01:08 May 22, 2013  

Shree Cement Ltd

HSL Code: SHRCEM   |   BSE Code: 500387  |   NSE Symbol: SHREECEM  |   ISIN: INE070A01015
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DIRECTORS




The Members,

We have pleasure in presenting this Directors’ Report of the company for the 15 months period ended 30 th June, 2012. The Management Discussion and Analysis also forms part of this report.

Financial Results

During the year, the Board decided to change the Accounting year of the company from "period ending March" to "period ending June". Consequently, the accounting year for 2011-12 is of 15 months (from April 11 to June 12). Brief summary of the Company`s financial performance is as under:

Rs. in Crore
Particulars 2011-12 (15 Months) 2010-11
Revenue from operation 5898.12 3453.53
Profit Before Depreciation, Interest and Taxes 1808.54 1009.93
Profit before Tax 687.75 110.35
Tax Expense 69.25 (99.35)
Profit after Tax 618.50 209.70
Balance of Profit & Loss brought forward from previous year 1139.09 1136.15
Profit available for appropriation 1757.59 1345.85
Appropriations:
Interim Dividend 41.81 20.90
Proposed Final Dividend 27.87 27.87
Dividend Distribution Tax
- Interim Dividend 6.78 3.47
- Proposed Final Dividend 4.52 4.52
Transferred to Debenture Redemption Reserve 300.00 125.00
Transferred to General Reserve 285.00 25.00
Surplus carried to Balance Sheet 1091.61 1139.09

Dividend

The Directors are pleased to recommend a final dividend @ Rs. 8 per share. Together with two interim dividends of Rs. 6/-per share each, total dividend for 2011-12 (15 months period ended 30 th June, 12) would be Rs. 20 per share as against Rs.14 per share paid for the year 2010-11 (12 months). The total outgo on dividend payment for the 2011-12 amounts to Rs. 80.98 Crore including dividend distribution tax of Rs. 11.30 Crore as against Rs. 56.76 Crore including dividend distribution tax of Rs. 7.99 Crore of 2010-11.

Economic Scenario and Outlook

India`s growth faced a three-year low with the GDP growing at just 6.5 per cent in 2011-12 (April 11- March 12), as compared to 8.4 per cent in the previous two years. With services continuing to perform well, the economic slowdown can be attributed mainly to weakening industrial growth and to some extent to agriculture. The Index of Industrial Production (IIP) grew at 3.4 per cent for the period April 11 - March 12 as against 7.2 per cent during 2010-11. During April - May 2012, IIP growth further plummeted to 0.8 per cent which is not a good sign for industrial growth. Within industry, the manufacturing sector grew by 2.5 per cent during April 11 - March 12 compared to 7.6 per cent recorded in 2010-11. The weak performance of industrial sector is partly attributed to declining investment rates, high inflation and interest rates.

Inflation was high at around 9 per cent during April 11 - March 12. Though, during quarter ended June 12, inflation softened a little, to around 7.50 per cent, it still remained higher than comfort level of Reserve Bank of India. Food inflation has been particularly of concern. In order to curb inflationary pressures, RBI has kept the policy rates high which kept the interest rates high and slowed down the growth especially of industrial sector of the country. The inflationary conditions and resulting high interest cost are still continuing. The monsoon has been poor this year so far, which will add further pressure on food inflation. Accordingly, the year 2012-13 is also likely to end with low economic growth. This does not augur well both for cement industry as well as the power sector.

Cement Industry Developments and Outlook

During first six months of 2011-12 (April 11- June 12), the general economic slowdown, high interest rates, less government spending coupled with good monsoon impacted real estate, infrastructure and other construction projects resulting in moderation in cement demand growth to around 3 per cent. Construction activity however picked up subsequently resulting in cement demand recording healthy growth. Overall the cement industry clocked a growth of around 7.5 per cent during 2011-12 (15 months) which is better than 4.8 per cent recorded in the previous year.

Costs especially power & fuel and freight have increased during 2011-12. This was mainly driven by international fuel prices which remained high during most of 2011-12 although showing some moderation towards end of the year. Sharp depreciation of rupee at the same time has added to the cost of imported fuel. The general inflation and high interest cost have caused rise in costs of other inputs and overheads also.

In order to give much needed impetus to the slackening infrastructure space, the Planning Commission has projected an investment of over Rs 45 lakh crore (about US $ 1 trillion) during the Twelfth Plan (2012-17). Infrastructure projects such as the dedicated freight corridors, upgraded and new airports and ports, large number of highway projects are expected to enhance the scale of economic activity, leading to increase in cement demand. Based on Report of a Working Group on Rural Housing formed by the Planning Commission for Twelfth Plan, a shortage of 40 million dwelling units has been estimated in rural areas. A similar report of a Working Group formed for Financing Urban Infrastructure has estimated shortage of 29 million units for affordable housing in urban area during Twelfth Plan. These shortages are expected to drive housing demand both in rural and urban areas which, in turn, will help in driving cement demand.

The cement industry is thus likely to grow in tandem with the national economic growth in the medium to long term. This is corroborated by the recommendations of the Working Group on Cement Industry constituted by the Planning Commission for the Twelfth Plan.

Power Sector Development and Outlook

India continued to face high deficit both in terms of peak as well as base energy. The peak and base energy deficit were at 11.1 per cent and 8.5 per cent for 2011-12 (April 11 - March 12) vis a vis 9.8 per cent and 8.5 per cent respectively for the same period last year. During quarter ended June 12, the peak deficit moderated to 8.6 per cent and base energy deficit dropped a little to 8.1 per cent.

