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CORPORATE INFORMATION Board of Directors

Chairman & Managing DirectorMr. Tanuj Rastogi

Whole Time Director & CFOMr. Mudit Rastogi

DirectorsMrs. Ira RastogiMrs. Motia SharmaMr. Yogesh SharmaMr. Rajeev Kumar Goel

Statutory AuditorsK. N. GUTGUTIA & CO.Chartered Accountants

11 K, Gopala Tower, 25, Rajendra Place,New Delhi-110008

Registered Office5476, South Basti Harphool Singh,Sadar Thana Road, Sadar Bazaar,Delhi - 110006Company’s Website: www.aseemglobal.comEmail-Id: investors@aseemglobal.comPhone: 011 - 23615505Facsimile: 011- 23528187

Bankers

Oriental Bank of Commerce Registrar & Share Transfer Agent

Skyline Financial Services Pvt. Ltd.D-153A, 1st Floor,Okhla Industrial Area, Phase-I,New Delhi - 110020

Chairman’s Message 2

Notice of Annual General Meeting 3

Directors’ Report 6

Secretrial Auditor Report 19

Management Discussion & Analysis Report 22

Report on Corporate Governance 29

Auditors’CertificateonCorporateGovernance 38

CEO/CFOCertification 39

Auditors’ Report 40

Annexure to the Auditors’ Report 42

Balance Sheet 44

StatementofProfitandLoss 45

Cash Flow Statement 46

Notes to the Financial Statements 47

Attendance Slip and Proxy Form 67

Ballot form / Poll form 69

CONTENTS

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CHAIRMAN’S LETTER

Chairman & Managing Director

Dear Shareholders,

I take the pleasure in presenting the 32ND Annual Report along with the audited accounts of your company for the year ended

31st March, 2015.

As a company, we face lots of difficulties and hindrances in our success route. But we see growth in near future with the stability

expected in Indian economy and trying to come out from these negative situations and to give its best to you. Going ahead, we

expect our strategic policies to help us successfully put the Company back on a high growth track.

I would like to express my special thanks and deep appreciation to all the employees of Aseem Global for their commitment

and dedication to meet the Company’s goals. I would like to express my gratitude to my customers for their continued support

and guidance. Finally I would also like to express my deep appreciation to you, our shareholders, for our continuing interest in

Aseem activities and assure you that Your Company will, as always, live up to your expectations.

Warm Regards,

Sd/-(Tanuj Rastogi)Chairman & Managing Director

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NOTICE OF ANNUAL GENERAL MEETINGNOTICE is hereby given that the 32nd Annual General Meeting (AGM) of ASEEM GLOBAL LIMITED will be held on Wednesday, September 30, 2015 at 1.30 P.M at Navkar Tirth Atisey Ksetra, Near Mahaviday Ksetra, Nielwal village, Ghevra More, Rohtak road, New Delhi-110041 to transact the following business:

ORDINARY BUSINESS:

Item No.1-Adoption of Financial Statements

To receive, consider and adopt the Financial Statement of the Company for the year ended March 31, 2015, including theauditedBalanceSheetasatMarch31,2015,theStatementofProfitandLossfortheyearendedinthatdateandthe reports of the Board of Directors (the Board) and Auditors thereon.

Item No.2-Appointment of Director

To appoint Director in place of Mr. Mudit Rastogi, who retires by rotation and being eligible offers himself for re-appointment.

Item No.3- Rectification of Reappointment of Auditor

ToRectify theReappointment of auditors toholdoffice from the conclusionof thisAnnualGeneralMeeting till theconclusionofthenextAnnualGeneralMeetingandtofixtheirremunerationandtopassfollowingresolutionthereof:

“RESOLVED THAT, pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Rules made there under, and pursuant to the recommendations of the audit Committee of the Board of Directors, M/s K. N. Gutgutia & Co., Chartered Accountants (Firm Reg. No. 304153E) be and are hereby re-appointed as the auditors of the Company, toholdofficefromtheconclusionofthisAnnualGeneralMeetingtotheconclusionofthe(2017)ConsecutiveAnnualGeneralMeeting(SubjecttotheratificationoftheappointmentbythemembersateveryAnnualGeneralMeetingheldafter this AGM) on such remuneration as may be determined by the Audit Committee of the Board of Directors.”

RESOLVED FURTHER THAT to give effect to this resolution Mr. Tanuj Rastogi (DIN: 01268647), Managing Director, and Mr. Mudit Rastogi (DIN: 00185314), Whole Time Directors of the Company, be and are hereby severally authorized to monitor the related party transaction.”Notes:

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY / PROXIES TO ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF/HERSELF SUCH A PROXY/ PROXIES NEED NOT BE A MEMBER OF THE COMPANY. The instrument of Proxy in order to be effective, should be deposited at the Registered OfficeoftheCompany,dulycompletedandsigned,notlessthan48hoursbeforethecommencementofthemeeting.AProxy form is sent herewith.

Apersoncanactasproxyonbehalfofmembersnotexceedingfifty(50)andholdingintheaggregatenotmorethantenpercent of the total share capital of the Company. A Member holding more than ten percent of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder.

Members/Proxy holders are requested to bring their copy of Annual Report and Attendance slip sent herewith, duly filled-inforattendingtheAnnualGeneralMeeting.

2. Corporate members intending to send their authorized representatives to attend the meeting are requested to send to theCompanyacertifiedcopyofBoardresolutionauthorizingtheirrepresentativetoattendandvoteontheirbehalfatthe Meeting.

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3. BriefresumeofDirectorsincludingthoseproposedtobeappointed/re-appointed,natureoftheirexpertiseinspecificfunctional areas, names of companies in which they hold directorships and memberships / chairmanships of Board Committees, shareholding and relationships between directors inter-se as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, is provided in the end of the Notice.

4. To prevent fraudulent transactions, members are advised to exercise due diligence and notify the Company of any change in address or demise of any member as soon as possible. Members are also advised not to leave their demat account(s) dormant for long.Perodic statement of holdings should be obtained from the concerned from depository Participantandholdingsshouldbeverified.

5. The security and exchange board of India (SEBI) has mandate the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit the Pan to their Depository Participants with whom they are maintaining their demat accounts. Members holding Shares in Physical form can submit their PAN details of the Company.

6. Electronic Copy of the Annual Report for 2014-15 is being sent to all the members whose email IDs are registered with the Company/Depository Participants(s) for communication purposes unless any members whose has requested for a hard copy of the same. For members who have not registered their email address, physical copies of the Annual report for 2014-15 is being sent in the permitted mode.

7. Electronic Copy of the Notice of the 32nd Annual General meeting of the Company inter-alia indicating the process and manner of e-voting along with Attendance Slip and proxy form is being sent to all the members whose email IDS are registered at their email address, physical Copies of the Notice of 32nd Annual General meeting of the Company inter alia indicating the process and manner of e-voting along with Attendance Slip and proxy form is being sent in the permitted mode.

8. MembersmayalsonotethattheAnnualReportfor2014-15willalsobeavailableattheCompany’sRegisteredOfficein Delhi for inspection during the normal business hours on working days. Even after registering for e-Communication, members are entitled to receive such Communication in physical form, upon making a request for the same, be free of Cost

9. Voting through Electronic Means

i. In accordance with provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 the business may be transacted through electronic voting system and the company is pleased to provide the facility for voting by electronic means (“e-voting”) to its members. The Company has engaged the services of National Securities Depository Limited (“NSDL”) to provide e-voting facilities and for security and enabling the members to cast their vote in a secure manner.

ii. The instructions for the shareholders for e-voting are as under:

A In case of Shareholders receiving e-mail from NSDL:

1. OpentheattachedPDFfile“e-Voting.pdf”givingyourClientID(incaseyouareholdingsharesindematmode)or Folio No. (in case you are holding shares in physical mode) as password, which contains your “User ID” and “Password for e-voting”. Please note that the password is an initial password.

2. Launch internet browser by typing the URL https://www.evoting.nsdl.com/3. Click on “Shareholder - Login”.4. Put User ID and password as initial password noted in step (1) above and Click Login.5. Password Change Menu appears. Change the password with new password of your choice with minimum 8

digits/characters or combination thereof. 6. Home page of “e-Voting” opens. Click on e-Voting: Active Voting Cycles.7. Select “EVEN” of (Aseem Global Limited). Members can cast their vote online from September 27, 2015 (09:00

am) till September 29, 2015 (5:00 pm). Note: e-Voting shall not be allowed beyond said time.8. Now you are ready for “e-Voting” as “Cast Vote” page opens.9. Castyourvotebyselectingappropriateoptionandclickon“Submit”andalso“Confirm”,whenprompted.10. Uponconfirmation,themessage“Votecastsuccessfully”willbedisplayed;11. Once you have voted on the resolution, you will not be allowed to modify your vote.

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12. Institutional shareholders (i.e., other than Individuals, HUF, NRI etc.) are also required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/Authority Letter etc. together with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e-mail (sanjayjhafcs@gmail.com) with a copy marked to evoting@nsdl.co.in.

B. In case of Shareholders who have not registered their e-mail Id and will be receiving physical copy of the Notice of AGM:

i) User ID and Password is provided at the top of the attendance sheet. ii) Please follow all steps from Sl. No. (2) to Sl. No. (12) Above, to cast vote.

1. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting User manual for Shareholders available at the Downloads section of www.evoting.nsdl.com.

2. If you are already registered with NSDL for e-voting then you can use your existing user ID and Password /PIN for casting your vote.

3. It may be noted that this e-voting facility is optional. The e-voting facility will be available at the link https://www.evoting.nsdl.com during the following voting period:

Commencement of e-voting: From 09.00 a.m. on 27TH September, 2015

End of e-voting: Up to 5.00 p.m. on 29TH September, 2015.

E-Voting shall not be allowed beyond 5.00 p.m. of 29th September, 2015. During the e-voting period, Shareholders of the Company, holding shares as on 28.08.2015 either in physical form or in dematerialized form may cast their vote electronically.

4. The Company has appointed Mr. Sanjay Kumar Jha, Proprietor of Firm S.K. Jha & Associates Practicing Company Secretary, as ‘Scrutinizer’ for conducting the e-voting process for the Annual General Meeting in a fair and transparent manner.

The Board of Directors has appointed Mr.Sanjay Kumar Jha, Practicing Company Secretary, as the Scrutinizer for conducting the e-voting and ballot process in a fair and transparent manner.

The Scrutinizer will submit the report to the Chairman cum Managing Director of the Company after the completion of scrutiny of the e-voting and Ballot Forms on or before 30th September, 2015.

The results of the e-voting, Ballot and Poll at the Annual General Meeting venue, shall be announced by the Chairman cum Managing Director of the Company after the conclusion of Annual General Meeting of the Company. The results declared along with the Scrutinizers Report shall be placed on the Company’s website www.aseemglobal.com and on the website of the NSDL within two days of passing of the resolutions at the Annual General Meeting and communicated to the Stock Exchanges.

Place: Delhi By order of the Board Date: August 28th, 2015 ASEEM GLOBAL LIMITED

Sd/-Registeredoffice: [Tanuj Rastogi]Aseem Global Limited Managing Director5476, South Basti Harphool Singh,Sadar Thana Road, Sadar Bazar,Delhi-110006

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DIRECTORS’ REPORT

ToThe Members

Your Directors are pleased to present the 32nd Annual Report of the Company together with the Audited Accounts for the year ended 31st March, 2015.

FINANCIAL RESULTS

Particulars Year 2014-15 Year 2013-14Total Income 234.45 369.78(including Exceptional Items)Less: Operating, Administrative & other Exp. 239.05 362.90

Earnings before interest and depreciation (4.6) 6.88Less: i) Interest 4.95 4.15

ii) Depreciation 0.24 0.51

Profit before Tax (9.80) 2.22Less: provision for Tax - -

i) Current - (0.85)ii) MAT credit entitlement - -iii) Deferred tax assets credit/(charge) (0.05) 0.02iv) Provision for tax relating to prior years - -

Profit after Tax (9.85) 1.35Add:BalanceofProfitasperlastBalanceSheet - -Add: Reversal of Dividend (F/y 2010-11) - -Balance available for appropriation (6.34) 4.53Less: Appropriation

i) Proposed Dividend – Final - 0.10ii) Tax on Dividend - 0.02iii)Transfer to General Reserves - 1.00

Balance carried over to Balance Sheet (6.34) 3.41EPS (of Rs. 10/- each) (4.54) 1.28Networth 15.25 25.01

PERFORMANCE HIGHLIGHTS

Inthecompetitiveandchallengingbusinessenvironment,theoverallperformanceofYourCompany’snetprofitaftertaxhasreduced to loss of (9.85)croresfrom1.35croresprofitasachievedduringtheFinancialyear2014-15.Thelosshasbeendueto increase expenses on account of volatile market conditions and also due to sharp depreciation of Indian currency vis-à-vis the foreign Currencies. The Company reported the net revenue of 234.45crores, a decrease of 15.84% over f/y 2014. The earnings per share (Basic & Diluted) as on March 31, 2015 stood at (9.31).

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EXPANSION AND FUTURE PROSPECTUS

Companiesfocuswillbeontogetnewgoodcustomersandsupplier,andalsotoincreaseefficiencyinTrading.Duetolossinthe manufacturing business, Company has decided to temporarily deviate their entire focus on the Trading business.

EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS

Therewasnomaterialchangeandcommitment’swhichaffectthefinancialpositionofthecompanysubsequenttothedateoffinancialstatement.

DIVIDEND

Duetoinsufficientprofitthereisnodeclarationofanydividendinthisfinancialyear.

DIRECTORS

(i) Directors & Key Managerial Personnel (Appointment & Resignation)

During the year, the following changes took place in the Board of your Company:

a) Key Managerial Personnel

Mrs. Pallavi Agarwal has been resigned from the post of company secretary w.e.f from 30th June 2014.

Ms Anita Dahiya has been resigned from the post of company secretary w.e.f from 25th March 2015.

b) Directors Mrs. Ira Rastogi has been resigned from the post of Non Executive Director w.e.f from 01st June 2015.

(ii) Retire by Rotation Pursuant to the provisions of Section 152 of the Companies Act, 2013 Mr. Mudit Rastogi , Whole Time Director of the Company retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for reappointment.

BriefprofileofMr.MuditRastogiasrequiredunderClause49(VIII)(E)oftheListingAgreementisprovidedinthe Corporate Governance, attached thereto.

(iii) Declaration from Independent Directors The Company has received necessary declaration from all the independent Directors of the Company under Section 149(7) of the Companies Act, 2013 that all the independent Directors of the Company meet with the criteria of their independence laid down in Section 149(6).

(iv) Board Annual Evaluation In compliance with the provisions of the Companies Act, 2013, the Board during the year adopted a formal mechanism for evaluation of its performances as well as that of its committees and individual Directors, including the Chairman of the Board.

Nomination & Renumeration Committee has approved the draft evaluation formats for the Board, Executive and NonExecutiveDirectorsandChairpersonofthecompanyconsideringqualification,expertise,attributesandvarious parameters based on which evaluation of the Board has to be carried out by the company.

(v) Board Meeting During the financial year 2014-15, Nine Board meetings were held on 30.05.2014, 16.07.2014, 13.08.2014, 01.09.2014, 30.09.2014, 14.11.2014, 30.12.2014 and 13.02.2015, 24.03.2015.

COMPOSITION OF AUDIT COMMITTEE

The Composition of Audit Committee of the Company is given in Corporate Governance Report, as stipulated under Clause 49 of the Listing Agreement with the Stock Exchanges, which forms part of the Director’s Report.

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DIRECTORS’ RESPONSIBILITY STATEMENT:

Asrequiredundersection134(5)oftheCompaniesAct,2013,theDirectorsherebyconfirmthat:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followealongwith proper explanationrelatingtomaterialdepartures;

(b) the directors had 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 attheendofthefinancialyearandoftheprofitandlossofthecompanyforthatperiod;

(c) thedirectorshadtakenproperandsufficientcareforthemaintenanceofadequateaccountingrecordsinaccordancewith the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud andotherirregularities;

(d) thedirectorshadpreparedtheannualaccountsonagoingconcernbasis;and

(e) thedirectors, in thecaseofaListedCompany,had laiddown internal financial controls tobe followedby thecompanyandthatsuchinternalfinancialcontrolsareadequateandwereoperatingeffectively.

(f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

EXTRACT OF ANNUAL RETURN

As required pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, an extract of annual return in MGT 9 as a part of this Director’s Report is enclosed in Annexure I.

AUDITORS AND AUDITORS REPORT (i) Statutory Auditors

M/S K.N. Gutgutia & Co., Chartered Accountants, Statutory Auditors of the Company retire at the conclusion of the ensuing Annual General Meeting and being eligible for reappointment, offered themselves for reappointment.

The notes of the accounts referred to in the Auditors Report are self explanatory.

(ii) Secretarial Auditors The Company has reappointed M/s. S. K Jha & Associates, Company Secretaries as Secretarial Auditors to conduct the secretarialandrelatedrecordsoftheCompanyforfinancialyearended31stMarch,2016.

SecretrialAuditorreportisannexedherewithasAnnexureIIforthefinancialyear2014-15whichisself-explanatory.

CONSERVATION OF ENERGY, TECHONOLOGY ABSORPTION AND FOREIGN EXCHANGE OUTGO

Conservation of Energy:Information relating to conservation of Energy, Technology Absorption etc., in terms of Section 134(3) (m) of the Companies Act, 2013 read with relevant rules is annexed herewith.

FIXED DEPOSITSDuring the year the Company has not received any new deposit from the public under Section 73 to 76 of Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules. But Company has outstanding deposits under Section 1956 of the Companies Act. The company is making best effort to comply the provisions for repayment of deposits.

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORSThere are no material orders passed by the regulators or Courts or Tribunals impacting the going concern status and company’s operations in future.

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DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLSThe adequacy of Internal Financial Controls is also discussed in Management Discussion and Analysis, as Stipulated under Clause 49 of the Listing agreement with the Stock Exchanges, which forms part of the Director Report.

LOANS, GUARANTEES OR INVESTMENTSThe Company has not made any transaction of Inter- Corporate Loan & Investment during the year.

POLICIES

(i) Renumeration PolicyThe Board of Directors has adopted a policy relating to the renumeration for the directors, key managerial personnel and other employees based on the recommendation of Nomination and Renumeration Committee. Renumeration policy has been placed on the website of the Company.www. aseemglobal.com

(ii) Risk Management PolicyThe Board of Directors has constituted Risk Management Committee for the development and implementation of Risk Management policy for the company. During the year one meeting was held wherein Committee has advised to the Management framework is in the process of development.

(iii) Whistle Blower Policy/ Vigil MechanismPursuant to Section 177(9) of the Companies Act, 2013, the Company has established Vigil Mechanism for directors, employees, suppliers, contractors and other stakeholders etc of the Company. The same is also intended to cover the Whistle Blower Policy under the aspect of Clause 49 of the SEBI’s listing agreement. The purpose and objective of this policy is to cover the serious concerns that would have a larger impact on images and values of the company due to incorrectfinancialreportingofseriousimproperconduct.ThewhistleBlowerPolicyhasbeenplacedonthewebsiteofthe Company on www.aseemglobal.com

LISTINGThe Equity Shares of your Company continue to be listed on Bombay Stock Exchange Limited (BSE), and Delhi Stock Exchange Limited. There is no default in payment of Annual Listing fees and annual custodian fee in respect of shares held in dematerlisation mode of NSDL and CDSL.

DEMATERIALISATION OF SHARESTo provide better and smooth service to the shareholders, the Company’s equity shares have been made available for dematerialisation in electronic form in Depository systems operated by National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL), Mumbai. In order to avail the service, shareholders can dematerialized the shares in the electronic form.

ANNUAL EVALUATIONThe Company has carried out evaluation of Board, Executive Directors, Independent Directors and Chairperson. It is opinioned that the Company’s Board composition, structure, processes and working procedure are well laid. Board members have adequate expertise drawn from diverse industries, Banking, Administration, Technical, business and bringspecificcompetenciesrelevanttothecompany’sbusiness.InformationflowfromManagementtotheBoardandCommittees are timely and acceptable quality. The Board deliberations and participation of members were found to be quite satisfactory and the Board’s overall functioning is effective.

RATIO OF RENUMERATION TO EACH DIRECTORDetails/Disclosures of Ratio of Renumeration to each Director to the median employee’s renumeration is annexed herewith as Annexure-IV.

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATIONThe Company is committed to maintain the highest standards of corporate governance. The Directors adhere to the requirement set out by the Securities and Exchange Board of India’s Corporate Governance practices as per clause 49 of the Listing Agreement and have implemented all the stipulation prescribed.

