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21st ANNUAL REPORT 2008-09

SHINING THE EDGES for A BRIGHTER FUTURE


TRANSLATING ADVERSITY into PROSPERITY

During the year the world had faced worst ever


downturn in economy forcing many giants in the
industry to bog down and downsize.
Despite all the adversities and challenges, MSL
managed to pull shining through.
Focus on continuous innovation, upgrading the
machineries, diversification, effective governance
and above all investment in people have given
enough impetus to achieve our goal and retain
an optimistic investor relationship.
Business apart, MSL sincerely believes in community
development for which it has taken many initiatives
to improve quality of life in and around its plant
site. New projects for Drinking water, Better
sanitation, Education and Medical facilities are
under progress.
We pledge to keep our efforts in innovation, value
addition, productivity enhancement and grow a
stronger customer relationship to make our edges
shine and make our stakeholders shine too.
BOARD OF DIRECTORS MUMBAI OFFICE
D.P. Jindal Chairman 402, Sarjan Plaza,
Saket Jindal Managing Director 100, Dr. Annie Besant Road,
U.C. Agarwal Opp. TELCO Showroom,
D.K. Parikh Worli, Mumbai - 400 018
S.D. Sharma KOLKATA OFFICE
S.P. Raj Wholetime Director Sukhsagar Apartment,
AUDIT COMMITTEE Flat No. 8A, 8th Floor,
U.C. Agarwal Chairman 2/5, Sarat Bose Road,
D.P. Jindal Kolkata - 700 020
D.K. Parikh CHENNAI OFFICE
CFO 3A, Royal Court,
Anil Jain 44, Venkatanarayan Road,
COMPANY SECRETARY T. Nagar, Chennai - 600 017
P.K. Puhan
AUDITORS
WORKS:
Kanodia Sanyal & Associates,
New Delhi 1. SEAMLESS & ERW PIPES:
BANKERS - Pipe Nagar, Village - Sukeli,
State Bank of Patiala N.H.17, B.K.G. Road,
State Bank of Bikaner & Jaipur Taluka Roha,
Standard Chartered Bank Distt. Raigad - 402 126
HDFC Bank Limited Maharashtra
ICICI Bank Limited - D 114, Industrial Area ,
The Hong Kong and Shanghai Vile Bhagad,
Banking Corporation Limited Taluka Mangaon,
Deutsche Bank Distt. Raigad
Corporation Bank Maharashtra
Kotak Mahindra Bank 2. WIND POWER:
Bank of India Village Nivkane, Taluka Patan,
UBS AG District Satara,
Credit Suisse Maharashtra
REGISTERED OFFICE
Pipe Nagar, Village-Sukeli, Website: www.jindal.com
N.H.17, B.K.G. Road, Taluka Roha,
Distt. Raigad - 402 126,
Maharashtra
HEAD OFFICE
1/23 B, Asaf Ali Road,
New Delhi - 110 002
CORPORATE OFFICE
Jindal Corporate Centre
Plot No. 30, Institutional Sector 44,
Gurgaon – 122 002, Haryana

02
CONTENTS
Chairman’s Statement 04
Message from the Managing Director 06
Selected Financial Indicators of last 10 Years 12
Notice 13
Directors’ Report 15
Corporate Governance Report 21
Management Discussion & Analysis 31
Auditors’ Report 34
Balance Sheet 38
Profit & Loss Account 39
Cash Flow Statement 40
Schedules Forming Part of Annual Accounts 41
Significant Accounting Policies & Notes on Accounts 54

03
CHAIRMAN’S STATEMENT

D.P. Jindal
Chairman, DP JINDAL Group

Dear Shareholders,
The economic downturn across the globe finally seems to have
hit the bottom but not before causing extensive damage to every
aspect of our lives. The outcome of US presidential election and
Mr. Obama’s victory has brought a silver lining in the otherwise
gloomy horizon. India has also given a much-needed decisive
mandate to the UPA Government under the leadership of Dr.
Manmohan Singh who has always balanced Politics with sound
Economics. There is a new wave of growth expectations through
faster reforms, disinvestment programmes, renewed focus on
infrastructure and inclusive growth.
Indian Economy seems to be coming back on track and hopefully
6.5-7% GDP growth is envisaged in next couple of years.
Innovations and cost efficient practices along with a prudent
business approach ensured that the damage was controlled well
within limits. The turmoil has been a great lesson for the world
to look back upon the Business Model that is based on sound
financial and conservative leverage of Balance Sheets
I am pleased that your Company has always believed and stood
for sound and prudent financial foundation. We have always
ensured that the shareholders of the Company continue to reap
the benefits of steady growth rather than risking the faith and
trust reposed on us through reckless and hurried decisions.

04
Commissioning of the state-of-the-art Pipe Testing facility that
conforms to the highest quality standards, benchmarked by the
world leaders, is another feather in our cap. The facility enables
your Company to bid for the requirments of premium league
of Oil & Gas Companies.

Your Company has kept focus on enhanced productivity, cost all the markets. Your Company has approached Industry
efficient operations and growth. The Seamless Pipe plant from associations and the Government of India so as to ensure a level
Romania, which was acquired in 2007, has arrived in India and playing field in the domestic market. Efficient use of resources
is under installation. Your Company has also commissioned a is the key for meeting the strong challenge being posed by the
state-of-the-art Pipe Testing Facility conforming to highest competition from China.
quality standards set by the leading Oil and Gas companies of
As you are aware, Steel is the key raw material for your Company
the world, apart from modernization and upgrading the existing
and its prices have a direct impact on the growth and margins
facilities, which is likely to be completed by 2010-11. Your Company
of the Company. During last one year the steel prices have
has successfully implemented ERP programme across the
returned to normalcy after an unprecedented rise. The prices of
organization. Focus on continuous innovation, quality and value
Coal and Iron ore have corrected to realistic levels thereby bringing
addition to the products have ensured your Company, achieve
stability in the steel prices.
global leadership in Seamless and ERW steel pipes. I am pleased
to inform you that although during the coming years there is The good news is that with price stability, your Company is able
going to be a likely increase in installed capacity of Seamless to make aggressive bids for long term supplies without having
Pipes across the country, your Company is prepared to meet the to hedge the risk of sudden price increases. The appropriate
new challenges. Continuous investment in R&D, productivity norms of inventory are now applicable and have released the
enhancement and strong customer relationship will be the core pressure from the working capital.
of our marketing strategy. Your Company has always believed in investing in people both
We are geared up to play a pivotal role in the recent boost by within and outside the organization like Shareholders, Customers
the Government of India towards infrastructure and energy and Suppliers. Your Company has always valued the community
independence that include importance of establishing a massive at large, which is critical for the success of any organization.
network of Pipelines for Oil and Gas. The proposed network will Your Company has always played an active role in development
traverse across the Indian sub-continent and fulfill the ever of villages surrounding its factories and shall continue to do so.
increasing demand for energy. Next five years will truly belong New projects for Drinking water, Better sanitation, Education and
to the energy sector since sustained growth is energy dependant Medical facilities are under progress.
and would constitute the key element of the Government polices. “Leaders must always have an eye on the horizon and not just
The new capacity enhancement will contribute substantially to the bottom line” is the underlying ideology of your Company.
the Company’s Top line as well as Bottom line. Your Company There is no room for complacency and pessimism. Financial
continues to focus on new product development which shall not prudence, balanced Business approach and acumen coupled with
only reduce import dependence for the country but also give the clear vision makes your Company amply prepared to drive itself
early entrant advantage to your Company. to the next level of excellence. Your Company shall continue to
Your Company has seen a fall in the demand from US and Middle raise the bar of performance and set new benchmarks in the
East markets but is hopeful of gradual return of interest from times to come.
these countries since the price of Oil has recovered from a low
of US$ 40 to almost US$ 75 per barrel. Our strong customer
relationships have proved to be an asset during these challenging Thank you,
times. D.P. Jindal
We continue to get full support from our customers in terms of
stable orders inspite of stiff Chinese Competition in almost

05
MESSAGE from the MANAGING DIRECTOR

Saket Jindal
Managing Director

MAJOR HIGHLIGHTS
* Our expansion plan to manufacture pipes upto 6 inch dia is on schedule. Equipment imported
from Romania have been received at our site in Mangaon.
* We have installed a new welder from Thermatool in our ERW line. This is a state-of-the-art
welder which shall improve the speed and quality of our product leading to higher production.
* We have also commissioned the full body Ultrasonic Testing (UT) machine from Tuboscope,
USA.
* Our backward integration plan to make billets is under consideration.
* Oracle e-Business Suit (ERP system) has been successfully implemented by IBM.

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Our goal is to maintain the leadership position in the domestic
market; our expansion plans are in line with this vision.

Dear Shareholders,
It gives me immense pleasure to declare that your Company has Despite the competition from China in both home and overseas
performed remarkably well in the last financial year despite global markets, reduction in oil prices, we have maintained our
recession and the fluctuating steel prices. Our goal is to maintain profitability. We are also lobbying with the Government to take
the leadership position in the domestic market; our expansion anti dumping measures against Chinese suppliers who are
plans are in line with this vision. There have been significant new supplying at prices, below our cost. Also, with more demand in
discoveries by oil companies specially ONGC in the KG basin and China, there should be less burden on their exports which should
on the west coast. This shall open up more demand for our ease the competition.
seamless casings and tubings in the oil wells and also large dia
We want to be focused on our core business and consolidate our
ERW pipes for the cross-country requirements for distribution.
strength by aiming at backward integration of 0.5 million tonne
Our coating plant is having a satisfactory capacity utilization and
billet plant. A JV has been formally constituted for coal minning
the quality is as per international standards. Our JV with Tenaris-
in Gondkhari (Maharashtra) alongwith Kesoram and Dhariwal
Hydril has booked some orders with British Gas; we have been
Group.
educating our customers through technical workshops in Mumbai
and Delhi to use our Premium Connections as it is far superior The ERP system has been successfully implemented by IBM. We
to other connections available in the market; we are hopeful to have started videoconferencing between our offices and plant
bag sizeable orders in the near future in this segment. to reduce travelling. The HR Department is facing the challenge
of new recruitments as well as controlling attrition rates. We
Our horizontal expansion to manufacture pipes upto 6 inch dia
believe in motivated employees and want to create a workplace
is on schedule and the plant and equipment imported from
which is futuristic, dynamic and challenging. We have regular
Romania have been received at our site in Mangaon, 35 km from
training programmes for employees; we follow job rotation,
our Nagothane facility. We hope to complete the project by
periodic appraisals, exit interviews, health check up and other
2010-11. Some of the machinery is being upgraded from Chinese
necessary practices to ensure a peaceful and growing organization.
suppliers. We envisage a project cost of Rs. 375 crore approx.
including captive power plant which shall be financed through Finally, I would like to appreciate and acknowledge the dedication
internal accruals. This plant will also have facility to make Drill and hard work put in by our employees at all levels and also the
Pipes which is a speciality product and has good demand. support extended by our bankers, suppliers, collaborators,
customers, and other business associates.
We have installed a new welder from Thermatool in our ERW
line. This is a state-of-the-art welder which shall improve the
speed and quality of our product leading to higher production. Thank You
We have also commissioned the full body Ultrasonic Testing (UT)
machine from Tuboscope, USA, which shall cater to more stringent Saket Jindal
requirements and will help us gear up for the US market and also
in vendor registrations with big oil companies in Middle East.
Petroleum Development Oman are auditing our mill. We have
also got registration from Saudi Aramco for some sizes/grades.
In exports, we have participated in tenders in Algeria, Sudan,
Oman; these are sizable requirements which may materialize
shortly.

07
08
UPRGADING PLANT & EQUIPMENT for BETTER YIELD

7” Mill Other developments


- Complete Electronics of EMI has been revamped - Full body UT testing
for better results and accurate inspection of our machine commissioned
products. successfully. This gives lot
of leverage to the
- Considerable improvement achieved through our
development of new grades
inhouse R&D on the Crop End control of Stretch
Line Pipe, Tubing and Casing
Reducing Mill in 7” Plant, which improves the yield
for Oil and Gas applications.
by reducing the Crop End length.
- To improve the varnish,
- 13 Cr L80 tubing hot rolling trail taken in 7” mill
outsourcing procedures
and further improvements are in line.
have been already
completed.
14” Mill
- We have completed the
- One more furnace in 14” (Walking Beam Furnace) designing of the handling
is also under modification for using Furnace Oil equipment after varnishing
instead of LDO. to have effective varnish
- The 3 Roll Design Sizing Mill with a capacity up coating.
to 16” size; equipment have been imported. - We have taken some
modification on bundling
ERW Mill bench to enhance the
capacity of finishing
- 20” Casings on ERW pipe with Weld-On connectors
/bundling of 14” and ERW
were developed and ready to execute the
to speed up the finishing
commercial production. The procedure for
also to increase the output
alignment of coupling with the pipe body and the
of bundling. The same
required welding process, have been established.
modification is considered
- Non Destructive testing established . The complete to take in 7” pipe mill.
process has been witnessed by ONGC officials for
6” Project
welded joints.
The progress of 6”Pipe Mill
Coating Plant project at Vilebaghad is
going as per schedule.
- Dual Layer Epoxy Coating equipment imported
from Korea have been installed and commissioned.
This dual layer coating will give an economical
advantage to the customers in comparison to 3
Layer PE coating.

09
10
PROGRESSIVE MARKETING to improve BOTTOMLINE

BIGGEST OCTG ORDER OF RS. 757 CRORES FROM ONGC

INTERNATIONAL OIL MAJOR SAUDI ARAMCO APPROVES MSL

SUCCESSFUL APPROVAL OF MSL'S DUAL LAYER POLYETHELENE COATING WITH OIL PSU'S

HIGHEST EVER EXPORTS OF RS. 864 CRORES

_ Inspite of the global recession in 2008-09, MSL _ Demand for ERW continued to be strong with
managed to stay in the forefront. MSL achieved continued Government spending in rural and
this with better efficiencies in production and urban drinking water projects and MSL bagged
planned steel buying at competitive prices. major orders through contractors for supplies
to these projects.
_ Meltdown in world market, especially in the
United States, the traditional strong house of _ Demand for cross country ERW spur lines for
MSL’s exports affected international sales in the Pan India gas grid also increased during
the last quarter. MSL, however managed to this period and MSL bagged good orders in
close the year with highest ever exports of Mehsana belt through contractors. The
Rs 864 crores. upcoming city gas projects in 460 cities in the
country will create big demand for
_ International oil major Saudi Aramco approved
ERW/Seamless products with coating.
MSL pitch forking MSL to the list of elite
seamless mills of the world. _ With airport modernizations on the upswing
throughout the country MSL supplied
_ Commissioning of the new state of art full
substantial quantities for structural applications
body UT testing machine will give MSL an edge
to Chennai, Delhi and Ahmedabad airports.
over competition and enable it to meet the
emerging stringent quality requirements of _ MSL was approved by major oil companies for
the domestic and international oil and gas 3LPE /3 LPP/ DFBE coated Seamless and ERW
majors. pipes. MSL executed coated line pipe orders
for Cairn, ONGC, GEECL, Mahanagar Gas, Indian
_ Reduction in export orders were offset with
Oil Tanking, L&T, Gujarat Gas.
aggressive marketing strategies in the domestic
market. MSL continued to be the leader in line _ MSL ERW pipes branded as "Jindal Star" has
pipe, boiler tube and OCTG segments in India been approved by leading architects, building
with a total market share of about 50%. and fire fighting consultants in the country
for requirements in Metro rail projects, SEZs’,
_ MSL received the biggest OCTG order of Rs 757
Airport and sea port modernization Projects.
crores from ONGC for the supply of Casings
MSL has regularly participated in national and
against international and domestic competition
international exhibitions resulting in an
to the critical Oil and Gas exploration activities
increased brand awareness of MSL pipes.
of ONGC
_ MSL entered yet another unexplored area of
developing ERW casing pipes with weld on
connectors, an area with immense prospects
in future in oil & gas sector.

11
SELECTED FINANCIAL INDICATORS OF LAST 10 YEARS

Particulars 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009

Gross Turnover (Rs. Lacs) 19243 26541 37272 43563 55529 86724 107695 151961 164037 218351

(Times) 1.00 1.38 1.94 2.26 2.89 4.51 5.60 7.90 8.52 11.35

EBIDTA (Rs. Lacs) 2682 4218 7468 8406 10031 12851 20801 34101 29762 34244

(Times) 1.00 1.57 2.78 3.13 3.74 4.79 7.76 12.71 11.10 12.77

PBT (Rs. Lacs) 2415 4042 7186 9007 10507 12624 20685 35269 30190 38503

(Times) 1.00 1.67 2.98 3.73 4.35 5.23 8.57 14.60 12.50 15.94

PAT (Rs. Lacs) 1756 3196 5001 6209 7146 8488 13960 23384 19522 25784

(Times) 1.00 1.82 2.85 3.54 4.07 4.83 7.95 13.32 11.12 14.68

Gross Block (Rs. Lacs) 8789 10594 14119 16064 26709 32768 35303 37416 44321 51441
(including Capital WIP)
(Times) 1.00 1.21 1.61 1.83 3.04 3.73 4.02 4.26 5.04 5.85

Net Block (Rs. Lacs) 6324 7734 10743 12023 21970 26992 28075 28579 33746 39064

(Times) 1.00 1.22 1.70 1.90 3.47 4.27 4.44 4.52 5.34 6.18

Share Capital

Equity Share Capital (Rs. Lacs) 2550 2882 2882 2882 2882 2882 2882 3497 3527 3527

(Times) 1.00 1.13 1.13 1.13 1.13 1.13 1.13 1.37 1.38 1.38

Preference Shares 332 - - 1441 - - - - - -

Reserves & Surplus (Rs. Lacs) 6416 9086 12239 15994 21527 28399 38509 88913 105814 127472

(Times) 1.00 1.42 1.91 2.49 3.36 4.43 6.00 13.86 16.49 19.87

Net Worth (Rs. Lacs) 9298 11968 15121 20317 24409 31281 41391 92410 109341 130999

(Times) 1.00 1.29 1.63 2.19 2.63 3.36 4.45 9.94 11.76 14.09

Book Value (Rs.) 35.00 42.00 52.00 65.00 85.00 109.00 144.00 264.00 155.00 186.00

(Times) 1.00 1.20 1.49 1.86 2.43 3.11 4.11 7.54 4.43 5.31

Equity Dividend (Rs. Lacs) 306.00 383.59 576.40 1008.70 1152.80 1441.00 2131.55 3719.82 3526.67 3526.67

Dividend on Equity Shares % 12% 15% 20% 35% 40% 50% 70% 110% 100% 100%

Dividend Per Share (Rs.) 1.20 1.50 2.00 3.50 4.00 5.00 7.00 5.50 5.00 5.00

Earning Per Share (Rs.) 6.58 11.94 17.37 21.98 23.72 29.54 48.26 38.38 27.70 36.56

