16:31 May 24, 2013  

Jindal Steel & Power Ltd

HSL Code: JINSTE   |   BSE Code: 532286  |   NSE Symbol: JINDALSTEL  |   ISIN: INE749A01030
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JINDAL STEEL AND POWER LIMITED

ANNUAL REPORT 2011-2012

DIRECTOR`S REPORT

To
The Members,

Your Directors are pleased to present the 33rd Annual Report together  with 
the Statement of Accounts for the year ended on 31st March, 2012.

AUDITED FINANCIAL RESULTS

                                                             (Rs. in Crore)

Particulars                       Standalone             Consolidated
                            Financial   Financial    Financial    Financial 
                           year ended  year ended   year ended   year ended

                           31.03.2012  31.03.2011   31.03.2012   31.03.2011

Sales & other income        13,518.43    9,717.34    18,350.53    13,193.60

Profit before interest 
and depreciation             4,246.95    3,725.72     6,935.11     6,398.17

Profit before tax            2,843.01    2,753.36     5,188.60     4,988.02

Profit after tax             2,110.65    2,064.12     4,002.26     3,804.01

Appropriations:

Interim dividend                    -           -         4.82         4.29

Final dividend                 149.46      140.19       149.46       140.19

Corporate tax on dividend        3.15        3.75        25.03        23.44

General reserve                220.00      210.00       222.54       211.65

FURTHER ISSUE OF CAPITAL

During  the  period under report the Company has allotted  3,24,223  equity 
shares  of   Rs. 1/- each on 12th December, 2011  against  options  granted 
under the Company`s Employee Stock Option Scheme- 2005.

DIVIDEND

Your  Directors  recommend  a dividend of  Rs. 1.60  per  equity  share  of  
Rs.1/-  each i.e. 160% for the financial year 2011-12. The  total  dividend 
pay-out  for the year will amount to  Rs. 149.46 crore (excluding  dividend 
tax).

OPERATIONAL REVIEW

The  Company has, on a consolidated basis, achieved an aggregate income  of  
Rs.  18,350.53  crore  compared to previous year`s   Rs.  13,193.60  crore. 
Profit before tax has increased to  Rs. 5,188.60 crore in 2011-12 from  Rs. 
4,988.02 crore in 2010-11. Profit after tax has also grown to  Rs. 4,002.26 
crore  in  the year under report from  Rs. 3,804.01 crore in  the  previous 
year. The Reserves and Surplus have touched  Rs. 18,017.63 crore.

Sponge Iron

The  Company  produced 13,19,940 MT of Sponge Iron during  the  year  under 
report as against previous year`s production of 13,19,840 MT and achieved a 
capacity utilisation of 96.35%.

Steel

The production of steel products during the year under report, compared  to 
previous year is given below:

Sl. Product                            Production in MT
No.                            (2011-12)      (2010-11)

1. Finished steel products     19,44,434      15,85,327

2. Semi steel products         27,56,881      22,72,692

Pellet:

The  Company produced 37,36,915 MT of pellets during the year under  report 
as against 27,87,285 MT in the previous year.

Power

The  Company  generated 4,634 million Kwh of power during  the  year  under 
report as against last year`s 3,420 million Kwh of power.

Raipur Unit

Raipur  Unit produced 1,778 metric tons of castings and has done  machining 
of 9,060 metric tons during the year under report as

against  1,569  metric  tons  and 8,613 metric  tons  respectively  in  the 
previous year.

Mining

The  production of calibrated iron ore at captive mine at Tensa  in  Odisha 
was 5.06 lacs MT as against previous year`s production of 6.69 lacs MT. The 
Company has exported 2.45 lacs MT of iron ore fines as against 8.42 lacs MT 
in the previous year. Coal production at captive mine was 59.98 lacs MT  as 
against previous year`s production of 59.99 lacs MT.

PROJECTS COMPLETED

Following projects were completed during the year under report:

1. Power Plants

(i)  540  MW (4X135 MW) power plant at  Dongamahua,  Raigarh  Chhattisgarh: 
Under Phase-II, Unit I and II of 135 MW each power generation capacity were 
commissioned  in  January,  2012.  Both the  Units  have  stabilised  their 
operations.  With this, all the four Units of 135 MW each power  generation 
capacity  set up at Dongamahua, Raigarh, Chhattisgarh are  operational  and 
generating power.

(ii) 810 MW (6x135 MW) power plant at Angul, Odisha: The Company is setting 
up 810 MW (6x135 MW) captive power plant at Angul, Odisha for meeting power 
requirement  of its upcoming 6 MTPA integrated steel plant. Second Unit  of 
135  MW power generation capacity was commissioned in February, 2012.  With 
this, two units of 135 MW each are operational and generating power.  Third 
Unit of 135 MW power generation capacity is expected to be commissioned  in 
July, 2012.

2. Machinery Division, Raipur, Chhattisgarh

The  production  capacity  of Machinery Division of Raipur  Unit  has  been 
enhanced  from 5,100 metric tons per annum to 10,000 metric tons per  annum 
by  making  investment  in machine tools, expansion  of  covered  area  and 
material handling equipment. The Company has received IBR Certification  as 
manufacturer  of  headers of Boilers and foundry items.  This  Division  is 
envisaging  further expansion of its capacity by inclusion of more  covered 
area  and  material handling facility and has planned to install  Alfa  Set 
Sand  System  in foundry for further improvement in  product  quality.  The 
Pressure Vessel Division with a capacity of 2,500 metric tons per annum has 
started commercial operations.

PROJECTS UNDER IMPLEMENTATION 

1.  Steel Plant at Angul, Odisha

The  Company  is  setting up 6 MTPA steel plant at Angul in  the  state  of 
Odisha. The following facilities are, at present, under installation:

1.1) Coal Washery (2x 600 TPH)

1.2) Sponge Iron Plant based on Coal Gasification (1.8 MTPA)

1.3) Steel Melting Shop (1.64 MTPA)

1.4) Plate Mill (1.5 MTPA)

1.5) Captive Power Plant (6x135 MW)

Out of the above facilities under implementation, the construction of Plate 
Mill  has  been completed and is expected to be commissioned  in  financial 
year  2012-13. Apart from this, work on raw material handling  plant,  beam 
welding  plant, cross country pipeline, raw water reservoir,  in-take  pump 
house and a housing colony is at an advanced stage of implementation.

The following facilities are also being set up at Angul:

1.1) Coke Oven Plant (2.0 MTPA)

1.2) Sinter Plant (4.0 MTPA)

1.3) Pellet Plant (4.0 MTPA)

1.4) Blast Furnace (3.2 MTPA)

1.5) Sponge Iron Plant (2.0 MTPA)

1.6) Steel Melting Shop (4.36 MTPA)

1.7) Hot Strip Mill (4.5 MTPA)

Department  of Water Resources, Government of Odisha has  given  permission 
for  drawing  of 95.16 cusecs of water from river Bramhani for  the  plant. 
Ministry  of  Environment  &  Forests,  Government  of  India  has   issued 
environmental clearance and Odisha State Pollution Control Board has issued 
consent  to  establish  for  setting up of  said  steel  plant.  Technology 
suppliers for Sinter Plant (4.0 MTPA), Blast Furnace (3.2 MTPA) and  Sponge 
Iron  Plant  (2.0  MTPA)  have been finalised  and  discussions  are  under 
progress for finalising technology suppliers for remaining facilities.

2)  Steel Plant at Patratu, Jharkhand

The  Company  envisages  setting up of 6 MTPA  integrated  steel  plant  at 
Patratu in the state of Jharkhand and in its first phase, is implementing 3 
MTPA steel plant.

Agreement has been signed with Government of Jharkhand for supply of  66.54 
mcm of water from Damodar Basin for

the plant and an agreement with Jharkhand State Electricity Board is  under 
process  of  renewal  for  supply  of  20  cusecs  of  water.  Ministry  of 
Environment  &  Forests,  Government  of  India  has  issued  environmental 
clearance  and State Pollution Control Board, Jharkhand has issued  consent 
to  establish for setting up of said steel plant. The Company  has  already 
acquired 1,039 acres of land and process is on for acquiring balance  2,205 
acres of land.

3)  Steel plant, Raigarh, Chhattisgarh

The  existing steelmaking capacity at Raigarh Works is 3 MTPA.  Considering 
the  increasing  demand  for steel in coming years, the  Company  plans  to 
enhance  steelmaking  capacity at Raigarh Works to 11 MTPA and  is  in  the 
process  of  seeking  various  approvals.  The  Company  has  entered  into 
memoranda  of  understanding with the State Government of  Chhattisgarh  in 
terms  of which the State Government of Chhattisgarh will extend  necessary 
assistance  to  the Company in expeditiously obtaining  various  approvals, 
coal  and iron ore linkages, environmental clearances, acquisition of  land 
etc. for implementing the said expansion plan. Ministry of Environment  and 
Forests,  Government of India has issued Terms of Reference (TOR)  for  the 
proposed  expansion  in  terms of which the  Company  has  submitted  draft 
Environment  Impact  Assessment  and Environment  Management  Plan  to  the 
Chhattisgarh Environment Conservation Board, Raipur, Chhattisgarh.

In  order  to further improve and strengthen the  present  operations,  the 
following facilities are being added:-

3.1)  Additional mill for pulverised coal injection is being set  up  which 
will  help  in increasing the coal injection in Blast Furnace thereby 
reducing the consumption of coal as well as improving the productivity.

3.2) Third Turbo-blower is being installed which will act as standby to the 
existing two turbo blowers and ensure continuity of hot blast air to  Blast 
Furnace in case of shut down of any turbo.

3.3)  Slab  Caster upgradation is being done to increase the width  of  the 
slabs. This will help in rolling the increased width plates from the  Plate 
Mill.

3.4) Additional 6 Silos are being set up to blend different kinds of  coal. 
Low cost coal is blended with high grade coking coal to reduce the cost  of 
blended  coal and thus reduces the cost of coke. This will reduce the  cost 
of conversion of hot metal in Blast Furnace.

3.5) Second Ladle Refining Furnace is being installed in Steel Melting Shop 
- III which will increase steel-making capacity by increasing the  capacity 
of secondary steel making.

