956. except in respect of Accounting

Standard 15 on accounting for retirement benefits on Gratuity and Leave Encashment as the company follows pay as

cash basis;

5. On the basis of representations received from the Directors of the company, we report that, no director is disqualified as on 31‐3‐2011 from being appointed as a director of the company under the clause (g) of sub section (1) of section 274 of the Companies Act 1956.

6. In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the notes thereon give the information required by the companies act 1956, in the manner so

required and give a true and fair view in conformity with the accounting principles generally

accepted in India

i, In the case of balance sheet, of the state of affairs of the Company as at 31st March 2011 and ii. In the case of

Profit & Loss Account, of the PROFIT for the year ended on that date, iii. In the case of Cash Flow statement, of the cash flow for the year ended on that date.

As per our Report of Even Date

For and on Behalf of

For, Nahta Jain & Associates

Chartered Accountants

Firm Regn. No. 106801W

(CA.Gaurav Nahta)

Place : Ahmedabad Partner

Date : 30.08.2011 M.No.116735

Particulars ScheduleCurrent

YearPrevious

YearSOURCES OF FUNDSShare holder's Fund Share Capital A 40285710 40285710 Reserve & Surplus B 20658630 19848727

Loan Funds Secured Loans C 11445462 7824497 Unsecured Loans 0 0 Deferred Tax Liability 2595795 2830998

74985597 70789932APPLICATION OF FUNDSFixed AssetsGross Block D 37769303 36234667Less: Depreciation 21951448 20049113Net Block 15817855 16185554Add : Work In Progress 3992687 965265

19810542 17150819

Investments E 5710216 5710216Current Assets, Loans &Advances F Current Assets 61529405 65267074 Loans & Advances 11695775 6906735

73225180 72173809

Less: Current Liab. & Provisions G 23760341 24244912Net Current Assets 49464839 47928897

Significant Accounting Policies and Notes on Accounts P 74985597 70789932

As per our attached Report of even date

For, Nahta Jain & Associates For and On Behalf of the Board of Directors

Chartered Accountants ADVACNE MULTITECH LIMITED Firm Regn. No. 106801W ARVIND GOENKA MANAGING DIRECTOR

ASHOK GOENKA DIRECTOR

(CA. Gaurav Nahta) Partner M. No. 116735

Place : Ahmedabad Date : 30/08/2011


BALANCE SHEET AS AT 31ST MARCH 2011

Particulars ScheduleCurrent

YearPrevious

YearINCOME Sales H 96270197 93228766 Other Income I 1853017 1814691 Variation in Stock J 4510253 -1776565

Total A 102633466 93266892

EXPENDITURE Manufacturing & Other Exps. K 93931798 85638127 Office & Administrative Exps. L 1383781 1181018 Selling & Distribution Exps. M 1444218 1194026 Payment & Provision to Emps. N 2194340 1900207 Financial Charges O 522673 360088 Depreciation 2105751 1913080

Total B 101582561 92186545 Profit/(Loss) for the year before Tax 1050906 1080347Less: Provision for taxation Income Tax 476206 329882 Deferred Tax -235203 1396

809903 749069Less : Prior Period Adjustment 0 0

Short Prov. For Income Tax 0 1255Add : Excess FBT 0 0Profit / (Loss) after tax 809903 747814Add: Balance Brought forward from Prev.Yr. 11002688 10254874

Profit /Loss Transferred to Balance 11812591 11002688

Significant Accounting Policies and Notes on Accounts P

As per our attached Report of even date

For, Nahta Jain & Associates For and On Behalf of the Board of Directors

Chartered Accountants ADVACNE MULTITECH LIMITED Firm Regn. No. 106801W ARVIND GOENKA MANAGING DIRECTOR


(CA. Gaurav Nahta)

Partner M. No. 116735

Place : Ahmedabad Date : 30/08/2011


PROFIT & LOSS A/C FOR THE YEAR ENDED ON 31ST MARCH 2011

Current Year

Previous Year

SCHEDULE "A'' OF SHARES CAPITAL

AUTHORISED

5000000(Prev. Yr. 5000000) Equity Shares of ` 10/- each (Prv. Yr. ` 10/- each) 50000000 50000000

