The Directors have pleasure in presenting the 27th Annual Report on
 the business and operations of the Company together with audited
 accounts for the financial year ended March 31, 2012.
 
 1. Financial Results and Appropriations
 
                                                     (Rs. in crore)
 
 Particulars                                 2011-12     2010-11
 
 (a)  Turnover (excluding excise duty)       6455.13     4647.43
 
 (b)  Gross Profit after Finance Cost
 but before Exceptional Items,
 
 Depreciation and Tax                         821.71      704.38
 
 (c)  Depreciation / Amortization             262.08      267.95
 
 (d)  Profit before Exceptional 
      Items and Tax                           559.63      436.43
 
 (e)  Exceptional items                         -           4.37
 
 (f)  Profit before Tax                       559.63      440.80
 
 (g)  Provision for Current Tax               127.48      159.93
 
 (h)  Provision for Deferred Tax              184.86      (44.31)
 
 (i)  Profit after Tax                        247.29      325.18
 
 (j) Balance of Profit Brought Forward        960.54      759.65
 
 (k) Transferred from Debenture
 
 Redemption Reserve                            -            3.12
 
 (l) Profit available for Appropriation      1207.83     1087.95
 
 (m) Appropriations:
 
 -  Tonnage Tax Reserve                        -            0.50
 
 -  General Reserve                            50.00       35.00
 
 -  Proposed Dividend on Equity Shares         79.08       79.08
 
 -  Tax on Dividend                            12.83       12.83
 
 (n) Balance Carried Forward to
 
 Balance Sheet                                1065.92     960.54
 
 2.  Operations:
 
 The financial year under review was a year of opportunities coupled
 with challenges. The performance of the Fertiliser Division of the
 Company was commendable both in terms of profitability and revenue.
 However, the Shipping and Textile Divisions have suffered due to
 overall dismal market scenario.
 
 The Company has achieved highest ever production and sales of Urea.
 Similar uptrend was observed in volumes and profitability from the
 trading activity. The Company has expanded its market reach by setting
 up its marketing office at Aurangabad which will cater to Maharashtra
 market.
 
 The Shipping Business has seen one of the worst years with bunker rates
 increasing sharply and asset and freight rates falling substantially.
 The time charter activity has also remained sluggish due to downturn in
 the market. This has severely impacted the performance of the Shipping
 business. The Company has six vessels (5 double hull and one single
 hull aframax tankers). The Company plans to dispose off the single hull
 vessel which is more than 23 year old.
 
 During the year, the Shipping Division of the Company has opted out of
 Tonnage Tax Scheme under the Income Tax Act, 1961 and will be assessed
 under the normal tax regime w.e.f. April 01, 2011. Consequently, the
 Company has ascertained deferred tax liability on the difference
 between the written down value of the fixed assets pertaining to the
 Shipping Division as per books of accounts and the Income Tax Act, 1961
 as on April 1, 2011 amounting to Rs.184.21crore which has been
 accounted for during the year. This non cash accounting charge has
 impacted the net profit of the Company during the Financial Year
 2011-12
 
 The Textile Division has faced high volatility in prices of raw
 material and yarn, movement of both the prices not being in tandem. The
 export markets have also remained sluggish during the year under
 review. All these factors have affected the performance of the Textile
 Division adversely.
 
 The detailed information on all the three business segments of the
 Company and the respective industries are given in the Management
 Discussion and Analysis Report attached as Annexure G to this report.
 
 3.  Dividend
 
 The Board recommends dividend @ Rs. 1.90 per equity share of Rs. 10
 each (Previous Year - Rs. 1.90 per equity share). The total outgo on
 this account will be Rs. 91.91 crore including dividend distribution
 tax.
 
 4.  ''Corporate Governance Report'' and Code of Conduct Your Directors
 confirm their ongoing commitment for adhering good corporate governance
 practices. Corporate Governance Report is attached as Annexure E.
 Auditors'' Certificate confirming compliance with the conditions of
 Corporate Governance is enclosed as Annexure D and Declaration of the
 Managing Director confirming compliance with the ''Code of Conduct and
 Ethics'' is enclosed as Annexure F.
 
 5.  Joint Venture
 
 Indo Maroc Phosphore S. A., Morocco (IMACID)
 
 IMACID is a joint-venture of your Company established in Morocco. The
 Company has a 33.33% shareholding, together with two other equal
 partners - Tata Chemicals Limited and OCP, Morocco. IMACID is engaged
 in the manufacture of phosphoric acid (P2O5) which it exports to India
 primarily to Tata Chemicals Ltd and Zuari Industries Ltd for
 manufacture of granulated DAP and NPK fertilizers.
 
