ACC - Annual Report 2009

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Our Vision
To be one of the most respected companies in India; recognised for challenging conventions and delivering on our promises.
Our Values
Strength
Building strong and lasting relationships. Conducting everyday operations internally in true team spirit. Acting responsibly with integrity and demonstrating strength of character. We have learnt to take our core values seriously. Living our values means displaying them in everything we do. Creating assurance in the brand ACC by consistently delivering on our promises through services and behaviour towards all stakeholders. Giving our people pride, helping them see the bigger picture and understanding their impact on the Companys success. Being accountable. By utilising financial resources in the most efficient way we can. Being customer oriented which means winning in the market place through customer insight. Demonstrating respect for the environment and for society and by displaying responsibility and interdependence with the community we live in.
Performance
Delivering on our promises to each other and to our stakeholders. Always ensuring excellence. Working together and striving to delight customers with best solutions.
Passion
Caring, being dedicated, committed and passionate about everything we do, demonstrating excellence in everything we do.
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STRENGTH
A solid partner Integrity and strength of character of our people A strong organization backed with global leadership and competence
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The Peoples Brand
The brand ACC enjoys a high level of equity in the Indian market. ACCs brand equity was found to be the strongest among its key competitors as shown in a research study undertaken by The Nielsen Company (India) during 2007 and 2008. A humbling revelation of this study is that this brand enjoys among the highest level of equity in the global cement market. ACC is a brand with meaning not just to customers but to other stakeholders such as shareholders, employees and vendors. The name invokes an assurance of quality and trust. The Company now plans to further enhance this equity and strengthen its sales and marketing potential by building an effective sales organization, motivating channel partners and revitalising customer services.
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Products - Assuring Q uality & Trust

ACCs brand name is synonymous with cement and concrete. The trademark ACC on 50 kilogram bags of Ordinary Portland Cements (43 and 53 grade), Blended cements (Fly ash and slag based) and some special purpose cements offers customers an assurance of dependable and consistent quality.
ACC promotes the use of Blended cements which are environment-friendly and acknowledged for their superior and unmatched durability as compared to ordinary cements. Mega construction projects obtain cement from ACC delivered in bulk tankers a welcome change from the conventional cement bag. ACC was first to introduce Ready Mixed Concrete in India on a commercial basis. Thanks to this achievement, a transit concrete mixer is now a familiar sight in Indias major cities. As Indias economic development accelerates, ACC cement and concrete stand ready to enable the construction industry to achieve speedy completion of large commercial and infrastructure projects.
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The Ultimate Resource

The true index to a Company's greatness is not only its turnover, not only its quantum of profits, but its human resource - The Ultimate Resource backed by a loyal and dedicated workforce - your Company has proved itself an expert in the management of change. Its success will be judged not merely by the market value of its shares, but by the pride of place your Company occupies in the hearts and minds of the people it seeks to serve.
-- Nani A Palkhivala at ACCs 56th Annual General Meeting 1992
The Company recognizes that a motivated, responsive and accountable human resource team is critical in enabling it to fulfil its long term agenda for growth and competitiveness. A clearly defined HR strategy endeavours to ensure that the right people are in the right place doing the right jobs in the right way through a well devised performance management system, through carefully planned training and career development programmes and through need-based recruitment. An important ingredient of the plan is to motivate employees by improving the quality of life, addressing compensation issues, providing regular feedback and open internal communication such as through the newly re-launched intranet portal Accelerate.
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Manufacturing Excellence
We strive to retain our position as India's foremost manufacturer of cement and concrete with a countrywide bouquet of 16 modern cement factories that have a capacity of 26 million tonnes per annum, to be increased to 30 million tonnes by the end of this year. Captive power plants play a vital role in providing costefficient and effective supply of quality power to our plants. Our cement plants now meet 70% of their total power requirements through captive generation.
We have initiated steps to usher in excellence in our manufacturing and mining operations by continuously upgrading technology and processes and through training and development of the plant team to inculcate and sustain a lean manufacturing approach. Safety is given paramount importance. Effort is taken to engage with our dedicated and skilled workforce so as to keep them motivated and involved in efficient plant operations and productivity improvement. Our manufacturing units are backed by a central technology support services centre in Thane near Mumbai which encourages sharing of technical know-how and expertise to be abreast of global benchmarks.
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Our Supply Chain

ACC is proud of its large supply chain managed by an energetic sales force from an extensive spread of sales offices spanning India, a country-wide network of highly motivated channel partners comprising more than 9000 dedicated dealers complemented by a chain of retailers. They are supplied ACC cement by rail and road from our cement plants supported by efficient authorised road transport contractors who assure express delivery. Warehouses in intermediary locations ensure uninterrupted supply to remotely located customers. ACC Concrete has more than 40 Ready Mixed Concrete plants in the major cities of India which supply fresh concrete to our customers doorsteps through our own fleet of transit mixers. Our Bulk Cement terminal at Kalamboli, near Mumbai caters to the requirements of Mumbai and its environs, through its own dedicated fleet of bulkers and site storage facilities. The challenge before our supply chain is to ensure uninterrupted supply of high quality cement and concrete backed by efficient logistics and transportation.
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PERFORMANCE
Delivering on our promises to each other and to our stakeholders Best solutions for our customers Demanding excellence Open and always searching for new and better ways Best results from working together
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ACC Help - to build with confidence
ACC is essentially a peoples brand of cement and its customer base represents the masses of India - individual homebuilders in small towns, rural and semi-urban India. Customer services are an important differentiator. ACC Help services cater to the retail buyer offering not merely guidance about the correct application of cement but also knowledge about the entire process of home building. ACC Help reaches out to customers, home builders and engineers all over India in different ways.
ACC Help Centres: For personal guidance on the right construction practices. ACC Help Literature: Easy-to-understand construction guides. ACC Help Mobile Vans: Our engineers on the move in vans assist customers at site. www.acchelp.in: An interactive website for construction related questions. ACC Helpline: A 24 hour service to provide instant advice. Indian Concrete Journal: The countrys oldest civil engineering journal.
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Performance Highlights
Sales Volume & Growth %

25.0 20.0 21.0 21.5 20.0 17.0 14.0
Million Tonnes
Net Sales, Operating EBITDA & Operating EBITDA Margin

9000 8000 7000 6000
Growth (%)
40 8027 33 30 6991 5803 19 29 7283 26 35 30 25 20 2643 1717 616 2005 2006 2007 Op. EBITDA 2008 2009 1993 1899 15 10 5 0 Op. EBITDA Margin (%) Return on Capital Employed (%)
20.0
18.9
Rs. Crore
15.0
13.0
11.0 8.0
5000 4000 3000 2000
10.0 6.8 5.0 0.0
8.1 5.9 5.2 2.3 5.0 2.0 -1.0
3221
1000 0
2005
2006
2007
2008
2009
Volume Million Tonnes
Growth (%)
Net Sales
Op. EBITDA Margin
Profit Before Tax & Profit AfterTax

2400 2200 2000 1800 1600 Rs. Crore 1400 1200 1000 800 600 400 200 2005 2006 2007 2008 2009 684 544 1620 1439 1232 1213 1930 1737 2294
Capital Employed & Return on Capital Employed

7500 7000 6500 6000 5500 5000 4500 4000 3500 3000 2500 2000 1500 1000 500 0 6932 5746 4791 4234 3502 41 42 40 49 75 65 55 45 35 25 19 15 2006 2007 2008 ROCE 2009 5
Rs. Crore
1607
2005
PBT Rs. Crore
PAT Rs. Crore
Capital Employed
Net Worth & Return on Net Worth

6500 6000 5500 5000 4500 4000 3500 3000 2500 2000 1500 1000 500 6016 50 45 4928 39 34 2130 25 20 2005 2006 2007 2008 RONW 2009 15 3142 4153 35 35 30 27 25 40 Return on Net Worth (%)
Net Worth (Rs. Crore)
Net Worth
Note: Figures for 2005 pertain to the nine months period April 2005 - December 2005.
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Net Cash Generated from Operations

2398 2023 1708 1422 2600 2400 2200 2000 1800 1600 1400 1200 1000 800 600 400 200 7000
Fixed Assets & Asset Turnover Ratio

3.0 6315 6000 2.1
3964
Rs. Crore
2.0 4000 3122 3000 2000 1000 0 2005 2006 1.5 3481
2.1 1.9 2.0
1.5 1.0 0.5
644
2005
2006
2007
2008
2009
2007
2008
2009
Fixed Asset Rs Crore
Asset Turnover Ratio
Employees at year end & Turnover Per employee

10900 1.50 1.30 10400 No. of Employee 10032 9900 0.63 9400 0.35 8900 8400 9170 9231 8916 0.73 0.74 9557 0.87 1.10 Rs. Crore 0.90 0.70 0.50 0.30 5.0 0.10 2005
2006
Cement Production & Capacity Utilisation

25.0 19.9 18.7 20.8 21.4 105 100 15.0 12.9 93 90 93 91 91 90 85 80 95 Capacity Utilisation (%) 110
20.0 Million Tonnes
10.0
2007
2008
2009
-0.10
2005
2006
2007
2008
2009
Number
Turnover per Employee
Cement Production
Utilisation (%)
Dividend Per Share* Earning Per Share and Dividend Payout Ratio**
90 80 70 31 66 26 26 21 30 20 15 8 2005 2006 2007 2008 2009 20 23 16 11 6 1 77 31 65 36 31 86 41 36 31
Rs. Crore Rs. Per Share
60 50 40 30 20 10 0
EPS
DPS*
Dividend Payout Ratio %
* Dividend Per Share (DPS) does not include Dividend Distribution Tax. ** Dividend Payout Ratio is calculated considering Dividend Distribution Tax.
Dividend Payout Ratio (%)
Asset Turnover Ratio
5000 Rs. Crore
5073
2.5
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Cost and Profit as a Percentage of Sales
2009
Profit Before Tax & Exceptional Items Rs. 2294 Crore
(28%)
Raw Material Rs. 892 Crore
(11%)
Power & Fuel Rs. 1540 Crore
(19%)
2008
Profit Before Tax & Exceptional Items Rs. 1688 Crore Interest & Finance Rs. 84 Crore
(22%)
Raw Material Rs. 799 Crore
(1%)
Depreciation Rs. 342 Crore
(11%)
Power & Fuel Rs. 1599 Crore
(4%)
Manufacturing & Other costs Rs. 3116 Crore
(21%)
(37%)
Interest & Finance Rs. 40 Crore
(1%)
Depreciation Rs. 294 Crore
(4%)
Manufacturing & Other costs Rs. 3152 Crore
(41%)
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Honours & Felicitations
The year began well with ACC receiving the Jamnalal Bajaj Uchit Vyavahar Puraskar for 2008 from the Council for Fair Business Practices for practicing and promoting fair business practices. The Institute of Chartered Accountants of India (ICAI) conferred on ACC its Gold Shield for being best in the ICAI Awards for Excellence in Financial Reporting for 2008 under the Category Manufacturing and Trading Enterprises. The award signifies that the accounting policies followed by the enterprise are adjudged the best amongst the enterprises that participated in the competition on the basis of compliance with accounting standards, statutory guidelines and other relevant pronouncements. There were other accolades, equally cherished and rewarding, for achievements in safety, energy conservation, mines safety and environment management.
Indian Merchants Chamber Ramakrishna Bajaj National Quality Trophy 2009 (Manufacturing category) to ACC Gagal Indian Merchants Chamber Ramakrishna Bajaj National Quality Commendation Certificate 2009 (Manufacturing category) to ACC Sindri 8th Greentech Safety Award 2009 in Gold category in cement sector by Greentech Foundation to ACC Tikaria 10th Greentech Environment Excellence award, Gold category in cement sector to ACC Tikaria 8th Greentech Safety Gold Award in cement sector to ACC Jamul Srishti Good Green Governance Award by Srishti Publications to ACC Madukkarai International Safety Award 2008 by British Safety Council to ACC Gagal, Sindri and Tikaria State Safety Award for 2007 from Government of Orissa to ACC Bargarh Federation of Indian Mineral Industries (FIMI) National Environment Award to ACC Wadi Limestone Mines Safety Innovation Award 2009 by Institution of Engineers to ACC Wadi (Expansion Project) National Award for Excellence in Water Management from Confederation of Indian Industry (CII) to ACC Wadi Energy Conservation Award by Rajasthan Renewable Energy Corporation to ACC Lakheri 13
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Building Testimonials
Many of the countrys iconic structures that symbolize Indias progress have used ACC cement. Thus ACC participates, in a small but meaningful way, in the process of Nation Building through the supply of cement and concrete to mega structures that are proud testaments standing the test of time. From the legendary Bhakra Nangal dam and Mumbais Marine Drive to new age marvels such as the Delhi Metro, Bengaluru International Airport and others that reflect contemporary engineering excellence of ACC cement and Ready Mixed Concrete. We are even more proud of the simple residential and commercial structures built to accommodate everyday utilities in our smaller towns and rural areas including small but precious dream homes built with our cement to house Indias common man. We add to this list every day. It is this segment where ACC competes and wins over other brands.
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PASSION
Dedication and commitment - we care about everything we do. We care about our people, their safety and their development. We care about our customers and their success. We care about our world, in particular the communities we live and work in. We take pride in performing well and recognize and celebrate success.
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Sustainable Development
We believe in the Triple Bottom Line approach. Measuring our progress against this framework means balancing the pursuit of our economic prosperity together with maximising our contribution to the wellbeing and preservation of the planet and its people. Our basic objectives are conservation of mineral and energy resources, stricter environment management and promoting greener technologies. We have specific plans to reduce CO2 emissions through means such as upgrading our pollution control technology, usage of alternative fuels and raw materials and increasing the absorption of materials like fly ash and slag which reduce the clinker factor. Wind energy farms demonstrate our resolve to advance the use of renewable energy.
Accepting the interdependence of all sections of society, our key consideration is focused on the community around our cement plants. We engage with these people through our own personnel and with advisory panels comprising representatives from the community with a view to improve the quality of their daily lives and to encourage opportunities that build skills and generate livelihoods. Our Public Private Partnerships to upgrade Government run Industrial Training Institutes (ITI) continue to be a thrust area with the objective of improving the quality of training leading to better employability of the ITI trainees.
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BOARD OF DIRECTORS
(As on February 4, 2010) Mr N S Sekhsaria Chairman Mr Paul Hugentobler Deputy Chairman Mr Sumit Banerjee Managing Director Mr S M Palia Mr Naresh Chandra Mr Markus Akermann Mr M L Narula Mr D K Mehrotra Mr R A Shah Mr Shailesh Haribhakti Mr Kuldip Kaura
MANAGING COMMITTEE
Mr Sumit Banerjee Mr Ramit Budhraja Mr Rajiv Prasad Mr Vivek Chawla Mr T N Tiwari Mr Sunil Nayak Mr J DattaGupta Mr Anand Shukla Mr Ravinder Mohan Mr Shakti Arora
CONTENTS
Introductory Profile........................... 1-16 Performance Highlights .............. 10-12 Notice ............................................17-20 .........21-31 Directors Report and MDA Corporate Governance
Annexures to Directors Report... 32-38 ............ 39-63 Financial Analysis/Highlights....... 64-70 Auditors Report .........................71-73 Balance Sheet .....................................74 Profit and Loss Account .........................75 Cash Flow Statement ......................76 Schedules 1 to 18 ..........................................77-105 Balance Sheet Abstract and Companys General Business Profile ............................106 Statement under Section 212 ....................................107 Consolidated Financial Statements ...........................108-136 Accounts Subsidiary Companies ACC Concrete Limited ................137-152 ACC Mineral Resources Limited ...................................153-162
COMPANY SECRETARY
Mr Burjor D Nariman
AUDITOR
S R Batliboi & Associates
COST AUDITOR
N I Mehta & Company
AUDIT COMMITTEE
Mr Shailesh Haribhakti, Chairman Mr S M Palia Mr Naresh Chandra Mr Paul Hugentobler
BANKERS
State Bank of India Bank of Baroda Bank of India Central Bank of India Canara Bank State Bank of Hyderabad State Bank of Bikaner & Jaipur Standard Chartered Bank Bank of America Citibank, N.A. The Hongkong & Shanghai Banking Corporation Limited Industrial Development Bank of India Ltd HDFC Bank Limited ICICI Bank Limited
SHAREHOLDERS/INVESTORS GRIEVANCE COMMITTEE

Mr Paul Hugentobler, Chairman Mr M L Narula Mr Sumit Banerjee
Bulk Cement Corporation (India) Limited .......................163-173
Lucky Minmat Limited ...............174-187 National Limestone Company Private Limited ..........188-199
COMPENSATION COMMITTEE
Mr N S Sekhsaria, Chairman Mr Paul Hugentobler Mr Shailesh Haribhakti
COMPLIANCE COMMITTEE
Mr R A Shah, Chairman Mr Naresh Chandra Mr Shailesh Haribhakti Mr Paul Hugentobler Mr Sumit Banerjee
REGISTERED OFFICE
Cement House 121 Maharshi Karve Road Mumbai 400 020 Website: www.acclimited.com
ANNUAL GENERAL MEETING On Thursday, April 8, 2010 at 3.00 p.m. at Birla Matushri Sabhagar 19, Sir Vithaldas Thackersey Marg Mumbai 400 020
Members are requested to kindly bring their copies of the Annual Report to the Meeting.
NOTICE
VENTY-FOU SEVENTY-FOUR HAT NOTICE HEREBY EREB NOTICE IS HEREBY GIVEN THAT TH E SEVENTY-FOURTH ANN AC LIMITED ERAL GENER MEETI ANN UAL GENERAL MEETI NG OF ACC LIMITED will be held at Birla Matushri Sabhagar, 19, Sir Vithaldas Thackersey Marg, Mumbai 400020 on Thursday, April 8, 2010 at 3.00 p.m. to transact the following business:DINAR ORDINARY BUSIN ORDINARY BUSIN ESS 1. To receive and adopt the Audited Profit and Loss Account for the financial year ended December 31, 2009, the Balance Sheet as at that date and the Report of the Directors and Auditors thereon. 2. To declare a dividend. 3. To appoint a Director in place of Mr. S. M. Palia, who retires by rotation and is eligible for reappointment. 4. To appoint a Director in place of Mr. Naresh Chandra, who retires by rotation and is eligible for reappointment. 5. To appoint a Director in place of Mr. Shailesh Haribhakti, who retires by rotation and is eligible for reappointment. 6. To appoint Messrs. S R Batliboi & Associates, Chartered Accountants, as Auditors of the Company on such remuneration as agreed upon by the Board of Directors and the Auditors, in addition to reimbursement of service tax and all out of pocket expenses incurred in connection with the audit of the Accounts of the Company for the year ending December 31, 2010. SPECIAL BUSIN SPECIAL BUSIN ESS 7. To appoint a Director in place of Mr. Kuldip Kaura who was appointed a Director of the Company with effect from October 28, 2009 in the casual vacancy on the Board caused by the resignation of Ms. Shikha Sharma and who holds office up to the date of the forthcoming Annual General Meeting of the Company under Section 262 of the Companies Act, 1956, but who is eligible for appointment and in respect of whom the Company has received a notice in writing under the provisions of Section 257 of the Companies Act, 1956 from a Member proposing his candidature for the office of Director.
8. To consider and, if thought fit, to pass with or without modification, the following Resolution as a Special Resolution:RESOLVED THAT in accordance with the provisions of Sections 198, 309(4) and all other applicable provisions, if any, of the Companies Act, 1956 or any statutory modification(s) or re-enactment thereof, the Articles of Association of the Company and subject to all applicable approval(s) as may be required, the consent of the Company be and is hereby accorded to the payment of commission for a period of five years commencing from 1st January 2010, to the Non-Executive Directors of the Company as may be decided by the Board from time to time provided that the total commission payable to the Non-Executive Directors per annum shall not exceed one percent of the net profits of the Company for that year as computed in the manner referred to under Section 198(1) of the Companies Act, 1956, with authority to the Board to determine the manner and proportion in which the amount be distributed among the Non-Executive Directors. Notes: a. 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. b. The Register of Members and Share Transfer Books of the Company shall remain closed from March 26, 2010 to April 8, 2010, both days inclusive. c. The Dividend, after declaration, will be paid to those Members of the Company whose names stand on the Register of Members on April 8, 2010. The dividend in respect of shares held in dematerialized form in the Depository System, will be paid to the beneficial owners of shares as on March 25, 2010, as per the list provided by the Depositories for this purpose. The dividend will be payable on and from April 13, 2010.
d. The Securities and Exchange Board of India (SEBI) has made it mandatory for all companies to use
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the bank account details furnished by the depositories for depositing dividends. As per the recent RBI guidelines, effective from September 30, 2009, ECS credit will be moved completely on to the National Electronic Clearance System (NECS) platform, through the core banking system. Accordingly, dividend will be credited to the Members bank account through NECS, wherever complete core banking details are available with the Company. In the event, any branch of a bank has not migrated to the core banking system, or where the core banking account number is not furnished by the Members to its Depository Participant wherever shares are held in electronic form or to the Company in case of physical shareholding, the Company will print the details available in its records on the dividend warrants to be issued to the Members. The Company is in compliance with SEBIs directive in this regard. e. During the current financial year 2010, the Company will be required to transfer to the Investor Education & Protection Fund, the unpaid/unclaimed dividend for the year ended March 31, 2003. Those Members who have not encashed their warrants are requested to immediately return the outdated
warrants to the Company or to write to the Company in the matter to enable the Company to issue demand drafts in lieu thereof. f. The relative Explanatory Statement pursuant to Section 173 of the Companies Act, 1956, in respect of the business under Items 7 & 8 as set out above, is annexed hereto.
g. As per the provisions of the Companies Act, 1956, facility for making nominations is available to Members in respect of the shares held by them. Nomination forms can be obtained from the Share Department of the Company. By Order of the Board of Directors, For ACC Limited B. D. Nariman Company Secretary & Head Compliance Mumbai, February 4, 2010 Registered Office: Cement House, 121, Maharshi Karve Road, Mumbai 400 020
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EXPLANATORY STATEMENT
The following Explanatory Statement, as required by Section 173 of the Companies Act, 1956, sets out all material facts relating to the business under Items 7 & 8 mentioned in the accompanying Notice dated February 4, 2010. 2. Item No 7: The Board of Directors has appointed Mr. Kuldip Kaura as a Director of the Company with effect from October 28, 2009, in the casual vacancy caused by the resignation of Ms. Shikha Sharma. Mr. Kuldip Kaura holds a degree in Mechanical Engineering, BE (Hons.) from Birla Institute of Technology & Science, Pilani, and had also attended various Executive Education Programmes at London Business School and Swedish Institute of Management, Stockholm. Mr. Kaura has rich experience in leading businesses and companies in diverse sectors such as power, natural resources, metals, mining etc. and has a deep understanding of Corporate Governance, Brand Building and Sustainable Development in India, U.K. and U.S. regulatory environment. He is presently Advisor with Vedanta Resources Plc. Under Section 262 of the Companies Act, 1956, Mr. Kuldip Kaura holds office as Director till the date up to which Ms. Shikha Sharma, in whose place he has been appointed would have otherwise held office viz. till the date of the forthcoming Annual General Meeting of the Company. In view of Mr. Kuldip Kauras qualifications, his expertise and valuable experience, his appointment on the Board is in the interests of the Company. A Notice under Section 257 of the Companies Act, 1956, has been received from a Member signifying his intention to propose the appointment of Mr. Kuldip Kaura as Director of the Company. The Board commends the above appointment and the relevant Resolution at Item 7 of the accompanying Notice. Mr. Kuldip Kaura is interested in the Resolution set out at Item 7 of the accompanying Notice, since it relates to his appointment. 8: Item No 8 Pursuant to the provisions of Section 309(4) of the Companies Act, 1956, the Members of the Company at the Seventieth Annual General Mumbai, February 4, 2010 Registered Office: Cement House, 121, Maharshi Karve Road, Mumbai 400 020
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Meeting held on April 12, 2006, had approved the payment of commission to the Non-Executive Directors of the Company for a period of five years with effect from 1st January, 2006. As per Section 309(7) of the said Act, the approval of the Members for the payment of commission to the Non-Executive Directors is in force for a period of five years i.e. upto December 31, 2010. 9. Taking into consideration the current competitive business environment, stringent accounting standards and corporate governance norms which require considerably enhanced levels of decision making and vigilant corporate governance, thereby making the responsibilities of the Directors more onerous, it is proposed to continue the payment of commission to the Non-Executive Directors of the Company. The Board of Directors will determine each year, the specific amount to be paid as commission to the Non-Executive Directors which shall not exceed 1% of the net profits of the Company for that year, as computed in the manner referred to in Section 198(1) of the Companies Act, 1956. The Members are requested to approve the payment of commission to the Non-Executive Directors of the Company for a further period of five years with effect from January 1, 2011. The payment of commission would be in addition to the sitting fees payable for attending Board/ Committee Meetings. All the Non-Executive Directors of the Company are interested in the Resolution set out at Item No. 8 of the accompanying Notice since it relates to their respective remuneration. By Order of the Board of Directors, For ACC Limited B. D. Nariman Company Secretary & Head Compliance
3.
4.
10.
5.
6.
7.
8.
Annexure Annexure to Items 3 to 5 & 7 of the Notice General forthcoming orthc eappointmen appointmen tment reappointment at ectors Direc Details of Directors seeking appointment / reappointment at the forthcoming Annual General Meeting greemen Agreement) (in pursuance of Clause 49 of the Listing Agreement)
Name of the Direc ector Director Date of Birth Nationality Mr. S. Palia Mr. S. M. Palia April 25, 1938 Indian Mr. Naresh Chandra Mr. Naresh Chandra August 1, 1934 Indian 05.05.2004 Post Graduate in Mathematics from Allahabad University; Member - Indian Administrative Services Mr. Kuldip Kaur aura Mr. Mr. Shailesh Haribhakti Mr. Kuldip Kaura March 12, 1956 Indian 17.02.2006 FCA; FICWA April 5, 1947 Indian 28.10.2009 Bachelor of Engineering in Mechanical Engineering (Honours) from Birla Institute of Technology & Science, (Pilani); Continuous Executive Education including intervention at London Business School & Swedish Institute of Management, Stockholm and other reputable institutes NIL
Date of Appointment on 25.01.2002 Board Qualification B.Com.; L.L.B.; CAIIB; CIIB (London)
Shareholding in ACC
NIL
NIL Hindustan Motors Ltd.; Bajaj Auto Ltd.; Balrampur Chinni Mills Ltd.; Electrosteel Casting Ltd.; AVTEC Limited; Cairn India Ltd.; Gammon Infrastructure Projects Limited; Bajaj Finserv Limited; Bajaj Finance Holdings Limited; Ambuja Cements Limited; EROS International Media Ltd.; Linde Engineering India Pvt. Ltd.; Vis Legis Consult Pvt. Ltd.; G-4S Corporate Services (India) Pvt. Ltd.; Emerging Ventures India Pvt. Ltd.; Vedanta Resources, Plc (U.K.); International Crisis Group, Brussels (Belgium); Eros International Plc. (U.K.)
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List of Directorships held in Tata Steel Ltd.; other Companies Gruh Finance Ltd.; Saline Area Vitalisation Enterprises Ltd.; Tata Motors Ltd.; AI Champdany Industries Ltd.; The Bombay Dyeing & Mfg. Co. Ltd.
Pantaloon Retail (India) Sesa Goa Limited Ltd.; Future Capital Holdings Limited; Hexaware Technologies Limited; Akruti City Limited; Ambuja Cements Limited; Mahindra Lifespace Developers Limited; Blue Star Limited; The Dhanalakshmi Bank Limited; J K Paper Limited; Kotak Mahindra Trusteeship Services Limited; Hercules Hoists Limited; Everest Kanto Cylinder Limited; Raymond Limited; Morarjee Textiles Limited (Alternate Director); Fortune Financial Services (India) Ltd., (Alternate Director); BDO Consulting Private Limited; Advantage Moti India Private Limited; Quadrum Solutions Private Limited; J M Financial Asset Reconstruction Co. Private Limited; Milestone Ecofirst Advisory Services (India) Private Limited.
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DIRECTORS REPORT & MANAGEMENT DISCUSSION AND ANALYSIS
TO TH E MEMBERS OF ERS MEMBER LIMITED ACC LIMITED The Directors hereby present the Seventy Fourth Annual Report together with the audited accounts, for the year ended December 31, 2009. The Management Discussion and Analysis has also been incorporated into this report. PRE MBLE 1. PREAMBLE - 2009 The year 2009 would be marked as an important year for the Indian cement industry. When the year began, the Indian economy was in a recession amidst the global slowdown that was still prevailing. The cement industry then faced the prospects of a substantial cement capacity addition with no sign that demand would grow significantly. However, the forecasts were belied - demand was robust, capacity creation was delayed, cement plants achieved higher capacity utilization and market prices were favourable. With commodity prices including fuel remaining subdued, most cement manufacturers were able to record good financial performances in 2009. The cement industry posted a steady growth of about 10.3% during the year under review. Overall cement despatches in 2009 were approximately 195 million tonnes, up from 177 million tonnes in 2008. Growth was registered across all regions, led by rapid developments in infrastructure and a stable housing sector. The demand-supply scenario was generally at balance with high levels of capacity utilization in most of the regions. In 2009, capacity additions of the order of 26.88 million tonnes went on stream. There was some delay in the materialization of fresh capacity addition which helped ease the pressure on selling prices. The industrys cost profile improved on account of lower procurement prices of coal and other commodities.
All of the above conditions had a favourable collective impact on overall profitability. ACCs installed capacity rose to 26 million tonnes per annum at the close of the year as compared to 23 million tonnes at the end of 2008. The Company continued with its strict control over costs, while taking proactive measures to conserve cash resources which are reflected in the fact that the Company has negative net financial debt even after spending Rs. 1561 crores as capital expenditure. IGHLIGHT LIGHTS PERFORMANCE/EVENTS FORMANCE/EVENT 2. H IGHLIGHTS OF PERFORMANCE/EVENTS Total consolidated income for the year 2009 was Rs. 8,725 crore, an increase of 9% as compared to Rs. 7,974 crore in 2008. Consolidated profit before exceptional items and tax for the year 2009 was Rs. 2,251 crore against Rs. 1,582 crore in the 2008, an increase of 42%. Consolidated profit after tax for the year 2009 was Rs. 1,564 crore as against Rs. 1,100 crore in 2008, an increase of 42%. The expansion project of the Bargarh Plant was substantially completed during the year. The satellite grinding units which were set up as a part of Wadi expansion programme at Thondebhavi in Chikballapur District and Kudithini in Bellary District in Karnataka were also partly commissioned during the last quarter of 2009. There was substantial progress during the year under review in the companys on-going projects at Wadi and Chanda, which are slated for completion in the first half of 2010. Work was started on a project to set up a 2.5 MW wind energy farm in Maharashtra.
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3. FINANCIAL RESULTS ESUL NANCIAL RESU FINANC Consolidated Rs Crore 2009 Sale of products and services (net of excise duty) and other income ............................................................................. Profit after exceptional items and before tax ...................... Provision for Tax ................................................................................ Profit after Tax ................................................................................... Balance brought forward from previous year ....................... Profit available for appropriations ............................................ Appropriations : Interim Dividend ............................................................................... Proposed Dividend ........................................................................... Dividend Distribution Tax ............................................................. General Reserve ................................................................................. Debenture Redemption Reserve ................................................. Previous Year Dividend ................................................................... Amortisation Reserves .................................................................... Balance carried forward to the next years account .......... DIVIDEN DEND 4. DIVIDEND In August 2009, your Company had paid an interim dividend of Rs. 10 per equity share, involving an outgo (including the dividend distribution tax) of Rs. 219.60 crore. Your Directors are now pleased to recommend a final dividend of Rs. 13 per equity share of Rs. 10 each. The total dividend for the year 2009 would accordingly be Rs. 23 per equity share as against Rs. 20 per equity share for the year ended December 31, 2008. The total dividend outgo for the current fiscal would amount to Rs. 505.14 crore, including dividend distribution tax of Rs. 73.38 crore, as against Rs. 439.12 crore, including dividend distribution tax of Rs. 63.79 crore in the previous year.
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Standalone Rs Crore 2008 2009 2008
8725.41 2250.70 (686.79) 1563.91 2357.25 3921.16 187.70 244.06 73.38 350.00 25.00 0.65 3040.37
7974.28 1624.82 (525.17) 1099.65 2057.37 3157.02 187.65 187.68 63.79 350.00 10.00 0.02 0.63 2357.25
8268.31 2294.39 (687.66) 1606.73 2477.91 4084.64 187.70 244.06 73.38 350.00 25.00 0.65 3203.85
7571.58 1736.60 (523.81) 1212.79 2064.89 3277.68 187.65 187.68 63.79 350.00 10.00 0.02 0.63 2477.91
ECONO ONOMIC SCENAR AND OUT ENARIO 5. ECONOMIC SCENARIO AND OUTLO OK After the global financial slowdown witnessed in 2008, culminating in the expensive bailout for banks and insurance companies notably in USA, there has been a perceptible improvement in the outlook for the global economy. The expansion of output in emerging market economies, particularly Asia, was the principal driver of this development. Trade is recovering and financial market conditions are improving. Notwithstanding the confidence exuded by the financial sector, there are concerns that the recovery may as yet be fragile, as the economies of developed countries, particularly USA, continue to lag with high unemployment, low consumer spending and depressed housing markets.
The Indian economy fared better than most developed economies, although its growth was a bit muted. The performance of the industrial sector has markedly improved. Funding constraints eased with ample liquidity and a benign interest regime prevailed during a major part of the year. Capital inflows revived as India became a preferred destination for both portfolio and direct investment. The country is now exhibiting signs of resurgence, despite contraction in exports and a subnormal monsoon in 2009. Government expects the GDP growth to be around 7% in the Financial Year 20092010, which is an improvement over the forecast of 6 - 6.5 % growth made in the beginning of the fiscal year. However, there are still areas that cause concern. Agricultural output may decline as a result of the weak monsoon and inflationary pressures, particularly of food prices, could hamper growth prospects for 2010. Bank credit growth continues to be sluggish. Government fiscal deficit is expected to reach record levels. Nevertheless, the overall economic outlook is generally favourable, though mixed, with some concern of an escalating inflationary pressure. AND OPPOR ORT ITI INDUST OUT 6. CEMENT INDUSTRY OUTLOOK AND OPPORTUNITIES In 2010, we expect additional capacity of about 70 million tonnes to materialize, more than half of which is coming up in South West India. Despite a growing demand for cement, these capacity additions may create surpluses in some parts of the country. The prices of major inputs for cement viz. coal, slag, gypsum, fly ash and petroleum products have started rising, and are likely to harden in 2010 pushing up manufacturing and distribution costs. The availability of the aforesaid raw materials also continues to pose challenges. Supply of railway wagons is likely to worsen during the course of the current year affecting cement despatches to some markets.
Governments continued thrust on infrastructure and its stimulus packages to boost rural and other sectors are likely to accelerate construction activity. It is, therefore, expected that the demand for cement will grow steadily in the next few years. The demand from the individual house builder segment is also likely to remain strong. Consequently, we expect the cement industry to maintain a steady growth impetus of 9 to 10% in 2010 and in the near future. BUSIN PERFORMANCE AT GLANCE FORMANC 7. CEMENT BUSIN ESS PERFORMANCE AT A GLANCE
2009 Production-million tonnes Sales volume-million tonnes* Sales value Rs crore EBITDA % 21.37 21.52 8027.19 32.3% 2008 Change % 20.83 21.01 7282.87 25.5% 2.6 2.4 10.2
* includes sale to ACC Concrete Limited and trading sales
BUI LDING 8. Y E AR OF BU I LDI NG APAB LITI ABI CAPABI LITI ES
ORG NI ZA OR G A N I Z AT IONAL
Duirng the year under review, the Company focussed its attention on building organizational capabilities. Several initiatives were taken to keep costs under check and improve productivity thereby enhancing cost competitiveness to help combat intense competition emerging in the marketplace. The Company aggressively pursued the utilization of alternative fuels. It leveraged on its surplus captive generation capability and maximized the sale of surplus power. Steps were taken to usher in sales and marketing excellence, besides strengthening the dealer network. The Company adopted and assimilated a series of best practices from Holcim that would prepare it to meet the demands of growth and competition. Your Company maximized cash generation by reducing its working capital build-up and by spending its capex budget judiciously.
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9. ENERGY RESOURC ES ESOUR ERG RESOU ENER ower aptive Pow Plants Captive Power Plants Steam based Captive Power Plants (CPP) play a vital role in improving our cost competitiveness and providing quality power to our plants. In 2009, gross generation of power by our CPPs was 1733 million kwh which was 14% higher than the gross generation of 1517 million kwh in 2008. This helped increase the share of power from CPPs in total power consumption for cement production, from 64% in 2008 to 70% in 2009. The sale of surplus power from CPP after meeting the requirements of cement plants increased three times, from 32 million kwh in 2008 to 113 million kwh in 2009. During the year under review, the Company commissioned one 15 MW CPP as a part of Bargarh plant expansion. Additional captive power generating capacity of 50 MW in Wadi, 15 MW in Bargarh and 25 MW in Chanda is scheduled to be commissioned and stabilized in 2010. With this increased captive generation, we expect our dependence on grid power to go down further. ower Pow Wind Power The wind farms in Tamil Nadu and Rajasthan performed well and generated 39 million Kwh of power in 2009 against 27 million Kwh in 2008. The Company is setting up a 2.5 MW wind farm in Maharashtra at a cost of about Rs. 13 crore which is slated to be commissioned during March 2010. ashery Coal Washery The Company installed and commissioned a coal washery in Jamul in September 2009 to address deterioration in the quality of indigenous coal. The plant has since stabilized and washed coal obtained from this plant has shown a favourable impact on the quality and cost of clinker. Encouraged by these results, the Company is commissioning a coal washery in the Bargarh plant in 2010.
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10. ALTERNATIVE FU ELS & RAW MATERIALS FU ELS NAT ALTERNA IALS RA MA ERIAL The Company registered a substantial increase in the usage of Alternative Fuels and Raw Materials (AFR) through the co-processing route. The major focus was on industrial wastes this year in addition to strengthening the on-going initiatives on commodities and agro-wastes. This enabled the AFR Business to record savings of Rs. 40.8 crores during the year as against Rs. 22.8 crores in 2008, marking an increase of 79%. The AFR business increased its portfolio and has successfully co-processed 27 different types of industrial waste streams at our plants. The clientele of our Waste Management Services was widened and agreements in this regard were signed with renowned companies from chemical, FMCG, footwear, pharmaceuticals, food and beverages sectors. XPANSION NE PRO ECTS EXP ODERN MODER ISA 11. MODERN ISATION / EXPANSION / NEW PROJ ECTS A major part of the Bargarh expansion project was completed and the Vertical Roller Mill and Captive Power Plant were commissioned during 2009. The next phase of the plant is expected to be commissioned during the first quarter of 2010, after which the cement grinding capacity of Bargarh will stand enhanced to 2.1 million tonnes. The first phase of the programme to increase the cement grinding capacity by 3 million tonnes per annum of capacity in Karnataka was completed with the launch of two new satellite grinding units. These are the Thondebhavi grinding plant in Chikballapur District near Bangalore with a capacity of 1.6 million tonnes per annum and the Kudithini grinding plant in Bellary District with a capacity of 1.1 million tonnes per annum. The remaining phase of the New Wadi Expansion Project for creation of additional clinkering capacity in Karnataka, including additional captive power plants of 2 x 25 MW capacity, are expected to be completed by mid 2010.
The new clinkering line at Chanda in Maharashtra and a new 25 MW captive power plant, being built at a cost of around Rs. 1450 crores is expected to be completed by the third quarter of 2010 and this will increase the cement grinding capacity by 3 MTPA. The total installed capacity of ACC stood at 26 million tonnes as on January 1, 2010. After completion of the Chanda and the Wadi expansion projects, ACCs installed capacity would reach 30.5 MTPA by December 2010. ACQUISIT ISITIONS 12. ACQUISITIONS With a view to enhance its limestone reserves in Rajasthan, the Company acquired a 100% equity stake in National Limestone Company Private Limited (NLCPL) making it a wholly owned subsidiary of your Company. NLCPL has limestone leases and reserves in Sikar District in Rajasthan. Your Company also acquired 100% equity stake in Encore Cements & Additives Private Limited (ECAPL). Consequently, ECAPL has become a wholly owned subsidiary of your Company with effect from January 28, 2010. ECAPL has a slag grinding unit in Visakhapatnam, which will help ACC strengthen its market presence in coastal Andhra Pradesh. Your Company entered into an agreement with the promoters of Asian Concrete & Cement Private Ltd. (Asian Cement) to acquire a 45% equity stake in that company. This transaction would be concluded in the first quarter of 2010. Asian Cement has a 0.3 million tonne cement grinding plant in the Solan District of Himachal Pradesh, and is in the process of setting up an additional 1 million tonne grinding facility adjacent to the existing plant. VERSE SEA BUSIN 13. OVERSEAS BUSIN ESS The contract with Yanbu Cement Company, Saudi Arabia, for management and operation of its cement
plants crossed 30 years of successful operation and is valid until February 2011. The contract with Mugher Cement Enterprises, Ethiopia, an Ethiopian Government enterprise for providing project engineering and consultancy services for setting up a 3000 TPD greenfield clinkering line, along with a satellite grinding and packing plant, is progressing satisfactorily and is being renewed till December 2010. ESPONSI RESP SOC RP RA 14. C O R P O R AT E SO C IAL R ESP ONSI B I LITY NABLE SUSTAINAB DEVELOPMENT VELOP SUSTAINABLE DEVELOPMENT &
The Company released a web update for the year 2008 to its first Sustainable Development (SD) Report published in the preceding year. The year saw a continued thrust to deepen SD participation across different functions and plants of the organisation. As regards Corporate Social Responsibility (CSR), the Company continued to engage with the local community around its operations, with a view to consolidating its trust by encouraging active involvement of the community in various development and welfare schemes. Each of our plants has now formulated its own CSR policy and strategy based on site requirements, keeping in line with the corporate CSR policy and execution strategy. An important approach used in this regard was the creation of Community Advisory Panels, comprising groups of local residents, and the use of these panels to promote larger involvement of the local communities in the development of their respective villages. The panels play a major role in finalizing the execution strategy for community programmes at each plant location. Involving the local community in the execution of their own development process, in this manner, ensures its sustainability which in turn secures a common thread of trust from the community towards the Company.
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ACCs Public Private Partnership (PPP), for the upgradation of seven Government run Industrial Training Institutes (ITIs), continued to be a thrust area with the objective of improving the quality of training, leading to better employability of these ITI trainees. During the year 2009, various processes were set up to measure the performance of these ITIs and also capability building workshops were organized, with the objective of making the partnered ITIs into Centres of Excellence. The workshops were attended . by the principals of these ITIs, along with a coordinator from ACC, to help improve the course curriculum of these ITIs. OCCUP HEALT SAFETY (OH&S) 15. OCCUPATIONAL HEALTH & SAFETY (OH&S) Special emphasis was placed on Occupational Health and Safety. Many significant initiatives were undertaken during the year, to improve safety standards and to make the organization a safe place to work. A series of actions were defined to secure a sea change in the management of OH&S at an operational level through the OH&S Transformation Plan, which was developed by integrating actions from various sites. The objective was to institute actions that target all critical activities and to accelerate implementation of the OH&S standards related to such activities. In order to bring in significant improvement in managing the safety of contract workmen in our operations, a major initiative called Suraksha Bandhan was launched. The key areas of focus in this initiative are the implementation of advanced safety management standards and processes, improved contractor safety management capabilities, building skills of contractors supervisors and workmen and a zero tolerance for violations. The initiative is significant as it demonstrates ACCs commitment to its OH&S vision of No Harm anywhere to anyone associated with ACC.
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16. HUMAN RESOURC ES HU ESOUR RESOU In 2009, ACC launched several new programmes and strengthened existing Human Resource Processes that favourably impacted its employees, judging by the results of an annual survey of Employees. Employ Communica ommunication Enabling Employee Communication The Accelerate Portal for employees which was introduced in 2008 to a small group of employees was well received and found to facilitate employee communication across levels and locations on a wide variety of issues. Encouraged by this, the Company went on to launch the portal in Hindi with access provided to all employees through kiosks installed at all locations. In the next step, the portal will be simultaneously offered in major regional languages. This platform is also being deployed for employee self-service facilities. Stra alent Management (ST Strategic Talent Management (STM) A transparent and efficient system for managing talent has been conceptualized and is under implementation. The new Strategic Talent Management programme will help create a blueprint for development of talent in the organization by introducing effective measures to identify companywide talent, build adequate strength for future needs through succession planning for critical positions while creating a healthy balance between internal and external talent in the organization. Management initiativ for tives Special Change Management initiatives for Shop Associates Floor Associates During the year under review, ACC launched a number of transformation initiatives that involve shop floor associates and was directed at developing greater team working skills amongst them and overall manufacturing excellence. Ex Innov Innovate To Excel This is a special platform to encourage change and innovation at the workplace. Cross functional teams
across various plants, sales units and functional departments are encouraged to work on an innovative idea/project. The teams then compete at unit and regional levels and finally the winning teams participate in a competitive presentation of their project at the corporate level. Development Employ Learning Employee Learning and Development The Company continues to place great emphasis on enhancement of skills and capabilities of its employees and on imparting required training for meeting customers requirements. This includes internal and external training workshops, courses and seminars. The training process has been designed to suit the specific needs of the Company and also attain all round employee development and growth. Through the ACC Academy at Thane, ACC Cement Technology Institute at Jamul and the Sumant Moolgaonkar Technical Institute at Kymore, various training programmes were continued to be imparted to improve the skill sets of employees and enhance the technical talent pool of the Company. Employee Relations were cordial across all Plants and offices of ACC during the year. FINANC NANCE 17. FINANCE Your Company retained its AAA rating by CRISIL for its long-term non-convertible debenture and bank loan for working capital. In October 2009, your Company borrowed Rs. 300 crore through nonconvertible debentures having a five-year maturity at an all inclusive cost of 8.45% per annum. As on 31st December, 2009, the Companys debt equity ratio stood at a comfortable level of 0.09:1. APITAL SHARE CAPIT 18. SHARE CAPITAL During the year, the Company allotted 58,473 equity shares of the face value of Rs. 10/- each, consequent to the exercising of Stock Options by its employees.
Details of the Employees Stock Option Scheme, as required under the SEBI guidelines, are set out in Annexure C to the Directors Report. OSITS DEPOSIT 19. FIXED DEPOSITS Your Company had discontinued its fixed deposit schemes in the financial year 2001-2002, and as on December 31, 2009, the total amount of fixed deposits matured and remaining unclaimed was Rs. 17.53 lakhs. ANI SUBSIDIARY COMPAN BSIDIAR FORMANC PERFORMANCE 20. PERFORMANCE OF SUBSIDIARY COMPANI ES Concr oncrete 20.1 ACC Concrete Limited Ready Mixed Concrete (RMX) business remains a strategically important channel for cement, which the Company will continue to strengthen. In 2009, this wholly owned subsidiary company, managed the challenges of a slowdown in the RMX market which was due to reduced demand from the real-estate sector in the main metros and cities, where most of the Companys RMX plants are located. During this period, the Company focused on consolidation of its existing facilities, by seeking to grow volumes from the existing capacity as well as from dedicated on-site project solutions. The numbers of available operating plants increased to 44, from 38 in 2008, as committed capital projects were completed and dedicated site, plants and collaboration opportunities were realised. Sales volumes in 2009 grew by 6.5% with turnover decreasing marginally to Rs. 513 crore from Rs. 515 crore, due to market pressure on selling prices. Raw material unit prices also increased in 2009, but these were more than compensated by better mixed design optimisation resulting in an overall reduction in the specific raw material costs.
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EBITDA losses of this business were considerably reduced by 65%, from Rs. 74 crore to Rs. 26 crore, through systematic management of overhead costs and productivity. ACC Concrete Limited is well placed to grow and add value to the group, going forward as the market regains momentum, as a result of Governments infrastructure programme and renewed confidence in the real estate sector. ement orpora Cemen Corpor 20.2 Bulk Cement Corporation (India) Limited (BCC (BCC I) ACC holds 94.65% of the equity of this Company. BCCI handled 8.15 lakh tonnes of bulk cement during the year, as compared to 7.60 lakh tonnes in the previous year. The loss for the year 2009, increased to Rs 1.08 crore from Rs 0.53 Crore in the previous year, mainly due to a reduction in railway freight rebate. Lucky Minmat 20.3 Lucky Minmat Limited This wholly owned subsidiary company was fully operational during the year 2009 and the total limestone production for the year was 1.10 lakh tonnes. The company has incurred a loss of Rs. 15.43 lakh for the year 2009, as compared to a loss of Rs. 22.23 lakh for the previous year. ational Compan Priva ompany 20.4 N a tional Limestone C ompan y Priv a t e Limited This wholly owned subsidiary company was acquired in April 2009. The company has incurred a loss of Rs. 6 lakh for the year. The operations are to commence in 2010. Mineral Resour esources (AMR MRL) 20.5 ACC Mineral Resources Limited (AMRL) Formerly known as The Cement Marketing Company of India Limited, ACC Mineral Resources Limited (AMRL) is a wholly owned subsidiary that now serves as a special
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purpose vehicle for our coal ventures. AMRL has signed agreements with Madhya Pradesh State Mining Corporation Limited for the development of four coal blocks through four associate companies. which have since been incorporated. Audited Statemen tements accoun ounts 20.6 Audited Statements of accounts of the ys ompany Companys subsidiaries As required under Section 212 of the Companies Act 1956, the audited statements of accounts, along with the report of the Board of Directors relating to the Companys subsidiaries viz. ACC Concrete Limited, Bulk Cement Corporation (India) Limited, Lucky Minmat Limited, National Limestone Company Private Limited and ACC Mineral Resources Limited, together with the respective Auditors Reports thereon for the year ended December 31, 2009 are annexed. DIRECTOR ORS 21. DIR ECTORS Dr. Nirmalya Kumar, who was appointed on the Board of Directors with effect from January 24, 2006, resigned as Director with effect from January 9, 2009. The Board has placed on record its warm appreciation of the valuable services rendered by Dr. Nirmalya Kumar during his tenure as Director of the Company. Ms. Shikha Sharma, who was appointed on the Board of Directors with effect from December 13, 2006, resigned as Director with effect from May 29, 2009, consequent upon her appointment as Managing Director & CEO of Axis Bank. The Board has placed on record its warm appreciation of the valuable services rendered by Ms. Shikha Sharma, during her tenure as Director of the Company. Mr. Onne van der Weijde, who was appointed on the Board of Directors with effect from January 9, 2009, resigned as Director with effect from October 24, 2009. The Board has placed on record its warm appreciation of the valuable services rendered by
Mr. Onne van der Weijde during his tenure as Director of the Company. Mr. Kuldip Kaura has been appointed as an Independent Director in the casual vacancy caused by the resignation of Ms. Shikha Sharma, with effect from October 28, 2009. He holds office upto the date of the ensuing Annual General Meeting of the Company. Accordingly, his appointment as a Director has been included in the Notice convening the Annual General Meeting. In accordance with the provisions of the Companies Act, 1956, and in terms of the Memorandum and Articles of Association of the Company, Mr. S. M. Palia, Mr. Naresh Chandra and Mr. Shailesh Haribhakti retire by rotation and are eligible for reappointment. TE RNAL CONT ONTR SY MS IR 22. I N T E R NAL C ONT R OL S Y S T E M S AN D T H E I R ADEQUA ADEQUACY The Internal Audit Department functions independently, monitors and evaluates the efficacy and adequacy of internal control systems in the Company, and their compliance with operating systems, accounting procedures and policies at all the Companys locations, including its subsidiaries. Every quarter, the Audit Committee of the Board is presented with the audit findings and connected issues, if any, together with an implementation tracker which highlights management action taken on past audit issues. Your Company has also implemented a wellstructured Internal Control System (ICS) and the internal and external audit periodically tests all the defined controls to ensure full compliance. BUSIN RISK MANA ANAGEMENT 23. BUSIN ESS RISK MANAGEMENT Your Company has implemented a Business Risk Management (BRM) process that systematically identifies risks and opportunities. The BRM process supports the Managing Committee in strategic decision making. The process is robust and is a
rolling exercise, with a consistent annual review at the regional level and at the corporate level, to examine and evaluate risks and opportunities. A detailed mind mapping of the risks is carried out, so as to identify the root cause of the particular risk, to enable the Management to take effective steps to address / mitigate such risks. The risks are plotted on a likelihood matrix and then integrated into the annual business plans as well as the audit plan of the Company, as relevant. The following is an analysis of the Companys key business risks and mitigation plans: Risks Fuels Risks Your Company is a major consumer of coal for producing cement at various locations. The release of coal and allocation of quantities of coal, are entirely dependent upon the demand from all sectors and is in control of the Government of India. To ensure the timely availability of coal, your Company has taken steps to acquire coal blocks, to enter into medium term firm contracts and also to the possibility of using alternate fuels in place of coal. Projec Risks ojects Projects Risks Your Company is executing large CAPEX projects to set up new cement manufacturing facilities, where the Company is exposed to risks of timely completion and cost competitiveness. ACC has initiated semi-turnkey projects approach to reduce the time and costs for completion of large projects and has also restructured the project organisation. Risks Compliance Risks Your Company is exposed to significant risks due to non-compliance with various statutes and regulations including Competition Act. The Company is mitigating these risks through regular reviews of legal compliance, through internal as well as external compliance audits and training to relevant employees. The Company has set up the
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processes to mitigate the environmental compliance risks such as investments in pollution abatement equipment, monitoring of ambient air quality, and construction of environmental labs. People risks risks Retaining the existing talent pool and attracting new manpower are major risks in this respect. The Company has initiated various measures such as rollout of strategic talent management system and integration of learning activities in order to retain talent. The above key risks, along with all other risks and their mitigation plans as well as opportunities assessed by the Management, are built into the rolling business plans of the Company. AWARDS 24. AWARDS The Council for Fair Business Practices (CFBP) conferred on ACC Limited, the 2008 Jamnalal Bajaj Award for Fair Business Practices in the category, Large Manufacturing Enterprises. The citation states that the award is an acknowledgement of ACCs commitment towards customer satisfaction and communication, employee motivation, environment protection, CSR, legal compliance and its business practices that ensure sustainable development and promote social equity. Your Directors have pleasure in informing that the Companys Annual Report and Accounts for the year 2008 has been adjudged winner of the Gold Shield in the category, Manufacturing and Trading Enterprises by The Institute of Chartered Accountants of India. Winning this coveted award is a testament to your Companys prudent accounting practices, quality of financial statements and the transparency and fair disclosure of information to all stakeholders. 25. ENHANCI NG SHAREHOLDER VALU E ENHANC HANCI SHAREHOLDER ALU The Companys strategic vision statement accords
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a very singular position to value creation. The Companys operations are guided and aligned towards maximizing shareholder value. New projects for capacity expansion and cost reduction exercises are continuously taken up to achieve growth in sales and improvement in profitability. ORS ESPONSI DIRECTOR RESPONSIB LITI 26. DIR ECTORS RESPONSIB I LITI ES To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 217(2AA) of the Companies Act, 1956: a) that in the preparation of the annual accounts for the year ended December 31, 2009, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any, b) that such accounting policies as mentioned in Note 1 of the Notes to the Accounts have been selected and applied consistently, and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on December 31, 2009, and of the profit of the Company for the year ended on that date, c) 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, d) the annual accounts have been prepared on a going concern basis. AU AC OUNT NTS 27. AU DIT & ACCOUNTS The Companys Auditors M/s S R Batliboi & Associates, Chartered Accountants, who retire at the ensuing Annual General Meeting are eligible for reappointment. They have confirmed their eligibility
under Sec. 224 of the Companies Act, 1956 for reappointment as auditors of the Company. As per the requirement of the Central Government and pursuant to Sec 233B of the Companies Act, 1956, your Company carries out an audit of cost records relating to cement every year. Subject to the approval of the Central Government, the Company has appointed M/s N I Mehta & Co. to audit the cost accounts for the financial year 2009. REVIE 28. PEER REVIEW During the year, the Company received a letter from Securities and Exchange Board of India (SEBI), informing that a peer review would be undertaken in respect of the Limited Review undertaken by the Statutory Auditors for the third quarter of the financial year 2009 and the Audited Statement of Accounts for the year ended December 31, 2008. Pursuant thereto, BSR & Co., Chartered Accountants conducted the aforesaid peer review. COR ORA GOVERNANCE ORP VERNANC 29. CORPORATE GOVERNANCE As per Clause 49 of the Listing Agreement with the Stock Exchanges, a separate section on corporate governance practices followed by the Company, together with a certificate from the Companys Auditors confirming compliance, is set out in the Annexure forming part of this report. CONSOLI ONSOLID FINANC NANCIAL ST EMENTS 30. CONSOLIDATED FINANCIAL STATEMENTS The Consolidated Financial Statements prepared in accordance with Accounting Standard AS21 Consolidated Financial Statements of the Group form part of this report. The net worth of the Group as on December 31, 2009 is Rs. 5868.97 crore as against Rs. 4823.12 crore, as at the end of the previous year. ERG ENER ECH NOLO FOREIGN EX 31. ENERGY, TECH NOLOGY & FOREIGN EXC HANGE The particulars of conservation of energy, technology absorption and foreign exchange earnings and outgo in accordance with the provisions of Sec 217(1)(e) of the Companies Act, 1956, read with the Companies
(Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988, are given in Annexure A to the Directors Report. EMPLO LARS ART PAR ICULAR 32. PARTICULARS OF EMPLOYEES Information in accordance with the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules 1975 as amended, regarding employees is given in Annexure B to the Directors Report. ACKNOWLEDGEMENT 33. AC KNOWLEDGEMENT Your Directors would like to acknowledge and place on record their sincere appreciation of all stakeholders shareholders, banks, dealers, vendors and other business partners for the excellent support received from them during the year. Your Directors recognize and appreciate the efforts and hard work of all the employees of the Company and their continued contribution to its progress. CA IONARY ST 34. CAUTIONARY STATEMENT Statements in the Directors Report and the Management Discussion & Analysis describing the Companys objectives, expectations or forecasts may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may differ materially from those expressed in the statement. Important factors that could influence the Companys operations include global and domestic demand and supply conditions affecting selling prices of finished goods, input availability and prices, changes in government regulations, tax laws, economic developments within the country and other factors such as litigation and industrial relations. For and on behalf of the Board, N S Sekhsaria Chairman Mumbai, February 4, 2010
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ANNEXURE A TO DIRECTORS REPORT (Para 31)

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. A: ONSERV ENER ERG CONSERVATION OF EN ERGY
(a) Energ y conservation and efficiency improvement measures were undertaken in various areas of the cement plants: Energ conser onserv efficiency impro ement measures wer undertak ere taken various areas cement plants: Optimisation of crusher resulting in operation of one crusher to cater to requirement of two raw mills, thereby stopping the other crusher at Kymore plant. Replacement of higher KW motors by optimum capacity energy efficient motors and commissioning of Variable Voltage Variable Frequency Drives (VVVFD) for various applications across ACC plants. Use Grid Rotor Resistance control for speed, thereby eliminating damper control of SEPEX FAN at Bargarh and Kymore plants. Replacement of raw mill main drive with high efficiency motor at Gagal plant. Installation of new screw compressor to replace multiple reciprocating compressors. Installation of microprocessor based multi-step automation control for various reciprocating compressors to optimise the operating pressure within narrow band at Gagal plant. Installation of automatic maximum demand controller with Time of Day settings to limit the peak demand to permissible limits at Bargarh plant. Conversion of pneumatic conveying to mechanical conveying for 6 cement mills at Jamul plant. ACC Cement House was renovated into a Green Building with many energy saving initiatives, which has reduced the air conditioning as well as lighting load. The project has been registered under the Leadership in Energy and Environmental Design (New Construction & Major renovation category) under Indian Green Building Council (IGBC), and will be Indias first renovated green building. Apart from being a Green Building Project, Cement House Mumbai has been also awarded highest rating of Five Star by Bureau of Energy Efficiency, Government of India. Various initiatives were taken at Thane complex to reduce electricity consumption, like installation of energy savers for air conditioners, regulations on operating time for the air conditioners etc. Energy Audit was conducted at Jamul, Gagal and Tikaria plants and compressed air audit was conducted for Lakheri, Wadi, Kymore and Bargarh plants. Capacitor banks were installed at Motor Control Centres (MCCs), Power Ccntrol Centres (PCC), and individual loads across all ACC plants to improve the power factor.
Green power Green power The Wind Farm installed at Rajasthan generated 14.04 million units of green energy during 2009 as compared to 3.78 million units generated during 2008. The Wind Farm installed at Tamilnadu generated 25.3 million units of green energy during 2009 as compared to 23.4 million units generated during 2008.
Alternativ tive Alternative fuels In 2009 the Alternative Fuels and Raw Materials business has recorded savings of Rs. 40.8 Crores as against Rs. 22.8 Crores in 2008. This was achieved by co-processing 77,800 tonnes of Industrial waste as compared to 12,900 tonnes in 2008. onserv energ Proposals implemented for further conser (b) Additional Proposals being implemented for fur ther conservation of energ y Installation of Programmable Logic Controller (PLC) system and closed circuiting of cement mill is in progress at Damodhar plant. At Gagal, Waste Heat Recovery Boiler is planned during 2010 to supplement the Grid Power. Installation of VVVFDs are planned for additional drives identified during 2009 across ACC plants.
32
Impact abov measures for reduc eduction energ consumption consequen impact onsequent cost produc oduction (c) Impact of the above measures for reduction of energ y consumption and consequent impact on cost of production The measures stated in points (a) and (b) above would further improve the thermal and electrical energy efficiency of the Plants. Year 2009 saw a reduction of 2.45% in Electrical Energy over 2008.
Form A ower Fuel Consumption Power and Fuel Consumption Current Year Lakh Units(Kwh)@ 1. Electricity a) b) Purchased Own Generation i) ii) Through DG Through Steam Turbine/Generator* 45 17721 723 43874 16.01 2.48 129 15437 1294 47627 10.00 3.09 5840 21971 3.76 6812 25868 3.80 Total Cost (Rs Lakhs) Rs. Per Unit Lakh Units(Kwh) Previous Year Total Cost (Rs Lakhs) Rs. Per Unit
Current Year Quantity (Lakh Tonnes) 2. Coal (for Kiln)** * Includes WTG generation ** Does not include other fuel/alternative fuels used in Kiln Above are at gross level Per Produc oduction Consumption Per Unit of Production @ Standard a) Electricity Kwh/T * Cement Wet Process Semidry / Dry process b) c) Furnace Oil KLtrs/T Cement Coal for Kiln K.cal/Kg of clinker Wet process Semidry / Dry process @ Source: Publication of Confederation of Indian Industries * Excludes non-process power consumption 1350 720-990 746 89-105 98-110 85 Current Year 22.44 Total Cost (Rs. Lakhs) 86430 Average Rate (Rs./Tonne) 3852 Quantity (Lakh Tonnes) 22.89
Previous Year Total Cost (Rs. Lakhs) 84628 Average Rate (Rs./Tonne) 3697
Previous Year
87 -
754
33
ECH NOLO ABSORP (B) TECH NOLOGY ABSORPTION esearch Development Research & Development 1. Compan ompany areas Specific areas in which R & D is carried out by the Company a) b) c) d) e) f) g) h) i) j) 2. Improving quality of blended cement through innovative process utilizing industrial by-products Conservation of resources through use of low-grade limestone for cement manufacture Development of application Oriented Cements with decreased Specific CO2 emissions Enhanced absorption of blending materials Process / product design improvements Development of new products or discovering new methods of analysis Productivity research for increased efficiency in use of resources Recycling of wastes and research for efficient use of scarce materials Characterization of Industrial wastes and looking into possibilities of environment friendly co-processing of wastes in cement manufacture leading to thermal substitution and conservation of natural resources Beneficiations of raw materials and fuels
derived result abov Benefits derived as result of above R & D a) b) c) d) e) Effective use of marginal quality raw materials and fuels with improved clinker quality Increased absorption of blending materials in blended cements Effective replacement of the costlier natural Gypsum by cheaper (by-product) Phospho gypsum without affecting the quality of cement Maintain a lead position in all the market clusters of the country Enhanced fuel efficiency
3.
uture action Future plan of action a) b) c) d) Exploratory research work on the above specific areas Focus on development of products aimed at enhancing use of cement in various applications Use of waste / by-products in cement manufacture as alternative materials Improve product quality particularly with respect to long term durability and reduction in its cost of manufacture Rs Lakhs 37 325 362 0.05% Rs Lakhs 5561 4217 For and on behalf of the Board N S Sekhsaria Chairman
4.
xpenditure Expenditure on R & D a. b. c. d. Capital Recurring (Gross) Total Total R&D expenditure as percentage of total turnover
5.
oreign Ex Earnings Foreign Exchange Earnings & Outgo Foreign exchange earned Foreign exchange used
Mumbai: February 4, 2010
34
ANNEXURE B TO DIRECTORS REPORT (Para 32)

