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Carborundum Universal Directors Report, Carborundum Reports by Directors

Carborundum Universal

BSE: 513375  |  NSE: CARBORUNIV  |  ISIN: INE120A01026  |  Abrasives

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Directors Report Year End : Mar '08
The Directors have pleasure in presenting their 54th Annual Report
 together with the audited financial statements for the year ended 31st
 March 2008. The Management Discussion & Analysis Report, which is
 required to be furnished as per the requirements of stock exchanges,
 has been included in the Directors Report so as to avoid duplication
 and overlap.
 
 ECONOMIC OVERVIEW
 
 As per the advance estimates of the Central Statistics Organisation,
 the Indian economy is expected to achieve a growth rate of 8.7% during
 2007-08. Though this represents a deceleration from the higher growth
 rates of the previous two years, the performance is an indication that
 the economy has moved to a higher growth plane.  Macro economic
 fundamentals continued to inspire confidence and the investment climate
 was full of optimism. The manufacturing sector produced mixed results.
 While capital goods industry, chemicals and food products and certain
 other industries witnessed acceleration in growth, certain sectors like
 consumer durable goods, automobiles and segments of auto components
 industries and textiles slowed down visibly.  As a result, the growth
 in index of industrial production is estimated to be lower than the
 double digit growth of 2006-07. The sharp appreciation in the rupee
 vis-a-vis the US dollar impacted the exporting community across
 industry segments.
 
 CORPORATE RESTRUCTURING
 
 Pursuant to the approval of the High Court of Judicature at Madras,
 Prodorite Anticorrosives Limited (‘PACL’), a wholly owned subsidiary of
 the Company has been merged with the Company with effect from 1st April
 2007. PACL is engaged in the business of acid resisting cements,
 corrosion resisting products, polymer concrete and fibre reinforced
 plastics. PACLs business has synergies with that of the ceramics
 business of CUMI and therefore the merger has been effected.
 Consequently the stand-alone results for the current year will include
 the operations of PACL also.
 
 COMPANY PERFORMANCE OVERVIEW
 
                                                           Rs. million
                                     31.3.2008   31.3.2008   31.3.2007
                                    (with PACL) (without PACL)
 
 Gross Sales
 (Incl. Services)
 - Domestic                             5736        5507       4561
 
 Sales - Exports                         870         822        707
 
 Total Sales
 (Incl. Services)                       6606        6329       5268
 
 Riding on the back of an optimistic mood in the economy, the Company
 registered sales of Rs.6329 million (excluding PACL), a growth of 20%.
 The Company has now doubled its sales over the last 4 years. In
 absolute terms, sales grew by Rs.1061 million over 2006-07, which is
 higher than the increase of Rs. 1026 million achieved last year.
 Export revenues increased by 16%. All business segments recorded double
 digit growth rates – Abrasives by 14%, Ceramics by 32% and
 Electrominerals by 36%.
 
 The year 2007-08 was one more year of successful acquisitions and
 strategic capital investments.  A sum of Rs.1030 million was spent on
 greenfield / brownfield expansions, new product and technology
 upgradation projects. Apart from the new investments, the Company is
 taking concerted efforts to achieve the desired objectives with respect
 to the projects commissioned in the previous year.
 
 During the year, the Company set up a 100% subsidiary in Cyprus, CUMI
 International Limited (“CIL”) with an investment of nearly Rs.100
 crores.  CIL has successfully acquired a consolidated 86% stake in
 Volzhsky Abrasive Works, Russia (VAW).  VAW is ranked as the worlds
 second largest silicon carbide manufacturer, with 65,000 tons per annum
 installed capacity. While VAW’s capacity for bonded abrasives is more
 than double that of CUMIs, its current sales represents 70% of CUMIs
 sales in tonnage terms. VAW also produces super refractories. VAW is a
 significant player in the Russian abrasives and refractories market. It
 also exports about 44% of its production, mainly to the European
 markets. This acquisition is of strategic importance to CUMI in
 realizing its aspirations of becoming a significant player in the
 international abrasives, ceramics and minerals business.
 
 During the year, a profit of over Rs.624 million was realized through
 sale of immovable properties (mainly the land and building of the
 coated abrasives facility at Pallikaranai near Chennai which was closed
 during the year) and also sale of long term investments.
 
 Consequent to the supply demand mismatch of minerals globally and
 restrictions by China on production and sale of brown fused alumina,
 the industry witnessed substantial price increases for many of its
 products. Exports profitability also suffered due to sharp appreciation
 of the rupee over the last one year. Consequently, earnings before
 interest and depreciation (EBITDA) grew by 13% over the previous year.
 
 Benefits of capital investment can start accruing with a gestation of 4
 to 6 quarters after commencement of commercial production. The Company
 has aggressively invested over Rs.  2816 million over the last three
 years in building capacities and enabling efficiency improvements.  Of
 this, Rs.606 million represents work in process which will be
 commissioned in 2008-09. The sizeable capex spending has contributed to
 depreciation increasing by over 50% and interest cost by over 130% as
 compared to the previous year. Profit before interest and tax (without
 reckoning the one time profit from sale of investments/properties) was
 higher by 7% and profit before tax (without reckoning the one time
 items) lower than last year.
 
 The key financial indicators are as follows:
 
                                                       Rs. million
                                         31.3.2008     31.3.2007
 
 Gross Sales & Services                    6606           5268
 Profit before interest
 and tax (i.e. excluding
 profit on sale of fixed assets/
 investments)                               917            854
 
 Profit from operations
 (i.e. excluding
 profit on sale of fixed assets/
 investments)                               748            783
 
 Profit on sale of fixed
 assets (net of expenses)                   504             70
 
 Profit on sale of
 investments                                120              -
 
 Profit before tax                         1372            853
 
 Profit after tax                           972            587
 
 Dividend and Appropriation of profits
 
 The Board is pleased to recommend a dividend of 100% (i.e. Rs. 2/- per
 equity share of Rs 2/- each) for the year 2007-08. Last year a dividend
 of 75% was paid.
 
