Dear Members,
 
 The Board of Directors hereby presents the 26th Annual Report on the
 business and operations of your Company along with the financial
 statements, consolidated and standalone, for the year ended March 31,
 2011.
 
 Performance
 
 Your Company recorded a significant growth during the financial year
 under review. The consolidated gross sales grew to Rs. 98,514.83 lacs,
 registering a growth of 47.93% over the previous year''s sales of Rs.
 66,594.83 lacs. Earnings before depreciation, interest and taxation
 [EBIDTA] stood at Rs. 8,926.69 lacs for the current year, whereas net
 profit is Rs. 4,309.43 lacs, as compared with Rs. 2,977.50 lacs in the
 previous year. During the year under report, consolidated sale of steel
 tubes was 225,142 MT, compared with 156,584 MT in the preceding year.
 
 Dividend
 
 As a part of the Silver Jubilee celebrations, the Company declared two
 interim dividends at 10% each during the financial year 2010-11 on the
 2,02,96,683 outstanding equity shares. The total dividend payout works
 out to Rs. 4,05,93,366, i.e. Rs. 2 per equity share.
 
 Further, with a view to conserve resources to support the increased
 level of activities and ongoing capital expenditure, your Directors
 considered it prudent not to recommend final dividend on the equity
 shares, hence, the aforesaid interim dividends be considered and
 approved as final dividend for the financial year under discussion.
 
 Overview
 
 During the financial year 2010-11, the world continued on a path to
 regain economic stability. Emerging markets like India, China and other
 Asian countries, as also certain countries in Latin America, continued
 to register high levels of growth and continued to be centres of
 significant economic activity as compared with the developed countries,
 which experienced modest economic activities, and accordingly, in
 contrast with its global counterparts, the Indian steel industry
 continued to enjoy strong demand from several sectors resulting in
 increased volumes and a richer product mix.
 
 The Indian steel industry, the fourth- largest producer of steel in the
 world after China, Japan and the US, diversified its product mix to
 include sophisticated value-added steel used in the automotive sector,
 heavy machinery and physical infrastructure. The steel pipe industry,
 which forms a major segment of the steel industry by virtue of its
 various critical and non-critical uses, showed robust growth on account
 of strong demand from the domestic and export market. Additionally, the
 industry''s impressive performance also owes a great deal to the
 economic stimulus packages mooted by the government towards sustaining
 infrastructure spending and measures to promote spending on consumer
 durables and transportation.
 
 Continued steel usage growth in India not only ensured the Company''s
 phenomenal performance during the year under review but also encouraged
 it to deliver more and more via continuous improvement, consolidation,
 magnification of its operations and enrichment of its product mix.
 
 In the recent past, we focused on brand strengthening, entered into new
 territories, increased our market penetration by reaching smaller
 consumption centers which enabled us to cut intermediaries'' margin and
 make our products more competitive. We are continually endeavouring to
 invest in new technologies resulting into new and better products to
 create unprecedented value for our stakeholders.
 
 However, inflation has now emerged as the new global economic
 challenge, driven by a substantial rise in the prices of almost all
 commodities, mineral resources and energy, impacting almost all
 industrial sectors. Consequently, the years ahead could be challenging,
 as the Indian government endeavours to curb inflationary growth.
 Central Banks'' anti- inflation measures will affect access to credit
 and could slow down investment levels as also consumer demand. The most
 significant impact will however be from the slowdown in major
 infrastructure projects in the areas of road construction, mass transit
 systems and power generation. These would have further impact on per
 capita disposable income and the demand for goods and services.
 
 Detailed analysis covered in the ''Management Discussion and Analysis''
 pages forms part of this Directors'' Report.
 
 Acquisition
 
 To strengthen your Company''s position in the emerging markets,
 especially in the high-end segment, and in the western part of India
 and for the accelerated pace of growth in the market expansion
 geographically, your Company strategically acquired 100% shares of M/s
 Lloyds Line Pipes Limited (hereinafter known as LLPL) from its
 erstwhile shareholders in all cash deal, inter-alia making it the
 Company''s wholly-owned subsidiary on November 11, 2010.
 
 The ready to use manufacturing facilities of LLPL are API certified and
 being proximate to ports, these facilities will not only ensure savings
 in logistics cost, but would also enable higher exports.  This will
 further help the Company in extending its presence into potential
 markets and to take advantage of the increased demand for all its
 products.  Besides these visible benefits, some yet unidentified
 synergies are also anticipated from, among other things, the new
 customer franchise, product development, the impact of consolidation,
 bidding synergies and other financial synergies.
 
