SHREE SHALEEN TEXTILES LIMITED. 401 - B LOTUS HOUSE, 4TH FLOOR, 33 A MARINE UNE, MUMBAI 400020.

NOTICE is hereby given that the Annual General Meeting of t h e shareholders of Shree Shalssn Textiles ttd. will be held on Thursday, 30th September, 2010 a t the Registered office o f the -any at 401 - B LOTUS HOUSE, ITH W R , 33 A W I N E LINES, MUMBAI 400020 a t 3.30 p.m. to transact the following business:

1 To receive and adopt the audited Profit and Loss Account for the year ended Wsrch 31, 2010 and the Balance Shout as at March 31, 2010 and Directors' and Auditora' Reports thereon. 2 To reappoint Sanjsy 8. S h a m & Co. Chartered accountant, as auditor of c q a n y for tha financial year 2010-2011, and to f i x thoir remuneration.

N O T E S :

1 THE MEPfBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE TNSTEAD OF HIMSELF. THE PROXY HEED NOT BE A MEMBER OF THE CONPANY. THE PROXIES, I N ORDER TO BE EF!XCTIVE, HUST BE RECEIVZD BY THE COMPANY NUT LESS THAN 48 HOURS BEFORE THE MEETING.

2 Heabers are requested to intimate the change in their registered address, if any, to the Company's ragiatered of f i ce .

3 Members desiring any information a t the Annual General Meeting of the Company are requested to writs to the Company at least 10 days in advance so a8 to enable the Company t o keep t h e information ready.

4 Members who hold shares in dematerialized form are requested t o write their Client-ID and DP-ID numbera and those who hold shares in physical form are requested to write t h e i r folio number In the attendance slip for attending the meeting.

5 A l l documents referred t o in aecoanpanying notice and explanatory statement are open for inspection at the registered office of the company on all working days except Sunday between 11: 00 am t o 04: 00 pm up to the date of the Annual General Meeting.

6 To appoint new director in plade of old director retiring by rotation.

Registered Office : Directors 401-B LOTUS HOUSE, 4TH FLOOR, 33-A MARINE LINES, 400020, Place: Mumbaf Date: Ogth September, 2010.

By Order of the Board of

P ireetar

M/s SHREE SHALEEN TEXTILES LTD. 4M - B LOTUS HOUSE, 4TH FLOOR, 33 A MARINE LIWES, MUA4BAI 400020.

DIREmORS REPORT

To The Members, Your directors have the pleasure in presenting the annual report together with the Audited Statements of Accounts of the Company for the year ended on 31~1 March, 2010.

BUSINESS Your D i o r s Report that during the period the company has satisfactory performance to . business activity.

AUDITORS M/s. Sway D. Sharma & Co. Qwtad Accountants, redre and are eligible for Re-

L appointment.

DIRECTOR'S RESPONSIBLLITY STATEMENT In accordance with the provisions of Section T17(2AA) of the Companies Act, 1956 your D ~ r s C o n f h m

1. That in the preparation of the annual accounts, the appIicable accounting standads have been followed by the Company along with proper explanation relating to material departures, if any.

2. That the Director have selected such accounting poIicies and applied them consistently and made judgments and estimates that are teasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the finaracial year and of the profit or loss of the company for that period.

3. 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 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

4. That the Directors have prepared the annual accounting on a going concern basis.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPI'ION, FOREIGN EXCHANGE EARNING & OUTGO Pursuant of section 217(l)(e) of the Companies Act, 1956 read with the companies @isdosure and Particulars in the report of Board of Directors ) Rule,1988 relating to the -mation of Energy, Technology Absorption, and Foreign earning and outgo is NTL.

Place: Mumbai Date: M a September, 2010

For Ms. SHREE SHALEEN

DIREcrOR

Olroebr

Sanjay B. Sharma & Co.

AUDITORS' REPORT

TO THE MEMBERS OF SHREE SHALEEN TEXTILE LTD.

1. We have audited the attached Balance Sheet of SHREE S W E N TEXTILE LIhflTED as ~t 31st March, 20!0 and also the Profit and Loss Account of the Company for the year ended on that date annexed theretw. These financial statements are the mponsibiiity of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally iuxepted in India. Those standards require that we plan and perfonn the audit to obtain reasonable assurance about whether the financial statemen& are free of material misstatements. An audit includes examining, on a test basis, evidence supporting the mounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall financial statemeat pmntation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 as amended by the Corn pan ies (Auditor's Report) (Amendment) Order, 2004 (together the said Order) issued by the Central Government of India in tenns of Section 227 (4A) of the Companies Act, 1956 and on the basis of such checks as we considered appropiate, and according to the information and explanations given to us, we enclose in the Annexure a statement on t I~e matters specified in paragraphs 4 and 5 of the said order.

