DHARNENDRA AGRO- FOOD INDUSTRIES LIMITED DIRECTORS' REPORT TO The Shareholders of the Company Your directors take pleasures in presenting 6th Annual Report together with the Audited Accounts of the Company for the year ended 31st March, 1996. DIVIDEND: With a view to conserve resources the Board of Directors do not recommend payment of Dividend. OPERATION DURING 1995-96: The Sales turnover of the company has increased from Rs. 5306.99 to Rs. 6703.81 lacs in the current year. Inspite of adverse market situation the company has achieved increase in the sales turnover in the year 95-96. In view of this operations the net profit of Rs. 2.70 lacs have been achieved and Directors of your Company are doing their best for achieving better result in the coming period. DIVERSIFICATION: The Company is under expansion programme for its product mix and installed Capacity during the year under review and aspect to complete in the coming year. OUTLOOK The Directors of your company are hopeful for the better result of the company with the company with the help of modern management ideal product mix and in improvement and company's functioning and efficiency and simultaneously with the sincere efforts to control cost improvement in quality effective maintenance and better human resources development. EMPLOYEES PARTICULARS: In pursuant to provision 217 (2A) of the Companies Act, 1956 remuneration paid to employees is shown in the Annexure to this report. DISCLOSURE OF PARTICULARS: The applicable particulars pursuant to the Companies disclosure of particulars in the report of Board of Directors rules are given separately in the annexure hereto. DIRECTORS: Directors Shri Dharmendra B. Gandhi and Shri Deepak Naik rotation at the ensuring Annual General Meeting and being eligible offer their re- appointment. AUDITORS' REPORT The observation made in the auditors' Report are self explanatory from the notes on accounts and therefore do not call for any further comments. AUDITORS: M/s. Bhart Parikh & Associates, Chartered Accountants are shown eligible for re-appointment and their willingness to act as Auditors in terms of Section 224 (1B) of the Companies1956. Their appointment needs to be confirmed in the Annual General Meeting. ACKNOWLEDGEMENTS: Your Directors wish to express their sincere thanks for the continued co- operation and excellent assistant extended by the various departments of Central and State Governments. Banks Financial Institutions, Distributors, Dealers and suppliers of the Company. The Directors sincerely thanks the shareholders and investors for the continued confidence, encouragement and trust repossed in there Directors and the Company. Yours Directors wish to place on record their appreciation for the dedication and commitment of the personnel at all levels. Without which it would not have been possible to achieve the over all growth and progress of the Company. For and on behalf of the Board of Directors Place : Ahmedabad BHUPENDRA B. GANDHI Date : 27-08-1996 MANAGING DIRECTOR