ADITYA BIRLA 24" April, 2019 BSE Limited The Manager Corporate Relationship Department Listing Department Phiroze Jeejeebhoy Towers, The National Stock Exchange of India Limited Dalal Street “Exchange Plaza’, Bandra-Kurla Complex, Mumbai 400 001 Bandra (East), Mumbai 400 051 Tel: 2272 1233/34 Tel.: 26598236 Fax: 022 2272 2039/3121 Fax; 2659 8237 / 38. Scrip Code: 532538 Scrip Code: ULTRACEMCO Dear Sirs, Sub: Outcome of Board Meeting pursuant to Regulation 30 of SEBI (Listin Obligations and Disclosure Requirements) Regulations, 2015 ‘We refer to our letter dated 2 April, 2019 intimating you about a meeting of the Board of Directors of the Company (‘the Board’) to be held on Wednesday, 24" April, 2019. ‘We now inform you that the Board, at its meeting held today: i. approved the Standalone and Consolidated Audited Financial Results of the Company for the year ended 31* March, 2019 a recommended a dividend of Rs41:S°/—per equity share of Rs. 10/- each for the year ended 31% March, 2019, subject fo the approval of the shareholders at the ensuing Annual General Meeting (*AGM") of the Company and The Results (Standalone and Consolidated) along with the Audit Report, declaration on unmodified opinion on Auditors’ Report and a Press Release is attached for your records. ‘The Meeting commenced at 12.00 noon and concluded at_A.'. 40 pm . The date of the AGM > willbe intimated separately This i for your information, please. Yours very truly, s. tenlere Company Secretary Encl: ala Uttratech Cement Limited Registered Otfice Aura Centre, 8 - Wing, 2"Floor, Mahakal Caves Road, Andheri (Est), Mumbal 400 093, India T: 491 226691 7800 / 2926 7800 IF +91 22 6692 8109 |W: wowwnutratechcement.com / wiew.adityabira.com | CIN:L26940MH2000PLCI28420ADITYA BIRLA incor: ‘Siaomon of Consotted Auda Resuis Yor ho Guar and Vor Ended 337079 pare Tres Mont Ended Yaar naa ne Sumuane | suas | sane | susan |aiesane rcterote ta) Onsen) iedrnete | (Bed 2 ns Re 080545 ea0z8| _a7areao| sterzas 26 [oer nave eo asa “vi20) eer sas 3 [Total income (2825) 1403127 ‘saoiag | a7ei727| 3248.02 1 [pense (a) Cont sas Consumes - Tis iia? | éaaet | apreas - suas) Bab ‘zaese ae009 zat) «a4 (7045) 11.20] saat 3 | 20st (@) Finer - 426) aes sas? (0 Depression ana haan cence was es 23900 [io Power ant Fus | aasrsr aoa sars0 ~ fon esp and Faerie eens 2aisee aah mez (0) Sree dy ele Nte 7) ~ [ [oo @ Other Expenses (Retr Noio@) - airs ton tesa | aioe “ssseai | oaas24) essere] oazrnaa rar] tavoae’ soca) ten76 | aaaras Impsrmen on Los of Contin Subsiary_ - - = t = 7 [Share in Profit’ (Loss) of Associates and Joint Venture (net of tax) 0.18 047! ose ' |Promt betore tax from continuing operations (5+6+7) 508.38 726.59 3,536.37 2 [Txeapeee of arin crestor - Curent ise - 2 «ease | ass waa | | Beene —_ 8 712 11598 71862 a82s 1 et Prot forthe pad rm anuing operations 0) - ‘ouso) wate) asa [gaan anes rot (losis Non Gatoling eres 12a ema) aay 28 joraar| aera wast] aera azzear reas ava aa1 i - pes oa ‘ara 197@) : : Tanai ina ans | zai aa 7 ‘a2 as) om] aay) aa attributable to the Owners of the Parent 4,032.79 3307448 it 243472 2222.47 [73 [Se Conpreterae nears | tens tat wi abe recssted io pref orioss - ea 380) a7S8 Ser es = 203 as) ters al ib canes (i589) sar | ron aa ise tang te at we cui pr ores 14s asr[ sas) ae Income / (Loss) for the period - aa) 65.54 | (12.03) co Ore Congreve core wba Nn Concng msn ~ - 7, nerconprreans nce Iz etdabe Owes te Pa cia nas) Eo Compahesive income oti wid 114 aaa zane “Total Conprehensive rcore Les) atibuabie 9 Non Conwoling are Toll Conprerensve incore arta to Owners he 55 Faczup Equy Snare Capa (Face Vau 107 Pe Sars) ‘7 loner cy i _ Le (a) Basic - Continuing operations ee 3682 (Ded Corning opens - 0 | (6 Sexe Dscontnad operon on | 1 Dtuted -Disconinved operations O72 (e} Basc- Connung & sacortnved operations ara (Dit Contiung & asconaes operations ara a weNoto: 4A. The Scheme of Arangement smongst Century Texles and industries Lined (Century, the Company and their respective sharchokers and creditors (he Scheme" uhich wae earlar approved bythe Board of Diectors, has ecehed the approval ofthe stock exchanges, the Competition Commission of nda (CCP and the shorholders ofthe Company andis now awating the approval ofthe National Company Law Tiounal and other regulatory authotles as may be required 2. The Board of Directors have recommended a dividend of {11.20 per share of face value of € 10 each aggregating € 380.70 Crores (Including dhdend dstibution {axot € 0492 Crores) forthe year ended 10372018, ‘uring the quater, the Company has alloted 6,858 equity shares of 10: each othe option grantees pursuant tothe exercise of optlons and restricted stock unt tinder the Company's Employees Stock Option Scheme ~2013. Asa rasuil of suck allotment the paid-up equiy share cept ofthe Company has increased fom 774335,762equly shares of €40- each to 274,642,720 eqly shares of € 10 oach 4 in compliance with Ind AS 115, certain sales promotion schemes are now trated aa variable components of consideration and have been recognised as revenue “deductons nstad of other expenses. Consequently, pri period financial numbers have been restated, wherever necessary. 