Sr. No. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50 Name Designation & Nature of Duties Head Secretarial & Compliance Head Plant Operations Director - Wadi Plant Head-Renewable Energy Projects Head-Finplan, Bud,Mfg.Cst & Reprt Chief People Officer Director - Sindri Plant Director-Raw Materials & Mines Planning Head- Corporate Affairs-HP Director - Gagal Plant Director- Organization Management Head - Organization Planning Head-capex Procurement Head - OH&S Dir - Madukkarai Plant Company Secretary & Head Compliance Director - Chanda Plant Chief Executive-Northern Region Chief Knowledge Officer Head Plant Operations Equipment Pooling Head Director Plant - Chaibasa Head - Commercial Training Plant Head Director - Jamul Plant Head - Sec Services Director-Logistics South-West Chief Commercial Officer Director Sales - Northern Region Head- Wadi Project Director Finance & Controlling Head - Process Control - SW Head Powerhouse Head - Environment Mgmt Head Central Logistics Head Product Innovation & Development Procurment Coordinator-Opns. Director Lakheri Plant Head Plant Operations Head - Geological Support Director - Kolar Plant Head Plant Operations Director - Organisation Development Head - Operational Support Head Regional Audit Sales Head - Pune Director - Logistics and Mic B Head-product Innovation & Devp Head Plant Operations Chief People Officer Remuneration Gross Rs. 2,464,241 2,688,216 5,025,191 725,750 2,744,841 13,401,647 2,830,837 342,571 3,434,945 5,270,892 5,009,279 2,406,014 4,770,053 4,251,987 3,526,774 2,451,770 5,407,691 9,444,980 3,814,245 2,528,639 2,424,708 1,990,800 2,074,778 1,910,120 4,411,166 2,724,733 5,260,717 8,609,449 3,680,291 3,184,891 3,676,335 2,633,732 2,408,527 3,154,678 1,563,146 2,453,691 2,641,973 4,371,526 2,461,784 3,003,563 2,835,547 2,824,742 3,165,910 6,866,563 2,454,389 2,418,129 6,286,716 1,653,613 2,530,168 3,807,888 Qualifications Date of Commencement of Employment B.Com(Hons),CAIIB, ACS 21-May-2004 Diploma, BSc. 1-Jul-1982 BE, DME 18-Nov-1985 BTech, MBA BSc,CA 8-Aug-1970 15-Jan-1991 Total Experience (Years) 33 28 24 40 27 22 25 39 38 26 27 20 32 30 30 35 28 40 40 30 30 22 28 36 31 36 30 33 22 36 36 33 28 27 16 29 35 25 18 33 25 38 22 38 16 21 32 22 28 34 Age in Years 53 51 47 61 51 46 45 60 59 52 52 41 56 52 51 55 52 62 65 50 55 47 60 59 56 58 50 55 43 57 61 60 55 51 43 52 60 52 44 55 48 60 45 61 39 42 54 48 53 55 Last Employment Pfizer Ltd Nil Lohia Starlinger Pvt Ltd Nil Nuclear Power Corporation Sabmiller India Pvt. Ltd. Nil Nil Nil Lafarge India Nil Nil Aditya Birla Group Enmiin Engrs Nil The Wadia Group of Companies Navin Chemicals Indian Rayons Ltd United Nations International Labour Org. Nil Bhilai Steel Plant Ultratech Limited Jubily Automobiles Vikrant Sahyadri Dyestuff & Chemicals Ltd Nil Coromandel Fertilisers Ltd Nil Hindalco OCM Engineering Flender Macneill Gears Ltd Nil M/S Sirpur Paper Mills Ltd Voltas Ltd Nil Nil Regional Research Laboratory Lakshmi Cement CCI Charkhi Dadri Nil Nil Nil Voltas Ltd Nil Reliance Industry Ltd. Spartek Ceramics Holcim (Bangladesh) Ltd. Development Consultant Pvt. Ltd. NMDC Piaggio Ltd. Pune
A Anjeneyan* A G Singewar A K Saxena Abhay Kant Pathak* Achintya Pal Anand Shukla Anant Kumar Mahobe A N L Raja* Arun Mahajan Atul Khosla B Sherdiwala B Venugopal Rao Bharat Parekh Biprajit Chakravarty B. K. Shrikhande Burjor Nariman* Chander Shekhar Daljeet Singh Ghai* Dr. Rajen Mehrotra Dr. A K Saxena G N Pandey G P Tiwari* Gautam Ghosal* Inder M Sharma* J L Tiwari J N Dhondy J V B Sastry J. Datta Gupta Joydeep Mukherjee K R Balasubramaniam K Ravindran* K R Kulkarni K S Sharma K Narayana Rao Ketan Pandit* Kuldeep Verma* M V Sitaramaiah* M.K. Mishra Manoj Jindal M G Damle N Keshav Narinder Kumar Chibber Naushad Noorani Naveen Chadha Nilesh Likhite P M Phadnis P N Iyer P R Majumdar* P K Shrivastava Paramjit Pabby*
Master Degree in 2-Jan-2009 Social Work, PGDM, BIT Diploma (Others),MS 1-Mar-1984 BSc, MSc-Tech, 23-Dec-1970 BE, 1-Aug-1971 B.E, DBA 18-Jul-2007 B.Sc.,M.A.,M.Phil.,LLB 19-Mar-1984 BE/B Tech,Me / M Tech, 1-Jun-1991 Diploma (Others) B.E(Electronics) 10-Jul-2008 B Tech (Hons) Mining 4-Apr-2005 B Tech, 1-Jul-1980 Fellow Member of the 14-Dec-2009 Institute of Company Secretaries of India, B.Com. B.E, 13-Oct-1981 B.E, 1-Aug-1970 B.E(Elec & Mech.) 1-Aug-2007 MMS PGDIM PHD MSc,BSc,PHD BE /B Tech MSc (Chemistry) BSc Engg, BSc (Mech Engg) BE BA,LLB,LLM M Com B.Tech(IIT) BA,PGDBM, MIB BSc.Engg BCom, FCA, BSc. BE(Chem) BE /B Tech M.Tech BE, MMS BCom, MBA, MSc (Tech) 8-Dec-1980 1-Nov-1982 9-Jul-2009 6-Apr-1999 18-Dec-2003 19-May-1982 26-Mar-1973 24-Jun-1988 10-Aug-1976 21-Jun-2007 1-Dec-1993 1-Oct-1992 3-Jan-1977 12-Dec-1981 3-Dec-1993 26-Mar-2007 15-Dec-1980 6-Aug-1980
B.E Mechanical 10-Feb-1985 BE /B Tech 1-Mar-2006 Msc,Bsc 13-Sep-1976 Be /B Tech 27-Jul-1984 BSc (Physics) 1-feb-1971 B.Com/ MMS 1-Jul-2008 Bsc.engg, 3-Apr-1972 B.Com, ACA, Graduate 15-Oct-2008 CWA, CISA, DISA BSc, PGDMM, PGDIB 14-jun-1995 B.Com., Diploma in 2-Jan-2009 Rail Transport Management & PGDBA BE /B Tech 16-Jul-2009 Diploma in Mining Engineering B Com, PGDPM 16-Apr-1985 11-Feb-2005
35
Sr. No. 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91
Name
Designation & Nature Of Duties Head BCCI Equipment Reliability - Head Head Corporate Communications Chief Manager - Payroll Director - Bargarh Plant Thermal Proces Technology-Head Head Pricing & Mkt Intel Director-Chaibasa Plant Head Acct, Consol & Shared Serv Head Central Logistics Head Business Planning Director Sales - S.W. Region Chief Executive - North Region Head Legal Services Chief Executive - Eastern Region Chief Internal Auditor Head - CSR Chief Executive -S-W Rgn Director - Tikaria Plant Head - Capex Projects Mgmt. Head Treasury Plant Head Head Capex Controlling Head - Chanda Project Head Raw Mix & Prod Dev-hd Vice President - Coal Business Chief Central Procurement Officer
R B S Bir R C Ramnani* R Nandkumar* R Padmanabhan R S Rathore R Vasudevan R Venkatramani R K Sinha* Raj Srinivasan Rajesh Seth Rajeshkumar L. Sarada Rajiv Kumar Rajiv Prasad Raju J Misra Ramit Budhraja Ranjan Sachdeva Ravi Puranik Ravinder Mohan S B Singh S C Sachdeva S Krishnamurthy S N Junarkar* S Viswanathan S V Datar S A Khadilkar Sariputta Mishra* Shakti Arora*
Remuneration Gross Rs. 3,026,497 2,110,547 1,718,872 2,512,988 4,605,554 4,812,916 3,194,061 1,851,541 2,510,321 4,359,735 2,456,098 5,194,935 3,536,275 3,744,547 11,058,620 6,488,627 3,153,504 10,302,721 3,066,489 9,524,138 2,563,531 2,456,736 2,849,343 3,166,400 4,297,603 1,447,593 5,290,303 2,739,874 2,631,281 3,764,871 23,119,195 2,716,891 9,030,416 7,494,633 3,788,010 2,505,176 6,101,924 2,489,115 5,465,122 2,527,338
Qualifications
BTech, PGDM, DME B.A. MBA BCom,CA
Date of Commencement of Employment 3-Mar-1997 29-Sep-1972 8-Jun-2009 1-Aug-1986
Total Experience (Years) 29 37 32 26 39 33 25 32 19 31 18 23 25 26 23 19 26 40 28 41 35 29 27 25 32 18 26 29 26 30 31 18 26 38 27 29 23 19 29 13 28
Age in Years 56 60 54 49 53 57 57 53 42 53 42 47 48 49 49 41 47 59 51 62 60 56 52 51 54 46 49 51 51 53 54 40 50 61 51 53 49 42 49 37 52
Last Employment Rajinder Steel Ltd Nil Essel Group A. F. Ferguson and Company Rajasthan Ind. Minerals Dev. Corporation Planning Commission Government of India Synthetic Foams Ltd Rohtas Industries Ltd ANCL Nil Baltech System Ltd ABC India Ltd Halonix Limited Essel Group Holcim Ltd Nestle India Hindustan Uniliver Ltd. Nil Central Pollution Control Brd Nil Bharat Gears Ltd Nil Lovelock Lewis Nil Morarjee Mills (piramal Organic Chemicals) Moserbaer Projects Pvt. Ltd. Mahindra & Mahindra Limited Graver & Weil Ltd. DCS Limited Hindustan Cooper Ltd Tube Investment of India Ltd Nil Clariant Chemicals (India) Ltd Nil National Peroxide Ltd Lafarge India Private Ltd. Nil Sun Software System Grasim Ind. Ltd Abhishek Industries Nil
BE, 1CL-MMC, 2CL-MM 26-Jul-1980 BTech, PGDIE, BA, MBA, BE 7-Dec-1977 18-Nov-1982 1-Nov-2006
BCom, ICWA, MBA 5-May-1993 BSc, PGDBM 1-Jun-1978 BA,MBA 2-Sep-2002 (Full Time),PG Diploma BCom,MBA 2-Jun-1989 B.E. Electronics, PGDM-IIM 27-Nov-2009 B.Sc. LLB 7-Mar-2008 B.Tech, MBA 1-Jul-2006 BE, PMIR, MBA 11-Apr-2007 Pg Diploma,Be /B Tech 4-Sep-2008 BTech, DMS, 2-Aug-1971 PHD 3-Dec-1984 BTech, D Mgm Stdy, Bsc,Ca D Mines,2cl-MMC, BSc. Engg BCom,CA,AICWA,ACS BE /B TECH BSc, MSc Chemistry BCom, ACA BE MBA MSc BCom,CA B Tech -mining B.Tech, M.E.(IIT) BE /B Tech B.Com, LLB, FCS, FCA, AICWA BTech, Bsc, B Tech, M Tech BE /B Tech BA, MBA, BE /B Tech BE Mining BE /B Tech,Diploma (Others) B Tech, M.E. 1-Aug-1969 6-Jun-1977 16-Jan-1981 6-Mar-1985 11-Feb-1985 1-Apr-1981 10-Sep-2009 13-Jul-2009 11-May-1982 11-Dec-1998 12-May-1980 1-Jan-2007 17-Feb-1992 14-Aug-2008 7-Aug-1972 1-Mar-1995 22-Sep-2008 9-Feb-1987 17-Feb-1992 3-Jan-1994 29-Aug-2007 17-Aug-1981
Sharad Kumar Shrivastava Head Plant Operations Sivakumar Gopalan Head Finance & Controlling Sudhir Kumar Das Head - Mining Support Sumit Banerjee Sunil Gupta Sunil Nayak T N Tiwari U V Parlikar V Chandrashekar V K Agnihotri Vikram Gupta Vivek Chawla Y V Krishna Kumar Y V Satyamurthy Managing Director Director - Bellary Plant Chief Financial Officer Chief Public Affairs Officer Director-AFR Business Head Project Director Sales - Eastern Region Head Retail Business Director - Kymore Plant Executive Assistant to MD
Project Planning & Monitoring-Head 3,898,580
Notes:- (i) Gross Remuneration shown above is subject to tax and comprises salary, allowances, incentive, monetary value of perquisites, Companys contribution to Provident Fund and Officers Superannuation Fund. (ii) In addition to the above remuneration, employees are entitled to Gratuity in accordance with the Companys rules. (iii) All the employees have adequate experience to discharge the responsibility assigned to them. (iv) The nature of employment in all cases is contractual. (v) *Indicate that the employee was in service only for part of the year. For and on behalf of the Board Mumbai, February 4, 2010 N.S. Sekhsaria Chairman
36
ANN EXURE C TO DIRECTORS REPORT (Para 18) ANN C DIRECT REPORT (Par EPOR ara
Statemen pursuant tement Disclosure Direc ectors Repor eport SEBI (Employ Employ Pur urchase Guidelines, Statement pursuant to Clause 12 Disclosure in the Directors Report of SEBI (Employ ees Stock Option Scheme and Employees Stock Purchase Scheme) Guidelines, 1999. Pursuant to the Resolutions passed by the shareholders at the Annual General Meetings held on July 12, 2001 and July 9, 2004 the Compensation Committee of Directors have granted Stock Options to eligible employees and Wholetime Directors for the financial years 2001-2002 and 2004-2005. The employees are entitled to get one equity share per option. The details of the Stock Options are given here below. ESOS 2001 Financial year 2001 - 2002 7,30,000 (on 31.10.2001) @ Rs.127/-(Being the average of the daily closing price of the Equity shares of the Company on the Stock Exchange, Mumbai (BSE) during the period of ninety days immediately preceding the date on which the options were granted). No discount on the above price was granted by the Compensation Committee. (The closing market price on BSE as on the date of grant was Rs.133/-). 6,04,150 (on 16.12.2004 ) @ Rs.314/- (Being the average of the two weeks high and low price of the share preceding the date of grant of options on either BSE / NSE where the trading volume is higher or the latest available closing price prior to the Meeting of the Committee as may be decided by the Committee. Notwithstanding what is stated above, the Committee shall have the discretion to fix the exercise price at a level higher than the one indicated above). Accordingly, the exercise price has been determined at Rs. 314/- per share. (The closing price as on 15.12.2004 at NSE being Rs. 313.70). Financial year 2004 - 2005 ESOS 2004
a. Options granted
b. The pricing formula
c. Options vested 6,31,397
6,47,336
5,82,150 5,70,087
d. Options exercised (till 31.12.2009) (including 4,664 Options of ESOS 2004 exercised before 16.12.2009 and shares allotted in January 2010) 6,31,397 94,549 Nil Rs. 801.87 lakhs 4,054
e. The total number of shares arising as a result of exercise of options.
5,70,087 34,063 Nil Rs. 1,790.07 lakhs Nil
f. Options Lapsed
g. Variation of terms of options
h. Money realised by exercise of Options.
i.
Total number of options in force.
j.
Employee wise details of options granted to : Nil Nil Nil Nil
(i) Senior Managerial Personnel
(ii) Any other employee who receives a grant in any one year of option amounting to 5% or more of option granted during that year
(iii)Identified Employees who were granted option during any one year, equal to or exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the company at the time of grant
Nil
Nil
37
38
ESOS 2001 ESOS 2004 7.62 20.43 N/A N/A N/A N/A N/A N/A For and on behalf of the Board N. S. Sekhsaria Chairman
k. Diluted Earnings Per Share (EPS) pursuant to issue of Shares on exercise of option calculated in accordance with Accounting Standard (AS) 20 - Earnings Per Share
l.
Where the company has calculated the employee compensation cost using the intrinsic value of the stock options, the difference between the employee compensation cost so computed and the employee compensation cost that shall have been recognised if it had used the fair value of the options, shall be disclosed. The impact of this difference on profits and on EPS of the Company shall also be disclosed
m. Weighted average exercise prices and weighted average fair values of options shall be disclosed separately for options whose exercise price either equals or exceeds or is less than the market price of the stock
n. A description of the method and significant assumptions used during the year to estimate the fair values of options, including the following weighted average information:
(i) risk free interest rate
(ii) expected life
(iii) expected volatility
(iv) expected dividends and
(v) the price of the underlying share in market at the time of option grant
Note:
The Employee Stock Option Scheme 2000 (ESOS 2000), the Employee Stock Option Scheme 2002 (ESOS 2002) and the Employee Stock Option Scheme 2003 (ESOS 2003) expired on 07.11.2005, 19.09.2007 and 17.12.2008 respectively. Hence the details of those schemes are not shown above.
ANNEXURE C TO DIRECTORS REPORT (Para 18) (Contd.)
Mumbai, February 4, 2010
CORPORATE GOVERNANCE
The Directors present the Companys report on Corporate Governance for the year ended December 31, 2009. orpora Gov Corpor ys ompany philosophy Companys philosophy on Corporate Governance ACCs philosophy on Corporate Governance is embedded in the rich legacy of ethical governance practices most of which were in place even before they were mandated. This strong sense of values and robust business practices makes your Company one of the respected Companies in the Indian corporate world. Your Company has complied with the requirements of Corporate Governance as laid down under Clause 49 of the Listing Agreement with the Stock Exchanges. Gov Structur ture Governance Structure ACCs Corporate Governance structure is as under: i. The Board of Direc tors - The ACC Board plays a pivotal role in ensuring good Board Direc ectors governance. Its style of functioning is democratic. The Members are also free to bring up any matter for discussion at the Board Meetings with the permission of the Chairman. The Boards role, functions, responsibility and accountability are clearly defined. In addition to its primary role of setting corporate strategies and goals and monitoring corporate performance, it directs and guides the activities of the Management towards the set goals and seeks accountability with a view to create long term sustainable growth that translates itself into progress, prosperity and the fulfillment of stakeholders aspirations. It also sets standards of corporate behaviour, and ensures compliance with laws and regulations.
ectors Direc Committee ii. The Committee of Directors - The Board has constituted the following committees viz. Audit Committee, Compliance Committee, Compensation Committee and Shareholders Investor Grievance Committee. Each of these Committees have been mandated to operate within a given framework. iii. The Managing Committee - This Committee comprises of Managing Director and Committee other senior Executives of the Company who look into the implementation of strategic policies laid down by the Board, business processes and day-to-day operational activities of the Company. B OARD OF DIR ECTORS ARD DIRECTOR ORS Board Composition of the Board The Board of Directors consists of professionals drawn from diverse fields, who bring in a wide range of skills and experience to the Board. The majority of the Directors on the Board including the Chairman are Non-Executive Directors. More than fifty percent of the Board comprises of Independent Directors. The day-to-day management of the Company is conducted by the Managing Director subject to the supervision and control of the Board of Directors. The brief profile of your Companys Board of Directors is as under:
39
Mr. S. (Chairman): Mr. N. S. Sekhsaria (Chairman): Mr. N. S. Sekhsaria is a doyen of the Indian Cement Industry and one of the most respected business personalities in India. In a career spanning over 30 years, he has introduced new standards in management, marketing, efficiency and corporate social responsibility to an industry he has helped transform. Mr. Sekhsaria is the Founder-Promoter and current Chairman of Ambuja Cements Limited. Mr. Sekhsaria was invited to join the ACC Board in 1999 and was appointed Deputy Chairman from January 2000. He took over as its Chairman in January 2006. Mr. Sekhsaria built Ambuja Cement into a benchmark for Indian Industry. His acumen as an entrepreneur and technocrat turned Ambuja into the most efficient and profitable cement company in India and redefined industry practices by changing the perception of cement from a commodity to a branded product. Mr. Sekhsaria championed community development by founding the Ambuja Cement Foundation and guiding it into a model of excellence in social responsibility. With his considerable wealth of experience, Mr. Sekhsaria brings immense value to the Board of ACC. Under his leadership, ACC has achieved significant improvements in the areas of project management, logistics and overall cost-competitiveness. The impact of this guidance shows in the high growth trajectory ACC has experienced since 1999. Mr. Paul Hugentobler (Deputy Chairman): Mr. Paul Hugentobler obtained a degree in Mr. Paul Hugentobler Civil Engineering from the ETH, Zurich, and a degree in Economic Science from the University of St. Gallen. He joined Holcim Group Support Limited in 1980 as Project Manager and in 1994 was appointed as Area Manager for Holcim Limited. From 1999 until 2000, he also served as CEO of Siam City Cement, Bangkok, Thailand. He has been a Member of the Executive Committee since January 1, 2002 with the responsibility for South Asia and ASEAN excluding Philippines. He has been appointed as Vice Chairman of Ambuja Cements Limited with effect from September 24, 2009. Mr. Sumit Banerjee (Managing Direc tor): Mr. Sumit Banerjee is B.Tech. (Hons) in ector): Direc Mr. Mechanical Engineering from IIT Kharagpur and Fellow of the Institute of Engineers (F.I.E.). Mr. Banerjee was the Managing Director of Tube Investments of India Limited, prior to his joining ACC. Mr. Banerjee has also served with Larsen & Toubro (L&T) Limited during the period 1979 to 1990. Thereafter, he has worked in various senior positions with Indal/ Hindalco from 1990 to 2005. As Project Manager, he was responsible for implementation of Indals Power Project at Hirakud. He, thereafter, took over as Works Manager of Indals Sheet Rolling Plant at Belur and was responsible for its turnaround. In 2001, he was elevated as Chief Executive of sheet business, Indals largest strategic business unit. From 2004, as PresidentFoils & Wheels, Mr. Banerjee headed the integrated Foil/Packaging and Wheel Businesses of Hindalco and Indal. Mr. S. Palia: Mr. S. M. Palia: B. Com., LL. B, CAIIB, CIIB (London). Mr. Palia is a Development Banker by profession. He was with IDBI from 1964-1989 during which period he held various responsible positions including that of an Executive Director. He has also acted as an Advisor to Industrial Bank of Yemen, Saana (North Yemen) and Industrial Bank of Sudan, Khartoum (Sudan) under World Bank assistance programmes. He was also the Managing
40
Director of Kerala Industrial & Technical Consultancy Organisation Limited, set up to provide consultancy service to micro enterprises and small and medium enterprises. He is a Director on the Boards of leading companies viz. Tata Steel Limited, Tata Motors Limited, Bombay Dyeing & Manufacturing Co. Limited. He is Chairman-Emeritus of Rashtriya Gramin Vikas Nidhi and a Trustee of Bombay Community Public Trust. Mr. Naresh Chandra: Mr. Naresh Chandra: Mr. Naresh Chandra is a post graduate in mathematics from Allahabad University. He was a distinguished member of the Indian Administrative Service (IAS) and former Cabinet Secretary to the Government of India. He has held various important positions including that of Governor of the State of Gujarat and Indias Ambassador to the United States of America. He has served on numerous important Committees including as Chairman of Corporate Governance Committee instituted by the Government of India. Mr. Naresh Chandra, is Chairman of Committee of Civil Aviation Policy, Ministry of Civil Aviation. He is a Director on the Boards of various companies. In the year 2007, he was honoured with Padma Vibhushan by the Government of India. Mr. Markus Akermann: Mr. Markus Akermann is the Chief Executive Officer and member Mr. Markus Akermann: of the Board of Directors of Holcim Limited. He obtained a degree in Business Economics from the University of St. Gallen in 1973 and studied Economic and Social Sciences at the University of Sheffield, U.K. Mr. Akermann began his professional career in 1975 with the former Swiss Bank Corporation. In 1978, he moved to Holcim where he was active in a number of roles including Area Manager for Latin America and Holcim Trading. In 1993, he was appointed to the Executive Committee with responsibility for Latin America and international trading activities. On January 1, 2002, he was appointed Chief Executive Officer and at the Annual General Meeting in 2002, he was elected to the Board of Directors of Holcim Limited. L. Mr. Mr. M. L. Narula: B.Sc. Engineering (Electrical). Graduate from Punjab University and Fellow, Institute of Engineers. Mr. Narula has been closely associated with the Company for over 45 years in various senior positions in plant and Corporate Office including that of Wholetime Director since April 1996 and was the Managing Director of the Company from December 1, 2002 till his retirement on March 31, 2007. Mr. Narula has vast experience and in depth knowledge of the Cement Industry. He is presently a Non-Executive Director on the Companys Board with effect from April 1, 2007. Mr. Narula is also a Director on the Boards of other Indian and Foreign Companies and Senior Advisor to Holcim Group Services, Zurich, Switzerland. Mehrotr Mr. D. otra: Mr. D. K. Mehrotra: B. Sc. (Honours). Mr. Mehrotra is the Managing Director of Life Insurance Corporation of India (LIC) and is also a director on the Board of Directors of some of LICs subsidiary companies within and outside India and other public limited companies. He represents LIC on the ACC Board. Mr. Mr. R. A. Shah: Mr. R.A. Shah is a leading Solicitor and a Senior Partner of M/s. Crawford Bayley and Co., a firm of Advocates & Solicitors. He specializes in a broad spectrum of corporate laws in general, with special focus on Foreign Investments, Joint Ventures, Technology and Licence Agreement, Intellectual Property Rights, Mergers and Acquisitions, Industrial Licensing, Anti Trust Laws, Company Law and Taxation. He is a Director on the
41
Board of various public limited companies and is Chairman of the Board in many of these companies. He is also on the Audit Committee of some of the companies on which he is a Director. Mr. Mr. Shailesh Haribhakti: Fellow Chartered Accountant. Mr. Shailesh Haribhakti is the Executive Chairman of BDO Consulting Pvt. Ltd. He served a three year term on the Standards Advisory Council of the International Accounting Standards Board. He is a Committee Member of Futures & Options segment of National Stock Exchange of India Limited and a Member of the SEBI Committee on Disclosures and Accounting Standards. He serves as Member of Managing Committees of ASSOCHAM and IMC and Corporate Governance Committees of ASSOCHAM and CII and is Chairman of the Global Warming Committee of IMC. He is on the Board of Directors of several listed and private companies. (resigned w.e.f. May .e.f Ms. Shikha Sharma (resigned w.e.f. May 26, 2009): Ms. Shikha Sharma was the Managing Director and Chief Executive Officer of ICICI Prudential Life Insurance Company. ICICI Prudential was amongst the first private sector companies in India to be awarded a life license in December 2000, and since its inception the Company has established itself as Indias leading private life insurer, offering a complete range of products to meet the varying needs of the Indian customer. Ms. Sharma, completed her Masters of Business Administration from Indian Institute of Management Ahmedabad. She began her career with ICICI, one of Indias largest financial service providers, in 1980. She has been instrumental in setting up various group businesses for the company, including investment banking and retail finance. Consequent upon her appointment as Managing Director of Axis Bank, she has resigned from the Board of Directors. Mr. van (resigned w.e.f. October .e.f Mr. Onne van der Weijde (resigned w.e.f. October 28, 2009): Mr. Onne van der Weijde, has obtained a Bachelors Degree in Economics and Accounting from The Hague University, The Netherlands and a Masters Degree in Business Administration (MBA) from the University of Bradford, U.K. He has an overall work experience of twenty-five years and has been in the services of Holcim Limited, Switzerland with effect from April 1996. During his service tenure with Holcim Limited, he has held senior positions and has a rich experience in Taxation, Business Planning and Finance. Mr. Onne van der Weijde was appointed Chief Financial Officer of ACC Limited from May 2006 to October 2008. He is a Director on various Indian and Foreign Companies. Mr. Onne van der Weijde was appointed on the Board of Directors with effect from January 9, 2009. Consequent upon his appointment as CEO-Designate with effect from November 1, 2009 and as Chief Executive Officer from May 1, 2010 of Ambuja Cements Limited, Mr. Onne van der Weijde resigned from the ACC Board with effect from October 28, 2009. Mr. Kuldip Kaur (appoin aura appointed w.e.f. October .e.f Mr. Kuldip Kaura (appointed w.e.f. October 28, 2009): Mr. Kuldip Kaura holds a degree in Mechanical Engineering, BE (Hons.) from Birla Institute of Technology & Science, Pilani and had also attended various Executive Education Programmes at London Business School and Swedish Institute of Management, Stockholm. Mr. Kaura has rich experience in leading businesses and companies in diverse sectors such as power, natural resources, metals, mining etc. and has deep understanding of Corporate Governance, brand building and Sustainable Development in India, U.K. and U.S. Regulatory Environment. He is presently Advisor with Vedanta Resources Plc.
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The details in regard to attendance of Directors at Board Meetings / Shareholders Meetings, the number of Directorship(s) held in Indian public limited companies and the position of Membership / Chairmanship of Audit Committee/ Shareholders/Investors Grievance Committee in such Indian public limited companies are given below:
Direc ector Name of the Director tegory Category No. No. of Attendance Number of Directorship(s) ectorship(s Board Board at the Directorship(s) Meetings AGM held held in Indian attended on April 8, public limited out of 6 2009 companies Meetings AC (including ACC) held ommittee(s) Committee(s) position AC (including ACC)
Member
Chairman
Mr N S Sekhsaria (Chairman) Mr Paul Hugentobler Paul Hugentobler (Deputy Chairman) Mr Sumit Banerjee (Managing Director) Direc ector) Palia Mr S M Palia Naresh Chandra Mr Naresh Chandra
Non-Executive Non-Executive Executive Non-Executive/ Independent Non-Executive/ Independent Non-Executive Non-Executive/ Independent Non-Executive/ Independent
5 6 6 5 6 4 5 2 6 6 2 out of 3
Yes Yes Yes Yes Yes No Yes No Yes Yes Yes
3 3 5 7 11 2 2 4 15 15 3
2 2 4 8 1 4 5 -
1 3 1 5 5 -
Markus Akermann Mr Markus Akermann Non-Executive Mr M L Narula Mehrotr otra Mr D K Mehrotra (LIC Nominee) Mr R A Shah
Mr Shailesh Haribhakti Non-Executive/ Independent Ms Shikha Sharma

date (upto date of esignation i.e. resignation i.e. 26.05.2009) date (upto date of esignation i.e. resignation i.e. 28.10.2009)
Non-Executive/ Independent
4 out of 4 Yes 5 1 1
van Mr Onne van der Weijde Non-Executive
Kuldip Kaur aura Mr Kuldip Kaura

(from (from 28.10.2009)
Non-Executive/ Independent
2 out of 2
N.A.
The Company has complied in full with Clause 49 of the Listing Agreement with regard to information being placed before the Board of Directors.
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ectors Board Financial Direc Details of Board Meetings held during the Financial Year and the number of Directors present: presen esent: Serial No. No. 1. 2. 3. 4. 5. 6. Board Dates Dates on which the Board Meetings were held wer ere January 9, 2009 February 5, 2009 April 22, 2009 July 23, 2009 October 28, 2009 December 17, 2009 Strength Total Strength of the Board Board 12 12 12 11 11 11 No. Direc ectors No. of Directors Present Presen esent 11 09 10 11 09 09
MMITTEES BOARD COMMITTEES OF TH E BOARD Committee (C Audit Committee (Constituted in 1986) The Audit Committee acts as a link between the statutory and internal auditors and the Board of Directors. The terms of reference of the Audit Committee are as per the guidelines set out in the Listing Agreement with the Stock Exchanges read with Section 292(A) of the Companies Act, 1956. These broadly include approval of Annual Internal Audit Plan, review of the financial reporting system, internal control systems, discussions on quarterly, half yearly and annual financial results, interaction with Statutory Internal & Cost Auditors, recommendation for appointment of Statutory and Cost Auditors and their remuneration, Business Risk Management and its mitigation plan, Management Discussion & Analysis of the Companys operations, Internal Audit Report, Appointment, Removal and terms of remuneration of Chief Internal Auditor, significant related party transactions. The Company has framed the Audit Committee Charter for the purpose of effective compliance of Clause 49 of the Listing Agreement. The Members of the Audit Committee comprised of the following: Name of the Member Mr Shailesh Haribhakti, Chairman Mr S M Palia Mr Naresh Chandra, IAS (Retd.) Mr Paul Hugentobler tegory Category Non-Executive/ Independent Non-Executive/ Independent Non-Executive/ Independent Non-Executive Qualifications requir equired Qualifications required to be Member Has the requisite accounting and financial management expertise. Has the requisite accounting and financial management expertise. Is financially literate. Is financially literate.
The Managing Director, Chief Financial Officer, Chief Internal Auditor, Chief Executives at the Regions and the representatives of the Statutory Auditors are permanent invitees to the Audit Committee Meetings. The representative of the Cost Auditor attends such of
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those Meetings of the Audit Committee where matters relating to the Cost Audit Report are discussed. The Company Secretary is the Secretary of the Committee. The Internal Audit Department headed by the Chief Internal Auditor functions independently and the Chief Internal Auditor reports to the Chairman of the Audit Committee. The representative of Holcim groups, Internal Audit Department also attend Audit Committee Meetings upon invitation from the Chairman, Audit Committee and provide their guidance on international best practices in Internal Audit. The dates on which the Audit Committee Meetings were held and the attendance of the Members at the said Meetings are as under:
S r. r. o. N o. 1. 2. 3. 4. 5. D ates on which Audit ates Audit wer ere C ommittee Meetings were held February 4, 2009 April 21, 2009 July 22, 2009 October 27, 2009 December 16, 2009 A ttendance record of the Members record ecor r. M r. Shailesh Haribhakti Attended Attended Attended Attended Attended r. S. M r. S. M. Palia Attended Leave of Absence Attended Leave of Absence Attended r. Naresh M r. Naresh Chandra Chandra Attended Attended Attended Attended Attended r. Paul M r. Paul Hugentobler Hugentobler Attended Attended Attended Attended Attended
The Company has implemented a well structured Internal Audit Control Systems to ensure reliability of financial and operational information and statutory/regulatory compliances. Shareholders Inv Griev Committee (C Shareholders / Investors Grievance Committee - (Constituted in 1962) The Shareholders/Investors Grievance Committee deals with various matters relating to: transfer / transmission of shares / debentures, issue of duplicate share certificate, issue and allotment of rights / bonus shares / shares against Employee Stock Options, review of shares dematerialised and all other related matters, monitoring expeditious redressal of investors grievances, non receipt of Annual Report and declared dividend, all other matters related to shares / debentures.
The Shareholders / Investors Grievance Committee comprises of the following persons: Mr Paul Hugentobler (Chairman) Mr M L Narula Mr Sumit Banerjee
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The dates on which the Committee Meetings were held and the attendance of the Members at the said Meetings are as under: Sr. Sr. No. No. Dates Dates on which the eholders/Inv Shareholders/In Shareholders/Investor Grievance Committee Griev Committee wer ere Meetings were held February 5, 2009 April 22, 2009 July 23, 2009 October 28, 2009 December 17, 2009 ecor record Attendance record of the Members Paul Mr M L Mr Sumit Mr Paul Narula Hugentobler Hugentobler Banerjee Attended Attended Attended Attended Attended Attended Attended Attended Leave of Absence Attended Attended Attended Attended Attended Attended
1. 2. 3. 4. 5.
Company Secretary is the Compliance Officer as per the Listing Agreement. During the year ended December 31, 2009, 146 complaints were received from shareholders, all of which have been attended/resolved as of date. No investor grievances remained unattended/pending for more than thirty days as on December 31, 2009. The Company had ten share transfers pending as on December 31, 2009. These were transfers lodged after December 28, 2009. ompensation Committee (C Compensation Committee - (Constituted in 1993) The terms of reference of the Compensation Committee, inter alia consists of reviewing the overall compensation policy, service agreement and other employment conditions of the Managing Director with a view to retaining and motivating the best managerial talents. In determining the remuneration package of the Managing Director, it evaluates the remuneration paid by comparable organizations and thereafter makes its recommendations to the ACC Board in this regard. It also reviews the performance of the Managing Director and recommends to the ACC Board the quantum of annual increment/ performance incentive. The Compensation Committee also monitors the implementation of existing Employees Stock Option Schemes. The Compensation Committee comprises of the following persons: Mr N S Sekhsaria (Chairman) Mr Paul Hugentobler Mr Shailesh Haribhakti The dates on which the Compensation Committee Meetings were held and the attendance of the Members at the said Meetings are as under:
Sr. Sr. No. No. 1. 46 Dates Dates on which ompensation Committee Compensation Committee wer ere Meetings were held February 4, 2009 record ecor Attendance record of the Members Mr N S Sekhsaria Attended Paul Mr Paul Hugentobler Hugentobler Attended Mr Shailesh Haribhakti Attended
January Committee Mandator Committee) Constituted tory Compliance Committee (Non Mandatory Committee) Constituted on January 31, 2008 The Compliance Committee was constituted to regularly review the status of Companys Compliance with various Laws and Regulations as well as to understand the implications of major legislative and regulatory developments that may significantly affect the Company, and report the same to the Board. It reviews the Companys readiness to comply with Competition Law and also monitors the developments in important legal cases. As of December 31, 2009, the Compliance Committee of the Board comprised of the following Members: Mr. R. A. Shah (Chairman) Mr. Paul Hugentobler Mr. Naresh Chandra Mr. Shailesh Haribhakti Mr. Sumit Banerjee Mr. Onne van der Weijde Appointed w.e.f. February 5, 2009 & Resigned w.e.f. October 28, 2009 The dates on which the Compliance Committee Meetings were held and the attendance of the Members at the said Meetings are as under:
Sr. Sr. o. N o. Dates Dates on which C ompliance C ommittee Meetings we re we re held February 4, 2009 April 21, 2009 July 23, 2009 October 27, 2009 record ecor Attendance record of the Members M r. R. A. r. Shah M r. Naresh M r. Shailesh M r. Paul M r. Sumit M r. Onne r. Naresh r. r. Paul r. r. Haribhakti Hugentobler Banerjee v an der Chandra Hugentobler Chandra W eijde Attended Attended Attended Attended Attended Attended Attended Attended Attended Attended Attended Attended Attended Attended Attended Attended N.A. Attended Attended Leave of Absence
1. 2. 3. 4.
Attended Attended Attended Attended
OLICY POLIC EMU ERA R EMU N ERATION POLICY emunera Policy for Director: ector Remuneration Policy for Managing Director: The remuneration structure for the Managing Director comprises of salary, performance incentive, perquisites and allowances, contributions to Provident Fund, Superannuation Fund and Gratuity. Subject to the approval of the Board and of the Company in General Meeting and such other approvals as may be necessary, the Managing Director is paid
47
remuneration as per the Agreement entered into between him and the Company. The main features of the Agreement are as under:
Mr. Direc ector Mr. Sumit Banerjee, Managing Director From 01.04.2007 to 31.12.2011 Period of Appointmen tment Appointment as Direc ector Managing Director Salary Grade Salary Grade erquisites Perquisites Other Benefits erf Per formance Incentiv tive Incentive Minimum emunera Remuneration Rs. 6,00,000 - Rs. 40,000 - Rs. 9,00,000 Up to 125% of the annual salary Contribution to Provident Fund, Superannuation Fund and Gratuity Fund as per Agreement between Mr. Banerjee and the Company Up to an amount equivalent to a maximum of 30% of his gross annual salary Where in the financial years during the currency of the tenure of the Managing Director, the Company has no profits or its profits are inadequate, the Company will pay remuneration by way of salary and perquisites as specified above, subject to requisite approvals being obtained The Agreement may be terminated by either party giving the other party three months notice in writing of such termination or the Company paying three months salary in lieu of the notice
Period Notice Period & Severance Fees Severance Fees
emunera Policy for Executive Direc ectors Remuneration Policy for Non Executive Directors The Non Executive Directors are paid Sitting Fees of Rs. 20,000/- for each meeting of the Board/Committee of the Board attended by them. The total amount of sitting fees paid during the financial year ended December 31, 2009 was Rs. 22.40 lakhs. In addition to the Sitting Fees, the Non Executive Directors are entitled to receive Commission not exceeding one percent of the net profits of the Company as computed in the manner provided by Section 198(1) of the Companies Act, 1956. The payment of Commission to Non Executive Directors has been approved by the shareholders at the 70th Annual General Meeting held on April 12, 2006. For the year ended December 31, 2009, the Board of Directors has approved the payment of commission of Rupees Nine Lakhs (pro rata thereof if appointed for part of the year) to each of the Non Executive Director. The Board has further approved the payment of an additional commission of Rupees Seven Lakhs (or pro rata thereof if appointed for part of the year) to the Non Executive Directors on the Audit Committee/Compliance Committee subject to the condition that the total commission paid/payable to any one of the Directors shall not exceed Rupees Sixteen Lakhs. The role of Non Executive Directors and their involvement as Members of the Board and its Committees has undergone significant qualitative changes, pursuant to more stringent accounting standards and corporate governance norms. Further, in view of the scale and complexity of the Companys operations, they are required to provide more time and attention for guiding the Companys Business. Accordingly, the Board has approved on the above quantum of commission to the Non Executive Directors. The commission is being paid on a uniform basis to reinforce the principle of collective responsibility.
48
year ectors for Direc Remuner emunera paid/pa pay Details of Remuneration paid/payable to Directors for the financial year ended December 31, 2009
Rs. Lakhs
Name Salary Salar y rquisites rf ntribution P e rquisites P e r f ormance C o ntribution Incentiv tive PF/ Incentive to PF/ OSF C ommission Fees Sitting Fees Total
Mr. N.S. Sekhsaria Mr. Paul Hugentobler Mr. Sumit Banerjee Mr. S.M. Palia Mr. Naresh Chandra Mr. Markus Akermann Mr. M.L. Narula Mr. D.K. Mehrotra Mr. R.A. Shah Mr. S. Haribhakti *Ms. S. Sharma (upto the date of resignation i.e. 26.05.2009) *Mr. Onne van der Weijde (upto the date of resignation i.e. 28.10.2009) *Dr. Nirmalya Kumar (upto the date of resignation i.e. 09.01.2009) *Mr. Kuldip Kaura (from 28.10.2009) Notes: i.
74.40 -
93.00 -
52.73 -
20.09 -
9.00 16.00 16.00 16.00 9.00 9.00 9.00 16.00 16.00
1.20 4.80 2.00 3.40 0.80 2.20 0.40 2.00 3.40
10.20 20.80 240.22 18.00 19.40 9.80 11.20 9.40 18.00 19.40
3.57
0.40
3.97
12.28
1.40
13.68
0.20 1.60
0.40
0.20 2.00
The remuneration paid to Mr. Sumit Banerjee, Managing Director excludes contribution to gratuity fund, provision for leave encashment on retirement and other defined benefits payable to him, since the same is provided on actuarial basis for the Company as a whole. The amounts indicated against the name of Mr. D. K. Mehrotra have been paid to Life Insurance Corporation of India. *Ms. Shikha Sharma, Mr. Onne van der Weijde, Dr. Nirmalya Kumar and Mr. Kuldip Kaura, Non-Executive Directors have been paid on prorata basis.
ii. iii.
SUBSIDIARY COMPAN BSIDIAR ANI SUBSIDIARY COMPANI ES The Company does not have a material non-listed Indian subsidiary whose turnover or net worth (i.e. paid up capital and free reserves) exceeds 20% of the consolidated turnover or net worth respectively, of the listed holding company and its subsidiaries in the immediately preceding accounting year.
49
The Management Audit Report of the Subsidiary Companies are placed before and reviewed by the Audit Committee. Copies of the Minutes of the Audit Committee/ Board Meetings of Subsidiary Companies are individually given to all the Directors and tabled at the subsequent Board Meetings. DISCLOSUR DISCLOSUR ES The particulars of transactions between the Company and its related parties as per the Accounting Standard 18 Related Party Disclosures, notified pursuant to Companies (Accounting Standards), Rules, 2006 (as amended), are set out at page number 92 to 95 of the Annual Report. However, these transactions are not likely to have any conflict with the Companys interest. No strictures/penalties have been imposed on the Company by the Stock Exchanges or the Securities and Exchange Board of India (SEBI) or any statutory authority on any matters related to capital markets during the last three years. In the preparation of the financial statements, the Company has followed the Accounting Standards notified, pursuant to Companies (Accounting Standards), Rules, 2006 (as amended). The significant accounting policies which are consistently applied, have been set out in the Notes to the Accounts. The Company is gearing up to become compliant with International Financial Reporting Standards (IFRS) and will be ready when IFRS becomes mandatory in April, 2011. The Company had successfully implemented SAP-ERP system which has brought greater financial discipline and accountability. The Company has also implemented SAP-HR and all employee related reports would henceforth be system driven which will improve the monitoring and reporting process. Adoption of non mandatory requirements under Clause 49 of the Listing Agreement are being reviewed from time to time. CON ONDUCT CODE OF CONDUCT The Board of Directors had at its Meeting held on December 5, 2005, approved the Code of Business Conduct and Ethics, which was made applicable to the Board of Directors and all employees in the management grades. The Board of Directors has recently reviewed and accordingly revised the Code of Business Conduct and Ethics. The Code has been posted on the Companys website www.acclimited.com. The revised Code of Conduct is applicable to the Directors and all employees in management grades and the employees in senior management cadre are required to give an annual declaration that they have complied with the Code. TRADING IN TH E COMPANYS SHARES BY DIR ECTORS AND DESIGNATED EMPLOYEES ADING IN COMPAN ANYS SHARES BY DIRECTOR AND DESIGNAT ORS EMPLO As per the SEBI (Prohibition of Insider Trading) Regulations 1992, the Company Secretary is the Compliance Officer and is responsible for setting forth policies, procedures, monitoring adherence to the rules for the preservation of price sensitive information, preclearance of trade, monitoring of trades and implementation of the Code of Conduct for trading in Companys securities under the overall supervision of the Board. The Company has adopted a Code of Conduct for Prevention of Insider Trading as well as a Code of
50
Corporate Disclosure Practices. All the Directors on the Board, employees at senior management level at all locations and other employees who could be privy to unpublished price sensitive information of the Company are governed by this Code. ommunication Communica Means of Communication The unaudited quarterly/ half yearly financial statements are announced within one month of the end of the quarter. The aforesaid financial statements are taken on record by the Board of Directors and are communicated to the Stock Exchanges where the Companys securities are listed. Once the Stock Exchanges have been intimated, these results are given by way of a Press Release to various news agencies/analysts and published within forty-eight hours in two leading daily newspapers - one in English and one in Marathi. The audited annual results are announced within three months from the end of the last quarter as stipulated under the Listing Agreement with the Stock Exchanges. For the financial year ended December 31, 2009, the audited annual results were announced on February 4, 2010. The aforesaid audited annual results are taken on record by the Board of Directors and are communicated to the Stock Exchanges where the Companys securities are listed. Once the Stock Exchanges have been intimated, these results are given by way of a Press Release to various news agencies/analysts and are also published within forty-eight hours in two leading daily newspapers - one in English and one in Marathi. The audited financial statements form a part of the Annual Report which is sent to the shareholders prior to the Annual General Meeting. The Company also informs by way of intimation to the Stock Exchanges all price sensitive matters or such other matters which in its opinion are material and of relevance to the shareholders and subsequently issues a Press Release on the said matters. Individual reminders are sent each year to those investors whose dividends have remained unclaimed, before transferring the monies to the Investors Education & Protection Fund (IEPF). The quarterly/half yearly and the annual results as well as the press releases of the Company are also placed on the Companys website: www.acclimited.com. All data required to be filed electronically pursuant to Clause 52 of the Listing Agreement with the Stock Exchanges, such as annual report, quarterly financial statements, shareholding pattern, quarterly report on Corporate Governance are being regularly filed on Corp Filing and Dissemination System (CFDS). Shareholders/ Investors can view these information by visiting the website of CFDS, www.corpfiling.co.in.
General Information for Shareholders General Informa ormation for Shareholders Services Inv Investor Services The Company has an in-house Share Department located at its Registered Office which handles all matters relating to the shares of the Company including transfer/ transmission of shares, dematerialisation of shares, payment of dividends, sub-division / consolidation of share certificates and investor grievances.
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Address for Corr orrespondence Address for Correspondence Shareholders desiring to communicate with the Company on any matter relating to the shares/debentures of the Company may either visit in person or write quoting their Folio/ Demat Account Number at the following address: ACC Limited tment Share Departmen Share Department ement Cement House 121, Maharshi Karve Road, Kar Road, arv Mumbai 400020 Telephone Nos: Fax No: (022) 66654401; 66654473; 66654469 (022) 66317458
Communication may also be sent by e-mail at the following addresses: For transfer/transmission/ subdivision/demat: sujata.chitre@acclimited.com For loss of shares/dividend/ general inquiries: krishnan.chidambaram@acclimited.com For investor grievance remaining unattended: jer.dhondy@acclimited.com Shareholders who hold shares in dematerialised form should correspond with the Depository Participant with whom they have opened Demat Account/s, for their queries relating to shareholding, change of address, ECS facility for dividend, etc. However, for enquiries relating to non receipt of shares/dividend, annual reports, issue of duplicate shares, subdivision of shares, change of address, ECS facility, notices, the shareholders should communicate directly with the Company. clusive ID for Redr edressal Inv Complain omplaints Exclusive E-Mail ID for Redressal of Investor Complaints The Company has designated an e-mail ID exclusively for the purpose of registering complaints by investors. The e-mail ID is A C C-Inv estorSuppor t@acclimited.com. C-InvestorSupport@acclimited.c t@acclimited.com. Shareholders/Investors can send their complaints/grievances to the above e-mail ID and the same will be attended to by our in-house Share Department. ocation Plant Loca Plant Location The location of the Companys Plants are given on the inside cover page of the Annual Report. Market Informa ormation Market Information Listing on Stock Exchanges Ex The Companys shares are listed on the following Stock Exchanges and the Listing Fees have been paid to the Exchanges: Bombay Stock Exchange Limited Phiroze Jeejeebhoy Towers, Dalal Street Mumbai 400001 National Stock Exchange of India Limited Exchange Plaza, Bandra-Kurla Complex, Bandra (East), Mumbai 400051
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Scrip Code ISIN Number for NSDL and CDSL for Dematerialised shares
500410 on BSE ACC on NSE INE012A01025
The Privately placed Non-Convertible Debentures are listed on the Wholesale Debt Market Segment of the National Stock Exchange of India Limited. Sensex January Share ACC Share Price vis a vis BSE Sensex January December 2009
Month Month Sensex BSE Sensex Close Share ACC Share Price (on BSE) High Rs. Low Rs. Close Rs. No. shares No. of shares traded traded during month the month (on BSE) urnov Turnover Crores) ores ( Rs. Crores) (on BSE)
Jan-09 Feb-09 Mar-09 Apr-09 May-09 Jun-09 Jul-09 Aug-09 Sep-09 Oct-09 Nov-09 Dec-09
9424.24 8891.61 9708.50 11403.25 14625.25 14493.84 15670.31 15666.64 17126.84 15896.28 16926.22 17464.81
567.10 584.70 604.90 689.90 804.00 907.00 889.90 928.00 855.20 841.80 816.75 883.50
469.10 486.00 510.10 561.00 570.00 709.00 720.00 750.00 759.00 726.25 686.20 790.55
504.85 539.80 576.65 653.00 783.00 768.90 881.30 808.70 819.30 747.65 796.60 871.50
2,595,872 3,650,496 3,640,107 2,899,562 3,103,417 3,107,911 3,634,220 3,846,941 2,575,004 1,751,198 2,128,182 2,186,225
130.83 198.78 201.38 181.31 211.58 253.06 295.42 319.00 207.55 136.94 160.67 183.67
ACC Share Price at BSE & BSE Sensex

18000 17000 16000 15000
BSE Sensex
900 800 700 600 500 400

ACC Share Price on BSE (Closing)
14000 13000 12000 11000 10000 9000 8000 Jan-09 Feb-09 Mar-09 Apr-09 May-09 Jun-09 Jul-09 Aug-09 Sep-09 Oct-09 Nov-09 Dec-09
Date BSE Sensex ACC Share Price (on BSE) Close
53
Share CNX Nifty January ACC Share Price on NSE vis a vis S&P CNX Nifty January December 2009
Month Month S&P CNX CNX Nifty Nifty Close ACC Share Price (on NSE) Share High Rs. Low Rs. Close Rs. No. of shares No. shares traded traded during month the month (on NSE) Turnover urnov (Rs. Crores) Crores) ores (on NSE)
Jan-09 Feb-09 Mar-09 Apr-09 May-09 Jun-09 Jul-09 Aug-09 Sep-09 Oct-09 Nov-09 Dec-09
2874.80 2763.65 3020.95 3473.95 4448.95 4291.10 4636.45 4662.10 5083.95 4711.70 5032.70 5201.05
559.90 589.00 605.00 690.00 804.85 903.60 888.00 928.80 855.00 842.50 817.00 883.90
450.20 486.60 511.05 561.25 568.60 708.00 715.10 752.00 756.65 726.05 680.50 792.30
506.40
9,245,966
464.30 648.25 823.09 767.43 1041.91 1190.48 1177.08 1211.93 875.11 651.11 752.21 799.56
540.05 11,905,263 574.40 14,931,598 654.35 12,329,812 782.50 15,357,150 765.75 14,707,841 880.80 14,509,074 807.00 14,676,072 820.25 10,870,040 750.65 797.65 872.45 8,323,126 9,979,858 9,502,122
ACC Share Price at NSE & S & P CNX NIFTY

6000 5500
S&P CNX Nifty
940 870 800 730 660 590 520 450

Jan-09 Feb-09 Mar-09 Apr-09 May-09 Jun-09 Jul-09 Aug-09 Sep-09 Oct-09 Nov-09 Dec-09 Date S&P CNX Nifty Close ACC Share Price (in NSE) Close
ACC Share Price on NSE
5000 4500 4000 3500 3000 2500
54
ERS MATTER ELAT RELA AND OT SHARE SY SHARE TRANSFER SYSTEM AND OTH ER RELATED MATTERS i. ansfers Share transf Share transfers The share transfers in physical form are presently processed and the share certificates are generally returned within a period of 15 days from the date of receipt. Nomination facility for shareholding ii. Nomination facility for shareholding As per the provisions of the Companies Act, 1956, facility for making nomination is available for shareholders in respect of shares held by them. Those shareholders who hold shares in physical form may obtain nomination forms from the Share Department of the Company. tronic through Electr yment Service iii. Payment of dividend through Electronic Clearing Service The Securities and Exchange Board of India (SEBI) has made it mandatory for all companies to use the bank account details furnished by the depositories for depositing dividends. As per the recent RBI guidelines, effective from September 30, 2009, ECS credit will be moved completely on National Electronic Clearance System (NECS) platform through core banking system. Accordingly, dividend will be credited to the shareholders bank account through NECS where complete core banking details are available with the Company. In the event any branch of a bank has not migrated to core banking system, or where the core banking account number is not furnished by the shareholder to the Depository/Company as the case may be, the Company will print the details available in its records on the dividend warrants to be issued to the shareholders. The Company is complying with SEBIs directive in this regard. iv. iv. Unclaimed Dividends The Company is required to transfer dividends which have remained unpaid /unclaimed for a period of seven years to the Investor Education & Protection Fund established by the Government. The Company will accordingly be required to transfer in August 2010, the dividend for the year ended March 31, 2003 which have remained unclaimed / unpaid. As in the past, the Company will send intimation to shareholders whose dividend warrants have not been encashed. Shareholders are requested to revert to the Company if they have not received / encashed their dividend warrants. v. orrespondence regar egarding address etc. Correspondence regarding change of address etc. Shareholders are requested to ensure that any correspondence for change of address, change in Bank Mandates etc., should be signed by the first named shareholder. The Company is now also requesting for supporting documents such as proof of residence and proof of identification, whenever a letter requesting for change of address is received. This is being done in the interest of shareholders, as we have come across cases where attempts are made to fraudulently change the registered address of shareholders by unscrupulous parties. Shareholders are requested to kindly co-operate and submit the necessary documents/evidence while sending the letters for change of address. Shareholders who hold shares in dematerialised form should correspond with the Depository Participant with whom they have opened Demat Account(s).
55
shares vi. Subdivision of shares The Company had subdivided the face value of its shares from Rs. 100 each to Rs. 10 each in 1999. The old shares having face value of Rs. 100 are no longer tradable in the Stock Exchanges. Despite reminders, many shareholders are yet to exchange their old share certificates of face value Rs. 100 with the new share certificates having face value of Rs. 10. Shareholders holding share certificates of the face value of Rs. 100 each are requested to send the certificates to the share department of the Company for exchange. vii. Pending Investors Grievances Griev Inv Any shareholder whose grievance has not been resolved satisfactorily, may kindly write to the Company Secretary at the Registered Office with a copy of the earlier correspondence. shareholding Distribution of shareholding as on December 31, 2009
No. of Equity No. shares shares No. of No. shareholders shareholders Percentage of ercen centage shareholders shareholders No. of Equity No. shares shares held Percentage of ercen centage shareholding shareholding
1 to 50 51 to 100 101 to 200 201 to 500 501 to 1000 1001 to 5000 5001 to 10000 10001 & above TOTAL
80604 17312 13303 11799 5580 4894 502 421 134415
59.97 12.88 9.90 8.78 4.15 3.64 0.37 0.31 100.00
1532252 1430000 1994833 3895239 4054129 9945728 3439141 161448970 187740292
0.82 0.76 1.06 2.07 2.16 5.30 1.83 86.00 100.00
Shareholding Pa Shareholding Pattern as on December 31, 2009

tegory Shareholder Category of Shareholder Number shareof shareholders Total number of shares shares ercen centage Percentage Share of Share Capital
(A) (1) (a) (b) (c) (d) (e)
Shareholding Promoter Shareholding of Promoter and Promoter Group Promoter Group Indian Individuals/Hindu Undivided Family Central Government/State Government(s) Bodies Corporate Financial Institutions/Banks Any Other (specify) Sub - Total (A)(1) 0 0 1 0 0 1 0 0 86191067 0 0 86191067 0 0 45.91 0 0 45.91
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tegory Shareholder Category of Shareholder
Number shareof shareholders
Total number of shares shares
ercen centage Percentage Share of Share Capital
(2) (a) (b) (c) (d)
oreign Foreign Individuals (Non-Resident Individuals/ Foreign Individuals) Bodies Corporate Institutions Any Other (specify) Sub - Total (A)(2) Shareholding Promoter Total Shareholding of Promoter and Promoter Group (A)= (A)(1)+(A)(2) Promoter Group 0 1 0 0 1 2 0 541000 0 0 541000 86732067 0 0.29 0 0 0.29 46.20
(B) (1) (a) (b) (c) (d) (e) (f) (g) (h)
shareholding Public shareholding Institutions Mutual Funds/UTI Financial Institutions/Banks Central Government/State Government(s) Venture Capital Funds Insurance Companies Foreign Institutional Investors Foreign Venture Capital Investors Any Other (specify) Sub - Total (B)(1) 105 133 5 0 0 246 0 0 489 3262978 36031029 397295 0 0 20799345 0 0 60490647 1.74 19.19 0.21 0 0 11.08 0 0 32.22
(2) (a) (b)
Non-Institutions Bodies Corporate Individuals i. Individual shareholders holding nominal share capital upto Rs.1 lakh. ii. Individual shareholders holding nominal share capital in excess of Rs.1 lakh 128849 142 25460096 3614388 13.56 1.93
57
1775
9419659
5.02
tegory Shareholder Category of Shareholder
Number shareof shareholders
Total number of shares shares
ercen centage Percentage Share of Share Capital
(c)
Any Other (specify) i. Directors: Mr. Sumit Banerjee, Managing Director Mr. M. L. Narula (Non Executive Director) 1 1 500 12000
(Pursuant to Options excercised under ESOS Schemes during his tenure as Managing Director)
0.00 0.01
Mr. Shailesh Haribhakti (Non Executive Director) ii. Shares held by Pakistani Citizens vested with the Custodian of Enemy Property iii. Other Foreign Nationals iv. Foreign Bodies v. NRI/OCBs vi. Clearing Members/Clearing House vii. Trusts Sub - Total (B)(2)
100
0.00
172 4 0 2587 356 39 133924
385965 1130 0 839626 131929 664785 40517578 101008225 187740292
0.21 0.00 0 0.45 0.07 0.35 21.58 53.80 100.00
Public Shareholding Total Public Shareholding (B)= (B)(1)+(B)(2) 134413 TOTAL (A)+(B) (C) Shares Shares held by Custodians and against Depository Receipts hav which Depository Receipts have been issued GRAN AND (A)+(B)+(C) GRAND TOTAL (A)+(B)+(C) Foreign Promoters Group Disclosure oreign Promoters Group Disclosure 134415
0 134415
0 187740292
0 100.00
Foreign Promoters shareholding in the Company is held by Holderind Investments Ltd., Mauritius and indirectly through its Indian subsidiary Ambuja Cements India Pvt. Ltd. Holderind Investments Ltd., Mauritius (Holcim Mauritius) has informed the Company that, Holcim Limited, Holderfin B.V., Holcim (India) Private Ltd. and Ambuja Cements India Pvt. Ltd. are companies belonging to the same group (hereinafter referred as Holcim Group) as defined under the Monopolies and Restrictive Trade Practices Act, 1969.
58
Statemen tement Shareholding more Capital Statement showing Shareholding of more than 1% of the Capital as on December 31, 2009
Sr. Sr. No. No. 1 shareholders Names of the shareholders Ambuja Cement India Private Limited (Promoter) Holderind Investments Ltd (Promoter) 2 3 4 Life Insurance Corporation of India ICICI Prudential Life Insurance Company Ltd. J.P. Morgan Asset Management (Europe) S.A.R.L. A/c JP Morgan Funds Emerging Markets Equity Fund TOTAL Number of shares shares 86191067 541000 31681260 4984776 16.88 2.66 86732067 ercen centage Percentage Capital of Capital 46.20
3067219 126465322
1.63 67.36
Dematerialisa terialisation shares Dematerialisation of shares and Liquidity Equity Shares of the Company dematerialized as on December 31, 2009 94.13%
The Company has entered into agreements with both National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) whereby shareholders have an option to dematerialize their shares with either of the depositories. Dates any Con ertible instruments Con onv ts, onv Depository Receipts (GDRs GDRs) Global Depository Receipts (GDRs) or any Convertible instruments, Conversion Dates likely impact and likely impact on Equity (i) 64,62,000 Global Depository Receipts (GDRs) were issued in March / April 2004 at a share price of U.S. $6.19 (equivalent to Rs. 280.05) per GDR at about 1% premium on closing share price of Rs. 277.35 on March 8, 2004 on the Bombay Stock Exchange Limited (BSE) representing 64,62,000 Equity Shares. The Company has terminated the Depository Agreement with effect from October 15, 2008 and the GDRs have been delisted from the London Stock Exchange. The GDR holders were given time to surrender their GDRs in exchange for Equity Shares up to April 15, 2009. Citibank who were the depository for the GDRs have recently sold the underlying shares and the GDRs stand extinguished. (ii) As on December 31, 2009, the following Employees Stock Options have been granted which remain unexercised :ESOS Scheme ESOS 2001 ESOS 2004 No. Unexercised No. of Unexercised Options 4,054 NIL (4,664 options excercised before 15.12.2009 and shares allotted in Jan. 2010) 4,054 date for Last date for ercise exercise 31.10.2010 15.12.2009 ercise Exercise Price Rs. 127/314/-
Total
Accordingly, if all the Employee Stock Options get exercised the Share Capital will go up by 4,054 shares (Rs.0.41 lakhs) and the reserves will go up by Rs. 4.74 lakhs.
59
ocation General three years: Location and time of General Meetings held in last three years: ys ompany Companys Financial Year 2008 AGM/ EGM AGM ocation Location Date Date Time
Birla Matushri Sabhagar, April 8, 2009 19, Sir Vithaldas Thackersey Marg, Mumbai 400 020 Birla Matushri Sabhagar, April 24, 2008 19, Sir Vithaldas Thackersey Marg, Mumbai 400 020 Birla Matushri Sabhagar, March 28, 2007 19, Sir Vithaldas Thackersey Marg, Mumbai 400 020 Yashwantrao Chavan Pratisthan, Gen. Jagannath Bhosale Marg, Mumbai 400 021 June 8, 2006
3.00 p.m.
2007
AGM
3.00 p.m.
2006
AGM
10.00 a.m.
2006
EGM
11.30 a.m.
three at General esolution(s) Resolution(s Details of Special Resolution(s) passed at General Meetings during the last three General (AGM) years Annual General Meetings (AGM) At the 73rd Annual General Meeting held on April 8, 2009, one Special Resolution was passed pertaining to the alteration of Article 157 (ii) of the Articles of Association of the Company which deals with the manner in which the Seal of the Company is to be used. The Resolution was put to vote and was passed with the requisite majority. At the 72nd Annual General Meeting held on April 24, 2008, no Special Resolutions were passed. At the 71st Annual General Meeting held on March 28, 2007, no Special Resolutions were passed. xtraordinary General aordinar Extraordinary General Meetings (EGM) Pursuant to the Order dated May 5, 2006 passed by the High Court of Judicature at Bombay in Company Application No. 596 of 2006, a Meeting of the Shareholders was convened on June 8, 2006 for approving the Schemes of Amalgamation of Tarmac (India) Limited, a wholly owned subsidiary of the Company with ACC. As required by law, a poll was conducted at the Meeting and the Resolution pertaining to the approval of the Scheme of Amalgamation was passed with the requisite majority. Resolution through conduc onducted Details of Resolution passed through postal ballot, the persons who conducted the exercise voting pattern postal ballot exercise and details of the voting pattern During the year under review no resolution has been passed through the exercise of postal ballot.
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FINANC NANCIAL CALEN ALEND FINANCIAL CALENDAR: Board Meeting for consideration of Accounts for the financial year ended December 31, 2009 and recommendation of dividend Posting of Annual Reports Book Closure Dates Last date for receipt of Proxy Forms Date, Time & Venue of the 74th Annual General Meeting February 4, 2010
On or before March 11, 2010 March 26, 2010 to April 8, 2010 (both days inclusive) April 6, 2010 before 3.00 p.m. April 8, 2010 at 3.00 p.m. Birla Matushri Sabhagar 19, Sir Vithaldas Thackersey Marg, Mumbai 400 020 April 13, 2010 April 10, 2010 Within one month from the end of the quarter as stipulated under the Listing Agreement with the Stock Exchanges. Within three months from the end of the last quarter as stipulated under the Listing Agreement with the Stock Exchanges. For and on behalf of the Board N S Sekhsaria Chairman
Dividend Payment date Probable date of despatch of warrants Board Meeting for consideration of unaudited quarterly results for the financial year ending December 31, 2010 Audited results for the current financial year ending December 31, 2010
Mumbai: February 4, 2010
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DECLARATIONS
Ethics onduct Conduc Code Compliance with Code of Business Conduct and Ethics As provided under Clause 49 of the Listing Agreement with the Stock Exchanges, the Board Members and the Senior Management Personnel have confirmed compliance with the Code of Conduct and Ethics for the year ended December 31, 2009.
For ACC Limited Sumit Banerjee Managing Director Mumbai: February 4, 2010
CFO Certification ertifica C EO / CFO Certification As required by sub clause V of Clause 49 of the Listing Agreement with the Stock Exchanges, we have certified to the Board that for the financial year ended December 31, 2009, the Company has complied with the requirements of the said sub clause.
For ACC Limited Sumit Banerjee Managing Director Mumbai: February 4, 2010
For ACC Limited Sunil Nayak Chief Financial Officer
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Batliboi Associates S.R. Batliboi & Associates Chartered Accountants tered ountan Charter Accountants state, Esta Floor, 2 nd Floor, Urmi Estate, Compound, Jalan Mills Compound, 95, Ganpatrao Kadam Marg , trao Ganpatr Kadam Marg arel, ower Par Lower Parel, Mumbai 400 013
DITOR CER FICA ORS ERT COR ORA GOVERNANCE ORP VERNANC AU DITORS CERTI FICATE ON CORPORATE GOVERNANCE
TO THE MEMBERS OF ACC LIMITED We have examined the compliance of conditions of Corporate Governance by ACC Limited, for the year ended December 31, 2009, as stipulated in Clause 49 of the Listing Agreement of the said Company with Stock Exchange(s). 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 the 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. We further 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 S. R. Batliboi & Associates Chartered Accountants
per Sudhir Soni Partner Membership No.: 41870 Mumbai: February 4, 2010
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FINANCIAL ANALYSIS / HIGHLIGHTS
FINANCIAL ANALYSIS OF ACC LIMITED (STANDALONE)

