The Directors have pleasure in presenting the Thirty First Annual
 Report together with Audited Accounts of the Company for Financial Year
 ended 31st March, 2011.
 
 FINANCIAL RESULTS
 
 The summarised financial results for the year are as under :
 
                                                     (Rs, in Lacs)
 
                                              2010 - 11       2009 - 10
 
 Sales (including other income)             1,60,064.04     1,33,288.13
 
 Profit before Depreciation                   33,807.44       27,708.34
 
 Less : a) Depreciation                        7,146.71        6,433.21
 
 b) Prior years adjustments (net)               175.99            1.73
 
 Profit before Exceptional Items              26,484.74       21,273.40
 
 Less : Exceptional Items                        338.09       (2,504.36)
 
 Profit Before Tax (PBT)                      26,146.65       23,777.76
 
 Less : a) Provision for Current Tax           5,591.98        6,839.61
 
 b) Provision for Deferred Tax                 1,851.26         (295.30)
 
 c) Provision for Wealth Tax                      41.00           28.65 
 
 Net Profit                                   18,662.41       17,204.80 
 
 Add : a) Balance brought forward             60,917.64       51,177.84
 
 b) Transferred from Debenture Redemption 
 Reserve                                         380.00          285.00
 
 Amount available for Appropriations          79,960.05       68,667.64 
 Appropriations
 
 
 a) Transferred to Debenture Redemption 
 Reserve                                       1,792.00        1,542.00
 
 b) Transferred to General Reserve             1,870.00        1,750.00
 
 c) Dividend on Equity Shares (net)            4,408.65        3,971.00
 
 d) Corporate Dividend Tax (net)                 663.92          487.00 
 
 Surplus carried to Balance Sheet             71,225.48       60,917.64 
 
 Sales (including other income) increased to Rs. 1,600.64 crores
 (including Rs. 268.86 crores from trading operations) as against Rs.
 1,332.88 crores (including Rs. 293.37 crores from trading operations)
 for the previous year. PBT for the year under review improved to Rs.
 261.47 crores as against Rs. 237.78 crores in the previous year. Net
 Profit for the current year was Rs. 186.62 crores as compared to Rs.
 172.05 crores in the previous year.
 
 DIVIDEND
 
 Considering the continued good performance of the Company during the
 year under review, your Directors recommend a dividend @ 50 % i.e. Rs.
 5.00 per share (Previous Year 45% i.e. Rs. 4.50 per share) on Equity
 Shares of Rs.10/- each of the Company for year ended 31st March, 2011.
 The proposed dividend (including Corporate Dividend Tax) will absorb
 Rs. 51.26 crores.
 
 SECURED DEBENTURES
 
 In accordance with the terms of issue of Secured Non-Convertible
 Debentures of Rs. 10 lakhs each aggregating Rs. 20 crores and Rs. 18
 crores, earlier issued in favour of Financial Institutions, your
 Company during the year under review has fully redeemed the Debentures
 on the due date 15th September, 2010 and 30th September, 2010
 respectively.
 
 During the year under review, for augmenting the long term resources
 and for meeting general corporate expenditure, your Company has issued
 Secured Non-Convertible Debentures of Rs. 10 lakhs each aggregating Rs.
 50 crores on Private Placement Basis and these Debentures are listed on
 the National Stock Exchange of India Limited. These Debentures carry
 coupon rate of 9.31% and are due for repayment at the end of five years
 from the date of allotment as per the terms and conditions of issue.
 
 MANAGEMENT DISCUSSION AND ANALYSIS
 
 A report on Management Discussion and Analysis (MDA), which forms part
 of this Report, inter-alia, deals adequately with the operations as
 also current and future outlook of the Company.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 Pursuant to the provisions of sub-section (2AA) of Section 217 of the
 Companies Act, 1956 your Directors confirm that:
 
 (i) in the preparation of the annual accounts, the applicable
 accounting standards had been followed along with proper explanation
 relating to material departures, if any;
 
 (ii) the accounting policies selected had been applied consistently and
 judgements and estimates made were 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 on 31st March, 2011 and of the profit of the
 Company for that period;
 
 (iii) proper and sufficient care had been 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; and
 
 (iv) the annual accounts had been prepared on a going concern basis.
 
 CORPORATE GOVERNANCE
 
 Pursuant to Clause 49 of the Listing Agreement with the Stock
 Exchanges, a separate section titled Corporate Governance is attached
 to this Annual Report.
 
 SUBSIDIARY COMPANIES
 
 The Company has three subsidiaries viz. Smartchem Technologies Limited,
 Deepak Nitrochem Pty. Limited and Deepak Mining Services Private
 Limited.
 
 A statement pursuant to Section 212 of the Companies Act, 1956 in
 respect of these subsidiaries is appended to the Balance Sheet. In
 terms of General Circular No: 2 / 2011 dated 8th February, 2011 issued
 by the Ministry of Corporate Affairs, Government of India, the annual
 accounts and other reports specified in Section 212(1) in respect of
 the subsidiary companies have not been attached to the Balance Sheet.
 The Company will make available these documents/ details to the members
 of the Company and the subsidiary companies upon request made in this
 regard to the Company.  The Annual Accounts of the subsidiary companies
 will also be kept for inspection by any member of the Company at its
 registered office and also at the registered office of the concerned
 subsidiary company.
 
 In accordance with the requirements of Accounting Standard AS-21
 prescribed by the Institute of Chartered Accountants of India, the
 Consolidated Financial Statement of the Company and its subsidiaries is
 annexed to this Annual Report.
 
 INDUSTRIAL RELATIONS
 
 Industrial Relations during the year under review continued to be
 cordial.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 As required by the Companies (Disclosure of Particulars in the Report
 of Board of Directors) Rules, 1988 the relevant data pertaining to
 conservation of energy, technology absorption and foreign exchange
 earnings and outgo are given in Annexure forming part of this Report.
 
 DIRECTORS
 
 Dr. S. Rama Iyer, Shri N. C. Singhal and Shri S. R. Wadhwa, retire by
 rotation at the ensuing Annual General Meeting and being eligible,
 offer themselves for re-appointment.
 
 AUDITORS
 
 M/s. B. K. Khare & Co., Chartered Accountants, Mumbai, the Auditors of
 the Company hold office until the conclusion of the ensuing Annual
 General Meeting. The Company has received a letter from them to the
 effect that their appointment, if made, by the Company for the year
 2011-12 will be within the limit prescribed under Section 224(1-B) of
 the Companies Act, 1956. The Board of Directors commends their
 appointment.
 
 PERSONNEL
 
 As required by the provisions of Section 217 (2A) of the Companies Act,
 1956 read with the Companies (Particulars of Employees) Rules, 1975 as
 amended, the names and other particulars of employees are set out in
 the Annexure to the Directors Report. However, as per the provisions
 of Section 219(l)(b)(iv) of the said Act, the annual report and
 accounts are being sent to all members of the Company excluding the
 aforesaid information. Any member interested in obtaining such
 particulars may write to the Company Secretary at the Registered Office
 of the Company.
 
 IS ACKNOWLEDGEMENT
 
 Your Directors wish to place on record their sincere appreciation to
 the Governmental authorities, Companys bankers and customers, vendors
 and investors for their continued support during the year.
 
 Your Directors are also pleased to record their appreciation for the
 dedication and contribution made by employees at ail levels who through
 their competence and hard work have enabled your Company achieve good
 performance year after year and look forward to their support in the
 future as well.
 
 
 
 
 
 
                                    For and on behalf of the Board, 
 
                                                       C. K. MEHTA 
 
 Mumbai                                                   Chairman
 
 Dated 11th May, 2011