 During 2011, the Company witnessed the highest ever production of
 429,622 MT of P2O5 against a design capacity of 430,000 MT P2O5 . Sales
 during the year 2011 were 4,12,950 Mt of P2O5 against the previous year
 sales of 355,977 MT. During the year 2011, IMACID achieved revenue of
 MAD 3325 million (Rs. 2096.33 crore) against revenue of MAD 2284.07
 million (Rs. 1246.69crore) achieved during the year 2010. IMACID earned
 profit after tax of MAD 366.49million (Rs. 231.06 Crore) during the
 year 2011 as against MAD 181.86 million (Rs. 99.26 crore) in the year
 2010.
 
 Strong financial performance and cash reserves facilitated payout of
 MAD 450 million (Rs.277.70 crore) as a special Dividend to its
 shareholders in March 2012 apart from dividend of MAD 62 million (Rs.
 38.26 crore) paid during the Year 2011.
 
 However, the plant has been shutdown from January 2012 onwards (except
 operations for some period in February 2012) due to adverse market
 conditions for its product. This opportunity was utilized to carry out
 crucial repairs to plant and equipment. The plant operations continue
 to remain suspended and shall start once the market conditions improve.
 
 6.  Subsidiaries
 
 (i) Chambal Infrastructure Ventures Limited and its Subsidiaries
 
 Chambal Infrastructure Ventures Limited (CIVL) was incorporated by
 your Company to venture into Power business. CIVL had established two
 down stream wholly owned subsidiaries viz. Chambal Energy
 (Chhattisgarh) Limited and Chambal Energy (Orissa) Limited for setting
 up power projects in the states of Chhattisgarh and Odisha,
 respectively. CIVL is in the process of identifying suitable land
 parcels for its project in Odisha and matter is being pursued with the
 concerned authorities. There was not much progress in its power project
 endeavors in the state of Chhattisgarh.
 
 (ii) CFCL Overseas Limited, Cayman Islands and its Subsidiaries
 
 CFCL Overseas Limited is a wholly owned subsidiary of your Company and
 a holding entity for software business. CFCL Technologies Limited, a
 main entity which controls the entire software business, is a
 subsidiary of CFCL Overseas Limited.  CFCL Technologies controls its
 software business through down stream subsidiaries mainly in USA and
 India.
 
 The year 2011 was a year of consolidation for software business in
 achieving a significant stabilization of the operating margin and
 profitability. Software business made significant interventions and has
 successfully contained losses in the business from first three quarters
 of the year 2011. Revenue of Software business dropped from USD 128.65
 million in 2010 to USD 92.85 million in 2011, primarily attributed to
 the decision to consciously terminate pure onshore accounts that had
 significantly depressed operating margins. The Software Business
 continued to make significant strides with continued focus on
 operational efficiency, cost cutting, organization building and
 consolidation which have enabled the Company to turn EBITDA positive
 from July - September quarter of 2011 onwards.
 
 CFCL Technologies and its subsidiaries follow the January to December
 Financial Year. The software business as a whole incurred a net loss of
 USD 19.98 million during the year 2011 as against net loss of USD 26.28
 million incurred in the year 2010.
 
 (iii) India Steamship Pte. Limited, Singapore and its Subsidiary
 
 India Steamship, Singapore does not own any vessel and operates through
 in-chartered vessels. During the year, the international shipping
 markets remained subdued forcing India Steamship, Singapore to contain
 its operations. The company operated an in-chartered vessel during
 first few months of the year 2011-12 and did not hire any vessel
 thereafter. India Steamship International FZE, UAE was incorporated
 during the year as a 100% subsidiary of India Steamship, Singapore at
 Hamriyah, Sharjah, UAE where tax regulation is liberal. The new entity
 has not yet commenced its operation.
 
 During the year 2011-12, India Steamship, Singapore have earned a
 revenue of USD 2.89 million and incurred a loss (after tax) of USD 0.24
 million.
 
 (iv) India Steamship Limited, India (ISL)
 
 ISL has been incorporated on April 01, 2011 as subsidiary of your
 Company. During the year, there was not much activity in ISL.
 