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The Report on Corporate Governance along with the Certificate from theAuditors of the company regarding thecompliance of the conditions of Corporate Governance pursuant to Clause 49 of the Listing Agreement with the stock exchanges is annexed herewith as Annexure-VI and forms part of the Annual Report.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURESThe information required pursuant to Sec.197 read with Rule 5 of the Companies (Appointment & Renumeration of Managerial Personnel) Rules, 2014 in respect of the employees of the company in terms of Section 136 of the Act, This Annual Report is being sent to all the members and others entitled thereto, excluding the said annexure. Members who areinterestedinobtainingtheseparticularsmaywritetotheCompanySecretaryoftheCompanyattheregisteredofficeoftheCompany.TheaforesaidannexureisalsoavailableforinspectionbythemembersattheregisteredofficeoftheCompany. 21days before the 32nd Annual General Meeting and upto the Date of Annual General Meeting during the business hours on working days.

ACKNOWLEDGEMENTYour Directors wish to convey their appreciation to all the company’s employees for their enormous efforts as well as their collective contribution to the company’s performance.

Your Directors acknowledge with gratitude the co-operation and support extended by Company’s Bankers, Oriental Bank of Commerce.

Your Directors also take this opportunity to convey their thanks to the Company’s valued customers, for the trust and confidencereposedbythemintheManagementfortheirunstintedco-operationandsupportprovidedtotheCompany.Your Directors also take this opportunity to convey their thanks to the shareholders, suppliers, and all the other business associatesforthecontinuoussupportgivenbythemtothecompanyandtheirconfidencereposedinthemanagement.

For and on behalf of Board of Directors of ASEEM GLOBAL LIMITED

Sd/-Place: New Delhi (Tanuj Rastogi)Dated: 28/08/2015 Chairman & Managing Director

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Annexure “A” To Directors Report (2014-15)

Particulars required under the Companies (Accounts) Rules, 2014 of the Companies Act, 2013.

Conservation of Energy

AT HEAD OFFICE UNIT

Following are the key changes done during the year to conserve energy:-

1. InstallationofCFLlightsfittingsinunit.2. Installation of 4 motors by using 30kb for power consumption. Remaining 30kb will be used as per requirements.3. Installation of Spectrometer.4. Restructure of the Sitting Arrangement

Research and Development (R & D)

A) Specific Areas in which R & D carried out by the company

1. Developmentandtestingofdifferenttypesofalloys;2. Evaluationtoenhancetheuseofmetalinabetterway;3. The Company is conducting its R & D activities for developing the process of manufacturing of Zinc, ZAMC2, ZAMC3,ZAMC5&Zincspecific.

B) Benefit derived as a result of the above R&D

1. Improvementinvaluerealizationfromby-productsandwaste;2. Ensuringproductquality;3. Qualityevaluationoffinishedproductsandrawmaterials.4. Effectiveutilizationofjarofix,awasteproductofhydro-smelters.5. Increase in Market Share

C) Future plan of action for FY 2016

1. ToraisetheadditionalCapitaltomaketheManufacturingunitmoreefficient2. Improvementofprocessandresourceuseefficiencies.3. TocoverthesomebigclientstosupplyourproductsuchasTata,Maruti,TVs’,Bajaj,Hondaetc;4. InstallationofPulvenizerEquipmenttosegregatetheashinmetallicandnon–metallic;5. InstallationofAutomaticCreasingMachineforautomaticcutting;6. Installation of Four Furnaces for expansion of aluminum alloys & copper alloys.

FOREIGN EXCHANGE EARNINGS AND OUTGO

( In Crores) Particulars March 31, 2015 March 31, 2014Foreign Exchange Fluctuation : Loss/(Gain) 0.11 1.14Value of Import 18.90 52.93Forex Expenditure 0.00 2 0.02

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Form A

Form for disclosure of particulars with respect to conservation of energy ( In Crores)

Particulars Year Ended 31.03.2015 Year Ended 31.03.20141. Purchased

Unit 24645 42,880Total Amount 185579 3,23,212Average Rate/Unit 7.53 7.53

2. Furnace DieselQuantity (Ltr.) 3,52,651 1,22,312Total Cost 19,39,232 67,27,155Average Rate 54.99 54.99

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Annexure – I to Director Report

Form No. MGT-9

EXTRACT OF ANNUAL RETURNasonthefinancialyearendedon31.03.2015

[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS:

i) CIN:- L51909DL1983PLC016039ii) Registration Date 30.06.1983iii) Name of the Company Aseem Global Limitediv) Category / Sub-Category of the Company Public Companyv) AddressoftheRegisteredoffice

and contact details5476, South Basti Harphool Singh, Sadar Thana Road, Sadar Bazar, Delhi – 110006Ph- 011-23528157, 23615505

vi) Whether listed company Yesvii) Registrar & Share Transfer Agent Services Skyline Financial Services Private Limited

D-153A, 1st Floor, Okhla Industrial Area, Phase-1, Delhi-110020

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANYAll the business activities contributing 10 % or more of the total turnover of the company shall be stated:-

SI. No. Name and Description of main products / services

NIC Code of the Product/ service

% to total turnover of the company

1 Trading of Non-Ferrous Metals Copper, Zinc, Nickel, Tin

46620 94.07%

2 Manufacturing of Lead Zinc and alloys

24203 5.92%

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IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity) i) Category-wise Share Holding

Category of Shareholders

No. of Shares held at the beginning of the year

No. of Shares held at the end of the year

%Change

Demat Physical TotaI % of TotalShares

Demat Physical TotaI % of TotalShares

A .Promoters(1) Indian Individual / HUF Central govt / State govt

5556926 0 5556926 52.52 5556926 0 5556926 52.52 -

g) Bodies Corp. 0 0 0 0 0 0 0 0 -h) Banks / FI 0 0 0 0 0 0 0 0 -I) Any Other…. Sub-total 0 0 0 0 0 0 0 0 -

(2) Foreigna) NRIs –Individuals 0 0 0 0 0 0 0 0b) Other –Individuals 0 0 0 0 0 0 0 0c) Bodies Corp. 0 0 0 0 0 0 0 0d) Banks / FI 0 0 0 0 0 0 0 0e) Any Other…. 0 0 0 0 0 0 0 0 0

Sub-total (A) (2):-Total share holding of Promoter (A) = (A)(1)+(A)(2)

5556926 0 5556926 52.52 5556926 0 5556926 52.52 -

B. Public Shareholding1. Institutions

a) Mutual Funds 0 0 0 0 0 0 0 0 -b) Banks / FI 0 0 0 0 0 0 0 0 0c) Central Govt 0 0 0 0 0 0 0 - -d) State Govt 0 0 0 0 0 0 0 0 -e) Venture Capital Fund 0 0 0 0 0 0 0 0 -f) Insurance Companies 0 0 0 0 0 0 0 0 -g) FIIs 0 0 0 0 0 0 0 0 -h) Foreign Venture Capital Funds 0 0 0 0 0 0 0 0 -i) Others (specify) 0 0 0 0 0 0 0 0 -

Sub-total (B)(1):-2. Non- Institutions 300768 1824 302592 2.86 300768 1824 302592 2.86 -a) Bodies Corp. 0 0 0 0 0 0 0 0

i) Indian 0 0 0 0 0 0 0 0ii) Overseas 0 0 0 0 0 0 0 0

b) Individuals 0 0 0 0 0 0 0 0i) Individual shareholders holding nominal share capital upto Rs. 1 lakh

9,68,714 89,171 10,57,885 10 968714 89171 1057885 10 -

ii) Individual shareholders holding-nominal share capital in excess of Rs 1 lakh

28,65,161 5,60,288 1500 2,23,031 10 13,005 0 0 0

c) Others (specify)i) NRI 0 0 0 0 0 0 0 0 0ii) Clearing House / Members 0 0 0 0 0 0 0 0 0iii) Hindu Undivided Family 0 0 0 0 0 0 0 0 0iv) Public Trusts 0 0 0 0 0 0 0 0 0

Sub-total (B)(2):- 28,78,166 5,60,288 1500 2,23,031 10 27.2 5.3 0.01 2.11Total Public Shareholding (B)=(B)(1)+ (B)(2)

49,19,472 1,04,000 50,23,472 47.48 49,19,472 1,04,000 50,23,472 47.48 -

C. Shares held by Custodian forGDRs & ADRs Grand Total (A+B+C)

1,04,76,398 1,04,000 1,05,80,398 100 1,04,76,398 1,04,000 1,05,80,398 0 -

15

(ii) Shareholding of Promoter

SI. No.

Share holder’s Name

Share holding at the beginning of the year Share holding at the end of the year

No.of Shares

% of total Shares of

the company

%of Shares Pledged / encum-bered to

total shares

No.of Shares

% of total Shares of

the company

%of Shares Pledged / encum-bered

to totalshares

% change in share holding

during the year

1 Tanuj Rastogi 2260771 21.36 0.00 2260771 21.36 0.00 0.002 Ira Rastogi 3296155 31.16 0.00 3296155 31.16 0.00 0.00

Total 5556926 52.52 0.00 5556926 52.52 0.00 0.00(iii) Change in Promoters’ Shareholding ( please specify, if there is no change)

SI. No. Share holderer’s Name Share holding at the beginning

of the yearCumulative Shareholding

during the year

Promoter Share holding No. of shares % of total shares of the company No. of shares % of total shares

of the company1 At the beginning of the year - - - -2 Date wise Increase / Decrease in

Promoters Share holding during the year specifying the reasons for increase / decrease (e.g. allotment / transfer / equity etc): At the End of year

No Change in the Shareholding

during the year

- - -

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):

SI. No.

Shareholding at the beginning of the year

Cumulative Shareholding during the year

For Each of the Top 10 Shareholders No. of shares % of total shares of the

No. of shares % of totalshares of the

company1. Shaileshkumar Kantilal Morakhia 4,76,000 4.50 4,76,000 4.502. Arti Jain 4,51,563 4.27 4,51,563 4.273. Dhaval Rohit Shah 2,44,143 2.31 2,44,143 2.314. Sunil Kantilal Shah 2,23,485 2.11 2,23,485 2.115. Sunil K Shah 1,72,184 1.63 1,72,184 1.636. Vipul Rajendrabhai Gandhi 1,50,000 1.42 1,50,000 1.427. Rajendra Dhirajlal Gandhi (HUF) 1,50,000 1.42 1,50,000 1.428. Sonal Lohia 1,41,864 1.34 1,41,864 1.34

Total 20,09,239 18.55 20,09,239 18.55(v) Shareholding of Directors and Key Managerial Personnel:

SI. No.

Shareholding at the beginning of the year

Cumulative Shareholding during the year

For Each of the Directors and KMP No. of shares % of total shares of the

company

No. of shares % of totalshares of the

company1. At the beginning of the year 55,56,926 52.52 NIL NIL2. Date wise Increase / Decrease in Share

holding during the year specifying the reasons for increase / decrease (e.g.allotment / transfer / bonus/ sweatequity etc): At the End of the yearAt the End of the year 55,56,926 52.52 NIL NIL

16

V. INDEBTEDNESS Indebtedness of the Company including interest outstanding/accrued but not due for payment

Secured Loans excluding deposits

Unsecured Loans Deposits Total

IndebtednessIndebtedness at the beginning of the financial year

i) Principal Amount (248254837)(7974407)

(1610866)(29270801) (6889000)

-355999911

ii) Interest due but not paid - - - -iii) Interest accrued but not due 28830 - 4329230 4358060

Total (i+ii+iii) 256258074 30881667 73218230 360357971Change in Indebtedness during the financialyear

•Addition - - - -•Reduction - - - -

Net Change 34225421 7745391 (2588480) 39382332Indebtedness at the end of the financial year

i) Principal Amount 260689256 29794239 - -ii) Interest due but not paid 1712323 35556935 1357800 -iii) Interest accrued but not due -65446000 5183750 393198753 6541550

Total (i+ii+iii) 290483495 38627058 70629750 399740303VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

SI. No. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount

Tanuj Rastogi Mudit Rastogi Ira Rastogi1. Gross salary2. (a) Salary as per provisions contained

in section 17(1) of the Income-tax Act,1961(b) Value of perquisites u/s 17 (2) Income-tax Act,1961(c)Profitsinlieuofsalaryunder section 17(3) Income-tax Act, 1961

9,00,000 5,47,200 2,00,000 16,47,200- - - -- - - -

2. StockOptionas%ofprofit - - - -3. Sweat Equity others, specify... - - - -4. Commission - - - -5. Others, please specify - - - -

Total (A) Ceiling as per the Act 9,00,000.00 5,47,200.00 2,00,000.00 16,47,200.00 B. Remuneration to other directors:

SI. No. Particulars of Remuneration Name of Directors Total Amount

Rajeev Goel Yogesh Sharma Motia Sharma1. Independent Directors

•Feeforattendingboard committee meetings•Commission•Others,pleasespecify\

9000 2000 9000 20,000

Total (1) 9000 2000 9000 20,0002. Other Non-Executive Directors

•Feeforattendingboardcommittee meetings•Commission•Others,pleasespecify

- - - -

Total (2) - - - -Total (B)=(1+2) 9000 2000 9000 20,000Total Managerial RemunerationOverall Ceiling as per the Act

- - - -

17

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

SI. No. Particulars of Remuneration Key Managerial Personnel Company Secretary

Pallavi Aggarwal Anita Dahiya Total1. Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

90,000.00 2,70,000.00 3,60,000.00

(b) Value of perquisites u/s 17 (2) Income-tax Act, 1961

- - -

(c)Profitsinlieuofsalaryundersection17 (3) Income-tax Act, 1961

- - -

2. Stock Option Nil - -3. Sweat Equity - - -4. Commissionas%ofprofitothers,specify... - - -5. Others, please specify - - -

Total 90,000.00 2,70,000.00 3,60,000.00VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES

Typ

Section ofthe Companies

Act

BriefDescription

Details ofPenalty /

Punishment/Compounding fees imposed

Authority[RD / NCLT /

COURT]

Appealmade, if any(give Details)

A. COMPANYPenalty Nil Nil Nil Nil NilPunishment Nil Nil Nil Nil NilCompounding Nil Nil Nil Nil NilB. DIRECTORSPenalty Nil Nil Nil Nil NilPunishment Nil Nil Nil Nil NilCompounding Nil Nil Nil Nil NilC. OTHER OFFICERS IN DEFAULTPenalty Nil Nil Nil Nil NilPunishment Nil Nil Nil Nil NilCompounding Nil Nil Nil Nil Nil

18

Annexure IV to Director Report

Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014

Details of material contracts or arrangement or transactions at arm’s length basis on Yearly basis approved by the audit

committee and by Board

Name of party Relationship/Nature of interest

Nature of Transactions Transaction Value/ Amount

Mrs. Ira Rastogi Director OfficeRent 5,40,000.00Mr. Tanuj Rastogi Managing Director Long Term Borrowing 35,40,639.00Mr. Balram Chandra Rastogi Relative of KMP Long Term Borrowing 4,59,652.00M/s Neha Rastogi Relative of KMP Long Term Borrowing 11,50,482.00Mr. V. B. Rastogi Relative of KMP Long Term Borrowing 6,89,071.00Mrs. Ira Rastogi Director Long Term Borrowing 1,59,12,747.00

19

Form No. MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2015[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of

The Companies (Appointment and Remuneration Personnel) Rules, 2014]

To,The Members,Aseem Global Limited

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Aseem Global Limited (name of the company).(hereinafter called the company). Secretarial Audit was conducted in a manner that provided me/us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon we report that –

a. Maintenance of Secretarial records is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our Audit.

b. We have followed the Audit Practices and processes as were appropriate to obtain reasonable assurance about thecorrectnessofthecontentsofthesecretarialrecords.Theverificationwasdoneontestbasistoensurethatcorrectfactsarereflectedinthesecretarialrecords.Webelievethattheprocessandpractices,wefollowedprovidea reasonable basis for our opinion.

c. Wedon’tverifythecorrectnessandappropriatenessofthefinancialstatementsofthecompany.

d. Where ever required, we have obtained the management representation about the compliances of law, rules and regulations and happening of events etc.

e. The Compliance of the provisions of the corporate and other applicable laws, rules and regulations, standards is theresponsibilityofthemanagement.Ourexaminationwaslimitedtoverificationofproceduresontestbasis.

f. TheSecretarialAuditReport isneitheranassuranceastofutureviabilityofthecompanynoroftheefficacyoreffectiveness with which the management has conducted the affairs of the company.

Basedonourverificationof theAseemGlobalLimited(nameof thecompany’s)books,papers,minutebooks,formsandreturnsfiledandotherrecordsmaintainedbythecompanyandalsotheinformationprovidedbytheCompany,itsofficers,agentsandauthorizedrepresentativesduringtheconductofSecretarialAudit,Weherebyreportthatinmy/ouropinion,thecompanyhas,duringtheauditperiodcoveringthefinancialyearendedon31stMarch 2015 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in placed to the extent, in the manner and subject to the reporting made hereinafter:

Wehaveexaminedthebooks,papers,minutebooks,formsandreturnsfiledandotherrecordsmaintainedby“theCompany”forthefinancialyearendedon31stMarch2015,accordingtotheprovisionsof:

(i) TheCompaniesAct,2013(theAct)andtherulesmadethereunder;

- TheCompanyhasfaceddelaysinrepaymentofPublicDepositsandInterestduetofinanciallossesintheyear2014-2015. However, they are in discussions with depositors to resolve the issue at the earliest as informed by the management.

- The Company has not defaulted in payment of Statutory dues but defaulted in payment of Income Tax dues of Rs. 74,76,656/- for assessment year 2014-2015.

- The company’s Working Capital Loan, Principal and Interest, has been restructured by Oriental Bank of Commerce via Letter No. CN/0502/2014-15 dated on 30th December 2014.

- TheBoardofDirectorsoftheCompanyhadrecommendedDividendforthefinancialyear2013-14forapprovalinAGM but majority of shareholders voted against the resolution of Declaration of Dividend. Hence dividend declared by the board cannot be distributed.

- All the declared dividend amount duly paid to shareholders and the entire unpaid divided amount transferred to Unpaid Dividend Account. As the Company has not declared any dividend in Year 2006-2007 so no amount of unclaimed dividend credited to Investor Education and Protection Fund Pursuant to rule 3 of the (Uploading of

20

information regarding unpaid and unclaimed amounts lying with companies) Rules, 2012]

- The Company Secretary of the company Resigned w.e.f. 25th March 2015. The post has been laying vacant since then.

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made there under duly complied.

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under were duly complied.

(iv) The Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign DirectInvestment,OverseasDirectInvestmentandExternalCommercialBorrowings;weredulycompliedasdisclosedby the Management of the company.

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. TheCompanyhasfiledalldiscloserwithinprescribedtimeanddulycompliedalltheprovisionsasdisclosedbytheManagement of the company.

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992. The Company has filedalldiscloserwithinprescribedtimeanddulycompliedalltheprovisionsasdisclosedbytheManagementofthe company.

(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009. The said regulations were not applicable to the company during the year ended 31-03-2015.

(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999.The said Guidelines were not applicable to the company during the year ended 31-03-2015.

(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008. The said regulations were not applicable to the company during the year ended 31-03-2015.

(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993. The said Regulation in relation to the Companies Act and dealing with client provisions were duly complied.

(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009. The said regulations were not applicable to the company during the year ended 31-03-2015.

(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998. The said regulations were not applicable to the company during the year ended 31-03-2015.

(vi) The company is importing the Goods and materials for their trading and manufacturing business. The applicable provisos so the provisions of the Customs Act 1962, and the Excise Act applicable on the company as informed by the management the company has not defaulted in compliance of the Indian customs Act, 1962.

We have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India.

(ii) TheListingAgreementsenteredintobytheCompanywithBSELimited,MumbaiandDelhiStockExchange,Delhi;During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. to the extent applicable as mentioned above.

We further report that

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors.

The changes in the composition of the Board of Directors that took place during the period under review were carried

21

out in compliance with the provisions of the Act. Mrs. Ira Rastogi resigned from the post of Chairperson and Managing Director and continued as Non Executive Director, Mr. Tanuj Rastogi appointed as Managing Director of the company and Mrs. Rajani Sharma resigned from the post of Director. Mr. Mudit Rastogi continued as Whole Time Director.

Adequate notice were given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sentatleastsevendaysinadvance,andasystemexistsforseekingandobtainingfurtherinformationandclarificationson the agenda items before the meeting and for meaningful participation at the meeting.

Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes.

We further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

Note: Pleasereportspecificobservations/qualification,reservationoradverseremarksinrespectoftheBoardStructures/system and processes relating to the Audit period. N.A.

Some of the Provisions that is not applicable on the company during the year:

(i) Public/Right/Preferential issue of shares / debentures/sweat equity, etc. - N.A.

(ii) Redemption / buy-back of securities - N.A.

(iii) Major decisions taken by the members in pursuance to section 180 of the Companies Act, 2013 - N.A.

(iv) Merger / amalgamation / reconstruction, etc. - N.A.

(v) Foreign technical collaborations - N.A.

We further report thatduring theauditperiod thecompanyhasgiven full corporationandgivedetailsof specificevents /actions having a major bearing on the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. referred to above.

Date: 30th May 2015 Place: New Delhi For S.K. Jha & Associates

Company Secretaries

Sd/-Sanjay Kumar Jha

Prop.

M. No. –5076 C.P. No.:3749

Note:ParawisedetailsoftheAuditfinding,ifnecessary,maybeplacedasannexuretothereport.