4. Pellet Plant at Barbil, Odisha

The Company is setting up one more 4.5 MTPA Iron Ore Pellet Plant with  wet 
grinding  process  at Barbil for which basic  engineering  and  proprietary 
equipment  have been ordered. Water approval, environmental  clearance  and 
consent  to  establish for setting up 10 MTPA Pellet plant at  Barbil  have 
already  been received. Detailed engineering agency has been finalised  and 
critical  packages  ordering is in progress. The pelletisation  will  be  a 
value added process of iron ore fines and better utilisation of powdery ore 
available in the mines.

5. Shadeed Sponge Iron Plant

As  a part of expansion, Shadeed Iron & Steel Co. LLC, Oman,  a  subsidiary 
company, is setting up a 2 MTPA Steel Melting Shop. M/s Danieli, Italy  has 
been finalised as the technology and core equipment supplier and M/s  Idom, 
Spain has been finalised as the Engineering Consultant.

SUBSIDIARY COMPANIES AND THEIR

BUSINESS

Jindal Power Limited (JPL), operating 1,000 MW (4 X 250 MW) power plant  in 
Raigarh (Chhattisgarh) has closed financial year 2011-12 with a total sales 
of   Rs.  3,040.35  crore and earned a profit after tax  of   Rs.  1,764.99 
crore.  JPL is expanding its power generation capacity by setting up  2,400 
MW (4 X 600 MW)

power plant adjacent to its existing works. JPL envisages setting up  hydro 
projects  in  the State of Arunachal Pradesh in Joint  Venture  with  Hydro 
Power  Development  Corporation of Arunachal Pradesh  Limited  and  thermal 
power projects in the states of Jharkhand and Odisha. Shadeed Iron &  Steel 
LLC,  Oman, operating 1.5 MTPA Hot Briquette Iron plant achieved  sales  of  
Rs. 2,794.30 crore in the financial year 2011-12 and earned a profit  after 
tax  of   Rs. 244.17 crore. Jindal Mining SA (Pty) Limited,  South  Africa, 
operating coal mines achieved a sales of  Rs. 451.02 crore in the financial 
year 2011-12 and earned a profit after tax of  Rs. 38.18 crore.

Africa  continent  and  Australia are rich in mineral  resources  and  your 
Company,  through  its  subsidiary companies,  is  expanding  its  business 
activities by acquiring, exploring and operating iron, coal, limestone  and 
base  metals.  The  operations  in  Kiepersol  Colliery  in  South   Africa 
stabilised  over  the  last year enabling a ramp up of  production  in  the 
coming  years. The Company also continues to pursue more  opportunities  in 
mining of coal, iron ore and manganese in this country. In Mozambique,  the 
coking  coal  project is in the final stages of development.  The  sale  is 
likely to start in financial year 2012-13.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

Pursuant  to  Section  205C of the Companies Act,  1956,  the  Company  has 
transferred  unpaid / unclaimed final dividend for financial  year  2003-04 
and  interim  dividend  for  financial  year  2004-05  amounting  to    Rs. 
20,03,753/-  (Rupees  twenty lacs three thousand seven  hundred  and  fifty 
three  only)  and   Rs.  16,77,124/- (Rupees  sixteen  lacs  seventy  seven 
thousand  one hundred twenty four only) respectively to Investor  Education 
and

Protection Fund of Government of India. The details including last date for 
claiming  of unclaimed / unpaid dividend amount is given at the end of  the 
Notice of the Annual General Meeting.

EMPLOYEES STOCK OPTION

Details  of  allotment of shares made pursuant to  Employees  Stock  Option 
Scheme-2005  to  the employees of the Company and  its  subsidiary,  Jindal 
Power Limited during the period under report is given below:

Sl. Series                      No. of Equity         Date of
No.                             Shares Allotted       Allotment

1 Series III (Part III)         3,24,223              12th December 2011

As required by clause 12 of SEBI (Employee Stock Option Scheme and Employee 
Stock Purchase Scheme) Guidelines, 1999 information with respect to  active 
Stock  Options as on 31st March, 2012 is given in a separate  statement  as 
Annexure-I forming part of this Report.

LISTING

The  equity  shares  continue to be listed on BSE  Limited  (BSE)  and  the 
National Stock Exchange of India Limited (NSE). Both these stock  exchanges 
have nation-wide terminals and therefore, shareholders / Investors are  not 
facing any difficulty in trading in the shares of the Company from any part 
of  the country. The Company has paid annual listing fee for the  financial 
year  2012-13  to BSE & NSE and annual custody fee to  National  Securities 
Depository Limited and Central Depository Services (India) Limited.  Shares 
issued  against stock options have been listed and trading  permission  has 
been granted by these stock exchanges.

FIXED DEPOSITS

The  Company  has  not received any fresh deposits during  the  year  under 
report. The aggregate amount outstanding in respect of fixed deposits as on 
31st March, 2012 was  Rs. 37.22 crore against 6,938 fixed deposit  holders. 
Amount  of deposits that have matured but were unclaimed as on 31st  March, 
2012  was  Rs. 1.11 crore representing 384 deposit holders. Since  then  39 
deposits totaling  Rs. 16.28 lacs have been paid.

DIRECTORS

IDBI Bank Limited has withdrawn nomination of Shri S. Ananthakrishnan  from 
the  Directorship from the close of business hours on 27th  February,  2012 
and  nominated Shri Inderpal Singh Kalra as Director w.e.f. 28th  February, 
2012. Smt. Savitri Jindal and Shri Naushad Akhter Ansari have resigned

from the Directorship of the Company w.e.f. 26th April, 2012 and 01st  May, 
2012  respectively.  Shri Haigreve Khaitan, Shri Hardip  Singh  Wirk,  Shri 
Rahul Mehra and Shri Sushil Maroo, Directors of the Company will retire  by 
rotation at the forthcoming Annual General Meeting and being eligible  have 
offered  themselves for re-appointment as Directors of the Company,  liable 
to retire by rotation, in the said meeting.

PARTICULARS  OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION  AND  FOREIGN 
EXCHANGE EARNINGS AND OUTGO

Information  pursuant to Section 217(1)(e) of the Companies Act, 1956  read 
with  Rule 2 of the Companies (Disclosure of Particulars in the  Report  of 
Board   of  Directors)  Rules,  1988  regarding  conservation  of   energy, 
technology  absorption and foreign exchange earnings and outgo is given  in 
Annexure-II forming part of this report.

PARTICULARS OF EMPLOYEES

In  terms of the provisions of Section 217(2A) of the Companies Act,  1956, 
read  with the Companies (Particulars of Employees) Rules, 1975 as  amended 
from time to time, the particulars of employees are set out in Annexure-III 
to this Report. However, as per provisions of Section 219(1)(b)(iv) of  the 
said  Act read with Clause 32 of the Listing Agreement, the  Annual  Report 
excluding the aforesaid information is being sent to all the members of the 
Company  and  others entitled thereto. Any member interested  in  obtaining 
such particulars may write to the Company.

CORPORATE GOVERNANCE

your  Company  has implemented the conditions of  Corporate  Governance  as 
contained in Clause 49 of listing agreement. Separate reports on  Corporate 
Governance  and  Management Discussion and Analysis  along  with  necessary 
certificates are given elsewhere in this Annual Report as Annexure IV & V.

BUSINESS RESPONSIBILITY REPORT

Ministry of Corporate Affairs (MCA), Government of India has, in July 2011, 
issued National Voluntary Guidelines on Social, Environmental and  Economic 
Responsibilities  of  Business (Guidelines). The Guidelines list  out  nine 
principles  and core elements on ethics, transparency  and  accountability, 
sustainability,  employee well being, responsiveness towards  stakeholders, 
promotion  of  human  rights, environment  protection,  influencing  public 
policy, inclusive growth and equitable development, value to customers  and 
consumers.

The Companies in India are adviced to follow these Guidelines for reporting 
their   initiatives   and   activities   relating   to   corporate   social 
responsibilities  (CSR).  The  Company`s vision, mission  and  core  values 
enshrine  these  principles  which  are integral to  the  business  of  the 
Company.  The  Company  engages  in  elaborate  CSR  initiatives,  conducts 
business  with transparency and accountability, looks after well being  and 
protection  of the employees with a human face, is responsive to the  needs 
of  all  its  stakeholders  and  takes care  of  quality  of  the  products 
manufactured  by  it,  gives priority to  preservation  and  protection  of 
environment and prevention of pollution and believes that business is  also 
a  medium to contribute to the social development.  Initiatives  undertaken 
during the year under report in respect of corporate social responsibility, 
environment protection, industrial relations and human resource  management 
etc.  are  mentioned in detail in the Management  Discussion  and  Analysis 
Report which forms a part of this report as Annexure V.

AUDITORS

M/s S.S.Kothari Mehta & Co. (Firm Registration Number -0000756N),  Auditors 
of  the  Company  hold office upto the conclusion  of  the  ensuing  Annual 
General  Meeting. The Company has received communication from them  to  the 
effect  that  their  appointment,  if made,  would  be  within  the  limits 
prescribed  under  Section  224(1B) of the Companies Act,  1956.  They  are 
proposed to be appointed as Auditors of the Company for the financial  year 
2012-13.

DIRECTORS` RESPONSIBILITY STATEMENT

Pursuant  to  the requirement under sub Section 2AA of Section 217  of  the 
Companies   Act,  1956,  with  respect  to  the  Directors   Responsibility 
Statement, it is hereby confirmed:-

i) that in preparation of the annual accounts for the financial year  ended 
on 31st March, 2012, the applicable accounting standards had been  followed 
along with proper explanations relating to material departures.

ii)  that the Directors had selected such accounting policies  and  applied 
them consistently and made judgments and estimates that are reasonable  and 
prudent  so as to give a true and fair view of the state of affairs of  the 
Company  at the end of the financial year and of the profit of the  Company 
for the year under report.

iii)  that  the  Directors had taken proper and  sufficient  care  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 by preventing and detecting fraud and other irregularities.

iv)  that  the Directors had prepared the accounts for the  financial  year 
ended on 31st March, 2012 on a `going concern basis`.