 Operations
 
 There was a turnaround since outburst of recession, for the economy at
 large and the Company witnessed the effects of the same. In line with
 the growth plans of the Company, your Directors continued making
 constant efforts towards enhancement of value for all stakeholders. The
 Company is the only player having nationwide distribution network
 supported by multi-location manufacturing facilities, thus leveraging
 the benefits of chain economics. With the full operation of Phase II
 and III of the Hosur manufacturing facility during the year, the
 Company significantly enhanced its product offerings and witnessed
 improvement in its overall margins. Five additional warehouses-
 cum-branches were opened at Nagpur, Goa, Bengaluru, Hyderabad and
 Cochin to cater to the burgeoning demand in various industrial
 applications, thereby, strengthening the APL Apollo brand.
 
 Further, with an objective towards continuous growth coupled with
 achieving leadership footprint, the Company is focused on expanding its
 capacity through both organic and inorganic routes and entering into
 adjacent business spaces via various initiatives. Post acquisition of
 LLPL, having API certified manufacturing lines, the consolidated
 production capacity was augmented to 490,000 MTPA against 274,000 MTPA
 in FY10 and the Company is targeting emerging demand in the city gas
 distribution, tubing and casing, a niche area which is under penetrated
 at present. Efforts are being made to break through into manufacture of
 low dia high thickness seamless equivalent tubes and dynamically
 balanced special tubes through the implementation of RSM technology.
 Your Directors are confident that these efforts will reap huge benefits
 in future.
 
 Capital
 
 There was no change in the Company''s issued, subscribed and paid-up
 capital and it stands at Rs. 2,029.67 lacs as on date. The authorised
 share capital of the Company remained at Rs. 25 crores, comprising 250
 lac shares of Rs.  10 each.
 
 Preferential Issue
 
 With a view to raise funds for financing the Company''s growth and
 expansion projects, acquisitions, investment in subsidiaries, working
 capital requirements and general corporate purposes, the Company
 allotted 16,41,953 Compulsorily Convertible Warrants, to APL
 Infrastructure Private Limited, a promoter group entity, on
 preferential basis, on December 22, 2010.
 
 Each warrant entitles the holder thereof, to subscribe to one ordinary
 share of the Company at a price of Rs. 176 per share.  In compliance with
 the provisions of SEBI (Issue of Capital and Disclosure Requirements)
 Regulations 2009, an amount equivalent to 25% of the price aggregating
 to Rs. 7,22,45,932 (Rupees seven crores twenty two lacs forty five
 thousand nine hundred thirty two only) was received from the allottee
 and the option to convert the warrants into ordinary shares is
 exercisable before June 22, 2012. The aforesaid warrants are
 outstanding for conversion till date.
 
 Consolidated financial statements
 
 The consolidated financial statements presented by the Company include
 financial information of its subsidiaries prepared in compliance with
 applicable Accounting Standards. The audited consolidated financial
 statements and the Auditor''s Report thereon form part of this annual
 report.
 
 Subsidiaries
 
 The Company has three wholly-owned subsidiaries namely, Apollo Metalex
 Private Limited, Shri Lakshmi Metal Udyog Limited and Lloyds Line Pipes
 Limited. The Ministry of Corporate Affairs, Government of India, vide
 its general circular No. 2/2011 dated February 8, 2011 granted general
 exemption under Section 212(8) of the Companies Act, 1956 from
 attaching the balance sheet, profit and loss account and other
 documents of the subsidiary companies to the balance sheet of the
 Company, provided certain conditions are fulfilled. Accordingly, the
 annual accounts of the subsidiary companies are not being attached with
 the balance sheet of the Company.
 
 As per the terms of the said circular, a statement containing brief
 financial details of the Company''s subsidiaries, for the year ended
 March 31, 2011 is included in the annual report. The Company will make
 available the annual accounts of the subsidiary companies and the
 related detailed information to any member of the Company who may be
 interested in obtaining the same.
 
 The annual accounts of the subsidiary companies will also be kept open
 for inspection at the Registered Office of the Company and that of the
 respective subsidiary companies.
 
