DCBL (Archives) Arfy09

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Corporate Office:
11th & 12th Floor, Hansalaya Building
15 Barakhamba Road, New Delhi - 110001
Registered Office:
Dalmiapuram - 621 651
District: Tiruchirapalli, Tamil Nadu w
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Dalmia Cement (Bharat) Limited ANNUAL REPORT 2008-09
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Message from Vice Chairmen 2
Key Financial Highlights 4
Session with the Managing Director 8
Demonstrating Values 10
Management Discussion & Analysis 24
Index
Directors Report 36
Report on Corporate Governance 42
Standalone Financials 54
Consolidated Financials 81
Board of Directors
Pradip Kumar Khaitan
Chairman and Non Executive Director
Jai Hari Dalmia
Vice Chairman
Yadu Hari Dalmia
Vice Chairman
Puneet Dalmia
Managing Director
Gautam Dalmia
Joint Managing Director
Mridu Hari Dalmia
Non Executive Director
J. S. Baijal
Independent Non Executive Director
M. Raghupathy
Donald Peck
G. N. Bajpai
N. Gopalaswamy
T. Venkatesan
Whole Time Director
Corporate Information
Bankers
Axis Bank Limited
BNP Paribas
Canara Bank
Central Bank of India
Corporation Bank
ICICI Bank Limited
Indian Bank
LBBW Landesbank Baden-
Wuerttemberg
Laxmi Vilas Bank
Oriental Bank of Commerce
Punjab National Bank
State Bank of India
State Bank of Travancore
Union Bank of India
United Bank of India
Vijaya Bank
Yes Bank limited
Auditors
Head Office
Registered Office
Statutory
S.S. Kothari Mehta & Co.
Internal
KPMG
Axis Risk Consulting Services Pvt. Ltd.
T. R. Chadha & Co.
11th & 12th Floors, Hansalaya Building
15, Barakhamba Road
New Delhi 110 001
Dalmiapuram 621 651
District Tiruchirapalli
Tamil Nadu
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Arise, awake!
Having obtained the company of
saints, attain knowledge.
The seers affirm that the path
to realisation is as difficult
to traverse as is the sharp
edge of a razor.
th
2009 is a landmark year for Dalmia Cement. In the 70 year
of its business journey, Dalmia Cement is more than doubling
its cement production capacity and taking it to 9 million tons
per annum.
Cherished values and fair conduct have differentiated Dalmia
Cement for long. It has revisited and recast its governing
values. Summed up in a simple acronym - LeTS Excel - its
recently adopted values of Learning, Teamwork, Speed and
Excellence will work as four pillars of its future growth
foundations.
Dedicating this Annual Report to VALUES, Dalmia Cement has
chosen 'Subhashitams' - inspirational and wisdom sayings
from the rich heritage of Sanskrit literature to depict its
commitment to values based growth.
Values outlast time
1
The Subhashit on the cover highlights the virtues of good conduct and defines it as the source that
prolongs life, inculcates demeanour in the progeny, generates ever-lasting wealth; and helps
overcome ones shortcomings.
readied ourselves to take your company on the aggressive
growth path, the promoter family and the professional
managers alike were of the opinion that our goodwill and
inclusive growth philosophy have been our biggest strengths
and we must build tomorrow's Dalmia Cement on these robust
growth foundations. A series of internal debates across the
rank and file of your company were conducted to identify, delve
upon, evolve and adopt the governing values. Values that
would act as lighthouses in the growth journey.
We are happy to share with you the meaning and objective of
these new values and how they translate into day-to-day
functioning of your company. Our Values Logo is inspired by
Akshay Patra the vessel of plenty. Mythology suggests that
this vessel could go on producing limitless food for innumerable
time period - never ending in meeting its purpose. We believe
that our company too can continue creating unlimited value for
stakeholders and it can go on doing it for times to come.

These values have been adopted across your company and
all the executives are enthused by these. It gives us pleasure
in observing the unifying and
motivating power of our values.
We have been successful in
maki ng our vast human
resource pool adopt them as
their values and view them as
enablers not only in their
professional conduct but also
in their personal lives. A
beautifully coined acronym
LeTS Excel Learni ng,
Te a mwo r k , Sp e e d a n d
Excellence is working as a
great reminder to all of us.
By consistently practicing
these values in day-to-day
functioning, each employee will
strengthen these values to become an integral part of the
companys culture.
It is a matter of extreme privilege to address you in the 70th year
of our enterprise. Having commenced with a mini Polysius Kiln
at Dalmiapuram in Tamil Nadu, our enterprise has transformed
i nto a di versi fi ed mul ti -l ocati on, mul ti -commodi ty
manufacturing Company with significant scale in cement and
sugar and an annual turnover of about Rs. 20 billion.
The calendar year 2009 will be a year of great significance for
your company, as it will see your installed capacity in cement
more than double. The year will witness your company's two
Greenfield cement plants commence operations in Southern
India, at Kadapa in Andhra Pradesh and Ariyalur in Tamil Nadu.
A legacy of 70 years in itself is a great asset for an organisation.
What makes your company special is its drive to chart
aggressive growth in the ensuing years. And to see that very
drive, competence and resolve in the management of your
company is heartening.
Success and profit are obvious objectives of any business.
Maintaining profitability for
several decades and still being
contemporary for today and
tomorrow, needs much more. It
needs the deep rooted values
that govern the conduct of the
company and a philanthropic
philosophy of inclusive and
sustainable growth. From the
very beginning of this enterprise,
we have been driven by the
inclusive and sustainable growth
objectives of our founders, Shri
Ramkrishna Dalmia and Shri
Jaidayal Dalmia.
To us, the most significant
development in your company during the year was the
development and institutionalisation of its values. As we
Values that transcend generations
Message from Vice Chairmen
Dear Shareholders,
Annual Report 2008-09
2
Shri Ramkrishna Dalmia Shri J Dalmia
Increased capacities in cement operations will bring the
economy of scale and newer markets shall drive better growth
and profitability, going forward. Global diversion of sugarcane
towards energy sector is likely to keep sugar as a profitable
business of your company, in both import and export situations
for the country. Both these factors will favourably aid to value
creation by your company.
In conclusion, we will like to express our gratitude to our
founders and their vision and rededicate ourselves to keep the
vibrancy of your company in ensuing years. We will like to
congratulate your company's management on institutionalising
a strong set of values and weaving the company executives'
thought process around them. We appreciate the projects team
for successful commissioning of Kadapa plant while wishing
them luck for the soon to commission Ariyalur Plant. To all the
employees of Dalmia Cement, we have this message While
we are transiting through one of the most exciting times of our
business journey, we are glad to have you on board. Your
efforts and contributions made in the last year are laudable.
We sincerely appreciate all our stakeholders for their continued
support and patronage and look forward to the same as we
move ahead to scale greater heights in coming years.
FY09 proved to be a truly testing year for global economies,
one of the severest in the post globalisation times of last
decade. The underlying and accumulating financial crisis of
developed world came to light coinciding with the saturation of
their economic growth. This dual blow has impacted their
economies almost instantly and the consequent impact on
emerging economies like ours have also felt the tremors,
though with a time lag.
Your company has been a big believer in India story and the
extent of insulation witnessed in the last financial year testifies
our belief. Our economy draws strength from being domestic
consumption led and regulated banking & financial system.
Basis these very strengths, growth is the only way forward for
our economy.
In the near term, following months will be challenging for Indian
Cement Industry, as there is significant new capacity in the
pi pel i ne, at di ff erent st ages of i mpl ement at i on.
Commencement of these capacities will create over capacity
situation, causing pressure on pricing and utilisations due to
demand supply mismatch. To meet this challenge, we have
entered new markets with aggressive marketing plans and at
the same time consolidated our position in our core markets. le
and newer markets shall drive better growth and profitability,
going forward. Global diversion of sugarcane towards energy
sector is likely to keep sugar as a profitable business of
your company, in both import and export situations for the
country. Both these factors will favourably aid to value creation
by your company.
Jai Hari Dalmia Yadu Hari Dalmia
3
While we are transiting
through one of the most
exciting times of our business
journey, we are glad to have
you on board. Your efforts
and contributions made in the
last year are laudable.
Financial Highlights
Previous year figures have been regrouped/rearranged wherever necessary for comparison with current year numbers
^ Face Value Rs 10 per share, split to Rs 2 per share in FY06
# Based on shares outstanding at year end
* Includes Capital Work In Progress
Particulars
Total Operating Income Rs. Mn 4,640 5,855 10,069 15,078 17,787
EBITDA from Operations Rs. Mn 728 986 2,698 4,960 5,257
Cash Profits from Operations Rs. Mn 478 650 2,047 3,299 3,474
Profits before Tax Rs. Mn 357 1,089 2,964 4,341 2,599
Profit after Tax Rs. Mn 309 848 2,289 3,472 1,586
Share Capital Rs. Mn 77 77 85 162 162
Reserves & Surplus Rs. Mn 3,507 4,199 7,449 11,310 12,520
Loan Funds Rs. Mn 4,988 6,832 10,146 15,833 23,383
Net Block* Rs. Mn 6,159 7,886 13,436 18,260 26,666
Net Current Assets Rs. Mn 2,130 2,199 1,752 4,536 5,010
Operating Profit Margin % 16% 17% 27% 33% 30%
Net Profit Margin % 7% 13% 20% 21% 9%
Return on Average Net Worth % 12% 28% 45% 40% 14%
EPS (fully diluted) Rs. 4.91 11.78 29.18 42.87# 19.61
Cash EPS (fully diluted) Rs. 8.52 17.60 43.40 57.70# 38.50
Debt Equity Ratio x 1.39 1.60 1.35 1.38 1.84
Interest coverage x 2.59 5.64 6.49 4.84 2.82
Current Ratio x 2.66 2.02 1.34 1.83 1.78
Dividend Rate % 50% 100% 150% 200% 150%
Dividend Payout Ratio % 12% 9% 6% 9% 15%
Share Price (as on March 31) Rs. 392 264 361 285 78
Market Capitalization Rs. Mn 2,999 10,119 15,438 23,020 6,338
FY05 FY06 FY07 FY08 FY09
^
4
5
TOTAL OPERATING INCOME
4640
5855
10069
15078
17787
728
986
2698
4960
5257
12%
9%
6%
9%
15%
2658
3419
6750
10748
12057
478
650
2047
3299
3474
CAGR 40%
CAGR 64% CAGR 64%
CASH PROFIT OPERATING PROFIT
DIVIDEND PAYOUT RATIO
CAGR 46%
NET WORTH
(Rs. Mn)
(Rs. Mn) (Rs. Mn)
(Rs. Mn) (%)
5%
12%
83%
Sugar Co-gen Distillery
SUGAR REVENUE MIX (FY09)
Production Sales
162
73
84
108
246
108
75
100
93
141
5%
5%
30%
60%
Tamilnadu Kerala Karnataka Others
CEMENT GEOGRAPHIC MIX (FY09)
1151
1405
1262
1569
2055
2737
2444
3294
2571
3384
SUGAR PRODUCTION & SALES
CLINKER & CEMENT PRODUCTION
Clinker Cement
6
( 000T) ( 000T)
7
FY08 FY09
3197
3499 3521
3541
3645
3767
3891 3892
Q1 Q2 Q3 Q4
FY08 FY09
3482
3547
3633
4145 4146
4492
4041
4849
Q1 Q2 Q3 Q4
FY08 FY09
13108 13030
13375
14072
14555
16456
17112
19380
Q1 Q2 Q3 Q4
SUGAR SALES REALISATION
NET SALES
CEMENT SALES REALISATION
811
1292
1309
1167
1058
1013
1782 1785
FY08 FY09
Q1 Q2 Q3 Q4
EBITDA
(Rs./T) (Rs./T)
(Rs. Mn) (Rs. Mn)
What challenges did the cement business face and how
satisfied are you with its performance in FY09?
Cement is the single largest contributor in our
diversified business and accounted for 74% of the total net
sales of the Company in FY09. During the year, cement net
sales grew by 14% to reach Rs. 12,927 million. Cement sales
volumes at 3.4 million tons depicted single digit growth of just
about 4%.
In my opinion, FY09 was a difficult year traversed well
for the entire cement industry. The industry witnessed volatility
of all hues; across regions, players and quarters. Exports
ban, influx of imported cement, escalating input cost,
production constraints, softening of demand, reversal of
exports ban Indian cement industry weathered all to
emerge amongst the leading contributors to the National GDP
growth of 6.7%.
The challenges and achievements of your company were no
different than those of the industry on operational fronts. The
company adapted to the changing environment while speedily
readying the new capacities at one hand and tackling the
escalating operating costs - which could not have been passed
through fully. Despite these, the company delivered growth at
both top line and operating EBITDA levels. In my view, FY09
has tested the Companys ability to survive and grow in
challenging times through collaboration and innovation. These
set of values are expected to hold us in good stead in the near
term, where the industry is likely to face challenges on account
of demand-supply mismatches.
revenue
How do you view the companys performance in FY 09?
FY09 was a year of multiple challenges for the company.
We tackled simultaneous Capex and Opex pressures
during the year and achieved encouraging results on both
fronts of capacity expansion and meticulous operations.
Our gross sales at Rs. 19,715 million were up 17% from
Rs. 16,908 million last year. Despite the rising input cost and
cost pressure on our products prevalent through most part
of the year, our operating EBITDA grew by 6% to reach
Rs. 5,257 million. Cement gross revenues were up by 13% at
Rs. 14,807 million and gross revenues from integrated sugar
business improved by 29% to Rs. 3,776 million. Sugar EBITDA
saw a marked improvement at Rs. 601 million, up 154% on
a small base while Cement business had a 4% fall in operating
profits at Rs. 4,402 million.
Our Greenfield projects progressed at rapid pace through the
year, weathering the storm of economic slowdown and liquidity
crunch. Kadapa plant of your company got commissioned in
March 2009 and is currently under ramping up stage.
Strategically, we have started grinding operations at Ariyalur
plant ahead of the clinker kiln commissioning, which
incidentally is expected to be commissioned in the second
quarter of current financial year. I am glad to inform you that
your company achieved a rare feat of commissioning the
Kadapa plant within 24 months from placing orders for major
plant and machinery. Considered against industry average of
30-36 months, the projects team has achieved a tremendous
feat and the time saved shall cover up for the ramp up time.
Values that drive us into future
Session with the Managing Director
8
Since becoming the Managing Director in 2007, Puneet Dalmia has been spearheading the aggressive growth strategy of Dalmia
Cement. An IIT and IIM alumnus, Puneet features amongst the youngest MDs of India Inc. Known for his passion for perfection, he
has been the catalyst in transformation of HR Culture of the company. He speaks on a host of issues facing the company.
our Green Agenda by producing bio-fuel. Our sugarcane
crushing capacity at 22,500 TPD is significant and I anticipate
cane friendly policies from the governments in near future. For
a profitable business unit helping farming community,
generating employment across production and distribution
channel, producing green energy and bio-fuel; our sugar
business will continue to be an important area in our inclusive
and sustainable growth pursuit.
What is your message to shareholders for FY10 and
beyond?
I feel humbled and privileged to thank our shareholders for their
continued trust and patronage. Growth in commodity business
and especially cement has always been volume-driven. We
have worked relentlessly in the last five years towards building
volumes, Brownfield, Greenfield and through strategic
investments. And by March 2010, we will command close to
10 million tons of capacity in cement including your companys
share in OCL India, a leading player in the eastern region.
Being able to grow without significant dilution, in my opinion,
is a rare feat of your company and the same will go a long way
in maximizing shareholder value. We have built strong
capacities in both our businesses of cement and sugar, funding
all this growth through internal accruals and debts. As we knock
the doors of the bigger league, all our perseverance including
your continued trust will come in handy and shall help us reap
rich dividends.
How do you view the sugar businesss performance in FY09?
Our sugar business performed exceptionally well on the sales
and realisation front in FY09, recording 31% growth in net sales
and 15% growth in sales volume. While net sales rose to
Rs. 3,550 million, EBITDA from our integrated sugar operations
rose significantly to Rs. 601 million recording a jump of 154%
over Rs. 237 million in the previous year. EBITDA margin also
rose to 17% from 9% in the previous year.
Sugar production however, saw a significant drop on account of
acute shortage of sugarcane, across the industry. Our crushing
season got reduced to 98 days. During the year, the industry
witnessed the lowest sugar cane yields and sugar recoveries in
last 15 years. The impact of lower sugarcane availability was
visible in co-generation and distillery operations too. We
anticipate better realisations trend to continue in FY10,
because of this lower production. Since the country will need to
import sugar to cover the gap, central government has allowed
duty free import of raw sugar under OGL, to be processed and
sold in domestic market without any re-export obligation. Your
company is availing this opportunity of importing raw sugar,
which will be processed at our facility at Jawaharpur.
Cements domination will strengthen further in your
business mix. How relevant will the sugar business be,
going forward?
Our sugar business differentiates us from our cement peers. Its
strong co-generation prowess brings green energy to our fold
reducing our carbon footprint. Integrated distillery strengthens
Being able to grow without significant
dilution, in my opinion, is a rare feat of
your company and the same will go a
long way in maximizing shareholder
value.
9
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10
Values that sustain value creation
Values are beliefs about what is right and wrong and what is
important in life. Values are what drive our conduct every
moment. Values are the rich cultural heritage of any society.
Values are the binding force and the guiding principles behind
the evolution and prosperity of all civilisations.
Like mankind, companies too with the right set of values, have
prospered over a long period of time. As an organisation which
believes in fair conduct, our shared values have been our
means to achieve inclusive and sustainable growth.

Entering the aggressive growth trajectory, we will be guided and
governed by our newly adopted values. Binding 3500 people
across 15 locations and driving the cumulative energies of one
company, one belief and one dream are our four core values of
LEARNING, TEAMWORK, SPEED and EXCELLENCE.
Dalmia
Lets Excel
We are committed to creating exceptional value for our customers, employees,
shareholders, vendors and the communities we operate in, through our core values of
Learning, Teamwork, Speed and Excellence
Our values mission
11
The Subhashit on the adjacent page signifies the importance of imbibing right virtues; presence of
which, by itself ensures development of the person.
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12
Values that incubate Learning
and production team ensured grinding, processing and
clinkerisation in no time.
Better quality oil-well cement was produced, this time at a lower
cost due to fuel efficiency we achieved. The desired quantities
were despatched within the stipulated deadline. The path of
past failures led us to success this time, because of our
previous leaning and openness to learn through the entire
process.
Considering the fuel efficiency of the process, which could
result in substantial savings for the company in future, we feel
proud to have embarked on this PATH OF LEARNING.
A sudden demand for large volume of Oil-well cement came
when we were transiting from the old Polysius to Modern KHD
Kiln for Oil-well cement. KHD Kiln's efficiency for this special
cement was yet to be established.
Meeting this unexpected demand within a tight deadline was a
big challenge. Previous attempts of producing oil-well cement
through KHD Kiln were unsuccessful. Designated teams
spurned into action and after deliberation decided to use the
KHD Kiln for the purpose.
With drive and conviction to succeed, meticulous planning was
initiated. Quality control team estimated raw material
requirement; mining team undertook exploration and supply;
13
Learning from failure, we met with success
The subhashit professes the utilisation of every moment towards learning and every particle towards
earning. It alarms further that no knowledge can accrue if time is lost and no wealth can be created if
particles, however small, are lost.
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Values that inculcate Teamwork
defined, as the needs were unique at each location. Slight
delay in planning and ordering ate into execution time.
Realigning across functions, resources were scaled up. The
underlying collaboration and commonality of purpose ensured
optimisation of resources. Constant exchange of learning from
experience and sharing of resources between functions and
locations exemplified the value of teamwork.
Our collaborative efforts bore fruits with all the plants getting
commissioned in a record time of 12-15 months. Our success
signified the POWER OF TEAMWORK.
With our Ramgarh plant performing well, we decided to expand
our sugar business with two proximate Greenfield plants at
Jawaharpur and Nigohi. The project also included setting up of
a distillery at Jawaharpur and a power-plant each at all the
three locations to make our sugar business integrated.
With no experience in co-generation and distillery, expanding
at three locations was a big challenge. Poor infrastructure,
inclement weather and increased demand load on suppliers in
the region added significantly to the challenge.
We formed a central project team from existing resource pool.
Smaller location-wise teams were formed with roles clearly
15
Extensive collaboration made our sugar expansion easy
The subhashit compares the weathering of storm by a well-planned plantation cluster against the
uprooting of a standalone tree and thereby highlights the power of collaboration.
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16
Values that value Speed
sub-contractors and offered on-the-spot bonus on intermediate
stage completions. Our passion to make things happen
as well as empowerment towards decision making across
levels helped us achieve this daunting task in less than
. 10 months
We were surely not the first one to construct pre-heater
tower, but amongst the fastest ones to accomplish this feat.
PASSION FOR SPEED- shall we say!
Commissioning Kadapa plant on time was of strategic
importance to the Company. Though land acquisition was
completed quickly, heavy rains and consequential flooding of
the site resulted in a loss of 45 days for civil construction.
We aimed to cover up this time-loss in the construction of pre-
heater tower; the tallest structure (139 m, 8-floor in our case)
which generally takes about 12-14 months to complete.
We divided the marathon project into smaller floor-wise
targets; did minute detailing; collaborated within and even with
17
Creating speed benchmarks
The subhashit praises the wisdom of doing tomorrows bit today in the backdrop of uncertainties of
future and highlights the virtue which results in speedy execution and higher productivity by mankind.
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a. .++==. = |=-+ ii
18
With no prior experience or external help, we showed the
courage to take on this challenge, stayed focused on the end
objective, shared knowledge, implemented quickly in the
process and went on to achieve this feat.
We succeeded because we believed. Simply put, we won
because of our consistent PURSUIT OF EXCELLENCE.
We undertook to upgrade our KHD Kiln's capacity from 1800 to
3000 TPD. The job involved construction of pre-heater tower
(108m) over the running kiln.
Just being good was not enough. What was needed was
an exemplary belief in self and fellow colleagues, immaculate
planning and detailing, sharing of responsibilities across
sub-groups, collaborative furtherance of concurrent and
sequential development of assigned task, adherence to
the timelines and working with an impeccable alternate
contingent plan.
Values that worship Excellence
19
Aiming high, we reached sky
The spirit of resilience and winning over the obstacles are highlighted by this Subhashit. Excellent
people are defined as the ones who go on to achieve their aim, displaying this spirit.
Year 2009 holds greater significance for Dalmia Cement. Its
first Greenfield cement plant at Kadapa in Andhra Pradesh
commenced operations in March 2009, followed closely by
commencement of trial grinding at its second Greenfield plant
at Ariyalur in May 2009. With a net Capex of over Rs. 13,300
million incurred till March 2009, these two plants shall ramp up
and start contributing soon.
Commencement of these two plants will mark the transition of
Dalmia Cement from a single-location, single-plant entity to a
three-location, three-plant cement major having presence
across multiple markets. With combined capacity of 9 million
tons, the company will go on to further strengthen its market
leadership in the southern region.
Kadapa unit is Dalmia Cement's first cement plant outside
Tamil Nadu. With installed capacity of 2.5 million tons at 100%
PPC, the plant has added significantly to company's 4 million
tons existing capacity at Dalmiapuram. The plant marks the
company's entry into cement markets of Andhra Pradesh &
Kadapa Plant
Value-creators that multiply value
20
Our Joint Managing Director, has led
the capacity expansion projects from the front. Putting best
of his experience to use, he has made significant
contribution in the growth phase of the company.
Mr. Gautam Dalmia
Karnataka and shall go a long way in strengthening its footprint
in Southern India.
A masterpiece of tomorrow's technology, the plant has latest
equipments and machineries including Robolab, which collects
samples at each stage of manufacturing and calibrates
the equipment to attain the desired output. The plant is
expected to establish a new benchmark in emission norms and
energy efficiency.
Being located in limestone rich belt with proximity to other raw
material sources, the unit is well connected by rail and road and
is almost equidistant to major markets of Hyderabad, Chennai,
Bangalore and Vijayawada.
The Kadapa plant was completed within 21 months from
ground breaking. The pre-heater construction was completed
in less than 10 months against a much higher industry average.
With immaculate planning, the unit obtained all statutory
clearances necessary for commissioning the plant well
in advance.
Company's second Greenfield project at Ariyalur in Tamil Nadu
is strategically located amidst another limestone rich belt and is
40 kilometers away from the Dalmiapuram plant. The final
stage of development at this site is progressing at a fast pace.
More than 80% of the construction work was completed at the
time of this report going to print.
Ariyalur Plant
Panoramic view of newly commissioned Kadapa plant
21
Pre-heater tower at Ariyalur
As a 70 year old enterprise, we have grown with the
contributions from three generations of promoters and
employees. The company strongly believes in preserving a
cleaner and greener environment for communities of today
and tomorrow.
Dalmia Cement continually takes numerous initiatives towards
ecology and environment conservation including emission
reduction measures, extensive plantation around its plant,
recycling and treatment of sewage and effluents from plant and
colonies, rain water harvesting, cow breeding etc. It has
constructed a pond in Dalmiapuram and several watch towers
at a bird sanctuary near Karaivetti Lake, near Dalmiapuram.
An ongoing Clean Development Mechanism project on
optimization of Clinker has made significant progress in FY09.
At Dalmia Cement, energy self-sufficiency and efficiency is
pursued with an ideology which establishes it as a business
imperative and social responsibility too. It has consciously
responded to this cause by evolving in-house power generation
Values that respect nature and humanity
22
approach on one hand and optimisation of all forms of energy
through various measures in its cement and sugar businesses on
the other.
Dalmia Cement's community development initiatives aim at
four core areas of basic education, healthcare, livelihood
enhancement and civic infrastructure improvement. It
undertook several initiatives in the adjoining areas of its cement
and sugar plants in FY09. The year saw its community
development programs also reaching Andhra Pradesh, in the
adjoining areas of the Kadapa plant.
Distribution of books and stationary, construction and repair of
school buildings, promotion of vocational training programs,
arrangement of medical camps, donation for higher education,
construction and repair of village infrastructure including roads
and dhobi ghaat and donation of a 34-seater ambulance to
Rajiv Gandhi Institute of Medical Sciences, Kadapa were some
of the community development initiatives undertaken during
the year.
Ambulance for community service
A school aided by Dalmia Cement
fast by setting up godowns in strategic locations and deploying
relationship managers and service-oriented carrying &
forwarding agents.
Innovative promotions for channel engagement have been the
hallmark of Dalmia Cement. With a clear focus on below-the-
line activities in the previous years, it has optimised the
promotional investments. Its market share has grown by 20%
CAGR since 2004 in Tamil Nadu & Kerala markets. Dalmia
Cement's prudent strategy of expanding in the focussed region
of southern India, where it enjoys the long legacy of 70 years
and which has been the fastest growing market will help it reap
rich dividends in coming years.
Dalmia Cement intends to undertake an aggressive mass-
media promotion campaign including outdoor and electronic
advertising, which shall give a major fillip to the groundwork
done by its sales team and help it stamp its leadership in new
markets in addition to maximising its sales in traditional
markets. All these brand building activities shall translate into
an increased brand preference, which is an impeccable tool of
maximising yield in short-supply situation and enhancing
capacity utilisation in over-supply situation.
Dalmia Cement has always enjoyed tremendous preference in
its traditional markets of Tamil Nadu and Kerala. Respected for
its product quality and strong business ethics, it is a household
name. Its flagship brand Vajram's premium perception rates
high in the peer group. Believing in the inside-out approach
of brand building, it has persevered through out the year
towards leveraging its traditional market brand premium to
newer markets.
Extensive mapping exercise was undertaken to identify
potential dealers from traditional and even allied channels.
Identifying district-wise trends & needs, development of a
strong network of wholesalers and retailers has been initiated
during the year. The dealer network is aggressively being
scaled up with special focus on exclusive dealers and by
upgrading a few existing sub-dealers as dealers for Dalmia
Cement. DCBL continues to motivate the channel partners by
recognising the volume sales with various incentives.