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Metals industries are an indispensable part of an economy, they from the backbone of industrial development of any country. Metal is a key sector as if meets the requirements of a wide range of important industries. Being a core sector it tracks the overall economic growth in the long term. The metal industry has two main segments ferrous & Non-Ferrous. The global non-ferrous metals industry has been witnessing a dramatic shift in the past few years.

MAJOR KEY FOR GROWTH IN METAL INDUSTRY

• TechnologyDevelopment

• DevelopmentinOrganizationalCapability

• SystemIntegration

• GriponMarketTrend

• HigherServiceLevel

• ProactiveandPositivePolicyEnvironment

Overview

FY 2015 was another challenging year for the Metal markets, as the total value of metals sector deals in 2014 fell close to the lowest levels recorded in any reports. Deal value dropped a dramatic 52% year on year, from US$34.8bn in 2013 to US$16.8bn in 2014, US$1.7bn above the low of 2009, and immediately post-credit crunch. It’s a far cry from the 2006-08 periods when totaldealvalueinthesectorwasanaverageofmorethanfivetimeshigher.

In the international markets, the overall sector of metals traded on the London Metal Exchange (LME) was down 5.5% in 2014. Basemetalprices,asasectorralliedduringthefirsthalfoftheyearbuttherallysputteredduetoarisingdollarandglobaleconomic conditions.

There were some bright spots in non-ferrous metals for the bulls in 2014. Copper is generally a leader in this sector but the copper price was weak throughout the year. In 2014, aluminum, nickel and zinc prices moved to the upside. All other metals moved lower led by copper.

Metals Trading – Analysis

Copperwasinpoorhealthformostoftheyear.China’scrackdownonfinancingtransactionsusingmetalascollateralwasalsosaid to be a reason for copper’s fall from grace. The metal had fallen by around 14% since the start of the year.

In relation to copper, aluminium and zinc prices did better with their prices rising by around 5% and 4%, respectively, in the year. Aluminium metal premiums had been rising steadily during the year as buyers were forced to pay extra for quicker deliveries. Higher prices helped the margins of Indian Market.

Zinc was expected to see higher demand in 2014 due to demand for galvanizing operations. That did happen and zinc use rose5.9%onthebackofhigherglobaldemand,whilerefinedmetalproductionrosebyonly3.8%,causingadeficitsituation.Inaluminium, reacting to weakening demand conditions, companies had to shutdown unviable capacities. A tighter supply market has supported prices and metal premiums. In 2015, metal prices may see some volatility depending on whether supply declines in response to falling prices. While zinc and aluminium had a good year in 2014, there is gurantee for if that will continue next year, too. If China’s economic growth continues to slip and its appetite for non-ferrous metals declined, then major impact on prices could be expected.

OPPORTUNITIES & STRENGHTS

Being a trading company, opportunities and threats to the company are those which are applicable to all the companies operating in the Metal Industry keeping in view of the present market sentiments and government policies.

Aseem Global Limited is a thriving company in the sourcing and distribution of Non-Ferrous and Ferrous metals. The company provides high quality service and support to a wide variety of business organizations throughout India and abroad - whatever their particular interest in metals and wherever they are located.

Majority of the local demand in India is met from Imports .The Company has been in the trade since long and has a very good sourcing network from the various corners of the globe. The Company has been able to negotiate best deals with the suppliers.

Management Discussion & Analysis Report

23

As the company is working towards its long-term goal of becoming a fully integrated metals organization, Aseem Global Limitedisabletoaddvaluetoitscustomers.Weareabletoprovidethemwithflexiblesettlementterms,advantageoussupplyarrangements, advisory services and other standard services.

OUR GLOBAL STRATEGY

Since its foundation, the goal of Aseem Global Ltd. has been to establish close, long term relationships with its customers which areandmutuallybeneficial.

Over the years the company has developed good relationships across the globe and has business associates in Europe, USA, Asiapacific,andMiddleEast.

Irrespective of which particular industry sector its customers operates in, Aseem Global is able to provide best solutions to individual needs - and high levels of personal service. For customers looking for more than just metals from their supplier, a strategic alliance with Aseem Global provides them with all the supplementary services their business needs.

Thishasbroughtrelatedbenefits,Bydealingwithanorganizationthatiscloselymatchedtoitsown,theycanbesureofhighlevelsofpersonalservicefromkeycontactsineachoftheGroup’sregionalofficesandconsiderablylessbureaucracythanisfound in more formal organizations.

RISK AND CONCERNS

The Aseem Group aims to address risks, opportunities and threats posed by its business environment strategically by maintaining sustainable and robust business models and further improving on them. . The sector is also faced with the increased challengesofchangingexpectationsinthemaintenanceofitssociallicensetooperate.Wehaveidentifiedassociatedrisksonseveral fronts and have formulated policies to categorically deal with each of them .Aseem global response to these elements is discussed in the sections below.

Raw Material Risk

As zinc, accounts for the huge cost out of total operating cost in the industry, any adverse impact on zinc production or extreme pricefluctuationscouldputpressureon theCompany’smargin.Thenon-availabilityof rawmaterialsatappropriateprice,quantity and quality for our energy requirements may also affect the industry. The Company’s growing contact farming network assures that it receives continued and adequate access to good quality.

Foreign Exchange Risk

The Company is expected to face strong competitive pressures both domestic and overseas .The Company is also exposed to financialriskfromchangesininterestrates,Foreignexchangeratesandcommodityprices.TheCompanyalsofaceschallengeswith regard to the currency markets comes from the US Dollar determined pricing of zinc, lead and silver. Being a trading and manufacturingCompany,a largeportionof theCompany’spurchasecomesfromthe import.Thefluctuations in theIndianRupee, especially a weakling against major currencies, could adversely impact Aseem’s Margins. The Company has a foreign exchange risk management policy which allows it to hedge all foreign exchange exposures.

Competition Risk

Intensity of Competition has increased in almost all the segments of Indian Metal market-due to entry of new players and expansion plans of Existing Competitors. The Company is aware of the increasing Competition and add to the risk factor and is taking measures to remain competitive in the market place.

24

Safety & Environmental Risk

We faces many hazardous problems while our production activities. Any accident or other unfortunate happens may cause personalinjuryordeathanddamagetopropertyandenvironment.Tofightwiththeserisks,weareregularlymonitoringandreviewing the worker’s activities and way of working to give high priority to safety, health and environment. Simultaneously we organize training sections for the workers on regular basis.

The Group operates in multiple geographies and thus has compliance obligations with diverse and complex laws regulations and contractual commitments relating to health safety, environment and regulatory compliance. The risk of substantial costs, liabilities and damage to reputation related to non-compliance with these laws and regulations are an inherent part of the Group’s business. The Group has policies, systems and procedures in place aimed at continuously improving safety performance and minimizing the impact of the Group’s operations on the environment.

Price Risk

TheGlobalmarketproductsareaffectedbytheLMEpricesi.e.LondonMetalExchange.ThefluctuationinpricesonLMEaffectsallthemetalmarket.Anyadversefluctuationinpricescouldimpactonourrevenueadverselyvis-à-visourbusiness.Therefore,weareregularlytryingtomatchwiththeaverageLMEpricesforamonthorforayear.Anyfluctuationinthepricesofthemetalsthatweproduceandsellwillhaveadirectimpactuponourbusinessprofitability.Accordingtotheboardpolicies,wefollowthedefinedinternalcontrols,monitortheproduction&tradingmechanismandsellourproductsatprevailingmarketprices.

Operational Risk

TheCompanyhasinitiatedseveralmeasurestomanageoperationalriskthroughidentification,assessmentandmonitoringof inherent risks in all its business process. The increased cost of transport services, non-availability of transports, strikes, equipment failures, delay in supply of raw material, machinery breakdowns, industrial disputes, power fuel & electricity problems and other interruptions are the major operational risks. We are highly focused on operational risks. While many of these risks are beyond our control, still we regularly try to cope-up with these risks by using our adequate and consistent policies. We movebytakingpropertimemargintofightbackwiththeproblemssuchasdelayinsupply,machinerybreakdown,strikesetc.

Political & Regulatory Risk

Thegovernmentpoliciesrelatedtorates,governmentassistanceforexports,taxstructure, licensepermitsetc.reflectstheoverall market conditions. Any downfall in country’s economy and political instability also give impact the business movements. We try to pre-identify these types of initiatives and policies of government through our R & D analysis and manage risk. By implementing the rules & regulations of government on our business activities properly, we make a route to move business efficiently.

Other Risk

Apart from the risks mentioned above, the Company’s business is expected to other risks such as mismatch in demand and supply,CostRisk,FinancialRisk,RealizationRisk,MarketRisk,LackinefficiencyofMan-power,InsuranceRisk,whicharemitigated through regular monitoring and corrective action.

FUTURE TRENDS

China’s uncertain economic situation is likely to hang heavy over the non-ferrous metals sector in 2015. The country is one of the largest consumers and producers of non-ferrous metals and its decision to re-balance economic growth from an investment-focused one to a consumption-oriented one can upset demand-supply balances. As a result of these reforms, other emerging markets too, could see slower growth. while Europe’s growth shall also continues to bring in volatility in the metal markets.

On thedomestic front, the formationofnewstablegovernmentat theCentrehas reaffirmed thecorporateandconsumersentimentsignificantly.Moreover,adoptionofvariousstructuralandpro-businessreformsislikelytoputtheeconomicgrowthback on track in a phased manner. Expected improvement in domestic GDP growth would improve both domestic demand for the various base metals such as iron & steel, aluminum and copper.

Additionally, expected reduction in interest rate would likely boost the credit-off take and improve overall investment and add to the demand of end-user segments in India. Thus, we expect domestic demand for metals to improve in 2015 following a recovery in the end-user industries such as industrial construction, civic infrastructure, power, automobiles, industrial machinery, and consumer goods, among others.

TheCompanymovesforward toenhance itscapacity tomeet thedemandof itscustomersandfinalizedplan forcapacityexpansion at its manufacturing unit to meet future demand of the industry.

25

MANUFACTURING ACTIVITY

The Company managed to sustain its production in comparison to previous year, given the high competition in the market. It also faced lack of liquidity due to volatile of the dollar in Indian market. However, given the tough working conditions, company managed to increase its customer base by 23% and also managed to produce two other brands of high grade zinc ingots.

Energy Efficiency & Conservation

TheConservationofenergyplaysacrucialroleinperformanceofbusiness.Tolowertheoperatingcost,themotorefficiencyshouldbehigher,wemaintainandkeepmotorsrunningefficientlyandidentifytheproblemsbeforeabreakdown.Throughour simple actions, such as building advance energy considerations into the design and development of new assets and operations, using waste and process outputs as fuel sources, using more renewable energy sources to support operational powerneedsandImprovingtheenergyefficiencyofcurrentoperations,wewillinabetterpositiontocontroluse,avoidhighratesandnegotiatewithutilities.Wehavedevelopedafuelmanagementstrategytoprofitfrompricevolatilityinfuels,energyefficiencybothdirectlyand indirectlyadd tomanufacture’sbottom line-directlybycuttingaCompany’sutilitybills.Energysavings means to save water, so the companies use water harvesting system & water scrubber which leads to cost reduction and environment – friendly.

Forthemaximizationofenergysavingsanditsoverallbenefitstothecompany,wehaveimplementedacomprehensiveenergyand environmental- Management program.

Fortheimprovementofoverallcomprehensiveenergyandtosettargetstoachieveourefficiencygoalswehavedesignatedan energy manager.

Afforestation Activities & Pollution Control

As the world is in forefront of facing global problems such as “Global Warming” & “Energy issues”

Aseem Global Limited has accorded the high priority to ecology development and pollution control. Aseem believes that a clean environment in and around the workplace fosters health and prosperity for the individual, the group and the larger community to which they belong. Environmental protection is an integral part of the planning, design, construction, operation and maintenance of all our projects.

26

Aseem Global Limited is trying various activities such as plantation and cultivation in the factory premises and in the nearest areas of the factory. We understand that in a production factory the polluted air or gases come out from the chimneys or otherwise.Therefore,continuousmonitoringinrespectofliquid/gaseouseffluentscontroliscarriedoutatunitsandtreatedeffluentsmeet all the statutory requirements. A pollution level in air is being continuouslymonitored through continuouschecking. In the premises, we have set- up a nursery for the fresh air & to reduce the bad impact on the environment through gases. Simultaneously, the above mentioned activities affect the pollution also. The Company follow the pollution control policies as charted by the Management. The factory has proper pollution control plant and we have obtained pollution control certificatefromtheAuthorityon itseffectivetechniquesandefforts tocontrol thepollution.All theguidelinesof theCentralPollution Control Board have been adhered too.

Government Initiatives

Abu Road is located in Distt. Sirohi (Rajasthan), which is a backward district and enjoys host of privileges including subsidy @50% of development charge on land cost,50% on electricity for tribal area, 1% on sales Tax and other tax incentives from the state government. Many Schemes have been formulated to develop marketing infrastructure in this area.

AseemGlobalLimitedhasalsofulfilledallcriteria&normsandisfollowingallrules&regulationsprescribedbythegovernmentto get the subsidy and the Company has successfully achieved the same.

The main objectives of these schemes are to promote the direct marketing, to strengthen the existing business environment, to provide better infrastructure facilities for standardization, to stand with the competitive scenario etc.

Employee Development

The Company gives high priority towards training of executives, supervisors and workers. Apart from utilizing the training facilities available in-house, the employees are encouraged to go to other training centers within India. Training facilities provided by the equipment manufacturers within the country/abroad are also utilized.

InhouseandonthejobtrainingfulfillstheTrainingneedsofallCategoriesofEmployeesandbenefitsbydevelopingtheSkills,Knowledge and Attitude. In-house Training Programmers are planned systematically.

Industrial Relations

AGL continues to maintain cordial industrial relations. The Management has a regular system of discussions on common matters which help to maintain good industrial relations and to create mutual trust and belief among the employees. Company is also a member of Bombay Metal Exchange, where all the government policies or grievances are addressed.

Health & Safety Measures

The Company continually assesses its norms on the health & safety measures and collects the feedback from all the employees. The Company involves in the activities of prevention, information and training workers particularly to:-

1. Avoidriskormanagethoserisksthatcannotbeavoid; 2. Giveappropriateinstructionstoworkersbypromotingcommonprotectivemeasures; 3. Adapt working conditions & equipment carefully.

In the factory, there are a spaniel section of staff to take care of hygiene related issues such as the canteen, bathrooms etc. We provide the masks, helmets, shoes, hand gloves and spects to all workers during their production activities to protect them fromanyunwanteddiseasewhichcanbecomeoutfromthegasesandothertypeofelements.Weprovidefirst–aidfacilitiesto our employees and workers. Aseem’s occupational health centers carry out pre-employment and periodic medical checkups as well as other routine preventive services. Specialized tests like biological monitoring, health risk assessment studies and audits for exposure to various materials are also performed. Health education and awareness form an integral part of the health care programme at Aseem.

IntheCompany’sfactory,thereisproperfire–fightingequipmenttofightwithanymis-happening.Alltheworkersareproperlyinsured and the Company follows the rules & regulations of the ESI.

Location Suitability

ThemanufacturingunitisveryclosedtothewellflourishingmarketsofGujarat&Maharashtra.AbuRoadislocatedalmostonthe border with Gujarat. Abu Road is well connected with other parts of the country by both rail and road. All superfast trains including Rajdhani stop at Abu Road. The city is also located on a 4 lane Notional Highway no: 27 and is part of the proposed Delhi Mumbai Industrial Corridor (DMIC).

In compassion with other parts of Rajasthan, the area receives reasonable rainfall and is on the foothill of the famous tourist and religious destinations of Mount Abu (Hill Resort).

27

The manufacturing unit is ideally located very closed to sea parts of the country. The raw material comprising of aluminum, zinc, brass, & copper scrap can be conveniently and early sourced from overseas destinations.

Manpower Welfare & Women Empowerment Measures

The welfare measures involve three major aspects which are occupational health care, suitable working time and appropriate salary. There are approx 200 workers in our factory. The factory has a canteen for workers, in which four times meals are provided to the workers and their families. The Company provides the quarter to all workers and their families. The Company also provides uniform to all the workers.

Workersoremployeeshavetwocomponents intheir life:social lifeandworklife.Invariably,thereisareciprocal influencebetween these two components. The management has left –out of such measures in certain areas where there is an imbalance of the two components and consequence stress and strain for the stakeholders. The Company prefer to the physical, mental, moral & emotional wellbeing of its workers. The welfare measures aim at integrating the socio- psychological need of employees.

The Company follows rules & regulations of all governments established acts, laws & legal process such as The Factories Act, Employees Provident Fund Act, Employees State Insurance Act, Industrial Dispute Act etc. Most importantly, there are approx 50 women workers in the factory premises. The Company takes care of the women workers especially and gives equal environment to them. We are strictly against the child labour. The Company provides the preventive services and counseling to women employees time to time. There is the facility of regular health checkup of women in factory. Women employees are also actively participating in various culture and extra- curricular activities organized by Aseem from time to time. Aseem Global Ltd. has also instituted the annual Woman Exemplar Award to honour women who have taken development initiatives against alloddsinthefieldsofeducationandliteracy,healthandmicroenterprises.

Our management takes care of the women from any type of harassment at work place. Training is imported to woman employees inthefieldoftechnicalaswellasadministrativematters.TheCompanyhasadoptedtheprincipalofequalopportunitytothewomen employees or workers in the matter of employment.

Social Initiatives

As the business environment gets increasingly complex and stakeholders become vocal about their expectations, good social initiativespracticescanonlybringingreaterbenefits,someofwhichareasfollows:

Ourinitiativesintermsofemploymentandskillsdevelopment;theycovermatterssuchasjobtenure,benefitsystems,andworker protections; they also cover educational, charitable, and artistic provision; theymay include the participation andrepresentation of employees and other groups in the governance of the enterprise.

Internal activities for social initiatives related to employment, training and welfare measures undertaken by organizations for their own employees. AGL provides policies related to higher levels of training and provide greater job security.

AGL covers external initiatives which are undertaken by company for those outside the Organization. This can be for individuals, for groups, or for their organizations. This can be for individuals and groups might cover family members of employees or past employees such as pensioners’ .Outside Organization here might include business partners and sub contractors, suppliers andcustomers;theymightalsoextendtolocalandnationalcommunitygroupsandvoluntaryorganizationssuchascharities.

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INTERNAL CONTROL SYSTEMS

The Company has adequate internal control procedures commensurate with its size and nature of business. Their objective istoensureefficientusageandprotectionoftheCompany’sresources,accuracyinfinancialreportingandduecomplianceofstatutes and procedures.

The Company has well documented policies, procedures and authorization guidelines commensurate with the level of responsibilityandstandardoperatingproceduresspecifictotherespectivebusiness.TheCompanyhasafull-Fledgedin–house internal audit and post-Audit checks and reviews are carried out to ensure follow up on the observations made by the Audit teams. The Audit Committee of the Board, in its periodic meetings, reviews the Internal Audit Reports, the progress in implementation of their recommendations and the adequacy of Internal Control Systems.

HUMAN RESOURCES

At the core of Aseem Global Human Resource Management (HRM) policy is the underlying belief that employees are our primary source of competitiveness. Hence the focus is on enriching the quality of life of its employees, developing their potential and maximizing their productivity. With the unique attributes of our policy are climate of openness, equity, fairness and respect for the individual, freedom to experiment, mutual trust, and teamwork and strives to attract the best available talent and ensure diversity in its workforce.

FORWARD LOOKING STATEMENTS

The Management Discussions and Analysis’s statements that address expectations or projections about the future, including but not limited to statements about the Company’s strategy for growth, product development, market position, expenditures, and financial results, are forward-looking statements. Forward-looking statements are based on certain assumptions andexpectations of future events. The Company cannot guarantee that these assumptions and expectations are accurate or will be realized.

The Company’s actual results, performance or achievements could thus differ materially from those projected in any such forward looking statements. Important factors that could make a difference to the Company’s operations include economic conditions affecting demand and supply and price conditions in domestic and international market, changes in Government regulations, tax regimes, economic developments and other related and incidental factors.

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Company philosophy on code of Corporate Governance:

Our Corporate Governance Frame works ensures effective engagement with our shareholders & help us evolve with the changing times. Good Corporate Governance practices stem from the dynamic culture. Corporate Governance refers to a set of laws, regulations, rules, process, and practices by which business is operated, regulated, and controlled. The Company has always attributed utmost importance to Corporate Governance and has followed Corporate Governance in its operations to make them transparent by adequate disclosures made in the report. We believe that an active, well-informed and independent Board is necessary to ensure the highest standards of Corporate Governance.