 The amount available for appropriation and the recommended
 appropriations are given below:
 
                                                     Rs. million
 Available for appropriation
 
 Profit after tax                                      971.70
 
 Add: Balance brought
 forward from previous year                            650.09
 
 Total                                                1621.79
 
 Recommended
 appropriations
 
 Transfer to general reserve                            97.17
 
 Dividend                                              186.71
 
 Dividend Tax                                           28.48
 
 Balance carried forward                              1309.43
 
 Total                                                1621.79
 
 CUMI CONSOLIDATED PERFORMANCE OVERVIEW
 
 The key financial data for the consolidated operations are given below:
 
                                                    Rs.million
                                         31.3.2008   31.3.2007
 
 Gross Sales & Services
 (including proportionate
 share of income in
 joint ventures)                            9860        6883
 
 Profit before interest
 and tax
 (i.e. excluding
 profit on sale of fixed
 assets / investments)                      1305        1125
 
 Profit from operations
 (i.e. excluding profit on
 sale of fixed assets /
 investments)                               1116        1049
 
 Profit on sale of
 fixed assets
 (net of expenses)                           504          70
 
 Profit on sale of
 investments                                 120          -       
 
 Profit before tax                          1740        1119
 
 Profit after tax                           1189         751
 
 VAW, Russia registered a turnover of Russian RUB 1703 million (about
 Rs. 2774 million) during the calendar year 2007. Since VAW became a
 subsidiary of CUMI only in September 2007, the consolidated results
 incorporate only 7 months operations of VAW. Post the acquisition,
 several project teams are at work to enhance the width and scale of
 operations of VAW.
 
 In China, the Companys joint venture, Jingri-CUMI Super-Hard Materials
 Co. Ltd., performed reasonably during 2007 in its existing business
 lines viz., industrial diamonds and diamond cutting wheels. Sales for
 the 12 months ended March 2008 was RMB 88 Million (approximately Rs.473
 million).  A modern 2000 tonne facility for resin bonded abrasives was
 commissioned in the third quarter of 2007-08 and a 1000 tonne vitrified
 bonded abrasives plant in the last quarter of 2007-08.
 
 In Australia, CUMI Australia performed well achieving a turnover of AUD
 8.85 million, (approximately Rs.289 million) a growth of 18% over
 previous year. With markets in a state of flux, the Company increased
 business volumes by acquiring new clients, focusing on new applications
 and launching new products.
 
 In the Middle East, CUMI Middle East continues to ramp up business
 volumes as planned and is creating a solid base for capitalizing the
 market potential for CUMI’s products in this region. CUMI America
 maintained its performance in a declining US market. The performance of
 CUMI Canada (which caters mainly to the US and Canadian markets) was
 however adversely impacted because of the recession in the housing
 sector.
 
 In India, Murugappa Morgan Thermal Ceramics Limited (which is in
 refractory fibre business) and Ciria India Limited (engaged in
 designing and installation of refractory systems), both of which are
 joint ventures with the Morgan Crucible plc., U.K., registered growth
 of 14% and 71% respectively in sales driven by good inflow of project
 orders. Wendt India Limited, which is now a joint venture with the
 Winterthur Group, increased sales by 9%. Sterling Abrasives registered
 strong performance with a growth of 17% in sales.  Southern Energy
 Development Corporation Limited, which is into gas based power
 generation increased revenues by 12%. Net Access (India) Private
 Limited which is in IT facilities management increased revenues by 40%.
 
 A consolidated financial statement (incorporating the operations of the
 company, its subsidiaries, joint ventures and associate) has been
 provided in the Annual Report. In view of this, the Department of
 Company Affairs, has in exercise of its powers under Section 212(8) of
 the Companies Act, 1956, exempted the Company from furnishing the
 individual annual reports of the subsidiaries.  Therefore the annual
 reports of the subsidiary companies have not been annexed. However, the
 annual accounts of the subsidiary companies and the detailed related
 information will be made available to the investors of the Company and
 its subsidiary companies on request and will also be kept for
 inspection in the respective registered offices.
 
 PERFORMANCE OF BUSINESS SEGMENTS
 
 (including information required to be given in the Management
 Discussion and Analysis Report)
 
 Buoyed by the strong performance of several user industries, the
 company registered robust growth in revenues in all its business lines.
 The profit before interest and tax however did not keep pace with the
 growth in revenues on account of the increase in depreciation (which
 resulted from the aggressive capital expenditure incurred in the recent
 past), hike in cost of certain inputs, currency appreciation and also
 the gestation time taken by the capital investments to yield their full
 benefits.
 
 The market developments, current year performance and outlook for the
 various business segments are elaborated below.
 
 Abrasives
 
 Key financial summary
                                                        Rs. million
                                       2007-08   2006-07   % growth
 
 Domestic sales - Gross                  3931      3391        16%
 Exports                                  300       307        (2%)
 Total Sales                             4231      3698        14%
 
 Operating income
 (without reckoning profit                541       529         2%
 on sale of fixed assets)
 
 Capital employed                        2918      2477
 
 Contribution to total
 sales of CUMI                             64%      70%
 
 Contribution to total
 operating income of
 
 CUMIs business
 segments                                  56%      60%
 
 
 Market scenario
 
 - Aided by the strong performance of all major user segments domestic
 sales improved over previous year by 16%.
 
 - In the direct customer segment, growth has come primarily from steel
 industry. In the mass market segment, the boom in fabrication and
 construction industries generated strong demand for thin wheel
 products. Super abrasives sales also registered good growth aided by
 steady supplies from the Chinese joint venture and also development of
 new products directed towards construction industry. The trend to shift
 from hand tools to power tools is gaining strong momentum amongst
 carpenters, plumbers, construction workers and other artisans. The
 Company has developed specific products to cater to this segment and
 sales of these power tools commenced in the third quarter of 2007-08.
 
 - Product Management approach has paid rich dividends with growth in
 sales being achieved by product differentiation through branding,
 establishing new channels for improved product availability and
 increased end user meets. CUMIWORLD experience centre has been
 established in Pune to provide end users with training on latest trends
 in grinding and finishing technology.  The first one has been
 successfully operating in Ludhiana for two years.
 