1. Net Sales: 2009 Sale of Products and Services (Gross) Less - Excise Duty Sale of Products and Services (Net) 8,724.24 697.04 8,027.20 2008 8,234.02 951.15 7,282.87 Change 490.22 (254.11) 744.33
Figures in Rs. Crore Change% 5.95% -26.72% 10.22%
The net sales increased by 10.22% during current year over previous year mainly due to higher cement realization. Cement volumes increased by 2.43% during the current year which can be seen from the following table: Figures in million tonnes 2009 Cement Clinker 21.52 2.02 2008 21.01 3.99 Change 0.51 (1.97) Change% 2.43% -49.37%
2.
Income: Other Income: 2009 Other operating income Other income 163.70 77.41 2008 165.53 123.18 Change (1.83) (45.77)
Figures in Rs. Crore Change% -1.11% -37.16%
Other operating income comprises sale of stores, materials etc., sale of surplus generated power, provision no longer required written back etc. The other operating income has decreased marginally by 1.11% during current year as compared to previous year. During the current year, other income is decreased by 37.16% as compared to previous year, primarily on account of decrease in interest income by Rs. 38.02 Crore due to lower amount of interest on Fixed Deposits with bank, due to higher interest on income tax refund in the previous year and also on account of lower dividends from long term investment by Rs. 7.60 Crore. 3. urchase Cemen ement: Purchase of Cement: 2009 Purchase of Cement 93.16 2008 87.36 Change 5.80 Figures in Rs. Crore Change% 6.64%
During the current year there is marginal increase in purchase of cement for trading purpose.
4.
Materials Consumed: Raw Materials Consumed: 2009 Raw Materials Consumed 891.51 2008 799.12 Change 92.39
Figures in Rs. Crore Change% 11.56%
The raw materials consumption of the Company increased by 11.56 % over the previous year mainly due to higher prices of Gypsum and Slag consumed.
64
5.
Materials Consumed: Packing Materials Consumed: 2009 Packing Materials Consumed 238.72 2008 280.14 Change (41.42)
Figures in Rs. Crore Change% -14.79%
There is significant reduction of 14.79 % in Packing Material consumed due to decrease in the price of bags consumed for despatch of cement. 6. ower Fuel: Power and Fuel: 2009 Power and Fuel 1,539.65 2008 1,598.96 Change (59.31) Figures in Rs. Crore Change% -3.71%
There is increase in the price of indigenous coal and imported coal but cost of Power and Fuel consumption has decreased as compared to previous year on account of optimization of coal mix and lesser consumption of coal per unit of power. 7. Repairs: 2009 Repairs 405.31 2008 361.85 Change 43.46 Figures in Rs. Crore Change% 12.01%
Expenditure on account of repairs has increased by 12.01% due to consumption of refractories, liners, grinding media, spare parts, maintenance materials and other third party maintenance services. 8. alty: Royalty: 2009 Royalty 98.39 2008 86.69 Change 11.70 Figures in Rs. Crore Change% 13.50%
There is increase in royalty paid on limestone as royalty rate has increased from Rs. 45 to Rs. 63 per tonne w.e.f. 13th Aug 2009. 9. yments Pro for Employ Payments to and Provisions for Employees: 2009 Payment and provision for employees 367.71 2008 416.32 Change (48.61) Figures in Rs. Crore Change% -11.68%
There is increase in employee cost on account of annual increment, Hay grade implementation for aligning the remuneration with current market and compensation paid under Voluntary Retirement Scheme. During the current year, the Company has recognized a credit of Rs. 26.61 Crore (Previous Year charge of Rs. 34.13 Crore) due to change in discounting rate in valuation of present value of employee benefit liabilities as per Accounting Standard 15 (Revised) - Employee Benefits notified pursuant to the Companies (Accounting Standards) Rules, 2006. 10. Loading , Transportation and other charges: oading, ansporta tation charges: 2009 Loading, Transportation and other charges 169.69 2008 176.98 Change (7.29) Figures in Rs. Crore Change% -4.12%
Cost of Loading, Transportation and other charges has marginally decreased as compared to previous year. During the current year there is no major variance in C&F charges (decreased by Rs. 2 per tonne in the current year) as compared to previous year.
65
Discoun Reba ount, ebates Allowances: 11. Discount, Rebates and Allowances: 2009 Discount, Rebates and Allowances 93.49 2008 105.20 Change (11.71)
The cost of Discount, Rebates and Allowances has decreased by 11.13 % on account of discontinuation of one of discount scheme. axes: 12. Rates and Taxes: 2009 Rates and taxes 101.45 2008 98.75 Change 2.70
An increase in additional goods tax in the state of Himachal Pradesh, partly nullified by a reduction in entry tax in the state of UP, has lead to an overall impact increase by 2.73% in the rates and taxes. Advertisement: ertisemen 13. Advertisement: 2009 Advertisement 53.16 2008 47.56 Change 5.60
There is increase in advertisement expenditure by 11.77% as compared to previous year on account of new facilities. ard Outwar Freight Charges ement Cemen 14. Outward Freight Charges on Cement etc: 2009 Outward Freight Charges on Cement etc 1,054.41 2008 1,001.58 Change 52.83
There is increase in cost of Outward freight charges on cement due to increase in railway freight for cement w.e.f. December 2008 and the variation between the rates is 7%. Expenses: 15. Other Expenses: 2009 Excise Duties (Net) Rent Insurance Stores and Spare parts Consumed Commission on Sales Other Expenses Provision for Bad and Doubtful Debts TOTAL 84.54 32.59 17.60 10.03 23.12 270.48 31.26 469.62 2008 117.08 33.22 17.86 13.86 20.24 286.55 0.71 489.52 Change (32.54) (0.63) (0.26) (3.83) 2.88 (16.07) 30.55 (19.90)
Figures in Rs. Crore Change% -27.79% -1.90% -1.46% -27.63% 14.23% -5.61% 4302.82% -4.07%
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There is decrease in excise duty charges due to reduction in excise rate on clinker consumed for captive consumption at exempted units. During the current year, there is marginal decrease in rent cost as compared to previous year. As compared to previous year there is a reduction in the consumption of stores and spares consumed by Rs. 3.83 Crore. During the current year, the Company has introduced cost reduction initiatives as a result of which there is decrease in other expenses as compared to previous year. During the current year, provision is made of Rs. 29 Crore in respect of sales tax incentive available under a state government policy in respect of one of its cement plants as compared to previous year. Deprecia eciation: 16. Depreciation: 2009 Depreciation 342.09 2008 294.18 Change 47.91 Figures in Rs. Crore Change% 16.29%
There is increase in depreciation on account of asset capitalization of Rs. 1,005.71 Crore as compared to Rs. 492.02 Crore in the previous year. During the current year, there is commissioning of major portion of Bargarh expansion / modernization project along with captive power plant and grinding plants at Kudithini and Thondebhavi with capacity of 1.1 MTPA and 1.6 MTPA respectively. Inter terest Charges: 17. Interest Charges: 2009 Interest Charges 84.30 2008 39.96 Change 44.34 Figures in Rs. Crore Change% 110.96%
Interest charges comprise interest on debenture, term loans, interest on income tax and other interest. The Company has raised Rs. 500 Crore (Rs. 200 Crore in the previous year in the month of Dec 08) through private placement of secured non-convertible debenture. The interest charges on debentures have been capitalised of Rs. 26.38 Crore as compared to Rs. 1.36 Crore in the previous year. Further during the current year, in the month of December 09 the Company has repaid the rupee Term loan of Rs. 200 Crore. During the Current year, there is significant increase in other interest charges as compared to previous year mainly due to interest claim on delayed payment of royalty on limestone relating to earlier years worth Rs. 22.43 Crore. The Company has filed a writ petition in the High Court of Shimla challenging the said claim. Further during the current year the Company has provided interest on income tax of Rs. 17.58 Crore. 18. Exceptional Items: 2009 Exceptional Items 2008 48.86 Change (48.86) Figures in Rs. Crore Change% -100.00%
There are no exceptional items as compared to previous year which includes profit on sale of investment in ACC Machinery Company limited and sale of land at Sanatnagar. ixed 19. Fixed Assets: 2009 Net Fixed Assets Capital Work in progress 4,158.29 2,156.21 2008 3,469.70 1,602.86 Change 688.59 553.35 Figures in Rs. Crore Change% 19.85% 34.52%
Net Fixed Assets increased by 19.85% as compared to previous year mainly due to commissioning of major portion of Bargarh expansion / modernization project along with captive power plant with an incremental capacity of 1.1 MTPA and grinding plants at Kudithini and Thondebhavi with capacity of 1.1 MTPA and 1.6 MTPA respectively.
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Capital work in progress increased by 34.52% as compared to previous year mainly due to expenditure incurred as part of the on-going expansion / modernization projects at Wadi, Chanda and others. Investments: 20. Investments: 2009 Investments 1,475.64 2008 679.08 Change 796.56
There is increase in Investments mainly on account of subscription of 1% cumulative Redeemable Preference Shares of Rs. 100 Crores in ACC Concrete Limited, acquisition of 100% stake in National Limestone Company Pvt. Ltd (a Company engaged in mining of limestone) and subscription of Rs. 4.90 Crore of Equity shares in ACC Mineral Resources Limited. There has also been a substantial increase in the investment of mutual funds as compared to previous year. As on December 31, 2009 the Company invested Rs. 1,129.47 Crore in mutual funds out of the cash surplus / internal accrual lying with the Company. Stock-in-tr -in-trade Stores Spares: 21. Stock-in-trade and Stores & Spares: 2009 Stock-in-trade and Stores & Spares 778.98 2008 793.27 Change (14.29)
The Stock-in-trade as on 31st December, 2009 was lower than the level of 31st December, 2008 by Rs. 14.29 Crore mainly on account of decrease in inventory of imported coal. Further the raw materials inventory was higher than last year due to a significant increase in the prices of Gypsum. Sundry 22. Sundry Debtors: 2009 Sundry Debtors 203.70 2008 310.17 Change (106.47)
There is decrease in Sundry Debtors by 34.33% as compared to previous year. During the year provision is made of Rs. 29.44 crore in respect of sales tax incentive as well as Rs. 15 Crore on account of Capital Subsidy as receivable under a state government policy in respect of one of its cement plants. A days sale outstanding for cement customer third party as on 31st December, 2009 is 2.95 as compared to 4.45 as on 31st December, 2008. Curren ent 23. Other Current Assets: 2009 Other Current Assets 10.99 2008 20.67 Change (9.68)
Other current assets comprises accrued interest and asset held for disposal. Accrued interest includes interest on fixed deposits and government securities. During the current year, the other current assets have gone down due to decrease in accrued interest on fixed deposit as compared to previous year. . Advances: 24. Loans and Advances: 2009 Loans and Advances 554.42 2008 651.28 Change (96.86) Figures in Rs. Crore Change% -14.87%
68
Loans and advances decreased mainly due to realization of inter corporate deposit of Rs. 100 crore given to ACC Concrete Limited, a wholly owned subsidiary of the Company. During the current year, there is an increase in balance with excise, customs ports and other authorities by Rs. 9 crore on account of availment of cenvat credit on capital items, on account of on-going CAPEX projects at Kudithini, Thondebhavi, Wadi, Chanda and Bargah plants and the same will be utilized in the next year since Company has registered itself under the Large Tax Payer Unit (LTU) w.e.f. October 1, 2009. Curren ent 25. Current Liabilities: 2009 Current Liabilities 2,060.34 2008 1,801.79 Change 258.55
Current liabilities have increased by 14.35% as compared to previous year primarily on account of higher provision for marketing and sales expenses, which in turn is arising out of higher sales during the year and increase in provision for expenses in line with the increase in turnover etc. Pro 26. Provisions: 2009 Provisions 1,091.88 2008 963.93 Change 127.95
During the current year provisions have increased on account of provision of proposed dividend of Rs. 13 per share as compared to Rs. 10 per share in the previous year. Liability has also increased on account of provision for income tax, further provision in respect of retirement benefits has decreased on account of change in discounting rate. Funds: 27. Loan Funds: 2009 Secured Loans Unsecured Loans 550.00 16.92 2008 450.00 32.03 Change 100.00 (15.11)
Figures in Rs. Crore Change% 22.22% -47.17%
There is increase in secured loans primarily on account of issuance of Rs. 300 Crore secured non-convertible debentures in the month of October 2009. During the current year, rupee term loan of Rs. 200 Crore has been repaid in the month of December 2009. During the current year, unsecured Loans have been decreased on account of repayment of loan taken from KRDCL.
69
FINANCIAL HIGHLIGHTS
Cror ore Rs. Crore 2009 NCO ST I NCOME STAEMENT Net Sales Operating EBIDTA Profit before Tax Profit after Tax 8,027 2,643 2,294 1,607 7,283 1,899 1,737 1,213 6,991 1,993 1,930 1,439 5,803 1,717 1,620 1,232 3,221 616 684 544 3,902 715 444 378 3,284 496 254 200 2,860 353 118 104 2,831 482 164 130 2,576 390 51 57 2008 2007 2006 2005* 2004-05 2003-04 2002-03 2001-02 2000-01
ALANCE SHEET BALANCE SHEET Net Worth Borrowings Net Fixed Assets Current Assets Current Liabilities Capital Employed 6,016 567 6,315 2,294 3,152 6,932 4,928 482 5,073 2,760 2,766 5,746 4,153 306 3,964 2,203 2,221 4,791 3,142 771 3,481 1,921 1,672 4,234 2,130 1,071 3,122 1,421 1,335 3,502 1,585 1,408 2,872 1,214 1,076 3,301 1,319 1,353 2,472 1,040 941 2,982 1,024 1,405 2,456 891 807 2,720 946 1,508 2,317 896 700 2,761 1,082 1,657 2,298 908 649 2,809
SIGN I FICANT RATIOS SIGNI FICANT RA Operating EBIDTA / Net sales Return on Capital Employed Return on Net Worth Current Ratio Debts Equity Ratio Price Earning Ratio Dividend Yield Ratio Net Worth per Share (Rs.) Net Sales per Share (Rs.) Basic Earnings per Share (Rs.) 33% 49% 27% 0.73 0.09 10.23 3% 320 428 85.60 26% 40% 25% 1.00 0.10 7.39 4% 263 388 64.63 29% 42% 35% 0.99 0.07 13.74 2% 221 373 76.75 30% 41% 39% 1.15 0.25 16.44 1% 168 310 66.02 19% 19% 34% 1.06 0.50 17.74 2% 115 175 30.02 18% 18% 24% 1.13 0.89 17.25 2% 89 219 21.23 15% 12% 15% 1.11 1.02 21.62 2% 74 185 11.68 12% 9% 10% 1.10 1.37 23.60 2% 60 167 6.08 17% 13% 14% 1.28 1.59 20.15 2% 55 166 7.64 15% 11% 5% 1.40 1.53 40.22 1% 63 151 3.35
*Pertains to nine months period.
70
AUDITORS REPORT TO THE MEMBERS OF ACC LIMITED

1. We have audited the attached Balance Sheet of ACC Limited (the Company) as at December 31, 2009 and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in India. Those 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 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 (Auditors Report) Order, 2003 (as amended) (the said Order) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the Annexure referred to above, we report that: a) b) c) d) 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; 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 those books; the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; in our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956; on the basis of the written representations received from the directors, as on December 31, 2009, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on December 31, 2009 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; in our opinion and to the best of our information and according to the explanations given to us, the said accounts 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 the Balance Sheet, of the state of affairs of the Company as at December 31, 2009;
2.
3.
4.
e)
f)
(ii) in the case of the Profit and Loss Account, of the profit for the year ended on that date; and (iii) in the case of Cash Flow Statement, of the cash flows for the year ended on that date.
For S.R. BATLIBOI & ASSOCIATES Chartered Accountants per Sudhir Soni Partner Membership No. 41870 Place: Mumbai Date: February 4, 2010
71
ANNEXURE TO THE AUDITORS REPORT

(Referred eferr paragr agraph Repor eport ev date) (Referred to in paragraph 3 of our Report of even date) AC (the Company) ompany Re: ACC Limited (the Company
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets. (b) A substantial portion of fixed assets has been physically verified during the year by the management and in our opinion the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification. (c) Fixed assets disposed off during the year were not substantial. According to the information and explanations given by the management and on the basis of audit procedures performed by us, we are of the opinion that the disposal of fixed assets has not affected the going concern of the Company.
(ii)
(a) The management has conducted physical verification of inventory at reasonable intervals during the year. (b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business. (c) In our opinion, the Company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.
(iii)
(a) As informed, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (b), (c) and (d) are not applicable. (e) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (f) and (g) are not applicable.
(iv)
In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system in respect of these areas. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system of the company. (a) According to the information and explanations provided by the management, there were no transactions during the year pursuant to the contracts or arrangements referred to in Section 301 of the Companies Act, 1956. Accordingly, sub-clause (b) is not applicable. The Company has not accepted any deposits from the public to which the provisions of Section 58A, 58AA, or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules, 1975 apply. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.
(v)
(vi)
(vii)
(viii) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 209(1)(d) of the Companies Act, 1956, and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same. (ix) (a) According to the records of the Company, provident fund, investor education and protection fund, income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess and other material statutory dues applicable to it have generally been regularly deposited during the year with appropriate authorities except at certain locations where we are informed that the Company has applied for exemption from the operation of the Employees State Insurance Act, 1948. (b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, investor education and protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess and other material statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable. (c) According to the records of the Company, the dues outstanding of income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess and other material statutory dues on account of any dispute, are as follows:
72
(Rs. Crore) Forum where dispute is pending Name of Statute (Nature of dues) Sales Tax (Tax / Penalty / Interest) Central Excise Act (Duty / Penalty / Interest) Service Tax under Finance Act, 1994 (Tax / Penalty / Interest) Cess on power generation (x) (xi) (xii) (xiii) (xiv) (xv) (xvi) (xvii) (xviii) (xix) (xx) (xxi) Period to which CommissAppellate the amount relates ionarate authorities & Tribunal 1982-83 to 2009 52.19 99.47 High Court 253.50 Supreme Court Total
405.16
1982-83 to 2009
7.51
27.15
2.76
5.88
43.30
2004-05 to 2009
4.91
1.14
6.05
2003-04 to 2009
15.62
15.62
The Company has no accumulated losses at the end of the financial year and it has not incurred cash losses in the current and immediately preceding financial year. Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders. Based on our examination of documents and records, we are of the opinion that the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause (xiii) of the said Order are not applicable to the Company. In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause (xiv) of the said Order are not applicable to the Company. According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from bank or financial institutions. Based on information and explanations given to us by the management, term loans were applied for the purpose for which the loans were obtained. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment. The Company has not made any preferential allotment of shares to parties or companies covered in the register maintained under Section 301 of the Companies Act, 1956. During the period covered by our audit, the Company has issued 3,000 privately placed non- convertible debentures of Rs. 1,000,000 each. The Company has created charge in respect of these debentures. The Company has not raised any money by the way of public issue during the year. Therefore the provisions of clause (xx) of the said Order are not applicable to the Company. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.
For S.R. BATLIBOI &ASSOCIATES Chartered Accountants per Sudhir Soni Partner Membership No. 41870 Place: Mumbai Date: February 4, 2010
73
BALANCE SHEET AS AT DECEMBER 31, 2009

2009 Rs. Crore 2008 Rs. Crore
Schedules SOUR FU SOURC ES OF FU N DS: Shareholders Funds: Shareholders Funds: Share Capital ..................................................................................................................... Share Application Money, pending allotment ................................................... Reserves and Surplus ..................................................................................................... Funds: Loan Funds: Secured Loans ................................................................................................................... Unsecured Loans ............................................................................................................. Deferr erred Deferred Tax Liabilities (Net) ................................................................................. {Refer Note - 14(b)} FU TOTAL FU N DS ................................................................................................................... APPLICA FU APPLICATION OF FU N DS: ixed Fixed Assets: Gross Block ......................................................................................................................... Less: Accumulated Depreciation and Amortisation ........................................ Net Block ............................................................................................................................. Capital Work-in-Progress (including Capital Advances) ................................. 5
Rs. Crore
1 2
187.94 0.08 5,828.20 6,016.22
187.88 4,739.85 4,927.73 450.00 32.03 566.92 349.25 6,932.39 482.03 335.79 5,745.55
3 4
550.00 16.92
6,826.27 2,667.98 4,158.29 2,156.21 6,314.50
5,835.67 2,365.97 3,469.70 1,602.86 5,072.56 679.08 793.27 310.17 984.24 20.67 651.28 2,759.63 1,801.79 963.93 2,765.72 (857.75) 6,932.39 (6.09) 5,745.55
Investments Investments ...................................................................................................................... Curren Assets, Loans ent Advances: Current Assets, Loans and Advances: Inventories .......................................................................................................................... Sundry Debtors ................................................................................................................ Cash and Bank Balances .............................................................................................. Other Current Assets ..................................................................................................... Loans and Advances ....................................................................................................... Curren ent Pro Less : Current Liabilities and Provisions: Current Liabilities ............................................................................................................ Provisions ............................................................................................................................
6 7 8 9 10 11 778.98 203.70 746.38 10.99 554.42 2,294.47 12 13 2,060.34 1,091.88 3,152.22
1,475.64
Curren ent Net Current Assets ....................................................................................................... ASSET SSETS TOTAL ASSETS (Net) ...................................................................................................... Accoun ounts Notes to Accounts ........................................................................................................ 18
The schedules referred to above and notes to accounts form an integral part of the Balance Sheet. As per our report of even date For and on behalf of the Board of ACC Limited,
For S.R. BATLIBOI & ASSOCIATES Chartered Accountants per SUDHIR SONI Partner Membership No. 41870 Mumbai, February 04, 2010
N. S. SEKHSARIA Chairman SUMIT BANERJEE Managing Director BURJOR D. NARIMAN Company Secretary
PAUL HUGENTOBLER Deputy Chairman SUNIL K. NAYAK Chief Financial Officer
S. M. PALIA NARESH CHANDRA M. L. NARULA D. K. MEHROTRA R. A. SHAH SHAILESH HARIBHAKTI KULDIP KAURA
Directors
74
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED DECEMBER 31, 2009
Schedules NCO I NCOME: Sale of Products and Services (Gross) .................................................................... Less - Excise Duty ............................................................................................................ Sale of Products and Services (Net) {Refer Note - 21 & 24(A)} .................. Other Income .................................................................................................................... XPENDIT DITU EXPEN DITU R E: Manufacturing and Other Expenses ...................................................................... Depreciation and Amortisation ................................................................................ Interest ................................................................................................................................. Profit befor axa ore Ex Profit before Taxation and Exceptional items .............................................. Exceptional Items ............................................................................................................ Profit befor ore Profit before Tax ............................................................................................................ Pro for Provision for Tax Current Tax ......................................................................................................................... Deferred Tax {Refer Note - 14(b)} ............................................................................. Fringe Benefit Tax ........................................................................................................... Profit after Profit after Tax ................................................................................................................ Balance brought forward from Previous Year .................................................... Profit av for appropria opriation Profit available for appropriation ........................................................................ Appropria opriations: Appropriations: Interim Dividend .............................................................................................................. Proposed Dividend .......................................................................................................... Dividend Distribution Tax ............................................................................................ General Reserve ............................................................................................................... Debenture Redemption Reserve ............................................................................... Previous Year Dividend ................................................................................................. Amortisation Reserve .................................................................................................... Balance carried to Balance Sheet ........................................................................ Earning per Share (Refer Note - 6) Basic Earnings per Share .............................................................................................. Diluted Earnings per Share ......................................................................................... Face value per Share ...................................................................................................... Notes to Accounts ........................................................................................................... Rupees Rupees Rupees 18 (673.30) (13.46) (0.90) (687.66) 1,606.73 2,477.91 4,084.64 187.70 244.06 73.38 350.00 25.00 0.65 880.79 3,203.85 85.60 85.42 10.00 14 Rs. Crore 8,724.24 697.04 8,027.20 241.11 8,268.31 15 5 16 5,547.53 342.09 84.30 5,973.92 17 2,294.39 2,294.39 2009 Rs. Crore 2008 Rs. Crore 8,234.02 951.15 7,282.87 288.71 7,571.58 5,549.70 294.18 39.96 5,883.84 1,687.74 48.86 1,736.60 (510.47) (4.34) (9.00) (523.81) 1,212.79 2,064.89 3,277.68 187.65 187.68 63.79 350.00 10.00 0.02 0.63 799.77 2,477.91 64.63 64.53 10.00
The schedules referred to above and notes to accounts form an integral part of the Profit and Loss Account. As per our report of even date For and on behalf of the Board of ACC Limited,
Directors
75
CASH FLOW STATEMENT FOR THE YEAR ENDED DECEMBER 31, 2009
2009 Rs. Crore A. Cash flow from operating activities 1 Net Profit before Tax and Exceptional Items ................................................................................. Adjustments for: 2 Depreciation ................................................................................................................................................. 3 (Profit) / Loss on sale / Discarding of Fixed Assets - (Net) ....................................................... 4 Interest and Dividend Income .............................................................................................................. 5 Interest Expense ......................................................................................................................................... 6 Profit on Sale / Write off of Investment ........................................................................................... 7 Provision for Mines Restoration ........................................................................................................... 8 Provision for Retirement Benefits ....................................................................................................... 9 Provision for Doubtful Debts and Advances (Net of adjustment) ........................................ 10 Consumption of Machinery spares .................................................................................................... 11 Wealth Tax provision ................................................................................................................................ Operating profit before working capital changes ................................................................................... Adjustments for: 12 Trade and other receivables .................................................................................................................. 13 Inventories .................................................................................................................................................... 14 Assets held for disposal .......................................................................................................................... 15 Trade and other payables ....................................................................................................................... Cash generated from operations ................................................................................................................... 16 Direct Taxes Paid - (Net) .......................................................................................................................... Cash from opera activities Net Cash flow from operating activities ............................................................................................... B. Cash flow from investing activities 17 Loans to Companies ................................................................................................................................. 18 Purchase of Fixed Assets ......................................................................................................................... 19 Sale of Ready Mixed Concrete business ........................................................................................... (Total consideration is in cash and cash equivalents) 20 Sale of Fixed Assets .................................................................................................................................. 21 Purchase of Investments {includes Rs. 121.14 Crore towards investment in subsidiary Companies (Previous Year - Rs. 110.36 Crore)} ......................................................... 22 Sale of Investments {includes Rs. Nil towards sale of investment in subsidiary Company (Previous Year - Rs. 41.85 Crore)} .............................................................. (Total consideration is in cash and cash equivalents) 23 Interest and Dividend Received ........................................................................................................... inv activities Net cash used in investing activities ....................................................................................................... C. Cash flow from financing activities 24 Interest paid {includes amount capitalised Rs. 26.38 Crore (Previous Year - Rs. 1.36 Crore)} ............................................................................................................. 25 Proceeds from issue of Share Capital ................................................................................................ 26 Short term Borrowings - (Net) ............................................................................................................. 27 Proceeds from Long term Borrowings ............................................................................................... 28 Repayment of Long term Borrowings ............................................................................................... 29 Dividend paid (including dividend distribution tax) ................................................................... activities Net cash used in financing activities ...................................................................................................... Net increase / (decrease) in cash and cash equivalents ...................................................................... Cash and cash equivalents - Opening Balance ..................................................................................................................................... - Closing Balance ........................................................................................................................................ Notes: 2,294.39 342.09 3.24 (76.60) 84.30 (0.81) 3.72 (55.22) 31.19 14.01 1.27 2,641.58 45.94 14.29 0.56 189.62 2,891.99 (494.05) 2,397.94 44.20 (1,523.23) 7.84 (4,832.62) 4,036.87 85.72 (2,181.22) 2008 Rs. Crore 1,687.74 294.18 9.94 (122.06) 39.96 0.83 1.41 33.46 (0.20) 4.87 0.79 1,950.92 (138.38) (83.44) 1.28 296.36 2,026.74 (318.41) 1,708.33 (112.35) (1,494.00) 100.00 17.79 (3,832.67) 4,034.41 116.38 (1,170.44)
(105.44) 1.90 300.00 (215.11) (435.93) (454.58) (237.86) 984.24 746.38
(40.29) 1.39 (16.03) 200.00 (8.35) (433.85) (297.13) 240.76 743.48 984.24
1 All figures in brackets are outflow. 2 Closing cash and cash equivalents includes amounts earmarked for specific purposes Rs. 25.23 Crore (Previous Year - Rs. 21.98 Crore). 3 Cash and cash equivalents are Cash and Bank Balances as per Balance Sheet. 4 Direct Taxes paid are treated as arising from operating activities and are not bifurcated between investing and financing activities. 5 Previous years figures have been regrouped / restated wherever necessary. As per our report of even date For and on behalf of the Board of ACC Limited,
Directors
76
SCHEDULES FORMING PART OF THE BALANCE SHEET

SCHEDULE SHARE CAPIT APITAL SCH EDU LE - 1, SHARE CAPITAL Rs. Crore HORISED AUTHORISED 22,50,00,000 Equity Shares of Rs. 10 each .................................................................................... 10,00,00,000 Preference Shares of Rs. 10 each ........................................................................... 225.00 100.00 325.00 ISSUED ISSUED 18,87,88,179 (Previous Year - 18,87,29,706) Equity Shares of Rs. 10 each ...................... SUBSC BSCR SUBSCR I B ED 18,77,40,292 (Previous Year - 18,76,81,819) Equity Shares of Rs. 10 each fully paid Add : 3,84,060 (Previous Year - 3,84,060) Equity Shares of Rs.10 each Forfeited - Amount paid ......................................................................................................................... TOTAL ... Notes: Out of the above 60,72,640 (Previous Year - 60,72,640) Equity Shares of Rs. 10 each, fully paid issued for consideration other than cash pursuant to contracts. 9,19,52,080 (Previous Year - 9,19,52,080) Equity Shares of Rs. 10 each, fully paid issued by way of Bonus Shares by utilisation of Securities Premium and Reserves. Options in force as of December 31, 2009 under the Employees Stock Option Schemes - 4,054 Shares - (Previous Year - 81,654 Shares) ESOS 2001 - Vested Options exercisable @ Rs. 127/- per share till October 30, 2010 - 4,054 Shares - (Previous Year - 7,567 Shares) ESOS 2004 - Vested Options exercisable @ Rs. 314/- per share till December 15, 2009 - Nil - (Previous Year - 74,087 Shares) 187.74 0.20 187.94 187.94 187.68 0.20 187.88 187.88 188.78 188.72 225.00 100.00 325.00 2009 Rs. Crore 2008 Rs. Crore
SCH EDULE RESER ESERVES AND SURPLUS SCH EDULE - 2, RESERVES AND SU R PLUS Capital Reserve ........................................................................................................................................... Less:Provision for Capital subsidy receivable {Refer Note - 15B(c)} ................................... Securities Premium .................................................................................................................................. Add:Received during the year ............................................................................................................. General Reserve ......................................................................................................................................... Add:Amount transferred from Profit and Loss Account ......................................................... Debenture Redemption Reserve ......................................................................................................... Add:Amount transferred from Profit and Loss Account ......................................................... Amortisation Reserve .............................................................................................................................. Add:Amount transferred from Profit and Loss Account ......................................................... Employees Stock Option Outstanding ............................................................................................. Profit and Loss Account .......................................................................................................................... TOTAL ... Rs. Crore 82.64 15.00 842.93 1.76
2009 Rs. Crore
2008 Rs. Crore 82.64 82.64 841.50 1.43
67.64
844.69 1,319.86 350.00 1,669.86 10.00 25.00 35.00 6.49 0.65 7.14 0.02 3,203.85 5,828.20
842.93 969.86 350.00 1,319.86 10.00 10.00 5.86 0.63 6.49 0.02 2,477.91 4,739.85
77

SCHEDULE SECUR LO SCH EDULE - 3, SECUR ED LOANS PRIVATELY PLACED NON - CONVERTIBLE DEBENTURES *Secured by a charge on all movable and immovable assets under the Debenture Trust Deed (a) 11.30% Non-Convertible Debentures redeemable at par on December 09, 2013 ........................................................................................................................ (b) 8.45% Non-Convertible Debentures redeemable at par on October 07, 2014 ............................................................................................................................. Term Loans from Banks .......................................................................................................................... {Amount Payable within one year Rs. 50 Crore (Previous Year - Rs. 200 Crore)} *Secured by a Mortgage on certain immovable properties and hypothecation of all movable assets except book debts. TOTAL ... 200.00 300.00 50.00 200.00 250.00 2009 Rs. Crore 2008 Rs. Crore
550.00
450.00
*The mortgage / charges indicated in above rank pari-passu inter-se and are subject to the prior charges in favour of the Companys Bankers on specific movable assets for securing working capital requirements / guarantee facilities.
SCHEDULE UNSECU NSECUR LO SCH EDULE - 4, UNSECUR ED LOANS Long Term Loans Financial Institution ................................................................................................................................. {Paid during the year to Karnataka Road Development Corporation Limited (KRDC) in respect of Companys share of loan availed by KRDC from HUDCO} Deferred payment Liability - IDCOL .................................................................................................. {Amount Payable within one year Rs. 3.24 Crore (Previous Year - Rs. 3.24 Crore)} (Refer Note - 22) Deferred Sales Tax Loans ....................................................................................................................... {Amount Payable within one year Rs. 1.41 Crore (Previous Year - Rs. 1.41 Crore)} TOTAL ...
2009 Rs. Crore
2008 Rs. Crore
12.09
9.74
11.36
7.18
8.58
16.92
32.03
78

SCH EDULE ASSET SSETS SCH EDULE - 5, FIXED ASSETS Rs. Crore GROSS BLOCK AT COST FIXED ASSETS
As at 31-12-2008 (a) Tangible Assets: 1. Freehold Land 2. Leasehold Land 3. Buildings 4. Machinery, Plant and Kilns 5. Roads, Bridges and Fences 6. Water Works 7. Railway Sidings 8. Rolling Stock 9. Furniture, Fixtures and Equipments 10. Motor Cars, Trucks, etc. 11. Electrical Installations Sub Total ntangible I ntangible Assets: 12. Computer Software 13. Mining Rights Sub Total TOTAL Previous Year 14. Capital Work-in-Progress {including Capital advance Rs. 201.74 Crore (Previous Year - Rs. 356.33 Crore)} 50.88 50.88 5,835.67 5,464.07 4.28 19.02 23.30 1,053.91 532.65 63.31 161.05 55.16 19.02 74.18 6,826.27 5,835.67 17.66 17.66 342.09 294.18 44.99 44.99 2,667.98 2,365.97 10.17 19.02 29.19 4,158.29 3,469.70 2,156.21 1,602.86 23.54 23.54 3,469.70 100.54 45.43 547.57 3,892.16 105.12 26.86 54.58 67.64 96.00 21.63 827.26 5,784.79 48.21 9.33 163.47 617.82 15.17 2.09 11.74 26.14 14.99 1.70 119.95 1,030.61 0.03 0.07 0.95 46.11 0.02 0.13 0.19 3.17 1.50 11.14 63.31 148.72 54.69 710.09 4,463.87 120.27 28.82 66.32 93.59 107.82 21.83 936.07 6,752.09 6.57 18.43 237.95 6.55 1.43 2.37 2.04 5.54 1.58 41.97 324.43 23.65 133.27 1,923.89 33.04 22.08 27.28 49.84 30.44 11.31 368.19 2,622.99 148.72 31.04 576.82 2,539.98 87.23 6.74 39.04 43.75 77.38 10.52 567.88 4,129.10 100.54 29.04 431.54 2,179.37 78.62 6.08 29.67 19.65 69.21 10.72 491.72 3,446.16 (b) Additions/ Adjustments (c) Deductions/ Adjustments (d) As at 31-12-2009 (e)
TOTAL DEPRECIATION/ AMORTISATION

For the year ended 31-12-2009 (f) Upto 31-12-2009 (g)
NET BLOCK
As at 31-12-2009 (h)
As at 31-12-2008 (i)
Notes:- (i) (ii)
Cost of Shares Rs. 6,710 (Previous Year - Rs. 6,710) in various Co-operative Housing Societies, in respect of 20 residential flats (Previous Year - 20) are included under Item No. 3 Buildings. Rolling stock includes assets given on lease to Railways under Own Your Wagons Scheme, Gross Block Rs. 28.48 Crore (Previous Year Rs. 28.48 Crore) and accumulated depreciation Rs. 28.48 Crore (Previous Year - Rs. 28.48 Crore)
(iii) Machinery Plant & Kilns, Roads Bridges & Fences and Electrical Installations include Gross Block of Rs. 1.48 Crore (Previous Year Rs. 1.48 Crore), Rs. 26.17 Crore (Previous Year - Rs. 24.50 Crore), Rs. 11.20 Crore (Previous Year - Rs. 11.20 Crore) and Net Block Rs. 0.59 Crore (Previous Year - Rs. 0.89 Crore), Rs. 8.99 Crore (Previous Year - Rs. 12.44 Crore), Rs. Nil (Previous Year - Rs. Nil) respectively, in respect of expenditure incurred on capital assets, ownership of which does not vest in the Company.
79

SCHEDULE INVES MENTS NVEST SCH EDULE - 6, INVESTMENTS - (At Cost unless otherwise stated) Face Value Rs. TRADE INVESTMENTS (a) Equity Shares - Fully Paid (Quoted):Shiva Cement Limited ............................................................................................ (b) Equity Shares - Fully Paid (Unquoted):Alcon Cement Company Pvt. Ltd. ...................................................................... SUBSIDIARY COMPANIES (a) Equity Shares - Fully Paid (Unquoted):(i) Bulk Cement Corporation (India) Limited ........................................... (ii) Lucky Minmat Limited ................................................................................. (iii) ACC Mineral Resources Limited (Formerly known as The Cement Marketing Co. of India Ltd.) ............................................ (4,90,000 Shares Subscribed for Rs. 4.90 Crore during the year) (iv) ACC Concrete Limited ................................................................................... (v) National Limestone Company Pvt. Ltd. ................................................ (Acquired during the year) (b) 1% Cumulative Redeemable Preference Share Fully paid (Unquoted) ACC Concrete Limited (Subscribed during the year) ................................ Numbers Rs. Crore 2009 Rs. Crore 2008 Rs. Crore
2 10
2,15,00,000 4,08,001
23.65 22.25 45.90
23.65 22.25 45.90
10 100 100 10 100
3,18,42,050 3,25,000 4,95,000 10,00,00,000 8,650
37.27 38.10 4.95 100.00 16.24
37.27 38.10 0.05 100.00 -
10
10,00,00,000
100.00 296.56
175.42
OTHER INVESTMENTS (a) GOVERNMENT AND TRUSTEE SECURITIES (i) Quoted* ............................................................................................................... (ii) Unquoted** 5.13% Himachal Pradesh Infrastructure Development Board Bonds 1,000,000 {**includes Securities of the face value of Rs. 0.01 Crore (Previous Year - Rs. 0.01 Crore) - deposited with Governments and others as Security Deposits} (b) Equity Shares - Fully Paid (Quoted):# The India Cements Ltd. ................................................................................ # Dalmia Cement (Bharat) Ltd. .................................................................... # Mysore Cement Ltd. ...................................................................................... # The Andhra Cement Company Ltd. ........................................................ # HDFC Bank Ltd. ................................................................................................ # Shree Digvijay Cement Company Ltd. ................................................... # Panyam Cements & Mineral Industries Ltd. ...................................... # OCL India Limited ........................................................................................... (c) Equity Shares - Fully Paid (Unquoted):* Kanoria Sugar & General Mfg. Company Ltd. ................................... * Bio - Tech Consortium India Ltd. ............................................................. * Gujrat Composites Ltd. ................................................................................ * Rohtas Industries Ltd. ................................................................................... * The Jaipur Udyog Ltd. ................................................................................... * The Sone Valley Portland Cement Company Ltd. ............................. * The Travancore Cement Company Ltd. ................................................. * Ashoka Cement Ltd. ...................................................................................... * Digvijay Finlease Ltd. .................................................................................... # Landmark Property development ........................................................... # OCL Iron and Steel Eq ................................................................................... Total carried over ... 10 2 10 10 10 10 10 2 10 10 10 10 10 5 10 10 10 2 2
37 3.71
3.71
784 1,865 350 52 500 180 50 240 4 50,000 60 220 120 100 100 50 90 720 720
3.71
3.71
80

SCH EDULE INVES MENTS NVEST SCH EDULE - 6, INVESTMENTS - (contd.) Total brought over ... (d) Investment in Mutual Funds (Unquoted):Prudential ICICI Super Institutional Plan - Daily Dividend .................... DWS Insta Cash - Super Institutional - Daily Dividend .......................... Birla Sunlife Short Term fund - Institutional - Daily Dividend ............ DWS Insta Cash - Institutional - Daily Dividend ........................................ Prudential ICICI Super Institutional Plan - Daily Dividend .................... Canara Robeco Liquid - Institutional Daily Dividend ............................... Tata Liquid Super high Investment Fund - Daily Dividend ................... Tata Liquid Super high Investment Fund - Daily Dividend ................... Tata Liquid Super high Investment Fund - Daily Dividend ................... Birla Sunlife Short Term fund - Institutional - Daily Dividend ............ DWS Insta Cash plus fund - Institutional Plan - Daily Dividend ........ Tata Liquid Super high Investment Fund - Daily Dividend ................... Reliance Liquidity Fund - Daily Dividend ....................................................... Birla Sunlife Short Term fund - Institutional - Daily Dividend ............ Canara Robeco Liquid - Institutional Daily Dividend ............................... Prudential ICICI Super Institutional plan - Daily Dividend .................... ING Liquid Fund Super Institutional plan - Daily Dividend .................. ING Liquid Fund Super Institutional plan - Daily Dividend .................. Reliance Medium Term Fund - Daily Dividend ............................................ Reliance Medium Term Fund - Daily Dividend ............................................ SBI Magnum Instacash Fund - Daily Dividend ........................................... SBI Magnum Instacash Fund - Daily Dividend ........................................... Sundaram BNP Paribas Money Fund - Super Inst - Daily Dividend .. Sundaram BNP Paribas Money Fund - Super Inst - Daily Dividend .. ING Liquid Fund -Super Institutional plan - Daily Dividend ................. Prudential ICICI Super Institutional Plan - Daily Dividend .................... UTI Liquid Fund - Cash Plan - Institutional plan - Daily Dividend ..... SBI - SHF - Liquid Plus Institutional plan - Daily Dividend .................... SBI - SHF - Liquid Plus Institutional plan - Daily Dividend .................... Reliance Medium Term Fund - Daily Dividend ............................................ DWS Insta Cash - Super Institutional - Daily Dividend .......................... Kotak Liquid - Institutional Premium - Daily Dividend ........................... Sundaram BNP Paribas Money Fund - Super Inst - DDR ........................ LIC Mutual Fund - Liquid - Dividend Plan ..................................................... Kotak Liquid - Institutional Premium - Daily Dividend ........................... DWS Insta Cash - Institutional - Daily Dividend ........................................ LIC Mutual Fund - Liquid - Dividend Plan ..................................................... DWS Insta Cash - Institutional - Daily Dividend ........................................ ING Liquid Fund - Super IP - Daily Dividend ................................................ LIC Mutual Fund - Liquid - Dividend Plan ..................................................... UTI Liquid Fund - Cash Plan - Institutional plan - Daily Dividend ..... Canara Robeco Liquid - Institutional Daily Dividend ............................... 10 10 10 7,069,405.848 8,065,979.640 7,065,714.341 7.07 8.08 7.07 10.08 20.17 10.08 10.08 10.08 10.08 6.05 10.09 10.07 11.08 13.09 7.04 10.06 10.06 5.03 15.08 13.07 15.07 8.04 10.05 6.02 10.06 10.04 5.02 10.03 13.04 6.02 7.02 6.01 4.01 15.03 15.02 4.01 6.01 5.01 15.02 27.01 10.00 6.00 Face Value Rs. Numbers Rs. Crore 3.71 2009 Rs. Crore 2008 Rs. Crore 3.71
10 10,063,210.843 10 20,169,248.949 10 10,040,726.106 1,000 1,000 1,000 10 1,000 90,468.965 90,468.965 90,450.427 6,047,232.506 90,325.462
10 10,069,097.794 10 11,076,022.874 10 13,081,420.956 10 7,009,988.303 10 10,055,155.795 10 10,061,498.304 10 10 10 10 10 10 10 5,026,759.795 8,821,548.765 7,645,342.265 8,999,011.267 4,799,472.675 9,950,272.171 5,968,011.261
10 10,061,498.304 10 10,038,532.599 1,000 49,231.069 10 10,024,924.823 10 13,032,402.270 10 10 10 10 3,519,540.051 7,003,847.699 4,918,279.462 3,969,840.952
10 13,686,403.735 10 12,286,646.423 10 10 10 3,998,411.646 5,471,182.612 4,996,070.489
10 15,010,094.302 10 24,600,063.074 1,000 10 98,128.584 5,977,633.900
81

SCHEDULE INVES MENTS NVEST SCH EDULE - 6, I NVESTMENTS - (contd.) Face Value Rs. DBS Chola Liquid Institutional Dividend Reinvestment Plan ............... UTI Liquid Fund - Cash Plan - Institutional plan - Daily Dividend ..... UTI Liquid Fund - Cash Plan - Institutional plan - Daily Dividend ..... Reliance Liquidity Fund .......................................................................................... Reliance Liquidity Fund .......................................................................................... Kotak Liquid Institutional Premium ................................................................. Birla Sun Life Cash Plus Institutional Premium .......................................... Templeton India TMA Super Institutional Plan .......................................... DWS Insta Cash Institutional .............................................................................. DBS Chola Liquid Institutional ........................................................................... SBI Magnum Instacash Fund .............................................................................. UTI Liquid Fund Cash Plan IP .............................................................................. IDFC Cash Fund Plan C Institutional ............................................................... Principal Cash Management Fund Institutional Premium ................... LIC Mutual Fund Liquid Plan ............................................................................... Canara Robeco Liquid Super Institutional .................................................... HDFC Liquid Fund Premium Plan ...................................................................... Tata Liquid Fund Ship ............................................................................................. Fortis Overnight Fund Institutional Plus ....................................................... Religare Liquid Fund Institutional Plan .......................................................... Sundaram BNP Paribas Money Fund Super Inst DDR ............................. Baroda Pioneer Liquid Fund Institutional ..................................................... Fidelity Cash Fund Super IP ................................................................................. Prudential ICICI Super Institutional Plan ....................................................... DSP Black Rock Cash Plus Fund Institutional .............................................. JP Morgan India Liquid Fund .............................................................................. JM High Liquidity Super IP ................................................................................... Sundaram BNP Paribas Money Fund Super Institutional ...................... Axis Liquid Fund ....................................................................................................... 10 1,000 1,000 1,000 10 10 10 10 10 10 10 1,000 10 10 10 10 10 10 10 10 10 10 10 100 1,000 10 10 10 10 Numbers 11,939,905.440 98,111.350 147,167.025 562,270.738 10,618,395.460 70,463,707.811 73,426,328.568 46,179,212.866 75,281,225.113 24,761,689.543 46,770,488.752 752,682.564 44,213,496.169 37,098,651.717 74,665,476.788 27,466,856.675 73,550,308.839 56,033,762.587 40,109,222.677 30,095,986.326 17,019,213.569 40,112,346.656 9,031,218.350 7,106,565.893 59,975.236 13,002,258.496 39,991,683.109 37,647,207.314 50,003.992 Rs. Crore 56.31 18.16 75.37 73.47 46.23 75.45 25.15 49.22 75.28 44.22 37.16 75.29 34.08 74.15 56.23 40.12 30.14 17.08 40.15 9.03 75.14 6.01 13.01 40.01 38.01 5.00 1,129.47 1,133.18 TOTAL ... 1,475.64 2009 Rs. Crore 2008 Rs. Crore 12.00 10.00 15.00 454.05 457.76 679.08
Notes (I)
Aggregate Net Cost and Market Value of Companys Investments :As at 31-12-2009 Aggregate Net Cost Rs. Crore Quoted ................................................................................................ Unquoted ........................................................................................... Total Investments .......................................................................... 23.65 1,451.99 1,475.64 Market Value Rs. Crore 19.58 As at 31-12-2008 Aggregate Net Cost Rs. Crore 23.65 655.43 679.08 Market Value Rs. Crore 11.87
(II) All investments are Long Term except investment in Mutual funds. (III) #Denotes shares sold during the year. (IV) *Denotes amount less than Rs. 50,000.
82

INVES MENTS NVEST Schedule - 6, INVESTMENTS - (Contd.) (V) During the year the Company acquired and sold the following investments in Mutual Funds PARTICULARS Face Value Rs. BARODA PIONEER LIQUID FUND - INSTITUTIONAL - DAILY DIVIDEND .................................. BIRLA SUN LIFE - CASH PLUS - INSTITUTIONAL PREMIUM - DIVIDEND ................................ BIRLA SUN LIFE - SHORT TERM FUND - INSTITUTIONAL - DAILY DIVIDEND ........................ CANARA ROBECO LIQUID - INSTITUTIONAL DAILY DIVIDEND ................................................... CANARA ROBECO LIQUID - SUPER INSTITUTIONAL DIVIDEND ................................................. CANARA ROBECO LIQUID PLUS - SUPER INSTITUTIONAL PLAN - DDR ................................... CANARA ROBECO TREASURY ADVANTAGE - SUPER INST - DIVIDEND ................................... DBS CHOLA FREEDOM INCOME - STP - INSTITUTIONAL - DIVIDEND ..................................... DBS CHOLA LIQUID INSTITUTIONAL DIVIDEND REINVESTMENT PLAN ................................. DSP BLACK ROCK CASH PLUS FUND - INSTITUTIONAL - DIVIDEND ....................................... DSP BLACK ROCK MONEY MANAGER FUND - INSTITUTIONAL PLAN - DIVIDEND ........... DWS INSTA CASH - INSTITUTIONAL - DAILY DIVIDEND ................................................................ DWS INSTA CASH - SUPER INSTITUTIONAL - DAILY DIVIDEND ................................................. DWS ULTRA SHORT TERM FUND - INSTITUTIONAL - DIVIDEND ............................................... FIDELITY CASH FUND - SUPER IP - DAILY DIVIDEND ...................................................................... FORTIS OVERNIGHT FUND - INSTITUTIONAL PLUS - DAILY DIVIDEND .................................. HDFC CASH MANAGEMENT FUND - SAVINGS PLAN - DIVIDEND ........................................... HDFC LIQUID FUND - PREMIUM PLAN - DIVIDEND ....................................................................... HDFC LIQUID FUND - PREMIUM PLUS PLAN - DIVIDEND ........................................................... HSBC CASH FUND - INSTITUTIONAL PLUS - DAILY DIVIDEND ................................................... IDFC CASH FUND - PLAN C - INSTITUTIONAL - DDR ...................................................................... ING LIQUID FUND - SUPER IP - DAILY DIVIDEND ............................................................................ JM HIGH LIQUIDITY - SUPER IP - DAILY DIVIDEND ......................................................................... JP MORGAN INDIA LIQUID FUND - DIVIDEND ................................................................................. KOTAK LIQUID - INSTITUTIONAL PREMIUM - DAILY DIVIDEND ................................................. LIC MUTUAL FUND - LIQUID - DIVIDEND PLAN ............................................................................... PRINCIPAL CASH MANAGEMENT FUND - INSTITUTIONAL PREMIUM .................................... PRUDENTIAL ICICI SUPER INSTITUTIONAL PLAN - DAILY DIVIDEND ....................................... RELIANCE LIQUIDITY FUND - DAILY DIVIDEND ................................................................................ RELIGARE LIQUID FUND - INSTITUTIONAL PLAN - DAILY DIVIDEND ....................................... RELIGARE ULTRA SHORT TERM FUND - INSTITUTIONAL - DIVIDEND ..................................... SBI PREMIER LIQUID FUND - SUPER INSTITUTIONAL - DIVIDEND ........................................... SBI MAGNUM INSTACASH FUND - DIVIDEND .................................................................................. SUNDARAM BNP PARIBAS MONEY FUND - SUPER INSTITUTIONAL - DDR .......................... TATA LIQUID FUND - SHIP - DAILY DIVIDEND ................................................................................... TEMPLETON INDIA - TMA - SUPER INSTITUTIONAL PLAN - DDR .............................................. UTI LIQUID FUND - CASH PLAN - IP - DAILY DIVIDEND ................................................................ TOTAL ... 10 10 10 10 10 10 10 10 10 1,000 1,000 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 1,000 1,000 1,000
No. of Units Purchase Cost Rs. Crore 64,637,206.466 93,817,056.739 15,968,860.722 19,918,334.827 151,379,348.770 8,059,901.186 5,641,930.830 3,938,869.742 87,307,880.297 439,956.004 469,743.194 129,584,600.623 19,960,079.840 3,994,008.987 9,947,081.526 79,976,007.198 6,581,174.081 138,664,580.417 4,078,369.957 8,994,962.821 140,964,761.910 52,967,284.526 148,754,554.984 5,995,263.742 147,201,937.341 231,327,583.537 119,991,600.588 148,972,755.513 175,945,457.508 64,958,426.607 4,992,162.305 16,944,928.981 90,744,658.424 159,480,154.131 1,911,136.633 1,968,675.107 1,608,717.365 65.00 94.00 16.00 20.00 193.00 10.00 7.00 14.00 88.00 44.00 47.00 130.00 20.00 4.00 10.00 80.00 7.00 193.00 5.00 9.00 172.00 53.00 149.00 6.00 190.00 254.00 120.00 149.00 182.00 65.00 5.00 17.00 404.00 161.00 213.00 222.00 164.00 3,582.00
83

SCHEDULE INVENTORI NVENTOR SCH EDULE - 7, INVENTORI ES Raw Materials .................................................................................................................................................... Stores & Spare Parts, Packing Material and Fuels ............................................................................. Work-in-Progress ............................................................................................................................................... Finished Goods .................................................................................................................................................. TOTAL ... 2009 Rs. Crore 92.05 429.89 168.96 88.08 778.98 2008 Rs. Crore 73.37 491.60 149.44 78.86 793.27
SCHEDULE SUN DRY DEBTORS SCH EDULE - 8, SUN DRY DEBTORS Rs. Crore SUNDRY DEBTORS (SECURED AND CONSIDERED GOOD) (a) Over Six Months ..................................................................................................................................... (b) Others .......................................................................................................................................................... 0.01 35.40
2009 Rs. Crore
2008 Rs. Crore
0.02 62.66 35.41 62.68
SUNDRY DEBTORS (UNSECURED) (a) Over Six Months (i) Sale of Products and Services Considered Good .......................................................................................................................... Considered Doubtful ................................................................................................................... (ii) Railway, Insurance and Other Claims {includes Rs. 90.70 Crore due from Central / State Governments (Previous Year - Rs. 91.57 Crore)} Considered Good .......................................................................................................................... {includes Rs. Nil due from Subsidiary Company (Previous Year - Rs. 0.60 Crore)} Considered Doubtful ................................................................................................................... 51.51 47.97 99.48 Less:Provision made for Bad and Doubtful Debts .................................................................. {Refer Note - 15B(c)} (b) Others - (Considered Good) (i) Sale of Products and Services ................................................................................................. {includes Rs. 3.08 Crore due from Subsidiary Companies (Previous Year - Rs. 12.63 Crore)} {includes Rs. 1.02 Crore due from Company under the same management (Previous Year - Rs. 3.27 Crore)} 77.70 85.69 103.52 48.25 55.27 97.05 0.34 97.39 104.29 2.71 101.58 3.76 0.28 4.04 4.53 2.37 6.90
(ii) Railway, Insurance and Other Claims {includes Rs. 33.49 Crore due from Central / State Governments (Previous Year - Rs. 50.60 Crore)} ..................
35.32 113.02 168.29
60.22 145.91 247.49 310.17 203.70
TOTAL ...
84

SCH EDULE CA AND BAN BALANC ANK ALANCES SCH EDULE - 9, CASH AND BANK BALANCES Cash on Hand ..................................................................................................................................................... Balance with Scheduled Banks In Current Account ................................................................................................................................ In Fixed Deposits .................................................................................................................................... Post Office Savings Accounts ...................................................................................................................... {Maximum balance during the year Rs. 0.01 Crore (Previous Year - Rs. 0.01 Crore)} TOTAL ... 93.40 650.74 0.01 746.38 86.71 896.67 0.01 984.24 2009 Rs. Crore 2.23 2008 Rs. Crore 0.85
SCHEDULE OT CUR ASSET SSETS SCH EDU LE - 10, OTH ER CUR R ENT ASSETS Accrued Interest ................................................................................................................................................ Assets held for disposal ................................................................................................................................ TOTAL ...
2009 Rs. Crore 5.95 5.04 10.99
2008 Rs. Crore 15.07 5.60 20.67
SCHEDULE AND ADVANCES SCH EDU LE - 11, LOANS AND ADVANCES (Unsecured, Considered Good, unless otherwise stated) Rs. Crore Balances with Excise, Customs and Port Trust Authorities on Current Accounts .............. Sundry Advances and Deposits, etc. Advances Recoverable in cash or in kind or for value to be received* ........................ Advances and Deposits with Railways, Government Bodies and Others Considered Good ................................................................................................................................. Considered Doubtful ......................................................................................................................... 170.68 38.88 209.56 Less - Provision made for Doubtful Advances ..................................................................................... 38.88
2009 Rs. Crore 136.35
2008 Rs. Crore 127.11
139.21
132.40
172.38 38.23 210.61 38.23 170.68 172.38 105.32 114.07 651.28
Advance payments against taxes ............................................................................................................. Loans and Advances to Subsidiary Companies .................................................................................. (Refer Note - 20) TOTAL ...
38.31 69.87 554.42
Note -*Includes due by Officers Rs. 0.22 Crore (Previous Year - Rs. 0.36 Crore) Maximum balance during the year Rs. 0.45 Crore (Previous Year - Rs. 0.81 Crore)
85

SCHEDULE CUR LIABI LITI SCH EDULE - 12, CUR R ENT LIABI LITI ES Rs. Crore Sundry Creditors Payable to Subsidiaries .................................................................................................................................. Others .................................................................................................................................................................... (Refer Note - 18) Deposits from Dealers and Others ........................................................................................................... Investor Education and Protection Fund (Appropriate amount shall be transferred to Investor Education and Protection Fund if and when due) Unpaid Dividend ............................................................................................................................................... Unpaid Matured Deposits ............................................................................................................................ 24.02 0.18 24.20 Interest on Secured Loans accrued but not due ................................................................................ TOTAL ... 7.43 2,060.34 20.77 0.23 21.00 2.19 1,801.79 1.63 1,633.39 3.93 1,458.39 2009 Rs. Crore 2008 Rs. Crore
393.69
316.28
SCHEDULE PRO SCH EDULE - 13, PROVISIONS
2009 Rs. Crore
2008 Rs. Crore 154.91
Provision for Retirement Benefits ............................................................................................................. (Refer note - 11) Provision for Mines Restoration ................................................................................................................ (Refer note - 13) Provision for Income Tax ............................................................................................................................... Provision for Fringe Benefit Tax ................................................................................................................. Proposed Dividend ........................................................................................................................................... Dividend Distribution Tax ............................................................................................................................. TOTAL ...
99.69
9.98
6.98
696.67 244.06 41.48 1,091.88
580.22 2.24 187.68 31.90 963.93
86
SCHEDULES FORMING PART OF THE PROFIT AND LOSS ACCOUNT

