Financials

During the year under review, the Company did not have any revenue generating business. All its efforts are now concentrated on its research activities, from which, it is hoped that its revival will commence. The Company recorded a loss of Rs. 17.92 lakhs on account of Depreciation charges Rs. 6.77 lakhs, Misc. Expenses written off Rs. 499 lakhs and other overhead expenses of Rs. 537 lakhs.

Operations

Your Company has not conducted any business during last year but has focused itself at restructuring its operations and objectives, so as to take advantage of its experience and Intellectual property and become a full fledged technology provider.

- R&D Division

The research operations of the Company have been relocated successfully in leased premises at Bangalore. With the induction of qualified personnel and re-initiation of a few select programs, it is hoped that technology development efforts will lead the Company to greater success. The R & D activities were transferred to its 100% subsidiary ABL Research Pvt.Ltd, located in Bangalore.

The DHA Project

Your Directors are happy to inform that the Company's 22 litre pilot fermenter is operating well in the new Research Facility under a new team and fine tuning of various processes for the production of fatty acids is underway. Your Directors are also happy to inform that its efforts in pursuing Intellectual Property and filing patent applications in the USA, Europe and India have been successful. The Company hopes to attract partnerships in establishing commercial scale facilities for a number of Fatty Acids, in the days to come.

- Formation of Special Purpose Vehicles

Your Company has chosen a strategy of incorporating three new wholly owned subsidiaries of ABL Biotechnologies Ltd, in order to facilitate focus on activity and invite investments in the respective business segments. Accordingly three wholly owned subsidiaries were formed on 30th March 2011 as under:

ABL Research Pvt.Ltd, (R & D segment) a wholly owned subsidiary of ABL will now focus on select technologies and developmental objectives, with a view to market requirements and commercialisation objectives. As mentioned before it is functioning in full swing at Bangalore.

ABL Healthcare Pvt. Ltd (Formulation segment) a wholly owned subsidiary of ABL, will focus on formulation development and manufacture of various types of contract manufacturing businesses. It will seek to successfully commercialise over 450 formulations developed and enhanced them, in the days to come. It has not been activated yet.

ABL Lipids Ltd, (Fatty acids DHA Segment) a wholly owned subsidiary of ABL, will now focus on commercialisation and manufacture of a variety of Fatty Acids and derivatives for the international nutrition and pharmaceutical industry. Initially, major efforts are being focused at either Technology sale or Joint Ventures in the area of Lipids.

Listing

The shares of the Company are listed in the Mumbai and Luxemburg stock exchanges. The shares of the Company are traded in the demat form.

Corporate Governance

The Company continues to follow the code of Corporate Governance during the year under review. A separate report on the same is attached.

Deposits

Your Company has not accepted any deposits from public during the year under review.

Directors

Mr. K. O. Isaac, Managing Director's term expires and Company has received a notice in writing from a member under section 257 of the Act proposing his candidature for the office of the Managing Director of the Company.

Auditors

M/s. Pratapkaran Paul & Co., Chartered Accountants, Chennai, Auditors of the Company retire at the ensuing annual general meeting and are eligible for reappointment. A notice has been received under section 224(1 B) of the Companies Act, 1956 from them confirming their eligibility for reappointment

Employees

Your Directors place on record their appreciation of the sincere and dedicated services rendered by all the employees during the year under review.

None of the employees have received remuneration in excess of the sum prescribed u/s 217(2A) of the companies Act 1956.

Directors' Responsibility Statement

The Directors confirm that:

- in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed.

- they 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 as on 31st March, 2012 and of the Profit and Loss of the Company for that period.

- 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.

- the annual accounts are prepared on a going concern basis

Energy, Technology Absorption & Foreign Exchange

Information in accordance with the provisions of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 regarding conservation of energy, Technology absorption and Foreign Exchange earnings and outgo are given below:

Conservation of Energy

Energy conservation is not applicable to the biotechnology industry.

Technology Absorption

The technology for microbial metabolites is developed indigenously and hence absorption of foreign technology does not arise.

Foreign Exchange Earnings & Outgo

There were neither any earnings nor any expenditure in foreign exchange during the year.

Acknowledgement

The Board of Directors wishes to place on record its gratitude to the Department of Science and Technology, Department of Bio-Technology and the other Institutions / Organizations / Agencies who have supported the company during the year.

                        For and on behalf of the Board of Directors

Date : 03/09/2012                     K. O. Isaac

Place: Chennai               Chairman and Managing Director