 - The market structure in the domestic abrasives industry remained
 broadly similar to the previous year. The industry continues to be
 largely catered to by two leading players.  CUMI continues to be the
 overall market leader. However tier two players are bringing increasing
 competitive pressure by being price warriors. Imported products also
 continue to pose a strong challenge at the lower end.
 
 - The Company continues to leverage its strengths in product
 development and application engineering to meet the specific needs of
 customers and also launch new products to address the mass market.
 
 Manufacturing
 
 - During 2007-08, the overall focus of the manufacturing team in
 abrasives was on establishing the new plant at Uttarkhand and the power
 tools plant at Bangalore as well as on consolidating the investments
 made in the recent past and undertaking cost reduction efforts.
 
 - Construction of the state of the art manufacturing facility near
 Roorkee in Uttarkhand State was completed in September 2007. The plant
 stablilised its operations within two months from commencement and is
 expected to achieve 80% capacity utilisation in 2008-09. With the
 fiscal incentives that this plant enjoys, the products rolled out from
 this plant would strengthen the Company’s efforts to address the price
 conscious market segments.
 
 - The coated abrasives plant at Sriperumbudur in Tamil Nadu which was
 completed last year has stabilized operations and is steadily
 progressing towards achieving the project parameters that were
 envisaged. The plant started achieving the planned cost benefits in the
 last quarter of the year and full benefits are expected to accrue from
 2008-09.  Productivity levels have increased and process changes have
 been introduced to cut down lead time for delivery. Several new
 products were manufactured which received good market response. The
 plant received the ISO 9001: 2000 certification. Consequent to the
 stabilization of this plant, the coated abrasives facility at
 Pallikaranai was closed and the land and buildings sold.
 
 - The vitrified bonded abrasives facility at Hosur which was modernized
 last year has started yielding benefits in terms of reduction in power
 and fuel costs.
 
 - At the Tiruvottiyur plant, efforts were mainly directed towards
 reducing manufacturing cost.
 
 - During the year, the Company made an entry into the power tools
 business. This is a strategic fit to the abrasives business given that
 abrasives are used as accessories in majority of the power tools and
 both products are sold through the same marketing network. Entry into
 power tools business would help to foster sales of abrasive products.
 Further the power tools business is poised for strong growth given the
 current state of economic development in India.  Taking into account
 these factors, a modern plant has been set up at Bangalore and it
 commenced production in October 2007. The initial market response for
 the products is encouraging.
 
 - Manufacturing costs witnessed an increase because of increase in the
 price of imported grains, which is a key input for abrasives business.
 Increase in international oil prices also had a negative impact. The
 division worked to counter these adverse developments by developing
 alternate low cost sources for other inputs like resins, glass fabric
 and vulcanized fibre, increasing manufacturing efficiencies in certain
 plants and also by effecting selling price increases in a phased
 manner.
 
 Market scenario
 
 - CUMI’s Ceramics business operated in two niche segments i.e. high
 alumina ceramics and super refractories (fired and monolithics). The
 third product line of anticorrosion engineering products has now been
 added to the Ceramics business with the merger of PACL with CUMI.
 
 - The Ceramics business registered a growth of 32% (without considering
 the addition on account of merger of PACL). The business performed well
 both in the domestic market (35% growth) and in the export markets (26%
 growth). The unexpected and steep appreciation of the Indian Rupee
 during the first half of the year dented export earnings. To mitigate
 the adverse impact of this, the division selectively increased prices
 for customized products.
 
 - In the domestic market, sales growth was driven by increase in demand
 from major user industries like ceramics, sponge iron, cement, carbon
 black, power generation & distribution and glass. Sales of castables
 witnessed an appreciable increase of over 40%. The Jabalpur unit, which
 was acquired last year, has played a significant role in strengthening
 the monolithics business. New products in terms of new formulation and
 geometry were manufactured to meet customer requirements.  Sale of new
 products and new applications were Rs. 207 million. Improved product
 availability and development of new products contributed to increased
 market share in both super refractories and high alumina ceramics.
 
 - In November 2007, CUMI acquired the engineered ceramic business of
 IVP Limited at Aurangabad to strengthen its presence in the high
 alumina ceramics business. The acquisition has widened CUMI’s product
 range, provided it with access to new manufacturing processes and
 enabled CUMI to take leadership in engineered ceramics which is value
 added part of the high alumina ceramics business. The process of
 integrating this business with the existing high alumina ceramics
 business is underway and the full benefits of the acquisition are
 expected to be reaped from the next year.
 
 - The market structure of the domestic high alumina ceramics business
 has consequently undergone a shift. Post this change, the domestic
 market is addressed by three domestic players and also imports from
 Europe.  In Super Refractories, the Company operates in a niche
 segment, i.e. temperature above 1000° C, which is catered to by two
 other players apart from the Company.
 
 - In exports, strong growth was achieved backed by good off-take from
 key customers of high alumina ceramic products.
 
 Manufacturing
 
 - The new automated plant at Hosur for manufacturing wear resistant
 liner tiles, set up at a cost of around Rs. 318 million has been fully
 commissioned. Use of high precision and automated equipment in the
 plant has given the capability to manufacture products to meet closer
 tolerance levels and will give CUMI a stronger footing to address the
 international markets for high alumina ceramic tiles. The new plant has
 helped to increase productivity and this was leveraged to achieve
 higher sales of wear resistant liner tiles both in the domestic and
 export markets.
 
 - Work on establishment of a modern facility for manufacturing of high
 alumina metallized cylinders at a cost of about Rs.500 million is
 progressing well. State-of-the-art equipments are being installed for
 producing high quality products and production processes have been
 redesigned for cost and quality benefits. The project is slated for
 completion in the second quarter of 2008-09. The project, when
 completed, is expected to make the Company a key player in the
 international metallized ceramics business.
 
 - In order to strengthen its position in the fired refractories
 segment, the company is setting up a green field facility in Vellore
 district.  Incorporating advanced features, the plant would help CUMI
 to nearly double its capacity for fired products. The plant is
 scheduled to be commissioned in the second half of 2008-09.
 