Issued Subscirbed and Paid up:4076781 (Prev. Yr. 4076781) Equity share of ` 10/- each fully paid up. 40767810 40767810Less : Allotment Money in Arrears 482100 482100

40285710 40285710

SCHEDULE "B" OF RESERVE & SURPLUSSurplus in Profit & Loss 11812591 11002688Invest. Allow.Res Utilised 925039 925039Share Premium Reserve 7921000 7921000

20658630 19848727

SCHEDULE "C" OF SECURED LOANS1 HDFC Bank 0 1872612

(Overdraft against lein of FDR's )2 UCO Bank 0 3614458

(Overdraft against lein of FDR's )3 Union Bank of India 2718942 2337426

(Overdraft against lein of FDR's )4 Abhudaya Co-Op. Bank Ltd. 6919358 0

(Overdraft against lein of FDR's )5 Nidhi Co-Op. Bank Ltd. 1807162 0

(Overdraft against lein of FDR's )

11445462 7824497

SCHEDULE "E" OF INVESTMENTOTHER INVESTMENT : (LONG TERM)QUOTED AT COST1. Equity share 1,67,850 (1,67,850) fully paid 3594016 3594016

up share of Advance Petro Chemicals Ltd.

UNQUOTED AT COST2. Investment in M/s. Riddhi Steel Tube P. LTd 2116200 2116200

211620 (211620) shares of ` 10/- each

5710216 5710216

SCHEDULE "F" OF CURRENT ASSETS, LOANS & ADVANCES

SCHEDULES

CURRENT ASSETS1. Inventories (As valued and certified by Management)

Raw Materials 3089898 4953441Finished Goods 890916 914663Work-in-progress 6152000 1382000Stock in Transist 0 1428000Stores & Spares 62500 21000Packing Materials 72000 19000Coal & Fuel 76658 24000M/C for Export 315000 551000

10658972 92931042. Debtors

(Unsecured considered good)More than Six Months 12642715 12617041Other debts 21346543 27075258

34019258 396922993. Cash & Bank Balance

Cash in hand 1241680 1674357Balance with scheduled Banks- In current a/cs 594691 1007314 In Fixed Deposit a/c 15014804 13600000

16851175 16281671Total A :- 61529405 65267074

B. LOANS & ADVANCES

Sundry LoansAdvances

(Recoverable in cash or in kind or for value 11560575 6771535to be received)

Sundry Deposits 135200 135200

Total B :- 11695775 6906735

Total A +B 73225180 72173809

SCHEDULE "G" OF CURRENT LIABILITIES &PROVISION

A Current LiabilitiesSundry Creditors & Other Liabilities 23284135 23915030

Total A:- 23284135 23915030B Provisions

For Income Tax 476206 329882

Total B:- 476206 329882Total A + B 23760341 24244912

SCHEDULE "H" OF SALESManufacturing Sales 79074067 78011725

Export Sales 17196130 1521704196270197 93228766

SCHEDULE " I " OF OTHER INCOME Interest - Received 1541941 1525067Profit From Part. Firm 57619 21692Profit on Sales of Machinery 0 63032Trade Discount 144000 204900Export Exps. 94457 0Testing & Certification 15000 0

1853017 1814691SCHEDULE "J" OF VARIATION IN STOCK

Stock at CloseFinished Goods 890916 914663Work-in-progress 6152000 1382000M/C for Export 315000 551000

7357916 2847663Stock at CommencementFinished Goods 914663 171824Work-in-progress 1382000 3252404M/C for Export 551000 1200000

2847663 4624228Increase/(Decrease) in Stock 4510253 -1776565

SCHEDULE "K" OF MANUFACTURING & OTHER EXPENSESOpening Stock 4953441 4526313Add : Stock in Transit 1428000 92105Add: Purchases 73506728 67250784

79888169 71869202Less : Closing Stock 3089898 4953441Less : Stock in Transit 0 1428000

76798271 65487761

Machinery Purchase for Export 9744200 10874324Store, Spare Parts, Electrical Goods& Fittings Consumed 589269 644588Power, Electricity & Fuel Consumed 3385097 4570113Packing Material Consumed 595517 586953Custom Duty 295270 0Freight, Octroi & Cartage 1705630 2741814Electricity & Electric Inspection Exps. 41140 18440Rubber Cess Fees Exp. 46462 132207Excise Expenses 4917 45185Pollution Control Exps. 1250 25000Repairs & Maintenance 260433 271742Factory Exps. 224342 0Factory Rent 240000 240000

93931798 85638127

SCHEDULE "L" OF OFFICE & ADMINISTRATIVE EXPS.