Further to our comments in the Annexure referred to in p a p p h 3 above, we report that :-

a) We have obtained all the information and explan~tions, which to the best of our knowledge and belief were necesary for the purposes of our audit;

b) h our opinion, proper buds of account as required by law have been kept by the Company, so far as appears fkorn our examination of those books;

c) The BaIancz Sheet and the Profit and Loss Account dealt with by this report are in ith the books of account;

m E FWG! -, - TEXTILES LX).

&L%

Sanjay B. Sharrna 6 Co.

d) In our opinion, the Balance Sheet and rhe Profit and Loss Account dealt with by this report comply with all Accounting Standards referred to in section 21 1 (3C) of the Companies Act, 1956.

c) According to the information and explanation given ta us and on the basis of written representation received from the Directors of the Company, as on 3 1' March, 2OIO and taken on record by the Board of Diractora, we report that m e of the Directow is disqualified as on 3 la M a 4 201 0 from being appointed as a Director under cIawe (g) of sub-section (1) of Section 274 of the Companies Act, 1 956,

f ) in our opinion and to the best of our infomation and according to the explanations given to us, the said accounts read together with the Significant Accounting Policies and other notes thereon, give the information required by the Companies Ad, 19% in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :

i) in the case of the Balance Sheet, of the state of affairs of the Company as at 3 1st M m h ,2010 and,

ii) in the case of the Profit and Loas Account, of the Profits of the Company for rhe Year ended on that date,

For, H- chartered Accountnnts, Membmhip No. 042298

Place: Mumbai Date: 06/09120 1 0

Sanjay B. Sharma & Co.

ANNE= TO THE AUDITORS' REPORT (Referred to in Paragraph 3 of our report of even date to the Members of

on thc accounts for the year ended March 31,2010)

T h e company has maintained proper records showing full particulars including quantitative details and situation of fmed assets. As explained to us, the fmed assets have been physically verified by the management dwing the period and no material disctewcies were noticed on such verification.

The Company is not having any inventories hen= verification of inventoh b not applicable to the cornpaby.

The company has neither granted nor taken any loan, secured or unsecured t d h m a company, fm or other parties covered in the register maintained under section 301 of the Companiw Act, 1956. Accordingly, clause (iii) (a), (b), (c) Id) (e) ( f ) and (g) of the Order

not applicabk.

In our qinion, md according to the information and expbtions given to us, t h e are adequate internal control systems commensurate with s k of the Company and the natm of its business for she purchase a d sale of g o d and services. During the course of our audit, no major weakness has been noticed in the i n t a d contmL.

5.(a) In our opinion and according to the information and explanation given to us, there are no tmwtctions made in pursuance of wntmcts or amangemem, that n d d to k entered into the register mintahxi under section 30 1 of the Companies Act, 1956.

(5) In view of above, clause (v) b of the O h is not applicable.

The Company has not accepted any deposits from the public to which the directives issued by the Restme Bank of India, the provision of Sections 58A and 5 8 M or any other relevant provisions of the Companies Act, 1956 and the rules framed there under apply.

Clause (vii) of the Order relating to intam1 audit system is not applicable to the company during the year under audit.

We have been info& that the Ccntml Government has not prescribed for maintenance of cost m r d s under section 209 (1) (d) of the Companies Act, 1956 in respect of goods or wivices of the company.

information a d mplan8tions given to -35, md on the basis of our books of account, the Company is generally regular in dpsiting with

P a m y a t R a t Wst), MmbPi - 400 002. Td. : 2874 2157 15573 6099

Sanjay B. Sharma & Co. appropriate nuthori ties undi-H-g provident fund, investor education cnd protection h d , employees state insurance, Income tax, sales tax, service tax, wealth tax, custom duty, excise duty, cess and other material sbtutory dues applicable to it.

(b) Accord'ing to the idomtion and explanations given to us, there are no dues in respect of ales +% income t=, service ta& customs duty, w d t h tax, excise duty and a s s that have not teen deposited with t!! appropriate authoritim on account of any dispute.

10, The Company dws not have ll~~umulated losses as at the end of the financial year The Company has incurred cash 1- in the current hamid year.

1 1. Based on our audit procehm and the information and explana~ons given by the magcmmt, the nre no liabilitia fmm banks fixlancial institutions ar debenture holders, and knce there is no default in repayment of the same.

.. . 12. BaW on our examinat ioa of the records and the information and explanations gim to us,

the Company has not granted any loans andlor advanm on the basis of security by way of pledge of sham, dekntutes and other sccuritics.

