Shree Steel Wire Ropes Ltd

To,

The Members,

Shree Steel Wire Ropes Limited

The Directors have pleasure in presenting the 18th Annual Report together with theAudited Accounts for the year ended 31st

March, 2010.

(Rs. In Lacs)

PERFORMANCE REVIEW:

During the year under review, your Company witnessed increase in the turnover, whichstood at Rs. 378.94 lacs as against Rs. 335.45 lacs in the accounting year 2008-09.

PUBLIC DEPOSITS:

The Company had accepted the deposits from the public as per Section 58A of theCompanies Act, 1956 and the Companies (Acceptance of Deposits) Rules, 1975.

Dividend:

The Board of Directors of the Company does not recommend any dividend during theFinancial Year 2009-2010.

DIRECTORS:

In accordance to the provisions of the Companies Act, 1956 and the company's Articlesof Association Mr.Anil L. Sajnani and Mr. Ashish L. Sajnani, Directors of the Companyretire by rotation and they being eligible offer themselves for reappointment.

AUDITORS:

The Company's Auditors M/s. N. D. Mehta &Associates, Chartered Accountants retireson the conclusion of the forthcoming

Annual General Meeting and he has given his consent to act as Statutory Auditor of theCompany.

DIRECTORS' RESPONSIBILITY STATEMENT:

Your Directors give hereunder Directors Responsibility Statement pertaining to theaccounts of the company

i) that in preparation of the Annual Accounts for the year ended 31 st March, 2010, theapplicable accounting standards had been followed along with proper explanation relatingto material departures, if any;

ii) that the directors had selected such accounting policies and applied consistentlyand made judgments and estimates that were reasonable and prudent so as to give true andfair view of the state of affairs of the Company at the end of the financial year ended31st March, 2010 and the profit of the Company for the year under review;

iii) that proper and sufficient care has been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act, 1956, forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

iv) that the annual accounts for the year ended 31 st March, 2010 have been prepared ona 'going concern basis'.

CONSERVATION OF ENERGY, TECHNOLGY ABSORPTION AND FOREIGN EXCHANGE EARINGS /OUTGO:

Information in accordance with the provisions of Section 217(1) (e) of the CompaniesAct, 1956 (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988is given in annexure and forms part of this report.

PARTICULARS OF EMPLOYEES:

No employees of the Company was in receipt of remuneration during the financial year2009-2010 in excess of the sum prescribed under Section 217(2A) of the Companies Act, 1956read with Companies (Particulars of Employees) Rules, 1975.

CORPORATE GOVERNANCE:

Pursuant to Clause 49 of the listing agreements with Stock Exchanges, a ManagementDiscussion & Analysis, Corporate Governance Report and Auditors Certificate regardingcompliance of conditions of Corporate Governance are made part of the Annual Report.

DISCLOSURE UNDER SECTION 274(1) (g):

None of the Directors of the Company are disqualified for being appointed as Directorsas specified under section 274(1) (g) of the Companies Act, 1956, as amended by theCompanies (Amendment) Act, 2000.

COMPANY SECRETARY COMPLIANCE CERTIFCATE

The Company has obtained Compliance Certificate from Shri. Virendra G. Bhatt, apracticing Company Secretary, as under Section 383A (1) of the Companies Act, 1956, whichis enclosed herewith forming part of the Director's Report.

ACKNOWLEDGEMENT:

Your Directors wish to thank all Shareholders, Suppliers, Customers, Banks andEmployees for their co-operation and support.

I CONSERVATION OF ENERGY

The Company continues to take adequate measures for conservation and saving of energy.

A. POWER AND FUEL CONSUMPTION

B. CONSUMPTION PER UNIT OF PRODUCTION

A. RESEARCH AND DEVELOPMENT

There is noformal Research and Development. However, the Company has developed manyimport substitute items for Indian Defence & Indian Air Force.

B. TECHNOLOGY ABSORBTION

The company has not imported or brought any technology during the period under review.

III FOREIGN EXCHANGE EARNINGS ANDOUTGO.

Compliance Certificate

(Pursuant to section 383A of the Companies Act, 1956)

To,

The Members of

SHREE STEEL WIRE ROPES LIMITED

I hav e examined the registers, records, books and papers of SHREE STEEL WIRE ROPESLIMITED as required to be maintained under the Companies Act, 1956, and the rules madethereunder and also the provisions contained in the Memorandum and Articles of Associationof the Company for the financial year ended on 31 st March, 2010. In my opinion andto the best of my information and according to the examinations carried out by me andexplanations furnished to me by the company, its officers and agents, I certify that inrespect of the aforesaid financial year:

1. The company has maintained statutory registers as stated in Annexure 'A' to thiscertificate as per the provisions and the rules made thereunder.

2. The company has filed the forms and returns as stated in Annexure 'B' to thisCertificate, with the Registrar of Companies.

There were no returns required to be filed to Regional Director, Central Government,Company Law Board or other authorities.