5, Stalament of Assets and Listes: Eincrocee sanszore_| svesz018 | wetesy “T° awatea | and Equipment ‘Oerintngbie Asses Inangble Assets under veg — Other nana Ags | iar Tax Assets Net) Deter Tax Asse (Ne) 'Sop-Tots Non-Curent Asset Z [Curent hasets Te Rozoustiog — ‘Command Caen Equi — [nk Buanees cer than Cash and Can Equa “oe Conn ase Ass pont Gop ho lib ToutCuren Assets foracsAssoTs [EQUI AND LATS [a eourry * cot Se Cai regs —| St abtton no eranotng ert @ftasnmes bandig Ma Proison - Dard Tax Libis Wat (ther Non Curent abies —— ISu-Tota- Non Current Lisbitics 7 Jeet abies — | eononns - 278s ‘Trae payabios “oul Qustndg Dues of eo Enepess and Sal Enrprees mos “Total Ouetendeg Dus of Cron ohertnan Mer Eniorpress and Sal oars Entries Otrer Fnancel abies? [Sub-Total - Curent Labi [TOTAL -€QUITY AND LiABRITICS ‘reides Curent Mattie of gem debs € 51207 Crores (Pravous Yest- end € 853.31 Cres). Page :202 aw OQ leIVA BIR {The National Company Law Appeliae Tribunal (NCLAT) by ts order dated 14112018, approved the Company's Resolution Pan fo sang Binani Coment Linked (*BCL" under the provisions ofthe nsalvercy and Bankruptcy Code 2016, as amendea ('Cose| Wh elect rom 2/1/2018, bang the Transer Oat, Inarms ofthe Resolution ian the existing eves, subscribed and pald up share capt! of BCL (melding OOM mon-cumulatieredasmabiapreerance shares of € 108). e8ch) ‘stands canceled fy, without reauting any further actor deed. Subsequent tothe reconautston of the ora of Director, taking over management conto) 2nd ‘Subscribing to the eauty and pretence share capital SCL has bacome wholly owned subsidiary ofthe Company. EtecUve‘IMB20¥8, BCL has ean renamed a ‘tratech Nathdwara Cament Lmtd PUNCL ‘Te above resus ineude the fnarcal results for LNCL we! 2/112018 and hence the figures forthe tree months and year ended 31032019 are not comparble th the previous coresponaing parods. As per ng AS 103, purenate coniderton ha been aloestd onthe base of fr valuation Getrmined by on Independent 17. facto 0107/2017, soles are recorded net of GST whereas earor sale wore recorded gros of excie duty which fomad pat of expenses. Hones, revenue rom ‘operations forthe year ended 370372019 are not comparable wih previous pared coresponding Agures 1. The financial results include those forthe coment plants acquired from Jairakash Associates Lined and Jaypee Cement Corporation Limited on 28082017 and hence the iures fr the year ended 310372018 are not comparable withthe previous corresponding year. 8. The Company had fled appesis against the orders ofthe Ci dated 37082016 and 1801/2017, Upon the NCLAT daslowing is spel againt the CC onder dated $082016, the Hon'ble Supreme Court has, by is order dated OB/1020%8, grated a sty against the NCLAT order. Consequentiy, te Compeny has deposied an amount of @ 117.55 Crore equivalent a 10% ofthe penalty amount. UNCL has alo fed an appeal inthe Suprme Court aginst sina Ct onder dated 3108/2046, The Company, backed by egal opinions, believes tat ithas a good casein the sak mates and accordingly no provision hasbeen made nthe accounts 10. Key Standalone ana formation Tsimanore [ swranore [_svosaore | svnazere | svesa0t8 ‘cio (auc sats ternore 9)] "9429 Jeaternate ey] Mes) Fettieome ‘news| aoavoe| —asuara| — saavaae ot Prot beta Ta = wazss| emia] venta] 938230] otro tr Tax | "terrar | aaa [—~aras| asa | asic ‘Tne standalone fancies are avaiable a the company webs www.itratechcement.com & onthe websites of the stock exchanges wow bseinca com & von nenca.com 11. The Company is exclusively engage in the businss of coment and coment elated products. 12 The hgures forthe previous paris have been regrouped wherever necoesary 13 Tho above results have been reviewed by the Audit Commitee and approved by the Board of ects a their m “14 The figures for three months ended 31/3/2018 and 31/03/20, are arrived at as diference betwoun audited figures in respect of the full fancil year and the unaudited published Sgures upto nine months ofthe relevant nancial year Forand on tena ofthe Board of Directors Mtivebebs Aogd Ofce 21d Fan, Wing, Ahura Con, Vasko Caves Rosd. Anche (E), Murai 400083, ei 022637800, Fax 022 05828100, Wadete we tacncarant com, Ci. LIGDAOMZOGDP.CY 28420 Page: 33 3 oO weBSR & Co. LLP Khimji Kunyerji & Co. Chartered Accountants Chartered Accountants Lodha Excelus, Sunshine Tower, Level 19 Sth Floor, Apollo Mills Compound, Senapati Bapat Marg, N.M. Joshi Marg, Mahalaxmi, Elphinstone Road, ‘Mumbai 400 011 Mumbai 400 013, Telephone +91(22) 4345 5300 Telephone +91(22) 6143 7333 Fax +91(22) 4345 5399 Fax +91(22) 6143 7300 Auditors’ Report on Consolidated Annual Financial Results of UltraTech Cement Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 To Board of Directors of UltraTech Cement Limited We have audited the consolidated annual financial results of UltraTech Cement Limited (‘the Company”) and its subsidiaries (the Company and its subsidiaries together referred to as (‘the Group’) and its share of the net profit /(loss) after tax and total comprehensive income /(loss) of its associates and a joint venture for the year ended 31 March 2019 (‘the Statement’), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’). Attention is drawn to the fact that the figures