12
NOTICE
Notice is hereby given that the 21st Annual General Meeting of the members of Maharashtra Seamless Limited will be held
on Tuesday, the 29th day of September 2009 at 11.30 A.M. at the Registered Office of the Company at Pipe Nagar, Village-
Sukeli, N.H. 17, B.K.G. Road, Taluka Roha, Distt. Raigad-402 126, Maharashtra to transact the following business:
ORDINARY BUSINESS
1. To receive, consider and adopt the Audited Accounts for the year ended 31st March 2009 and the Reports of Directors
and Auditors thereon.
2. To declare dividend on equity shares for the year ended 31st March 2009.
3. To appoint a Director in place of Mr. D.P. Jindal, who retires by rotation and being eligible, offers himself for re-
appointment.
4. To appoint M/s Kanodia Sanyal & Associates, Chartered Accountants as Auditors of the Company to hold office from
the conclusion of this meeting until conclusion of the next Annual General Meeting and to fix their remuneration.
SPECIAL BUSINESS
5. To consider and, if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution.
"RESOLVED THAT Mr. S.D. Sharma, who was appointed as an Additional Director of the Company and who holds office
upto the date of the ensuing Annual General Meeting, pursuant to Section 260 of the Companies Act, 1956 and Article
89 of Articles of Association of the Company, and in respect of whom the Company has received a Notice from a member
under Section 257 of the Companies Act, 1956, proposing his candidature, be and is hereby appointed as a Director of
the Company, liable to retire by rotation."
By order of the Board
Place : Gurgaon P. K. Puhan
Dated : August 28, 2009 Company Secretary

NOTES:
1. The relative Explanatory Statement pursuant to Section 173(2) of the Companies Act, 1956 in respect of Special Business is annexed
hereto.
2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE
INSTEAD OF HIMSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY.
Form of proxy is separately annexed. The proxy must be deposited at the registered office of the Company, not less than 48 hours
before the commencement of the meeting.
3. Members / Proxies attending the meeting are requested to bring their copy of the Annual Report for reference at the meeting as
also the Attendance Slip duly filled in for attending the meeting.
4. The Register of Members and Share Transfer Books of the Company will remain closed from 15th September, 2009 to 22nd September
2009 (both days inclusive) for the purpose of determining the shareholders, entitled to dividend, if any declared, for the year ended
March 31, 2009 at the Annual General Meeting on 29th September, 2009. Dividend on shares, when declared, will be paid only to
those members whose names are registered as such in the Register of Members of the Company after giving effect to valid share
transfers in physical form lodged with the Company on or before 14th September, 2009 and to the Beneficial Holders as per the
Beneficiary List as on 14th September 2009, provided by NSDL and CDSL. Subject to the provisions of section 206A of the Companies
Act, 1956, dividend as recommended by the Board of Directors, if declared at the meeting, will be payable on and after
3rd October 2009.
5. Members holding shares in electronic form may please note that as per the regulations of National Securities Depository Ltd. (NSDL)
and Central Depository Services (India) Ltd. (CDSL), the Company is obliged to print the bank details on the dividend warrants as
furnished by these Depositories to the Company and the Company cannot entertain any request for deletion / change of bank details
already printed on dividend warrants as per information received from the concerned Depositories. In this regard, Members should
contact their Depository Participant (DP) and furnish particulars of any changes desired by them.

13
6. Members desirous of getting any information in respect of Accounts of the Company are requested to send their queries in writing
to the Company at its Registered Office so as to reach at least 7 days before the date of the meeting so that the required information
can be made available at the meeting.
7. In accordance with the provisions of the Companies Act, 1956, the amount of dividend which remains unpaid or unclaimed
for a period of 7 years from the date of transfer to Unpaid Dividend Account of the Company are transferred to the
Investor Education and Protection Fund constituted by the Central Government and shareholders are not able to claim
any amount of dividend so transferred to the Fund.
Shareholders who have not yet encashed their dividend warrants are requested in their own interest to claim the
outstanding dividend before it falls due for transfer to the aforesaid Fund.
8. Details of the Directors seeking appointment/re-appointment at the forthcoming Annual General Meeting (Pursuant to Clause 49
of the Listing Agreement):

Name Shri D.P. Jindal Shri S.D. Sharma

Age 59 Years 68 Years

Qualifications B.Com Post Graduate


Expertise in specific functional area Prominent Industrialist having wide Having wide experience in import
business experience. /export and overseas projects.
Date of appointment as Director 10.05.1988 25.02.2009
of the Company
Directorship of other companies -Jindal Pipes Ltd. - Jindal Drilling & Industries Ltd.
-Jindal Drilling & Industries Ltd.
-Crishpark Vincom Ltd.
-Jindal Aluminium Ltd.
-Jindal Mines & Minerals Ltd.
-Jindal Global Finance & Investment Ltd.
Chairman/Member of Committees -Jindal Drilling & Industries Ltd. -Jindal Drilling & Industries Ltd.
of other Companies
No. of shares held 48820 Nil
The Board of Directors of the Company commends the appointment/re-appointment of aforesaid Directors.
9. In case of joint holders attending the meeting, only such joint holder who is higher in the order of names recorded in the register
of members will be entitled to vote.
10. All documents referred to in the notice are open for inspection at the Registered Office of the Company between 10 a.m. and 1 p.m.
on any working day upto the date of the Annual General Meeting and also at the meeting.

ANNEXURE TO THE NOTICE


Explanatory Statement under Section 173(2) of the Companies Act, 1956.
Item No. 5
Mr. S.D. Sharma was co-opted as an Additional Director of the Company w.e.f. 25th February 2009 pursuant to Section 260 of the
Companies Act, 1956 and Article 89 of Articles of Association of the Company. Mr. S.D. Sharma holds office upto the date of the ensuing
Annual General Meeting. The Company has received a Notice from a member along with a deposit of Rs.500/- proposing the candidature
of Mr. S.D. Sharma for the office of Director under Section 257 of the Companies Act, 1956, liable to retire by rotation.
None of the Directors of the Company except Mr. S.D. Sharma may be deemed to be concerned or interested in the proposed resolution.
The Board recommends the resolution set forth in Item No.5 for approval of members.
By order of the Board

Place : Gurgaon P. K. Puhan


Dated : August 28, 2009 Company Secretary

14
DIRECTORS' REPORT
To the Members,
Your Directors are pleased to present the 21st Annual Report along with Audited Accounts of the Company for the year ended
31st March 2009.
FINANCIAL RESULTS
During the year, Gross Turnover of the Company increased to Rs. 2184 Crore from Rs. 1640 Crore in the previous year - registering a
growth of 33% over previous year. The highlights of the financial results are as under: -

(Rs. in crore)
Year Ended Year Ended
31.03.2009 31.03.2008

Gross Turnover 2183.51 1640.37

Depreciation 17.93 17.40

Profit Before Tax 385.03 301.90

Provision for Taxation

- Current 124.10 105.60

- Fringe Benefit 0.26 0.24

- Deferred 0.76 0.83

Profit after Tax 259.91 195.23

Income Tax adjustments relating to earlier years (2.07) (0.01)

Profit after Tax & Adjustments 257.84 195.22

Balance brought forward from previous year 36.82 32.86

Profit available for appropriations 294.66 228.08

Appropriations:

Proposed Dividend on Equity Shares 35.27 35.27

Tax on Proposed Dividend 5.99 5.99

Transfer to General Reserve 210.00 150.00

Balance carried to Balance Sheet 43.40 36.82

294.66 228.08

DIVIDEND
Your Directors are pleased to recommend a dividend of Rs.5/- (100%) per equity share for the year ended 31st March, 2009.
The proposed dividend including Dividend Distribution tax will absorb Rs. 41.26 Crores.
RESULTS OF OPERATIONS
Total turnover of the Company during the year was Rs. 2184 crore against Rs. 1640 crore in the previous year registering growth of
33%. The profit before tax for the year was Rs. 385 crore as against Rs. 302 crore in the previous year. The profit after tax and adjustments
for the year had been Rs. 260 crore as against Rs. 195 crore in the previous year.

15
The Company has primarily two segments - Steel Pipes & Tubes and Wind Power. Both segments contribute positively to the profitability
of the Company. The contribution of Steel Pipes & Tubes Division is over 88% of the total Profit before Tax. Wind Power Project of the
Company is meeting around 14% of Power requirement and has helped in reducing over all cost of power.
STRATEGIC ACQUISITION
Your Company has acquired a Seamless Plant in Romania having an installed capacity of 200000 TPA to manufacture Seamless Pipes
upto 6" OD. The plant has been completely dismantled and relocated to India at Mangaon, Vile Bhagad, Maharashtra near the existing
plant of the Company. Site development work for the Plant is in progress and is going on as per schedule and the plant is likely to be
operational by 2010-11. The Plant facility also includes Drill Pipe capability, which has a good demand in the current OCTG segment.
The Govt. of Maharashtra has conferred the status of "Mega Project" to Company's aforesaid project. This status will enable the Company
to avail various incentives from the Govt. of Maharashtra in due course of time.
STOCK APPRECIATION RIGHTS (SAR)
In pursuance of the approval given by the Board of Directors of the Company, the Compensation Committee has approved payment
of cash benefits to the eligible employees under the "Stock Appreciation Rights (SAR) Scheme" in the month of April 2009 and the same
has been paid to the respective employees.
BACKWARD INTEGRATION PROJECT
Steel Round Billets are major feed material for manufacturing of Seamless pipes as it amounts to about 50% to 60% of the total cost
of production. MSL is predominantly dependant on domestic suppliers of Billets for its plant at Nagothane. However, about 40% of its
requirement is met through imports depending upon the International prices of billets as well as for quality reason.
In view of strategic Backward Integration of Seamless Pipe Plant at Nagothane, an Integrated Steel Plant with an annual capacity of
0.5 million ton per annum of steel billets has been planned. This will minimise dependence of basic input material i.e. steel billets.
Ministry of Coal , Govt of India, has also allocated a Non Coking Coal Block to MSL near Nagpur (Maharashtra), which is an important
raw material to produce DRI required for Steel Making.
Thus the Company will have better control on cost of production of Seamless pipes and poised for a good positioning in seamless pipe
industry.
IMPLEMENTATION OF ENTERPRISE RESOURCE PLANNING (ERP)
Your Company has recently implemented ERP package {ORACLE - e Business Suit (ORACLE - 11i)} through IBM, being the Implementation
Partner. The primary objective of the project is to avoid duplication of efforts across different applications and thereby facilitating faster
processing of work orders, payments and invoices etc. The System would also help in day-to-day management, support strategic planning
and help reduce operating costs by facilitating operational coordination across functional departments. The Company, In the long run,
hopes to reduce inventory and operational costs while speeding up the process of manufacturing.
DIRECTORS
Mr. D.P. Jindal, Director of the Company, retire by rotation at the ensuing Annual General Meeting and being eligible, offers himself
for reappointment.
Mr. S.D. Sharma was co-opted as an Additional Director of the Company w.e.f. 25th February 2009. Mr. S.D. Sharma holds office upto
the date of the ensuing Annual General Meeting. The Company has received a Notice from a member under the provisions of Section
257 of the Companies Act, 1956, proposing the candidature of Mr. S.D. Sharma for the office of Director liable to retire by rotation.
DIRECTORS' RESPONSIBILITY STATEMENT
As required under Section 217(2AA) of the Companies Act, 1956, your Directors state:
(i) that in the preparation of the Annual Accounts, the applicable accounting standards had been followed;
(ii) that the accounting policies selected and applied are consistent and the judgments and estimates made are reasonable and prudent
so as to give a true and fair view of the state of affairs of the Company at the end of financial year and of the profit of the Company
for that period;
(iii) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities; and
(iv) that the Annual Accounts have been prepared on a going concern basis.

16
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreement, the Management Discussion & Analysis Statement, Corporate Governance Report, the
Auditors' Certificate regarding Compliance of conditions of Corporate Governance is part of this Annual Report.
AUDITORS
M/s. Kanodia Sanyal & Associates, Chartered Accountants, the Auditors of the Company are retiring at the ensuing Annual General
Meeting and are eligible for reappointment.
The Company has received letters from them to the effect that their re-appointment, if made, would be within the prescribed limits
under Section 224(1B) of the Companies Act, 1956 and that they are not disqualified for such re-appointment within the meaning of
Section 226 of the said Act.
The Auditors' observations and the relevant notes on accounts are self-explanatory and therefore, do not call for further comments.
FIXED DEPOSITS
The Company has not accepted any Deposits within the meaning of Section 58A of the Companies Act, 1956 and the Rules made there
under.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information in accordance with the provisions of Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure
of Particulars in the Report of Board of Directors) Rules, 1988 is annexed hereto.
PARTICULARS OF EMPLOYEES
Particulars of employees, as required under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules, 1975, as amended, form part of this report. However, in pursuance of Section 219(1)(b)(iv) of the Companies Act,
1956, this report is being sent to shareholders of the Company excluding the aforesaid information. Any member interested in obtaining
such particulars may write to the Company Secretary at the Registered Office of the Company.
ACKNOWLEDGEMENT
Your Directors place on record their appreciation for the assistance and co-operation received from Central Government, State Government
of Maharashtra, MAHADISCOM, MAHATRANSCO and all other Government agencies, ONGCL, Oil India, other PSUs, Banks and Stakeholders.
Your Directors wish to place on record their deep sense of appreciation for the devoted contribution made by the employees at all levels.

For & on Behalf of the Board


Place : Gurgaon D.P. Jindal
Dated : August 28, 2009 Chairman

17
ANNEXURE TO DIRECTORS' REPORT
INFORMATION AS PER SECTION 217(1)(e) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES (DISCLOSURE OF PARTICULARS
IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988 AND FORMING PART OF THE DIRECTORS' REPORT FOR THE YEAR ENDED 31ST
MARCH, 2009
A. CONSERVATION OF ENERGY
a) Energy Conservation measures taken:
1. Preventive maintenance was undertaken to reduce the heat losses to improve the combustion efficiency, which has reduced
fuel consumption cost.
2. Three more furnace combustion systems modified to use Furnace Oil, a cheaper fuel than LDO.
3. Frequency Variable Drives used in more equipments wherever the equipments are not fully loaded to reduce the power
consumption and to achieve speed effectiveness in operation.
4. Fuel Additives used in Heavier Oil are continuing to have proper combustion and also to have a controlled process parameters.
b) Additional investments and proposals, if any, being implemented for reduction of consumption of energy.
Additional APFC panels added in the line to improve the power factor to near unity and Harmonic filters installed to reduce the
harmonic distortion.
c) Impact of measures at a & b above for reduction of energy consumption and consequent impact on the cost of
production of the goods.
The measures taken by the Company and the proposed measures will result in reduction of energy consumption and consequent
reduction in cost of the product.
d) Total energy consumption and energy consumption per unit of production.
As per Form-A annexed.
B. TECHNOLOGY ABSORPTION
e) Full body UT testing machine commissioned successfully, enabling the Company to cater to more stringent requirment and to
develop new grades of Line Pipe, Tubing and Casing for Oil and Gas applications.
Complete Electronics of EMI Testing Machine of OCTG were replaced with new version of Electronics for ensuring improvement
in quality.
C. FOREIGN EXCHANGE EARNINGS AND OUTGO
f) Activities relating to exports; initiatives taken to increase exports; development of new export markets for products
and services; and export plans.
The Company is thrusting on export business in view of its wide presence in overseas markets and consumer confidence enjoyed
by the products of the Company. During the year under review the Company’s export earnings increased by 82%. This was
possible even in the recession period because of our continuous efforts to produce quality products at reduced cost and maintained
thereby competitive edge.
This also resulted in substantial foreign exchange earnings and also in import substitution and conservation of valuable foreign
exchange.
g) Total foreign exchange used and earned
Used - Rs. 506.12 Crore
Earned* - Rs. 868.01 Crore
* Supplies to Oil Sector by the Company result in import substitution & consequent saving of substantial Foreign Exchange
for the country.

18
FORM A
FORM FOR DISCLOSURE OF PARTICULARS WITH RESPECT TO :
CONSERVATION OF ENERGY
A. POWER AND FUEL CONSUMPTION

Particulars Year ended Year ended


31.03.2009 31.03.2008
1. Electricity Purchased
Units(KWH in lacs)* 695.56 692.07
Total Amount (Rs. In lacs) 3,682.74 3,644.44
Rate Per Unit (Rs.) 5.29 5.27
*Includes 95.29 lacs (previous year 85.77 lacs) units
generated by Wind Power Project of the Company.
2. Fuel Consumption
a) LDO
Quantity (KL) 29,581.72 30,127.59
Total Amount (Rs.in lacs) 9,023.85 6,921.48
Average Rate per KL (Rs.) 30,504.82 22,973.90
b) HSD
Quantity (KL) 362.89 226.73
Total Amount (Rs. in lacs) 114.96 59.16
Average Rate per KL (Rs.) 31,679.20 26,093.17
c) LPG
Quantity (MT) 329.56 579.45
Total Amount (Rs. in lacs) 117.41 202.44
Average Rate Per MT (Rs.) 35,629.29 34,936.58
3. Other/Internal generation/Wind Power(KWH in lakhs) 102.46 92.22

B. CONSUMPTION PER UNIT OF PRODUCTION

a) SEAMLESS PIPES (MT)


Electricity (Units) 268.205 247.312
LDO/Furnace Oil (KL) 0.131 0.123
HSD(KL) 0.002 0.001
LPG(MT) 0.001 0.002
b) ERW PIPES (MT)
Electricity (Units) 98.277 66.645
HSD/Furnace Oil (KL) 0.004 0.000
Note: The figures are re-grouped/re-arranged wherever considered necessary.

19
FORM B
FORM FOR DISCLOSURE OF PARTICULARS WITH RESPECT TO:
RESEARCH AND DEVELOPMENT (R&D)
1. Specific areas in which R&D carried out by the Company
i) New concept of quencing by immersion type is under implementation to improve the pipe quality .
ii) R&D activities of the Company remained centered around the development of new products, improvement of existing products
and processes, problem solving, cost reduction, energy conservation & pollution control.
Activities carried out during the year:
l API 5CT Grade L80 13 Cr Tubing Hot Rolling were established.
l Weld on Nipple for 20" ERW Casing process and quality were established for regular production.
l ASTM 213 Grade T91, T5 & T9 and Boron steel pipes / tubes are under process of development.
l For ERW Pipes, Gr. X-70 has been successfully developed.
l For better rust prevention and aesthetic looks, use of ultra violet varnish as an alternative for present rust preventative, is under
development.
2. Benefits derived as a result of above R&D
As a result of the R&D activities, new products were developed viz. 13 Cr Casting and Tubing and Higher Grades for X70 ERW Pipes
etc., existing products and process were improved and costs were reduced through energy conservation and savings in the use of
materials.
3. Future plan of action
Concentration will remain in the development of new sizes and up-gradation of the quality. High priority will be given to the
up-gradation of technology, energy conservation, and cost reduction etc. Few of the targets fixed are enumerated here below:
l Developing NACE Lab to enable to compete specially in the export market for orders of Pipes for SOUR application.
l To build in-house Varnish Test Lab to qualify and approve the rust preventive and faster dry varnish, before use.
l To fulfill IBR requirement, we are planning to develop Elevated Temperature Tensile Testing machine.
l Implementation of ISO14001 (Environmental Management System) and OHSAS 18001 (Occupational Health and Safety Management
System) is under progress.
4. Expenditure on R&D
Expenditure on R&D is not separately allocated and identified.
TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION
1. Efforts in brief made towards technology absorption, adaptation and innovation.
The production/Quality Control department absorbs the technology received from the collaborators, equipment suppliers, adopting
the same to local conditions and uses its own experience to affect improvements to the product and manufacturing process.
2. Benefits derived as a result of the above efforts etc.
Through above measures, the Company has continued to achieve product improvement/ development of new product, process
improvement, commercialization of technology, cost reduction, import substitution etc. Aforesaid efforts will also result in a vibrant
organization ready to face the challenge of global market scenario and striving towards exceeding customer expectation.
3. In case of imported technology (Imported during the last 5 years reckoned from the beginning of the financial year)
prescribed information may be furnished:
In continuation with the commissioning of 3 Layer Polyethylene, polypropylene and the Dual Layer Coating in the Coating Plant
division, all required facilities for Laboratory testing of both raw material as well as finished product are well established and approved
by different inspection agencies.
The Company’s products are approved and getting continuous support from the Oil and Gas pipe customers as well as other users.