3. The Company being a Public Limited company has the prescribed paid-up capital.

4. The Board of Directors duly met FIVE times respectively on30/06/2009,31/07/2009,31/10/2009,30/01/2010 and 02/03/

2010 in respect of which meetings proper notices were given and the proceedings wereproperly recorded and signed in the minute's book maintained for the purpose.

5. The Company has closed its Register of Members from 23rd September 2009 to 30thSeptember 2009 during the financial year.

6. The Annual General Meeting for the financial year ended 31 st March, 2009 was heldon 30th September, 2009 after giving due notice to the members of the Company and theresolution passed thereat were duly recorded in the minutes book maintained for thepurpose.

7. No extraordinary meeting was held during the financial year.

8. The company has not advanced any loans to its directors or persons or firms orcompanies referred to under section 295 of the Act.

9. As per information provided, the Company has entered into contracts falling withinpurview of Section 297 of the Act.

10. The Company has made necessary entries in the register maintained under section 301of the Act.

11. As there were no instances falling within the purview of section 314 of the Act,the Company has not obtained any approvals from the Board of Directors, Members or CentralGovernment as the case may be.

12. The Company has issued duplicate share certificates during the financial year.

13. i) There was transfer of securities but no allotment or transmission of securitiesduring the financial year.

ii) The Company has not deposited any amount in a separate bank account as no dividendwas declared during the financial year.

iii) The Company has not posted warrants to any members of the company as no dividendwas declared during the financial year.

iv) The Company has duly complied with the requirement of section 217 of the Act.

14. The Board of Directors was duly constituted. There were no appointments ofDirectors, Additional Directors, Alternate Directors and Directors to fill casual vacancyduring the financial year.

15. The Company has not appointed any Managing Director/Whole Time Director /Managerduring the Financial year.

16. The Company has not appointed any sole selling agents during the financial year.

17. The Company was not required to obtain any approvals of the Central Government,Company Law Board, Regional Director, and/or such authorities prescribed under variousprovisions of the Act.

18. The directors have disclosed their interest in other firms /companies to the boardof the directors to the provision of the act and the rules made thereunder.

19. The company has not issued any share, debentures or other securities during thefinancial year.

20. The Company has not bought back any shares during the financial year.

21. There was no redemption of preference share or debentures during the financialyear.

22. There was no transaction necessitating the company to keep in abeyance the rightsto dividend, rights shares and bonus shares pending registration of transfer of shares.

23. As per the Auditor's report and the information and explanation given the Company,it has complied with the provisions of Section 58A & 58AA of the Companies Act, 1956during the financial year.

24. The Company has made borrowings within the borrowing limits of Section 293(1 )(d)of the CompaniesAct, 1956 during the financial year.

25. As per the information provided the Company has not made loans and investments orgiven guarantees or provided securities to other bodies corporate in compliance with theprovisions of the Act and was not required to make entries in the register kept for thepurpose during the Financial year.

26. The company has not altered the provision of the memorandum with respect tosituation of the company's registered office from one state to another during the yearunder scrutiny.

27. The company has not altered the provision of the memorandum with respect to theobject of the company during the year under scrutiny.

28. The company has not altered the provision of the memorandum with respect to name ofthe company during the year under scrutiny.

29. The Company has not altered the provisions of the memorandum with respect to sharecapital of the company during the year under scrutiny.

30. The Company has not altered its articles of association during the financial year.

31. There was no prosecution initiated against or show cause notices received by theCompany, during the financial year, for offences under the Act.

32. The company has not received any money as security from its employees during thefinancial year.

33. As per the information provided before us the Company has deposited both employees& employer's contribution to the provident fund with prescribed authorities pursuantto Section 418 of the Act.

ANNEXURE-A

1. Register of Members' u/s 150

2. Register of Directors share holding u/s 307.

3. Register of Investments u/s 372A.

4. Register of Directors u/s 303.

5. Register of Charges u/s 143.

6. Register of Contract u/s 301.

7. Register of Deposits.

8. Minutes books for minutes of meeting of the board and shareholder.

ANNEXURE B

Forms and returns filed bythe Company with the Registrar of Companies, during thefinancial year ending on 31st March 2010.

1. Annual Return u/s 159 till the date of AGM filed on 14/10/2009 bearing ROC ChallanNo. P36114197.

2. Balance Sheet u/s 210 for the financial year ended on 31 st March 2009 filed on08/10/2009 bearing ROC Challan No. P35520816.

3. Compliance Certificate filed u/s 383A for the financial year ending on 31 st March2009 filed on 08/10/2009 bearing ROC Challan No. P35505668.

4. Form 62 for Return of Deposits filed on 04/06/2009 bearing ROC Challan No.A62972989.

5. Form 23 for registering special resolutions passed in AGM for re- appointment of Mr.Manoj Jeswani as the Managing Director and Mr. Chandru Chawla as the Whole Time Directorof the Company has been filed on 12/10/2009 bearing ROC Challan No.A70764246.