Conveyance & Petrol Exp. 120247 45070Consulting & Professional Fees 145200 141400Insurance 90229 76277Legal Expenses 26000 19500Postage, Stamping & Telephone 273329 224348Printing & Stationery 22747 18380Filing & Listing 11500 15114Office Rent 36000 36000Security Services 3202 33000Professional Tax 2400 2400Misc. Repairs 50306 34240Municipal Tax 2327 2100Loss of Vehicle Sale 39895 0Office & General Exp. 112231 188968Travelling Expenses 339953 201534Auditors Remuneration 23500 52060Service Tax 84714 63608Vehicle Exps. 0 27020

1383781 1181018

SCHEDULE "M" OF SELLING & DISTRIBUTION EXPENSESExport Exps. 0 214073Advertisement 45661 33140Sales Tax 37128 229Commission & Dalali 307360 645310Clearing & Forwarding Charges 1054069 301274

1444218 1194026

SCHEDULE "N" OF PAYMENT TO & PROVISIONFOR EMPLOYEESA. EMPLOYEESSalary & wages 897060 764349Bonus 38032 64201Leave Salary 75656 57774Staff & Labour welfare Exps. 5635 16373Provident Fund & F.P.F. 126649 111302E.S.I.C. 47308 40208

1190340 1054207B. DIRECTORDirectors Remuneration 1004000 846000

2194340 1900207

SCHEDULE "O" OF FINANCIAL CHARGESInterest 511554 348663Bank Commission & Charges 11120 11424

522673 360088

Stores & Spares ConsumedOpening Stock 21000 9500Add : Purchases 630769 656088

651769 665588Less : Closing Stock 62500 21000

589269 644588

Power & Fuel ConsumedCoalOpening Stock 24000 33000Add : Purchases 2259736 3189429


2207078 3198429Electric Charges 1178019 1371684

3385097 4570113Packing Material Consumed

Opening Stock 19000 18000Add : Purchases 648517 587953


595517 586953

Office and General ExpensesOffice Exp. 10719 15975Members Fees 25206 25000Handling Ser. Charges 53508 58272Coolie & Cartage 4065 0Lodging & Boarding Charges 0 4000Licence Fees 2450 0Short Payment R/Off 403 18094Sundry Balance W/off. 4334 0Testing & Certification 0 40088TDS R/Off 90 14Cess Exp 1308 1368Sec. Higher Exps. 195 631Subscription Charges 8924 13747Tender Fees Exps. 1000 51Interest on Tds / Ser.Tax / Sales Tax 29 39Interest on Excise 0 11689

112231 188968

Name of the Assets As at 01/04/2010

Addition Deduction Total Up to 01/04/2010

For the yr. Adjusted Total As at 31/03/2011

As at 31/03/2010

Factory Building 2306898 0 0 2306898 985544 77050 0 1062594 1244304 1321354Plant & Machinery 24155332 565226 0 24720558 14157486 1155039 0 15312525 9408033 9997846P & Machinery (Boiler) 1529206 0 0 1529206 1167373 80742 0 1248115 281091 361833Furniture & Fixure 440501 0 0 440501 250330 27883 0 278213 162288 190171Computer 421109 72262 0 493371 364941 40174 0 405115 88256 56168Vehicles 5183076 1304911 456763 6031224 1791173 618520 203416 2206277 3824947 3391903Office Equipment 568385 49000 0 617385 249937 28968 0 278905 338480 318448Electirc Installation 1628948 0 0 1628948 1081117 77375 0 1158492 470456 547831Cycle 1212 0 0 1212 1212 0 0 1212 0 0

TOTAL :- A 36234667 1991399 456763 37769303 20049113 2105751 203416 21951448 15817855 16185554

Building - WIP 965264.95 3027422 0 3992686.95 0 0 0 0 3992686.95 965265

TOTAL :- A 965264.95 3027422 0 3992686.95 0 0 0 0 3992686.95 965265

TOTAL :- A+B 37199932 5018821 456763 41761990 20049113 2105751 203416 21951448 19810542 17150819

Previous Year 33679500 4040432 520000 37199932 18219065 1913080 83032 20049113 17150819 15460435