 - The monolithics facility at Jabalpur in Madhya Pradesh, which was
 acquired last year, has been fully revamped and production levels
 maximized and enhanced quality parameters achieved. The unit is
 strategically located in Central India and this was fully leveraged to
 achieve higher sales in the monolithics business. The operations of the
 monolithics unit at Okha in Gujarat was consolidated with the Jabalpur
 plant.
 
 - Availability and price of calcined alumina, a key raw material for
 high alumina ceramics, continues to remain a concern for the business.
 To mitigate this, the company has been working on annual arrangements
 with suppliers at better prices and is also undertaking productivity
 enhancement efforts to control costs.
 
 Market scenario
 
 - Domestic sales grew by 34%, while the exports registered a growth of
 48%.
 
 - The market for fused grains was buoyant throughout the year. The
 realizations were higher than the previous year largely due to the fact
 that the supply situation of these minerals from China was affected by
 repeated increase in prices and unpredictability in supplies. The
 market share for the division in brown fused alumina remained flat,
 while it recorded an increase in white fused alumina and silicon
 carbide.
 
 - CUMI’s position in the silicon carbide business has been
 significantly strengthened by the acquisition of VAW, Russia and the
 benefits of this acquisition will also be reaped by this business.
 Further, the SBU has enlarged its customer base for supply of silicon
 carbide microgrits for the photovoltaic industry and this is expected
 to pay rich dividends in the ensuing years.
 
 - The operating income of the business increased to Rs.160 million from
 Rs.153 million last year. Operating income from products was at Rs.68
 million compared to Rs.50 million last year.
 
 - The increase in operating income does not correspond with the sales
 growth because of product mix changes, increase in price of key raw
 materials like bauxite and raw petroleum coke, higher expenditure on
 repairs and renewals and also higher depreciation which resulted from
 the capital expenditure undertaken in the last 2 years.
 
 Manufacturing
 
 - Manufacturing efficiencies were kept under control, with most of the
 parameters meeting planned numbers. The major exception was the drop in
 yield of brown fused alumina crude, because of non availability of high
 quality raw bauxite.
 
 - The second phase of expansion of the silicon carbide microgrit plant
 was undertaken as per schedule and reached its full capacity by the end
 of the year. The expansion project has met the desired objectives,
 viz., cost of production and quality parameters of output.
 
 - Modernization of the sub-station at Edapally plant is nearing
 completion. This extensive revamp of the substation will help the plant
 in addressing the increasing power and control requirements of the
 ongoing expansion of the semi-friable alumina heat treatment facility
 and ceramic grain facility.
 
 - The Maniyar hydro power station generated 39 million units (previous
 year 42 million units).  As a result of excess rainfall in June and
 July 2007 the water level at the tail race increased beyond optimum
 levels which reduced the loading capacity of generators. Consequently
 generation was lower during these two months.
 
 RISK AND CONCERNS
 
 Some of the major concerns for the Company’s businesses and the steps
 being taken to counter them are:
 
 - Escalation in international prices of calcined alumina and brown
 fused alumina and availability of abrasive grade bauxite which are key
 inputs for the industrial ceramics and abrasives business. To address
 this, the Company is working on annual contracts with key suppliers and
 also making efforts to conclude long term arrangements which will
 provide assured supplies.
 
 - Fuel price increase will impact the Company as many of the kilns are
 fuel fired. To mitigate the adverse impact of fuel cost increases, the
 Company is continuously working on improving efficiency parameters in
 kilns.  Alternate fuels are also being explored. Apart from the direct
 impact on manufacturing cost, fuel price increase will also impact
 freight cost (both inward and outward) which will push up costs. Price
 increases to neutralise the cost increase are being periodically done.
 
 - To counter potential increase in cost of power, lower cost captive
 power generation options are under evaluation.
 
 The projected slowdown in the world economy would impact the Company,
 directly to the extent of its export business and also indirectly to
 the extent of the spin-off effect it has on the Indian economy. The
 Company would continue to take steps to widen its geographical spread
 of operations so as to minimize the impact of any such adverse
 developments.
 
 - The tight money policy being pursued by RBI and the consequent spiral
 in interest rates have pushed up hurdle rates for new projects and
 acquisitions. Foreign currency borrowings (though in a restricted
 manner because of governmental regulations and tighter liquidity in
 international markets) would offer some scope for lowering finance
 cost.
 
 OUTLOOK
 
 As per the IMF’s World Economic Outlook for 2008, global expansion is
 losing speed in the face of a major financial crisis. The slowdown has
 been greatest in the advanced economies, particularly in the United
 States, where the housing market correction continues to exacerbate
 financial stress. Among the other advanced economies, growth in Western
 Europe has also decelerated, although activity in Japan has been more
 resilient.  In the emerging markets, economies are expected to continue
 to expand strongly, although growth is expected to slow down from the
 heady pace of the past two years. At the same time, headline inflation
 has increased around the world boosted by the continuing buoyancy of
 food and energy prices, particularly in the emerging markets.
 
 In India, there are some signs of slowdown in certain sectors. The
 spike in inflation witnessed in recent months and consequently the
 upward movement in interest rates will have a dampening effect on the
 economy. Government has declared that reigning inflation was of higher
 priority than maintaining the growth momentum. Despite these
 developments, there appears to be all round optimism in the economy.
 
 In the year ahead, the Company will continue on its journey to become a
 significant player in the international abrasives, ceramics and
 minerals market through a mix of organic and inorganic growth. Focus
 would be on successfully commissioning the new metallised ceramics
 plant and super refractories plant and also consolidating the
 acquisitions and sizeable capital investments made in the recent past,
 so as to extract the best returns from these investments.  The Company
 will also work on reconfiguring its supply chain to get full mileage
 out of its presence in the three largest emerging economies viz.
 China, India and Russia and to use this advantage to gain a visible
 presence in the global market.
 
 FINANCIAL REVIEW
 
 A.  Earnings
 
 - Gross sales (including services) grew from Rs 5268 million to Rs 6606
 million. Export sales were at 13 per cent of sales.
 
 - Profit before interest and tax was Rs 1541 million (previous year Rs.
 925 million).
 
 - Interest cost was Rs 169 million (previous year Rs 71 million).
 
 - Profit before tax was Rs.1372 million (previous year Rs.853 million).
 Profit after tax was Rs 972 million (previous year Rs. 587 million).
 