BOARD OF DIRECTORS

The Composition of the Board of Directors of Aseem Global Limited and Director’s attendance record, Directorship and Committeepositionduringthefinancialyear2014-2015isaspertablegivenbelow:-

Name No. of Board Meetings

held during 2014-15

No. of Board Meeting attended during

2014-15

Whether attended AGM held on 30th

September, 2014

i. No. of Directorships

in public Companies (other than

Aseem Global

Limited)

ii. In Committees of the

Company

ii. In Committees of iii. Other

Companies

Executive DirectorMr. Tanuj Rastogi

Managing Director

9 9 YES 1 1 2 NIL NIL

Mr. Mudit Rastogi

Whole Time Director

9 9 YES 1 NIL 2 NIL NIL

Non Executive DirectorMrs. Ira Rastogi*

Director 9 9 YES 1 NIL NIL NIL NIL

Mr. Yogesh Sharma

Director 9 2 YES NIL NIL 3 NIL NIL

Mrs. Motia Sharma

Director 9 9 YES NIL NIL 1 NIL NIL

Mr. Rajeev Kumar Goel

Director 9 9 YES NIL 3 4 NIL NIL

* Mrs. Ira Rastogi has been resigned w.e.f 01.06.2015

Number of Board Meetings

During the Year under review, Nine Board meetings were held on May 30th 2014, July16th 2014, August13th2014, September 1st2014, November 14th 2014, September 30th 2014, December 30th 2014, February 13th 2015, March 24th 2015 The time-gap between any two consecutive meetings did not exceed One hundred and twenty days.

Information supplied to the Board

The information as required under Annexure IA to clause 49 of the Listing Agreement are made available to the Board.

THE COMMITTEES OF THE BOARD

TheboardhasconstitutedasetofCommitteeswithspecifictermsofreference/scopetofocuseffectivelyontheissuesandensure expedient resolution of diverse matters.

COMPLIANCE REPORT ON CORPORATE GOVERNANCE (2014-2015)

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Audit Committee

The Audit Committee has been formed under Companies Act,1956 and as the requirement of Listing Agreement, Now the termsofreferenceoftheAuditCommitteehavebeenfixedwiththetuneofCompaniesAct,2013ascontainedinsection177of the Companies Act, 2013.

Composition & Attendance:

Presently the Audit Committee consists of three Directors as a member. The composition of the Audit Committee and attendance at its meeting as follows:

Sl.No. Position held

iii. Held during 2014-15

iv. Attended dur-ing 2014-15

1. Mr. Rajeev Kumar Goel Chairman Independent/Non-Executive 4 42. Mr.Yogesh Sharma Member Independent/Non-Executive 4 13. Mr. Tanuj Rastogi Member Executive 4 4

During the period under review, (four) audit Committee meetings were held on May 30th,2014, August 12th,2014 , November 13th ,2014 and February 11th, 2015.

Brief Description of terms of reference is as under-

1. Recommendation / approval for appointment, renumeration and terms of appointment of auditors of the company:

2. Discussion with the statutory auditors before the audit commences, about the nature and scope of audit as well as Post- audit discussion to ascertain any area of concern:

3. Reviewing with the management, performance of the statutory and internal auditors, adequacy of the internal controlsystems;

4. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffingandseniorityoftheofficialheadingthedepartment,reportingstructurecoverageandfrequencyofinternalaudit;

5. Discussionwiththeinternalauditorsofanysignificantfindingsandfollowupthereon;

6. Reviewingwithfindingsof internal investigationsbytheinternalauditors intomatterswherethereissuspectedfraudorirregularityorafailureofinternalcontrolsystemsofmaterialnatureandreportingthemattertotheboard;

7. Oversightofthecompany’sfinancialreportingprocessandthedisclosureofitsfinancialinformationtoensurethatthefinancialstatementiscorrect,sufficientandcredible;

8. Reviewingwiththemanagement,thequarterlyfinancialstatementsbeforethesubmissiontotheboardforapproval;

9. To investigate any activity within the terms of reference.

Nomination and Remuneration Committee

A Nomination and Remuneration Committee of the Board of Directors was constituted in accordance with section 178 of thecompaniesAct2013andfixedthetermsofreferenceof theNominationandRenumerationcommitteewiththetuneofCompanies Act, 2013.

Composition and Attendance

Presently the Nomination and renumeration committee consists of three directors as members. The composition of Nomination and attendance of the committee is as under:

Sl.No. Position held

iii. Held during 2014-15

iv. Attended dur-ing 2014-15

1. Mr. Rajeev Kumar Goel Chairman Non Executive/Independent 3 32. Mr.Yogesh Sharma Member Non Executive/Independent 3 13. Mrs. Motia Sharma Member Non Executive/Independent 3 3

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Meetings:- Duringthefinancialyear2014–15,Threemeetingwasheldon19.05.2014,16.07.2014and22.08.2014.

Brief Description of terms of reference

1. Formulationof thecriteria fordeterminingqualification,positiveattributesand independenceofadirectorandrecommend to the Board a policy, relating to the renumeration of the directors, key

2. FormulationofthecriteriaforevaluationofindependentDirectorsandtheBoard;

3. DevisingapolicyonBoarddiversity;

Identifyingpersonswhoarequalifiedtobecomedirectorsandwhomaybeappointedinseniormanagementinaccordance with the criteria laid down, and recommend to the Board their appointment and removal. The company shall disclose the renumeration policy and the evaluation criteria in its Annual Report

Remuneration Policy: The Company has adopted a policy relating to the remuneration of Directors, Key Managerial Personnel and other employees of the Company which is disclosed on the website of the Company.

The remuneration of executive directors is determined by the Nomination & Renumeration Committee and as approved by the Board of Directors and Shareholders of the Company.

Non-Executive Directors of the Company are not being paid any Remuneration other than the sitting fees for attending the meetings of the Board or Committees thereof. The detail of sitting fee paid during the year 2014-15 is as given below:-

Sl.No. Name of Director Sitting Fee for Board Meetings (Rs.)

Sitting Fee for Committee Meetings (Rs.)

1. Rajeev Kumar Goel 9000 0 90002. Yogesh Sharma 2000 0 20003. Motia Sharma 9000 0 9000

GRAND TOTAL:- 20,000 0 20,000Remuneration paid/payable to the Chairman, the Managing Director and Executive Director for the year 2014-15 is as given below:

Sl.No. Name of the Director

Period of appointment

Salary & Allowances

Contribu-tions’ (*)

Commission Other Benefits

Total

1. Mr. Tanuj Rastogi 01/09/2014-30/09/2019

9,00,000 Nil Nil Nil 9,00,000

2. Mrs. Ira Rastogi 01/09/2014-01/06/2015

2,00,000 Nil Nil Nil 2,00,000

3. Mr. Mudit Rastogi 01/09/2014-30/09/2019

5,47,200 Nil Nil Nil 5,47,200

TOTAL 16,47,200(#) Mrs. Ira Rastogi has been resigned from the post of Managing Director and Continued as Non-Executive Director of the Company w.e.f from 01.06.2015.

(*) Represent contribution to Provident Fund and Superannuation Fund

Figures are not separately available for contribution to Group Gratuity Fund. Therefore, the same has not been included.

No performance-linked incentives are allowed to the directors.

There is no obligation on the company to pay severance fees to the directors.

Details of shareholding of Directors as on 31st March 2015

As on 31st March 2015, the company had Two Executive directors, One Non Executive Directors and Three Independent Directors. Of the Two Executive Directors, Mr. Tanuj Rastogi holds 2260771 Equity shares and Mr. Mudit Rastogi holds 362 Shares in the company. The other Independent director does not hold any shares in the company. Among the Non-Executive Directors Mrs. Ira Rastogi holds 3296155 Equity shares in the company.

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STAKEHOLDERS RELATIONSHIP COMMITTEE:

As a major of Good Corporate Governance and to focus on the shareholders grievances and towards strengthening investors’ relations, Stakeholders Relationship Committee has been formed as the Committee of the Board.

The Company has made “Stakeholders Relationship Committee” in accordance with section 178(5) of the Companies Act, 2013andfixedthetermsofreferencewiththetuneofCompaniesAct,2013.

The main areas and functions of the Stakeholders Relationship Committee basically include redressel of Shareholders and investors complaints like transfer of shares, non receipt of annual Report, non- receipt of declared dividends etc, consolidation andsub-divisionofShare-certificates,approvingthetransfer(s),transmission(s)andissueofduplicatesharecertificatesandRematerialisation of the shares and transposition of the name.

Composition & Attendence

Presently, the Stakeholders Relationship Committee consists of three directors as members. The composition and Attendence of Stakeholders relationship Committee is as under:

Sl.No. Position held

iii. Attended dur-ing 2014-15

1. Mr. Rajeev Kumar Goel Chairman Non Executive/Independent 3 32. Mr.Yogesh Sharma Member Non Executive/Independent 3 -3. Mr. Mudit Rastogi Member Executive 3 3

During the year ended 31st March, 2015, the Stakeholders Relationship Committee held 3 meetings on 04.08.2014, 05.11.2014 and 05.02.2015.

Thecommitteemetregularlytoapprovesharetransfers,transmissions,issueofduplicatesharecertificates,Rematerialisationof shares and all other issues pertaining to shares and also to redress investor grievances like non receipt of dividend warrants, nonreceiptofsharecertificates,etc.Thecommitteeregularlyreviewsthemovementinshareholdingandownershipstructure.The committee also reviews the performance of the Registrar and Share Transfer Agents. The committee met 3times during the year 2014-2015. The committee approved the Transfer of Shares in Physical form.

SEBI Complaints Redress Systems (SCORES)

The investor Complaints are processed in a Centralized web-based complaints redress system. The salient features of this system are: centralized web-based complaints, online viewing by investors of actions taken on the Complaint and its current status.

All the requests and complaints received from the shareholders were attended to within the stipulated time and nothing was pending for disposal at the end of the year.

Prohibition of Insider Trading

With a view to regulate trading in securities by the directors and designated employees, the Company has adopted a Code of Conduct for Prohibition of Insider Trading.

RISK MANAGEMENT COMMITTEE

Composition

The Board has constituted a Risk Management Committee during the year 2014-15. The Composition of Risk Management Committee is as under

S.NO. Name of Members Category Position Held1. Mr. Mudit Rastogi Executive Director Chairman2. Mr. Tanuj Rastogi Executive Director Member3. Mr. Rajeev Goel Independent/Non- Executive Member

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The terms of reference of Risk Management Committee are as follows:-

- To approve overall risk management framework of the company.

- Identifying, Analyzing, Evaluating & Treating operational and strategic risks for internal/external context & regulator compliances..

- Building & promoting organization’s risks work culture by creating Risk awareness through Training &Education of ouremployeesandHandlingofconflictinginterests.

- Integrating the risks management as part of management control system

MEETING OF INDEPENDENT DIRECTORS:

TheCompany’sIndependentDirectorsmeetatleastonceineveryfinancialyearwithoutthepresenceofExecutiveDirectorsormanagement personnel as required under Section 149 of the Companies Act, 2013, such meetings are conducted informally to enable independent Directors to discuss matters pertaining to the Companies Act,2013, such meetings are conducte informally to enable independent Directors to discuss matters pertaining to the Company affairs and review the performance of Non- Independent Directors and the Board as a whole of the Company under Schedule- IV of the companies Act, 2013.

Composition & Attendance

S.No. Name of Members No. of Meetings held during the year 2014-15

No. of Meetings attended during the year 2014-15

01. Mr. Rajeev Kumar Goel 1 102. Mr. Yogesh Sharma 1 103. Mrs. Motia Sharma 1 1

Meeting:- During the year under review, one independent Director’s meeting was held on 28th March 2015.

WHISTLE BLOWER POLICY / VIGIL MECHANISM

Pursuant to Section 177(9) of the Companies Act, 2013, the Company has established Vigil Mechanism for directors, employees, suppliers, contractors and other stakeholders etc of the Company. The same is also intended to cover the Whistle Blower Policy under the aspect of Clause 49 of the SEBI’s listing agreement. The purpose and objective of the Policy is to cover the serious concernsthatwouldhavelargerimpactonimagesandvaluesofthecompanyduetoincorrectfinancialreportingorseriousimproper conduct. The Whistle blower Policy has been placed on the website of the Company www.aseemglobal.com

Management

Management discussion and analysis

The annual report has a detailed chapter on management discussion and analysis.

Code of Conduct

The Board of Directors of the Company has adopted the ‘Code of Conduct’ for all the Board Members and designated members of Senior Management of the Company. All the members of the Board and designated members of Senior Management have complied with the Code of Conduct.

The company has also in place a Prevention of Insider Trading Code based on SEBI (Insider Trading) Regulation, 1992. This code is applicable to all Directors and designated employees. The code ensures prevention of dealing in shares by persons having access to unpublished price sensitive information.

Code of Conduct adopted by the company has been pasted on company’s website.

DIRECTORS PROFILE

Disclosure regarding appointment or re-appointment of Directors.

Mr. Mudit Rastogi, who retires by rotation, and being eligible, offers himself for reappointment.

Mr. Mudit Rastogi is a Whole Time Director of The Company.

Mr.MuditRastogiisaCommercegraduate.HepossessesthegreatabilitiesandexperienceinthefieldofMarketingofNon-ferrous metals. He is playing major role in domestic market making for the products of the company.

He also holds Directorship in Public Limited Companies

Aseem Investments Limited - Director

34

b) Communication to shareholders

Means of communication to shareholders:

In compliance with the requirement of Listing Agreements with the Stock Exchanges, your Company has been regularly publishing Un-audited Quarterly Financial Results in the vernacular newspapers and the results are intimated to the Bombay Stock Exchange and the Stock Exchanges, Delhi & Mumbai, in time after they are taken on record by the Board.

Besides,theCompanyhasalsobeenrespondingtothefinancialanalyst’squeriesfromtimetotime.

Quarterlyun-auditedfinancialresultswerepublishedintheIndianExpress(English),Delhi&SamacharJagat(Hindi).These results are also displayed on the company’s web-site www.aseemglobal.com and as well as on the website of Securities Exchange Board of India (SEBI) under EDIFAR.

The Company also uses other modes of communication with its stakeholders, such as announcements and press releases in newspapers.

c) Share Transfer.

All share transfers are processed within 14 days and returned, except in cases where litigation of shareholders inter-se is involved. All records are maintained by M/s. Skyline Financial Services PVT LTD D-153/A, First Floor, Okhla Industrial Area, Phase-I, New Delhi -110020, The Registrar having connectivity with NSDL & CDSL, for shares kept in the form of physical scripts and in dematerialised form

d) General Body Meetings

Particulars of the last three Annual General Meetings (AGM’s) of the Company are given below:

Sl. No. AGM Particulars Date Venue Time1. 31st AGM in respect of the

year (2013-14)30th Sep.2014 Shri Iswar Vatika, Najafgarh Road, (Nilothi More),

Nagloi, Delhi-110041 1.00 p.m.

2. 30h AGM in respect of the year (2012-13)

30th Sep.2013 Shri Iswar Vatika, Najafgarh Road, (Nilothi More), Nagloi, Delhi-110041

1.00 p.m.

3 29th AGM in respect of the year (2011-12)

26th Sep.2012 Kanishka Garden, Kamrudin Nagar More, NH-10, Nagloi, Delhi-110041.

1.30 p.m.

The details of special resolutions passed in AGM/EGM in the last 3 years are as follows:

AGM/EGM Subject31ST AGM 30.09.2014 Approve the Related Party Transaction under Section 188 and other applicable

provision of Companies Act, 2013 and Rule 15 of Companies (Meeting of Board and its Powers) Rules, 2014

30TH AGM 30.09.2013 Issue of convertible warrants on preferential basis29TH AGM 26.09.2012 Alteration in Article of Association

e) Postal Ballots

No resolution was passed through postal ballot in the last year 2013-2014.

Disclosures

(a) Related Party Transactions

Related party transactions as required by the Accounting Standard (AS) 18 on “Related Party Disclosures” have been disclosed at Note no. 41 of the Annual Accounts. Members may refer to the notes to accounts for details of relatedpartytransactions.Howeverthesearenothavingpotentialconflictwiththeinterestofthecompanyatlarge.

Details of RPT in form AOC 2 attached to Board Report may also be referred to.

(b) Compliance by the Company

The Company has duly complied with the requirement of Listing Agreements with Delhi, Mumbai Stock Exchange, SEBI and other statutory authority of all matters during the last 3 years. No penalty has been imposed on the Company by any of the Stock Exchange or SEBI, or any other statutory authority relating to the above.

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(c) Disclosure of Accounting Treatment

ThereisnodeviationinthetreatmentsprescribedinanyAccountingStandardsinpreparationoffinancialstatementsfor the year 2014 – 2015.

Certification from CEO and CFO

TherequisiteCertificationfromtheManagingDirectorandChiefFinancialOfficerrequiredundersubclause–Vofclause 49 of the Listing Agreement has been placed before the Board of Directors of the Company.

Compliance with mandatory requirements and adoption of non – mandatory requirements of clause 49 of the Listing Agreement

The Company has complied with the mandatory requirements prescribed under clause 49 of the Listing Agreements. AcertificatefromtheStatutoryAuditorsoftheCompanytothiseffecthasbeenincludedinthisreport.

The Company has not adopted any non-mandatory requirements of clause 49 of the Listing Agreements except for the constitution of the Risk Management Committee.

Request to Investors

Shareholders are requested to follow the general safeguards/procedures as detailed hereunder in order to avoid risks while dealing in the securities of the company.

• Shareholdersare requested toconvert theirphysicalholding todemat/electronic form throughanyof theDPstoavoidanypossibilityofloss,mutilationetc.,ofphysicalsharecertificatesandalsotoensuresafeandspeedytransaction in securities.

6. Shareholders holding shares in physical form should communicate the change of address, if any, directly to the Registrars and Share Transfer Agent of the company.

7. It has become mandatory for transferees to furnish a copy of Permanent Account Number for registration of transfer of shares held in physical mode.

8. Shareholders holding shares in physical form who have not availed nomination facility and would like to do so are requested to avail the same, by submitting the nomination in Form 2B. The form will be made available on request. Those holding shares in electronic form are advised to contact their DPs.

9. As required by SEBI, it is advised that the shareholders furnish details of their bank account number and name and address of their bank for incorporating the same in the dividend warrants. This would avoid wrong credits being obtained by unauthorized persons.

Reconciliation of Share Capital Audit

A quarterly audit was conducted by a practising company secretary, reconciling the issued and listed capital of the company with the aggregate of the number of shares held by investors in physical form and in the depositories andthesaidcertificatesweresubmittedtothestockexchangeswithintheprescribedtimelimit.Ason31stMarch2015 there was no difference between the issued and listed capital and the aggregate of shares held by investors in both physical form and in electronic form with the depositories. 10476398 Equity Shares Representing 99.02% of the paid up equity capital have been dematerialized as on 31st March 2015.

DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR OFFICERS WITH THE COMPANY’S CODE OF CONDUCT:

ThisistoconfirmthattheCompanyhasadoptedaCodeofConductforitsBoardofDirectorsandSeniorManagementandthesame is available on the Company’s website.

IconfirmthattheCompanyhasinrespectofthefinancialyearended31stMarch,2015,receivedfromtheMembersoftheBoardandSeniorofficersofthecompanyadeclarationofcompliancewiththeCodeofConductasapplicabletothem.

Forthepurposeofthisdeclaration,SeniorOfficersmeantheCompanySecretaryandemployeesoftheCompanyason31stMarch, 2015.

Sd/-Place: New Delhi Tanuj Rastogi Dated: 28/08/2015 MANAGING DIRECTOR

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General Shareholders Information

S.No. Salient Items of Interest Particularsi. AGM Date 30.09.2015II. AGM Time 01.30 P.MIII. AGM Venue Navkar Tirth Atisey Ksetra, Near Mahaviday Ksetra, Nielwal village,Ghevra

More, Rohtak road, New DelhiIV. Financial Calendar 01.04.2015 to 31.03.2015

Quarterly Results Board Meetings to be held on or before 30.06.2015 27.07.201530.09.2015 14.11.201531.12.2015 14.02.201631.03.2016 31.05.2016

V. Date of Book Closure 19.09.2015 to 29.09.2015VI. Dividend Payment Date NAVII. Listing on Stock Exchanges Delhi Stock Exchange Association Ltd

DSE House, 3/1 Asaf Ali Road, New Delhi 110001

Bombay Stock Exchange LimitedPhiroze Jeejeebhoy Towers, Dalal Street Mumbai 400001

VIII. Stock CodeDemat ISIN No for NSDL /CDSL

5824 - Delhi Stock Exchange, 517168 - Bombay Stock Exchange

IX. Registrar & Share Transfer Agents

Skyline Financial Services Pvt. Ltd.D-153A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi-110020

X. Share Transfer System Shares loged in physical form are processed and returned, duly transferred, within 14 days mornnormally, expept in the cases where litigation is involvedIn respect of shares held in dematerialised mode, the transfer kes place instantaneously between the the transferor, transferee and the depository particitant chrough electornic dedit / credit of the account involved

XI. Dematerialisation of shares & liquidity

XII. Outstanding GDRs/ADRs/ Warrants or any convertible instruments, conversion date and likely impact on equity.

Not Applicable

XIII. Plant Location Abu RoadXIV. Address for correspondence 5476, South Basti, Harphool Singh Sadar Bazar, Delhi-110006.

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Market Price Data: High/Low During each Month of 2014 - 15 on B.S.E.