APPRECIATION

Your  Directors  wish to place on record their gratitude for  the  valuable 
guidance  and  support rendered by the Government of India,  various  State 
Government   departments,   Financial  Institutions,  Banks   and   various 
stakeholders, such as, shareholders, customers and suppliers, among others. 
The Directors also commend the continuing commitment and dedication of  the 
employees at all levels, which has been critical for the Company`s success. 
The Directors look forward to their continued support in future.

                                   For and on behalf of the Board

Place : New Delhi                  Naveen Jindal
Dated : 27th April, 2012           Chairman and Managing Director

ANNEXURES TO DIRECTORS` REPORT

ANNEXURE- I

Statement  as at 31st March, 2012, pursuant to Clause 12 of the  Securities 
and  Exchange  Board of India (Employee Stock Option  Scheme  and  Employee 
Stock Purchase Scheme) Guidelines, 1999.

Sl. Description                    Remarks 
No.

A. Options granted                 During the year 2011-12 no stock 
                                   options were granted to the employees
                                   and Wholetime Directors of the Company 
                                   and its subsidiaries.

B. Pricing formula                 As approved by shareholders in their 
                                   Annual General Meeting held on 25th
                                   July, 2005, price of shares arising on 
                                   exercise of Options is equivalent to 
                                   75% of the average of the daily closing 
                                   price of equity shares of the Company 
                                   during 30 trading days preceding the 
                                   date of grant of Options as quoted on 
                                   the BSE Limited, (BSE) or the National 
                                   Stock Exchange of India Limited (NSE) 
                                   wherever the trading volume of equity 
                                   shares in aggregate during the said 
                                   period is more.

C. Options vested                  2,40,564 (Part III, Series II) 
                                   7,40,625 (Part III, Series III)

D. Options exercised               5,64,787

E. Total number of Ordinary        2,40,564 equity shares of  Rs. 1/- each 
Shares arising as a result of      allotted on 14th April, 2011; 3,24,223 
exercise of Options                equity shares of  Rs.1/- each allotted 
                                   on 12th December, 2011 aggregating to
                                   5,64,787 equity shares of  Rs.1/- each.

F. Options lapsed                  On account of leaving of service, 
                                   due to resignation, retirement or 
                                   otherwise, by the employees of the 
                                   Company and its subsidiary, 4,16,402 
                                   stock options lapsed during the 
                                   financial year 2011-12.

G. Variation of terms of Options   NIL

H. Money realised by exercise      Rs. 2,89,19,035/- (Includes premium of  
   of Options                      Rs. 2,83,54,248/-)

I. Total number of Options in      Nil 
   force 

J. Details of Options granted to:

i) Senior managerial personnel     NA

ii) Any other employees who        NA 
received a grant in any one year 
of Options amounting to 5% or 
more of the Options granted 
during that year.

iii) Identified employees who      NA 
were granted Options 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.

K.  Diluted Earnings per Share     Rs. 22.58 
(EPS) pursuant to issue of 
Ordinary Shares on Exercise of 
Options calculated in accordance 
with Accounting Standard 
(AS) 20 `Earning Per Share.`

L. i)  Method of calculation of    The Company has calculated the 
employee compensation cost         employee compensation cost using the 
                                   intrinsic value method of accounting 
                                   to account for stock-based compensation 
                                   cost as per the intrinsic value 
                                   method for the financial year 2011-12.


ii) Difference between the         The employee compensation cost would
employee compensation cost so      have been increased by  Rs.0.86     
computed at (i) above and the      crore.                              
employee compensation cost 
that shall have been 
recognised if it had used the 
fair value of the Options.

iii)  The impact of this           The effect of adopting the fair value          
difference on Profits and on       method on the net income and earnings
EPS of the Company.                per share is presented below:        

 
                                                             (Rs. in crore)

                                   Net Income, as reported         2,110.65

                                   Add: Intrinsic Value 
                                   Compensation Cost                 (0.83)

                                   Less: Fair value Compensation 
                                   Cost (Black Scholes Model)          0.03 


                                   Adjusted Net Income             2,109.79

                                   Earning per share       Basic    Diluted 
                                                           (Rs.)      (Rs.)

                                   As reported             22.58      22.58

                                   As adjusted             22.57      22.57

M. Weighted average exercise       Options granted whose exercise price 
price and weighted average fair    is less than the market price of the 
value of Options granted for       stock (adjusted for stock split):    
Options whose exercise price 
either equals or exceeds or is      
less than the market price of      Weighted average Exercise Price    : NA 
the stock.
                                   Weighted average fair value        : NA

N. A description of the method     The fair value of each option estimated
and significant assumption used    using the Black Scholes Options Pricing
during the year to estimate the    Model after applying the following key 
fair value of Options              assumptions:                           

                                   i) Risk free interest rate           NA

                                   ii) Expected life                    NA

                                   iii) Expected volatility             NA

                                   iv) Expected dividend                NA

                                   v) The price of the underlying       NA 
                                   shares in market at the time of 
                                   options grant

For and on behalf of the Board

Naveen Jindal 
Chairman and Managing Director

Place : New Delhi
Dated : 27th April, 2012

ANNEXURE - II

Particulars required under the Companies (Disclosure of Particulars in  the 
Report of Board of Directors) Rules, 1988

A. CONSERVATION OF ENERGY

a) Energy conservation measures taken:

1.  Changing  of  motor connection from delta to star of FD  fans  of  WHRB 
boilers of 3x25 MW power plants.

2. Shifting of 23 kVA lighting load to the MLDB 1&2 (TG-3M - with  lighting 
energy  saver)  from  MLDB 1&2 (TG-3M - without saver)  in  3x25  MW  power 
plants.

3.  Operated one transformer out of the two identified transformers  having 
tie breakers to reduce losses in 3x25 MW power plants.

4. Replacement of higher size raw water pump to appropriate smaller size in 
2x55 MW power plant.

5.  Installation  of CFL lights (36 Watts, 80 nos.) in the  sheds  to  meet 
lighting  requirement during holidays and plant shutdown hours in place  of 
lighting all the highbay luminaries (400 Watts, 420 nos.).

6. Installation of new smaller size annealing furnace for heat treatment of 
small  lot sizes of material (Capacity 5mtr. X 3 mtr. x 2.8  mtr.--20T)  in 
place of running small lot sizes in big annealing furnace ( Capacity  7mtr. 
X 5 mtr. x 4.5 mtr.-40T).

7. Installation of lighting T/R in AHP of 2 x 25 MW power plant.

b)  Additional  investments and proposals, if any,  being  implemented  for 
reduction of consumption of energy:

1. Installation of Beblac light energy saver of 150 KVA to reduce  lighting 
voltage in 2x25 MW power plant.

2.  Installation  of lighting timers in lighting SLDB`s of  2x25  MW  power 
plant.

3.  Segregation  of coke products by coke route modification in  coke  oven 
plant.

4. Installation of soft starter in quenching pumps in coke oven plant.

5. Modification of wharf discharge mechanism in coke oven plant.

6.  Changing of raw water pump motor from existing 180 KW to 132 KW as  per 
the requirement in Blast furnace-2.

7.  Inclusion  of Variable Voltage and Variable Frequency  Drive  in  stock 
house vibrofeeders (16nos-12X1.67kw &4X2.67kw) to reduce energy consumption 
at Blast Furnace-1.

8.  Online Nucleonic Moisture Transmitter in Coke Bunkers for reduction  in 
coke consumption in stock house of Blast Furnace-1.

9.  Installation and commissioning of 15 KW solar photovoltaic power  plant 
at a cost of  Rs. 16.47 lacs for meeting requirement of 11 hrs. lighting on 
street between material gate to workshop (load 3.75 KW).

c)  Impact  of  the  measures  at (a)  and  (b)  for  reduction  of  energy 
consumption and consequent impact on the cost of production of goods:

1.  Electrical power saving of 27 KW/hr is achieved in total 8 nos.  of  FD 
fans.

2.  Electrical  power saving of 3.0 KW/hr is achieved due  to  shifting  of 
lighting load.

3.  Electrical power saving of 15.5 KW/hr is achieved due to  operation  of 
one transformer.

4.  Electrical power saving of 15 KW/hr is achieved due to installation  of 
lighting transformer.

5. Reduction of energy consumption for shed lighting is approx. 55,351 KWHs 
from October, 2011 to March, 2012.

6.  Reduction  of  fuel consumption approx. 34 Ltrs. / ton  of  metal  heat 
treated in smaller size annealing furnace in place of large size  annealing 
furnace.

7.  Energy  generation  through  Solar power for  street  lights  (Per  day 
consumption  41.25 KWHs approx.). Reduction in import of power  from  state 
electricity distribution company (approx. 15,056 KWHs per annum).

d) Total energy consumption and energy consumption per unit of production:

As per Form A given hereafter

FORM - A

Form for disclosure of particulars with respect to Conservation of Energy:

a. Power and fuel consumption

                                             Current Year    Previous Year

I. Electricity

(a) Purchased

Unit in (`000 Kwh)                            3,90,003.36      2,67,825.38

Total amount (Rs. in lacs)                      19,748.46        12,413.33

Rate/Unit (Rs.)                                      5.06             4.63

(b) Own generation

i) Through diesel generator

Units (`000 Kwh)                                 1,077.16        25,373.17

Units per ltr. of diesel Oil                         2.56             3.19

Cost / unit (Rs.)                                   16.88            13.20

ii) Through steam turbine / generator

Units (in `000 Kwh)                          30,44,235.39     25,14,277.12

Units per ltr. of fuel Oil / Gas                      NIL              NIL

Cost / unit (Rs.)                                      NA               NA

II. Coal 

(a) Non Coking Coal*

Quantity (MTs)                               69,46,609.03     55,04,543.91

Total cost (Rs. in lacs)                        93,283.04        54,841.36

Average rate / MT (Rs.)                          1,342.86           996.29

(b) Coking Coal** 

Quantity (MTs)                               10,70,586.70     11,33,058.00

Total cost (Rs. in lacs)                      1,36,104.26      1,10,635.00

Average rate / MT (Rs.)                         12,713.05         9,764.29

Previous Year

III. Coke 

Quantity (MTs)                                1,37,531.80      1,34,888.00

Total cost (Rs. in lacs)                        20,518.40        18,584.00

Average rate / MT (Rs.)                         14,919.02        13,778.00

IV. Furnace Oil

Quantity (K. ltrs)                            1,18,678.06      1,02,843.00

Total cost (Rs. in lacs)                        47,757.51        32,333.00

Average rate / Ltr (Rs.)                            40.24            31.44

V. Others internal generation

Quantity                                              NIL              NIL

Total cost (Rs. in lacs)                               NA               NA

Average rate / Kg. (Rs.)                               NA               NA

* Used in the manufacturing of Sponge Iron / Power Plant. 