Dalmia Cement sales force of over 150 dynamic professionals
is managing the dual task of fortifying its dominant market-
share in Tamil Nadu & Kerala and establishing sizeable market-
share in Andhra Pradesh & Karnataka. With the seed sales
already done in these two states, logistics are being scaled up
23
Values that create winning brands
Management Discussion and Analysis
Indian economy too was not completely insulated from these
global events. According to the quick estimates released by
the Central Statistical Organisation, GDP growth in FY09 was
down to 6.7%, in sharp contrast to the sustained growth
momentum of over 9% achieved during previous three years.
The Economic Advisory Council to the Prime Minister has
anticipated that the Indian economy will slowly pickup from
second quarter onwards and go on to show fairly strong
recovery in the second half of FY10. The council identified that
accelerated implementation of the infrastructure projects is the
INDIA GDP GROWTH (%)
Source: Central Statistical Organisation, Govt. of India
24
Economic Overview
Year 2008 proved to be a watershed year for the global
economy with unprecedented financial crisis and slump in
activity engulfing the economies worldwide. The liquidity
ceased in the credit markets and growth expectations turned
negative in the developed economies. According to the World
Economic Outlook released by the IMF recently, the advanced
economies experienced an unprecedented 7.5% decline in real
GDP during the fourth quarter of 2008 and emerging economies
also contracted 4% in aggregate during the same quarter.
XITH FIVE YEAR PLAN:
SECTOR-WISE PROJECTED INVESTMENT (INR Billion)
Source: Planning Commission, Govt. of India
6665 : Power
3142 : Roads & Bridges
2618 : Railways
2553 : Irrigation
1437 : Water & Sanitation
880 : Ports
310 : Airports
12.0%
10.0%
8.0%
6.0%
4.0%
2.0%
0.0%
FY05
7.5
FY06
9.4
FY07
9.9
FY08
9.0
FY09
6.7
25
Standalone Financials
(Rs. Mn) FY08 Growth
Gross Sales 16,908 19,715 17%
Net sales 14,807 17,528 18%
Total Income from Operations 15,078 17,787 18%
EBITDA from Operations 4,960 5,257 6%
PBT 4,341 2,599 (40%)
PAT 3,472 1,586 (54%)
FY09
Performance Highlights - Standalone
Of the total net sales, cement business unit along with wind
farm accounted for 74% in the FY09 while integrated sugar
business increased its contribution in the revenue mix from
18% to 20% on account of sales volume growth and improved
realisations. Other businesses include revenue streams from
refractory and other units.
Earnings Per Share for the company for FY09 stood at
Rs. 19.61. EBITDA from operations improved at Rs. 5,257
million, with integrated sugar business performance improving
significantly. Profits for the Company as a whole suffered on
account of a negative swing of Rs 1,733 million in Other Income
in FY09 mainly due to loss in temporary surplus treasury
against profits of Rs. 1,374 million booked last year.
REVENUE MIX (FY09)
FY08 FY09
4960
5257
EBITDA FROM OPERATIONS (Rs. Mn)
74%
20%
6%
Other
Sugar
Cement
(Rs Mn) FY08 09 Growth
Gross Sales 16,908 19,715 17%
Net sales 14,807 17,528 18%
Total Income from Operations 15,106 17,807 18%
EBITDA from Operations 4,970 5,274 6%
PBT 4,393 2,181 (50%)
PAT * 3,688 1,412 (62%)
* Including Share of Profit from Associates
. FY
foremost factor impacting the economy's recovery in FY10.
With Government spends on infrastructure accounting for
about 30% of India's cement consumption, the cement industry
and your company shall expect a further fillip to demand in FY10.
FY09 witnessed severe power shortage across many States
including Tamil Nadu and Andhra Pradesh, where your
company's cement units are located. Persistent shortage of
coal also resulted in power utilities cutting down on generation,
further worsening the power situation in the country. With the
availability of gas from Krishna-Godavari basin to gas-based
power plants in Andhra Pradesh, power availability is expected
to improve not only in that state but also in neighbouring Tamil Nadu.
International Sugar Organisation's recent estimates suggest a
global sugar deficit of over 7.5 million tons in Sugar Season
2008-09 and forecasts sugar import by India to be at 2.4 million
tons to meet its annual demand. These shortages have led to a
favourable commodity pricing scenario. Your company's
integrated sugar business shall benefit from better realisations,
offsetting part of the impact of lower production.
Despite uncertainties in the operating environment, overall
performance of your company was satisfactory in FY09.
Consolidated Financials
Financial Highlights
FY08 FY09
14807
17528
NET SALES (Rs. Mn)
three year CAGR of 10%. Indian Cement exports at 3.2 MnT
and Clinker exports at 2.9 MnT were flat for the year. Southern
region (including Maharashtra) recorded consumption of about
76 MnT and grew year on year at 9.2 %, lower than its 3 year
CAGR 10.7%. With 43% of All India consumption, it continues
to be a promising region for cement in India.
With new capacity additions, capacity utilization fell to 88% in
FY09 from 94% in previous year for both, South as well as All
India. This however did not have any significant impact on prices,
as lower capacity utilization, was partly on account of longer
stabilization period for new capacities, and partly on account of
capacity lost due to infrastructure constraints. However there is
significant new capacity in the pipeline. As per CMA estimates,
during FY10, about 60 MnT of new capacity is expected to go on
stream, of which about 22MnT would be in South.
Performance Review
During FY09, your company's cement unit (including wind
farm) net sales reached Rs. 12,927 million, recording an
increase of 14%. With input cost of coal, fly ash, gypsum and
other materials rising, cement EBITDA from operations
recorded a decline of 4% at Rs. 4,402 million. Employee cost
too increased mainly on account of significant increase in
manpower towards managing and marketing new capacities at
Kadapa and Ariyalur.
26
Business Overview
Cement
Indian cement industry started FY09 with installed capacity of
192 MnT (excluding closed capacities of 6 MnT) as per data
released by Cement Manufacturers Association, India. Against
expected capacity addition of 40 MnT during FY09, industry
added only 21 MnT primarily owing to delays in project
executions. The total capacity reached 219 MnT at the close of
FY09. Capacity in the Southern Region (including 13 MnT of
Maharashtra) was 75 MnT, as on March 31, 2008 and
increased by about 16 MnT during FY09, reaching 91 MnT.
During FY09, all India cement consumption rose by 8.4% to
reach 178 MnT, slightly lower than the 3 Year Compounded
Annual Growth Rate (CAGR) of 9.5%. Considering the
economic slowdown and sharp decline in the realty sector, this
was an encouraging growth though lower than the previous
Higher interest costs at Rs 1,426 million too impacted the
profitability. Enhanced debt and higher borrowing cost due to
tight financial market conditions led to this 26% increase.
Greenfield cement expansion project at Kadapa in Andhra
Pradesh was commissioned in March 09 and volume growth
from the same would be available in FY10.
94%
54
88%
168
181
FY 09 FY 08
60
India South India Utilisation
PRODUCTION AND CAPACITY UTILISATION (MnT)
Source: Cement Manufacturers Association
EXPENSE MIX
28%
24%
14%
9%
6%
6%
4%
10%
Repair & Maintenance
Depreciation
Salaries
Freight
Interest
Others
Raw Material
Power & Fuel
CEMENT SCENARIO: ALL INDIA & SOUTH INDIA (MnT)
Source: Cement Manufacturers Association
India South India
198
179
168
219
205
181
62
57
54
78
68
60
Capacity Effective Capacity Despatches
FY08 FY08 FY09 FY09
First truckload being flagged off at Kadapa plant
In the cement business, your Company was able to increase
sales volumes by about 4% to 3.4MnT. Capacity utilization for
the Dalmiapuram plant continued to be above 90%.
Despite better price realisation in the southern region, margins
got squeezed, due to unprecedented increase in price of
imported coal by over 60% in the first half of the financial year,
which also impacted the cost of self generated power.
Presently the prices have come down, and are close to FY08
average. Foreign exchange losses on imports, owing to 26%
depreciation in Rupee against the US Dollar, during FY09,
further impacted the imported material costs. Together, fuel
and power cost per ton of cement increased by 47% year on
year. Your company managed to restrict increase in its freight
costs per ton to 4% despite increase in diesel prices, by
optimising its logistics mix.
Operations Highlights
With the commissioning of second thermal power plant of 18
MW at Dalmiapuram unit, your company enjoys complete self
sufficiency in power insulating its operations from the prevailing
power-cuts in Tamil Nadu. In order to bring the fuel cost down,
the company is also focusing on alternate fuels, benefits of
which are expected to be realised in FY10. During the year
company lowered its power consumption to below 72kwh/T,
which is amongst the lowest in the industry.
Your company's 2.5 MnT, based on 100% PPC mix, Kadapa
project got commissioned within 24 months of placing major
machinery orders. The project got some what delayed, as
compared to the original plan, but it was still executed in good
time frame, when compared to other projects, ordering for
27
NET SALES AND EBITDA FROM OPERATIONS (Rs. Mn)
FY08 FY09
EBITDA from Operations
Net Sales
4591 4402
12927
11322
CEMENT PRODUCTION AND SALES (MnT)
3.29
3.38
3.26
3.38
Production Sales
FY08 FY09
Rail despatch from the Dalmiapuram plant
which was initiated around the same time. Your company's
second 2.5 MnT, based on 100% PPC mix, Greenfield Ariyalur
project is in advanced stage of completion and is expected to
be commissioned in the second quarter of FY10. Thermal
Power plant of 27 MW, at Ariyalur, is expected to be
commissioned in the third quarter of FY10 to provide self
sufficiency in power requirements of the unit.
Strategic Investment
As mentioned last year, your subsidiary Dalmia Cement
(Meghalaya) Ltd merged with OCL India Ltd. Consequent
to this merger, your company acquired 21.7% strategic
stake in OCL India Ltd. It had 2MnT cement capacity as on
March 31, 2008. With the completion of its expansion project,
the capacity has increased to 4.3 MnT (based on own clinker)
including 0.9 MnT grinding unit commissioned in FY09. This
strategic investment is expected to add significant value to the
company in long run and also provide a footprint in the fast
growing eastern region where cement consumption grew
11.3% (3 year CAGR 7.6%) against All India growth of 8.4%.
OCL recorded impressive performance in FY09 with Gross
Sales at Rs. 12,763 million, PBT at Rs. 1,771 million and Profit
After Tax at Rs.1,157 million. Your company added Rs. 251
million as share of profit from OCL in its Consolidated Profits
After Tax.
Growth Plans
In order to move up in scale and increase footprint, your Board,
in FY09, approved further investments towards Greenfield
cement projects of up to 10 MnTPA to be set up in a phased
manner, through subsidiary companies. The Company made
progress on this by obtaining mining leases and environmental
clearances. Land acquisition and other business development
activity across a few sites were also initiated. However,
considering the global turmoil and consequent economic
slowdown, the management found it prudent to put the
expansion plans on hold for the time being. The growth plans
and prospects will continue to be monitored closely.
Outlook
Kadapa and Ariyalur units will add significantly to the volume
and revenues from FY10 onwards. Keeping in view the
expected capacity additions across the region, and
stabilisation of capacities commissioned in FY09, we expect
that pressure on prices could start appearing from second half
of FY10. Softening of imported coal prices, and other cost
cutting measures with alternate fuels, are expected to help the
company on the cost front. Long term prospects of cement in
our view continue to be good with per capita cement
consumption in India still being very low, even when compared
with some of the developing economies.
Early morning aerial view of Dalmiapuram plant 28
Performance Review
Sugar
FY09 proved to be a good year for your company's sugar
business with the company recording 31% growth in net sales
and 15% growth in sales volume. The availability of sugarcane
has been an issue during the current season due to diversion of
sugarcane to gur and khandsari industries and adverse agro
climatic conditions. On account of shortage in cane production
and lower yields, crushing season for your company reduced
drastically to 98 days during the year as compared to 179 days
in the previous year. The company crushed 1.19 MnT of cane
across its three plants in Uttar Pradesh, down from 2.44 MnT in
the previous year. Recovery rates too fell by over 120 basis
points. Consequently, sugar production during the year
dropped to 0.11 MnT as against 0.25 MnT last year. Capacity
utilisation for the industry was significantly lower, with your
company utilisation featuring in top percentile.
Sugar
The Indian sugar industry witnessed a sharp decline in
sugarcane crushing and sugar production in Sugar Season
(SS) 09. Sugar production is estimated to decline by 44% to
14.7 MnT against estimated consumption of 23 MnT in
the current year. The closing inventory is expected to decline to
6% of annual consumption. India is expected to import
2.5 MnT of sugar in SS 09 as compared to an export of 5 MnT in
previous year.
Acute supply shortage of sugarcane caused a sharp decline in
sugar production in the country. In the absence of clear
direction on sugarcane prices, farmers diverted significant
cultivable area to other competing crops. Incessant rain
leading to water logging in fields adversely impacted the cane
yields. UP region has not witnessed such drop in yields of
15%-20% in the last 15 years, as was experienced in this
season. Recovery from cane too dropped significantly. Hence
overall sugar production suffered across the region. While it led
to low capacity utilisation in plants, it had positive impact on the
commodity prices. Sugar prices were on an uptrend for most
part of the year.
Particulars 05-06 06-07 07-08 08-09 09-10
(E) (P)
Total Opening Stocks 40 36 92 80 14
Production during
the Season 193 283 263 147 204
Imports 0 0 0 25 35
Total Availability 233 320 355 252 253
a) Indigenous 185 210 225 230 237
b) Exports 11 17 50 8 2
Total Off Take 196 227 275 238 239
- Indigenous 36 92 80 14 13
- Imported 0 0 0 0 0
Total Closing Stocks 36 92 80 14 13
% of Consumption 20% 44% 36% 6% 6%
Source: Indian Sugar Mills Association
SUGAR PRICE REALISATION TREND- CENTRAL UP REGION
24,000
21,000
18,000
15,000
Rs./Tonne
S
p
o
1
P
r
i
c
e
s

o
f

K
a
n
p
u
r

M
a
r
k
e
t

source:www.ncdex.com
Mar-
08
Apr-
08
May-
08
Jun-
08
Jul-
08
Aug-
08
Sep-
08
Oct-
08
Nov-
08
Dec-
08
Jan-
09
Feb-
09
Mar-
09
29
141
162
246
108
Production Sales
SUGAR PRODUCTION & SALES (000 T)
FY08 FY09
Sugar plant at Jawaharpur
year. Sales for the distillery unit stood at 6819 KL against 7490
KL last year. However, the realisation improved to about Rs. 25
per litre from Rs. 17 per litre in previous year leading to net
positive earnings.
Due to low availability of molasses, Uttar Pradesh Government
has reserved 30% molasses for country liquor manufacturers,
up from 25% last year. The State Government has also banned
export of molasses to ease the supply situation in the State.
Operations Highlights
Net Sales in the integrated sugar business improved by 31% in
the FY09 at Rs. 3,550 million, with higher realisations and
volume momentum providing the required impetus to this
growth. In sugar, average realisations were up 27% at
Rs. 17,139 per ton on enhanced sugar sales volume of
Co-generation and Distillery
Both co-generation and distillery units witnessed significant
drop in operating days on account of lower cane crushed by the
sugar unit. Due to lower bagasse availability, power generation
dropped to 195 million units from about 300 million units in the
previous year. Net power exported during the year fell to 143
million units as compared to 195 million units last year.
The company is bound by the long term power purchase
agreement and sells power to grid at just above Rs.3/unit.
However, representations have been made by the industry for
upward revision of tariff on account of increased cost of production
which is expected to be considered favourably by the State.
Similarly, due to lower availability of molasses, production in
the distillery unit in FY09 was 6556 KL, down 31% from last
30
Net Sales EBITDA from Operations EBITDA Margin (%)
NET SALES & EBITDA FROM OPERATIONS (Rs. Mn)
2710
3550
237
601
FY 08 FY 09
9%
17%
In order to augment sugar stocks in the country, Central
Government allowed duty free import of raw sugar under
Advance Authorization Scheme up to September 30, 2009 with
a condition to re-export within 36 months from the date of
import. Further, Central Government also allowed duty free
import of raw sugar under Open General License up to August
1, 2009 to be processed and sold in domestic market without
any re-export obligation. Your company too has availed the
opportunity of importing raw sugar under the latter scheme, for
processing at its facility at Jawaharpur in FY10.
Inside view of sugar plant

Balance Sheet Analysis
Capital Structure
The Company's equity capital increased marginally to Rs.
161.88 million as on March 31, 2009 comprising 8,09,39,303
equity shares (8,08,43,643 shares) of Rs. 2 each (fully paid up)
on account of 19,132 remaining warrant conversion.
Reserves & Surplus
The Company's reserves and surplus increased to Rs. 12,520
million in FY09. During the year under review, Debenture
Redemption Reserve increased by Rs. 129 million while
Revaluation Reserve has reduced by Rs. 97 million.
Loan Profile
The borrowed funds of the Company increased to Rs. 23,383
million in FY09. Secured loans at Rs. 19,020 million comprise
81% of the total loans. Borrowings increased mainly due to
fresh loans raised for Kadapa and Ariyalur Greenfield projects.
Out of the total borrowed funds, Rs. 4,695 million is to be repaid
during the year. For the year, average cost of borrowed funds of
the Company is around 9.6% per annum.
Total Assets
Total Assets of the Company increased by 33% to Rs. 38,352
million in FY09 from Rs. 28,935 million in FY08. The
Company's Net fixed assets as a proportion of total assets were
at 51% at the end of the year.
Gross Block and Depreciation
The 39% increase in gross block of the Company can be mainly
attributed to the capitalization of Greenfield project at Kadapa
and installation of new plant and machinery. The Company
continued to upgrade its infrastructure and technology across
its manufacturing facilities with added investments in land and
buildings. It provided depreciation of Rs. 872 million for FY09.
Capital Work in progress across various units but primarily the
Ariyalur cement project is Rs. 6,975 million.
Investments
Cumulative investments of the Company at Rs. 6,675 million
include strategic investments of Rs. 2,000 million towards
acquisition of 21.7% shares of de-merged OCL India Ltd. and
investments of Rs. 1,602 million in subsidiary companies. At
Rs. 4,235 million, 63% of the total investments are quoted,
market value of which is Rs. 1,949 million as on March 31, 2009.
31
0.16 MnT in FY09, up 15% from previous year. Similarly
realisations showed marked improvement in the Distillery
business. This led to higher EBITDA margins of 17% in the
integrated sugar business.
Outlook
Sugar Industry is amongst the key drivers of India's rural
economy supporting over 50 million farmers; owners and
employees of nearly 500 sugar mills and thousands of
wholesalers and distributors. Being the largest consumer and
second largest producer of sugar, India's sugar industry bears
significance in global sugar trade. Sugar output in India is likely
to be higher next year as farmers are likely to increase cane
acreage to benefit from a rise in sugarcane prices. This will
hopefully lead to marginal improvement in operating conditions
i.e., availability of cane and number of crushing days. The
country's sugar consumption next season may remain around
23 million tons and stockpiles at the start of next season may be
around 14 million tons.
Sugar prices are expected to remain firm for coming years,
primarily on account of declining sugar inventories. Your
company will lay special emphasis on improving cane
procurement strategies and thereby increasing capacity
utilisations as this plays a pivotal role for improvement in
company's performance in integrated sugar business.
Distillery at Jawaharpur
32
Sundry Debtors
The debtors of the Company increased to Rs. 2,140 million in
FY09, of which 5% amounting to Rs. 105 million are more than
six months old.

Loans and Advances
Loans and Advances comprised 30% of the Company's current
assets. Loans and Advances made by the Company increased
to Rs. 3,412 million in FY09 due to higher deposits with
government departments and authorities and increase in
advance income tax payments.
Your company strongly believes that energy efficiency is not
just a business imperative but a social responsibility too.
Company's green power through wind farm and agro-based
cogeneration units along with energy optimization measures
are a step in that direction. It continues to explore and
implement various energy conservation initiatives by adopting
energy efficient equipments and effective utilization of waste
heat generated. Active employee participation is established
through information sharing and benchmarking amongst units
and associate companies with emphasis on waste utilization
and energy conservation.
The company has been recognised for such initiatives, through
various awards such as:
Excellent Energy Efficient Unit awarded by CII
Gold Award in Cement Sector for outstanding achievement
in Environmental Management by GREENTECH's
Environmental Excellence Award for 2008
Best Performing Wind Farms awarded by New and
Renewable Energy, Govt. of India
Your company has formulated an exhaustive energy policy and
has plans to conduct periodic energy audits.
Energy Conservation
Human Resources
Dalmia cement has always featured high amongst preferred
employers. The Company's resolve to transform as a
professionally managed organisation and its consistent efforts
to adopt tomorrow's Human Resource practices today has
been amply acknowledged.
A major achievement in HR was the integration of its vast
employee pool of almost 1000 executives at multiple locations
on the recently adopted values system. Through numerous
channels of communication, all your company executives have
been aligned with the management's vision and its belief in the
said values being the big enablers.
In order to build career options in the growing organisation of
over 3500 employees, the company appointed about 70
Engineering and Management Trainees in FY09. The
Company believes that its ability to attract, train, reward and
retain its human resources will play a critical role in its future
success. This challenge is being addressed through several
structured initiatives. The Company has also instituted a
Variable Pay Plan and Performance Management System for
evaluation purposes as per its excellence value of meritocracy.
The Company continued to enjoy healthy and mutually
respectful industrial relations this year too with excellent
support from its trade unions.
of plant maintenance related business processes across all the
units. A management information system for decision making
and control is also on our radar.
Employee and Partner Collaboration
As part of this journey we would be implementing
Human Resources Management System, intranet and a portal
for our channel partners. Company recognizes the power of
internet and would strive to improve collaboration and
communication with key stakeholders using latest
communication technology tools.
Economic uncertainty risk
The phenomenal growth of period 2003-2008 in the Indian
economy has been stalled by the global financial crisis and the
deep recession across major developed economies. The sharp
slowdown has happened at a time when companies have
ploughed back substantial portion of past earnings into their
business through investments in capacity expansions.
While the economies across the world are showing initial signs
of recovery, it seems to be led by governments' stimulus and
fiscal policy adjustment measures. Impact from both these
factors while welcome, cannot be assumed to be long lasting.
Risks & Concerns
Information Management
In today's fast paced world of fierce competition, technology
plays an important role. Your company has been at the forefront
of technology for many decades.
Importance of a technology of different kind - Information
Technology which we call Information Management (IM) is
equally acknowledged at DCBL. The IM up-scaling is a
continuous process in the company and aggressive expansion
across locations has added to the momentum in FY09.
Migration of our business applications to industry standard
SAP, ECC 6.0 suite has continued. SAP suite has been initiated
and partly implemented across business functions of Finance,
Costing, Sales & Distribution, Materials Management,
Production Planning and Quality in phase I. During FY09, SAP
was implemented at Dalmiapuram plant.
All the current locations country-wide enjoy same level of point
to multi-point video conferencing facilities in addition to
integrated data network. Going forward IM deployment in FY10
would be focussed largely on two work streams:
Business Process Automation and Control
As part of this journey SAP would be implemented at Kadapa
and Ariyalur plants along with automation and standardization
Coal stacker under construction at Kadapa plant
33
or remedial liability and costs. Other concerns of the cement
industry are availability and cost of power, coal, adequate
logistic & infrastructure and quality of material procured.
The main external concerns in case of sugar operations are
availability of sugarcane, sugarcane procurement prices owing
to the different policies adopted by Central and State
Government in announcing the Statutory Minimum Price and
the State Advised Price and the Government policy on control
of sale and distribution of sugar.
Market and Competition Risks
The Company is launching its cement products in Andhra
Pradesh and parts of Karnataka. This necessitates creation of
large dealer network, building brand awareness and ensuring
product acceptability in the new markets. The Company is
making all endeavours to make this a success and expand its
reach and spread in the region.
Credit and Liquidity Risks
Fixing of credit limits, credit rating and credit period is crucial to
any running business. Lack of effective procedures and
recovery mechanisms may lead to liquidity crisis. DCBL
constantly reviews the credit worthiness of its existing
customers and also carries out credit checks which would
become more stringent, leading to reduction in credit risks over
a period of time.
The Corporate Finance Department ensures that the liquidity
position is satisfactory at all times. Effective recovery of dues
and proper investment of surplus cash, keeping in mind safety,
liquidity and returns are handled with utmost financial
prudence.
Currency risk
The Company's exposure to currency risk arises out of the
import of materials like coal for its cement plants and machinery
and equipment for its projects. The Company continuously
monitors exchange rate movements and hedges major
transactions in foreign currency by taking forward contracts in
the currency market, as considered appropriate.
Insider Trading Risk
Insider trading has always been matter of grave concern for
any organization. With a view to help mitigate this risk, the
Company has formulated guidelines which have been
implemented.
Duty related Risk
The country allowed duty-free imports of raw sugar until
September for processing and local sale in Sugar Season
2008-2009, without any export obligation. There may be a
recovery in output as farmers may increase the area planted
with sugar cane because of higher prices. This may again lead
to reintroduction of duties by Government at some stage.
Regulatory Risk
Any change in the existing policies of Government of India
and/or State Governments or new policies, providing or
withdrawing support to the industries in which the company
operates or otherwise affecting these industries, would
adversely affect the supply and demand balance and
competition in markets in which we operate there by impacting
the margins of the company. Taxes and other levies imposed by
the Government of India or State Governments that affect the
industries include excise duty, sales taxes, income tax and
other taxes and duties or surcharges introduced on permanent
or temporary basis from time to time. In the existing regulations,
we are currently required to pay to the State Government or
Government of India, royalty on extraction of limestone, land
tax on land under mining lease, excise duty on cement, duties
on power tariff, sales tax on stores and spares, packaging and
other raw materials. Any change in such levies may result in
higher operating costs and lower the sales realisation and
profitability.
The business operations are subject to various environmental
laws and regulations relating to control of pollution. These laws
and regulations are increasingly becoming stringent and may
in future create substantial environmental compliance issues
34
process. The Corporate Audit group also follows up the
implementation of the corrective actions and improvement in
business processes as per review by the audit committee and
senior management.
The audit activities are undertaken as per the Annual audit
plan developed based on the risk profile of the business
process and in consultation with outsourced firms and the
statutory auditors. The audit plan is approved by the
audit committee which regularly reviews compliance to the
approved plan.
During the year the audit committee met regularly to review the
reports submitted by the corporate audit division. All significant
audit observations and follow up actions thereon are reported
to the audit committee.
Internal Control System
and its Adequacy
The Company has proper and adequate systems of
internal controls to ensure that all its assets are
safeguarded. Company has established a strong internal audit
department which ensures adequate review of the whole
company's internal control systems through its audit partners
M/s. KPMG for Cement, M/s. AXIS Risk consulting for Sugar
and M/s. T.R.Chadda & Co for Projects. The effectiveness of
the internal control is continuously monitored by the Corporate
Audit Department of the company. The Corporate Audit's main
focus is to provide to the audit committee and the board of
directors, an independent, objective and reasonable
assurance of the adequacy and effectiveness of the
organizations risk management control & governance
35
Cautionary Statement
Certain statements in this management discussion and analysis describing the Company's objectives, projections, estimates and expectations may be 'forward looking
statements' within the meaning of applicable laws and regulations. Forward looking statements are identified in this report, by using the words 'anticipates', 'believes',
'expects', 'intends' and similar expressions in such statements.
Although we believe our expectations are based on reasonable assumptions, these forward-looking statements may be influenced by numerous risks and uncertainties
that could cause actual outcomes and results to be materially different from those expressed or implied. Some of these risks and uncertainties have been discussed in
the section on 'risks and concerns'. The Company takes no responsibility for any consequence of decisions made based on such statements and holds no obligation to
update these in the future.
Early morning view of Dalmiapuram plant
Directors' Report
total dividend payout for the year Rs. 3/- per equity share as
against Rs. 4/- per share last year.
As reported last year, your Directors had exercised the call
option in respect of the detachable tradable warrants issued by
the Company in September, 2001 and out of the 76,51,621
outstanding warrants, warrant holders holding 76,22,990
warrants opted for conversion of the warrants and were allotted
3,81,14,950 equity shares of Rs. 2/- each in the financial year
ended 31-3-2008. The Board, as a gesture of goodwill, decided
to give a final opportunity to the remaining warrant holders to
opt for conversion of the outstanding warrants into equity
shares of the Company. Warrant holders holding 19,132
warrants exercised the option during the extended period of
time and were allotted 95,660 equity shares of Rs. 2/- each
during the financial year ended 31-3-2009. All the equity shares
issued on the conversion of warrants now stand listed on the
Stock Exchanges.
Please refer to the chapter on Management Discussion and
Analysis for a detailed analysis of the performance of the
Company during 2008-09. In addition, working results for key
businesses have been provided as an annexure to this report
(Annexure - A).
The Companys corporate governance practices have been
detailed in a separate chapter and is annexed to and forms part
of this Report. The Auditors certificate on the compliance of
Corporate Governance Code embodied in Clause 49 of the
Listing Agreement is also attached as annexure and forms part
of this Report.
The Companys shares continue to be listed on the Madras
Stock Exchange, National Stock Exchange and Bombay Stock
Exchange
The industrial relations during the year under review remained
harmonious and cordial. The Directors wish to place on record
their appreciation for the excellent cooperation received from
all employees at various units of the Company.
SHARE CAPITAL
OPERATIONS AND BUSINESS PERFORMANCE
CORPORATE GOVERNANCE
LISTING OF SHARES
INDUSTRIAL RELATIONS
FOR THE YEAR ENDED 31ST MARCH, 2009
The Directors have pleasure in submitting the Annual Report
and Audited Statements of Account of the Company for
the year ended 31st March 2009.
(Rs. Million)
FY 09 FY 08
Net Sales Turnover 17528 14807
Profit before interest,
depreciation and tax (EBITDA) 4898 6334
Less: Interest 1426 1129
Profit before depreciation and
tax (PBDT) 3472 5205
Less: Depreciation 872 864
Profit before tax (PBT) 2600 4341
Provision for current tax 337 513
Provision for deferred tax 657 337
Fringe Benefit tax 20 19
Profit after tax (PAT) 1586 3472
Add: Surplus brought forward 6118 3482
Profit available for appropriation 7704 6954
APPROPRIATIONS:
General Reserve 200 350
Debenture Redemption Reserve 129 108
Interim/Proposed Dividend 243 323
Dividend Distribution tax thereon 41 55
Balance carried forward 7091 6118
7704 6954
Your Directors had disbursed an interim dividend amounting to
Re. 1/- per equity share of face value of Rs.2/- each in February,
2009. In addition to the interim dividend, your Directors have
decided to recommend a final dividend amounting to Rs. 2/- per
equity share of the face value of Rs. 2/- each, thus making the
FINANCIAL RESULTS
DIVIDEND
36
EMPLOYEES' PARTICULARS
ENERGY CONSERVATION, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE
TRANSACTIONS
SUBSIDIARIES
The statement giving particulars of employees who were in
receipt of remuneration in excess of the limits prescribed under
Section 217(2A) of the Companies Act, 1956 read with the
Rules and Notifications made thereunder, is annexed.
However, in terms of Section 219(1)(b)(iv) of the Companies
Act, 1956 the Report and Accounts are being sent to the
Members excluding the aforesaid Annexure. Any Member
interested in obtaining copy of the same may write to the
Company Secretary at the Registered Office.
A statement giving details of Conservation of Energy,
Technology Absorption and Foreign Exchange transactions, in
accordance with the Companies (Disclosure of particulars in
the Report of the Board of Directors) Rules, 1988, forms a part
of this report as Annexure B.
Eswar Cements Private Limited, a subsidiary of your Company,
got amalgamated with the Company pursuant to the order
dated 3-11-2008 of the Andhra Pradesh High Court.
The Company has applied to the Central Government under
Section 212(8) of the Companies Act, 1956, for exemption from
attaching the Annual Reports of its Subsidiaries and expects
that the same shall be approved shortly. Accordingly, the
Directors Report and audited accounts of the Companys
Subsidiaries, Kanika Investment Limited, Ishita Properties
Limited, Shri Rangam Properties Limited, Geetee Estates
Limited, D.I. Properties Limited, Avnija Properties Limited,
Hemshila Properties Limited, Himshikhar Investment Limited,
Arjuna Brokers & Minerals Limited, Shri Radha Krishna Brokers
& Holdings Limited, Shri Rangam Brokers & Holdings Limited,
Dalmia Minerals & Properties Limited, Seeta Estates &
Brokers Limited, Sri Kesava Mines & Minerals Limited,
Sri Shanmugha Mines & Minerals Limited, Sri Subramanya
Mines & Minerals Limited, Sri Swaminatha Mines & Minerals
Limited, Sri Madhava Minerals & Properties Limited,
Sri Dhandauthapani Mi nes and Mi neral s Li mi ted,
Sri Madhusudana Mines and Properties Limited, Sri Trivikrama
Mines and Properties Limited, Dalmia Sugar Ventures Limited,
and ultimate subsidiaries, Dalmia Cement Ventures Limited,
Cosmos Cements Limited, Sutnga Mines Private Limited,
Rajputana Properties Private Limited and Golden Hills Resort
Private Limited for the year ended 31st March 2009 are not
being enclosed with this Annual Report. Any Member desiring
to inspect the detailed Annual Reports of any of the
aforementioned subsidiaries may inspect the same at the Head
Office of the Company and that of the subsidiaries concerned.
In event a Member desires to obtain a copy of the Annual
Report of any of the aforementioned subsidiaries, he may write
to the Registered Office of the Company specifying the name of
the subsidiary whose Annual Report is required. The Company
shall supply a copy of such Annual Report to such Member.
FIXED DEPOSITS
DIRECTORS
CONSOLIDATED FINANCIAL STATEMENTS
CEO/CFO REPORT ON ACCOUNTS
DIRECTORS RESPONSIBILITY STATEMENT
The total amount of deposits remaining due for payment and
not claimed by the depositors as on 31st March 2009 was
Rs. 1.845 million in respect of 22 depositors.
Shri Nil Ratan Khaitan, Director, had expressed a desire not to
be re-appointed at the last Annual General Meeting held on
25-7-2008 and consequently ceased to hold office from the
conclusion of the last Annual General Meeting. The Board
wishes to place on record its appreciation and gratitude for the
valuable services rendered by Shri Nil Ratan Khaitan during
his tenure on the Board.
Shri Ghyanendra Nath Bajpai was co-opted by the Board in
their Meeting held on 22-5-2008, as an additional director on
the Board of Directors of the Company. Subsequently, his
appointment was confirmed by Shareholders at the last Annual
General Meeting of the Company held on 25-7-2008.
The following Directors retire by rotation at the ensuing Annual
General Meeting:.
1. Shri P.K. Khaitan;
2. Shri M. Raghupathy; and
3. Shri Donald M. Peck
Shareholdings in the Company by its Directors as at
31-3-2009, are as under:
Name of the Director No. of Shares of Rs. 2/- each held
Shri Jai H. Dalmia 16,35,010
Shri Y.H. Dalmia 6,02,380
Shri Gautam Dalmia 6,77,290
Shri Puneet Dalmia 7,42,055
Shri T. Venkatesan 2,333
In compliance with the Accounting Standard 21 on
Consolidated Financial Statements, this Annual Report also
includes Consolidated Financial Statements for the financial
year 2008-09.
As required under clause 49 of the Listing Agreement, the
CEO/CFOs Report on the Accounts is attached.
In terms of the provisions of Section 217(2AA) of the
Companies Act, 1956 your Directors declare that:
(a) in the preparation of the annual accounts, the
appl i cabl e Accounti ng Standards have been
followed and no departures have been made
there from;
(b) the Directors had selected such accounting policies and
applied them consistently and made judgements 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
37
the end of the financial year and of the profit of the
Company for that period;
(c) the Directors had taken proper and sufficient care for
the maintenance of adequate accounting records
in accordance with the provisions of the Act
for safeguarding the assets of the Company and
for preventing and detecting frauds and other
irregularities; and
(d) the Directors had prepared the annual accounts on a
going concern basis.
M/s. S.S. Kothari Mehta & Co., Chartered Accountants,
Auditors of the Company retire at the conclusion of the ensuing
AUDITORS
Annual General Meeting and are eligible for re-appointment.
As required under Section 224 of the Companies Act, 1956,
the Company has obtained from them a certificate to the effect
that their re-appointment, if made, would be in conformity with
the limits prescribed in the said Section.

