Mahavir Advanced Remedies Ltd Directors Report

To The Members,

Your Directors have pleasure in presenting the 22nd Annual Report of your Company together with theAudited Statements ofAccounts for the year ended March 31, 2014.

(Rs. in Lac)

FINANCIAL HIGHLIGHTS	Year Ended 31.03.2014	Year Ended 31.03.2013
Sales / Income	32.00	14.49
Profit /(Loss) before Tax	13.77	(15.31)
Less : Provision for Taxation	0.00	0.00
Profit /(Loss) after Tax	13.77	(15.31)
Add: Profit/(Loss) brought forward from Previous Year	(334.01)	(318.70)
Balance of Losses carried forward	(320.24)	(334.01)

OVERVIEW OF ECONOMY

A survey by global consultancy firm Ernst & Young (E&Y) sees India as the worlds most attractive investment destination. With the opening up of foreign direct investment (FDI) in several sectors, India is today an eye-catching destination for overseas investors. The relaxation of norms by the government has created a vast opportunity for foreign players, who are competing for a greater role in the Indian market. Sectors projected to do well in the coming years include automotive, technology, life sciences and consumer products.

The World Bank has projected an economic growth rate of 5.7 per cent in FY15 for India, due to a more competitive exchange rate and several significant investments going forward.

India is the third biggest economy in the world in terms of purchasing power parity (PPP), according to a World Bank report. The country was ranked 10th in the previous survey conducted in 2005.

The stakes held by foreign institutional investors (FII) in Indian companies touched a record high in the fourth quarter of FY 14. The estimated value of FII holdings in India stands at US$ 279 billion.

The cumulative amount of FDI equity inflow into India stood at at US$ 212,031million in the period April 2000–February 2014, while FDI equity inflow during April 2013–February 2014 was recorded as US$ 20,766 million, as per data published by Department of Industrial Policy and Promotion (DIPP).

Thus, the emphasis is on a massive road connectivity plan which will tie the region together and subsequently enhance economic objectives. Also, agricultural gross domestic product (GDP) in the country is projected to grow by over five per cent in the current agricultural year (July 2013–May 2014).

OVERALL PERFORMANCE & OUTLOOK

The Business environment continued to be remained challenging and the recessionary economic conditions continuously leading to slowdown in demand and inflation pushed further scale up of input costs, continued to leave its adverse imprint on overall performance for 2013-2014. In spite of such a scenario, the Company could only make meager profit during the year under review.

Gross revenue for the year was of Rs. 32.00 Lac during the year in comparison to last years figure of Rs. 14.49 Lac. In term of Net Profit, the same was of Rs. 13.77 Lac in comparison to last years Loss of Rs. 15.31 Lac. The Gross Revenue is inclusive of Compensation amount of Rs. 10.83 Lac which was being received from Govt. of Tamil Nadu as against cancellation of Land allotted to Company for the purpose of Factory.

The Company is in the business of trading of tablet, liquid orals, capsules and ointments under the allopathic system and capsules and liquid orals under the ayurvedic/ sidha systems. The Companys business involves huge investments in marketing for its operations.

The outlook for the current year seems to be challenging due to higher input cost, raise in inflation and tight Government norms for Pharma business etc. However, your Company expects to grow despite the adverse environment due to its commitment to clients of the Company.

DIVIDEND

Due to carried forward losses, your Directors do not recommend any Dividend for the year under review.

SUBSIDIARY COMPANY

The Company does not have any subsidiary Company.

MANAGEMENT DISCUSSION &ANALYSIS

As required by Clause 49 of Listing Agreement, the Management Discussion and Analysis is annexed and forms part of the Directors Report.

MANAGEMENT

There is no Change in Management of the Company during the year under review.

DIRECTORS

There is no change in composition of Board during the year under review.

Further, none of the Directors of the Company are disqualified under sub-section (2) of Section 164 of the CompaniesAct, 2013.

INDEPENDENT DIRECTORS

As per provisions of Section 149 of the 2013 Act, independent directors shall hold office for a term up to five consecutive years on the board of a company, but shall be eligible for re-appointment for another term up to five years on passing of a special resolution by the company and disclosure of such appointment in Boards Report. Further Section 152 of the Act provides that the Independent Directors shall not be liable to retire by rotation in the Annual General Meeting (AGM) of the Company.

As per Revised Clause 49 of the Listing Agreement (applicable from October 1, 2014), any person who has already served as Independent Director for five years or more in a company as on October 1, 2014 shall be eligible for appointment, on completion of the present term, for one more term of up to 5 (five) years only.