** Used in Coke oven and ultimately consumed in Blast Furnace.

b.  Consumption per unit of production:

                                               Current Year  Previous Year

I. Electricity 

For Sponge Iron Mfg. (unit / ton)                     75.50         73.11

For Silico Magenese Mfg. (unit / ton)              3,966.15      4,564.90

For Slabs / Rounds / Beam /Blank Mfg. (unit/ton)     513.40        524.13

For Rails / Beams / Channels Mfg. (unit/ton)         145.99        173.03

For Plate / Coil Mfg. (unit / ton)                   121.16        116.00

For Wire Rod (unit / ton)                            229.02        314.54

For TMT Bar (unit / ton)                             393.05           NIL

For Medium Light Section (unit / ton)                173.24        354.01

For Cement (unit / ton)                               55.20         63.37

For Steel melting (Ingots & Casting) (unit/ton)    1,261.00      1,225.44

For Machine / Machinery parts Mfg. (unit / ton)      501.00        507.58

For Pellet (unit/ ton)                                61.35         60.44

II. Fuel Oils 

For Sponge Iron Mfg. (litre / ton)                      NIL           NIL

III. Coal 

For Sponge Iron Mfg. (mt. / ton)                       1.36          1.37

For Silico Magenese Mfg. (mt. / ton)                   0.69          0.39

For Power Plant (Kg / Kw)                              0.98          0.95

B. TECHNOLOGY ABSORPTION

Efforts made in technology absorption as per Form B given below:

FORM - B

(Form for disclosure of particulars with respect to absorption)

Research and Development (R&D):

A. Specific areas in which R&D carried out by the Company:

1.  Commissioning  of new section 350 mm Dia cast round for  seamless  line 
pipe application.

2. Development of Ultra Low Sulphur Steel round of 200 mm dia with  sulphur 
content 0.0015% max for line pipe application.

3.  Study on root cause and remedial measures for occurence of fish  cracks 
in plates in collaboration with IIT Kanpur.

4.  Development  of  boiler  quality grade (ASTM  A516Gr  70)  with  impact 
guarantee of 27 J at -46 degC up to 63mm plate thickness.

5. Study on the effect of tundish argon gas diffuser on steel cleanliness.

6. Development of ultra low sulphur steel (S<0.002%) for API plates.

7.  Study on root cause and remedial measures on formation of  Rolled  Burr 
Pits (RBP) in parallel flange beams.

8. Development of structural grade E410 in accordance with IS 2062: 2006 in 
section UB 457 X 152mm.

9. Development of sheet pile (Larson IV).

10. Development of medium light structurals (channels, angles and beams) in 
following  sections:  Channel:  125-200mm, Angle: 100-200mm,  Beam:  180  & 
200mm.

11. Trial development of lead steel (12L14) for wire rod application.

12. Installation of hearth monitoring system in Blast Furnace.

13.  Blending non coking coal with coking coal for coke production  without 
deteriorating the coke quality for Mini Blast Furnace.

14.  Establishing  the  standard deviation and variation  of  CSR  and  CRI 
results between Main and Pilot Coke Oven.

15. Development of API X70 grade in coils up to 12 mm thickness.

16. Reducing the carbon rate in production of Silico Manganese in SAF.

B. Benefits derived as a result of the above R&D:

1. New section developed to cater to the customer requirements in the field 
of seamless line pipe application.

2.  New grade developed to cater to the stringent quality  requirements  of 
the  customers  for critical line pipe application with extra  low  sulphur 
content.

3.  The  reduction  in defects will reduce the rework  cost.  The  dispatch 
schedule  will  not get hampered due to elimination of rework  activity  on 
plates.

4.  By  development  of this new grade the Company is now  able  to  supply 
special quality plates in a new market segment.

5. A detailed report was generated on trial conducted at slab caster of the 
Company and suggested to supplier for further modification in flow  pattern 
to improve the product quality.

6. The Company is in a position to supply plates in new market segment with 
stringent quality standards.

7.  Based on data analysis and observations, recommendations were given  to 
minimise RBP in structurals.

8. The Company is in a position to supply Beams in new market segment  with 
stringent quality standards.

9.  The  Company  is in a position to supply Sheet  Piles  for  new  market 
segment with stringent quality standards.

10.  The Company is in a position to supply Medium Light structural  grades 
for new market segment with stringent quality standards.

11. New grade (12L14) has been developed to cater to the business in a  new 
market  segment. "Free Cutting Steel - 12L14" has been developed  which  is 
widely used as Machining quality steel grade.

12.  The  hearth monitoring system was installed in Blast  Furnace-2  which 
helps in controlling the PCI injection rate and oxygen flow through tuyers. 
It  also  helps  in continuous monitoring of  the  inside  refractory  wall 
pattern in hearth.

13.  This  has led to considerable saving till now and will  also  generate 
future savings.

14.  Trials  confirm  that average CSR of coke from pilot coke  oven  is  4 
points  lesser than Main coke oven and similarly average CRI of  coke  from 
Pilot  coke oven is 4 points higher than Main coke oven. With the  help  of 
these results, trials can be conducted at pilot coke oven with the help  of 
which  the  values  would  be predicted at main coke  oven  with  a  higher 
precision.

15.  The  Company is in a position to supply plates in a  very  prestigious 
market segment with stringent quality standards.

16. Specific coal consumption (per ton) reduced.

C. Future Plan of Action:

1. Study on reduction of ovality in cast rounds.

2.  Analysis  of  MMR  of  individual and  blended  coking  coal  for  coal 
characterisation  and establishing the relationship to predict CSR and  CRI 
of coke.

3.  Study  the root cause of formation and remedial actions  for  accretion 
formation  in DRI kilns with collaboration of National Council  for  Cement 
and Building Materials, Ballabhgarh.

4.  Establishing  the correlation between CSR - CRI results of  Pilot  Coke 
Oven and Commercial non recovery Coke Oven.

5. Optimisation of maximum percentage use of non coking coal in blending of 
coking coal through pilot coke oven study to reduce the production cost.

6.  Commissioning  of slag detection system and study its effect  on  steel 
quality.

7. Study on the enhancement of the Roll campaign life.

8. Study on root cause analysis and remedial measures for centerline cracks 
in billets in low carbon grades.

9. Recycling and reuse of formed accretion in coal based DRI Kilns.

10. Study the Apex radius at MLSM.

D. Expenditure on R&D during 2011-12:

a. Capital                                   :  Rs. 2.51 crore
b. Recurring                                 :  Rs. 6.46 crore
c. Total                                     :  Rs. 8.98 crore

d. Total R&D expenditure as a percentage 
of total turnover                            : 0.07% (turnover 13,270.67 
                                               crore)

Technology Absorption, Adaptation and Innovation:

a)  Efforts  in brief, made towards technology absorption,  adaptation  and 
innovation and benefits derived as a result:

1.  Development of safe and standard mechanism for Tuyers Pulling in  Blast 
Furnace.

2. Eliminating unwanted stoppage due to Pinch Roll in Plate Mill.

3. Realisation of burnt lance pipe in Blast Furnace.

4. Coke Flow control device in Coke oven.

5.  Development of online replacement methodology of hearth  spray  cooling 
header in Blast Furnace.

6.  Minimising  deviation in product quality due to sagging of  Coal  Throw 
Pipe in DRI.

7.  Modification  in  flow  meter in transport air line  in  PCI  in  Blast 
Furnace.

8. Boost production (quality & quantity) via innovative wireless system for 
kiln temperature monitoring in DRI.

9. Process improvement for productivity & waste utilisation in DRI.

10.  Process improvement for productivity of CTL-1 by innovative idea  with 
in-house material utilisation in Plate Mill.

11. Innovative practices for longer sequence in Slab Caster in SMS.

12. Add new gauge led display board in FM area in Plate Mill.

b)  In  case  of  imported technology (imported during  the  last  5  years 
reckoned  from the beginning of the financial year)  following  information 
may be furnished.

1. Technology Imported:

2007-08: 

1) RH degasser

2008-09:

1)  100T Electric Arc Furnace, Ladle Furnace and FES from Sarrale, Spain

2009-10:

1) Medium Light Structural Mill supplied by M/S Danielle

2)  Slag  grinding unit for production of cement using fly  ash  and  blast 
furnace slag

2010-11:

1)  New straightening machine installed to straighten Beams  beyond  700mm. 
Technology and equipment supplied by SM S Meer

2011-12:

NIL

2. Year of import: as given above

3. Has technology been fully absorbed Rs. Yes

4.  If  not fully absorbed, areas where this has not taken  place,  reasons 
thereof and future plan of action: N/A

FOREIGN EXCHANGE EARNINGS AND OUTGO

a. Activities relating to Export:

I) INITIATIVES TAKEN TO INCREASE EXPORT:

Further to the initiatives taken in 2010-11 to improve upon the offering of 
the  Company`s  products in the export markets,  significant  progress  was 
achieved in various areas.

The  total  tonnage  of steel products exported in  the  year  2011-12  was 
2,69,000 MT against 2,00,000 MT last year registering a Year on Year growth 
of  34%.  Last  year  we could capture  significant  market  share  in  the 
neighbouring   countries  of  the  Indian  subcontinent  including   Nepal, 
Bangladesh and Sri Lanka. Against the general trend of lower  international 
prices  visa-vis the domestic market, prices in the neighbouring  countries 
usually  being  governed  by  the  domestic  market  sentiments  are   more 
remunerative.  Further,  the  lower freight  incidence  for  these  markets 
compared to those for EU and MENA regions make them more attractive markets 
for exports.

