1) The above audited results were taken on record at the meeting of the Board of Directors held on 31.03.05.

2) Figures for the previous quarters have been regrouped/recast wherever necessary to conform to the current period.

3) During the year, there is a change in the method of accounting of income from the domestic retail business segment. Owing to the recenttrend and the changing nature of Franchisee network collection and also considering the terms of the agreement, the company has decidedto harmonize its method of accounting of domestic retail income in line with the method of accounting followed for International and other domestic fixed royalty centers. Consequently, the company has only accounted for the royalty income from its domestic retail businessand the training and education income and expenses are lower by an amount aggregating to Rs. 5897 lacs each with no impact inthe profits for the year. Consequently, the operational Income and expense are not strictly comparable.

4) During the year, the company has transferred the learning solutions business with effect from January 1st , 2004 and Attest TestingServices business with effect from 14th January, 2004 to two of its subsidiary companies .The results of the current year excludes the operations of learning solutions and testing business transferred to subsidiary companies. However, the previous year ended 31st December 2003 includes the learning business so transferred to the subsidiary. Consequently, the operational results of the current year are not strictly comparable to the year ended 31st December 2003

5) The Company had set up a task force for the purpose of expediting recovery of long pending receivables and has been successful partly in recovering the same. As a measure of conservatism and financial prudence, the Company has provided for an amount of Rs 1611 lacs during the year although the efforts to recover the same would continue unabated.

6) The Company had made advances from time to time to Aptech Education Society for the purpose of utilizing the same for the functioning of Aptech University established in the state of Chattisgarh. Since the matter pertaining to it's establishment is subjudice

and also under state review, the Company out of abundant caution provided for the said advances to the tune of Rs. 2443 lacs.

7) During the year, the Company carried out physical verification/technological of fixed assets evaluation including assets transferred to the Company, consequent to the demerger of erstwhile Aptech Limited in an earlier year. On the basis of such physical verification/technological evaluation, the Company updated the Fixed Asset register, including allocation of cost to individual fixed assets on the basis of invoices/ technical evaluation , except in respect of certain items of Plant and Machinery (including computers) aggregating to Rs. 455 lacs (carrying value). Arising out of such verification/technological evaluation/updation, the Company has debited Rs. 3943 lacs to the Profit and Loss account as Fixed assets written off (including intangible assets written off on account of technological obsolescence).

8) Information on Investor complaints pursuant to Clause 41 of the Listing Agreement for the quarter ended 31.12.04