For and on behalf of the Board
NEW DELHI
Dated: 28th May, 2009 CHAIRMAN
38
ANNEXURE A
FY 09 FY 08 FY 07
CEMENT DIVISION ('000 MT)
Clinker Production 2577 2444 2055
Cement Production 3384 3294 2737
Cement Sales and Self
Consumption 3381 3265 2713
SUGAR DIVISION ('000 MT)
Cane Crushed 1197 2445 1009
Sugar Production 108 246 108
Sugar Sales 162 141 93
Molasses Production 78 127 49
MAGNESITE DIVISION ('000 MT)
Refractory Products Production 28 27 31
Refractory Products Sales
and Self Consumption 25 31 27
REFRACTORIES DIVISION ('000 MT)
Production 42 38 30
Sales and Self Consumption 40 37 30
ELECTRONICS DIVISION (Million units)
Chip Capacitors Production 2.9 1.6 4.2
Chip Capacitors Sales 3.0 1.6 4.0
Chip Resistors Production 0.01 0.9 1.7
Chip Resistors Sales 0.05 1.1 1.6
WIND FARM
Installed Capacity (MW) 16.5 16.5 16.5
Production (Million Units) 26 27 30
Plant Load Factor 19.0% 19.7% 22.0%
GOVAN TRAVELS
Business Handled (Rs. million) 269 215 265
CO-GENERATION
Installed Capacity (MW) 79 79 54
Production (Million Units) 195 299 20
WORKING RESULTS
ANNEXURE B
A. CONSERVATION OF ENERGY
(a) Energy Conservation measures taken:
(i) Retrofitting of Cooler Vent Fans in KHD and FLS Kilns
with High Efficiency Fans.
PARTI CULARS WI TH RESPECT TO
CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE
OUTGO AND EARNINGS
(ii) Installation of Roto Pactor for pre-grinding Clinker for
feeding to Ball Mills.
(iii) Installation of Fly Ash Drier to increase percentage of
Fly Ash in PPC for power saving and Mill through put.
(iv) Variable Frequency Drives for Bag House, Cooler Vent
Fan in KHD, FLS Pre-Calcinator Coal Screw Feeder
and Crusher 4 Bag Filter Fan.
(v) Separate Low Pressure Compressor for Fly Ash
Pumping in Dry Fly Ash Silo in FLS Plant.
(vi) Verabar for Cement Vertical Roller Mill II in place of
Venturi Meter to increase Mill fan flow.
(vii) Hot Air for Cement Vertical Roller Mill I is taken from
Cooler Exit Gas and the existing Hot Air Gas has been
stopped resulting in Coal consumption savings.
(b) Additional investments and proposals, if any, being
implemented for reduction of consumption of energy:
(i) Comput at i onal Fl ui d Dynami cs st udy and
implementation (flow divertor based) in Vertical Roller
Mills and Cyclone.
(ii) Use of alternate fuels in the Kilns.
(c) Impact of measures taken already and proposed vide
(a) and (b) above are aimed at:
(i) Enabling the Company to save electrical energy and
thermal energy as compared to previous levels.
(d) Total energy consumption and consumption per unit of
production as per Form A attached.
B. TECHNOLOGY ABSORPTION
Efforts made in technology absorption as per Form B
attached.
C. FOREIGN EXCHANGE EARNINGS AND OUTGO
(a) Activities relating to exports; initiatives taken to
increase exports; development of new export markets
for products and services, and export plans:
(i) Magnesite/Refractories: Ramming Mix, and Magnesia
Carbon Bricks, were exported. Efforts continued to
explore possibilities of exports to Gulf, African and
Asian Countries by making business visits and
supplying materials for field trials.
(b) Total foreign exchange used and earned during
the year:
(i) Used: Rs. 2830.43 million
(ii) Earned: Rs. 52.84 million
39
FORM A
(Form of Disclosure of Particulars with respect to Conservation
of Energy)
2008-09 2007-08
A. POWER AND FUEL CONSUMPTION
1. ELECTRICITY:
a) Purchased:
Units (KWH in million) 246.5 241.3
Total Amount (Rs. million) 464.0 606.1
Rate/Unit (Rs.) 1.88 2.51
b) Own Generation:
i) Through Diesel Generator:
KWH per Litre of HSD/FO 3.66 3.91
Rate/Unit (Rs.) 10.11 6.18
ii) Through Co-Gen Plant:
Total amount (Rs. Million) 167.7 241.2
Rate/Unit (Rs.) 4.33 3.90
iii) Through Steam Turbine:
(Generated out of own
bagasse consumption)
2. COAL-SLACK/STEAM GRADES
B TO E, LIGNITE AND COKE BREEZE
Quantity (000 MT) 462 424
Total Cost (Rs. million) 3272.2 1855.0
Average Rate (Rs. / MT) 6923 4349
3. FURNACE OIL INCLUDING
(LSHS & HSD)
Quantity (KL) 10643 12230
Total Amount ( Rs. million) 315.1 257.2
Average Rate (Rs. / KL) 29609 21027
4. OTHERS/INTERNAL GENERATION
Quantity (Lakh MT) 0.01 0.31
Total Amount (Rs. million) 0.1 12.6
Average Rate (Rs. / MT) 450 400
B. CONSUMPTION PER UNIT OF PRODUCTION:
PRODUCT CEMENT DEAD BURNT MAGNESITE
Standard Current Previous Standard Current Previous
If any Year Year If any Year Year
Electricity
(Units/MT) 73 74 78 83
Furnace Oil
(including LSHS)
(Litres/MT) 0.89 0.86 210 204
Coal (Kgs. / MT) 99 95 NIL NIL
PRODUCT REFRACTORIES INSULATOR CEMENT
Electricity
(Units/MT) N.A. N.A. 97 75
Furnace Oil
(including LSHS)
(Ltr. /MT) Nil Nil Nil Nil
Coal (Kgs. / MT) 124.43 129.70 NIL Nil
PRODUCT DISTILLERY
Standard Current Previous
If any Year Year
Electricity
(Units/MT) 278 0
Furnace Oil
(including LSHS)
(Ltr. /MT) Nil Nil
Coal (Kgs. / MT) Nil Nil
FORM B
RESEARCH AND DEVELOPMENT (R&D)
(Form of Disclosure of Particulars with respect to Absorption)
1. Specific areas in which R&D is carried out by the Company:
(a) Development of Magnesia Alumina Spinel Brick was
completed and used in our Rotary Kiln and small cement
Rotary Kiln at Dalmiapuram. Free samples were sent to
some foreign parties for evaluation. Trials to continue
during the year.
(b) Field evaluation of Wear Resistant Ceramic Plates is
continuing in Chutes, Pipes, Ducts with objective of
enhancing life in wear prone areas.
(c) A special Ramming Mix was developed and supplied to
Mishra Dhatu Nigam Limited for melting and refining
super alloys in Electric Arc Furnace.
(d) Fusion tests were carried out to enable use of low grade
Magnesite. The results are promising. However, more
trials are necessary.
2. Benefits derived as a result of the above R&D:
Production of niche products, enhancement of product
range, diversification of market and increased turnover.
Also to offer price and performance wise superior products
PRODUCT SUGAR MgO-CARBON BRICKS
Electricity
(Units/MT) 346 283 335 253
Diesel Oil
(including LSHS)
(KL /MT) N.A. N.A. 30 37
40
to customers to enable them to reduce their specific
consumption.
3. Future plans of action:
(a) Pilot trials of fusion of low grade Magnesite to be
carried out.
(b) Development of more varieties of Chrome free Induction
Furnace Mixes.
(c) Field trials of Mag-Spinel Bricks to be carried out in
Cement Rotary Kilns.
4. Expenditure on R&D:
(Rs. million)
(a) Capital Nil
(b) Recurring 1.71
(c) Contribution/Expenditure
on Research and Development
(d) Total 1.71
(e) Total R&D Expenditure as a
percentage of turnover Negligible
Above excludes material and other costs.

