Raj Irrigation Pipes & Fittings Ltd Management Discussions.

MANAGEMENT DISCUSSION AND ANALYSIS

Overall review, industry Structure and Developments:

The Company deals in the business of set-up of HDPE Pipes, PVC Pipes, PVC Fittings & Sprinkler fittings.

The Indian economy performed poorly in the Financial Year 2013-14. An unsupportive policy environment, non taking off of critical infrastructural projects has been always a cause of concern for the industry.

But now with the changed political face of the country and better stability the Company expects good governance from the Governemtn and expects the impact on the irrigation infrastructure industry too.

Performance:

During the year under review, company could do marginal trading activity. The land, building, plant and machinery, electricals, mould & dies etc of the two manufacturing units at Nagpur and Goa have been taken over / disposed off to pay off one time settlement amounts to Secured Creditors, Bank of India and MSFC. Therefore presently there is no production/sale and there are no employees.

The company continues to make efforts to commence its operations once again by locating more fruitful avenues for the business hopeful of Growing the Business.

Opportunities and Threat

Threats:

The challenges faced by irrigation sector in India continue to threat the company’s plans of reentering the sector.

Opportunities:

With the quality management the company is in the process of finding various lucrative avenues for the growth of the business in the Irrigation business.

Internal Control Systems:

The company did not have internal control system in place but now the Company is in process of appointing Internal Auditor pursuant to provisions of new Companies Act and will ensure proper has internal control is incorporated in the system of the Company which will boost morale of the Management and will being better governance in the Company.

Financial management and financial performance:

During the year under review, there was a loss of Rs. 6.62 Lacs for the financial year.

Industrial relations and human resources management:

The company is not into core industrial activity. Further, there are no employees in the company at present.

Caution:

Statements which are based on and describe about management’s expectations, estimates, projections, objectives, intentions and assumptions are forward looking statements. Words such as "expects," "anticipates," "plans," "believes," "scheduled," "estimates" and variations of these words and similar expressions are intended to identify forward-looking statements, which include but are not limited to projections of revenues, earnings, segment performance, cash flows. Forward-looking statements are made pursuant to the Companies Act, 1956, securities laws and all other applicable acts, statues, rules and regulations as amended from time to time. These statements are not guarantees of future performance and involve certain risks and uncertainties, which are difficult to predict. Therefore, actual future results and trends may differ materially from what was forecasted in forward-looking statements, expressed or implied.

The Company does not undertake any obligation to update or publicly release any revisions to forward-looking statements to reflect events, circumstances or changes in expectations after the date of this report.

BY ORDER OF THE BOARD
Place: Mumbai
Date: 25th April 2014 Director
Regd. Office Address
32/33, Bombay Mutual Bldg.,
Dr. D. N. Road, Fort,
Mumbai – 400 001

CERTIFICARTE ON CORPORATE GOVERNANCE

To,

The Members

Raj Irrigation Pipes & Fittings Limited

32/33, Bombay Mutual Bldg.,

Dr. D. N. Road, Fort,

Mumbai – 400 001

We have examined the compliance of the conditions of Corporate Governance by Raj Irrigation Pipes & Fittings Limited for the year ended 31st March, 2014 as stipulated in clause 49 of the Listing Agreement with the Stock Exchanges in India.

The Compliance of the conditions of Corporate Governance is the responsibility of the company’s management. Our examination was limited to review the procedures and implementation thereof, adopted by the Company for ensuring the Compliance of the conditions of Corporate Governance as stipulated in the said clause. It is neither an audit nor an expression on the financial statements of the Company.

In our opinion and to the best of our information, and according to the explanations given to us, we certify, that the Company, during the year, has partially complied with the conditions of the Corporate Governance as stipulated in the above mentioned listing agreement.

We further state that such compliance is neither as assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Place :- Navi Mumbai For D. S. Momaya & Co.
Dated :- 25th April 2014 Divya Momaya
Company Secretaries
Membership No. 7195 CP No. 7885