 - The earnings per share was Rs. 10.41 (previous year Rs.6.28). The
 dividend outgo is Rs. 215 million (previous year Rs. 164 million).
 
 B. Financial position
 
 Shareholders funds as on 31st March 2008 were Rs. 3519 million.
 Addition for the year was Rs. 779 million.
 
 Year end bank borrowings (Rs. 2994 million) comprises long term
 borrowings of Rs. 2081 million and short term borrowings of Rs. 913
 million. The debt-to-equity was 0.86.
 
 Net fixed assets were at Rs 3246 million. The total capital expenditure
 for the year was Rs. 1030 million which exceeds the depreciation of Rs.
 253 million for the year. Investments recorded an increase of Rs.800
 million mainly due to the investment into the wholly owned subsidiary,
 CUMI International Limited. Net current assets have increased from Rs.
 1371 million to Rs. 1867 million.
 
 INTERNAL CONTROL
 
 - CUMI has put in place extensive internal controls to mitigate
 operational risks. The internal audit team periodically evaluates the
 adequacy and effectiveness of these internal controls, recommends
 improvements and also reviews adherence to policies and corrective
 action taken to address any gaps.
 
 - Capital and revenue expenditure are monitored and controlled with
 reference to approved budgets.
 
 - Investment decisions are subject to formal detailed evaluation and
 approval according to schedule of authority in place in the Company.
 Review of capital expenditure undertaken with reference to benefits
 forecasted is done.
 
 - Physical verification of assets is periodically undertaken.
 
 - The Audit Committee reviews the significant internal audit
 observations and overall functioning of the internal audit on a
 periodical basis.
 
 ENERGY CONSERVATION & TECHNOLOGY
 
 Energy Conservation
 
 Energy conservation measures during the year inter alia includes
 revamping / modification to kilns, optimising use of steam in the
 manufacturing process, demand based management system for compressed
 air system to reduce consumption of power, introduction of energy
 efficient lighting system and power factor improvement. Total
 investment for the energy conservation measures was Rs.7 million and
 benefits expected estimated at Rs.5 million annually. The grain
 processing facility that is being set up in the electrominerals plant
 will have an energy efficient kiln which will yield energy savings of
 about Rs.2.5 million. The preliminary work for establishment of the
 kiln has been completed and commissioning is expected to take place
 next year.
 
 Measures planned for the year ahead inter-alia involve improved
 compressor design in silicon carbide plant, revamping / modifications
 in kilns, steam condensation recovery from process, modifications to
 compressed air systems and lighting systems and installation of energy
 efficient dust collectors. The total investment planned is Rs. 11
 million and the estimated savings is Rs. 7 million. In addition, the
 expansion proposal in the electrominerals plant will have an energy
 efficient compressor which will yield energy savings of Rs.3 million.
 
 TECHNOLOGY Research & Development Efforts in brief
 
 Efforts were mainly focussed on developing:
 
 - new products and new formulations
 
 - technology for alternative input materials
 
 - cost reduction.
 
 Benefits derived
 
 R & D efforts during the year resulted inter-alia in the following
 developments:
 
 - New range of grains for organic bonded abrasive products
 
 - Processes for upgrading the performance of natural abrasives
 
 - Grain agglomerates to substitute zircon grains
 
 - Development of Cool-cut wheels
 
 - Microgrits for energy sector
 
 - Semi-friable grains, microgrits for wire- sawing and diesel
 particulate filters
 
 - Ceramic grains for abrasive applications
 
 - Alternate fillers for use in manufacture of bonded abrasives
 
 - New formulations for wear resistance application for the European
 market
 
 - New high alumina formulation for high impact applications
 
 - New monolithic refractories for specific applications
 
 Future Plans
 
 In high alumina ceramics, efforts will be directed towards providing
 customized solutions to customers for their wear, abrasion and erosion
 applications. In super refractories, R&D efforts will be focussed on
 developing new fired products in alumina and silicon carbide segments
 and formulating monolithic refractories for customer specific
 applications. The abrasives division would work on development of
 alternate raw materials to control input costs, launching new products
 with unique product features and improvements in grain coating process.
 In electrominerals, the plan is to widen the activity related to
 materials addressing the energy and environment sectors which involve
 focusing on products like diesel particulate filters, filters for metal
 and gas filtration and ultra fines.
 
 TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION
 
 Efforts, in brief, made towards technology absorption, adaptation and
 innovation
 
 - New technologies and processes were sought to be incorporated in the
 manufacturing facilities being established
 
 - New product development to address market requirements
 
 - Development and stabilization of manufacturing processes for new
 products developed Benefits derived as a result of the above efforts,
 e.g. product / process improvements, cost reduction, product
 development, import substitution, etc.
 
 - In the ceramics division, the new facility set up for manufacture of
 ceramic tiles in Hosur incorporated latest technology & process control
 mechanisms in the plant starting from raw material conveying to
 finishing of the tiles. Automatic batching system, state-of- the-art
 ball mill for milling, pick-and-place robotic systems in presses and
 advanced inspection systems are some of the technological advances
 featured in this plant. This has provided the division with the
 capability to manufacture products to closer tolerances, helped lower
 cost of production and also enhanced productivity.
 
 - The Company has been working closely with international consultants
 for incorporating modern manufacturing methods in the metallised
 cylinders plant that is being set up in Hosur.
 
 - In bonded abrasives, the Company launched several new products for
 the customer segment and also for the channel segment. In customer
 segment, the focus was towards precision grinding application with new
 family of grains - brown, semi friables, MSB and 80A. New low
 temperature fired bonds with better self dressing characteristics have
 been developed during the year. In resinoid, substantial work has been
 done in F- type, roll grinding and liner wheels. Generic product
 development especially in the areas of thin wheels has given the lead
 over competition in terms of performance in price. The new products
 launched in snagging, tool room and rice polishing wheels has gained
 good market acceptance and brought in the growth. The above efforts
 will help significant growth in the years to come. The Company has
 assimilated the process of making unitised wheels.
 