TECHNOLOGY ABSORPTION, ADAPTATION AND
INNOVATION
1. Efforts in brief, made towards technology absorption,
adaptation and innovation:
(a) More wear areas have been lined with in-house
developed wear resistant Ceramic Plates, eliminating
periodic maintenance.
(b) Use of Chrome free Ramming Mixes for Induction
Furnaces now being supplied to customers.
2. Benefits derived as a result of the above efforts, e.g.
product improvement, cost reduction, product
development, import substitution, etc.:
The Company as a result of the above efforts, has made
improvement in the product quality and saved energy
resulting into cost savings. Considerable improvement in
the life of expensive spare parts as a result of introduction
of statistical control charts.
3. No technology has been imported for the last
five years.
41
Report on Corporate Governance
Companys Philosophy on Corporate Governance
DCB (Dalmia Cement (Bharat) Limited) believes in
and remains committed to good Corporate Governance.
The spirit of corporate governance has remained imbibed
in the Companys business philosophy since its inception.
This philosophy is shaped by the values of transparency,
prof essi onal i sm and account abi l i t y. Today, your
Companys corporate governance practices are driven
by strong Board oversight, timely disclosures, transparent
accounting policies and high levels of integrity in
decision-making.
In India, corporate governance standards for listed
companies are regulated by the Securities and Exchange
Board of India (SEBI) through Clause 49 of the
listing agreement of the Stock Exchanges. The stipulations
mandated by Clause 49 became applicable to your
Company in March 2001 and have been fully complied with
since then. SEBI, through circulars dated 29th October 2004,
29th March 2005 and 8th April 2008, has revised Clause 49
and mandated listed companies to comply with the revised
Clause 49.
This chapter, along with the chapters on Management
Discussion and Analysis and Additional Shareholders
Information, reports on DCBs compliance with the
Clause 49.
Board of Directors
Composition of the Board
As on 31st March 2009 the Companys Board comprised
twelve members five executive Directors and seven
non-executive Directors, of which four are independent.
The Chairman of the Board of Directors is a non-executive
Director. The composition of the Board is in conformity
with Clause 49 of the listing agreement, which stipulates that
if the Chairman is non-executive, and is not related to
the promoters or persons occupying management positions
at the Board level or at one level below the Board, one-third
of the Board should be independent, or else, 50 per cent of
the Board should comprise independent Directors.
Number of Board Meetings
The Board of Directors met five times during the year on
21-4-2008, 22-5-2008, 22-7-2008, 31-10-2008 and 28-1-2009.
The maximum gap between any two meetings was less
than 4 months.
Directors Attendance Record and Directorships Held
As mandated by the Clause 49, none of the Directors are
members of more than ten Board level Committees nor are
they Chairman of more than five Committees in which they are
members. Table 1 gives the details of the composition of the
Board and attendance.
Attendance Particulars No. of other Directorships
and Committee Memberships/Chairmanships
Number of Last Other Committee Committee
Name of the Directors Category Board Meetings AGM Directorships@ Member-ships Chairman-ships
Held Attended
Mr. P.K. Khaitan, Chairman Non-Executive 5 4 No 13 5 None
Mr. N. Khaitan * Independent 3 3 No 2 None None
Mr. J.S. Baijal Independent 5 5 No 2 2 None
Mr. M. Raghupathy Independent 5 4 Yes 1 None None
Mr. N. Gopalaswamy Non-Executive 5 3 Yes 8 1 None
Mr. M. H. Dalmia Non-Executive 5 4 No 2 None None
Mr. Donald M. Peck Independent 5 2 No 2 None None
Mr. Jai H. Dalmia
Vice-Chairman Executive 5 3 No 3 None None
Mr. Y.H. Dalmia
Vice-Chairman Executive 5 5 No 1 None None
Mr. Gautam Dalmia
Joint Managing Director Executive 5 5 No 4 None None
Mr. Puneet Dalmia
Managing Director Executive 5 5 No 4 None None
Mr. T. Venkatesan
Whole-time Director Executive 5 3 No None None None
Mr. G.N. Bajpai # Independent 4 1 No 10 None None
Table 1: Composition of the Board of Directors
* Ceased to be a Director with effect from 25-7-2008.
# Appointed as an additional Director with effect from 22-5-2008
@ The Directorships held by the Directors do not include Directorship of foreign companies and private limited companies.
42
Mr. M.H. Dalmia, Shri Jai H. Dalmia and Mr. Y.H. Dalmia
are brothers; Mr. Gautam Dal mi a i s the son of
Mr. Jai H. Dalmia and Mr. Puneet Dalmia is the son of
Mr. Y.H. Dalmia.
As mandated by the revised Clause 49, the independent
Directors on DCBs Board are not less than 21 years in
age and:
Apart from receiving Directors remuneration, do not have
any material pecuniary relationships or transactions with
the Company, its promoters, its Directors, its senior
management or its holding Company, its subsidiaries and
associates which may affect independence of the Director.
Are not related to promoters or persons occupying
management positions at the Board level or at one level
below the Board.
Have not been an executive of the Company in the
immediately preceding three financial years.
Are not partners or executives or were not partners
or executives during the preceding three financial years
of the:
Statutory audit firm or the internal audit firm that is
associated with the Company.
Legal firm(s) and consulting firm(s) that have a material
association with the Company.
Are not material suppliers, service providers or customers
or lessors or lessees of the Company, which may affect
independence of the Director.
Are not substantial shareholders of the Company i.e. do
not own two percent or more of the block of voting shares.
Information Supplied to the Board
The Board has complete access to all information with
the Company. The agenda and papers for consideration
of the Board are circulated at least three days prior to
the date of the Board meeting. Adequate information
is circulated as part of the agenda papers and also placed
at the meeting to enable the Board to take an informed
decision. Inter-alia, the following information is regularly
provided to the Board as a part of the agenda papers well in
advance of the Board meetings or is tabled in the course of the
Board meeting.
Annual operating plans & budgets and any update thereof.
Capital budgets and any updates thereof.
Quarterly results of the Company and operating divisions
and business segments.
Minutes of the meetings of the Audit Committee and other
Committees of the Board.
Information on recruitment and remuneration of senior
officers just below the level of Board, including the
appointment or removal of Chief Financial Officer and
Company Secretary.
Materially important show cause, demand, prosecution
notices and penalty notices.
Fatal or serious accidents, dangerous occurrences, any
material effluent or pollution problems.
Any material default in financial obligations to and by the
Company, or substantial non-payment for goods sold by
the Company.
Any issue, which involves possible public or
product l i abi l i ty cl ai ms of substanti al nature,
including any judgement or order which, may have
passed strictures on the conduct of the Company
or taken an adverse vi ew regardi ng another
enterprise that can have negative implications on
the Company.
Details of any joint venture or collaboration agreement.
Transactions that involve substantial payment towards
goodwill, brand equity or intellectual property.
Significant labour problems and their proposed
solutions. Any significant development in human
resources / industrial relations front like signing of
wage agreement, i mpl ementati on of vol untary
retirement scheme, etc.
Sale of material nature of investments, subsidiaries,
assets, which is not in the normal course of business.
Quarterly details of foreign exchange exposures
and the steps taken by management to limit
the risks of adverse exchange rate movement,
if material.
Non-compliance of any regulatory, statutory nature or
listing requirements and shareholders service such as
non-payment of dividend, delay in share transfer, etc.
The Board periodically reviews compliance reports of all
laws applicable to the Company, prepared by the Company
as well as steps taken by the Company to rectify instances
of non-compliances.
Remuneration Paid To Directors
The compensation payable to the Executive Directors is
decided by the Remuneration Committee constituted by the
Board of Directors. The details of remuneration paid, during the
year, to the Executive Directors and the Non-Executive
Directors is presented in Table 2.
43
Table 2: Details of remuneration paid to Directors for 2008-09 (Rs. Million)
Name of the Director Category Sitting Fees Salary and Retirement Commission Total
Perquisites Benefits @
Mr. P.K. Khaitan Non-Executive 0.080 0.419 0.499
Mr. N. Khaitan # Independent 0.150 0.140 0.290
Mr. J.S. Baijal Independent 0.290 0.418 0.708
Mr. M. Raghupathy Independent 0.170 0.418 0.588
Mr. M. H. Dalmia Non-Executive 0.080 0.419 0.499
Mr. N. Gopalaswamy Non-Executive 0.070 0.418 0.488
Mr. Donald M. Peck Independent 0.040 0.419 0.459
Mr. Jai H. Dalmia Executive 4.229 0.583 18.500 23.312
Vice-Chairman
Mr. Y.H. Dalmia Executive 4.311 0.583 18.500 23.394
Vice-Chairman
Mr. Gautam Dalmia Executive 4.443 0.583 16.500 21.526
Mr. Puneet Dalmia Executive 4.410 0.583 16.500 21.493
Managing Director
Mr. T. Venkatesan Executive 10.335 0.940 11.275
Whole-time Director
Mr. G.N. Bajpai * Independent 0.020 0.349 0.369
* Appointed on the Board with effect from 22-5-2008
# Ceased to be a Director with effect from 25-7-2008
@Commission paid on net profit only
Retirement benefits comprise the Company's contribution to
provident fund and superannuation fund. The payment of
retirement benefits is being made by the respective fund(s). In
addition to the above the Company also contributes, on
actuarial valuation basis, amounts to the Gratuity Fund towards
gratuity of its employees including the Whole-time Director,
Vice Chairmen, Managing Director and Joint Managing
Director. The Company has not provided any stock options to
the employees at the Board level.
The appointments of Mr. Y.H. Dalmia, Vice Chairman, Mr.
Gautam Dalmia, Joint Managing Director and Mr. Puneet
Dalmia, Managing Director have been made for a period of five
years effective 16th January 2007. The appointments of Mr. Jai
H. Dalmia, Vice Chairman, has been made for a period of five
years with effect from 1st April 2007 and that of Mr. T.
Venkatesan, Whole-time Director has been made for a period
of three years with effect from 1st November 2007. No
severance fees is payable to any of aforementioned persons in
respect of their cessation.
The Company has also paid an amount of Rs. 12.93 million
(including Rs. 7.14 million towards out-of-pocket expenses) to
M/s. Khaitan & Co., Solicitors and Advocates (a firm in which
Mr. P.K. Khaitan is a Partner), for the professional services
rendered by them and for their appearances and opinions on
various matters and also for appearances of other
Advocates/Senior Advocates engaged by them in defending
legal cases on behalf of the Company.
Code of Conduct
DCBs Board has laid down a code of conduct for all Board
members and designated senior management of the
Company. The code of conduct is available on the website of
the Company www.dalmiacement.com. All Board members
and senior management personnel have affirmed
compliance with the Code of Conduct. A declaration signed
by the Chief Executive Officer (CEO) to this effect is enclosed
at the end of this report.
Risk Management
DCB has a risk management framework in place. Under this
framework the management identifies and monitors business
risks on a continuous basis, and initiates appropriate risk
mitigation steps as and when deemed necessary. DCB has
established procedures to periodically place before the Board
the risk assessment and minimisation procedures being
followed by the Company and steps taken by it to mitigate those
risks through a properly defined framework.
Committees of the Board
The Company has five Board-level Committees Audit
Committee, Remuneration Committee, Finance Committee,
Share Allotment Committee and Shareholders Grievance
Committee
All decisions pertaining to the constitution of Committees,
appointment of members and fixing of terms of service for
Committee members is taken by the Board of Directors.
44
Details on the role and composition of these Committees,
including the number of meetings held during the financial year
and the related attendance, are provided below:
a) Audit Committee
The Board appointed Mr. G.N. Bajpai as a member of the
Audit Committee effective 22-7-2008 as Mr. N. Khaitan had
opted not to offer himself for appointment as a Director of
the Company which would have resulted in his ceasing to
be a member of the Audit Committee effective 25-7-2008. As on
31st March 2009, the Audit Committee comprises three
members Mr. M. Raghupathy, Chairman, Mr. J.S. Baijal and
Mr. G.N. Bajpai all of whom are independent Directors. The
Audit Committee met four times during the year on 22-5-2008,
22-7-2008, 31-10-2008 and 27-1-2009. The details of the Audit
Committee are given in Table 3.
Table 3: Attendance record of DCBs Audit Committee
during 2008-09
Name of Members Category Status No. of Meetings
Held Attended
Mr. M. Raghupathy Independent Chairman 4 4
Mr. J. S. Baijal Independent Member 4 4
Mr. N. Khaitan Independent Member 2 2
Mr. G.N. Bajpai Independent Member 2 NIL
The Officer responsible for the finance function, the head of
internal audit and the representative of the statutory auditors,
internal auditors and cost auditors are regularly invited by the
Audit Committee to its meetings. Mr. K.V. Mohan, Company
Secretary, is the Secretary to the Committee.
All members of the Audit Committee have requisite accounting
and financial management expertise. The Chairman of the
Audit Committee attended the Annual General Meeting (AGM)
held on 25th July 2008 to answer shareholders queries.
The functions of the Audit Committee of the Company include
the following:
Oversight of the Companys financial reporting process
and the disclosure of its financial information to
ensure that the financial statement is correct, sufficient
and credible.
Recommending to the Board, the appointment, re-
appointment and, if required, the replacement or removal
of the statutory auditor and the fixation of audit fees.
Approval of payment to statutory auditors for any other
services rendered by the statutory auditors.
Reviewing, with the management, the annual financial
statements before submission to the Board for approval,
with particular reference to:
8Matters required to be included in the Directors
Responsibility Statement to be included in the Boards
report in terms of clause (2AA) of section 217 of the
Companies Act, 1956.
8Changes, if any, in accounting policies and practices
and reasons for the same.
8Major accounting entries involving estimates based on
the exercise of judgment by management.
8Significant adjustments made, if any, in the financial
statements arising out of audit findings.
8Compliance with listing and other legal requirements
relating to financial statements.
8Disclosure of any related party transactions.
8Qualifications, if any, in the draft audit report.
Reviewing, with the management, the quarterly financial
statements before submission to the Board for approval.
Reviewing, with the management, performance of
statutory and internal auditors, adequacy of the internal
control systems.
Reviewing the adequacy of internal audit function, if any,
including the structure of the internal audit department,
staffing and seniority of the official heading the
department, reporting structure coverage and frequency
of internal audit.
Discussion with internal auditors on any significant
findings and follow up there on.
Reviewing the findings of any internal investigations by the
internal auditors into matters where there is suspected
fraud or irregularity or a failure of internal control systems
of a material nature and reporting the matter to the Board.
Discussion with statutory auditors before the audit
commences, about the nature and scope of audit as well
as post-audit discussion to ascertain any area of concern.
To look into the reasons for substantial defaults, if any, in
the payment to the depositors, debenture holders,
shareholders (in case of non payment of declared
dividends) and creditors.
Carrying out any other function as is mentioned in the
terms of reference of the Audit Committee.
The Audit Committee is empowered, pursuant to its terms of
reference, to:
Investigate any activity within its terms of reference and to
seek any information it requires from any employee.
Obtain legal or other independent professional advice and
to secure the attendance of outsiders with relevant
experience and expertise, when considered necessary.
The Company has systems and procedures in place to ensure
that the Audit Committee mandatorily reviews:
Management discussion and analysis of financial
condition and results of operations.
Statement of significant related party transactions (as
def i ned by t he Audi t Commi t t ee), submi t t ed
by management.
Management letters / letters of internal control
weaknesses issued by the statutory auditors.
Internal audit reports relating to internal control
weaknesses.
The appointment, removal and terms of remuneration of
the Chief Internal Auditor.
45
Whenever applicable, the uses/applications of funds
raised through public issues, rights issues, preferential
issues by major category (capital expenditure, sales and
marketing, working capital, etc), as part of the quarterly
declaration of financial results.
If applicable, on an annual basis, statement certified by the
statutory auditors, detailing the use of funds raised
through public issues, rights issues, preferential issues for
purposes other than those stated in the offer
document/prospectus/notice.
The Audit Committee is also apprised on information with
regard to related party transactions by being presented:
A statement in summary form of transactions with related
parties in the ordinary course of business.
Details of material individual transactions with related
parties which are not in the normal course of business.
Details of material individual transactions with related
parties or others, which are not on an arms length basis
along with managements justification for the same.
b) Remuneration Committee
The Board appointed Mr. G.N. Bajpai as a member of the
Remuneration Committee effective 22-7-2008 in place of
Mr. N. Khaitan who had opted not to offer himself for
appointment as a Director of the Company which would have
resulted in his ceasing to be a member of the Remuneration
Committee effective 25-7-2008. As on 31st March 2009,
the Remuneration Committee comprised Mr. G.N. Bajpai,
Mr. J.S. Baijal and Mr. Donald M. Peck, all independent
Directors. The Committee met once during the year on
22-5-2008. All the members of this Committee other than
Mr. Donald M. Peck attended the meeting.
c) Shareholders Grievance Committee
The Shareholders Grievance Committee comprises
Mr. M. Raghupathy, (Independent Director) as its Chairman,
and Mr. N. Gopalaswamy (Non-Executive Director) as its
member. The terms of reference to this Committee is to look
into and redress the complaints received from investors, in
coordination with the Companys Registrars and Share
Transfer Agent. The Committee met once during the year on
31-10-2008. During the year, 177 complaints were received
from investors and all of them were resolved in time to the
satisfaction of the concerned investors. At the close of the year
there were no cases pending in respect of share transfers.
Table 4 gives the details:
Table 4: Nature of complaints received and attended to during 2008-09
Nature of Complaint Pending as Received Answered Pending as on
on 1st April during the during the 31st March
2008 year year 2009
1. Transfer / Transmission / Duplicate Nil 19 19 Nil
2. Non-receipt of Dividend/Interest/Redemption Warrants Nil 74 74 Nil
3. Non-receipt of securities/electronic credits Nil 72 72 Nil
4. Complaints received from:
- Securities and Exchange Board of India Nil 4 4 Nil
- Stock Exchanges Nil Nil Nil Nil
- Registrar of Companies/ Department of Company Affairs Nil 1 1 Nil
5. Others Nil 7 7 Nil
Total Nil 177 177 Nil
The names and designations of the Compliance Officers are
as follows: -
Mr. K.V. Mohan, Company Secretary; and
Mr. L.V. Ganapathiraman,
Deputy General Manager (Costing)
The Board of Directors has delegated the powers of
approving the transfer of shares/debentures to senior
executives of the Company.
d) Finance Committee
The Board had constituted a Committee comprising
Mr. N. Khaitan, Mr. J.S. Baijal and Mr. P.K. Khaitan for
maintaining oversight on emergent matters arising in
the day-to-day working of the Company. The Committee
was reconstituted by the Board in its Meeting held on
22-7-2008, to comprise of Mr. Jai H. Dalmia, Mr. Y.H. Dalmia,
Mr. Gautam Dalmia, Mr. Puneet Dalmia and Mr. J.S. Baijal
(independent Director). The Committee met ten times
during the year on 21-4-2008, 9-5-2008, 12-6-2008, 9-7-2008,
30-7-2008, 28-8-2008, 24-10-2008, 21-11-2008, 10-12-2008
and 13-3-2009. The particulars of attendance of the
members in the Meetings of this Committee is set out in
Table 5 hereunder: -
46
Table 5: Attendance record of Finance Committee
during 2008-09
Name of Members Category Status No. of Meetings
Held Attended
Mr. N. Khaitan Independent Chairman 4 4
Mr. J.S. Baijal Independent Member 10 9
Mr. P.K. Khaitan Non-Executive Member 4 NIL
Mr. Jai H. Dalmia Executive Chairman 6 6
Mr. Y.H. Dalmia Executive Member 6 6
Mr. Gautam Dalmia Executive Member 6 5
Mr. Puneet Dalmia Executive Member 6 5
e) Share Allotment Committee
The Board of Directors in their Meeting held on 26th October,
2007 decided to exercise the call option for conversion of the
outstanding tradeable Warrants issued by the Company
through the Rights Letter of Offer dated 26th June, 2001 and
allotted Equity Shares to those Warrant holders who had
exercised their option by the due date, viz., 10-1-2008.
Subsequently, the Board with a view to give a final opportunity
to the Warrant holders who had not exercised the option to
convert the Warrants into Equity Shares, allowed further
extension of time and re-constituted the Share Allotment
Committee to comprise of Mr. Y.H. Dalmia (Executive Director)
and Mr. J.S. Baijal (Independent Director) for the purposes of
allotment of Equity Shares consequent upon the conversion of
Warrants. The Company received further options in respect of
19,132 Warrants from the holders thereof opting for conversion
of the Warrants held by them into Equity Shares of the
Company and the Share Allotment Committee allotted 95,660
Equity Shares of Rs. 2/- each in the capital of the Company in
their Meeting held on 30-7-2008. The new Equity Shares have
since been listed on the Stock Exchanges.
Subsidiary Companies
Clause 49 defines a material non-listed Indian subsidiary as
an unlisted subsidiary, incorporated in India, whose turnover or
net worth (i.e. paid up capital and free reserves) exceeds 20%
of the consolidated turnover or net worth respectively, of the
listed holding Company and its subsidiaries in the immediately
preceding accounting year.
As on 31st March 2009, under this definition, DCB does not
have a material non-listed Indian subsidiary.
Shares and Convertible Instruments held by Non-
Executive Directors
Table 6 gives details of the shares and convertible instruments
held by the Non-Executive Directors as on 31st March 2009.
Table 6:
Management
Management Discussion and Analysis
Annual Report has a detailed report on Management
Discussion and Analysis.
Disclosures
Related party transactions in the ordinary course of business
have been disclosed at Note No. 24 of Schedule 18-B to the
financial statements in the Annual Report. No transactions
were made that had the possibility of injuring the Companys
interests. The Company complied with the regulatory
requirements on capital markets. No penalties/strictures have
been imposed against it.
The Company has complied with the requirements of
Section 205C of the Companies Act, 1956 and all amounts
due to be credited to the Investor Education & Protection
Fund have been duly credited within the time specified under
the said section.
Particulars of persons constituting Group pursuant to
Regulation 3(1)(e) of the SEBI (Substantial Acquisition of
Shares and Takeovers) Regulation 1997: -
Mr. V.H. Dalmia, Mr. J.H. Dalmia, Mr. J.H.Dalmia (HUF), Smt.
Kavita Dalmia, Mr. Y.H.Dalmia, Mr. Y.H. Dalmia (HUF), Smt.
Bela Dalmia, Mr. Gautam Dalmia, Mr. Gautam Dalmia (HUF),
Smt. Anupama Dalmia, Mr. Puneet Dalmia, Smt. Avantika
Dalmia, Kumari Shrutipriya Dalmia, Kumari Sukeshi Dalmia,
Kumari Vaidehi Dalmia, Kumari Sumana Dalmia, Kumari
Avanee Dalmia, Mst. Priyang Dalmia, Mr. M.H.Dalmia, Smt.
Abha Dalmia, and Mr. R.H.Dalmia.
Rama Investment Company Private Limited, Puneet Trading &
Investment Company Private Limited, Kavita Trading &
Investment Company Private Limited, Sita Investment
Company Limited, Mayuka Investment Limited, Ankita
Pratisthan Limited, Himgiri Commercial Limited, Valley Agro
Industries Limited, Shri Nataraj Ceramic and Chemical
Name of the Director Category Number
of shares convertible
held instruments
held
Mr. P.K. Khaitan Non-Executive Nil Nil
Mr. J.S. Baijal Independent Nil Nil
Mr. M. Raghupathy Independent Nil Nil
Mr. M. H. Dalmia Non-Executive Nil Nil
Mr. N. Gopalaswamy Non-Executive Nil Nil
Mr. Donald M. Peck Independent Nil Nil
Mr. G.N. Bajpai Independent Nil Nil
Number of
47
Industries Limited, Shri Chamundeswari Minerals Limited,
Shree Nirman Limited, Keshav Power Private Limited, Avanee
and Ashni Securities Private Limited, OCL India Limited,
ZipAhead.Com Limited, Alirox Abrasives Limited, Kanika
Investment Limited, Ishita Properties Limited, Himshikhar
Investment Limited, Avnija Properties Limited, D.I. Properties
Limited, Geetee Estates Limited, Hemshila Properties Limited,
Shri Rangam Properties Limited, Arjuna Brokers & Minerals
Limited, Dalmia Minerals & Properties Limited, Shri Rangam
Brokers & Holdings Limited, Shri Radha Krishna Brokers &
Holdings Limited, Seeta Estates & Brokers Limited, Sri Kesava
Mines & Minerals Limited, Sri Shanmugha Mines &
Minerals Limited, Sri Subramanya Mines & Minerals Limited,
Sri Swaminatha Mines & Minerals Limited, Sri Madhava
Minerals & Properties Limited, Sri Madhusudhana Mines &
Properties Limited, Sri Trivikrama Mines & Properties Limited,
Sri Dhandauthapani Mines & Minerals Limited, Dalmia Cement
Ventures Limited, Dalmia Sugar Ventures Limited, Cosmos
Cements Limited, Sutnga Mines Private Limited, Rajputana
Properties Private Limited, Golden Hills Resort Private Limited,
Sukeshi Trust, Vaidehi Trust, Sumana Trust, Shrutipriya Dalmia
Trust, Priyang Trust, Avanee Trust and Raghu Hari Dalmia
Parivar Trust.
Disclosure of Accounting Treatment in Preparation of
Financial Statements
DCB has followed the guidelines of Accounting Standards laid
down by the Central Government under the provisions of
section 211(3) of the Companies Act, 1956 in the preparation of
its financial statements.
Details of Non-Compliance by the Company
DCB has complied with all the requirements of regulatory
authorities. No penalties/strictures were imposed on the
Company by the Stock Exchanges or SEBI or any statutory
authority on any matter related to capital market during the last
three years.
Code for Prevention of Insider-Trading Practices
In compliance with the SEBI regulations on prevention of
insider trading, the Company has instituted a comprehensive
code of conduct for its management and staff. The code lays
down guidelines, which advises them on procedures to be
followed and disclosures to be made, while dealing with shares
of Company, and cautioning them of the consequences of
violations.
CEO/ CFO certification
The CEO and CFO certification of the financial statements for
the year is enclosed at the end of the report.
Shareholders
Reappointment/Appointment of Directors
Mr. Nil Ratan Khaitan, Director, had expressed a desire not to
be re-appointed at the last Annual General Meeting held on
25-7-2008 and consequently ceased to hold office from the
concl usi on of the l ast Annual General Meeti ng.
Mr. Ghyanendra Nath Bajpai was co-opted by the Board in their
Meeting held on 22-5-2008, as an additional director on the
Board of Directors of the Company. Subsequently, his
appointment was approved by Shareholders at the last Annual
General Meeting of the Company held on 25-7-2008.
Pursuant to the Articles of Association of DCB, at every
Annual General Meeting of the Company, one-third of the
rotational Directors retire by rotation or if their number is not
three or a multiple of three, the number nearest to one-third
retire from office.
Accordingly, at the ensuing Annual General Meeting
Mr. P.K. Khaitan, Mr. M. Raghupathy and Mr. Donald M.Peck,
Directors of the Company retire by rotation and are eligible
for re-appointment.
Means of Communication with Shareholders
The Board of Directors of the Company approves and takes on
record the unaudited financial results in the format prescribed
by the Stock Exchanges within one month of the close of every
quarter and such results are published in one financial
newspaper, viz., Business Line, and one Regional Newspaper,
Dinamani, within the stipulated time. The Company also
publishes its annual audited results in these newspapers within
the stipulated period.
As required under Clause 51 of the Listing Agreement all the
data related to quarterly and annual financial results,
shareholding pattern, etc., is provided to the web-site
www.sebiedifar.nic.in within the time frame prescribed in this
regard. All the details required to be forwarded to the Stock
Exchanges are being sent by the Company from time to time.
General Body Meetings
Table 7 gives the details of the last three Annual General
Meetings (AGMs).
Table 7: Details of last three AGMs
Financial
year
2007-08 25th July, 2008 10.30 a.m. Community Centre,
Dalmiapuram Dist.
Tiruchirapalli,
Tamil Nadu, 621651.
2006-07 26th June, 2007 10.30 a.m. Community Centre,
Dalmiapuram Dist.
Tiruchirapalli,
Tamil Nadu, 621651.
2005-06 26th June, 2006 10.30 a.m. Community Centre,
Dalmiapuram Dist.
Tiruchirapalli,
Tamil Nadu, 621651.
Date Time Location
48
The details of Special Resolutions in respect of the last three Annual General Meetings (AGMs) are given in Table 8.
Table 8: Details of Special Resolutions passed in last three General Meetings
Date of Meeting Type of Meeting Particulars
18th January 2008 EGM Authorising the Board to institute an Employees Stock Option Plan so as to
give options convertible into not more than 16 lakhs Equity Shares of Rs. 2/-
each in the capital of the Company;
Authorising payment of special annuity to Mr. N. Gopalaswamy, ex-Whole-
time Director;
Authorising payment of commission on profits to the Non-Wholetime
Directors of the Company upto 1% of the net profits in the aggregate for
a period of five years commencing from the accounting year to end on
31-3-2008; and
Appointment of Mr. T. Venkatesan as a Whole-time Director of the Company
for a period of three years effective 1-11-2007.
(The above resolutions were adopted unanimously)
26th June 2007 AGM Authorising payment of commission on profits to the Non-Wholetime
Directors of the Company upto 1% of the net profits of the Company subject
to a maximum of Rs. 20 lakhs in the aggregate for a period of two years
commencing from the accounting year to end on 31-3-2008.
(The above resolution was adopted unanimously)
26th June 2006 AGM Authorising the Board to invest in securities of other companies to the
extent of Rs.115 Crores over and above the free reserves of the Company.
Authorising the Board to issue securities to the extent of Rs. 7,000 Million
and also to secure the issue if made in form of borrowings.
(The above Resolutions were adopted unanimously)
Postal Ballot
During the year ended 31st March 2009, the Board decided to
approach the Members to seek their consent, by way of a
postal ballot, on one occasion. The Board approved the Notice
for the Postal Ballot sought and appointed a Scrutinizer,
namely, Mr. R. Venkatasubramanian, Practising Company
Secretary, No. 12 S.A.N. Office & Shopping Complex, 28
Main Road, Sirudaiyur, Lalgudi - 621601, who conducted this
exercise in accordance with law.
The Postal Ballot was for the purposes of seeking the consent
of the Members with regard to an Ordinary Resolution under
section 292(1)(a) conferring an authority to the Board of
Directors of the Company to lease out the new 18 MW Captive
Power Plant set up by the Company. The Resolution was
passed with requisite majority. Necessary intimation relating to
the voting by Postal Ballot has been sent to all the Stock
Exchanges where the Companys shares are listed.
Mandatory Requirements
DCB is fully compliant with the applicable mandatory
requirements of the revised Clause 49.
Adoption of Non-Mandatory Requirements
Although it is not mandatory, a Remuneration Committee of
the Board is in place. Details of the Remuneration Committee
Compliance
have been provided under the Section Remuneration
Committee.
Annual General Meeting
Date : 24th July, 2009
Time : 10.00 a.m.
Venu : Community Centre Premises,
Dalmiapuram -621651 Dist. Tiruchirapalli,
Tamil Nadu
Financial Calendar
Financial year: 1st April, 2009 to 31st March, 2010
For the year ended 31st March 2010 results will be
announced on:
First quarter: By end July, 2009
Second quarter: By end October, 2009
Third quarter: By end January, 2010
Fourth quarter: By end May, 2010
Book Closure
The dates of book closure are from 16th July, 2009 to 24th July
2009 inclusive of both days.
Additional Shareholder Information
49
Dividend Payment
The Board declared an interim dividend of Re. 1/- per equity
share of Rs. 2/- each, which was paid on February 24, 2009.
Members holding shares as on February 14, 2009 were entitled
to receive the dividend.
The final dividend of Rs. 2/- per equity share will be paid on or
after July 28, 2009, subject to approval by the shareholders at
the Annual General Meeting.
Listing
Listing on Stock Exchanges in respect of the Equity Shares is
as under:
a) The Madras Stock Exchange Limited,
Exchange Building, Post Box No. 183,
11, Second Line Beach, CHENNAI - 600001.
b) Bombay Stock Exchange Limited,
Phiroze Jeejeebhoy Towers,
Dalal Street, MUMBAI - 400001.
c) The National Stock Exchange of India Limited,
Exchange Plaza, 5th Floor,
Plot No. C/1, G - Block,
Bandra Kurla Complex, Bandra (East),
MUMBAI - 400051
The Privately placed Non-Convertible Debentures are listed on
WDM Segment of the National Stock Exchange of India
Limited. Listing fees for the year 2009-10 has been paid to all
the above Stock Exchanges.
Stock Codes
Bombay Stock Exchange : Code No. 500097
National Stock Exchange : Code DALMIACEM
ISIN (for Dematerialised Shares) : INE495A01022
(Besides the above the Privately Placed Debentures have also
been dematerialised)
Stock Market Data
Table 1, 2, Chart A and Chart B gives details
Table 1: High, Lows of Company's shares for 2008-09 at
BSE and NSE
BSE NSE
Month High Low Close High Low Close
Apr, 2008 355.00 275.00 283.05 304.90 274.00 280.05
May, 2008 300.05 260.00 280.70 328.00 260.00 280.05
June, 2008 305.00 238.70 239.75 302.00 235.00 239.55
July, 2008 250.00 206.20 220.00 250.00 203.00 214.60
Aug, 2008 244.45 208.00 218.10 244.10 208.00 218.60
Sep, 2008 229.90 161.00 167.25 228.00 157.50 168.65
Oct, 2008 171.95 67.60 80.50 174.50 68.25 81.50
Nov, 2008 103.00 73.40 77.90 103.40 75.00 77.70
Dec, 2008 90.00 67.20 76.05 89.00 68.25 77.40
Jan, 2009 91.90 73.55 77.80 89.00 73.10 77.15
Feb, 2009 86.90 75.50 77.45 86.70 74.00 77.05
Mar, 2009 82.45 71.65 78.30 79.80 71.30 78.10
% of Change in
Company's Sensex Nifty Company in
Share comparison
with
BSE NSE Sensex Nifty
2008-09 -72 -73 -38 -36 -34 -36
2 years -78 -78 -26 -21 -53 -57
3 years -70 -70 -14 -11 -56 -59
5 years 37 36 74 70 -37 -35
Table 2: Stock Performance over past 5 years
Note: The stock performance of Companys shares have been calculated on the
closing prices after conversion of warrants and are thus not strictly comparable.
Chart A: DCBs Share Performance versus BSE Sensex
Note: Share prices and Sensex indexed to 100 as on 1st working day of the
financial year 2008-09, i.e. April 1, 2008
Chart B: DCBs Share Performance versus NIFTY
No. of Equity No. of % of No. of % of
Shares held Share- Share- Shares Share-
holders holders held holding
1-500 8009 68.73 1181324 1.46
501-1000 1372 11.78 1043378 1.29
1001-2000 1114 9.56 1661571 2.05
2001-3000 396 3.40 998909 1.23
3001-4000 188 1.61 678858 0.84
4001-5000 107 0.92 485690 0.60
5001-10000 220 1.89 1529035 1.89
10001 and above 246 2.11 73360538 90.64
Total 11652 100.00 80939303 100.00
Note: Share prices and NIFTY indexed to 100 as on 1st working day of the
financial year 2008-09, i.e. April 1, 2008
Distribution of Shareholding
Table 3 and 4 lists the distribution of the shareholding of the
equity shares of the Company by size and by ownership class
as on 31st March 2009.
Table 3: Shareholding pattern by size
Dalmia Cement Vs BSE Sensex
MONTHS
105.0
86.1
91.9 93.2
82.3
62.6
58.2
61.7 60.3
56.9
62.1
100.0 99.2
84.8
77.8
77.1
28.5 27.5 26.9 27.5 27.4 27.7
110.6
59.1
20.0
40.0
60.0
80.0
100.0
120.0
Apr-08 May-08 Jun-08 Jul-08 Aug-08 Sep-08 Oct-08 Nov-08 Dec-08 Jan-09 Feb-09 Mar-09
BSE SENSEX DALMIA CEMENT
P
E
R
C
E
N
T

MONTHS
20.0
40.0
60.0
80.0
100.0
120.0
Apr-08 May-08 Jun-08 Jul-08 Aug-08 Sep-08 Oct-08 Nov-08 Dec-08 Jan-09 Feb-09 Mar-09
DALMIA CEMENT
P
E
R
C
E
N
T

