DIRECTORS' REPORT TO THE STAKEHOLDERS
Your Directors have pleasure in presenting their report alongwith Audited Financial Results of the Company for the year ended 31st March 2009.
	Year ended March 31, 2009 (Rs.in lacs)	Year ended March 31, 2008 (Rs.in lacs)
Total Income :	30,906.87	27,524.57
Profit before Interest, Depreciation and Tax	1924.87	1889.23
Less:
Interest	728.61	654.24
Depreciation	845.84	756.03
Exceptional Items (Net)	165.40	–
Profit Before Tax :	185.02	478.96
Provision for Tax
-Current Tax	22.35	210.60
-Deferred Tax Liability / (Asset)	(165.15)	(43.8)
-Fringe Benefit Tax	10.44	9.37
Profit After Tax	317.38	302.97
Add : Profit brought forward from the Previous year.	495.01	682.48
Adjustment relating to earlier years (taxes)	36.55	281.51
Amount available for appropriation	775.84	703.94
Dividend on Preference Shares	15.40	15.40
Dividend on Equity Shares	-	56.34
Tax on Dividend	2.61	12.19
Transfer to Capital Redemption Reserve	50.00	25.00
Transfer to General Reserve	250.00	100.00
Balance carried over to next year	457.83	495.01

DIVIDEND:

Your Directors recommend Payment of Dividend @7% (Previous Year 7%) on the Preference Shares subject to your approval. In view of record high Raw Jute Price, threat of dilution in the Mandatory Jute Packaging Order, global recession and other factors your directors do not recommend dividend on Equity shares to conserve resources for business activities.

SHARE CAPITAL:

As approved by the Shareholders at the last Annual General Meeting held on July 29, 2008 the face value of the Equity Share has been split into two equity shares of Rs. 5/- each in place of one equity share of Rs. 10/- each with effect from September 19, 2008.

The Authorised Equity Share Capital of the company has also been increased during the year from Rs. 15 crores to Rs. 30 crores by creation of additional 3 crore Shares of Rs. 5/- each.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Management Discussion and Analysis Report for the year under review, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges is presented in separate Section and forming part of the Directors’ Report.

CORPORATE GOVERNANCE:

The Company has implemented the procedures and adopted practices in conformity with the Code of Corporate Governance as prescribed by SEBI. The Corporate Governance Report and a certificate from the Auditors of the Company certifying compliance with the conditions of Corporate Governance are attached hereto and form part of the Directors’ Report.

BOARD OF DIRECTORS:

As per the provisions contained in the Companies Act, 1956 and the Articles of Association of the Company Mr. S. K. Mehera, Mr. S. M. Palia and Mr. N. Das, Directors retire by rotation and being eligible, offer themselves for re-appointment. The brief resume/details relating to Directors seeking re-appointment are furnished in the Annexure to the notice of the ensuing Annual General Meeting.

DIRECTORS’ RESPONSIBILITY STATEMENT:

To the best of their knowledge and belief and according to the information and explanation received from the day to day operating management, your Directors make the following statements pursuant to Sub-Section (2AA) of Section 217 of the Companies Act, 1956.

(i) that in the preparation of Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

(ii) that the Directors have selected 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.

(iii) that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,1956 and for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(iv) that the annual accounts have been prepared on a going concern basis.

AUDITORS:

M/s. D. P. Sen & Co., auditors of the Company, hold office until conclusion of the forthcoming Annual General Meeting and, being eligible, offer themselves for re-appointment.

SUBSIDIARY:

As required under the provisions of Section 212 of the Companies Act, 1956, the audited accounts together with Directors’ Report and Auditor’s Report of the subsidiary Companies namely, Landale & Clark Limited, West Bengal Multifiber Jute Park Ltd & Champdany Constructions Limited, are appended to and form part of the Annual Report.

CONSOLIDATED FINANCIAL STATEMENT:

In compliance with the requirements of Accounting Standards (AS-21) prescribed by the Institute of Chartered Accountants of India, on Consolidated Financial Statement, this Annual Report also includes Consolidated Financial Statement.

AUDITOR’S REPORT:

Observations of the auditors in their report have been adequately dealt with in the relevant notes in Schedule 17 of the Accounts.

PARTICULARS AS PER SECTION 217
OF THE COMPANIES ACT, 1956:

The provision of Section 217(2A) of the Companies Act, 1956 read with rule thereunder was not applicable to the Company, since there was no employee in the service of the Company drawing a remuneration in excess of the prescribed limit.

Additional information required under Section 217(1)(e) of the Companies Act, 1956 on conservation of energy, technology absorption and foreign exchange earnings and outgo, is set out in a separate statement attached this report and forms part of it.

INDUSTRIAL RELATIONS:

Industrial Relations in all units and branches of the Company remained generally cordial and peaceful throughout the year, except Industry wide strike in West Bengal Jute Industry from December 01, 2008 to December 18, 2008 and Units under suspension of work etc as mentioned in Management Discussion & Analysis Report annexed herewith.

ACKNOWLEDGEMENTS:

Your Directors take this opportunity to place on record their appreciation of the continuous support, encouragement and co-operation received from Export-Import Bank of India, the Government of West Bengal, Company’s Bankers, customers, employees, shareholders and other business associates.

On Behalf of the Board