Depreciation Gross Block

SCHEDULE "D" OF FIXED ASSETS

Net Block

(` In Lacs) (` In Lacs)2010-2011 2009-2010Amt. (`) Amt. (`)

CASH FLOW OPERATING ACTIVITIESNet Profit before tax & extra-ordinary items 10.51 10.80ADJUSTMENTS FOR :Interest 5.12 3.49Depreciation 21.06 19.13Profit/Loss on sale of assets 0.00 -0.63Dividend 0 0.00Share in Profit of Partnership Firm -0.58 -0.22Loss on sale of assets 0 0.00Interest income -15.42 -15Operating profit before working cap. Charges 20.69 17.32

ADJUSTMENTS FOR :

Trade & other Receivable 0.00 -105.76Inventories 0.00 0.10Trade Payables 0.00 57.51

Cash generated for operation 20.69 -30.82Direct taxes paid -3.31 -3.31Cash Flow Before extraordinary items 17.38 -34.13Extraordinary items 0.00 0.00

Net cash Flow from operating acticities 17.38 -34.13

CASH FLOW FROM INVESTING ACTIVITIESInterest received 15.42 15.25Purchase of Fixed Assets -50.19 -40.40Sale of Fixed Assets 5.00 5.00Decrease in Capital Work- In-Progress 0.00 0.00Misc. Exps. (to the extent not written off) 0.00 0.00Investments 0.00 0.00Sale of Investments 0.00 55.26Dividend received 0.00 0.00Share in loss of partnership Firm 0.58 0.22

-29.19 35.32

CASH FLOW FORM FINANCING ACTIVITIES

Interest paid -5.12 -3.49Secured Loans 0.00 24.24 Unsecured Loans 0.00 0.00Allotment Money in Arrear 0.00 0.00

Net Cash Flow in Financing activities -5.12 20.76 Net Cash used in Cash and Cash Equivalents -16.93 21.94

Net Increase in Cash and Cash Equivalents 5.70 21.94

Cash and Cash Equivalents as at 01/04/2010 162.82 140.87

Cash and Cash Equivalents as at 31/03/2011 168.51 162.82

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

As per our attached Report of even dateFor, Nahta Jain & Associates For and On Behalf of the Board of Directors Chartered Accountants ADVACNE MULTITECH LIMITED Firm Regn. No. 106801W ARVIND GOENKA MANAGING DIRECTOR


(CA. Gaurav Nahta) Partner M. No. 116735

ADVANCE MULTITECH LTD.CASH FLOW STATEMENT

For the year ended 31st March, 2011

Place : Ahmedabad Date : 30.08.2011

SCHEDULE – P

SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS A. Significant Accounting Policies Accounting Convention The financial statements are prepared under the historical cost convention on the “Accrual Concept” of accountancy in accordance with the accounting principles generally accepted in India and comply with the accounting standards issued by the Institute of Chartered Accountants of India to the extent applicable and with the relevant provisions of the Companies Act, 1956. Use of Estimates The preparation of financial statements requires management to make estimates and assumptions that affect the reported amount of assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the actual results and estimates are recognized in the period in which results are known / materialized.

Fixed Assets Fixed Assets are stated at cost less accumulated depreciation and impairment losses, if any. Cost comprises of all expenses incurred to bring the assets to its present location and condition. Borrowing costs directly attributable to the acquisition / construction are included in the cost of fixed assets. Adjustments arising from exchange rate variations attributable to the fixed assets are capitalized.

In case of new projects / expansion of existing projects, expenditure incurred during construction / preoperative period including interest and finance charges on specific / general purpose loans, prior to commencement of commercial production are capitalized. The same has been allocated to the respective fixed assets on completion of construction / erection of the capital project / fixed assets.

Capital assets (including expenditure incurred during the construction period) under erection / installation are stated in the Balance Sheet as “Capital Work in Progress.”

Impairment of Assets At each balance sheet date, the Company reviews the carrying amounts of its fixed assets to determine whether there is any indication that those assets suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of impairment loss. Recoverable amount is the higher of an asset’s net selling price and value in use. In assessing value in use, the estimated future cash flows expected from the continuing use of the asset and from its disposal are discounted to their present value using a pre-tax discount rate that reflects the current market assessments of time value of money and the risks specific to the asset.