20
CORPORATE GOVERNANCE REPORT
We believe that sound Corporate Governance is essential to enhance the shareholders’ trust and value. Your Company conducts its
affairs with the highest level of integrity, with proper authorizations, accountability, disclosure and transparency. The Company strongly
believes in maintaining a simple and transparent corporate structure driven solely by business needs. Shareholders interests are on
utmost priority while protecting the interest of other stakeholders, customers, suppliers and its employees and the management is only
a trustee to carry out the activities in a truthful and fruitful manner.
The details of the Corporate Governance compliance by the Company as per the Clause 49 of the Listing Agreement with Stock Exchanges
are as under:
A COMPLIANCE OF MANDATORY REQUIREMENTS:
1. BOARD OF DIRECTORS
Composition
The Company’s policy is to have appropriate mix of executive and non-executive/independent Directors on the Board. The Company
has a Non-Executive Chairman who is also a promoter of the Company. One-half of the Board of the Company consists of Independent
Directors. The number of Non-Executive Directors (NEDs) exceeds 50% of the total number of Directors. None of the Directors on
the Board is a Member of more than 10 Committees and Chairman of more than 5 Committees (as specified in Clause 49 of the
Listing Agreement with Stock Exchanges), across all the companies in which they are Directors. The Directors have made necessary
disclosures regarding their Committee positions.
Board Functioning & Procedure
During the year 2008-09, the Board of Directors met five times and the gap between two meetings did not exceed four months.
The Board Meetings were held on 29th April 2008, 30th July 2008, 28th August 2008, 23rd October 2008 and 30th January 2009.
The names and categories of the Directors on the Board, their attendance at Board Meetings during the year and at the last Annual
General Meeting, as also the number of Directorships held by them in other companies are given below:

Attendance No. of other Directorships and Committee


Memberships/ Chairmanships held
Directors Category Shares
Board Last Director Committee Committee
held Meeting AGM ships Memberships Chairmanships
Mr. D.P. Jindal NE-P-C 48820 5 Yes 6 1 -
Mr. Saket Jindal MD-P 1745764 5 Yes 2 2 1
Mr. S. P. Raj WTD - 3 Yes - - -
Mr. U. C. Agarwal NE-I 1000 5 Yes 1 1 1
Mr. D. K. Parikh NE-I - 5 Yes 1 1 1
Mr. S.D. Sharma* NE-I - - - 1 1 -
Mr. H. K. Khanna** NA 220 5 Yes 4 2 -

C = Chairman, MD = Managing Director, WTD=Whole Time Director,


NE = Non-Executive, P = Promoter, I = Independent, NA = Not Applicable
* Appointed as a Director with effect from 25.02.2009.
** Ceased to be a Director with effect from 25.02.2009.
Note:
1. Only Audit and Investors’ Grievance Committees are considered.
2. Excludes private/foreign companies.
3. All the independent Directors fulfill the minimum age criteria i.e. 21 years as specified in Clause 49 of the listing agreement.
The information as required under Annexure I to Clause 49 is being made available to the Board.

21
RELATIONSHIPS BETWEEN DIRECTORS
No Director is related to any other Director on the Board in terms of the definition of “relative” under the Companies Act, 1956, except
Mr. D.P. Jindal, who is father of Mr. Saket Jindal.
CODE OF CONDUCT
The Board of Directors has adopted the Code Conduct and Ethics for Directors and Senior Management personnel. The Code has also
been posted on the Company’s website .
The Code has been circulated to all members of the Board and senior management personnel and the compliance with the Code of
Conduct and Ethics is affirmed by them annually.
A declaration signed by the CEO and Managing Director of the Company is given below:
This is to certify that, all Board members and Senior Management personnel have affirmed compliance with the Code of Conduct for
Directors and Senior Management for the financial year ended 31st March 2009.

SAKET JINDAL
August 28, 2009 Managing Director

2. AUDIT COMMITTEE
The terms of reference of the Audit Committee mandated by the statutory and regulatory requirements viz. Listing Agreement,
Companies Act, 1956 etc., which are also in line with the mandate given by your Board of Directors, are:
a. Oversight of the Company’s financial reporting process and the disclosure of its financial information to ensure that the financial
statement is correct, sufficient and credible;
b. Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the statutory
auditor and the fixation of audit fees;
c. Approval of payment to statutory auditors for any other services rendered by the statutory auditors;
d. Reviewing, with the management, the annual financial statements before submission to the Board for approval, with particular
reference to:
i. Matters required to be included in the Directors’ Responsibility Statement to be included in the Board’s Report in terms of
clause (2AA) of Section 217 of the Companies Act, 1956;
ii. Changes, if any, in accounting policies and practices and reasons for the same;
iii. Major accounting entries involving estimates based on the exercise of judgment by management;
iv. Significant adjustments made in the financial statements arising out of audit findings;
v. Compliance with listing and other legal requirements relating to financial statements;
vi. Disclosure of any related party transactions; and
vii. Qualifications in the draft audit report;
e. Reviewing, with the management, the quarterly financial statements before submission to the Board for approval;
f. Reviewing, with the management, performance of statutory and internal auditors, and adequacy of the internal control systems;
g. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and
seniority of the official heading the department, reporting structure, coverage and frequency of internal audit;
h. Discussion with internal auditors any significant findings and follow up thereon;
i. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or
irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board;
j. Discussion with 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;

22
k. To look into the reasons for substantial defaults in payment to the depositors, debenture holders, shareholders (in case of non
payment of declared dividends) and creditors;
l. To review the functioning of the Whistle Blower mechanism, in case the same exists;
m. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.
COMPOSITION
The Audit Committee of the Company comprises of three Directors consisting of one Promoter Non-executive Director and two
Independent Non-executive Directors. All members of the Committee possess knowledge of Corporate Finance, Accounts and
Company Law. The Chairman of the Committee is an Independent Non-executive Director and was present at the last Annual General
Meeting of the Company. The Audit Committee meetings are held at the Corporate Office of the Company and are attended by the
Auditors, Accounts and Finance Heads. The Company Secretary acts as the Secretary to the Audit Committee.
The minutes of the Audit Committee Meetings are noted by the Board of Directors at the subsequent Board Meeting.
During the year under review five meetings of the Audit Committee were held on 29th April 2008, 30th July 2008, 28th August
2008, 23rd October 2008 and 30th January 2009. The composition, names of the members, chairperson, and particulars of the
Meetings and attendance of the members during the year are as follows:

Members Category No. of meetings attended


Mr. U.C. Agarwal Chairman 5
Mr. D.P. Jindal Member 5
Mr. D. K. Parikh Member 5
Mr. H. K. Khanna* Member 4
* Ceased to be the members of the Committee with effect from 23.10.2008
INTERNAL AUDITORS
The Company has appointed a firm of Chartered Accountants as Internal Auditors to review the internal control systems of the
Company and to report thereon. The Audit Committee reviews the reports of the Internal Auditors periodically.
3. REMUNERATION TO DIRECTORS
The Company does not have a Remuneration Committee. Detailed terms of appointment of the Managing and Wholetime Directors
are governed under Board and Members’ Resolutions. None of the Non-Executive Directors draw any remuneration from the Company
except sitting fees of Rs. 10,000/- for attending each meeting of the Board and Rs. 5000/- for attending each meeting of the Audit
Committee.
Details of Directors Remuneration
a) The Details of remuneration paid to Managing and Whole Time Directors during the year ended 31st March, 2009 are as under:-
(Rs.)
Name Salary Perquisites & other benefits Total
Mr. Saket Jindal, 51,00,000 16,58,400 67,58,400
Managing Director
Mr. S.P. Raj 6,93,412 4,88,006 11,81,418
Whole Time Director
The tenure of appointment of the Managing Director and Whole time Director is for a period of 5 years w.e.f. 01.10.2005.

23
b) The Non-executive Directors are paid by way of sitting fees for each meeting of the Board of Directors and Audit Committee
attended by them. The details of remuneration paid as sitting fee to Non-Executive Directors during the year ended 31st March
2009 is as under:-
Directors Sitting Fees(Rs.)
Mr. D. P. Jindal 75,000
Mr. U. C. Agarwal 75,000
Mr. D. K. Parikh 75,000
Mr. H. K. Khanna 70,000
Apart form receiving Directors remuneration by way of sitting fee for attending meeting of Board and Audit Committee, none
of the Non-Executive Director has any pecuniary relationship or transactions with the company during the year ended 31st
March 2009.
4. SHAREHOLDERS’/INVESTORS’ GRIEVANCE CUM SHARE TRANSFER COMMITTEE
FUNCTIONS
The Board has constituted a Committee under the Chairmanship of a Non Executive Director. The Committee generally meets twice
in a month, to approve inter-alia, transfer/transmission of shares, issue of duplicate share certificates and reviews the status of
investors’ grievances and redressal mechanism and recommends measures to improve the level of investor services. Also reviews
the status of legal cases involving the investors where the Company has been made a party. Details of shares transfers/transmissions
approved by the Committee are placed at the Board Meetings from time to time.
COMPOSITION
The constitution of the Shareholders’/ Investors’ Grievance cum Share Transfer Committee is as under:-
Name of the Members Designation
Mr. U.C. Agarwal Chairman
Mr. D.P. Jindal* Chairman
Mr. Saket Jindal Member
Mr. H.K. Khanna* Member
* Ceased to be the members of the Committee with effect from 23.10.2008
COMPLIANCE OFFICER
The Board has designated Mr. P.K. Puhan, Company Secretary as Compliance Officer of the Company.
DETAILS OF SHAREHOLDERS’ COMPLAINTS RECEIVED AND REPLIED TO THE SATISFACTION OF SHAREHOLDERS
Number of Shareholders complaints received during the period 01.04.2008 to 31.03.2009 : 33
Number of complaints not solved to the satisfaction of shareholders : Nil
Number of pending complaints as on 31.03.2009 which were solved later on : Nil

5. GENERAL BODY MEETINGS


(I) Details of the Location of the last three Annual General Meetings:

Financial year Date Location of the Meeting Time


2005-06 29.09.2006 Registered Office of the Company at Pipe Nagar, Raigad 11.30 A.M.
2006-07 28.09.2007 Registered Office of the Company at Pipe Nagar, Raigad 11.30 A.M.
2007-08 27.09.2008 Registered Office of the Company at Pipe Nagar, Raigad 11.30 A.M.

24
(II) Special Resolutions passed in the previous three AGMs:
a) In the AGM held on 29.09.2006 : For delisting of equity shares from Delhi Stock Exchange Association Limited,
The Calcutta Stock Exchange Association Ltd. and Madras Stock Exchange
Limited.
b) In the AGM held on 28.09.2007 : i) For issuance of 1(one) equity share on preferential basis to Mr. Raghav
Jindal belonging to the Category Promoter & Promoter Group, pursuant
to Section 81(1A) and other applicable provisions of the Companies Act,
1956.
ii) For alteration of Capital Clause of the Articles of Association of the
Company.
iii) For enhancement of the limit for acquisition/purchase of Company’s
equity shares by Foreign Institutional Investors (FIIs) under Portfolio
Investment Scheme (PIS) upto 40% of the paid-up equity capital of the
Company.
c) In the AGM held on 27.09.2008 : For alteration of Article 3 of the Articles of Association of the Company to
maintain the face value of Rs.5/- per equity share.
(III) During the last year, no Special Resolution was put through Postal Ballot. No Special Resolution is proposed to be conducted
through Postal Ballot.

6. DISCLOSURES
i) Related Party Transactions
There have been related party transaction as reflected in notes to the accounts but they are not in conflict with the interest
of the Company.
ii) Accounting Standards
The Company follows the Accounting Standards laid down by the Institute of Chartered Accountant of India and there has been
no deviation during the year.
iii) Details on Non Compliance
There are no instances of non-compliance by the Company on any matter relating to the Capital Market during the last 3 years.
iv) CEO/CFO Certificate
The Managing Director, Mr. Saket Jidnal and Mr. Anil Jain, CFO have furnished the required certificate to the Board of Directors
pursuant to Clause 49 of the Listing Agreement.
v) Whistle Blower Policy
The Company does not have any Whistle Blower Policy, however, no person has been denied access to Audit Committee.
7. MEANS OF COMMUNICATION
The Company’s financial results are communicated forthwith to all Stock Exchanges with whom the Company has listing arrangements
as soon as they are approved and taken on record by the Board of Directors of the Company. Thereafter the results are normally
published in the Economic Times, Business Standard, Financial Express, Free Press Journal and Navshakti. The Financial Results, Press
Releases, Investor Communiqué and Corporate Presentations made to institutional investors are also made available on the Company’s
website: www.jindal.com. The required disclosure to the extent applicable are also posted on the SEBI EDIFAR website
www.sebiedifar.nic.in.
Designated Exclusive e-mail ID: The Company has designated the following e-mail ID exclusively for investors’ grievance redressal:-
secretarial@mahaseam.com
8. GENERAL SHAREHOLDERS INFORMATION
a) Annual General Meeting :
Date & Time : 29th September, 2009 at 11.30 A.M.
Venue : Registered Office of the Company at Pipe Nagar, Village Sukeli, N.H. 17, B.K.G. Road, Taluka-Roha,
Distt. Raigad, Maharashtra – 402126
b) Financial Year : 1st April to 31st March

25
c) Book Closure : 15th Sept. 2009 to 22nd Sept. 2009 (both days inclusive)
d) Dividend A dividend of Rs.5/- (100%) per equity share, if approved by the members, would be payable on
and after 3rd October 2009.
Financial Calendar (Tentative):
- Financial reporting for the quarter ended 30th June, 2009 : July, 2009
- Financial reporting for the quarter ending 30th September, 2009 : October, 2009
- Financial reporting for the quarter ending 31st December, 2009 : January, 2010
- Financial reporting for the year ending 31st March, 2010 : April, 2010
Listing on Stock Exchanges:
The Equity Shares of the Company are listed on Bombay Stock Exchange Limited, National Stock Exchange of India Limited and
Madras Stock Exchange Limited. Listing fee for the year 2009-10 has been paid to all the Stock Exchanges except Madras Stock
Exchange Ltd. due to submission of delisting application to the said Stock Exchange during the third quarter of 2008-09. During
the year Equity Shares of the Company were voluntarily de-listed from The Delhi Stock Exchange Association Limited and The Calcutta
Stock Exchange Association Limited.
Name & address of Stock Exchanges Stock Code/Trading Symbol
Bombay Stock Exchange Limited
P.J. Towers, 25th Floor,Dalal Street, Mumbai 400 001 500265
National Stock Exchange of India Limited
Exchange Plaza, Plot no. C/1, G Block, Bandra-Kurla Complex,
Bandra (E), Mumbai - 400 051 MAHSEAMLES
Madras Stock Exchange Limited
The Madras Stock Exchange Ltd., 11, Second Line Beach, Chennai – 600 001 MAHASEAM

ISIN for equity shares: INE 271B01025

Shareholding Pattern as on 31st March, 2009:


CATEGORY NO. OF SHARES HELD % OF HOLDING
(A) Promoters
Indian 36035033 51.09
Foreign Nil Nil
Total (A) 36035033 51.09
(B) Public Shareholding
Mutual Funds 10211241 14.48
Financial Institutions/Banks 109682 0.15
Insurance Companies 1400928 1.99
Foreign Institutional Investors 4895108 6.94
Bodies Corporate 8837268 12.53
Individuals 7787598 11.04
Foreign Bodies Corporate 346936 0.49
NRIs 909628 1.29
Total (B) 34498389 48.91
Grand Total (A+B) 70533422 100.00

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Distribution of shareholding as on 31st March, 2009
No. of Equity No.of Shareholders % of shareholders No.of Shares held % of Shareholding
Shares held
Upto 500 27445 94.44 3711342 5.26
501 to 1000 1010 3.47 797659 1.13
1001 to 5000 406 1.40 872503 1.24
5001 to 10000 55 0.19 399500 0.57
10001 to 50000 61 0.21 1383225 1.96
50001 to 100000 23 0.08 1636422 2.32
100001 to 500000 38 0.13 8504551 12.06
500001 & above 24 0.08 53228220 75.46
Grand Total 29062 100.00 70533422 100.00

Stock Market Data


The monthly high and low quotations of shares traded on BSE is as under:-
MSL BSE Price BSE Sensex
MONTH
HIGH (Rs) LOW (Rs) Month Close HIGH LOW Month Close
April, 2008 325.00 277.50 295.05 17480.74 15297.96 17287.31
May, 2008 350.00 288.50 322.20 17735.70 16196.02 16415.57
June, 2008 341.00 282.00 289.65 16632.72 13405.54 13461.60
July, 2008 297.50 245.00 289.20 15130.09 12514.02 14355.75
August, 2008 328.00 280.00 289.60 15579.78 14002.43 14564.53
September, 2008 316.00 252.00 275.35 15107.10 12153.55 12860.43
October, 2008 278.00 132.40 173.75 13203.86 7697.39 9788.06
November, 2008 200.50 126.00 127.90 10945.41 8316.39 9092.72
December, 2008 167.95 124.00 149.30 10188.54 8467.43 9647.31
January, 2009 174.45 120.25 125.85 10469.72 8631.60 9424.24
February, 2009 135.95 115.00 122.60 9724.87 8619.22 8891.61
March, 2009 148.30 111.80 140.40 10127.09 8047.17 9708.50

SHARE PERFORMANCE CHART

STOCK PERFORMANCE
MSL- BSE BSE SENSEX
400 17500
BSE SENSEX

300 14500
MSL- BSE

200 11500

100
8500
Apr, May, June, July, Aug, Sep, Oct, Nov, Dec, Jan, Feb, Mar,
08 08 08 08 08 08 08 08 08 09 09 09

Last Trading Day of the Month

27
Dematerialisation of Shares and Liquidity
47.94% of the Company’s Paid-up Equity Share Capital of the Company is in dematerialised form as on 31st March 2009. 52.06% of
the Company’s Paid-up Equity Share Capital of the Company is in physical form out of which 47.76% shares are held by promoters
and only 4.30% shares are held by public in physical form.
Outstanding GDR / ADR / Warrants and Convertible Bonds, conversion date and likely impact on equity:
The Company has no outstanding GDRs/ADRs/Warrants or any other convertible instruments as on 31st March 2009.
Plant Locations:
1. Seamless & ERW Pipes 2. Wind Power
Pipe Nagar, Village Sukeli, Village Nivkane, Taluka Patan,
N.H.17, B.K.G. Road, Taluka-Roha, Distt. Satara (Maharashtra)
Distt.Raigad – 402 126 (Maharashtra)
Registrar and Share Transfer Agents:
Alankit Assignments Limited,
Alankit House,
2E/21, Jhandelwalan Extension,
New Delhi – 110 055
Phone : 011-23541234,42541234
Fax : 011-42541201
e-mail : rta@alankit.com
Share Transfer System:
Share transfer requests received in physical form are registered within 15 days from the date of receipt and demat requests are normally
confirmed within the prescribed time from the date of receipt.
Investor correspondence address
Shareholders correspondence should be addressed to the Registrar and Transfer Agent at the address given below or to the Corporate
Office of the Company.
Alankit Assignments Limited,
Alankit House,
2E/21, Jhandelwalan Extension,
New Delhi – 110 055
Phone : 011-23541234, 42541234
Fax : 011-42541201
e-mail : rta@alankit.com
Shareholders holding shares in dematerialized form should address all their correspondence to their respective Depository Participant.
COMPLIANCE CERTIFICATE OF THE AUDITORS
Certificate from the Auditors of the Company, M/s. Kanodia Sanyal & Associates, Chartered Accountants confirming compliance with
the conditions of Corporate Governance as stipulated under Clause 49, is forming part of the Annual Report.
B. NON-MANDATORY REQUIREMENTS
(1) a) CHAIRMAN OF THE BOARD
The Company has a Non-executive Chairman and expenses incurred in performance of his duties are paid by the Company.
b) TENURE OF INDEPENDENT DIRECTORS
In terms of the Governance policy of the Company, all Directors, including Independent Directors (excluding Managing
Director & Wholetime Director being appointed for a tenure of 5 years) are subject to retirement by rotation. However,
no maximum tenure, in the aggregate for independent directors has been specifically determined by the Board.