Greater participation from private sector accelerated new capacity addition, but the issue of fuel availability and transmission bottleneck continued. There are many gas based power projects which are operating at much lower capacity than rated as gas availability has deteriorated. Similarly many coal based power projects are forced to operate on costly imported coal as domestic linkage coal supply is not adequate, leading to high cost of generation. Southern India is facing acute power shortages. Although other regions have surplus power, the same can’t be fully transferred due to transmission constraints resulting in significant mismatch in merchant power prices. Further, because of un-remunerative tariffs, the State Electricity Distribution Companies (Discoms), which are the main buyers of power in India are facing acute financial crisis. They prefer to apply power cuts rather than buy expensive power for which there is very little cost recovery. All the above factors have led to a situation where, while power can be generated (i.e. supply is available), the power plants are required to operate at a low load (as either fuel is not available or Discoms refrain from buying). In fact low plant load factor of power plants has become a norm. As a result of low power purchase by the Distribution Companies, the merchant tariff during the year remained low in the range of Rs. 3.50 - 4.00 per unit.

The silver lining is that the RBI and power ministry are forcing Discoms into reforms by regulating bank funding. There are reports that the Ministry of Power is finalizing a loan restructuring programme spread over three-seven years under which the State Governments of the respective Discoms will issue bonds for part of their losses and there will be deferment on some part of the principle repayment obligation. Also filing of Annual Revenue Requirement and consequently tariff increases has become mandatory for all Discoms. Already many of the Discoms have gone in for tariff increases / have proposed increase in their tariffs to Regulatory Agencies. All these measures should lead to much needed increase in tariffs thereby increasing revenues of the Discoms. With improvement in financial position, the Discoms are expected to enhance their power purchases leading to up-tick in power demand.

Performance Highlights

The Company`s operating and financial performance during 2011-12 vis-a-vis 2010-11 was as hereunder:

Particulars Unit 2011-12 2010-11 +/-%
(15 Months) (Annualized)
Cement Sale Lac Tons 142.06 93.38 21.7
Clinker Sale Lac Tons 6.64 9.26 (42.6)
Cement & Clinker Sale Lac Tons 148.69 102.65 15.9
Power Generation Million Units 2342 1240 51.1
Power Sale Million Units 1322 524 101.8
Revenue from operation Rs. Crore 5898.12 3453.53 36.6
Operating Profit (EBIDTA) Rs. Crore 1808.54 1009.93 43.3
EBIDTA Margin to Revenue % 30.7 29.2 -
Net Profit Rs. Crore 618.50 209.70 136.0

Cement

On the back of a good momentum in cement demand in the later part of the Year, the performance of cement business of the Company improved during 2011-12. Company’s cement sales volume grew by 21.7 per cent (annualized) during the year to 142.06 lac tons as against overall industry growth of approx. 7.5 per cent. Increased brand visibility and faster delivery practices amongst many other customer focused initiatives helped the Company in achieving this healthy growth. This apart, strong demand helped the Company in improving its overall price realizations. The cement realization improved by about 12 per cent during 2011-12. With higher than industry growth, Company improved its market share on all India basis from approx. 4.5 per cent in 2010-11 to approx. 5.0 per cent during 2011-12.

On the cost front, there was increase across all input costs driven by general inflation as well as other specific factors. Fly Ash and Gypsum, both are key bought out raw materials in cement production. Fly Ash cost went up on account of high transportation cost and sourcing from longer distances. Gypsum cost also rose on account of increase in its prices as well as higher incidence of royalty. During 2011-12, the imported fuel prices were up on account of depreciation of the Indian rupee and increase in fuel prices in international markets. As a result, the cost of Power and Fuel which constitute major part of cost of production were up during the year. This impact could be neutralized to some extent by greater efficiency in use of power and fuel in operations. Power Consumption per ton of cement was brought down to 76.86 units from 79.26 units in the previous year. Fuel Consumption was also got reduced from 834 Kcal per kg of Clinker to 794 Kcal in 2011-12.

There was increase observed in freight cost also. The Railway freight cost was up by about 14%. The road freight also went up on account of increase in diesel prices as well as overall inflationary pressures.

Power

During 2011-12, Company commissioned its 300 MW (2 x 150 MW) capacity Thermal Power Plant at Beawar, Rajasthan. Company also takes pride in sharing the World record breaking accomplishment attained by it by completing the first unit of this plant in 21 months and 20 days as against normal commissioning period of 32 months and best achieved time of 28 months for power plants of such size. This unique feat was achieved through meticulous planning, careful monitoring of project execution against time and budget schedules, and innovative management practices. Team work and high motivation levels of the project execution people as also unstinting support received from vendors and contractors also played a key role. This distinct achievement will serve as a new benchmark for other projects in the power sector.

With commissioning of the above 300 MW power plants, Company has been able to ramp up its power generation and sales volumes. The net power generation during the year increased to 2342 Million Units (15 months) vis-a-vis 1240 Million Units in previous year. The power sale also went up from 524 Million Units in 2010-11 to 1322 Million Units in 2011-12 (15 Months) showing an annualized increase of 102 per cent. The power sale was affected because of financial constraints faced by Discoms resulting in lower power procurement by them. Company is making efforts to enter into advance sales arrangements to increase its sales volume during 2012-13. Company has taken several steps to optimize the operations of the 300 MW Power Plant. Already it has achieved one of the lowest auxiliary consumption of 6.26 per cent in a month from this plant against the industry standard of around 9 per cent.

Power Trading

The power trading activities undertaken by the Company showed all round growth during the year. Company executed several power trading deals for sale and purchase as well as banking of power for third parties. The power trading volume carried out for third parties including banking transactions during the year increased from 418 Million Units to 1283 Million Units during the year. The commission and other income generated from power trading activities rose to Rs.6.26 Crore during 2011-12 (15 months) vis-a-vis Rs.2.14 Crore during the previous year. Through its regular update on market trends and happenings and timely interactions with the utilities, the Power Trading activities also helped Company in raising its sales volumes from its own power plants.

New / Expansion Projects

Keeping in view the expected growth in cement demand as also for further improving its market share in North India, Company has decided to increase its cement capacity further. Considering that sufficient land is available at its existing plant sites at Beawar, Ras and grinding units as well as looking to the intricate and time-consuming process involved in allotment of land, registration, conversions, clearances from various authorities etc, it has been decided to set up clinker plants at Ras and cement grinding plants at existing and new places. As a first step in this direction, Company has decided to set up two clinker manufacturing units (IX & X) of 2 Million Ton Per Annum (MTPA) each at Ras in Rajasthan. Company has got sufficient limestone reserves to meet its present as well as future needs at Ras. The locations for cement grinding capacity is under finalization based on the demand potential in the relevant markets, logistics optimization, better servicing, cost of production and other factors.