Depreciation All fixed assets, except capital work in progress and computer, are depreciated on a straight line method and computer is depreciated on a written down value method at the rates and in the manner prescribed in Schedule XIV of the Companies’ Act, 1956. Depreciation on additions to / deletions from fixed assets made during the period is provided on pro-rata basis from / up to the month of such addition / deletion as the case may be. Investments

Long term investments are stated at cost. Current investments are stated at lower of cost and market price. Provision for diminution in the value of long term investments is made only if such a decline is other than temporary in the opinion of the management. Inventories Raw Materials, Consumable Stores & Spare Parts, Packing Materials & Coal are valued at cost. Semi Finished goods are valued at estimated cost as per “Full absorption basis in accordance with the revise Accounting Standard-2. Finished goods are valued at cost or net realizable value whichever is less. Due consideration is given to the sale ability of the stock and no absolute or unserviceable/damaged items included therein except at their net realizable value.

Revenue Recognition

Sales are recognized when goods are supplied. Sales are net of trade discounts, rebates and vat. It does not include interdivisional sales.

Revenue in respect of other item is recognized when no significant uncertainty as to its determination or realization exists.

Borrowing Cost Borrowing costs that are attributable to the acquisition, construction or production of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily takes a substantial period of time to get ready for its intended use. All other borrowing costs are charged to revenue. Employee Benefits Short –term employee benefits are recognized as an expense at the undiscounted amount in the profit and loss account of the year in which the related service is rendered. Post employment and other long term employee benefits are recognized as an expense in the profit and loss account for the year in which the employee has rendered services.

Taxes on Income Income tax expenses for the year comprises of current tax and deferred tax. Current tax provision is determined on the basis of taxable income computed as per the provisions of the Income Tax Act. Deferred tax is recognized for all timing differences that are capable of reversal in one or more subsequent periods subject to conditions of prudence and by applying tax rates that have been substantively enacted by the balance sheet date. Provision, Contingent Liabilities and Contingent Assets Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources. Contingent liabilities are not recognized but are disclosed in the notes. Contingent assets are neither recognized nor disclosed in the financial statements.

B. Notes on Accounts Particulars March 31,

2011 `

March 31, 2010

` 1. The estimated amount of contracts remaining to be

executed on capital accounts and not provided for Nil Nil

2. Contingent Liabilities in respect of: a. Excise matters disputed in appeal Nil Nil

1. Quantitative Information a) Class of Goods Manufactured

i) Conveyor Belt, Rubber Blanket, Un valcanised Rubber Sheet

b) Licensed /Installed Capacity

Sr. No.

Particular Unit 2010-11 2009-10

i) Licensed Capacity N.A. N.A. ii) Installed Capacity

(As certified by the Management)

Not Ascertained Not Ascertained

c) Information about Production, Turnover and Stock of Finished Goods

1) Production

Production (Industrial Blankets)

Year Ended 31St. March 2011

Year Ended 31St. March 2010

1) Finished Goods Nos./Mtrs. Amount Nos./Kgs. Amount Opening Stock 5 NIL NIL 2 NIL NIL Production 1162 470 N.A. 1603 1448 N.A. Return 8 470 NIL 5 NIL NIL Sales 1175 470 1605 1448 Closing Stock NIL 470 NIL 5 NIL NIL 2) Semi-Finished Goods Opening Stock 1382000 3252404 Closing Stock 6152000 1382000

2) Sales

Particulars 2010-11 2009-10

Quantity Value `

Quantity Value `

Finished Goods (Industrial Products)

1175 79074067 3051 78231302

TOTAL 1175 79074067 3051 78231302

3) Opening Stock of Finished Goods

Particulars 2010-11 2009-10 Quantity

Nos./Mtrs.Value

` Quantity Value

` 5 914663 2 171824

TOTAL 5 914663 2 171824

4) Closing Stock of Finished Goods

Particulars 2010-11 2009-10 Quantity

Nos./Mtrs.Value

` Quantity Value

` 470 890916 5 914663

TOTAL 470 890916 5 914663 d) Details of Raw Material Consumed

Sr No

Particulars 2010-11 2009-10

Quantity Nos./Mtrs.