for the last quarter ended 31 March 2019 and the corresponding quarter ended in the previous year as reported in these consolidated annual financial results are the balancing figures between consolidated audited figures in respect of the full financial year and the published year to date consolidated figures upto the end of the third quarter of the relevant financial year. Also, the figures up to the end of the third quarter had only been reviewed and not subjected to audit. ‘These consolidated annual financial results have been prepared from audited consolidated annual financial statements, and reviewed quarterly consolidated financial results, which are the responsibility of the Companys Management. Our responsibility is to express an opinion on these consolidated annual financial results based on our audit of such consolidated annual financial statements, which have been prepared in accordance with the recognition and measurement principles laid down in the Companies (Indian Accounting Standards) Rules, 2015 as per Section 133 of the Companies Act, 2013 and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. 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 consolidated annual financial results are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts disclosed as financial results. An audit also includes assessing the accounting principles used and significant estimates made by Management. We believe that our audit provides a reasonable basis for our opinion We did not audit the financial statements of twenty subsidiaries included in the consolidated annual financial results, whose annual financial statements reflect total assets of Rs.7,408,54 crore as at 31 March 2019 and total revenues of Rs.2,398.09 crore and net cash flows amounting to Rs. (4,32) crore for the year ended on that date. The consolidated annual financial results also include the Group’s share of net profit (and other comprehensive income) of Rs.0.53 crore for the year ended 31 March 2019, in respect of one joint venture and one associates, whose annual financial statements have not been audited by us. These ‘annual financial statements and other financial information have been audited by other auditors whose reports have been ied to us by the Management, and our opinion on the consolidated annualBSR& Co. LLP Khimji Kunverji & Co. Chartered Accountants Chartered Accountants Auditors’ Report on Consolidated Annual Financial Results of UltraTech Cement Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Continued) financial results, to the extent they have been derived from such annual financial statements is based solely on the reports of such other auditors. Our opinion is not modified in respect of this matter. We did not audit the financial statements of twelve subsidiaries, whose annual financial statements reflect total assets of Rs.18.57 crore as at 31 March 2019 and total revenues of Rs.Nil and net cash flows amounting to Rs.(0.10) crore for the year ended on that date, as considered in the consolidated annual financial results. The consolidated annual financial results also include the Group’s share of net profit (and other comprehensive income) of Rs.0.01 crore for the year ended 31 March 2019, in respect of one associates whose annual financial statements have not been audited by us. These annual financial statements of the aforesaid subsidiaries and associates are unaudited and have been furnished to us by the Management and our opinion on the consolidated annual financial results, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and associates, is based solely on such unaudited annual financial statements.. In our opinion and according to the information and explanations given to us by the Management, these financial statements are not material to the Group. Our opinion is not modified in respect of this matter. In our opinion and to the best of our information and according to the explanations given to us and based on consideration of reports of other auditors on separate financial statements of the subsidiaries, associates and a joint venture as aforesaid, these consolidated annual financial results: (@ include the annual financial results of the following entities Name of the Entity Relationship 7] Dakshin Cements Limited Wholly Owned Subsidiary Harish Cement Limited Wholly Owned Subsidiary Gotan Lime Stone Khanij Udyog Private Limited Wholly Owned Subsidiary Bhagwati Lime Stone Company Private Limited Wholly Owned Subsidiary UltraTech Cement Middle East Investments Limited Wholly Owned Subsidiary | (including its following subsidiaries) (@) Star Cement Company LLC, UAE, (b) Star Cement Company LLC, RAK, UAE (©) Al Nakhla Crusher LLC, Fujairah, UAE (d) Arabian Cement Industry LLC, Abu Dhabi | (©) Arabian Gulf Cement Company, WLL, Bahrain (f) Emirates Cement Bangladesh Ltd., Bangladesh (g) Emirates Power Company Ltd., Bangladesh | PT UltraTech Investments, Indonesia (including its — Wholly Owned Subsidiary following subsidiaries) (a) PT UltraTech Mining Sumatera (b) PT UltraTech Cement, IndonesiaBSR& Co. LLP Chartered Accountants Chartered Accountants Auditors’ Report on Consolidated Annual Financial Results of UltraTech