28
(2) REMUNERATION COMMITTEE
The Company does not have any Remuneration Committee. There are 6 members on the Board and remuneration of Managing
Director/Whole-time Director is being approved by the Board of Directors and shareholders.
(3) SHAREHOLDERS RIGHTS
As the Company’s quarterly results are published in leading English newspapers having circulation all over India and in a
regional language newspaper widely circulated in the Region and posted on the website of the Company i.e. www.jindal.com,
the same are not sent to each household of shareholders.
(4) AUDIT QUALIFICATIONS
There are no Audit Qualifications in the Auditors’ Reports.
(5) TRANING OF BOARD MEMEBRS
At present, the Company does not have such a training programme for the Board Members.
(6) MECHANISM FOR EVALUATING NON-EXECUTIVE BOARD MEMBERS
At present, the Company does not have such a mechanism as contemplated for evaluating the performance of Non-Executive
Board Members.
(7) SECRETARIAL AUDIT
The Securities and Exchange Board of India has directed vide circular no. D&CC/FITTC/CIR-16/2002 dated December 31, 2002
that all issuer Companies shall submit a certificate of capital integrity, reconciling the total shares held in both the depositories,
viz. NSDL and CDSL and in physical form with the total issued / paid up capital. The said certificate, duly certified by a Practising
Company Secretary is submitted to the stock exchanges where the securities of the company are listed within 30 days of the
end of each quarter and the certificate is also placed before the Board of Directors of the company.

29
AUDITORS’ CERTIFICATE ON CORPORATE GOVERNANCE
T o The Members of

MAHARASHTRA SEAMLESS LIMITED

We have examined the compliance of conditions of Corporate Governance by Maharashtra Seamless Limited for the year ended on
31st March 2009, as stipulated in Clause 49 of the Listing Agreement of the said Company with the Stock Exchanges.

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was limited to
procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance.
It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied with the conditions of Corporate Governance as stipulated in the above-mentioned Listing Agreement.

As required by the Guidance Note issued by the Institute of Chartered Accountants of India, we have to state that as per the records
maintained by the Company, no investor grievance is pending for a period exceeding one month.

We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with
which the management has conducted the affairs of the Company.

For KANODIA SANYAL & ASSOCIATES


Chartered Accountants

R.K. KANODIA
Place : New Delhi Partner
Dated : August 28, 2009 Membership No.16121

30
MANAGEMENT DISCUSSION AND ANALYSIS
FORWARD LOOKING STATEMENTS
The statement in the Directors' Report and Management Discussion and Analysis Report contains "forward-looking statements" about
the business, financial performance, skills and prospects of the Company. Statements about the plans, intentions, expectations, beliefs,
estimates, predictions or similar expression for future are forward-looking statements.
Forward-looking statements should be viewed in the context of many risk issues, and events that could cause the actual performance to
be different from that contemplated in the Directors' Report and Management Discussion Analysis Report, including but not limited to,
the impact of changes in oil, Steel prices worldwide and domestic, economic and political conditions. We cannot assure that outcome of
this forward-looking statements will be realized. The Company disclaims any duty to update the information given in the aforesaid reports.
INDUSTRY STRUCTURE AND DEVELOPMENT
India is becoming a major export hub to countries like the US, Europe and the Middle East. In Asia, since China has experienced rapid
economic growth, China's pipe demand in general construction, as well as oil pipeline, electrical, water pipe and highway construction
usages, has continued to increase. People expect that China's pipe demand over the next five years will rise from 35 million tons, to
45 million tons. However, strong pipe demand is not only generated by China's domestic market, China's pipe mills have also exported
lots of pipe to overseas markets. This has caused many countries to start limiting China's exportation of pipe to their countries. The
US government has given final approval to anti-dumping duties ranging from 74 to 101 percent welded Steel line pipe from China
which was being sold at unfairly low prices. Also, according to the news reports, European Union member states have approved a
European Commission proposal to impose punitive tariffs on the import of steel pipes from China. It is believed that the duties will
range from around 18% to 40% and will apply to seamless steel pipes, which are a major component in the construction, automotive
and oil industries. Your Company is also pursuing with the Indian Government to put anti dumping against China and few other countries.
STRATEGIC ACQUISITION
Your Company has acquired a Seamless Plant in Romania having an installed capacity of 200000 TPA to manufacture Seamless Pipes
upto 6" OD. The plant has been completely dismantled and relocated to India at Vile Bhagad, Maharashtra near the existing plant of
the Company. Site development work for the Plant is in progress and is going on as per schedule and the plant is likely to be operational
by 2010-11during next financial year. The Plant facility also includes Drill Pipe capability, which has a good demand in the current OCTG
segment.
The Govt. of Maharashtra has conferred the status of "Mega Project" to Company's aforesaid project. This status will enable the Company
to avail various incentives from the Govt. of Maharashtra in due course of time.
BACKWARD INTEGRATION PROJECT
Steel Round Billets are major feed material for manufacturing of Seamless pipes as it amounts to about 50% to 60% of the total cost
of production. MSL is predominantly dependant on domestic suppliers of Billets for its plant at Nagothane. However, about 40% of its
requirement is met through imports depending upon the International prices of billets as well as for quality reason.
In view of strategic Backward Integration of Seamless Pipe Plant at Nagothane, an Integrated Steel Plant with an annual capacity of
0.5 million ton per annum of steel billets has been planned. This will minimise dependence of basic input material i.e. steel billets.
Ministry of Coal , Govt of India, has also allocated a Non Coking Coal Block to MSL near Nagpur (Maharashtra), which is an important
raw material to produce DRI required for Steel Making.
Thus the Company will have better control on cost of production of Seamless pipes and poised for a good positioning in seamless pipe
industry.
OPPORTUNITIES & THREATS
The gradual depletion of global crude reserves is stimulating global demand for Seamless pipes (used in oil and gas exploration). Indian
pipe sector is set to capitalize on the booming global demand for pipes. According to the American Gas Association (AGA), 496,000 km
of oil and gas pipeline was added in the US in the 1960s. It is anticipated that at least 85,000 km of pipeline will be up for replacement
in the US. This by itself can generate 21 mn tonnes of pipe demand (rule of thumb: 1km = 250 tonnes) - i.e. another year of orders
globally. MSL is set to benefit from the global demand-supply imbalance and its participation in the global demand boom. With such
robust demand drivers in place for this industry, Indian pipe manufacturers including MSL look an attractive proposition. Demand for
Seamless Pipes from the oil and gas industry has historically been volatile and depends primarily upon the number of oil and natural
gas wells being drilled, completed and reworked, and the depth and drilling conditions of these wells. The level of exploration, development
and production activities of, and the corresponding capital spending by, oil and gas companies (National & International), depends
primarily on current and expected future prices of oil and natural gas. Several factors, such as the supply and demand for oil and gas,
and political and global economic conditions, affect these prices. When the price of oil and gas falls, oil and gas companies generally
reduce their production/exploration activities.

31
SEGMENT-WISE PERFORMANCE
The Company has primarily two segments - Steel Pipes & Tubes and Wind Power. Both segments contribute positively to the profitability
of the Company. The contribution of Steel Pipes & Tubes Division is over 88% of the total Profit before Tax. Wind Power Project of the
Company is meeting around 14% of Power requirement and has helped in reducing over all cost of power.
FUTURE OUTLOOK
Global Economy has been still going through recessionary pressures. However, the signs of recovery are seen on the horizon and to
happen soon. A formidable recovery is expected in the later half of Current Year. Global Market Demand for Seamless Pipes from Oil &
Gas Industry has softened. But it is likely to go up in the third quarter onwards. However, Domestic market conditions have not been
affected that adversely. Domestic Oil companies are moving on with their ongoing project and Exploration & production activities. Some
competition in the Domestic market for Seamless Pipe is expected from Imports, which could have bearing on both revenues and margins.
The company is now putting up intensive and aggressive marketing approach by expanding customer base both in domestic as well as
international markets to improve its competitive edge.
RISKS AND CONCERNS
The major raw material used in manufacturing of Seamless Pipes is Steel Round Billet which has been volatile and thereby any upward
movement in prices of steel could affect the margins of the company. This would even impact the projected profitability in the absence
of escalation clause. The anti-dumping proceedings by the Indian Government for China-source pipe and the Chinese government's
new tax rebate policy are still the major concerns which can have significant impact on the pipe market next year.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has robust internal systems and processes in place for the smooth conduct of its businesses. Our internal control systems
are regularly checked by both external and internal auditors, who have access to all records and information about our company. The
Board and the management review the findings and recommendations of the auditors and take corrective actions wherever necessary.
An independent firm of Chartered Accountants carries out an extensive internal audit. The Audit Committee reviews the Audit Reports
submitted by the Internal Auditors, suggestions for improvements and the Audit Committee follows up on the implementation of the
corrective actions.
FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE
During the year the Total Turnover increased to Rs.2184 crore from Rs. 1640 crore in the previous year registering growth of 33%. The
profit before tax for the year was Rs. 385 crore as against Rs. 302 crore in the previous year. The profit after tax and adjustments for
the year had been Rs. 260 crore as against Rs.195 crore in the previous year.
FINANCE COST
Interest and finance charges for the year ended 31st March 2009 were Rs.11.56 crore as against Rs. 3.75 crore in the previous year.
PAID-UP SHARE CAPITAL
Paid-up Share Capital of the Company comprises Equity Share Capital of Rs. 35.27 crore as on 31st March 2009.
RESERVES & SURPLUS
Reserves & Surplus of the Company were Rs.1275 crore as on 31st March 2009 as against Rs.1058 crore in the previous year.
EARNING PER SHARE
Earning per share for the financial year 2008-09 was Rs. 36.56 as against Rs. 27.70 in the previous year.
MAHARASHTRA SEAMLESS APPROACH TO BUSINESS
MSL's Vision is to;
l Maintain & strengthen leadership position in Seamless Industry with continued focus on innovation and value addition.
l A highly respected industry leader with which all stakeholders are proud to be associated. Constantly endeavor to make all its
stakeholders and customers to be proud of their association with the Company.
All manufacturers provide some form of value to their customers - MSL aspires to be the partner of choice for its Seamless and ERW
pipe customers through adding extra value to its customers than other competitors.

32
MSL has a wide range of stakeholders including its shareholders, the investor community, customers, suppliers, bankers, employees &
their families and the local community within which its operations are situated. MSL always strives to make all its stakeholders proud
of their relationship with the Company.
Business strategy that will take the Company towards its Vision is:
l Deliver better value products to customers
l "Solution partnership strategy" through proactive approach towards customers
l Constant up-gradation of technology so as to expand product applications and highest quality standards.
The only true and ultimate measure of MSL's success is the extent to which it improves the business performance of its customers.
The way in which MSL strives to achieve this is through its "Solutions Partner strategy" wherein MSL and its customers:
l Work in partnership to address performance improvement opportunities of highest priority to the customer.
l Combine customer's expertise with MSL's proprietory technology, process and product application knowledge.
In addition to its Vision and Business Strategy, at the core of MSL's approach to business is:
TOTAL QUALITY MANAGEMENT
The very foundation of MSL's activities is Total Quality Management. TQM means that all employees strive for excellence in every aspect
of the Company's operations. MSL is an organization consistently seeking better ways of doing things to improve quality, efficiency
and to reduce cost and thereby ultimately to provide greater customer satisfaction. TQM will be part of every activity and every process
that the Company operates, an integral part of the way that every employee works. The Company is accredited to the international
ISO: 9001: 2000 standards.
Key features of the Company's performance during the year were:
l Record turnover
l Continued focus on cost effectiveness
l Prudent management of working capital
l Strong cash generation, thereby making sufficient provision for future capital investments, enabled the Company to reward its
shareholders with 100% dividend.
HUMAN RESOURCE MANAGEMENT AND INDUSTRIAL RELATION
Your Company's human capital remains its key strength. The employees have a definite role in significantly accelerating its growth and
transformation. Moreover, industrial relations at all units of the Company remained cordial and harmonious throughout the year. The
Company's Human Resource Management system and procedures are formulated to create a responsive, customer centric; markets
focused culture and enhance organizational vitality. The Company has successfully managed to attract, retain and nurture talent of
high quality and has witnessed significant prospects from the human resource and industrial relations perspective. The Company
continued to focus on training its employees on a continuation basis, both on the job and through training programmes by internal
and external agencies. The employee strength of the Company as on 31st March 2009 was 1100, including 437 workers.

33
AUDITORS’ REPORT
To The Members of
Maharashtra Seamless Limited
We have audited the attached Balance Sheet of M/S MAHARASHTRA SEAMLESS LIMITED as at 31st March 2009 and also the annexed
Profit and Loss Account and the Cash Flow Statement for the year ended on that date (together referred to as 'financial statements').
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with the auditing standards generally accepted in India. These standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant estimates made by the management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
As required by the Companies (Auditor's Report) Order, 2003, issued by the Central Government of India in terms of Section 227(4A),
of the Companies Act 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 & 5 of the said order.
Further to our comments in the Annexure referred to above, we report that:
a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the
purposes of our audit.
b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination
of such books.
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of
account.
d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash flow Statement dealt with by this report have been prepared
in compliance with the Accounting standards referred to in Sub Section (3C) of Section 211 of the Companies Act, 1956.
e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, we report
that none of the said directors are disqualified as on 31st March 2009, from being appointed as directors in terms of clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956.
f) In our opinion and to the best of our information and according to the explanations given to us, the said financial statements read
together with significant accounting policies and notes thereon in Schedule '20' give the information required by the Companies
Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted
in India:
i. In the case of Balance Sheet, of the state of affairs of the Company as at 31st March, 2009 and,
ii. In the case of the Profit & Loss Account, of the Profit of the Company for the year ended on that date.
iii. In case of the Cash Flow Statement, of the cash flows for the year ended on that date.

For KANODIA SANYAL & ASSOCIATES


Chartered Accountants

R.K. KANODIA
Place : New Delhi Partner
Dated : August 28, 2009 Membership No.16121

34
ANNEXURE TO AUDITORS’ REPORT OF MAHARASHTRA SEAMLESS LIMITED
(Annexure referred to in our report of even date)

1. (a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) The company has a phased programme of physical verification of its fixed assets which, in our opinion, is reasonable having
regard to the size of the Company and the nature of its assets. As explained to us, the management during the year has
physically verified all the fixed assets of the Company and no material discrepancies between the book records and the physical
verification were noticed on such verification.

(c) Fixed assets disposed off during the year, were not substantial and, therefore, it does not affect the going concern assumption.

2. (a) As explained to us, the inventories of finished goods, semi finished goods, stores, spare parts and raw materials except raw
material in transit, lying with the third parties, have been physically verified by the management during the year. In our opinion,
the frequency of verification is reasonable.

(b) In our opinion and according to the information and explanations given to us, the procedures of physical verification of
inventories 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 has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed
on physical verification of inventory as compared to the book records.

3. In respect of loans, secured or unsecured, granted or taken by the company to / from companies, firms or other parties covered in
the register maintained under section 301 of the Companies Act, 1956:

(a) The company has granted loans to two companies during the year. The maximum amount involved during the year was
Rs.499,468,422/- the year end balance of loan granted to such companies was Rs. 139,033,196/-. The company has not taken
any loans during the year secured or unsecured to any Company, firm or party covered in register maintained under section
301 of the companies act, 1956.

(b) In our opinion and according to the information and explanations given to us, the rate of interest and other terms and conditions
are not prima facie prejudicial to the interest of the company.

(c) In respect of loans granted by the company the interest payments are regular and the principal amounts are being received
/renewed on the due dates.

(d) There is no overdue amount in respect of the above loans.

4. In our opinion, there is an adequate internal control procedure commensurate with the size of the Company and the nature of its
business for the purchase of stores, raw material including components, plant and machinery, equipment and other assets, and
for the sale of goods. Further, on the basis of our examination of the books and records of the company in accordance with the
generally accepted auditing practices, we have neither come across, nor have we been informed the existence of major weakness
in the internal control procedures and systems.

5. (a) As per the audit procedures applied by us, and according to the information and explanations given to us by the management,
the transactions which are required to be entered in the register maintained under section 301 of the Act have been so entered.

(b) As per the audit procedures applied by us and as per the information and explanations given to us, with respect to the
transactions as entered in the register maintained under section 301, with any party during the financial year, the prices at
which these have been made are reasonable having regard to the prevailing, market prices at that time.