 Exemption: The Government of India vide its circular dated February 08,
 2011 granted general exemption to the companies from attaching with
 Annual Report, the copies of the Balance Sheet, Profit and Loss
 Account, Board of Directors'' Report and Auditor''s Report of its
 subsidiaries. The Consolidated Financial Statements presented by the
 Company include the financial information of its subsidiaries, as
 applicable. The Company will make available the Annual Accounts of its
 subsidiaries along with relative detailed information upon request by
 investors of the Company or its subsidiaries. The Annual Accounts of
 the subsidiaries will be available for inspection by any shareholder at
 the corporate office of your Company and respective subsidiaries.
 
 7.  Health, Safety and Environmental Protection
 
 Health, Safety and Environmental protection has been given utmost
 priority since inception of your Company. With the objective of
 maintaining the highest Health, Safety, Environmental & Quality (HSEQ)
 standards, your Company has established and is maintaining an
 Integrated Management System (for Occupational HSEQ) based on OHSAS-
 18001:2007, ISO-14001:2004, ISO-9001:2008 and Process Safety Management
 system. The year 2011-12 was an accident free year. Your Company has
 achieved 9.03 million man hours (654 days) accident free working.
 
 (a) Health & Hygiene
 
 Your Company accords highest priority to health & hygiene of its
 employees and associates. Health assessment and occupational disease
 monitoring of employees and associates is done through periodic medical
 examinations.  The Company''s medical officer who is additionally
 trained in Occupational Health conducts a survey to properly assess the
 needs and appropriate proactive actions are taken.
 
 A well equipped medical centre in the campus at Gadepan works round the
 clock to provide Health Services to employees, associated contractor
 work force, their families and villagers in the vicinity of the plants.
 New equipment and services are added to continuously upgrade the health
 care. The plant and processes are continuously upgraded to improve work
 place and health standards.
 
 Necessary training was imparted to the employees and workers to enhance
 their awareness towards health related matters. Some of our employees
 are certified first-aiders. Many officers of the Company have been
 imparted fast track emergency response training on first aid and
 occupational health.
 
 (b) Safety Management
 
 A strong occupational-health and safety management system
 OHSAS-18001:2007 is in place in your Company to ensure safety of
 employees, contractor workforce as well as equipment and machinery. The
 township at Gadepan is also OHSAS-18001:2007 certified. Your Company
 has implemented Process Safety Management System (PSM) developed by
 Occupational Safety & Health Administration,
 
 USA (OSHA) in its operation for proactive identification, assessment &
 control of hazards. PSM is not mandatory but was adopted by your
 Company to fulfill its quest for highest safety standards in its
 operations. Process incidents were reviewed as per PSM guidelines and
 trainings and audits were conducted for overall improvement.
 
 In order to keep its safety system agile and updated, extensive
 trainings were conducted by internal & external expert faculties on
 rescue, fire fighting & emergency handling, electrical safety, material
 handling, road safety, etc.
 
 The scheme of Near- Miss & Make-to-Good reporting is in place in
 your Company which not only creates awareness among the workforce but
 also gives an opportunity to identify and correct possible safety
 concerns.  The safety reward system has been reviewed and widened
 during the year to further strengthen the safety culture in the
 Company. To improve safety work culture and bring reduction in injuries
 more and more workers of associated contractors were involved in safety
 promotional activities & trainings.
 
 As a special drive, a safety improvement project has been undertaken by
 your Company for bagging plant in association with a consultant. The
 concept of Behavior Based Safety (BBS) has been introduced and is
 working satisfactorily through selected BBS Champions. During shutdown
 maintenance, extensive safety trainings and supervisions were conducted
 by associating experts.  Personal Protective Equipments (handgloves,
 dust mask, ear plugs, etc) were provided free to all contract workers.
 
 Various initiatives were taken by your Company towards overall safety
 improvement, such as adding new safety & emergency handling equipments,
 additional safety procedures, visitors'' safety film, screening of
 Environment, Health and Safety (EHS) documentary for township
 residents, pictorial booklet depicting dos & don''t for bagging plant,
 fire alarm system upgradation, etc.
 
 Your Company has a well-defined Onsite Disaster Management Plan. The
 flip chart defining roles & responsibilities of key personnel was
 reviewed, revised & updated during the year. Regular mock drills & fire
 drills were conducted to check the emergency preparedness.  The Company
 executives regularly visit near-by companies and consultations are held
 with them to share information and learn from each other''s experience
 and improve.
 