Month Mumbai Stock Exchange VolumeHigh (Rs.) Low (Rs.) Nos. of Shares

April, 2014 7.00 5.72 3,29,335May, 2014 5.70 4.72 1,81,854June, 2014 5.81 5.10 11,26,483July, 2014 5.78 4.56 1,46,970Aug. 2014 5.77 4.43 88,439Sept. 2014 6.29 4.22 6,94,193Oct. 2014 5.88 4.11 2,00,996Nov. 2014 4.70 2.91 6,37,754Dec. 2014 4.00 2.56 4,09,361Jan. 2015 4.60 2.32 6,07,082Feb. 2015 4.79 3.11 1,22,492

March, 2015 4.49 2.62 2,86,709

Distribution of Shareholding as on March 31, 2015

(Face Value Rs. 10/- per share)

Shareholdings of NominalValue of Rs.

No. of Shareholders No. of Shares held % of Shareholding

0,001 - 0,500 941 79600 66.360,501 - 01,000 118 103097 8.3201,001 - 02,000 109 180735 7.6902,001 - 03,000 56 140378 3.9503,001 - 04,000 26 90300 1.8304,001 - 05,000 35 168122 2.4705,001 - 10,000 59 455731 4.1610,001 - 50,000 52 1067767 3.6750,001 - 1,00,000 11 771014 .78100001And Above 11 7523654 .78

Total 1418 10580398 100

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AUDITORS’ CERTIFICATE ON COMPLIANCE WITH THE CONDITIONS OF CORPORATE GOVERNANCE AS STIPULATED IN CLAUSE 49 OF THE LISTING AGREEMENTS WITH STOCK EXCHANGE

To the Members of Aseem Global Limited.

We have examined the compliance of conditions of corporate governance by Aseem Global Limited (“the Company”) for the year ended 31st March 2015, as stipulated in clause 49 of the Listing Agreement of the said Company with stock exchange.

The compliance of conditions of Corporate Governance is the responsibility of the Company’s management. Our examination was limited to procedure and implementation thereof, adopted by the Company for ensuring the compliance of the conditions ofCorporateGovernance.ItisneitheranauditnoranexpressionofopiniononthefinancialstatementsoftheCompany.

In our opinion and to the best of our information and according to the explanations sought and replies given to us by the Company,itsDirectorsandOfficers.WecertifythattheCompanyhascompliedwith,inallmaterialsrespect,themandatoryconditions of Corporate Governance as stipulated in clause 49 of the above mentioned Listing Agreement.

WefurtherstatethatsuchcomplianceisneitheranassuranceastothefutureviabilityoftheCompanynortheefficiencyoreffectiveness with which the management has conducted the affairs of the Company.

PLACE : NEW DELHI FOR K.N. GUTGUTIA & CO.DATED : 28.08.2015 Chartered Accountants FRN 304153E

Sd/-(B.R. GOYAL)

PARTNERM.NO. 12172

39

To,

The Board of DirectorsAseem Global LimitedDelhi

Pursuant to the provisions of clause 49 of the Listing Agreement with the Stock Exchanges,to the best of our knowledge and belief certify that for the period ended March 31, 2015:

1. WehavereviewedtheBalanceSheet,Statementofprofit&lossandcashflowstatementfortheyearendedMarch31, 2015 and to the best of our knowledge and belief:

• Thesestatementsdonotcontainanymateriallyuntruestatementoromitanymaterialfactorcontainstatementsthat mightbemisleading;

• ThesestatementstogetherpresentatrueandfairviewoftheCompany’saffairsandareincompliancewithexisting Accounting Standards, applicable laws and regulations.

2. To the best of our knowledge and belief, no transactions entered into by the Company during the year ended March 31, 2015 are fraudulent, illegal or volatile of the Company’s code of conduct.

3. Weareresponsibleforestablishingandmaintaininginternalcontrolsforfinancialreportingandwehaveevaluatedthe effectivesof internalcontrolsystemsof theCompanypertaining tofinancial reportingandtheyhavedisclosed to the AuditorsandtheAuditCommittee,deficienciesinthedesignoroperationofsuchinternalcontrols,ifany,ofwhichthey areawareandthestepstheyhavetakenorproposestotaketorectifythesedeficiencies.

4. We have indicated to the Auditors and the Audit Committee:

• significantchangeininternalcontroloverfinancialreportingduringtheyear;

• significantchangeinaccountingpoliciesduringtheyearandthatthesamehavebeendisclosedinthenotestothe financialstatements;and

• Instancesduringtheyearofsignificantfraudofwhichtheyhavebecomeawareandtheinvolvementtherein,ifany, ofthemanagementoranemployeehavingasignificantroleinthecompany’sinternalcontrolsystemoverfinancial reporting.

Sd/- Sd/-Place: Delhi [Tanuj Rastogi] [Mudit Rastogi]Date: 28.08.2015 Chairman & Managing Director Whole time Director & CFO

CEO/CFO CERTIFICATION

40

Report on the Financial Statements1. We have audited the accompanying financial statements of ASEEM GLOBAL LIMITED (“the Company”), which

comprisetheBalanceSheetasat31stMarch,2015,theStatementofProfitandLossandtheCashFlowStatementfortheyearthenendedandasummaryofsignificantaccountingpoliciesandotherexplanatoryinformation.

Management’s responsibility for the Financial Statements

2 The Company’s Board of Directors is responsible for the matters stated in section 134 (5) of the Companies Act 2013 (“the Act”)withrespecttothepreparationandpresentationofthesestandalonefinancialstatementsthatgiveatrueandfairviewofthefinancialposition,financialperformanceandcashflowsoftheCompanyinaccordancewiththeaccountingprinciplesgenerallyaccepted in India, including theAccountingStandardsspecifiedunderSection133of theAct,read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding the assets of the Company and for preventinganddetectingfraudsandotherirregularities;selectionandapplicationofappropriateaccountingpolicies;making judgmentsandestimatesthatarereasonableandprudent;anddesign, implementationandmaintenanceofadequateinternalfinancialcontrols,thatwereoperatingeffectivelyforensuringtheaccuracyandcompletenessoftheaccountingrecords,relevanttothepreparationandpresentationofthefinancialstatementsthatgiveatrueandfairviewand are free from material misstatement, whether due to fraud or error

Auditors’ Responsibility

3 Ourresponsibilityistoexpressanopiniononthesefinancialstatementsbasedonouraudit.Wehavetakenintoaccountthe provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. We conducted our audit in accordance withtheStandardsonAuditingspecifiedunderSection143(10)oftheAct.ThoseStandardsrequirethatwecomplywithethicalrequirementsandplanandperformtheaudittoobtainreasonableassuranceaboutwhetherthefinancialstatements are free from material misstatement.

4 Anauditinvolvesperformingprocedurestoobtainauditevidenceabouttheamountsanddisclosuresinthefinancialstatements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of materialmisstatementofthefinancialstatements,whetherduetofraudorerror.Inmakingthoseriskassessments;theauditorconsidersinternalcontrolrelevanttotheCompany’spreparationandfairpresentationofthefinancialstatementsin order to design the audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and reasonableness of the accounting estimates made by the management, as well as evaluatingtheoverallpresentationofthefinancialstatements.

5 Webelieve that theaudit evidencewehaveobtained is sufficient andappropriate to providea basis for our auditopinion.

Opinion

6 Inouropinionandtothebestofourinformationandaccordingtotheexplanationsgiventous,thefinancialstatementsgive the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(i) inthecaseoftheBalanceSheet,ofthestateofaffairsoftheCompanyasat31stMarch,2015;

(ii) inthecaseoftheStatementofProfitandLoss,oftheLossoftheCompanyfortheyearendedonthatdate;and

(iii) inthecaseofCashFlowStatement,ofthecashflowsoftheCompanyfortheyearendedonthatdate.

Emphasis of Matter

7 WedrawattentiontoNote34tothefinancialstatementwhichindicatethatthecompanyhasdefaultedonpaymentofincome tax dues of Rs 74,76,656/- for the assessment year 2014-15.

INDEPENDENT AUDITORS’ REPORTTO THE MEMBERS OF ASEEM GLOBAL LIMITED

41

8 WedrawattentiontoNote35tothefinancialstatementwhichindicatethatthecompanyhasdefaultedonrepaymentof Public Deposit and interest thereon amounting to Rs 6,54,46,000/- and 52,36,000/- respectively as on 31st March, 2015, which was required to be repaid in pursuance to Section 73 to 76 of The Companies Act, 2013 & Companies (Acceptance of Deposit) Rule, 2014.

9 WedrawattentiontoNote4&36tothefinancialstatementwhichindicatethatthecompanyhasdefaultedonrepaymentof term loans and interest thereon taken from banks, NBFC’s and other parties amounting to Rs 37,59,000/- as on 31st March, 2015.

Report on Other Legal and Regulatory Requirements

10 As required by the Companies (Auditor’s Report) Order, 2015 (‘Order’), issued by the Central Government of India in termsofsub-section(11)ofsection143oftheAct,weencloseintheAnnexure,astatementonthemattersspecifiedinparagraphs 3 and 4 of the said Order, to the extent applicable.

11 As required by Section143 (3) of the Act, we report that:

a. we have sought and obtained all the information and explanations which to the best of our knowledge and belief werenecessaryforthepurposeofouraudit;

b. in our opinion proper books of accounts as required by the law have been kept by the Company, so far as appears fromourexaminationofthosebooks;

c. theBalanceSheet,StatementofProfitandLossandCashFlowStatementdealtwithbythisreportareinagreementwiththebooksofaccount;

d. Inouropinion,theBalanceSheet,theStatementofProfitandLossandtheCashFlowStatementdealtwithbythisreportcomplywiththeAccountingStandardsreferredtoinsection133oftheCompaniesAct,2013;

e. on the basis of written representations received from the directors as on 31 March 2015, and taken on record by the BoardofDirectors,wereportthatnoneofthedirectorsisdisqualifiedason31March2015frombeingappointedasdirectorintermsofsection164(2)oftheCompaniesAct,2013;and

f. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules,2014,in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements–ReferNote27tothefinancialstatements;

ii. The Company did not have any long term contracts and had no derivative contracts outstanding as at 31 March2015;and

iii. The Company did not have any dues on account of Investor Education and Protection Fund

PLACE: NEW DELHI FOR K.N. GUTGUTIA &COMPANYDATE: 30th May, 2015 CHARTERED ACCOUNTANTS

FRN 304153E

Sd/-(B.R. GOYAL)

PARTNERM.NO. 12172

42

(Referredtoinparagraph10ofourreportofevendatetothemembersofAseemGlobalLimitedonthefinancialstatementsfor the year ended 31st March, 2015)

i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixedassets.

(b) Asexplainedtous,physicalverificationoffixedassetshasbeencarriedoutintermsofthephasedprogrammeof verification of its fixed assets adopted by the Company and nomaterial discrepancies were noticed on such verification.Inouropinionthefrequencyofverificationisreasonable,havingregardtothesizeoftheCompanyand nature of its business.

ii) (a) Theinventorieshavebeenphysicallyverifiedduringtheyearbythemanagementatreasonableintervals.

(b) Inouropinionandaccordingtotheinformationandexplanationsgiventous,theproceduresofphysicalverification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. In our opinion, discrepancies noticed on physical verificationofstockswerenotmaterialinrelationtotheoperationsoftheCompany.

iii) (a) According to the information and explanations given to us, the Company has during the year, not granted any loans,securedorunsecuredtocompanies,firmsorotherpartiescoveredintheregistermaintainedundersection 189 of the companies Act,2013. Accordingly, paragraph 3(iii) of the order is not applicable.

iv) In our opinion and according to the information and explanations given to us, there are internal control systems commensuratewiththesizeoftheCompanyandthenatureofitsbusinesswithregardtopurchaseofinventory,fixed assets and for the sale of goods and services.

v) The Company has not complied with the provision of section 73 to 76 of The Companies Act, 2013 & Companies (AcceptanceofDeposit)Rule,2014.(Refernoteno35ofthefinancialstatement).

vi) As information and explanations given to us, the Central Government has not prescribed maintenance of cost accounts for the type of activities of the Company pursuant to the rules made by the Central Government of India for the maintenance of cost records under clause (d) of Sub Section (1) of Section 148 of the Companies Act, 2013

vii) (a) According to the records examined by us , the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees state insurance, income tax , sales tax , wealth tax, service tax, duty of custom, duty of excise, value added tax, cess and other statutory dues wherever applicable. According to the information and explanations given to us, no undisputed arrears of statutory dues except Income tax dues of Rs 74,76,656/- were outstanding as at 31st March, 2015 for a period of more than six months from the datetheybecamepayable(Refernoteno34ofthefinancialstatement).

(b) According to the records of the Company, the details of dues in respect of sale tax, income tax, duties of customs, wealth tax, service tax, duty of excise, cess and value added tax, which have not been deposited on account of disputes and the forum where the dispute is pending are as under:

Annexure to The Independent Auditors’ Report

43

Name of the Statute

Nature of Dues Amount (In Rs) Period to which it relates

Forum where the dispute is pending

Income Tax Act, 1961

Income tax on account of disallowance of deduction u/s 80 HHC & income tax on account of disallow-ance of expenses

9,407 A/y 2002-03 The appeal has been de-cided in company’s favor. Ratificationispending.

Delhi Value Added Tax

Disallowance of VAT input creditonrevisedfilingofmonthly return. Input VAT credit was inadvertently not claimed in the original return

3,13,161 F/y 2008-09 VAT demand under appeal with Addd. Commissioner Special Zone, Deptt. Of Trade & Taxes Delhi

Rajasthan Value Added Tax

Imposition of penalty byVATofficersontheground of incomplete documents with the motor lorry carring the goods

5,36,122 F/y 2009-10 VAT demand under appeal with Rajasthan Tax Board, Ajmer.

(c) The Company did not have any dues on account of Investor Education and Protection Fund which were required to the transferred, during the year, to the said fund.

vii) There are accumulated losses of Rs 6,34,43,334/- as on 31st March, 2015 which is not more than 50% of its net worth. TheCompanyhasincurredcashlossesduringthefinancialyearbutnotintheimmediatelyprecedingfinancialyearof the Company.

viii) Based on our audit procedures and the information given by the management, the Company has defaulted in repayment ofduesofRs37,59,000/-toanyfinancialinstitutionorbank(Refernoteno4&36ofthefinancialstatement).

x) According to the information and explanations given to us, Company has not given any guarantee during the year for loanstakenbyothersfrombanksorfinancialinstitution.

xi) In our opinion and according to the information and explanations given to us, the term loans taken by the Company have been applied for the purpose for which they were obtained.

xii) Based upon the audit procedures performed and to the best of our knowledge and according to the information and explanations given to us by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.

PLACE: New Delhi FOR K.N. GUTGUTIA & COMPANYDATE: 30th MAY, 2015 CHARTERED ACCOUNTANTS

FRN 304153E

Sd/-(B.R. GOYAL)

PARTNERM.NO. 12172

44

Balance Sheet as at 31st March, 2015(Amount in )

Note No. As at March 31, 2015

As at March 31, 2014

I. EQUITY AND LIABILITIES(1) Shareholders' Fund

(a) Share Capital 2 105,803,980 105,803,980 (b) Reserves & Surplus 3 46,702,686 144,252,542

152,506,666 250,056,522 (2) Non-Current Liabilities

(a) Long-term borrowings 4 51,340,131 90,909,919 (b) Long -term provisions 5 735,289 1,499,408

(3) Current Liabilities (a) Short-term borrowings 6 262,401,579 249,865,703 (b) Trade payables 7 238,124,622 157,122,336 (c) Other current liabilities 8 109,044,820 40,772,756 (d) Short-term provisions 9 7,476,656 9,927,399

TOTAL 821,629,763 800,154,043 II. ASSETS (1) Non-current assets

(a) Fixed Assets (i) Tangible assets 10 26,375,625 29,005,629

(b) Non-current investments 11 53,000 53,000 (c) Deferred tax assets 12 335,425 915,503

(2) Current Assets (a) Inventories 13 263,899,677 234,912,206 (b) Trade receivables 14 453,197,519 443,731,930 (c) Cash and bank balances 15 9,734,693 28,591,857 (d) Short-term loans and advances 16 67,359,805 62,343,156 (e) Other current assets 17 674,019 600,762

TOTAL 821,629,763 800,154,043

The accompaning notes (Note No. 1 to 42) are integral part of these financialstatements.

As per our report of even date For and on behalf of the Board of Directors For K.N.Gutgutia & Company Chartered Accountants ICAI Firm Registration no: 304153E Sd/- Sd/- (B. R. Goyal) (Tanuj Rastogi) (Mudit Rastogi) Partner Managing Director Wholetime Director Membership No. 012172 cum CFO

Date : May 30, 2015 Place : Delhi

45

Profit and Loss Statement for the year ended 31st March, 2015 (Amount in )

Note No. FY 2014-15 FY 2013-14 I REVENUE

Revenue from operations 18 2,360,470,735 3,747,314,955 Less: Excise duty thereon 16,504,633 52,246,752 Net Revenue from operations 2,343,966,102 3,695,068,203 Other Income 19 533,623 2,821,777 TOTAL REVENUE 2,344,499,725 3,697,889,980

II EXPENSES Cost of materials consumed 20 107,401,182 402,965,684 Purchase of Stock in trade 21 2,174,086,477 3,271,633,476 Changesininventoriesoffinishedgoods, 22 47,523,320 (120,912,053) Work-in-progress and stock-in-trade Employeebenefitsexpense 23 6,377,150 18,193,642 Finance Cost 24 49,559,932 41,761,419 Depreciation & amortization expenses 10 2,461,037 5,194,181 Other expenses 25 55,105,764 57,273,771

TOTAL EXPENSES 2,442,514,862 3,676,110,120 Profit/(Loss)beforeTaxandExceptionalItems (98,015,137) 21,779,860

Exceptional Items - -

Profit /(Loss) before Tax (98,015,137) 21,779,860

Tax Expenses - Current Tax - (8,485,602) - Deferred Tax Assets Credit / (charge) (520,597) 213,060

PROFIT / (LOSS) AFTER TAX FOR THE YEAR (98,535,734) 13,507,318

Basis & Diluted Earning Per Share of 10/- each 26 (9.31) 1.28

The accompaning notes (Note No. 1 to 42) are integral part of these financialstatements.

As per our report of even date For and on behalf of the Board of Directors For K.N.Gutgutia & Company Chartered Accountants ICAI Firm Registration no: 304153E Sd/- Sd/- (B. R. Goyal) (Tanuj Rastogi) (Mudit Rastogi) Partner Managing Director Wholetime Director Membership No. 012172 cum CFO

Date : May 30, 2015 Place : Delhi

46

Cash Flow Statement For The Year 2014-15

DESCRIPTION FY 2014-15 ( ) FY 2013-14 ( )A CASH INFLOW FROM OPERATING ACTIVITIES:-

Netprofitbeforetax (98,015,137) 21,779,860 Adjusted for:Depreciation & Amortization 2,461,037 5,194,181 Finance Cost 49,559,932 37,403,359 Sundry balances written off 40,031,172 713,923 Unrealised (Gain)/ Loss on Foreign Exchange (Net) 1,118,303 1,486,594 Provision for Gratuity (764,119) 534,795 Interest Income (480,228) (2,012,929)Operating Profit before working capital changes (6,089,040) 65,099,783 Adjustments for Working Capital ChangesAdjustments for (increase) / decrease in operating assets:(Increase)/Decrease in inventories (28,987,471) (116,404,127)(Increase)/Decrease in Trade Receivables (49,496,761) 194,181,710 Decrease/(Increase) in Short Term Loans & Advances (4,732,267) (4,341,075)Decrease/(Increase) in Long Term Loans & Advances - 36,795 Decrease/(Increase) in Other Current Assets (73,257) 1,676,664 Adjustments for increase / (decrease) in operating liabilitiesIncrease/(Decrease) in Trade Payables 79,858,887 (142,503,529)Increase/(Decrease) in Other Current Liabilities & Provisions 4,426,421 (8,233,389)Cash Generated From Operations (5,093,488) (10,487,168)Less:Income taxes paid during the year (1,600,000)Less:Income taxes paid during the year (259,286) (2,562,190)Net cash inflow/(outflow) in course of Operating Activities (6,952,774) (13,049,358)

B CASH FLOW FROM INVESTING ACTIVITIES:-Acquisition/purchaseoffixedassets (23,528) (6,601,645)Interest received 480,228 2,012,929 Movement in Other Balances with Scheduled Banks 7,805,000 8,489,493 Net Cash Flow from Investment Activities 8,261,700 3,900,777

C CASH FLOW FROM FINANCING ACTIVITIESProceeds from / (Repayment) of Long Term Borrowings 24,662,966 13,825,453 Proceeds from / (Repayment) of Short Term Borrowings 12,535,876 45,702,844 Dividend & tax thereon paid - (1,237,854)Finance Cost (49,559,932) (37,403,359)Net Cash Used in Finance Activities (12,361,090) 20,887,084 Net Increase/(Decrease) in cash & cash equivalents (A to C) (11,052,164) 11,738,503 Cash & cash equivalents at the beginning of year 14,303,293 2,564,790 Cash & cash equivalents at the close of the year 3,251,129 14,303,293 CASH & CASH EQUIVALENTS COMPRISES OF:-Cash Balance on Hand 781,633 758,194 Balances with Schedule Banks(a) in current accounts 2,469,496 12,845,099 (b) in Fixed Deposit accounts - 700,000 TOTAL 3,251,129 14,303,293

Foot Notes:1.Previousperiod’sfigureshavebeen regrouped / rearranged wherever considered necessary to make them comparable.2.TheabovecashflowhasbeenpreparedundertheIndirectMethodassetoutintheAccountingStandard-3CashFlowStatements issued by The Institute of Chartered Accountants of India. As per our report of even date For K.N.Gutgutia & Company Chartered Accountants ICAI Firm Registration no: 304153E Sd/- Sd/-(B. R. Goyal) (Tanuj Rastogi) (Mudit Rastogi)Partner Managing Director Wholetime DirectorMembership No. 012172 cum CFO Date : May 30, 2015 Place : Delhi

47

Note No. 1: Statement Of Significant Accounting Policies

CORPORATE INFORMATION

Aseem Global Limited (the Company) is a public limited company domiciled in India, incorporated in New Delhi in 1983 under the provisions of Companies Act, 1956. Its shares are listed on Delhi Stock Exchange Limited and Bombay Stock Exchange Limited. The Company is into trading and manufacturing of Non-ferrous metals. Its manufacturing unit is located at Abu Road, Rajasthan.

a) Basis of preparation and presentation of financial statements:

Thefinancialstatementsarepreparedonhistoricalcostbasisandontheprinciplesofgoingconcern.Theaccountingpoliciesnotspecificallyreferredtootherwise,areconsistentandinconsonancewithgenerallyacceptedaccountingprinciples.All incomeandexpenditurearebeingaccounted foronaccrualbasis.Thefinancial statementsarepresentedinIndianrupees.ThefinancialstatementshavebeenpreparedinaccordancewithScheduleIIItotheCompanies Act, 2013.