Cement Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Continued) PT UltraTech Mining, Indonesia ‘Subsidiary UltraTech Cement Lanka Private Limited. Subsidiary UltaTech Nathdwara Cement Limited (formerly Wholly Owned Subsidiary known as Binani Cement Limited) (including its following subsidiaries) (a) Krishna Holdings Pte Led. (b) Murari Holdings Limited (©) Mukundan Holdings Ltd. (d) Swiss Merchandise Infrastructure Ltd. (©) Merit Plaza Ltd. (f Binani Readymix Conerete Limited (RMC) (g) Binani Energy Private Ltd. (h) Bhumi Resources (Singapore) PTE Ltd (i) PT Anggana Energy Resources @ Binai Cement Limited (Uganda) (k) Shandong Binani Rong’an Cement Company Ltd. (D Binani Cement Factory LLC. (m) BC Tradelink Limited (n)Binani Cement Tanzania Ltd. Madanpur (North) Coal Company Private Limited Associate Aditya Birla Renewables SPV | Limited Associate Bhaskarpara Coal Company Limited Joint Venture are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and Gii) give a true and fair view of the net consolidated profit and other comprehensive income and other financial information for the year ended 31 March 2019, We draw attention to Note 9 of the Statement which describes the following matters: a) In terms of Order dated 31 August 2016, the Competition Commission of India (‘CCI’) had imposed penalty of Rs. 1,175.49 crore for alleged contravention of the provisions of the Competition Act, 2002 by the Company. The Company had filed an appeal against the CCI Order before the Competition Appellate Tribunal (COMPAT'). Consequent to reconstitution of Tribunals by the Government, this matter was transferred to the National Company Law Appellate Tribunal ("NCLAT"), NCLAT completed its hearing on the matter and disallowed the appeal filed by the Company against the CCI Order. Aggrieved by the order of the NCLAT, the Company has filed an appeal before the Honorable Supreme Court of India, which has granted a stay against the NCLAT Order on the condition that the Company deposits 10% of the penalty amounting to Rs.117.55 crore which has been deposited. Based_on legalBSR& Co. LLP unverji & Co. Chartered Accountants Chartered Accountants Auditors’ Report on Consolidated Annual Financial Results of UltraTech Cement Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Continued) b) ° opinion, the Company believes that it has a good case in this matter. Considering the uncertainty relating to the outcome of this matter, no provision has been considered in the books of account. Our opinion is not modified in respect of this matter. In terms of Order dated 19 January 2017, the CCI had imposed penalty of Rs.68.30 crore pursuant to a reference filed by the Government of Haryana for alleged contravention of the provisions of the Competition Act, 2002 in August, 2012 by the Company. The Company had filed an appeal before COMPAT and received the stay order dated 10 April 2017. Consequent to reconstitution of Tribunals by the Government, this matter was transferred to the NCLAT for which hearing is pending. Based on legal opinion, the Company believes that it has a good case in this matter. Considering the uncertainty relating to the outcome of this matter, no provision has been considered in the books of account. Our opinion is not modified in respect of this matter. ‘The Statutory Auditors of UltraTech Nathdwara Cement Limited (*UNCL”), a wholly owned subsidiary of the Company, without modifying their opinion on the audited consolidated financial statements as at and for the year ended 31 March 2019 have reported that UNCL had filed an appeal before the Competition Appellate Tribunal (COMPAT) against the Order of the Competition Commission of India (CCI) dated 31 August 2016. Consequent to reconstitution of Tribunals by the Government, this matter was transferred to the National Company Law Appellate Tribunal (NCLAT). NCLAT completed its hearing on the matter and disallowed the appeal filed by UNCL against the CCI order. Aggrieved by the order of NCLAT, the UNCL has filed an appeal before the Honorable Supreme Court of India, which has granted a stay vide its order dated 18 January 2019 against the NCLAT order. Consequently, the UNCL has deposited an amount of Rs.16.73 crore equivalent to 10% of the penalty amount. Based on the legal opinion taken by the Company, UNCL. believes that it has a good case in this matter. Considering the uncertainty relating to the outcome of this matter, no provision has been considered in the books of account of UNCL. Our opinion is not modified in respect of thi matter. For BSR & Co. LLP For Khimji Kunverji & Co. Chartered Accountants Chartered Accountants Firm’s Registration No: 101248W/W-100022 Firm's Registration No: 105146W A Row yn YO ue Vijay Mathur Ketan Vikamsey Partner Membership No: 044000 Partner Membership No: 046476 Mumbai 24 April 2019 Mumbai 24 April 2019ADITYA BIRLA Tincrores - Staten of Sndsloe Aid Ress forte Quart and Year Ended 31832079, se Pancaaee Thre None Ended Year Ended no [Caraszors |" sires | _Sisanie_|Sonnaore | sTaiaie see | unmusted |en§usie| cases) | uses) evonon rom Operatns (Rolo Noo# and Not ‘oaeoa? 