AFFLUENCE

TARUN SHIPPING AND INDUSTRIES LIMITED

NOTICE
Notice is hereby given that the seventeenth Annual General Meeting of  Tarun Shipping and Industries Limited will be held on 29th September, 2012  at 10.30 A.M. at the Registered Office of the Company at Laxmi Building 6, Shoorji Vallabhdas Marg, Ballard Estate, Mumbai 400 001 to conduct the following business:
ORDINARY BUSINESS:
1. To receive and adopt the audited Balance Sheet as on 31st March, 2012 and the Profit and Loss Account for the year ended on that date and the reports of the Auditors and Directors thereon.
2. To appoint a Director in place of Mr. Sumegh P. Modi who retires by rotation and is eligible for
    re�appointment.
3. To appoint auditors and fix their remuneration or to authorise the Board of Directors to do so.
SPECIAL BUSINESS
4. To consider and, if thought fit, to pass, with or without modification(s), the following resolution as special resolution:
�RESOLVED THAT Mr. Glen Damaciano Simoens, who was appointed as additional director with effect from 15th December, 2011 and who holds office upto this date of Annual General Meeting and in respect of whom the company has received a notice in writing from a member proposing his candidature for the office of Director, be and is hereby appointed as Director of the Company Liable to retire by rotation.
                                                                                  By Order of the Board of Directors
  
                                                                                             
Place: Mumbai.       Sumegh P Modi  
Date:3rd September,2012                               Director
Notes:
1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote instead of himself and the proxy need not be a member.

 
TARUN SHIPPING AND INDUSTRIES LIMITED
 DIRECTORS' REPORT

Your Directors have pleasure in presenting their Seventeenth Annual Report together with the audited statements of accounts of the company for the year ended 31st March, 2012

FINANCIAL RESULTS : Current Year
      ended
 Previous Year
ended     
 31.03.2012 31.03.2011
                                   Rupees in lakhs Rupees in lakhs
GROSS PROFIT prior to interest and tax    1895.55  2570.64
Less: Interest on Borrowings    2551.36  2023.63
    (655.81)    547.01
Less : Provision for Taxation        NIL       NIL
Profit / (Loss) after Tax        (655.81)    547.01

Add: Balance brought forward from previous year                                                                                                                                                
    3668.19
   3376.18
  
Less:  Transferred to Tonnage Tax Reserve        Nil    255.00
  
AMOUNT  AVAILABLE FOR  APPROPRIATION     3012.38 3668.19

  
        OPERATIONS :

During the year under review, the Gross Profit of the company decreased from                Rs.2570.64Lacs to 1895.55 Lacs. There is net loss of Rs.655.81 Lacs as against Net profit of Rs. 547.01 Lacs during the preceding year. This is because of income from chartering the vessels Neel Kamal, Neel Akash, Maharshi Shubhatrya and Maharshi Dattatrya which are given on BBC basis remained constant but  due to increase in borrowing cost and loss incurred on sale of investments are reflected in accounts          
The Company has plan to acquire some more vessels during the current financial year so as to expand its shipping operation.
      

      DIVIDEND :
 Due to Losses in current year the Board of  Director has not declare any dividend  for the year ended 31st March, 2012.

DIRECTORS

During the year under review Mr. Harjinder S. Kapila has resigned from the Board of the Company. The Board places on record their gratitude for the valuable services rendered and the guidance given by him to the Company while he was Director of the Company.

Mr. Glen Damaciano Simoens was appointed as additional director with effect  
from 15.12.2011  and holds office upto ensuing annual general meeting of the   company. The company has received notice from member pursuant to section257 of the companies act, 1956, signifying his intention to propose the candidature of Mr. Glen Damaciano Simoens for the office of director.
      
Mr. Sumegh P. Modi retires by rotation and being eligible offers himself for re�appointment.  A separate resolution is being proposed for his re�appointment.

      DEPOSITS :

The Company has not accepted any deposits from the public during the year         under review.
PARTICULARS OF EMPLOYEES :

The details of employee falling within the purview of the Section 217(2A) of the Companies Act, 1956 is  Annexed with this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO :

The disclosures prescribed u/s 217 (1)(e) of the Companies Act, 1956 read with Companies ( Disclosures of particulars in the report of the Board of Directors) Rules, 1988 are not applicable.

DIRECTORS' RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 217 (2AA) OF THE COMPANIES ACT, 1956.
     The Directors' confirm that:�
       I)    in preparation of the annual accounts, the applicable accounting    standards
      have been followed along with proper explanation to the material departures;
 
ii)  appropriate accounting policies have been selected and applied consistently and have 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 as at 31st March, 2012 and of the profits of the Company for the year ended 31st March, 2012.

iii) proper and sufficient care has been taken 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;

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

        AUDITORS :

M/s Sorab S. Engineer and Co.., Chartered Accountants, the Auditors of the Company, hold office till the conclusion of this Annual General Meeting and being eligible, offer themselves for re�appointment. A certificate of eligibility u/s 224(1�B) of the Companies Act, 1956 has been received from the said Auditors.
  
        ACKNOWLEDGMENT :
Your Directors express their thanks to all the officers of the Ministry of Surface Transport, Directorate General of Shipping, Ministry of Petroleum and Oil Companies for the valuable help and co�operation extended by them to the Company. Your Directors also thank ILandFS and Bank of Baroda for their continued support throughout the year. Your Directors also thank the members of the company, but for whose support the Company would not have made progress. 
                        On Behalf of the Board of Directors

 Place: Mumbai                    
     Date: 3rd September,2012                 DIRECTOR                       DIRECTOR            

TRAVELLING RS.11.97 LACS IN 2011-12 AND RS1.60 LACS 2010-11