6. According to the information and explanations given to us, the company has not accepted any deposits during the year from the
public within the provisions of Section 58A & 58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposit) rules
1975 have been complied with.

7. In our opinion the company has an internal audit system commensurate with the nature and size of its business.

35
8. We have broadly reviewed the cost records maintained by the company pursuant to the order made by the Central Government
for the maintenance of cost records, u/s 209(1)(d) of the Companies Act, 1956 and are of opinion that prima -facie the prescribed
records and accounts have been maintained by the company. However, we have not made a detailed examination of these records
to verify whether they are accurate or complete.
9. (a) The company is generally regular in depositing the undisputed statutory dues including Provident Fund, Investor Education
and Protection Fund, Employees State Insurance, Income-Tax, Sales Tax, Wealth-tax, Custom Duty, Excise Duty, Cess and other
statutory dues with the appropriate authorities during the year. According to the information and explanations given to us,
no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March 2009 for a period of more
than six months from the date of becoming payable.
(b) According to the information and explanations given to us, details of dues of Income Tax, Sales Tax, Custom Duty, Wealth Tax,
Excise Duty and Cess which have not been deposited as on 31st March, 2009 on account of any dispute are given below:

Name of Nature of Forum where Period of which the Amount


the Statute Dues dispute is pending amount relates (Rs.in Lacs)
Sales Tax Demand for Sales Tax Maharashtra Sales Tax 1992-1993 4.65
Authority (Appellate Tribunal)

Excise Duty Demand for Excise Duty CESTAT Jan.1998-June 1999 18.70

CESTAT May1998-Feb.1999 6.73


Commissioner Appeal Feb.1999-Mar. 1999 0.84
CESTAT Dec.1999 2.42
CESTAT Apr. 2000-July 2000 5.03
CESTAT May 2000-Aug. 2001 3.74
CESTAT Oct.2002 0.37
CESTAT 2001-2002 3.58
Commissioner Appeal Jan. 2005 - Sep. 2005 1.64
Additional Commissioner 2005 - 2006 3.46
2006 - 2007 179.12
Commissioner Appeal 2007 - 2008 135.39
2008 - 2009 599.58

10. There are no accumulated losses as at the end of the year. There are no cash losses during the financial year and the immediately
preceding financial year.
11. According to the information and explanations given to us and as per the books of accounts examined by us, the company has
not defaulted in the repayment of dues to the financial institutions / banks.
12. According to the information and explanations given to us, the company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
13. In our opinion, the company is not a Chit Fund/Nidhi/Mutual Fund/ Society. Therefore, clause 4(xiii) of the Companies (Auditor's
Report) Order 2003 is not applicable to the company.
14. In our opinion, the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
15. According to the information and explanations given to us, the Company has not given any guarantees against loans taken by
others from banks & financial institutions.
16. According to the information and explanations given to us, the Company has not obtained any term loan during the year; accordingly
clause (xvi) of paragraph 4 of the Order is not applicable to the Company.

36
17. According to the information and explanations given to us and as per the books and records examined by us, as on the date of
Balance Sheet, the funds raised by the Company on short-term basis have not been applied for long-term investments and vice
versa.
18. According to the information and explanations given to us, during the year, the Company has not made preferential allotment of
shares to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956.
19. The company does not have any debentures outstanding, as on the Balance Sheet Date, hence, the clause 4(xix) of the order is not
applicable.
20. The company has not raised any money through the public issue during the year. Accordingly, clause 4(xx) of the order is not
applicable.
21. According to the information and explanations given to us, and on the basis of our examination of the books and records of the
company carried out in accordance with the generally accepted auditing practices in India, we have not come across any such
instance of fraud on or by the company, noticed and reported during the year.

For KANODIA SANYAL & ASSOCIATES


Chartered Accountants

R.K. KANODIA
Place : New Delhi Partner
Dated : August 28, 2009 Membership No.16121

37
BALANCE SHEET AS AT 31ST MARCH, 2009

Schedules As At As At
31.03.2009 31.03.2008
(Rs.) (Rs.)
I. SOURCES OF FUNDS
1. Shareholders' Funds
a) Share Capital 1 352,667,110 352,667,110
b) Reserves and Surplus 2 12,747,174,025 10,581,366,851
13,099,841,135 10,934,033,961
2. Loan Funds
a) Secured Loans 3 1,101,003 158,325,542
b) Unsecured Loans 4 822,512,416 863,262,883
823,613,419 1,021,588,425
3. Deferred Tax Liabilities 427,411,030 419,797,530
TOTAL 14,350,865,584 12,375,419,916
II. APPLICATION OF FUNDS
1. Fixed Assets 5
a) Gross Block 4,075,146,622 3,742,084,525
Less : Depreciation 1,237,654,345 1,057,502,988
Net Block 2,837,492,277 2,684,581,537
b) Capital work in progress 1,068,919,226 689,989,319
3,906,411,503 3,374,570,856
c) Silver Coins in hand 27,113 24,924
3,906,438,616 3,374,595,780
2. Investments 6 4,198,698,869 893,783,869
3. Current Assets, Loans & Advances
a) Inventories 7 3,520,802,679 3,802,740,970
b) Sundry Debtors 8 2,787,729,307 2,695,209,514
c) Cash and Bank Balances 9 1,106,339,793 2,548,650,046
d) Loans and Advances 10 617,168,513 984,893,819
8,032,040,292 10,031,494,349
Less: Current Liabilities & Provisions 11 1,786,312,193 1,924,454,082
Net Current Assets 6,245,728,099 8,107,040,267
TOTAL 14,350,865,584 12,375,419,916
Significant Accounting Policies & Notes on Accounts 20
As per our report of even date attached

For KANODIA SANYAL & ASSOCIATES For & on Behalf of the Board
Chartered Accountants D.P. Jindal
Anil Jain Chairman
CFO Saket Jindal
Managing Director
R.K. Kanodia P.K. Puhan
U.C. Agarwal
Partner Company Secretary D.K. Parikh
Membership No.16121
S.D. Sharma
Place : Gurgaon S.P. Raj
Dated : August 28, 2009 Wholetime Director

38
PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2009

Schedules Year Ended Year Ended


31.03.2009 31.03.2008
(Rs.) (Rs.)
INCOME
Sales & Income From Operations 12 21,835,073,697 16,403,666,368
Less : Excise Duty 1,446,464,934 1,427,129,555
Net Sales & Income From Operations 20,388,608,763 14,976,536,813
Other Income 13 720,834,395 437,075,266
Increase/(Decrease) in Stock 14 (434,055,118) 549,973,842
20,675,388,040 15,963,585,921
EXPENDITURE
Materials & Manufacturing Expenses 15 15,217,379,931 11,896,381,880
Employees' Remuneration & Benefits 16 238,632,296 229,965,627
Administrative Expenses 17 95,650,131 92,695,971
Selling & Distribution Expenses 18 978,506,589 331,212,571
Interest & Financial Charges 19 115,610,308 37,521,116
Foreign Currency Translation Loss - 182,867,127
Depreciation 179,279,748 173,972,238
16,825,059,003 12,944,616,530
Profit before tax 3,850,329,037 3,018,969,391
Provision for taxation - Current 1,241,000,000 1,056,000,000
- Fringe Benefit 2,565,000 2,400,000
- Deferred 7,613,500 8,265,000
Profit after tax 2,599,150,537 1,952,304,391
Income Tax adjustments relating to earlier years (20,740,478) (120,097)
Profit after tax and adjustment 2,578,410,059 1,952,184,294
Balance brought forward from previous year 368,171,581 328,590,172
Profit available for appropriation 2,946,581,640 2,280,774,466
APPROPRIATIONS
Proposed Dividend on Equity Shares 352,667,110 352,667,110
Dividend Distribution Tax on Proposed Dividend 59,935,775 59,935,775
Transfer to General Reserve 2,100,000,000 1,500,000,000
Balance carried to Balance Sheet 433,978,755 368,171,581
2,946,581,640 2,280,774,466
Earning Per Share (Basic/Diluted) 36.56 27.70
Significant Accounting Policies & Notes on Accounts 20
As per our report of even date attached

For KANODIA SANYAL & ASSOCIATES For & on Behalf of the Board
Chartered Accountants D.P. Jindal
Anil Jain Chairman
CFO Saket Jindal
Managing Director
R.K. Kanodia P.K. Puhan
U.C. Agarwal
Partner Company Secretary D.K. Parikh
Membership No.16121
S.D. Sharma
Place : Gurgaon S.P. Raj
Dated : August 28, 2009 Wholetime Director

39
CASH FLOW STATEMENT ANNEXED TO THE BALANCE SHEET
FOR THE YEAR ENDED 31ST MARCH 2009
Year Ended Year Ended
31.03.2009 31.03.2008
(Rs.) (Rs.)
A. Cash Flow from Operating Activities
Net Profit before tax and extraordinary items 3,850,329,037 3,018,969,391
Adjusted for:
Depreciation 179,279,748 173,972,238
Dividend Received - (39,300,047)
Income Tax Adjustment relating to earlier years (20,740,478) (120,097)
Interest Received (173,701,998) (175,003,843)
Interest Paid 77,853,936 11,267,935
Loss on Sale of Fixed Assets 16,581 86,479
Profit on Sale of Investments (87,750,316) (13,522,261)
Operating Profit before Working Capital Changes 3,825,286,510 2,976,349,795
Adjusted for:
Trade & Other Receivables 297,808,503 (1,235,652,930)
Inventories 281,938,291 (1,289,923,789)
Trade Payables & Others (215,248,035) 793,618,094
Cash Generated from operations 4,189,785,269 1,244,391,170
Direct taxes Paid (1,165,104,229) (1,058,774,493)
Cash Flow before extraordinary items 3,024,681,040 185,616,677
Extraordinary item - -
Net Cash From Operating Activities A 3,024,681,040 185,616,677
B. Cash Flow from Investing Activities
Purchase of Fixed Assets (711,441,166) (690,802,066)
Sale of Fixed Assets 302,001 110,000
Purchase of Investments (13,695,896,592) (6,311,713,513)
Sale of Investments 10,478,731,908 5,969,672,339
Interest Received 151,099,008 179,101,365
Dividend Received - 39,300,047
Net Cash used in Investing Activities B (3,777,204,841) (814,331,828)
C. Cash Flow from Financing Activities
Proceeds from Long Term Borrowings (79,999,464) (15,120,664)
Proceeds from Short Term Borrowings (121,295,636) 110,533,725
Interest Paid (77,853,936) (11,267,935)
Dividend Paid (350,701,641) (120,958,164)
Tax paid on dividend (59,935,775) (17,980,732)
Net Cash used in Financing Activities C (689,786,452) (54,793,770)
Net increase in Cash & Cash Equivalents (A+B+C) (1,442,310,253) (683,508,921)
Opening Balances of Cash and Cash Equivalents 2,548,650,046 3,232,158,967
Closing Balances of Cash and Cash Equivalents 1,106,339,793 2,548,650,046
Change in Cash and Cash Equivalents (1,442,310,253) (683,508,921)

For KANODIA SANYAL & ASSOCIATES For & on Behalf of the Board
Chartered Accountants D.P. Jindal
Anil Jain Chairman
CFO Saket Jindal
Managing Director
R.K. Kanodia P.K. Puhan
U.C. Agarwal
Partner Company Secretary D.K. Parikh
Membership No.16121
S.D. Sharma
Place : Gurgaon S.P. Raj
Dated : August 28, 2009 Wholetime Director

40
SCHEDULES FORMING PART OF THE FINANCIAL STATEMENTS

As At As At
31.03.2009 31.03.2008
(Rs.) (Rs.)
SCHEDULE : 1

SHARE CAPITAL
Authorised
80,000,000 Equity Shares of Rs. 5/- each
(Previous Year - 200,000,000 Equity Shares of Rs. 2/- each) 400,000,000 400,000,000
20,000,000 (Previous Year - 20,000,000) Preference shares of Rs. 10/- each 200,000,000 200,000,000
600,000,000 600,000,000
Issued, Subscribed and Paid up
Equity Capital
70,533,422 (Previous Year - 70,533,422) Equity Shares of Rs. 5/- each fully paid up 352,667,110 352,667,110
352,667,110 352,667,110

SCHEDULE: 2

RESERVES & SURPLUS


Capital Redemption Reserve 144,112,800 144,112,800
Securities Premium:
As per last Balance Sheet 3,257,131,073 3,107,765,317
Add : Premium on conversion of FCCB Bonds - 149,365,756
3,257,131,073 3,257,131,073
Capital Investment Subsidy 2,500,000 2,500,000
General Reserve:
As per last Balance Sheet 6,809,451,397 5,308,283,200
Add : Transferred from Profit & Loss Account 2,100,000,000 1,500,000,000
Add : Employee Benefit adjustments, as per AS - 15 (net of tax) - 1,168,197
8,909,451,397 6,809,451,397
Profit and Loss Account 433,978,755 368,171,581
12,747,174,025 10,581,366,851

41
SCHEDULES FORMING PART OF THE FINANCIAL STATEMENTS

As At As At
31.03.2009 31.03.2008
(Rs.) (Rs.)
SCHEDULE : 3

SECURED LOANS
Term Loan
From Bank
- Foreign Currency Loan - 40,350,000
Working Capital Borrowings
From Banks - 117,975,542
From Others 1,101,003 -
1,101,003 158,325,542
1. The borrowings for working capital are secured by hypothecation of inventories, book debts & all other current assets other than
those specifically excluded and second charge on moveable fixed assets ranking pari passu.
2. Term Loan due within one year is Rs. NIL (Previous Year Rs. 40,350,000/-)

SCHEDULE : 4

UNSECURED LOANS

Security Deposit 3,813,285 3,850,000


Deferred Sales Tax 818,699,131 859,412,883
822,512,416 863,262,883

42
SCHEDULE : 5
FIXED ASSETS
(Rs.)
GROSS BLOCK (AT COST) DEPRECIATION NET BLOCK
DESCRIPTION AS AT ADDITIONS SALES/ AS AT UPTO FOR THE SALES/ UPTO AS AT AS AT
01.04.2008 ADJUST- 31.03.2009 31.03.2008 YEAR * ADJUST- 31.03.2009 31.03.2009 31.03.2008
MENTS MENTS
Land 35,406,850 105,783,586 - 141,190,436 - - - - 141,190,436 35,406,850

Shed & Building 768,801,284 110,043,362 - 878,844,646 102,424,404 20,457,417 - 122,881,821 755,962,825 666,376,880

Plant & Machinery 2,832,228,535 41,384,427 - 2,873,612,962 925,797,153 145,568,360 - 1,071,365,513 1,802,247,449 1,906,431,382

Office Equipments 32,423,753 2,435,365 - 34,859,118 5,357,648 1,934,558 - 7,292,206 27,566,912 27,066,105

Computer 14,003,143 26,854,869 - 40,858,012 7,107,338 4,308,833 - 11,416,171 29,441,841 6,895,805

Furniture & Fixtures 26,145,397 13,343,125 - 39,488,522 6,123,860 1,912,097 - 8,035,957 31,452,565 20,021,537

Vehicles 33,075,563 33,830,169 612,806 66,292,926 10,692,585 6,264,316 294,224 16,662,677 49,630,249 22,382,978

Total (A) 3,742,084,525 333,674,903 612,806 4,075,146,622 1,057,502,988 180,445,581 294,224 1,237,654,345 2,837,492,277 2,684,581,537

Previous Year 3,683,715,075 58,751,461 382,011 3,742,084,525 883,692,340 173,996,180 185,532 1,057,502,988 2,684,581,537 2,800,022,735

CAPITAL WORK IN PROGRESS

Land & Site Development 46,723,339 9,297,725 45,000,000 11,021,064 - - - - 11,021,064 46,723,339

Shed & Building 130,318,203 212,502,768 108,116,481 234,704,490 - - - - 234,704,490 130,318,203

Plant & Machinery 437,737,540 208,676,437 25,861,496 620,552,481 - - - - 620,552,481 437,737,540

Preoperative Expenses 3,377,476 18,269,236 153,891 21,492,821 - - - - 21,492,821 3,377,476

Capital Advances 43,742,557 133,400,059 - 177,142,616 - - - - 177,142,616 43,742,557

Others 28,090,204 19,430,545 43,514,995 4,005,754 - - - - 4,005,754 28,090,204

Total (B) 689,989,319 601,576,770 222,646,863 1,068,919,226 - - - - 1,068,919,226 689,989,319

Previous Year 57,917,416 674,332,456 42,260,553 689,989,319 - - - - 689,989,319 57,917,416

Current Year (A+B) 3,906,411,503 3,374,570,856

Previous Year 3,374,570,856 2,857,940,151

* During the year the depreciation has been capitalised amounting to Rs. 1,165,833/- (Previous Year Rs. 23,942/-) & shown under preoperative expenses. Accordingly, depreciation to be
charged to Profit & Loss Account has been netted off with this amount & shown at Rs. 179,279,748/- (Previous Year Rs. 173,972,238/-).