Value `

Quantity Value `

i) Rubber 448931 27243951 211608 23415190ii) Chemical 162410 21658307 491766.50 27052768iii) Fabrics 242331 24586057 131450.51 18677106

e) Imported and indigenous Raw-Materials, Stores and Spare parts and Components

consumed during the year:

f) CIF Value of Imports during the year ` Nil (Previous Year ` Nil.)

g) Expenditure in foreign currency, remittance in foreign currency Nil and earnings in foreign currency during the year ` 17196130/- (Previous Year ` 15217041/-.)

2. The Profit and Loss Account includes:

(i) Auditors Remuneration

Particulars 2010-11 2009-10 Audit Fees 23500 36000

TOTAL 23500 36000 3. DEFERRED TAX Major components of deferred tax are:

Particulars As at March 31,

2011

As at March 31,

2010 Deferred Tax Liability/Assets

Sr.No Particulars 2010-11 2009-10 Indigenous

` Imported Indigenous

` Imported

1) RAW MATERIALS i) Raw Material

% Consumption 76798271

100 % -- 65487761

100 % --

2) STORES & SPARES Stores & Spares

% Consumption 589269 100 %

- 644588 100 %

-

Depreciation (235203) 1396 Disallowance under the Income Tax Act, 1961 Deferred Tax Liability (Net) (235203) 1396

4. Micro & Small Enterprises Dues

The Company has not received information from vendors regarding their status under Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosure relating to amounts unpaid as at the year end together with interest paid / payable under this Act has not been given.

5. Balances of Sundry Creditors, Debtors, Loans & Advance and Receivables are subject to

confirmation.

6. Previous year’s figures have been regrouped/rearranged wherever necessary so as to make them comparable with the figures of the current year.

7. Figures have been rounded off to nearest rupees. 8. In the opinion of the directors, current assets, loans and advances have the value at

which they are stated in Balance Sheet if realized, in the ordinary course of the business. The provision for all liability is adequate and not in excess of the amount reasonably necessary.

9. Provision for income tax is based on the taxable profits of the company in accordance

with the Income-tax Act, 1961. 10. There are no separate reportable segments as per Accounting Standard 17 as the entire

operations of the Company relate to one segment, viz. the Rubber Blanket and Belts. 11. Disclosures in respect of related parties as defined in Accounting Standard 18, with whom

transactions have taken place during the year are given below:- (a) Associate Bodies Corporate : Advance Petro Chemicals Ltd.

Honest Synthetic Pvt. Ltd. (b) Assocaite Concerns : Industrial Pigment in which directors or their Industrial Chemical Products relatives are interested. Advance Synthetics Mills (c) Directors : Shri Ashok Goenka Shri Arvind Goenka Dr. S.R. Dhruv Shri Pulkit Goenka Omprakash Jalan Shaileshsingh Rajput Nirish J. Parikh J.K. Trivedi

Following transactions were carried out with the related parties in the ordinary course of business:

Name Amount Nature of Payment Advance Petro Chemical Ltd. 240000 Rent Shri Arvind Goenka 600000 Director Remuneration Dr. S. R. Dhruv 164000 Director Remuneration Shri Ashok Goenka 120000 Director Remuneration Shri Pulkit Goenka 120000 Director Remuneration

There are no provisions for doubtful debts or amounts written off or written back during the year for debts due from or to related parties.

The particulars given above have been identified on the basis of information available with the company.

12. Earning Per Share (EPS): Particulars 2010-11 2009-10

Profit after tax as per profit & loss 8,09,903 7,47,814 Account Average number of Equity Shares 40,76,781 40,76,781 (Face value ` 10/- each) Basic and Diluted EPS ` 0.20 ` 0.18

13. Schedule A to P form integral part of Balance Sheet and Profit and Loss Account and are

duly authenticated.