13. In ow opinion, the Company is not a Chit fhd Company or nidhilmutual hefit fundsociety. Therefort the provisions of Clause (Kiii) of the Order are not applicable to the MWY *

14. In our opinion, the Company is tradmg in equity shares of listed companies. Awrdingly, the provisions of clause (xiv) of the Order are not applicable to the Company.

1 1 5. According to the information and explanations given to us, thc Company has not given my guarantee for lm, taken by oL\ers h r n bank or financial institutions.

16. The Company has not OM any Term Lmns.

17. Accord* to the information and explanations given to us and on an o v d &tion of the balance sheet of the Company, we are of the opinion that fwd m i d on shun term bask have not been used for long team investments.

not made any preferential allotment of shares to parties ister mintaind under section 30 1 of the ~omp'mies Act,

"R*nOmplon ~ h ~ u n b r i - 4 0 0 0 8 2 . ~d . : 2 8 7 4 2 1 5 7 1 5 6 1 9 ~

Sanjay B. Sharma 8 Co. 19. The Company has not issued --dm review.

20. h r h g the m o d covered by our audit repon, the Company has not nisdd any momy by public issues.

2 1. To the best of our knowledge and belief and according to the infomation and explanations given a us, no mud on or by the Company has been noticed or re- during the COW

of our audit.

For, MZi? - - - Sanjay ~ b a k a & Ca, Charlered Accountants, Membewhip No. 042298

Place : Mumbai Date : 06/09/2010

17, M Shopping Centre, Gram Panchayai Road, m a o n (Wad). MMbri - 400 00. . Y. : 2874 2157 / 5573 6099

ws SHREE SHALEEN TEXTILES LTD.

ACCOUNTING POLICIES AND NOTES TO THE ACCOUNTS.

SIGNIFICANT ACCOUNTING POUCIES APPLICABLE: . --'--I- - - - - . - - C = = ? 3 - 1 ~ ~ ~ ~ = R * e = t t = =

The Mnclal sbtmerh am prepared under hitorial mat cwwentiot, and comply with appliCBWB m t h g sbndwd~ iswed by the Institute of Chatwed m n h t s of lndla and mhant pmvbbns of th -Act, 1858.

2. FIXED AS8fTS:

Fixed assets are stated at cost of acquisin. Acquisition -1 indudes taxes, duties, W h t , insurance and other incidental expenses dated to acqubitlon and Installation and are net of MODVAT credits, where applicable.

3. DEPRECIATION:

The company follom reducing b a h w method of depreciation.

4. REVENUE RECOGNITION:

S a k indusiw of excise duty are m m p k d on dispatch price adjustments for sales made during a year are recorded upcn receipt of conhnd W m e t orders.

5. FOREIGN CURRENCY TRANSACTIONS:

This accounting policy dws not apply as there is no fore@ n currency bansaction in current par.

L 6. INVENTORIES:

This accounting policy does not apply as there is no inventory held by the company.

10. TAXATION:

current tax is made tax act

71. SEGMENTAL REPORTING:

f he accwrrting polides applicaMe to the reportable segmsnt are the same as those used in the prepamtion of the financial statements as set out a w e .

Segment revenue expenses i m d s s amounts which wn be dlWly Identifiable to the segment or a t M M e on a reasonable basis.

Segment ass- include all operaBng assets used by the segment and consist primarity of debtun, inventories and fixed assets, segment liabilities indude an owrating l i b i l h and consist primarily of creditors and statutory li&ilW.

INVESTMENTS:

investments WB shown at acquisition cost which includes brokerage and stamp Charges.

Investmentsarestakdatcost. Divkbndinccwneisaccountedin heyearin which Itis received.

Invetments am stated at cost &s amount written off when there is a Permanent diminution in values.

Inve$tmmts are stated ot cost except Were the vahe h a depr&ated and provided for; the same Is staW at Dapfdated Value.

Inmtmenb asa stated at cost and Imm there frem is m n t e d on w a l basb. Adjustments towards appmhtbn or dirnlnutian In the mat%tAntrinsk value of these investments am made at the time of dbposat.

Qwted investments are stated at a s k Unquoted investment is shown at Cost. l n m e from these investments is credited to revenue on accrual basis.

Unqmtd investments held on a tong term basis are stated at cost. Quoted investments are stated at cost. Provision is made For any diminution in value which is considered to L>e permanent.

Sale of Invwents: There is no Surplus m sale of investments, Investment me SUM at cost of purchase.

