1995 AURIFEROUS AQUA FARMS LIMITED DIRECTORS' REPORT Your Directors have pleasure in presenting the Second Annual Report together with the Audited Statements of accounts for the year ended 31-3-1995. REVIEW OF OPERATIONS: The Commercial operations in farming started from 29th December, 94 as against July, 1994 as projected in the prospectus. The delay of five months to start commercial operations was mainly because the company was advised to go in for open RCC Canal instead of pipe line system and the increase in length of the RCC Canal from 3 to 4 KM. Since there will be enormous problems to cleanse the pipe mechanically, where as open RCC Canal would be more desired from the operational & ecological point of view wherein the periodical cleansing of the open RCC Canal is very much within the control of the Company, a slight change was undertaken for the benefit of the company in the long run. Hence, there was a cost over run of Rs. 60 lacs in the Farm, which was brought in by the promoters in the form of unsecured Loans. The Company a part from Farming activities has under taken to set up a Hatchery for 120 Million Fry's per annum capacity in technical collaboration with M/s. J.V. Marine Enterprises Co. Ltd., Taiwan. This Hatchery proposal is an additional project which the company has undertaken subsequent to the public issue, since there were a large number of entrants in this field the demand for seed as well as the cost of the seed has been persistently growing. Keeping in view of the growing requirements of seed the Company took up the hatchery with the financial assistance of the Federal Bank Limited. The Company is in the final stage of completion of the hatchery and with the induction of some more funds the project will be completed such that the commercial operations can commence by end of the current Financial year DIRECTORS: Sri. Virendar Ganda who was co-opted as Additional Director with effect from 27th May, 1995 holds office upto the date of the Annual General Meeting and notice from a Member to appoint him as Director under Section 257 of the Companies Act, 1956 has been received. A resolution for appointing Sri. Virendar Ganda as a director will be placed before the meeting. AUDITORS: The Statutory Auditors M/s. S. Daga & Co., Chartered Accountants, 403, Paigah Plaza, Basheer Bagh, Hyderabad-500 029 holds office upto the conclusion of the ensuing Annual General Meeting and being eligible offer themselves for re- appointment. PERSONNEL: Your Directors place on record their appreciation for the dedicated services rendered by the employees at all levels and for their contribution for the speedy implementation of the project. FIXED DEPOSITS: The Company has not accepted any fixed deposits from the Public. CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION: Information on consumption of energy, technology absorption, foreign currency earnings and outgo as required under Section 217(1)(e) of the Companies Act, 1956 is set out in Annexures 1 & 2 respectively which form part of this report. PARTICULARS OF EMPLOYEES: In pursuance of the provisions of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules 1975, the Directors are to report that no employee was in receipt of remuneration of Rs. 3,00,000/- or more per annum or Rs. 25.000/- or more per month where employed for a part of the year. ACKNOWLEDGMENTS: Your Directors convey their sincere thanks to the Government of India, Government of Andhra Pradesh, the MPEDA, C. P. Aquaculture Business grow up, Thailand and its associates, State Bank of India, The Federal Bank Ltd., customers and all others concerned for the support and co-operation extended by them to the Company. ANNEXURE - I Information as per Section 217 (1) (e) of the Companies Act, 1956, forms part of Director's Report FORM - A 1. Disclosure of Particulars with respect to conservation of energy Year Ended 31.03.1995 A) Power and Fuel Consumption: 1. Electricity: a) Purchased: Number of Units Total Cost (Rs.) Nil Rate per Unit Nil b) Own generation: 1) Through diesel Generators Number of Units 120820 Units per litre of Diesel Oil (Rs.) 3.90 Cost per Unit. (Rs.) 2.05 2) Through Steam Turbine Nil 2. Coal Nil 3. Furniture Oil Nil B) Consumption per Unit of Production: Nil Electricity units consumed per Kilo Gram of Production. 3.26 FORM - B II. Disclosure of Particulars with Respect to Technology Absorption, Adoption and Innovation - The Company is constantly adopting the latest technology in Aqua Culture and Hatchery. ANNEXURE - II Disclosure of Foreign Exchange Earnings and outflow as required under the Companies (Disclosure of Particulars in Directors' Report) Rules, 1988. Earning in Foreign Currency: (Rs. In Lacs) Others 183.37 Expenditure in Foreign Currency: Technical knowhow 14.64 Raw Materials 11.93 Capital Goods 18.73 Bank Charges Nil Others Nil For and on behalf of the Board of Directors YUVRAJ KARAN CHAIRMAN PLACE : HYDERABAD DATED : 30TH NOVEMBER, 1995.