Pacheli Enterprises Ltd

a) Overview:

The company has diversified into Providing Finance for Housing and Business Purposes.

b) Industry:

Inspite of the effects of the major competitors, your company is bidding competitiveprices for the services rendered and overcoming from the effects of the same.

c) Financial performance:

During the year the Company has gained a profit of Rs. 61,000/-.

d) Opportunities and Threats

Your Company has strengthened its infrastructure, technical skills, strategic alliancesand positioned itself to reap the benefits of the potential economic growth of thecountry. With the induction of the new Directors, the Company is in a much strongerposition in the market both financially and in terms of access to the latestopportunities. The new Director has rich experience in Realty Estate and HousingDevelopment field and with the help of the new Directors your company has opportunities toexplore markets for these products in India.

e) Internal Controls

The Audit Committee of the Board of Directors meets or, a regular basis to review thecontrol systems and to take stock of the situation. Any significant findings are reviewedby the Audit Committee.

The Company is in process to set up internal systems and control mechanisms to ensure:

• On going risk assessment, identification of new risks and implementation ofeffective mitigation processes to safeguard the Company's interests.

• Transparency and efficiency of operations and resource management.

• Accuracy in financial reporting by implementation of systems framework fordetection of errors and frauds.

• Law and regulatory compliance.

f) Risk Management

The Company has realized the need to ensure that it has a proper and continuous riskidentification and management process.

Risk Mitigation

Your Company continues to witness cost push inflation. Efforts are being made tocounter this through both price adjustments and elimination of operational inefficienciesas well as incorporation of escalation clauses in longer period contracts whereverpossible.

Financial Risk

Financial risks include liquidity for working capital requirements and non-fundfacilities like Bank Guarantee limits required for large projects.

Statutory Compliance

Compliance of SEBI regulations and the provisions of the Listing Agreement are ensuredby the Board of Directors.

CAUTIONARY STATEMENT

Statements in the Management Discussion and Analysis describing the Company'sobjectives, projections, estimates and expectations may be 'forward looking statements'within the meaning of applicable securities laws and regulations. These are based oncertain assumptions and expectations of future events. The Company does not guarantee thatthese assumptions and expectations are accurate or will be realized. The actual results orperformance could differ materially from those expressed or implied. The Company assumesno responsibility to publicly amend, modify or revise any forward looking statements onthe basis of any subsequent developments, information or events.

(Mr. Padamchand Dhoot)

Managing Director

A REPORT ON CORPORATE GOVERNANCE BY STATUTORY AUDITORS

To,

The Board of Directors,

PACHELI ENTERPRISES LTD

Shop No. 4, Prathmesh Leela,

Opp. Donbosco School,

New Link Road, Borivali (W.),

Mumbai - 400 092.

We have reviewed the implementation of Corporate Governance produced by the companyduring the year ended 31^st March, 2011 with the relevant records and documentsmaintained by the company, furnished to us for our review and the report on CorporateGovernance as approved by the Board of Directors.

The Compliance of the conditions of the Corporate Governance is the responsibility ofthe Management. Our examination is neither an audit nor an expression of opinion of thefinancial statements of the company.

On the basis of the above and according to the information and explanations given tous, in our opinion, the Company has complied in all material respects with the conditionsof Corporate Governance stipulated in the Clause 49 of the Listing Agreement with theStock Exchanges except Clause 49(IA).

We further state that our examination of such compliance is neither an assurance as tofuture viability of the Company nor the efficiency or effectiveness with which themanagement has conducted the affairs of the Company.