In the cast round market internationally, which forms a large percentage of 
total  exports, this year the Company exported higher quantities  of  value 
added alloy grades over the last year. Further while the Company  generated 
more  business  in the Seamless Pipe Industry, the Company  has  also  been 
successful in tapping into overseas forging industry. More efforts will  be 
made  in this direction so that the Company is perceived as a  producer  of 
value  added  steel and is able to carve out a niche in  the  international 
market.

Another  significant development has been restrengthening of the  Company`s 
presence in the MENA region for structural section product range. A renewed 
effort  has  been directed at promoting medium and  heavy  parallel  flange 
beams  and  columns  for which MENA region offers  a  natural  market.  The 
Company has been able to consistently register sales of structural sections 
last year in this region, clocking 15,000 MT sale during second half of the 
financial year 2011-12. The endeavour is to reach a level of  approximately 
5,000 MT per month of sales on a consistent basis in the coming year.

Regarding  the  development of rail business, while the  order  of  Iranian 
Railways  system continued to be serviced during the year, discussions  are 
underway for supply of rails to other countries including Ethiopia, Brazil, 
Saudi Arabia and Tunisia with many being in advance stages of sales  cycle. 
Experience  gathered  from supply of rails to Iranian Railways  System  and 
aforesaid  new  avenues  will enable the Company  to  obtain  international 
recognisation and certifications for development of rail business.

Last  but not the least, establishment of a separate port  recognition  and 
ship  chartering desk at the Company has enabled it to streamline  shipping 
operations  and commence a gradual shift of the business terms from FOB  to 
CNF,  which, going forward, will be important in attracting  greater  buyer 
interest from the international market.

II)  DEVELOPMENT OF NEW EXPORT MARKET FOR PRODUCTS AND SERVICES AND  EXPORT 
PLANS:

This  year the Company intends to have a special focus on the MENA  region. 
As  per  World Steel Association, steel use in MENA is forecast  to  resume 
growth  in 2012 at a rate of 7.9%. Other markets of special  interest  will 
include countries in Latin America and South East Asia region. The focus on 
MENA  region will be aided by setting up of a service center in  Dubai  and 
increasing  the  Company`s presence through new offices in  the  region  to 
strengthen the end customer base.

The Company`s upcoming state-of-the-art Plate Mill facility at Angul  which 
is  equipped with latest wide plate rolling, finishing and  heat  treatment 
facilities, will enable the Company to tap value added plate segment in the 
international   market.  Advance  production  capabilities  combined   with 
proximity  to a port location makes it ideal for the high end plate  export 
market.

b. Total Foreign Exchange used and earned

I) FOREIGN EXCHANGE USED    :  Rs. 256.83 crore
II) FOREIGN EXCHANGE EARNED :  Rs. 1,428.84 crore 

For and on behalf of the Board

Naveen Jindal 
Chairman and Managing Director

Place : New Delhi 
Dated : 27th April, 2012


MANAGEMENT DISCUSSION AND ANALYSIS


ECONOMIC REVIEW:

The  global  economic  environment, which was moving  ahead  steadily  took 
adverse turn in the middle of financial year 2011-12 due to the turmoil  in 
the  euro  zone  and  slow growth outlook on the  US  economy.  The  global 
economic  activities  have  slowed down and become  more  uneven.  European 
countries  are  facing  financial turmoil because they could  not  reach  a 
consensus  on restructuring their economies, debt and budgetary outlays  in 
the  face of public protests. Public unrest swelled in  some  oil-producing 
countries  resulting  in  uncertainties in oil  production/  price.  Rising 
international prices of crude oil have affected the global economies badly. 
Japan  was struck by the devastating earthquake and tsunami  affecting,  in 
particular, developing economies.

The  growth  prospects have become more uncertain due  to  global  economic 
slowdown.   The  renewed  stress  has  undermined  financial  markets   and 
institutions  in developed economies. Global trade and capital  flows  have 
declined,  resulting  in slow growth in emerging and  developing  economies 
too.  However, growth prospects in China, India, Brazil, Russia  and  South 
Korea  appear better and are expected to be stronger in view  of  projected 
economic  growth in these countries. The shift is clearly towards  emerging 
markets which are expected to spearhead the growth in the global economy.

The  Indian  economy is expected to grow by about 6.9%  in  financial  year 
2011-12,  after having registered a growth rate of 8.4% in each of the  two 
preceding  years. The agriculture and services sector performed  well,  but 
overall industrial growth has slowed down. Manufacturing growth during  the 
financial  year 2011-12 is expected to remain sluggish. Inflation  remained 
high for most of the period during the year, but came down substantially at 
the year end. Supply-side factors have triggered inflation particularly  in 
food items. The tightening of monetary policy by Reserve

Bank of India in order to control inflation has resulted in slowing down of 
investment  and growth, particularly in the industrial sector.  The  growth 
rate of investment in the Indian economy declined significantly during  the 
year under report. Interest rates have increased resulting in higher  costs 
of  borrowings impacting profitability and internal accruals.  Revenues  of 
the  Government  have remained less than anticipated and with  higher  than 
budgeted expenditure, there is a strong possibility of high fiscal deficit.

Despite difficult conditions in the global economy, exports continued to do 
better in financial year 2011-12 and are expected to grow at 14.3% in  real 
terms  over and above 22.7% growth achieved in financial year  2010-11,  as 
per  advance  estimates of Economic Survey. Imports are likely to  end  the 
year  with a real growth rate of 17.5% as against 15.6% in  financial  year 
2010-11.

OPPORTUNITIES AND THREATS

In  financial  year  2011-12,  the world  crude  steel  production  reached 
1,491.54  million  tons which includes 72.20 million tons  of  crude  steel 
produced in India. India is the fifth largest steel producer at the  global 
front  and is striving to become the second largest producer in the  coming 
years.  Europe  and the United States are showing  weakness  in  industrial 
production and as such their Gross Domestic Product is expected to grow  by 
less than 2.0% in 2012, as against an expected 9.0% and 6.5% growth in 2012 
for  China  and India, respectively. In China, however,  there  is  already 
significant  excess steelmaking capacity. Chinese crude steel  capacity  is 
expected  to be 840 million tons in 2012, which would be 22% in  excess  of 
the  expected consumption of 688 million tons during this period. In  terms 
of  consumption, world steel use grew by 6.5% in 2011 whereas in India,  it 
grew at a much lower rate of 4.3%. As for 2012, it is expected that  growth 
of 5.4% in world steel consumption will come mostly from emerging economies 
and 70% of world growth in steel over the coming years will come from these 
economies  with  China  and India making  significant  contribution.  Rapid 
infrastructure  growth  in  the emerging economies  will  make  them  large 
consumers of steel.

India  is  expected to perform better with consumption  estimated  to  grow 
faster  due  to increasing demand in oil and gas sector, huge  spending  on 
infrastructure sector coupled with growth in other sectors, like,  housing, 
consumer durables, automobile, transportation, industrial applications etc. 
Construction and Infrastructure sectors will, in particular, continue to be 
the largest

consumers  of  steel  in  India.  Moreover,  stainless  steel,  is  finding 
innovative  applications,  due  to its  corrosion  resistive  property,  in 
industrial as well as domestic field.

India  has  acquired a central position on the global steel  map  with  its 
large  steel  plants, acquisition of global  scale  capacities,  continuous 
modernisation  and upgradation of old plants, improving  energy  efficiency 
and  backward integration. Steel industry is playing a significant role  in 
the  country`s economic growth. The Government expects steel production  to 
rise to 100 million tons per annum by financial year 2019-20. Global  steel 
giants from across the world have shown interest in the industry due to its 
phenomenal performance.

During 2009-11, average prices of iron ore increased at a CAGR of 46.7% and 
that of coking coal grew by 30.2%. The impact of this rise in raw  material 
prices  (based on usage per unit of steel production) on a  steel  player`s 
profits  is phenomenal. Raw material is in short supply and suppliers  have 
seemingly  upper hand in fixing prices. Steelmaking has generally  taken  a 
form  of  raw material processing or beneficiation and not the  creator  of 
value.  In  response to these changes, the business  model  of  steelmaking 
needs  to change suitably so that rise in prices of supply-constrained  raw 
materials is passed directly to steel customers and demand fluctuations  of 
customers are met with more flexible production responses.

Availability of iron ore and coal at competitive prices will be a challenge 
for  steel  producers  in India. Recent  developments  in  connection  with 
allotment  of public resources and decisions by the Supreme Court may  lead 
to policy shift by the Government. Public outcry and mobilisation of public 
opinion  against allotment and utilisation of scarce public resources is  a 
cause  of concern. Acquisition of land for expansion and setting up of  new 
projects  is  becoming  time  consuming exercise and  cause  for  delay  in 
execution.  Power is also one of the main inputs for steel making  and  its 
supply  and pricing will decide the production and pricing of steel in  the 
country.

With the restrictions in Karnataka iron ore mining, steel industry in India 
is struggling to meet the production requirements. With severe shortage  of 
raw  material, many units are likely to face shut downs. The Supreme  Court 
of India is presently supervising all mining activities in the Bellary  and 
Tumkur  regions  in  the  southern state of  Karnataka  after  the  Central 
Empowerment  Committee  report  indicated that  mining  had  caused  severe 
environmental  damage  in the region. Karnataka produces  approximately  18 
million tons of iron ore annually. Steel manufacturers have

set  up plants in the iron ore-rich region of Bellary. Indian steel  makers 
are  now  investing in iron ore exploration overseas  with  their  domestic 
growth largely affected by regulatory issues. This is despite the fact that 
India is gifted with huge unexplored ore deposits.

Following  the recent directive from the office of the President of  India, 
Coal India Limited (CIL) is currently agreement-bound to supply coal to the 
power stations in the country. The state-owned CIL is the primary source of 
coal  for steelmakers, power producers and other industries to meet  supply 
requirements.  With  the  major  portion of  coal  supply  going  to  power 
producers,  main  sufferers of the fuel shortage will be  steel  mills  and 
cement  producers.  After this directive, it will be difficult for  CIL  to 
maintain  balance in distributing coal to steel mills, power producers  and 
the cement manufacturers.