The Company has also undertaken setting up a cement grinding unit in the State of Bihar. Company also plans to set up a clinker cum grinding unit (integrated unit) in the State of Chhattisgarh for which necessary pre-project activities are being undertaken. As soon as these activities are completed, the Company shall undertake the project implementation activities. The clinker requirement for Bihar Grinding Unit will also be met through this integrated unit.

Internal Controls

Your Company remains committed to ensuring an effective and comprehensive internal control system. Company has an Internal Audit department and has also engaged the services of a professional firm to carry out internal audit spanning all production units and functions. All business processes are covered in the audit process and controls are continually reviewed and strengthened. Business as well as process risks, if any, are dealt with immediately and adequately addressed. The control systems are regularly reviewed by the functional heads who are required to certify the effectiveness and adequacy of the systems.

All audit observations and follow-up actions thereon are reported to the Audit Committee which reviews the adequacy and effectiveness of the internal control environment and monitors implementation of audit recommendations.

Sustainability - Triple Bottom-line approach

A. World`s New Sustainability Champion:

Sustainability is at the core of Company`s business - i.e from running efficient and profitable operations - to continual improvement in its environment footprint - to live up to its social commitment by using its capabilities to enhance the lives of its employees and society at large and - to collaborating with others to create sustainable solutions. As part of this approach, it has integrated sustainability into all its operations. It places lot of thrust on innovation and creativity. In recognition of its innovative business practices and solutions deployed with sustainable development objective, Company has been identified as World`s New Sustainability Champion by the World Economic Forum (WEF). WEF is an independent international organization working in the field of sustainability; engaging business, political, academic and other leaders from society to share global agenda. WEF worked globally to identify Companies working on sustainable development objective. As part of this identification process, initially over 11 million projects / companies were examined from emerging economies. Out of these, 1000 Companies were selected through a screening process. Finally, after thorough study and interaction with Company management, 16 companies were identified as New Sustainability Champions. The study was shared at Summer Davos Summit held in Dalian, China in September-2011.

B. Green Power Plants

The 46 MW Waste Heat Recovery based power plants or `Green Power Plants` (GPPs) (which is the largest such capacity in World Cement Industry, excluding China) have enabled Company to improve energy efficiency, eliminate GHG emissions and reduce fuel cost. During the year, GPP operations have saved 3.6 lac tons of fuel and in turn saved 4.3 lac tons of CO2 which otherwise would have been emitted in the atmosphere due to use of fossil fuel. Driven by the success of GPPs, Company has increased its GPP capacity further by installing GPP boilers in its Clinkerisation (U-VIII) and plans to do the same in its upcoming clinker units.

C. Use of Alternative Fuel and Raw Materials

Company`s R&D team continued its endeavor to experiment with use of alternative fuels and raw materials which offer a wide range of advantages such as helping in cost reduction, reduced emission levels, natural resource conservation and imparting an image of environmentally responsible corporate. On a broader level, it also helps in addressing disposal problem of hazardous wastes of other industry. During the year, Company carried out surveys and mapping of around 500 km radius surrounding its Plants at Beawar and Ras. Samples of more than 30 companies were collected and out of which 9 type of wastes from different industries were found to be suitable for use as alternative fuel or alternative raw materials. Liquid fuel (organic residue) was found most suitable as alternative fuel due to its high calorific value. Though its use was very challenging due to its very high viscosity, Company`s R&D team addressed this issue with the help of other cross functional teams and was able to find a workable solution for use in kiln. Company is also exploring use of two other alternative fuels.

D. Formulation of Low Carbon Strategy

The cement manufacturing and thermal power generation both are carbon intensive operations. The Company thus places high importance on adopting measures and practices which lead to low-carbon emissions from its operations. Already, several initiatives have been undertaken in the past towards achieving this objective. The Company is fast expanding its business. In order to keep itself ready for meeting future challenges regarding green house gas emissions, it has undertaken a voluntary assessment of its green-house gas emission foot print and evaluated options to minimize the same. This initiative shall benefit Company in number of ways including preparing it to address future climate change regulations, re-enforcing its image as an environmentally-responsible and proactive company and helping identify opportunities to generate revenues from environmental market based mechanisms.

Company has also engaged itself with Cement Sustainability Initiative (CSI) in India and acted as its Co-Chair in the development of low carbon technology roadmap for the Indian Cement Industry. The International Energy Agency (IEA) in France is modeling data collected on the industry`s energy performance and emission. An assessment of this, and the technologies which can contribute to emissions reductions, will help the cement industry and its stakeholders understand the potential CO2 reductions from Indian cement manufacturers by 2050. As part of the above low carbon technology roadmap of CSI in India, Company has recently signed an agreement with International Finance Corporation, Washington to conduct emission reduction technology roadmap studies at its plant.

E. Corporate Social Responsibility

Company is sensitive to the needs of the local community and the impact of its operations on them. Through formal and informal interactions, Company identifies their concerns and addresses them through focused CSR programs. The Company has undertaken several initiatives which include:

• Provision of 24x7 medical services and regular visits by Company doctors in nearby communities as well as conducting regular health care programs such as, polio vaccination camps, eye camps, weekly health camps etc

• "Mamta" project which deals with addressing the maternal and child mortality issues in nearby areas

• Education related initiatives such as "Shree ki Pathshala" under which education centres have been developed for drop out or non-school going children

• Infrastructure development of nearby areas by construction of roads, rooms at Govt hospital, renovation of buildings of gram panchayats, construction of water huts, water supply through tankers, plantations etc.