For, Nahta Jain & Associates For and On Behalf of the Board of Directors Chartered Accountants ADVANCE MULTITECH LIMITED Firm Regn. No. 106801W ARVIND GONENKA MANAGING DIRECTOR ASHOK GOENKA DIRECTOR Gaurav Nahta Partner M. No. 116735 Place : Ahmedabad Date : 30/08/2011

ADDITIONAL INFORMATION PURSUANT TO PART-IV OF SCHEDULE VI TO THE COMPANIES ACT, 1956. BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL BUSINESS PROFILE I. Registration Details Registration No. U51494GJ1979PLC006698 State Code 04 Balance Sheet Date 31/03/2011II. Capital Raised During the Year (Amount `) Public Issue NIL Right Issue NIL Bonus Issue NILIII. Position of Mobilisation and Deployment of Funds (Amount `) Total Liabilities 74985597 Total Assets 74985597 Sources of Funds

Paid –up capital 40285710 Share Application Money NIL Reserves & Surplus 20658630 Secured Loans 11445462 Unsecured Loans NIL Deferred Tax Liability 2595795 Application of Funds Net Fixed Assets 19810542 Investments 5710216 Net Current Assets 49464839 Accumulated Losses NILIV. Performance of the Company (Amount `) Turnover & Other Income 102633466 Total Expenditure 101582561 Profit/Loss Before Tax 1050906 Profit/Loss after Tax 809903 Earning Per Share in ` 0.20 Dividend Rate % (Annualised) -V. Generic Names of Principal Products / Services of the

Company (As per monetary terms) Item Code Product Description i) 40169905 Rubber Blanket

ii)40101200 Conveyor Belt For, Nahta Jain & Associates For and On Behalf of the Board of Directors Chartered Accountants ADVANCE MULTITECH LIMITED Firm Regn. No. 106801W ARVIND GONENKA MANAGING DIRECTOR ASHOK GOENKA DIRECTOR Gaurav Nahta Partner M. No. 116735 Place : Ahmedabad Date : 30/08/2011

AUDITOR’S CERTIFICATE

The Board of Directors ADVANCE MULTITECH LTD. Ahmedabad. We have examined the attach Cash Flow Statement of Advance Multitech Ltd., for the year ended 31st March, 2011. The statement has been prepared by the company in accordance with the requirement of listing agreement clause 32 with various Stock Exchanges and is based on and in agreement with the corresponding Profit & Loss Account and Balance Sheet of the company for the year ended on 31st March,2011, covered by our report of even date to the members of the company. FOR AND ON BEHALF OF Place : Ahmedabad M/S.NAHTA JAIN & ASSOCIATES Date : 30.08.2011 CHARTERED ACCOUNTANTS Firm Regn.No.106801W (CA.Gaurav Nahta) PARTNER M.No.116735

ADVANCE MULTITECH LIMITED Regd.Office : 36,Kothari Market, Ahmedabad – 380 022

ATTENDANCE SLIP To be handed over at the entrance of the Meeting Hall

Name of the Shareholder (in Block Letters)__________________________________________ Member’s Folio Number _________________________________________________________ Name of the Proxy (in Block Letters). To be filled if the proxy attends instead of the Members _______________________________________________________________________________ No.of Shares held ________________________________________________________________ I hereby record my presence at the Annual General Meeting to be held on Friday the 30th September, 2011 at 11.30 A.M., Plot No.167, Pirana Road, Piplej, Ahmedabad. _________________________________ Proxy’s/Member’s Signature 1. To be signed at the time of handling over this slip. 2. Shareholders are requested to advice, indicating their Folio Numbers the change in their addresses, if any, to the company. _________________________________________________________________________________

ADVANCE MULTITECH LIMITED Regd.Office : 36,Kothari Market, Ahmedabad – 380 022

PROXY FORM ______________________ Member’s Folio Number

I/We__________________________________________________________________________ Of ___________________________________________________________________________ being a member/members of the above named company, hereby appoint____________________ ______________________________________________________________________________ of ____________________________________________________________________________ or failing him___________________________________________________________________ of _____________________________________________________________________________ as my/our proxy to attend and vote for me/us on my/our behalf at the Annual General Meeting of the company to be held on Friday 30th September, 2011 at 11.30 A.M. Plot No.167, Pirana Road, Piplej, Ahmedabad. -------------- | Revenue | Signed : ____________________ | Stamp of | Date : ____________________ | Rs.1 | --------------- Note : 1. The instrument of proxy shall be deposited at the Registered Of fice of the Company

not less than 48 hours before the holding of the meeting. 2. The form should be signed across the stamp as per specimen signature registered with the company. 3. A proxy need not be a member.

ADVANCE MULTITECH LIMITEDPulkit Goenka Director Shaileshsingh Rjput Director Nirish J. Parikh...

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