Allassetsandliabilitieshavebeenclassifiedascurrentornon-currentaspertheCompany’snormaloperatingcycle and other criteria set out in Schedule III to the Companies Act, 2013. Based on the nature of products and the time between the acquisition of assets for processing and their realization in cash and cash equivalents, the Companyhasascertaineditsoperatingcycleat12monthsforthepurposeofcurrent-noncurrentclassificationofassets and liabilities.

b) Use of Estimates:

InpreparingCompany’sfinancialstatementsinconformitywithaccountingprinciplesgenerallyacceptedinIndia,management is required to make estimates and assumptions that affect the reported amount of assets and liabilitiesandthedisclosureofcontingentliabilitiesatthedateofthefinancialstatementsandreportedamountofrevenues and expenses during the reporting period. Actual results could differ from those estimates. Any revision to accounting estimates is recognized in the period the same is determined.

c) Revenue Recognition:

Sales and other incomes: Sales are recognised when the substantial risks and rewards of ownership in the goods are transferred to the buyer, upon supply of goods, and are recognised net of trade discounts, rebates, sales taxes and excise duties (on goods manufactured and outsourced). It does not include inter-branch transfers. Export Sales are accounted for with reference to the date of bill of lading. Commission on consignment is recognized when the material is sold by the consignee. Income from interest on deposits is recognized on time proportionate basis.

Export Benefits: Income from export incentives such as duty drawback and premium on sale of import licenses, and lease license fee are recognised on an accrual basis.

Refund of Additional Duty of Customs:IntermsofCustomsnotificationno:102/2007dated14-09-2007,theamount of additional duty of customs paid at the time of clearance of goods from Customs for home consumption is refundable if the goods are sold and CENVAT Credit of Additional Duty is denied to the purchaser and appropriate Sales Tax/VAT thereon is deposited. Total Customs Duty (Net of CENVAT Credit) paid at the time of clearance of goods is accounted for as expense. CENVAT Credit availed at the time of clearance of goods is accounted for asBalancewithRevenueAuthoritiesunderShortTermLoansandAdvances.Aftersalesofgoods ifbenefitofCENVATCreditispassedontothecustomers,thesameisaccountedforasexpenseandifthebenefitofCENVATCredit is not passed the same is eligible for refund as per prevailing laws, then the same is accounted for as Special Additional Duty Refundable appearing under Short Term Loans and Advances.

d) Inventories: Inventories are valued at lower of cost and net realizable value, except for scrap and by-products, which is valued

atnetrealizablevalue.CostisdeterminedonthebasisoftheFirstinfirstoutmethod.Itincludesalltheappropriateallocable overheads and excise duty wherever applicable. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale. Provision for inventory obsolescence is made based on the best estimates of management.

Finished goods and work-in-progress include costs of conversion and other costs incurred in bringing the inventories to their present location and condition.

48

e) Investments:

Investments, if any that are readily realizable and are intended to be held for not more than one year from the date onwhichsuchinvestmentsaremadeareclassifiedascurrentinvestments.AllotherinvestmentsareclassifiedasNon-Current investments. Current investments are carried at cost or fair value, whichever is lower. Non-Current investments are carried at cost. However, provision for diminution is made to recognize a decline, other than temporary, in the value of the investments, such reduction being determined and made for each investment individually.

f) Tangible Fixed Assets:

FixedAssetsarestatedatcostofacquisitionorconstructionlessaccumulateddepreciationandCENVATbenefitavailed on capital goods.

Expenditure incurred on startup and commissioning of the project and/or substantial expansion, including the expenditure incurred on trial runs (Net of trial run receipts, if any) up to the date of commencement of commercial production are capitalized.

g) Pre-operative/implementation (construction) period expenses:

Administrationandothergeneraloverheadexpensesareusuallyexcludedfromthecostoffixedassetsbecausetheydonotrelatetoaspecificfixedasset.However,insomecircumstances,suchexpensesasarespecificallyattributabletoconstructionofaprojectortotheacquisitionofafixedassetorbringingittoitsworkingcondition,are tobe includedaspartof thecostof theconstructionprojectorasapartof thecostof thefixedasset.Allexpenses, including general administrative expenditure incurred by the company till the completion of the project shall be capitalized under the head pre-operative/implementation (construction) period expenses. Further, decision regarding the apportionment of such accumulations amongst the cost of projects undertaken by the company or otherwise to write off of such expenses, will be taken at the completion/implementation of each of such projects.

h) Depreciation:

Pursuant to the Companies Act, 2013 (The Act), being effective from April 1, 2014, the Company has revised thedepreciationratesonthefixedassetsonStraightLineMethodaspertheusefullifeasspecifiedinPartCofSchedule II of The Act. Amortization of lease hold land is done over the tenure of the lease.

i) Impairment of Assets

An asset is treated as impaired when the carrying cost of the asset exceeds its recoverable value. An impairment lossischargedtotheProfit&LossAccountintheyearinwhichanassetisidentifiedasimpaired.Theimpairmentloss recognized in prior accounting period is reversed if there has been a change in the estimate of recoverable amount.

j) Provisions, Contingent Liabilities and Contingent Assets

Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligationasaresultofpasteventsanditisprobablethattherewillbeanoutflowofresources.ContingentLiabilitiesare not recognized but are disclosed in the notes. Contingent Assets are neither recognized nor disclosed in the financialstatements.

k) Leases

Leases,wherethelessoreffectivelyretainssubstantiallyalltherisksandbenefitsofownershipoftheleaseditems,areclassifiedasoperatingleases.LeasepaymentinrespectofsuchleasesisrecognizedasanexpenseintheStatementofProfit&Lossonastraightlinebasisovertheleasetermorextendedterm.

l) Borrowing Cost:

Borrowing Costs that are attributable to the acquisition, construction or production of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is an asset that necessarily requires a substantial period of time to get ready for its intended use. All other borrowing costs are recognized in the period in which they are incurred.

m) Foreign Currency Conversions/Transactions: Foreign Currency Transactions are recorded at the exchange rates prevailing on the date of the transactions. Gains and losses arising out of subsequent fluctuations areaccounted for on actual payments or realizations as the case may be. Current assets and liabilities denominated in foreign currency as on Balance Sheet date are converted at the exchange rates prevailing on that date and ExchangedifferencesarisingoutofsuchconversionarerecognizedintheStatementofProfitandLoss.Exchange

49

differencesonforwardcontractsarerecognizedintheStatementofProfitandLossoverthelengthofthecontract.AnyprofitorlossarisingoncancellationorrenewalofforwardcontractisrecognizedasincomeorexpenseasthecasemaybeintheStatementofProfitandLoss.

n) Employee Benefits:

a) Provisions of Employees Provident Fund & Misc. Provisions Act &Employees State Insurance Act are applicabletotheCompany;henceadequateprovisionsasrequiredhavebeenmade.Employer’scontributiononaccrualbasisischargedtoStatementofProfit&Loss.

b) Leave Encashment

TheCompanyhasnoLeaveEncashmentSchemeasapartofRetirementBenefitscheme.TheEmployeesof the Company are entitled to en-cash their un-availed leave accrued during the year in the year itself in accordance with the Company’s rules and regulations. The same is therefore, accounted for as and when claims are paid.

c) Provision for Gratuity is made on accrual basis, calculated on actuals. No actuarial valuation has been obtainedasthenumbersofemployeesarenotsignificant.

o) Taxation:

Tax expense for the period, comprising current tax and deferred tax, are included in the determination of the net profitorlossfortheperiod.

a) Current Tax

Current tax expense is based on the provisions of Income Tax Act, 1961 and judicial interpretations thereof as at the Balance Sheet date and takes into consideration various deductions and exemptions to which the Company is entitled to as well as the reliance placed by the Company on the legal advices received by it.

b) Deferred Tax

Deferredtaxchargeorcreditreflectsthetaxeffectsoftimingdifferencesbetweenaccountingincomeandtaxable income for the current year and reversal of timing differences for earlier years. The deferred tax charge or credit and the corresponding deferred tax liabilities or assets are recognized using the tax rates that have been enacted or substantively enacted by the Balance Sheet date. Deferred tax assets are reviewed at eachBalanceSheetdateandarewritten-downorwritten-uptoreflecttheamountthatisreasonably/virtuallycertain (as the case may be) to be realized. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by the same governing taxation laws.

c) Minimum Alternate Tax (MAT)

Minimum Alternate Tax (MAT) credit is recognized as an asset only when and to the extent there is convincing evidencethattheCompanywillpaynormalincometaxduringthespecifiedperiod.IntheyearinwhichMATcredit becomes eligible to be recognized as an asset in accordance with the recommendation contained in the Guidance Note on “Accounting for Credit Available in respect of Minimum Alternative Tax under The Income Tax Act, 1961” issued by the Institute of Chartered Accountants of India, the said asset is created by wayofacredittotheProfitandLossAccountandshownasMATCreditEntitlement.TheCompanyreviewsthe same at each Balance Sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that Company will pay normal income tax during thespecifiedperiod.

p) Financial Derivatives and Commodity Hedging Transactions

Inrespectoffinancialderivativesandcommodityhedgingcontracts,premiumpaid, lossesonrestatementandgains/lossesonsettlementarechargedtotheStatementofProfit&Loss,exceptincaseswheretheyrelatetoacquisitionoffixedassets,inwhichcasetheyareadjustedtothecarryingcostofsuchassets.

50

q) Earnings Per Share

Basisearningpershareiscalculatedbydividingthenetprofitorlossfortheperiodattributabletoequityshareholdersby weighted average number of Equity Shares outstanding during the period. For the purpose of calculating diluted earningspershares,NetProfitafter taxduring theyearandweightedaveragenumberof sharesoutstandingduring the year are adjusted for the effect of all dilutive potential Equity Shares. If bonus shares are issued, then the EPS of earlier year is also restated.

r) Government Grants

GovernmentGrantsrelated tospecificfixedassetswhoseprimarycondition is thatanenterprisequalifying forthem should purchase, construct or otherwise acquire such assets are shown as a deduction from the gross value oftheassetconcernedinarrivingatitsbookvalue.Thegrantisthusrecognizedintheprofitandlossstatementover the useful life of a depreciable asset by way of a reduced depreciation charge.

s) Segment Reporting

The accounting policies adopted for segment reporting are inconformity with the accounting policies adopted for the company. Further,

• Intersegmentrevenuehasbeenaccountedforbasedonthetransactionpriceagreedtobetweensegmentswhich is primarily market based.

• Revenueandexpenseshavebeenidentifiedtosegmentsonthebasisoftheirrelationshiptotheoperatingactivities of the segment. Revenue and expenses, which relate to the company as a whole and are not allocable to segments on a reasonable basis, have been included under “Un-allocated corporate expenses net of un-allocated income”.

51

Notes To The Financial StatementsNOTE 2 : SHARE CAPITAL

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Authorised310,00,000 (Previous year 310,00,000) Equity Shares of 10 each with voting rights 310,000,000 150,000,000 Issued1,05,80,398 (Previous year 1,05,80,398) Equity Shares of 10 each with voting rights 105,803,980 105,803,980 Subscribed & Fully Paid up1,05,80,398 (Previous year 1,05,80,398) Equity Shares of 10 each with voting rights 105,803,980 105,803,980 Total 105,803,980 105,803,980

Foot notes :

2.1. The reconciliation of the number of shares outstanding as at March 31, 2015 and March 31, 2014 is set out below

Particulars

As at March 31, 2015 As at March 31, 2014 Number of

Shares ( )Number of

Shares ( )

Shares outstanding at the beginning of the year 10,580,398 105,803,980 10,580,398 105,803,980 Add : Shares Issued - - - - Shares outstanding at the end of the year 10,580,398 105,803,980 10,580,398 105,803,980

2 . 1 . 2.2. The Company has only one class of equity shares, having a par value of 10 per share. Each shareholder is eligible to one vote per share held. The repayment of equity share capital in the event of liquidation and buy back of shares are possible subject to prevalent regulations. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

2.3. The details of shareholders holding more than 5% shares as at March 31, 2015 and March 31, 2014 is set out below:

Particulars As at March 31, 2015 As at March 31, 2014 No. of Shares % held No. of Shares % held

Ira Rastogi 3,296,155 31.15 3,296,155 31.15 Tanuj Rastogi 2,260,771 21.37 2,260,461 21.36 Vasudha Steels Limited - - 597,860 5.65

2.4.AdditiontotheCapitalduringthelastfivefinancialyear

a) 43,56,611 Equity Shares of 10/- each alloted as bonus shares in the proporation of 7:10 Equity Shares held as on dated 13.01.2012 pursuant to the resoloution of the members of the company on 12.12.2011.

b) 31,00,000 Equity Shares of 10/- each alloted on preferential basis at a premium of 25eachinthefinancial year 2010-11.

c) 16,53,787 Equity Shares of 10/-eachallotedasbonussharesinthefinancialyear2009-10.

52

NOTE 3 : RESERVE & SURPLUS

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )a. Securities PremiumAs per last Balance Sheet 77,500,000 77,500,000 Add : Addition during the year - - Closing Balance 77,500,000 77,500,000

b. General ReserveAs per last Balance Sheet 32,646,020 22,646,020 Add : Amount transferred from Surplus - 10,000,000 Closing Balance 32,646,020 32,646,020

c. SurplusAs per last Balance Sheet 34,106,522 31,837,058 Less: Adjustment of depreciation (Refer note no: 31) 192,495 - Add : Deferred tax liability on adjustment (Refer note no: 31) 59,481 - Add : Reversal of Proposed Dividend (Incl. Tax thereon) pertaining to previous year (Refer Note 3.2 below)

1,237,854 -

Add:Profit/(Loss)fortheyear (98,535,734) 13,507,318 Amount available for Appropriation (63,443,334) 45,344,376 Less: AppropriationsProposed Dividend - 1,237,854 Transfer to General Reserve - 10,000,000 Closing Balance (63,443,334) 34,106,522

Total 46,702,686 144,252,542

Note No.:-

3.1 The Board of the Company had declared dividend on the equity shares @ Nil per share (previous year 0.10 per share), totalling to Nil (previous year 12,37,854) including dividend distribution tax.

3.2 The dividend declared for the FY 2013-14 was not approved by the members of the comapny at the Annual General Meeting, held on September 30, 2014.

53

NOTE 4 : LONG TERM BORROWINGS

Particulars

Total Non Current Portion Current Portion As at March

31, 2015( )

As at March 31, 2014

( )

As at March 31, 2015

( )

As at March 31, 2014

( )

As at March 31, 2015

( )

As at March 31, 2014

( )Secured (a) Term Loanfrom other parties 8,431,080 5,833,626 2,553,752 2,392,988 5,877,328 3,440,638 from banks 20,384,564 - 20,384,564 - - - (b) Vehicle Loanfrom banks 978,595 2,140,781 - 1,119,030 978,595 1,021,751

29,794,239 7,974,407 22,938,316 3,512,018 6,855,923 4,462,389 Unsecured (a) Term loansfrom banks 2,124,352 2,868,185 981,316 1,999,569 1,143,036 868,616 from other parties 11,324,726 11,398,084 8,610,155 8,883,906 3,570,773 2,514,178 from Related parties 21,752,591 14,507,162 18,597,184 14,507,162 2,299,205 -

(b) DepositsPublic Deposits 65,446,000 68,889,000 - 61,652,000 65,446,000 7,237,000

(c) Deferred payment liabilities

355,266 497,370 213,160 355,264 142,106 142,106

101,002,935 98,159,801 28,401,815 87,397,901 72,601,120 10,761,900 Total 130,797,174 106,134,208 51,340,131 90,909,919 79,457,043 15,224,289 Less : Amount disclosed under the head "other current li-abilities" (Note No. 8)

- - (79,457,043) (15,224,289)

Net Amount 130,797,174 106,134,208 51,340,131 90,909,919 - - Note:

4.1 Nature of security Term of repayment and defaults.

Secured Loana) Term Loan from other parties

i) Amounting to Nil (previous year 3,90,486) secured by way of hypothecation of movable assets of worth Nil lakhs (previous year 12.90 Lakhs) and also pledge of fixeddepositreceiptsof Nil (previous year 7 lakhs) of the company.

Repayable in 36 monthly installments commencing from June, 2011 to May, 2014 as per the terms of agree-ment. (First 12 installments of 5.00 lakhs each, next 12 installments of 3.50 lakhs each and the last 12 instalments of 2.00 lakhs each

ii) Amounting to Nil (previous year 3,67,129) secured by way of hypothecation of movable assets of worth Nil (previous year 12.90)andalsopledgeoffixeddepositreceipts of Nil (previous year 7 lakhs) of the company.

Repayable in 18 equated monthly installments of 95,400/- each commencing from Jan. 2013 to July 2014.

iii) Amounting to 30,98,168 (previous year 43,10,326) secured by way of hypothecation of movable assets of worth 14.62 lakhs (previous year 18.17 lakhs) and also pledge of fixed deposit receipts of 20 lakhs (previous year 20 lakhs) of the company.

Repayable in 36 monthly installments commencing from August, 2013 to July, 2016 as per the terms of agreement. (First 12 installments of 3.00 lakhs each, next 24 installments of 1.715 lakhs each. There is overdue amount as at March 31, 2015 amounting to 9.83 lakhs commencing from Oct. 2014.

iv) Amounting to 53,32,912 (previous year Nil) secured by way of hypothecation of movable assets of worth 14.62 lakhs (previous year Nil lakhs) and also pledge offixeddepositreceiptsof 20 lakhs (previous year 20 lakhs) of the company.

Repayable in 36 monthly installments commencing from July, 2014 to June, 2017 as per the terms of agree-ment. (First 12 installments of 2.88 lakhs each, next 12 installments of 2.28 lakhs each, next 12 installmentd of 1.20 lakhs.) There is overdue amount as at March 31,

2015 amounting to 16.32 lakhs commencing from Oct. 2014.

v) Amounting to Nil (previous year 7,65,685) secured by way of hypothecation of car.

Repayable in 18 equated monthly installments of 196,632/- commencing from February, 2013 to July, 2014.

54

Term Loan from banksi) Amounting to 2,03,84,564 (previous year Nil) being the Funded Interest Term Loan facility granted by Orien-tal Bank of Commerce in consequence of restructuring of working capital facilities

Repayable in 16 quarterly installments on stepup basis commencing from June, 2016 to March, 2020. Repayment in FY 2016-17 @ 15%, FY 2017-18 @ 20%, FY 2018-19 @ 30% and FY 2019-20 @ 35% respectively.

b) Vehicle Loan from banki) Amounting to Nil (previous year 34,429) secured by way of hypothecation of cars.

Repayable in 60 equated monthly installments of 17,451/- Each commencing from June, 2009 to May,

2014.ii) Amounting to Nil (previous year 3,08,496) secured by way of hypothecation of cars.

Repayable in 60 equated monthly installments of 10,997/- commencing from May, 2012 to April, 2017.

Loan foreclosed on June 6, 2014.iii) Amounting to 9,78,595 (previous year 17,97,856) secured by way of hypothecation of cars.

Repayable in 36 equated monthly installments of 85,805/- commencing from April, 2013 to February, 2016.

There is overdue amount as at March 31, 2015 amounting to 0.86 lakhs commencing from Mar. 2015.