 (c) Environment Management
 
 Environment protection is a top priority for the Company management.
 The urea & ammonia production activities and the township at Gadepan is
 ISO-14001:2004 certified.  Extensive environmental monitoring is
 carried out to ensure effective environment management. The endeavors
 of the Company for environment protection are as under:
 
 (i) Sustainable Development - Your Company is totally committed to
 sustainable development and has completed various environment related
 programmes like Rain Water Harvesting, Ground Water Recharging, Energy
 Conservation measures, Pollution Control, Use of Solar Energy, etc.
 
 (ii) Waste Management - Your Company continues to follow the 3R concept
 (Reduce, Re-use and Re-cycle) for waste management. Almost 100%
 condensates are recycled back to system. Treated waste water is used
 for maintaining green belt through a 65 kilometer long irrigation
 network spread all over the complex.
 
 Your Company has adopted best practices to manage solid/ hazardous
 waste disposal after proper categorization. Segregation of waste is
 ensured at source and separate bins have been created for collection of
 various categories of waste. Horticulture & domestic waste is converted
 to manure & used in the green belt. Recyclable waste is disposed to
 recyclers and all saleable items are sold to approved recyclers. Use of
 polythene bags is strictly prohibited in the Gadepan campus for many
 years.
 
 (iii) Green belt- The area surrounding Gadepan complex is experiencing
 a positive change in Ecology due to development of a dense green belt /
 forest inclusive of around 2.0 lac trees in an area of about 212
 hectares.  This has provided habitat to more than 100 species of birds
 which includes more than 700 peacocks.
 
 (iv) Water conservation-Your Company continuously works on various
 water optimization measures as our area is water scarce. Water audits
 and studies have been conducted through experts to explore more avenues
 of water conservation. Special efforts have been made in optimization
 of cooling water, fire water network, drinking water & de-mineralised
 water. The trend of consumption shows a continual improvement with the
 specific consumption of water at 4.82 cubic meters per MT of urea this
 year, as against 4.92 cubic meters per MT of urea during 2010-11, which
 is one of the best in the fertiliser industry. Water consumption norms
 for fertiliser industry is 8.0 cubic meters per MT of urea.
 
 (d) Quality Management
 
 Your Company is ISO 9001:2008 certified and adequate attention is
 accorded by your Company to maintain quality of end product and
 processes. Stringent monitoring of defined parameters of quality is
 ensured.
 
 (e) Health, Safety, Environment & Quality (HSEQ) Audits Teams of
 trained internal auditors regularly conduct HSEQ audits with special
 emphasis on health & hygiene, house keeping, safety, environment and
 quality. HSEQ systems are periodically audited by various external
 agencies of repute in line with your management approach of continual
 improvement. Surprise visits are conducted to plant and canteen to
 ensure highest standard of housekeeping & hygiene. Ammonia Storage
 safety systems have been upgraded based on review by the designer and
 Risk based Inspection is under progress. To extend and improve safety
 culture among our marketing team, all our Regional Marketing Offices
 have been audited during the year and staff has been trained on safety.
 
 (f) Achievements
 
 Your Company regularly participates in awards and national &
 international benchmarking surveys for independent assessment which in
 turn provides an opportunity for improvement. Your Company has received
 following prestigious awards during the year under review:
 
 - Environment Protection award for the year 2010-11 and 2009-10
 from Fertiliser Association of India (FAI).
 
 - National Award for Excellence in Water Management 2011 from
 Confederation of Indian Industries (CII) under the category Beyond the
 Fence.
 
 - National Award for Excellence in Energy Management-2011 from CII.
 
 - Rajasthan Energy Conservation Award 2011.
 
 - Special commendation, Golden Peacock Award for Sustainability-2011.
 
 8.  Corporate Social Responsibility (CSR)
 
 Your Company is committed towards the development of neighboring areas
 for improving the quality of life. To initiate and sustain meaningful
 actions in this regard, your Company has formed KK Birla Memorial
 Society to consolidate all Corporate Social Responsibility (CSR)
 activities. The Company has taken number of initiatives for the
 community development in consultation with local administration at the
 village, block and district levels.
 
 The Company''s CSR program is designed as per participatory planning
 process to involve stakeholders for sustainable development of the
 area. The focus of the Program is on formation and livelihood trainings
 of SHGs (Self Help Groups), Health & Hygiene, Human Health Care,
 Sanitation, Farmers education on Agriculture & animal husbandry,
 Livestock vaccination & breed improvement etc. Your Company has taken
 following initiative under the program:
 
 (a) Sanitation
 
 Your Company has initiated a project to improve sanitary practices
 through awareness campaigns and construction of toilets. Your Company
 has constructed 313 individual toilets for Below the Poverty Line
 families last year and another 402 toilets were constructed this year.
 Your Company has also constructed 1 0 girls'' toilets in 1 0 Government
 schools.
 