7 ani | be70hs0| —_soast78 lor ream _ wou) fase! ez7]—artas| [Total Income (12) - 10,640.41 8,997.08 eng. 7 | 36,174.95, "| (a) Cost of Maris Consumed taieas|—sa0078 apre36 (©) Purchases of Sickin-Tade ~ _ [ata [ ua [er charge irene of ithe Gods Soon ne Wa Pa (e208) ir.00) 3) Enpoys Berets Expense e308 70820] (@ FraneGois i30/ 37010 aon ry “aoa8e 58050 ‘th)_ Freight and Forwarding Expenses 2,180.44 | 7,281.63 () Exe Dy Rete 5) - aa [o GterExpnees ett) — a0 saa |—seeree [Total Expenses: 303.95 ‘3261265 27,323.18 [Prone beter Exceptional ters and Tax 84 ea ase230/ saan {6 [Exceptona’ tems: Stamp Duty on Assets Acquired in Business Combination = ~ * (226.28)| 7 | Profit before tax (56) 440285 633.13 366230) 330184 [Tex Beane - [coment ian a 709.82 73243 e7ao3| need iat 7435, sass] 859 43 etree one prod 9. “ievrar| aoa ass72 | aamiae [oe Conprenenve cone ~ - aa haw rete eid potas aan] (1490), 3788] cing tot et wi rt be recanted pes oriae— a ee) Herth vl oe eked pores iam) a7) e100, ae] ore ng tts wl be eseafog or res eat) tas 30s) ser [31 fot Comoreenave come ote prod 79) as0 4079 aaanas 2004 12 [Pop Eauy Share Capa ace Vue 1 Par Sa) vase] avast ase] 27481 *3]orerEauty t - | aiaraas | aan] [14 leanings per oy share oF ach Wt Annunies - (a) Base (6) Dated Note 1. The Scheme of Arangement amongst Century Texles and ndustos Lined (Century the Company 3 hin was earlier approved ty the Board of Directors, has received the aporoval of tho stock exchangos, the Competition Conmasion of India (CCT) and the shareholders ofthe Company and snow awaling the approval of te Nasonal Company Law Tribunal and ater regulatory auhordes, x maybe required. 2, The Board of Director nave recommended 2 dividend of £11.50 per share of face valu of £10: each sggregntng 38076 Crores (melding dividend dstbution ‘xf £6482 Crores) for tho yoar ended 311032018, 3. During the quarter, the Company has aot 6 958 equity shares of € 10: ech to the option grantees pursvat tothe exercise of options and restricted stock units Lunde the Company's Employees Stock Option Scheme ~ 2013. Asa result of such alotmet, the pad equly share capital af the Company hes Increased fom .274638,762 equity shares of €10/-each to 274842.720 equ shares of 10 each, ‘4 In complancs with Ind AS 196, cenain sales promotion schemes are now trated as variable components of consideration and have been recognised a8 revenue ‘eduction instad of other expenses, Consequenty, pir period final numbers have been restated, wherever necessary. ‘5 etactive ov07/2017, sales are recorded net of GST whereas earer alee more recorded gross of excise duty which formed pat of expenses. Hence, revenue frm ‘operations forthe year ended 1703/2018 are not comparable with previous peod corresponding gues. 6. The nancial resus include those forthe comment plants acquired from Jalrakash Asxocisos Limb a ‘he figures forthe year ended 317032019 are not comparable with he provous corresponding year. ‘7. The Company nad fed appeals against the orders ofthe CC! dated 311872016 and 18012017, Upon the NCLAT daallowing its apoeslagtnst the CC! oer date 390872016, the Honbie Supreme Court has, by ts order dated ONTOZONE, granted slay agsinat he NCLAT order Conaequenty, the Company has deposited an ‘amount of 11785 Crores equivalnt o 1% of te panaly amount. The Company, backed by legal opinions, balleves tat has a goed casein bath the mates and sccordngly no provision ha Been made inthe accounts, Jaypee Comant Corporation Limite on 281062017 and hence 9 C Ka‘A BIRLA few Ae at 5 parca avmazors | ssaaere a (was) ww asses - 4 [Non Corer Asmat et Proper, Pan ard Equpmient — 342898 {Capt Werks ogress as7 nang Asie - 250186 [ining bie Asses under cevsopment ast Fares Asse _ [—]—evesmens aaa Cher FinandAsses ‘rae ines Tox Aces Net a 4033 ‘Othe Non Cure Asses “ree. | s18.6 [Sub Total Non Curent Assets aser73 | arer 38 [2 [eorent nae — Finan Asti a Investnens Trade Reconsion a ‘ash and Caen Equvaois rk ances cher tan —onerFinanasiesais ‘ine: Curent Assets ‘Aaset or iponat [Sub Total Curent Assets HOTAL-aSSeTS. ITY AND LABILTIES Borenings ‘ihe Financ sbi — “Wer Cure Powzons Defored Tax Unbles (8) ‘theron. Curert Lidl 5b Total -Non Curent abs F [Cumont Libis Francia bits m2 an zesas)221408 | | omer eran abas @ — | gases | zess0 ier Corot ities - 270m Pronsew - ~ asa Ga ax abi a wire ‘Sb Tota. Curt Liabies ieesz5 | —aizeses STOTAL = EQUITY AND UABSLTES s8as545| 037300 ‘indus Curent Manos olan tem debe € 52612 Crores (Previous Year end £25931 Crores) 1. TeCCompany is excusveyengag 10. Te ngures forthe previous parods have been regrouped wherever necessay. 11. Te above results hav boon rviowod by the Aut Comite and approved by the Booed of Directors a theirmetings Nelson 24042019 12, Tho figures for vee months ended! 31/03 2019 and 31012018, ar arrived ata ference Between acted Hours in rospectof tefl financial yet and the unaudited Pubtished gues upto nine montis ofthe elavan nancial year. the business of cement and cement related products. age 29 9 ~~ YW@ @ | |@ o © Interest ha been paid Previous due dato forthe repayment of Principal of NODS 5) 88% NCS (617 88%4NNCDsissced on Oh Decerber. 2078) Principal ha been rope uae ‘as 032018 Deb Eaaiy rae Grimes) vas Previous due date for he payment of interest of Nor-Converible Debentures (weds) “ - (3) 4% NCDs (sued on 218 Ad, 2038) —aaarare (©) 85% NCDs dues on 08M Deverbe 2575) ‘evianore Agent 2018) soaczore (@)TSTKNCDa Javed on 08m August. 