Dalmia Cement Vs Nifty
82.7
100.0
109.0
102.8
85.3
91.4 92.0
60.9 58.1
62.4 60.7 58.3
63.7
99.6
85.2
76.3 77.7
60.0
29.0
27.6 27.5 27.4 27.4 27.8
NIFTY
0.0
0.0
50
Table 4: Shareholding Pattern by ownership
Particulars No. of % of No. of % of
Shareholders Shareholders Shares held Shareholding
Promoters @ 69 0.59 45482761 56.19
Central/State Governments 4 0.03 128155 0.16
Financial Institutions 26 0.22 1795250 2.22
Mutual Funds 1 0.01 2500 0.00
Foreign Institutional Investors 16 0.14 1052031 1.30
Insurance Companies 3 0.03 1263921 1.56
Bodies Corporate 369 3.17 10869673 13.43
Overseas Body Corporates 5 0.04 5245824 6.48
Foreign Corporate Bodies 2 0.02 4470588 5.52
NRI/Foreign Nationals 97 0.83 148400 0.18
Individuals/Others 11060 94.92 10480200 12.96
Total 11652 100.00 80939303 100.00
Note: @ The Promoters have not pledged the shares of the Company against any loan drawn by them. This disclosure may be treated as a disclosure as required under
Clause 35 of the Listing Agreement.
Dematerialisation of Shares
st
As on 31 March 2009, over 49% shares of the Company were
held in the dematerialised form.
Outstanding GDRs/ADRs/Warrants/Options
NIL
Details of Public Funding Obtained in the last three years
NIL
Registrar and Transfer Agent
For Equity Shares:
Karvy Computershare Private Limited,
Plot Nos. 17 to 24, Vittal Rao Nagar, Madhapur,
HYDERABAD - 500081.
For Privately Placed Debentures:
Share Department having address at the Registered Office or
at the address of the Registrar and Transfer Agents, M/s. Karvy
Computershare Private Limited (for dematerialised form only)
at the above address.
Share Transfer System
The share transfers in the physical form are presently
processed by the Registrars and Transfer Agents and
returned within a period of 30 days. The Company's Equity
Shares are tradable in dematerialised form since August, 2000.
Under the dematerialised system, the Shareholder can
approach a Depository Participant (DP) for getting his shares
converted from physical form to dematerialised form. The DP
will generate a request for the dematerialisation, which will
be sent by him to the Company's Registrars and Share
Transfer Agents. On receipt of the same the shares will
be dematerialised.
Registered Office Address: Address for Correspondence
Dalmia Cement (Bharat) Limited Dalmia Cement (Bharat) Limited
Dalmiapuram -621651, Shares Department
Dalmiapuram 621651
Dist. Tiruchirapalli,
Tamil Nadu Dist. Tiruchirapalli
Phone: 04329 - 235131 Tamil Nadu
Fax: 04329 235111 Phone: 04329 - 235131
Fax: 04329 235111
PLANT LOCATIONS
Cement Plants:
Dalmiapuram -621651, Dist. Tiruchirapalli, Tamil Nadu
Village Tamaraikulam - 621705 Dist. Ariyalur, Tamil Nadu
Village Chinnakormerla - 516434, Mylavaram Mandal,
Dist. Cuddapah, Andhra Pradesh.
Magnesite Plant:
Dalmia Magnesite Corporation
Salem (Tamil Nadu) Vellakkalpatti,
P.O. Karuppur,
Salem 636012.
Wind Farm:
Dalmia Wind Farm
Muppandal (Tamil Nadu) Aralvaimozhy 629301
District Kanyakumari (Tamil Nadu)
Sugar Plants :
Dalmia Chini Mills
(Unit: Ramgarh) Village Ramgarh - 261403,
Tehsil Misrikh, District Sitapur (Uttar Pradesh)
Dalmia Chini Mills
(Unit : Jawaharpur) Village Jawaharpur - 261403,
Tehsil Sitapur Sadar, District Sitapur (Uttar Pradesh)
Dalmia Chini Mills
(Unit : Nigohi) Village Kuiyan,
Post Areli 242407, Tehsil Tilhar, District Shahjahanpur
(Uttar Pradesh)
Electronics Division:
Dalmia Cement (Bharat) Limited
Plot No. 53, 54A, Electronics City, Hosur Road,
Bangalore - 560100 Karnataka
51
To
The Board of Directors,
Registered Office: Dalmiapuram - 621651
District Tiruchirapalli, Tamil Nadu.
Dear Sirs,
1. We have reviewed the Balance Sheet, Profit and Loss

account and all its Schedules and Notes on Accounts, as
st
well as the Cash Flow Statements as at 31 March, 2009

and certify that to the best of our knowledgeand belief:
i) These Statements do not contain any materially
untrue statement or omit any material fact or contain
Statements that might be misleading;
ii) These Statements read together present a true and
fair view of the Company's Affairs and are in
compliance with existing Accounting Standards,
applicable laws and regulations.
2. We further certify that, to the best of our knowledge and
belief, no transactions have been entered into by the
Company during the year which are fraudulent, illegal or
violative of the Company's Code of Conduct.
3. We accept responsibility for establishing and maintaining
internal controls and that we have evaluated the
effectiveness of the internal control systems of the
Company and we have disclosed to the Auditors and the
Audit Committee, deficiencies in the design or operation of
internal controls, if any, of which we are aware and the
steps we have taken or propose to take to rectify these
deficiencies.
4. We have indicated to the Auditors and the Audit
Committee:
(i) Significant changes in internal control during the year;
(ii) Significant changes in accounting policies during the
year and that the same have been disclosed in the
notes to the financial statements; and
(iii) Instances of significant fraud of which we
have become aware and the involvement therein, if
any, of the management or an employee having a
significant role in the company's internal control
systems.
Place : New Delhi Somnath Patil Puneet Dalmia
Dated : 28th May, 2009 Chief Financial Officer Chief Executive Officer
52
The Members,
We have examined the compliance of conditions of Corporate
Governance by Dalmia Cement (Bharat) Limited, for the year
ended 31st March, 2009, as stipulated in clause 49 of the
Listing Agreement of the said Company with Stock
Exchange(s).
The compliance of conditions of Corporate Governance is the
responsibility of the Management. Our examination was limited
to procedures and implementation thereof, adopted by the
Company for ensuring the compliance of the conditions of
Corporate Governance. It is neither an audit nor an expression
of opinion on the financial statements of the Company.
AUDITORS CERTIFICATE ON CORPORATE GOVERNANCE
In our opinion and to the best of our information and according
to the explanations given to us and the representations made
by the Directors and the Management, we certify that the
Company has complied with the conditions of Corporate
Governance as stipulated in the above mentioned Listing
Agreement.
We further state that such compliance is neither an assurance
as to the future viability of the Company nor the efficiency or
effectiveness with which the Management has conducted the
affairs of the Company.
For S.S. Kothari Mehta & Co.
Chartered Accountants
(Arun K.Tulsian)
Place: New Delhi Partner
Dated: 28th May, 2009 Membership No.89907
53
To
Registered Office: Dalmiapuram 621651
Tamil Nadu
Dear Sirs,
I do hereby certify that the all the Members of the Board of
Directors of the Company and the Senior Management
Personnel have affirmed their compliance with the Code of
Conduct laid down by the Board of Directors of the
Company in their Meeting held on 26-7-2005.
This certificate is being given in compliance with
the requirements of Clause 49 (I) (D) (ii) of the
Listing Agreement entered into with the Stock
Exchanges.
Place : New Delhi Puneet Dalmia
Dated: 28th May, 2009 Chief Executive Officer
Auditors' Report
1. We have audited the attached Balance Sheet of DALMIA
CEMENT (BHARAT) LIMITED, as at 31st March, 2009,
and also the Profit and Loss account and the Cash Flow
Statement for the year ended on that date, annexed
thereto. These financial statements are the responsibility
of the Company's management. Our responsibility is to
express an opinion on these financial statements based
on our audit.
2. We conducted our audit in accordance with the auditing
standards generally accepted in India. Those standards
require that we plan and perform the audit to obtain
reasonable assurance about whether the financial
statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles
used and significant estimates made by management, as
well as evaluating the overall financial statement
presentation. We believe that our audit provides a
reasonable basis for our opinion.
3. As required by the Companies (Auditors' Report) Order,
2003 as amended by the Companies (Auditors Report)
(Amendment) Order, 2004 (collectively the Order) issued
by the Central Government of India in terms of sub-section
(4A) of section 227 of the Companies Act, 1956 and on the
basis of such checks of the books and records of the
Company as we considered appropriate and according to
the information and explanations given to us, we enclose
in the Annexure a statement on the matters specified in
paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in
paragraph 3 above, we report that:
(i) We have obtained all the information and
explanations which, to the best of our knowledge and
belief, were necessary for the purposes of our audit;
(ii) In our opinion, proper books of account as required by
law have been kept by the Company so far as appears
from our examination of those books;
(iii) The Balance Sheet, Profit and Loss account and Cash
Flow Statement dealt with by this report are in
agreement with the books of account;
(iv) In our opinion, the Balance Sheet, Profit and Loss
account and Cash Flow Statement dealt with by this
report comply with the accounting standards referred
to in sub-section (3C) of section 211 of the Companies
Act, 1956;
(v) On the basis of written representations received from
the directors as on 31st March, 2009 and taken on
record by the Board of Directors, we report that none
of the directors is disqualified as on 31st March, 2009
from being appointed as a director in terms of clause
(g) of sub- section (1) of section 274 of the Companies
Act, 1956;
(vi) In our opinion and to the best of our information and
according to the explanations given to us, the said
accounts read together with Significant Accounting
Policies and Notes to Accounts give the information
required by the Companies Act, 1956, in the manner
so required and give a true and fair view in conformity
with the accounting principles generally accepted in
India:
(a) in the case of Balance Sheet, of the state of
affairs of the Company as at 31st March, 2009;
(b) in the case of the Profit and Loss account, of the
Profit for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the
cash flows for the year ended on that date.
For S.S. KOTHARI MEHTA & CO.
(ARUN K. TULSIAN)
Date: 28th May, 2009 Membership No. 89907
AUDITORS REPORT TO THE MEMBERS OF DALMIA CEMENT (BHARAT) LIMITED
54
Annexure to the Auditors Report
Re: Dalmia Cement (Bharat) Limited
Referred to in paragraph 3 of our report of even date
1. The Company has maintained proper records showing full
particulars including quantitative details and situation of
fixed assets.
2. As explained to us, all the fixed assets have not been
physically verified by the management during the year but
there is a regular programme of verification which, in our
opinion, is reasonable having regard to the size of the
Company and the nature of its assets. No material
discrepancies were noticed on such physical verification.
3. In our opinion and according to the information and
explanations given to us, a substantial part of fixed
assets has not been disposed off by the Company
during the year.
4. As explained to us, physical verification has been
conducted by the management at reasonable intervals in
respect of finished goods, stores and spare parts and raw
material. Further, stock in the possession and custody of
third parties and stock in transit at 31st March, 2009 have
been verified by the management with reference to
confirmation or statement of accounts or correspondence
of the third parties or subsequent receipts of goods. In our
opinion, the frequency of such verification is reasonable.
explanations given to us, the procedures of physical
verification of inventories followed by the management are
reasonable and adequate in relation to the size of the
Company and the nature of its business.
6. On the basis of our examination of the records of
inventories, in our opinion, the Company has maintained
proper records of inventories and as explained to us, the
discrepancies noticed on physical verification of
inventories as compared to book records were not
material and have been properly dealt with in the books
of account.
7. The Company has not granted or taken any loans,
secured or unsecured, to/from companies, firms or other
parties covered in the register maintained under section
301 of the Companies Act, 1956.
8. Since there are no such loans, the comments regarding
repayment of the principal amount and interest due
thereon and overdue amounts are not required.
explanations given to us, there are adequate internal
control systems commensurate with the size of the
Company and the nature of its business with regard to
purchase of inventory and fixed assets and for the sale of
goods and services. Further, on the basis of our
examination of the books and records of the Company,
carried out in accordance with the generally accepted
auditing practices in India, we have neither come across
nor have we been informed of any instance of a continuing
failure to correct major weaknesses in the aforesaid
internal control systems.
10. Based on the audit procedures applied by us and
according to the information and explanations provided by
the management, we are of the opinion that particulars of
transactions that need to be entered into the register
maintained under section 301 of the Companies Act, 1956
have been so entered.
explanations given to us, the transactions with parties,
with whom transactions exceeding the value of Rupees
Five Lacs in respect of each party have been entered
into during the financial year, are at prices, which are
reasonable having regard to the prevailing market
prices at the relevant time where such market prices
are available.
explanations given to us, the Company has complied with
the provisions of sections 58A, 58AA and any other
relevant provisions of the Companies Act, 1956 and the
Companies (Acceptance of Deposits) Rules, 1975 with
regard to the deposits accepted from the public.
13. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
14. We have broadly reviewed the books of account
maintained by the Company pursuant to the Order made
by the Central Government of India for the maintenance of
cost records under section 209(1) (d) of the Companies
Act, 1956, in respect of the cement and sugar units and are
of the opinion that, prima facie, the prescribed
accounts and records have been made and maintained.
However, we are not required to carry out a detailed
examination of such records.
15. According to the records of the Company examined by us
and the information and explanations given to us, in our
opinion, the Company is regular in depositing with
appropriate authorities undisputed statutory dues
including provident fund, investor education and
protection fund, employees state insurance, income-tax,
sales-tax, service tax, wealth-tax, customs duty, excise
duty, cess and other statutory dues applicable to it and
there are no such undisputed dues payable as at 31st
March, 2009 for a period of more than six months from the
date they became payable.
16. According to the records of the Company examined by
us and the information and explanations given to us, there
are no dues of service tax, customs duty and wealth tax
which have not been deposited on account of any dispute,
except the following in respect of disputed excise duty,
sales tax, income tax and cess along with forum where
dispute is pending:
55
Name of the Statute Nature of Dues Amount
Rs. Millions amount relates dispute is pending
Central Excise Act, 1944 Disallowance of
Cenvat Credit Region Bench
Central Excise Act, 1944 Disallowance of 48.72 Sept. 04 to Feb. 06 CESTAT, Southern
Cenvat Credit on Regional Bench
Capital Goods
Central Excise Act, 1944 Disallowance of 1.33 Apr'07 to Mar'08 Commissioner Central
Cenvat Credit Excise(Appeals)
Central Excise Act, 1944 Denial of cenvat credit 9.47 July 06 to Oct 07 Commissioner Central
on clinker used in Excise(Appeals)/CESTAT
cement supplied to
Special Economic units
in zones
Tamil Nadu General Sales Differential tax for non 0.77 1997-98, 1998-99 & STAT, Madurai
Tax Act, 1959 acceptance of Form 1999-00
XVII for purchase
Kerala General Sales Assessment demand 6.85 2003-04, 2004-05 Dy. Commissioner (App.),
Tax Act, 1963 addl. 1% on turnover Ernakulam.
Kerala General Sales Incorrect filing of monthly 9.11 2005-06 High Court of Kerala
Tax Act, 1963 returns
Mines and Minerals Royalty on Patta Lands 2.77 30.05.1982 to Supreme Court of India
(Regulation & Development) 31.12.1991
Act, 1957
Coal Mines (Conservation Cess Charges 1.28 April 2005 Dy. Commissioner,Customs
& Development) Act, 1974
Tamil Nadu Electricity Taxation on consumption 13.44 Oct92 to Sep99 High Court, Madras
(Taxation on Consumption) of self-generated energy
Act, 1962 using Furnace Oil as fuel
Income Tax Act, 1961 Income Tax 8.00 A/Y 2006-07 Commissioner of Income
Tax (Appeals),New Delhi
Period to which the Forum where
7.23 Oct. 01 to Apr. 02 CESTAT, Southern
17. The Company does not have accumulated losses as at the
close of the financial year. The Company has not incurred
any cash losses during the financial year covered by our
audit and the immediately preceding financial year.
18. According to the records of the Company examined by us
and the information and explanations given to us, in our
opinion, the Company has not defaulted in repayment of
dues to any financial institution, bank or debenture
holders during the year.
19. In our opinion and according to the explanations given to
us and based on the information available, no loans and
advances have been granted by the Company on the basis
of security by way of pledge of shares, debentures and
other securities.
20. In our opinion, the Company is not a chit fund/nidhi/
mutual benefit fund/society. Therefore, the provisions of
clause (xiii) of paragraph 4 of the Order are not
applicable to the Company.
21. The Company has maintained proper records of the
transactions and contracts in respect of dealing or trading
in shares, securities, debentures and other investments
and timely entries have been made therein. All shares,
securities, debentures and other investments have been
held by the Company in its own name.
22. In our opinion, the terms and conditions on which the
Company has given guarantees for loans taken by others
from banks or financial institutions are not, prima facie,
prejudicial to the interest of the Company.
23. According to the records of the Company examined
by us and the information and explanations given to
us, in our opinion, the term loans taken by the
Company have been applied for the purpose for
56
which they were obtained, where such end-use has
been stipulated by the lender.
24. According to the information and explanations given to us
and on the basis of an overall examination of the balance
sheet of the Company, in our opinion, generally, there are
no funds raised by the Company on short-term basis which
have been used for long-term investment.
25. During the year, the Company has not made any
preferential allotment of shares to parties and companies
covered in the register maintained under section 301 of the
Companies Act, 1956.
26. According to the information and explanations given to us,
the company has created necessary security for
debentures issued during the year and in earlier years.
27. During the period covered by our audit report, the
Company has not raised any money by public issue.
28. During the course of our examination of the books and
records of the Company carried out in accordance with the
generally accepted auditing practices in India, we have
neither come across any instance of fraud on or by the
Company, noticed or reported during the year, nor have we
been informed of such case by the management.
29. The other clauses of the Order do not appear to be
applicable for the year under report.
For S.S. KOTHARI MEHTA & CO.
(ARUN K. TULSIAN)
Date: 28th May, 2009 Membership No. 89907
57
Annual Report 2008-09 Annual Report 2008-09
Balance Sheet of Dalmia Cement (Bharat) Limited as at 31st March, 2009
Schedule As at
31.3.2009 31.3.2008
I. SOURCES OF FUNDS
1. SHAREHOLDERS FUNDS
Share Capital 1 161.88 161.69
Reserves and Surplus 2 12520.12 11309.74
12682.00 11471.43
2. LOAN FUNDS
Secured Loans 3 19019.75 10500.70
Unsecured Loans 4 4362.88 5332.66
23382.63 15833.36
3. DEFERRED TAX 5 2287.00 1630.18
38351.63 28934.97
II. APPLICATION OF FUNDS
1. FIXED ASSETS 6
Gross Block 26184.18 18829.83
Less: Depreciation 6492.94 5582.59
Net Block 19691.24 13247.24
Capital work-in-progress 6974.68 5012.99
26665.92 18260.23
2. INVESTMENTS 7 6675.41 6138.27
3. CURRENT ASSETS, LOANS AND ADVANCES
Inventories 8 5309.09 4915.99
Sundry Debtors 9 2140.46 1050.59
Cash and Bank balances 10 547.22 870.37
Loans and Advances 11 3411.51 3144.91
11408.28 9981.86
Less: Current Liabilities and Provisions
Current Liabilities 12 6147.40 5252.41
Provisions 13 250.58 192.98
6397.98 5445.39
Net Current Assets 5010.30 4536.47
38351.63 28934.97
Significant Accounting Policies and Notes to Accounts 18
As per our report of even date attached
Gautam Dalmia
(Arun K. Tulsian) K. V. Mohan Somnath Patil Puneet Dalmia
PARTNER COMPANY SR. EXECUTIVE DIRECTOR DIRECTORS
M. No. 89907 SECRETARY (FINANCE)
Place : New Delhi
th
Dated : this the 28 day of May, 2009
As at
Rs. Million
58
Profit and Loss Account of Dalmia Cement (Bharat) Limited
for the year ended 31st March, 2009
Schedule 2008-09 2007-08
INCOME
Sales (Gross) 19714.67 16908.00
Less: Excise Duty 2186.33 2101.32
Net Sales 17528.34 14806.68
Other Income 14 (100.36) 1645.54
17427.98 16452.22
EXPENDITURE
(Increase)/Decrease in Stocks 15 (31.53) (2025.45)
Raw Materials consumed 3422.12 4663.81
Purchases 97.30 37.62
Salaries, Wages and Benefits to Employees 16 930.51 848.66
Other Expenses 17 9537.91 7722.58
Depreciation 959.96 921.99
Less: Transferred from Revaluation Reserve 87.66 57.96
872.30 864.03
14828.61 12111.25
Profit before Tax 2599.37 4340.97
Provision for Taxation :
Current Tax {Including withdrawal of MAT credit
Rs.48.70 Million (Previous year Rs.32.90 Million)} 336.82 513.40
Deferred Tax 656.82 337.20
Fringe Benefits Tax 19.50 18.85
1013.14 869.45
Profit after Tax 1586.23 3471.52
Add: Surplus brought forward from previous year 6117.66 3481.98
Surplus available for appropriation 7703.89 6953.50
APPROPRIATIONS
General Reserve 200.00 350.00
Debenture Redemption Reserve 129.17 107.50
Dividend:
Interim Dividend 80.94 202.11
Proposed Dividend 161.88 121.27
Dividend Distribution tax thereon 41.28 54.96
284.10 378.34
Balance carried to Balance Sheet 7090.62 6117.66
7703.89 6953.50
Earnings per Share (Face Value of Rs. 2/- per share)
(Refer Note B-8 of Schedule 18)
Basic Rs.19.61 Rs. 69.70
Diluted Rs.19.61 Rs. 69.51
Gautam Dalmia
Place : New Delhi
th