 (b) Community Health Care
 
 The Company operates a mobile Health Care Unit manned by a doctor and
 nursing assistant in 14 surrounding villages.  Ambulance facilities are
 also provided to community round the clock for taking patients to Kota
 hospitals in emergency situations. During this year, 222 such cases
 were attended through ambulance facility.
 
 During the year, 34,741 people were treated for different diseases. The
 Medical Center in Gadepan campus provides free service to people from
 surrounding areas.  The Company regularly organizes free medical camps
 by inviting specialists for attending various ailments and 2862
 patients benefited during the year under this program.
 
 (c) Education
 
 The Company is extending quality education to children from contiguous
 villages through Chambal Fertilisers DAV School (CFDAV). Over 47%
 students in this school are from such villages. During the year, CFDAV
 was upgraded to class 10th standard and got affiliated with Central
 Board of Secondary Education (CBSE).
 
 Your Company has recently adopted 24 primary & upper primary government
 schools of nearby 22 villages under Public Private Partnership Scheme
 of Government of Rajasthan. This initiative shall extend quality
 education to more children and shall endeavour to check drop out rates
 especially among girls.
 
 Your Company adopted Government Industrial Training Institutes (ITI) at
 Sangod during 2010-11. The Management of the ITI is run by the Company
 and nearly 100 students were placed with the corporates after
 completion of their ITI course. The company is upgrading the
 infrastructure of the ITI and it is planning to start 4 new courses
 from the academic year 2012-13.
 
 (d) Rural Infrastructure
 
 The Company has developed rural infrastructure by constructing pavement
 roads, drains, school boundary walls, community centers, crematoriums
 in Karadia, Simliya, Ballabhpura Gadepan, Ballabhpura, Bambhori and
 Kalarewa villages.
 
 (e) Reporting on triple bottom line performance
 
 With the aim to assess its Corporate Sustainability performance and
 initiatives, the Company had commenced reporting, annually, on its
 triple bottom line performance from Financial Year 2009-10. The Company
 has published A  sustainability report for the financial year 2010- 11
 in accordance with Global Reporting Initiative (GRI) guidelines. The
 sustainability report is externally assured by Ernst & Young Private
 Limited. The report gives a bird''s eye view on Sustainability
 performance of the Company and also offers an opportunity to assess and
 improve its sustainability initiatives.
 
 9.  Disclosure of Particulars
 
 Your Company believes that improvement is a journey with new milestones
 to be achieved on continuous basis. The Company makes continuous
 efforts to make the plants as energy efficient as possible and reviews
 various schemes to conserve energy on regular basis. The requisite
 information with regard to conservation of energy, technology
 absorption and foreign exchange earnings and outgo in terms of the
 Companies (Disclosure of Particulars in the Report of Board of
 Directors) Rules, 1988 is set out in Annexure A attached hereto.
 Information required to be furnished in Form A is not applicable to
 shipping industry. However, it is ensured that every measure is taken
 to save and conserve energy at all stages of operation of the vessels
 as well as in shore office. The Company has 6 Aframax Tankers out of
 which 5 are double hull and these ships are more energy efficient as
 compared to the old vessels.  The Shipping Division has no information
 to furnish in Form B regarding technology absorption.
 
 10.  Investor Service Centre
 
 The In-house Investor Service Centre of your Company located at New
 Delhi, continues to provide prompt investor service through quick
 resolution of investor grievances. The motto of ''high investor
 satisfaction'' is being pursued through pro-active actions like reaching
 out to investors regularly, timely reminders to investors about new
 corporate benefits, undelivered shares, unclaimed benefits, etc.
 
 The equity shares of your Company are listed at National Stock
 
 Exchange of India Limited and BSE Limited. The Company has paid annual
 listing fees to these Stock Exchanges for the year 2012-13.
 
 The members are requested to refer to general shareholders'' information
 given in Corporate Governance Report appended to this report.
 
 11.  Fixed Deposits
 
 Your Company has discontinued accepting new deposits with effect from
 July 1, 2008. As on March 31, 2012, your Company had 21 depositors with
 fixed deposits of Rs. 5.73 lac, who have not claimed their Fixed
 Deposit amount despite being reminded regularly.
 