43
As At 31.03.2009 As At 31.03.2008
Number of Rs. Number of Rs.
Shares / Units Shares / Units
SCHEDULE : 6
INVESTMENTS
(Fully paid up unless otherwise specified)
I. LONG TERM
A. Trade
Un-Quoted
Equity Shares Of Joint Venture Company
Rs. 10/- each of Hydril Jindal International Pvt. Ltd. 4,389,095 43,890,950 4,389,095 43,890,950
B. Non-trade
Un-Quoted
Equity Shares
Rs. 10/- each of Jindal Mines & Minerals Ltd. 10,000 100,250 - -
Bonds
5.50% Rural Electrification Corp. Ltd. 5,150 51,500,000 5,150 51,500,000
5.50% National Highway Authority of India - - 1,400 14,000,000
II. CURRENT
Non - Trade
Quoted
Mutual Funds
Birla Sun Life Income Fund - Growth 892,562 30,000,000 - -
Birla Sun Life Income Plus - Growth 2,058,254 80,000,000 - -
Birla Sun Life Savings Fund - Inst. - Growth 18,299,147 300,048,072 - -
Birla Sun Life Short Term Fund - Inst. - Growth 6,876,431 70,000,000 - -
DSP Black Rock Bond Fund - Regular - Growth 5,942,728 175,008,525 - -
DWS Premier Bond Fund - Inst. - Growth 10,947,812 110,000,000 - -
DWS Short Maturity Fund - Inst. - Growth 22,645,079 228,183,135 - -
Fidelity Ultra Short Term Debt Fund - Inst. - Growth 17,751,306 192,527,578 - -
Fortis Money Plus - Inst. - Growth 15,520,270 202,535,630 - -
GSSIF - Short Term - Plan B - Growth - - 1,885,796 20,017,157
HDFC High Interest Fund - Growth 2,080,624 60,000,000 - -
HDFC Short Term Plan - Growth 24,581,911 410,068,061 - -
HSBC Fixed Term Series 28 - Inst. - Growth - - 9,000,000 90,000,000
ICICI Prudential Flexible Income Plan - Growth 12,844,952 207,541,204 - -
ICICI Prudential FMP -Series 38 - One Year Plan A - Inst. - Growth - - 4,000,000 40,000,000
ICICI Prudential FMP Series 42-Three Month Plan A- Retail - Growth - - 1,500,000 15,000,000
ICICI Prudential - Inst. - Income Plan - Growth 5,364,570 155,017,055 - -
IDFC - SSIF - Short Term - Plan D - Growth 19,618,825 226,617,049 - -
IDFC Super Saver Income Fund Investment Plan C - Growth 10,038,415 100,019,751 - -
ING Short Term Income Fund - Growth - - 2,679,016 38,605,249
JM Fixed Maturity Fund Series IV -15 Months Plan 2 - Inst. - Growth - - 4,000,000 40,000,000
JM Money Manager Fund - Super Plus Plan - Growth 3,241,907 40,007,730 - -
JM Short Term Fund - Inst. Plan - Growth - - 2,354,780 24,501,547
Kotak Bond - Regular - Growth 4,407,217 110,021,879 - -
Kotak Bond Short Term Fund - Growth 14,417,666 236,521,807 2,726,932 40,000,000
Kotak FMP 15M Series 3 - Inst. - Growth - - 4,000,000 40,000,000
Kotak Quarterly Interval Plan Series 3 - Growth - - 978,426 10,000,000
LICMF Income Plus Fund - Growth 9,443,863 110,024,897 - -
LICMF Liquid Fund - Growth - - 7,445,376 109,416,495
Principal Floating Rate Fund - Flexible Maturity Plan - Inst. - Growth 6,312,805 87,501,196 - -
Principal Income Fund - Short Term - Inst. Plan - Growth - - 1,683,665 22,500,000

44
As At 31.03.2009 As At 31.03.2008
Number of Rs. Number of Rs.
Shares / Units Shares / Units
Principal Income Fund - Inst. - Growth 3,891,543 57,509,217 - -
Principal Ultra Short Term Fund Plan - Growth 12,745,622 142,525,766 - -
Reliance Annual Interval Fund Series I - Inst. - Growth - - 5,400,000 54,000,000
Reliance Fixed Horizon Fund - VI- Series 2 - Inst. - Growth - - 5,500,000 55,000,000
Reliance Short Term Fund - Retail Plan - Growth - - 3,879,290 55,145,748
Tata Fixed. Horizon Fund Series. 17 Scheme D - Inst. Plan - Growth - - 2,770,001 27,700,009
TATA Floater Fund - Growth 20,274,514 264,013,237 - -
Tata Short Term Bond Fund - Growth - - 4,136,505 60,000,000
Templeton India Short Term Income Plan - Inst. - Growth - - 25,692 30,005,492
Templeton India Short Term Income Plan - Retail - Growth - - 3,430 5,001,222
Templeton India Ultra Short Bond Fund 27,939,036 312,490,460 - -
- Super Inst. Plan - Growth
UTI Bond Fund - Regular Plan - Growth 3,138,235 80,009,399 - -
UTI Short Term Income Fund - Growth - - 567,490 7,500,000
UTI Treasury Advantage Fund - Inst. - Growth 98,952 115,016,021 - -
4,198,698,869 893,783,869

Aggregate Value of Quoted Investments 4,103,207,669 784,392,919


Aggregate Value of Unquoted Investments 95,491,200 109,390,950
Market Value of Quoted Investments 4,121,985,809 794,104,612

DETAILS OF INVESTMENTS PURCHASED & SOLD DURING THE YEAR:


Name of the Investments No. of Units Purchase Sale Value
Value (Rs.) (Rs.)
ABN AMRO Flexi Debt Fund - Regular - Growth - - -
(9,002,081.331) (107,696,400) (108,207,718)
ABN AMRO FTP Series 7 Qtrly Plan A - Growth - - -
(10,500,000.000) (105,000,000) (107,696,400)
ABN AMRO FTP Series 7 Qtrly Plan B - Growth - - -
(2,750,000.000) (27,500,000) (28,217,200)
AIG India Liquid Fund - Institutional - Growth 184,816.807 195,109,501 195,501,167
(21,795.734) (22,500,000) (22,528,777)
AIG India Treasury Plus Fund - Institutional - Growth 9,918,435.836 104,183,201 105,443,362
(10,763,877.157) (110,000,000) (110,437,264)
AIG India Treasury Plus Fund - Super Institutional - Growth - - -
(14,555,899.506) (150,000,000) (150,632,016)
Birla FTP - Quarterly - Series 14 - Growth - - -
(5,000,000.000) (50,000,000) (51,290,000)
Birla Sun Life Cash Manager - Institutional Plan - Growth - - -
(4,842,948.717) (62,500,000) (62,574,395)
Birla Sun Life Cash Plus - Institutional Premium - Growth 16,576,576.577 230,000,000 230,048,072
(-) (-) (-)
Birla Sun Life Liquid Plus - Institutional - Growth 4,919,171.857 80,000,000 80,139,213
(2,074,502.681) (30,972,947) (31,076,673)
Birla Sun Life Short Term Fund - Growth - - -
(10,951,699.842) (151,290,000) (156,356,581)
DSP Black Rock Liquid Plus - Institutional - Growth 112,486.183 135,000,000 136,513,299
(-) (-) (-)

45
Name of the Investments No. of Units Purchase Sale Value
Value (Rs.) (Rs.)
DSP Black Rock Liquidity Fund - Institutional - Growth 39,856.551 50,000,000 50,008,525
(-) (-) (-)
DSP Black Rock Strategic Bond Fund - Instititutional - Growth 134,512.162 136,513,299 137,746,426
(-) (-) (-)
DSPML Short Term Fund - Growth - - -
(4,400,406.658) (58,000,000) (59,781,285)
DSPML Strategic Bond Fund - Regular - Growth - - -
(13,665.216) (14,000,000) (14,206,173)
DWS Credit Opportunities Cash Fund - Regular Plan - Growth 1,854,846.315 20,019,171 20,687,843
(-) (-) (-)
DWS Fixed Term Fund Series 31 - Growth - - -
(10,250,000.000) (102,500,000) (105,103,500)
DWS Insta Cash Plus Fund - Growth - - -
(7,656,900.512) (99,000,000) (99,089,122)
DWS Insta Cash Plus Fund - Regular Plan - Growth 6,331,612.475 88,187,843 88,397,164
(-) (-) (-)
DWS Insta Cash Plus Fund - Super Institutional - Growth 29,806,899.351 332,500,000 334,581,636
(-) (-) (-)
DWS Insta Cash Plus Fund - Institutional Plan - Growth 1,819,319.720 25,000,000 25,004,912
(-) (-) (-)
DWS Liquid Plus Fund - Institutional - Growth 11,650,925.914 117,817,853 118,086,794
(-) (-) (-)
DWS Money Plus Fund - Growth - - -
(3,685,659.918) (40,015,210) (40,644,352)
DWS Short Maturity Fund - Growth - - -
(15,681,531.952) (204,177,413) (209,509,774)
Fidelity Cash Fund - Institutional - Growth 13,197,174.410 155,000,000 155,097,683
(-) (-) (-)
Fidelity Liquid Plus - Institutional - Growth 7,614,800.840 77,570,106 77,912,358
(-) (-) (-)
Fortis Overnight - Institutional - Growth 13,768,613.703 182,500,000 182,535,630
(-) (-) (-)
GSSIF - ST - Plan B - Growth - - -
(4,489,817.294) (45,007,724) (46,828,604)
GSSIF - ST - Plan C - Growth - - -
(8,523,448.972) (96,265,000) (99,380,264)
HDFC Cash Management Fund - Saving Plus - Wholesale - Growth 36,609,268.439 680,122,413 684,963,393
(-) (-) (-)
HDFC Cash Management Fund - Treasury Advantage Plan 2,361,549.449 45,009,007 45,326,872
- Wholesale - Growth (-) (-) (-)
HDFC High Interest Fund - Short Term Plan - Growth - - -
(3,638,264.654) (51,500,000) (53,262,739)
HDFC Liquid Fund - Growth 1,169,394.725 20,099,790 20,107,859
(-) (-) (-)
HDFC Liquid Fund - Premium Plan - Growth 2,573,457.927 45,000,000 45,009,007
(-) (-) (-)
HDFC Short Term Plan - Growth - - -
(4,318,793.418) (60,000,000) (61,730,242)

46
Name of the Investments No. of Units Purchase Sale Value
Value (Rs.) (Rs.)
ICICI Prudential Flexible Income Plan - Growth 4,343,078.374 70,000,000 70,527,250
(-) (-) (-)
ICICI Prudential Institutional Liquid Plan 23,284,798.242 312,500,000 312,558,257
- Super Institutional - Growth (6,377,323.486) (71,500,000) (71,519,770)
ICICI Prudential Institutional Short Term Plan - Cumulative Option - - -
(7,626,603.274) (111,769,873) (114,634,886)
ICICI Prudential Liquid Plan - Institutional Plus - Growth - - -
(2,140,348.162) (40,000,000) (40,250,103)
IDFC Cash Fund - Super Institutional Plan C - Growth 30,572,619.314 325,000,000 325,061,525
(-) (-) (-)
IDFC Liquid Plus Fund - Treasury Plan - SIP C - Growth 7,773,296.122 80,014,986 80,728,790
(-) (-) (-)
IDFC Money Manager Fund - Treasury Plan 14,047,437.700 145,026,788 145,888,259
- Super Institutional Plan C - Growth (-) (-) (-)
ING Income Fund - Short Term Plan - Growth - - -
(8,094,826.027) (111,507,819) (115,144,903)
ING Liquid Fund - Institutional - Growth 41,910,411.612 552,981,106 554,423,459
(23,769,932.232) (287,105,530) (287,569,283)
ING Liquid Plus Fund - Institutional - Growth 33,961,295.435 383,239,325 387,495,994
(5,919,637.044) (61,008,118) (61,411,499)
JM Fixed Maturity Fund - Series V - Quarterly Plan 2 - - -
- Institutional - Growth (5,000,580.983) (50,005,810) (51,302,460)
JM High Liquidity Fund - Institutional Plan - Growth 18,291,718.547 257,225,362 257,676,796
(3,565,164.045) (45,500,000) (45,577,944)
JM Interval Fund - Quarterly Plan 4 - Institutional - Growth 4,323,042.830 45,258,800 46,469,684
(-) (-) (-)
JM Liquid Plus Fund - Premium - Growth 1,996,570.278 25,200,910 25,630,172
(-) (-) (-)
JM Money Manager Fund - Super Plus Plan - Growth 13,578,538.883 165,017,224 165,950,112
(-) (-) (-)
JM Short Term Fund - Institutional Plan - Growth - - -
(677,040.530) (7,000,000) (7,001,547)
Kotak Bond Short Term - Growth - - -
(2,937,884.143) (41,520,529) (42,670,123)
Kotak Flexi Debt Scheme - Growth 3,147,464.854 40,008,370 40,714,976
(10,695,571.545) (125,000,000) (125,714,368)
Kotak Floater Long Term - Growth 17,038,020.987 234,048,380 236,521,808
(-) (-) (-)
Kotak FMP 3M Series 16 - Growth - - -
(1,700,404.864) (17,004,049) (17,440,739)
Kotak Liquid - Regular - Growth 619,413.663 10,000,000 10,145,438
(-) (-) (-)
Kotak Liquid Fund - Institutional - Growth 7,887,356.904 131,785,992 132,020,668
(6,338,328.040) (98,500,000) (98,566,206)
Kotak Liquid Fund - Institutional Premium - Growth 20,461,489.277 359,000,000 359,099,039
(-) (-) (-)
LICMF Floating Rate Fund - Short Term Plan - Growth - - -
(617,695.748) (7,500,000) (7,539,903)

47
Name of the Investments No. of Units Purchase Sale Value
Value (Rs.) (Rs.)
LICMF FMP Series 23 - 3 Months - Growth - - -
(8,049,888.589) (80,498,886) (82,591,857)
LICMF Index Fund - Sensex - Dividend Plan - - -
(10,374,116.579) (160,000,000) (109,416,495)
LICMF Liquid Fund - Growth 6,900,088.829 110,000,000 110,024,897
(-) (-) (-)
Lotus India FMP - 3 Months - Series VI - Institutional - Growth - - -
(10,207,593.101) (102,075,931) (104,711,532)
Lotus India Liquid Fund - Institutional - Growth - - -
(924,188.793) (10,000,000) (10,008,780)
Lotus India Liquid Fund - Institutional Plus - Growth 9,657,557.170 110,000,000 110,097,968
(9,861,170.192) (102,000,000) (102,075,931)
Lotus India Liquid Plus Fund - Institutional - Growth 4,465,078.933 50,012,010 50,758,124
(1,236,258.511) (13,000,000) (13,073,310)
Lotus India Short Term Plan - Institutional - Growth - - -
(14,576,834.460) (152,211,532) (155,239,494)
Mirae Asset Liquid Fund - Institutional - Growth 133,071.498 136,421,826 136,606,006
(-) (-) (-)
Mirae Asset Liquid Plus Fund - Institutional - Growth 90,972.374 92,651,853 94,024,297
(-) (-) (-)
Principal Cash Management Fund Liquid Option 5,936,086.707 85,000,000 85,015,403
- Institutional Plan - Growth (-) (-) (-)
Principal Cash Management Fund Liquid Option 27,443,493.194 367,750,573 368,186,774
Institutional Premium Plan - Growth (1,869,082.064) (22,000,000) (22,084,139)
Principal Floating Rate Fund FMP - Institutional Plan - Growth 4,945,195.871 67,505,901 67,714,073
(2,586,247.732) (30,792,900) (31,543,688)
Principal Income Fund Short Term - Institutional Plan - Growth - - -
(11,302,596.174) (145,000,000) (149,858,782)
Principal Liquid Plus Fund - Growth 16,211,124.531 170,368,142 170,707,599
(-) (-) (-)
Relaince Medium Term Fund - Retail - Growth 5,365,355.738 95,000,000 95,873,542
(-) (-) (-)
Reliance Fixed Horizon Fund - X - Series 13 8,671,320.908 86,713,209 89,059,669
-Super Institutional - Growth (-) (-) (-)
Reliance Fixed Horizon Fund - XI - Series 2 8,918,721.893 89,187,219 91,579,220
-Super Institutional - Growth (-) (-) (-)
Reliance Fixed Horizon Fund-VIII-Series 11-Institutional - Growth 8,486,070.000 84,860,700 86,713,209
(-) (-) (-)
Reliance Liquid Fund - Cash Plan - Growth 9,309,033.513 134,059,669 134,232,345
(5,095,951.542) (67,000,000) (67,207,200)
Reliance Liquid Fund - Treasury Plan - Institutional Option - Growth 15,931,185.847 321,413,132 322,470,093
(8,423,131.177) (160,000,000) (160,133,856)
Reliance Liquid Plus Fund - Institutional - Growth 330,965.453 379,526,784 381,782,840
(-) (-) (-)
Reliance Liquidity Fund - Growth 6,953,135.864 90,000,000 90,085,524
(7,432,707.465) (84,500,000) (85,484,353)
Reliance Medium Term Fund - Retail Plan - Growth 7,601,750.862 134,237,798 134,621,823
(-) (-) (-)

48
Name of the Investments No. of Units Purchase Sale Value
Value (Rs.) (Rs.)
Reliance Short Term Fund - Retail Plan - Growth - - -
(4,290,433.757) (60,003,423) (60,782,839)
Standard Chartered Fixed Maturity Plan - Quarterly Series 11 - Growth - - -
(8,500,000.000) (85,000,000) (87,225,300)
Standard Chartered Fixed Maturity Plan - Quarterly Series 9 - Growth - - -
(2,700,651.570) (27,006,516) (27,704,634)
Standard Chartered Liquidity Manager Plus - Growth 57,886.177 67,500,000 67,693,432
(363,318.899) (400,725,300) (401,376,839)
Sundaram BNP Paribas Liquid Plus - Super Institutional - Growth - - -
(4,884,625.154) (50,000,000) (50,055,685)
TATA Fixed Horizon Fund Series 10 Scheme E - IG - Growth - - -
(4,400,000.000) (44,000,000) (45,147,960)
Tata Floater Fund - Growth 24,162,656.229 307,817,324 309,171,768
(13,972,808.769) (162,500,000) (162,812,678)
Tata Floating Rate Short Term - Institutional Plan - Growth - - -
(1,771,822.953) (21,000,000) (21,010,454)
TATA Liquid Super High Investment Fund - Appreciation 239,454.952 378,117,373 378,504,518
(-) (-) (-)
Tata Short Term Bond Fund - Growth - - -
(8,793,609.561) (121,209,553) (125,337,807)
Templeton Floating Rate Income Fund Short Term Plan - Growth - - -
(1,282,427.085) (53,500,000) (53,525,376)
Templeton India Short Term Income Plan - Institutional - Growth - - -
(190,542.485) (214,626,809) (223,515,451)
Templeton India Treasury Management Account - Institutional Plan - - -
- Growth (74,896.437) (90,000,000) (90,037,151)
Templeton India Treasury Management Account - Regular Plan - - -
- Growth (47,870.974) (90,000,000) (90,053,996)
Templeton India Treasury Management Account 158,900.013 207,500,000 207,541,239
-Super Institutional - Growth (-) (-) (-)
Templeton India Ultra Short Bond Fund - Institutional Plan - Growth 2,701,029.148 30,005,733 29,954,953
(-) (-) (-)
Templeton Quarterly Interval - Plan A - Institutional - Growth - - -
(4,000,987.730) (40,009,877) (41,058,536)
UTI FMP Quarterly Series QFMP/0407/II - Institutional Plan - Growth - - -
(10,002,249.539) (100,022,495) (102,544,063)
UTI - Index Select Fund - Dividend Plan - Payout - - -
(1,978,239.367) (60,000,000) (38,498,961)
UTI Liquid Cash Plan - Institutional - Growth 79,947.048 115,000,000 115,025,420
(99,854.839) (125,000,000) (125,054,938)
UTI Liquid Cash Plan - Regular - Growth - - -
(11,500.683) (15,000,000) (15,029,619)
UTI Liquid Plus Fund - Institutional Plan - Growth 36,695.491 40,000,000 40,099,406
(-) (-) (-)

49
As At As At
31.03.2009 31.03.2008
(Rs.) (Rs.)
SCHEDULE : 7

INVENTORIES
(As Verified, Valued and Certified by the Management)
Raw Materials 2,287,769,811 1,987,858,905
Work in Process 313,139,333 394,824,653
Finished Goods 683,408,118 1,114,539,733
Scrap 8,971,546 14,476,933
Stores & Spares 227,513,871 291,040,746
3,520,802,679 3,802,740,970

SCHEDULE : 8

SUNDRY DEBTORS
(Unsecured, Considered Good)
Debts outstanding for a period exceeding six months 186,192,028 348,338,932
Other debts (Includes amount receivable from Joint Venture 2,601,537,279 2,346,870,582
Company Rs. 94,549,852/-, Previous Year Rs. 131,574,786/-) 2,787,729,307 2,695,209,514

