Kandhari Rubbers Ltd

Your Directors have pleasure in presenting the Twenty Third Annual Report togetherwith the Audited Accounts for the financial year 31^st March,2009.

FINANCIAL RESULTS:

(Rs.in Lacs)

DIRECTORS:

In pursuance of the provisions of the Companies Act, 1956 and Articles of Associationof the Company, Shri. K.L.arora , retire by rotation and eligible for reappointment..

INSURANCE:

All properties of the company including Building, Plant & Machinery, Equipment& other Assets, wherever necessary and to the extent required have not been insured asAssets were illegally possessed and sold by the FPs . Your company had Challenged the saleby FPs through writ before Honorable RHC Jodhpur .

INDUSTRIAL RELATION:

Industrial relations during the year under consideration have been cordial. TheManagement will always value & cherish the devotion & commitment demonstrated byloyal employees at all levels.

PARTICULARS OF EMPLOYEE

The Company has no employees whose salary exceeds the limit prescribed under thesection 217(2A), of the companies Act, 1956. Hence information required to be given underthe said section read with Companies (Particulars of Employees) Rules, 1975 as amendedw.e.f. April 17, 2002 has not been provided in this report.

DIRECTOR'S RESPONSIBILITY STATEMENT:

As required under section 217(2AA) of the Companies Act, 1956 your Directors confirmthat:

1. In preparation of the Annual Accounts, applicable accounting standard have beenfollowed with proper disclosure of any departure.

2. The accounting policies are consistently applied and reasonable, prudent judgmentand estimate are made so as to give a true and fair view of the state of affairs of thecompany at the end of financial year.

3. Proper and sufficient care has been taken for the maintenance of adequate accountingrecords in accordance with the provision of the said Act for safe guarding the assets ofthe Company and for preventing and deducting fraud and other irregularities.

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

CORPORATE GOVERNANCE:

Pursuant to clause 49 of listing agreement with the Stock Exchanges, ManagementDiscussion & Analysis, Corporate governance Report and Auditor's Certificate regardingcompliance of the conditions of Corporate Governance are made a part of this AnnualReport.

LISTING :

The equity shares of the Company are at present listed with the Stock Exchange, Mumbai,The Stock Exchange, Ahmedabad, The Stock Exchange, Jaipur, Delhi Stock ExchangeAssociation Limited, New Delhi.

AUDITORS:

The auditors M/s C.K. Jagetia & Co., Chartered Accountants, Udaipur retire at theensuing Annual General Meeting and are eligible for re-appointment.

CONSERVATION OF ENERGY / TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO :

The information relating to conservation of energy, Technology absorption and ForeignExchange earning and outgo as required under section 217(l)(e) of the Companies Act, 1956read with the Companies ( Disclosure of particulars in the report of Board of Directors )Rules, 1998 is annexed here to and forms part of the report.

ACKNOWLEDGEMENT:

The Directors wish to place on record their appreciation for the co-operation receivedfrom shareholders, valued customers, and deeply appreciate the commitment and dedicationof employees at all levels.

ANNEXURES TO THE DIRECTORS' REPORT FOR THE YEAR ENDED 31.03.2009:

Information in accordance with section 217(1)(e) of the Companies Act, 1956 read withCompanies ( Disclosure of particulars in the report of Board of Directors) , Rules 1988and forming part of Director's Report :

1. Conservation of Energy : The Company is making all round efforts forconservation of energy. To reduce the cost energy efficient equipments were used and theeffect of the same has been felt. Total energy consumption per unit of production asprescribed in form 'A' .

POWER AND FUEL CONSUMPTION:

2. TECHNOLOGY ABSORPTION:

EFFORTS MADE IN TECHNOLOGY ABSORPTION AS PER FORM-B OF THE ANNEXURE TO THE RULES:

1. RESEARCH & DEVELOPMENT (R&D) :

a) Specific area in which R&D carried out by the Company: None

b) Benefits derived as a result of the above R&D: Not Applicable

c) Future plan of action: Efforts are aimed at cost reduction, improvement in quality.The benefit of this will of course be visible in the years to come.

d) Expenditure on R&D: NIL

2. TECHNOLOGY ABSORPTION , ADOPTION AND INNOVATION : Not Applicable.

3 FOREIGN EXCHANGE EARNINGS AND OUTGO :

a) Activity relating to exports initiative taken to increase export market for productsand services and export plan.

b) The company continues to make Export marketing & survey.