 12.  Employee Stock Option Scheme
 
 The members of the Company had approved Employee Stock Option Scheme
 2010 (ESOS 2010) on August 27, 2010 for issue and allotment of
 options exercisable into not more than 41,62,000 equity shares of face
 value of Rs. 10/- each to eligible employees and Managing Director of
 the Company. Each option when exercised would be converted into one
 fully paid up equity share of Rs.  10 of the Company. The ESOS 2010 is
 administered by the Compensation Committee of the Board of Directors of
 the Company. Disclosure pursuant to the provisions of the Securities
 and Exchange Board of India (Employee Stock Option Scheme and Employee
 Stock Purchase Scheme) Guidelines, 1999 is given in Annexure - B.
 
 13.  Personnel
 
 Information in accordance with Section 217(2A) of the Companies Act,
 1956, read with the Companies (Particulars of Employees) Rules, 1975,
 forms part of this Report and is attached hereto as Annexure C.
 
 14.  Directors
 
 The Board has eight non-executive directors and a Managing Director.
 Two directors namely M/s. Dipankar Basu and C.S.  Nopany are due for
 retirement by rotation at the forthcoming Annual General Meeting. M/s.
 Dipankar Basu and C.S. Nopany are eligible and have offered themselves
 for re-appointment.  Ms. Radha Singh is also retiring at the
 forthcoming Annual General Meeting of the Company. These directors are
 not related to any other directors of the Company.
 
 The Company has received a notice in writing together with requisite
 deposit from a member proposing the appointment of Ms. Radha Singh as a
 Director of the Company, liable to retire by rotation.
 
 Other information on the directors is provided in Corporate Governance
 Report annexed to this Report as Annexure E.
 
 15.  Auditors
 
 The Notes on Accounts read with the Auditors'' Reports are self
 explanatory and therefore, do not call for any further comments or
 explanations.
 
 M/s. S. R. Batliboi & Co., Statutory Auditors and M/s. Singhi & Co.,
 Branch Auditors of Shipping Business of the Company, are retiring at
 the conclusion of the ensuing Annual General Meeting and being
 eligible, offer themselves for re-appointment. The above
 re-appointments, if made, will be in accordance with the provisions of
 Section 224 (1B) of the Companies Act, 1956.
 
 The Board of Directors of the Company appointed M/s. K.G.  Goyal &
 Associates, Cost Accountants for conducting audit of cost accounts of
 the Fertiliser Division of the Company for the financial year 2010-11
 and 2011-12. The Company has filed the Cost Audit Report for the
 financial year 2010-11 with the Ministry of Corporate Affairs,
 Government of India on September 1, 2011 as against the last date of
 filing on September 27, 2011.
 
 16.  Directors Responsibility Statement Your Directors hereby report:
 
 a) that in the preparation of the annual accounts, the applicable
 accounting standards have been followed alongwith proper explanation
 relative to material departures;
 
 b) that the Directors have selected such accounting policies and
 applied them consistently and made judgments and estimates that are
 reasonable and prudent so as to give a true and fair view of the state
 of affairs of the Company as at March 31, 2012 and of the profit of the
 Company for the year ended March 31, 2012;
 
 c) that the Directors 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;
 
 d) that the Directors have prepared the annual accounts on a going
 concern basis; and
 
 e) that the Company has adequate internal systems and controls in place
 to ensure compliance of laws applicable to the Company.
 
 17.  Consolidated Financial Statements
 
 In accordance with ''Accounting Standard 21 - Consolidated Financial
 Statements'', the consolidated financial statements form part of this
 Report & Accounts. These consolidated financial statements also
 incorporate the ''Accounting Standard 27 - Financial Reporting of
 interest in Joint Ventures'' issued by the Institute of Chartered
 Accountants of India. The consolidated financial statements have been
 prepared on the basis of audited financial statements received from
 subsidiaries and joint venture entity.
 
 18. Acknowledgements
 
 Your Directors wish to place on record their appreciation of the
 assistance and co-operation received from the Department of
 Fertilisers, Government of India, State Governments, domestic and
 International Financial Institutions & Banks and other stakeholders,
 whose continued support and co-operation has been instrumental in
 enabling the Company to achieve its goals. Your Directors also wish to
 place on record their sincere appreciation of the unstinted devotion,
 hard work and commitment of every employee of the Company.
 
                                            By order of the Board
 
 Place : New Delhi                                   S. K. Poddar
 
 Date  : May 12, 2012                                    Chairman