• Celebration of annual Sankatmochan Hanuman Temple function as cultural extravaganza

`Village Development Committees` have been formed for engaging in dialogue with the community whilst assessing their needs and for planning, monitoring and coordinating CSR activities accordingly. Company also engages with external agencies like NGOs and government bodies on the basis of the need and their ability to assist in its CSR programs.

Company`s CSR programs also focus on building value for the communities by engaging with them to enable them enhance their means of livelihood. One such initiative is conducting workshops for farmers for imparting knowledge and training about latest techniques and methods in agriculture thereby helping them in their farming activities.

F. Occupational Health and Safety

Your Company has embedded Occupational Health and Safety as an inherent part of its business processes. The Company has health and safety policies which help it in creating awareness towards health and safety hazards and preventive measures thereby making it a safe place to work. All its plants have appropriate medical facilities. All major sites have qualified doctors. Safety training is provided to all employees prior to engaging them. Company regularly arranges training session for employees to create awareness about safe working practices, usage of appropriate safety equipments etc. Under the leadership of Executive Director, a mandatory safety meeting is conducted on every 1st day of the month with participation from all employees. Measures related to health, hygiene, safety and improvement of the working environment are reviewed in this meeting.

During the year, a meeting of the Cement Sustainability Initiative (CSI) Health and Safety Task Force was organized by Company for the first time in India. CSI works on climate change, environment, health & safety, alternative fuels & raw materials and their reporting to all stakeholders. Shree was the first Cement Company in India to join CSI in 2002. The meeting was attended by 14 International Health and Safety experts from countries like Belgium, Mexico, France, Germany, Brazil, Italy, Japan and Switzerland together with 11 Indian experts. They represented various reputed cement plants of the world such as Holcim, Lafarge, Cemex, Heidelberg, Italcementi, Taheiyo Cement, Votorantim and Ultra Tech Cement. The meeting offered them an opportunity to share knowledge and discuss the best practices to ensure utmost safety in all business operations.

G. Human Resources

Company recognizes that its people are its core strength and its biggest performance catalyst. Company has created a work culture which strives to attract the best talent and provide a conducive environment for their personal and professional growth. Training is one of the means for providing enhanced capabilities and skills and preparing the talent for taking on greater responsibilities. During the year, total 89713 man hours of training was imparted which works out to 24.61 man hours per employee. A total of 19560 people were provided with multi skills training programmes to help them acquire cross functional expertise and use it through job enrichment and increased responsibilities. One of the knowledge sharing initiatives, `imparting training by executives / senior leaders`, enabled senior executives to impart training thereby sharing their expertise with their young counter parts and at the same time updating their own knowledge and skills. This initiative also gave young ones to share their thoughts / ideas with the executives of the Company at an open platform and synchronize their view with vision of the senior executives. To capture the effectiveness of such training programs and for further improvement, online feedback system has also been put in place for faster feedback and improvement.

H. Happy and Engaged Employees

Company makes every endeavor to generate happiness at work for its employees and ensure that its policies and culture keep them engaged at work by enjoying what they do. A Happiness & Wellness Centre has been created to help people freshen their minds and bodies and ultimately be happy at work.

In order to engage the human capital more happily and efficiently, Company has undertaken a project `People First` and is availing the services of a leading global advisory firm to assist it in achieving the same. The project aims at studying entire range of people management processes with an objective of improvement in systems and procedures, competency modeling, defining career options and evaluation of engagement levels of the employees. The ultimate aim of the Company by this study is to ensure that its people work as a happy and motivated team. The improvement measures based on the outcome of the study shall be implemented during 2012-13.

Young talent tend to be more savvy with new technology, new knowledge and bring a fresh perspective to the work environment and are more open to developing new ways of doing things. With this objective, Company has placed thrust on attracting young people and is reckoned as a young organization. The average age of employee is 35.95 years.

People at Shree have recognized the high level of importance that they are given. In turn, they always ensure to put in more than their best efforts, every day at work.

Total number of employees as on 30 th June 12 was 3778.

I. Corporate Sustainability Report

Company issued its 7 th Corporate Sustainability Report, independently assured by KPMG India, for the year 2011 highlighting the work it has done across the three dimensions of the triple bottom line. Your Company has achieved the highest level `A+` as per Global Reporting Initiative for reporting the `triple bottom line` performance.

Risks / Concerns and Opportunities

Company has incorporated a Risk Management Framework to facilitate identification and effective addressal of all its business risks. As part of this framework, board members are regularly apprised of the risk assessment and mitigation procedures. Company, in fact views its risk management process more as opportunity identification and management process. The Key Risks identified by company are as below:

A. Supply Overhang due to New Capacity Additions:

During last 3-4 years, there has been rapid capacity addition in the cement industry which has made it challenging for the Company to maintain its market share. Although the pace of capacity addition has now slowed down, the risk of supply overhang still continues. Company has been able to weather this risk by enhancing its thrust on branding and advertising, improved consumer focussed practices and expanding its market reach.

B. Volatility in Power Sale Prices

As merchant power market has high price volatility, Company is exposed to volatile power price movements. Company actively manages this risk by keeping a close eye on market movements. Company has its own trading division which helps it track market movements and sell power with different parties.

C. Rise in Cost of Inputs

With increasing demand for fuel in India and internationally, cost of fuel for cement production as well as for power generation has been increasing. Cost of raw materials such as Gypsum and Fly Ash has also been increasing. Transportation cost has also risen in line with diesel prices and general inflation. The Company has taken several steps to meet these challenges through utilization of alternate raw material and fuel sources, increased energy efficiency and better logistics management.

D. Currency Risk

The exchange rates of Indian currency vis a vis foreign currencies are volatile which exposes the Company to forex risk on its foreign currency borrowings and Letter of Credits (L/Cs) for imports. Company, as a policy, hedges all its foreign currency borrowings through appropriate forward covers and swap instruments. All imports under letter of credit (barring some short duration or small amount L/Cs) are also hedged through appropriate forward cover.