Un-Secured Loana) Term Loan from banks

i) Amounting to 21,24,352 (previous year 28,68,185) Repayable in 36 monthly installments of 1,05,471/- Each commencing from February, 2014 to January 2017. There is overdue amount as at March 31, 2015 amounting to 1.25 lakhs commencing from March 2015.

from othersi) Amounting to Nil (previous year 1,80,429). Repayable in 36 monthly installments of 1,83,281/- Each

commencing from May, 2011 to April’14.ii) Amounting to Nil (previous year 25,93,257). Repayable in 24 monthly installments of 1,75,581/- each

commencing from Sept, 2013 to August 2015. (Foreclosed with new term loan).

iii) Amounting to 35,39,266 (previous year Nil). Repayable in 24 monthly installments of 2,01,634/- each commencing from Oct, 2014 to Sept 2016. Principal & Interest amounting to 5.55 lakhs is overdue from Feb. 2015.

iv) Amounting to 31,82,918 (previous year 32,98,207). Repayable in 120 monthly installments of 53,666/- each commencing from Sept'13 to August 2023.There is over-due amount as at March 31, 2015 amounting to 1.61 lakhs commencing from Dec. 2014.

v) Amounting to 12,42,542 (previous year 15,00,000l). Repayable in 36 monthly installments of 56,513/- each commencing from April'14 to March 2017. There is over-due amount as at March 31, 2015 amounting to 2.17 lakhs commencing from Dec. 2014.

vi) Amounting to Nil (previous year 38,26,191). Repayable during the FY 2016-17 as per the terms of agreement.

vii) Amounting to 33,60,000 (previous year Nil). Repayable in 37 equated monthly installments of 1,28,750/- each commencing from Aug. 2014 to Aug. 2017. After restructuring 84 equated monthly installments of 64,838/- each commencing from April 2015 to March 2022.

from related partiesi) Amounting to 2,17,52,591 (previous year 1,45,07,162). Repayable during the FY 2016-17 as per the terms of

agreement.b) Public Deposits

The public deposits were taken for a minimum period of 6 months to a maximum period of 3 years. The same are repayable as per the deposit terms. The earlier public deposits were accepted under the provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules,1975. The company hasn't accepted / renewed any public deposits during the year in pursuance to Section 73 to 76 of Companies Act, 2013 & Companies (Acceptance of Deposit) Rules, 2014. The company was obliged to repay deposits on or before March 31, 2015, however due to severecashflowcrisisthecompanywasn'tabletorepaythesame.Theamountswhichwereotherwiserepayblein2014-15 was 7.30 lakhs for which the company has made default.

c) Deferred payment liabilitiesAmounting to 3,55,266 (previous year 4,97,370) be-ing deferred payment liability in the form of installments granted by RIICO in terms of the lease agreement in connection with Residential Land situated at D-637, RIICO Housing Colony, Abu Road, Distt. Sirohi, RAJ.

Repayable in 19 quarterly installments of 35,526/- each plus interest commencing from March, 2013 to September 2017.

55

NOTE 6 : SHORT TERM BORROWINGS

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Loans repayable on demand from Banks (Secured)- Cash Credit & Working Capital facility (Including buyer’s credit 106,31,877/- (previous year 58,26,554/-) (Refer Note no: 33)

260,689,256 248,254,837

Loans repayable on demand (Unsecured)- From Others 1,712,323 1,610,866 Total 262,401,579 249,865,703

Note No. 6.1 :

Nature of security: Terms of Repayment:A) Cash credit & Working Capital Facility (Including Buyer’s Credit)

(1) Loan taken from Oriental Bank of Commerce are secured against hypothecation of Stocks & Receivables and collaterally secured as per undermentioned details:-

Working capital loan from bank are repayable on demand.

I. Registered Mortgage of Property bearing no: 5476, South Basti Harphool Singh, Sadar Bazar, Delhi, standing in the name of Director Mrs. Ira Rastogi.II. Equitable Mortgage of the following Properties:- a) Flat no: 805A, Beverly Park Apartments, MG Road, Gurgaon, Haryana - 122001 standing in the name of M/s Cyber Dot Com Pvt. Ltd.b) 1943, Bagichi Raghunath, Sadar Bazar, Delhi - 110006, standing in the name of Mr. Tanuj Rastogi.c) 2192, Bagichi Raghunath, Sadar Bazar, Delhi - 110006, standing in the name of Mr. Tanuj Rastogi.d) 2269-70, Bagichi Raghunath, Sadar Bazar, Delhi - 110006, standing in the name of Mrs. Ira Rastogi.e) House no: 145, Block F, Sector Alfa, Greater Noida, Uttar Pradesh, standing in the name of Mrs. Ira Rastogi.f) 15, First Floor, NRI Complex, Mandakini, G.K. - IV, New Delhi - 110019 standing in the name of Mrs. Ira Rastogi.g) Part - 2658, 4/6, Second & Third Floor, Tola Ram Building, Sadar Thana Road, Sadar Bazar, Delhi - 110006 standing in the name of Mrs. Ira Rastogi.h) Industrial land together with constructed shed and plant and machinery installed therein located at B-290(A), Growth Centre Phase - I, Abu Road, Distt. Sirohi, RAJ. standing in the name of the company.(2) The buyers credit facilities are secured by Letter of Comforts (in the nature of Bank Gurantees issued by the Oriental Bank of Commerce. These Letter of Comfortsareinturnsecuredbymarginintheformoffixed deposits receipts (FDR) pledged obtained by Oriental Bank of Commerce. As at March 31, 2015 FDR's of 16,25,000/- ( 9,00,000/- as at March 31, 2014) were kept as margin.

Buyers Credit in foreign currency are repayable as per the terms and agreement within 12 months of the Balance Sheet date.

(3) Personal gurantee of Mrs.Ira Rastogi, Mr.Tanuj Rastogi & Mr.Mudit Kumar directors of the Company, Corporate Gurantee of M/s Cyber Dot Com Pvt. Ltd. and also of all the directors of M/s Cyber Dot Com Pvt. Ltd.

56

NOTE 7 : TRADE PAYABLES

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Trade payables 238,124,622 157,122,336

Total 238,124,622 157,122,336

Note No. : 7.1 Detail of suppliers covered under micro, small and medium enterprises Development Act, 2006 and which have furnished theinformationregardingfillingofnecessarymemorandumwithappropriateauthorityisasunder: a) Amount outstanding at the year end Nil (previous year Nil) b) Interest payable on delayed payments Nil (previous year Nil)

NOTE 8 : OTHER CURRENT LIABILITIES

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )a) Current maturities of long-term debt (Refer Note no: 4 above)

- Secured 6,855,923 4,462,389

- Unsecured (Refer note no: 35 & 36) 72,601,120 10,761,900

b) Trade Deposits and Advances 13,063,903 6,217,194

c) Unpaid Dividend 254,281 254,281

d) Statutory Dues 36,704 553,917

e) Interest Accrued and due 6,541,550 -

f) Interest Accrued but not due - 4,358,060

g) Other Payables 9,691,339 14,165,015

Total 109,044,820 40,772,756

NOTE 9 : SHORT TERM PROVISIONS

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Income tax (Refer note no: 34) 7,476,656 8,485,602

Proposed Dividend & Dividend Distribution Tax - 1,237,854

Excise Duty on Closing Stock of Finished Goods - 203,943

Total 7,476,656 9,927,399

57

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58

NOTE 11 : NON-CURRENT INVESTMENT

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Non Trade Investments (at Cost) *

Investments in Government or Trust securities (unquoted) 53,000 53,000

(53000 Nos (previous Year 53,000 Nos) Invested in NSCs)

Total 53,000 53,000

* Pleged with the sales tax department

NOTE 12 : DEFFERED TAX ASSETS (NET)

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Deferred Tax Assets on Account of

- Difference on account of Depreciation on Fixed Assets as per Income Tax Act and as per Balance Sheet

108,221 429,020

- Provision for Gratuity 227,204 486,483

Total 335,425 915,503

NOTE 13 : INVENTORY

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Raw Materials 98,035,730 21,385,200

Work-in-progress - 26,265,600

Finished Goods - 1,853,966

Consumables, Stores and spares & fuel - 139,739

Stock-in-trade 165,863,947 185,267,701

Total 263,899,677 234,912,206 Foot Note

13.1 Itemwise details of Inventory are as under:-

i) Non-ferrous metals 263,899,677 233,873,257

ii) Ferrous metal - 1,038,949

Total 263,899,677 234,912,206

NoteNo.13.2-Modeofvaluation:ReferNoteNo.1(d)ofSignificantAccountingPolicy.

59

NOTE 14 : TRADE RECEIVABLE

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )- Outstanding for a period exceeding six months from the date when they are due for payment (Unsecured, considered good) (Refer Note no: 32(b)

214,922,857 32,411,691

- Others receivable (Unsecured, considered good) 307,606,131 411,320,239

- Allowance for Bad & Doubtful Debts (69,331,469) -

Total 453,197,519 443,731,930

NOTE 15 : CASH & BANK BALANCES

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Cash and Cash Equivalents

a. Cash in hand 781,633 758,194

b. Balances with Scheduled Banks

- In Deposit accounts with maturity less than 3 months * - 700,000

- In Current Accounts 2,469,496 12,845,099

A 3,251,129 14,303,293 c. Other Balances with Scheduled Banks

- In unpaid dividend accounts 254,281 254,281

- In Deposit accounts with maturity more than 3 months * 6,229,283 14,034,283

B 6,483,564 14,288,564 Total A + B 9,734,693 28,591,857

* Bank Deposits valuing 16,25,000/- (Previous Year 9,00,000) is pledged with banks for the purpose of buyers credit facilities. Bank Deposits valuing Nil/- (Previous Year 53,30,000) is pledged with banks for the purpose of issuance of Inland Letter of Credit facilities. * Bank deposits valuing 40,00,000/- (Previous Year 27,00,000) is pledged with Term Lenders for availing secured loan. * Bank deposits valuing 6,04,283/- (Previous Year 6,04,283/-) is pledged towards bank guarantee to sales tax department.* Bank deposits valuing Nil/- (Previous Year 52,00,000/-) are held as margin for Public Deposits.

60

NOTE 16 : SHORT TERM LOANS AND ADVANCES

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Unsecured, Considered Good:a) Advances Recoverable in cash or in kind or value to be received 2,815,660 1,179,640

b) Advances to Suppliers 57,378,198 37,531,056

c) DEPB Licence in hand 1,083,010 -

d) Security Deposits 597,602 712,860

e) Special Additional Duty Refundable 793,207 10,219,014

f) Balance with revenue authorities 3,204,865 11,472,609

g) Income Tax Refundable 406,690 406,690

h) Advance payment of Income Tax (Including TDS) 1,080,573 821,287

Grand Total 67,359,805 62,343,156

NOTE 17 : OTHER CURRENT ASSETS

Particulars As at March 31, 2015

( )

As at March 31, 2014

( )Accrued Interest on FDRs 674,019 600,762

Total 674,019 600,762 NOTE 18 : REVENUE FROM OPERATIONS

Particulars FY 2014-15 FY 2013-14 ( ) ( ) ( ) ( )

Sale of products - Traded Goods 2,205,064,474 3,264,178,741 Sale of products - Manufactured Goods 150,153,435 474,955,100 Less : Excise Duty thereon 16,504,633 133,648,802 52,246,752 422,708,348 Other operating revenueCommission received on Consignment Sales 660,455 1,945,201 Sale of Scrap 4,592,371 6,235,913 (Net of Excise duty of 567,617/- [previous year 762,953/-])Total 2,343,966,102 3,695,068,203 Foot Note Traded Goods Manufactured

goodsTraded Goods Manufactured

goods18.1 Itemwise details of Sale of products are as under:-i) Non-ferrous metals 1,968,706,734 133,648,802 3,156,748,493 422,708,348 ii) Ferrous metal 204,338,777 - 40,688,219 - iii) Pure Gold 30,317,856 - 9,726,327 - iv) Others 1,701,107 - 57,015,702 -

2,205,064,474 133,648,802 3,264,178,741 422,708,348

61

NOTE 19 : OTHER INCOME

Particulars FY 2014-15 ( )

FY 2013-14 ( )

Interest Income on FDRs, NSC & Delayed Payments by customers 480,228 2,012,929 Duty Drawback received on export of goods - 370,282 Other non-operating Income 53,395 438,566 Total 533,623 2,821,777

@ During the current year it is a loss

NOTE 20 : COST OF MATERIALS CONSUMED

Particulars FY 2014-15 ( )

FY 2013-14 ( )

Opening stock 21,385,200 26,032,865 Add: Purchases (Including Customs Duty & other clearing & forwarding expenses) 184,051,712 398,318,019

205,436,912 424,350,884 Less: Closing stock 98,035,730 21,385,200 Total 107,401,182 402,965,684

Foot Note20.1 Itemwise details of Cost of Materials Consumed are as under:-

i) Aluminium Ingots - 3,190,456 ii) Aluminium Scrap & Waste 2,314,526 24,132,912 iii) Copper Wire Niggets 184,997 14,468,165 iv) Zinc Ingots 14,280,957 89,707,479 v) Silicon Metal - 678,086 vi) Magnesium 9,887 66,613 vii) Zinc Scrap 90,610,815 270,721,973 Total 107,401,182 402,965,684

20.2 Value of Imported & Indigenous Materials Consumed are as under:-

Particulars FY 2014-15 FY 2013-14

% ( ) % ( )i) Imported 2.45% 2,636,698 4.39% 17,701,372

ii) Indigenous 97.55% 104,764,484 95.61% 385,264,312

Total 100.00% 107,401,182 100.00% 402,965,684

NOTE 21 : PURCHASE OF STOCK IN TRADE

Particulars FY 2014-15 FY 2013-14

( ) ( ) ( ) ( )Cost of Goods Purchased (Local) 2,048,685,658 2,563,571,506

Cost of Goods Purchased (Imports) 89,739,803 513,209,082

Customs Duty (Including irrecoveratleble SAD) 35,655,813 176,944,849

Adjustment of NIL (previous year 44.23 Lacs)

Less: Gain on utilisation of DEPB & DFIA Licences 9,027 35,646,786 85,436 176,859,413

Bank Charges - Imports 67,044 2,612,682

Clearing, Forwarding & Transportation on Imports 2,534,149 15,380,793

Quality Claims Discounts (2,586,963) -

Total 2,174,086,477 3,271,633,476

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Foot Note21.1 Itemwise details of Cost of Goods purchased are as under:-i) Non-ferrous metals 1,944,064,538 3,188,847,916

ii) Ferrous metal 202,390,592 54,339,340

iii) Readymade Garments & Fabrics - 21,083,760

iv) Pure Gold 26,417,614 7,362,460

v) Others 1,213,733 - Total 2,174,086,477 3,271,633,476

NOTE 22 : CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS AND STOCK-IN-TRADE

Particulars FY 2014-15 ( )

FY 2013-14 ( )

Opening inventories Finished goods (Including Scrap & waste 3,15,163 {previous year 4,69,173}) 1,853,966 4,045,454 Work-in-progress 26,265,600 26,483,887 Stock-in-trade 185,267,701 61,945,873 Closing inventories Finished goods (Including Scrap & waste Nil {previous year 3,15,163}) - 1,853,966 Work-in-progress - 26,265,600 Stock-in-trade 165,863,947 185,267,701 Net (Increase)/decrease in stock 47,523,320 (120,912,053)

Foot Note

22.1 Itemwise details of closing inventories are as under:-

i) Non-ferrous metals 165,863,947 184,228,752 ii) Ferrous metal - 1,038,949 Total 165,863,947 185,267,701

Note No. 22.2- Modeofvaluation:ReferNoteNo.1(d)ofSignificantAccountingPolicy.

NOTE 23 : EMPLOYEES BENEFIT EXPENSES

Particulars FY 2014-15 ( )

FY 2013-14 ( )

(a) Salaries*, Wages, Bonus Etc (including provision for gratuity) 5,745,186 16,399,803 (b) Contributions to Provident fund & other funds 320,275 684,038 (c) Staff Welfare Expenses 311,689 1,109,801 Total 47,523,320 (120,912,053)

NOTE 24 : FINANCE COST

Particulars FY 2014-15 ( )

FY 2013-14 ( )

(a) Interest expense on borrowings 46,926,128 40,585,594 (b) Other Interest 926,548 155,778 (c) Other borrowing costs 1,707,256 1,020,047 Total 49,559,932 41,761,419

63

NOTE 25 : OTHER EXPENSES

Particulars FY 2014-15 ( )

FY 2013-14 ( )

(a) Power & Fuel 2,124,811 6,975,236 (b) Consumables, Stores & Spares 272,185 726,005 (c) Rent (including Lease Rentals) 1,347,660 3,290,738 (d) Rates & Taxes 362,526 523,760 (e) Insurance 370,034 293,579 (f) Advertisement, Publicity & Business Promotion 55,871 219,611 (g) Tours & Travelling Expenses 429,463 1,575,812 (h) Printing & Stationary 193,010 321,782 (i) Communication Expenses 572,376 852,792 (j) Repairs & Maintenance (Others) 320,169 549,313 (k) Vehicle Running and Maintenance (Including conveyance extenpenses ) 577,709 704,033 (l) PAYMENT TO AUDITOR AS

i. as audit fees 123,596 123,596 ii. for tax audit fees 22,472 22,472 iii.forcertificationcharges 33,708 73,035 iv. Reimbursement of expenses 7,696 10,309

(m) Director's Sitting Fees 12,000 20,000 (n) Legal, Professional & Consultancy Charges 834,535 938,012 (o) Freight and Forwardings 4,101,436 17,877,093 (p) Foreign Exchange Fluctuation Loss 1,096,621 11,405,246 (q) Commission and other expenses on Consignment Sales 385,819 899,297 (r) Quality and Weight Differences rebates - 913,031 (s) Bank Charges 965,654 993,235 (t) Bad Debts written off & provision for Bad & Doubtful Debts (Net of recoveries of 2,90,25,746/- {previous year nil} out of bad debts written off in previous years)

40,031,172 713,923

(u) Electricity & Water 394,396 463,269 (v)ExciseDutyprovisiononclosingstockoffinishedgoods (203,943) 203,943 (w) Loss on Derivatives 46,913 5,800,086 (x) Prior Period Adjustments 270,171 372,975 (y) Miscellaneous Expenses 357,704 411,588 Total 55,105,764 57,273,771

NOTE 26 : EARNING PER SHARE

Particulars FY 2014-15 ( )

FY 2013-14 ( )

Profit/(Loss)afterTax (98,535,734) 16,399,803 Weighted average No of Shares 10,580,398 684,038 Basic & Diluted EPS (9.31) 1.28

64

NOTES TO FINANCIAL STATEMENTS:

27. CONTINGENT LIABILITY (NOT PROVIDED) IN RESPECT OFa) Claims against the company not acknowledged as debt- (Amount in )

PARTICULARS 2014-2015 2013-2014Income Tax Demand under Appeal (Assessment Year 2002-2003) # 9,407 9,407IncomeTaxDemandunderrectificationduetodividendtaxdepositedinwrongheadduring the Assessment Year 2011-12

1,03,370 1,03,370

Value Added Tax Demand under Appeal with Rajasthan Tax Board, Ajmer @ 5,36,122 5,36,122Value Added Tax Demand under Appeal with Add. Comm., Special Zone, Department of Trade & Taxes , Delhi

2,37,931 2,37,931

#Theappealhasbeendecidedinfavourofthecompany;howeverarectificationapplicationfordeletionofdemandispending.

@ThefirststageappealwithDeputyCommissionerAppeals–IV,Jaipur,hadbeendecidedinfavourofthecompany;howeverthe department had made second appeal with Rajasthan Tax Board, Ajmer.

% Ex-parte penalty order had been passed by ACIT, Noida pertaining to m/o April 2012, May 2012 & June 2012. Subsequently thecasewasre-openedonmedicalgrounds.Thecompanyhasfiledthedetailsasrequired,howeverthefinalorderhasn’tbeen passed till date.

b) Guarantees

• OutstandingbankguaranteesfurnishedbyBanksonbehalfoftheCompanyis 625,000/- respectively (previous year 625,000/-).

• OutstandingLetterofComforts(inthenatureofBankGuarantees)totheextentof 106,31,877/- (previous year 58,55,384/-) have also been furnished by bank to secure buyer’s credit facilities availed by the Company.

• OutstandingInlandLetterofCredittotheextentof Nil (previous year 72,00,000/-) have been furnished by bank, for the purpose of enabling the company to procure goods.

28. Management is of the opinion that Current Assets, Loan and Advances are stated in the Balance Sheet at the amount, which is at least equal to the amount expected to be realized in the ordinary course of business. Certain balances of debtors,loansandadvancesandcreditorsaresubjecttoconfirmation.

29. Segment wise Revenue, Results and Capital Employed

As the company was engaged primarily in trading of Non Ferrous metals & other items during the entire year. The revenue from Non-ferrous metals exceeds 90% of the total revenue, hence, in terms of Accounting Standard – 17, there is no requirement for segment wise details.