OUTLOOK

Steel  Industry  in India seems to be positive  despite  continuing  global 
economic slowdown. This optimism stems from many factors. The Indian  steel 
industry is in some ways insulated from the events affecting steel industry 
on a global scale as it does not rely on exports to the developed  markets. 
Despite high interest rates and marginal slowdown in economic activity, the 
basic  economic fundamentals will ensure stable performance of the  economy 
in  coming  years.  The  expected domestic  consumption  of  steel  in  the 
infrastructure  and  consumer durables sector is likely to  see  an  upward 
trend.  A  massive  investment to the tune of about  Rs. 50  lac  crore  in 
infrastructure  sector  has been envisaged during the 12th Five  Year  Plan 
starting  this year. At the same time, there is a greater emphasis  on  the 
manufacturing sector which is likely to witness growth in the coming years. 
This highlights the potential of steel consumption growth as rough estimate 
of  incremental  demand for steel in the country will be  approximately  40 
million tons in infrastructure sector alone.

Emergence  of the rural market which is currently consuming a meagre 10  kg 
per  annum will contribute to overall consumption significantly  buoyed  by 
projects  like  Bharat Nirman, Pradhan Mantri Gram Sadak Yojana  and  Rajiv 
Gandhi Awaas Yojana. In 2011, India`s per capita steel consumption stood at 
57  kg  compared  to 1,157 kg in South Korea, 507 kg in Japan,  460  kg  in 
China, 284 kg in the US and World average of 216 kg.

Your  Company  has  built  strong  fundamentals  over  the  years  and   is 
appropriately positioned to benefit from the expected increasing demand  in 
the  country for steel. The steel production capacity is being enhanced  by 
setting   up  integrated  steel  plants  in  Angul  (Odisha)  and   Patratu 
(Jharkhand) and by increasing present steelmaking capacity of Raigarh  Unit 
(Chhattisgarh).  The Company is procuring state-of-the-art  technology  for 
these  projects.  Shadeed  Iron & Steel Co. LLC, a  subsidiary  company  is 
planning to set up steelmaking facility with an annual production  capacity 
of 2.0 million tons. The proposed enhancement in the production capacity of 
steel  making is in line with the increasing consumption of steel  and  the 
Company will be in a position to market its products. Marketing  department 
has  been  strengthened  appropriately which is  exploring  various  market 
segments in India and abroad.

In view of expected overcapacity, increasing domestic market volatility and 
margin pressures, the Company is changing its approach to suit the changing 
market conditions. The Company is evolving itself to be able to respond  to 
vagaries  of  emerging  markets  in a better manner.  It  includes  use  of 
improved  technologies,  cost  efficiencies, greater  partnering  with  key 
customers,  innovative  pricing  of products,  broadening  product  service 
offerings,  focusing on more profitable and value added steel segments  and 
prioritising  on markets. The Company is also taking steps to  improve  the 
supply  chain  efficiency  and special attention is  given  to  operational 
logistics.  Enhancing supply chain flexibility and its robustness will  not 
only help the Company to compete in a dynamic economic environment but will 
also  enable it to enhance its market position. In terms of adapting  to  a 
volatile  environment, the Company is also working towards  flexibility  in 
production  and will also adjust its capacity utilisation to  match  market 
conditions  or  adjust  product mix to suit the demand  prevailing  in  the 
market.

In  view of planned enhancement of steelmaking capacity and with a view  to 
ensure constant supply of iron ore and coal, the Company has been  pursuing 
with Central and State Governments for allotment of iron ore and coal mines 
and  also for raw material linkages. Vigorous efforts are also  being  made 
for  acquisition  of  iron  ore and coal  mines  in  Australia  and  Africa 
continent.  Power, which is in short supply in the country, is another  key 
input  for  steel making. However, captive power generation  is  adequately 
meeting   the  present  power  requirements  of  the  steel   manufacturing 
facilities of the Company.

Power sector growth in the country has persistently lagged behind and acute 
deficiency  in  power  supply has provided enormous  opportunities  to  the 
private  sector to enter this field of enterprise. Your Company is also  in 
the  business of power generation through its subsidiary  company,  namely, 
Jindal  Power Limited (JPL), which is operating 1,000 MW (4x250  MW)  power 
plant  at Tamnar (Chhattisgarh), the power generation capacity of which  is 
being enhanced by setting up another 2,400 MW (4x600 MW) power project. JPL 
is  also envisaging setting up of thermal and hydro power projects with  an 
estimated  aggregate power generation capacity of 12,700 MW. This  business 
activity  will  add strength and speed to the growth of  your  Company  and 
ensure rich returns to all the stakeholders.

FINANCIAL PERFORMANCE

The Company`s overall operational performance has been satisfactory. During 
the  financial  year 2011-12, it achieved sales and other  income  of   Rs. 
13,518.43 crore as against last year`s  Rs. 9,717.34 crore, registering  an 
impressive  growth  of about 39%. Profit before interest  and  depreciation 
increased  from  Rs. 3,725.72 crore to  Rs. 4,246.95 crore,  registering  a 
remarkable  growth  of  about 14%. Profit before tax  increased  from   Rs. 
2,752.94  crore to  Rs. 2,843.00 crore, registering a growth of  about  3%. 
Net profit increased by about 2% from  Rs. 2,064.12 crore to  Rs.  2,110.64 
crore.  Cash  profit increased from  Rs. 2,915.22 crore  to   Rs.  3,167.32 
crore  growing  by about 9%. Reserves and surplus stood at   Rs.  10,751.92 
crore. Net block of assets including capital work in progress stood at  Rs. 
22,042.98 crore.

INTERNAL CONTROLS AND SYSTEMS

Irrespective of size of the business, internal controls and systems  should 
be efficient, effective and ever evolving. The business of the Company  has 
grown  phenomenally,  production capacities are being enhanced  at  a  fair 
speed,  business  activities  are being  diversified  through  subsidiaries 
within  the country and abroad, speed of flow of business  information  has 
increased, demand for prompt decision making based on information and  data 
has  also  increased. Accordingly there is imperative need  to  revise  and 
update internal controls and systems regularly considering the quantity  of 
information,  reports,  records,  documents,  transaction  statements  etc. 
generated  continuously in the Company. Authentic information serves  as  a 
strong foundation for effective decision-making which has long

lasting  consequences  on  the  business growth. The  Company  has  set  up 
internal  control systems and procedures which are compatible with size  of 
its   business  operations  and  anticipated  enhancement   in   production 
capacities and are being updated regularly to be in line with the  business 
requirements.  Audit of operations, establishments, marketing  offices  and 
stockyards  is  conducted quarterly by outside chartered  accountant  firms 
appointed  by  Audit Committee to ensure that systems are  adhered  to  and 
controls  are not flouted. Their reports cover all aspects  of  operations, 
accounts,  purchases,  stores,  production  and  marketing.  Omissions  and 
deviations  are  properly recorded and discussed thoroughly  in  the  Audit 
Committee  meetings  and  remedial actions suggested  and  monitored.  Cost 
Auditors  are  separately appointed to audit cost  accounting  records  and 
their  report  is discussed in the Audit Committee  meetings  before  being 
approved  by the Board and submitted to the Central Government.  The  Audit 
Committee  monitors  effectiveness and operational efficiency  of  internal 
control systems periodically, provides valuable suggestions to improve  the 
business  processes, systems and internal controls and briefs the Board  of 
Directors  about  the  areas of concern. Annual internal  audit  plans  are 
prepared  by  internal auditors in consultation with  Audit  Committee  and 
audit  is  conducted in accordance with this plan.  A  separate  department 
headed by a senior officer looks after internal control systems and assists 
internal  auditors and the Audit Committee and provides desired  inputs  to 
them.

FINANCIAL MANAGEMENT

The  increasing  requirement  of  funds  is  consistent  with  the  growing 
business.  Two  main sources of funds are internal accruals  and  borrowing 
from  lenders. Internal accruals alone cannot fund the Company`s  expansion 
at  existing  works and setting up of new plants. The  Company  is  raising 
funds for working capital and project implementation from banks,  financial 
institutions  and other lenders, nationally and internationally, which  are 
providing multiple financial facilities. Various credit options offered  by 
lenders are thoroughly examined to find out their competitiveness and based 
on their terms and conditions, need based funds are borrowed. The financial 
facilities are appropriately serviced and secured as per terms of sanction. 
The Company`s senior management monitors the requirement and arrangement of 
funds, servicing of debts and management of internal accruals. The  Company 
has  arranged   Rs.  4,277.93  crore from banks and  FIs  to  meet  capital 
expenditure during the financial year 2011-12.

CORPORATE SOCIAL RESPONSIBILITY

The  Company  believes  that business enterprises impact  society  and  the 
environment  through  their operations, products and  services.  With  this 
background  the  Company has, since inception, made sustained  efforts  for 
upliftment  of  the underprivileged and backward people. As  a  responsible 
corporate  citizen, the Company is committed to community  development  and 
believes  that an effective growth policy must also take into  account  the 
fulfilment of basic needs of people around its plants. It deploys resources 
to  help improve infrastructure, education, health, water,  sanitation  and 
environment,  among others, in the areas of its operation.  CSR  activities 
undertaken  during the year under report at the Company`s plants and  mines 
are briefly given hereunder.

i) Community Health

General health in India is a cause of concern, more so for the rural  folk. 
Socio-economic  disadvantages  like  poverty,  illiteracy  and  traditional 
belief                apparently                make                 modern 
medicalfacilitiesinaccessibletomostvillagers.TheCompany is providing world-
class  health  facilities to the people of Raigarh at  the  100-bed  multi-
specialty O. P. Jindal Hospital & Research Centre. The facilities  include: 
medicine,  surgery, gynaecology, orthopeadics and pediatrics. The  hospital 
has four well-equipped operation theatres, a Cardiac ICU, a Burn ICU and  a 
Neo-Natal  ICU. Mobile Medical Units with qualified  medical  professionals 
regularly  visited  the villages around factories and  mines  and  provided 
essential  health  care  services  including on  the  spot  diagnostic  and 
curative  clinical  facilities and free medicines. Mega health  camps  were 
organised  to address health issues of the people and health checkups  were 
conducted.  Corrective surgery camp for Post Polio deformities followed  by 
Prosthesis were organised in association with Akhil Bhartiya Viklang Chetna 
Parishad  and Lions Club, Raigarh. Immunisation camps for cholera,  dengue, 
malaria,  chickenpox,  polio were held and voluntary blood  donation  camps 
were  conducted. Health awareness camps about health of women,  infant  and 
child  care, family planning, HIV, Malaria, T.B, leprosy, anaemia,  hygiene 
were  also  conducted.  Specific  referral cases  were  also  assisted  for 
availing  best  possible medical facilities and  financial  assistance  was 
provided  to the needy patients. Trauma Centre has started  functioning  at 
Punjipathra,  Raigarh  to handle emergency medical  cases.  Free  ambulance 
facilities  are  available  round  the clock  and  takes  patients  to  the 
hospitals for treatment.