2016) ‘serve {97 59% NCDs sued on Znd August. 2016) se (@)7 18K NCOs Deved on 1H October, 201) a ~rano0%8 ‘T0995 NCDs aaued on 24 Noverbe 2016) ‘eriote {859%NCDs (sued on 25h Noverbr_ 2016) —T 2s (@B38% NCDs ave on Os Agu, 201) _ Nes ue date aa nour fo te payment fiers of NCOs Dae (0) 7STHNCDs Vsued n 77h uy, 208) Raora0t@ (0) 757 NCOs sued on 09H August 2079) oaiozat8 [07 STR NGDs(amson com Arpt 206) aanwaat9 (759% NCR (sind or 2d hug 218) 18 (@)7 15% NCOs sued on 18h Ober 205) ira ‘(16.99% NCDs (issued on 24th November, 2016) — 25012019 {G)8 69% NCOs (saied on 25h Nove, 2015) rae aaa Nex ue die aa nu fo te repaynent of Picipal of NCOs = (@) 757% NCOs sind on 270 uy, 2016) ‘aie (0)7 57% NCOs (ensed on 08 Augie 2018) oS “os0e1 (01757 NCDs (ans on GB Apt, 2016) 8 {0)7 53% NGOs Gisuad on 2nd August, 2016) ~ ‘vos02s (@) 7.15% NCDs (assed on 18h Ober 2016) srsorz02s (08905 NCOs sued o 240 Never. 206) arian (g)6.£9% NCDs (Issued on 26th November, 2016), ‘Bsitti202% (78.2656 NCOs issued on 0c August 2016) a ‘onsen ear Sw Coverage Rate as) — {{P8IT / (Gross interest + Long-term Principal Repayment} = IneresServieCoveage Rao (une PANT Gre iret) —_ 30 | Oebertie Redaeton Reserve iaa6 ‘Net Profit ner Tax _ 245872 thw anings per Sharer yard 3309 Mumbai “The croitrating by CRS forte NCOs issued by te Company continues oe “ARK (The Compeny continues to maintain 100% aset cove forthe secured NCDs ised by i Date oun WY LUtaTech Coment Lint 1, Addkonal ditlotures a per Cause 62 (4 of Secuites and Exchange Bear fina (isting Obligations and Disclosure Requroments Roguiaions, 2015: MW hwabsch™ Reg Otte: 2a Floar.'' Wing. Ahura Corie Matakak Caves Road, Andes (E) Murai 400083, Te 022" 66017800 Fax 022 6926108: Wool. war. datesnerent. com: CIN. 26S40M2000PLC 20420BSR& Co. LLP Khimji Kunverji & Co. Chartered Accountants Chartered Accountants Lodha Excelus, Sunshine Tower, Level 19 Sth Floor, Apollo Mills Compound, ‘Senapati Bapat Marg, N.M.Joshi Marg, Mahalaxmi, Elphinstone Road, Mumbai 400 011 Mumbai 400 013 Telephone +91(22) 4345 5300 Telephone +91(22) 6143 7333 Fax +91(22) 4345 5399 Fax +91(22) 6143 7300 Auditors’ Report on Standalone Annual Financial Results of UltraTech Cement Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 To Board of Directors of UltraTech Cement Limited We have audited the standalone annual financial results of UltraTech Cement Limited (‘the Company’) for the year ended 31 March 2019 (‘the Statement’), attached herewith, being submitied by the Company pursuant to the requirement of Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’). Attention is drawn to the fact that the figures for the last quarter ended 31 March 2019 and the corresponding quarter ended in the previous year as reported in these standalone annual financial results are the balancing figures between audited figures in respect of the full financial year and the published year to date figures upto the end of the third quarter of the relevant financial year. Also, the figures up to the end of the third quarter had only been reviewed and not subjected to audit These standalone annual financial results have been prepared on the basis of the audited standalone annual financial statements, and reviewed quarterly standalone financial results, which are the responsibility of the Company’s Management. Our responsibility is to express an opinion on these standalone annual financial results based on our audit of the standalone annual financial statements, which have been prepared in accordance with the recognition and measurement principles laid down in the Companies (Indian Accounting Standards) Rules, 2015 as per Section 133 of the Companies Act, 2013 and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations, 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 standalone annual financial results are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts disclosed as financial results. An audit also includes assessing the accounting principles used and significant estimates made by Management. We believe that our audit provides a reasonable basis for our opinion. In our opinion and to the best of our information and according to the explanations given to us, these financial results: (i) are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and (ii) give a true and fair view of the net profit and other comprehensive income and other financial information for the year ended 31 March 2019.BSR& Co. LLP unverji & Co. Chartered Accountants Chartered Accountants Auditors’ Report on Standalone Annual Financial Results of UltraTech Cement Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Continued) We draw attention to Note 7 of the Statement which describes the following matters: (a) In terms of order dated 31 August 2016, the Competition Commission of India (‘CCI’) has imposed penalty of Rs.1,175.49 crore for alleged contravention of the provisions of the Competition Act, 2002 by the Company. The Company had filed an appeal against CCI Order before the Competition ‘Appellate Tribunal (*COMPAT"). Consequent to