(1 3) DEBTORS:

1. Debtors are stated at book value after making provisions if any to be made for doubtful debts. The opening balance of debtor of amount 500,QO is written off to profit and loss account

AS PER OUR REPORT OF EVEN DATE ATTACHED

FOR SANJAY B. SHARMA & COMPANY CHARTERED ACCOUNTANTS

SANJAY B. SHARMA ( PROPRIETOR)

Place : Mumbai Date : MkSepternkr, 2010

' h e Schedule R d m d To Above Fomt An In- Part WThe blame SHM

IN TERM OF OUR AUDrr m K OF EVEN DATE

AMOUNT 51-

b,5LmmmI

For SHI(Ec dWt%~l Y(TiL,, 1im.

UABILmES

m m 0 0 S l u r r ~ - Roat & InW

lhmmmal wxn.978~) kr par M a-

*--

1.W33,m.m

SCH

1

2

3

AMOUUT 3 I m a l O

z,ooo,wo.w

7335s.w

om

30,~oo.al

16m Om 7.W

h

XI-99

AMOUNT 31.~-

ScH

4

5

116.- 2467NB.W

SS9,liUUXl 12A65.W

lW,=Jm

&A 6-0 K &D 4 E

Q=uwh&m - 7 3 , ~ . 0 0 ~ u n d r y ~ e b

W& Bsnk 8.bxrx -&a Tax Dedactron at %ime Adv. lnrome Tax % I.Tax - (-0 m=hYOaporhm=T)

10pu.00 2 2 9 m R 300paO.00 %,-.97

am00

W75$6293

4,130.40 3#L30

MOUNT 31-0

7 ,mm

25-13

Fixed Asset schedule 4

For SHIEE m E a LTD.

p k g w --

t

Description of Assets

II. Computer

I. FumitwehFkhm

Deduction made duhg

the year

0.00

0.00

0.00

Rate

60%

10%

Ehhceof asset as on 31/3/MnO

10326.00

4,247.00

W .D.V. as on 311 3/a009

10226.00

4347.00

Add ition made during

the year

0.00

0.W

Ikprech tion for the year

6,195.60

424.70

W.D.V. as on 31/3/2010

4,130.40

3 8 ~ ~

6,620.30 7,95270

lJ.2OO'J

Anlount

.2009 ul.ars 1.03-2010

7.936.558.00

.OO~To

12.00

3.964.00 .

00 'xps.

2,000.00

2,100.00

wlUlCt't en.tlty

,00.

tionery.00

t

.00&: c:sn

.00

6-1.911.00

,940.00,499.74

4.061.00 rofi t

427,896.72

29,908.00

,001.00

-171.00.00

.00

.00

.617.65

.00

.00

.00

.93

,803,410.41

8.584.612.00

12.00

.

14.660.00

.554.00

.427,896.00

,908.00

.00

.50

,803.410.41

A mo unt

To

1­__ Gr Profit cld

8.201.00 To Ad"crti.<ement 5.00000 To Audit F

0.00 To F 1.409.00

To Business Promotion 0.00 To Books P..riodicals 0.00 To hire charg

To 00 To

15.378.00 To To To Donation To Filing

7,720.00 To Fringe Benefit Tax 0.00 To House rem alJo

To •

3.750.00 To 10.000.00 To Listing Fre

0.00 10

To 4.995.00 To 1.765.00 To Printing

To T .

000 To • 0.00 To .

0.00 To To R T

0.00 T o00 To T lather

• To Stllf( Welfare To T Pa

00 To 995.00 ITo Sh

To To Telephone Expenses To

To 'el d to SIs

31.0).2010

629.125.00

15,000.00 2.795.12

875.00

4,n .50 70,000.00

6.620..30

51,500.00 0.00

,501.00 30,210.00

0.00 0.00

11,030.00 17,673.00

2.916.00 3,278.00

50.00 550.00

56.00

278,670.00 13.5 .00

700.00 1.200.00

6.741.91

I

A mount

By

648, .00 By G Profi t bId

129,628.00 By Comm. By Dividend

0.00 By I.T 0.00 By Lnt on l. T. Refund

By

Am ou nt

629.908.00

4 ,409 1.729,790.00

23.299.91 128.00

0.00

Ca nt ...

e

lU.2010

.00

.306.371

. 20IG-lI)

,639.00 oll~1l

,485,545.93 ,485,545.93

~?

f II d d 31 I f 2010

A mou nt

JL03.2010

Amounl

By

B)' Profit for

Amount

900

975,906.93

0.00

.00

0.00

To of

To Pro . I n for Tax

To l ri. To b/

0.00

150,000.00

7

7,516,010.00

I OF OUR AUDIT OF EV D TE F RSA JAY B. CO. FOR

ACCOU A

S.L SHARMA (DIRECTOR)SA JAYSHA 1\

(pR

DATE:06/09/2010 PLACE: 1UMBAJ

SHALEEN TEXTILES LTO.