Rs. Million
59
59
Schedule Nos. 1 to 18 forming part of the Balance Sheet as at 31st March, 2009 and the Profit and Loss
Account for the year ended on that date.
SCHEDULE 2 RESERVES AND SURPLUS
Rs. Million
As at Additions Deductions As at
31.3.2008 31.3.2009
Capital Reserve 3.50 - - 3.50
(3.50) (-) (-) (3.50)
Revaluation Reserve 722.96 - 97.43 625.53
(785.33) (-) (62.37) (722.96)
Realised Revaluation Reserve 0.61 0.18 - 0.79
(0.58) (0.03) (.) (0.61)
Share Premium Account 1994.69 2.08 - 1996.77
(1165.16) (829.53) (-) (1994.69)
General Reserve 1989.07 203.42* - 2192.49
(1639.07) (350.00) (-) (1989.07)
Debenture Redemption Reserve 481.25 129.17 - 610.42
(373.75) (107.50) (-) (481.25)
Surplus in Profit and Loss Account 6117.66 7090.62
(3481.98) (6117.66)
11309.74 12520.12
(7449.37) (11309.74)
Note:
* Includes Rs. 3.42 Million for impairment of fixed assets written back, debited to the General Reserve of earlier year as per the transitional provisions.
As at
31.3.2009 31.3.2008
SCHEDULE 1 SHARE CAPITAL
Authorised
11,47,26,820 (11,46,31,160) Ordinary Shares of Rs. 2 each 229.45 229.26
8,52,73,180 (8,53,68,840) Unclassified Shares of Rs. 2 each 170.55 170.74
400.00 400.00
Issued, Subscribed and Paid up 8,09,39,303 (8,08,43,643)
Ordinary Shares of Rs. 2 each fully paid up 161.88 161.69
Note:
1. Of the above :
(i) 66,51,410 Shares were allotted as fully paid-up pursuant to arrangements/scheme of conversion, without payments being
received in cash; and
(ii) 2,76,31,245 Shares were allotted as fully paid-up by way of Bonus Shares by capitalisation of Reserves.
2. During the year 2001-02, the Company had issued 76,51,621 Non-Convertible Debentures of Rs.10/-each along with
detachable tradeable warrants. The holders of these warrants had the option to subscribe to Ordinary Shares of the Company
(5 Ordinary Shares of Rs.2 each) at Rs. 23.764 per Share upon the call option being exercised by the Board of Directors or on
11-9-2008, whichever is earlier in terms of the Letter of Offer dated 26th June, 2001. The Board of Director had exercised the call
option in respect of such warrant during 2007-08 and allotted 3,81,14,950 ordinary shares to warrant holders holding 76,22,990
warrants upon exercise of the option. Pursuant to the Board decision permitting the remaining warrant holders to opt for
conversion of the outstanding warrants into equity shares of the company, warrant holders holding 19,132 warrants exercised
the option during the year and were allotted 95,660 equity shares of Rs.2/- each fully paid-up.
Rs. Million
As at
60
Schedules to Accounts
61
As at
31.3.2009 31.3.2008
SCHEDULE 3 - SECURED LOANS
A. Redeemable Non-ConvertibleDebentures 4233.33 3533.33
B. Term Loans
i. From Banks 13834.83 5318.33
ii. From Others 913.77 134.49
C. Working Capital Loans 37.82 1514.55
19019.75 10500.70
Rs. Million
As at
1) Debentures referred to in A above to the extent of:
i) Series IXA - Rs.166.67 million (Previous year Rs.333.33 million) are secured by a first pari-passu charge on the
movable and immovable properties of Cement unit at Dalmiapuram, Magnesite unit and Jamnagar property &
redeemable on 25th August, 2009.
ii) Series IXB - Rs.266.66 million (Previous year Rs.400.00 million) are secured by a first pari-passu charge on the movable
and immovable properties of Cement unit at Dalmiapuram, Magnesite unit and Jamnagar property & redeemable in 2 equal
annual instalments commencing from 27th August, 2009.
iii) Series XA & XB - Rs.800.00 million (Previous year Rs.800.00 million) are secured by a first pari-passu charge on
whole of the movable and immovable properties (except book debts) of Cement unit at Dalmiapuram, Magnesite
unit and Jamnagar property & redeemable in three yearly instalments in the ratio of 30:30:40 commencing from
17th December, 2012.
iv) Series XI - Rs.500.00 million (Previous year Rs. 500.00 million) are secured by a first pari-passu charge on all the movable
and immovable properties of Cement unit at Dalmiapuram and Magnesite unit (except stock and book debts) and
Jamnagar property & redeemable in three yearly instalments in the ratio of 30:30:40 commencing from 15th May, 2013.
v) Series XI A - Rs.500.00 million (Previous year Rs.500.00 million) are secured by a first pari-passu charge on all the movable
Jamnagar property & redeemable in three yearly instalments in the ratio of 30:30:40 commencing from 15th October, 2013.
vi) Series XII - Rs.1000.00 million (Previous year Rs. 1000.00 million) are secured by mortgage and charge on first pari-passu
basis on all the immovable and movable assets, excluding current assets both present and future, of the Companys Sugar
units at Jawaharpur and Nigohi & redeemable in three yearly equal instalments commencing from 30th September, 2014.
vii) Series XIII - Rs.1000.00 million (Previous year Rs. Nil million) are secured by a first pari-passu charge on the immovable
properties of Cement unit at Dalmiapuram and Jamnagar property & redeemable in three yearly equal instalments
commencing from 8th May, 2014.
2) Term Loans from Banks referred to in B (i) above to the extent of:
i) Rs.1724.78 million (Previous year Rs.2309.60 million) are secured by hypothecation of all the movable fixed assets of
Cement unit at Dalmiapuram and Magnesite units and mortgage on immovable properties of Cement unit at Dalmiapuram
on first pari-passu basis.
ii) Rs.8210.00 million (Previous year Rs.Nil million) are secured by exclusive first charge on land and building and
hypothecation of all the fixed assets of Cement units at Cuddapah and Ariyalur excluding assets charged to working capital
lenders and Vertical roller mills & other machineries and equipments for projects at Cuddapah & Ariyalur acquired under
foreign currency loan.
iii) Rs.2700.00 million (Previous year Rs.2700.00 million) are secured by first pari passu charge on land and building and
hypothecation of plant and machinery of sugar and co-generation units at Jawaharpur and Nigohi, distillery at Jawaharpur
and co-generation unit at Ramgarh.
iv) Rs.891.57 million (Previous year Rs.Nil million) are secured by way of exclusive charge on Vertical roller mills & other
machineries and equipments for projects at Cuddapah & Ariyalur acquired through this loan. The Loan has been availed in
foreign currency.
v) Rs.308.10 million (Previous year Rs.308.10 million) is secured by residual charge on the movable and immovable fixed
assets of the Sugar units.
vi) Rs.0.38 million (Previous year Rs. 0.63 million) is secured by hypothecation of vehicles.
3) Term Loan from others referred to in B (ii) above to the extent of:
i) Rs.321.08 million (Previous year Rs.134.49 million) are secured by second exclusive charge on movable and immovable
property of the sugar unit at Ramgarh.
ii) Rs.592.69 million (Previous year Rs.Nil million) are secured by a first pari-passu charge on the movable and immovable
properties of Cement unit at Dalmiapuram.
4) Working capital loans are secured by hypothecation of inventories and other current assets in favour of the participating Banks
ranking pari-passu on inter-se basis.
Rs. Million
As at
31.3.2009 31.3.2008
SCHEDULE 4 UNSECURED LOANS
A. Fixed Deposits 31.36 31.22
Add: Interest accrued and due on above 2.11 2.08
33.47 33.30
B. Short Term Loans
From Banks 2531.13 4500.00
Commercial Paper 1000.00 -
3531.13 4500.00
C. Other Loans 798.28 799.36
4362.88 5332.66
SCHEDULE 5-DEFERRED TAX
Deferred Tax assets/liabilities are attributable to the following items:-
Liabilities
Assets
Voluntary retirement expenses 9.45 13.84
Expenses allowable for tax purposes when paid 19.67 19.39
29.12 33.23
Net 2287.00 1630.18
As at
62
SCHEDULE 6 - FIXED ASSETS Rs. Million
GROSS BLOCK DEPRECIATION NET BLOCK
Description
31.3.2008 31.3.2009 year @ 31.3.2009 31.3.2009 31.3.2008
Tangible Assets:
Owned Assets
Land 540.00 482.21 1022.21 - - 1022.21 540.00
Land (Leasehold) 5.75 - - 5.75 0.06 0.86 4.89 4.95
Buildings 1852.09 390.95 4.79 2238.25 75.97 631.07 1607.18 1294.13
Plant and Machinery 15565.02 6481.67 111.72 21934.97 831.23 5550.86 16384.11 10788.30
Railway Sidings 36.82 14.99 0.00 51.81 2.14 14.19 37.62 24.76
Vehicles 50.54 10.36 2.63 58.27 5.80 29.25 29.02 24.95
Furniture and Fixtures 65.19 18.47 0.93 82.73 9.07 42.89 39.84 30.70
Other Assets 83.54 39.70 4.74 118.50 11.20 61.49 57.01 28.70
Owned Assets Leased out:
Buildings 27.68 - - 27.68 2.11 8.66 19.02 21.14
Plant and Machinery 603.20 - - 603.20 36.81 150.40 452.80 489.61
Intangible Assets:
Software Licences - 40.81 - 40.81 3.27 3.27 37.54 -
18829.83 7479.16 124.81 26184.18 977.66 6492.94 19691.24 13247.24
Previous year 16970.77 1991.52 132.46 18829.83 930.81 5582.59 13247.24
Capital work-in-progress (including capital advances and
Pre-operative expenditure pending allocation) 6974.68 5012.99
Notes:
1. Land includes certain lands under acquisition, the proceedings for which are presently stayed by the Order of the appropriate High Courts.
2. There are no registered title deeds for the Companys flats/accommodation in multistoreyed buildings in National Capital Territory of Delhi.
3. Revaluation of the fixed assets was done on the basis of a valuation certificate issued by a Chartered Engineer.
4. @ includes depreciation charged to other heads Rs. 17.70 Million (Rs.8.82 Million).
of Assets As at Additions Deductions As at For the Upto As at As at
Face As at As at
Value 31.3.2009 31.3.2008
SCHEDULE 7 INVESTMENTS
Long Term (at cost)
Government and other Trust Securities
Quoted
Unit Trust of India 6.75% Tax Free Bonds - - @@ 1.59
Unquoted
National Saving Certificate 0.02 0.02 0.02
Shares, Bonds and Debentures
Trade Investments
Equity Shares
Quoted
ACC Limited 1.00 70.39 70.39
Madras Cements Limited 0.52 101.32 101.32
Mysore Cements Limited 27.89 140.12 140.12
311.83 311.83
Unquoted
Assam Bengal Cement Company Limited (under liquidation) ((250)) ((144)) ((144))
Preference Shares
Unquoted
Bharathi Cement Corporation Limited 20.11 700.00 @@ 500.00
Investments in Associates
Equity Shares
Quoted
OCL India Limited 24.71 2000.50 2000.50
Investments in Subsidiary Companies
Equity Shares
Unquoted
Arjuna Brokers & Minerals Limited 0.50 0.50 0.50
Avnija Properties Limited 1500.00 1506.39 1506.39
D.I. Properties Limited 2.50 2.50 2.50
Dalmia Minerals & Properties Ltd. 0.50 0.50 0.50
Dalmia Sugar Ventures Limited 0.50 0.50 0.50
Eswar Cements Private Limited - - @@ 32.65
Geetee Estates Limited 0.50 0.50 0.50
Hemshila Properties Limited 2.50 2.50 2.50
Himshikhar Investment Limited 4.50 44.50 44.50
Ishita Properties Limited 0.50 12.99 12.99
Kanika Investment Limited 4.20 23.20 23.20
Seeta Estates & Brokers Limited 0.50 0.50 0.50
Shri Radha Krishna Brokers & Holdings Ltd. 0.50 0.50 0.50
Shri Rangam Brokers & Holdings Limited 0.50 0.50 0.50
Shri Rangam Properties Limited 2.50 2.50 2.50
Sri Dhandauthapani Mines & Minerals Ltd. 0.50 0.50 0.50
Sri Keshava Mines & Minerals Limited 0.50 0.50 0.50
Sri Swaminatha Mines & Minerals Limited 0.50 0.50 0.50
Sri Shanmugha Mines & Minerals Limited 0.50 0.50 0.50
Sri Madhava Minerals & Properties Limited 0.50 0.50 0.50
Sri Madhusudana Mines & Properties Ltd. 0.50 0.50 0.50
Sri Subramanya Mines & Minerals Limited 0.50 0.50 0.50
Sri Trivikrama Mines & Properties Limited 0.50 0.50 0.50
1602.08 1634.73
Other Investments
Equity Shares
Quoted
All Cargo Global Logistics Limited 1.68 173.26 173.26
Bajaj Auto Limited 0.05 2.33 2.33
Rs. Million
63
64
Face As at As at
Value 31.3.2009 31.3.2008
Bajaj Finserv Limited 0.03 2.25 2.25
Bajaj Holdings & Investment Limited 0.05 5.96 5.96
Balkrishna Industries Limited 0.65 43.95 43.95
BGR Energy Systems Limited 0.12 5.66 5.66
Cadila Healthcare Limited 0.18 - -
Cords Cable Industries Limited 1.00 13.50 13.50
DCW Limited 0.20 2.95 @@ 33.07
Essel Propack Limited 0.20 6.54 6.54
Future Capital Holdings Limited 0.25 16.94 @@ 15.45
Gitanjali Gems Limited 0.33 9.78 9.78
Gokaldas Exports Limited 0.06 2.87 2.87
Gujarat Flourochemicals Limited - - @@ 201.04
Jai Corp Limited 0.58 45.56 @@ 195.76
JB Chemicals & Pharmaceuticals Limited 0.18 7.02 7.02
KSK Energy Ventures Limited 7.46 165.18 @@ -
Mundra Port & Economic Zone Limited 0.11 4.90 4.90
Poddar Pigments Limited 1.45 6.21 @@ 7.17
Polyplex Corporation Limited 2.15 27.16 27.16
Reliance Communications Limited 4.37 460.55 460.55
Reliance Industries Limited 0.06 15.67 @@ -
Reliance Infrastructure Limited ((120)) 0.01 0.01
Reliance Power Limited 0.09 2.45 2.45
Sharyans Resources Limited 3.71 85.96 85.96
Simplex Infrastructures Limited 0.44 146.73 146.73
SRF Limited 2.55 44.32 44.32
Sunshield Chemicals Limited 2.31 6.54 6.54
Tata Consultancy Services Limited 0.00 5.13 @@ 3.62
TCPL Packagings Limited 0.25 1.83 1.83
Wockhardt Limited 0.05 3.89 3.89
Zydus Wellness Limited 0.10 - @@ -
1315.10 1513.57
Unquoted
Asian Refractories Limited (under liquidation) ((200)) ((200)) ((200))
Dalmia Electrodyne Technologies (P) Ltd. 0.49 17.50 17.50
Haryana Financial Corporation ((2500)) ((2500)) ((2500))
17.50 17.50
Shares of Co-operative Societies
Unquoted
Dalmia Cement Employees Co-Operative Stores Ltd. 0.01 0.01 0.01
Property Rights in Holiday Resorts 0.60 0.60 0.60
Units of Mutual Funds
Debt based schemes 419.11 597.33 @@ 6.00
Balanced schemes 7.28 9.88 @@ 41.92
Urban Infrastructure Opportunities Fund (Fully Paid-up) 110.00 110.00 110.00
Urban Infrastructure Opportunities Fund (Partly Paid-up) 0.44 10.56 @@ -
6675.41 6138.27
Book Value Market Value
Quoted (Including Mutual Funds) 4234.63 1949.42
Unquoted 2440.78 -
Notes:
There is no investment in companies under the same management.
@@ Includes purchases during the year Face value Rs. 5046.31 Million, Cost Rs. 9241.46 Million; Bonus shares received Face value
Rs.0.39 Million and net of sales during the year Face value Rs. 4668.94 Million, Cost Rs.8704.32 Million.
Rs. Million
65
Rs. Million
As at As at
31.3.2009 31.3.2008
SCHEDULE 8 INVENTORIES
(As taken, valued and certified by the Management)
Stores, Spares etc.
On hand 877.65 715.88
In transit 389.89 485.76
1267.54 1201.64
Loose Tools 0.66 0.77
Raw Materials
On hand 245.73 290.67
In transit 410.90 70.18
656.63 360.85
Material in Process 429.74 197.44
Stock-in-Trade 2954.52 3155.29
5309.09 4915.99
SCHEDULE 9 SUNDRY DEBTORS
a) Debts over six months
Considered good
Secured 18.67 26.96
Unsecured 86.19 20.26
Considered doubtful 15.74 15.13
Less: Provision for Bad and Doubtful Debts 15.74 15.13
- -
104.86 47.22
b) Others
Considered good
Secured 861.97 645.71
Unsecured 1173.63 357.66
2035.60 1003.37
2140.46 1050.59
SCHEDULE 10 CASH AND BANK BALANCES
Cash on hand 3.54 14.27
Cheques on hand 2.74 8.15
Balances with Scheduled Banks
Current Accounts 391.32 703.00
Fixed Deposit Accounts 148.57 141.49
539.89 844.49
Balances with Other Banks in Current Accounts * 1.05 3.46
547.22 870.37
*Balances with
Avadh Gramin Bank 0.04 0.21
Zila Sahakari Bank Limited 0.54 0.81
Lucknow Kshetriya Gramin Bank 0.35 1.74
Baroda Paschimi Uttar Pradesh Gramin Bank 0.12 0.70
66
Rs. Million
As at As at
31.3.2009 31.3.2008
SCHEDULE 11 LOANS AND ADVANCES
Loans
Secured Considered good
Employees * 2.35 5.80
Unsecured Considered good
Subsidiary Companies **
(Interest-free) 496.66 523.97
Others 19.75 17.29
523.65 547.24
Advances recoverable in cash or in kind or for
value to be received (Unsecured)
Considered good
Subsidiary Companies 612.73 4.37
Others*** 388.86 1310.42
1001.59 1314.79
Considered doubtful
Others 1.92 1.92
Less: Provision for Bad
and Doubtful Debts 1.92 1.92
- -
Income-tax paid (net of provisions) 163.90 102.05
MAT Credit entitlement 148.30 197.00
Deposits and Balances with Government Departments and
Other Authorities
(Unsecured Considered good) 1571.72 978.03
3411.51 3144.91
Rs. Million
As at As at As at As at
31.3.2009 31.3.2008 31.3.2009 31.3.2008
Outstanding Balance Maximum Balance
* includes
Due from Officers of the Company 4.13 2.16 7.81 2.23
** Due from Subsidiaries:
Arjuna Brokers & Minerals Limited 1.80 2.14 2.14 2.14
D.I. Properties Limited 7.71 7.71 7.71 7.71
Dalmia Minerals & Properties Limited 277.83 12.20 283.48 13.07
Eswar Cements Private Limited - 281.65 - 302.38
Geetee Estates Limited 10.49 10.49 10.49 10.49
Hemshila Properties Limited 6.81 7.12 7.12 7.12
Himshikhar Investment Limited 3.35 3.35 3.35 3.35
Ishita Properties Limited 48.71 49.85 50.12 50.00
Seeta Estates & Brokers Limited 14.95 14.52 14.95 14.52
Shri Radha Krishna Brokers & Holdings Limited 15.11 15.57 15.57 15.57
Shri Rangam Brokers & Holdings Limited 1.56 1.65 1.65 5.45
Shri Rangam Properties Limited 7.83 7.83 7.83 10.33
Sri Dhandauthapani Mines & Minerals Limited 17.68 17.68 17.68 17.68
Sri Kesava Mines & Minerals Limited 13.34 13.34 13.34 13.34
Sri Madhava Minerals & Properties Limited 14.32 14.52 14.52 14.52
Sri Madhusudana Mines and Properties Limited 12.47 12.47 12.47 12.47
Sri Shanmugha Mines & Minerals Limited 13.05 13.05 13.05 13.05
Sri Subramanya Mines & Minerals Limited 3.41 12.59 12.59 12.80
Sri Swaminatha Mines & Minerals Limited 12.00 12.00 12.00 12.00
Sri Trivikrama Mines & Properties Limited 14.24 14.24 14.24 14.24
*** includes due from Associates OCL India Limited 8.23 -
Rs. Million
As at As at
31.3.2009 31.3.2008
SCHEDULE 12 CURRENT LIABILITIES
Sundry Creditors:
Micro, Small and
Medium Enterprises 0.04 11.96
Others 5581.95 4677.72
5581.99 4689.68
Advances from Customers 96.35 85.81
Directors Commission payable 73.00 83.00
Unclaimed Dividend * 22.30 17.11
Matured Fixed Deposits and interest thereon * 1.99 0.93
Other Liabilities 274.86 230.69
Interest accrued but not due on Loans 96.91 145.19
6147.40 5252.41
* There are no amounts due and outstanding to be credited to the Investor Education and Protection Fund.
SCHEDULE 13 PROVISIONS
Pension and other Staff benefits 54.98 41.48
Impairment of Assets 6.20 9.62
Others 27.52 20.61
250.58 192.98
Rs. Million
2008-2009 2007-2008
SCHEDULE 14 OTHER INCOME
Income from Travel Agency business
{Tax deducted at source Rs.1.14 Million (Rs. 1.22 Million)} 14.56 14.81
Interest from Banks and Others (Gross)
{Tax deducted at source Rs. 2.90 Million (Rs. 3.18 Million)} 24.24 29.06
Export Benefits received 4.05 -
Profit on Sale of Fixed Assets 9.42 3.84
Income from Other Investments
Dividend from Long Term Investment 47.91 22.38
Profit on Sale of Investments (Long Term) 32.35 1959.83
Less :- Loss on sale of Investments ( Long Term) 882.65 608.27
(850.30) 1351.56
Miscellaneous Receipts 649.76 223.89
(100.36) 1645.54
SCHEDULE 15 (INCREASE) / DECREASE IN STOCKS
Opening Stock:
Finished 3155.29 1253.74
Process 197.44 73.54
3352.73 1327.28
Closing Stock:
Finished 2954.52 3155.29
Process 429.74 197.44
3384.26 3352.73
(Increase) / Decrease in Stocks (31.53) (2025.45)
67
68
Rs. Million
2008-2009 2007-2008
SCHEDULE 16 SALARIES, WAGES AND BENEFITS TO EMPLOYEES
Salaries and Wages
{After allocating Rs. 213.03 Million (Rs. 242.52 Million) to other accounts} 783.18 677.44
Payments under Voluntary Retirement Scheme 3.73 15.81
Contribution to Provident and Other Funds 67.32 75.33
Bonus 7.50 9.48
Workmen and Staff Welfare Expenses 68.78 70.60
930.51 848.66
SCHEDULE 17 OTHER EXPENSES
Power and Fuel 4105.70 2887.49
Processing Charges 141.75 112.78
Packing Materials 611.17 621.94
Consumption of Stores and Spare Parts
{After allocating Rs. 565.52 Million to other accounts (Rs. 587.79 Million)} 65.59 86.60
Excise duty variation on opening/closing stock (58.38) 130.33
Repairs and Maintenance
Machinery 546.33 506.30
Buildings 52.85 58.21
Others 16.85 23.21
616.03 587.72
Rent 22.72 10.79
Rates and Taxes 21.58 22.92
Insurance 17.66 18.73
Travelling 68.04 62.94
Advertisement and Publicity 46.26 42.83
Freight, Transportation and Other Charges 1332.30 1173.06
Commission paid to Other Selling Agents 27.17 30.89
Rebate, Discount and Allowances 5.55 7.51
Interest
On Term loans 823.47 644.94
On Borrowings from Banks and Others 265.16 182.19
On Debentures 337.38 302.01
1426.01 1129.14
Directors Sitting Fees 0.90 1.01
Non-Executive DirectorsCommission 3.00 3.00
Charity and Donation 31.29 43.81
Assets written off 2.28 7.87
Provision for Bad and Doubtful debts 0.61 3.67
Loss on sale of Fixed Assets 0.23 0.62
Bad Debts written off 0.21 0.08
Miscellaneous Expenses
{includes Rs.137.62 million stocks generated during trial run (Rs. Nil)} 1050.24 736.85
9537.91 7722.58
69
SCHEDULE 18 SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO ACCOUNTS
A. SIGNIFICANT ACCOUNTING POLICIES
1. Accounting Convention
The financial statements are prepared under historical cost convention (except for certain fixed assets, which are revalued) on
a going concern basis and comply with the Accounting Standards Notified by Companies Accounting Standard Rules 2006
and the relevant provisions of the Companies Act, 1956.
2. Fixed Assets
(i) Land, Buildings, Plant and Machinery and Railway Sidings at Dalmiapuram, Salem, Mumbai, Ballabhgarh and Delhi added
prior to 01.04.2001 have been stated at revalued figures. All other fixed assets have been stated at cost (net of cenvat,
where applicable). All significant costs incidental to the acquisition of the fixed assets are capitalised.
(ii) Expenditure during construction period including trial run expenses net of revenue earned and interest on borrowings for
projects till commencement of commercial production are capitalised.
(iii) Intangible Assets are recognised on the basis of recognition criteria as set out in the relevant Accounting Standard.
3. Excise Duty
Excise duties recovered are included in the gross sale value of products. Sales net of excise duty is also disclosed separately.
Excise duty liability on finished goods lying in factory is accounted for and the corresponding amount is considered for the
valuation thereof.
4. Employee Benefits
(i) Defined Contribution Plan: Employee benefits in the form of the Companys contribution to provident fund, pension scheme,
superannuation fund and ESI are considered as defined contribution plan and charged to the profit and loss account of the
year in which the related services are rendered.
(ii) Defined Benefit Plan: Retirement benefits in the form of gratuity and leave encashment are considered as defined benefit
obligations and are provided for on the basis of an actuarial valuation as at the date of the Balance Sheet using the
projected unit credit method which considers each period of service as giving rise to an additional unit of benefit entitlement
and measures each unit separately to build up the final obligation. Past services are recognised on a straight line basis over
the average period until the amended benefits become vested. Obligation is measured at the present value of estimated
future cash flows using a discounted rate that is determined by reference to market yields at the balance sheet date on
Government bonds where the currency and terms of the Government bonds are consistent with the currency and estimated
terms of the defined benefit obligation.
(iii) The expenditure on voluntary retirement schemes is charged to the Profit and Loss account in the year in which
it is incurred.
5. Inventories
(i) Finished stocks are valued at weighted average cost or net realisable value, whichever is lower. In the case of Dead Burnt
Magnesite Dust stocks to the extent these are considered saleable, valuation is done at raw materials cost plus packing
charges or net realisable value, whichever is lower. By-products are valued at net realisable value.
(ii) Process stocks are valued at cost or net realisable value, whichever is lower.
(iii) Stores, Spares and Raw Materials on hand are valued at weighted average cost or net realisable value, whichever is lower.
However materials & other items held for use in the production of inventories are not written below cost if the finished
products in which they will be incorporated are expected to be sold at or above cost.
6. Investments
Long-term Investments are stated at cost and Current Investments are stated at cost or fair value, whichever is lower.
Provision for diminution in value of Long-term Investments is made to recognise a decline, other than temporary, in the
value of investments.
7. Revenue Recognition
Revenue is recognised on accrual basis except for cash subsidies and coal quality rebates which are accounted for on the
basis of final ascertainment of revenue.
8. Depreciation
(i) Depreciation on major classifications of "plant and machinery" at Salem and Dalmiapuram (excluding earth moving
machinery) and on all fixed assets at Kadapa, Ariyalur, Ballabhgarh, Wind Farm Unit, Bangalore Works and Dalmia
Chini Mills (Sugar Units) is provided on straight-line method at the rates prescribed in Schedule XIV to the Companies
Act,1956. In respect of the remaining fixed assets, depreciation is provided for on diminishing balance method at the rates
prescribed in Schedule XIV to the Companies Act,1956.
(ii) Depreciation on amount added on revaluation of fixed assets is transferred from Revaluation Reserve.
(iii) Cost of leasehold land is amortised over the period of the lease.
(iv) Intangible assets are amortised over the expected duration of benefits not exceeding 10 years.
9. Research and Development
Revenue expenditure on Research and Development is charged in the year in which it is incurred. Expenditure which results
in creation of assets is included in Fixed assets and depreciation is provided on such assets at the applicable rates.
10. Foreign Currency Transactions
Foreign currency transactions are accounted at the equivalent rupee value earned/ incurred on the date of the transaction.
Year-end balances in respect of loan taken for acquisition of fixed assets and current assets/ liabilities not covered by forward
exchange contracts are accounted for at the exchange rates prevailing at the year-end. The resultant gain or loss is taken
credit for or charged to the profit and loss account.
The premium on Forward Exchange contracts is amortised as expense over the life of contract.
11. Impairment of Assets
Impairment losses, if any, are recognised in accordance with the accounting standard issued in this regard by The Institute of
Chartered Accountants of India. Previously recognised impairment losses are reversed to the extent the recoverable amount
exceeds the carrying amount.
12. Income Taxes
Tax expense comprises of current, deferred and fringe benefit tax. Current income tax and fringe benefit tax is measured at
the amount expected to be paid to the tax authorities in accordance with the Indian Income Tax Act. Deferred income tax
reflects the impact of current year timing differences between taxable income and accounting income for the year and reversal
of timing differences of earlier years.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance Sheet date.
Deferred tax assets are recognised only to the extent that there is reasonable/ virtual certainty that sufficient future taxable
income will be available against which such deferred tax assets can be realised.
13. Provisions, Contingent Liabilities and Contingent Assets
Provisions are recognised in respect of obligations where, based on the evidence available, their existence at the Balance
Sheet date is considered probable. Contingent liabilities are shown by way of Notes to Accounts in respect of obligations
where, based on the evidence available, their existence at the Balance Sheet date is considered not probable. Contingent
assets are not recognised in the Accounts nor disclosed.
14. Expenses and Income pertaining to Cement and Sugar Works are allocated as required under the respective Cost
Accounting Record Rules.
70
B. Notes To Accounts
Rs. Million
As at As at
31.3.2009 31.3.2008
1. Claims against the Company not acknowledged as debts 390.46 215.74
