The Directors have pleasure in presenting 14th Annual Report on the
 business and operations of the Company, together with the Audited
 Accounts for the financial year ended 31st March, 2011.
 
 1. FINANCIAL RESULTS
 
 The financial results of the Company are given below: 
                                                   (Rs. in Million)
 
 Particulars             Consolidated              Standalone
                         for the year ended      for the year ended
                     31-03-2011  31-03-2010   31-03-2011    31-03-2010
 
 Income from 
 Operations           21987.02     19759.45    21366.57     19500.43
 
 Other Income            51.73        64.00       57.48        63.37
 
 Expenditure          21090.75     18349.20    20457.74     18083.06
 
 Profit Before Tax      948.00      1474.27      966.31      1480.74
 
 Less Provision for 
 Tax                    357.40       503.96      337.52       490.76
 
 Profit After Tax       469.09       915.92      507.28       935.61
 
 Profit available for
  Appropriation        2734.04      2604.23     2707.49      2564.80
 
 Transfer to General 
 Reserves :             270.70       261.50      270.70       256.50
 
 Equity Dividend_        92.38         9238       92.38        92.38
 
 Tax on Dividend         15.70        15.70        1570        15.70
 
 Balance carried to 
 Balance Sheet         2355.25      2234.64     2328.70      2200.21
 
 EPS (inRs.)              2.54         4.96         275         5.06
 
 During the year under review, your Company has achieved a sales and
 other income (standalone) of Rs. 21,424.05 Millions as compared to Rs.
 19,563.80 Millions during year ended 31.03.2010. The standalone profit
 after tax of the company during the year under review is Rs. 507.28
 million as against Rs. 935.61 million for the year ended 31.03.2010.
 
 The consolidated turnover of the company including its subsidiaries and
 Joint Ventures amounts to Rs. 22,03875 Million during the year under
 review as against Rs. 19823.45 million and the profit after tax on
 consolidated basis comes to Rs. 469.09 Million during the year under
 review as against Rs. 915.92 million for the year ended 31.03.2010.
 
 2. DIVIDEND:
 
 Keeping in mind the overall performance and the prospects for your
 company, the Directors wish to maintain the dividend at Rs. 0.50 per
 share of face value Rs. 2/-, entailing a payout of Rs. 92.38 Million.
 The corporate dividend tax amounts to Rs. 15.70 Million. The dividend
 if approved, would be paid to all the members whose names appear in the
 list of members as of record date, i.e. 17th June 2011.
 
 3. MANAGEMENT:
 
 i) BOARD COMPOSITION
 
 The Board lays emphasis on transparency in its activities, and quality
 outputs. It ensures that the principles of good corporate governance
 are adhered to strictly at all times. There were no changes in the
 composition of the Board for the financial year ended 31st March, 2011.
 Two of the directors, Mr. K. Kannan and Mr. P. Venkatesh, are retiring
 by rotation in the ensuing Annual General Meeting and Mr. P. Venkatesh
 being eligible, offers himself for reappointment. However, Mr. Kannan
 is not offering himself for reappointment.
 
 ii) CORPORATE SOCIAL RESPONSIBILITY:
 
 As part of corporate social responsibility, a special coaching session
 was conducted at Gopalapuram Hr. Secondary School, Chennai to improve
 the academic performance of economically poor students in VI to X
 Standard in various subjects.  The Managements Sarva Siksha Abhiyan
 was implemented in various projects sites during the current year. A
 job fair was organized at Tirunelveli during July 2010.
 
 On 15th August 2010, a blood donation camp was organized by the company
 in association with Lions Club Hyderabad. A medical camp was organized
 at Bangalore Region, New Delhi region, Chennai Airport expansion
 Project site and Chennai Airport Cargo project site during the year.
 
 iii) GROWTH PARAMETERS:
 
 The orders on hand as of date is about Rs. 49,675.43 Million (2010:
 33,916 Million). Some of the major orders are listed hereunder:.
 
 i) Thermal Power Plant Nellore - 3540.00 Million 
 CCCL Ed ac Energy Limited
 
 ii) Chennai Metro Rail         - 2345.00 Million
 Chennai Metro Rail Limited
 
 iii) Airport Goa               - 2047.00Million
 Airport Authority of India, 
 New Delhi
 
 iv) Kolkata Metro Rail         - 1457.00 Million
 Kolkata Metro Rail Limited
 
 The above four orders put together is of worth Rs. 9389 Million.
 