30. Customsdutyrefundable(to theextentofclaimsfiled)amounting to 793,207/- (previous year 1,02,19,014/-) has been shown under the head Short Term Loans & Advances as Duty drawback and special additional duty refundable in termsofCustomsnotificationno:102/2007dated14-09-2007.Outoftheaforesaidasumof 1,38,900/- (previous year 95,36,484/-)pertainsclaimsfiledwiththeCustomAuthoritiesandasumof 6,54,307/- (previous year 6,82,530/- ) pertainstorefundclaimnotfiledduetonon-fulfillmentofcertainconditionsasperthesaidnotification.

FurthertheamountofadditionaldutyisdeductedfromthetotaldutyasdebitedtoStatementofProfit&Lossascostofgoods purchased.

31. Effective from April 1, 2014 the company has charged depreciation based on the revised remaining useful life of the assets on Straight Line basis, as per the requirements of Part C of Schedule II of The Companies Act, 2013. As a result ofthischange,thedepreciationchargetothestatementofprofit&lossaccountfortheyearendedMarch31,2015is lower by 15,66,264/-. Further based on the transitional provisions provided in Note 7(b) of the said Schedule, an amount of 1,33,014/- (net of deferred tax of 59,481/-) where useful life has become nil in terms of the said schedule, has been adjusted to the opening balance of retained earnings.

32. a.ThesellerofthepropertyW-111A,G.K.-I,NewDelhi-110048hasfiledacaseinthecourtfornon-paymentofthesales consideration. However, the company has deposited the disputed sum of 66,69,000/- with Registrar General of Delhi High Court on 23-11-2005 as per instruction of Delhi High Court and the matter is still Sub-Judice. The company has already disposed off the said property to third party in the prior years.

65

b. Recovery suit of 30,08,771/-hasbeenfiledinHighCourtDelhiagainstM/s.G.S.Internationalandthesamehasbeenadmitted in thecourt.Criminalcasehasalsobeenfiled inTisHazariCourtDelhiagainst theparty foraboverecovery of dues.

33. The Working Capital lenders viz. Oriental Bank of Commerce had sanctioned a scheme of restructuring during the year, key points of which are as under:-

a. Reduction in Rate of Interest w.e.f. August 1, 2014 from 14.75% to 12%.

b. Conversion of Unpaid Interest on Cash credit limits from August 1, 2014 upto December 31, 2014 and future interest till March 31, 2016 into Funded Interest Term Loan (FITL) upto a maximum of 500 lakhs. Repayable in 16 quarterly installments on step-up basis commencing from June, 2016 to March, 2020. Payment in FY 2016-17 @ 15%, FY 2017-18 @ 20%, FY 2018-19 @ 30% and FY 2019-20 @ 35% respectively.

c. Sanction of Fresh Non-funded limits in the form of Letter of Credit (L/C) to the extent of 500 lakhs

34. The company has defaulted in payment of Income Tax dues for the Assessment year 2014-15 amounting to 74,76,656/-. The company has however paid a sum of 10,00,000/- subsequent to the Balance Sheet date till the date of signing ofthesefinancialstatements.

35. The company has defaulted on repayment of Public Deposits and interest thereon amounting to 6,54,46,000/- and 52,36,000/- respectively as at March 31, 2015. In pursuance to Section 73 to 76 of Companies Act, 2013 & Companies

(Acceptance of Deposit) Rules, 2014.

36. The company has defaulted in repayment of term loans (principal & interest) from Banks/NBFC’s/ other parties to the extent of 37,59,000/-.

37. Employee Compensation

a. Provident Fund: - TheCompanypaysfixedcontributionstotheEmployee’sProvidentFundCommissioneronamandatory basis. The Company has no further payment obligations once the contributions have been paid. The Company’scontributionstodefinedcontributionplansarerecognizedasemployeecompensationexpensewhenthey are due.

b. Employee State Insurance:-Duringthecurrentfinancialyeari.e.2014-15thecompanywascoveredundertheprovisions of section of the Employees State Insurance Act with respect to the workers employed at its manufacturing unit. Accordingly the company has made a provision of 1,11,395/- (previous year 4,74,594/-). The said amount has been duly deposited with the respective authorities.

c. Provision for Gratuity: - The Company is small in terms of the number of employees employed during the year. The management is of the opinion that the gratuity liability be calculated on actual basis as at the close of the year, based on the assumption of going concern and that all present employees shall continue. The actual liability is revised at the close of the financial year, basedon the last drawn salary of the respective employees andaccordingly provision has been made. Total amount provided / (net reversed) is ( 5,04,504/-) for the current year (for the previous year 5,34,795/-) and cumulative balance is 7,35,289/- as at 31st March 2015 (for the previous year 14,99,408/-).

38. Value of Import on CIF basis: (Amount in )

PARTICULARS 2014-2015 2013-2014Traded Goods – Direct Imports 3,38,04,197 17,74,34,550Traded Goods – High-seas purchase 5,57,31,802 35,19,47,365Raw Material – Direct Imports 27,75,244 0Raw Material – High-seas purchase 9,16,79,631 0

39. Expenses in Foreign Currency: (Amount in )

PARTICULARS 2014-2015 2013-2014Tours & Travelling Expenses incurred in Foreign Currency 24,999 2,29,811Interest on Buyers Credit arrangements 1,385 16,50,611

66

40. Information on Un-hedged foreign exchange exposures:- (Amount in )

Sr. No Particulars As at 31-03-2015 As at 31-03-2014A. ASSETS FC INR FC INR1. Advances to

Suppliers$ 178954.34 1,12,00,896 $ 9,091.10 5,43,923

B. LIABILITIES1. Sundry Creditors $ 500404.02 3,13,20,689 $ 480325.00 2,87,37,9572. Buyer’s Credit $ 169863.24 1,06,31,877 $ 94480.00 58,26,554

41. As per Accounting Standard 18 issued by the ICAI, the disclosures of transactions with the related parties as defined in the Accounting Standard are given below:-1. List of related parties where control exists and related parties with whom transactions have taken place and relationships:-

Sr. No. Name of the Related Party Relationship1. Mrs. Ira Rastogi, Managing Director

Key Managerial Personnel2. Mr. Tanuj Rastogi, Whole-time Director3. Mr. Mudit Kumar, Whole-time Director4. Balram Chandra Rastogi

Relative of Key Managerial Personnel5. Neha Rastogi6. V.B. Rastogi7. Aseem Investment Ltd. Enterprise over which Key Managerial Personnel are

abletoexercisesignificantinfluence(Associates)8. Asia Export Import Pvt. Ltd.

2. Transactions during the year with related parties (Figures in brackets are of previous year)

Sr. No. Nature of Transactions Key Managerial Personnel

Relatives of Key Managerial Personnel

Total

A. BORROWINGSBalance as at commence-ment of the year

1,24,38,941(---)

20,68,221(---)

1,45,07,162(---)

Borrowings during the year 1,02,91,964(1,34,68,832)

2,56,651(20,75,802)

1,05,48,615(1,55,44,634)

Repayments of Borrowings during the year

42,08,855(10,29,891)

25,667(7,581)

42,34,522(10,37,472)

Balance as at the year end 1,85,02,050(1,24,38,941)

22,99,205(20,68,221)

2,08,01,255(1,45,07,162)

B. EXPENDITURERemuneration to Key Managerial Personnel (Incl. reimbursement of conveyance)

16,47,200(29,40,000)

----(----)

16,47,200(29,40,000)

Rent 5,40,000(5,40,000)

----(----)

5,40,000(5,40,000)

Interest 7,67,787(6,18,832)

2,56,651(----)

10,24,438(6,18,832)

42. Previous Year figures have been regrouped/ reclassified wherever considered necessary to make the same comparable with the current year’s presentation.

In terms of our report of even date attached For K N GUTGUTIA & CO For and on behalf of the Board of DirectorsChartered Accountants

Firm Registration No. 304153E Sd/- Sd/-B.R. Goyal (Tanuj Rastogi) (Mudit Rastogi)Partner Managing Director Whole-time Director cum CFOM. No: 12172New DelhiDate: 30-05-2015

67

ATTENDENCE SLIP(to be presented at the entrance)

32ND Annual General Meeting on Wednesday, the 30th September, 2015 at 1.30 p.mAt Navkar Tirth Atisey Ksetra, Near Mahaviday Ksetra, Nielwal village, Ghevra More, Rohtak road, New Delhi

DP Id* Folio No.

Client Id* No. of Shares.

Name of the Member………….………………………… Signature…………………..

Name of the Proxy holder: …………………………… Signature……………………

1. Only Member/Proxy holder can attend the meeting.2. Member/Proxy holder should bring his/her copy of the annual Report for reference at the meeting.

* Strike out whichever is not applicable Notes: 1. Please note that no gifts or coupons will be given to the Shareholders for attending the Annual General Meeting.2. This Form should be signed and handed over at the Meeting Venue.3. No Duplicate Attendance Slip will be issued at the Meeting Hall.4. You are requested to bring copy of Annual Report to the Meeting.

--------------------------------------------------------------------------Please cut from here ---------------------------------------------------------------

ASEEN GLOBAL LIMITEDCIN: L51909DL1983PLC16039)

Registered Office: 5476, South Basti Harphool Singh, Sadar Thana Road, Sadar Bazar, Delhi-110006Tel.:91-11-23528187.Fax:91-11-23528187,E-mail:contactus@aseemglobal.com,Website:www.aseemglobal.com

___________________________________________________________________________________________________

PROXY FORM(Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014)

Name of the Member(s) ________________________________________________________________________________

Registered address : __________________________________________________________________________________

E-mail Id : ___________________________________________________________________________________________

Folio No./Client ID No.:________________________________ DPID NO._________________________________________

I/We.......................................................................................of………………………………………………being a member(s) of the

above mentioned Company hereby appoint……………………………………… of…..…………………………………………………...

or failing him/her..……………………………….as my/our proxy and to vote (on a poll) for me/us on my/our behalf at the 32nd

Annual General Meeting held on Wednesday, September 30, 2015 at Navkar Tirth Atisey Ksetra, Near Mahaviday Ksetra,

Nielwal village, Ghevra More, Rohtak road, New Delhi at 1.30 P.M in respect of such resolutions as are indicated below:

68

Resolution No. Optional

Ordinary Business For Against

1. Adoption of audited Financial Statements, Reports of the Board of DirectorsandAuditorsforthefinancialyearendedMarch31,2015

2. Re-appointment of Mr. Mudit Rastogi, who retires by rotation

3. RectificationofK.N.Gutgutia&Co.,CharteredAccountants,asAuditorsandfixingtheirRemuneration

Signed this .................................... day of .................................. 2015.

_________________________ _________________________ Signature of shareholder Signature of Proxy holder(s)

Note:1. ThisformofproxyinordertobeeffectiveshouldbedulycompletedanddepositedattheRegisteredOfficeoftheCom-

pany, not less than 48 hours before the commencement of the Meeting.

2. ApersoncanactasproxyonbehalfofMembersuptoandnotexceedingfiftyandholdingintheaggregatenotmorethanten percent of the total share capital of the Company. Further, a Member holding more than ten percent, of the total share capital of the Company carrying voting rights may appoint a single person as proxy and such person shall not act as proxy for any other person or Member.

* it is optional to put a ‘X’ in the appropriate column against the Resolutions indicated in the Box. If you leave the ‘For’ or ‘Against’ column blank against any or all Resolutions, your proxy will be entitled to vote in the manner as he/she thinks appropriate.

AffixRevenue

Stamp

69

ASEEN GLOBAL LIMITEDCIN: L51909DL1983PLC16039)

Registered Office: 5476, South Basti Harphool Singh, Sadar Thana Road, Sadar Bazar, Delhi-110006Tel.:91-11-23528187.Fax:91-11-23528187,E-mail:contactus@aseemglobal.com,Website:www.aseemglobal.com

___________________________________________________________________________________________________

BALLOT/POLL FORMThe member who are not able to attend the Annual General Meeting can send their assent or dissent in writing in respect of theresolutionsassetoutinthenoticebysendingthedulyfiledandsignedballot/PollformtoMr.SanjayKumarJha,PCS,Scrutinizer 308-309, Vardhman Fortune Mall, Opp. Gujrawala Town, G. T Karnal Road, Azadpur, Delhi-110033 so as to reach him on and before 30th September, 2015.

Name

Address

DP Id

Client Id

No. of Shares held

/Weherebyexercisemy/ourvoteinrespectoftheordinaryResolution(s)/SpecialResolution(s)asspecifiedinthenoticeofAseem Global Limited dated 22nd August, 2015 to be passed through ballot/poll for the business stated in the said notice by conveyance my /our assent or dissent to the resolution in the relevant box.

Sl. No. Resolution

Type of resolution (Ordinary/ Special)

I / we assent to the resolution (For)

I /We dissent to the

resolution (Against)

Ordinary Business

1

Adoption of audited Financial Statements, Reports of the Board of Directors and Audi-torsforthefinancialyearendedMarch31,2015

Ordinary DP Id

2 Re-appointment of Mr. Mudit Rastogi, who retires by rotation. Ordinary Client Id

3RectificationofK.N.Gutgutia&Co.,Chartered Accountants, as Auditors of the Company

Ordinary No. of Shares held

As witness my/our hand(s) this …………………………….. day of ………………………… 2015

______________________ (Member’s Signature)* Strike out whichever is not applicableNotes:1. The proxy need not be a member of the Company.2. TheProxyForminordertobeeffectiveshouldbedulycompletedanddepositedattheRegisteredOfficeofthe Company not later than 48 hours before the time for holding the meeting.

Affix 1 /-Revenue

Stamp

Notes

Notes

3

NOTICE OF ANNUAL GENERAL MEETING

NOTICE is hereby given that the 32nd Annual General Meeting (AGM) of ASEEM GLOBAL LIMITED will be held on Wednesday,

September 30, 2015 at 1.30 P.M at Navkar Tirth Atisey Ksetra, Near Mahaviday Ksetra, Nielwal village, Ghevra More, Rohtak

road, New Delhi-110041 to transact the following business:

ORDINARY BUSINESS:

Item No.1-Adoption of Financial Statements

To receive, consider and adopt the Financial Statement of the Company for the year ended March 31, 2015, including

the reports of the Board of Directors (the Board) and Auditors thereon.

Item No.2-Appointment of Director

To appoint Director in place of Mr. Mudit Rastogi, who retires by rotation and being eligible offers himself for re-

appointment.

“RESOLVED THAT, pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Rules made there

under, and pursuant to the recommendations of the audit Committee of the Board of Directors, M/s K. N. Gutgutia &

Co., Chartered Accountants (Firm Reg. No. 304153E) be and are hereby re-appointed as the auditors of the Company,

after this AGM) on such remuneration as may be determined by the Audit Committee of the Board of Directors.”

RESOLVED FURTHER THAT to give effect to this resolution Mr. Tanuj Rastogi (DIN: 01268647), Managing Director,

and Mr. Mudit Rastogi (DIN: 00185314), Whole Time Directors of the Company, be and are hereby severally authorized

to monitor the related party transaction.”

Notes:

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY / PROXIES

TO ATTEND AND VOTE ON A POLL INSTEAD OF HIMSELF/HERSELF SUCH A PROXY/ PROXIES NEED NOT BE A

MEMBER OF THE COMPANY. The instrument of Proxy in order to be effective, should be deposited at the Registered

Proxy form is sent herewith.

percent of the total share capital of the Company. A Member holding more than ten percent of the total share capital of

the Company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for

any other person or shareholder.

Members/Proxy holders are requested to bring their copy of Annual Report and Attendance slip sent herewith, duly

2. Corporate members intending to send their authorized representatives to attend the meeting are requested to send to

the Meeting.

4

functional areas, names of companies in which they hold directorships and memberships / chairmanships of Board

Committees, shareholding and relationships between directors inter-se as stipulated under Clause 49 of the Listing

Agreement with the Stock Exchanges, is provided in the end of the Notice.

4. To prevent fraudulent transactions, members are advised to exercise due diligence and notify the Company of any

change in address or demise of any member as soon as possible. Members are also advised not to leave their demat

account(s) dormant for long.Perodic statement of holdings should be obtained from the concerned from depository

5. The security and exchange board of India (SEBI) has mandate the submission of Permanent Account Number (PAN) by

every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit the

Pan to their Depository Participants with whom they are maintaining their demat accounts. Members holding Shares in

Physical form can submit their PAN details of the Company.

6. Electronic Copy of the Annual Report for 2014-15 is being sent to all the members whose email IDs are registered with

the Company/Depository Participants(s) for communication purposes unless any members whose has requested for a

hard copy of the same. For members who have not registered their email address, physical copies of the Annual report

for 2014-15 is being sent in the permitted mode.

7. Electronic Copy of the Notice of the 32nd Annual General meeting of the Company inter-alia indicating the process

and manner of e-voting along with Attendance Slip and proxy form is being sent to all the members whose email IDS

are registered at their email address, physical Copies of the Notice of 32nd Annual General meeting of the Company

inter alia indicating the process and manner of e-voting along with Attendance Slip and proxy form is being sent in the

permitted mode.

in Delhi for inspection during the normal business hours on working days. Even after registering for e-Communication,

members are entitled to receive such Communication in physical form, upon making a request for the same, be free of

Cost

9. Voting through Electronic Means

i. In accordance with provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies

(Management and Administration) Rules, 2014 the business may be transacted through electronic voting system

and the company is pleased to provide the facility for voting by electronic means (“e-voting”) to its members.

The Company has engaged the services of National Securities Depository Limited (“NSDL”) to provide e-voting

facilities and for security and enabling the members to cast their vote in a secure manner.

ii. The instructions for the shareholders for e-voting are as under:

A In case of Shareholders receiving e-mail from NSDL:

or Folio No. (in case you are holding shares in physical mode) as password, which contains your “User ID” and

“Password for e-voting”. Please note that the password is an initial password.

2. Launch internet browser by typing the URL https://www.evoting.nsdl.com/

3. Click on “Shareholder - Login”.

4. Put User ID and password as initial password noted in step (1) above and Click Login.

5. Password Change Menu appears. Change the password with new password of your choice with minimum 8

digits/characters or combination thereof.

6. Home page of “e-Voting” opens. Click on e-Voting: Active Voting Cycles.

7. Select “EVEN” of (Aseem Global Limited). Members can cast their vote online from September 27, 2015 (09:00

am) till September 29, 2015 (5:00 pm).

Note: e-Voting shall not be allowed beyond said time.

8. Now you are ready for “e-Voting” as “Cast Vote” page opens.

11. Once you have voted on the resolution, you will not be allowed to modify your vote.

5

12. Institutional shareholders (i.e., other than Individuals, HUF, NRI etc.) are also required to send scanned copy

(PDF/JPG Format) of the relevant Board Resolution/Authority Letter etc. together with attested specimen

signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e-mail

(sanjayjhafcs@gmail.com) with a copy marked to evoting@nsdl.co.in.

B. In case of Shareholders who have not registered their e-mail Id and will be receiving physical copy of

the Notice of AGM:

i) User ID and Password is provided at the top of the attendance sheet.

ii) Please follow all steps from Sl. No. (2) to Sl. No. (12) Above, to cast vote.

1. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting

User manual for Shareholders available at the Downloads section of www.evoting.nsdl.com.

2. If you are already registered with NSDL for e-voting then you can use your existing user ID and Password /PIN

for casting your vote.

3. It may be noted that this e-voting facility is optional. The e-voting facility will be available at the link https://www.

evoting.nsdl.com during the following voting period:

Commencement of e-voting: From 09.00 a.m. on 27TH September, 2015

End of e-voting: Up to 5.00 p.m. on 29TH September, 2015.

E-Voting shall not be allowed beyond 5.00 p.m. of 29th September, 2015. During the e-voting period,

Shareholders of the Company, holding shares as on 28.08.2015 either in physical form or in dematerialized

form may cast their vote electronically.

4. The Company has appointed Mr. Sanjay Kumar Jha, Proprietor of Firm S.K. Jha & Associates Practicing

Company Secretary, as ‘Scrutinizer’ for conducting the e-voting process for the Annual General Meeting in a fair

and transparent manner.

The Board of Directors has appointed Mr.Sanjay Kumar Jha, Practicing Company Secretary, as the Scrutinizer

for conducting the e-voting and ballot process in a fair and transparent manner.

The Scrutinizer will submit the report to the Chairman cum Managing Director of the Company after the completion

of scrutiny of the e-voting and Ballot Forms on or before 30th September, 2015.

The results of the e-voting, Ballot and Poll at the Annual General Meeting venue, shall be announced by the

Chairman cum Managing Director of the Company after the conclusion of Annual General Meeting of the

Company. The results declared along with the Scrutinizers Report shall be placed on the Company’s website

www.aseemglobal.com and on the website of the NSDL within two days of passing of the resolutions at the

Annual General Meeting and communicated to the Stock Exchanges.

Place: Delhi By order of the Board

Date: August 28th, 2015 ASEEM GLOBAL LIMITED

Sd/-

[Tanuj Rastogi]

Aseem Global Limited Managing Director

5476, South Basti Harphool Singh,

Sadar Thana Road, Sadar Bazar,

Delhi-110006