reconstitution of Tribunals by the Government, this matter was transferred to the National Company Law Appellate Tribunal (*NCLAT"). NCLAT completed its hearing on the matter and disallowed the appeal filed by the Company against the CCI order. Aggrieved by the order of NCLAT, the Company has filed an appeal before the Honorable Supreme Court, which has granted a stay against the NCLAT order on the condition that the Company deposits 10% of the penalty amounting to Rs. 117.55 crore which has been deposited. Based on a legal opinion, the Company believes that it has a good case in this matter. Considering the uncertainty relating to the outcome of this matter, no provision has been considered in the books of account, Our opinion is not modified in respect of this mater. (b) In terms of order dated 19 January 2017, the CCI has imposed penalty of Rs.68.30 crore pursuant to a reference filed by the Government of Haryana for alleged contravention of the provisions of the Competition Act, 2002 in August 2012 by the Company. The Company has filed an appeal before COMPAT and received the stay order dated 10 April 2017. Consequent to reconstitution of Tribunals by the Government, this matter has now been transferred to the NCLAT for which hearing is pending. Based on legal opinion, the Company believes that it has a good case in this matter. Considering the uncertainty relating to the outcome of this matter, no provision has been considered in the books of account. Our opinion is not modified in respect of this matter. For BSR & Co, LLP For Khimji Kunverji & Co. Chartered Accountants Chartered Accountants Firm's Registration No: 101248W/W-100022 Firm's Registration No: 105146W anh Ween, kit J ‘Vijay Mathur ~ Ketan Vikamsey Partner Partner Membership No: 046476 Membership No: 044000 Mumbai 24 April 2019 Mumbai 24 April 2019ADITYA BIRLA Mumbai, 24" April, 2019 Financial Results for the year ended 31% March, 2019 Sales Volumes Up 18% over Q3. Net Profits Soar 148% over Q3. Operating EBITDA Jumps 63% over Q3 Benefits of Acquisition Getting Reflected in Earnings (Rs. in crores) ‘Standalone India Standalone operations QaFYt9 | Q4FYi6 [O3FY49| asFyia | FY49 | FY78 Net Sales | 10,334 |" 8,750 8,685 | 10,200 | 35,105 | 28,930 PBIDT 2,353 1,814 1,515 2,406 6.992 | 6,483 | PAT 4,017 488, 449) 988 2.456 [2,231 | _ (Rs. in erores) Consolidated aaryi9 | O4FYvi8 | Q3'Fv19 FY FY18 Net Sales | 10,739 9,168 9,205 36,775 30,541 PBIDT 2,459 1,892 1,558 7,227 6,734 PAT 4,013 446 413 2,435 2,222 UltraTech Cement Limited, an Aditya Birla Group company today announced its financial results for the quarter and year ended 31* March, 2019. Financials Q4FY19 Domestic Net Sales rose 18% to Rs. 10,334 crore from Rs. 8,750 crore over the previous year. Profit before interest, depreciation and tax was Rs. 2,353 crore vis-a-vis Rs. 1,814 crore in the corresponding period of the previous year. Profit after tax was Rs. 1,017 crore compared to Rs. 488 crore in the corresponding period of FY17-18. Domestic Sales volume jumped 16% over Q4FY18. The clinker capacity and cement grinding facility at Manavar, District Dhar, Madhya Pradesh have stabilised, with the clinker capacityoperating at 100% utilisation. Variable costs were up 3% over Q4FY18 on account of higher fuel prices and impact of rupee depreciation; it was down 7% compared to Q3FY19. FY19 For the full year, Net Sales rose 21% to Rs. 35,105 crore from Rs. 28,930 crore over the previous year. Profit before interest, depreciation and tax was Rs. 6,992 crore vis-a-vis Rs. 6,482 crore in the corresponding period of the previous year. Profit after tax was Rs. 2,456 crore compared to Rs. 2,231 crore in the corresponding period of the previous year. Highlights From 20" November, 2018 BCL has become a wholly-owned subsidiary of the Company. It has been re-named UltraTech Nathdwara Cement Limited (‘UNCL"), from 13" December, 2018 The acquis consolidates the Company's leadership in the fast growing Northern and Western markets in the country. A major overhauling of the plants was undertaken in Q4 to improve production ion provides the Company access to large reserves of high quality limestone. It efficiencies. The plants have been ramping up on capacity utilisation, achieving 72% in the month of March, 2019. After completing quality upgradation, the “UltraTech” brand has been successfully launched from the erstwhile Binani plants. The Company is in the process of selling the non-core assets acquired in UAE / China, the sale proceeds of which will be used to deleverage the balance sheet. Acquisition in FY18 With the successful integration of the 21.2 mtpa cement capacity acquired from Jaypee Associates in June, 2017 and subsequent improvements carried out, these plants are now operating in line with the existing plants of the Company. The acquired plants are now running at a capacity utilisation of 82%. A planned shutdown was undertaken at Bela (Madhya Pradesh) plant for cost improvements, the benefits of which will be fully achieved in Q1FY20. Having achieved a cash break even already, the acquisition is now on course to achieve a PBT break even in line with the plan. The acquisition is generating incremental earnings as planned, which