 - In coated abrasives, the focus during the year was in creating
 products for the economy range. Good growth was achieved typically in
 SandMaster rolls and Concorde discs. The launch of Deco Paper, Eco
 SandMaster rolls and WoodMasterwill see significant volume growth in
 08-09. The product development initiatives are focused towards
 addressing construction and woodworking industries.  The new products
 developed for customer segment namely, flap discs, belts including wide
 belts have helped CUMI to add new customers during the year. This will
 help to bring in growth in the direct customer segment in 08-09.
 
 - In electrominerals, the scaling up issues with regard to the
 manufacture of ceramic grain has been surmounted and the product has
 been taken up for regular production. This will give a competitive
 advantage in addressing the abrasives market.
 
 - Total new product sales for the Company which (includes new entries
 and products launched during the last two years) was Rs.440 million.
 
 Imported Technology
 
 Technology          Floor                Synthetics
 imported            Polishing            based backing
                     Wheels               and products
                                          thereafter
 
 Year of Import      2004-05              2005-06
 
 Has technology
 been fully
 absorbed               Yes               Being absorbed
 
 If not fully           N.A.              Technology for
 absorbed, areas                          manufacture of
 where this has                           polyester cloth
 not taken place,                         design was
 reasons therefor                         absorbed. The
 and future plans                         process of indigeni-
 of action                                zing the chemicals
                                          for the same have
                                          been initiated.      
 
                                          Alo Latex Paper
                                          and AIo buffing
                                          paper designs have
                                          been tested in the
                                          field and based on
                                          the feedback,
                                          further trials have
                                          been planned for
                                          establishment.
 
 
 Coated               Metallised              Ceramic
 abrasive             cylinders               segments
 discs
 
 2006-07              2006-07                 2006-07
 
 Being absorbed       Being absorbed          Being absorbed
 
 The design for       Equipment in the        Sample lots
 Zirconia fibre disc  new metz plant          manufactured and
 has been absorbed    selected as per         have been
 and further fine     new technology.         certified by
 tuning in design has Process                 competent
 been done to suit    parameters in the       agencies. Initial
 market requirements. new plant will be       orders based on
 With the market      as per the revised      using the new
 requirements mainly  technology.             formulation are
 on individual coated                         planned to be
 discs, this concept                          executed in
 will be extended to                          2008 - 09
 these products and
 will undergo
 extensive market
 testing this year.
 
 
 EXPORTS
 
 Export sales continued to make good strides with sales increasing from
 Rs.707 million to Rs.822 million (without PACL), a growth of 16%.
 
 Ceramics business registered a robust growth of 26% aided by good
 off-take from key customers.
 
 The Company’s products continue to receive good market response in
 Australia and Middle East.  Exports to North American markets also
 gained momentum during the year with follow up orders from existing
 customers and product acceptance from new customers being extremely
 encouraging.
 
 CUMI Canada has recently taken up marketing of these products in North
 America which is expected to give a further impetus to growth in this
 market.  New markets have been identified in Europe, USA and South
 Africa. The export initiatives were significantly strengthened with the
 commissioning of the new tile plant.
 
 Export of bonded abrasives registered a growth of over 16%. Thin wheel
 sales were particularly strong and showed good promise. However there
 was a set back in coated abrasives exports because of the downswing in
 US housing sector.  As a result total exports of abrasives registered a
 marginal decrease over last year. Efforts are on to de-risk the coated
 abrasives export business by reducing the reliance on home segment and
 focusing on other products to build sustainability in coated exports.
 Geographical expansion was made with entry into new countries in
 Eastern Europe and in West Asia. The Company’s marketing subsidiaries
 in USA, Canada, Middle East and the stocking point in Europe helped
 achieve market and product expansion.
 
 The electrominerals division took concerted steps to become a visible
 player in European market for fused alumina and silicon carbide
 microgrits.  As a result exports grew by 48%. Several sales promotion
 initiatives were undertaken which opened up long term prospects. Steps
 have been taken to reduce delivery lead times by setting up a stocking
 point in Venlo. Apart from Europe, preliminary steps have been taken
 for gaining market entry in Asian and African markets.
 
 During 2008-09, export growth would continue to be driven by the
 marketing efforts of the overseas subsidiaries and also by the
 international sales teams based out of India. Export development effort
 would include participation in exhibitions, advertisements, flexing
 relationships with channel partners and direct visits to customers. The
 Company would particularly leverage its matrix of manufacturing
 facilities located across India, Russia and China to cater to the
 global market requirements.
 
                                              Rs. million
 
 Foreign Exchange Earnings                        870
 (including deemed exports)
 
 Foreign Exchange Outgo
 
 -  Capital Equipment                             226
 
 - Investment in subsidiary                       986
 
 - Raw materials and other payments              1103
 
 
 FINANCE AND HUMAN RESOURCES Finance
 
 The Indian economy witnessed significant hardening of interest rates
 during the year. Liquidity also remained tight. To counter the adverse
 impact of the tight monetary situation the company made increased use
 of low cost foreign currency credit facilities.
 
 The capital expenditure and acquisitions were financed by a mix of
 rupee and foreign currency long-term borrowings of about Rs 667
 million, asset disposals and accruals of current and past years. A
 large part of the foreign currency and interest rate risks have been
 hedged. Working capital requirements were met by a mix of concessional
 export finance and short term loans from the Company’s consortium of
 banks and foreign currency buyer’s credit. Servicing of all existing
 and new debt obligations were done on time.
 
 Interest cost increased from Rs. 71 million to Rs.  169 million on
 account of the increase in funding requirements resulting from the
 large capital investments, the spike in domestic interest rates and
 also the Reserve Bank’s restrictions on long term foreign currency
 loans which are cheaper than domestic rupee borrowings.
 
 During the year, CRISIL reaffirmed its long term rating of
 ‘AA/Positive’. For short term borrowings, the Company continued to
 maintain CRISIL’s highest ‘P1+’ rating.
 
 Human Resources
 
 The Heart of Change - the third phase of this strategic workshop was
 conducted to train the senior management as enablers and prepare them
 for the process of engaging everyone in the organisation to fuel and
 sustain greater growth.
 
