India Cements

1 The Company had opted for the Tonnage Tax Scheme under the Income
 Tax Act, 1961, in the financial year 2007-08 and has opted out of the
 said scheme with effect from current financial year.
 
 2 There are no dues to Small Scale Industries which is outstanding for
 more than 30 days at the Balance Sheet Date computed on unit wise basi
 The above information regarding Small Scale undertaking has been
 determined to the extent such parties have been identified on the basis
 of information available with the Company and has been reliedupon by
 the Auditors.
 
 3 There are no dues to Micro, Small and Medium Enterprises which are
 outstanding as at the Balance Sheet date and there were no delays as
 per the provisions of the Micro, Small and Medium Enterprises
 Development Act, 2006 in payment of dues to such enterprises. The above
 information regarding Micro, Small and Medium Enterprises has been
 determined to the extent such parties have been identified on the basis
 of information available with theGorFfpany and has been relied upon by
 the Auditors.
 
 4 Note on Debt Restructuring:
 
 [a] The Corporate Debt Restructuring (CDR) Cell formed by the Reserve
 Bank of India approved a Debt Restructuring proposal for all debts
 other than public deposits with effect from 01-01-2003. The company
 during the year has prepaid some of the loans and the expenses /
 charges incurred in this regard aggregating to NIL (for FY 2007-08 -
 Rs. 48.14 Crores) has been debited to the Profit and Loss Account as
 extraordinary non-recurring expense.
 
 [b] The common documentation for creation of security between all the
 lenders and the company is yet to be executed.  Pending execution of
 common documentation between the lenders and the Company, the security
 clause under the loans have not been changed.
 
 5 The company had issued USD 75 Million Zero Coupon Foreign Currency
 Convertible Bonds [FCCB] which matures on May 12,2011. The bonds will
 not bear any interest and are convertible by holders into shares,
 subject to certain conditions. The net proceeds were used by the
 company for the purpose of Capital Expenditure and other purposes,
 including the repayment of existing debt, as permitted.under the
 applicable law or regulations.
 
 The conversion price will be Rs.305.57 Per Share with a fixed rate of
 exchange on conversion of Rs.44.77 Per USD and approximately 10988481
 Shares would be issuable on May 12, 2011, if the conversion option is
 exercised by the bond holders. If the bonds are not previously
 redeemed, converted or purchased and cancelled, the company will redeem
 each bond at 147.70 Percent of its Principal Amount on the Maturity
 date. The amount of premium on such redemption will be to the tune of
 Rs.18141.50 Lakhs.
 
 The Company, subject to fulfillment of certain conditions and obtaining
 requisite approvals, has an option to redeem the balance bonds in whole
 but not in part at any time on or after May 11, 2008 but not less than
 seven business days prior to Maturity date.
 
 6 The Company has as part of the initiatives to promote corporate
 image and its brands participated in the IPLT/20 tournaments with its
 team The Chennai Super Kings. The right to operate the franchise
 provides platform to build corporate and brant image especially in the
 context of the company becoming a Pan India Player.
 
 As a consideration for the right to operate the franchise, the company
 will have to pay a sum of USD 91 Million over a peric of 10 years
 commencing from 2008.
 
 As per the agreement, BCCI-IPL will share its income from the sale of
 media rights and sponsorship income with all ihs.  franchisees.
 
 In addition to the Central revenue as mentioned above the franchisee
 will also have local revenue like gate collections, team sponsorships,
 uniform sponsors etc.,
 
 The company capitalized the entire franchisee fee payable to BCCI-IPL
 as a Franchise Right. In regard to the other costs involved in
 operating the franchise like remuneration to the players,
 advertisements, promotions, etc., are treated as period costs and the
 revenues earned, will be accounted as and when incurred/earned.
 
 7 Pending finalisation of ongoing negotiations with various
 Banks/Financial Institutions, the claims towards Interest / Penai
 interest claims by Banks / Financial Institutions are under negotiation
 for waiver, amount not determinable.
 
 8 Related Party Disclosures:
 
 A. Names of the related parties and the nature of the relationship:
 
 (i) Subsidiary Companies:
 
 Industrial Chemicals and Monomers Ltd.
 ICL Financial Services Ltd.
 ICL Securities Ltd.
 ICL International Ltd.
 PT. Coromandel Minerals Resources (became a subsidiary during 2008-09)
 Trishul Concrete Products Limited (became a subsidiary during 2008-09)
 
 9 Employee Benefits:
 
 (b) Leave of absence and encashment:
 
 The company has different leaye plans including paid leave of absence
 plaris and encashment of leave plans for employees at different Grades
 and provision has been made in accordance with Accounting Standard 15.
 The total amount of provisioh available for the unavai led leave
 balances as at 31st March 2009 is Rs. 3107.22 lakhs. (As at 31st March
 2008 : Rs. 2872.21 lakhs).
 
 10 Note on Employees Stock Option Scheme, 2006:
 
 During the year 2006-07, the company announced Employees Stock Option
 Scheme, 2006 (ESOS 2006) to its employees, which came into force on 1st
 December 2006. As per the scheme, the eligible employees are entitled
 to apply for and be allotted to one equity share of Rs.10/- each, fully
 paid up, on payment of the Exercise price of Rs.50/- per Option, which
 vested with the option holders in 2 equal instalments on 1st December
 2007 and 1st December 2008. The vested options shall be exercised by
 the option holders within 1 year from the date of vesting.
 
 Under ESOS 2006, the maximum number of options to be granted in
 aggregate is not to exceed 15,00,000; of which the company issued
 14,79,000 options, to be vested with the option holders in two equal
 annual instalments. Out of the.  options vested on 1st December 2007
 and 1st December 2008, the option holders exercised their options for
 and were allotted fully paid up equity shares aggregating to 7,19,000
 (Previous year: 7,06,500) and 5,50,250 respectively, as at the Balance
 Sheet.
 
 The fair market price per equity share of the company on the date of
 vesting, i.e. 1sl December 2007 and 1st December 2008 were Rs.296.80
 and Rs.86.95 respectively. On vesting, the excess of fair market price
 over the price payable by the employees, per scheme, is charged to
 Profit and loss account by crediting Stock Options outstanding Reserve
 account and on allotment of shares, the corresponding amount is
 transferred from Stock Options outstanding Reserve account to
 Securities Premium, as per the Guidance Note issued by-The Institute of
 Chartered Accountants of India. Accordingly, employees cost has been
 debited with Rs.273.25 lakhs (Previous year: Rs. 1825.09 lakhs).
 
 11 Permission for exemption from disclosure of foreign exchange
 earnings and expenditure with regard to shipping operations has been
 received.
 
 12 Previous years figures have been regrouped wherever necessary.