E. Regulatory Risk

Competition Commission of India (CCI) has recently issued an order alleging existence of a cartel in the Cement Industry and imposed penalty on the Cement Companies including the Company. Though, the Company denies any such allegation as it is not at all indulged in any cartel or anti-competitive Agreement and shall appeal against the order of CCI, there may be false allegation of participating in cartel like activities. Consequently, there may be penal consequences and adverse publicity against the Company. The Company has consistently shown its ability to expand output, keep high rates of capacity utilization and work on marginal cost principles rather than any restrictive or monopolistic behavior. It believes through its practice to demonstrate its ability to competitively serve the nation in its quest for high growth through infrastructure expansion befitting a great modern economy.

Awards & Accolades

Major awards and accolades received by Company during the year are as under:

a. Company`s thrust on cost control, cost management techniques and effective Cost Management Systems & Practices were recognized and awarded at ICWAI National Award for Excellence in Cost Management-2010 where it bagged first prize in corporate sector under Private Manufacturing Units (Large) category. No other Company was selected under the said category for this award.

b. Company also bagged the National Award for Excellence in Water Management 2011 instituted by CII in recognition of various initiatives undertaken towards water conservation such as installation of Air Cooled Condensers in power plants, Waste Heat Recovery Projects, construction of water harvesting structures for nearby communities etc.

c. Company also won the Best Environmental Excellence Award in Plant Operation for 2009-10 and Second Best Quality Excellence award 2009-10 & 2010-11 by National Council for Cement and Building Materials (NCCBM), New Delhi.

d. Company was granted "Nirmata Rajya Mitra Award" by Department of Taxes, Govt of Rajasthan for maximum tax payment for the year 2010-11 in "manufacturer" category. The Award was presented by Shri Ashok Gehlot, Hon`ble Chief Minister of Rajasthan.

e. Company has bagged Greentech HR Gold Award 2011-12 for adopting "best strategy" in people management and processes.

f. Commendation Certificate was conferred by CII - ITC on Company for its achievements on the journey towards Sustainable Development for the year 2011.

g. Company won the FE - EVI Green Business Leadership Award, 2011 which is instituted jointly by the Financial Express and Emergent Ventures India (an integrated climate change company). The award was given in recognition of its initiatives and practices towards Climate Change & Environment, Natural Resource Management & Corporate Governance and Stakeholder Engagement & Disclosure.

h. Company won the prestigious Jamnalal Bajaj Award 2010 for fair business practices in the category of large manufacturing enterprises. This was in recognition of its performance in the areas of Customer Satisfaction, Customer Communication, Employee Motivation, Supply Chain Systems, Environment Protection, Corporate Social Responsibility and Compliance with Laws.

Directors

Company deeply regrets the sad demise of Dr. Abid Hussain on 21 st June, 2012. Dr. Hussain was a veteran economist and diplomat. He was known for his simplicity, depth, forthrightness and eloquence. During his association as an independent director on the Board of Shree Cement, since 2004, he made laudable contribution through his grander vision, proficient advice and able guidance. The Board of Directors would like to place on record its sincere gratitude to Dr. Hussain and appreciates the contribution made by him during his association with the Company.

During 2011-12, Shri B.G. Bangur who is one of the founder Directors and promoters of the Company expressed his desire to act as a Non-Executive Chairman and as such resigned from the position of Executive Chairman of the Company w.e.f. 23 rd January 2012. Board while accepting the resignation of Shri Bangur from the Executive Chairmanship of the Company, re-appointed him as the Non-Executive

Chairman of the Company thereafter. The Board placed on record its appreciation for the valuable contribution made by him during his tenure as Executive Chairman.

In accordance with the provisions of the Articles of Association of the Company, (i) Shri O.P. Setia and (ii) Shri R.L. Gaggar, Directors of the Company, will retire by rotation at the ensuing Annual General Meeting of the Company and being eligible, offer them for re-appointment. The Board recommends their re-appointment.

Shri Mahendra Singhi was appointed as Executive Director for a period of five years which term will expire on 31 st March, 2013. He is proposed to be re-appointed for another term of three years from 1 st April, 2013. The Board recommends for his re-appintment.

Shri Prashant Bangur has been co-opted as Additional Director on the Board on 23 rd August, 2012 and appointed as Whole-time Director for a period of five years from the same date. The term of appointment of Shri Prashant Bangur as additional Director shall expire at the ensuing annual general meeting in accordance with the provisions of the Companies Act, 1956 and Articles of Association of the Company. He being eligible, offers himself for re-appointment. The Board recommends for his re-appintment.

Further details about these Directors are given in the Notice of the ensuing Annual General Meeting being sent to the shareholders along with the Annual Report.

Directors’ Responsibility Statement

Pursuant to the requirements of Section 217 (2AA) of the Companies Act, 1956, the Directors, to the best of their knowledge and belief and according to the information and explanations obtained by them, confirm that they have taken all reasonable steps, as are required, to ensure that;

• The applicable accounting standards have been followed in the preparation of the annual accounts for the year ended 30 th June, 2012 and in case of material departures, proper explanation has been given in the Accounts and notes thereon

• Such accounting policies (as mentioned in the Notes forming part of financial statements) have been selected and applied consistently, and that the judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company as at 30 th June, 2012 and of the profit and cash flow of your Company for the year ended on that date

• 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 your Company and for preventing and detecting fraud and other irregularities

• The annual accounts have been prepared on a going concern basis.

Auditors

The Statutory Auditors’ of your Company M/s. B.R. Maheswari & Company, Chartered Accountants would retire at the ensuing Annual General Meeting. They have confirmed their eligibility under section 224 of the Companies Act, 1956 and willingness for re-appointment as Statutory Auditors of the Company.

The Board of Directors recommends the re-appointment of M/s. B.R. Maheswari &Company as Statutory Auditors from conclusion of ensuing Annual General Meeting till the conclusion of next Annual General Meeting.

The observations of the Auditors’ in their report are self explanatory and, therefore, do not call for any further comments of the management on the observations of auditors.

Cost Audit

Pursuant to the directives of Central Government, your Company has appointed M/s. K. G. Goyal & Associates, Cost Accountants as Cost Auditors of the Company under section 233B of the Companies Act, 1956 for the year 2011-2012.