are growing month on month. As the next phase of improvement, it is now proposed to invest in Waste Heat Recovery System (‘WHRS’) plants. Work on the 4.0 mtpa Bara Grinding unit is on track and the first phase of the expansion is expected to be commissioned during this quarter.Corporate Developments The Scheme of Arrangement amongst Century Textiles and Industries Limited ("Century"), the Company and their respective shareholders and creditors (‘the Scheme’), is now awaiting the approval of the National Company Law Tribunal and other regulatory authorities as may be required, Upon completing this acquisition and with the on-going capacity expansions, the Company's cement manufacturing capacity will stand augmented to 113.4 mtpa, in India, strengthening its position as the 3” largest cement player globally (excluding China). Dividend The Board of Directors at their meeting held today recommended dividend of 115% at the rate of Rs. 11.50/- per equity share of face value of Rs.10/- per share, aggregating Rs.315.84 crores. The Company will absorb dividend distribution tax amounting to Rs. 64,92 crores, resulting in total payout of Rs. 380.76 crores. Outlook The cement industry started witnessing pick-up in demand since FY2018, achieving double digit growth since the last 2 years, after a period of tepid growth. However, there continues to be relatively low increase in new capacity. Incremental capacity added during the year has been 12 mlpa against incremental demand of around 38 million tons, which resulted in improving industry capacity utilisation and will further help in improving the demand-supply balance. The Government's thrust on infrastructure development viz. construction of cement concrete roads, metro rail networks, airports, DFC, irrigation projects and increase in the pace of execution under the low cost housing program, supported strong volume off-take. With stabilisation of RERA, pick-up in urban housing is also being witnessed. All of these are expected to result in sustained demand growth for cement going forward. This augurs well for the industry. UltraTech, with its expansions in the last 3 years is very well placed to participate in the growth of the economy UltraTech Cement Limited Regd. Offce: Ahura Centre, B-Wing, 2" Floor, Mahakali Caves Road, Andheri (East), Mumbai 400083 ‘Tel: 022 66917800 Fax: 022 66928109 ‘Website: vw wiatecticement com / ysze.acltvabtia. com CIN: L2S840MHZ000RL.C128420ADITYA BIRLA 24" April, 2019 BSE Limited The Manager Corporate Relationship Department Listing Department Phiroze Jeejeebhoy Towers, The National Stock Exchange of India Limited Dalal Street, “Exchange Plaza”, Bandra-Kurla Complex, Mumbai 400 001 Bandra (East), Mumbai 400 051 Tel.: 22721233/4 Tel.: 26598236 Fax: 022 2272 2039 Fax: 2659 8237 / 38. Scrip Code: 532538 Scrip Code: ULTRACEMCO Dear Sirs, Sub: Declaration pursuant to Regulation 33(3)(d) of the Securities and Exchange Board of India (Listing Obligations _and__Disclosure Requirements) Regulations, 2015 In terms of the provisions of Regulation 33(3)(d) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, we confirm that the joint Statutory Auditors of the Company, viz BSR & Co. LLP, Chartered Accountants, Mumbai (Registration No.:101248WMWV 100022) and Khimji Kunverji & Co., Chartered Accountants, Mumbai (Registration No.:105146W) have issued an Audit Report with unmodified opinion on the Audited Financial Results of the Company (Standalone & Consolidated) for the year ended 31% March, 2019. This declaration is for your information and record, please. Thanking You Yours very truly For UltraTech Cement Limited Dg, Atul Daga Whole-time Director & CFO UttraTech Cement Limited Registered Otfice nua Cenve,B-Wing, 2*Flor, Maakali Caves Road, Andheri (Fast, Mumbai 400 093, aia Ts 491 2266917800 /2926 7800] +9122 6692 8109 W -wwwutatechcement.com / www actyabiacom| CIN:26940MH2000PLCI2B420~ 0 | SBICAP SBICAP Trustee Company Ltd. Ref.no, 411/SBICTCLDT/2019-20 Date: 24" April 2019 To, The Company Secretary UltraTech Cement Limited 2 Floor, Ahura Centre, B Wing Mahakali Caves Road Andheri (East), Mumbai 400 093 Sub: te_w/r_52(5) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, for Rs. 2,535 Crores Debentures Issue by UltraTech Cement Limited. for the half year ended 31% March, 2019. Dear Sit/ Madam, We are acting as Debenture Trustee for the Secured Redeemable Non-Convertible Debentures aggregating to Rs. 1,525 crores and Unsecured Redeemable Non-Convertible Debentures aggregating to Rs. 1,010 crores issued by UlaTech Cement Limited (“the Issuer”) on a private placement basis, In terms of the provisions of Regulation 52(5) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, (‘Regulations’) we certify that we have taken note of the disclosures made by the Issuer under Regulation 52(4) of the Regulations, Yours faithfully, For SBICAP Trustee Company Limited Bye Authorised Signatory © vernsbicaptustee.com Corporate Ottce Registered oftce +01 22.002 580 Apesiay House, 6 Foc, 202, Mater Tone, 351 22 e202 9955 5: Dishaw Wachna Ron (Cie Parade, tumba- 400 005 @ 191 22 2208 0465 Churchgate, Mum, CN UesseIMMHPLC'Se386 5 elpdesk@abicaptrustoe com nao ten A Group Company of SBI