SCHEDULE OT INC NCO SCH EDU LE - 14, OTH ER INCOME Rs. Crore Opera Income Other Operating Income ............................................................................................................................ {includes Gain on Exchange (Net) - Rs. 3.66 Crore (Previous Year - Rs. 0.18 Crore)} (Refer Note - 23) Income Other Income Profit on Sale of Investments ..................................................................................................................... Interest on Income tax Refund (Previous Year - Net of interest Rs. 42.40 Crore) ................. Other Interest Income .................................................................................................................................... {Inclusive of Tax Deducted at source - Rs. 10.11 Crore (Previous Year - Rs. 9.49 Crore)} Dividend from Long Term Trade Investments ..................................................................................... {Includes Rs. Nil Dividend from Subsidiary Company (Previous Year - Rs. 7.60 Crore)} Dividend from other Investments ............................................................................................................ TOTAL ... 0.81 41.00 1.02 34.58 77.41 241.11 2009 Rs. Crore 163.70 2008 Rs. Crore 165.53
1.12 23.14 55.88 8.62 34.42 123.18 288.71
SCH EDULE MAN ANU CTU AND OT EXPENSES SCH EDULE - 15, MANU FACTU R I NG AND OTH ER EXPENSES Rs. Crore ANU CTU EXPENSES MANU FACTU R I NG EXPENSES Purchase of Cement ........................................................................................................................................ Raw Materials Consumed ............................................................................................................................ Stores and Spare parts Consumed ........................................................................................................... Packing Materials Consumed ..................................................................................................................... Power and Fuel .................................................................................................................................................. Repairs to Building .......................................................................................................................................... Repairs to Machinery ...................................................................................................................................... Repairs to Other Items ................................................................................................................................... Royalties .............................................................................................................................................................. Excise Duties (including Education Cess) .............................................................................................. {Includes captive consumption of Clinker Rs. 85.37 Crore (Previous Year - Rs. 119.01 Crore)} 93.16 891.51 10.03 238.72 1,539.65 14.14 323.30 67.87 98.39 84.54
2009 Rs. Crore
2008 Rs. Crore 87.36 799.12 13.86 280.14 1,598.96 14.72 276.21 70.92 86.69 117.08
3,361.31 MENTS AND PRO EMPLO PAYMENTS TO AND PROVISIONS FOR EMPLOYEES Salaries, Wages, Dearness Allowance and Bonus .............................................................................. Contributions / Provisions to and for Provident and Other Funds {Refer Note - 11(g)} .. Workmen and Staff Welfare Expenses ................................................................................................... ADMI IST MIN SELLING AND OT EXPENSES ADMIN ISTRATIVE, SELLI NG AND OTH ER EXPENSES Rent ......................................................................................................................................................................... Rates and Taxes {includes Wealth Tax Rs. 1.27 Crore (Previous Year - Rs. 0.79 Crore)} ..... Insurance .............................................................................................................................................................. Loading, Transportation and Other Charges ........................................................................................ Discount, Rebates and Allowances .......................................................................................................... Commission on Sales ..................................................................................................................................... Other Expenses {includes Loss on sale / write off of Fixed Assets (Net) Rs. 3.24 Crore (Previous Year - Rs. 8.91 Crore)} ................................................................................................................... Total carried over ... 318.27 18.00 31.44 367.71 32.59 101.45 17.60 169.69 93.49 23.12 270.48 708.42
3,345.06 311.23 63.53 41.56 416.32 33.22 98.75 17.86 176.98 105.20 20.24 286.55 738.80
87
SCHEDULE MAN ANU CTU AND OT EXPENSES SCH EDULE - 15, MANU FACTU R I NG AND OTH ER EXPENSES (contd.) Rs. Crore Total brought over ... Provision for Bad and Doubtful Debts {Refer Note - 15B(c)} ........................................................ Advertisement ................................................................................................................................................... Outward Freight Charges on Cement etc. ............................................................................................ (INC NCR DECR IN ST IN AND ORK-IN-PR GRESS N-PRO (INCR EASE) / DECR EASE IN STO C KS IN TRADE AND WORK-IN-PRO GRESS Closing Stock Finished Goods .................................................................................................................................................. Work-in-Progress ............................................................................................................................................... 88.08 168.96 257.04 Opening Stock Finished Goods .................................................................................................................................................. Work-in-Progress ............................................................................................................................................... 78.86 149.44 228.30 708.42 31.26 53.16 1,054.41
2009 Rs. Crore
2008 Rs. Crore 738.80 0.71 47.56 1,001.58
1,847.25
1,788.65
78.86 149.44 228.30 81.26 146.71 227.97 (28.74) (0.33) 5,549.70 5,547.53
TOTAL ...
SCH EDULE - 16, I NTEREST SCHEDULE INTERES NTEREST Debentures .......................................................................................................................................................... Term Loans .......................................................................................................................................................... Interest on Income Tax (Net of interest on refund Rs. 20.33 Crore) ......................................... Others .................................................................................................................................................................... Less - Adjustments for Interest Capitalised ......................................................................................................................................... TOTAL ...
2009 Rs. Crore 28.99 15.97 17.58 48.14 110.68 26.38 84.30
2008 Rs. Crore 1.36 16.36 23.60 41.32 1.36 39.96
SCHEDULE EX EPT ITEM EMS SCH EDULE - 17, EXC EPTIONAL ITEMS Profit on Sale of Investments in Subsidiary ......................................................................................... Profit on Sale of Land ..................................................................................................................................... TOTAL ...
2009 Rs. Crore -
2008 Rs. Crore 36.57 12.29 48.86
88
SCHEDULES FORMING PART OF THE BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
SCH EDULE NOT AC OUN SCH EDULE 18, NOTES TO ACCOUNTS 1. prepar epara Basis of preparation (i) (ii) (iii) 2. The financial statements have been prepared to comply in all material aspects in respect with the Notified Accounting Standard by Companies (Accounting Standards) Rules, 2006 (as amended) and the relevant provisions of the Companies Act, 1956. Financial statements are based on historical cost and are prepared on accrual basis. Accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.
estimates Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon managements best knowledge of current events and actions, actual results could differ from these estimates.
3.
Significant accoun ounting Significant accounting policies (i) rec ecognition Revenue recognition Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Produc oducts Services Sale of Products and Services a) Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. Excise duties deducted from turnover (gross) are the amounts that are included in the amount of turnover (gross) and not the entire amount of liability that arose during the year. Excise duties in respect of finished goods are shown separately as an item of Manufacturing and Other Expenses and included in the valuation of finished goods. Sales include the amount of Sales Tax / VAT refunds received / due in accordance with incentive schemes.
b)
Inter terest Income Interest and Dividend Income Interest income is recognised on a time proportion basis taking into account the amount outstanding and the rate applicable. Dividend income is recognised when the shareholders right to receive dividend is established by the Balance Sheet date. (ii) Accoun ounting Accounting of claims a) b) (iii) (iv) Claims receivable are accounted at the time when such income has been earned by the Company depending on the certainty of receipts. Claims payable are accounted at the time of acceptance. Claims raised by Government Authorities regarding taxes and duties, which are disputed by the Company, are accounted based on the merits of each claim.
Debenture / Share issue expenses and premium payable on Debentures are adjusted in the same year against the Securities Premium Account as permitted by Section 78(2) of the Companies Act, 1956. ixed Fixed Assets a) b) c) d) e) f) Fixed assets are stated at cost of acquisition or construction less accumulated depreciation and impairment losses. Depreciation is provided on the straight line method at the rates prescribed in Schedule XIV of the Companies Act, 1956, on a pro-rata basis. Cost of leasehold land is amortised over the period of the lease. In respect of quarry freehold land, amortisation reserve is created by amortising the cost over the number of years of the mining rights of the quarries. Capital assets whose ownership does not vest in the Company have been depreciated over the period of five years. Machinery spares which can be used only in connection with a particular item of Fixed Assets and the use of which is irregular, are capitalized at cost net of Cenvat and are depreciated over the remaining useful life of the related asset. The written down value of such spares is charged to the Profit and Loss Account, on issue for consumption.
89
(v)
Borrowing Costs Borrowing Costs Borrowing costs relating to acquisition of fixed assets which takes substantial period of time to get ready for its intended use are included to the extent they relate to the period till such assets are ready to be put to use. All other borrowing costs are charged to revenue.
(vi)
Intangibles Intangibles a) b) Computer Software cost is amortised over a period of three years. Costs incurred to gain access to mineral reserves are capitalised and depreciated over the life of the quarry, which is based on the estimated tonnes of raw materials to be extracted from the reserves.
(vii)
Impairment Impairment The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment based on internal / external factors. An impairment loss will be recognized wherever the carrying amount of an asset exceeds its estimated recoverable amount. The recoverable amount is greater of the assets net selling price and value in use. In assessing the value in use, the estimated future cash flows are discounted to the present value at the weighted average cost of capital. Previously recognized impairment loss is further provided or reversed depending on changes in circumstances.
xpenditure construc onstruction (viii) Expenditure during construction period In case of new projects and substantial expansion of existing factories, expenditure incurred including trial production expenses net of revenue earned, and attributable interest and financing costs, prior to commencement of commercial production are capitalised. (ix) Investments Investments Current investments are carried at the lower of cost or fair value. Long term investments are stated at cost. Provision for diminution in the value of long term investments is made only if such a decline is other than temporary. (x) Leases Lease payments under operating lease are recognised as an expense in the Profit and Loss Account on a straight line basis over the lease term. (xi) esearch Development Research and Development Expenditure on research phase is recognised as an expense when it is incurred. Expenditure on development phase which results in creation of assets is included in Fixed Assets. Inventories (xii) Inventories Inventories are valued as follows: a) Raw materials, fuels, packing materials, stores and spares Lower of cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis. b) Work-in-progress and finished goods Lower of cost and net realizable value. Cost includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods includes excise duty. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale. (xiii) oreign currency transac ansactions Foreign currency transactions Foreign currency transactions are initially recorded at the rates of exchange prevailing on the date of transactions. Foreign currency monetary items are subsequently reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Exchange differences arising on the settlement of monetary items or on reporting Companys monetary items at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognised as
90
income or as expenses in the year in which they arise. The financial statements of an integral foreign operation are translated as if the transactions of the foreign operation have been those of the Company itself. The premium on forward exchange contracts not intended for trading or speculation purpose is amortized as expenses over the life of the contract. (xiv) Employ Employee benefits a) Defined Contribution Plan Contribution to Officers Superannuation Fund, ESIC and Labour Welfare Fund are recognised as an expense in the Profit and Loss Account, as they are incurred. There are no other obligations other than the contribution payable to the respective trusts. b) Defined Benefit Plan and Other Long Term Benefits Retirement benefits in the form of gratuity, additional gratuity, provident fund, post retirement medical benefit schemes, medical benefits under voluntary retirement scheme and other long term benefits in the form of leave encashment, silver jubilee and long service awards are determined using the projected unit credit method as at Balance Sheet date. Actuarial gains / losses are recognized immediately in the Profit and Loss Account. c) Short term compensated absences are provided based on past experience of leave availed.
d) Payments made under the Voluntary Retirement Scheme are charged to the Profit and Loss Account immediately. (xv) Employ Employees Stock Option Scheme The intrinsic value of option granted under Employees Stock Option Schemes has been deferred, to be written off over the vesting period. Income taxes (xvi) Income taxes Tax expense comprises of current, deferred and fringe benefit tax. Current income tax and fringe benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act. Deferred income taxes reflects the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance Sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. Deferred tax assets are reviewed at each Balance Sheet date. ontingencies Pro (xvii) Contingencies / Provisions A provision is recognised when an enterprise has a present obligation as a result of past event; it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to its present value and are determined based on best estimate required to settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates. A contingent liability is disclosed, unless the possibility of an outflow of resources embodying the economic benefit is remote. Restor estora Expenditur xpenditure (xviii) Mines Restoration Expenditure The Company provides for the estimated expenditure required to restore quarries and mines. The initial recognition of the provision for mines restoration cost comprises of the estimated costs for restoration caused by operations necessary before the raw materials can be exploited. Actual expenses for restoration are charged directly against the provision. The present obligation is revised annually based on technical estimates by internal or external specialists. 4. Segment Repor eporting Segment Reporting The Company has only one business segment Cement as its primary segment and hence disclosure of segment-wise information is not applicable under Accounting Standard 17 - Segmental Information notified pursuant to the Companies (Accounting Standards) Rules, 2006 (as amended). The Company caters mainly to the needs of the domestic market. The export turnover is not significant in the context of total turnover. As such there are no reportable Geographical Segments.
91
5.
elated Par Disclosure arty Related Par ty Disclosure (A) articulars Associate Promoter Group Companies Par ticulars of Subsidiaries / Associate / Promoter Group Companies Rela elated Par arty Name of the Related Party (i) (ii) (iii) (iv) (v) (vi) (vii) (viii) (ix) (x) (xi) (xii) (xiii) (xiv) (xv) (xvi) (xvii) (xviii) (xix) (xx) (xxi) (xxii) (xxiii) (xxiv) (B) Bulk Cement Corporation (India) Limited ACC Mineral Resources Limited (Formerly The Cement Marketing Company of India Limited) Lucky Minmat Limited ACC Concrete Limited National Limestone Company Private Limited ACC Machinery Company Limited Alcon Cement Company Private Limited Ambuja Cement India Private Limited Ambuja Cements Limited Holderind Investments Limited Holcim (India) Private Limited Holcim Services (Asia) Limited Holcim Group Support Limited Holcim Singapore Limited Holcim Trading FZCO Holcim (Lanka) Ltd. P T Holcim Indonesia Tbk Holcim Services (South Asia) Limited Holcim Foundation Holcim Ltd. Siam City Concrete Co. Limited Siam City Cement Public Company Limited National Cement Factory Holcim Bangladesh Limited Natur ture Rela elationship Nature of Relationship Subsidiary Company Subsidiary Company Subsidiary Company Subsidiary Company Subsidiary Company w.e.f. April 20, 2009 Subsidiary Company up to March 10, 2008 Associate Company from April 01, 2008 Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Entity Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company
Management Personnel Key Management Personnel Rela elated Par arty Name of the Related Party Mr. Sumit Banerjee Natur ture Rela elationship Nature of Relationship Managing Director
(C)
ansactions Subsidiary Companies Transactions with Subsidiary Companies 2009 Rs. Crore (i) urchase Finished Raw Materials Purchase of Finished / Unfinished goods / Raw Materials Lucky Minmat Limited ACC Machinery Company Limited Others (ii) (iii) Finished Sale of Finished / Unfinished goods ACC Concrete Limited Materials Stores Paid eimbursement Expenses Cost Reimbursement of Expenses / Cost of Materials / Stores Paid ACC Concrete Limited Bulk Cement Corporation (India) Limited Lucky Minmat Limited Others (iv) eimbursement Expenses Cost Materials Stores Receiv eceived Reimbursement of Expenses / Cost of Materials / Stores Received ACC Concrete Limited ACC Mineral Resources Limited Bulk Cement Corporation (India) Limited Others 1.94 1.93 0.01 72.71 72.71 14.83 0.46 9.59 4.58 0.20 3.52 2.35 1.05 (0.03) 0.15 2008 Rs. Crore 2.76 0.10 2.64 0.02 138.23 138.23 20.38 8.79 11.59 3.03 2.25 0.51 0.27
92
(C)
ansactions Subsidiary Companies Transactions with Subsidiary Companies (contd.) 2009 Rs. Crore Services Rendering of Services ACC Concrete Limited* Bulk Cement Corporation (India) Limited Services (vi) Receiving of Services Bulk Cement Corporation (India) Limited Others (vii) Interest on Inter Corporate Deposit / Other advances received during the year year eceived advances receiv Inter terest Inter Corpor orpora ACC Concrete Limited* Investment Subsidiary Share Capital (viii) Investment in Subsidiary in Equity Share Capital ACC Concrete Limited ACC Mineral Resources Limited National Limestone Company Pvt. Ltd. Others Investment Subsidiary Preference Share Capital efer (ix) Investment in Subsidiary in Preference Share Capital ACC Concrete Limited ansfer Ready Concr oncrete Subsidiary (x) Transfer of Ready Mix Concrete Business to Subsidiary ACC Concrete Limited Receiv eceived (xi) Dividend Received ACC Machinery Company Limited ixed urchase Fix (xii) Purchase of Fixed Assets ACC Concrete Limited ACC Machinery Company Limited (xiii) Inter Corporate Deposits / Other advances given during the year Inter Corpor orpora advances given year ACC Concrete Limited ACC Mineral Resources Limited liquidated year Inter Corpor orpora (xiv) Inter Corporate Deposits liquidated during the year ACC Concrete Limited Inter Corpor orpora advances at year (xv) Inter Corporate Deposits / Other advances as at the end of the year ACC Concrete Limited ACC Mineral Resources Limited (xvi) Outstanding balance included in Current Assets Curren ent ACC Concrete Limited ACC Mineral Resources Limited Lucky Minmat Limited Others Curren ent (xvii) Outstanding balance included in Current Liabilities ACC Concrete Limited Bulk Cement Corporation (India) Limited (v) 0.67 (0.05) 0.72 11.28 11.28 21.14 4.90 16.24 100.00 100.00 0.06 0.06 78.13 78.00 0.13 124.00 124.00 68.13 68.00 0.13 4.82 3.06 0.87 0.77 0.12 1.63 1.63 2008 Rs. Crore 2.32 1.56 0.76 12.01 11.17 0.84 4.44 4.44 110.36 99.95 10.41 100.00 100.00 7.60 7.60 0.83 0.83 118.35 118.35 6.00 6.00 114.00 114.00 13.30 13.04 0.07 0.19 3.93 2.96 0.97
(D) (D)
ansactions Associate Compan ompany Transactions with Associate Company Alcon Cemen Compan Pvt Ltd. ement ompany Alcon Cement Company Pv t . Ltd. 2009 Rs. Crore 67.85 26.40 1.02 0.62 2008 Rs. Crore 47.78 19.90 22.25 1.02 0.01 0.20
(i) (ii) (iii) (iv) (v) (vi)
Purchase of Finished/ Unfinished goods Sale of Goods Investment in Associates (Acquisition of Equity Shares) Dividend Received Interest Received Reimbursement of Expenses / Cost of Materials / Stores Paid
93
(D) (D)
ansactions Associate Compan Alcon Cemen Compan Pvt Ltd. ompany ement ompany Transactions with Associate Company Alcon Cement Company Pv t . Ltd. (contd.) 2009 Rs. Crore (vii) (viii) (ix) (x) (xi) Reimbursement of Expenses / Cost of Materials / Stores Received Rendering of Services Receiving of Services Outstanding balance included in Current Assets Outstanding balance included in Current Liabilities 5.61 1.35 0.86 4.04 3.34 2008 Rs. Crore 1.03 3.93 7.30
(E)
ansactions rela elating Promoters Group Companies Details of Transactions relating to Promoters Group Companies 2009 Rs. Crore (i) Dividend paid Ambuja Cement India Private Limited Holderind Investments Limited urchase Coal Purchase of Gypsum and Coal Holcim Trading FZCO urchase Finished/ Purchase of Finished/ Unfinished goods Ambuja Cements Limited Purchase of Stores & Spares urchase Stores Spares Ambuja Cements Limited Finished Sale of Finished / Unfinished goods Ambuja Cements Limited Holcim Bangladesh Limited Stores Spares Sale of Stores & Spares Ambuja Cements Limited Services Rendering of Services Ambuja Cements Limited National Cement Factory eimbursement Expenses Paid Pa Reimbursement of Expenses Paid / Payable Ambuja Cements Limited Holcim Trading FZCO Holcim Bangladesh Limited eimbursement Expenses Receiv eceived Receiv eceivable Reimbursement of Expenses Received / Receivable Ambuja Cements Limited Holcim Ltd Others Services (T Market surv etc.) Receiving of Services (Training / Technical Know how / Market survey etc.) Holcim Group Support Limited Holcim Services (South Asia) Limited Others Curren ent Outstanding balance included in Current Assets National Cement Factory Ambuja Cements Limited Others Curren ent Outstanding balance included in Current Liabilities Holcim Group Support Limited Holcim Trading FZCO Others 173.46 172.38 1.08 83.55 83.55 0.60 0.60 24.74 23.74 1.00 0.28 0.28 4.38 4.38 0.90 0.14 0.46 0.30 3.32 3.06 0.26 33.34 11.76 21.25 0.33 1.19 1.02 0.17 6.16 5.65 0.69 (0.18) 2008 Rs. Crore 167.36 166.28 1.08 71.22 71.22 0.40 0.40 78.82 78.82 7.73 7.31 0.42 0.70 0.02 0.68 17.59 15.78 0.98 0.83 47.57 19.97 27.25 0.35 4.16 0.70 3.27 0.19 6.33 5.48 0.68 0.17
(ii) (iii) (iv) (v)
(vi) (vii)
(viii)
(ix)
(x)
(xi)
(xii)
94
(F)
ansaction rela elating referred eferr abov Details of Transaction relating to person referred to in item (B) above 2009 Rs. Crore emunera Remuneration Mr. Sumit Banerjee 2.40 2.40 2008 Rs. Crore 2.14 2.14#
* w.e.f. January 1, 2009 the Company has decided to waive the rent charged to ACC Concrete Limited for occupation of office premises and also not to charge interest on Inter-Corporate Deposits given. # Excluding Shares worth Rs. 0.07 Crore as a non-monetary perquisite allotted by Holcim Ltd., and the income tax thereon that was borne by the Company, amounting to Rs. 0.025 Crore. 6. Share [EPS] Earnings per Share - [EPS] 2009 Rs. Crore (I) Net Profit as per Profit and Loss Account ................................................................................................ 1,606.73 2008 Rs. Crore 1,212.79
(II) Weighted average number of equity shares for Earnings per Share computation Shares for Basic Earnings per Share ........................................................................................................... Add: Potential equity shares on exercise of option of ESOS ........................................................... Number of Shares for Diluted Earnings per Share .............................................................................. (III) Earnings per Share (Weighted Average) Basic .......................................................................................................................................................... Rupees Diluted ...................................................................................................................................................... Rupees 7. Directors Remuneration Directors Remuner ector emunera 2009 Rs. Crore Managing Director# Salaries ..................................................................................................................................................................... Perquisites .............................................................................................................................................................. Contributions to Provident and Superannuation Funds ................................................................... Incentive ................................................................................................................................................................. Non Executive Directors Commission ........................................................................................................................................................... Sitting Fees ............................................................................................................................................................. 1.34 0.22 3.96 0.99 0.20 3.33 0.74 0.93 0.20 0.53 2.40 0.70 0.87 0.19 0.38 2.14 2008 Rs. Crore 85.60 85.42 64.63 64.53 18,76,97,174 4,11,011 18,81,08,185 18,76,45,744 2,83,742 18,79,29,486
# Managerial Remuneration (excluding contribution to gratuity fund, provision for leave encashment on retirement and other defined benefits since the same is provided on an actuarial basis for the Company as a whole paid / payable to directors and shares worth Rs. 0.07 Crore as a non-monetary perquisite allotted by Holcim Ltd. in previous year, and the income-tax thereon that was borne by the Company, amounting to Rs. 0.025 Crore)
95
Computation of Net Profit under Section 349 of the Companies Act, 1956 2009 Rs. Crore Profit before tax and exceptional items as per Profit and Loss Account .................................. Add Provision for depreciation as per Profit and Loss Account ............................................................... Wealth Tax .............................................................................................................................................................. Tax on Yanbu operations .................................................................................................................................. Assets written off as per Profit and Loss Account ............................................................................... Remuneration to Directors ............................................................................................................................. Provision for Doubtful Debts and Advances ........................................................................................... Loss on Sale of Assets (Net) ........................................................................................................................... Compensation under Voluntary Retirement Scheme ......................................................................... 342.09 1.27 2.31 6.01 3.96 31.26 12.50 2,693.79 LessDepreciation under Section 350 of the Companies Act, 1956 ....................................................... Profit on Sale of Investments (Net) ............................................................................................................ Assets written off under Section 350 of the Companies Act, 1956. ........................................... Profit on Sale of Assets (Net) ......................................................................................................................... 342.09 0.81 6.01 2.77 351.68 Profit Section Companies Act, Profit as per Section 349 of the Companies Act, 1956 .............................................................. Maximum remuneration to Managing Director as per Section 198 and 309 of the Companies Act, 1956 @ 5% ........................................................................................................................... Less: Remuneration paid as per service agreement in case of Managing Director (excluding incentive) ......................................................................................................................................... Balance available for payment of Incentive to Managing Director ............................................. Restricted ................................................................................................................................................................ Maximum permissible commission to Non Executive Directors under Section 198 of the Companies Act, 1956 @ 1% ................................................................................... Restricted ................................................................................................................................................................ 8. yment Statutor Auditors tutory Payment to Statutory Auditors (excluding service tax) 2009 Rs. Crore As auditors (i) Audit fees ...................................................................................................................................................... 2.10 0.40 0.02 2.52 2.10 0.40 0.07 0.09 2.66 (ii) Audit fees for tax financial statements .......................................................................................... (iii) Expenses Reimbursed .............................................................................................................................. In other matters ................................................................................................................................................ matters 2008 Rs. Crore 2,342.11 117.11 1.87 115.24 0.53 23.42 1.34 294.18 1.12 1.04 296.34 1,705.45 85.27 1.76 83.51 0.38 17.05 0.99 294.18 0.79 1.81 1.04 3.33 0.71 8.91 3.28 2,001.79 2,294.39 2008 Rs. Crore 1,687.74
96
9.
a) b) c) d)
During the previous year, the Company subscribed to 9,99,50,000 equity shares for a total consideration of Rs. 99.95 Crore in its wholly owned subsidiary ACC Concrete Limited. During the year, the Company subscribed to 100,000,000 1% Cumulative Redeemable Preference Share for a total consideration of Rs. 100 Crore (Previous year Rs. Nil) in its wholly owned subsidiary ACC Concrete Limited. During the year, the Company subscribed to 4,90,000 equity shares for a total consideration of Rs. 4.90 Crore (Previous year Rs. Nil) in its wholly owned subsidiary ACC Mineral Resources Limited (Formerly Known as The Cement Marketing Co. of India Ltd.). During the year, the Company has acquired 100% stake in National Limestone Company Pvt. Limited, a Company engaged in mining of limestone. During the year, the Ministry of Coal allocated a coal block in the state of West Bengal to a consortium in which the Company is a member. The Company plans to carry out mining activities through a joint venture Company. During the year, ACC Mineral Resources Ltd, a wholly owned subsidiary of ACC Limited has entered into four Joint Venture agreements with Madhya Pradesh State Mining Corporation Limited for mining of Coal in the state of Madhya Pradesh and Chattisgarh.
10.
a) b)
11.
Employee Benefits Employ a) b) Defined Contribution Plans Amount recognised and included in Schedule 15 Contributions / Provision to and for Provident and Other Funds of Profit and Loss Account Rs. 7.94 Crore (Previous Year Rs. 11.36 Crore). Defined Benefit Plans As per actuarial valuation on December 31, 2009 Gratuity Post Employment Medical Benefits(PEMB) Non Funded Rs. Crore Rs. Crore
Funded Rs. Crore I rec ecognised Statemen tement Profit Loss Expense recognised in the Statement of Profit & Loss year for the year ended December 31, 2009 Current service cost 6.61 5.04 6.06 7.11 (6.97) (6.26) (19.09) 22.43 (13.39) 28.32
1.83 1.33 1.97 1.98 (9.19) 12.18 (5.39) 15.49
1.12 0.45 0.49 1.31 (0.37) (0.12) (4.25) 3.48 (2.18) (11.06) (5.19) (5.94)
Interest Cost
Employee Contributions
Expected return on plan assets
Net Actuarial (Gains) / Losses
Past service cost
Settlement / Curtailment (Gain)
Total expense
97
Gratuity
Post Employment Medical Benefits(PEMB) Non Funded Rs. Crore Rs. Crore
Funded Rs. Crore II 1 2 3 4 III 1 2 3 4 5 6 7 8 9 IV 1 2 3 4 5 6 7 8 rec ecognised Net Asset / (Liability) recognised in the Balance Sheet at as at December 31, 2009 Present value of Defined Benefit Obligation Fair value of plan assets Funded status {Surplus / (Deficit)} Net asset / (liability) obligation year Change in obligation during the year ended December 31, 2009 Present value of Defined Benefit Obligation at beginning of the year Current Service cost Interest Cost Settlement / Curtailment (Gain) Past service cost Employee Contributions Actuarial (Gains) / Losses Benefit Payments Present value of Defined Benefit Obligation at the end of the year year Change in assets during the year ended December 31, 2009 Plan assets at the beginning of the year Settlements Expected return on plan assets Contributions by Employer Actual benefits paid Actuarial Gains / (Losses) Plan assets at the end of the year Actual return on plan assets 84.14 74.12 (1.30) 6.97 6.26 3.57 4.23 0.71 0.83 95.39 84.14 7.68 7.09 123.24 98.41 6.61 5.04 6.06 7.11 (1.30) (18.38) 23.26 (16.40) (9.28) 101.13 123.24 (101.13) (123.24) 95.39 84.14 (5.74) (39.10) (5.74) (39.10)
(31.60) (39.00) (31.60) (39.00) 39.00 26.74 1.83 1.33 1.97 1.98 (9.19) 12.18 (2.01) (3.23) 31.60 39.00 -
(3.61) (10.18) (3.61) (10.18) 10.18 17.40 1.12 0.45 0.49 1.31 (2.18) (11.06) (0.37) (0.12) (4.25) 3.48 (1.38) (1.28) 3.61 10.18 -
98
categories percen centage The major categories of plan assets as a percentage of total plan Qualifying Insurance Policy 100% percen centage point One percentage point increase increase in Medical Inflation ra Inflation rate 0.32 1.06 at As at December 31, 2009 7.25% p.a. 8% p.a. Indian assured lives Mortality (1994-96) (modified) ultimate. Mortality for annuitants LIC (1996-98) ultimate. 5% p.a. 12% p.a. for 5 years and thereafter 8% p.a. percen centage point One percentage point decrease decrease in Medical Inflation ra Inflation rate (0.28) (0.92)
VI
percen centage point ect Effect of One percentage point change in the Inflation ra assumed Medical Inflation rate
Increase / (Decrease) on aggregate service and interest cost of Post Employment Medical Benefits Increase / (Decrease) on Present value of Defined Benefit Obligation as at December 31, 2009 VII VI I 1 2 3 4 5 6 Actuarial Actuarial Assumptions: Discount Rate Expected rate of return on plan assets Mortality pre-retirement Mortality post-retirement Employee turnover rate Medical premium inflation
(Figures in italics pertain to previous year) c) The Guidance issued by the Accounting Standard Board (ASB) on implementing AS-15, Employee Benefits (revised 2005) states that provident funds set up by employers, which requires interest shortfall to be met by the employer, needs to be treated as defined benefit plan. The Fund does not have any existing deficit or Interest shortfall. In regard to any future obligation arising due to interest shortfall (i.e. government interest to be paid on provident fund scheme exceeds rate of interest earned on investment), pending the issuance of the Guidance Note from the Actuarial Society of India, the Companys actuary has expressed his inability to reliably measure the same. Basis used to determine expected rate of return on assets: The expected return on plan assets is based on market expectation, at the beginning of the period, for returns over the entire life of the related obligation. The Gratuity Scheme is invested in Life Insurance Corporation (LIC) of Indias Group Gratuitycum-Life Assurance cash accumulation policy and HDFC Standard Lifes Group Unit Linked Plan - For Defined Benefit Scheme. e) f) g) h) The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. During the year, Pursuant to amendments in Post Employment Medical Benefits Scheme the Company has recognised curtailment gain of Rs. 2.18 Crore (previous Year - Rs. 11.06 Crore). Contribution to Provident and Other funds is net of credit in gratuity funded scheme amounting to Rs. 12.64 Crore (Previous Year charge of Rs. 16.91 Crore) on account of change in discounting rate in valuation of present value of employee benefit liabilities. Amounts for the current and previous four periods are as follows: (i) Gra (Funded) Gratuity (Funded) Defined benefit obligation Plan assets Surplus / (deficit) Experience adjustments on plan assets Experience adjustments on plan liabilities 2009 (101.13) 95.39 (5.74) (0.71) (5.74) 2008 (123.24) 84.14 (39.10) (0.83) 6.35 2007 (98.41) 74.12 (24.29) 0.65 9.67 2006 (86.31) 57.30 (29.01) N.A. 9.03 2005 (74.82) 48.71 (26.11) N.A. (6.19)
d)
99
(ii) Gratuity (Non funded) Gra Defined benefit obligation Plan assets Surplus / (deficit) Experience adjustments on plan assets Experience adjustments on plan liabilities (iii) Post Employment Medical Benefits Employmen yment Defined benefit obligation Plan assets Surplus / (deficit) Experience adjustments on plan assets Experience adjustments on plan liabilities 12. Opera Lease Operating Lease a) Future Lease Rental payments
2009 (31.60) (31.60) N.A. (3.83) 2009 (3.61) (3.61) N.A. (2.96)
2008 (39.00) (39.00) N.A. 4.52 2008 (10.18) (10.18) N.A. (6.14)
2007 (26.74) (26.74) N.A. (6.96) 2007 (17.40) (17.40) N.A. 2.33
2006 (31.07) (31.07) N.A. (0.31) 2006 (14.84) (14.84) N.A. 3.04
2005 (28.44) (28.44) N.A. (0.70) 2005 (13.37) (13.37) N.A. (0.44)
2009 Rs. Crore (i) (ii) (iii) b) c) Not later than one year ................................................................................................................... Later than one year and not later than five years ............................................................... Later than five years .......................................................................................................................... 19.50 52.52 -
2008 Rs. Crore 18.77 45.36 7.34
Lease payment recognised in the Profit and Loss Account Rs. 23.20 Crore (Previous Year Rs. 23.12 Crore) General description of the leasing arrangement (i) (ii) (iii) Leased Assets: Grinding facility, Dumpers, Cranes and Tippers, Car, Locomotives, Computers and other related equipments. Future lease rentals are determined on the basis of agreed terms. At the expiry of the lease term, the Company has an option either to return the asset or extend the term by giving notice in writing.
13.
Movement of provision during the year as required by Accounting Standard 29 Movement pro year requir equired Accoun ounting Standard Mines Restoration Expenditure 2009 Rs. Crore Opening provision ............................................................................................................................................... Add: Provision during the year ..................................................................................................................... Less: Utilisation during the year .................................................................................................................. Closing provision ................................................................................................................................................. 6.98 3.72 (0.72) 9.98 2008 Rs. Crore 6.20 1.41 (0.63) 6.98
14.
a)
Provision for current tax represents estimated tax charge based on the aggregate profits of the Company for the quarter ended March 31, 2009, and nine months ended December 31, 2009. Ultimately, the tax liability of the Company would be determined on the basis of its results for the fiscal year ending March 31, 2010. The Company has been recognising in the financial statements the deferred tax assets / liabilities, in accordance with Accounting Standard 22 Accounting for Taxes on Income issued by the Institute of Chartered Accountants of India. During the year, the Company has charged the Profit and Loss Account with Deferred Tax Liability of Rs. 13.46 Crore (Previous Year - Rs. 4.34 Crore).
b)
100
The position of Deferred Tax Assets and Liabilities is as follows: 2009 Rs. Crore Deferr erred Deferred Tax Liabilities Depreciation differences ................................................................................................................ 498.39 498.39 Deferr erred Deferred Tax Assets Employee Benefit ............................................................................................................................... Effect of expenditure debited to Profit and Loss Account in current year but allowed for tax purposes in the following years ........................................................ Others ..................................................................................................................................................... 44.65 71.16 33.33 149.14 Deferr erred Net Deferred Tax Liabilities ....................................................................................................... 15. A) ontingen tingent Pro For Contingent Liabilities Not Provided For a) b) c) Guarantee given on behalf of subsidiary companies to the extent of Rs. 0.15 Crore (Previous Year Rs. 0.07 Crore). Indemnity, Guarantee/s given to Banks / Financial Institutions, Government Bodies and others Rs. 139 Crore (Previous Year Rs. 142 Crore). Sales Tax, Excise Duties & Other Dues Rs. 46.96 Crore (Previous Year Rs. 58.07 Crore). In respect of item (c) future cash outflows in respect of contingent liabilities are determinable only on receipt of judgments pending at various forums / authorities. d) The Company had filed petitions against the orders / notices of various authorities demanding Rs. 132.96 Crore (Previous Year Rs. 113.80 Crore) towards payment of additional Royalty on Limestone based on the ratio of 1.6 tonnes of Limestone to 1 tonne of Cement produced at its factories in Madhya Pradesh and Chattisgarh and on cement produced vis a vis consumption of limestone at its factory in Tamil Nadu. In a similar matter, the Company has received a demand notice amounting to Rs. 40.18 Crore (Previous Year Rs. Nil) for one of its plant in the state of Karnataka. The Company holds the view that the payment of royalty on limestone is based on the actual quantity of limestone extracted from the mining area. The independent report obtained from the National Council of Building Materials supports the Companys view. In view of the demand, being legally unsustainable, the Company does not expect any liability in the matter. B) a) The Company was entitled to receive transport subsidy against actual expenditure on freight incurred in respect of its new 1 MTPA plant at Gagal, which went into commercial production w.e.f. September 15, 1994 for a period of five years. Accordingly, the Company accrued the subsidy claim (including subsidy on clinker) aggregating Rs. 80.65 Crore (Previous Year Rs. 80.65 Crore) for a year up to September 1999. As against this, the Company had received part disbursement and balance of Rs. 46.35 Crore (Previous Year Rs. 46.35 Crore) is shown as receivable under Sundry Debtors Schedule 8. The Company had received a demand notice from the Government of Himachal Pradesh asking for refund of Rs. 31.19 Crore during the earlier year stating that 1 MTPA plant at Gagal is not a new unit but a case of expansion of an existing unit, thereby, not eligible for subsidy under Transport Subsidy Scheme, 1971. The High Court of Shimla had declared Gagal II as eligible for Transport Subsidy in its judgement dated August 19, 2003 and the division bench of Himachal Pradesh High Court has also confirmed the same in its judgement dated April 10, 2008. However, the Government has filed an appeal in the Supreme Court. b) The Company had availed Sales tax incentive with respect to its investment in Gagal II under the State Industrial Policy, 1991. The Company accrued Sales tax incentives aggregating to Rs. 56 Crore (Previous year Rs. 56 Crore). However, the Sales tax authorities of the State, interalia, have stipulated that the incentive is admissible only for the incremental amount over the base revenue. The Company is still pursuing the claim with the Government. The Company is hopeful of recovery of the amount paid under protest. The Company is also pursuing with its appeal filed before Appellate Authorities. However, as a measure of abundant caution, a sum of Rs. 56 Crore (Previous Year - Rs. 56 Crore) has been provided by the Company in earlier years. (349.25) 53.96 53.09 25.19 132.24 (335.79) 468.03 468.03 2008 Rs. Crore
101
c)
Pursuant to incentives available under a State Government Policy in respect of one of its cement plants, the Company had in the past accrued Rs. 15 Crore of capital subsidy and Rs. 29.44 Crore as Sales Tax which is receivable from the concerned Government Authorities. However, despite Companys efforts, it has not realised any amounts to date. Considering these facts, management considers it prudent to record a provision for the amount of Rs. 29.44 Crore by charge to the Profit and Loss Account and the Capital Reserve Account is adjusted to the extent of the capital subsidy.
16. Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 660.45 Crore (Previous Year Rs. 1,554.69 Crore). 17. Previous year other expenses of Schedule 15 include Donations paid of Rs. 1.00 Crore to Bhartiya Janata Party and Rs. 1.00 Crore to All India Congress Committee. 18. There are no Micro, Small and Medium Enterprises, as defined in the Micro, Small, Medium Enterprises Development Act, 2006, to whom the Company owes dues on account of principal amount together with interest and accordingly no additional disclosures have been made. The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the auditors. 19. a) articulars for oreign currency exposur xposure at date Particulars of unhedged foreign currency exposure as at Balance Sheet date Amount Rs. Nil {Previous Year Rs. 3.32 Crore (USD 0.07 Crore @ Closing rate of 1 USD = Rs. 49.72)} Rs. 3.73 Crore (SR 0.30 Crore @ Closing rate of 1 SR = Rs. 12.50) {Previous Year Rs. 1.92 Crore (SR 0.14 Crore @ Closing rate of 1 SR = Rs. 13.25)} Creditors Rs. 0.84 Crore (USD 0.02 Crore @ Closing rate of 1 USD = Rs. 46.76) {Previous Year Rs. 21.92 Crore (USD 0.44 Crore @ Closing rate of 1 USD = Rs. 49.72)} Rs. 6.55 Crore (CHF 0.15 Crore @ Closing rate of 1 CHF = Rs. 45.05) {Previous Year Rs. 7.00 Crore (CHF 0.15 Crore @ Closing rate of 1 CHF = Rs. 47.10)} Rs. Nil {Previous Year Rs. 1.41 Crore (JPY 2.56 Crore @ Closing rate of 1 JPY = Rs. 0.55)} Rs. 2.83 Crore (EUR 0.04 Crore @ Closing rate of 1 EUR = Rs. 67.02) {Previous Year Rs. 34.29 Crore (EUR 0.49 Crore @ Closing rate of 1 EUR = Rs. 70.09)} Rs. Nil {Previous Year Rs.0.02 Crore (THB 0.01 Crore @ Closing rate of 1 THB = Rs. 1.45)} b) for ard contrac orw ontracts at year are follow ollows The details of forward contracts outstanding at the year end are as follows Number of Contracts Buy Amount Purpose Import of Capital items 1 5 2 2 88,42,500 1,18,62,699 Import of Capital items 66,00,000 50,00,000
Particulars Export Debtors
Currency EUR EU R O 2009 2008 USD 2009 2008
Advances ances, natur ture 20. Loans and Advances, in the nature of loans To Subsidiary Particulars Inter Corporate Deposits: ACC Concrete Limited ACC Mineral Resources Limited 2009 Rs. Crore 68.00 0.13 2008 Rs. Crore 114.00 Maximum Balance during the year Rs. Crore 164.00 0.13
102
21. Sales include Sales Tax incentive of Rs. 60.51 Crore (Previous Year - Rs. 156.90 Crore) 22. Deferred Payment Liability included in Unsecured Loans Schedule 4 comprises of Rs. 9.74 Crore (Previous Year Rs. 11.36 Crore) payable to the Industrial Development Corporation of Orissa Limited (IDCOL) on account of their dues payable by the erstwhile Bargarh Cement Ltd in eight equal annual installments without interest or penalty. The third installment was due for payment on December 22, 2009. Pending conclusion of negotiation with IDCOL the installment is yet to be paid. Opera Income are follow ollows 23. Details of Other Operating Income are as follows Description Sale of Stores, Materials, etc. ...................................................................................................................... Provision no longer required written back ........................................................................................... Sale of Surplus generated Power .............................................................................................................. Miscellaneous Income ................................................................................................................................... TOTAL ... 2009 Rs. Crore 20.04 21.54 58.89 63.23 163.70 2008 Rs. Crore 26.92 35.41 13.67 89.53 165.53
ADDITIONAL IN FORMA PURSUANT PRO PAR GRAPHS ARA PAR II ART SCHEDULE COMPAN ANI 24. ADDITIONAL IN FORMATION PURSUANT TO TH E PROVISIONS OF PARAGRAPHS 3 & 4 OF PART II OF SCH EDULE VI TO TH E COMPANI ES CT, ACT, 1956 :(A) Sales by class of goods (Net) Unit Quantity (i) Cement .................................................................................. Lakh Tonnes Lakh Tonnes 212.73 2.02 2.43 2009 Rs. Crore 7,828.73 51.47 46.49 1.75 98.76 8,027.20 (B) Details of raw materials consumed Unit Quantity (i) Slag ......................................................................................... Lakh Tonnes 19.30 11.14 44.56 (ii) Gypsum ................................................................................. (iii) Fly Ash ................................................................................... (iv) Others .................................................................................... 2009 Rs. Crore 96.01 244.29 135.68 415.53 891.51 (C) Licensed and installed capacity, actual production and opening and closing stocks * Installed / Rated Capacity Unit As at December 31, 2009 261.69 As at December 31, 2008 226.29 Actual Production Quantity 19.77 11.30 39.86 2008 Rs. Crore 82.78 223.51 129.51 363.32 799.12 Quantity 207.02 3.99 2.31 2008 Rs. Crore 7,023.10 98.27 63.70 2.34 95.46 7,282.87
(ii) Clinker ................................................................................... (iii) Consultancy services ...................................................... (iv) Erection, Fabrication & Contracts ............................. (v) Purchased Cement ...........................................................
2009 213.69
2008 208.36
Cement ............................................................................................
Lakh Tonnes
Licensed Capacity per annum not indicated due to the abolition of Industrial Licences as per Notification No. 477 (E) dated July 25, 1991 issued under The Industries (Development and Regulation) Act, 1951. * As Certified by the Management and accepted by the Auditors.
103
Opening stock as at January 1, 2009 Unit (i) Cement .................................................................................. (ii) Purchased Cement ........................................................... Tonnes Quantity 3,40,549 1,381 Rs. Crore 78.44 0.42 78.86 (D) Purchase of Cement Unit Quantity Cement ............................................................................................ (E) Value of imports calculated on C.I.F. basis 2009 Rs. Crore (i) (ii) (iii) (iv) (v) Raw Material ..................................................................................................................................... Components and Spare Parts .................................................................................................... Coal ........................................................................................................................................................ Capital Goods .................................................................................................................................... Finished Goods ................................................................................................................................. 68.25 85.47 89.02 185.55 428.29 (F) Expenditure in foreign currencies (on accrual basis) 2009 Rs. Crore (i) (ii) (iii) (iv) (v) Expenses on foreign contracts .................................................................................................. Technical Know-how paid (net of taxes) .............................................................................. Consultants Fees (net of recoveries) ...................................................................................... Training, Seminar Expenses ........................................................................................................ Others ................................................................................................................................................... 26.94 5.67 2.77 4.06 2.73 42.17 (G) Value of imported and indigenous raw materials, components and spare parts consumed (a) Raw Materials Rs. Crore Imported ............................................................................... Indigenous ........................................................................... 140.23 751.28 891.51 (b) Components and Spare Parts Rs. Crore Imported ............................................................................... Indigenous ........................................................................... 40.40 226.29 266.69 2009 % 15.15 84.85 100.00 2009 % 15.73 84.27 100.00 Lakh Tonnes 2.42 2009 Rs. Crore 93.16
Closing stock as at December 31, 2009 Quantity 3,48,477 115 Rs. Crore 88.04 0.04 88.08
2008 Quantity 2.29 Rs. Crore 87.36
2008 Rs. Crore 47.20 44.29 152.92 125.88 7.62 377.91
2008 Rs. Crore 34.30 2.15 6.07 15.86 2.85 61.23
2008 Rs. Crore 78.61 720.51 799.12 2008 Rs. Crore 11.64 236.51 248.15 % 4.69 95.31 100.00 % 9.84 90.16 100.00
104
(H) Earnings in foreign exchange (on accrual basis) 2009 Rs. Crore Earnings on contract services .............................................................................................................. Export of goods F.O.B. basis .................................................................................................................. Gain on Exchange ..................................................................................................................................... 55.36 0.25 55.61 (I) Remittances in foreign currencies 2009 On account of dividend to non-resident shareholders (a) Final Dividend No. of shareholders ........................................................................................................................ No. of Equity Shares ....................................................................................................................... Amount remitted (Rs. Crore) ...................................................................................................... Year to which it pertains ............................................................................................................. (b) Interim Dividend No. of shareholders ........................................................................................................................ No. of Equity Shares ....................................................................................................................... Amount remitted (Rs. Crore) ...................................................................................................... Year to which it pertains ............................................................................................................. 25 2 18,64,371 1.86 2008 2009 1 5,41,000 0.54 2009 2 19,08,634 1.91 2007 2008 2 19,03,385 1.90 2008 2008 2008 Rs. Crore 70.70 0.18 0.82 71.70
Previous years figures have been regrouped / restated wherever necessary to make them comparable with current years figures.
For and on behalf of the Board of ACC Limited,
As per our report of even date
For S.R. BATLIBOI & ASSOCIATES Chartered Accountants per SUDHIR SONI Partner Membership No. 41870
S. M. PALIA NARESH CHANDRA M. L. NARULA R. A. SHAH D. K. MEHROTRA SHAILESH HARIBHAKTI KULDIP KAURA
Directors
105
ADDITIONAL INFORMATION PURSUANT TO PART IV OF SCHEDULE VI TO THE COMPANIES ACT, 1956.

Abstrac act Companys General ompany Profile Balance Sheet Abstract and Companys General Business Profile I. egistra Registration Details Registration No. L26940MH1936PLC002515 Balance Sheet Date 3 1 1 2 2 0 0 9 Year Rights Issue N I L Private Placement N I L Date Month State Code No. 1 1
year (Amount Thousands) raised I I. Capital raised during the year (Amount in Rs. Thousands) Public Issue N I L Bonus Issue N I L ESOS 5 8 5
Mobilisation eploymen yment Funds (Amount Thousands) I I I. Position of Mobilisation and Deployment of Funds (Amount in Rs. Thousands) Total Liabilities Total Assets 1 0 0 8 4 6 1 0 0 1 0 0 8 4 6 1 0 0 Sources Funds Sources of Funds Paid-up Capital 1 8 7 9 4 2 3 Reserves & Surplus 5 8 2 8 2 0 0 0 Unsecured Loans 1 6 9 2 4 0 Application Funds Application of Funds Net Fixed Assets 6 3 1 4 4 9 8 7 Net Current Assets ( 8 5 7 7 5 0 0 ) Accumulated Losses N I L Thousands) IV. erf Compan (Amount ompany IV. Performance of Company (Amount in Rs. Thousands) Revenue 8 2 6 8 3 0 9 3 Profit / (Loss) before Tax + 2 2 9 4 3 8 9 6 Earning per share (in Rs.) 8 5 . 6 0 Produc oduct Compan (A ompany onetary erms) V. Generic Name of Principal Product of the Company (As Per Monetary Terms) Item Code No. (ITC Code) 2 5 2 3 0 0 + Expenditure 5 9 7 3 9 1 9 7 Profit / (Loss) after Tax 1 6 0 6 7 2 9 6 Dividend rate % 2 3 0 Share Application Money 7 5 3 Secured Loans 5 5 0 0 0 0 0 Deferred Tax Liabilities 3 4 9 2 5 0 3 Investments 1 4 7 5 6 4 3 2 Misc. Expenditure N I L
C E M E N T
106
REGARDI EGARDING SUBSIDIARY COMPAN BSIDIAR ANI STATEMENT REGARDING SUBSIDIARY COMPANI ES SECTION COMPAN ANI ACT CT, PURSUANT PURSUANT TO SECTION 212 OF TH E COMPANI ES ACT, 1956
ACC Mineral Resources Limited (A) The Financial Year of the Subsidiary Companies (B) Shares of the Subsidiary held by ACC Limited on the above dates : (a) Number and face value Bulk Cement Corporation (India) Limited December 31, 2009 Lucky Minmat Limited ACC Concrete Limited National Limestone Co. Pvt. Limited*
December 31, 2009
December 31, 2009
December 31, 2009
December 31, 2009
4,95,000 Shares of Rs. 100/- each fully paid up
3,18,42,050 Shares of 3,25,000 Shares of Rs. 10/- each fully Rs. 100/- each fully paid up paid up
10,00,00,000 Equity 8,650 Shares of Shares of Rs. 10/Rs. 100/- each fully each fully paid up paid up and 10,00,00,000 1% Cumulative Redeemable Preference Shares of Rs. 10/- each fully paid up 100% 100%
(b) Extent of holding (C) The net aggregate of Profits / (Losses) of the Subsidiary Companies so far as it concerns the members of the ACC Limited (a) Not dealt with in the accounts of ACC Limited for the year ended December 31, 2009 amounted to (i) for the Subsidiaries financial year ended as in (A) above (Rs. Lakhs) (ii) for the previous financial years of the Subsidiaries since they became the Holding Companys subsidiaries (Rs. Lakhs) (b) Dealt with in the accounts of ACC Limited for the year ended December 31, 2009 amounted to (i) for the Subsidiaries financial year ended as in (A) above (ii) for the previous financial years of the Subsidiaries since they became the Holding Companys subsidiaries
100%
94.65%
100%
1.61
(107.58)
(15.65)
(4,690.12)
(5.99)
4.10
802.31
(21.27)
(9,681.23)
*National Limestone Co. Pvt. Limited became a subsidiary of the Company on April 20, 2009 For and on behalf of the Board of ACC Limited,
N. S. SEKHSARIA Chairman SUMIT BANERJEE Managing Director BURJOR D. NARIMAN Company Secretary Mumbai, February 04, 2010
Directors
107
CONSOLIDATED GROUP OPERATING RESULTS AND NET WORTH - EXPLANATORY STATEMENT

CONSOLID GROU OPERA OUP RESUL ENDED DECEMB EMBER CONSOLI DATED GROUP OPERATI NG RESULTS FOR TH E YEAR ENDED DECEMBER 31, 2009 Rs. Crore ACCs Net Profit Add: Pro-rate share of profits / losses of Subsidiaries ACC Machinery Co. Limited ................................................................................................... Bulk Cement Corporation (India) Limited ....................................................................... ACC Concrete Limited .............................................................................................................. ACC Mineral Resources Limited ........................................................................................... Lucky Minmat Limited ............................................................................................................ National Limestone Co. Pvt. Limited ................................................................................. Add: Pro-rata share of profit of Associate ................................................................................. Add: Loss on sale of Ready Mixed Concrete Business .......................................................... Less: Minority interest of Subsidiary (BCCI) .............................................................................. Less: Profit on sale of Subsidiary Company .............................................................................. Less: Amortisation of Goodwill on acquisition of Subsidiary and Investment in Associate ......................................................................................................... Less: Unrealised profit on purchase of Fixed Assets ............................................................. Less: Dividend received from Subsidiary / Associate ............................................................ ACC Groups Net Profit ......................................................................................................................... (1.08) (46.90) 0.02 (0.16) (0.06) (48.17) 3.16 (0.06) 6.53 (9.68) 1.02 1,563.91 2.10 (0.53) (96.80) 0.03 (0.22) (95.42) 2.39 0.24 (0.03) 6.60 4.95 0.21 8.62 1,099.65 2009 Rs. Crore 1,606.73 2008 Rs. Crore 1,212.79
CONSOLID GROU OUP WORT DECEMB EMBER CONSOLI DATED GROUP NET WORTH AS AT DECEMBER 31, 2009 Rs. Crore ACCs Net Worth Add: Net Worth as per Balance Sheet of Subsidiary Companies Bulk Cement Corporation (India) Limited ....................................................................... ACC Concrete Limited .............................................................................................................. ACC Mineral Resources Limited ........................................................................................... Lucky Minmat Limited ............................................................................................................ National Limestone Co. Pvt. Limited ................................................................................. 43.57 55.68 4.88 2.72 0.07 106.92 Less: Pro-rata share of Minority Shareholders interest in the Net Worth of Subsidiary Companies ............................................................................................................. Less: ACCs share in pre-acquisition Net Worth of Subsidiary Companies .................. 2.40 242.60 (138.08) Less: Amortisation of Goodwill in Subsidiary Companies .................................................. Less: Unrealised profit on purchase of Fixed Assets ............................................................. Add: Increase in Net Worth of Alcon Cement Company Pvt. Ltd .................................... Less: Other adjustments (Net) ........................................................................................................ ACC Groups Net Worth ........................................................................................................................ 9.81 0.68 0.03 5,868.97 44.65 2.30 0.09 2.88 49.92 2.45 137.59 (90.12) 4.90 9.68 0.16 0.07 4,823.12 2009 Rs. Crore 6,016.22 2008 Rs. Crore 4,927.73
108
AUDITORS REPORT TO THE BOARD OF DIRECTORS ON THE CONSOLIDATED FINANCIAL STATEMENTS OF ACC LIMITED
1. We have audited the attached Consolidated Balance Sheet of ACC Limited and its subsidiaries (the ACC Group), as at December 31, 2009 and also the Consolidated Profit and Loss Account and the Consolidated Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the ACC Limiteds management and have been prepared by the management on the basis of separate financial statements and other financial information regarding components. 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. Those 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 management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. We did not audit the financial statements of subsidiaries, whose financial statements reflect total assets (net) of Rs. 181.41 Crore as at December 31, 2009, the total revenue of Rs. 529.11 Crore and cash flows (net) amounting to Rs. 0.77 Crore and of an associate which reflect the Groups share of profit of Rs. 3.16 Crore, for the year then ended. These financial statements and other financial information have been audited by other auditors whose reports have been furnished to us, and our opinion is based solely on the report of other auditors. We report that the Consolidated Financial Statements have been prepared by the ACC Limiteds management in accordance with the requirements of Accounting Standards (AS) 21, Consolidated Financial Statements and Accounting Standards (AS) 23, Accounting for Investments in Associates in Consolidated Financial Statements notified pursuant to the Companies (Accounting Standards) Rules, 2006 (as amended). Based on our audit and on consideration of reports of other auditors on separate financial statements and on the other financial information of the components, and to the best of our information and according to the explanations given to us, we are of the opinion that the attached Consolidated Financial Statements give a true and fair view in conformity with the accounting principles generally accepted in India: (a) in the case of the Consolidated Balance Sheet, of the state of affairs of the ACC Group as at December 31, 2009; (b) in the case of the Consolidated Profit and Loss Account, of the profit for the year ended on that date; and (c) in the case of the Consolidated Cash Flow Statement, of the cash flows for the year ended on that date.
2.
3.
4.
5.
For S.R. BATLIBOI & ASSOCIATES Chartered Accountants
per Sudhir Soni Partner Membership No. 41870 Place: Mumbai Date: February 4, 2010
109
CONSOLIDATED BALANCE SHEET AS AT DECEMBER 31, 2009

Schedules SOUR FU SOURC ES OF FU N DS: Shareholders Funds: Shareholders Funds: Share Capital ...................................................................................................................... Share Application Money, pending allotment ..................................................... Reserves and Surplus ...................................................................................................... Minority Interest .............................................................................................................. Funds: Loan Funds: Secured Loans .................................................................................................................... Unsecured Loans .............................................................................................................. Deferr erred Deferred Tax Liabilities (Net) ................................................................................... {Refer Note -12(b)} FU TOTAL FU N DS ................................................................................................................... APPLICA FU APPLICATION OF FU N DS: ixed Fixed Assets: Gross Block ......................................................................................................................... Less: Accumulated Depreciation and Amortisation .......................................... Net Block ............................................................................................................................. Capital Work-in-Progress (including Capital Advances) ................................... 5 7,165.02 2,786.59 4,378.43 2,157.47 6,535.90 Investments Investments ...................................................................................................................... Curren Assets, Loans ent Advances: Current Assets, Loans and Advances: Inventories .......................................................................................................................... Sundry Debtors ................................................................................................................. Cash and Bank Balances ............................................................................................... Other Current Assets ...................................................................................................... Loans and Advances ....................................................................................................... Curren ent Pro Less : Current Liabilities and Provisions: Current Liabilities ............................................................................................................. Provisions ............................................................................................................................ Curren ent Net Current Assets ........................................................................................................ Expenditur xpenditure Miscellaneous Expenditure ...................................................................................... (To the extent not written off or adjusted) ASSET SSETS TOTAL ASSETS (Net) ...................................................................................................... Accoun ounts Notes to Accounts ......................................................................................................... 19 12 13 2,172.38 1,092.88 3,265.26 (935.09) 14 0.97 6,793.89 1,900.68 965.51 2,866.19 (138.99) 1.13 5,650.81 6 1,192.11 6,113.99 2,453.60 3,660.39 1,611.40 5,271.79 516.88 Rs. Crore 2009 Rs. Crore 2008 Rs. Crore
1 2
187.94 0.08 5,681.92 5,869.94 2.40
187.88 4,636.37 4,824.25 2.45 450.00 32.03 566.92 354.63 6,793.89 482.03 342.08 5,650.81
3 4
550.00 16.92
7 8 9 10 11
786.09 273.92 754.42 12.30 503.44 2,330.17
799.34 357.85 991.48 21.99 556.54 2,727.20
The schedules referred to above and notes to accounts form an integral part of the Consolidated Balance Sheet. As per our report of even date For and on behalf of the Board of ACC Limited,
Directors
110
CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED DECEMBER 31, 2009
Schedules NCO I NCOME: Sale of Products and Services (Gross) .................................................................... Less - Excise Duty ............................................................................................................ Sale of Products and Services (Net) (Refer Note - 16) .................................... Other Income .................................................................................................................... Share of Earnings of Associate .................................................................................. XPENDIT DITU EXPEN DITU R E: Manufacturing and Other Expenses ...................................................................... Depreciation and Amortisation ................................................................................ Interest ................................................................................................................................. 15 Rs. Crore 9,171.96 692.41 8,479.55 242.70 3.16 8,725.41 6,017.28 373.13 84.36 6,474.77 2,250.64 0.06 2,250.70 2,250.70 (673.32) (12.55) (0.92) (686.79) 1,563.91 2,357.25 3,921.16 187.70 244.06 73.38 350.00 25.00 0.65 880.79 3,040.37 Rupees Rupees Rupees 19 83.32 83.14 10.00 2009 Rs. Crore 2008 Rs. Crore 8,633.66 939.72 7,693.94 277.95 2.39 7,974.28 6,031.53 320.53 39.98 6,392.04 1,582.24 0.03 1,582.27 42.55 1,624.82 (511.68) (3.71) (9.78) (525.17) 1,099.65 2,057.37 3,157.02 187.65 187.68 63.79 350.00 10.00 0.02 0.63 799.77 2,357.25 58.60 58.51 10.00
16 5 17
Minority Interest .............................................................................................................. Profit befor axa ore Ex Profit before Taxation and Exceptional items .............................................. Exceptional Items ............................................................................................................ Profit befor ore Profit before Tax ............................................................................................................ Pro for Provision for Tax Current Tax ......................................................................................................................... Deferred Tax {Refer Note -12(b)} .............................................................................. Fringe Benefit Tax ........................................................................................................... Profit after Profit after Tax ................................................................................................................ Balance brought forward from Previous Year .................................................... Profit available for appropriation ........................................................................ Profit av for appropria opriation Appropria opriations: Appropriations: Interim Dividend .............................................................................................................. Proposed Dividend .......................................................................................................... Dividend Distribution Tax ............................................................................................ General Reserve ............................................................................................................... Debenture Redemption Reserve ............................................................................... Previous Year Dividend ................................................................................................. Amortisation Reserve .................................................................................................... Balance carried to Balance Sheet ........................................................................ Earnings per Share (Refer Note - 6) Basic Earnings per Share .............................................................................................. Diluted Earnings per Share ......................................................................................... Face value per Share ...................................................................................................... Notes to Accounts ...........................................................................................................
18
The schedules referred to above and notes to accounts form an integral part of the Consolidated Profit and Loss Account. As per our report of even date For and on behalf of the Board of ACC Limited,
Directors
111
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED DECEMBER 31, 2009
2009 Rs. Crore A. Cash flow from operating activities 1 Net Profit before Tax and Exceptional Items ..................................................................................... Adjustments for: 2 Depreciation ..................................................................................................................................................... 3 (Profit) / Loss on sale / Discarding of Fixed Assets - (Net) .......................................................... 4 Interest and Dividend Income .................................................................................................................. 5 Interest Expense ............................................................................................................................................. 6 Miscellaneous expenditure written off ............................................................................................... 7 Profit on Sale / Write off of Investment .............................................................................................. 8 Provision for Mines Restoration ............................................................................................................... 9 Provision for Retirement Benefits ........................................................................................................... 10 Provision for Doubtful Debts and Advances (Net of adjustment) ........................................... 11 Consumption of Machinery spares ........................................................................................................ 12 Share in Minority interest .......................................................................................................................... 13 Share of earnings from Associates ......................................................................................................... 14 Wealth Tax provision .................................................................................................................................... Operating profit before working capital changes ..................................................................................... Adjustments for: 15 Trade and other receivables ...................................................................................................................... 16 Inventories ......................................................................................................................................................... 17 Assets held for disposal .............................................................................................................................. 18 Trade and other payables ........................................................................................................................... Cash generated from operations ....................................................................................................................... 19 Direct Taxes Paid - (Net) .............................................................................................................................. Cash from opera activities Net Cash flow from operating activities ................................................................................................... B. Cash flow from investing activities 20 Purchase of Fixed Assets ............................................................................................................................. 21 Sale of Fixed Assets ....................................................................................................................................... 22 Purchase of Investments {includes Rs. 16.24 Crore towards investment in equity of a subsidiary Company (Previous Year - Rs. 7.31 Crore)} ................................................................... 23 Sale of Investments {includes Rs. Nil towards sale of investment in subsidiary Company (Previous Year - Rs. 41.85 Crore)} ....................................................................................... (Total consideration is in cash and cash equivalents) 24 Interest and Dividend Received ............................................................................................................... inv activities Net cash used in investing activities .......................................................................................................... Cash flow from financing activities 25 Interest paid {includes amount capitalised Rs. 26.38 Crore (Previous Year - Rs. 1.36 Crore)} ................................................................................................................ 26 Proceeds from issue of Share Capital ................................................................................................... 27 Short term Borrowings - (Net) ................................................................................................................. 28 Proceeds from Long term Borrowings .................................................................................................. 29 Repayment of Long term Borrowings ................................................................................................... 30 Dividend paid (including dividend distribution tax) ...................................................................... activities Net cash used in financing activities ......................................................................................................... Net increase/(decrease) in cash and cash equivalents ............................................................................ Cash and cash equivalents 2,250.70 373.13 4.30 (75.90) 84.36 1.92 (1.40) 3.72 (55.79) 34.64 14.01 (0.06) (3.16) 1.27 2,631.74 20.74 13.25 0.53 202.16 2,868.42 (494.16) 2,374.26 (1,560.74) 13.46 (4,737.78) 4,043.50 84.82 (2,156.74) (105.49) 1.90 300.00 (215.11) (435.93) (454.63) (237.11) 2008 Rs. Crore 1,582.27 320.53 19.31 (109.59) 39.98 1.53 0.11 1.41 33.15 4.22 4.87 (0.03) (2.39) 0.79 1,896.16 (137.04) (86.07) 2.62 351.57 2,027.24 (319.31) 1,707.93 (1,577.16) 17.79 (3,897.75) 4,193.78 103.84 (1,159.50) (40.31) 1.39 (16.03) 200.93 (8.35) (435.14) (297.51) 250.92
C.
Notes : 1 2 3 4 5
Opening Balance ....................................................................................... 991.48 746.41 Transfer on divestment of Subsidiary .............................................. (5.85) Taken over on acquisition of Subsidiary ......................................... 0.05 Closing Balance .......................................................................................... 754.42 991.48 All figures in brackets are outflow. Closing cash and cash equivalents includes amounts earmarked for specific purposes Rs. 25.23 Crore (Previous Year - Rs. 21.98 Crore). Cash and cash equivalents are Cash and Bank Balances as per Balance Sheet. Direct Taxes paid are treated as arising from operating activities and are not bifurcated between investing and financing activities. Previous years figures have been regrouped / restated wherever necessary. For and on behalf of the Board of ACC Limited,
Directors
112
SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET

SCHEDULE SHARE CAPIT APITAL SCH EDU LE - 1, SHARE CAPITAL Rs. Crore HORISED AUTHORISED 22,50,00,000 Equity Shares of Rs. 10 each .................................................................................... 10,00,00,000 Preference Shares of Rs. 10 each ........................................................................... ISSUED ISSUED 18,87,88,179 (Previous Year - 18,87,29,706) Equity Shares of Rs. 10 each ...................... SUBSC BSCR SUBSCR I B ED 18,77,40,292 (Previous Year - 18,76,81,819) Equity Shares of Rs. 10 each fully paid Add : 3,84,060 (Previous Year - 3,84,060) Equity Shares of Rs. 10 each Forfeited - Amount paid ......................................................................................................................... TOTAL ... 187.74 0.20 187.94 187.94 187.68 0.20 187.88 187.88 188.78 188.72 225.00 100.00 325.00 225.00 100.00 325.00 2009 Rs. Crore 2008 Rs. Crore
Notes : Out of the above 60,72,640 (Previous Year - 60,72,640) Equity Shares of Rs. 10 each, fully paid issued for consideration other than cash pursuant to contracts. 9,19,52,080 (Previous Year - 9,19,52,080) Equity Shares of Rs. 10 each, fully paid issued by way of Bonus Shares by utilisation of Securities Premium and Reserves. Options in force as of December 31, 2009 under the Employees Stock Option Schemes - 4,054 Shares - (Previous Year - 81,654 Shares) ESOS 2001 - Vested Options exercisable @ Rs. 127/- per share till October 30, 2010 - 4,054 Shares - (Previous Year - 7,567 Shares) ESOS 2004 - Vested Options exercisable @ Rs. 314/- per share till December 15, 2009 - Nil - (Previous Year - 74,087 Shares)
SCH EDULE RESER ESERVES AND SURPLUS SCH EDULE - 2, RESERVES AND SU R PLUS Capital Reserve ........................................................................................................................................... Less:Provision for Capital subsidy receivable {Refer Note - 13B(c)} ................................... Securities Premium .................................................................................................................................. Add:Received during the year ............................................................................................................. General Reserve ......................................................................................................................................... Add:Amount transferred from Profit and Loss Account ......................................................... Add:Additions / Adjustment during the year .............................................................................. Debenture Redemption Reserve ......................................................................................................... Add:Amount transferred from Profit and Loss Account ......................................................... Amortisation Reserve .............................................................................................................................. Add:Amount transferred from Profit and Loss Account ......................................................... Employees Stock Option Outstanding ............................................................................................. Profit and Loss Account .......................................................................................................................... TOTAL ... Rs. Crore 15.07 15.00 842.93 1.76
2009 Rs. Crore
2008 Rs. Crore 15.07 15.07 841.50 1.43
0.07
844.69 1,404.61 350.00 0.02 1,754.63 10.00 25.00 35.00 6.49 0.65 7.14 0.02 3,040.37 5,681.92
842.93 1,054.61 350.00 1,404.61 10.00 10.00 5.86 0.63 6.49 0.02 2,357.25 4,636.37
113

SCHEDULE SECUR LO SCH EDULE - 3, SECUR ED LOANS PRIVATELY PLACED NON - CONVERTIBLE DEBENTURES *Secured by a charge on all movable and immovable assets under the Debenture Trust Deed (a) 11.30% Non - Convertible Debentures redeemable at par on December 09, 2013 ......................................................................................................................... (b) 8.45% Non-Convertible Debentures redeemable at par on October 07, 2014 ............................................................................................................................. Term Loans from Banks .......................................................................................................................... *Secured by a Mortgage on certain immovable Properties and hypothecation of all movable assets except book debts. TOTAL ... 550.00 450.00 200.00 300.00 50.00 200.00 250.00 2009 Rs. Crore 2008 Rs. Crore
* The mortgage / charges indicated in above rank pari-passu inter-se and are subject to the prior charges in favour of the Companys Bankers on specific movable assets for securing working capital requirements / guarantee facilities.
SCHEDULE UNSECU NSECUR LO SCH EDULE - 4, UNSECUR ED LOANS
2009 Rs. Crore
2008 Rs. Crore
Long Term Loans Financial Institution ................................................................................................................................. {Paid during the year to Karnataka Road Development Corporation Limited (KRDC) in respect of Companys share of loan availed by KRDC from HUDCO} Deferred payment Liability - IDCOL .................................................................................................. (Refer Note -17) Deferred Sales Tax Loans ....................................................................................................................... TOTAL ... 12.09
9.74
11.36
7.18 16.92
8.58 32.03
114