ii) Education

Education can single handedly rid the country of a number of social  evils. 
Education   is  pivotal  to  all  round  development.  Access  to   quality 
educational services still remains elusive for rural and backward people of 
the  country  resulting in unemployment, poverty, health  hazards  etc.  To 
spread  education  and  help  transform  lives,  the  Company  has  set  up 
educational  and vocational training institutions under the banner of  O.P. 
Jindal  Institute  of Technology & Skills (OPJITS) at  Angul,  Patratu  and 
Godda. These institutions impart competence-based skill-oriented  technical 
and  vocational  training  in multiple trades, such  as,  electrical  work, 
welding,  carpentry,  plumbing, fitting, computer operations,  cutting  and 
tailoring,  motor  mechanic, masonry etc. O.P.  Jindal  Community  Colleges 
(OPJCC),  established  at  Angul and Barbil  (Odisha),  Godda  and  Patratu 
(Jharkhand),  and  Punjipathra  (Chhattisgarh),  are  providing   technical 
courses  duly recognised by NCVT and IGNOU. OPJCC emphasises  employability 
as   well  as  educational  and  economic  mobility.  Vocational   training 
programmes  prepare students for employment, entrepreneurship  and  further 
studies.  Programmes include plumbing, welding, masonry,  air  conditioning 
and  refrigeration, electronics, electrical wiring (industrial  and  home), 
manufacturing  and  metallurgy.  Nursing  and  paramedical  programmes  and 
hospitality courses are new additions. OPJCC also operates four  Industrial 
Training Institutes (ITIs) that have been adopted under the Public  Private 
Partnership  (PPP) Scheme of the Government of India. The ITIs are  located 
at Sarangarh, Kharsia, Gharghoda (in Chhattisgarh), and Barbil (in Odisha). 
The  Jindal  Institute of Technology (JIT), Raigarh is  affiliated  to  the 
Chhattisgarh   Swami  Vivekanada  Technical  University,  Bhilai   and   is 
recognised by AICTE. The Institute offers 4-year undergraduate  engineering 
programmes  in  mechanical, electrical, electronics, civil  and  metallurgy 
courses.  The  curriculum for the courses is diverse and  enriching,  which 
helps  students  to  deliver  in  new and  creative  ways.  It  has  opened 
opportunities for the students of Raigarh and surrounding villages to avail 
of  undergraduate technical qualification and multiplying their chances  of 
getting  better  remunerative employment. The Company is  operating  O.  P. 
Jindal  School, a 10+2 coeducational school with all modern  facilities  at 
Raigarh,  which has over the years created competitive learning  atmosphere 
amongst  students  and  developed  keen interest  in  them  to  get  higher 
education.

During  the year under report, the Company provided  scholarships,  rewards 
and  recognition  to  meritorious students,  created  learning  environment 
through  infrastructural  support such as providing of tables  and  chairs, 
electrification, science laboratory, school fee, uniform, books and  access 
to  technology  through computer labs, computers  and  printers,  conducted 
coaching  classes  for  weaker  students,  appointed  community   teachers, 
provided   grants  for  school  development,  conducted   adult   education 
programmesand opened adult education centres in Angul, Patratu and Raigarh, 
organised  quiz  competition among school students,  undertook  repair  and 
renovation  of  school / college buildings, opened pre-nursery  schools  in 
rehabilitation   colonies  and  creche  for  workers`  children,   provided 
transportation facility to students etc. which has increased attendance  of 
students in the schools.

iii) Community Infrastructure Development

One  of the most important measures of an improved quality of life  is  the 
reduction  of the rural-urban divide. Easy access to modern  amenities  and 
improved surroundings will help in reducing this divide. Company is  making 
efforts to create strong infrastructure that will meet the requirements  of 
rural  communities around works, projects, mines which will enable them  to 
live in clean and improved surroundings complete with the basic amenities.

The  Company  has installed/ repaired borewells,  submersible  pumps,  hand 
pumps  including PVC pipes for providing clean drinking water,  constructed 
boundary  walls  in schools, renovated classrooms,  deepened/  cleaned  and 
constructed  ponds and covered them with barbed wire  fencing,  constructed 
drains, chabutaras, vocational training centre buildings, community  halls, 
bus stops and places of worship for the community, provided electrification 
and  transformers in the villages, promoted community participation in  the 
form  of  `shramdaan`,  upgraded  civic  amenities,  provided  forward  and 
backward  linkages  for economic activities, constructed  roads,  community 
halls,  cultural  stages,  box culverts,  gym  halls,  veterinary  hospital 
buildings and toilets etc.

iv) Sustainable Livelihood

The Company interventions in this area focus on institution building at the 
grassroots  to  promote entrepreneurial capacities. This  is  done  through 
organising communities into Self Help Groups and training them on basics of 
micro-enterprise.  The  other  part relates to  imparting  a  multitude  of 
vocational  skills for better employability at individual level.  Aimed  to 
generate  additional  income,  such interventions also  serve  the  crucial 
purpose  of  developing community goodwill, which manifests in  the  rising 
numbers of men and women coming together to work for a common cause.

During  the year under report, the Company organised skill  upgradation  of 
youth and women and promoted income generation activities through  training 
in  apparel  making  and  designing,  stitching,  cutting  and   tailoring, 
embroidery,  readymade  garments,  uniform  making,  mushroom  cultivation, 
mixture making , potato chips / papad making, mobile phones/  refrigerator/ 
air-condition  repairing  and  gave financial  support  for  running  these 
business  activities.  The Company also provided  financial  assistance  in 
other  income  generation activities like jute product  making,  vegetable, 
poultry  units and herbal products, organic herbal body care products,  low 
cost sanitary napkin, phenyl making, agarbatti making, leaf-cup making  and 
paper  cup making, production of shoppers bags, bottle bags and  decorative 
items,  promoted  food preservation units like pickles,  sauces,  chutneys, 
snacks, assisted in fly-ash brick making by village women and initiation of 
vermi-composting  units  etc. In partnership with  the  district  fisheries 
department  in  Barbil, the Company is  promoting  scientific  pisciculture 
among the communities.

v) Sports, Art and Culture

Youth  form a significant part of country`s population and the  Company  is 
channelising   their  energy  and  directing  it  towards  development   of 
communities.  Company  has collaborated with various  village  level  youth 
clubs in organising various sports and cultural events throughout the  year 
to  identify and nurture exceptional talent and foster  stronger  community 
bonding.

During  the  year  under report, the Company  organised  cricket,  kabaddi, 
volleyball  tournaments, provided sports accessories like cricket kits  and 
uniforms,  volleyball  kits and uniforms and uniforms  for  kabaddis,  diet 
support  to  players,  organised summer camps  for  kids,  installed  multi 
gymnasium, provided new equipments, coaching facilities for nurturing young 
talent and assisted in formation of youth sports / cultural clubs, provided 
financial  assistance  for organising State level sports  competitions  and 
cultural  programmes, helped in increased participation in kala  sangam  to 
promote traditional art and culture, provided support to karma (folk  dance 
- cultural) group, provided musical instruments and support to street plays 
for awareness about AIDS, hygiene and sanitation.

vi) Rehabilitation and empowerment of physically challenged persons

The  Company  through O.P. Jindal Asha Vocational &  Rehabilitation  Centre 
(OPJAVRC),  commonly known as ASHA-The Hope, is empowering the  differently 
abled persons to augment their income and live a better life. The Centre is 
providing  the children with special needs, a platform to access  community 
based   rehabilitation  services  involving  early  diagnosis   and   early 
intervention apart from helping families to understand the special needs of 
such children.

During  the  year  under report, the  Company  has  provided  comprehensive 
institution based rehabilitation services like physiotherapy,  occupational 
therapy,  speech therapy, and special education, conducted community  based 
rehabilitation  camps,  provided  counselling  and  guidance  sessions  and 
distributed  calipers and mobility aids, facilitated in seeking  disability 
certificate  and  railway concession from concerned  authorities,  arranged 
participation in special sports programme conducted on world disability day 
on  03rd  December,  2011, provided training to  people  with  disabilities 
including  women  on  various  livelihood  skills  through  the  vocational 
training programme initiated this year.

vii) Livestock

India lives in her villages and livestock are part of the rural development 
in  as  much as it provides farmers a source of income.  Farmers  not  only 
produce food grains but also manage livestock and are heavily dependent  on 
it.  The Company is promoting livestock and working for the development  of 
livestock in the operating areas. Veterinary

Health  Camps  for  livestock were organised in  the  operating  areas  and 
doctors visit regularly in such camps to provide treatment to the  animals. 
Vaccination  drives  were  also organised to  prevent  poultry  birds  from 
Ranikhet disease and other ailments.

ENVIRONMENTAL PROTECTION

The  Company attempts to strike the right balance between  environment  and 
growth.  The  manufacturing  Units are operated in  accordance  with  sound 
environment management practices and utmost care is taken in forwarding the 
green  agenda. The Company`s Mission and Vision statement  amply  expresses 
its   approach  to  environment  sustainability.  The  guiding   principles 
prescribethatallbusinessdecisionsshouldbeguidedbysensitivity        towards 
environment,   need   for  sustainable  development  and   importance   for 
environmental  impact  and  social  welfare,  maximising  participation  of 
employees,  contractors,  customers, communities and for  that  matter  all 
stakeholders  in  preserving  the ecological  balance,  optimising  use  of 
natural   resources  and  striving  for  continuous   improvement   through 
monitoring, regular review and adoption of latest technologies.