2. Other money for which the Company is contingently liable including
Guarantees given of Rs.240 Million (Rs.320 Million) 713.06 492.43
3. Uncalled Liability on Partly Paid up Units 42.24 -
4. Estimated amount of contracts remaining to be executed on capital
account and not provided for (net of advances) 1131.43 6130.30
5. Loans falling due for repayment within one year:
Secured 1152.47 911.75
Unsecured 3542.14 4513.56
6. Amount paid to Auditors:
a) Statutory Auditor
I ) Audit Fee 1.45 1.25
ii) For Tax Audit and Other services 1.02 1.26
iii) For Expenses 0.74 0.64
b) Cost Auditor
I) Audit Fee 0.15 0.09
ii) For Expenses 0.02 0.02
7 (a) Computation of profits under Section 349 of the Companies Act, 1956
for calculating commission payable to Directors:
Profit before tax as per Profit and Loss Account 2599.37 4340.97
Add: i) Non-Executive Directors Commission 3.00 3.00
ii) Directors Sitting Fees 0.90 1.01
iii) Bad debts written off 0.21 0.08
iv) Provision for Bad and doubtful debts 0.61 3.67
v) Whole-time/ Managing Directors remuneration 101.00 118.11
vi) (Profit)/ Loss on Sale of Investments/Assets (net) 351.88 (1354.78)
457.60 (1228.91)
Net profit for calculating Directors Commission 3056.97 3112.06
Maximum Commission payable to:
Non-Executive Directors @ 1% on Rs. 3056.97 Million (Rs. 3112.06 Million) 30.57 31.12
Executive Directors @ 6% on Rs. 3056.97 Million (Rs.3112.06 Million) 183.42 186.72
Commission paid to:
Non-Executive Directors 3.00 3.00
Executive Directors 70.00 80.00
(b) Details of Remuneration to Whole-time Director/ Managing Directors:
Salaries 23.28 22.44
Perquisites 4.45 4.31
Contribution to Provident Fund, Superannuation Fund and other Funds 3.27 11.36
Commission 70.00 80.00
101.00 118.11
8. Earnings per Share (EPS) as per Accounting Standard 20:
Profit after tax 1586.23 3471.52
Weighted average no. of equity shares (face value of Rs.2 each)
Basic 8,09,07,853 4,98,10,159
Diluted after considering potential equity shares upon conversion of warrants
(refer Note 2 to Schedule 1) 8,09,07,853 4,99,45,752
Earnings per share
Basic (Rs.) 19.61 69.70
Diluted (Rs.) 19.61 69.51
-
71
9. There are no prior period expenses during the year. Prior period income amounting to Rs. 3.49 Million ( Rs.5.06 Million)
representing excess provision written back have been credited to Miscellaneous Receipts.
10. In the opinion of the Board and to the best of their knowledge and belief, the value on realisation of loans, advances and current
assets in the ordinary course of business will not be less than the amount at which they are stated in the Balance Sheet.
11. The Company is a lessor in respect of certain items of buildings, plant and machinery etc. The said fixed assets have been
given on an operating lease for a period of 10 years. The lease is non-cancellable by the lessee and the lease rental in respect
of the said lease is Rs. 22.05 Million per annum and the same has been recognised in the accounts for the year and no
contingent rent has been recognised in this regard.
12 Eswar Cements Private Limited, a wholly owned subsidiary has been amalgamated with the Company with effect from the
appointed date 1st April, 2007 as per the Scheme of Amalgamation approved by the members and subsequently sanctioned by
the Honourable High Courts of Madras and Andhra Pradesh. The Order has been filed with the Registrar of Companies,
TamilNadu on 25.12.08, the effective date for amalgamation. The amalgamation has been accounted for under the pooling of
interest method as prescribed in AS 14 Accounting for Amalgamations. The accounts of the transferor Company for the year
ended 31st March, 2008 were audited and approved by the members, hence the assets and liabilities of the Company as at
1st April, 2008 representing net assets of Rs. 297.72 million have been taken over at their book values. As per Scheme
16,07,500 Equity shares of Eswar Cements Private Limited of Rs.10 each, fully paid up, stand cancelled.
13. Sundry creditors includes Rs.1500 Million payable to Banks in respect of farmers finance facilities where the Company is
working as Management and collection agent.
14. Disclosure of Sundry Creditors under Current Liabilities is based on the information available with the Company regarding the
status of the suppliers as defined under the Micro, Small and Medium Enterprises Development Act, 2006. There are no
delays in payments to Micro and Small Enterprises as required to be disclosed under the Act.
15. Particulars of Foreign currency exposures that are not hedged by derivative instruments or otherwise
are as under: USD 17.76 Million equivalent to Rs 899.44 Million, JPY 2.75 Million equivalent to Rs.1.42 Million, CHF 0 .02
Million equivalent to Rs. 0.97 Million, AUD 0.02 Million equivalent to Rs. 0.64 Million (Previous year USD 17.47 Million
equivalent to Rs.701.66 Million, JPY 5.84 Million equivalent to Rs.2.37 Million, EURO 14.91 Million equivalent to
Rs.947.22 Million, GBP 0.04 Million equivalent to Rs.3.07 Million, CHF 0.01 Million equivalent to Rs.0.37 Million)
Particulars of Foreign currency exposures that are hedged by derivative instruments or otherwise are as under: USD 45.36
Million equivalent to Rs.2293.38 Million, EURO 0.53 Million equivalent to Rs.34.16 Million, (Previous year Nil )
The exposures relate to short term debt.
16. Detailed particulars regarding opening and closing stock, purchases, sales and consumption:
I. Opening and Closing Stock of goods traded in and produced
Class of goods Opening Stock Closing Stock
Quantity Value Quantity Value
Rs. Million Rs. Million
Cement (000 Tonnes) 65.32 154.46 68.73 186.43
(37.26) (77.55) (65.32) (154.46)
Refractory products (000 Tonnes) 5.97 55.33 9.47 113.01
(9.79) (83.21) (5.97) (55.33)
Sugar (000 Tonnes) 177.23 2718.92 122.87 2382.48
(72.45) (1006.30) (177.23) (2718.92)
Multilayer Ceramic Chip Capacitors (Lakh Nos.) 7.11 0.54 6.59 0.30
(7.09) (0.35) (7.11) (0.54)
Refractories etc. (000 Tonnes) 3.47 34.11 5.63 66.42
(3.10) (28.57) (3.47) (34.11)
Power-Banked (Million Units) 6.50 15.96 3.93 6.75
(-) (-) (6.50) (15.96)
Industrial Alcohol (000 KL) 2.07 45.65 1.80 45.04
(-) (-) (2.07) (45.65)
Others 130.32 154.09
(57.76) (130.32)
72
73
II. Purchase of goods traded in:
Rs. Million
Class of goods 2008-09 2007-08
Value Value
Refractories etc. 97.30 37.62
III. Sales of goods traded in and produced (including Excise duty)*
Class of goods 2008-09 2007-08
Cement (000 Tonnes) 3380.59 14699.04 3264.89 13047.28
Refractory Products (000 Tonnes) 24.80 394.83 30.56 326.97
Sugar (000 Tonnes) 162.46 2941.62 141.15 2021.72
Multilayer Ceramic Chip Capacitors (Lakh Nos.) 30.01 1.36 16.18 1.64
Refractories etc. (000 Tonnes) 39.86 735.55 37.41 504.93
Power (Million Units) 162.84** 514.90 222.01** 682.70
Industrial Alcohol (000 KL) 6.82 178.72 7.49 136.74
Others 248.65 186.02
19714.67 16908.00
* includes Self Consumption Rs. 279.56 Million (Rs.155.50 Million)
** excludes captive consumption 17.12 Million Units (31.85 Million Units), intra-unit Power transfers 91.12 Million Units (65.28 Million Units).
IV. Consumption of Raw Materials / Components:
2008-09 2007-08
Limestone (000 Tonnes) 3836.53 565.56 3576.57 496.25
Gypsum (000 Tonnes) 153.21 188.75 166.49 160.61
Raw Magnesite (000 Tonnes) 64.44 128.10 55.71 97.86
Sugar Cane (000 Tonnes) 1196.67 1810.10 2445.36 3300.70
Fly Ash (000 Tonnes) 763.06 358.65 734.00 292.86
Others 370.96 315.53
3422.12 4663.81
17. Detailed quantitative information about goods produced:
Licensed Installed
Capacity Capacity * Actual
per annum per annum Production
Cement (000 Tonnes) N.A. 6500.00 3384.43
(N.A.) (3500.00) (3293.74)
Refractory Products (000 Tonnes) N.A. 79.50 28.33
(N.A.) (79.50) (26.75)
Multilayer Ceramic Chip Capacitors (Lakh Nos.) N.A. 1200.00 29.49
(N.A.) (1200.00) (16.20)
Chip Resistors (Lakh Nos.) N.A. 1000.00 0.10
(N.A.) (1000.00) (0.94)
Sugar (000 Tonnes) N.A. 22.50** 108.10
(N.A.) (22.50)** (245.94)
Refractories etc. # (000 Tonnes) N.A. N.A. 42.02
(N.A.) (N.A.) (37.80)
Power (Million Units) N.A. 113.52$ 275.19
(N.A.) (95.52) $ (325.70)
Industrial Alcohol (000KL) 80.00 ## 80.00## 6.56
(80.00) ## (80.00) ## (9.56)
* As certified by the Management and accepted by the Auditors.
** Sugarcane crushed in Tonnes per day.
# Production on job-work basis.
## Capacity in KL per day.
$ MW per hour
Rs. Million
2008-09 2007-08
18. (a) Value of Imports calculated on C.I.F. basis:
Raw Materials and Components 562.81 170.56
Stores and Spare Parts 2852.89 1513.46
Capital Goods 1168.22 350.63
(b) Expenditure in Foreign Currency:
Professional Fees, Consultation Fee and Interest 84.57 48.31
Others 18.11 15.27
19. Earnings in Foreign Exchange:
Export of Goods 52.84 102.70
74
20. Details regarding imported and indigenous materials consumed during the year:
IMPORTED INDIGENOUS
Value Percentage Value Percentage Value of total
to total to total consumption
Rs. Million consumption Rs. Million consumption Rs. Million
Raw Materials 161.60 4.72 3260.52 95.28 3422.12
(127.79) (2.74) (4536.02) (97.26) (4663.81)
Stores, Spare Parts and Components 55.36 8.77 575.75 91.23 631.11
(58.42) (8.66) (615.97) (91.34) (674.39)
21. As per Accounting Standard (AS) - 15 Employee Benefits, the disclosures of employee benefits as defined in the Accounting
standard are given below:
(a) Defined Contribution Plans :-
The Company has recognised an expense of Rs. 42.97 Million( Rs 45.95 Million ) towards the defined contribution plan.
(b) Defined benefit plans - as per actuarial valuation :-
Rs. Million
2008-09 2007-08
Particulars Gratuity Leave Gratuity Leave
Encashment Encashment
Funded Non-Funded Funded Non-Funded
I Expenses recognised in the Profit and Loss Account
for the year ended 31st March , 2009
1. Current Service Cost 17.40 9.93 13.32 5.07
2. Interest Cost 12.00 2.21 9.43 1.96
3. Expected return on plan assets (10.78) - (10.05) -
4. Net Actuarial (Gain)/ Loss (9.35) 11.20 30.84 (3.89)
5.. Total Expense 9.27 23.34 43.54 3.14
II Net Asset/(Liability) recognised in the Balance Sheet
as at 31st March, 2009
1. Present value of obligation as at year-end 160.93 40.69 149.97 27.58
2. Fair value of plan assets as at year-end 150.18 - 115.36 -
3. Funded status {( Surplus/(Deficit)} (10.75) (40.69) (34.61) (27.58)
4. Net Asset/(Liability) as at 31st, March, 2009 (10.75) (40.69) (34.61) (27.58)
III Change in obligation during the year ended 31st March, 2009
1. Present value of Obligation at the beginning of the year 149.97 27.58 117.88 24.44
2. Current Service Cost 17.41 9.93 13.32 5.07
3. Interest Cost 12.00 2.21 9.43 1.96
4. Actuarial (Gain)/Loss (8.29) 11.20 30.84 (3.89)
5. Benefits Paid (10.16) (10.23) (21.49) -
6. Present Value of Obligation as at year- end 160.93 40.69 149.97 27.58
IV Change in Assets during the year ended 31st March, 2009
1 Plan assets at the beginning of the year 115.36 - 103.70 -
2. Expected return on plan assets 10.78 - 10.05 -
3. Employers Contribution 33.13 - 23.11 -
4. Actuarial Gain/ (Loss) 1.07 - - -
5. Benefits paid (10.16) - (21.49) -
6. Plan assets at the end of the year 150.18 - 115.36 -
V The Major categories of plan assets as percentage of total plan
Qualifying Insurance Policy 100% - 100% -
VI Actuarial Assumptions :
1. Discount Rate 8% 8% 8% 8%
2. Expected rate of return on plan assets 9.35% - 9.69% -
3. Mortality Table LIC (1994-96) LIC (1994-96) LIC (1994-96) LIC (1994-96)
duly modified duly modified duly modified duly modified
4. Salary Escalation 7% 7% 7% 7%
75
22. Segment reporting, as required by Accounting Standard 17, is as below:
Rs. Million
Segment Cement Sugar Power Others Total
Revenue
Gross Revenue 14711.33 3245.56 1157.64 1310.51 20425.04
(13048.01) (2327.03) (1294.71) (970.51) (17640.26)
Less: Inter/ Intra Segment Revenue - 67.63 642.74 - 710.37
(-) (121.43) (610.83) (-) (732.26)
Less: Excise Duty 1879.46 216.68 - 90.19 2186.33
(1825.60) (196.31) (-) (79.41) (2101.32)
Total Revenue 12831.87 2961.25 514.90 1220.32 17528.34
(11222.41) (2009.29) (683.88) (891.10) (14806.68)
Profit/(Loss) 4301.48 22.47 411.53 191.05 4926.53
(4573.47) (-366.29) (246.29) (215.06) (4668.53)
Less: Interest 1426.01
(1129.14)
Add: Other unallocable income net of
unallocable expenditure - 901.15
(801.58)
2599.37
(4340.97)
Assets 17703.69 6791.85 3368.45 2923.33 30787.32
(9683.47) (7398.64) (2925.69) (3152.93) (23160.73)
Liabilities 3202.28 2553.06 3.92 487.14 6246.40
(2982.98) (2686.32) (14.27) (1365.17) (7048.74)
Depreciation 511.85 202.41 191.90 71.50 977.66
(450.64) (250.79) (160.34) (69.04) (930.81)
Capital Expenditure 6698.71 151.51 595.82 33.12 7479.16
(425.23) (319.01) (854.96) (392.32) (1991.52)
Note: Revenue in respect of captive power consumption produced from co-generation plant has been arrived at based on the rates at which
the same would have been purchased from State Electricity Board.
23 Preoperative expenditure capitalised as a part of fixed assets and carried forward is as under:
Rs. Million
2008-09 2007-08
Carried forward as part of Capital Work in Progress 127.75 32.68
Expenditure incurred during the year:
Staff Costs 141.32 52.96
Administrative Expenses 184.84 36.74
Freight and Cartage 2.87 5.19
Interest and Commitment Charges 684.41 25.60
Miscellaneous Expenses 122.40 41.11
Stores Consumption 23.76 9.69
Exchange Fluctuation 5.26 -
Total (a) 1164.86 171.29
Trial run expenditure
Raw Material Consumed 13.69 -
Staff Costs 7.29 -
Other expenses 283.81 -
Depreciation 11.58 -
Less: Sales during trial run (net) 11.55 -
Stock generated 137.62 -
Total (b) 167.20 -
Total Expenditure during the year (a+b) 1332.06 171.29
Income earned during the year:
Exchange Fluctuation - 17.21
Interest and Other income - 1.39
Total Expenditure (net of income) during the year 1332.06 152.69
Grand Total 1459.81 185.37
Capitalised in fixed assets 685.67 57.62
Carried forward as part of Capital Work in Progress 774.14 127.75
24. Related Party Disclosure, as required by Accounting Standard-18 is as below:
A. Relationships:
(i) Subsidiaries of the Company:
Kanika Investment Limited, Ishita Properties Limited, D.I. Properties Limited, Geetee Estates Limited, Avnija Properties
Limited, Shri Rangam Properties Limited, Hemshila Properties Limited, Himshikhar Investment Limited, Dalmia Minerals
& Properties Limited, Shri Radha Krishna Brokers & Holdings Limited, Seeta Estates & Brokers Limited, Shri Rangam
Brokers & Holdings Limited, Arjuna Brokers & Minerals Limited, Sri Kesava Mines & Minerals Limited, Sri Madhava
Minerals & Properties Limited, Sri Shanmugha Mines & Minerals Limited, Sri Swaminatha Mines & Minerals Limited, Sri
Subramanya Mines & Minerals Limited, Sri Trivikrama Mines and Properties Limited, Sri Dhandauthapani Mines and
Minerals Limited, Sri Madhusudana Mines and Properties Limited and Dalmia Sugar Ventures Limited
(ii) Step down Subsidiary of the Company :
Dalmia Cement Ventures Limited, Cosmos Cements Limited (w.e.f. 02.05.08),Sutnga Mines Private Limited (w.e.f.
02.05.08), Golden Hills Resort Private Limited (w.e.f. 29.09.08) and Rajputana Properties Private Limited (w.e.f. 29.09.08 )
(iii) Associate of the Company : OCL India Limited
(iv) Key Management Personnel of the Company :
Shri J.H.Dalmia Vice-Chairman, Shri Y.H.Dalmia Vice-Chairman , Shri Gautam Dalmia - Joint Managing Director , Shri
Puneet Dalmia Managing Director, and Shri T. Venkatesan Whole time Director.
(v) Relatives of Key Management Personnel :
Shri V.H. Dalmia, Shri J.H.Dalmia (HUF), Smt. Kavita Dalmia, Shri Y.H.Dalmia (HUF), Smt. Bela Dalmia, Shri Gautam
Dalmia, Shri Gautam Dalmia (HUF), Smt. Anupama Dalmia, Shri Puneet Dalmia, Smt. Avantika Dalmia, Kumari Shrutipriya
Dalmia, Kumari Sukeshi Dalmia, Kumari Vaidehi Dalmia, Kumari Sumana Dalmia, Kumari Avanee Dalmia, Mst. Priyang
Dalmia, Shri M.H.Dalmia, Smt. Abha Dalmia, Shri R.H.Dalmia and Smt. Kala Venkatesan.
(vi) Enterprises controlled by the Key Management Personnel of the Company:
Rama Investment Company Private Limited, Puneet Trading & Investment Company Private Limited, Kavita Trading &
Investment Company Private Limited, Sita Investment Company Limited, Mayuka Investment Limited, Ankita Pratisthan
Limited, Himgiri Commercial Limited, Valley Agro Industries Limited, Shri Nataraj Ceramic and Chemical Industries Limited,
Shri Chamundeswari Minerals Limited, Shree Nirman Limited, Keshav Power Private Limited, Avanee and Ashni Securities
Private Limited, OCL India Limited, ZipAhead.Com Limited, Alirox Abrasives Limited, Sukeshi Trust, Vaidehi Trust,
Sumana Trust, Shrutipriya Dalmia Trust, Priyang Trust, Avanee Trust and Raghu Hari Dalmia Parivar Trust.
Sale of goods 35.99 14.50 50.49
and services (18.61) (29.56) (48.17)
Reimbursement - 152.65 3.57 0.32 156.54
of expenses (9.92) (-) (0.60) (1.61) (12.13)
Purchase of goods 444.72 444.72
and services (474.28) (474.28)
Rent payment 0.58 1.38 1.96
(0.58) (1.04) (1.62)
Rent Receipt 22.07 22.07
(including Lease Rent) (22.08) (22.08)
Refund of Security 66.60 66.60
deposit (66.60) (66.60)
Loans given 273.94 3.00 276.94
(140.36) (-) (140.36)
Loans received back 23.98 3.00 26.98
(143.93) (-) (143.93)
Loans taken - -
(1694.00) (1694.00)
Rs. Million
Nature of Subsidiary Step down Associate Key Relatives of Key Total
Transaction Companies Subsidiary Management Key Management
Personnel Management Personnel/
Personnel controlled
enterprises
B. The following transactions were carried out with the related parties in the ordinary course of business:
76
77
Loans refunded - -
(1694.00) (1694.00)
Sale of Assets 935.92 935.92
(-) (-)
Purchase of 20.01 20.01
Fixed Assets (32.35) (32.35)
Purchase of Investments - -
(3348.54) (3348.54)
Sale of Investments - -
(0.54) (0.54)
Interest received - -
(5.65) (5.65)
Interest paid - -
(42.71) (42.71)
Salary and Perquisites 101.00 0.32 101.32
(121.11) (0.34) (121.45)
Outstanding Balances
as at year- end:
Security deposit received 400.20 400.20
(466.80) (466.80)
Loans receivable 496.66 496.66
(523.97) (523.97)
Amounts receivable (-) 612.73 8.23 - 620.96
(4.37) (-) (1.90) (0.07) (6.34)
Amounts payable 9.12 9.12
(9.51) (9.51)
Rs. Million
Nature of Subsidiary Step down Associate Key Relatives of Key Total
Transaction Companies Subsidiary Management Key Management
Personnel Management Personnel/
Personnel controlled
enterprises
Investments in above mentioned entities has been disclosed in Schedule 7 Investments.
25. (a) Previous year figures have been regrouped/ rearranged wherever considered necessary.
(b) Figures less than Rs. Five thousand which are required to be shown separately have been shown at actuals in
double brackets.
(c) Figures in brackets pertain to previous year.
Gautam Dalmia
Place : New Delhi
th
26. Information pursuant to Part IV of Schedule VI to the Companies Act 1956:
BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE
I. Registration Details:
Registration No. 0 0 6 4 0 State Code 1 8
Balance Sheet Date 3 1 . 0 3 . 2 0 0 9
II. Capital raised during the year (Amount in Rs. Thousands)
Public Issue Rights Issue
N I L 2 2 7 0
Bonus Issue Private Placement
N I L N I L
III. Position of mobilisation and deployment of funds (Amount in Rs. Thousands)
Total Liabilities Total Assets
3 8 3 5 1 6 3 0 3 8 3 5 1 6 3 0
Sources of Funds:
Paid up Capital Reserves and Surplus
1 6 1 8 8 0 1 2 5 2 0 1 2 0
Secured Loans Unsecured Loans
1 9 0 1 9 7 5 0 4 3 6 2 8 8 0
Application of Funds:
Net Fixed Assets Investments
2 6 6 6 5 9 2 0 6 6 7 5 4 1 0
Net Current Assets
(considering deferred tax liability) Miscellaneous Expenditure
2 7 2 3 3 0 0 N I L
Accumulated Losses
N I L
IV. Performance of the Company (Amount in Rs. Thousands)
Turnover Total Expenditure
1 7 5 2 8 3 4 0 1 4 9 2 8 9 7 0
Profit before tax Profit after tax
2 5 9 9 3 7 0 1 5 8 6 2 3 0
Earning per Share Dividend Rate
1 9 . 6 1 1 5 0 %
V. Generic names of three principal products/services of Company (as per monetary terms)
Product C E M E N T R E F R A C T O R Y
Item Code (ITC Code) 2 5 2 3 2 9 6 9 0 2 2 0
Product S U G A R
Item Code (ITC Code) 1 7 0 1 1 1
78
79
2008-09 2007-08
Cash Flow from operating activities :
Net profit before tax 2599.37 4340.97
Adjustments for :
Depreciation (net) 890.00 872.85
Dividend income (47.91) (22.38)
Interest (net) 1401.77 1100.08
(Profit)/ Loss on sale of investments 850.30 (1351.56)
(Profit)/ Loss on sale of fixed assets (6.91) 4.65
Operating profit before working capital changes 5686.62 4944.61
Adjustments for working capital changes :
Inventories (393.10) (2940.61)
Trade and other receivables (1343.32) (1046.47)
Trade payables 956.77 995.33
Cash generated from operations 4906.97 1952.86
Direct taxes paid (369.47) (618.81)
Net cash from operating activities 4537.50 1334.05
Cash Flow from investing activities :
Purchase of fixed assets (8683.41) (5828.23)
Sale of fixed assets 54.82 75.95
Purchase of investment (9241.46) (24643.18)
Investment in Subsidiaries (net) - (3504.39)
Sale of investment 7854.02 27146.47
Dividend received 47.91 22.38
Interest received 24.24 29.06
Net cash used in investing activities (9943.88) (6701.94)
Cash Flow from financing activities :
Proceeds from secured loans 8519.05 1194.44
Proceeds from unsecured loans (969.95) 4498.69
Fixed deposits from public 0.17 (5.63)
Proceeds from issue of shares 2.27 905.76
Interest paid (2231.73) (1106.20)
Dividend paid (202.21) (244.84)
Corporate dividend tax (34.37) (41.61)
Net cash from financing activities 5083.23 5200.61
Rs. Million
Cash Flow Statement for the year ended 31st March, 2009
80
2008-09 2007-08
Net change in cash & cash equivalents (323.15) (167.28)
Cash & cash equivalents (opening balance) 870.37 1037.65
Cash & cash equivalents (closing balance) 547.22 870.37
Change in cash & cash equivalents (323.15) (167.28)
Rs. Million
Gautam Dalmia
Place : New Delhi
th
DALMIA CEMENT (BHARAT) LIMITED
We have audited the attached consolidated balance sheet of
DALMIA CEMENT (BHARAT) LIMITED and its subsidiaries
(collectively referred to as the DCBL Group) as at
31st March, 2009, the consolidated profit and loss account and
the consolidated cash flow statement for the year ended on
that date. These consolidated financial statements are the
responsibility of the companys management. Our
responsibility is to express an opinion on these financial
statements based on our audit.
We conducted our audit in accordance with generally accepted
auditing standards in India. Those Standards require that we
plan and perform the audit to obtain reasonable assurance
about whether the financial statements are prepared, in all
material respects, in accordance with identified financial
reporting framework and are free of material misstatements.
An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting
principles used and significant estimates made by
management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
We did not audit the financial statements of certain
subsidiaries, whose adjusted financial statements reflect
total assets of Rs.2744.48 million as at 31st March, 2009,
total revenues of Rs.27.91 million and total cash flows of
Rs.(-)1127.90 million for the year then ended. We did not
audit the financial statements of the associate in which the
share of profit of the Group is Rs.251.28 million. These
financial statements have been audited by other auditors
whose report(s) have been furnished to us, and our opinion is
based solely on the report of the other auditors.
We report that the consolidated financial statements have been
prepared by the Company in accordance with the requirements
of Accounting Standard AS-21, Consolidated Financial
Statements, and Accounting Standard AS-23, Accounting for
Investments in Associates in Consolidated Financial
Statements issued by the Institute of Chartered Accountants
of India and on the basis of the separate audited financial
statements of its subsidiaries and associate included in the
Consolidated Financial Statements.
Based on our audit and on consideration of the reports of other
auditors on separate financial statements and on the other
financial information of the subsidiaries and associate, in our
opinion and to the best of our information and according to the
explanations given to us, the attached consolidated financial
statements give a true and fair view in conformity with the
accounting principles generally accepted in India:
(a) in the case of Consolidated Balance Sheet, of the state of
affairs of The DCBL Group as at 31st March, 2009;
(b) in the case of Consolidated Profit and Loss account, of the
consolidated results of operations of The DCBL Group for
the year ended on that date; and
(c) in the case of Consolidated Cash Flow Statement, of the
consolidated cash flows of The DCBL Group for the year
ended on that date.
For S.S.KOTHARI MEHTA & CO.
(Arun K. Tulsian)
Place : NEW DELHI Partner
Dated: Membership No.89907 28th May, 2009
Auditors Report
Auditors Report on Consolidated Financial Statements of Dalmia Cement (Bharat) Limited and
its Subsidiaries
81
Consolidated Balance Sheet of Dalmia Cement (Bharat) Limited as at 31st March, 2009
Schedule As at
31.3.2009 31.3.2008
I. SOURCES OF FUNDS
1. SHAREHOLDERS FUNDS
Share Capital 1 161.88 161.69
Reserves and Surplus 2 12600.91 11552.81
12762.79 11714.50
2. MINORITY INTEREST - 44.99
3. LOAN FUNDS
Secured Loans 3 19019.75 10500.70
Unsecured Loans 4 4362.88 5332.66
23382.63 15833.36
4. DEFERRED TAX 5 2287.00 1630.18
38432.42 29223.03
II. APPLICATION OF FUNDS
1. FIXED ASSETS 6
Gross Block 27691.76 19377.47
Less: Depreciation 6494.14 5583.42
Net Block 21197.62 13794.05
Capital work-in-progress 7599.74 5107.37
28797.36 18901.42
2. INVESTMENTS 7 5637.03 4811.67
3. CURRENT ASSETS, LOANS AND ADVANCES
Inventories 8 5309.09 4915.99
Sundry Debtors 9 2140.46 1050.59
Cash and Bank balances 10 924.93 2373.08
Loans and Advances 11 2341.66 2627.25
10716.14 10966.91
Less: Current Liabilities and Provisions
Current Liabilities 12 6467.63 5264.39
Provisions 13 250.67 193.05
6718.30 5457.44
Net Current Assets 3997.84 5509.47
4. MISCELLANEOUS EXPENDITURE 14 0.19 0.47
38432.42 29223.03
Gautam Dalmia
Place : New Delhi
th
As at
Rs. Million
82
Consolidated Profit and Loss Account of Dalmia Cement (Bharat) Limited
for the year ended 31st March, 2009
Schedule 2008-09 2007-08
INCOME
Sales (Gross) 19714.67 16908.00
Less: Excise Duty 2186.33 2101.32
Net Sales 17528.34 14806.68
Other Income 15 (516.00) 1673.81
17012.34 16480.49
EXPENDITURE
(Increase)/Decrease in Stocks 16 (31.53) (2025.45)
Raw Materials consumed 3422.12 4663.81
Purchases 97.30 37.62
Salaries, Wages and Benefits to Employees 17 930.89 849.01
Other Expenses 18 9539.91 7698.23
Less: Transferred from Revaluation Reserve 87.66 57.96
872.44 864.10
14831.13 12087.32
Profit before Tax 2181.21 4393.17
Provision for Taxation :
Current Tax {including withdrawal of MAT credit
Rs. 48.70 Million (Previous year Rs. 32.90 Million)} 344.43 533.51
Deferred Tax 656.82 337.20
Fringe Benefits Tax 19.50 18.85
1020.75 889.56
Profit after Tax before Share of Profit in Associates 1160.46 3503.61
Add : Share of Profit In Associates 251.28 183.98
Profit after Tax 1411.74 3687.59
Add: Surplus brought forward from previous year 6342.82 3495.71
Less : Balance of Profit & Loss Account adjusted on
amalgamation of erstwhile Subsidiary Companies - 3.67
Surplus available for appropriation 7754.56 7179.63
APPROPRIATIONS
General Reserve 200.00 350.00
Reserve Fund 0.51 0.97
Debenture Redemption Reserve 129.17 107.50
Dividend:
Interim Dividend 80.94 202.11
Dividend Distribution tax thereon 41.28 54.96
284.10 378.34
Balance carried to Balance Sheet 7140.78 6342.82
7754.56 7179.63
Earnings per Share (Face Value of Rs. 2/- per share)
Basic Rs. 17.45 Rs. 74.03
Diluted Rs. 17.45 Rs. 73.83
Gautam Dalmia
Place : New Delhi
th