SCH EDULE ASSET SSETS SCH EDULE - 5, FIXED ASSETS Rs. Crore
GROSS BLOCK AT COST FIXED ASSETS TOTAL DEPRECIATION/ AMORTISATION NET BLOCK
As at Additions on Additions/ Deductions/ Deductions on As at For the Upto As at As at 31-12-2008 Acquisition of Adjustments Adjustments cessation of 31-12-2009 year ended 31-12-2009 31-12-2009 31-12-2008 Subsidiary Subsidiary 31-12-2009 (a) Tangible Assets : 1. Freehold Land 2. Leasehold Land 3. Buildings 4. Machinery, Plant and Kilns 5. Roads, Bridges and Fences 6. Water Works 7. Railway Sidings 8. Rolling Stock 9. Furniture, Fixtures and Equipments 10. Motor Cars, Trucks, etc. 11. Electrical Installations Sub Total Intangible Assets : Intangible 12. Computer Software 13. Goodwill 14. Mining Rights Sub Total TOTAL Previous Year 15. Capital Work-in-Progress {including Capital advances Rs. 202.14 Crore (Previous Year - Rs. 360.36 Crore)} Notes:- (i) (ii) 50.97 38.30 89.27 6,113.99 5,592.34 0.14 6.92 16.13 19.02 42.07 1,115.86 618.45 64.97 75.48 21.32 57.89 54.43 19.02 131.34 7,165.02 6,113.99 18.10 4.91 23.01 373.13 320.53 45.46 9.81 55.27 2,786.59 2,453.60 12.43 44.62 19.02 76.07 4,378.43 3,660.39 2,157.47 1,611.40 23.61 33.40 57.01 3,660.39 100.55 49.06 592.15 4,031.39 107.91 27.16 58.14 93.43 99.47 27.06 838.40 6,024.72 0.04 0.08 0.02 0.14 48.21 9.33 172.90 633.52 15.17 2.09 11.74 40.60 15.23 1.96 123.04 1,073.79 0.03 0.07 1.31 46.86 0.02 0.13 0.19 3.70 1.50 11.16 64.97 148.77 58.32 763.82 4,618.07 123.06 29.12 69.88 133.84 111.00 27.52 950.28 7,033.68 6.63 26.18 250.13 6.58 1.43 2.54 3.61 5.70 4.33 42.99 350.12 24.34 146.34 1,997.59 35.45 23.23 29.12 63.56 31.42 7.78 372.49 2,731.32 148.77 33.98 617.48 2,620.48 87.61 5.89 40.76 70.28 79.58 19.74 577.79 4,302.36 100.55 23.44 487.61 2,248.81 79.05 5.23 31.56 33.30 71.83 22.42 499.58 3,603.38 (b) (c) (d) (e) (f) (g) (h) (i) (j) (k)
Cost of Shares Rs. 6,710 (Previous Year - Rs. 6,710) in various Co-operative Housing Societies, in respect of 20 residential flats (Previous Year - 20) are included under Item No. 3 Buildings. Rolling stock includes assets given on lease to Railways under Own Your Wagons Scheme, Gross Block Rs. 28.48 Crore (Previous Year - Rs. 28.48 Crore) and accumulated depreciation Rs. 28.48 Crore (Previous Year - Rs. 28.48 Crore).
(iii) Machinery Plant & Kilns, Roads Bridges & Fences and Electrical Installations include Gross Block of Rs. 1.48 Crore (Previous Year - Rs. 1.48 Crore), Rs. 26.17 Crore (Previous Year - Rs. 24.50 Crore), Rs. 11.20 Crore (Previous Year - Rs. 11.20 Crore) and Net Block Rs. 0.59 Crore (Previous Year - Rs. 0.89 Crore), Rs. 8.99 Crore (Previous Year - Rs. 12.44 Crore), Rs. Nil (Previous Year - Rs. Nil) respectively, in respect of expenditure incurred on capital assets, ownership of which does not vest in the Company. (iv) Goodwill comprises of investment in Subsidiaries.
115

SCHEDULE INVES MENTS NVEST SCH EDULE - 6, INVESTMENTS - (At Cost unless otherwise stated) Face Value Rs. TRADE INVESTMENTS Equity Shares - Fully Paid (Quoted):Shiva Cement Limited ............................................................................................ ASSOCIATE COMPANY Equity Shares - Fully Paid (Unquoted):Alcon Cement Company Pvt. Ltd. ...................................................................... {includes unamortised Goodwill of Rs. 13.33 Crore (Previous Year - Rs. 14.95 Crore)} OTHER INVESTMENTS (a) GOVERNMENT AND TRUSTEE SECURITIES (i) Quoted * ............................................................................................................. 5.13% Himachal Pradesh Infrastructure Development Board Bonds {** includes Securities of the face value of Rs. 0.01 Crore (Previous Year - Rs. 0.01 Crore) - deposited with Governments and others as Security Deposits} (b) Equity Shares - Fully Paid (Quoted):# The India Cements Ltd. ................................................................................ # Dalmia Cement (Bharat) Ltd. .................................................................... # Mysore Cement Ltd. ...................................................................................... # The Andhra Cement Company Ltd. ........................................................ # HDFC Bank Ltd. ................................................................................................ # Shree Digvijay Cement Company Ltd. ................................................... # Panyam Cements & Mineral Industries Ltd. ...................................... # OCL India Limited ........................................................................................... (c) Equity Shares - Fully Paid (Unquoted):* Kanoria Sugar & General Mfg. Company Ltd. ................................... * Bio - Tech Consortium India Ltd. ............................................................. * Gujarat Composites Ltd. .............................................................................. * Rohtas Industries Ltd. ................................................................................... * The Jaipur Udyog Ltd. ................................................................................... * The Sone Valley Portland Cement Company Ltd. ............................. * The Travancore Cement Company Ltd. ................................................. * Ashoka Cement Ltd. ...................................................................................... * Digvijay Finlease Ltd. .................................................................................... # Landmark property Development ........................................................... # OCL Iron and Steel Ltd. ................................................................................ 10,00,000 37 3.71 3.71 (ii) Unquoted ** 10 4,08,001 22.94 22.41 2 2,15,00,000 23.65 23.65 Numbers Rs. Crore 2009 Rs. Crore 2008 Rs. Crore
10 2 10 10 10 10 10 2
784 1,865 350 52 500 180 50 240
10 10 10 10 10 5 10 10 10 2 2
4 50,000 60 220 120 100 100 50 90 720 720
(d) Investment in Mutual Funds (Unquoted):Prudential ICICI Super Institutional Plan - Daily Dividend .................... DWS Insta Cash - Super Institutional - Daily Dividend .......................... Birla Sunlife Short Term Fund - Institutional - Daily Dividend ............ DWS Insta Cash - Institutional - Daily Dividend ........................................ Prudential ICICI Super Institutional plan - Daily Dividend .................... 10 10 10 7,069,405.848 8,065,979.640 7,065,714.341 7.07 8.08 7.07 10.08 20.17
10 10,063,210.843 10 20,169,248.949
116

SCH EDULE INVES MENTS NVEST SCH EDULE - 6, INVESTMENTS - (Contd.) Face Value Rs. Canara Robeco Liquid - Institutional Daily Dividend ............................... Tata Liquid Super high Investment Fund - Daily Dividend ................... Tata Liquid Super high Investment Fund - Daily Dividend ................... Tata Liquid Super high Investment Fund - Daily Dividend ................... Birla Sunlife Short Term Fund - Institutional - Daily Dividend ............ DWS Insta Cash plus Fund - Institutional Plan - Daily Dividend ........ Tata Liquid Super high Investment Fund - Daily Dividend ................... Reliance Liquidity Fund - Daily Dividend ....................................................... Birla Sunlife Short Term Fund - Institutional - Daily Dividend ............ Canara Robeco Liquid - Institutional Daily Dividend ............................... Prudential ICICI Super Institutional Plan - Daily Dividend .................... ING Liquid Fund Super Institutional plan - Daily Dividend .................. ING Liquid Fund Super Institutional plan - Daily Dividend .................. Reliance Medium Term Fund - Daily Dividend ............................................ Reliance Medium Term Fund - Daily Dividend ............................................ SBI Magnum Instacash Fund - Daily Dividend ........................................... SBI Magnum Instacash Fund - Daily Dividend ........................................... Sundaram BNP Paribas Money Fund - Super Inst - Daily Dividend .. Sundaram BNP Paribas Money Fund - Super Inst - Daily Dividend .. ING Liquid Fund -Super Institutional plan - Daily Dividend ................. Prudential ICICI Super Institutional Plan - Daily Dividend .................... UTI Liquid Fund - Cash Plan - Institutional plan- Daily Dividend ...... SBI - SHF - Liquid Plus Institutional plan - Daily Dividend .................... SBI - SHF - Liquid Plus Institutional plan - Daily Dividend .................... Reliance Medium Term Fund - Daily Dividend ............................................ DWS Insta Cash - Super Institutional - Daily Dividend .......................... Kotak Liquid - Institutional Premium - Daily Dividend ........................... Sundaram BNP Paribas Money Fund - Super Inst - DDR ........................ LIC Mutual Fund - Liquid - Dividend Plan ..................................................... Kotak Liquid - Institutional Premium - Daily Dividend ........................... DWS Insta Cash - Institutional - Daily Dividend ........................................ LIC Mutual Fund - Liquid - Dividend Plan ..................................................... DWS Insta Cash - Institutional - Daily Dividend ........................................ ING Liquid Fund - Super IP - Daily Dividend ................................................ LIC Mutual Fund - Liquid - Dividend Plan ..................................................... UTI Liquid Fund - Cash Plan - Institutional plan - Daily Dividend ..... Canara Robeco Liquid - Institutional Daily Dividend ............................... DBS Chola Liquid Institutional Dividend Reinvestment Plan ............... UTI Liquid Fund - Cash Plan - Institutional plan - Daily Dividend ..... UTI Liquid Fund - Cash Plan - Institutional plan - Daily Dividend ..... Reliance Medium Term Fund - Retail Plan .................................................... Reliance Liquidity Fund .......................................................................................... Reliance Liquidity Fund .......................................................................................... Numbers Rs. Crore 56.31 18.16 2009 2008 Rs. Crore 10.08 10.08 10.08 10.08 6.05 10.09 10.07 11.08 13.09 7.04 10.06 10.06 5.03 15.08 13.07 15.07 8.04 10.05 6.02 10.06 10.04 5.02 10.03 13.04 6.02 7.02 6.01 4.01 15.03 15.02 4.01 6.01 5.01 15.02 27.01 10.00 6.00 12.00 10.00 15.00 13.05 -
10 10,040,726.106 1,000 1,000 1,000 10 1,000 90,468.965 90,468.965 90,450.427 6,047,232.506 90,325.462
10 10,069,097.794 10 11,076,022.874 10 13,081,420.956 10 7,009,988.303 10 10,055,155.795 10 10,061,498.304 10 10 10 10 10 10 10 5,026,759.795 8,821,548.765 7,645,342.265 8,999,011.267 4,799,472.675 9,950,272.171 5,968,011.261
10 10,061,498.304 10 10,038,532.599 1,000 49,231.069 10 10,024,924.823 10 13,032,402.270 10 10 10 10 3,519,540.051 7,003,847.699 4,918,279.462 3,969,840.952
10 13,686,403.735 10 12,286,646.423 10 10 10 3,998,411.646 5,471,182.612 4,996,070.489
10 15,010,094.302 10 24,600,063.074 1,000 10 1,000 1,000 10 1,000 98,128.584 5,977,633.900 98,111.350 147,167.025 7,373,849.513 562,270.738
10 11,939,905.440
10 10,618,395.460
117

SCHEDULE INVES MENTS NVEST SCH EDULE - 6, I NVESTMENTS - (Contd.) Kotak Liquid Institutional Premium ................................................................. Birla Sun Life Cash Plus Institutional Premium .......................................... Templeton India TMA Super Institutional Plan .......................................... DWS Insta Cash Institutional .............................................................................. DBS Chola Liquid Institutional ........................................................................... SBI Magnum Instacash Fund .............................................................................. UTI Liquid Fund Cash Plan IP .............................................................................. IDFC Cash Fund Plan C Institutional ............................................................... Principal Cash Management Fund Institutional Premium ................... LIC Mutual Fund Liquid Plan ............................................................................... Canara Robeco Liquid Super Institutional .................................................... HDFC Liquid Fund Premium Plan ...................................................................... Tata Liquid Fund Ship ............................................................................................. Fortis Overnight Fund Institutional Plus ....................................................... Religare Liquid Fund Institutional Plan .......................................................... Sundaram BNP Paribas Money Fund Super Inst DDR ............................. Baroda Pioneer Liquid Fund Institutional ..................................................... Fidelity Cash Fund Super IP ................................................................................. Prudential ICICI Super Institutional Plan ....................................................... DSP Black Rock Cash Plus Fund Institutional .............................................. JP Morgan India Liquid Fund .............................................................................. JM High Liquidity Super IP ................................................................................... Sundaram BNP Paribas Money Fund Super Institutional ...................... Axis Liquid Fund ....................................................................................................... Baroda Pioneer Liquid Fund ................................................................................. UTI Money Market Fund - Growth Plan ......................................................... LICMF Saving Plus Fund - Growth Plan .......................................................... Face Value Rs. Numbers Rs. Crore 75.37 73.47 46.23 75.45 25.15 49.22 75.28 44.22 37.16 75.29 34.08 74.15 56.23 40.12 30.14 17.08 40.15 9.03 75.14 6.01 13.01 40.01 38.01 5.00 4.34 3.00 5.00 1,141.81 1141.81 TOTAL ... Notes (I) Aggregate Net Cost and Market Value of Companys Investments :As at 31-12-2009 Aggregate Net Cost Rs. Crore Quoted ................................................................................................... Unquoted .............................................................................................. Total Investments .............................................................................. (II) All investments are Long Term except investments in Mutual funds. (III) #Denotes shares sold during the year. (IV) *Denotes amount less than Rs. 50,000. 23.65 1,168.46 1,192.11 Market Value Rs. Crore 19.58 As at 31-12-2008 Aggregate Net Cost Rs. Crore 23.65 493.23 516.88 Market Value Rs. Crore 11.87 1192.11 10 70,463,707.811 10 73,426,328.568 10 46,179,212.866 10 75,281,225.113 10 24,761,689.543 10 46,770,488.752 1,000 752,682.564 10 44,213,496.169 10 37,098,651.717 10 74,665,476.788 10 27,466,856.675 10 73,550,308.839 10 56,033,762.587 10 40,109,222.677 10 30,095,986.326 10 17,019,213.569 10 40,112,346.656 10 100 1,000 9,031,218.350 7,106,565.893 59,975.236 2009 Rs. Crore 2008 Rs. Crore 467.11 470.82 516.88
10 13,002,258.496 10 39,991,683.109 10 37,647,207.314 10 10 1,000 10 50,003.992 4,322,465.685 29,387.707 3,458,580.045
118

SCHEDULE INVENTORI NVENTOR SCH EDU LE - 7, INVENTORI ES Raw Materials ............................................................................................................................................. Stores & Spare Parts, Packing Material and Fuels ...................................................................... Work-in-Progress ........................................................................................................................................ Finished Goods ........................................................................................................................................... TOTAL ... 2009 Rs. Crore 98.55 430.50 168.96 88.08 786.09 2008 Rs. Crore 79.04 492.00 149.44 78.86 799.34
SCH EDULE SUN DRY DEBTORS SCH EDULE - 8, SUN DRY DEBTORS Rs. Crore SUNDRY DEBTORS (SECURED AND CONSIDERED GOOD) (a) Over Six Months .............................................................................................................................. (b) Others ................................................................................................................................................... SUNDRY DEBTORS (UNSECURED) (a) Over Six Months (i) Sale of Products and Services Considered Good ................................................................................................................... Considered Doubtful ............................................................................................................ (ii) Railway, Insurance and Other Claims {includes Rs. 90.70 Crore due from Central / State Governments (Previous Year - Rs. 91.57 Crore)} Considered Good ................................................................................................................... Considered Doubtful ............................................................................................................ 51.51 47.97 99.48 112.03 Less: Provision made for Bad and Doubtful Debts .......................................................... {Refer Note - 13B(c)} (b) Others - (Considered Good) (i) Sale of Products and Services .......................................................................................... 147.28 56.12 55.91 4.40 8.15 12.55 0.01 35.40
2009 Rs. Crore
2008 Rs. Crore
0.26 70.11 35.41 70.37
5.58 6.87 12.45
96.45 0.34 96.79 109.24 7.21 102.03 125.23
(ii) Railway, Insurance and Other Claims {includes Rs. 33.49 Crore due from Central / State Governments (Previous Year - Rs. 50.60 Crore)} ............
35.32 182.60 238.51
60.22 185.45 287.48 357.85 273.92
TOTAL ...
119

SCHEDULE CA AND BAN BALANC ANK ALANCES SCH EDULE - 9, CASH AND BANK BALANCES Cash on Hand ..................................................................................................................................................... Balance with Scheduled Banks In Current Account .......................................................................................................................................... In Fixed Deposits .............................................................................................................................................. Post Office Savings Accounts ...................................................................................................................... {Maximum balance during the year Rs. 0.01 Crore (Previous Year - Rs. 0.01 Crore)} TOTAL ... 96.54 655.63 0.01 754.42 93.81 896.79 0.01 991.48 2009 Rs. Crore 2.24 2008 Rs. Crore 0.87
SCHEDULE OT CUR ASSET SSETS SCH EDULE - 10, OTH ER CUR R ENT ASSETS Accrued Interest ................................................................................................................................................ Assets held for disposal ................................................................................................................................ TOTAL ...
2009 Rs. Crore 6.07 6.23 12.30
2008 Rs. Crore 15.18 6.81 21.99
SCH EDULE - 11, LOANS AND ADVANCES (Unsecured, Considered Good, unless otherwise stated) SCHEDULE LO AND ADVANCES Rs. Crore Balances with Excise, Customs and Port Trust Authorities on Current Accounts .............. Sundry Advances and Deposits, etc. Advances Recoverable in cash or in kind or for value to be received ............................. Advances and Deposits with Railways, Government Bodies and Others Considered Good .................................................................................................................................... Considered Doubtful ............................................................................................................................. 178.13 38.88 217.01 Less - Provision made for Doubtful Advances ........................................................................... 38.88
2009 Rs. Crore 139.83
2008 Rs. Crore 129.52
146.42
138.89
182.32 38.23 220.55 38.23 178.13 182.32 105.81 556.54
Advance payments against taxes ............................................................................................................. TOTAL ...
39.06 503.44
120

SCH EDULE CUR LIABI LITI SCH EDULE - 12, CUR R ENT LIABI LITI ES Rs. Crore Sundry Creditors ........................................................................................................................................ Deposits from Dealers and Others .................................................................................................... Investor Education and Protection Fund (Appropriate amount shall be transferred to Investor Education and Protection Fund if and when due) Unpaid Dividend ........................................................................................................................................ Unpaid Matured Deposits ..................................................................................................................... 24.02 0.18 24.20 Interest on Secured Loans accrued but not due ......................................................................... TOTAL ... 7.43 2,172.38 20.77 0.23 21.00 2.19 1,900.68 2009 Rs. Crore 1,743.26 397.49 2008 Rs. Crore 1,558.30 319.19
SCHEDULE PRO SCH EDU LE - 13, PROVISIONS Provision for Retirement Benefits ...................................................................................................... (Refer Note - 7) Provision for Mines Restoration ......................................................................................................... (Refer Note - 11) Provision for Income Tax ........................................................................................................................ Provision for Fringe Benefit Tax .......................................................................................................... Proposed Dividend .................................................................................................................................... Dividend Distribution Tax ...................................................................................................................... TOTAL ...
2009 Rs. Crore 100.60 9.98 696.76 244.06 41.48 1,092.88
2008 Rs. Crore 156.40 6.98 580.31 2.24 187.68 31.90 965.51
SCH EDULE MISCELLAN ELLANEOUS EXPENDITU XPENDIT SCH EDULE - 14, MISCELLANEOUS EXPENDITU R E (To the extent not written off or adjusted) Preliminary Expenses ............................................................................................................................... TOTAL ...
2009 Rs. Crore 0.97 0.97
2008 Rs. Crore 1.13 1.13
121
SCHEDULES FORMING PART OF THE CONSOLIDATED PROFIT AND LOSS ACCOUNT

SCHEDULE OT INC NCO SCH EDULE - 15, OTH ER I NCOME Rs. Crore Opera Income Other Operating Income ..................................................................................................................... {Includes Gain on Exchange (Net) - Rs. 3.66 Crore (Previous Year - Rs. 0.18 Crore)} (Refer Note -18) Income Other Income Profit on Sale of Investments .............................................................................................................. Interest on Income tax Refund (Previous Year - Net of interest Rs. 42.40 Crore) .......... Other Interest Income ............................................................................................................................. {Inclusive of Tax Deducted at source - Rs. 10.11 Crore (Previous Year - Rs. 9.49 Crore)} Dividend from other Investments ..................................................................................................... TOTAL ... 1.40 41.27 34.63 77.30 242.70 1.84 23.14 51.59 34.86 111.43 277.95 2009 Rs. Crore 165.40 2008 Rs. Crore 166.52
SCHEDULE MAN ANU CTU AND OT EXPENSES SCH EDULE - 16, MANU FACTU R I NG AND OTH ER EXPENSES Rs. Crore ANU CTU EXPENSES MANU FACTU R I NG EXPENSES Purchase of Cement and other Product .......................................................................................... Raw Materials Consumed ..................................................................................................................... Stores and Spare parts Consumed .................................................................................................... Packing Materials Consumed .............................................................................................................. Power and Fuel ........................................................................................................................................... Repairs to Building ................................................................................................................................... Repairs to Machinery ............................................................................................................................... Repairs to Other Items ............................................................................................................................ Royalties ........................................................................................................................................................ Excise Duties (including Education Cess) ....................................................................................... {includes captive consumption of Clinker Rs. 85.37 Crore (Previous Year - Rs. 119.01 Crore)} PAYMENTS TO AND PROVISIONS FOR EMPLOYEES MENTS AND PRO EMPLO Salaries, Wages, Dearness Allowance and Bonus ....................................................................... Contributions / Provisions to and for Provident and Other Funds {Refer Note - 7(g)} Workmen and Staff Welfare Expenses ............................................................................................ ADMIN ISTRATIVE, SELLI NG AND OTH ER EXPENSES ADMI IST MIN SELLING AND OT EXPENSES Rent ................................................................................................................................................................. Rates and Taxes {includes Wealth Tax Rs. 1.27 Crore (Previous Year - Rs. 0.79 Crore)} Insurance ....................................................................................................................................................... Loading, Transportation and Other Charges ................................................................................. Discount, Rebates and Allowances ................................................................................................... Commission on Sales .............................................................................................................................. Other Expenses {includes Loss on sale / write off of Fixed Assets (Net)- Rs. 4.30 Crore (Previous Year - Rs. 8.91 Crore)} .......................................................................................................... Provision for Bad and Doubtful Debts {Refer Note - 13B(c)} ................................................. Total carried over... 48.35 103.93 17.92 163.40 93.49 23.12 310.83 34.73 795.77 346.94 19.77 34.49 129.16 1,167.69 11.27 238.72 1,550.87 14.41 329.47 71.43 99.04 89.17
2009 Rs. Crore
2008 Rs. Crore 122.94 1,029.81 12.99 280.14 1,611.81 15.02 283.77 74.66 86.86 129.80
3,701.23
3,647.80 338.92 66.00 44.73
401.20
449.65 45.34 100.52 18.29 170.04 105.20 20.24 422.26 5.09 886.98
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SCHEDULES FORMING PART OF THE CONSOLIDATED PROFIT AND LOSS ACCOUNT

SCH EDULE MAN ANU CTU AND OT EXPENSES SCH EDULE - 16, MANU FACTU R I NG AND OTH ER EXPENSES (contd.) Rs. Crore Total brought over... Advertisement ............................................................................................................................................ Outward Freight Charges on Cement etc. ..................................................................................... Miscellaneous Expenses written off ................................................................................................. Value of Subsidiary Companies Stock Transferred ..................................................................... AND ORK-IN-PR GRESS N-PRO (INC NCR DECR IN ST IN (INCR EASE) / DECR EASE I N STOC KS IN TRADE AND WORK-IN-PRO GRESS Closing Stock Finished Goods ........................................................................................................................................... Work-in-Progress ........................................................................................................................................ Opening Stock Finished Goods ........................................................................................................................................... Work-in-Progress ........................................................................................................................................ 78.86 149.44 228.30 (28.74) TOTAL ... 6,017.28 81.26 149.00 230.26 1.96 6,031.53 88.08 168.96 257.04 78.86 149.44 228.30 795.77 53.17 1,092.73 1.92 1,943.59 2009 Rs. Crore 2008 Rs. Crore 886.98 47.81 997.52 1.53 1,933.84 (1.72)
SCHEDULE INTERES NTEREST SCH EDU LE - 17, I NTEREST Debentures ................................................................................................................................................... Term Loans ................................................................................................................................................... Interest on Income Tax (Net of interest on refund Rs. 20.33 Crore) .................................. Others .............................................................................................................................................................
2009 Rs. Crore 28.99 15.97 17.58 48.20 110.74
2008 Rs. Crore 1.36 16.36 23.62 41.34 1.36 39.98
Less - Adjustments for Interest Capitalised .................................................................................. TOTAL ...
26.38 84.36
SCH EDULE EX EPT ITEM EMS SCH EDULE - 18, EXC EPTIONAL ITEMS Profit on Sale of Investments in Subsidiary .................................................................................. Profit on Sale of Land .............................................................................................................................. TOTAL ...
2009 Rs. Crore -
2008 Rs. Crore 30.26 12.29 42.55
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SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AND PROFIT AND LOSS ACCOUNT
SCHEDULE - 19, NOTES TO ACCOUNTS 1. prepar epara Basis of preparation (i) The Consolidated Financial Statements are prepared in accordance with Accounting Standard (AS) 21 on Consolidated Financial Statements and (AS) 23 on Accounting for Investments in Associates in Consolidated Financial Statements notified pursuant to the Companies (Accounting Standards) Rules, 2006 (as amended). The Consolidated Financial Statements comprise the financial statements of ACC Limited (the Company), its subsidiaries and associate. The Company, its subsidiaries and associate constitute the ACC Group. Reference in these notes to the 'Company' or 'ACC' shall mean to include ACC Limited or any of its subsidiaries, or associate consolidated in these financial statements unless otherwise stated.
(ii) The list of Subsidiary Companies which are included in consolidation and the Parent Company's holdings therein are as under: Compan ompany Name of the Company 1 2 3 4 5 6 ACC Concrete Limited (ACCCL) Bulk Cement Corporation (India) Limited (BCCI) ACC Mineral Resources Limited (formerly The Cement Marketing Company of India Limited) Lucky Minmat Limited National Limestone Co. Pvt. Limited (w.e.f. April 20, 2009) ACC Machinery Company Limited (AMCL) (upto March 10, 2008) ercen centage Percentage Holding 2009 100% 94.65% 100% 100% 100% 2008 100% 94.65% 100% 100% 100%
Each of the above Subsidiary Companies is incorporated in India. (iii) Alcon Cement Company Private Limited is the only Associate Company in which ACC has a holding of 40% with effect from April 1, 2008. (iv) The financial statements have been prepared to comply in all material aspects in respect with the notified Accounting Standard Rules, 2006 (as amended). (v) Financial statements are based on historical cost and are prepared on accrual basis. (vi) Accounting policies have been consistently applied by the Company and are consistent with those used in the previous year. (vii) The financial statements of the Company and its Subsidiary Companies have been consolidated on a line-by-line basis by adding together the book value of like items of assets, liabilities, income and expenses, after eliminating intra-group balances and intragroup transactions resulting in unrealized profits or unrealized cash losses. (viii) The consolidated financial statements have been prepared using uniform accounting policies for like transactions and other events in similar circumstances and are presented, to the extent possible, in the same manner as the Company's separate financial statements. (ix) The excess of cost of investment in the Subsidiary Companies over the Company's portion of equity of the Subsidiary at the date of investment made is recognized in the financial statements as goodwill. Goodwill is amortised over a period of ten years from the date of acquisition / investment. The excess of Company's portion of equity of the Subsidiary over the cost of the investments therein is treated as Capital Reserve. 2. estimates Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon management's best knowledge of current events and actions, actual results could differ from these estimates. 3. ounting Significant accoun Significant accounting policies (i) ecognition rec Revenue recognition Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Produc oducts Services Sale of Products and Services a) Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. Excise duties deducted from turnover (gross) are the amounts that are included in the amount of turnover (gross) and not the entire amount of liability that arose during the year. Excise duties in respect of finished goods are shown separately as an item of Manufacturing and Other Expenses and included in the valuation of finished goods. Sales include the amount of Sales Tax / VAT refunds received / due in accordance with incentive schemes.
b)
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Inter terest Income Interest and Dividend Income Interest income is recognised on a time proportion basis taking into account the amount outstanding and the rate applicable. Dividend income is recognised when the shareholders' right to receive dividend is established by the Balance Sheet date. Accoun ounting (ii) Accounting of claims a) b) Claims receivable are accounted at the time when such income has been earned by the Company depending on the certainty of receipts. Claims payable are accounted at the time of acceptance. Claims raised by Government Authorities regarding taxes and duties, which are disputed by the Company, are accounted based on the merits of each claim.
(iii) Debenture / Share issue expenses and premium payable on Debentures are adjusted in the same year against the Securities Premium Account as permitted by Section 78(2) of the Companies Act, 1956. (iv) Fixed Assets ixed a) b) c) d) e) f) g) Fixed assets are stated at cost of acquisition or construction less accumulated depreciation and impairment losses. Depreciation is provided on the straight line method at the rates prescribed in Schedule XIV of the Companies Act, 1956, on a pro-rata basis. The useful life of transit mixers and pumps is estimated at 8 years and 6 years respectively. These assets are depreciated over the useful life on straight line method on a pro-rata basis. Cost of leasehold land is amortised over the period of the lease. In respect of quarry freehold land, amortisation reserve is created by amortising the cost over the number of years of the mining rights of the quarries. Capital assets whose ownership does not vest in the Company have been depreciated over the period of five years. Machinery spares which can be used only in connection with a particular item of Fixed Assets and the use of which is irregular, are capitalized at cost net of Cenvat and are depreciated over the remaining useful life of the related asset. The written down value of such spares is charged to the Profit and Loss Account, on issue for consumption.
Borrowing Costs (v) Borrowing Costs Borrowing costs relating to acquisition of fixed assets which takes substantial period of time to get ready for its intended use are included to the extent they relate to the period till such assets are ready to be put to use. All other borrowing costs are charged to revenue. Intangibles (vi) Intangibles a) b) Computer Software cost is amortised over a period of three years. Costs incurred to gain access to mineral reserves are capitalised and depreciated over the life of the quarry, which is based on the estimated tonnes of raw materials to be extracted from the reserves.
Impairment (vii) Impairment The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment based on internal / external factors. An impairment loss will be recognized wherever the carrying amount of an asset exceeds its estimated recoverable amount. The recoverable amount is greater of the asset's net selling price and value in use. In assessing the value in use, the estimated future cash flows are discounted to the present value at the weighted average cost of capital. Previously recognized impairment loss is further provided or reversed depending on changes in circumstances. xpenditure construc onstruction (viii) Expenditure during construction period In case of new projects and substantial expansion of existing factories, expenditure incurred including trial production expenses net of revenue earned, and attributable interest and financing costs, prior to commencement of commercial production are capitalised. Investments (ix) Investments Current investments are carried at the lower of cost or fair value. Long term investments are stated at cost. Provision for diminution in the value of long-term investments is made only if such a decline is other than temporary. (x) Leases Lease payments under operating lease are recognised as an expense in the Profit and Loss Account on a straight-line basis over the lease term.
125
esearch development (xi) Research and development Expenditure on Research phase is recognised as an expense when it is incurred. Expenditure on development phase which results in creation of assets is included in Fixed Assets. Inventories (xii) Inventories Inventories are valued as follows: (a) Raw materials, fuels, packing materials, stores and spares Lower of cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis. (b) Work-in-progress and finished goods Lower of cost and net realizable value. Cost includes direct materials and labour and a proportion of manufacturing overheads based on normal operating capacity. Cost of finished goods includes excise duty. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale. (xiii) Foreign currency transactions oreign currency transac ansactions Foreign currency transactions are initially recorded at the rates of exchange prevailing on the date of transactions. Foreign currency monetary items are subsequently reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Exchange differences arising on the settlement of monetary items or on reporting Company's monetary items at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognised as income or as expenses in the year in which they arise. The financial statements of an integral foreign operation are translated as if the transactions of the foreign operation have been those of the company itself. The premium on forward exchange contracts not intended for trading or speculation purpose is amortized as expenses over the life of the contract. Employ (xiv) Employee benefits a) Defined Contribution Plan Contribution to Officer's Superannuation Fund, ESIC and Labour Welfare Fund are recognised as an expense in the Profit and Loss Account, as they are incurred. There are no other obligations other than the contribution payable to the respective trusts. b) Defined Benefit Plan and Other Long Term Benefits Retirement benefits in the form of gratuity, additional gratuity, provident fund, post retirement medical benefit schemes, medical benefits under voluntary retirement scheme and other long term benefits in the form of leave encashment, silver jubilee and long service awards are determined using the projected unit credit method as at Balance Sheet date. Actuarial gains / losses are recognized immediately in the Profit and Loss Account. c) d) Short term compensated absences are provided based on past experience of leave availed. Payments made under the Voluntary Retirement Scheme are charged to the Profit and Loss Account immediately.
(xv) Employees Stock Option Scheme Employ The intrinsic value of option granted under Employees Stock Option Schemes has been deferred, to be written off over the vesting period. Income taxes (xvi) Income taxes Tax expense comprises of current, deferred and fringe benefit tax. Current income tax and fringe benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act. Deferred income taxes reflects the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance Sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. Deferred tax assets are reviewed at each Balance Sheet date. ontingencies Pro (xvii) Contingencies / Provisions A provision is recognised when an enterprise has a present obligation as a result of past event; it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to its present value and are determined based on best estimate required to settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best
126
estimates. A contingent liability is disclosed, unless the possibility of an outflow of resources embodying the economic benefit is remote. Restor estora Expenditur xpenditure (xviii) Mines Restoration Expenditure The Company provides for the estimated expenditure required to restore quarries and mines. The initial recognition of the provision for mines restoration cost comprises of the estimated costs for restoration caused by operations necessary before the raw materials can be exploited. Actual expenses for restoration are charged directly against the provision. The present obligation is revised annually based on technical estimates by internal or external specialists. 4. Segment Repor eporting Segment Reporting The Company has disclosed Business Segment as the primary segment. Segments have been identified taking into account the nature of the products, the differing risks and returns, the organisation structure and internal reporting system. The Company's operations predominantly relate to manufacture of cement. Other business segment reported is Ready Mixed Concrete. The export turnover is not significant in the context of total turnover. As such there are no reportable Geographical Segments. Inter segment transfers: Inter Segment Transfer Pricing Policy - Cement supplied to ready mixed concrete activity is based on current market prices. All other inter segment transfers are at cost. FORMA ABOU PRIMARY BUSIN OUT IMAR SEGMENTS I N FORMATION ABOUT PRIMARY BUSI N ESS SEGMENTS Rs. Crore ement C ement 2009 VENU R EVEN U E External sales Inter-segment sales re Total revenue ESUL R ESU LT Segment result Segment result Unallocated corporate expenses Operating Profit Interest expenses Interest and Dividend income Exceptional Items Income Taxes Profit after Profit after tax IN FORMA OTH ER IN FORMATION Segment assets Unallocated Corporate assets Total assets Segment liabilities Unallocated corporate liabilities Total liabilities Capital expenditures Depreciation and Amortisation Other non-cash expenses 1,627.81 352.16 51.42 1,294.31 302.71 5.35 17.98 20.97 5.40 83.47 17.61 14.51 0.21 2,231.85 1,802.51 105.62 99.02 7,660.66 6,512.74 232.10 225.31 0.09 7,892.76 2,166.39 10,059.15 2,337.47 1,851.74 4,189.21 1,645.79 373.13 56.83 6,738.14 1,778.86 8,517.00 1,901.53 1,791.22 3,692.75 1,377.78 320.53 19.86 2,324.28 1,618.02 (47.68) (91.85) 2.71 2,276.60 (17.44) 2,259.16 (84.36) 75.90 (686.79) 1,563.91 1,528.88 (16.22) 1,512.66 (39.98) 109.59 42.55 (525.17) 1,099.65 7,966.80 60.40 8,027.20 7,171.61 111.26 7,282.87 512.75 512.75 514.53 514.53 7.80 0.68 8.48 8,479.55 60.40 8,539.95 7,693.94 111.94 7,805.88 2008 Mixed Concr oncrete Ready Mixed Concrete 2009 2008 Others 2009 2008 Total 2009 2008
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5.
elated Par Disclosure arty Related Par ty Disclosure articulars Associate Promoter Group Companies (A) Particulars of Associate / Promoter Group Companies Rela elated Par arty Name of the Related Party (i) (ii) (iii) (iv) (v) (vi) (vii) (ix) (x) (xi) (xii) Alcon Cement Company Private Limited Ambuja Cement India Private Limited Ambuja Cements Limited Holderind Investments Limited Holcim (India) Private Limited Holcim Services (Asia) Limited Holcim Group Support Limited Holcim Trading FZCO Holcim (Lanka) Ltd. P T Holcim Indonesia Tbk Holcim Services (South Asia) Limited Natur ture Rela elationship Nature of Relationship Associate Company from April 01, 2008 Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Entity Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company
(viii) Holcim Singapore Limited
(xiii) Holcim Foundation (xiv) Holcim Ltd. (xv) Siam City Concrete Co. Limited (xvi) Siam City Cement Public Company Limited (xvii) National Cement Factory (xviii) Holcim Bangladesh Limited Management Personnel (B) Key Management Personnel Rela elated Par arty Name of the Related Party (i) (ii) (iii) (iv) (v) Mr. Sumit Banerjee Mr. Hans J. Fuchs Mr. Sanjay Bahadur Mr. R.B.S. Bir Mr. K.R.K. Prusty
Natur ture Rela elationship Nature of Relationship Managing Director Managing Director of ACC Concrete Limited from July 01, 2008 Managing Director of ACC Concrete Limited upto June 30, 2008 Head BCCI upto October 22, 2009 Head BCCI from October 23, 2009
ansactions Associate Compan ompany (C) Transactions with Associate Company Alcon Cemen Compan Pvt Ltd. ement ompany Alcon Cement Company Pv t . Ltd. 2009 Rs. Crore (i) (ii) (iii) (iv) (v) (vi) (vii) (ix) (x) Purchase of Finished/ Unfinished goods Sale of Goods Investment in Associates (Acquisition of Equity Shares) Interest Received Reimbursement of Expenses / Cost of Materials / Stores Paid Reimbursement of Expenses / Cost of Materials / Stores Received Rendering of Services Outstanding balance included in Current Assets Outstanding balance included in Current Liabilities 67.85 26.40 0.62 5.61 1.35 0.86 4.04 3.34 2008 Rs. Crore 47.78 19.90 22.25 0.01 0.20 1.03 3.93 7.30
(viii) Receiving of Services
128
(D) ansactions rela elating Promoters Group Companies (D) Details of Transactions relating to Promoters Group Companies 2009 Rs. Crore Dividend paid Ambuja Cement India Private Limited Holderind Investments Limited urchase Coal (ii) Purchase of Gypsum and Coal Holcim Trading FZCO urchase Finished (iii) Purchase of Finished / Unfinished goods Ambuja Cements Limited urchase Stores Spares (iv) Purchase of Stores & Spares Ambuja Cements Limited Finished (v) Sale of Finished / Unfinished goods Ambuja Cements Limited Holcim Bangladesh Limited Stores Spares (vi) Sale of Stores & Spares Ambuja Cements Limited Services (vii) Rendering of Services Ambuja Cements Limited National Cement Factory eimbursement Expenses Paid Pa (viii) Reimbursement of Expenses Paid / Payable Ambuja Cements Limited Holcim Trading FZCO Holcim Bangladesh Limited P T Holcim Indonesia Tbk eimbursement Expenses Receiv eceived Receiv eceivable (ix) Reimbursement of Expenses Received / Receivable Ambuja Cements Limited Holcim Ltd. Others Services (T (x) Receiving of Services (Training / Technical Know how / Market surv etc.) Market survey etc.) Holcim Group Support Limited Holcim Services (South Asia) Limited Others Curren ent (xi) Outstanding balance included in Current Assets National Cement Factory Ambuja Cement Limited Others Curren ent (xii) Outstanding balance included in Current Liabilities Ambuja Cement Limited Holcim Group Support Limited Holcim Trading FZCO Holcim Services (South Asia) Limited Others ansactions rela elating referred eferr abov (E) Details of Transactions relating to persons referred to in item (B) above 2009 Rs. Crore Remuneration emunera Mr. Sumit Banerjee Mr. Hans J. Fuchs Others 4.40 2.40 2.00 2008 Rs. Crore 3.41 2.14# 1.22 0.05 (i) 173.46 172.38 1.08 83.55 83.55 48.72 48.72 0.60 0.60 24.74 23.74 1.00 0.28 0.28 4.38 4.38 0.90 0.14 0.46 0.30 3.32 3.06 0.26 36.46 12.01 23.00 1.45 1.19 1.02 0.17 13.04 2.43 6.98 0.69 1.99 0.95 2008 Rs. Crore 167.36 166.28 1.08 71.22 71.22 23.56 23.56 78.82 78.82 7.73 7.31 0.42 0.83 0.02 0.68 0.13 17.59 15.78 0.98 0.83 52.52 21.00 30.12 1.40 4.16 0.70 3.27 0.19 11.47 2.60 6.96 0.68 0.65 0.58
#Excluding Shares worth Rs. 0.07 Crore as a non-monetary perquisite allotted by Holcim Ltd., and the income-tax thereon that was borne by the Company, amounting to Rs. 0.025 Crore.
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6.
Share [EPS] Earnings per Share - [EPS] 2009 Rs. Crore (I) Net Profit as per Profit and Loss Account ...................................................................................... 1,563.91 (II) Weighted average number of equity shares for Earnings Per Share computation Shares for Basic Earnings Per Share .................................................................................................. Add: Potential equity shares on exercise of option of ESOS ................................................. Number of Shares for Diluted Earnings Per Share ..................................................................... (III) Earnings Per Share (Weighted Average) Basic ................................................................................................................................................ Rupees Diluted ............................................................................................................................................ Rupees 83.32 83.14 58.60 58.51 18,76,97,174 4,11,011 18,81,08,185 18,76,45,744 2,83,742 18,79,29,486 2008 Rs. Crore 1,099.65
7.
Employ Employee Benefits a) b) Defined Contribution Plans - Amount recognised and included in Schedule 16 "Contributions / Provisions to and for Provident and Other Funds" of Profit and Loss Account Rs. 7.94 Crore (Previous Year - Rs. 11.36 Crore). Defined Benefit Plans - As per actuarial valuation on December 31, 2009 Gratuity Post Employment Medical Benefits(PEMB) Non Funded Rs. Crore Rs. Crore
Funded Rs. Crore I rec ecognised Statemen tement Profit Loss Expense recognised in the Statement of Profit & Loss year for the year ended December 31, 2009 Current Service cost 6.96 5.22 6.13 7.17 (7.03) (6.32) (19.29) 22.55 (13.23) 28.62
1.84 1.34 1.98 1.99 (9.19) 12.32 (5.37) 15.65
1.12 0.45 0.49 1.31 (0.37) (0.12) (4.25) 3.48 (2.18) (11.06) (5.19) (5.94)
Interest Cost
Employee Contributions
Expected return on plan assets
Net Actuarial (Gains) / Losses
Past service cost
Settlement / Curtailment (Gain)
Total expense
130
Gratuity
Post Employment Medical Benefits(PEMB) Non Funded Rs. Crore Rs. Crore
Funded Rs. Crore II 1 2 3 4 III 1 2 3 4 5 6 7 8 9 IV 1 2 3 4 5 6 7 8 Asset/(Liability) rec ecognised Net Asset /(Liability) recognised in the Balance Sheet at as at December 31, 2009 Present value of Defined Benefit Obligation Fair value of plan assets Funded status [Surplus / (Deficit)] Net asset / (liability) Obligation Change in Obligation during the Year ended December 31, 2009 Present value of Defined Benefit Obligation at beginning of the year Current service cost Interest Cost Settlement / Curtailment (Gain) Past service cost Employee Contributions Actuarial (Gains) / Losses Benefit Payments Present value of Defined Benefit Obligation at the end of the year Change in Assets during the Year ended December 31, 2009 Plan assets at the beginning of the year Settlements Expected return on plan assets Contributions by Employer Actual benefits paid Actuarial Gains / (Losses) Plan assets at the end of the year Actual return on plan assets (102.36) (124.30) 96.50 84.90 (5.86) (39.40) (5.86) (39.40) 124.30 98.41 6.96 5.22 6.13 7.17 (0.47) (18.38) 23.38 (16.65) (9.41) 102.36 124.30 84.90 74.12 (0.47) 7.03 6.32 3.87 4.23 (0.21) (0.13) 0.91 0.83 96.50 84.90 7.94 7.15
(31.75) (39.16) (31.75) (39.16) 39.16 26.74 1.84 1.34 1.98 1.99 (9.19) 12.32 (2.04) (3.23) 31.75 39.16 -
(3.61) (10.18) (3.61) (10.18) 10.18 17.40 1.12 0.45 0.49 1.31 (2.18) (11.06) (0.37) (0.12) (4.25) 3.48 (1.38) (1.28) 3.61 10.18 -
131
V VI
categories percen centage The major categories of plan assets as a percentage of total plan Qualifying Insurance Policy ect percen centage point Effect of One percentage point change in the Inflation ra assumed Medical Inflation rate Increase / (Decrease) on aggregate service and interest cost of Post Employment Medical Benefits Increase / (Decrease) on Present value of Defined Benefit Obligation as at December 31, 2009 100% percen centage point One percentage point increase increase in Medical Inflation ra Inflation rate 0.32 1.06 As at December 31, 2009 at 7.25% p.a. 8% p.a. Indian assured lives Mortality (1994-96) (modified) ultimate. Mortality for annuitants LIC (1996-98) ultimate. 5% p.a. 12% p.a. for 5 years and thereafter 8% p.a. percen centage point One percentage point decrease decrease in Medical Inflation ra Inflation rate (0.28) (0.92)
VI I VII 1 2 3 4 5 6
Actuarial Assumptions: Actuarial Discount Rate Expected rate of return on plan assets Mortality pre-retirement Mortality post-retirement Employee turnover rate Medical premium inflation
(Figures in italics pertains to previous year) c) The Guidance issued by the Accounting Standard Board (ASB) on implementing AS-15, Employee Benefits (revised 2005) states that provident funds set up by employers, which requires interest shortfall to be met by the employer, needs to be treated as defined benefit plan. The Fund does not have any existing deficit or Interest shortfall. In regard to any future obligation arising due to interest shortfall (i.e. government interest to be paid on provident fund scheme exceeds rate of interest earned on investment), pending the issuance of the Guidance Note from the Actuarial Society of India, the Company's actuary has expressed his inability to reliably measure the same. d) Basis used to determine expected rate of return on assets: The expected return on plan assets is based on market expectation, at the beginning of the period, for returns over the entire life of the related obligation. The Gratuity Scheme is invested in Life Insurance Corporation (LIC) of India's Group Gratuity-cum-Life Assurance cash accumulation policy and HDFC Standard Life's Group Unit Linked Plan - For Defined Benefit Scheme. e) The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. f) During the year, pursuant to amendments in Post Employment Medical Benefits Scheme the Company has recognised curtailment gain of Rs. 2.18 Crore (Previous Year - Rs. 11.06 Crore). g) Contribution to Provident and Other funds is net of credit in gratuity funded scheme amounting to Rs. 12.64 Crore (Previous Year charge of Rs. 17.03 Crore) on account of change in discounting rate in valuation of present value of employee benefit liabilities. h) Amounts for the current and previous four periods are as follows: (i) Gra (Funded) Gratuity (Funded) Defined benefit obligation Plan assets Surplus / (deficit) Experience adjustments on plan assets Experience adjustments on plan liabilities Gra (ii) Gratuity (Non funded) Defined benefit obligation Plan assets Surplus / (deficit) Experience adjustments on plan assets Experience adjustments on plan liabilities 2009 (102.36) 96.50 (5.86) (0.91) (5.74) 2009 (31.75) (31.75) N.A. (3.83) 2008 (124.30) 84.90 (39.40) (0.83) 6.35 2008 (39.16) (39.16) N.A. 4.52 2007 (98.41) 74.12 (24.29) 0.65 9.67 2007 (26.74) (26.74) N.A. (6.96) 2006 (86.31) 57.30 (29.01) N.A. 9.03 2006 (31.07) (31.07) N.A. (0.31) 2005 (74.82) 48.71 (26.11) N.A. (6.19) 2005 (28.44) (28.44) N.A. (0.70)
132
Employmen yment (iii) Post Employment Medical Benefits Defined benefit obligation Plan assets Surplus / (deficit) Experience adjustments on plan assets Experience adjustments on plan liabilities 8. Opera Lease Operating Lease a) Future Lease Rental payments
2009 (3.61) (3.61) N.A. (2.96)
2008 (10.18) (10.18) N.A. (6.14)
2007 (17.40) (17.40) N.A. 2.33
2006 (14.84) (14.84) N.A. 3.04
2005 (13.37) (13.37) N.A. (0.44)
2009 Rs. Crore (i) Not later than one year ................................................................................................................ 28.94 53.72 (ii) Later than one year and not later than five years ........................................................... (iii) Later than five years ...................................................................................................................... b) c) Lease payment recognised in the Profit & Loss Account Rs. 55.54 Crore (Previous Year - Rs. 94.69 Crore) General description of the leasing arrangement: (i)
2008 Rs. Crore 48.87 59.69 7.34
Leased Assets: Mining Rights, Grinding facility, Dumpers, Cranes and Tippers, Car, Locomotives, Office Premises, Computers and other related equipments.
(ii) Future lease rentals are determined on the basis of agreed terms. (iii) At the expiry of the lease term, the Company has an option either to return the asset or extend the term by giving notice in writing. 9. a) b) c) d) e) 10. a) b) During the previous year, the Company subscribed to 9,99,50,000 equity shares for a total consideration of Rs. 99.95 Crore in its wholly owned subsidiary ACC Concrete Limited. During the previous year, the company subscribed to 3,09,900 equity shares for a total consideration of Rs. 3.10 Crore in its wholly owned subsidiary Lucky Minmat Limited. During the year, the Company subscribed to 100,000,000 1% Cumulative Redeemable Preference Share for a total consideration of Rs. 100 Crore (Previous Year - Rs. Nil) in its wholly owned subsidiary ACC Concrete Limited. During the year, the Company subscribed to 4,90,000 equity shares for a total consideration of Rs. 4.90 Crore (Previous year Rs. Nil) in its wholly owned subsidiary ACC Mineral Resources Limited (Formerly Known as The Cement Marketing Co. of India Ltd.). During the year, the Company has acquired 100% stake in National Limestone Company Pvt. Limited, a Company engaged in mining of limestone. During the year, the Ministry of Coal allocated a coal block in the state of West Bengal to a consortium in which the Company is a member. The Company plans to carry out mining activities through a joint venture company. During the year, the group has entered into four Joint Venture agreements with Madhya Pradesh State Mining Corporation Limited for mining of Coal in the state of Madhya Pradesh and Chattisgarh.
ounting Standard Movement pro year requir equired Accoun 11. Movement of provision during the year as required by Accounting Standard 29 Mines Restoration Expenditure 2009 Rs. Crore Opening provision ............................................................................................................................................... Add: Provision during the year ..................................................................................................................... Less: Utilisation during the year .................................................................................................................. Closing provision ................................................................................................................................................. 6.98 3.72 (0.72) 9.98 2008 Rs. Crore 6.20 1.41 (0.63) 6.98
133
12. a)
Provision for current tax represents estimated tax charge based on the aggregate profits of the Company for the quarter ended March 31, 2009, and nine months ended December 31, 2009. Ultimately, the tax liability of the Company would be determined on the basis of its results for the fiscal year ending March 31, 2010. The Company has been recognising in the financial statements the deferred tax assets / liabilities, in accordance with Accounting Standard 22 "Accounting for Taxes on Income" issued by the Institute of Chartered Accountants of India. During the year, the Company has charged the Profit and Loss Account with Deferred Tax Liability of Rs. 12.55 Crore (Previous Year - Rs. 3.71 Crore).
b)
The position of Deferred Tax Assets and Liabilities is as follows: 2009 Rs. Crore Deferr erred Deferred Tax Liabilities Depreciation differences .................................................................................................................................. 505.82 505.82 Deferr erred Deferred Tax Assets Employee Benefit ................................................................................................................................................ Effect of expenditure debited to Profit and Loss Account in current year but allowed for tax purposes in the following years ......................................................................... Others ................................................................................................................................................................. 44.65 71.16 35.38 151.19 Deferr erred Net Deferred Tax Liabilities ......................................................................................................................... 13. A) Contingent Liabilities Not Provided For a) b) Indemnity, Guarantee/s given to Banks / Financial Institutions, Government Bodies and others Rs. 147.39 Crore (Previous Year - Rs. 157.67 Crore). Sales Tax, Excise Duties & Other Dues Rs. 50.67 Crore (Previous Year - Rs. 88.83 Crore). In respect of item (b) future cash outflows in respect of contingent liabilities are determinable only on receipt of judgments pending at various forums / authorities. c) The Company had filed petitions against the orders / notices of various authorities demanding Rs. 132.96 Crore (Previous Year - Rs. 113.80 Crore) towards payment of additional Royalty on Limestone based on the ratio of 1.6 tonnes of Limestone to 1 tonne of Cement produced at its factories in Madhya Pradesh and Chattisgarh and on cement produced vis a vis consumption of limestone at its factory in Tamil Nadu. In a similar matter, the Company has received a demand notice amounting to Rs. 40.18 Crore (Previous Year - Rs. Nil) for one of its plant in the state of Karnataka. The Company holds the view that the payment of royalty on limestone is based on the actual quantity of limestone extracted from the mining area. The independent report obtained from the National Council of Building Materials supports the Company's view. In view of the demand, being legally unsustainable, the Company does not expect any liability in the matter. B) a) The Company was entitled to receive transport subsidy against actual expenditure on freight incurred in respect of its new 1 MTPA plant at Gagal, which went into commercial production w.e.f. September 15, 1994 for a period of five years. Accordingly, the Company accrued the subsidy claim (including subsidy on clinker) aggregating Rs. 80.65 Crore (Previous year - Rs. 80.65 Crore) for a year up to September 1999. As against this, the Company had received part disbursement and balance of Rs. 46.35 Crore (Previous year - Rs. 46.35 Crore) is shown as receivable under "Sundry Debtors - Schedule 8". The Company had received a demand notice from the Government of Himachal Pradesh asking for refund of Rs. 31.19 Crore during the earlier year stating that 1 MTPA plant at Gagal is not a new unit but a case of expansion of an existing unit, thereby, not eligible for subsidy under Transport Subsidy Scheme, 1971. The High Court of Shimla had declared Gagal II as eligible for transport subsidy in its judgement dated August 19, 2003 and the division bench of Himachal Pradesh High Court has also confirmed the same in its judgement dated April 10, 2008. However the Government has filed an appeal in the Supreme Court. (354.63) 53.96 53.09 27.81 134.86 (342.08) 476.94 476.94 2008 Rs. Crore
134
b)
The Company had availed Sales Tax incentive with respect to its investment in Gagal II under the State Industrial Policy, 1991. The Company accrued Sales tax incentives aggregating to Rs. 56 Crore (Previous Year - Rs. 56 Crore). However, the Sales tax authorities of the State, interalia, have stipulated that the incentive is admissible only for the incremental amount over the base revenue. The Company is still pursuing the claim with the Government. The Company is hopeful of recovery of the amount paid under protest. The Company is also pursuing with its appeal filed before Appellate Authorities. However as a measure of abundant caution a sum of Rs. 56 Crore (Previous Year - Rs. 56 Crore) has been provided by the Company in earlier years. Pursuant to incentives available under a state government policy in respect of one of its cement plants, the Company had in the past accrued Rs. 15 Crore of capital subsidy and Rs. 29.44 Crore as sales-tax which is receivable from the concerned Government Authorities. However, despite Company's efforts, it has not realised any amounts to date. Considering these facts, management considers it prudent to record a provision for the amount of Rs. 29.44 Crore by charge to the Profit and Loss Account and the Capital Reserve account is adjusted to the extent of the capital subsidy.
c)
14. Previous year other expenses of Schedule 16 include Donations paid of Rs. 1.00 Crore to Bhartiya Janata Party and Rs. 1.00 Crore to All India Congress Committee. 15. a) articulars for oreign currency exposur xposure at date Par ticulars of unhedged foreign currency exposure as at Balance Sheet date Amount Rs. Nil {Previous Year - Rs. 3.32 Crore (USD 0.07 Crore @ Closing rate of 1 USD = Rs. 49.72)} Rs. 3.73 Crore (SR 0.30 Crore @ Closing rate of 1 SR = Rs. 12.50) {Previous Year - Rs. 1.92 Crore (SR 0.14 Crore @ Closing rate of 1 SR = Rs. 13.25)} Creditors Rs. 1.96 Crore (USD 0.04 Crore @ Closing rate of 1 USD = Rs. 46.76) {Previous Year - Rs. 22.93 Crore (USD 0.46 Crore @ Closing rate of 1 USD = Rs. 49.72)} Rs. 7.88 Crore (CHF 0.18 Crore @ Closing rate of 1 CHF = Rs. 45.05) {Previous Year - Rs. 9.15 Crore (CHF 0.20 Crore @ Closing rate of 1 CHF = Rs. 47.10)} Rs. Nil {Previous Year - Rs. 1.41 Crore (JPY 2.56 Crore @ Closing rate of 1 JPY = Rs. 0.55)} Rs. 2.83 Crore (EUR 0.04 Crore @ Closing rate of 1 EUR = Rs. 67.02) {Previous Year - Rs. 34.29 Crore (EUR 0.49 Crore @ Closing rate of 1 EUR = Rs. 70.09)} Rs. Nil {Previous Year - Rs. 0.02 Crore (THB 0.01 Crore @ Closing rate of 1 THB = Rs. 1.45)} b) for ard contrac orw ontracts at year are follow ollows The details of forward contracts outstanding at the year end are as follows Number of Contracts Buy Amount Purpose Import of Capital items 1 5 88,42,500 1,18,62,699 Import of Capital items 2 2 66,00,000 50,00,000
Particulars Export Debtors
Currency EURO 2009 2008 USD 2009 2008
16. Sales include Sales Tax incentive of Rs. 60.51 Crore (Previous Year Rs. 156.90 Crore). 17. Deferred Payment Liability included in "Unsecured Loans - Schedule 4" comprises of Rs. 9.74 Crore (Previous Year - Rs. 11.36 Crore) payable to the Industrial Development Corporation of Orissa Limited (IDCOL) on account of their dues payable by the erstwhile Bargarh Cement Ltd in eight equal annual installments without interest or penalty. The third installment was due for payment on December 22, 2009. Pending conclusion of negotiation with IDCOL the installment is yet to be paid.
135
Opera Income are follow ollows 18. Details of Other Operating Income are as follows Description Sale of Stores, Materials, etc. ......................................................................................................................... Provision no longer required written back .............................................................................................. Sale of Surplus generated Power ................................................................................................................. Miscellaneous Income ...................................................................................................................................... TOTAL ... 2009 Rs. Crore 21.33 21.54 58.89 63.64 165.40 2008 Rs. Crore 24.81 35.41 13.67 92.63 166.52
19. Figures pertaining to the subsidiary companies have been reclassified wherever necessary to bring them in line with the Parent Company's Financial Statements. 20. The Consolidated results for the year ended December 31, 2009 are not comparable with the previous year, due to following : (a) Investment in associate Alcon Cement Company Pvt. Ltd. w.e.f. April 1, 2008 (b) Investment in subsidiary National Limestone Co. Pvt. Limited w.e.f. April 20, 2009 (c) Divestment of subsidiaries ACC Machinery Co. Limited w.e.f. March 10, 2008
The effect of the operations of these entities on the results is not significant. 21. Previous year's figures have been regrouped / restated wherever necessary to make them comparable with current year's figures.
For and on behalf of the Board of ACC Limited,
Directors
136
CONC ETE LIMITED ONCR ACC CONCRETE LIMITED DIRECTORS REPORT

MEMBER ERS TO TH E MEMBERS OF CONC ETE LIMITED ONCR ACC CONCR ETE LIMITED The Directors have pleasure in presenting the Third Annual Report of the Company along with the audited Accounts for the year ended December 31, 2009. 1) ESUL FINANC NANCIAL RESU FINANCIAL RESU LTS
F or the F or the y ear ended y ear ended December 31, 2009 December 31, 2008 Rs. Lac Sale of products and services & Other income ................................... Loss before Depreciation, Interest and Tax .............................. Depreciation ..................................... Interest ................................................ Loss before Tax ................................ Provision for Taxation - Fringe Benefit Tax ........................ Loss after Tax .................................... Balance brought forward from previous year ......................... Balance carried to Balance Sheet 1 (4,690) 79 (9,680) 51,502 51,794
The Company has continued to focus on organisational capability development and is well placed to add value and expand in the future as the market regains momentum through the government infrastructure spending programme and a renewed confidence in the real estate sector. 3) CAPITAL APITAL The Company has increased its paid up Share Capital from Rs. 100 crore to Rs. 200 crore by the issue and allotment of 10,00,00,000, 1% Cumulative Redeemable Preference shares of Rs.10 each for cash at par to ACC Limited, the holding company. 4) OUT FUTU R E OUTLOOK The outlook is more optimistic. The demand for RMX from the commercial and residential segment is expected to pick up in Q2, 2010 as overall demand improvement will lead to a reduction in the inventory of unsold residential and commercial premises. In addition to this, residential construction from highend apartments to affordable / low cost housing is being announced and expected to come on stream. In the first half of 2010 demand in and around Delhi shall remain buoyant due to the necessary completion of infrastructure projects and its associated works in time for the start of the Commonwealth Games in October 2010. The demand from infrastructure is expected to continue to grow across the country during the next three years as the Governments improvement plans begin to be realised. 5) DIR ECTOR ORS DI R ECTORS Mr. Onne van der Weijde has resigned from the Board of Directors with effect from October 26, 2009. The Board has placed on record its warm appreciation of the valuable services rendered by him as Director of the Company. The Board of Directors have appointed Mr. Ramit Budhraja as an Additional Director with effect from February 2, 2010. As an Additional Director, Mr. Ramit Budhraja holds office upto the date of the ensuing Annual General Meeting. Accordingly, the Resolution pertaining to his appointment as a Director of the Company is included in the Notice of the Annual General Meeting. In accordance with the provisions of the Companies Act, 1956, Mr. J. DattaGupta, retires by rotation and is eligible for reappointment. 6) DITOR ORS AU DITORS M/s. K.S. Aiyar & Co., Chartered Accountants who are the Statutory Auditors of the Company, hold office up to the date of the ensuing Annual General Meeting and are eligible for reappointment. As required under the provision of Section 224(IB) of the Companies Act, 1956, the Company has obtained written confirmation from M/s. K. S. Aiyar & Co. that their appointment, if made, would be in conformity with the limits specified in the said section. The Members are requested to appoint M/s. K.S.Aiyar & Co., Chartered Accountants as Auditors of the Company for the year 2010 and authorise the Board of Directors to determine their remuneration.
PART ICULAR LARS PART ICU LARS
(2,587) 2,097 5 (4,689)
(7,394) 1,761 446 (9,601)
(9,681) (14,371)
(1) (9,681)
2)
OPERATIONS OPERA The Company has managed the challenges of a contracting RMX market to show substantial improvements in profitability. The RMX market was seriously affected in 2009 by the economic slowdown related to the real-estate sector demand in the main metros and cities where 90% of the Companys assets are located. This resulted in the Company putting on hold its expansion plans and placing focus on consolidation of the existing business whilst continuing to grow volumes from the current asset base as well as from dedicated on site project solutions. The numbers of available operating plants increased to 44 from 38 in 2008 as committed capital projects were completed and dedicated site and collaboration opportunities were realised. In this contracting market, the Sales volumes in 2009 increased by 6.5% with turnover decreasing marginally at Rs. 513 crore from Rs. 515 crore in the previous year due to market pressure on selling prices. Raw material prices also increased in 2009 but these were more than compensated by better design optimisation resulting in an overall reduction in the raw material costs. EBITDA losses within the Company were reduced by 65% from Rs. 74 crore in 2008 to Rs. 26 crore in 2009 through systematic management of costs and productivity improvement.
137
7)
ENER ERG ECHNOLO AND FOREIGN EX EN ERGY, TECH NOLO GY AND FOREIGN EXC HANGE onserv Energ Conser Energ y Conservation The Company is not required to disclose particulars relating to conservation of energy, as it is not a scheduled industry under Section 217 read with Rule 2 of Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988. The Company has set up various processes and procedures to ensuring optimum energy utilization. echnology Adaptation Innov Technology Absorption, Adaptation and Innovation The Company has not acquired any technology for its manufacturing process. However, the technology adopted and applied is the latest technology available in the Industry. oreign Ex Earnings Foreign Exchange Earnings and Outgo
Rs. Lac
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 irregularities, the annual accounts have been prepared on a going concern basis.
iv)
AUDIT COMMITT MMITTEE 10) AUDIT COMMITTEE In compliance with the provisions of Section 292A of the Companies Act, 1956, an Audit Committee of the Board has been constituted comprising of the following persons:Mr. Sunil K. Nayak (Chairman) Mr. Sumit Banerjee Mr. J. DattaGupta During the year under review four Audit Committee Meetings were held. Consequent upon the appointment of Mr. Ramit Budhraja as a Director of the Company, Mr. Budhraja has also been appointed as Member of the Audit Committee w.e.f. February 2, 2010. KNOWLEDGEMENT 11) AC KNOWLEDGEMENT The Directors wish to convey their appreciation to their bankers, customers and other business associates for the excellent assistance and co-operation received and to ACC Limited, the holding company, for its continued trust and support. The Directors also thank all the employees of the Company for their valuable service and support during the year.
Foreign exchange earned Foreign exchange outgo 8) ARTICULAR LARS EMPLO PARTICULARS OF EMPLOYEES
Nil 827
Information in accordance with the provisions of Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 as amended regarding employees is given in Annexure A to the Directors Report. 9) ST DIR ECTOR RESPONSIB ORS ESPONSI DIR ECTORS RESPONSIB I LITY STATEMENT To the best of their knowledge and belief and according to the information and explanation obtained from them, your Directors make the following statement in terms of Section 217(2AA) of the Companies Act, 1956 i) that in the preparation of the annual accounts for the year ended December 31, 2009, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any, that such accounting policies as mentioned in Note 1 of the Notes to Accounts have been selected and applied consistently and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at December 31, 2009 and of the loss of the Company for the year ended on that date,
For and on behalf of the Board Hans J. Fuchs Managing Director Registered Office: Cement House, 121, Maharshi Karve Road, Mumbai 400 020. Mumbai, February 02, 2010 Sunil K. Nayak Director
ii)
138
ANNEXURE A TO DIRECTORS REPORT (Para 8) )