 Directors
 
 In accordance with the Companies Act, 1956, and pursuant to Article No.
 89 of the Articles of Association of the Company, Mr. Sameer Gupta and
 Mr. Chandra Shankar Johri retire by rotation at the ensuing Annual
 General Meeting and being eligible, offer themselves for reappointment.
 
 Necessary resolutions for the appointment/reappointment of the
 aforesaid Directors have been included in the notice convening the AGM.
 
 None of the Directors are disqualified from being appointed as
 Directors as specified in the terms of Section 274(1) (g) of the
 Companies Act, 1956.
 
 Further, Mr. Mukesh K. Jain, an Independent Non-Executive Director on
 the Board of the Company, left for his heavenly abode on July 2, 2010.
 The Board places on record, its since appreciation for his leadership
 and contribution to the growth of the Company.
 
 Auditors and Audit Report
 
 The Auditors M/s VAPS & Co., Chartered Accountants, retire at the
 Annual General Meeting and have confirmed their eligibility and
 willingness to accept office, if reappointed.
 
 Notes to Accounts, referred in the Auditors Report, are
 self-explanatory and therefore do not require any further comment.
 
 Directors'' responsibility statement Pursuant to Section 217 (2AA) of
 the Companies (Amendment) Act, 2000, your Directors confirm that:
 
 - In the preparation of the annual accounts for the financial year
 ended March 31, 2011 the applicable accounting standards were followed
 by the Company and there has been no material departures from the same,
 
 - They have selected such accounting policies and applied them
 consistently and made judgment and estimates that are reasonable and
 prudent so as to give a true and fair view of the Company''s state of
 affairs and profits at the end of financial year,
 
 - They have taken proper and sufficient care for the maintenance of
 adequate accounting records in accordance with the provisions of the
 Companies Act, 1956, for safeguarding the assets of the Company and for
 preventing and detecting fraud and other irregularities,
 
 - They have prepared the annual accounts for the financial year ended
 March 31, 2011 on a going-concern basis.
 
 Energy conservation, technology absorption, R&D and foreign exchange
 earnings and outgo
 
 Information pursuant to Section 217 (1) (e) of the Companies Act, 1956,
 read with the Companies (Disclosure of Particulars in the Report of the
 Board of Directors) Rules, 1988, in respect of conservation of energy,
 technology absorption and foreign exchange earnings and outgo is as
 follows:
 
 I. Conservation of Energy
 
 (a) Energy conservation measures taken:
 
 The Company gives the highest priority for conservation of energy by
 using a mix of technology changes, process optimisation methods and
 other conventional methods, on an ongoing basis. Various energy
 conservation measures taken by the Company are:
 
 i. Use of energy saving devices like TFT monitors, CFL tubes, LED
 lights, among others.
 
 ii. Optimisation of load factor.
 
 iii. Defined AC working hours and temperature to suit seasonal changes
 
 iv. Optimisation of processes to enhance production.
 
 (b) Additional Investment and proposals, if any, being implemented for
 reduction of consumption of energy: The Company is making constant
 efforts to locate all the possible areas where additional investment
 can be considered for conservation of energy. Also, the Company is
 contemplating use of Liquefied Natural gas (LNG) for captive power
 generation.
 
 (c) Impact of the measures taken above and consequent impact on the
 cost of production of goods: Use of LNG would contribute in substantial
 saving in fuel expenses thus, reducing per metric tonne power cost and
 will also ensure environmental protection.
 
 The above measures resulted in substantial saving in the consumption of
 energy and consequent saving in the cost of production.
 
 (d) Total energy consumption and energy consumption per unit of
 production:
 
 II. Technology Absorption Research and Development (R&D)
 
 1.  Specific areas in which R&D carried out by the Company: The
 research and development activities were focused towards improvement in
 products and processes and consequent reduction in cost. With the
 introduction of RSM technology, we are developing dynamically balanced
 tubes which find applications in high speed conveyors and various other
 applications. In addition to this, the Company installed a new process
 named ''cold sawing'' which enables to produce round and hollow sections
 with burr free ends. R&D was also carried out for development of
 different varieties of steel tubes to meet the specific requirements of
 customers in various sectors.
 
 2.  Benefits derived as a result of the above R&D: The research and
 development activity resulted in process
 
 optimisation, cost saving, reduction in manpower and in time as well as
 product development. The Company stepped towards the development of
 special tubes, thus gaining a competitive edge.
 
 3. Future plan of action: The Company will further improve the quality
 of its products and continue with its activities in the field of
 research and development with a view to introduce new and innovative
 products.
 