The  environmental  impact studies are conducted,  necessary  environmental 
clearances  are  obtained and action plans are put in place  for  effective 
compliances  of all prescribed conditions, which comprises  identification, 
assessment  and  management  of environment  impact,  integration  of  good 
environment  management practices, adoption of clean, energy efficient  and 
environment-friendly technologies, promotion of efficient use of energy and 
natural  resources, ensuring safe and proper storage, use and  disposal  of 
materials,  enhancing  awareness  and  skill  of  employees,   contractors, 
suppliers   and  service  providers  for  sound  environment   performance, 
increasing the greenery in and around plant and coal mines, making project/ 
business  Unit  heads responsible for the implementation  of  environmental 
laws  and regulations, making the head of corporate environment  department 
responsible   for   co-ordination  with  all  project/   Unit   heads   for 
environmental  compliance.  The  Company is complying  with  all  statutory 
requirements,   environmental  regulations  and  in  accordance  with   the 
guidelines published by the Ministry of Environment and Forest from time to 
time.

The  best international practices on environment, occupational  health  and 
safety areas are adopted at the Company`s Units and mines. The Company  has 
pursued  the  Environmental  Management  System (EMS)  ISO  14001  and  the 
Occupational  Health and Safety Assessment System OHSAS 18001 at its  Units 
resulting   in   improvement  in  waste  management,   water   and   energy 
conservation, noise reduction, control of stack and fugitive emissions with 
improved  housekeeping, improved work zone environment have been  certified 
for  ISO  14001  &  OHSAS  18001  by  reputed  national  and  international 
certifying agencies.

Environmental  risk through air emission, noise and water pollution,  solid 
waste  generation  are identified through environmental  impact  assessment 
studies  and  accordingly environment management plans and  programmes  are 
adopted  to eliminate and or minimise each adverse impact. The Company  has 
built   up  a  strong  Environment  Management  Department   (EMD)   having 
multidisciplinary  team  of  professional and technical staff  at  each  of 
Unit/mine   reporting   to  Unit  Head.  EMD  has  established   a   modern 
environmental  laboratory  having  sophisticated  instruments  to   monitor 
environmental quality to assess the environmental risk.

The  technology selection for new equipments is based on their  environment 
friendliness  and the state of art pollution control devices are  installed 
to  manage the terminal discharges. High efficiency Pulsejet  bag  filters, 
Electro Static Precipitators, scrubbers & dust suppression systems etc  are 
installed  at required locations to control air pollution. The Company  has 
installed  online  ambient  air  quality  monitoring  stations  around  the 
factories  to monitor air quality. Waste minimisation and  its  utilisation 
are  integral to the environment management efforts. The Waste  gases  from 
DRI  and Coke Ovens are utilised for generation of power. The flu gas  from 
Blast Furnace and Producer Gas Plant is used as fuel for running turbines.

Water  conservation  is done to the maximum and close  circuit  arrangement 
exists  to  maintain zero discharge. The sewage from townships  and  office 
areas  are  completely treated in Sewage treatment plants and  the  treated 
sewage  water is fully utilised for gardening and horticulture  activities. 
Rainwater harvesting is done through injection wells and water  reservoirs. 
The  Company is expanding its rainwater-harvesting project to larger  areas 
including adjoining villages.

The  Company,  through extensive R & D activities, has  identified  various 
solid  wastes that could be used as productive inputs. The Company  pursues 
the policy of three R`s -- Recycle, Reduce and

Reuse  - to manage its waste. Many innovative projects under  "Wealth  from 
Waste"  have  been  implemented  for  solid  waste  utilisation.  Fly   ash 
utlilistaion  avenues  includes cement products &  concrete  manufacturing, 
land development, road embankment construction, ash dyke raising,  building 
products  such as bricks/ blocks/ tiles, reclamation of coal mine and as  a 
soil amender and source of micro and macro-nutrients in agriculture.  Power 
is generated from coal rejects, fines and middlings in AFBC boilers.  Blast 
furnace  slag is 100% reused in cement manufacturing and along with ash  in 
brick manufacturing.

A total of about 12.5 million bricks were produced in the year under report 
and  are used in various construction activities. Tailor made Sinter  Plant 
will  utilise mill scale and flu dust generated in Blast Furnace. SMS  slag 
is  used  for  road making. The vermi-compost plant  allows  conversion  of 
organic  waste  to manure by using earthworms and the resultant  manure  is 
used for the purpose of gardening.

To  promote  a  green  and  clean  environment,  the  Company  continuously 
implements the concept of Green Productivity and takes preventive  measures 
in  and around its factories and mines. Conservation of  natural  resources 
and  pollution  control  initiatives feature as a  part  of  its  operation 
module.  Environment planning and preservation is an integral part  of  its 
project   activities.  The  Company  undertakes  afforestation   programmes 
covering  vast  tracts  of  land in and around factories  and  mines  in  a 
concerted bid to counter the growing ecological threat.

Tree  plantation  is  integral to the environment management  plan  of  the 
Company.  Mass  tree  plantation  programmes  are  regularly  organised  in 

consultation with the Forest Department covering vast tracts of land in and 
around  factories and mines in a concerted bid to increase green  cover  of 
the area. Green belts are properly maintained. More than 2.1 lacs  saplings 
were  planted in the year under report. Till date the Company  has  planted 
more than 45 lacs trees. Saplings are also given to villagers free of  cost 
to encourage greenery.

Training   is  imparted  to  employees  for  environment   protection   and 
recognition  through  awards like `Green Department`. Programmes  are  also 
conducted  for environment awareness by conducting seminars, annual  flower 
and vegetable shows, observing World Environment Day etc.

INDUSTRIAL RELATIONS AND HUMAN RESOURCE MANAGEMENT

The Company is fast emerging as a global company with strong  fundamentals. 
This has been possible due to strong leadership at the top and very capable 
and  dynamic  leadership teams built across the organisation.  The  key  of 
success  has been the employees and the constant endeavour of  the  Company 
has been to hone and harness the best potential of each individual employee 
to  become leader in the function and area where they work. Role  of  Human 
Resource Department (HRD) as a function of the Company has been fourfold:

As  an  analyst  to  business As an intervention  specialist  As  a  change 
manager, and As an evaluator

The  above fourfold role is infused within the organisation and  the  whole 
process  of the above Plan, Do, Check and Act (PDCA) mechanism  has  become 
the DNA of the Company.

Strategic integration of HR as a part and parcel of all business  decisions 
and transactions has been the hallmark of the Company. It has been possible 
due  to  careful  and deliberate designing of  the  whole  decision  making 
process in the organisation in such a manner where people matters are  core 
focus  of  delivering business result as the Company strongly  believes  in 
creating high performance work culture and winning team in its journey.

The  Competency Framework of the Company is derived from its  core  values. 
Assessment  and  reward  is  based on  objective  criteria  to  assess  the 
achievements and the behavioural attributes having clear linkages with  the 
Company`s  core  values. The process of panel review  at  different  career 
group  levels has been institutionalised in the Company which lay  emphasis 
on  talent ownership and corresponding decision on vertical and  horizontal 
movement, inculcating values of meritocracy, rewarding high performance and 
develop Individual Development Plans (IDPs).

Leadership  frame of identifying top, early and future leaders has  started 
giving rich dividends in terms of capable leaders in the organisation, Wave 
One  - succession planning has been institutionalised to ensure  robustness 
in  the  leadership system. The value based reward and  recognition  system 
covering all levels of executives has been institutionalised and executives 
of  different  categories are being rewarded on the  overall  group  level, 
business  level,  unit level and department level. This year HRD  has  also 
started  Large Scale Interactive Program (LSIP) across the organisation  to 
align employees with the Company`s Core values.

The  Company has made remarkable progress in adding housing facilities  and 
other  amenities  at  the works / mines.  The  hallmark  of  organisational 
hygiene of the Company has been maintained in all aspect of working life of 
the  employees and people around the works / mines. Requisite measures  are 
undertaken  from time to time to maintain high levels of safety at all  the 
works  / mines. Policies are reviewed and modified in consonance  with  the 
new business challenges/content.

Overall maturity in HR process in the organisation was well recognised  and 
the Company has been awarded by various reputed organisations. Some of  the 
recent awards are:

Greentech  HR  Excellence Gold Award 2012 in the  categories  of  Training, 
Excellence and Innovation in Employees Retention Strategies.

Strong  Commitment to HR Excellence during 2nd CII National  HR  Excellence 
Awards 2011.

Asia  Pacific HR Excellence Award 2011 for Organisation with Innovative  HR 
Practices (1st Prize).

Indian  National  Suggestion Schemes  Association  (INSSAN)  Organisational 
Excellence  in  Suggestion  Scheme. Winner in  24th  Regional  Works  Skill 
Competition  (Eastern Region) in Refrigeration & Instrument Mechanic  Trade 
2011-12.

Winner  in  11th  National Supervisory Skills Competition  in  Operation  & 
Production  Category  2011-12.  Confederation  of  Indian  Industry   (CII) 
National  HR Excellence Award 2011 commendation for `Strong  commitment  to 
Human Resource Excellence`.

STATUTORY COMPLIANCE

The  Company  Secretary, as Compliance Officer, ensures compliance  of  the 
Companies  Act,  1956, the SEBI regulations and provisions of  the  Listing 
Agreements. Compliance certificates are obtained from various Units of  the 
Company and the Board is informed of the same at every Board meeting.

CAUTIONARY STATEMENT

This report contains projections, estimates and expectations etc. which are 
just  "forward-looking statements". Actual results could differ from  those 
expressed or implied in this report. Important factors that may have impact 
on  Company`s  operations include economic conditions  affecting  demand  / 
supply  and price conditions in the domestic and overseas markets,  changes 
in  the Government regulations / policies, tax laws and other statutes  and 
other incidental factors. The Company assumes no responsibility to publicly 
modify or revise any forward looking statements on the basis of any  future 
events  or new information. Actual results may differ from those  mentioned 
in the report.

                                   For and on behalf of the Board

Place : New Delhi                  Naveen Jindal
Dated : 27th April, 2012           Chairman and Managing Director
 
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