Statement Pursuant to Section 217(2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975 and forming part of Directors Report for the year ended December 31, 2009.
Sr . No. Name Designation & Nature of duties Regional Business HeadWest & Central Regional Business HeadNorth & East Head-Training & Development Chief People Officer Chief Financial Officer Managing Director Area Business Head Head Maintenance General Manager Audit & Asset Management Regional Key Account Manager Regional Business Head-South Head- Marketing & Innovation Head- Regional Key Account Head Operations-Training Area Business Head Head- Procurement Remuneration Qualification Gross Rs. Date of Commencement of Employment 1-Jan-08 10-Oct-08 Total Experience (years) 25 20 37 17 26 26 13 22 33 27 25 8 18 21 34 16 Age in Years Last Employment
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16
Banchhor Anil Chandar Ravi Dr.Bhoon K S Dr.Mishra Tanaya DCosta Allwyn Fuchs Hans Kulkarni Anil Kumar Sunil Mani S Narayanan Majumdar P R * Malhotra Sumit Rawat Ragesh * Roy Debatosh Sohail Azhar Venugopal Madambath Verma Ameya K
** 5,666,384 B.E.(Civil) 3,918,044 B.E.
48 42 62 39 48 44 39 46 58 48 48 41 43 44 55 40
ACC Limited Larsen & Toubro Limited Ashok Leyland Shoppers Stop Limited ACC Limited PT Hocim Indonesia TBK(HIL) ACC Limited Lafarge India Pvt Ltd ACC Limited ACC Limited Demat Trading LLC Nitco Limited Dutch MNC Home Solutions Retails India Ltd Dangote Group Asian Paints
3,831,813 B.E.,M.Tech.,PHD 21-Jan-08 5,472,208 PHD, LL.B. ** 5,121,132 C.A. 19,995,334 Certificate in Management ** 2,439,219 B.E.(Civil),PGD 3,263,641 MBA ** 3,165,154 C.A. ** 2,871,965 B.E. 3,641,716 B.Tech, MBA 405,171 B.E.(Civil), MBA 2,828,513 B.E.(Civil) 3,034,008 BME, MECH 1-Oct-08 1-Jan-08 19-May-08 1-Jan-08 5-Nov-08 1-Jan-08 1-Jan-08 23-Jan-08 11-Nov-09 1-Aug-08 3-Mar-08
2,692,887 M.Sc, PGDHRM 4-Jul-08 3,142,070 MBA 28-Nov-08
Notes :(i) ( ii ) Gross Remuneration shown above is subject to tax and comprises salary, allowances , incentive, monetary value of perquisites, Companys contribution to Provident Fund and Officers Superannuation Fund. In addition to the above remuneration, employees are entitled to Gratuity in accordance with the Companys rules.
( iii ) All the employees have adequate experience to discharge the responsibility assigned to them. ( iv ) The nature of employment in all cases is contractual. (v) * indicate that the employee was in service only for part of the year. ( vi ) * * indicate that remuneration also includes encashment of balance accumulated privileged leave (upto December 2007) as a result of Companys revised policy restricting its encashment beyond December 31, 2009, in case of continuing employees transferred from ACC Limited. For and on behalf of the Board Hans J. Fuchs Managing Director Mumbai, February 02, 2010 Sunil K. Nayak Director
139
AUDITORS REPORT
MEMBER ERS AC CONC ETE LIMITED ONCR TO TH E MEMBERS OF ACC CONCR ETE LIMITED 1. We have audited the attached Balance Sheet of ACC CONCRETE LIMITED, as at December 31, 2009, and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in India. Those 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 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 (Auditors Report) Order, 2003 (as amended) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the Annexure referred to in paragraph 3 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; 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 the books; the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; in our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956; on the basis of the written representations received from the directors, as on December 31, 2009, and taken on record by the Board of Directors, we report that none of the directors of the Company are disqualified as on December 31, 2009 from being appointed as a director, in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; in our opinion and to the best of our information and according to the explanations given to us, the said accounts 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 the Balance Sheet, of the state of affairs of the Company as at December 31, 2009; ii) iii) in the case of the Profit and Loss Account, of the loss of the Company for the year ended on that date; and in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. For K. S. AIYAR & CO. Chartered Accountants Place: Mumbai Date: February 02, 2010 Raghuvir M. Aiyar Partner Membership No. 38128
2.
ANN EXU R E TO TH E AU DITORS REPORT ANN AUDITOR REPORT ORS EPOR (Referred to in paragraph 3 of our Report of even date) (i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. (b) A substantial portion of the fixed assets has been physically verified by the management during the year and in our opinion the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such physical verification. (c) Fixed assets disposed off during the year were not substantial. According to the information and explanations given to us, we are of the opinion that the disposal of fixed assets has not affected the going concern status of the Company.
3.
4.
b)
(ii) (a) The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable. (b) 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) In our opinion and according to the information and explanations given to us, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material and have been properly dealt with in the books of account.
c)
d)
e)
(iii) (a) As informed, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (b), (c) and (d) are not applicable. (b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (f) and (g) are not applicable. (iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchases of inventory and fixed assets and for the sale of goods and
f)
140
services. During the course of our audit, no major weakness has been noticed in the internal control system in respect of these areas, however additional strengthening of internal controls is recommended in area of purchases of inventory. (v) Based on the Audit procedures performed and according to the information and explanations given to us there are no transactions that need to be entered into the register maintained in pursuance of section 301 of the companies Act, 1956. Accordingly sub clause (b) is not applicable The Company has not accepted any deposits from the public to which the provisions of section 58A, 58AA, or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules 1975 apply. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business. We have been informed that the Company is not required to maintain cost records under clause (d) of sub-section (1) of section 209 of the Companies Act, 1956, which has been relied upon.
(xi)
According to information and explanations given to us the company has not taken any money from any financial institution, bank or debenture holder, and hence clause (4) (xi) is not applicable to the company. Based on our examination of the records and 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. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4 (xiii) of the Order are not applicable to the Company. 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 Order are not applicable to the Company. According to the information and explanations given to us, the Company has not given guarantee for loans taken by others from bank or financial institutions. According to the information and explanations given to us, the Company has not raised any loans during the period. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that funds raised on short-term basis aggregating to Rs. 7556.56 lakhs have been partially utilised for financing the cash losses and partially for longterm investment in fixed assets. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956. The Company has not issued any debentures during the year. Therefore the provisions of clause (xix) of the order are not applicable to the company. The Company has not raised any money by way of public issue during the year. Therefore, the provision of clause (xx) of the order is not applicable to the Company. According to the information and explanations furnished by the management, which have been relied upon by us, there were no frauds on or by the Company noticed or reported during the course of our audit except for instances in the Delhi Area as detailed in Note 13 arising out of frauds by employees handling purchases which we are informed are not likely to be material. For K. S. AIYAR & CO. Chartered Accountants
(xii)
(vi)
(xiii)
(vii) (viii)
(xiv)
(xv)
(ix) (a) According to the records of the Company, Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Custom duty, Excise duty, cess and other material statutory dues applicable to it have been generally regularly deposited during the year with the appropriate authorities. According to the information and explanations given to us, there are no undisputed dues in respect of provident fund, investor education and protection fund, employees state insurance, income-tax, wealth-tax, service tax, salestax, customs duty, excise duty, cess and other statutory dues which were outstanding, at the year end for a period of more than six months from the date they became payable. (b) According to the records of the Company, Income tax, Sales tax, Wealth tax, Service tax, Custom duty, Excise duty and cess which have not been deposited on account of any dispute, are as follows:
Rs. In Lac Name of the statute Nature of dues Amount Period to which the amount relates 2008 2009 Forum where the dispute is pending Joint Commissioner. Joint Commissioner Appeals. Allahabad High Court. Karnataka High Court.
(xvi)
(xvii)
(xviii)
(xix)
(xx)
Karnataka VAT Act U.P VAT Act
VAT VAT
14.04 204.07
(xxi)
Entry Tax Royalty
Entry Tax Royalty
49.20 12.97
2009 2009
(x)
The Company has been registered for a period of less than five years hence clause (4) (x) of Companies (Auditors Report) Order, 2003 (as amended) is not applicable.
Place: Mumbai Date: February 02, 2010
Raghuvir M. Aiyar Partner Membership No.: 38128
141

As at December 31, 2009 Schedules SOUR FU SOURC ES OF FU N DS : Shareholders Funds Shareholders Funds : Share Capital ..................................................................................................................... Reserves and Surplus ..................................................................................................... Funds Loan Funds : Unsecured Loans ............................................................................................................. FU TOTAL FU N DS ................................................................................................................... APPLICA FU APPLICATION OF FU N DS : ixed Fixed Assets : Gross Block ......................................................................................................................... Less: Accumulated Depreciation .............................................................................. Net Block ............................................................................................................................. Capital Work-in-Progress (including Capital Advance) ................................... Curren Assets, Loans ent Advances Current Assets, Loans and Advances : Inventories .......................................................................................................................... Sundry Debtors ................................................................................................................ Cash and Bank Balances .............................................................................................. Other Current Assets ..................................................................................................... Loans and Advances ....................................................................................................... Curren ent Pro Less : Current Liabilities and Provisions : Current Liabilities ............................................................................................................ Provisions ............................................................................................................................ 10 11 10,777.36 90.93 10,868.29 Curren ent Net Current Assets ....................................................................................................... Expenditur xpenditure Miscellaneous Expenditure ..................................................................................... (to the extent not written off or adjusted) Profit Loss Accoun ount Profit and Loss Account ............................................................................................. ASSET SSETS TOTAL ASSETS (Net) ...................................................................................................... Accoun ounts Notes to Accounts ........................................................................................................ 16 12 (756.56) 84.54 14,371.35 26,823.71 10,762.17 147.85 10,910.02 (1,944.28) 112.72 9,681.23 21,423.71 4 16,732.42 3,712.47 13,019.95 104.43 13,124.38 5 6 7 8 9 678.67 7,328.12 435.90 124.25 1,544.79 10,111.73 13,780.61 1,630.35 12,150.26 1,423.78 13,574.04 583.00 6,088.91 387.14 121.12 1,785.57 8,965.74 3 6,800.00 26,823.71 11,400.00 21,423.71 1 2 20,000.00 23.71 20,023.71 10,000.00 23.71 10,023.71 Rs. Lac Rs. Lac As at December 31, 2008 Rs. Lac
The schedules referred to above and notes to accounts form an integral part of the Balance Sheet. As per our report of even date For K. S. AIYAR & CO. Chartered Accountants RAGHUVIR M. AIYAR Partner Membership No. 38128 Mumbai, February 2, 2010 For and on behalf of the Board of ACC Concrete Limited, HANS J. FUCHS Managing Director ALLWYN DCOSTA Chief Financial Officer SUNIL K. NAYAK Director SHEKHAR MODI Company Secretary
142
For the year ended December 31, 2009 Schedules NCO I NCOME: Sale of Products and Services (Net) ........................................................................ Other Income .................................................................................................................... 13 51,274.85 227.45 51,502.30 XPENDIT DITU EXPEN DITU R E: Manufacturing and Other Expenses ...................................................................... Depreciation & Amortisation .................................................................................... Interest ................................................................................................................................. 15 14 54,089.43 2,096.91 4.80 56,191.14 befor ore Loss before Tax ............................................................................................................... Pro for axa Provision for Taxation Fringe Benefit Tax ........................................................................................................... 1.28 1.28 after Loss after Tax ................................................................................................................... Balance brought forward from previous year .................................................... Balance carried to Balance Sheet ........................................................................ Basic and Diluted Earnings per Share .................................................................... Face value per Share ...................................................................................................... Accoun ounts Notes to Accounts ........................................................................................................ 16 Rupees Rupees (4,690.12) (9,681.23) (14,371.35) (4.72) 10.00 78.71 78.71 (9,680.08) (1.15) (9,681.23) (10.24) 10.00 (4,688.84) 59,188.51 1,760.68 446.38 61,395.57 (9,601.37) 51,453.24 340.96 51,794.20 Rs. Lac Rs. Lac For the year ended December 31, 2008 Rs. Lac
The schedules referred to above and notes to accounts form an integral part of the Profit and Loss Account As per our report of even date For K. S. AIYAR & CO. Chartered Accountants RAGHUVIR M. AIYAR Partner Membership No. 38128 Mumbai, February 2, 2010 For and on behalf of the Board of ACC Concrete Limited, HANS J. FUCHS Managing Director ALLWYN DCOSTA Chief Financial Officer SUNIL K. NAYAK Director SHEKHAR MODI Company Secretary
143
For the year ended December 31, 2009 Rs. Lac Cash flow from operating activities 1 Net Loss before Tax ...................................... Adjustments for : 2 Depreciation .................................................... 3 Interest and Dividend Income ................. 4 Interest Expense ............................................ 5 Stores / Inventory Write off ...................... 6 Loss on Sale / Discarded Fixed Assets (Net) .................................................................... 7 Miscellaneous Expenditure written off 8 Profit on Sale of Investment .................... 9 Provision for Retirement Benefits .......... 10 Provision for Bad and Doubtful Debts Operating profit before working capital changes Adjustments for : 11 Trade receivables ........................................... 12 Inventories ........................................................ 13 Assets Held for Disposal / Other current assets .................................................................. 14 Other receivables .......................................... 15 Trade payables ................................................ Cash generated from operations ............................. 16 Direct Taxes - (net) ....................................... Cash from opera activities Net Cash flow from operating activities ........ B. Cash 17 18 19 20 21 flow from investing activities Purchase of Fixed Assets ............................ Purchase of Investments ............................ Sale / Redemption of Investments ........ Purchases of RMX Business ...................... Interest and Dividend received ............... A. (4,688.84) 2,096.91 (11.47) 4.80 15.63 48.52 28.18 (1.17) (56.92) 347.78 (2,216.58) (1,586.99) (111.30) (3.13) 240.78 15.19 (3,662.03) (1.28) (3,663.31) (1,695.77) (675.07) 676.24 11.47 (1,683.13) (4.80) 10,000.00 (4,600.00) 5,395.20 48.76 387.14 435.90 For the year ended December 31, 2008 Rs. Lac (9,601.37) 1,760.68 (11.26) 446.38 184.93 937.31 28.18 (18.60) (32.46) 438.76 (5,867.45) (2,036.52) (358.92) 133.88 (207.88) 6,356.34 (1,980.55) (78.71) (2,059.26) (8,386.48) (14,784.78) 14,803.38 (10,000.00) 11.26 (18,356.62) (446.38) 9,995.00 11,235.00 20,783.62 367.74 19.40 387.14

SC H EDU LE - 1, SHAR E CAPITAL SCHEDULE SHARE CAPIT APITAL As at December 31, 2009 Rs. Lac AUTHORISED 100,000,000 Equity Shares of Rs. 10 each .................................................... (Previous year 200,000,000 Equity Shares of Rs. 10 each) ............... 100,000,000 Preference Shares of Rs. 10 each .................................................... (Previous year Nil) Rs. Lac As at December. 31, 2008 Rs. Lac
10,000.00
20,000.00
10,000.00 20,000.00
20,000.00
ISSUED, SUBSCRIBED & PAID UP 100,000,000 Equity Shares of Rs. 10 each, fully paid .............................. (Previous year 100,000,000 Equity Shares of Rs. 10 each, fully paid) 100,000,000 1% Cumulative Redeemable Preference Share of Rs. 10 each, fully paid (Refer Note - 8) .... (Previous year NIL) (All the Shares are held by ACC Limited, the Holding Company and its nominees) TOTAL .....
10,000.00
10,000.00
10,000.00
20,000.00 20,000.00
10,000.00 10,000.00
SCHEDULE RESER ESERVES AND SUR PLUS SC H EDU LE - 2, RESERVES AN D SU R PLUS
As at December 31, 2009 Rs. Lac
As at December. 31, 2008 Rs. Lac 23.71 23.71
inv activities Net cash used in investing activities ................ C. Cash flow from financing activities 22 Interest paid .................................................... 23 Proceeds from issue of Share Capital .. 24 Repayment of Short term Borrowings (Net) .................................................................... 25 Proceeds from Short term Borrowings (Net) ....................................................................
Capital Reserve ............................................................................. {Refer Note-1(III)} TOTAL .....
23.71 23.71
SCHEDULE UNSECU NSECUR LO SC H EDU LE - 3, U NSECU R ED LOANS
activities Net cash used in financing activities ............... Net increase / (decrease) in cash and cash equivalents ........................................................................ Cash and cash equivalents - Opening Balance - Closing Balance
As at December.31, 2008 Rs. Lac 11,400.00
Short Term Loan ........................................................................... (Inter Corporate Deposits from ACC Limited, the Holding Company) TOTAL .....
6,800.00
Notes : 1 All figures in brackets are outflow. 2 Previous years figures are regrouped / recasted wherever necessary. 3 Cash and Cash Equivalents is Cash and Bank Balance as per Balance Sheet.
As per our report of even date For K. S. AIYAR & CO. Chartered Accountants RAGHUVIR M. AIYAR Partner Membership No. 38128 For and on behalf of the Board of ACC Concrete Limited, HANS J. FUCHS Managing Director ALLWYN DCOSTA Chief Financial Officer SUNIL K. NAYAK Director SHEKHAR MODI Company Secretary
6,800.00
11,400.00
144

S CH EDU LE - 4, FIXED ASSETS CH EDULE ASSET SSETS (Rs. Lac) AT CO ST ROSS BL G ROSS BL O C K AT CO ST ASSET SSETS FIXED ASSETS (a) 1 Leasehold Land 2 Buildings 3 Machinery and Plant 4 Furniture, Fixtures and Equipments 5 Motor Cars, Trucks, etc. (Transit Mixers) 6 Electric Installations Sub Total 7 Intangible Asset Sub Total Total Previous Year 8 Capital work-in-Progress and Unallocated Capital Expenditure {including Capital advance Rs. 39.89 Lac (Previous year Rs. 403.08 Lac)} Note - Addition during previous year Rs. 14,683.44 Lac is inclusive of Rs. 6336.40 Lac on account of transfer from ACC Limited on 01-01-2008. at As at 31-12-2008 (b) 300.06 3,931.46 7,320.39 271.19 1,479.76 468.83 13,771.69 8.92 8.92 13,780.61 Additions/ Adjustment Adjustment s (c) 942.65 1,557.34 23.38 26.68 304.01 2,854.06 264.39 264.39 3,118.45 14,683.44 Deductions/ Deduc tions/ Adjustment Adjustment s (d) 35.93 75.59 53.28 1.84 166.64 166.64 902.83 at As at 31-12-2009 (e) 300.06 4,838.18 8,802.14 241.29 1,506.44 771.00 16,459.11 273.31 273.31 16,732.42 13,780.61 DEPRE CI AT AM RT ISA TOTAL DEPRE CI AT ION / AM O RT ISAT ION at As at 31-12-2008 (f) 5.50 502.62 786.18 12.89 299.69 21.97 1,628.85 1.50 1.50 1,630.35 F or the y ear ended 31-12-2009 (g) 5.51 761.80 924.62 14.61 274.31 71.63 2,052.48 44.43 44.43 2,096.91 1,760.68 On Disposal (h) 6.05 6.26 2.35 0.13 14.79 14.79 130.31 Upto 31-12-2009 (i) 11.01 1,258.37 1,704.54 25.15 574.00 93.47 3,666.54 45.93 45.93 3,712.47 1,630.35 BL N ET BLO C K at As at 31-12-2009 ( j) 289.05 3,579.81 7,097.60 216.14 932.44 677.53 12,792.57 227.38 227.38 13,019.95 12,150.26 at As at 31-12-2008 (k) 294.56 3,428.84 6,534.21 258.30 1,180.07 446.86 12,142.84 7.42 7.42 12,150.26 -
104.43
1,423.78
SCHEDULE INVENTORI NVENTOR SC H EDULE - 5, I NVENTORI ES Cer ertified Management As Cer tified by the Management
SCHEDULE CA AND BAN BALANC ANK ALANCES SC H EDULE - 7, CA SH AN D BAN K BALANC ES As at December 31, 2009 Rs. Lac As at December 31, 2008 Rs. Lac 566.98 16.02 583.00 1. 2. Cash on Hand ................................................................... Balances With Scheduled Banks In Current Account ....................................................... In Fixed Deposit (Against margin money) ......... In Fixed Deposit ............................................................ TOTAL .....
As at December 31, 2009 Rs. Lac 0.99 259.86 175.00 0.05 435.90
As at December 31, 2008 Rs. Lac 2.43 384.66 0.05 387.14
Raw Materials ...................................................... Stores & Spare Parts and Fuels .................... TOTAL .....
648.94 29.73 678.67
SCHEDULE OT CUR ASSET SSETS SC H EDULE - 8, OTH ER CUR R ENT ASSETS
SCHEDULE SUN DRY DEBTORS SC H EDU LE - 6, SUN DRY DEBTORS
As at December 31, 2009 Rs. Lac Rs. Lac
1. 2.
Accrued Interest .............................................................. Assets held for Disposal .............................................. TOTAL .....
As at December 31, 2009 Rs. Lac 5.30 118.95 124.25 As at December 31, 2009
As at December 31, 2008 Rs. Lac 121.12 121.12 As at December 31, 2008 Rs. Lac 241.17
SUNDRY DEBTORS (UNSECURED) (a) Over Six Months Considered Good ........................................ Considered Doubtful ................................ 63.51 786.54 850.05 Less: Provision made for Bad and Doubtful Debts ................................................... 786.54 63.51 (b) Others - (Considered Good) .................. TOTAL ..... 7,264.61 7,328.12 128.09 438.76 566.85 438.76 128.09 5,960.82 6,088.91
SCHEDULE LO AND ADVANCES SC H EDULE - 9, LOANS AN D ADVANC ES (Unsecured, Considered Good, unless otherwise stated) Rs. Lac 1. 2 Balances With Government Authorities on Current Accounts .................................... Sundry Advances And Deposits, etc. (a) Advances Recoverable in cash or in kind of for value to be received Considered Good ................................... (b) Advances and Deposits with Railways, Government Bodies and Others Considered Good .................... Advance payment against taxes ............. TOTAL .....
Rs. Lac 289.75
526.66 702.72 1,229.38 25.66 1,544.79
544.24 990.91 1,535.15 9.25 1,785.57
3 Note: Debts considered good includes in respect which the Company holds guarantees from the bank Rs. 1,299.36 Lac (Previous year Rs. 768.76 Lac)
145

SCH EDULE CUR LIABI LITI SCH EDULE - 10, CUR R ENT LIABI LITI ES As at December 31, 2009 Rs. Lac Sundry Creditors Payable to the Holding Company ............... Other Sundry Creditors .................................... Sundry Deposits .................................................. TOTAL ..... 305.96 10,091.20 380.20 10,777.36 As at December 31, 2008 Rs. Lac 1,007.69 9,463.29 291.19 10,762.17
SC H EDU LE - 14, MAN U FACTU R I NG SCHEDULE MAN ANU CTU AND OT EXPENSES AN D OT H ER EXPENSES
For the year ended December 31, 2009 Rs. Lac
SCH EDULE PRO SCH EDULE - 11, PROVISIONS
As at December 31, 2008 Rs. Lac 147.85 147.85
ANU CTU AND MANU FACTU R I NG AN D EXPENSES DIST BUT DISTR I BUT ION EXPENSES Purchase of Ready Mixed Concrete ....... Raw Materials Consumed. ......................... Stores & Spare parts Consumed ............ Labour Expenses Sub contracted ........... Outbound Freight Charges ........................ (Refer note - 9) Pumping and Conveying Charges .......... (Refer note - 9) Power and Fuel ............................................... Repairs to Building ....................................... Repairs to Machinery ................................... Repairs to Other Items ................................ MENTS AND PRO PAYMENTS TO AN D PROVISIONS EMPLO FOR EMPLOYEES Salaries, Wages, Dearness Allowance and Bonus ......................................................... Contributions / Provisions to and for Provident and Other Funds ....................... Workmen and Staff Welfare Expenses ADMI IST MIN SELLING AND ADMI N ISTRATIVE, SELLI NG AN D EXPENSES OTH ER EXPENSES Rent ..................................................................... Rates and Taxes .............................................. Insurance ........................................................... Consultancy Services ................................... Advertisement ................................................ Miscellaneous Expenses written off ..... Provision for Bad and Doubtful Debts .... Net value of Discarded or Dismantling or Scrapped Capital Assets .. Other Expenses .............................................. TOTAL ..
3,599.18 34,306.99 111.91 741.42 4,209.62 1,254.17 982.05 10.75 234.24 336.56 45,786.89
3,557.94 35,110.38 128.92 1,389.52 4,576.54 1,350.87 1,162.01 8.87 239.42 360.66 47,885.13
Provision for Retirement Benefits ............... TOTAL .....
90.93 90.93
2,796.82 176.62 303.78 3,277.22
2,655.47 244.62 315.24 3,215.33
SCH EDULE MISCELLAN ELLANEOUS EXPENDITU XPENDIT SCH EDULE - 12, MISC ELLAN EOUS EXPEN DITU R E (To the extent not written off or adjusted)
Preliminary Expenses ........................................ TOTAL .....
84.54 84.54
1,571.54 215.24 17.68 911.48 0.85 28.18 347.78 176.71 1,755.86 5,025.32 54,089.43
1,368.43 138.61 27.34 2,076.28 24.77 28.18 438.76 984.43 3,001.25 8,088.05 59,188.51

SCHEDULE OT INC NCO SC H EDU LE - 13, OT H ER I NCOME For the year ended December 31, 2009 Rs. Lac Other Operating Income ................................. Other Income Profit on Sale of Investments ....................... Interest Income ................................................... Profit on Sale of Fixed Assets (Net) ........... Dividend from other Investments (Mutual Funds) .................................................... 1.17 11.47 70.71 83.35 TOTAL .. 227.45 Rs. Lac 144.10 For the year ended December 31, 2008 Rs. Lac 311.10 18.60 1.95 9.31 29.86 340.96
SCHEDULE INTERES NTEREST SC H EDU LE - 15, I NTEREST
For the year ended December 31, 2009 Rs. Lac -
For the year ended December 31, 2008 Rs. Lac 444.07
On Short Term Borrowings ........................ (Short term borrowings from ACC Limited, the Holding Company) Others ................................................................. TOTAL ..
4.80 4.80
2.31 446.38
146
AC OUNT NTS NOT Schedule - 16, NOTES TO ACCOUNTS POLIC NTI SIGNI FICANT AC OUNT FORMING PAR ART OLICI AND NOT SIGN I FICANT ACCOU NTI NG POLIC I ES AN D NOT ES FORMI NG PART OF T H E OUNT NTS EMBER ENDED DECEMB ACCOUNTS FOR TH E YEAR EN DED ON DECEMBER 31, 2009 prepar epara 1. (I) Basis of preparation (i) The financial statements of the Company are prepared under the historical cost convention on accrual basis of accounting, and in accordance with the mandatory accounting standards issued by the Institute of Chartered Accountants of India and referred to in Section 211(3C) of the Companies Act, 1956 and generally accepted accounting principles in India. (ii) Financial statements are based on historical cost and are prepared on accrual basis, except where impairment is made and revaluation is carried out. (iii) Accounting policies have been consistently applied by the Company. (II) estimates (I I) Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon managements best knowledge of current events and actions, actual results could differ from these estimates. (I I I) During the previous year, the Company had acquired the Ready Mixed (II Concrete business from ACC Limited under a Business Transfer Agreement on a slump sale basis for Rs. 10,000 lac with effect from January 1, 2008. After adjusting the value of tangible fixed assets acquired of Rs. 7,886 lac, the balance consideration is allocated towards various net current assets and capital reserve as detailed here under:articulars Amount Par ticulars Amount Rs. Lac Fixed Assets 7,885.55 Add Current Assets 6,723.69 Less Current Liabilities 4,585.53 value Net Asset value 10,023.71 Consideration paid 10,000.00 Capital reserve 23.71 (IV) SIGNI FICANT AC OUNT NTI POLIC OLICI (IV ) SIGN I FICANT ACCOUNTI NG POLICI ES rec ecognition A) Revenue recognition Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Sale of goods (i) Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. (ii) Income from jobs and other services rendered is accounted for as per the terms of contract. Interest and Dividend Income Inter terest Income Interest income is recognised on a time proportion basis taking into account the amount outstanding and the rate applicable. Dividend income is recognized when the shareholders right to receive dividend is established by the Balance Sheet Date. Accoun ounting B) Accounting of claims i) Claims receivable are accounted at the time when such income has been earned by the Company depending on the certainty of receipts. Claims payable are accounted at the time of acceptance. (ii) Claims raised by Government Authorities regarding taxes and duties, which are disputed by the Company, are accounted based on the merits of each claim. ixed C) Fixed assets (i) Fixed assets are stated at cost of acquisition or construction less accumulated depreciation, impairment losses. (ii) Depreciation The useful life of transit mixers and pumps is estimated at 8 years and 6 years respectively. Buildings, civil cost and installations are estimated to have useful life of 10 years. These assets are depreciated over the useful life on straight line method on a pro-rata basis. The above assets, if transferred from ACC Limited, under the business purchase agreement, are depreciated over the remaining useful life considering the period for which ACC Limited has already used such assets. Useful life of certain assets is tailored based upon the commercial agreements and the carrying amount of such assets is allocated over their useful life. In case of Plant & Machinery and Electrical installation at the Ready Mixed Concrete plants, depreciation has been provided on triple shift basis for the entire year even though the plants have worked only double and single shifts at various times, based on assessment of estimated useful life. All other assets are depreciated on the straight line method at the rates prescribed in Schedule XIV of the Companies Act, 1956, on a pro-rata basis. (iii) Cost of leasehold land is amortised over the period of lease. Intangibles Intangibles Software cost is amortised over a period of three years. Impairment Impairment An impairment loss is charged to the Profit and Loss Account wherever the carrying amount of an asset exceeds its estimated recoverable amount. Previously recognized impairment loss is further provided or reversed depending on changes in circumstances. xpenditure construc onstruction Expenditure during construction period In case of new projects expenditure incurred, including trial production expenses net of revenue earned, prior to commencement of commercial production are capitalised. Investments Inv estments Current investments are carried at the lower of cost or fair value. Long term investments are stated at cost. Provision for diminution in the value of long term investments is made only if such a decline is other than temporary. Leases Lease payments under operating lease are recognised as an expense in the Profit and Loss Account on a straight line basis over the lease term. Inventories Inventories Raw materials, fuel, stores and spares are valued at lower of cost and net realizable value. However, materials and other items held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost. Cost is determined on a weighted average basis. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and estimated costs necessary to make the sale. oreign currency transla anslation Foreign currency translation Foreign currency transactions are recorded at the rates of exchange prevailing on the date of transactions. Foreign currency monetary items are reported using the closing rate. Nonmonetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Exchange differences arising on the settlement of monetary items or on reporting Companys monetary items at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognised as income or as expenses in the year in which they arise. Employ Employee benefits (i) Defined Contribution Plan Contribution to defined contribution plans are recognised as expense in the Profit and Loss Account, as they are incurred.
D) E)
F)
G)
H)
I)
J)
K)
147
Defined Benefit Plan Companys liabilities towards gratuity, additional gratuity, leave encashment, silver jubilee, long service awards, are determined using the projected unit credit method as at Balance Sheet date. Actuarial gains / losses are recognized immediately in the profit and loss account. Long term compensated absences are provided for based on actuarial valuation. (iii) Long term employee benefit Companys liability towards silver jubilee and long service awards is determined using the Projected Unit Credit Method at the Balance Sheet date. Income taxes L) Income taxes Tax expense comprises of current, deferred and fringe benefit tax. Current income tax and fringe benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act. Deferred income taxes reflects the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. In situations where the Company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be realised against future taxable profits. Deferred Tax Assets are reviewed at each Balance Sheet date. ontingencies Pro M) Contingencies / Provisions A provision is recognised when an enterprise has a present obligation as a result of past event; it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to its present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates. A contingent liability is disclosed, unless the possibility of an outflow of resources embodying the economic benefit is remote. REPORT EPOR 2. SEGMENT REPORTI NG The Company is operating only in one significant business segment i.e. Ready Mixed Concrete; hence segment information as per Accounting Standard 17 is not required to be disclosed. The Company is catering only to the need of the domestic market; as such there is no reportable Geographical Segments. MISCELLAN ELLANEOUS EXPENDITU XPENDIT 3. MISC ELLAN EOUS EXPEN DITU R E Share issue expenses is being amortized over a period of 60 months from the commencement of commercial operations. ELAT PAR DISCLOSUR ARTY 4. R ELATED PARTY DISCLOSUR E articulars Fellow Subsidiary Associate Promoter Group (A) Particulars of Holding / Fellow Subsidiary / Associate / Promoter Group Companies
Rela elated Par arty Name of Related Par ty ACC Limited Bulk Cement Corporation (India) Ltd. ACC Mineral Resources Limited (Formerly The Cement Marketing Company of India Limited) Lucky Minmat Limited National Limestone Company Private Limited ACC Machinary Company Limited Alcon Cement Company Pvt. Ltd. Ambuja Cement India Private Limited Ambuja Cements Limited Holderind Investments Limited Holcim (India) Private Limited Holcim Service (Asia) Limited ture Rela elationship atur N ature of Relationship Holding Company Fellow Subsidiary Company
(ii)
Rela elated Par arty Name of Related Par ty Holcim Bangladesh Limited Holcim Group Support Limited Holcim Singapore Limited Holcim Trading FZCO Holcim (Lanka) Ltd. P T Holcim Indonesia Tbk Holcim Services (South Asia) Limited Holcim Foundation Holcim Ltd. Siam City Concrete Co. Limited Siam City Cement Company Limited National Cement Factory
elationship atur ture Rela N ature of Relationship Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Entity of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company atur ture Rela elationship N ature of Relationship Managing Director from July 01, 2008 Managing Director up to June 30, 2008
Management Personnel (B) Key Management Personnel

Rela elated Par arty Name of Related Par ty Mr. Hans J. Fuchs Mr. Sanjay Bahadur
ansactions Compan ompany (C) Transactions with Holding Company

Particulars For the year ended December 31, 2009 Rs. Lac 1 2 3 4 5 6 7 8 9 10 11 12 Purchase of Finished / Unfinished goods Sale of Fixed Assets Reimbursement of Expenses / Cost of Material / Stores Paid Reimbursement of Expenses / Cost of Material / Stores Received Receiving of Services - Rent Investment in the Share Capital of the Company Received Business purchase during the year Interest on Inter Corporate Deposit paid during the year Inter Corporate Deposits Received During the year Inter Corporate Deposits Liquidated During the year Inter Corporate Deposits as at the end of the year Outstanding balance included in Current Liabilities (Net) 7,271.42 5.53 235.30 84.71 10,000.00 7800.00 12,400.00 6,800.00 305.96 For the year ended December 31, 2008 Rs. Lac 13,823.18 225.25 878.62 156.39 9,995.00 10,000.00 444.07 11,835.00 600.00 11,400.00 1,007.69
(D) ansactions rela elating Promoters Group Companies (D) Details of Transactions relating to Promoters Group Companies
Particulars For the year ended December 31, 2009 Rs. Lac (i) urchase Finished Purchase of Finished / Unfinished goods / Stores Spares Stores and Spares Ambuja Cement Limited eimbursement expenses pay R eimbursement of expenses paid / pay able P T Holcim Indonesia Tbk Tr aining / Technical Know how / Management Fees etc. Management Fees etc. * Holcim Group Support Limited Holcim Services (South Asia) Limited Holcim Services (Asia) Limited 4,872.30 4,872.30 311.96 24.78 174.63 112.55 687.88 For the year ended December 31, 2008 Rs. Lac 2,316.04 2,316.04 13.33 13.33 495.30 103.30 286.60 105.40 514.03
(ii) (iii)
(iv) Fellow Subsidiary Company Fellow Subsidiary Company Fellow Subsidiary Company from April 20, 2009 Fellow Subsidiary Company upto March 10, 2008 Associate Company of Holding Company from April 01, 2008 Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company
Outstanding balance included in Curren ent Current Liability *included in Consultancy Services in Schedule 14
referred eferr abov ansactions rela elating (E) Details of Transactions relating to persons referred to in item (B) of above
Particulars For the year ended December 31, 2009 Rs. Lac Remuneration Mr. Hans J. Fuchs Mr. Sanjay Bahaduar 199.95 For the year ended December 31, 2008 Rs. Lac 122.35 4.50
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5. EARN I NGS PER SHARE - [EPS] SHARE [EPS] ARN

Particulars For the year ended December 31, 2009 (4,690.12) 34.68 (4,724.80) 10,00,00,000 (4.72) For the year ended December 31, 2008 (9,680.08) (9,680.08) 94,538,251 (10.24) 3 4 5 6 7 8 9 10
Particulars
Gratuity Funded Non Funded Rs. Lac Rs. Lac
Leave Encashment Rs. Lac
Profit / (Loss) after taxation as per Profit and Loss account (Rupees Lac) Less: Preference dividend on 1% Cumulative Redeemable Preference Share Capital (Rupees Lacs) Profit / (Loss) after dividend on preference share capital (Rupees Lac) Weighted average number of Equity shares outstanding Basic earnings per Share (Weighted Average) in Rupees (face value - Rs. 10 per share) (Basic and Diluted earning per share are the same)
(II obligation (I I I) Change in obligation during the y ear ended December 31, 2009 1 Present value of Defined Benefit Obligation at the beginning of the year (transferred from ACC Limited) 2 Current Service cost Interest cost Settlement cost Past Service cost Employee contributions Actuarial (Gains) / Losses Curtailment loss / (gain) Benefit Payments / Payable
106.05 82.90 35.13 17.51 7.19 5.95 13.00 (25.11) (13.31) 123.26 106.05 75.69 82.90 5.79 6.10 30.36 20.70 13.31 19.54 110.68 75.69
15.72 17.22 0.84 0.64 1.10 1.34 (3.48) (3.27) 14.39 15.72 -
79.90 65.17 25.84 35.06 5.40 4.41 39.39 (7.65) (6.70) (102.55) (17.09) 41.28 79.90 -
6. MANAGERIAL REMU N ERATION EMU ANAGER GERIAL REM ERA

Managerial remuneration (excluding contribution to gratuity fund, provision for leave encashment on retirement and other defined benefits since the same is provided on actuarial basis for the Company as a whole) paid / payable to Managing Director/s For the year ended December 31, 2009 Rs. Lac Managing Directors Salaries Perquisites Contributions to Provident and Superannuation Funds Total * 16.56 **199.95 10.24 **126.85 114.00 *69.39 74.98 *41.63 For the year ended December 31, 2008 Rs. Lac
The perquisites are valued as per provisions on Income Tax Act, 1961
** Being in excess of the minimum remuneration payable in case of inadequacy of profits as per Schedule XIII of the Companies Act, 1956, the Company has applied to the Central Government on September 5, 2008 and is awaiting approval.
Present value of Defined Benefit Obligation at the end of the year (IV) year (IV ) Change in assets during the year ended 1 Plan Assets at the beginning of the year (Formalities to transfer the fund from ACC Limited to the Company is in progress) 2 Settlements 3 4 5 6 7 (V) Expected return on plan assets Contributions by employer Actual benefits paid Actuarial gains / (losses) Plan assets at the end of the year categories The major categories of plan assets percen centage as a percentage of total plan Qualifying Insurance Policy Qualifying Insurance Policy Discount rate Expected rate of return on plan assets Mortality Turnover rate Disability
EMPLO BEN ENEFIT 7. EMPLOYEE BEN EFIT (a) Defined benefit plans / compensated absences As per actuarial valuation on December 31, 2009.
Particulars Gratuity Funded Non Funded Rs. Lac (I) recognized ecogniz Statemen tement Expenses recognized in the Statement Profit Loss for year of Profit & Loss for the year ended December 31, 2009 Current Service cost Interest Cost Expected return on plan assets Actuarial Losses / (gains) Curtailment loss/ (gain) Total Expense * recognized ecogniz Net Asset / (Liability) recognized in the at Balance Sheet as at December 31, 2009 Present value of Defined Benefit obligation Fair value of plan assets Funded status [Surplus / (Deficit)] Net asset / (liability) (123.26) (106.05) 110.68 75.69 (12.58) (30.36) (12.58) (30.36) (14.39) (15.72) (14.39) (15.72) (14.39) (15.72) (41.28) (79.90) (41.28) (79.90) (41.28) (79.90) 35.13 17.51 7.19 5.95 (5.79) (6.10) (19.54) 13.00 16.99 30.36 0.84 0.64 1.10 1.34 (3.48) 1.94 (1.50) 25.84 35.06 5.40 4.41 39.39 (7.65) 6.70 63.93 31.82 Rs. Lac Rs. Lac Leave Encashment
1 2 3 4 5 6 (II) (I I) 1 2 3 4
100%
Actuarial ( VI) Actuarial assumptions 1 2 3 4 5
As at December 31, 2009 7.4% 8% Indian Assured Lives Mortality (1994-96) Modified Ultimate 19% 5% Allowance for disability is made in the mortality rates
(Figures in italics pertain to previous year) (a) * (I) (6) of the above includes Rs. 0.29 Lac (Previous year Rs. 3.49 Lac) being Gratuity (Funded), Rs. 0.02 Lac (Previous year NIL) being Gratuity (NonFunded) and Rs. 0.51 Lac (Previous year Rs. 4.25 Lac) being Leave Encashment capitalized to the cost of Fixed Assets. Amounts recognised as an expense / (income) and included in the Schedule 14 Under Salaries, Wages, Dearness Allowance and Bonus of Profit and Loss Account are Rs. 1.92 Lac {Previous year Rs. (1.50) Lac} for non funded Gratuity, Rs. 63.42 Lac (Previous year Rs. 27.57 Lac) for Leave Encashment, Under Contributions / Provision to and for Provident and other Funds of
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Profit and Loss Account is Rs. 16.70 Lac (Previous year Rs. 26.87 Lac) for Gratuity (Funded). (b) The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. (c) Basis used to determine expected rate of return on assets The expected rate of return on plan assets is based on market expectation, at the beginning of the period, for return over the entire life of the related obligation. 8. During the year the Company has issued 10,00,00,000 1% cumulative redeemable preference shares of Rs. 10 each to the Holding Company for cash at par on August 27, 2009. The Company has not made provision for dividend payable amounting to Rs. 34.68 Lac during the year (Previous year NIL) towards 1% cumulative redeemable preference shares in absence of profits for the year. The Company has not created a Capital Redemption Reserve towards redemption of the 1% Cumulative Redeemable Preference Shares, in the absence of profits. The due date of redemption of the same is August 26, 2012. 9. OPERATI NG LEASE OPERA LEA
(a) Future Lease Rental payments Particulars December 31, 2009 Rs. Lac (i) Not Later than one year .................................................... (ii) Later than one year and not later than five years ..... (iii) Later than five years ........................................................... 943.73 119.80 Nil December 31, 2008 Rs. Lac 3,076.88 1,800.01 Nil
13. Certain instances of unethical / fraudulent activity by employees in Delhi Area through collusion with third parties with respect to purchases of raw materials were noticed by the Management. However, investigations carried out show that the impact of the same on the Financial Statements is not likely to be material. LIABI LITI NOT PROVIDED 14. ONTI 14 CONTI NGENT LIABI LITI ES NOT PROVI DED FOR (a) Indemnity, Guarantees given to Banks / Financial Institutions, Government Bodies and others Rs. 795.47 Lac (Previous year Rs. 332.09 Lac). (b) Letter of Credit opened with Banks / Financial Institutions Rs. 134.32 Lac (Previous year - Rs. 143.58 Lac) for procurement of Raw Materials. (c) Sales tax, entry tax & other dues Rs. 343.58 lac (Previous year Rs. 324.13 Lac), in respect of this Company has issued Bank guarantee of Rs. 250.82 Lac (Previous year NIL) which is included in item 1 above. (d) Claims against the Company not admitted as debt Royalty Rs. 12.98 Lac (Previous year NIL), in respect of this Company has issued Bank guarantee of Rs. 4.90 Lac (Previous year NIL) which is included in item 1 above. 15. 15 Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 160.11 Lac. (Previous year Rs. 1,154.22 Lac). 16. During the year the Company acquired and sold the following investments in Mutual Funds.
Particulars Face Value Rs. 10 10 No. of Units Purchase Price Rs. Lac 300.00 375.07 675.07
Birla Cash Plus-Institutional Premium Plan (Growth) Birla Sun Life Liquid Plus-Institutional Growth Total
2,170,390.09 2,292,663.05
Variable charges in case of Transit Mixers and Pumps are not considered (b) Outbound Freight Charge of Rs. 4,209.62 Lac (Previous year Rs. 4,576.54 Lac) include lease rent of Rs. 2,151.91 Lac (Previous year Rs. 2,531.67 Lac) and Pumping and Conveying Charges of Rs. 1,254.17 Lac (Previous year Rs. 1,350.87 Lac) include lease rent of Rs. 1,017.43 Lac (Previous year Rs. 1,026.16 Lac).- (Refer Schedule 14) (c) General description of leasing arrangement: (i) Leased Assets: Office and other premises, Pumps and Transit Mixers etc. (ii) Lease rentals are charged on the basis of agreed terms.
17. The pre-operative expenses incurred and transferred to Capital work in pre-oper tive expenses incurred e-opera transferred ansferr Capital work progr ogress progress is as under
Particulars For the year ended December 31, 2009 Rs. Lac Salary and Allowances Contribution to Provident and other funds Workmen and Staff Welfare Expenses Rent Insurance Other Expenses Total 19.89 1.38 2.52 8.30 0.99 9.60 42.68 For the year ended December 31, 2008 Rs. Lac 192.62 22.81 18.28 177.02 2.41 114.99 528.13
AXAT 10. TAXATION No provision for current tax (other than Fringe Benefit Tax) is made in view of the losses for the year. Ultimately the tax liability of the Company would be determined on the basis of its results for the fiscal year ending March 31, 2010. In view of carried forward losses, the Company has deferred tax assets; however, as a matter of prudence and in view of the absence of virtual certainty of future taxable income, the same has not been recognized in the financial statements. 11. Other expenses include Rs. 43.75 Lac (Previous year Rs. 454.25 Lac) towards settlement and estimated retrenchment compensation for the contractors workers the actual outcome of which is contingent in cases where there are ongoing negotiations. 12. Aakash Manufacturing Company Limited has two Ready Mix Concrete plant in Goa with an annual turnover of Rs. 3,500 Lac. The Company has entered into Business collaboration agreement with Aakash Manufacturing Company Limited to market in Goa and nearby area. An agreement to sell has been entered into between the Company and the selling shareholders of Aakash Manufacturing Company Limited, under which the Company has an option to purchase 40% Equity stake in Aakash Manufacturing Company Limited, at a consideration of Rs. 720 Lac, on a mutually agreed dates which shall not be later than January 31, 2012. The consideration amount will be increased by the interest charge at 11% per annum and reduced by the dividend related to the selling shareholders declared by Aakash Manufacturing Company Limited during the period of signing of this agreement and exercise of this option.
Payment Statutor Auditors tutory 18. Payment to Statutory Auditors (excluding service tax) Other Expenses includes payment to Statutory Auditors as given below:
For the year ended December 31, 2009 Rs. Lac Audit Fees Tax Accounts Audit Fees For other services (Limited Review etc.) Expenses Reimbursed TOTAL 16.00 8.00 15.00 4.98 43.98 For the year ended December 31, 2008 Rs. Lac 16.00 8.00 24.20 2.59 50.79
19. In the absence of responses to confirmations, the dues on account of Micro, Small and Medium Enterprises, as defined in the Micro, Small, Medium Enterprises Development Act, 2006, to which the Company owes on account of principal amount together with interest are not known and accordingly no additional disclosures have been made. The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis
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of information available with the Company. This has been relied upon by the auditors. . 20. Particulars of un-hedged foreign currency exposure as at Balance Sheet date. articulars Amount Particulars Amount Creditors Creditors C H F Rs. 133.47 lac (CHF 2.95 Lac @ closing rate of 1 CHF = Rs.45.18) {Previous year Rs. 215.45 Lac (CHF 4.57 Lac @ closing rate of 1 CHF = Rs.47.10)} USD Rs. 112.06 lac (USD 2.39 Lac @ closing rate of 1 USD = Rs. 46.89) {Previous year Rs. 100.65 Lac (USD 2.02 Lac @ closing rate of 1 USD = Rs.49.72)} ADDITIONAL IN FORMA PRO PAR GRAPH ARA PURSUANT 2 1. ADDITIONAL I N FORMATION PURSUANT TO TH E PROVISIONS OF PARAGRAPH CT, COMPAN ANI ACT PAR II ART SCH EDULE 3 & 4 OF PART I I OF SCH EDULE VI TO TH E COMPAN I ES ACT, 1956
(A) Sales by class of goods (Net) Unit For the year ended December 31, 2009 Quantity (i) (ii) (iii) (iv) Ready Mixed Concrete Job and Service Rendered Pumping Services Rendered Purchased Ready Mixed Concrete Total Lac Cubic Meters Lac Cubic Meters Lac Cubic Meters 15.06 1.95 Rs. Lac 46,594.05 684.32 334.79 3,661.69 51,274.85 For the year ended December 31, 2008 Quantity 14.92 0.96 Rs. Lac 46,680.79 327.05 747.65 3,697.75 51,453.24
(D) Purchase of Ready Mixed Concrete

Unit For the year ended December 31,2009 Quantity Ready Mixed Concrete ..... Lac Cubic Meters Rs. Lac For the year ended December 31,2008 Quantity Rs. Lac
1.05 3,599.18
1.05 3,557.94
(E) Value of Imports calculated on C.I.F. basis

For the year ended December 31,2009 Rs. Lac (i) Raw Material .............................................................. (ii) Capital Goods ............................................................ Total 667.69 4.16 671.85 For the year ended December 31,2008 Rs. Lac 731.17 121.25 852.42
(F) Expenses incurred in foreign currency (on accrual basis)

For the year ended December 31,2009 Rs. Lac (i) (ii) (iii) (iv) (v) Traveling Expenses ................................................ Technical Know-how paid (net of taxes) ..... (Gain) / Loss on Exchange ................................. Consultants Charges ........................................... Training, Seminar Expenses .............................. Total 6.02 7.13 112.55 29.21 154.91 For the year ended December 31,2008 Rs. Lac 36.40 12.14 33.42 603.31 90.87 776.14
1.05 18.06
1.05 16.93
(B) Details of raw materials consumed Unit For the year ended December 31,2009 Quantity (i) (ii) (iii) (iv) Cement .................................... Sand .......................................... Aggregate ............................... Others ...................................... Total Lac Tons Lac Tons Lac Tons 4.74 11.16 16.36 Rs. Lac 18,849.64 4,678.24 8,279.08 2,500.03 34,306.99 For the year ended December 31,2008 Quantity 4.69 10.43 17.14 Rs. Lac 19,090.26 4,902.60 8,359.05 2,758.47 35,110.38
(G) Value of Imported and indigenous Raw materials, components and spare parts consumed
Materials Raw Materials For the year ended December 31, 2009 Rs. Lac (i) Imported .............. 665.53 (ii) Indigenous ........... 33,641.46 Total 34,306.99 Component & Spare parts For the year ended December 31, 2009 Raw Materials For the year ended December 31, 2008 % 1.83 98.17 100.00 Component & Spare parts For the year ended December 31, 2008 Rs. Lac 1,665.35 1,665.35 % 100.00 100.00
(C) Licensed and installed capacity, actual production and opening and closing Stocks
*Installed / Rated Capacity per annum Unit As at December 31, 2009 Ready Mixed Concrete ........... Lac Cubic Meters 56.83 As at December 31, 2008 53.16 Actual Production For the year ended December 31, 2009 17.01 For the year ended December 31, 2008 15.88
% Rs. Lac 1.94 98.06 1,480.21 100.00 1,480.21
% Rs. Lac 643.72 100.00 34,466.66 100.00 35,110.38
22. Previous years figures have been regrouped / restated wherever necessary to make them comparable with current years figures.
As per our report of even date For K. S. AIYAR & CO. Chartered Accountants RAGHUVIR M. AIYAR Partner Membership No. 38128 For and on behalf of the Board of ACC Concrete Limited, HANS J. FUCHS Managing Director ALLWYN DCOSTA Chief Financial Officer SUNIL K. NAYAK Director SHEKHAR MODI Company Secretary
Licensed Capacity per annum not indicated due to the abolition of Industrial Licensees as per Notification No. 477 (E) dated July 25, 1991 issued under The Industries (Development and Regulation ) Act, 1951. The Company is in the business of manufacturing Ready Mixed Concrete and therefore there is no opening and closing stock of finished goods.
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Abstrac act Companys General ompany Profile Balance Sheet Abstract and Companys General Business Profile I. DETAI AIL REGIST REGISTRATION DETAI LS U51909MH2007PLC170646 Registration No. U51909MH2007PLC170646 Balance Sheet 3 1 Date I I. 1 2 Month 2 0 0 9 Year Rights Issue N I L Private Placement N I L POSITION MOBLIS LISA AND DEPLO FUN I I I. POSITION OF MOBLISATION AND DEPLOYMENT OF FUN DS (Amount in Rs. Thousands) (Amount Thousands) Total Liabilities 3 7 6 9 2 0 0 Source of Funds Source Funds Paid-up Capital 2 0 0 0 0 0 0 Secured Loans N I L Application Funds Application of Funds Net Fixed Assets 1 3 1 2 4 3 8 Net Current Assets ( 7 5 6 5 6 ) Accumulated Losses 1 4 3 7 1 3 5 IV. PERFORMANCE FORMANC COMPANY (Amount MPAN Thousands) IV. PERFORMANCE OF COMPANY (Amount in Rs. Thousands) Revenue 5 1 5 0 2 3 0 Profit Loss efor ore Profit / (-) Loss Before Tax 4 6 8 8 8 4 Earnings per Share (in Rs.) ( 4 . 7 2 ) V. GENERIC NAME OF TH R EE PRI NCI PAL PRODUCTS/SERVICES OF TH E COMPANY GENER NAME ERIC PRI NCI COMPANY MPAN PRODUCT /SERVIC ODUCTS VICES (AS MONETAR ERMS) ONETARY (AS PER MONETARY TERMS) Item Code No. (ITC Code) 3 8 2 4 . 2 0 Product Description R E A D Y M I X E D C O N C R E T E Expenditure 5 6 1 9 1 1 4 Profit Loss Profit / (-) Loss After Tax 4 6 9 0 1 2 Dividend Rate % N I L Misc. Expenditure 8 4 5 4 Total Assets 3 7 6 9 2 0 0 Reserves & Surplus 2 3 7 1 Unsecured Loans 6 8 0 0 0 0 Investments N I L 1 0 0 0 0 0 0 State Code 1 1
(Amount CAPITAL RAISED DUR Thousands) CAPITAL RAISED DUR I NG TH E YEAR (Amount in Rs. Thousands) Public Issue N I L Bonus Issue
152
MINERAL RESOU ESOUR LIMITED ACC MIN ERAL RESOURCES LIMITED DIRECTORS REPORT
MEMBER ERS TO TH E MEMBERS OF MINERAL RESOU ESOUR LIMITED ACC MIN ERAL RESOURC ES LIMITED The Directors have pleasure in presenting the Eighty First Annual Report, together with the Audited Financial Statements of the Company for the year ended December 31, 2009. Results (1) Financial Results articulars Par ticulars year For the year ended December 31, 2009 (Rs.) year For the year ended December 31, 2008 (Rs.) 3.
MINERALS
MP AMRL (Marki Barka) Coal Company Limited to represent Marki Barka Coal Block, District-Singrauli in the State of Madhya Pradesh MP AMRL (Morga) Coal Company Limited to represent Morga IV Coal Block, District-Korba in the State of Chhatisgarh
4.
Sale of products and services and Other Income Profit Before Depreciation, Interest and Tax Profit Before Tax Provision for Taxation Profit After Tax Balance brought forward from previous year Balance Carried to Balance Sheet
The Company shall hold 49% of shareholding of each of these Associate Companies whereas Madhya Pradesh State Mining Corporation Limited will have 51% shareholding in each of the four Associate Companies as per the terms and conditions set out in their respective Agreements. Various regulatory clearances are in process to develop the aforesaid mines. Since the operation of the Company has not started and in the absence of any trading activity, the other income of Rs. 4,65,669/represents the dividend received on investment in mutual funds which is further reduced by administrative expenditure and amortization of miscellaneous expenditure incurred for increasing the Authorised Share Capital of the Company. IN PAI UP CAPIT AID APITAL NCR (4) I NCR EASE I N PAID UP CAPITAL The Company increased its paid up Share Capital during the year from Rs. 5 Lacs to Rs. 495 Lacs by the further issue and allotment of 4,90,000 Equity Shares of Rs. 100 each for cash at par to ACC Limited, the holding Company. The proceeds from the issue of Share Capital shall be used in development of mines. DIR ECTOR ORS (5) DI R ECTORS
465,669
291,413
161,135 161,135 161,135
281,444 281,444 281,444
410,097
128,653
571,232
410,097
Object (2) Change of Name & Object Clause During the year under review, the Company has changed its name to ACC Mineral Resources Limited. The Company has also changed the Object Clause of the Memorandum and Articles of Association to enable it to carry on mining related activities. Opera (3) Operations The Company has entered into four Agreements with Madhya Pradesh State Mining Corporation Limited (MPSMC) for development and mining of four coal blocks allotted to MPSMC by the Government of India. To represent each coal block separately, following four Associate Companies have been incorporated with the Registrar of Companies, Madhya Pradesh & Chhatisgarh: 1. MP AMRL (Semaria) Coal Company Limited to represent Semaria-Piparia Coal Block, District-Umaria in the State of Madhya Pradesh MP AMRL (Bicharpur) Coal Company Limited to represent Bicharpur Coal Block, District-Shahdol in the State of Madhya Pradesh
Mr. A. Anjeneyan who was appointed as a Director of the Company with effect from October 5, 2005, resigned from the Board of Directors of the Company with effect from July 16, 2009. The Board has placed on record its appreciation of the valuable services rendered by Mr A. Anjeneyan as a Director of the Company. Mr. K. Ravindran who was appointed as a Director of the Company with effect from January 22, 2007, resigned from the Board of Directors of the Company with effect from July 16, 2009. The Board has placed on record its appreciation of the valuable services rendered by Mr K. Ravindran as a Director of the Company. The Board of Directors has appointed Mr. Sunil Nayak and Mr. T. N. Tiwari, as Additional Directors of the Company with effect from April 20, 2009 and Mr. Burjor D. Nariman as an Additional Director of the Company with effect from January 27, 2010. As Additional Directors, Mr. Nayak, Mr. Tiwari and Mr. Nariman hold office till the date of the forthcoming Annual General Meeting. Accordingly their candidature for appointment is included at Items 4 to 6 of the Notice. In accordance with the provisions of the Companies Act, 1956, Mr. Sumit Banerjee retires by rotation and is eligible for reappointment.
2.
153
MINERALS
DIRECTOR RESPONSIB ORS ESPONSI ST (6) DIR ECTORS RESPONSIB I LITY STATEMENT To the best of their knowledge and belief and according to the information and explanation obtained by them, your Directors make the following statement in terms of section 217(2AA) of the Companies Act, 1956: (i) that in the preparation of the Accounts for the year ended December 31, 2009, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any, ENER ERG CONSER ONSERV ECH NOLO ABSORP AND (9) EN ERGY CONSERVAT ION, T EC H NOLO GY ABSOR PT ION AN D AND OUT FOREIGN EX EAR ARN FOREIGN EXC HANGE EARN I NGS AND OUTGO (i) Energ Conser onserv echnology Energ y Conservation & Technology Absorption In absence of any manufacturing activity, the information under section 217(1)(e) of the Companies Act, 1956 read with Rule 2 of Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is Nil. oreign ex (ii) Foreign exchange and outgo The Company has paid an advance of Rs. 21,54,514/- to M/s Norwest Corporation, USA towards preparation of Detailed Project Report for Semaria-Piparia Coal Block. articulars Employ (10) Par ticulars of Employees The Company has not employed any individual whose remuneration falls within the purview of the limits prescribed under the provisions of Sec 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975. ACKNO KNOWLEDGEMENT (11) AC KNOWLEDGEMENT Your Directors take this opportunity to express their appreciation of the excellent co-operation received from the Madhya Pradesh State Mining Corporation Limited and the Government of Madhya Pradesh. Your Directors also acknowledge the unstinting assistance and support received from ACC Limited, its holding Company and all the employees for their valuable contribution during the year. For and on behalf of the Board Sumit Banerjee Chairman Mumbai, January 27, 2010 Registered Office: Cement House, 121, Maharshi Karve Road, Mumbai 400 020
(ii) that such accounting policies as mentioned in Note 1 of the Notes to Accounts have been selected and applied consistently and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at December 31, 2009 and of the profit of the Company for the year ended on that date, (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, (iv) that the Accounts for the year ended December 31, 2009 have been prepared on a going concern basis. DITOR ORS (7) AU DITORS M/s. K. S. Aiyar & Co., the existing Auditors have under Section 224(IB) of the Companies Act, 1956 furnished the certificate of their eligibility for re-appointment. The Members are requested to appoint them as Auditors of the Company for the year 2010 on a remuneration to be decided by the Board of Directors. COMMITTEE (8) AU DIT COMMITTEE The paid up Share Capital of the Company is less than Rupees Five crore and hence the Company is not required to constitute an Audit Committee under the provisions of Section 292A of the Companies Act, 1956.
154
AUDITORS REPORT
MINERALS
in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India: i) ii) iii) in the case of the Balance Sheet, of the state of affairs of the Company as at December 31, 2009; in the case of the Profit and Loss Account, of the profit of the Company for the year ended on that date; and in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. For K. S. AIYAR & CO. Chartered Accountants RAGHUVIR M. AIYAR Partner Membership No.: 38128 Place: Mumbai Date: January 27, 2010.
MEMBER ERS AC MIN ERAL RESOU ESOUR LIMITED ED. TO TH E MEMBERS OF ACC MIN ERAL RESOU RC ES LIMITED. (formerly known as The Cement Marketing Company of India (formerly Cemen Marketing Compan ement ompany Limited) We have audited the attached Balance Sheet of ACC MINERAL RESOURCES LIMITED, as at December 31, 2009, and also the Profit and Loss Account and the Cash Flow Statement for the year ended December 31, 2009 annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit. 1. We conducted our audit in accordance with auditing standards generally accepted in India. Those 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 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 (Auditors Report) Order, 2003 (as amended) (the Order) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the Annexure referred to in paragraph 3 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; 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 the books; the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; in our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956; on the basis of the written representations received from the directors, as on December 31, 2009, and taken on record by the Board of Directors, we report that none of the directors of the Company are disqualified as on December 31, 2009 from being appointed as a director, in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, (v) (a)
2.
ANNEXURE TO THE AUDITORS REPORT

(Referred to in paragraph 2 of our Report of even date on the Accounts for the year ended December 31, 2009 of ACC MINERAL RESOURCES LIMITED) (i) (ii) and (iv) (iii) (a) In absence of fixed assets, inventories and sales, clauses 4 (i), (ii) and (iv) are not applicable for the period. As informed, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (b), (c) and (d) are not applicable. As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (f) and (g) are not applicable. Based upon the audit procedures performed and according to the information and explanations given to us, there are no contracts or arrangements that need to be entered into the register maintained in pursuance of section 301 of the Companies Act, 1956. Accordingly, sub-clause (b) is not applicable.
3.
b)
(b)
c)
d)
e)
(vi)
f)
The Company has not accepted any deposits from the public and consequently the directives issued by Reserve Bank of India, provision of section 58A, 58AA or any other relevant provision of the Companies Act, 1956, and the Companies (Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from the public are not applicable to the Company. The Company neither has a paid-up capital and reserves exceeding Rs. 50 lakhs as at the commencement of the finan-
(vii)
155
MINERALS
cial year, nor does it have an average annual turnover exceeding Rs. 5 crore for the period of three consecutive financial years immediately preceding the financial year and therefore, the directions in respect of internal audit are not applicable to the Company. (viii) The Company is not a manufacturing company and no cost records have been prescribed under section 209(1)(d) of the Companies Act, 1956. (ix) (a) During the year, there were no employees in the employment of the Company. Accordingly the Provident Fund, Employees State Insurance are not applicable to the Company. Further, based on our examination of the records maintained during the year, the Company is not liable to make any payments towards Investor Education Protection Fund, Sales tax, Wealth tax, Custom duty, Service tax, Excise duty and Cess. The Company has been depositing Profession Tax and Income tax dues with the appropriate authority and there were no undisputed amounts payable thereof which are outstanding, as at December 31, 2009 for the period of more than six months from the date they became payable. According to the records of the Company, there are no dues of Income tax, Sales tax, Wealth tax, Service tax, Custom duty, Excise duty and Cess which have not been deposited on account of any dispute. (xiii) The Company is not a chit fund or a nidhi / mutual benefit fund and therefore the provisions pertaining to such class of companies are not applicable. (xvi) The Company is not dealing or trading in shares, securities, debentures and other investments. (xv) The Company has not given guarantee for loans taken by others from Banks or financial institutions.
(xvi) During the year the Company has not raised any term loan. (xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment. (xviii) The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956. (xix) According to the information and explanations given to us, no debentures were issued during the year. (xx) The Company has not raised any money by way of public issue during the period. Therefore, the provision of clause (xx) of the order is not applicable to the Company.
(b)
(xxi) According to the information and explanations furnished by the management, which have been relied upon by us, there were no frauds on or by the Company noticed or reported during the course of our audit. For K. S. AIYAR & CO. Chartered Accountants RAGHUVIR M. AIYAR Partner Membership No.: 38128 Place: Mumbai Date: January 27, 2010
(x)
The Company neither has accumulated losses at the end of the financial year nor are cash losses during the financial year, therefore the directions in this regard not applicable. The Company has not taken any loans from financial institution and has not issued any debentures. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.
(xi) (xii)
156