DELISTING OF SHARES FROM COCHIN STOCK EXCHANGE

During the year, the Company has opted to de-list its securities from Cochin Stock Exchange due to lack turnover and volatility on this exchange, absence of liquidity in the scrip as well as almost Nil volume during the year under review. However, Equity Shares of Company will continue to list on remaining Exchanges i.e. on BSE Ltd. (BSE) and Madras Stock Exchange (MSE).

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies (Amendment)Act, 2000 the Directors confirm that:

1. In the preparation of the annual accounts, for the year ended 31st March 2014, all the applicable accounting standards prescribed by the Institute of Chartered Accountants of India have been followed;

2. The Directors had adopted such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

3. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

4. The Annual Accounts have been prepared on the historical cost convention, a going concern basis and on accrual basis.

STATUTORY INFORMATION

The Company being basically in the trading of pharma and its allied products, requirement, regarding and disclosures of Particulars of conservation of energy and technology absorption prescribed by the rule is not applicable to us.

INFORMATION TECHNOLOGY

Your Company believes that in addition to progressive thought, it is imperative to invest in Information and Technology to ascertain future exposure and prepare for challenges. In its endeavor to obtain and deliver the best, your Company has entered into alliances/tie-ups with an IT solution Company to harness and tap the latest and the best of technology in the world and deploy/absorb technology wherever feasible, relevant and appropriate.

RESEARCH & DEVELOPMENT

The Company believes that technological obsolescence is a reality. Only progressive research and development will help us to measure up to future challenges and opportunities. We invest in and encourage continuous innovation. During the year under review, expenditure on research and development is not significant in relation to the nature size of operations of your Company.

AUDITORS

The Auditors M/s G. Sivaprakash, Chartered Accountants, Chennai who are Statutory Auditors of the Company and holds the office until the conclusion of ensuing Annual General Meeting and are recommended for re-appointment to audit the accounts of the Company from the conclusion of the 22nd Annual General Meeting up to the conclusion of the 27th consecutive Annual General Meeting (subject to ratification by the members at every subsequent AGM). As required under the provisions of Section 139 & 142 of the Companies Act, 2013 the Company has obtained written confirmation from M/s. G. Sivaprakash, that their appointment, if made, would be in conformity with the limits specified in the said Section.

The shareholders are requested to appointAuditors and fix their remuneration.

COMMENTS ONAUDITORS REPORT :

The notes referred to in the Auditors Report are self explanatory and as such they do not call for any further explanation as required under section 217(3) of the CompaniesAct, 1956.

PARTICULARS OF EMPLOYEES

The information as required by provisions of section 217(2A) of the Companies Act, 1956 read with the companies (Particular of employees) amendments rules, 1975 is reported to be NIL.

PARTICULARS UNDER SECTION 217 (1) (e) OF THE COMPANIESACT, 1956

The Company was in the business of trading of tablet, liquid orals, capsules and ointments under the allopathic system and capsules and liquid orals under the ayurvedic/ sidha systems during the year under review and hence the information regarding conservation of energy, Technology Absorption, Adoption and innovation, the information required under section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of particulars in the Report of Board of Directors) Rules 1988, is reported to be NIL.

FOREIGN EXCHANGE EARNINGSAND OUTGO

The Company has not earned or used foreign exchange earnings/outgoings during the year under review.

PUBLIC DEPOSITS

During the year under review, your Company has not accepted any deposits from the public within the meaning of section 58Aof the CompaniesAct 1956 and the rules there under.

REPORT ON CORPORATE GOVERNANCE

The Company conforms to the norms of Corporate Governance as envisaged in the Companies Act, 1956 and the Listing Agreement with the Bombay Stock Exchange Limited. Pursuant to Clause 49 of the Listing

Agreement, a Report on the Corporate Governance and the Auditors Certificate on Corporate Governance are annexed to this report.

APPRECIATION

Your Directors wish to place on record their appreciation towards the contribution of all the employees of the Company and their gratitude to the Companys valued customers, bankers, vendors and members for their continued support and confidence in the Company.

Chennai, May 27, 2014	By order of the Board
	For MAHAVIR ADVANCED REMEDIES LIMITED
Registered Office :	BVS KOTESWARA RAO
No. 91, D-11, Govindappa Naicken Street	(DIN : 02589812)
Chennai - 600 079 (Tamil Nadu)	Managing Director