 To expand our horizon and to take a premier position in the new global
 arena, Future Forward, a unique talent bank was conceived. A team
 comprising of individuals with diversified talents and cross industry
 experience was formed to create new business platforms addressing
 Future Markets & Future Customers.
 
 CUMI Leadership Program, a flagship initiative to continuously develop
 fast track managers into leaders is in a successful stage of
 completion.  Learnings from this program have already been implemented
 by the participants providing them not only with the opportunity to
 strengthen their leadership skills but also contributing to greater
 productivity and enhanced growth. Training on TPM, Six sigma, Lean
 Manufacturing etc, helped the participants to understand the value of a
 robust manufacturing process.
 
 In keeping with changing trends, and the expectations and profile of
 the workforce, it is important to change and align HR Practices to suit
 evolving market needs. With this objective, employees are being moved
 out of the purview of ‘unionized staff’ to new Self Managed Teams. This
 would provide them career progression and also a better status in
 society.
 
 Employee hiring, especially campus recruitments, have been done with
 societal interests in mind without any compromise on quality. The
 recruitment process focused on identifying talents from tier two cities
 across the country. It is believed that diverse young minds thus
 recruited, will strengthen CUMI’s talent pipeline.
 
 One of the focus areas is to bring in a diversified workforce and
 encourage employment of women.  In order to facilitate this objective,
 Mitr meaning ‘Friend’ – a forum to address the gender sensitive issues
 that women employees face at work, has been put in place.
 
 The total employee involvement programmes viz., SGA, CFT, Kaizen, 5S
 and Suggestion Schemes were continued. They were showcased and
 recognized in the grand finale of the year, CUFEST i.e. CUMI’s Annual
 Quality festival.
 
 The period under review also witnessed healthy and conducive
 relationship with shop floor employee. The total number of permanent
 employees at the end of the year was 1707 (previous year - 1543)
 
 GOVERNANCE Board of Directors
 
 Mr. S N Talwar retires by rotation at the forthcoming Annual General
 Meeting and is eligible for reappointment. Having completed 70 years of
 age, he has expressed his desire not to seek re-election in line with
 Board’s convention. Mr Talwar has been on the Company’s Board for 25
 years and the Board wishes to place on record its sincere appreciation
 for the contributions made by him to the Company during his long
 tenure.
 
 Mr. T M M Nambiar also retires by rotation at the forthcoming Annual
 General Meeting and is eligible for reappointment. He has also
 completed 70 years and has accordingly expressed his desire not to seek
 re-election in line with Board’s convention. The Board wishes to place
 on record its sincere appreciation for his contributions during his
 tenure.
 
 Auditors
 
 M/s Deloitte, Haskins & Sells, Chartered Accountants, Chennai retire as
 Auditors at the forthcoming Annual General Meeting and being eligible
 have expressed their willingness to be reappointed.
 
 Corporate Governance
 
 The report on corporate governance along with a certificate from the
 Auditors is annexed as required by the listing agreement with stock
 exchanges. The Managing Director and the Chief Financial Officer have
 submitted a certificate to the Board regarding the financial statements
 and other matters as required under clause 49 V of the listing
 agreement.
 
 Directors’ Responsibility Statement
 
 The directors’ responsibility statement as required under the Companies
 Act, 1956 is annexed to and forms part of this report.
 
 Corporate Social Responsibility
 
 A sum of Rs. 3 million was donated to M/s. A.M.M.  Foundation, which is
 a philanthropic organisation and manages nine institutions in the field
 of education and healthcare run on a non-profit basis. A sum of Rs. 1.5
 million was donated to A.M.M. Murugappa Chettiar Research Centre, which
 is a non-profit research organisation engaged in research related to
 improvement of rural areas and also executes consultancy work and
 research projects in the area of fisheries development, environmental
 education etc.
 
 As part of its commitment to society, the Company has been extending
 support for improving health and hygiene of the people living in and
 around some of the company’s plant locations, by conducting free
 medical and health awareness camps and distributing medicines.
 
 STATEMENT OF EMPLOYEES’ REMUNERATION
 
 The details of employees who were paid remuneration in excess of Rs.
 2,00,000/- per month or Rs. 24,00,000 per annum during 2007-08 are as
 follows:
 
 Name and Age         Designation/        Gross remunera-
                      Nature of           tion paid in
                      duties              07-08 (Rs.)
 
 1                       2                    3
 Ananthaseshan N      Vice President -    2,506,018
 (45)                 EMD
 
 Deepak Durairaj      Vice President      2,422,918
 (51)                 Intl Business &
                      Product Mgmt.
 
 Kishore N (54)       President -         5,417,515
                      Abrasives &
                      Technology
 
 Periakaruppan AR     Vice President -    2,593,393
 (58)                 Marketing -
                      Abrasives
 
 Rajagopalan R (50)   Vice President -    2,580,960
                      Marketing -
                      Ceramics
 
 Ravi P R (56)        President -         4,901,638
                      EMD & Ceramics
 
 Ramesh V (51)        Chief Financial     3,460,531
                      Officer
 
 Sitharam Koka(57)    Executive on        4,276,172
                      Deputation
 
 Srinivasan K (50)    Managing            6,961,155
                      Director
 
 
 Qualification        Date of              Previous
 and                  commence-            employment
 experience           ment of
 (years)              employment
 
 4                       5                     6
 
 M.Sc (Applied        19.02.86                 -
 Sciences),
 M.Tech Material
 Science (22)
 
 B.Tech Chemical      01.05.81                 -
 (27)
 
 M.Tech               16.06.95            Dy. General
 (Indl. Engg) (30)                        Manager -
                                          E I D Parry (India) Ltd.
 
 B.E.                 12.09.73                 -
 (Chemical) (35)
 
 B.E.                 01.04.82                 -
 (Mech.) (26)
 
 B.Sc. AICWA,         07.02.90            Dy. Finance
 MBA (34)                                 Manager,
                                          Madras
                                          Fertilisers Ltd.
 
 B.Com., AICWA,       15.11.06            President
 PGDBM (IIM)                              TVS Finance &
 (29)                                     Services Ltd.
 
 B.Sc. PGDBM          01.10.85            Regional Sales
 (IIM) (34)                               Manager
                                          Bakelite Hylam Ltd.
 