Transfer to Investor Education and Protection Fund

The Company has transferred a sum of Rs. 6.02 lacs during the year 2011-12 to the Investor Education and Protection Fund established by the Central Government, in compliance with Section 205C of the Companies Act, 1956. The said amount represents unclaimed dividend pertaining to year 2003-04 which was lying with the Company for a period of 7 years from its due date of payment. Prior to transferring the aforesaid sum, the Company sent reminders to the shareholders for submitting their claims for unclaimed dividend. The amount of unclaimed dividend for subsequent years is given in the Notice of ensuing AGM.

Information of Unpaid Dividend on Shree Cement and Ministry of Corporate Affairs Website

Ministry of Corporate Affairs vide notification dated 10 th May, 2012 has notified `Investor Education and Protection Fund (Uploading of information regarding unpaid and unclaimed amounts lying with companies) Rules, 2012`, which mandates every company to submit information of unclaimed and unpaid dividend amounts as referred to in subsection (2) of Section 205C of the Companies Act, 1956 and also upload investor-wise details of unclaimed and unpaid dividend on website of the MCA as well of the Company.

For the year ended 31 st March, 2011, the said information was required to be uploaded latest by 31 st July, 2012 (further extended till 31 st August, 2012). Company is duly complying with the above requirement and is uploading the investor-wise details of unclaimed dividend on IEPF portal of Ministry of Corporate Affairs (MCA) and website of the Company.

Shareholders are advised to visit the website of the Company viz. www.shreecement.in and check their unpaid / unclaimed dividend status and contact the Company for encashment if the same is depicting unpaid.

Corporate Governance

A separate section on Corporate Governance together with a certificate from the Auditors of the Company regarding full compliance of conditions of Corporate Governance as stipulated under clause 49 of the Listing Agreement with the Stock Exchange(s) forms part of Annual Report.

Particulars of Employees’

As required under the provisions of Section 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, as amended, the names and other particulars of employees are set out in the Annexure I forming part of this report.

Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earning / Outgo.

The information required under Section 217 (1)(e) of the Companies Act, 1956 read with Companies (Disclosure of particulars in the report of the Board of Directors) Rules, 1988 is set out in Annexure II forming part of this report.

Cautionary Statement

Statements in the Directors` Report and the Management Discussion & Analysis describing the Company`s objectives, expectations or predictions, 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 Company`s operations include: demand and supply conditions of products Company deal with, affecting selling prices, new capacity additions, availability of critical materials and their cost, changes in government policies and tax laws, economic development of the country, and such other factors which are materials to the business operations of the Company.

Acknowledgement

Your Directors take this opportunity to place on record the co-operation and support received from various agencies of the Central Government and State Government(s), various Government departments and agencies, financial institutions and banks. Your Directors thank and express their gratitude to various stakeholders i.e. customers, dealers, suppliers, transporters, advisors, local community etc. for their committed engagement with the Company. Your Directors further appreciate the support and co-operation received from the employees for their contribution to the growth and success of the Company. Your Directors further express their deep sense of gratitude to the Shareholders for their confidence, faith and trust in the Company.

Your Company`s consistent growth has been made possible only through the dedication and support of all the above stakeholders and we expect this support and confidence to keep growing.

For and on behalf of the Board
Place: Kolkata B. G. Bangur
rd
Date: 23 August, 2012 Chairman

ANNEXURE TO THE DIRECTORS` REPORT

Annual Report 2011 - 2012

ANNEXURE-I

Statement of Particulars of Employees pursuant to the provisions of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 and forming part of the Directors’ Report for the year ended 30 th June, 2012 (1 st April, 2011 to 30 th June, 2012).

EMPLOYED THROUGHOUT THE FINANCIAL YEAR AND WERE IN RECEIPT OF REMUNERATION IN AGGREGATE OF NOT LESS THAN RS. 60,00,000/- PER ANNUM (RS. 75,00,000 FOR 15 TH MONTHS PERIOD ENDED 30 JUNE,2012)

S. No, Name of the Employee, Designation / Nature of Duties, Remuneration (Rs.), Qualification, Age (Years), Experience (Years), Date of Commencement of Employment, Last Employment (Name of the Organisation, Position held)

1. Bangur H.M., Managing Director, 136601801, B.E. (Chemical), 60, 34, 01.01.1992, Shree Digvijay Cement Company Ltd., Financial Advisor

2. Singhi Mahendra, Executive Director, 55732240 B.Sc., LLB., FCA, 60, 34, 17.01.1995, Rajshree Cement - A unit of Indian Rayon & Industries Ltd., Sr. Vice President (Commercial)

3. Bangur Prashant, Executive President, 17323300, B. Sc., MBA, 32, 08, 22.06.2004, -, -

4. Bhandari Ashok, Chief Finance Officer, 14802310, B.Sc. (Hons.), FCA, 59, 34, 01.04.1990, PT Indo Rama Synthetics, Vice President (Finance)

5. Payal Diwakar, Jt. President (Marketing), 14669454, B. Tech., PGDM, 54, 30, 23.10.2001, GujratAmbuja Cements Ltd., Vice President (Marketing)

6. Chhangani P.N., Jt. President (Works), 9387886, B. Sc. (Chemical Engg), 52, 29, 03.04.2006, Holtec Consulting Pvt. Ltd., General Manager

7. Verma Kuldeep, Sr. Vice President (Marketing), 11210175, B.Com, M.B.A, 55, 31, 20.07.2009, ACC Ltd., Head Product Innovation & Large Buyer Business

8. Bhalla Arun, Chief Executive (Power Business), 9866278, PGD (Marketing & Sales Management), 61, 37, 15.02.2010, PTC India Ltd., Executive Director

9. Savoor Shrinath, Sr. Vice President (Strategy), 8432120, F.C.A., M.M.S. (Finance), 54, 32, 01.12.2009, Holtec Consulting Pvt. Ltd., Chief General Manager