 4.  DIRECTORS
 
 Mr. P. Venkatesh and Mr. K. Kannan, Directors, retire by rotation at
 the ensuing Annual General Meeting, and Mr. P. Venkatesh being
 eligible, offers himself for reappointment. However, Mr. Kannan is not
 offering himself for reappointment. The Board places on record its
 sincere gratitude to Mr. Kannan for his immense contribution to the
 Board and the Company in the fields of finance, taxation and
 administration. The Board also wishes him a long and healthy life
 ahead.
 
 The profile of the retiring director Mr. P. Venkatesh is given in
 Annexure -II
 
 Your Directors recommend the reappointment of Mr. P.  Venkatesh as
 Director at the ensuing Annual General Meeting
 
 5.  AUDITORS
 
 The Auditors, M/s. Murali Associates, Chartered Accountants, Chennai
 who were reappointed as statutory auditors to hold office until the
 conclusion of the ensuing Annual General Meeting, have merged with
 A.S.A. & Associates, New Delhi and are called A.S.A. & Associates with
 effect from 01.02.2011. The members have approved the change in the
 Audit Firm consequent to merger, through a postal ballot conducted in
 March 2011. The audited accounts for the FY 2010-11 are being signed by
 A.S.A & Associates. The
 
 Board recommends that A.S.A & Associates be appointed as statutory
 auditors for the FY 2011-12. A Certificate from the A.S.A & Associates,
 has been received to the effect that their appointment, if made, would
 be within the limits prescribed under Section 224(1 B) of the Companies
 Act, 1956.
 
 6.  CORPORATE GOVERNANCE:
 
 CCCL is committed to good corporate governance and it understands and
 respects its fiduciary role in the corporate world. The Compliance
 Report on Corporate Governance and a certificate from the Auditors of
 the Company regarding compliance of the conditions of Corporate
 Governance as stipulated under clause 49 of the listing Agreement with
 the Stock Exchanges is furnished as part of Corporate Governance
 Report.
 
 Certificate of the CEO/CFO, inter alia, confirming the correctness of
 the financial statements, compliance with Companys Code of Conduct,
 adequacy of the Internal Control measures and reporting of matters to
 the Audit Committee in terms of Clause 49 of the Listing Agreement with
 the Stock Exchanges, is enclosed as a part of the Annual Report
 elsewhere.
 
 7.  PARTICULARS OF EMPLOYEES u/s217(2A)
 
 The information as per Section 217(2A) of the Companies Act, 1956, read
 with Companies (Particulars of Employees) Amendment Rules, 2011 forms
 part of this Report. However, as per the provisions of Section
 219(l)(b)(iv) of the Companies Act, 1956, the Report and the Accounts
 are being sent to all shareholders, excluding the Statement of
 Particulars of Employees under Section 217(2A). Any shareholder,
 interested in obtaining a copy of this statement, may write to the
 Company Secretary at the Registered Office of the Company.
 
 8.  DIRECTORS RESPONSIBILITY STATEMENT
 
 The Board of Directors hereby state under Section 217(2AA) of the
 Companies Act,1956 that:
 
 a) In the preparation of the Accounts for the year ended 31st March,
 2011, the applicable accounting standards have been followed along with
 proper explanation relating to the material departures, if any;
 
 b) The accounting policies have been consistently applied and such
 judgments and estimates have been made that are reasonable and prudent
 so as to give a true and fair view of the state of affairs of the
 Company at the end of the financial year and of the Profit of the
 Company for that period;
 
 c) Proper and sufficient care was taken 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) The accounts have been prepared on a going concern basis.
 
 9.  FIXED DEPOSITS
 
 The Company has not accepted or renewed any fixed deposit from the
 public during the year under review.
 
 10.  DEPOSITORY SYSTEM:
 
 As you are aware, the company has an agreement with the National
 Securities Depository Limited (NSDL) and Central Depository Services
 India Limited (CDSL) to enable the shareholders to hold shares in
 dematerialized form. About 97% of the total equity shares have been
 dematerialized with NSDL and CDSL asof 31stMarch2011 as detailed
 hereunder:
 
 Summary of Shareholding as on 31/03/2011
 
 Category              No. of               Total            %
                      Holders               Shares       to Equity
 
 PHYSICAL               159                5885031        3.184933%
 
 NSDL                 12730              175977680       95.237755%
 
 CDSL                  4984                2914514        1.577312%
 
 Total                17873              184777225          100.00%
 
 12. EMPLOYEES STOCK OPTION PLAN (ESOP) SCHEME
 
 Of the vested options in the year 2007 (314000 shares out of options
 granted 395000 shares), 94550 equity shares of Rs. 2/- each had been
 transferred to the employees who had exercised their options during May
 2010 as first installment of 35%. For second installment of 35%, of the
 vested 108340 shares, 161 employees had exercised their options for
 91225 shares of Rs. 2/- each in April 2011. The balance shares
 available for grant with the Trust is 1064225 shares as of date. The
 Company had allotted 1250000 shares to CCCL Employees Welfare Trust.
 