 B.Tech               30.01.02            Vice President
 (Mech) (28)                              Wendt (India) Ltd.
 
 Note
 
 a) Remuneration has been calculated in accordance with clarification
 given by the Department of Company Affairs in their circular No.23/76
 (No.8/27)(217A/75- CLV) dated 6th August 1976. Accordingly, perquisites
 have been valued in terms of actual expenditure incurred by the Company
 in providing benefit to the employees except in cases where the actual
 amount of expenditure cannot be ascertained with reasonable accuracy. A
 notional amount as per Income Tax Rules has been added in such cases.
 
 b) The above mentioned employees are not relatives (in terms of the
 Companies Act, 1956) of any director of the Company.
 
 c) (i) The persons mentioned above are wholetime employees of the
 company.
 
 (ii) Mr. K Srinivasan was appointed as Managing Director by the
 shareholders from 1.2.2006 till 31.1.2010. He is subject to all service
 conditions as applicable to any other employee of the Company including
 termination with 3 months notice.
 
 (iii) The nature of employment of other employees is contractual and
 terminable with 3 months notice.
 
 d) No employee of the Company is covered by the provisions of Section
 217(2A)(a)(iii) of the Companies Act, 1956
 
 EMPLOYEE STOCK OPTION SCHEME
 
 Pursuant to the approval accorded by the shareholders at the
 fifty-third Annual General Meeting of the company held in July 2007,
 the Compensation and Nomination Committee has formulated the
 Carborundum Universal Limited Employee Stock Option Scheme 2007. As
 required under the SEBI Regulations, the following details of this
 scheme as on 31.03.2008 are being provided:-
 
 Nature of Disclosure
 
 a. Options granted
 
 b. The pricing Formula
 
 c. Options vested
 
 d. Options exercised
 
 e. The total no of shares arising as a result of exercise of option
 
 f.  Options lapsed/surrended
 
 g. Variation of terms of Option
 
 h. Money realised by exercise of Options
 
 i. Total no of Options in force
 
 j. (i) Details of Options granted to Senior Management Personnel
 
 Particulars
 
 13,65,700 Options have been granted during the year (in two tranches
 i.e. on 29.09.2007 and 28.01.2008). Each Option, upon vesting, gives
 the grantee a right to subscribe to one equity share of Rs. 2/ each of
 the company. The number of options that would vest in each grantee is
 based on the annual performance rating for each financial year and as
 per the following schedule :- % of the total Date of vesting number of
 options
 
 20% One year from the date of grant
 
 20% Two years from the date of grant
 
 30% Three years from the date of grant
 
 30% Four years from the date of grant
 
 The Options carry a right to subscribe to equity shares at the latest
 available closing price on the Stock Exchange in which there was
 highest trading volume, prior to the date of grant of the Options.
 
 Nil
 
 Nil
 
 13,65,700 equity shares assuming all Options are exercised.
 
 Nil
 
 No variation has been done
 
 Not applicable since none of the Options have been exercised till
 31.03.2008
 
 13,65,700
 
 Name and Designation            No. of Options
                                 granted
 
 K. Srinivasan                   221,900
 
 Managing Director
 
 N. Kishore                      138,300
 President - Abrasives and
 Technology
 
 P.R. Ravi                        91,900
 President - Ceramics and EMD
 
 V. Ramesh                        91,900
 Chief Financial Officer
 
 M. Muthiah                       48,800
 Vice President - HR
 
 (ii) Any other employee who received a grant in any one year, of
 Options amounting to 5% or more of the total Options granted during the
 year.
 
 (iii) Employees who were granted Options, during any one year, equal to
 or exceeding 1% of the issued capital of the company at the time of
 grant k. Diluted Earnings Per Share (EPS) pursuant to issue of shares
 on exercise of Option calculated in accordance with Accounting Standard
 AS - 20
 
 l. (i) Difference between the compensation cost using the intrinsic
 value of the stock Options (which is the method of accounting used by
 the company) and the compensation cost that would have been recognized
 in the accounts if the fair value of Options had been used as the
 method of accounting.
 
 (ii) Impact of the difference mentioned in (i) above on the profits of
 the company
 
 (iii) impact of the difference mentioned in (i) above on the EPS of the
 company
 
 m.(i) Weighted average exercise price of Options
 
 (ii) Weighted average fair value of Options
 
 n. (i) Method used to estimate the fair value of Options
 
 (ii) Significant assumptions used (weighted average information
 relating to all grants):- (a) Risk-free interest rate
 
 (b) Expected life of the Option
 
 (c) Expected volatility
 
 (d) Expected dividend yields
 
 (e) Price of the underlying share in market at the time of option grant
 
 Nil
 
 Nil
 
 Rs. 10.41
 
 The employee compensation cost for 2007-08 would have been higher by
 Rs. 21.68 million had the company used the fair value of Options as the
 method of accounting instead of the intrinsic value.
 
 The profit before tax for 2007-08 would have been lower by Rs. 21.68
 million had the company used the fair value of Options as the method of
 accounting instead of the intrinsic value.
 
 The basic and diluted EPS would have been lower by Rs. 0.15
 
 Rs. 182.87 per equity share
 
 Rs. 66.85 per equity share Black-Scholes model
 
 7.50%
 
 Varies from 2.5 years to 5.5 years depending on the date of vesting
 
 43.23%
 
 2.53%
 
 Rs. 182.87 per equity share
 
 The certificate from the Statutory Auditors under the Securities and
 Exchange Board of India (Employees Stock Option and Employees Stock
 Purchase Scheme) Guidelines, 1999, confirming that the Carborundum
 Universal Limited Employees Stock Option Scheme 2007 has been
 implemented in accordance with the guidelines and shareholders
 resolution will be placed before the shareholders at the ensuing Annual
 General Meeting.
 
 ACKNOWLEDGEMENT
 
 The Board places on record, its appreciation for the cooperation and
 support received from shareholders, customers, dealers, suppliers,
 employees, government authorities, banks and joint venture partners.
 
                                   On behalf of the Board
 
 Chennai                               M M MURUGAPPAN
 30th April 2008                         Chairman
 
Source : Religare Technova

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