As at December 31, 2009 Schedules SOUR FU SOUR C ES OF FU N DS : Shareholders Funds Shareholders Funds : Share Capital ............................................... Reserves and Surplus ............................... 1 2 49,500,000.00 571,232.00 50,071,232.00 Funds L oan Funds : 500,000.00 410,097.00 Rs. Rs. As at December 31, 2008 Rs.
For the year ended December 31, 2009 Schedules CO I N CO M E : Dividend Received ..................................... Profit on Sale of Investment ................ 465,669.00 465,669.00 Rs. Rs.
MINERALS
For the year ended December 31, 2008 Rs.
20,142.00 271,271.00 291,413.00
910,097.00 XPENDIT DITU E XPEN DITU R E :
Unsecured Loans ....................................... FU TOTAL FU N D S ...................................
1,300,000.00 51,371,232.00
Auditors Fee ................................................ 910,097.00 Rates & Taxes .............................................. General Charges ........................................ 106,000.00 198,534.00 304,534.00 Profit before Ta x Profit befor ore Pro for xa Pro vision for Ta xa tion Current Tax ................................................... 161,135.00 281,444.00 161,135.00 5,000.00 1,700.00 3,000.00 269.00 9,969.00 281,444.00
APPLICA FU APPLICAT ION OF FU N DS : nv estment I nv estment s ...................................... 4 43,251,888.00 -
Bank Charges .............................................. Miscellaneous Expenditure written off 5 6 201,281.00 15,717,080.00 15,918,361.00 922,578.00 9,294.00 931,872.00
Curre nt Assets, Loans Advances Curre nt Assets, Loans and Advances : Cash and Bank Balances ........................ Loans and Advances .................................
Curre nt Pro L ess : Curre nt Liabilities and Pro visions : Current Liabilities ...................................... Provisions ...................................................... 7 8 9,079,983.00 9,500.00 9,089,483.00 Curre nt Net Curre nt Assets .............................. Expenditur xpenditure Miscellaneous Expenditure ........... (to the extent not written off or adjusted) ASSET SSETS TOTAL ASSETS (Net) ............................. Accoun ounts Notes to Accounts ............................... 10 51,371,232.00 910,097.00 9 6,828,878.00 1,290,466.00 12,275.00 9,500.00 21,775.00 Carried Balance Carried to Balance Sheet 910,097.00 Basic and Diluted Earnings per Share Face value per Share ................................ Accoun ounts Notes to Accounts ............................... 10 100.00 100.00 0.90 56.29 571,232.00 410,097.00 Profit after Profit after Ta x ....................................... Balance brought forward from Previous Year ............................................... 410,097.00 128,653.00
The schedules referred to above and notes to accounts form an integral part of the Profit and Loss Account As per our report of even date For K. S. AIYAR & CO. Chartered Accountants For and on behalf of the Board of ACC Mineral Resources Limited, SUMIT BANERJEE SUNIL NAYAK DINESH KUMAR SONTHALIA Chairman Director Company Secretary
The schedules referred to above and notes to accounts form an integral part of the Balance Sheet As per our report of even date For K. S. AIYAR & CO. Chartered Accountants For and on behalf of the Board of ACC Mineral Resources Limited, SUMIT BANERJEE SUNIL NAYAK DINESH KUMAR SONTHALIA Chairman Director Company Secretary
RAGHUVIR M. AIYAR Partner Membership No. 38128 Mumbai, January 27, 2010
157
For the year ended December 31, 2009 Rs. A. Cash flow from operating activities 1 Net Profit before Tax ...................................... Adjustments for : 2 Interest and Dividend Income .................... 3 Profit on Sale of Investment ....................... Operating profit before working capital changes 161,135.00 (465,669.00) (304,534.00) For the year ended December 31, 2008 Rs. 281,444.00 (20,142.00) (271,271.00) (9,969.00) 5,000.00 (4,969.00) 836,714.00 20,142.00 856,856.00
MINERALS

SCH EDULE SHARE CAPIT APITAL SC H EDULE - 1, SHARE CAPITAL As at December 31, 2009 Rs. 1. AUTHORISED HORISED 2,000,000 Equity Shares of Rs. 100 each (Previous Year 5,000 Equity Shares of Rs. 100 each) ............................................................ AID PAI UP 2. ISSUED, SUBSCR I B ED & PAI D UP ISSUED SUBSC ED, BSCR 495,000 Equity Shares of Rs. 100 each, fully paid (Previous Year 5,000 Equity Shares of Rs. 100 each, fully paid) (All the Shares are held by ACC Limited, the Holding Company and its nominees) ... TOTAL ........................................................................... As at December 31, 2008 Rs.
200,000,000.00
500,000.00
Adjustments for : 4 Other receivables .............................................. (15,707,786.00) 5 Trade payables ................................................... 9,067,708.00 from opera activities Cash Net Cash flow from operating activities (6,944,612.00)
49,500,000.00 49,500,000.00
500,000.00 500,000.00
B. Cash flow from investing activities 6 Purchase of Investments ............................... (43,251,888.00) 7 Sale/Redemption of Investments .............. 8 Interest and Dividend received .................. 465,669.00 9 Miscellaneous Expenditure .......................... (1,290,466.00) inv activities Net cash used in investing activities ...... (44,076,685.00) C. Cash flow from financing activities 10 Proceeds from issue of Share Capital ... 11 Proceeds from Short term Borrowings . activities Net cash used in financing activities ...... Net increase/(decrease) in cash and cash equivalents ..................................................... Cash and cash equivalents - Opening Balance .................................................. - Closing Balance .................................................... 49,000,000.00 1,300,000.00 50,300,000.00 (721,297.00) 922,578.00 201,281.00
SCH EDULE RESER ESERVES AND SURPLUS SC H EDULE - 2, RESERVES AN D SUR PLUS
As at December 31, 2009 Rs.
As at December 31, 2008 Rs. 410,097.00 410,097.00
Profit & Loss A/c ............................................................. 851,887.00 70,691.00 922,578.00 Short Term Loan (Inter-Corporate Deposits from ACC Limited, the Holding Company) TOTAL ................................................................................... SCH EDULE UNSECU NSECUR LO SC H EDULE - 3, UNSECUR ED LOANS TOTAL ...................................................................................
571,232.00 571,232.00
As at December 31, 2009 Rs. 1,300,000.00
As at December 31, 2008 Rs. -
Notes : 1 All figures in brackets are outflow 2 Previous Periods figures are regrouped / rearranged wherever necessary. 3 Cash and Cash Equivalents is Cash and Bank Balance as per Balance Sheet.
As per our report of even date For K. S. AIYAR & CO. Chartered Accountants For and on behalf of the Board of ACC Mineral Resources Limited,
1,300,000.00
SCH EDULE INVES MENTS NVEST SC H EDULE - 4, I NVESTMENTS

SUMIT BANERJEE SUNIL NAYAK DINESH KUMAR SONTHALIA Chairman Director Company Secretary
Quoted: Baroda Pioneer Liquid Fund ....................................... (Market Value @Rs. 10.0063 per unit for 43,22,465.685 units aggregating to Rs. 4,32,51,888) TOTAL ...................................................................................
43,251,888.00
43,251,888.00
SCH EDULE CA AND BAN BALANC ANK ALANCES SC H EDULE - 5, CASH AN D BAN K BALANCES
As at December 31, 2009 Rs. 580.00 200,701.00 201,281.00
As at December 31, 2008 Rs. 922,578.00 922,578.00
1. Cash on Hand .......................................................... 2. Balances With Scheduled Banks In Current Account ................................................ TOTAL ...........................................................................
158

CH EDULE LO AND ADVANCES S CH EDU LE - 6, LO ANS AN D ADVANCES (Unsecured, Considered Good, unless otherwise stated) Rs. 1 Advances Recoverable in cash or in Kind or for value to be received Considered Good (a) Advances to Associate Companies ........................... (b) Advance to others ............ 2 Advance Payment Against Taxes (a) Advance Tax ........................ (b) Tax Deducted at source on fixed deposits ............. TOTAL ............................................. 8,500.00 15,717,080.00 8,500.00 794.00 9,294.00 13,230,798.00 2,477,782.00 15,708,580.00 As at December 31, 2009 Rs. As at December 31, 2008 Rs.
MINERALS
SCH EDULE CUR LIABI LITI SCH EDU LE - 7, CUR R ENT LIABI LITI ES
Sundry Creditors Payable to the Holding Company ........................... Other Sundry Creditors ................................................ Other Liabilities ............................................................... TOTAL ................................................................................... 8,735,261.00 13,775.00 330,947.00 9,079,983.00 4,275 8,000 12,275.00
SCH EDULE PRO SCH EDU LE - 8, PROVISIONS
As at December 31, 2008 Rs. 9,500.00 9,500.00
Provision for Taxation ................................................... TOTAL ...................................................................................
9,500.00 9,500.00
XPENDIT SCH EDULE MISCELLAN ELLANEOUS EXPENDITU SCH EDU LE - 9, MISCELLAN EOUS EXPEN DITU R E (To the extent not written off or adjusted)
Expenses incurred for increase in Authorised Share Capital ............................................ Less: Amortized during the year ............................. TOTAL ...................................................................................
1,489,000 198,534 1,290,466.00
NOT AC OUNT NTS Schedule 10, NOTES TO ACCOU NTS SIGNI FICANT AC OUNT NTI POLIC OLICI AND NOT FORMING PAR ART SIGNI FICANT ACCOUNTI NG POLICI ES AND NOTES FORMING PART ENDED DECEMB EMBER AC OUNT NTS OF T H E ACCOU NTS FOR TH E YEAR EN DED ON DEC EMBER 31, 2009 prepar epara 1. (I) Basis of preparation (i) The financial statements of the Company are prepared under the historical cost convention on accrual basis of accounting, and in accordance with the mandatory accounting standards issued by the Institute of Chartered Accountants of India and referred to in Section 211(3C) of the Companies Act, 1956 and generally accepted accounting principles in India. (ii) Financial statements are based on historical cost and are prepared on accrual basis, except where impairment is made and revaluation is carried out. (iii) Accounting policies have been consistently applied by the Company. (II) estimates (I I) Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon managements best knowledge of current events and actions, actual results could differ from these estimates. (II SIGNI FICANT AC OUNT NTI POLIC OLICI (I I I) SIGNI FICANT ACCOUNTI NG POLICI ES rec ecognition A) Revenue recognition Dividend Dividend income is recognised on actual receipt basis. B) Investments Investments Current investments are carried at the lower of cost or fair market value. There is no long term investment. C) Foreign currency transaction oreign currency transac ansaction Foreign currency transactions are recorded at the rates of exchange prevailing on the date of transactions. Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date of the transaction. Exchange differences arising on the settlement of monetary items or on reporting companys monetary items at rates different from those at which they were initially recorded during the year, or reported in previous financial statements, are recognised as income or as expenses in the year in which they arise. D) Income taxes Income taxes Tax expense comprises of current and deferred tax. The deferred tax charge or credit is recognized using current tax rates. Where there is unabsorbed depreciation or carry forward losses, deferred tax assets are recognized only if there is virtual certainty of realization of assets.
159
MINERALS
Other deferred tax assets are recognized only to the extent there is reasonable certainty of realization in future. Deferred tax assets / liabilities are reviewed as at each balance sheet date. 2. MISCELLANEOUS EXPENDITU R E MISCELLAN ELLANEOUS EXPENDITU XPENDIT Expenses incurred in connection with increase in Authorised Share capital amounting to Rs. 14,89,000/- is being amortized over a period of five years commencing from year 2009. 3. AXAT TAXATION No provision for current tax is made in view of the profit comprising of dividend received which is exempt from income tax and ultimately the tax liability of the Company, if any, would be determined on the basis of its results for the fiscal year ending March 31, 2010. 4. R ELATED PARTY DISCLOSUR E PAR DISCLOSUR ARTY ELAT articulars Holding/ Associate Promoter Group (A) Particulars of Holding/ Associate / Promoter Group Companies Rela elated Par arty Name of Related Party ACC Limited Bulk Cement Corporation (India) Ltd. ACC Concrete Limited Lucky Minmat Private Limited National Limestone Company Pvt. Limited Alcon Cement Company Pvt. Ltd. MP AMRL (Semaria) Coal Company Limited MP AMRL (Bicharpur) Coal Company Limited MP AMRL (Marki Barka) Coal Company Limited MP AMRL (Morga) Coal Company Limited Ambuja Cement India Private Limited Ambuja Cements Limited Holderind Investments Limited Holcim (India) Private Limited Holcim Service (Asia) Limited Holcim (Bangladesh) Limited Holcim Group Support Limited Holcim Singapore Limited Holcim Trading FZCO Holcim (Lanka) Ltd. atur ture Rela elationship N ature of Relationship Holding Company Fellow Subsidiary Company Fellow Subsidiary Company Fellow Subsidiary Company Fellow Subsidiary Company Associate of the Holding Company Associate Company Associate Company Associate Company Associate Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company
Name of Related Party Rela elated Par arty P T Holcim Indonesia Tbk Holcim Services (South Asia) Limited Holcim Foundation Holcim Ltd. Siam City Concrete Co. Limited Siam City Cement Company Limited National Cement Factory
N ature of Relationship atur ture Rela elationship Promoter Group Company the Holding Company Promoter Group Company the Holding Company Promoter Group Entity the Holding Company Promoter Group Company the Holding Company Promoter Group Company the Holding Company Promoter Group Company the Holding Company Promoter Group Company the Holding Company
of of of of of of of
ansactions Compan ompany (B) Tr ansactions with Holding Company articulars P ar ticulars year For the year ended December 31, 2009 Rs. year For the year ended December 31, 2008 Rs.
Inter Corporate Deposits Received During The Year Inter Corporate Deposits as at the end of the Period Advance for Expenses Received Re-imbursement of expenses (Net) Outstanding balance included in Current Liabilities (Net) ARN SHARE [EPS] EARN I NGS PER SHARE - [EPS]
13,00,000
13,00,000 1,00,00,000 12,64,739
3 4 5
87,35,261
3,000
5.
articulars P ar ticulars
year For the year ended December 31, 2009 Rs. 1,61,135 1,78,178
year For the year ended December 31, 2008 Rs. 2,81,444 5,000
Profit / (Loss) after taxation as per Profit and Loss Account Weighted average number of Equity shares outstanding Basic earnings per Share (Weighted Average) in Rupees (face value - Rs. 100 per share)
0.90
56.29
(There are no diluted equity shares and hence there is no working for diluted earning per share)
160
MINERALS
6. During the year, the Company acquired and sold the following units of its investment in Baroda Pioneer Liquid Fund. Description Redemption of Investment 7. rticulars P a r ticulars Face Value 10.0063 No. No. of Units 619609.646 year F or the year ended December 31, 2009 Rs. 50,000 56,000 1,06,000 Amount Amount (Rs.) 62,00,000 year F or the year ended December 31, 2008 Rs. 5,000 5,000
RAGHUVIR M. AIYAR Partner Membership No. 38128 Mumbai, January 27, 2010 For K. S. AIYAR & CO. Chartered Accountants
9.
yment for oreign currency Payment made in foreign currency An advance of Rs. 21,54,514/- has been made to M/s Norwest Corporation, USA towards preparation of Detailed Project Report of Semaria-Piparia Coal Block.
Payment to Statutory Auditors:
10. Additional information pursuant to the provisions of paragraph 3 & 4 of the part II of schedule VI to the Companies Act, 1956 is not applicable in absence of any trading activity. 11. Previous years figures have been regrouped/ rearranged wherever necessary to make them comparable with current years figures.
As per our report of even date For and on behalf of the Board of ACC Mineral Resources Limited, SUMIT BANERJEE SUNIL NAYAK DINESH KUMAR SONTHALIA Chairman Director Company Secretary
Audit Fees For other services (Limited Review etc.) Expenses Reimbursed TOTAL 8.
ansactions Associate Companies Transactions with Associate Companies The company has entered into four agreements with Madhya Pradesh State Mining Corporation Limited (MPSMC) for development of four coal blocks allotted to MPSMC by Government of India. To represent each block separately, four associate companies have been incorporated with Registrar of Companies, Madhya Pradesh and as per the respective agreements; the Company shall hold 49% of shareholding of each of the associate companies. The Company has incurred Rs. 1,32,30,798/- towards incorporation, pre-operative cost and other administrative expenses of these associate companies which is shown as loans and advances to these companies. As per the provisions contained in the agreement, advances pertaining to incorporation and pre-operative expenses shall be adjusted against issue of Equity shares by the associate companies. The details are as follows: Name of Associat e Associat c ompanies E xpenses incurre d incurre Balance outstanding year a t the year end Amount Amount to be adjusted against issue of Equity Share Share s Rs. Additional Amount Amount roposed P roposed to be nv i nv ested in Equity Share Share s Rs.
Rs. MP AMRL (Semaria) Coal Company Limited MP AMRL (Bicharpur) Coal Company Limited MP AMRL (Marki Barka) Coal Company Limited MP AMRL (Morga) Coal Company Limited Total
Rs.
32,93,032
32,93,032
32,58,510
16,41,490
33,13,322
33,13,322
32,58,510
16,41,490
33,12,222
33,12,222
32,58,510
16,41,490
33,12,222 1,32,30,798
33,12,222 1,32,30,798
32,58,510 1,30,34,040
16,41,490 65,65,960
161
MINERALS
ADDITIONAL INFORM FORMA PURSUANT PART ADDITIONAL INFORMATION PURSUANT TO PART IV OF COMPANI ACT, MPAN SCHEDULE SCH EDULE VI TO TH E COMPANI ES ACT, 1956.
Abstrac act Companys General ompany Profile Balance Sheet Abstract and Companys General Business Profile
I.
egistra Registration Details Registration No. U10100MH1930PLC001612 U10100MH1930PLC001612 Balance Sheet 3 1 1 2 2 0 0 9
State Code
1 1
raised year (Amount Rupees upees) I I. Capital raised during the year (Amount in Rupees) Public Issue N I L Bonus Issue N I L upees) Mobilisation deploymen yment Funds (Amount Rupees I I I. Position of Mobilisation and deployment of Funds (Amount in Rupees) Total Liabilities 6 0 4 6 0 7 1 5 Source Funds Source of Funds Paid-up Capital 4 9 5 0 0 0 0 0 Secured Loans N I L Application Funds Application of Funds Net Fixed Assets N I L Net Current Assets 6 8 2 8 8 7 8 Accumulated Losses N I L IV. erf Compan (Amount ompany Rupees upees) IV. Performance of Company (Amount in Rupees) Income 4 6 5 6 6 9 Profit/Loss before Tax + 1 6 1 1 3 5 Earning per share in Rs. 0 . 9 0 Three Produc oducts Services Compan ompany V. Generic Name of Three Principal Products / Services of the Company monetary terms) (as per monetary terms) Code No. (ITC Code) Item Code No. (ITC Code) N I L +
Rights Issue N I L Private Placement 4 9 0 0 0 0 0 0 Total Assets 6 0 4 6 0 7 1 5 Reserves & Surplus 5 7 1 2 3 2 Unsecured Loans 1 3 0 0 0 0 0 Investments 4 3 2 5 1 8 8 8 Misc. Expenditure 1 2 9 0 4 6 6
Expenditure 3 0 4 5 3 4 Profit/Loss after Tax 1 6 1 1 3 5 Dividend rate % N I L
162
BULK CEMENT COR ORA ORP (IN LIMITED BULK CEMENT CORPORATION (IN DIA) LIMITED DIRECTORS REPORT
MEMBER ERS TO TH E MEMBERS OF BULK CEMENT COR ORA ORP (IN LIMITED BULK CEMENT CORPORATION (IN DIA) LIMITED 1 The Directors hereby present their Eighteenth Annual Report on the business and operations of the Company and the Audited Accounts for the year ended December 31, 2009. FINANC NANCIAL RESU ESUL FINANCIAL RESU LTS
PARTICULARS For the year ended December 31, 2009 Rs. Lac Sale of Products, Services and Other Income Profit Before Tax Provision for Taxation - Current Tax - Deferred Tax - Fringe Benefits Tax 3.00 (91.32) 0.21 (88.11) Profit after Taxation Balance brought forward from previous year Balance carried forward to Balance Sheet (107.58) 1100.81 12.03 (61.84) 0.90 (48.91) (52.50) 1153.31 Foreign Exchange Earning and Outgo Foreign Exchange earned Earned Foreign Exchange used Nil Nil Nil Nil For the year ended December 31, 2008 Rs. Lac Rs. Lac
A FORM A Form for Disclosure of Particulars with respect to Conservation of Energy, Power and Fuel Consumption:
RT ICUL RS PA RT ICU L A RS 1. Electricity a. Units Purchased KWH Total Amount (Rs. Lac) Rate/Unit in Rs./KWH b. Own Generation 2. Consumption / Unit of Production Electricity (Unit/MT) year year F or the year ended F or the year ended December 31, 2009 December 31, 2008 2524440 141.19 5.59 798 2305774 113.08 4.90 Nil
1202.89 (195.69)
1320.93 (101.41)
3.10
3.03
Disclosure of particulars with respect to Foreign Exchange Earning and Outgo ARTICULAR LARS PARTICU LARS year year For the year ended For the year ended 2009 2008 December 31, 2009 December 31, 2008
The Company has not entered into any technology transfer agreement. 993.23 1100.81
6.
ARTICULAR LARS EMPLO PARTICULARS OF EMPLOYEES The Company has not employed any individual whose remuneration falls within the purview of the limits prescribed under the provisions of Sec 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975.
OPERA OPERATIONS The total despatches for the year ended December 31, 2009 were 8.15 Lacs MT compared to 7.60 Lacs MT in the corresponding period of the previous year. The despatches for the year 2009 were so far the highest achieved by your Company. In all 315 rakes were received during the year 2009 as compared to 309 rakes received during the year 2008 indicating an increase of 2%. The Company continued to operate at unity power factor. The specific power consumption for the year 2009 was 3.11 Units/T as against 3.07 Units/T for the year 2008. 7.
DIR ECTOR ORS DI R ECTORS Mr. N. N. Prasad who was appointed as Chairman of the Company with effect from October 29, 2007, resigned from the Board of Directors of the Company with effect from July 17, 2009. The Board has placed on record its appreciation of the valuable services rendered by Mr. Prasad as Chairman of the Company. Mr. Sunil Mathur who was appointed as a Director of the Company with effect from June 7, 2006, resigned from the Board of Directors of the Company with effect from July 17, 2009. The Board has placed on record its appreciation of the valuable services rendered by Mr. Mathur as Director of the Company. Mr A Anjeneyan who was appointed as a Director of the Company with effect from June 18, 2007, resigned from the Board of Directors of the Company with effect from July 17, 2009. The Board has placed on record its appreciation of the valuable services rendered by Mr. A. Anjeneyan as a Director of the Company. Mr Onne van der Weijde who was appointed as a Director of the Company with effect from January 23, 2007 , resigned from the Board of Directors of the Company with effect from October
4.
DUST RELA ELAT I N DUSTR IAL RELATIONS During the year under review, industrial relations at the Companys unit continued to remain cordial and peaceful.
5.
ARTICULAR LARS CONSER ONSERV ENER ERG ECHNOLO PARTICULARS OF CONSERVATION OF ENERGY, TECH NOLO GY ABSORPTION AND FOREIGN EXC HANGE OUTGO ABSORP AND FOREIGN EX OUT As required under Section 217(1)(e) of the Companies Act 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988, the particulars in respect of conservation of energy, technology absorption and foreign exchange earnings and outgo are mentioned herein below:
163
22, 2009. The Board has placed on record its appreciation of the valuable services rendered by Mr. Onne van der Weijde as a Director of the Company. Mr Naveen Chadha who was appointed as a Director of the Company with effect from October 10, 2005, resigned from the Board of Directors of the Company with effect from January 29, 2010. The Board has placed on record its appreciation of the valuable services rendered by Mr. Naveen Chadha as a Director of the Company. Mr. Ravinder Mohan who was appointed as a Director in the casual vacancy caused by the resignation of Mr. Arvind Pathak, holds office up to the date of the ensuing Annual General Meeting of the Company. Accordingly his candidature for appointment is included at Item 4 of the Notice. The Government of India, Ministry of Commerce and Industry has, pursuant to its right under the Companys Articles of Association, nominated Ms. Renu Sharma (IAS) Joint Secretary, Department of Industrial Promotion and Planning in the Ministry of Commerce and Industry as a Director of the Company in place of Mr. N. N. Prasad. Ms. Renu Sharma holds office upto the date of forthcoming Annual General Meeting. The Government of India, Ministry of Railways has, pursuant to its right under the Companies Articles of Association, nominated Mr. Suchitto Kumar Das as a Director of the Company in place of Mr. Sunil Mathur. Mr. Das holds office upto the date of the forthcomng Annual General Meeting. The Board of Directors has appointed Mr. Ramit Budhraja, Mr. B. D. Nariman and Mr. S. Das Gupta as Additional Directors of the Company with effect from January 29, 2010. As Additional Directors, Mr. Ramit Budhraja, Mr. B. D. Nariman and Mr. S. Das Gupta hold office till the date of the forthcoming Annual General Meeting. Accordingly, their candidature for appointment as Directors is included at Items 7 to 9 of the Notice. In accordance with the provisions of the Companies Act, 1956, Mr. Sumit Banerjee retires by rotation and is eligible for reappointment. 8. ST ORS ESPONSI DIRECTOR RESPONSIB DIR ECTORS RESPONSIB I LITY STATEMENT To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 217 (2AA) of the Companies Act, 1956: i) that in the preparation of the Accounts for the year ended December 31, 2009, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any, that such accounting policies as mentioned in Note 1 of the Notes to the Accounts have been selected and applied consistently and judgements and estimates that are reasonable and prudent made so as to give a true and fair view of the state of the affairs of the Company as at December 31, 2009, and of the Profit of the Company for the year ended on that date,
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, that the accounts for the year ended December 31, 2009 have been prepared on a going concern basis.
iv) 9.
COMMITTEE AU DIT COMMITTEE The Audit Committee comprised of the following Members: Mr. Mr. Mr. Mr. Shashi Ranjan Kumar (Chairman) Ravinder Mohan Sunil Nayak A. Anjeneyan
Consequent upon his resignation from the Board of Directors, Mr. A. Anjeneyan has ceased to be a member of the Committee with effect from July 17, 2009. During the year ended December 31, 2009 four Audit Committee Meetings were held. The Board of Directors at its Meeting held on January 29, 2010 re-constituted the Audit Committee which now comprises of the following Members: Mr. Mr. Mr. Mr. Mr. Shashi Ranjan Kumar (Chairman) Ramit Budhraja Sunil Nayak B. D. Nariman S. Dasgupta
DITOR ORS 10. AU DITORS M/s. K S Aiyar & Co., Mumbai, the existing Auditors have under Section 224 (1B) of the Companies Act, 1956, furnished the certificate of their eligibility for their re-appointment. The Members are requested to re-appoint them as Auditors of the Company for the year 2010 on a remuneration to be decided by the Board of Directors. KNOWLEDGEMENT 11. AC KNOWLEDGEMENT Your Directors take this opportunity to express their grateful appreciation of the excellent assistance and co-operation received from the Department of Industrial Promotion and Policy, Ministry of Commerce and Industry, Ministry of Railways, ACC Limited and Companys Bankers. Your Directors also thank all the employees of the Company for their valuable service and support during the year. For and on behalf of the Board, Sumit Banerjee Director Mumbai Date: January 29, 2010 Sunil Nayak Director
ii)
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AUDITORS REPORT
To, Cemen Corpor ement orpora The Members of Bulk Cement Corporation (India) Limited 1. We have audited the attached Balance Sheet of Bulk Cement Corporation (India) Limited, as at December 31, 2009, and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date, annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in India. Those 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 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 (Auditors Report) Order, 2003 (as amended) (the order) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the Annexure referred to in paragraph 3 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; 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 the books; Place: Mumbai Date: January 29 , 2010 c) the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; in our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956; on the basis of the written representations received from the directors, as on December 31, 2009, and taken on record by the Board of Directors, we report that none of the directors of the Company are disqualified as on December 31, 2009 from being appointed as a director, in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; in our opinion and to the best of our information and according to the explanations given to us, the said accounts 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) ii) iii) in the case of the Balance Sheet, of the state of affairs of the Company as at December 31, 2009; in the case of the Profit and Loss Account, of the loss of the Company for the year ended on that date; and in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. For K. S. AIYAR & CO. Chartered Accountants Rajesh S. Joshi Partner Membership No.: 38526
d)
e)
2.
f)
3.
4.
b)
165
ANN AUDITOR REPORT (REFERR ORS EPOR IN PAR ARAANN EXU R E TO TH E AU DITORS REPORT (REFERR ED TO IN PARAGRAPH OUR REPOR ORT EVEN DA GRAPH 3 OF OUR REPORT OF EVEN DATE) (i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. (b) Most of the fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion the frequency of physical verification of fixed assets is reasonable having regard to the size of the Company and the nature of its assets. (c) No Fixed assets have been disposed off during the year. (ii) (a) The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable. (b) In our opinion 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 inventory. No discrepancies were noticed on verification between the physical stocks and the book stocks. (iii) (a) As informed, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (b), (c) and (d) are not applicable. (b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (f) and (g) are not applicable. (iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchases of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system in respect of these areas. (v) (a) According to the information and explanations given to us, there are no transactions that need to be entered into the register maintained in pursuance of section 301 of the Companies Act, 1956. Accordingly, sub-clause (b) is not applicable. (vi) The Company has not accepted any deposits from the public to which the provisions of section 58A, 58AA, or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules 1975 apply. (vii) In our opinion, the Company has an internal audit system commensurate with the size and nature of its business. (viii) The Central Government has not prescribed the maintenance of cost records under section 209(1) (d) of the Companies Act, 1956. (ix) (a) According to the records of the Company, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Sales Tax, Income Tax, Wealth Tax, Service Tax, Custom duty, Excise duty, Cess and other material statutory dues with the appropriate authorities. Based on our audit procedures and according to the information and explanations given to us,
there are no arrears of undisputed statutory dues which remained outstanding as at December 31, 2009 for a period of more that six months from the date they became payable. (b) According to the records of the Company, Income tax, Sales tax, Wealth tax, Service tax, Custom duty, Excise duty and Cess which have not been deposited on account of any dispute, are as follows:
Nature of dues Service Tax Period to which the amount relates Financial years 2001-02 to 2005-06 Amounts involved (dues to the extent not deposited) Rs. 27.71 Lakhs Forum where the dispute is pending Assistant Commissioner of Service Tax
(x)
(xi) (xii)
(xiii)
(xiv)
(xv) (xvi) (xvii)
(xviii)
(xix)
(xx)
(xxi)
The Company does not have any accumulated losses at the end of the financial year and has not incurred cash losses during the financial year covered by our audit and the immediately preceding financial year. There are no dues to banks or financial institutions or debenture holders. Based on our examination of documents and records, we are of the opinion that the Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. The Company is not a chit fund, nidhi/mutual benefit fund and therefore the requirements pertaining to such class of companies are not applicable. 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 Order are not applicable to the Company. The Company has not given any guarantee for loans taken by others from banks or financial institutions. According to the information and explanations given to us, the Company has not raised any loans during the period. According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956. The Company has not issued any debentures during the year under audit. Therefore the provisions of clause (xix) of the order is not applicable to the company. The Company has not raised any money by way of public issue during the year. Therefore, the provision of clause (xx) of the order is not applicable to the Company. Based upon the audit procedures performed and according to the information and explanations given and representations made by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit. For K. S. AIYAR & CO. Chartered Accountants
Place: Mumbai Date: January 29, 2010
Rajesh S. Joshi Partner Membership No.: 38526
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As at As at December 31, December 31, 2009 2008 Schedules SOUR FU SOURC ES OF FU N DS : 1 SHAREHOLDERS FUNDS (a) Share Capital (b) Reserves & Surplus 2 DEFERRED TAX LIABILITY (Net) TOTAL LIABILITIES FU APPLICA APPLICATION OF FU N DS : 1 FIXED ASSETS (a) Gross block (b) Less: Depreciation (c) Net Block (d) Capital Work- in- Progress (including capital advances) 3 8,693.19 4,116.63 4,576.56 21.56 4,598.12 2 3 INVESTMENT 4 800.00 7,230.02 3,600.81 3,629.21 398.16 4,027.37 1,305.00 1 2 3,364.21 993.23 538.06 4,895.50 3364.21 1100.81 629.38 5,094.40 3 4 Rs. Lac Rs. Lac
PROFIT & LOSS ACCOUNT FOR THE YEAR ENDED DECEMBER 31, 2009
For the For the year ended year ended December 31, December 31, 2009 2008 Schedules NCO I NCOME : 1 SALE OF PRODUCTS SERVICES AND OTHER INCOME 10 1,202.89 1,320.93 Rs. Lac Rs. Lac
DITU XPENDIT EXPENDITU RE : 2 OPERATING AND OTHER EXPENSES DEPRECIATION SHORT PROVISION FOR EXPENSES IN EARLIER YEARS 11 829.45 515.82 53.31 1,398.58 PROFIT (LOSS) BEFOR EFORE PROFIT / (LOSS) BEFORE TAX 5 PROVISION FOR TAXATION (a) Current Tax (b) Deferred Tax (c) Fringe Benefits Tax 3.00 (91.32) 0.21 (88.11) PROFIT (LOSS) AFTER PROFIT / (LOSS) AFTER TAX (107.58) 1,100.81 993.23 12 12.03 (61.84) 0.90 (48.91) (52.50) 1,153.31 1,100.81 (195.69) 943.96 478.38 1,422.34 (101.41)
CURRENT ASSETS, LOANS AND ADVANCES: (a) Inventory-Stores & Spares (as certified by management) (b) Sundry Debtors (c) Cash & Bank balances (d) Other Current Assets (e) Loans & Advances 5 6 7 8 31.44 175.73 33.34 153.45 393.96 23.89 99.05 1.67 10.37 133.49 268.47 7 PROFIT / (LOSS) BROUGHT FORWARD
ALANCE CAR ARR BALANC SHEET ALANCE BALANCE CARR I ED TO BALANCE SHEET 8 NOTES TO ACCOUNTS
ARN SHARE EARN I NGS PER SHARE (See Note 4) 9 BASIC AND DILUTED EARNINGS PER SHARE RUPEES (0.32) (0.15)
Less: CURRENT LIABILITIES AND PROVISIONS (a) Sundry Liabilities (b) Provisions 9 896.58 896.58 505.12 1.32 506.44 (237.97) 5,094.40 As per our report attached For K.S.Aiyar & Co. Chartered Accountants Rajesh S. Joshi Partner Membership No.: 38526 Mumbai: January 29, 2010 For and on behalf of the Board Ravinder Mohan Sunil Nayak
Director
NET CURRENT ASSETS TOTAL ASSETS
(502.62) 4,895.50 12 For and on behalf of the Board Ravinder Mohan Sunil Nayak
NOTES TO ACCOUNTS
As per our report attached For K.S.Aiyar & Co. Chartered Accountants Rajesh S. Joshi Partner Membership No.: 38526 Mumbai: January 29, 2010
Director
167
For the year ended December 31, 2009 Rs. Lac activities from opera A. Cash flow from operating activities 1 Net Profit / (Loss) before taxation Adjustments For: Depreciation Interest Received Miscellaneous expenditure written off Provisions written back Loss / (Profit) on sale of Investment Dividend on Mutual Fund ore Opera profit befor working Operating profit before working capital changes 2 Trade Receivables 3 Inventories 4 Other receivables 5 Trade payables Cash generated from Operations 6 Direct Taxes refund / (paid) from opera activities Net cash from operating activities B 7 8 9 10 11 from inv activities Cash flow from investing activities Interest received Purchase of Investments Profit on sale of Investment Purchase of Fixed Assets Dividend on Mutual Fund from inv activities Net cash from investing activities Increase decrease) alents equivalen Net Increase / (decrease) in cash & cash equivalents Cash and cash equivalents : Opening Balance Closing Balance (195.69) 515.82 (0.03) (7.52) (58.32) 254.26 (76.68) (7.54) (17.81) 394.44 546.67 7.81 554.48 0.03 505.00 58.32 (1,086.16) (522.81) 31.67 1.67 33.34 For the year ended December 31, 2008 Rs. Lac (101.41) 478.38 (4.23) 0.15 (136.62) (61.51) (10.37) 172.85 901.87 (15.63) (59.10) 153.00 1,152.99 (7.17) 1,145.82 4.23 (1,305.00) 51.14 58.36 10.37 (1,180.90) (35.08) 36.75 1.67

APITAL SCH EDULE-1: SHARE CAPIT SC H EDULE-1: SHARE CAPITAL As at December 31, 2009 Rs. Lac 3,400.00 1,100.00 4,500.00 2 AND FU LLY PAI UP AID ISSUED SUBSC BSCR ISSUED SUBSCR I B ED AN D FU LLY PAI D U P 33,642,070 Equity Shares of Rs. 10 each fully paid (ACC Limited the Holding Company, holds 31,842,050 Equity Shares (Previous year 31,842,050 Equity shares)) 3,364.21 3,364.21 3,364.21 3,364.21 As at December 31, 2008 Rs. Lac 3,400.00 1,100.00 4,500.00
HORISED AUTHOR ISED 34,000,000 Equity Shares of Rs. 10 each. 11,000,000 Preference Shares of Rs. 10 each.
SCH EDULE-2 RESER ESERVES SUR PLUS SC H EDULE-2 : RESERVES & SUR PLUS
As at December 31, 2008 Rs. Lac 1,100.81 1,100.81
PROFIT AND LOSS ACCOUNT
Notes: 1 All figures in brackets are outflow 2 Figures for the previous year have been regrouped / restated wherever necessary to make them comparable. 3 Direct Taxes paid are treated as arising from Operating Activities and are not bifurcated between Investing and Financing Activities. 4 Cash and Cash Equivalent is Cash and Bank Balances as per Balance Sheet. As per our report attached For K.S.Aiyar & Co. Chartered Accountants Rajesh S. Joshi Partner Membership No.: 38526 Mumbai: January 29, 2010 For and on behalf of the Board Ravinder Mohan Sunil Nayak
Director
168
SCHEDULES FORMING PART OF BALANCE SHEET

SCH EDULE-3 ASSET SSETS SCH EDULE-3 : FIXED ASSETS Rs. Lac GROSS BLOCK FIXED ASSETS
Building Plant & Machinery Roads, Bridges Rails & Sidings Wagon & Loco Furniture & Fixtures Office Equipments Vehicles Electrical Installation Total Previous Year Capital Work in Progress As at 31-12-2008 390.63 3,041.21 193.70 355.56 2,579.22 13.75 17.27 6.80 631.89 7,230.02 7,172.06 Additions 12.46 1,445.80 0.07 4.84 1,463.17 58.36 Deletions Adjustments As at 31-12-2009 390.63 3,053.67 193.70 355.56 4,025.02 13.82 17.27 6.80 636.73 8,693.19 7,230.02 As at 31-12-2008 96.62 1,764.53 31.29 167.40 1,214.30 11.11 13.83 4.51 297.20 3,600.81 3,122.42 For The Year 13.05 293.50 3.16 16.89 157.51 0.70 0.35 0.65 30.02 515.82 478.38
DEPRECIATION
On Disposals Adjustments As at 31-12-2009 109.67 2,058.04 34.45 184.29 1,371.81 11.81 14.18 5.16 327.22 4,116.63 3,600.81
NET BLOCK
As at 31-12-2009 280.96 995.63 159.25 171.27 2,653.21 2.01 3.08 1.64 309.51 4,576.56 3,629.22 21.56 As at 31-12-2008 294.01 1,276.67 162.41 188.16 1,364.92 2.64 3.44 2.29 334.69 3,629.22 398.16
Note:The terminal is on leasehold land of the Central Government in possession of the Company. It was sanctioned for the project by the Ministry of Industry, Government of India, vide letter No.DCCI/1-26/91-92 Dt.27.09.93 Sublease granted by Central government to the Company for 60 years on 12.12.2008 effective from 12.12.1991.
SCH EDULE-4 INVES NVEST SCH EDU LE-4 : I NVESTMENT
As at December 31, 2008 Rs. Lac 1305.00 1,305.00
SCH EDULE-7 Curren ent SCH EDULE-7 : Other Current Assets
As at December 31, 2009 Rs. Lac -
SHORT TERM LIQUID FUND
Accrued Interest on Investment
During the year the Company acquired and sold the following investments in Mutual Funds Particulars Face Value Rs. Reliance Medium Term Fund 10 LIC MF Saving Plus Fund-Growth Plan 10 UTI Money Market Mutual Fund 1,000 Total
No. of Units 4,382,558 10,575,696 2763
Purchase Price 79,500,000 149,000,000 7,000,000 235,500,000
SCH EDULE-8 LO AND ADVANCES SCH EDULE-8 : LOANS AN D ADVANCES (Unsecured Consider onsidered (Unsecured Considered Good)
As at December 31, 2008 Rs. Lac 2.46 81.42 17.95 31.66 133.49
SCH EDULE-5 SUN DRY DEBTORS SCH EDU LE-5 : SUN DRY DEBTORS
SUNDRY DEBTORS UNSECURED SUNDRY DEBTORS (a) Over Six Months Considered Good Considered Doubtful Less: Provision for Doubtful Debts (b) Others Considered Good Due from The Holding Company: ACC Limited Rs. 175.48 Lac;(Previous year Rs. 97.97 Lac) ; Maximum outstanding balance during the period Rs. 1210.38 Lac ; (Previous year Rs. 1040.00 Lac)
(a) Balance with Excise, Customs and Port Trust Authorities on Current accounts (b) Advances recoverable in cash or in kind or for value to be received (c) Other Deposits (d) Advance Tax Paid (Net of Provision for Taxation) (e) Advance Fringe Benefits Tax (Net of Provision for Taxation)
58.21 53.45 17.95 23.58 0.26 153.45
0.25 0.25 0.25 175.48
1.08 11.43 12.52 11.43 1.08 97.97
SCH EDULE-9 CUR LIABI LITI SCH EDULE-9 : CUR R ENT LIABI LITI ES AND PRO AN D PROVISIONS
175.73
99.05
SUNDRY LIABILITIES SUNDRY CREDITORS (a) For Capital Expenditure (b) For Other Liabilities Due to The Holding Company: ACC Limited Rs. 13.17 Lac; (Previous year Rs. 13.17 Lac)
367.37 529.21
137.67 367.45
896.58 SCH EDULE-6 CA AND BAN BALANC ANK ALANCES SCH EDU LE-6 : CASH AN D BAN K BALANCES As at December 31, 2009 Rs. Lac CASH ON HAND CURRENT ACCOUNTS / BALANCE WITH SCHEDULED BANKS 0.03 33.31 33.34 As at December 31, 2008 Rs. Lac 0.05 1.62 1.67 (b) B PROVISIONS (a) Provision for Fringe Benefit Tax (Net of Advance Tax) Provision for Leave Encashment 896.58
505.12
0.42 0.90 1.32 506.44
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SCH EDULE-10 SALE PRODUCT ODUCTS SCH EDULE-10 : SALE OF PRODUCTS, NCO SERVIC AND OT VICES INC SERVICES AN D OTH ER I NCOME For the year ended December 31, 2009 Rs. Lac 1 2 BULK HANDLING CHARGES FREIGHT REBATE 750.60 377.26 1,127.86 3 OTHER INCOME (a) Income on Mutual Fund (b) Profit on sale of Investment (c) Interest {Including Tax Deducted at Source Rs. Nil, (Previous Year Rs 0.88 Lac)} (d) Excess provisions made in previous years written back (e) Others 58.32 0.03 Rs. Lac For the year ended December 31, 2008 Rs. Lac 711.08 406.25 1,117.33 10.37 51.14 4.23
SC H EDULE 12 NOTES ON ACCOUNTS AC OUNT NTS SCH EDULE NOT SIGN I FICANT ACCOU NTI NG POLIC I ES AN D NOT ES FORMI NG PART OF T H E SIGNI FICANT AC OUNT NTI OLICI AND NOT FORMING PAR ART POLIC NTS EMBER OUNT ENDED DECEMB ACCOUNTS FOR TH E YEAR EN DED DECEMBER 31, 2009 Significant Accoun ounting Policies 1. Significant Accounting Policies A) Accounting Convention These financial statements are prepared on the historical cost convention, on an accrual basis. B) Revenue Recognition Revenue arising from charges for bulk handling of cement is recognized based on tonnage handled and rebate on freight granted by the Railways is recognized based on tonnage of bulk cement despatched from the supplier to the Companys terminal at Kalamboli. Interest and Dividend Income Interest income is recognized on a time proportion basis taking into account the amount outstanding and the rate applicable. Dividend income is recognized when the shareholders right to receive dividend is established by the Balance Sheet date. C) Fixed Assets and Depreciation (i) Fixed assets are stated at cost of acquisition or construction, including attributable interest and financial cost till such assets are ready for its intended use, less accumulated depreciation, impairment losses and specific grants received, if any. (ii) Depreciation is provided in the accounts on the Straight Line Method at the rates prescribed in Schedule XIV of the Companies Act, 1956, on a prorata basis. D) Investments Long term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of investments. Current investments are stated at cost or fair value whichever is lower. E) Inventory The Company does not carry any inventory of raw materials and there are no Stock of Traded Finished Goods at the end of the year. The stock of stores and spares is valued at cost (Weighted Average(Moving) and net realizable value whichever is less. F) Employees Benefit The Company operates through the employees on deputation from the parent company. All the emoluments payable to these employees along with the related benefits are claimed by the parent company and is reimbursed. This is disclosed as Deputation Charges in the Profit & Loss Account. G) Taxation Tax expense comprises of current, deferred & fringe benefit tax. Current Income tax & Fringe Benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Act. Deferred Income Taxes reflect the impact of current timing differences between taxable income & accounting income for the year & reversal of timing differences of earlier years Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date.Deferred tax assets are recognized only to the extent that there is reasonable certainity that sufficient future taxable income will be available against which such deferred tax asset can be realized.Deferred tax assets are reviewed at each balance sheet date. H) Impairment of Assets The carrying amounts of assets are reviewed at each Balance Sheet date, if there is any indication of impairment based on internal / external factors. An impairment loss will be recognized wherever the carrying amount of an asset exceeds its estimated recoverable amount. The recoverable amount is greater of the assets net selling price and value in use. In assessing the value in use, the estimated future cash flows are discounted to the present value using the weighted average cost of capital. Previously recognized impairment loss is further provided or reversed depending on changes in circumstances.
7.52 9.17 75.03 1,202.89
136.62 1.24 203.60 1,320.93
SCHEDULE LEOPERA AND OT SCHEDULE- 11 : OPERATING AND OTHER EXPENSES
For the year ended December 31, 2009 Rs. Lac Rs. Lac
PAYMENTS TO AND PROVISION FOR EMPLOYEES (a) Staff Welfare (b) Deputation Charges 0.46 70.12 70.58 0.82 76.02 76.84 117.62 81.42 34.61 14.66 509.39 29.86 12.21 2.80 5.25 28.27 13.65 4.57 12.64 758.87 866.97 0.15 943.96
OPERATION AND OTHER EXPENSES (a) Purchase of Power (b) Plant Operating Charges (c) Rates & Taxes (d) Insurance (e) Repairs & Maintenance - Plant (f) Repairs & Maintenance - Buildings (g) Repairs & Maintenance - Others (h) Communication (i) Travelling & Conveyance ( j) Security Charges (k) Legal Services (l) Auditors Remuneration (Ref note 10) (m) Other Expenses 139.60 84.43 28.97 14.46 383.15 15.91 9.24 3.05 8.80 27.92 27.07 5.00 11.27
MISCELLANEOUS EXPENDITURE WRITTEN OFF
829.45
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I)
Contingencies / Provisions Provisions are recognized when the Company has a present obligation as a result of past event; it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to its present value and are determined based on best estimate of the expenditure required to settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimate. A contingent liability is disclosed, unless the possibility of an outflow of resources embodying the economic benefit is remote.
(iii) Transactions with Related Parties during the year Description of Transactions Holding Company ACC Limited December 31, 2009 Rs. Lac a) b) c) d) e) f) g) h) Rendering of Services Deputation Charges Reimbursement of Freight Rebate Outstanding balance included in Current assets Outstanding balance included in Current liabilities Sale of store and spares Reimbursement of expenses paid (Net of reversal) Reimbursement of expenses received 750.59 70.12 377.26 175.48 13.17 .96 958.94 December 31, 2008 Rs. Lac 711.08 75.51 406.25 97.97 13.17 1.75 50.90 1,159.18
J)
During the year, the Company is engaged in only one business segment i.e. bulk handling of cement, hence segment information as per Accounting Standard 17 is not required to be disclosed.
elated Par Disclosures. arty 2. Related Party Disclosures. (i) Particulars of Related Parties, which control or are under common control with the Company: Rela elated Par arty Name of the Related Party ACC Limited ACC Mineral Resources Limited (Formerly The Cement Marketing Company of India Limited) Lucky Minmat Limited National LimestoneCompany Pvt Ltd ACC Concrete Limited atur ture Rela elationship N ature of Relationship Holding Company
axa 3. Taxation Fellow Subsidiary Company Fellow Subsidiary Company Fellow Subsidiary Company w.e.f. April 20,2009. Fellow Subsidiary Company a) The Company has been recognizing in the financial statements the deferred tax assets/liabilities, in accordance with Accounting Standard 22 Accounting for Taxes on Income issued by the Institute of Chartered Accountants of India. During the year, the company has charged to the Profit & Loss Account with the Deferred Tax Liability of Rs. 91.32 Lac (Previous Year Rs. 61.84 Lac). The year-end position is as follows: As at December 31, 2009 Rs. Lac Deferred Tax Liabilities: Depreciation Differences Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Entity of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Profit/(Loss) after taxation as per Profit and loss account Weighted average number of Equity shares outstanding Basic earnings per Share (Weighted Average) in Rupees (face value - Rs. 10 per share) Deferred Tax Assets: Unabsorbed Losses / Others Net Deferred Tax Liabilities 4. Earnings per Share Share Particulars For the year ended December 31, 2009 Rs. Lac (107.59) 33642070 For the year ended December 31, 2008 Rs. Lac (52.50) 33642070 205.25 538.06 261.48 629.38 743.31 890.86 As at December 31, 2008 Rs. Lac
Alcon Cement Company Private Limited. Associate Company of Holding Company from April 01, 2008 Ambuja Cement India Private Limited (formally known as Ambuja Cement India Limited) Ambuja Cements Limited (formally known as Gujarat Ambuja Cement Limited) Holderind Investments Limited Holcim (India) Private Limited Holcim Services (Asia) Limited Holcim (Bangladesh) Limited Holcim Group Support Limited Holcim Singapore Limited Holcim Trading FZCO Holcim (Lanka) Limited P T Holcim Indonesia Tbk Holcim Services (South Asia) Limited Holcim Foundation Holcim Limited Siam City Concrete Co. Limited
Promoter Group Company of the Holding Company
(.32)
(.15)
Siam City Cement Public Company Limited Promoter Group Company of the Holding Company National Cement Factory (ii) Key Management Personnel Mr. RBS Bir (Upto 22nd October, 2009) Mr K.R.K. Prusty (w.e.f 23rd October, 2009) Head BCCI Head BCCI Promoter Group Company of the Holding Company
(There are no potential equity shares and hence there is no working for diluted earning per share). 5. The Company has received additional claims from Central railways in respect of wagon maintenance Charges calculated based on applicable inflation rate as per RBI norms at yearly rests which hitherto was calculated at 3 yearly rests w.e.f. Oct 97-June 09 amounting to Rs. 773.46 Lac. The Company has disputed claim on such revised basis and the matter is being followed up with the railways. As against these claims, the company has already made a provision as per its own computations of Rs. 730.11 Lac and has already paid that amount to the railways. The Company has further made a provision of Rs. 68.27 Lac on an estimated basis for the period from July 2009 to Dec 2009 on 167 Wagons.
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6. CONTI NGENT LIABI LITI ES NOT PROVI DED FOR LIABI LITI NOT PROVIDED ONTI Sr. No. Particulars As at December 31, 2009 Rs. Lac As at December 31, 2008 Rs. Lac
AU DITOR ORS 10. PAYMENT TO AU DITORS Sr. No Particulars For the year ended December 31, 2009 Rs. Lac 2.00 1.20 1.80 For the year ended December 31, 2008 Rs. Lac 2.00 1.00 1.50 0.07
1.
Claim by Railway for Maintenance Charges till 30 th June 2009 for privately owned wagons by the Company Service Tax and Penalty
(a) 43.35 27.71 27.71 (b) (c) (d)
Audit Fees Fees for Tax Audit Fees for Other Services Reimbursement of Expenses
2.
7. The benefit of credit against the payment made towards Minimum Alternate Tax for the earlier years is available in accordance with the provision of Section 115JAA over a period of subsequent seven assessment years and the same will be accounted for when actually availed. 8. There are no Micro, Small and Medium Enterprises, as defined in the Micro, Small, Medium Enterprises Development Act, 2006, to whom the Company owes dues on account of principle amount together with interest and accordingly no additional disclosures have been made. The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the auditors. ADDITIONAL IN FORMA PURSUANT PRO PAR GRAPH ARA 9. ADDITIONAL IN FORMATION PURSUANT TO TH E PROVISIONS OF PARAGRAPH PAR II ART SCH EDULE COMPAN ANI ACT CT, 3 & 4 OF PART I I OF SCH EDULE VI TO TH E COMPAN I ES ACT, 1956. Sr. No Particulars For the year ended December 31, 2009 % 1. Spares Parts Consumed: Indigenous 100 69.31 100 116.63 Rs. Lac For the year ended December 31, 2008 % Rs. Lac
11. Previous years figures have been regrouped / rearranged wherever necessary to make them comparable with the current years figures. Signatures to Schedules 1 to 12 As per our report attached For K.S.Aiyar & Co. Chartered Accountants Rajesh S. Joshi Partner Membership No.: 38526 Mumbai: January 29, 2010 For and on behalf of the Board Ravinder Mohan Sunil Nayak
Director
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Abstrac act Companys General ompany Profile Balance Sheet Abstract and Companys General Business Profile I. egistra Registration Details Registration No. Balance Sheet I I. U99999MH1992PLC066679 U99999MH1992PLC066679 3 1 1 2 2 0 0 9 Rights Issue N i Private Placement N i l N i l l State Code 1 1
raised year Capital raised during the year Public Issue N i Bonus Issue l
Mobilisation elopment Funds I I I. Position of Mobilisation and Development of Funds (Amount in Rs. Lac) Total Liabilities* 5 7 9 2 . 0 8 Source of Funds Funds Source Paid-up Capital 3 3 6 4 . 2 1 Deferred Tax Liability 5 3 8 . 0 6 Application Funds Application of Funds Net Fixed Assets 4 5 9 8 . 1 2 Net Current Assets ( 5 0 2 . 6 2 ) Accumulated Losses N i l Total Expenditure 1 3 9 8 . 5 8 Profit Loss Profit / Loss After Tax 1 0 7 . 5 8 Dividend Rate % N i l Investments 8 0 0 . 0 0 Misc. Expenditure N i l Total Assets 5 7 9 2 . 0 8 Reserves & Surplus 9 9 3 . 2 3
IV. erf Compan ompany (Amount IV. Performance of Company / (Amount in Rs. Lac) Turnover** 1 2 0 2 . 8 9 Profit Loss efor ore Profit / Loss Before Tax 1 9 5 . 6 9 Earning per share (in Rs.)*** For Share of Rs. 10.00 each ( 0 . 3 2 ) V. Generic name of three P rincipal Products/Services of Company three Products/Services oducts/Ser Compan ompany monetary terms) (as per monetary terms) Item Code No. (ITC Code) 2 5 2 3 0 0 Product Description T R A D I N G I N C E M E N T T R A N S P O R T A T I O N & D I S T R I B U T I O N O F B U L K C E M E N T
* Including Share Holders Fund ** Including Other Income *** Refer Note 4 Schedule 12
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DIRECTORS REPORT
MEMBER ERS TO TH E MEMBERS OF UCK MINM LIMITED NMA LUCKY MINMAT LIMITED 1 The Directors hereby present the Thirty Fourth Annual Report on the business and operations of the Company and the Audited Accounts for the year ended December 31, 2009. FINANC NANCIAL RESU ESUL FINANCIAL RESULTS
PARTICULARS For the year ended For the year ended December 31, 2009 December 31, 2008 Rs. Lac Sale of Products, Services and Other Income Loss Before Tax Provision for Taxation - Current Tax - Deferred Tax - Fringe Benefits Tax Loss after Taxation Balance brought forward from Previous year Balance carried forward to Balance Sheet 22,260 (1,565,010) (4,525,792) (6,090,802) (2,223,303) (2,302,489) (4,525,792) 18,488,149 (1,542,750) 925,986 (2,223,303) Rs. Lac
UCK MINM LIMITED NMA LUCKY MINMAT LIMITED

7. LARS EMPLO ARTICULAR PARTICULARS OF EMPLOYEES The Company has not employed any individual whose remuneration falls within the purview of the limits prescribed under the provisions of Sec 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975. 8. DIR ECTOR ORS DI R ECTORS Mr A Anjeneyan who was appointed as a Director of the Company with effect from December 30, 2008, resigned from the Board of Directors of the Company with effect from July 16, 2009. The Board has placed on record its appreciation of the valuable services rendered by Mr. A. Anjeneyan as a Director of the Company. The Board of Directors has appointed Mr. S. K. Das and Mr. B. D. Nariman as Additional Directors of the Company with effect from July 16, 2009 and January 27, 2010 respectively. As Additional Directors, Mr. Das and Mr. Nariman hold office till the date of the forthcoming Annual General Meeting. Accordingly their candidature for appointment is included at Items 4 & 5 of the Notice. In accordance with the provisions of the Companies Act, 1956, Mr. Sankarsan Dasgupta retires by rotation and is eligible for reappointment. 9. ST DIRECTOR RESPONSIB ORS ESPONSI DI R ECTORS RESPONSIB I LITY STATEMENT To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 217 (2AA) of the Companies Act, 1956: i) that in the preparation of the Accounts for the year ended December 31, 2009, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any, that such accounting policies as mentioned in the Note 1 of the Notes to the Accounts have been selected and applied consistently and judgements and estimates that are reasonable and prudent made so as to give a true and fair view of the state of the affairs of the Company as at December 31, 2009, and of the profit of the Company for the year ended on that date, 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, that the accounts for the year ended December 31, 2009, have been prepared on a going concern basis.
OPERA OPERATIONS The Company resumed full operations during the year 2009. The total dispatches for the year ended December 31, 2009 were 110716 MT as compared to 5665 MT for the year ended December 31, 2008. The Company has incurred a loss before tax of Rs. 15,42,750 for the year ended December 31, 2009 as compared to a loss of Rs. 22,23,303 for the year ended December 31, 2008. The loss after tax for the year ended December 31, 2009 is Rs. 15,65,010 as compared to a loss of Rs. 22,23,303 for the year ended December 31, 2008.
ii)
4.
DIVIDEN DEND DIVI DEN D Your Directors do not recommend any dividend for the financial year ended December 31, 2009.
5.
iii)
6.
ARTICULAR LARS CONSER ONSERV ENER ERG ECHNOLO PARTICULARS OF CONSERVATION OF ENERGY, TECH NOLO GY ABSORP AND FOREIGN EX OUT ABSORPTION AND FOREIGN EXC HANGE OUTGO There was no technology absorption and no foreign exchange earnings or outgo during the year under review. Hence the information as required under Section 217(1)(e) of the Companies Act 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988, is NIL. The Company has not entered into any technology transfer agreement. iv)
10. AU DIT COMMITTEE COMMITTEE The paid up Share Capital of the Company is less than Rupees Five Crore and hence the Company is not required to constitute an Audit Committee under the provisions of Section 292A of the Companies Act, 1956.
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11. SECR ETARIAL AU DIT SECR ETAR ARIAL AU Pursuant to the provisions of Section 383A of the Companies Act, 1956, the Company has obtained certificate from Pramod S. Shah and Associates, Practising Company Secretaries, that the Company has complied with the provisions of the Companies Act, 1956. As required by the said Section the certificate is attached to this report. 12. AU DITORS DITOR ORS M/s. K S Aiyar & Co., Mumbai, the existing Auditors have under Section 224 (1B) of the Companies Act, 1956, furnished the certificate of their eligibility for re-appointment. The Members are requested to re-appoint them as Auditors of the Company for the year 2010 on a remuneration to be decided by the Board of Directors. 13. AC KNOWLEDGEMENT KNOWLEDGEMENT Your Directors take this opportunity to express their appreciation of the excellent co-operation received from the Government and Companys Bankers. Your Directors also acknowledge the unstinting assistance and support received from ACC Limited, its holding Company and all the employees for their valuable contribution during the year. For and on behalf of the Board, B. D. Nariman Chairman January 27, 2010 Registered Office: G -9/C Kabir Marg, Bani Park, Jaipur 302 016
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Pramod S. Pramod S. Shah B.A., B.Com., L.L.B., F.C.S., S.E.O. Mobile : 98211 06217 Mobile : 98211 06410 Mani Bhuwan, 1st Floor, Office No. 5, 54, Hughes Road (Opp : Dharam Palace), Mumbai - 400 007 (India) Tel.: (O) +91 (022) 2368 2139, 6571 8741, 6571 1741, 2367 8570 Fax : +91 (022) 2367 8571 E-mail : saurabhshah361@gmail.com
PRA S. ASSO IAT SSOC PRAMOD S. SHAH & ASSOCIATES