 Technology absorption, adaptation and innovation
 
 1. Efforts, in brief, made towards technology absorption, adaptation
 and innovation: The Company continues to lay emphasis on development
 and innovation of in-house technological and technical skills. Constant
 efforts are being made to upgrade the existing standards and to keep
 pace with the advances in technological innovations.
 
 The Company is implementing Rotary Sizing Mill (RSM) technology, from
 Kusakabe, Japan, world leader in tube making industry with a view, to
 develop high precision dynamically balanced steel tubes.
 
 2. Benefits derived as a result of the above efforts: The
 implementation of RSM technology will contribute towards improving the
 existing products, thus enabling the Company to cater to the needs of
 diverse industrial applications.
 
 III. 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:
 
 The Company is presently exporting its products to more than 35
 countries across the world. It has a constant watch on the developments
 in the global steel tubes and pipes Industry with focus on untapped
 markets by providing value- added products customised around customer
 requirements. The Company''s representatives also participate in various
 trade fairs and exhibitions concerning the industry, from time to time.
 
 With an objective to increase our presence in new geographies and
 territories, the Company acquired LLoyds Line Pipes Limited during
 FY11, having manufacturing facilities contiguous to the ports in
 western part of the country, thus providing an opportunity to augment
 export sales.
 
 
 Particulars of Employees
 
 There is no employee whose particulars are required to be furnished in
 terms of Section 217(2A) of the Companies Act, 1956 and rules made
 there under.
 
 Corporate Governance Report
 
 The Company is committed to maintain the highest standards of Corporate
 Governance and adhere to the Corporate Governance requirements set out
 by SEBI. The Company also implemented several best Corporate Governance
 practices as prevalent globally.
 
 Pursuant to Clause 49 of the Listing Agreements with the stock
 exchanges, a Management Discussion and Analysis, Corporate Governance
 report, Managing Director''s and Auditors'' Certificate regarding
 compliance of conditions of Corporate Governance are made a part of the
 annual report.
 
 Fixed deposits
 
 We have not accepted any fixed deposits till date and, hence, no amount
 of principal or interest was outstanding as on the date of balance
 sheet.
 
 Health & Safety
 
 The Company is strongly committed to providing and maintaining a safe,
 healthy workplace for the employees and anyone else likely to be
 affected by hazards in the workplace.  Initiatives that ensure a
 working environment that minimises incidents of risks or personal
 injury, ill health or damage to property include employee and workplace
 inductions, appropriate training for all employees, effective
 supervision, safe plants, equipment and systems of work and regular
 consultation on health and safety issues.
 
 The development of a safe working culture is the responsibility of
 everyone and can be best achieved through the cooperative efforts of
 employees. A safe culture will be reinforced through continual risk
 assessment, provision of information concerning such risks and the
 promotion, instruction, training and supervision of employees to ensure
 safe work practices.
 
 Environment
 
 The Company is committed to minimising the environmental impact of its
 operations and its products by adopting sustainable practices and
 continuous improvements in environmental performance. Climate change is
 one of the most important issues facing the world today. APL Apollo
 aims to contribute positively to the communities around or near its
 operations and actively participates in community initiatives,
 encourages biodiversity and nature conservation.
 
 The Company is committed to ensuring the incorporation of environmental
 responsibility as a part of its normal business practice.
 
 Personnel
 
 The Company believes that its employees are key contributors to its
 business success and efficiency operations. With prime focus on
 attracting and retaining the talent in the industry, the Company offers
 an excellent working environment and compensations. The Company has a
 rich pool of technical and managerial skills required for the efficient
 growth of operations. Your Company enjoys very cordial relations with
 all its employees.
 
 Acknowledgement
 
 The Directors take this opportunity to place on record their thankful
 appreciation for the assistance and co- operation received from the
 Company''s shareholders, customers, suppliers, bankers, government and
 all other concerned authorities. The Board also wishes to place on
 record its sincere appreciation of the employees of all levels, for
 their hard work, dedication and commitment.
 
                                       For and on behalf of the Board
 
                                                         Sanjay Gupta
 
                                                        Chairman-cum-
                                                    Managing Director
 
 Delhi 110092                                            Vinay Gupta
 
 August 30, 2011                                            Director
 
 Regd. Office:
 
 37, Hargobind Enclave,
 
 Vikas Marg, Delhi - 110092