Rs. Million
83
Schedule Nos. 1 to 19 forming part of the Balance Sheet as at 31st March, 2009 and the Profit and Loss
Account for the year ended on that date.
Schedules to the Consolidated Accounts
Note:
1. Of the above Shares:
(i) 66,51,040 Shares were allotted as fully paid-up pursuant to arrangements/scheme of conversion, without payments being received in cash; and
(ii) 2,76,31,245 Shares were allotted as fully paid-up by way of Bonus Shares by capitalisation of Reserves.
2. During the year 2001-02, the Company had issued 76,51,621 Non-Convertible Debentures of Rs.10/-each along with detachable tradeable
warrants. The holders of these warrants had the option to subscribe to Ordinary Shares of the Company (5 Ordinary Shares of Rs.2 each) at
Rs. 23.764 per Share upon the call option being exercised by the Board of Directors or on 11-9-2008, whichever is earlier in terms of the
Letter of Offer dated 26th June, 2001. The Board of Directors had exercised the call option in respect of such warrant during 2007-08 and
allotted 3,81,14,950 ordinary shares to warrant holders holding 76,22,990 warrants upon exercise of the option. Pursuant to the Board
decision permitting the remaining warrant holders to opt for conversion of the outstanding warrants in to equity shares of the company,
warrant holders holding 19,132 warrants exercised the option during the year and were allotted 95,660 equity shares of Rs.2/- each fully paid-up.
SCHEDULE 2 RESERVES AND SURPLUS
Rs. Million
As at Additions Deductions As at
31.3.2008 31.3.2009
Capital Reserve 18.14 12.21 - 30.35
(3.50) (14.64) (-) (18.14)
Revaluation Reserve 722.96 - 97.43 625.53
(785.33) (-) (62.37) (722.96)
Realised Revaluation Reserve 0.61 0.18 - 0.79
(0.58) (0.03) (-) (0.61)
Share Premium Account 1994.69 2.08 - 1996.77
(1165.16) (829.53) (-) (1994.69)
General Reserve 1989.27 203.42* - 2192.69
(1639.27) (350.00) (-) (1989.27)
Reserve Fund 3.07 0.51 - 3.58
(5.66) (0.97) (3.56) (3.07)
Debenture Redemption Reserve 481.25 129.17 - 610.42
(373.75) (107.50) (-) (481.25)
Surplus in Profit and Loss Account 6342.82 7140.78
(3495.71) (6342.82)
11552.81 12600.91
(7468.96) (11552.81)
84
As at
31.3.2009 31.3.2008
SCHEDULE 1 SHARE CAPITAL
Authorised
11,47,26,820 (11,46,31,160 ) Ordinary Shares of Rs. 2 each 229.45 229.26
8,52,73,180 (8,53,68,840) Unclassified Shares of Rs. 2 each 170.55 170.74
400.00 400.00
Issued, Subscribed and Paid-up
8,09,39,303 ( 8,08,43,643) Ordinary Shares of Rs. 2 each fully paid up 161.88 161.69
Rs. Million
As at
Note :
* Includes Rs. 3.42 Million for impairment of fixed assets written back, debited to the General Reserve of earlier year as per the transitional provisions.
85
As at
31.3.2009 31.3.2008
SCHEDULE 3 - SECURED LOANS
A. Redeemable Non-Convertible Debentures 4233.33 3533.33
B. Term Loans
i. From Banks 13834.83 5318.33
ii. From Others 913.77 134.49
C. Working Capital Loans 37.82 1514.55
19019.75 10500.70
Rs. Million
As at
1) Debentures referred to in A above to the extent of:
i) Series IXA - Rs.166.67 million (Previous year Rs.333.33 million) are secured by a first pari-passu charge on the
movable and immovable properties of Cement unit at Dalmiapuram, Magnesite unit and Jamnagar property &
redeemable on 25th August, 2009.
ii) Series IXB - Rs.266.66 million (Previous year Rs.400.00 million) are secured by a first pari-passu charge on the movable
and immovable properties of Cement unit at Dalmiapuram, Magnesite unit and Jamnagar property & redeemable in 2 equal
annual instalments commencing from 27th August, 2009.
iii) Series XA & XB - Rs.800.00 million (Previous year Rs.800.00 million) are secured by a first pari-passu charge on whole of
the movable and immovable properties (except book debts) of Cement unit at Dalmiapuram, Magnesite unit and Jamnagar
property & redeemable in three yearly instalments in the ratio of 30:30:40 commencing from 17th December, 2012.
iv) Series XI - Rs.500.00 million (Previous year Rs. 500.00 million) are secured by a first pari-passu charge on all the movable
Jamnagar property & redeemable in three yearly instalments in the ratio of 30:30:40 commencing from 15th May, 2013.
v) Series XI A - Rs.500.00 million (Previous year Rs.500.00 million) are secured by a first pari-passu charge on all the movable
Jamnagar property & redeemable in three yearly instalments in the ratio of 30:30:40 commencing from 15th October, 2013.
vi) Series XII - Rs.1000.00 million (Previous year Rs. 1000.00 million) are secured by mortgage and charge on first
pari-passu basis on all the immovable and movable assets, excluding current assets both present and future, of the
Companys Sugar units at Jawaharpur and Nigohi & redeemable in three yearly equal instalments commencing from
30th September, 2014.
vii) Series XIII - Rs.1000.00 million (Previous year Rs.Nil million) are secured by a first pari-passu charge on the immovable
properties of Cement unit at Dalmiapuram and Jamnagar property & redeemable in three yearly equal instalments
commencing from 8th May, 2014.
2) Term Loans from Banks referred to in B (i) above to the extent of:
i) Rs.1724.78 million (Previous year Rs.2309.60 million) are secured by hypothecation of all the movable fixed assets of
Cement unit at Dalmiapuram and Magnesite units and mortgage on immovable properties of Cement unit at Dalmiapuram
on first pari-passu basis.
ii) Rs.8210.00 million (Previous year Rs.Nil million) are secured by exclusive first charge on land and building and hypothecation
of all the fixed assets of Cement units at Cuddapah and Ariyalur excluding assets charged to working capital lenders and
Vertical roller mills & other machineries and equipments for projects at Kadapa & Ariyalur acquired under foreign currency loan.
iii) Rs.2700.00 million (Previous year Rs.2700.00 million) are secured by first pari passu charge on land and building and
hypothecation of plant and machinery of sugar and co-generation units at Jawaharpur and Nigohi, distillery at Jawaharpur and
co-generation unit at Ramgarh.
iv) Rs.891.57 million (Previous year Rs.Nil million) are secured by way of exclusive charge on Vertical roller mills & other
machineries and equipments for projects at Cuddapah & Ariyalur acquired through this loan. The Loan has been availed in
foreign currency.
v) Rs.308.10 million (Previous year Rs.308.10 million) is secured by residual charge on the movable and immovable fixed
assets of the Sugar units.
vi) Rs.0.38 million (Previous year Rs. 0.63 million) is secured by hypothecation of vehicles.
3) Term Loan from others referred to in B (ii) above to the extent of:
i) Rs. 321.08 million (Previous year Rs.134.49 million) are secured by second exclusive charge on movable and immovable
property of the sugar unit at Ramgarh.
ii) Rs. 592.69 million (Previous year Rs. Nil million) are secured by a first pari-passu charge on the movable and immovable
properties of Cement unit at Dalmiapuram.
4) Working capital loans are secured by hypothecation of inventories and other current assets in favour of the participating Banks
ranking pari-passu on inter-se basis.
As at
31.3.2009 31.3.2008
SCHEDULE 4 UNSECURED LOANS
A. Fixed Deposits 31.36 31.22
Add: Interest accrued and due on above 2.11 2.08
33.47 33.30
B. Short Term Loans
Loan from Banks 2531.13 4500.00
Commercial Papers 1000.00 -
3531.13 4500.00
C. Other Loans 798.28 799.36
4362.88 5332.66
Rs. Million
As at
As at
31.3.2009 31.3.2008
SCHEDULE 5-DEFERRED TAX
Deferred Tax assets/liabilities are attributable to the following items:-
Liabilities
Assets
Voluntary retirement expenses 9.45 13.84
Expenses allowable for tax
purposes when paid 19.67 19.39
29.12 33.23
Net 2287.00 1630.18
Rs. Million
As at
SCHEDULE 6 - FIXED ASSETS
Rs. Million
GROSS BLOCK DEPRECIATION NET BLOCK
Description
31.3.2008 31.3.2009 year @ 31.3.2009 31.3.2009 31.3.2008
Tangible Assets:
Owned Assets:
Goodwill 29.82 41.97 16.57 55.22 - - 55.22 29.82
Land 1056.67 1413.33 - 2470.00 - - 2470.00 1056.67
Land (Leasehold) 5.75 - - 5.75 0.06 0.86 4.89 4.95
Buildings 1853.24 390.95 4.79 2239.40 76.03 631.96 1607.44 1294.45
Plant and Machinery 15565.02 6481.67 111.72 21934.97 831.23 5550.86 16384.11 10788.87
Railway Sidings 36.82 14.99 - 51.81 2.14 14.19 37.62 24.76
Vehicles 50.54 11.35 2.63 59.26 5.86 29.31 29.95 24.95
Furniture and Fixtures 65.19 19.51 0.93 83.77 9.17 42.99 40.78 30.13
Other Assets 83.54 41.09 4.74 119.89 11.35 61.64 58.25 28.70
Owned Assets Leased out:
Buildings 27.68 - - 27.68 2.11 8.66 19.02 21.14
Plant and Machinery 603.20 - - 603.20 36.81 150.40 452.80 489.61
Intangible Assets:
Software licences - 40.81 - 40.81 3.27 3.27 37.54 -
19377.47 8455.67 141.38 27691.76 978.03 6494.14 21197.62 13794.05
Previous year 17481.68 2030.13 134.34 19377.47 930.88 5583.42 13794.05
Capital work-inprogress (including capital advances and pre-operative expenditure pending allocation) 7599.74 5107.37
Notes:
1. Land includes certain lands under acquisition, the proceedings for which are presently stayed by the Order of the appropriate High Courts.
2. There are no registered title deeds for the Companys flats/accommodation in multistoreyed buildings in National Capital Territory of Delhi.
3. Revaluation of the fixed assets was done on the basis of a valuation certificate issued by a Chartered Engineer.
4. @ includes depreciation charged to other heads Rs. 17.93 Million (Rs.8.82 Million).
of Assets As at Additions Deductions As at For the Upto As at As at
86
Face Value As at
31.3.2009 31.3.2008
SCHEDULE 7 INVESTMENTS
Long Term
National Saving Certificate (unquoted) 0.02 0.02 0.02
Unit Trust of India 6.75% Tax Free Bonds ( quoted ) - - 1.59
Units of Mutual Funds Debt based schemes 455.67 641.10 77.72
Units of Mutual Funds Equity based schemes 0.59 0.59 0.59
Units of Mutual FundsBalanced schemes 7.28 9.88 41.92
Urban Infrastructure Opportunities Fund (Fully Paid up) 110.00 110.00 110.00
Urban Infrastructure Opportunities Fund (Partly Paid up) 0.44 10.56 -
Equity Shares of Joint Stock Companies
Fully paid-up
In Associates
OCL India Ltd.* ( quoted) 24.71 2435.76 2184.48
In Others
Quoted 64.75 1639.43 1820.99
Unquoted 1.61 89.08 73.75
Preference Shares of Joint Stock Companies
Fully paid up ( unquoted) 20.11 700.00 500.00
Fully paid-up Shares of Co-operative Societies ( unquoted) 0.01 0.01 0.01
Property Rights in Holiday Resorts (unquoted) 0.60 0.60 0.60
5637.03 4811.67
Rs. Million
As at
Book Value Market Value
Quoted (including Mutual Fund) 4726.76 2011.82
Unquoted 910.27 -
* The Carrying amount of investment includes goodwill of Rs. 1195.49 Million arising on acquisition.
As at
31.3.2009 31.3.2008
SCHEDULE 8 INVENTORIES
(As taken, valued and certified by the Management)
Stores, Spares etc.
On hand 877.65 715.88
In transit 389.89 485.76
1267.54 1201.64
Loose Tools 0.66 0.77
Raw Materials
On hand 245.73 290.67
In transit 410.90 70.18
656.63 360.85
Material in Process 429.74 197.44
Stock-in-Trade 2954.52 3155.29
5309.09 4915.99
Rs. Million
As at
87
88
As at
31.3.2009 31.3.2008
SCHEDULE 9 SUNDRY DEBTORS
a) Debts over six months
Considered good
Secured 18.67 26.96
Unsecured 86.19 20.26
Considered doubtful 15.74 15.13
- -
104.86 47.22
b) Others
Considered good
Secured 861.97 645.71
Unsecured 1173.63 357.66
2035.60 1003.37
2140.46 1050.59
SCHEDULE 10 CASH AND BANK BALANCES
Cash on hand 3.61 14.27
Stamps in hand - 0.04
Cheques on hand 2.74 14.85
Balances with Scheduled Banks
Current Accounts 413.34 1242.66
Fixed Deposit Accounts 504.19 1097.80
917.53 2340.46
Balances with Other Banks in Current Accounts * 1.05 3.46
924.93 2373.08
* Balances with
Avadh Gramin Bank 0.04 0.21
Zila Sahakari Bank Limited 0.54 0.81
Lucknow Kshetriya Gramin Bank 0.35 1.74
Baroda Paschimi Uttar Pardesh Gramin Bank 0.12 0.70
SCHEDULE 11 LOANS AND ADVANCES
Loans
Secured Considered good
Unsecured Considered good
Others 19.75 17.29
27.00 23.27
Advances recoverable in cash or in kind or for
value to be received (Unsecured)
Others : Considered good 399.82 1314.83
Others: Considered doubtful 1.92 1.92
- -
399.82 1314.83
Rs. Million
As at
89
As at
31.3.2009 31.3.2008
Income-tax paid (net of provisions) 174.08 103.61
MAT Credit entitlement 148.30 197.00
Deposits and Balances with Government Departments
and Other Authorities
(Unsecured Considered good) 1590.11 982.74
2341.66 2627.25
* Includes:
(a) Due from Officers of the Company 4.13 2.16
(b) Maximum amount due from Officers at any time during the year 7.81 2.23
SCHEDULE 12 CURRENT LIABILITIES
Sundry Creditors
Micro, Small and Medium Enterprises 0.04 11.96
Others 5898.18 4677.86
5898.22 4689.82
Advances from Customers 96.35 85.81
Directors Commission payable 73.00 83.00
Unclaimed Dividend * 22.30 17.11
Matured Fixed Deposits and interest thereon * 1.99 0.93
Other Liabilities 278.86 242.53
Interest accrued but not due on Loans 96.91 145.19
6467.63 5264.39
* There are no amounts due and outstanding to be credited to the Investor Education and Protection Fund.
SCHEDULE 13 PROVISIONS
Pension and other Staff benefits 55.00 41.50
Impairment of Assets 6.20 9.62
Others 27.59 20.66
250.67 193.05
SCHEDULE 14 MISCELLANEOUS EXPENDITURE
(To the extent not written off or adjusted)
Preliminary and Pre-operative expenses 0.19 0.47
0.19 0.47
2008-09 2007-08
SCHEDULE 15 OTHER INCOME
Income from Travel Agency business
{Tax deducted at source Rs.1.14 Million (Rs. 1.22 Million)} 14.56 14.81
Income from Other Investments
Dividend from Long Term Investment 52.77 22.58
Interest from Banks and Others (Gross)
{Tax deducted at source Rs. 7.37 Million (Rs. 10.63 Million)} 44.10 57.08
Profit on Sale of Fixed Assets 9.42 3.84
Export Benefits received 4.05 -
Profit on Sale of Investments ( Long Term ) 35.59 1959.87
Less :- Loss on sale of Investments (Long Term) 882.65 608.27
(847.06) 1351.60
Miscellaneous Receipts 206.16 223.90
(516.00) 1673.81
Rs. Million
As at
2008-09
SCHEDULE 16 (INCREASE) / DECREASE IN STOCKS
Opening Stock:
Finished 3155.29 1253.74
Process 197.44 73.54
3352.73 1327.28
Closing Stock:
Finished 2954.52 3155.29
Process 429.74 197.44
3384.26 3352.73
(Increase) / Decrease in Stocks (31.53) (2025.45)
SCHEDULE 17 SALARIES, WAGES AND BENEFITS TO EMPLOYEES
Salaries and Wages
{After allocating Rs. 213.03 Million (Rs. 242.52 Million)
to other accounts} 783.50 677.74
Payments under Voluntary Retirement Scheme 3.73 15.81
Contribution to Provident and Other Funds 67.32 75.33
Bonus 7.50 9.48
Workmen and Staff Welfare Expenses 68.84 70.65
930.89 849.01
SCHEDULE 18 OTHER EXPENSES
Power and Fuel 4105.70 2887.49
Processing Charges 141.75 112.78
Packing Materials 611.17 621.94
Consumption of Stores and Spare Parts
{After allocating Rs. 565.52 Million to other accounts
(Rs. 587.79 Million)} 65.59 86.60
Excise duty variation on opening/ closing stock (58.38) 130.33
Repairs and Maintenance
Machinery 546.33 506.30
Buildings 52.85 58.21
Others 16.87 23.21
616.05 587.72
Rent 22.14 10.21
Rates and Taxes 21.96 30.99
Insurance 17.66 18.73
Travelling 68.25 62.94
Advertisement and Publicity 46.28 42.83
Freight, Transportation and Other Charges 1332.30 1173.06
Commission paid to Other Selling Agents 27.17 30.89
Rebate, Discount and Allowances 5.55 7.51
Interest
On Term loans 823.47 644.94
On Borrowings from Banks and Others 265.16 139.48
On Debentures 337.38 302.01
1426.01 1086.43
Rs. Million
2007-08
90
2008-09 2007-08
Directors Sitting Fees 0.90 1.01
Non-Executive Directors Commission 3.00 3.00
Charity and Donation 31.29 43.81
Assets written off 2.28 7.87
Provision for Bad and Doubtful debts 0.61 3.67
Loss on sale of Fixed Assets 0.23 0.62
Bad Debts written off 0.21 0.08
Miscellaneous Expenses
{includes Rs.137.62 million stocks generated during trial run (Rs. Nil)} 1052.19 747.72
9539.91 7698.23
Rs. Million
SCHEDULE 19 SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO ACCOUNTS
A. SIGNIFICANT ACCOUNTING POLICIES
1. Accounting Convention
The financial statements are prepared under historical cost convention (except for certain fixed assets, which
are revalued) on a going concern basis and comply with the Accounting Standards issued by the Institute of
Chartered Accountants of India and the relevant provisions of the Companies Act, 1956.
2. Principles of Consolidation
(i) The consolidated financial statements relate to Dalmia Cement (Bharat) Limited (the Company), its subsidiary
companies and associate company. The consolidated financial statements have been prepared on the
following basis.
- The financial statements of the Company and its subsidiary companies have been combined on a line-by-line basis
by adding together the book values of like items of assets, liabilities, income and expenses, after eliminating intra-
group balances and intra-group transactions resulting in unrealised profits or losses in accordance with
Accounting Standard ( AS ) - 21. Consolidated Financial Statements issued by the Institute of Chartered
Accountants of India.
- The excess of cost to the Company of its investment in the subsidiary companies over equity is recognised in the
financial statements as goodwill.
- Minority interests share of net assets of consolidated subsidiaries is identified and presented in the consolidated
balance sheet separate from liabilities and equity of the Companys shareholders.
- In case of associates, where the Company holds more than 20% of equity, investments in associates are
accounted for using the equity method in accordance with Accounting Standard ( AS) - 23. Accounting for
investments in associates in consolidated financial statements issued by the Institute of Chartered
Accountants of India.
- The difference between the cost of investment in the associates and the share of net assets at the time of
acquisition of shares in the associates is identified in the financial statements as Goodwill or Capital Reserve as
the case may be.
- The consolidated financial statements have been prepared using uniform accounting policies for like
transactions and other events in similar circumstances and are presented to the extent possible, in the same
manner as the Companys separate financial statements.
91
(ii) The subsidiary companies considered in the consolidated financial statements are:
Name of the Company Country of
incorporation as at 31st March,2009
Kanika Investment Limited (KIL) India 100%
Ishita Properties Limited (IPL) India 100%
Hemshila Properties Limited (HPL) India 100%
Avnija Properties Limited (APL) India 100%
Geetee Estates Limited (GEL) India 100%
D.I. Properties Limited (DPL) India 100%
Shri Rangam Properties Limited (SRPL) India 100%
Himshikhar Investment Limited (HIL) India 100%
Seeta Estates & Brokers Limited (SEBL) India 100%
Shri Rangam Brokers & Holding Limited (SRBHL) India 100%
Shri Radha Krishna Brokers & Holding Limited (SRKBHL) India 100%
Dalmia Minerals & Properties Limited (DMPL) India 100%
Arjuna Brokers & Minerals Limited (ABML) India 100%
Sri Kesava Mines & Minerals Limited (SKMML) India 100%
Sri Madhava Minerals & Properties Limited (SMMPL) India 100%
Sri Shanmugha Mines & Minerals Limited (SHMML) India 100%
Sri Swaminatha Mines & Minerals Limited (SWMML) India 100%
Sri Subramanya Mines & Minerals Limited (SUMML) India 100%
Sri Trivikrama Mines & Properties Limited (STMPL) India 100%
Sri Dhandauthapani Mines & Minerals Limited (SDMML) India 100%
Sri Madhusudana Mines & Properties Limited (MMPL) India 100%
Dalmia Sugar Ventures Limited ( DSVL) India 100%
Dalmia Cement Ventures Limited ( DCVL) India 100%
(subsidiary of Avnija Properties Limited)
Cosmos Cements Limited (CCL) India 100%
(subsidiary of Dalmia Minerals & Properties Limited)
Sutnga Mines Private Limited (SMPL) India 100%
(subsidiary of Dalmia Minerals & Properties Limited)
Golden Hills Resort Private Limited (GHRPL) India 100%
(subsidiary of Dalmia Cement Ventures Limited)
Rajputana Properties Private Limited (RPPL) India 100%
(subsidiary of Dalmia Cement Ventures Limited)
(iii)The associate company considered in the consolidated financial statements is :
OCL India Limited ( OCL) India 21.71%
% voting power held
92
3. Other Significant Accounting Policies
These are set out in the notes to accounts under Significant Accounting Policies of the financial statements of the Company,
KIL, IPL, HPL, APL, GEL, DPL, SRPL, HIL, SEBL, SRBHL, SRKBHL,DMPL, ABML, SKMML, SMMPL, SHMML, SWMML,
SUMML, STMPL, SDMML, MMPL, DSVL, DCVL, CCL, SMPL, GHRPL, RPPL and OCL.
B. OTHER NOTES TO ACCOUNTS
1. These are set out in the notes to accounts of the financial statements of the Company, KIL, IPL, HPL, APL,
GEL, DPL, SRPL ,HIL, SEBL,SRBHL, SRKBHL, DMPL, ABML, SKMML,SMMPL, SHMML, SWMML, SUMML, STMPL,
SDMML, MMPL, DSVL , DCVL, CCL, SMPL, GHRPL, RPPL and OCL.
2. Previous year figures have been regrouped/rearranged wherever considered necessary.
Gautam Dalmia
Place : New Delhi
th
93
2008-09 2007-08
Cash Flow from operating activities:
Net profit before tax 2181.21 4393.17
Adjustments for:
Depreciation (net) 890.37 872.92
Dividend income (52.77) (22.58)
Interest (net) 1381.91 1029.35
Share of Profit in Associates 251.28 183.98
Miscellaneous Expenditure Written off/ Incurred 0.28 (0.18)
(Profit) / loss on sale of investments 847.06 (1351.60)
(Profit)/loss on sale of fixed assets (6.91) 4.65
Operating profit before working capital changes 5492.43 5109.71
Adjustments for working capital changes:
Inventories (393.10) (2940.61)
Trade and other receivables (782.51) (1031.19)
Trade payables 1265.04 995.16
Cash generated from operations 5581.86 2133.07
Adjustment for Reserves / P&L account balance on
amalgamation of erstwhile subsidiaries - (7.23)
Direct taxes paid (385.70) (640.38)
Net cash from operating activities 5196.16 1485.46
Cash Flow from investing activities:
Purchase of fixed assets (10178.39) (5960.39)
Sale of fixed assets 71.39 77.83
Purchase of investment (10216.31) (26878.10)
Sale of investment 8543.89 27146.67
Dividend received 52.77 22.58
Interest received 44.10 57.08
Net cash used in investing activities (11682.55) (5534.33)
Cash Flow from financing activities:
Proceeds from issue of share capital 2.27 905.76
Proceeds from issue of shares to Minorities - 59.63
Proceeds from secured loans 8519.05 1194.44
Proceeds from unsecured loans (969.95) 4498.69
Fixed deposits from public 0.17 (5.63)
Change in Minority interest (44.99) -
Interest paid (2231.73) (1063.49)
Dividend paid (202.21) (244.84)
Corporate dividend tax (34.37) (41.61)
Net cash from financing activities 5038.24 5302.95
Net change in cash & cash equivalents (1448.15) 1254.08
Cash & cash equivalents (opening balance) 2373.08 1119.00
Cash & cash equivalents (closing balance) 924.93 2373.08
Change in cash & cash equivalents (1448.15) 1254.08
Rs. Million
Consolidated Cash Flow Statement for the year ended 31st March, 2009
Gautam Dalmia
Place : New Delhi
th
94
st
Statement Attached to Balance Sheet as at 31 March, 2009 Pursuant to Section 212 of the Companies Act, 1956
Subsidiary Companies Kanika Ishita Avnija Hemshila Geetee
Investment Properties Properties Properties Estates
Limited Limited Limited Limited Limited
1. Financial year ending 31-3-2009 31-3-2009 31-3-2009 31-3-2009 31-3-2009
2. Date from which it became a subsidiary 6-8- 79 25-9-95 4-7-96 4-7-96 4-7-96
3. Holding Companys interest in the share capital 100% 100% 100% 100% 100%
4. The net aggregate amount of the subsidiarys profits less losses,
so far as it concerns the members of the Holding Company and is
not dealt with in the Holding Companys accounts:
(a) For the year ended 31-3-2009 ( Rs.) 8,28,972 1,52,059 1,73,15,546 9,586 (-) 25,591
(b) For the previous financial years since it became
Companys Subsidiary ( Rs.) 1,00,35,113 22,51,984 2,79,10,539 3,02,443 29,908
so far these profits are dealt with in the Holding Companys accounts :
(a) For the year ended 31-3-2009 ( Rs.) Nil Nil Nil Nil Nil
Companys Subsidiary ( Rs.) 9,36,651 Nil Nil Nil Nil
Subsidiary Companies D.I. Shri Rangam Himshikhar Arjuna Brokers Dalmia Minerals
Properties Properties Investment & Minerals & Properties
2. Date from which it became a subsidiary 4-7-96 10-1-97 10-1-97 30-08-05 30-8-05
so far as it concerns the members of the Holding Company
and is not dealt with in the Holding Companys accounts:
(a) For the year ended 31-3-2009 ( Rs.) (-) 6,293 (-) 23,354 16,93,455 (-) 11,363 (-) 26,273
Companys Subsidiary ( Rs.) 3,14,197 2,16,596 45,87,090 (-) 47,409 (-) 47,094
so far these profits are dealt with in the Holding Companys accounts:
Companys Subsidiary ( Rs.) Nil Nil NIl NIl Nil
Subsidiary Companies Shri Rangam Shri Radha Seeta Sri Kesava Sri Shanmugha
Brokers & Krishna Brokers Estates& Mines Mines &
Holdings & Holdings Brokers & Minerals Minerals
(a) For the year ended 31-3-2009 ( Rs.) (-) 11,213 (-) 11,363 5,214 23,125 (-) 11,363
Companys Subsidiary(Rs.) (-) 46,984 (-) 47,409 (-) 53,895 (-) 40,210 (-) 48,889
Companys Subsidiary (Rs.) Nil Nil Nil Nil Nil
95
Subsidiary Companies Sri Subramanya Sri Swaminatha Sri Madhava Sri Trivikrama Sri Madhusudana
Mines & Mines & Minerals & Mines & Mines &
Minerals Minerals Properties Properties Properties
(a) For the year ended 31-3-2009 ( Rs.) (-) 11,213 (-) 11,213 (-) 11,363 15,160 (-) 11,902
Companys Subsidiary (Rs.) (-) 48,789 (-) 48,789 (-) 48,989 (-) 39,730 (-) 47,000
Companys Subsidiary (Rs.) Nil lNil Nil Nil Nil
Subsidiary Companies Sri Dhandauthapani Dalmia Dalmia Cosmos Sutnga
Mines & Sugar Cement Cements Mines
Minerals Ventures Ventures Limited Private
Limited Limited Limited Limited
(a) For the year ended 31-3-2009 ( Rs.) 14,459 (-) 11,701 Nil (-) 12,53,391 (-) 16,739
Companys Subsidiary (Rs.) (-) 39,963 (-) 1,97,474 Nil Nil Nil
Companys Subsidiary (Rs.) Nil Nil Nil Nil Nil
Subsidiary Companies Golden Hills Rajputana
Resort Properties
Private Limited Private Limited
1. Financial year ending 31-3-2009 31-3-2009
2. Date from which it became a subsidiary 29-09-08 29-09-08
3. Holding Companys interest in the share capital 100% 100%
4. The net aggregate amount of the subsidiarys profits less losses, so far as it concerns
the members of the Holding Company and is not dealt with in the Holding Companys accounts:
(a) For the year ended 31-3-2009 ( Rs.) Nil Nil
(b) For the previous financial years since it became Companys Subsidiary (Rs.) Nil Nil
5. The net aggregate amount of the subsidiarys profits less losses, so far these profits are dealt with in
the Holding Companys accounts:
(a) For the year ended 31-3-2009 ( Rs.) Nil Nil
(b) For the previous financial years since it became Companys Subsidiary (Rs.) Nil Nil
Gautam Dalmia
Place : New Delhi
th
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96
Message from Vice Chairmen 2
Key Financial Highlights 4
Session with the Managing Director 8
Demonstrating Values 10
Management Discussion & Analysis 24
Index
Directors Report 36
Report on Corporate Governance 42
Standalone Financials 54
Consolidated Financials 81
Board of Directors
Pradip Kumar Khaitan
Chairman and Non Executive Director
Jai Hari Dalmia
Vice Chairman
Yadu Hari Dalmia
Vice Chairman
Puneet Dalmia
Managing Director
Gautam Dalmia
Mridu Hari Dalmia
J. S. Baijal
M. Raghupathy
Donald Peck
G. N. Bajpai
N. Gopalaswamy
T. Venkatesan
Whole Time Director
Corporate Information
Bankers
Axis Bank Limited
BNP Paribas
Canara Bank
Central Bank of India
Corporation Bank
ICICI Bank Limited
Indian Bank
LBBW Landesbank Baden-
Wuerttemberg
Laxmi Vilas Bank
Oriental Bank of Commerce
Punjab National Bank
State Bank of India
State Bank of Travancore
Union Bank of India
United Bank of India
Vijaya Bank
Yes Bank limited
Auditors
Head Office
Registered Office
Statutory
S.S. Kothari Mehta & Co.
Internal
KPMG
Axis Risk Consulting Services Pvt. Ltd.
T. R. Chadha & Co.
11th & 12th Floors, Hansalaya Building
15, Barakhamba Road
New Delhi 110 001
Dalmiapuram 621 651
Tamil Nadu
-.-+ =.+
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Arise, awake!
Having obtained the company of
saints, attain knowledge.
The seers affirm that the path
to realisation is as difficult
to traverse as is the sharp
edge of a razor.
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Corporate Office:
11th & 12th Floor, Hansalaya Building
15 Barakhamba Road, New Delhi - 110001
Registered Office:
Dalmiapuram - 621 651
District: Tiruchirapalli, Tamil Nadu w
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Dalmia Cement (Bharat) Limited ANNUAL REPORT 2008-09
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