SCHEDULE : 9

CASH AND BANK BALANCES


Cash in hand 1,879,715 779,527
Balances with Scheduled Banks :
- In Fixed Deposit Accounts 948,706,005 1,509,634,824
- In Current Accounts 3,372,642 9,670,565
- In Cash Credit Accounts 10,658,014 -
- In Unclaimed Dividend Accounts 15,187,981 13,222,512
- In Unclaimed Preference Share Redemption Account 2,341,810 2,511,310
- In Unclaimed NCD Redemption Accounts - 133,729
- In Unclaimed Debenture Interest Accounts - 62,829
Balances with Non Scheduled Banks (Refer Note No. 5) :
- In Fixed Deposit Accounts - 1,012,362,033
- In Current Accounts 124,193,626 272,717
1,106,339,793 2,548,650,046

SCHEDULE : 10

LOANS AND ADVANCES


(Unsecured, Considered Good)
Loans(Includes amount receivable from Joint Venture 142,720,918 351,168,422
Company Rs. 86,956,278/-, Previous Year Rs. 92,162,867/-)
Advances Recoverable in Cash or in kind or for value to be received 419,819,680 603,661,551
Interest Accrued on fixed deposits but not due 30,779,362 8,176,372
Security Deposits 23,847,506 21,886,427
Balances with Government Authorities 1,047 1,047
617,168,513 984,893,819

50
As At As At
31.03.2009 31.03.2008
(Rs.) (Rs.)
SCHEDULE : 11

CURRENT LIABILITIES & PROVISIONS


Current Liabilities
Acceptances - 500,734,507
Sundry Creditors 971,373,076 584,367,770
Other Liabilities 66,674,828 154,021,667
Bank Overdraft 99,080 3,419,174
Advance From customers 151,600,881 163,359,181
Investor Education and Protection Fund :
(Appropriate amount shall be transferred to Fund as & when due)
- Unclaimed Dividend 15,187,981 13,222,512
- Unclaimed Preference Share Redemption Account 2,341,810 2,511,310
- Unclaimed NCD Redemption Accounts - 133,729
- Unclaimed Debenture Interest Accounts - 62,829
Interest accrued but not due on loans - 2,047,637
1,207,277,656 1,423,880,316
Provisions
Taxation ( Net of Advance Tax & TDS) 166,431,652 87,970,881
Proposed Dividend on Equity Shares 352,667,110 352,667,110
Dividend Distribution Tax on Proposed Dividend 59,935,775 59,935,775
579,034,537 500,573,766
1,786,312,193 1,924,454,082

Year Ended Year Ended


31.03.2009 31.03.2008
(Rs.) (Rs.)
SCHEDULE : 12

SALES & INCOME FROM OPERATIONS


Manufacturing 21,088,401,038 15,885,875,604
Scrap 583,292,027 495,096,406
Trading 757,056 -
Job Work Services 162,623,576 22,694,358
21,835,073,697 16,403,666,368

SCHEDULE : 13

OTHER INCOME
Interest received (TDS Rs. 28,316,682/-, Previous Year Rs. 6,355,664/-) 173,701,998 175,003,843
Dividend Received - Non Trade - 39,300,047
Profit on Sale of Current (Non Trade) Investments (Net) 87,750,316 13,522,261
Income From DEPB Licence 252,775,147 145,261,750
Foreign Exchange Fluctuation (Net) 132,735,839 -
Rent Received (TDS Rs.1,529,915/-, Previous Year Rs. 2,048,343/-) 23,389,916 16,877,422
Miscellaneous Receipts 50,481,179 47,109,943
720,834,395 437,075,266

51
Year Ended Year Ended
31.03.2009 31.03.2008
(Rs.) (Rs.)
SCHEDULE : 14

INCREASE / (DECREASE) IN STOCK


Closing Stock
Finished Goods 683,408,118 1,114,539,733
Work in Process 313,139,333 394,824,653
Scrap 8,971,546 14,476,933
1,005,518,997 1,523,841,319
Opening Stock
Finished Goods 1,114,539,733 546,051,897
Work in Process 394,824,653 339,245,655
Scrap 14,476,933 23,695,929
1,523,841,319 908,993,481
(518,322,322) 614,847,838
Excise Duty on differential stock of Finished Goods (84,267,204) 64,873,996
Increase / (Decrease) in Stock (434,055,118) 549,973,842

SCHEDULE : 15

MATERIALS & MANUFACTURING EXPENSES


Raw Materials Consumed
Opening Stock 1,987,858,905 1,398,016,361
Add : Purchases 13,193,754,038 10,689,272,954
15,181,612,943 12,087,289,315
Less : Closing Stock 2,287,769,811 1,987,858,905
12,893,843,132 10,099,430,410
Trading Purchases 727,834 -
Manufacturing Expenses
Stores & Spares Consumed 924,557,615 614,953,011
Power & Fuel 1,293,896,241 1,082,752,317
Water Charges 10,760,255 8,378,646
Repairs to Machinery 19,542,990 22,863,093
Repairs to Building 1,595,048 1,120,628
Job Work Charges 72,456,816 66,883,775
15,217,379,931 11,896,381,880

SCHEDULE : 16

EMPLOYEES' REMUNERATION & BENEFITS


Salary, Wages & Other Allowances 215,657,983 210,335,013
Contribution to Provident & Other Funds 21,763,333 18,636,901
Staff Welfare Expenses 1,210,980 993,713
238,632,296 229,965,627

52
Year Ended Year Ended
31.03.2009 31.03.2008
(Rs.) (Rs.)
SCHEDULE : 17
ADMINISTRATIVE EXPENSES
Rent 9,309,508 6,094,250
Rates & Taxes 7,189,009 6,942,645
Telephone & Communication Expenses 6,757,691 4,814,913
Printing & Stationery 3,237,152 3,519,928
Travelling & Conveyance :
- Directors 2,285,112 3,297,374
- Others 16,359,885 16,241,635
Vehicle Upkeep & Maintenance 6,099,877 4,947,329
Directors' Fee 295,000 295,000
Insurance 4,040,797 5,651,045
Staff Recruitment & Training Expenses 1,974,773 1,469,600
Repair & Maintenance (Others) 9,754,620 4,528,571
Legal & Professional Charges 12,321,813 3,177,854
Filing Fees 11,474 14,423
Fees & Subscription 5,976,371 4,359,046
Electricity Charges 3,414,527 3,009,683
Auditors' Remuneration :
- Audit Fee 400,000 400,000
- Tax Audit Fee 75,000 50,000
- Company Law Matters 62,000 222,571
- Other Expenses 58,077 14,408
Foreign Exchange Fluctuation (Net) - 18,436,591
Internal Auditors' Remuneration 221,822 203,481
General Expenses 5,789,042 4,919,145
Loss on sale of Fixed Assets (Net) 16,581 86,479
95,650,131 92,695,971

SCHEDULE : 18
SELLING & DISTRIBUTION EXPENSES
Commission & Discount 129,260,913 70,187,934
Freight Outward & Claims 829,193,153 239,963,394
Testing & Inspection Fees 9,113,981 13,506,375
Advertisement & Business Promotion 9,475,067 6,999,412
Tender Fees 1,463,475 555,456
978,506,589 331,212,571

SCHEDULE : 19
INTEREST & FINANCIAL CHARGES
Interest :
- Term Loan 556,723 5,940,329
- Others 1,622,108 342,843
- Working Capital Borrowing 76,231,828 10,925,092
Bank Charges 37,199,649 20,312,852
115,610,308 37,521,116

53
SCHEDULE : 20
SIGNIFICANT ACCOUNTING POLICIES & NOTES ON ACCOUNTS
SIGNIFICANT ACCOUNTING POLICIES
a. Accounting Conventions
The financial statements are prepared under the historical cost convention on accrual basis and in accordance with the requirements
of the Companies Act, 1956 and in compliance with the applicable accounting standards referred to in sub-section (3C) of the
section 211 of the said Act. The accounting policies, except otherwise stated, have been consistently applied by the Company.
b. Use of Estimates
The presentations of financial statements is in conformity with the generally accepted accounting principles which requires
estimates and assumptions to be made that affect the reportable amount of assets and liabilities on the date of financial
statements and the reportable amount of revenue and expenses during the reporting period. Differences between the actual
results and estimates are recognised in the year in which the results are known / materialized.
c. Revenue Recognition
Sale of goods is recognized at the point of despatch to customers and is stated net of Sales Return & Sales Tax and inclusive
of Excise Duty. Inter divisional transfer of goods for captive consumption/ internal uses are at market value. Dividend income
is accounted when right to receive the same is established. All other income is accounted on accrual basis. Claims are accounted
for, in the year of settlement.
d. Fixed Assets & Depreciation
i) Fixed Assets
Fixed Assets are stated at cost of acquisition, construction less accumulated depreciation. The cost comprises of purchase
price and any other directly attributable cost of bringing the assets to working condition for its intended use. Depreciation
on assets have been provided on pro-rata basis, for the period of use, on straight line method at the rates prescribed under
Schedule XIV of the Companies Act, 1956, as amended till date.
ii) Expenditure during construction period
Expenditure incurred during implementation of new / expansion project is included under Capital Work in Progress and
the same is allocated to the respective Fixed Assets on the completion / erection.
iii) Intangible Assets
Intangible assets are stated at cost of acquisition less accumulated amortization. These are amortized over a period of time
on the basis of estimated useful life based on Managements’ estimate.
e. Investments
Investments are classified as long-term or current based on the Management intention at the time of purchase. Long-term
investments are valued at their acquisition cost. Current investments are stated at lower of cost or fair market value. The provision
for diminution in the value of long-term investments is made only if such a decline is other than temporary in the opinion of
the Management.
f. Inventories
Raw Materials are valued at lower of cost (FIFO basis) or net realisable value.
Work-in-process is valued at direct material cost plus conversion cost depending upon the stage of completion or estimated
net realisable value whichever is lower.
Finished goods are valued at lower of cost or net realisable value. Cost for this purpose includes direct material cost plus
conversion cost and other direct overheads incurred to bring the goods to their present location & conditions. Excise Duty on
goods manufactured by the Company and remaining in inventory is included as a part of valuation of finished goods.
Stores & Spare parts are valued at lower of cost or net realisable value.
Scrap is valued at net realisable value.
g. Employee Benefits
i) Short term employee benefits are recognised as an expense at the undiscounted amount in the Profit & Loss Account of
the year in which the related service is rendered.
ii) Post employment and other long term benefits are recognised as an expense in the Profit & Loss Account for the year in
which the employee has rendered services. The expense is recognised at the present value of the amounts payable determined
using actuarial valuation techniques at the end of Financial Year. Actuarial gains and losses in respect of post employment
and other long term benefits are charged to the Profit & Loss Account.
iii) Payment to defined contribution retirement benefit scheme, if any, is charged as expenses as they fall due.

54
h. Foreign Currency Transactions
i) Initial Recognition
Foreign currency transactions during the year are accounted for in the reporting currency at the exchange rates prevailing
on the date of the respective transaction in accordance with the Revised Accounting Standard 11 for "The Effects of Changes
in Foreign Exchange Rates":
ii) Conversion
All monetary assets and liabilities remaining unsettled at the year-end are reported using the closing exchange rate. Any
income or expenses on account of exchange difference either on settlement or on translation is recognised and is reflected
separately in the Profit & Loss Account.
iii) Non-monetary items are carried at cost.
iv) Forward Exchange Contracts
In case of forward contracts taken for underlying transactions, the exchange differences are dealt-with, in the Profit &
Loss Account over the period of the contracts. Any profit or loss arising on cancellation or renewal of forward exchange
contracts are recognised as income or as expenses of the year.
In accordance with Announcement issued by The Institute of Chartered Accountants of India all outstanding derivatives
except covered under AS-11 (revised 2003) are marked to market on Balance Sheet date and shortfall, if any, is recognised
in the Profit & Loss Account.
i. Borrowing Cost
Borrowing costs directly attributable to the acquisition or construction of qualifying assets are capitalised as part of the cost
of asset upto the date when such asset is ready for its intended use. Other borrowing costs are recognised as an expense in the
period in which they are incurred.
j. Income-Tax
i) The company, in accordance with relevant tax provision and tax advices wherever considered necessary, calculates the
current Income Tax liability.
ii) Deferred tax assets and liabilities are recognised for future tax consequences attributable to the timing differences that
results between the profits offered for income tax and profit as per the financial statements. Deferred tax assets and
liabilities are measured as per the tax rates/laws that have been enacted or substantively enacted at the Balance Sheet date.
iii) Fringe Benefit Tax is provided on the aggregate amount of fringe benefits determined in accordance with the provisions
of the relevant enactments at the specified rate of tax.
k. Impairment of Assets
At each balance sheet date, the Company assesses whether there is any indication that an asset is impaired. If any such indication
exists, the Company estimates the recoverable amount. If the carrying amount of the asset exceeds its recoverable amount, an
impairment loss is recognized in the Profit & Loss Account to the extent the carrying amount exceeds recoverable amount.
l. Accounting for Interest in Joint Venture
Accounting for Interest in Joint Venture is accounted for in accordance with AS -27 issued by The Institute of Chartered
Accountants of India.
m. Events occurring after the Balance Sheet Date
Events occurring after the Balance Sheet Date and till the date on which the Financial Statement are approved, which are material
in the nature and indicate the need for adjustments in the Financial Statements have been considered.
n. Provisions, Contingent Liabilities and Contingent Assets
Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a
result of past events and it is probable that there will be an outflow of resources.
Liabilities which are material, and whose future outcome cannot be ascertained with reasonable certainty, are treated as contingent,
and disclosed by way of notes to the accounts.
Contingent Assets are neither recognized nor disclosed in the financial statement. Provisions, Contingent Liabilities and Contingent
Assets are reviewed at each Balance Sheet date.

55
NOTES ON ACCOUNTS
1. CONTINGENT LIABILITIES
a) Letter of Credit - Rs. 383,197,500/- (Previous Year Rs. 493,918,906/-)
b) Bank Guarantee & Others - Rs. 824,188,827/- (Previous Year Rs. 228,303,163/-)
c) Sales Tax Demand under appeal - Rs. 465,199/- (Previous Year Rs. 2,017,803/-)
d) Income Tax Demand under appeal - Rs. Nil. (Previous Year Rs. 41,337,332/-)
e) Excise Duty and Service Tax Demand under Appeal - Rs. 96,060,109/- (Previous Year Rs. 36,102,472/-)
f) Indian Oil Corporation Ltd. (IOCL) has raised a claim of Rs. 179,848,064/- during the financial year 2008-09 & against the above
mention claim a performance bank guarantee of Rs. 85,279,100/- was given to IOCL which was realized by them and an
equivalent amount is charged in the Profit & Loss Account. The matter is still under dispute and arbitration proceeding is going
on. Any further demand, if any, will be provided on the date of final settlement.
2. The company has imported Capital Goods under the Export Promotion Capital Goods (EPCG) scheme of the Government of India,
at concessional rate of duty against the Legal Undertaking (LUT) to fulfil Exports obligations. The duty saved on such import of
capital goods during the year amounting to Rs. 162,629,058/- (Previous Year Rs. 22,058,456/-) and for this the company is under
an obligation to export goods amounting to Rs. 1,301,032,469/- (Previous Year Rs. 176,467,648/-), within a period of eight years,
commencing from the date of issue of licences. The company has, however, fulfilled, the export obligation till date to the extent
of Rs. 118,333,384/- (Previous Year Rs. 163,199,608/-), for which the LUTs are to be discharged.
Pending fulfilment of such future export obligations, entails Custom Department a right to enforce the LUT executed by us to the
extent of Rs. 1,182,699,085/- (Previous Year Rs. 13,268,040/-).
3. Estimated amount of contracts remaining to be executed on Capital Account, net of advances, and not provided for
Rs. 374,843,571/- (Previous Year Rs. 67,602,072/-).
4. Excise duty in respect of finished goods lying in factory premises and custom duty on goods lying in custom bonded warehouse
are provided and included in the valuation of inventory. This accounting treatment has no impact on the profit for the year. Credit
of taxes and duties availed is accounted for by reducing the purchase cost of the materials and fixed assets.
5. Detail of Bank balances with non scheduled bank as on Balance Sheet Date:
(Rs.)
Period 2008 - 09 2007 - 08
Name of The Bank Balances as at Max. Balances Balances as at Max.Balances
31.03.2009 during the year 31.03.2008 during the year
A. Current Account
Credit Suisse 123,642,423 126,920,419 72,148 72,148
ING Bank 299,820 327,136 - -
UBS AG 251,383 251,383 200,569 4,690,008
Total 124,193,626 127,498,938 272,717 4,762,156
B. Fixed Deposit
Credit Suisse - 1,012,441,323 1,012,362,033 1,341,210,683
Total - 1,012,441,323 1,012,362,033 1,341,210,683
6. In accordance with the AS - 28 on Impairment of Assets, the Company has assessed as on the Balance Sheet date, whether there
are any indications (listed in paragraphs 8 to 10 of the Standard) with regard to the impairment of any of the assets. Based on
such assessment, it has been ascertained that no potential loss is present and therefore, formal estimate of recoverable amount
has not been made. Accordingly, no impairment loss has been provided in the books of account.
7. There are no Micro and Small Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days as at
March 31, 2009. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act,
2006 has been determined to the extent such parties have been identified on the basis of information available with the Company.
The Auditors have relied upon the same.
8. Stock includes material in transit.
9. In the opinion of the company, the value on realisation of current assets, loans & advances in the ordinary course of the business
shall not be less than the amount at which they are stated in the Balance Sheet.