10. Mehta Sanjay, Sr. Vice President (Comml.), 8292703, B.Com, FCA, 47, 24, 11.11.1995, Aditya Cement, Dy. Manager (Accounts)

11. Daga Gopal, Sr. Vice President (Project Management), 8160691, B. Com, 60, 42, 7.09.1994, Rilaxon (Division of Shree Digvijay Cement Company Ltd.), Vice President (Project)

12. Gandhi K.C., Sr. Vice President (Material Management), 7921715, B. Sc., 56, 34, 01.07.1991, Shree Digvijay Cement Co., Purchase Officer

EMPLOYED FOR PART OF THE FINANCIAL YEAR AND WERE IN RECEIPT OF REMUNERATION IN AGGREGATE OF NOT LESS THAN RS. 5,00,000/- PER MONTH

S. No, Name of the Employee, Designation / Nature of Duties, Remuneration (Rs.), Qualification, Age (Years), Experience (Years), Date of Commencement of Employment, Last Employment (Name of the Organisation, Position held)

1. Bangur B.G., Executive Chairman, 115398285, B.Com, 78, 59, 13.08.1992, Hasting Mill, A division of Shree Digvijay Cement Company Ltd., Chief Executive (Production and Development)

2. Sharma M.M., Sr. Vice President (Projects), 1548998, B. Sc. (Mech. Engineering), 62, 39, 15.06.1992, U. P. State Cement Corporation Limited, Manager (Maintenance)

3 Bhatnager Vikas Rai, Chief People & Wellness Officer, 385712, B.Sc., M.B.A., 47, 24, 11.06.2012, Minda Management Services (Minda Group), Group Chief Human Resource Officer

Notes:

i) All appointments are contractual and terminable by applicable notice period as per contractual terms.

ii) Remuneration includes salary, allowances, bonus, commission, perquisites (including medical, leave travel and leave encashment on payment basis and monetary value of taxable perquisites) and Company`s Contribution to Provident and Superannuation Funds. In addition to the said remuneration, employees are entitled to Gratuity in accordance with the Company`s rules.

iii) Other terms and conditions are as per Company`s Rules.

iv) Shri H.M. Bangur is son of Shri B.G. Bangur and hence they are related to each other. Shri Prashant Bangur, Executive President of the Company is son of Shri H.M. Bangur, Managing Director and grand-son of Shri B.G. Bangur, Chairman. None of the other employees are related to Directors of the Company.

v) Shri B.G. Bangur and Shri H.M. Bangur belong to promoters group. Shri Prashant Bangur, Executive President also belongs to promoters group. Except them, no employee was holding voting right of 2% or more of the company along with relatives during the year.

ANNEXURE-II

Disclosure of particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Companies (Disclosures of Particulars in the report of the Board of Directors) Rules, 1988 and forming part of Directors` Report for the year ended 30 th June, 2012 (1 st April, 2011 to 30 th June, 2012).

A. Conservation of Energy

a) Measures taken for conservation of energy

1. Partial modification of kiln string down comer duct in Kiln to reduce pressure drop

2. Installed 37.5 kw motor in parallel with 110kw motor in GCT in Kiln

3. Installation of additional by-pass duct at V-separator (cement mill) to reduce velocity of air flow towards V-separator and re- orientation of air flow through V-separator inlet duct in Cement Mills

4. Replacement of classified liner by thin liner in Cement Mill thereby increasing mill volume output and thereby reducing power consumption

5. Replacement of Dense Phase system by Mechanical conveying system consisting of Air Slide & belt conveyor for flyash feeding in Cement mill

6. Reduction of Fan power by adjusting Primary Air and Secondary Air fan air flow in Boiler

7. Reduction of Boiler feed pumps discharge pressure by opening Control valve full open with speed regulation through Variable Frequency Drive (VFD)

8. Interconnection of Lime and Ash handling compressors air line to reduce the unloading time of both compressors

9. Shut off of ESP Hoppers heaters considering the hopper temperature

10. Reduction in Boiler startup time by optimizing the resource utilization and system use

11. Provision of Power cycle make up in Exhaust device in place of Condensate storage tank

12. Installation of P-Cal Software System to monitor system losses online on DCS

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

1. Pre-heater and cooler up-gradation

2. Complete modification of PH- Kiln String down duct

3. K-Turbo blower for firing system

4. Installation of Variable Frequency Drives in some of small bag filter fans

5. Triplet cyclone in Kiln

6. Use of LED lights

7. Installation of Sonic Soot Blower in place of Steam Soot Blower

8. Replacement of Aux. cooling tower fan blades to FRP

9. Installation of Fin cleaning system inside of ACC tube bundles to clean them properly thereby conserving the ACC Fan power

10. Installation of Continuous Blow Down (CBD) water heat exchanger to heat up make up water

11. Installation of High capacity High efficiency Boiler feed pump

12. Installation of Plant Performance and optimization software to improve the power plant efficiency

13. Installation of pilot flue gas heat exchanger

14. Installation of Acoustic steam gas leak detection system

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

The measures stated in points (a) and (b) above, have resulted / will result in saving of energy used, both thermal and electrical as well as improvement of quality of cement and overall productivity.

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

Information given in the prescribed form A annexed.

B. Technology Absorption

Information given in the prescribed form B annexed.