Prac actising Compan Secretaries ompany Practising Company Secretaries
Certificate ertifica Compliance Certificate
U/S 383A of the Companies Act, 1956 & Rule 3 of the Companies (Compliance Certificate) Rules, 2001 To, Members, The Members, Lucky Minmat Lucky Minmat Limited Capital Nominal Capital : 3,25,00,000/egistra No. Registration No. : 11 - 001697 (31/12/2009)
I / We have examined the registers, records, books and papers of M/s. Lucky Minmat Limited (the Company) as required to be maintained M/s. Lucky Minmat under the Companies Act 1956, (the Act) and the rules made thereunder and also the provisions contained in the Memorandum and December, Articles of Association of the Company for the financial year ended on 31st December, 2009. In my/our opinion and to the best of my/our information and according to the examinations carried out by me/us and explanations furnished to me/us by the Company, its officers and agents, I/we certify that in respect of the aforesaid financial year: 1. 2. The Company has kept and maintained all registers as stated in Annexure A to this certificate, as per the provisions and the rules Annexure A made thereunder and all entries therein have been duly recorded The Company has duly filed the forms and returns as stated in Annexure B to this certificate, with the Registrar of Companies, Annexure Regional Director, Central Government, Company Law Board or other authorities within the time prescribed under the Act and the rules made thereunder. The Company being a Public Limited Company, comments are not required The Board of Directors duly met 4 times on 28.01.2009, 17.04.2009, 16.07.2009 and 23.11.2009 in respect of which meetings proper notices were given and the proceedings were properly recorded and signed including the circular resolution passed in the minutes books maintained for the purpose. The Company has not closed its Register of Members during the financial year under review. The Annual General Meeting for the year ended on 31.12.2008 was held on 25.03.2009 after giving due notice to the Members of the Company and the resolutions passed thereat were duly recorded in Minutes Book maintained for the purpose. No Extraordinary General Meeting was held during the financial year. The Company has not advanced any loans to its Directors or persons or firms or Companies referred under Section 295 of the Act. The Company has not entered into any contracts falling within the purview of Section 297 of the Act.
3. 4.
5. 6. 7. 8. 9.
10. The Company was not required to make any entries in the register maintained under Section 301 of the Act. 11. As there were no instances falling within the purview of Section 314 of the Act, the Company has not obtained any approvals from the Board of Directors, Members or Central Government. 12. No duplicate Share Certificates were issued during the year under review. 13. The Company: i. ii. iii. has delivered all the certificates on allotment of securities and on lodgment thereof for transfer in accordance with the provisions of the Act. has not deposited any amount in a separate Bank Account as no dividend was declared during the financial year. has not posted warrants to any members of the Company as no dividend was declared during the financial year under review.
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iv. v. was not required to transfer any amount to Investor Education & Protection Fund. has duly-complied with the requirements of Section 217 of the Act regarding Boards report.
14. The Board of Directors of the Company is duly constituted and the appointment of Additional Directors during the financial year has been fully made and there was no appointment of Alternate Director and Director to fill Casual Vacancy during the year under review. 15. The Company has not appointed any Managing Director / Whole time Director / Manager under Section 269 of the Companies Act, 1956 during the financial year under review. 16. The Company has not appointed any sole-selling agents during the financial year. 17. The Company was not required to obtain any approvals of the Central Government, Company Law Board, Regional Director, Registrar and / or such other authorities prescribed under the various provisions of the Act during the financial year. 18. The Directors have disclosed their interest in other firms/Companies to the Board of Directors pursuant to the provisions of the Act and the rules made thereunder. 19. The Company has not issued any shares, debentures or other securities during the financial year . 20. The Company has not bought back any shares during the financial year. 21. There was no redemption of Preference Shares or Debentures during the financial year. 22. There were no transactions, which required the Company to keep in abeyance rights to dividend, rights shares and bonus shares pending registration of transfer of shares. 23. The Company has not invited any deposits falling within purview of Section 58A during the financial year under review. 24. The Company has not made any borrowings during the financial year ended 31st December, 2009. 25. The Company has not made any loans or advances or given guarantees or provided securities to other bodies corporate and consequently no entries have been made in the register kept for the purpose. 26. The Company has not altered the provisions of the Memorandum with respect to the situation of the Companys Registered Office from one state to another state during the year under scrutiny. 27. The Company has not altered the provisions of the Memorandum with respect to the Objects of the Company during the year under scrutiny. 28. The Company has not altered the provisions of the Memorandum with respect to Name of the Company during the year under scrutiny. 29. The Company has not altered the provisions of the Memorandum with respect to Share Capital of the Company during the year under scrutiny. 30. The Company has not altered the provisions of its Articles of Association during the financial year. 31. There were no prosecution initiated against or show cause notices received by the company and no fines or penalties or any other punishment imposed on the Company during the financial year, for offences under the Act. 32. The Company has not received any money as security from its employees during the financial year. 33. The Company has deposited both employees and employers contribution to Provident Fund with the prescribed authorities pursuant to Section 418 of the Act.
Place : Mumbai Date : 25.01.2010
Signature : Name of Company Secretary : Pramod S. Shah C.P.No. : 3804
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Annexure Annexure A The Company has been maintaining the statutory records such as: 1) 2) 3) 4) 5) 6) 7) 8) 9) Minutes Book (Board Meeting) Minutes Book (AGM & EGM) Register of Member Register of Directors Register of Directors Shareholding Register of Investment Register of Charges Register of Contracts Register of Share Transfer
10) Register of Application and Allotment 11) Register of Common Seal Annexure Annexure B Forms and Returns as filed by the Company with the Registrar of Companies, Regional Director, Central Government or other authorities December, during the financial year ending on 31st December, 2009. Sr. Sr. No. No. No. Form No. / Return u/s Filed u/s For Date Filing Date of Filing Whether filed within prescribed prescribed time Yes/No delay If delay in filing whether requisite additional fee paid Yes/No NA NA NA NA NA NA
1 2 3 4 5 6
Form 23AC & 220 ACA (Balance Sheet) Form 20B (Annual Return) Form 2 Form 32 Form 32 Form 32 159 75 (1) 303(2) 303(2) 303 (2)
31/12/2008 25/03/2009 Allotment of 3,09,900 Equity shares @ Rs100 /-each. Appointment of Mr. Anjeneyanas an Additional Director w.e.f. 30/12/2008 Regularising the appointment of Mr. Anjeneyan w.e.f.25/03/2009 Resignation of Mr. Anjeneyan & Appointment of Mr. Sudhir Kumar Das as an Additional Director w.e.f. 16/07/2009
03/04/2009 17/04/2009 19/01/2009 9/01/2009 02/04/2009 27/07/2009
Yes Yes Yes Yes Yes Yes
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AUDITORS REPORT
MEMBER ERS LUC UCK MINM LIMITED NMA TO TH E MEMBERS OF LUCKY MINMAT LIMITED 1. We have audited the attached Balance Sheet of LUCKY MINMAT LIMITED, as at December 31, 2009, and also the Profit and Loss Account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in India. Those 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 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 (Auditors Report) Order, 2003 (as amended) (the Order) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the Annexure referred to in paragraph 3 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; 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 the books; the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; in our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956; on the basis of the written representations received from the directors, as on December 31, 2009, and taken on record by the Board of Directors, we report that none of the directors of the Company are disqualified as on December 31, 2009 from being appointed as a director, in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; in our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by the Companies Act, 1956, (ii)
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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 the Balance Sheet, of the state of affairs of the Company as at December 31, 2009; in the case of the Profit and Loss Account, of the loss of the Company for the year ended on that date; and in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. For K. S. AIYAR & CO. Chartered Accountants Place: Mumbai Date: January 27, 2010 ORS EPOR ANN AU DITOR REPORT ANN EXU R E TO TH E AU DITORS REPORT (Referred to in paragraph 3 of our Report of even date on the Accounts for the year ended December 31, 2009 of LUCKY MINMAT LIMITED) (i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. (b) The fixed assets are physically verified by the management during the year and in our opinion the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such physical verification. (c) No fixed assets are disposed off during the year. (a) The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable. (b) 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) In our opinion and according to the information and explanations given to us, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material and have been properly dealt with in the books of account. Raghuvir M. Aiyar Partner Membership No.: 38128
ii)
2.
iii)
3.
4.
b)
c)
d)
e)
(iii)
(a) As informed, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (b), (c) and (d) are not applicable. (b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (f) and (g) are not applicable.
f)
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(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchases of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system in respect of these areas. (a) Based upon the audit procedures performed and according to the information and explanations given to us, there are no contracts or arrangements that need to be entered into the register maintained in pursuance of Section 301 of the Companies Act, 1956. Accordingly, subclause (b) is not applicable. The Company has not accepted any deposits from the public to which the provisions of section 58A, 58AA, or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules 1975 apply. In our opinion the company has an Internal audit system commensurate with the size and nature of its business. (xi) According to the information and explanations given to us, the Company has not taken any money from financial institution, bank or debenture holders and hence clause 4(xi) is not applicable. Based on our examination of the records and 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.
(xii)
(v)
(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4 (xiii) of the Order are not applicable to the Company. (xiv) 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 Order are not applicable to the Company. (xv) According to the information and explanations given to us, the Company has not given guarantee for loans taken by others from bank or financial institutions.
(vi)
(vii)
(viii) The Central Government has not prescribed the maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956. (ix) (a) According to the records of the Company, Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Custom duty, Excise duty, cess and other material statutory dues applicable to it have been generally regularly deposited during the year with the appropriate authorities.According to the information and explanations given to us, there are no undisputed dues in respect of provident fund, investor education and protection fund, employees state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and other statutory dues which were outstanding, at the year end for a period of more than six months from the date they became payable. (b) According to the records of the Company, there are no dues of Income tax, Sales tax, Wealth tax, Service tax, Custom duty, Excise duty and Cess which have not been deposited on account of any dispute. (x) The Company has accumulated losses at the end of the financial year and has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.
(xvi) The company has not raised any term loans during the year. (xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment. (xviii) The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956. (xix) According to the information and explanations given to us, no debentures were issued during the year. (xx) The Company has not raised any money by way of public issue during the year. Therefore, the provision of clause (xx) of the order is not applicable to the Company.
(xxi) According to the information and explanations furnished by the management, which have been relied upon by us, there were no frauds on or by the Company noticed or reported during the course of our audit.
For K. S. AIYAR & CO. Chartered Accountants Place: Mumbai Date: January 27, 2010 Raghuvir M. Aiyar Partner Membership No.: 38128
180
LML
As at As at December 31, December 31, 2009 2008 Schedules SOUR FU SOURC ES OF FU N DS : Shareholders Funds Shareholders Funds : Share Capital Reserves and Surplus 1 2 32,500,000 834,918 33,334,918 FU TOTAL FU N DS APPLICA FU APPLICATION OF FU N DS : ixed Fixed Assets : Gross Block Less: Accumulated Depreciation Net Block Investments Inv estments Curren Assets, Loans ent Advances Current Assets, Loans a nd Advances : Inventory Sundry Debtors Cash and Bank Balances Other Current Assets Loans and Advances 4 5 6 7 8 9 59,416 32,687,253 764,803 2,668,211 36,179,683 Curren ent Pro Less : Current Liabilities a nd Provisions : Current Liabilities 10 Provisions 11 8,146,478 864,500 9,010,978 Curren ent Net Current Assets Profit Loss Accoun ount Profit & Loss Account ASSET (NET SSETS ET) TOTAL ASSETS (N ET ) Accoun ounts Notes To Accounts 15 27,168,705 6,090,802 33,334,918 3 445,456 390,895 54,561 20,850 388,076 388,076 20,850 32,522,878 656,882 988,527 34,168,287 4,515,511 864,500 5,380,011 28,788,276 4,525,792 33,334,918 Basic & Diluted Earnings Per Share Accoun ounts Notes to Accounts 15 Rupees (4.82) (132.39) Profit befor axa ore Ex Profit before Taxation and Exceptional items Previous Year adjustment
Profit befor axa ore after Ex Profit before Taxation but after Exceptional items
For the For the year ended year ended December 31, December 31, 2009 2008 Schedules Rs. 18,488,149 18,488,149 1,524,951 20,013,100 XPENDIT DITU EXPEN DITU R E Manufacturing and Other Expenses 13 Depreciation & Amortisation Interest 14 21,866,633 2,819 117,964 21,987,416 (1,974,316) 431,566 (1,542,750) Rs. Rs. 925,986 925,986 133,203 1,059,189 3,491,827 132,937 72,972 3,697,736 (2,638,547) 415,244 (2,223,303) NCO I NCO ME Sale Of Products And Services (Gross) Less - Excise Duty Sale Of Products And Services (Net) Other Income (Interest) 12
Rs.
Rs.
Rs.
32,500,000 834,918 33,334,918 33,334,918
33,334,918
Pro For axa Provision For Taxation Current Tax Deferred Tax (Income) Fringe Benefit Tax
22,260 22,260
(2,223,303) (2,302,489) (4,525,792)
Profit Af axa Profit After Taxation Balance brought forward from Previous Year Balance carried to Balance Sheet
(1,565,010) (4,525,792) (6,090,802)
The schedules referred to above and notes to accounts form an integral part of the Balance Sheet As per our report of even date For K. S. Aiyar & Co. Chartered Accountants For and on behalf of the Board of Lucky Minmat Limited, M. K. Mishra S. K. Das S. Das Gupta K. M. Gupta Chairman
The schedules referred to above and Notes to accounts form an integral part of the Profit and Loss Account As per our report of even date For K. S. Aiyar & Co. Chartered Accountants For and on behalf of the Board of Lucky Minmat Limited, M. K. Mishra S. K. Das S. Das Gupta K. M. Gupta Chairman
Directors Raghuvir M. Aiyar Partner Membership No.: 38128
Directors
Raghuvir M. Aiyar Partner Membership No.: 38128 Mumbai, January 27, 2010 Mumbai, January 27, 2010
Mumbai, January 27, 2010
181
LML
For the year ended December 31, 2009 Rs. A. Cash flow from operating activities 1. Net Profit / (Loss) before taxation Adjustments for: Depreciation Sundry Balances written off Provisions written back Provision for doubtful debts Provision for expenses Operating profit before working capital changes 2. 3. 4. 5. 6. Trade Receivables Inventories Other Receivables Trade Payables Cash generated from operations Direct Taxes refund / (paid) For the year ended December 31, 2008 Rs.

SCHEDULE SHARE CAPIT APITAL SC H EDU LE - 1, SHAR E CAPITAL As at December 31, 2009 Rs. HORISED AUTHOR ISED 325,000 (Previous Year - 325,000) Equity Shares of Rs. 100 each 32,500,000 As at December 31, 2008 Rs. 32,500,000
(1,542,750) 2,818 (295,057) (1,834,989) 295,057 (59,416) 369,651 3,630,968 2,401,271 (1,775,027) 626,244
(2,223,303) 132,937 46,094 (4,300) 295,057 214,858 (1,538,657) 249,597 (529,142) 2,070,356 252,154 252,154
32,500,000
32,500,000
ISSUED ISSUED 325,000 (Previous Year - 325,000) Equity Shares of Rs. 100 each
32,500,000
32,500,000
SUBSC BSCR SU BSCR I B ED 325,000 (Previous Year - 325,000) Equity Shares of Rs. 100 each (All the Shares held by ACC Limited the Holding Company and its nominees) TOTAL
32,500,000
32,500,000
32,500,000
32,500,000
from opera activities Net cash from operating activities B CASH FLOW FROM INVESTING ACTIVITIES 7. Interest received 8. Purchase of Fixed Assets
SCHEDULE RESER ESERVES AND SURPLUS SCHEDULE - 2, RESERVES AND SURPLUS (404,490) (57,380) (461,870) General Reserve 164,374 38,469 30,990,000 31,028,469 31,280,623 TOTAL
As at December 31, 2009 Rs. 834,918 834,918
As at December 31, 2008 Rs. 834,918 834,918
from inv activities Net cash from investing activities C. CASH FLOW FROM FINANCING ACTIVITIES 9. Other current liabilities 10. Issue of Shares
from activities Net cash from financing activities Net increase / (decrease) in cash & cash equivalents Cash & cash equivalents : Opening Balance Closing Balance As per our report of even date For K. S. Aiyar & Co. Chartered Accountants
32,522,878 32,687,252
1,242,255 32,522,878
For and on behalf of the Board of Lucky Minmat Limited, M. K. Mishra S. K. Das S. Das Gupta K. M. Gupta Chairman
Directors
182
LML
SCHEDULE ASSET SSETS SC H EDU LE - 3, FIXED ASSETS (Rs. )
ASSET SSETS FIXED ASSETS Description GROSS BL AT COS OST GROSS BLO C K AT COST at As at 31-12-2008 Additions / Adjustments Adjustments at As at 31-12-2009 DEPRECIAT ECIA AMORTISA TOTAL DEPRECIAT ION / AMORTISATION Upto 31-12-2008 F or the Year ended 31-12-2009 On Disposals Upto 31-12-2009 ETB N ETB LO C K at As at 31-12-2009 at As at 31-12-2008
Tangible Assets : Buildings Plant & Machinery (analytical balance) Computer Printer Previous Year INVES MENTS NVEST Schedule - 4, I NVESTMENTS
388,076 388,076 (388,076) As at December 31, 2009 Rs.
43,680 13,700 57,380 -
388,076 43,680 13,700 445,456 (388,076)
388,076 388,076 (255,139)
1,362 1,457 2,819 (132,937)
388,076 1,362 1,457 390,895 (388,076)
42,318 12,243 54,561 -
(132,937) As at December 31, 2008 Rs. 6,048 31,303,533 1,176,703 36,594 32,522,878
SCHEDULE AND BAN ANK SC H EDULE - 7, CASH AN D BAN K BALANC ES ALANCES
OTHER INVESTMENTS GOVERNMENT AND TRUSTEE SECURITIES National Saving Certificates TOTAL 20,850 20,850 20,850 20,850
Cash on Hand Balance With Scheduled Banks In Current Account In Fixed Deposits Balance With Non Scheduled Banks In Current Account In Fixed Deposits TOTAL
1,725,703 30,908,166 36,594 16,790 32,687,253
SCHEDULE INVENTORY NVENTOR SC H EDU LE - 5, I NVENTORY
As at December 31, 2009 Rs. 59,416 59,416
As at December 31, 2008 Rs. Accrued Interest Prepaid Expense SCHEDULE 8, OT CUR ASSET SSETS SCHEDULE - 8, OTHER CURRENT ASSETS As at December 31, 2009 Rs. 539,254 225,549 764,803 As at December 31, 2008 Rs. 134,765 522,117 656,882
Stock of Explosive TOTAL
SC H EDU LE - 6, SU N DRY DEBTORS SCHEDULE SUNDRY DEBTORS
As at December 31, 2009 Rs. Rs.
TOTAL
SUNDRY DEBTORS (UNSECURED ) Over Six Months Considered Good Considered Doubtful Less: Provision made for Bad and Doubtful Debts TOTAL 295,057 295,057 295,057 -
SCHEDULE LO AND ADVANCES SCHEDULE - 9 , LOANS AND ADVANCES
As at December 31, 2009 Rs. Rs.
(Unsecured, Considered Good, unless otherwise stated) Sundry Advances and Deposits, etc. Security Deposit with holding company Advances Recoverable in cash or in kind or for value to be received Advance Payments Against Taxes TOTAL
100,000
100,000
100,000 2,568,211 2,668,211
73,083 173,083 815,444 988,527
SCHEDULE CUR LIABI LITI SC H EDULE - 10, CUR R ENT LIABI LITI ES
As at December 31, 2008 Rs. 4,163,586 351,925 4,515,511
Payable to Holding Company Other Current Liabilities TOTAL
7,760,567 385,911 8,146,478
183
LML
SCHEDULE PRO SC H EDU LE - 11, PROVISIONS As at December 31, 2009 Rs. 850,000 14,500 864,500 As at December 31, 2008 Rs. 850,000 14,500 864,500
NOT AC OUNT NTS Schedule 15, NOTES TO ACCOUNTS POLIC OLICI AND NOT FORMING SIGNI FICANT AC OUNT NTI 1. SIGNI FICANT ACCOUNTI NG POLICI ES AND NOTES FORMING JA NU RY ART AC UN TS FRO PAR T OF T H E A C C O U N T S FR O M J A N U A R Y 1, 2009 T O DECEMB EMBER DECEMBER 31, 2009 prepar epara (A) Basis of preparation i. The financial statements have been prepared to comply in all material aspects in respect with the Notified Accounting Standard by Companies Accounting Standards Rules, 2006 and the relevant provisions of the Companies Act, 1956. ii. Financial statements are based on historical cost and are prepared on accrual basis, except where impairment is made and revaluation is carried out. iii. Accounting policies have been consistently applied by the Company. estimates (B) Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon managements best knowledge of current events and actions, actual results could differ from these estimates. rec ecognition (C) Revenue recognition Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. i. Sale of goods Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. Domestic Sales are accounted on dispatch of products and are stated net of returns. Income from jobs and other services rendered is accounted for as per the terms of contract. Inter terest ii. Interest Revenue is recognized on a time proportion basis taking into account the amount outstanding and the rate applicable. (D) ixed (D) Fixed assets Fixed assets are stated at cost of acquisition or construction including attributable interest and financial costs till such assets are ready for its intended use, less accumulated depreciation, impairment losses and specific grants received, if any. Deprecia eciation (E) Depreciation All assets are depreciated on the straight line method at the rates prescribed in Schedule XIV of the Companies Act, 1956, on a pro-rata basis.
Provision For Income Tax Provision For Fringe Benefit Tax TOTAL

SCHEDULE OT INC NCO SC H EDU LE - 12, OTH ER I NCOME For the year ended December 31, 2009 Rs. Interest Income on Fixed Deposit TOTAL 1,524,951 1,524,951 For the year ended December 31, 2008 Rs. 133,203 133,203
SCHEDULE MAN ANU CTU SC H EDU LE - 13, MAN U FACTU R I NG AND OT EXPENSES AN D OTH ER EXPENSES
For the year ended December 31, 2009 Rs. Rs.
For the year ended December 31, 2008 Rs. 154,200 10,600 1,739,153 772,755
ANU CTU EXPENSES MAN U FACTU R I NG EXPENSES Stores and Spares parts Consumed Power and Fuel (Diesel & Electricity) Repairs to Other Items Royalties Loading, Transportation, Mines Expenses and Other Charges MENTS AND PAYMENTS TO AN D PRO EMPLO PROVISIONS FOR EMPLOYEES Salaries, Wages, Dearness Allowance and Bonus Contributions / Provisions to and for Provident and Other Funds Workmen and Staff Welfare Expenses ADMI IST MIN SELLING AND ADMI N ISTRATIVE, SELLI NG AN D EXPENSES OTH ER EXPENSES Rates and Taxes (Including Sale Tax Expense & Cess) Insurance Travelling Expenses Bank Charges Advertisement Legal Expenses Stationary Expense Provision for Doubtful Debts Misc. Expenses Auditors Remuneration Vehicle Expenses Share issue expenses Sundry Balances Written Off TOTAL
1,119,101 73,032 1,037,509 6,025,972 12,015,649 20,271,263
2,676,708
22,500 16,936 39,436
388,606 13,090 432,379 26,258 15,000 91,168 50,030 439,403 100,000 1,555,934 21,866,633
917 7,674 300 295,057 25,577 50,000 27,000 406,525 362,500 46,094 3,491,827
SCHEDULE INTERES PAI NTEREST AID SC H EDU LE - 14, I NTER EST PAI D
For the year ended December 31, 2009 Rs. 117,964 117,964
For the year ended December 31, 2008 Rs. 72,972 72,972
Interest TOTAL
184
LML
Investments (F) Investments Investments that are readily realizable and intended to be held for not more than a year are classified as current investments. All other investments are classified as longterm investments. Long-term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of investments. Current investments are stated at cost or fair value whichever is lower, determined on an individual investment basis. Cost is determined on a weighted average basis. Income taxes (G) Income taxes Tax expense comprises of Current, Deferred and Fringe benefit tax. Current income tax and Fringe benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act. Deferred income taxes reflects the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance Sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. In situations where the company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be realised against future taxable profits. ontingencies Pro (H) Contingencies / Provisions A provision is recognised when an enterprise has a present obligation as a result of past event; it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to its present value and are determined based on best estimate required to settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates. A contingent liability is disclosed, unless the possibility of an outflow of resources embodying the economic benefit is remote. share (I) Earnings per share Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. REPORT EPOR ( J) SEGMENT REPORTI NG The Company is operating only in one significant business segment i.e. Extraction and sale of lime stone; hence segment information as per Accounting Standard 17 is not required to be disclosed. The Company is catering mainly to the need of the domestic market; as such there is no reportable Geographical Segments. 2. ELAT PAR DISCLOSUR ARTY R ELATED PARTY DISCLOSUR E (A) Particulars of Related Parties, which control or are under common control with the Company: atur ture Rela elationship N ature of Relationship Holding Company
Rela elated Par arty Name of Related Party ACC Limited ACC Mineral Resources Ltd (Formerly The Cement Marketing Company of India Ltd) Ambuja Cements Limited Alcon Cement Company Private Limited National Limestone Co. Pvt. Ltd. Holderind Investments Limited Holcim India (P) Limited Holcim Service (Asia) Limited Holcim (Bangladesh) Limited Holcim Foundation Holcim (Lanka) Limited PT Holcim Indonesia Tbk Siam City Concrete Co. Limited Siam City Cement Public Company Limited National Cement Factory Holcim Group Support Limited Holcim Limited Holcim Singapore Limited Holcim Trading FZCO Holcim Services (South Asia) Limited ACC Concrete Limited
Bulk Cement Corporation (India) Ltd. Fellow Subsidiary Company
Fellow Subsidiary Company Promoter Group Company Associate Company of Holding Company from April 01, 2008 Fellow Subsidiary Company w.e.f. April 20, 2009 Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Entity Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Promoter Group Company Fellow Subsidiary Company For the For the Year ended Year ended December December 31, 2009 31, 2008 Rs. Lac Rs. Lac 184.88 458.38 9.26 23.85
Ambuja Cement India Private Limited Promoter Group Company
B (i) (ii)
ansaction Compan ompany Transaction with Holding Company Sales of Finished / Unfinished goods to ACC Limited(Net) Transportation Services to ACC Limited
(iiii) TDS / VAT / Service Tax / Royalty Paid on behalf of Lucky Minmat Limited by ACC Limited (iv) (v) (vi) Outstanding Credit balance to ACC Limited Security Deposit with ACC Limited Amount received against share capital issued, from ACC Limited
31.70 77.60 1.00 Nil
23.84 7.07 1.00 309.9
185
LML
ARN SHARE-[EP E-[EPS] 3. EARN I NGS PER SHARE-[EPS]
Particulars For the year ended December 31, 2009 Rs. Lac Profit / (Loss) after taxation as per Profit & Loss Account in Rupees Lacs Weighted average number of Equity Shares Outstanding Basic earnings per share (weighted average) in Rupees (Face Value Rs 100 per share) (Basic and Diluted EPS are same) (15.65) 325000 (4.82) For the year ended December 31, 2008 Rs. Lac (22.23)
Lime Stone Metric. Tons Total
ADDITIONAL IN FORMA PURSUANT PRO 8. ADDITIONAL IN FORMATION PURSUANT TO TH E PROVISIONS ARA PAR II ART SCHEDULE PAR GRAPH OF PARAGRAPH 3 & 4 OF PART II OF SCH EDULE VI TO TH E MPAN ANI ACT CT, COMPANI ES ACT, 1956 (A) Sales by class of goods (Net)
Unit For Year ended December 31, 2009 Quantity 110,716 110,716 Rs. Lac 184.88 184.88 For Period ended December 31, 2008 Quantity 5,665 5,665 Rs. Lac 9.26 9.26
16793 (132.39)
articulars produc oduction (B) Particulars of Licensed, installed capacity and production of Limestone Current Year Licensed Capacity (MT per day) Installed Capacity* (MT per day) Actual Productions-During the Year 600 600 110,716 MT Previous Year 600 600 5,665 MT
General arrangemen angement 4. General description of leasing arrangement Assets: Leased Assets Mining Rights (a) Future lease rental payments are determined on the basis of Minimum Rent payments or Royalty per ton of extracted limestone whichever is higher, as per the agreement. (b) Lease payment recognized in the Profit & Loss Account Rs. 60.26 Lac based on actual production of 110,716 MT AXAT 5. TAXATION No provision for current tax is made in view of the losses for the year. Ultimately the Tax liability of the company would be determined on the basis of its results for the fiscal year ending March 31, 2010. In view of carried forward losses, the Company has deferred tax assets; however, as a matter of prudence and in view of the absence of virtual certainty of future taxable income, the same has not been recognized in the financial statements. 6. There are no Micro, Small and Medium Enterprises, as defined in the Micro, Small, Medium Enterprises Development Act, 2006 to whom the Company owes dues on account of principle amount together with interest and accordingly no additional disclosures have been made. The above information has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the auditors. yment statutor Auditors tutory 7. Payment to statutory Auditors Particulars For the Year ended December 31, 2009 100,000 125,000 225,000 For the Year ended December 31, 2008 50,000 50,000
*As certified by management and accepted by the Auditors 9. Provision for Site Restoration expenses has not been made in the accounts, pending removal of the overburden rejects. 10.Previous years figures are regrouped / restated wherever necessary to make them comparable with current years figures.
As per our report of even date For K. S. Aiyar & Co. Chartered Accountants For and on behalf of the Board of Lucky Minmat Limited, M. K. Mishra S. K. Das S. Das Gupta K. M. Gupta Chairman
Directors
Audit Fees For other services (Limited Review etc.) TOTAL
186

Balance Sheet Abstract and Companys General Business Profile Abstrac act Companys General ompany Profile I. Registration Details egistra Registration No. Balance Sheet Date I I. U 14219RJ1976PLC001697 3 1 1 2 2 0 0 9 Rights Issue N I L Private Placement N I L Mobilisation elopment Funds I I I. Position of Mobilisation and Development of Funds (Amount (Amount in Rs. Lac) Total Liabilities* 4 2 3 . 4 6 Sources Funds Sources of Funds Paid-up Capital 3 2 5 . 0 0 Secured Loans N I L Application of Funds Application Funds Net Fixed Assets 0 . 5 4 Net Current Assets 2 7 1 . 6 9 Accumulated Losses 6 0 . 9 1 IV. erf Compan (Amount ompany IV. Performance of Company (Amount in Rs. Lac) Turnover 1 8 4 . 8 8 Profit Loss efor ore Profit / (-) Loss Before Tax 1 5 . 4 3 Earning per share (in Rs.) For Share of Rs. 100.00 each ( 4 . 8 2 ) V. three Products/Services oducts/Ser Compan ompany Generic name of three Principal Products/Services of Company monetary terms) (as per monetary terms) Item Code No. (ITC Code) 2 5 2 1 0 0 9 0 Product Description E X T R A C T I O N T R A N S P O R T A T I O N S A L E *Including Share Holders Fund O F & L I M E S T O N E Total Expenditure 2 1 9 . 8 7 Profit Loss Profit / (-) Loss After Tax 1 5 . 6 5 Dividend Rate % N I L Investments 0 . 2 1 Misc. Expenditure N I L Total Assets 4 2 3 . 4 6 Reserves & Surplus 8 . 3 5 Unsecured Loans N I L N I L State Code 1 7
LML
year (Amount raised Capital raised during the year (Amount in Rs. Lac) Public Issue N I L Bonus Issue
187
N LC PL
DIRECTORS REPORT
MEMBER ERS TO TH E MEMBERS OF NAT LIMESTONE COMPAN PRIV ANY IVA LIMITED NATIONAL LIMESTON E COMPANY PRIVATE LIMITED 1
NAT LIMESTONE COMPAN PRIV ANY IVA LIMITED NATIONAL LIMESTONE COMPANY PRIVATE LIMITED
7. IN OWNERSH WNERSHI C HANGE I N OWNERSHI P ACC Limited has acquired 100% equity stake in the Company and accordingly the Company has become a wholly owned subsidiary of ACC Limited with effect from April 20, 2009. Consequent thereto there has been a change of Management. 8.
For the period For the Year ended from April 1, 2009 to March 31, 2009 December 31, 2009 Rs. Rs. Rs.
The Directors hereby present the Twenty Ninth Annual Report on the business and operations of the Company and the Audited Accounts for the nine months period ended December 31, 2009. FINANC NANCIAL RESU ESUL FINANCIAL RESU LTS
PARTICULARS
9.
ARTICULAR LARS CONSER ONSERV ENER ERG ECHNOLO PARTICULARS OF CONSERVATION OF ENERGY, TECH NOLO GY AND FOREIGN EX ABSORP OUT ABSORPTION AND FOREIGN EXC HANGE OUTGO There was no technology absorption and no foreign exchange earnings or outgo during the period under review. Hence the information as required under Section 217(1)(e) of the Companies Act 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988, is NIL. The Company has not entered into any technology transfer agreement.
Sale of Products, Services and Other Income Profit/(Loss) Before Tax Provision for Taxation - Current Tax - Deferred Tax - Fringe Benefits Tax Profit/ (Loss) after Taxation Balance brought forward from previous year Provision of earlier year written back Balance carried forward to Balance Sheet
116,427 (599,052)
1,783,990 (821,161)
(599,052)
(25,146) 14,000 (810,015) 816,607
10. PARTICULARS OF EMPLOYEES ARTICULAR LARS EMPLO The Company has not employed any individual whose remuneration falls within the purview of the limits prescribed under the provisions of Sec 217 (2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975. 11. DI R ECTORS DIR ECTOR ORS Mr. A Anjeneyan who was appointed as a Director of the Company with effect from December 30, 2008, resigned from the Board of Directors of the Company with effect from July 16, 2009. The Board has placed on record its appreciation of the valuable services rendered by Mr. A. Anjeneyan as a Director of the Company. The Board of Directors has appointed Mr. S. K. Das and Mr. B. D. Nariman as Additional Directors of the Company with effect from July 16, 2009 and January 27, 2010 respectively. As Additional Directors, Mr. Das and Mr. Nariman hold office till the date of the forthcoming Annual General Meeting. Accordingly their candidature for appointment is included at Items 4 & 5 of the Notice. In accordance with the provisions of the Companies Act, 1956, Mr. M. K. Mishra retires by rotation and is eligible for reappointment. 12. DIR ECTORS RESPONSIB I LITY STATEMENT DIRECTOR RESPONSIB ORS ESPONSI ST To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of Section 217 (2AA) of the Companies Act, 1956: i) that in the preparation of the Accounts for the period April 1, 2009 to December 31, 2009, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any,
6,358
(599,052)
12,950
3. .
IN AC OUNT NTI C HANGE I N ACCOUNTI NG YEAR The accounting year has been changed from April March to January December. Therefore the accounts for the year 2009 have been drawn for the nine months period April December 2009.
OPERA OPERATIONS The total despatches for the period, i.e. April 1, 2009 till December 31, 2009 were 538.12 MT. The Company has incurred a loss before tax of Rs. 5,99,052 for the period April 1, 2009 to December 31, 2009 as compared to a loss of Rs. 8,21,161 for the year ended March 31, 2009. The loss after tax for the period April 1, 2009 to December 31, 2009 is Rs. 5,99,052 as compared to a loss of Rs. 8,10,015 for the year ended March 31, 2009.
5.
DIVIDEN DEND DIVI DEN D Your Directors do not recommend any dividend for the financial year ended December 31, 2009.
6.
IN REGIS ERED OFFICE EGIST C HANGE IN TH E REGISTERED OFFICE During the year, the Company changed its Registered Office from Bajaj Sadan, Shahpura, Dist. Jaipur, Rajasthan, to G-9/C Kabir Marg, Bani Park, Jaipur 302 016.
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ii) that such accounting policies as mentioned in the Note 1 of the Notes to the Accounts have been selected and applied consistently and judgements and estimates that are reasonable and prudent made so as to give a true and fair view of the state of the affairs of the Company as at December 31, 2009, and of the Profit of the Company for the period ended on that date, 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, that the accounts for the period ended December 31, 2009, have been prepared on a going concern basis. For and on behalf of the Board, B. D. Nariman Chairman January 27, 2010 Registered Office: G-9/C Kabir Marg, Bani Park, Jaipur 302 016 certificate of their eligibility for their re-appointment. The Members are requested to re-appoint them as Auditors of the Company for the year 2010 on a remuneration to be decided by the Board of Directors. 15. AC KNOWLEDGEMENT KNOWLEDGEMENT Your Directors take this opportunity to express their appreciation of the excellent co-operation received from the Government and Companys Bankers. Your Directors also acknowledge the unstinting assistance and support received from ACC Limited, its holding Company and all the employees for their valuable contribution during the year.
iii)
iv)
13. AU DIT COMMITTEE COMMITTEE The paid up Share Capital of the Company is less than Rupees Five Crore and hence the Company is not required to constitute an Audit Committee under the provisions of Section 292A of the Companies Act, 1956. 14. AU DITORS DITOR ORS . M/s. K S Aiyar & Co., Mumbai, the existing Auditors have under Section 224 (1B) of the Companies Act, 1956, furnished the
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MEMBER ERS NAT LIMESTONE COMPAN PRIV ANY IVA TO TH E MEMBERS OF NATIONAL LIMESTONE COMPANY PRIVATE LTD. 1. We have audited the attached Balance Sheet of NATIONAL LIME STONE COMPANY PRIVATE LIMITED, as at December 31, 2009, and also the Profit and Loss Account and the Cash Flow Statement for the period ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in India. Those 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 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 (Auditors Report) Order, 2003 (as amended) (the Order) issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the Annexure referred to in paragraph 3 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; 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 the books; the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; in our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956; on the basis of the written representations received from the directors, as on December 31, 2009, and taken on record by the Board of Directors, we report that none of the directors of the Company are disqualified as on December 31, 2009 from being appointed as a director, in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956; in our opinion and to the best of our information and according to the explanations given to us, the said accounts 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: (iii) (ii) i) ii) iii)
AUDITORS REPORT
in the case of the Balance Sheet, of the state of affairs of the Company as at December 31, 2009; in the case of the Profit and Loss Account, of the loss of the Company for the year ended on that date; and in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. For K. S. AIYAR & CO. Chartered Accountants Place: Mumbai Date: January 27, 2010 AUDITOR REPORT ORS EPOR ANN ANN EXU R E TO TH E AU DITORS REPORT (Referred to in paragraph 3 of our Report of even date on the Accounts for the year ended December 31, 2009 of NATIONAL LIMESTONE COMPANY PRIVATE LIMITED) (i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets. (b) The fixed assets are physically verified by the management during the year and in our opinion the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such physical verification. (c) No fixed assets are disposed off during the year. Raghuvir M. Aiyar Partner Membership No.: 38128
2.
3.
4.
b)
(a) The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable. (b) 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) In our opinion and according to the information and explanations given to us, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material and have been properly dealt with in the books of account.
c)
d)
e)
(a) As informed, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (b), (c) and (d) are not applicable. (b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, sub-clause (f) and (g) are not applicable.
f)
(iv)
In our opinion and according to the information and explanations given to us, there is an adequate internal control
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system commensurate with the size of the Company and the nature of its business for the purchases of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system in respect of these areas. (v) (a) Based upon the audit procedures performed and according to the information and explanations given to us, there are no contracts or arrangements that need to be entered into the register maintained in pursuance of Section 301 of the Companies Act, 1956. Accordingly, subclause (b) is not applicable. The Company has not accepted any deposits from the public to which the provisions of section 58A, 58AA, or any other relevant provisions of the Companies Act, 1956 and the Companies (Acceptance of Deposit) Rules 1975 apply. The Company neither has a paid-up capital and reserves exceeding Rs. 50 lacs, as at the commencement of financial period, nor does it have as average annual turnover exceeding Rs. 5 crores, for the period of three consecutive financial years immediately preceding the financial year and therefore, the directions in respect of internal audit are not applicable to the Company. year covered by our audit and in the immediately preceding financial year. (xi) According to the information and explanations given to us, the Company has not taken any money from financial institution, bank or debenture holders and hence clause 4(xi) is not applicable. Based on our examination of the records and 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.
(xii)
(vi)
(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4 (xiii) of the Order are not applicable to the Company. (xiv) 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 Order are not applicable to the Company. (xv) According to the information and explanations given to us, the Company has not given guarantee for loans taken by others from bank or financial institutions.
(vii)
(xvi) The company has not raised any term loans during the year. (xvii) According to the information and explanations given to us and on an overall examination of the Balance Sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment. (xviii) The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956. (xix) According to the information and explanations given to us, no debentures were issued during the year. (xx) The Company has not raised any money by way of public issue during the year. Therefore, the provision of clause (xx) of the order is not applicable to the Company.
(viii) The Central Government has not prescribed the maintenance of cost records under section 209 (1) (d) of the Companies Act, 1956. (ix) (a) According to the records of the Company, Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Custom duty, Excise duty, cess and other material statutory dues applicable to it have been generally regularly deposited during the year with the appropriate authorities.According to the information and explanations given to us, there are no undisputed dues in respect of provident fund, investor education and protection fund, employees state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and other statutory dues which were outstanding, at the year end for a period of more than six months from the date they became payable. (b) According to the records of the Company, there are no dues of Income tax, Sales tax, Wealth tax, Service tax, Custom duty, Excise duty and Cess which have not been deposited on account of any dispute. (x) The Company has accumulated losses at the end of the financial year and has incurred cash losses during the financial
(xxi) According to the information and explanations furnished by the management, which have been relied upon by us, there were no frauds on or by the Company noticed or reported during the course of our audit. For K. S. AIYAR & CO. Chartered Accountants Place: Mumbai Date: January 27, 2010 Raghuvir M. Aiyar Partner Membership No.: 38128
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As at December 31, 2009 Schedules SOUR FU SOUR C ES OF FU N DS : Shareholders Funds Shareholders Funds : Share Capital Reserves and Surplus 1 2 865,000 422,125 1,287,125 Deferred Tax Liabilities (net) Deferr erred FU TOTAL FU N DS FU APPLICA APPLICATION OF FU N DS : ixed Fixed Assets : Gross Block Less: Accumulated Depreciation Net Block 3 1,342,179 636,113 706,066 706,066 Current Assets, Loans and Advances : Curren Assets, Loans ent Advances Inventory Sundry Debtors Cash and Bank Balances Other Current Assets Loans and Advances 4 5 6 7 8 5,206 578,111 319,128 604,387 1,506,832 Less : Current Liabilities and Provisions : Curren ent Pro Current Liabilities Provisions 9 10 1,516,884 1,516,884 Net Current Assets Curren ent Profit & Loss Account Profit Loss Accoun ount ASSET (NET SSETS ET) TOTAL ASSETS (N ET ) Accoun ounts Notes to Accounts 13 (10,052) 599,052 1,295,065 209,886 14,000 223,886 568,358 1,102,997 Basic & Diluted Earnings per Share Accoun ounts Notes to Accounts 13 Rupees (69.25) (93.64) Provision of earlier years written back Transfer from General Reserve Balance carried to Balance Sheet (599,052) 6,358 12,950 5,206 18,257 480,911 143,451 144,419 792,244 Profit (Loss after axa oss) Profit / (Loss) after Taxation Balance brought forward from Previous period Deferred Tax (Income) Fringe Benefit Tax (599,052) (25,146) 14,000 (11,146) (810,015) 816,607 1,342,179 807,540 534,639 Profit (Loss befor axa oss) ore Profit / (Loss) before Taxation Pro for axa Provision for Taxation Depreciation and Amortisation . Interest 20,640 721,396 (599,052) 11,084 2,841,842 (821,161) 7,940 1,295,065 865,000 230,057 1,095,057 7,940 1,102,997 Other Income (Interest) 11 5,918 122,344 XPENDIT DITU EXPEN DITU R E : Manufacturing and Other Expenses 12 700,756 2,830,758 236,691 2,020,681 NCO I NCOME : Sale of Products and Services (Gross) Less - Excise Duty Sale of Products and Services (Net) 116,427 116,427 1,783,990 1,783,990 Rs. Rs. As at March 31, 2009 Rs. Schedules
For the period from 1st April to December 31, 2009 Rs. Rs. For the year ended March 31, 2009 Rs.
The schedules referred to above and notes to accounts form an integral part of the Balance Sheet As per our report of even date For and on behalf of the Board of National Lime Stone Co. Private Limited, M. K. Mishra S. Das Gupta S. K. Das K. M. Gupta Chairman
The schedules referred to above and Notes to accounts form an integral part of the Profit and Loss Account As per our report of even date For and on behalf of the Board of National Lime Stone Co. Private Limited, M. K. Mishra S. Das Gupta S. K. Das K. M. Gupta Chairman
For K. S. AIYAR & CO. Chartered Accountants
Director RAGHUVIR M. AIYAR Partner Membership No. 38128
Director
RAGHUVIR M. AIYAR Partner Membership No. 38128 Mumbai, January 27, 2010 Mumbai, January 27, 2010
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For the period from April 1, 2009 to December 31, 2009 Rs. Lac from opera activities A . C ash flow from opera ting activities 1. Net Profit/(Loss) before taxation Adjustments for: Depreciation Operating profit before working capital changes 2. 3. 4. 5. 6. Trade Receivables Inventories Other Receivables Trade Payables Cash generated from operations Direct Taxes refund / (paid) from opera activities Net cash from opera ting activities B 7. 8. from inv activities cash flow from inv esting activities Interest received Sale of Fixed Assets from inv activities Net cash from inv esting activities Net increase / (decrease) in cash & cash equivalents Cash & cash equivalents : Opening Balance Closing Balance

SCH EDULE SHARE CAPIT APITAL SCH EDULE - 1, SHARE CAPITAL
As at December 31, 2009 Rs. A U T H O RISED RISED 50,000 Equity Shares of Rs. 100 each (Previous Year -50,000 Equity Shares of Rs 100 each) As at March 31, 2009 Rs.
For the period from April 1, 2008 to March 31, 31, 2009 Rs. Lac
(599,052) 20,640 (578,412) 18,257 (644,165) 1,306,999 102,679 439 103,118
(821,161) 11,084 (810,077) 513,332 15,953 246,412 (118,872) (153,252) (153,252)
5,000,000
5,000,000
ISSUED ISSUED 8650 Equity Shares of Rs. 100 each (Previous Year -8650 Equity Shares of Rs 100 each) UBSC BSCR S UBSCR I B ED 8650 Equity Shares of Rs. 100 each (Previous Year -8650 Equity Shares of Rs 100 each) (All the Shares held by ACC Limited the Holding Company and its nominees) TOTAL
865,000
865,000
865,000
865,000
(5,918) (5,918) 97,200
(7,800) 103,174 95,374 (57,878)
865,000
865,000
SCH EDULE 2, RESER ESERVES AND SUR PLUS SCH EDULE - 2, RESERVES AND SUR PLUS
480,911 578,111 538,789 480,911 Rs.
For and on behalf of the Board of National Lime Stone Co. Private Limited, M. K. Mishra S. Das Gupta S. K. Das K. M. Gupta Chairman
As at March 31, 2009 Rs. 217,107 -
Director
General Reserve Add: Adjustment of Depreciation pertaining to earlier year on account of change in method of Depreciation Profit& Loss Account TOTAL
230,057 192,068
422,125 422125
217,107 12,950 230057
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SCHEDULE ASSET SSETS SCH EDULE - 3, FIXED ASSETS ASSET SSETS FIXED ASSETS
SCHEDULES FORMING PAR ART BALANC SHEET ALANCE SCH EDULES FORMING PART OF TH E BALANCE SHEET
(Rs.) GROSS BL AT COS OST GROSS BLOC K AT COST

As at 01-04-2009 Additions/ Adjustments Deductions/ Adjustments As at 31-12-2009
DEPRECIAT ECIA AMORTISA TOTAL DEPRECIATION / AMORTISATION

AdjustOpg as on For the ment due 01-04-2009 period to method change 636,935 28,103 32,690 36,092 55,852 17,868 807,540 6,671,378 18024 432 531 1425 228 20640 142,830 15,450 23,121 2,581 (1309) 9,394 192,067 Upto 31-12-2009
BL N ET BLO C K
As at As at 31-12-2009 31-03-2009
Tangible Assets : Freehold Land Lease Hold Land Factory Building Tubewell Office Building Plant & Machinery Weight Machine Magzine / Explosive Warehouse Total Previous Year
380,154 47,977 719,591 35,283 43,459 40,000 57,161 18,554 1,342,179 7,361,888
380,154 47,977 719,591 35,283 43,459 40,000 57,161 18,554 1,342,179 1,342,179
As at March 31, 2009 Rs. 3,974 1,232 5,206
512,129 13,085 10,100 34,936 57,161 8,702 636,113 807,540
380,154 47,977 207,462 22,198 33,359 5,064 9,852 706,066 534,639

As at December 31,2009 Rs. 149,369 169,759 319,128
380,154 47,977 82,656 7,180 10,769 3,908 1,309 686 534,639 As at March 31, 2009 Rs. 143,451 143,451
- 6,019,709
As at December 31,2009 Rs.
11,084 5,874,922
SCHEDULE INVENTORY NVENTOR SCH EDULE - 4, INVENTORY
SCHEDULE OT CUR ASSET SSETS SCH EDULE - 7, OTH ER CUR R ENT ASSETS
Stock of Explosive Stock of limestone TOTAL
3,974 1,232 5,206
Accrued Interest Prepaid Expense TOTAL
SCHEDULE SUN DRY DEBTORS SCH EDULE -5, SUN DRY DEBTORS
As at December 31,2009 Rs. Rs.
As at March 31, 2009 Rs.
SCHEDULE LO AND SCH EDULE - 8, LOANS AND ADVANCES ADVANCES

Rs. (Unsecured, Considered Good, unless otherwise stated)
As at March 31,2009 Rs.
SUNDRY DEBTORS (UNSECURED ) Over Six Months Considered Good Considered Doubtful
18,257 18,257 -
Less:Provision made for Bad and Doubtful Debts
Sundry Advances and Deposits, etc. Advance to holding Company Advances Recoverable in cash or in Kind or for value to be received
50,000 532,580 582,580
50,000 58,173 108,173 36,246 144,419
18,257 18,257 Advance Payments Against Taxes TOTAL 21,807 604,387
TOTAL
SCHEDULE CA AND BAN ANK SCH EDULE - 6, CASH AND BANK ALANCES BALANC ES
As at March 31, 2009 Rs. 22 23,889 457,000 480,911
SCHEDULE CUR LIABI LITI SCH EDULE - 9, CUR R ENT LIABI LITI ES
As at March 31,2009 Rs. 209,886 209,886
Cash on Hand Balance With Scheduled Banks In Current Account In Fixed Deposits TOTAL
121,111 457,000 578,111
Payable to holding company Sundry Creditors Other Current Liabilities TOTAL
1,049,082 461,478 6,324 1,516,884
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SCHEDULES FORMING PART OF THE BALANCE SHEET SCHEDULES FORMING PART OF THE PROFIT AND LOSS ACCOUNT
As at March 31, 2009 Rs. 14,000 14,000 Bank Charges Professional Charges Legal Expenses Stationary Expense Misc. Expenses Auditors Remuneration Discount & Rebates on sale 570 12,573 32,809 106,000 151,952 1,914 43,227 8,288 230,375 8,397 353,526 34,578 Rs.
SCHEDULE PRO SCH EDU LE - 10, PROVISIONS
SCHEDULE MAN ANU CTU SCH EDULE - 12, MANU FACTU R I NG AND OT EXPENSES (Contd.) AND OTH ER EXPENSES (Contd.)
For the Period from 1st April to December 31, 2009 Rs. For the Year ended on March 31, 2009 Rs.
Provision for Fringe Benefit Tax TOTAL

SCHEDULE OT INC NCO SCH EDU LE - 11, OTH ER INCOME
For the Period from 1st April to December 31, 2009 Rs. Interest Income JCB Hire charges & Dumper Freight TOTAL 5,918 5,918 For the Year ended on March 31, 2009 Rs. 7,800 228,891 236,691
Provision for Doubtful Debts NCR (DECR IN ST INCREASE / (DECREASE) IN STOCKS Stocks Closing Stocks Finished Goods Work-in-Progress
1,232 1,232
1,232 1,232
Stocks Opening Stocks Finished Goods Work-in-Progress
1,232 1,232 -
6,232 6,232 5,000 2,830,758
SCH EDULE MAN ANU CTU SCH EDULE - 12, MANU FACTU R I NG AND OT EXPENSES AND OTH ER EXPENSES
For the Period from 1st April to December 31, 2009 Rs. ANU CTU EXPENSES MANU FACTU R I NG EXPENSES Stores and Spares parts Consumed Power and Fuel (Diesel & Electricity) Repairs to Other Items Royalties Loading, Transportation, Mines Expenses and Other Charges 25,432 1,068 467,103 55,201 548,804 MENTS AND PRO PAYMENTS TO AN D PROVISIONS EMPLO FOR EMPLOYEES Salaries, Wages, Dearness Allowance and Bonus Contributions / Provisions to and for Provident and Other Funds Workmen and Staff Welfare Expenses Rs. For the Year ended on March 31, 2009 Rs. 396,101 3,745 307,172 622,804 65,997 1,395,819 TOTAL
700,756
SCHEDULE NOT AC OUNT NTS SCH EDU LE 13, NOTES TO ACCOUNTS 1. NTI POLIC OLICI AND NOT FORMING SIGNI FICANT AC OUNT SIGNI FICANT ACCOU NTI NG POLICI ES AND NOTES FORMING NTS PERIOD ENDED DECEMB EMBER ART AC OUNT PART OF TH E ACCOUNTS FOR TH E PERIOD ENDED DECEMBER 31, 2009
610,480 392,715 38,640 1,041,835
prepar epara (A) Basis of preparation (i) The financial statements have been prepared to comply in all material aspects in respect with the Notified Accounting Standard by Companies Accounting Standards Rules, 2006 and the relevant provisions of the Companies Act, 1956.
ADMI IST MIN SELLING ADMI N ISTRATIVE, SELLI NG AND OT EXPENSES AN D OTH ER EXPENSES Rates and Taxes (Including Sale Tax Expense & Cess) Insurance Travelling Expenses
(ii) Financial statements are based on historical cost and are prepared on accrual basis, except where impairment is made and revaluation is carried out.
2,526 42,667 16,132
(iii) Accounting policies have been consistently applied by the Company.
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estimates (B) Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the results of operations during the reporting period end. Although these estimates are based upon managements best knowledge of current events and actions, actual results could differ from these estimates. rec ecognition (C) Revenue recognition Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. I. Sale of goods Revenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer. Domestic Sales are accounted on dispatch of products and are stated net of returns. Income from jobs and other services rendered is accounted for as per the terms of contract. I I. Inter terest Interest Revenue is recognized on a time proportion basis taking into account the amount outstanding and the rate applicable. (D) ixed (D) Fixed assets Fixed assets are stated at cost of acquisition or construction including attributable interest and financial costs till such assets are ready for its intended use, less accumulated depreciation, impairment losses and specific grants received, if any. Deprecia eciation (E) Depreciation Before takeover by ACC; depreciation was provided with Written down value method of Pro-rata basis in accordance with rates specified under Schedule XIV of the Companies Act, 1956. After take over the company has charged the depreciation on the straight line method at the rates prescribed in Schedule XIV of the Companies Act, 1956. Investments (F) Investments Investments that are readily realizable and intended to be held for not more than a year are classified as current investments. All other investments are classified as long-term investments. Long term investments are carried at cost. However, provision for diminution in value is made to recognize a decline other than temporary in the value of investments. Current investments are stated at cost or fair value whichever is lower, determined on an individual investment basis. Cost is determined on a weighted average basis. Income taxes (G) Income taxes Tax expense comprises of current, deferred and fringe benefit tax. Current income tax and fringe benefit tax is measured at the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act. Deferred income taxes reflects the impact of current year timing differences between taxable income and accounting income for the year and reversal of timing differences of earlier years. Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the balance sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. In situations where the company has unabsorbed depreciation or carry forward tax losses, all deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that they can be realised against future taxable profits. ontingencies Pro (H) Contingencies / Provisions A provision is recognised when an enterprise has a present obligation as a result of past event; it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to its present value and are determined based on best estimate required to settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates. A contingent liability is disclosed, unless the possibility of an outflow of resources embodying the economic benefit is remote. (I) share Earnings per share Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. ( J) eporting Segment Repor Segment Reporting The Company is operating only in one significant business segment i.e. Extraction and sale of lime stone; hence segment information as per Accounting Standard 17 is not required to be disclosed. The Company is catering mainly to the need of the domestic market; as such there is no reportable Geographical Segments. 2. ELAT PAR DISCLOSUR ARTY R ELATED PARTY DISCLOSUR E Particulars of Related Parties, which control or are under common control with the Company: (a) During the year the company has become the 100 % subsidiary company of ACC L td. Share holding of holding company is 100% (8650 shares of Rs 100 each). Before acquisition by ACC Ltd the detail of related Parties upto (20th April, 2009) is as below: Rela elated Par arty Name of Related Party Bajaj Granite & Marbles Punchsheel Marbles (P) Ltd atur ture Rela elationship N ature of Relationship Enterprise that is under common control. Enterprise that is under common control.
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Details of Related parties after acquisition by ACC Ltd, are as follows: Rela elated Par arty Name of Related Party ACC Limited Bulk Cement Corporation (India) Ltd. ACC Mineral Resources Ltd (Formerly The Cement Marketing Company of India Ltd) Ambuja Cement India Private Limited. Ambuja Cements Limited ACC Concrete Ltd Alcon Cement Company Private Limited Lucky Minmat Ltd Holderind Investments Limited Holcim India (P) Limited Holcim Service (Asia) Limited Holcim (Bangladesh) Limited Holcim Foundation Holcim (Lanka) Limited PT Holcim Indonesia Tbk Siam City Concrete Co Limited Siam City Cement Public Company Limited National Cement Factory Holcim Group Support Limited Holcim Limited Holcim Singapore Limited Holcim Trading FZCO Holcim Services (South Asia) Limited atur ture Rela elationship N ature of Relationship Holding Company Fellow Subsidiary Company Ke Management Personnel Name of Key Management Personnel Shri Rameshwar Prasad Bajaj Shri Srikrishan Agarwal Smt . Bhagwati Devi Agarwal Smt Neerja Devi Agarwal ansaction compan ompany (c) Transaction with Holding company Transaction with Related Party For the Period For the Year from 1st April 09 ended March to December 31, 2009 31, 2009 Rs. Rs. 116,427 Nil Natur ture Rela elationship Nature of Relationship Director Director Director Director nt Pe (b) K e y M a n a g e m e n t P e r s o n n e l p r i o r t o 2 0 t h A p r i l 2 0 0 9 are are as under
Fellow Subsidiary Company Promoter Group Company Promoter Group Company Fellow Subsidiary Company Associate Company of the Holding Company from April 01, 2008 Fellow Subsidiary Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Entity of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company Promoter Group Company of the Holding Company
(i)
Sale to ACC Ltd
(ii) Dead Rent / Land tax / F.B.T Paid on behalf of National limestone Pvt Limited By ACC Limited (iii) Transportation charge Recovery from ACC Ltd (iv) Outstanding balance (Net) to ACC Limited
1,258,518 188,353 999,082
Nil Nil Nil
ansaction Rela elated parties (d) Transaction with Related parties (Up to 20th April 2009) Transaction with Related Party For the Period from 1st April 09 to December 31, 2009 Rs. For the Year ended March 31, 2009 Rs. 117,423 71,302
(i)
Amount received from Bajaj Granite & Marbles
(ii) Amount received from Punchsheel Marbles (P) ltd EAR ARN SHARE-[EP E-[EPS] 3. EARN I NGS PER SHARE-[EPS]
Particulars
For the Period from 1st April 09 to December 31, 2009. Rs.
For the Year ended March 31, 2009 Rs.
Profit /(Loss) after taxation as per Profit & Loss Account in Rupees Weighted average number of Equity Shares Outstanding Basic earnings per share (weighted average) in Rupees (Face Value Rs 100 per share) (Basic & Diluted EPS is same)
(599,052) 8,650
(810,015) 8,650
(69.25)
(93.64)
197
N LC PL
4. General description arrangemen angement: General description of leasing arrangement: Leased Assets: Mining Rights Future lease rental payments are determined on the basis of Minimum Rent payments or Royalty per ton of extracted limestone whichever is higher, as per the agreement. Lease payment recognized in the Profit & Loss account Rs. 467103
Lime Stone MT MT MT
ADDITIONAL IN FORMA PURSUANT PRO 10. ADDITIONAL IN FORMATION PURSUANT TO TH E PROVISIONS PAR II ART SCHEDULE PAR GRAPH ARA OF PARAGRAPH 3 & 4 OF PART I I OF SCH EDULE VI TO TH E ACT CT, MPAN ANI COMPANI ES ACT, 1956
(A) Sales by class of goods (Net) Unit For the period from 1ST April 09 to December 31, 2009 Quantity 538 Rs 116,427 For the year ended March 31, 2009 Quantity 8,263 816 48 Rs 1,391,037 352,536 40,417
5.
AXAT TAXATION No provision for current tax is made in view of the losses for the year. Ultimately the Tax liability of the Company would be determined on the basis of its results for the fiscal year ending March 31, 2010. In view of carried forward losses, the Company has deferred tax assets; however, as a matter of prudence and in view of the absence of virtual certainty of future taxable income, the same has not been recognized in the financial statements.
Marble khanda Marble block
RT UL RS LICENSED ENSED, ST CA PA 11. PA R T I C U L A R S OF LIC ENSED, I N S TALLED C A PA C ITY & PRODUCT ODUCTION PRODUCTION . For the period from 1st April, 09 to 31 December 2009 Licensed Capacity Limestone (MT per day) Installed Capacity*Limestone (MT per day) Actual Productions-During the Year (Limestone) Actual Productions-During the Year (Marble Khanda) Actual Productions-During the Year (Marble block) 300 MT 300 MT 538 MT Nil Nil For the year ended March 31 , 2009
6.
CONTIGENT LIABI LITY NOT PROVIDED FOR ONTIGENT LIABI NOT PROVIDED Demand for land tax for the year 2007-08 and 2008-09 is Rs. 38.5 lac per year.
N.A. N.A 8200 MT 816 MT 48 MT
7.
Company has changed the Method of depreciation from Written down value method to straight line method and all assets are depreciated on the straight line method at the rates prescribed in Schedule XIV of the company Act 1956 on a Pro rata basis. The difference of Rs. 192,067/- (being excess depreciation charged in earlier years) arising on account of change in the method of depreciation has been adjusted to General reserves as existing at the beginning of the period.
*As certified by management and accepted by the Auditors 12. Provision for Site Restoration expenses has not been made in the accounts, pending removal of the overburden rejects. 13. The current accounting period of for nine months ended December 31, 2009 whereas previous accounting period was for twelve month ended March 31, 2009. Figures for the current period are therefore, not comparable with corresponding figures of the previous year. 14. Previous periods figures are regrouped / restated wherever necessary to make them comparable with current years figures. Signatures to Schedules 1 to 13
8.
There are no Micro, Small and Medium Enterprises, as defined in the Micro, Small, Medium Enterprises Development Act, 2006 to whom the Company owes dues on account of principle amount together with interest and accordingly no additional disclosures have been made. The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the auditors.
9.
yment statutor Auditors tutory Payment to statutory Auditors For the period ended from 1st April 2009 to December 31, 2009 50,000 56,000 106,000 For the Year ended March 31, 2009 5,000 3,397 8,397
Particulars
As per our report of even date For K. S. AIYAR & CO. Chartered Accountants
For & on behalf of the Board M. K. Mishra S. Das Gupta S. K. Das K. M. Gupta Chairman
Audit Fees For other services (Limited Review etc.) TOTAL
Director
198

Abstrac act Companys General ompany Profile Balance Sheet Abstract and Companys General Business Profile I. egistra Registration Details Registration No. Balance Sheet I I. U26944RJ1981PT U26944RJ1981PTC00227 3 1 1 2 2 0 0 9 Rights Issue State Code
N LC PL
1 7
raised year (Amount Capital raised during the year (Amount in Rs. Lac) Public Issue N i Bonus Issue N i l l
N i Private Placement N i
Mobilisation elopment Funds I I I. Position of Mobilisation and Development of Funds (Amount in Rs. Lac) Total Liabilities* 2 8 . 1 2 Sources of Funds Sources Funds Paid-up Capital 8 . 6 5 Secured Loans N i Application Funds Application of Funds Net Fixed Assets 7 . 0 6 Net Current Assets ( 0 . 1 ) Accumulated Losses 5 . 9 9 IV. erf Compan (Amount ompany IV. Performance of Company (Amount in Rs. Lac) Turnover 1 . 1 6 Profit Loss efor ore Profit / (-) Loss Before Tax 5 . 9 9 Earning per share (in Rs.) For Share of Rs. 100.00 each ( 6 9 . 2 5 ) V. Generic name of three P rincipal Products/Services of Company Products/Services oducts/Ser Compan ompany three monetary terms) (as per monetary terms) Item Code No. (ITC Code) 2 5 2 1 0 0 9 0 Product Description E X T R A C T I O N T R A N S P O R T A T I O N & S A L E O F L I M E S T O N E
* Including Share Holders Fund
Total Assets 2 8 . 1 2 Reserves & Surplus 4 . 2 2 Unsecured Loans l Investments N i Misc. Expenditure N i l l N i l
Total Expenditure 7 . 2 1 Profit Loss Profit / (-) Loss After Tax 5 . 9 9 Dividend Rate (%) N i l
199
N LC PL
NOTES
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200
An All India Footprint

6
Himachal Pradesh
7
Punjab
Uttaranchal Haryana
19
25 26
Rajasthan
11
Uttar Pradesh
15
Bihar
10 13
Gujarat
Jharkhand Madhya Pradesh Chhattisgarh

8 1 21 22 23 24 20 3 2
West Bengal
18
Maharashtra
Orissa
Regional Offices 18. Eastern Region (Kolkata) 19. Northern Region (New Delhi) 20. South & West Region (Pune)
27 16 17
21. Technical Support Services Thane (Maharashtra)
Andhra Pradesh Goa

9
Corporate Office 1.
14
Mumbai (Maharashtra)
Training Centres ACC Academy, Thane

ACC Cement Technology Institute, Jamul Sumant Moolgaokar Technical Institute, Kymore
Karnataka
Cement Plants 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. Bargarh (Orissa) Chaibasa (Jharkhand) Chanda (Maharashtra) Damodhar (West Bengal) Gagal I (HP) Gagal II (HP) Jamul (Chhattisgarh) Kudithini (Karnataka) Kymore (MP) Lakheri (Rajasthan) Madukkarai (TN) Sindri (Jharkhand) Thondebhavi (Karnataka) Tikaria (UP) Wadi I (Karnataka) Wadi II (Karnataka)
Sales Unit ACC Help Centres Subsidiary Companies 22. ACC Concrete Limited (Maharastra) RMX Plants 23. ACC Mineral Resources Limited (Maharashtra) 24. Bulk Cement Corporation (India) Limited (Maharashtra) 25. Lucky Minmat Limited (Rajasthan) 26. National Limestone Company Pvt. Ltd. (Rajasthan) 27. Encore Cements & Additives Pvt. Ltd. (Andhra Pradesh)
Tamil Nadu Kerala 12
N.B. This map is as of February 4, 2010. It is illustrative and not drawn to scale.

ACC - Annual Report 2009

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ACC - Annual Report 2009

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ACC pgs 6 Mar_10 1pm27:Layout 1

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The Peoples Brand

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Products - Assuring Q uality & Trust

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The Ultimate Resource

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Our Supply Chain

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ACC Help - to build with confidence

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Sales Volume & Growth %

Net Sales, Operating EBITDA & Operating EBITDA Margin

5000 4000 3000 2000

10.0 6.8 5.0 0.0

8.1 5.9 5.2 2.3 5.0 2.0 -1.0

Volume Million Tonnes

Op. EBITDA Margin

Profit Before Tax & Profit AfterTax

Capital Employed & Return on Capital Employed

PBT Rs. Crore

PAT Rs. Crore

Net Worth & Return on Net Worth

Net Worth (Rs. Crore)

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Net Cash Generated from Operations

Fixed Assets & Asset Turnover Ratio

2.1 1.9 2.0

1.5 1.0 0.5

Fixed Asset Rs Crore

Asset Turnover Ratio

Employees at year end & Turnover Per employee

Cement Production & Capacity Utilisation

20.0 Million Tonnes

Turnover per Employee

Rs. Crore Rs. Per Share

Dividend Payout Ratio %

Dividend Payout Ratio (%)

Asset Turnover Ratio

5000 Rs. Crore

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Cost and Profit as a Percentage of Sales

Interest & Finance Rs. 40 Crore

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Honours & Felicitations

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SHAREHOLDERS/INVESTORS GRIEVANCE COMMITTEE

Bulk Cement Corporation (India) Limited .......................163-173

DIRECTORS REPORT & MANAGEMENT DISCUSSION AND ANALYSIS

Standalone Rs Crore 2008 2009 2008

* includes sale to ACC Concrete Limited and trading sales

BUI LDING 8. Y E AR OF BU I LDI NG APAB LITI ABI CAPABI LITI ES

ANNEXURE A TO DIRECTORS REPORT (Para 31)

Mumbai: February 4, 2010

ANNEXURE B TO DIRECTORS REPORT (Para 32)

BTech, PGDM, DME B.A. MBA BCom,CA

Date of Commencement of Employment 3-Mar-1997 29-Sep-1972 8-Jun-2009 1-Aug-1986