56
10. Financial reporting of Interest in Joint Ventures as per Accounting Standard 27:
Name of the Date of initial Country of % Ownership Interest
Company Investment Incorporation
As On 31.03.2009 As On 31.03.2008
Hydril Jindal 10th February, 2005 India 49.89% 49.89%
International Pvt. Ltd.
The Company's share of the assets and liabilities as on 31st March 2009 and share of Income & Expenses for the period ended on
that date in respect of joint venture company (on the basis of their audited statement of accounts) are given below:
Particulars 2008-09 2007-08
Company's Share 49.89% 49.89%
(Rs.)
Assets
Fixed Assets (Including CWIP) 97,994,844 115,948,426
Current Assets 123,336,398 87,830,015
Total Assets 221,331,242 203,778,441
Liabilities
Share Capital 43,894,170 43,894,170
Profit & Loss Account 6,551,852 (4,195,416)
Secured Loan 38,413,214 34,592,139
Un-Secured Loan & Deferred Tax 45,303,772 45,392,232
Current Liabilities & Provisions 87,168,234 84,095,316
Total Liabilities 221,331,242 203,778,441
Income 253,771,623 111,690,625
Expenditure 240,285,728 119,221,046
Aggregate amount of Contingent Liability - Bank Guarantee 4,094,223 19,446,007
Aggregate amount of Commitment on account of Nil Nil
Capital Expenditure remaining to be executed (net of advances)

11. Pre-operative expenses forming part of capital work in progress consists of:
(Rs.)
Particulars As At 31.03.2009 As At 31.03.2008
Amount Brought Forward From Last Year 3,377,476 -
Addition During The Year 18,269,236 3,377,476
Amount Capitalised/ Adjusted During The Year 153,891 -
Closing Balance 21,492,821 3,377,476
Represented By:
Depreciation 1,189,775 23,942
Interest & Financial Charges 73,037 1,400
Legal & Professional Charges 3,599,615 429,660
Loading & Unloading Charges - 115,022
Miscellaneous Expenses 2,374,925 652,031
Printing & Stationery 74,397 12,854
Salaries, Wages & Other Allowances 10,785,665 1,104,708
Travelling & Conveyance 2,223,128 1,037,859
Vehicle Upkeep & Maintenance 353,099 -
Water & Electricity Charges 819,180 -
Total 21,492,821 3,377,476

57
12. The amount of Exchange Difference (Net):
a) The Foreign Exchange Profit (Net) of Rs. 132,735,839/- ,as shown in the Schedule - 13 of Profit & Loss Account, has been arrived
at after considering losses on account of mark to market adjustment of Rs. 279,059,000/- on forward cover contracts.
b) Forward contracts entered into for hedging purpose and outstanding as on March 31, 2009:

Particulars 31.03.2009 31.03.2008


Amount in Equivalent Amount in Equivalent
Foreign Currency Indian Rupees Foreign Currency Indian Rupees
(USD) (USD)
For Payables Nil Nil Nil Nil
For Receivables 35,000,000 1,801,820,000 Nil Nil

c) Foreign Currency Exposure those are not hedged: Rs. Nil.


13. a) In accordance with the transitional provisions of Accounting Standard 15 (revised 2005) on "Employee Benefits", an amount
of Rs. Nil (Previous Year Rs. 1,168,197/- (net of tax of Rs. 601,530/-)) has been added to the opening balance of General Reserve.
b) The Accounting Standard 15 (Revised 2005) having been made applicable from F.Y. 2007-08, the requisite information and
disclosure have been given separately for this year and previous year.
c) The employees' gratuity fund scheme managed by LIC of India is a defined benefit plan. The present value of obligation is
determined based on actuarial valuation using the projected unit credit method, which recognises each period of service as
giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
The obligation for leave encashment is recognised in the same manner as gratuity.
Disclosure as per Accounting Standard 15:
(i) Expenses recognised during the year (Under the head "Personnel Cost")
(Rs.)
Particulars Gratuity (Funded) Leave Encashment (Unfunded)

2008-09 2007-08 2008-09 2007-08


Current Service cost 2,773,397 2,241,853 1,121,228 818,749
Interest Cost 1,348,929 1,301,368 267,850 271,985
Expected return on plan assets (1,614,910) (1,131,249) - -
Actuarial (gain)/loss recognised 1,041,184 (113,940) (230,453) (376,379)
in the period
Net Cost 3,548,600 2,298,032 1,158,625 714,355

(ii) Net Asset/Liability recognised in the Balance Sheet as at March 31, 2009
(Rs.)
Particulars Gratuity (Funded) Leave Encashment (Unfunded)

2008-09 2007-08 2008-09 2007-08


Fair value of plan assets as at March 31 29,082,211 17,364,627 - -
Present value of obligation as 23,442,787 19,270,410 4,609,767 3,826,425
at March 31

58
(iii) Reconciliation of opening and closing balances of Defined Benefit obligation
(Rs.)
Particulars Gratuity (Funded) Leave Encashment (Unfunded)

2008-09 2007-08 2008-09 2007-08


Defined benefit obligation as at April 1 19,270,410 16,222,646 3,826,425 3,390,528
Current service cost 2,773,397 2,241,853 1,121,228 818,749
Interest cost 1,348,929 1,301,368 267,850 271,985
Actuarial (gain)/loss on obligation 1,459,011 227,534 (230,453) (376,379)
Benefit paid (1,408,960) (722,991) (375,283) (278,458)
Defined Benefit obligation 23,442,787 19,270,410 4,609,767 3,826,425
as at March 31

(iv) Reconciliation of opening and closing balance of fair value of plan assets (Rs.)
Particulars Gratuity (Funded)
2008-09 2007-08
Fair value of plan assets at beginning of the year 17,364,627 12,229,722
Expected return on plan assets 1,614,910 1,131,249
Actuarial gain / (loss) 417,827 341,474
Employer contribution 11,093,807 4,385,173
Benefit paid 1,408,960 722,991
Fair value of plan assets at year end 29,082,211 17,364,627
Actual return on plan assets 2,032,737 1,472,723

(v) Investment details (Rs.)


Particulars Gratuity (Funded)
2008-09 2007-08
Insurer Managed Funds 29,082,211 17,364,627

(vi) Actuarial assumptions


Particulars Gratuity (Funded) Leave Encashment (Unfunded)

2008-09 2007-08 2008-09 2007-08


Mortality Table (LIC) 1994-96 NA NA
(Ultimate)
Discount rate (per annum) 7% 8% 7% 8%
Expected rate of return on plan 9.30% 9.25% NA NA
assets (per annum)
Rate of escalation in salary 5% 5.5% 5% 5.5%
(per annum)

d) The disclosures required under Accounting Standard 15 "Employee Benefits" notified in the Companies (Accounting Standards)
Rules 2006, are given below:
Defined Contribution Plan
Contribution to Defined Contribution Plan recognised and charged in the Profit & Loss Account for the year are as under:
(Rs.)
Particulars 2008-09 2007-08
Employer's Contribution to Provident Fund 6,491,554 5,255,103
Employer's Contribution to Superannuation Fund 10,200,000 8,600,000
Employer's Contribution to Pension Scheme 5,071,779 4,781,798

59
14. Segment Reporting Policies
Identification of Segments
Primary Segment
Business segment: The Company's operating businesses are organised and managed separately according to the nature of products,
with each segment representing a strategic business unit that offers different products. The two identified segments are Steel Pipes
& Tubes and Wind Power.
Inter Divisional transfers of goods, as marketable products produced by separate divisions of the company for captive consumption
are made as if sales were to third parties at current market prices and are included in turnover.
Segment Information
Segment Revenues, Results and Other Information:
(Rs. in lacs)
Particulars Steel Pipes & Wind Power Others Total
Tubes
Net External Sales/Income 203,403 484 4,681 208,568
from operations (149,317) (449) (2,919) (152,685)
Other Operating Income 2,528 - - 2,528
(1,452) (-) (-) (1,452)
Inter-Segment Sales - 484 - 484
(-) (449) (-) (449)
Segment Results 37,299 130 4,681 42,110
(31,090) (224) (2,919) (34,233)
Interest & Financial Charges 1,156 - - 1,156
(375) (-) (-) (375)
Other un-allocable expenditure 2,428 23 - 2,451
(1,820) (19) (1,829) (3,668)
Profit before tax 33,715 107 4,681 38,503
(28,895) (205) (1,090) (30,190)
Segment Assets (Including Capital 104,900 5,579 54,183 164,662
Work In Progress) (103,000) (5,868) (37,538) (146,406)
Segment Liabilities 20,133 3,466 - 23,599
(24,407) (3,455) (-) (27,862)
Unallocable Liabilities 10,065
(9,204)
Capital Employed 130,998
(109,340)
Figures in bracket are for previous year.
15. Related Parties Disclosures as per Accounting Standard - 18.
List of Related Parties with whom transactions have taken place during the year:
a. Joint Venture Company
Hydril Jindal International Pvt. Ltd.
b. Key Management Personnel
Shri Saket Jindal
Shri S. P. Raj
c. Relatives of Key Management Personnel
Shri D.P. Jindal
Smt. Savita Jindal
Shri Raghav Jindal
Smt. Rachna Jindal

60
Details of Transactions during the year are as follows:
(Rs.)
Particulars 2008-09 2007-08
a. Purchase & Other Services from related parties
Joint Venture Company 888,403 1,711,255
Relatives of Key Management Personnel 94,728 78,726
b. Sales & Other Services to related parties
Joint Venture Company 361,243,673 166,270,116
c. Investment in related parties
Joint Venture Company - 990,950
d. Loans/Inter Corporate deposits given (Maximum Outstanding)
Joint Venture Company 119,962,867 92,162,867
e. Interest Received from related parties
Joint Venture Company 24,803,805 4,497,157
f. Rent paid to related parties
Relatives of Key Management Personnel 300,000 300,000
g. Remuneration
Key Management Personnel 7,939,818 4,684,248
h. Dividend Paid
Key Management Personnel 8,728,820 2,618,646
Relatives of Key Management Personnel 1,192,105 335,130
i. Balance Payable by the Company at the year end
Relatives of Key Management Personnel 26,811 -
j. Balance Receivable by the Company (including loans if any)
at the year end
Joint Venture Company 182,231,220 134,071,934
Relatives of Key Management Personnel - 14,757
No amount has been provided as doubtful debts or advances / written off or written back in the year in respect of debts due from
or to any related parties.
16. In compliance with the AS - 22 relating to Accounting for Taxes on Income issued by The Institute of Chartered Accountants of
India, the company has adjusted the deferred tax liability (net) arising out of timing differences accruing during the year aggregating
to Rs. 7,613,500/- in the Profit & Loss Account.
Deferred Tax Liability
Particulars As At 31.03.2008 During the Year As At 31.03.2009
Fixed Assets 419,196,000 10,712,070 429,908,070
Employees Retirement Benefit Adjustment as per AS - 15 601,530 (601,530) Nil
Deferred Tax Assets
Particulars As At 31.03.2008 During the Year As At 31.03.2009
Others - 2,497,040 2,497,040
Net Deferred Tax Liability 419,797,530 7,613,500 427,411,030

17. Earning Per Share computed in accordance with Accounting Standard 20:
Particulars 31.03.2009 31.03.2008
Net Profit available for equity shareholders (Rs.) (a) 2,578,410,059 1,952,184,294
Weighted average number of equity shares of Rs. 5/- each (b) 70,533,422 70,463,933
Basic / Diluted Earning per share (Rs.) (a/b) 36.56 27.70

61
18. Further, Disclosure as required , under Clause 32 of Listing Agreement requirement relating to loans/advance/investments, are not applicable,
as the company does not have any parent/subsidiary.

19. Additional information pursuant to the provisions of paragraph 3 & 4 of part II of Schedule VI to the Companies Act,
1956.
I. CAPACITY AND PRODUCTION
Seamless Pipe (MT)
Particulars Year ended 31.03.2009 Year ended 31.03.2008
Installed Capacity 350,000 350,000
Production 223,012 244,476
Includes Production of Pipe Fittings of 99.344 MT (Previous Year 66.688 MT).
ERW Pipe (MT)
Particulars Year ended 31.03.2009 Year ended 31.03.2008
Installed Capacity 200,000 200,000
Production 99,140 107,594
Includes production of 17,710 MT (Previous Year 17,816 MT) pipe by third party on job work basis as orders executed were not
in our size range.
Wind Power (KWH)
Particulars Year ended 31.03.2009 Year ended 31.03.2008
Installed Capacity 61,320,000 61,320,000
Units Generated 9,529,043 8,576,525
The installed capacity is as certified by the Management.

II. OPENING STOCK, CLOSING STOCK & TURNOVER OF MANUFACTURED GOODS


Seamless Pipe
Particulars Year ended 31.03.2009 Year ended 31.03.2008
Qty. (MT) Amt. (Rs.) Qty. (MT) Amt. (Rs.)
Opening Stock 17,708 852,582,398 11,197 414,075,912
Turnover* 225,095 16,345,039,837 237,965 11,898,953,888
Closing Stock 15,625 580,649,872 17,708 852,582,398
* It includes captive consumption of Seamless Pipes 145.390 MT (Rs. 4,561,243/-) (Previous Year 233.070 MT (Rs. 6,992,873/-)).
* It Includes turnover of Pipe Fittings 98.670 MT (Rs. 10,044,571/-) (Previous Year 88.226 MT (Rs. 7,291,336/-)).
Closing Stock Includes stock of Pipe Fittings 14.963 MT (Rs. 1,140,390/-) (Previous Year 14.289 MT (Rs. 1,665,597/-)).

ERW Pipe
Particulars Year ended 31.03.2009 Year ended 31.03.2008
Qty. (MT) Amt. (Rs.) Qty. (MT) Amt. (Rs.)
Opening Stock 6,249 261,957,335 4,087 131,975,985
Turnover* 101,666 4,694,953,663 105,432 3,942,066,490
Closing Stock 3,723 102,758,246 6,249 261,957,335
* It includes captive consumption of ERW Pipes 35.930 MT (Rs. 1,303,873/-) (Previous Year 56.780 MT (Rs. 1,488,927/-)).

62
Wind Power

Particulars Year ended 31.03.2009 Year ended 31.03.2008


Units (KWH) Amt. (Rs.) Units (KWH) Amt. (Rs.)
Income from Power Generation 9,529,043 48,407,538 8,576,525 44,855,226

III. OPENING STOCK, CLOSING STOCK & TURNOVER OF TRADING STEEL PIPES & TUBES

Particulars Year ended 31.03.2009 Year ended 31.03.2008


Qty. (MT) Amt. (Rs.) Qty. (MT) Amt. (Rs.)
Opening Stock Nil Nil Nil Nil
Purchases 12 727,834 Nil Nil
Turnover 12 757,056 Nil Nil
Closing Stock Nil Nil Nil Nil

IV. RAW MATERIALS CONSUMED

Items Year ended 31.03.2009 Year ended 31.03.2008


Qty. (MT) Amt. (Rs.) Qty. (MT) Amt. (Rs.)
Round Billets 238,743 9,311,164,284 263,900 6,895,900,618
HR Coil 102,171 3,439,504,398 110,212 3,129,597,648
Zinc 358 33,453,282 384 56,806,541
Socket 11 474,877 33 1,261,803
Coating Material 974 109,246,291 374 15,863,800
Total 12,893,843,132 10,099,430,410

V. VALUE OF IMPORTED & INDIGENOUS RAW MATERIALS, STORES & SPARE PARTS CONSUMED
a) RAW MATERIALS CONSUMED

Particulars Year ended 31.03.2009 Year ended 31.03.2008


(%) Amt. (Rs.) (%) Amt. (Rs.)
Imported 36.34 4,685,962,140 14.63 1,477,694,311
Indigenous 63.66 8,207,880,992 85.37 8,621,736,099
Total 100.00 12,893,843,132 100.00 10,099,430,410

b) STORES & SPARE PARTS CONSUMED

Particulars Year ended 31.03.2009 Year ended 31.03.2008


(%) Amt. (Rs.) (%) Amt. (Rs.)
Imported 27.08 250,395,767 17.51 107,685,566
Indigenous 72.92 674,161,848 82.49 507,267,445
Total 100.00 924,557,615 100.00 614,953,011

63
VI. CIF VALUE OF IMPORTS
(Rs.)
Particulars Year ended 31.03.2009 Year ended 31.03.2008
Raw Materials 4,324,536,547 2,011,235,746
Stores & Spares 164,676,942 84,369,239
Capital Goods 185,199,048 401,839,990

VII. EXPENDITURES IN FOREIGN CURRENCY


(Rs.)
Particulars Year ended 31.03.2009 Year ended 31.03.2008
Travelling 4,454,334 3,327,267
Interest 52,916,120 7,724,542
Ocean Freight 327,360,370 58,306,698
Others 2,058,872 204,984

VIII. EARNINGS IN FOREIGN CURRENCY


(Rs.)
Particulars Year ended 31.03.2009 Year ended 31.03.2008
FOB value of Physical/Deemed Exports 8,642,106,628 4,740,726,816
Interest Received 38,037,296 138,796,620

IX. MANAGERIAL REMUNERATION


The Details of Managerial Remuneration is as under:
(Rs.)
Particulars Year ended 31.03.2009 Year ended 31.03.2008
Salary 5,793,412 3,430,180
Contribution to PF & other Funds 794,822 473,692
Perquisites 1,351,584 780,376
Total 7,939,818 4,684,248
The Managing / Wholetime Directors of the Company were paid remuneration (without any commission) in accordance with the
provision of Schedule XIII to the Companies Act, 1956. Therefore computation of the profit under section 198 of the Companies
Act, 1956 is not applicable.

64
Additional Information pursuant to Part IV of Schedule VI to the Companies Act, 1956.
Balance Sheet Abstract and Company's General Business Profile
I. Registration Details

Registration No. 80545

State Code 11

Balance Sheet Date 31-03-2009


II. Capital Raised during the year (Rs. in thousand)

Public Issue Right Issue

Nil Nil

Bonus Issue Private Placement

Nil Nil

III. Position of Mobilisation and Deployment of Funds (Rs. in thousand)

Total Liabilities Total Assets

14,350,865 14,350,865

Sources of Funds (Rs. in thousand)

Paid Up Capital Reserves & Surplus

352,667 12,747,174

Secured Loans Unsecured Loans & Deferred Tax

1,101 1,249,923

Application of Funds (Rs. in thousand)

Net Fixed Assets Investments

3,906,438 4,198,699

Net Current Assets Misc. Expenditure

6,245,728 Nil

Accumulated Losses

Nil

65
IV. Performance of Company (Rs. in thousand)

Turnover (including other income) Total Expenditure

21,109,443 17,259,114

Profit before tax Profit after tax & adjustment

3,850,329 2,578,410

Earning per share (Basic / Diluted) (Rs) Dividend (%)

36.56 100

V. Generic Names of Three Principal Products of Company (as per monetary terms)

Item Code No. (ITC Code) 7304.00


Product Description Seamless Pipes & Tubes

Item Code No. (ITC Code) 7305.11


Product Description ERW Pipes & Tubes

Item Code No. (ITC Code) 8502.31


Product Description Wind Power

20. Paise have been rounded off to the nearest rupee.

21. Previous years' figures have been re-grouped/re-arranged/re-classified wherever considered necessary.

22. Schedule 1 to 20 are annexed to and form part of the Statement of Accounts.

Signatures to Schedules 1 to 20

As per our report of even date attached

For KANODIA SANYAL & ASSOCIATES For & on Behalf of the Board
Chartered Accountants D.P. Jindal
Anil Jain Chairman
CFO Saket Jindal
Managing Director
R.K. Kanodia P.K. Puhan
U.C. Agarwal
Partner Company Secretary D.K. Parikh
Membership No.16121
S.D. Sharma
Place : Gurgaon S.P. Raj
Dated : August 28, 2009 Wholetime Director

66
CORPORATE OFFICE:
Jindal Corporate Centre
Plot No. 30, Institutional Sector-44, Gurgaon- 122 002
Tel.: +91 124 2574325 / 26, Fax: +91 124 2574327
e-mail: contact@mahaseam.com

Website: www.jindal.com

REGD. OFF. & WORKS:


Pipe nagar, Village Sukeli, Taluka Roha, N.H.-17, B.K.G. Road
Distt. Raigad- 402 126 (Maharashtra) India
Tel.: +91 2194 238511 / 12 / 16 Fax: +91 2194 238513

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