 A certificate from the auditors stating that the scheme has been
 implemented in accordance with the SEBI Guidelines and is in accordance
 with the resolution passed by the Company in the General Meeting,
 pursuant to Clause 14 of Part A of SEBI (ESOS and ESPS) Guidelines,
 1999 is enclosed in the annexure to Corporate Governance Report.
 
 A detailed disclosure pertaining to this Scheme is given in
 Annexure-III.
 
 13.  SUBSIDIARIES:
 
 As required under the provisions of Section 212 of the Companies Act,
 1956, a statement of the holding companys interest in the subsidiary
 companies is attached as Annexure-I and form part of this report.
 
 In view of the general exemption granted by Central Government vide MCA
 circular No.2/2011 dated 8th February 2011 under Section 212(8) of the
 Companies Act, 1956, the required disclosures in respect of subsidiary
 companies are not enclosed along with this Report. However, we
 undertake that annual accounts of the subsidiary companies and the
 related detailed information shall be made available to shareholders of
 the holding and subsidiary companies seeking such information at any
 point of time. The annual accounts of the subsidiary companies shall
 also be kept for inspection by any shareholders in the Registered
 Office of the company and of the subsidiary companies concerned.
 
 14. REVIEW OF SUBSIDIARIES OPERATIONS
 
 (i) M/s.Consolidated Interiors Ltd.:
 
 During the year under review, the company has achieved a sales turnover
 of Rs. 509.90 Millions compared to Rs. 217.06 Millions achieved during
 the previous year registering an increase of about 135%.  The PBT
 variance from the previous year is 269%.  On a paid up share capital of
 Rs. 67.78 Millions, the EPS is Rs. 0.28 for the current year. The
 orders expected are to the tune of Rs. 561 Millions.
 
                                                      (in Rs. Millions)
 Sl.           Particulars              31.03.2011        31.03.2010
 
 1.            Turnover                   509.90           217.06
 
 2.            Profit Before Tax            8.16             2.21
 
 3.            Profit After Tax             1.89             1.15
 
 4.            Order Book                 406.30           411.20
 
 5.            EPS (InRs.)                  0.28             0.17
 
 6.            Paid up Equity- share 
               capital                     67.78            67.78
 
 (ii) Noble Consolidated Glazings Ltd.
 
 During the year under review, the company has achieved a sales turnover
 of Rs. 603.50 Millions compared to Rs. 583.42 Millions achieved during
 the previous year registering an increase of about 3.44%. The PBT
 variance from the previous year is
 
 19.70%.  On a paid up share capital of Rs. 16.47 Millions, the EPS is
 Rs. 16.50 for the current year.
 
                                                  (in Rs. Millions)
 Sl.            Particulars         31.03.2011        31.03.2010
 
 1.               Turnover            603.50            583.42
 
 2.               Profit Before Tax    40.70             34.00
 
 3.               Profit After Tax     27.18             21.87
 
 4.               Order Book          254.00            396.85
 
 5.               EPS (InRs.)          16.47             13.26
 
 6.               Paid up Equity
                  share capital        16.50             16.50
 
 (iii) CCCL Infrastructure Limited:
 
 The company had been awarded Letter of Intent on 11th December 2010 by
 NTPC Vidyut Vyapar Nigam Limited (NVVN), the Nodal agency designated by
 Jawaharlal Nehru National Solar Mission. Following that, a Power
 purchase Agreement (PPA) has been signed with NVVNL, New Delhi. The
 project provides CCCL Infrastructure Ltd. an opportunity to set up a
 grid connected 5 MW capacity solar power project at Tuticorin district,
 Tamilnadu at a project cost of Rs. 60 crores. The power generated by
 CCCL Infrastructure Ltd. under Build Operate Transfer basis will be
 procured by NVVN for 25 years at Central Electricity Regulatory
 Commission approved tariff. The applicable CERC approved tariff rate
 for this project is Rs. 12.70 per unit. The project is expected to
 produce 8 million units of power annually and generate a cash inflow of
 Rs. 93.27 crores over the 25 year period.
 