C. Foreign Exchange Earnings and Outgo

a) Activities relating to export, initiative taken to increase export, development of new export market for products and services and export plans

There have been no exports during the year. Company is exploring new opportunities of clinker and cement exports continuously.

b) Total Foreign Exchange used and earned

Rs. in Crore
Current Year ended 30.6.2012 Previous Year ended 31.3.2011
(April, 11 - June, 12) (April, 10 - March,11)
Used 814.31 535.27
Earned - -

ANNEXURE-II

Form - A (See Rule 2)

Form of Disclosure of Particulars with respect to Conservation of Energy

A Power and Fuel Consumption

Particulars 2011-12 2010-11
(April, 11 - June, 12) (April, 10 - March, 11)
1. Electricity
a) Purchased
i. From grid
Unit (Kwh in lacs) 991.56 653.32
Total amount (Rs. in Crore) 49.15 30.44
Rate / unit (Rs.) 4.96 4.66
ii. From Energy Exchange
Unit (Kwh in lacs) 281.51 669.90
Total amount (Rs. in Crore) 10.94 26.14
Rate / unit (Rs.) 3.89 3.90
b) Own Generation
i. Through Diesel Generators
Units (Kwh in lacs) 5.04 3.53
Unit per Ltr. of Diesel 3.21 2.78
Cost / unit (Rs.) 14.30 16.13
ii. Through Steam Turbine / Generators*
Units (Kwh in lacs) 10192.79 7160.26
Unit per Kg. of Fuel 2.96 2.45
Cost / unit (Rs.) 2.50 2.36
2. Coal and other fuels
a. Used in Kiln & Calciner
Quantity (in Lac MT) 11.61 8.77
Total cost (Rs. in Crore) 796.81 577.71
Average rate per MT (Rs.) 6865 6589
b. Used in Steam Turbine / Generators
Quantity (in Lac MT) 3.45 2.92
Total cost (Rs. in Crore) 220.49 151.50
Average rate per MT (Rs.) 6395 5181

B Consumption per unit of production

Particulars Standard (If any) 2011-12 2010-11
(April, 11 - June, 12) (April, 10 - March, 11)
Product: Cement
Unit: MT
Electricity (Kwh / MT of Cement) 75 - 90 76.86 79.26
Coal and other fuel (% of Clinker) 15 11.28 11.74

*a) Cost per unit of own generation (through steam turbines / generators) has been worked out considering power generated from waste heat recovery plants also

*b) Total generation (net of auxillary) from Waste Heat Recovery Power Plants during 2011-12 was 3416 lac Units (2652 lac units for 2010-11). Out of the above generation by Waste Heat Recovery Power Plants, 2542 lac units for 2011-12 (1703 lac units for 2010-11) have been consumed for own consumption. The same is included in electricity consumed from own generation (through Steam Turbines / Generators)

ANNEXURE-II

Form-B (See Rule 2)

Form for disclosure of particulars with respect to Research & Development and Technology Absorption, adaptation and Innovation

A Research and Development (R&D)

1. Specific area in which R & D activities carried out by the Company

We have continued to increase focus on R&D. Few initiatives are given below:

a) Established Concrete Labs at various manufacturing locations of the Company for customer support

b) Conducted trials of Alternative Fuels & Raw materials

c) For measuring and controlling the particle size distribution of Cement in order to achieve the desired product performance and to optimize costs two more Particle Size Analyzer installed at Ras & Khushkhera

d) Enhanced Cement mill production by air balancing in Separator system

2. Benefits as a result of above R & D

a) Productivity enhancement & improved product quality

b) Promote usage of alternative fuels like industrial wastes to reduce manufacturing cost and thereby conserving conventional fuels

c) Value maximization for stakeholders

d) Conservation of resources, better environment and cost reduction

3. Future plan of action

a) Evaluation of fly ash from different sources with respect to their mineralogical composition and reactivity to enhance its usage in PPC

b) Setting up Fuel Testing Lab

c) To increase the use of alternative fuel and raw materials to conserve the natural resources & sustain the environment

d) Energy audits

e) Burnability studies

4. Expenditure on R&D

2011-12 (Fifteen months period ended 30 th June, 2012)

Particulars Beawar Ras Khushkhera Suratgarh Laksar Jaipur Total
Capital Expenditure (Rs. in Crore) 1.86 1.92 - - 0.02 0.03 3.83
Recurring Expenditure (Rs. in Crore) 7.10 3.58 0.80 0.41 0.53 0.15 12.57
Total Expenditure (Rs. in Crore) 8.96 5.50 0.80 0.41 0.55 0.18 16.40
Total R&D Expenditure as a percentage of turnover (In %) 0.31

2010-11 (Twelve months ended 31 st March, 2011)

Particulars Beawar Ras Khushkhera Suratgarh Laksar Jaipur Total
Capital Expenditure (Rs. in Crore) 10.48 - - 0.27 - 0.35 11.10
Recurring Expenditure (Rs. in Crore) 5.16 1.57 0.69 0.63 0.25 0.01 8.31
Total Expenditure (Rs. in Crore) 15.64 1.57 0.69 0.90 0.25 0.36 19.41
Total R&D Expenditure as a percentage of turnover (In %) 0.30

B. Technology Absorption, Adaptation and Innovation

1. Efforts in brief, made towards technology absorption, adaptation and innovation

The Company makes continuous efforts to improve, adapt and implement new technology, equipments and innovation. Focus is on green technology, automation for energy efficiency and improvement in quality, water conservation, improving life of refractory, pollution control, resource sustainability, up-gradation and use of residual resources etc.

Various efficient cement and power plants of World are also visited by Company`s executives and participated in different seminars and workshops like NCB, MBEE etc. Company is a member of various global and domestic forums that are working on debating climate change, few of them are Cement Sustainability Initiative of World Business Council for Sustainable Development, Switzerland, TERI BCSD, Global Reporting Initiative, Netherland. Company is also the leader of Cement Task Force set up by Bureau of Energy Efficiency, Government of India. Company has made regular efforts towards conservation of energy, which include installation of high energy efficiency fans, VFDs etc.

2. Benefits derived as a result of above efforts

a) Learning about energy conservation methodology, approach and technologies adopted by the successful energy efficient units

b) Sharing of information by excellent energy efficient companies

c) Saving in thermal energy due to use of alternate fuels

d) Improvement in the quality of cement

e) Conservation of natural resources

f) Increase in capacity utilization, smooth operation & increasing productivity and Improved life of refractory

g) Reduction in production cost

3. Information regarding technology imported during last 5 years

a) Technology imported -
b) Year imported -
c) Has technology been fully absorbed? -
d) If not fully absorbed, areas where this has not taken place, reasons thereof and future plan of action N.A.

 

 

 

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