The Directors present the audited Balance Sheet and Profit & Loss Account together with their Report thereon for the Financial Year ended 31st March, 2014:

Financial Results

                                                         (Rs. in Lacs)

PARTICULARS                                      2013-2014   2012-2013

Profit/(Loss) before Depreciation & Tax(PBDT) (16.69) (26.89)

Less: Depreciation                                 (67.38)     (78.14)

Profit/(Loss) before Taxation                      (84.07)    (105.03)

Less: Provision for Tax                                  -           -

Add/Less: Deferred Tax                                   -           -

Add: Earlier years adjustments                           -           -

Net Profit                                         (84.07)    (105.03)

The Company's operations at calcium carbonate division remained suspended throughout the year for the want of working capital and clearance from the Uttarakhand Environment Protection and Pollution Control Board. The Company has not earned any revenue during the year under report. The appeal filed by the Company before Hon'ble Supreme Court against the order of Hon'ble High Court of Uttarakhand granting stay on construction work undertaken by the Company at Rishikesh site is still pending.

The Company has incurred a loss after tax of Rs. 84.07 Lacs during the financial year 2013-14 against a loss after tax of Rs. 105.03 Lacs in the previous year.

In view of the accumulated losses, the Directors do not recommended payment of any dividend.

Rehabilitation Scheme:

The Rehabilitation Scheme passed by Hon'ble BIFR are stayed by the Hon'ble Uttrakhand High Court and matter still pending before Supreme Court of India.

Future Plans:

The Board of Directors are constrained to draw any future plans till contentious issues including Environmental Clearance from Uttarakhand Environment Protection and Pollution Control Board are resolved. The Board of Directors are also awaiting the verdict of Hon'ble Supreme Court in the appeal filed by the Company against the order of the Hon'ble High court of Uttarakhand which is yet to be taken up for hearing.

Suspension in trading of the shares of the Company:

Trading in the Shares of the Company is suspended due to penal reason w.e.f. 16th January 2013 and Company applied for the revocation of the Suspension and also the company has obtained the In principal approval from BSE Limited.

Fixed Deposits:

The Company has not accepted any fixed deposits during the year under review.

Insurance:

Due to paucity of funds, the Company has not renewed the insurance policies with respect to the properties of the Company. Adequate security arrangements have, however, been made.

Directors:

Shri. Ashok Marwah (DIN: 01787560) Director of the Company retires by rotation and being eligible offers himself for re-appointment.

Director's Responsibility Statement

Director's Responsibility Statement under Section 217(2AA) of the Companies Act, 1956, the Directors, based on the representations received from the Operating Management, confirm that:

a. in the preparation of the annual accounts of Citurgia Biochemicals Limited (the Company), the applicable accounting standards have been followed along with proper explanation relating to material departures;

b. they have, in selection of the accounting policies, consulted the statutory auditors 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 as at 31st March, 2014 and of the Company for the year ended 31st March, 2014;

c. they have taken proper and sufficient care of the best of their knowledge and ability for the maintenance of adequate accounting records in the accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and preventing and detecting fraud and other irregularities;

d. They have prepared the annual accounts on a going concern basis.

PARTICULARS OF EMPLOYEES:

The Company has no employees covered under Section 217(2A) of the Companies Act, 1956.

Auditors

The Statutory Auditors of the Company, M/s Ranjan Gupta & Co., Chartered Accountants, Mumbai having Firm Registration Number 17319-N shall hold office till the conclusion of the ensuring Annual General Meeting and are eligible for re-appointment. M/s Ranjan Gupta & Co., Chartered Accountants have expressed their willingness to act as the Statutory Auditors of the Company, and furnished to the Company a certificate that their appointment ,if made, would be in conformity with the provisions of section 139 Companies Act, 2013.

As per the recommendation of the Audit Committee, the Board proposes the re-appointment of M/s Ranjan Gupta & Co., Chartered Accountants as Statutory Auditor of the Company.

Conservation of Energy, Technology Absorption, Foreign Exchange earnings and Outgo under Section 217(1)(e) of the Companies Act, 1956.

The information pursuant to 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 given in the annexure to this Report.

AUDITORS' REPORT:

There is no adverse observations made by the Auditors in Report for the year ended 31st March, 2014

AUDIT COMMITTEE

The Audit Committee comprises of Chandra Shekhar as Chairman and Shri Sanjeev Kumar and Shri Bhagat Ram Kothari, are the other Members of the Committee.

NOMINATION AND REMUNERATION COMMITTEE

The Remuneration Committee was renamed as Nomination and Remuneration Committee and comprises of Mr. Sanjeev Kumar, Chairman of the Remuneration Committee, Mr. Akshod Kumar Sharma and Mr. Bhagat Ram Kothari, are the other Members of the Committee.

STAKEHOLDER RELATIONSHIP COMMITTEE

The Shareholders'/ Investors Grievance Committee was renamed as Stakeholders Relationship Committee and chaired by Mr. Sanjeev Kumar with Mr. Akshod Kumar Sharma, Director and Mr. Bhagat Ram Kothari, Director as its Members.

CODE OF CONDUCT

Pursuant to Clause 49 of the Listing Agreement, the declaration signed by the Managing Director affirming the compliance of Code of Conduct by the Directors and senior management personnel for the year under review is annexed to and forms part of the Corporate Governance Report

CORPORATE GOVERNANCE

The Board of Directors support and adheres the principles of Corporate Governance and in addition to basic Corporate Governance issues the Board lays strong emphasis on transparency, accountability and integrity.

Pursuant to Clause 49 of Listing Agreement with Stock Exchange, Corporate Governance Report and Auditor's Certificate regarding compliance of the condition of Corporate Governance are made part of the Annual Report.

ACKNOWLEDGMENT:

The relationship of the Company with the employees at all the levels continues to be cordial and healthy. Your Directors wish to place on record their appreciation of the significant contribution made by each and every employee of the Company and expect continued support for achieving the targets set for the future.

The Board acknowledges the support and co-operation received from Government, Bankers, Financial Institutions, Shareholders, Suppliers, associates & sub-contractors and looks forward to their continued support.

                                    On behalf of the Board of Directors
                                     FOR CITURGIA BIOCHEMICALS LIMITED

                                            Sd/-               Sd/-
                                    AKSHOD KUMAR SHARMA    ASHOK MARWAH
                                    (EXECUTIVE DIRECTOR)    (DIRECTOR)

Date: 2nd September, 2014 Place: Mumbai