 iv) CCCL Pearl City Food Port SEZ Limited
 
 This is a subsidiary of CCCL Infrastructure Limited. Enquiries are
 being received from parties with interest to establish food processing
 units like sea food, spices, tea, pulses and beverage concentrates. The
 Company has signed quite a few Memorandum of Understanding (Mou) with
 institutions to enable it to achieve a robust growth in the development
 of SEZ at Tuticorin.
 
 v) Delhi South Extension Car Park Limited
 
 This subsidiary was formed exclusively to execute the Automatic Multi
 Level Car Parking Project (BOT basis) in South Extension, New Delhi.
 The
 
 project cost envisaged is Rs. 270 crores. Pursuant to this, CCCL had
 entered into a concession agreement with Municipal Corporation of Delhi
 (MCD) on 14th March, 2011 to execute the above said project and
 thereafter, vide Board Resolution passed by the Management Committee on
 28th March, 2011, your Company has authorized Delhi South Extension Car
 Park Limited to function independently to execute the above said
 project.
 
 vi) CCCL Power Infrastructure Limited
 
 A separate subsidiary in the name of CCCL Power Infrastructure Services
 Limited was incorporated on 04.06.2010 with a view to execute power
 projects. During the year, there was a change in the name of the
 Company from CCCL Power Infrastructure Services Limited to CCCL
 Power Infrastructure Limited with effect from 31.12.2010. An associate
 Company named CCCL Edac Energy Limited has also been promoted and the
 same has received a BOP Package for thermal power plant for which your
 Company has received the civil package
 
 15.  MANAGEMENT DISCUSSION & ANALYSIS:
 
 For detailed operational review kindly refer to Management Discussion
 and Analysis and the Report on Corporate Governance, which forms part
 of this Annual Report.
 
 16.  RESOLUTION BEFORE THE AGM
 
 The Board places before the members a resolution for approval of a
 limit upto USD 100 Million for borrowings by way of private placement,
 issue of ADRs, GDRs, convertible and non convertible debentures, other
 securities to firms, bodies corporate, NRIs, FIIs, financial
 institutions, mutual funds etc. within the overall borrowing powers
 under Section 293(l)(d) of the Companies Act, 1956. The Board
 recommends the resolution.
 
 17.  DISCLOSURE U/S217(1)(E)
 
 Technology absorption, adaptation and innovation
 
 As the Company has not carried on any manufacturing activity, reporting
 under sec 217(l(e) of the Companies Act, 1956 read with Companies
 (Disclosure of particulars in the Report of the Board of Directors)
 Rules, 1988, with regard to conservation of energy and technology
 absorption doesnt arise.
 
 18. FOREIGN EXCHANGE EARNINGS AND OUTGO
 
                                                     (Rs.in Million)
 
 Particulars                       31.03.2011            31.03.2010
 
 i) Earnings:
 
 Foreign Exchange                     5.05                  0.92 
 
 ii)Outgo:
 
 a) Travelling expenses               3.06                   4.92
 
 b) Import of Equipment             386.61                 184.45
 
 c) Professional charges              4.78                  48.01
 
 d) Subscription                      0.07                   0.01
 
 e) License fee                       0.96                    Nil
 
 f)JV Expenses                       62.90                 108.40
 
 g) Overseas branch expenses          6.67                    Nil
 
 h) Reimbursement of expenses 
 to member of Herve Pomerleau 
 International CCCLJointVenture       5.05                   9.17
 
 Total                              470.10                 354.96
 
 19. ACKNOWLEDGEMENT
 
 Your Directors express their gratitude to the Bankers, Financial
 Institutions, government authorities, Stock Exchanges, regulatory
 agencies, and esteemed customers and suppliers for their co-operation,
 and support. The company immensely thanks its investors for their
 continued trust and patronage. The Board places on record its gratitude
 to Herve Pomerleu Inc., Canada for their support and coordination in
 execution of Airport Project at Chennai.
 
 The Management is thankful to its employees for their contribution to
 the company in tiding over difficult times and also for their unstinted
 enthusiasm in delivering quality output.
 
                                       For and on behalf of the Board
 
                                              R.Sarabeswar
                                                Chairman
 
 Place: Chennai 
 Date : April 28, 2011