The Directors have pleasure in submitting their Seventeenth Annual
 Report and audited statements of accounts for the year ended 31st
 March, 2011.
 
 1.  FINANCIAL RESULTS
 
                                                            Rs.Lacs
 
                                               2010-11        2009-10
 
 Gross Turnover                              265208.80      224806.61
 
 Profit before depreciation and tax           19651.05       39676.80
 
 Less: Depreciation                           11273.34        8550.94
 
 Profit Before Tax                             8377.71       31125.86 
 
 Provision for Tax:
 
 - Fringe Benefit Tax
 
 -Current Tax                                  1650.00        5303.00
 
 Less: MAT Credit entitlement for 
 current year plus tax  adjustments for     (-)2186.79     (-)5297.00
 earlier years
 
 - Deferred Tax                                2510.00        8520.00 
 
 profit After Tax                             6404.50       22599.86 
 
 Add: Balance brought forward from the 
 previous year                                17181.76       14489.48 
 
 Less: On amalgamation                               -        (-)8.36 
 
 Less: Transfer to General Reserve              650.00       15000.00 
 
 Less: Transfer to Debenture Redemption 
 Reserve                                       1132.50              -
 
 Less: Dividend on Equity Shares 
 (including tax thereon)                       1625.43        4899.22
 
 Balance to be carried forward                20178.33^      17181.76
 
 2.  OVERALL PERFORMANCE
 
 Your Companys performance during the year under report has improved
 both in terms of production, sales quantity as well as turnover.
 However, due to depressed market condition prevailed in overall cement
 industry the profitability have depleted.
 
 The Companys turnover increased to Rs. 2652.09 Crore during the year
 compared toRs. 2248.07 Crore in previous year. Profit before Depreciation
 &Tax achieved at Rs. 196.51 Crore compared to Rs. 396.77 Crore inspite of
 increased volumes due to higher input cost and decrease in margin.
 
 3.  CONSOLIDATED FINANCIAL STATEMENTS
 
 The statement as required under Section 212 of the Companies Act, 1956,
 in respect of the subsidiaries of the Company viz. J.K.Cement
 (Fujairah) FZC and J.K.Cement Works (Fujairah) FZC is annexed and forms
 an integral part of this Report. Consolidated Financial Statements form
 part of the Annual Report and Accounts. In terms of General Circular
 Nos.2/2011 and 22/2011 and Boards decision, attaching of the Audited
 Balance Sheets as at March 31, 2011 as required under Section 212 (8)
 of the Companies Act, 1956 in respect of the subsidiaries of the
 Company have been dispensed with. However, the requisite information
 for each subsidiary has been disclosed.  The annual accounts of the
 subsidiary companies and the related detailed information will be made
 available to the investors of the Company seeking such information.
 
 4.  DIVIDEND
 
 Your Directors are pleased to recommend dividend ofRs. 2.00 per share for
 the financial year ended 31st March, 2011 compared to Rs. 6.00 per share
 paid for the financial year ended 31st March, 2010.
 
 5 OPERATIONS 
 
 Grey Cement
 
 During the year under report, production of grey cement in Rajasthan
 plants reduced by 7.3% at 3.68 Millon Tonnes as against 3.97 Million
 Tonnes during the pervious year, however taking together Rajasthan and
 Kamataka plant, production increased by 20% at 5.15 Million Tonnes
 compared to 4.29 Million Tonnes during pervious year. The contribution
 during the year was comparatively lower.
 
 White Cement
 
 Production of White Cement increased by 16.6% at 3.51 Lakh tonnes
 during the year compared to 3.01 Lakh tonnes while value added products
 registered increase of 55%. Sale was also in tandem with production.
 The contribution of both the products during the year was comparatively
 higher.
 
 6.  PROJECTS OF THE COMPANY
 
 EXPANSION INITIATIVES
 
 Your Company in its effort to add capacity has already proposed
 implementation of expansion of Grey Cement in North India. Now, it has
 been finalized to set up a brownfield cement project of capacity of 3.5
 MnTPA through an integrated unit of 8000 tpd clinker production at
 existing J.K.Cement Works, Mangrol site and a split located grinding
 unit at Jhajhar, Haryana in North India. The combined grinding capacity
 at integrated unit and split unit would be 4 MnTPA. The cost of the
 project is now estimated at Rs. 2326.65 Crore including captive power
 plant of 35 MW and Waste Heat Recovery Plant of 15 MW. The Company has
 already purchased land at Jhajhar and applied for lease of new
 limestone mining area close to Mangrol site. Work at site is likely to
 start in October, 2011 and tentative schedule for completion is
 December, 2014
 
 7.  PROJECTS OF SUBSIDIARY/JOINT VENTURE COMPANY IN HAND
 
 (a) Projects under Subsidiary Company:
 
 Cement Plant at Fujairah, UAE As reported last your Company had taken
 up establishment of a green field Grey Cement Plant in free trade zone
 at Fujairah, U.A.E. under its subsidiary, J.K.Cement Works (Fujairah)
 FZC, U.A.E.  which is a joint venture company with Fujairah Investment,
 an undertaking of Government of Fujairah holding 10% equity. However,
 in view of change in business scenario in U.A.E, the Company is now
 planningto set up a small size plant of white cement convertible into
 Grey Cement to produce grey and white cement both according to the
 market demand. The project report for the same is under preparation.
 After finalization of the report, proposal for funding would be taken
 up with the Banks who have shown interest to fund the project.
 
 (b) Project under Joint Venture:
 
 Captive Coal Biock in Maharashtra As reported earlier a Joint Venture
 Company viz. Bander Coal Company Private Limited (the JV Company) was
 incorporated with equity contribution of other two companies. The JV
 Company had filed application for grant of Mining Lease for extraction
 of Coal over an area of 1604.67 Hectare area in Distt. Chandrapur,
 Maharashtra. Steps for preparation of amended Mining Plan and other
 approvals including forest clearance has also been initiated.
 
 8.  FINANCE
 
 Duringtheyear under report your Company has availed additional Term
 Loan ofRs. 101.59 Crores and repaid Rs. 199.30 Crores. To augment long term
 finance, your Company also issued Secured Redeemable (redeemable in
 7th, 8th, 9th and 10th years) Non Conventible Debentures ofRs. 400 Crore
 on private placement basis.
 
 9.  CREDIT RATING
 
 For long term bank facilities CARE has maintained your Companys rating
 of CARE A+ and for short term bank facilities assigned PR1+ rating.
 
 10.  SUBSIDIARY COMPANIES
 
 A statement pursuant to Section 212 of the Companies Act, 1956 is
 annexed.
 
 11.  CORPORATE GOVERNANCE
 
 A report on Corporate Governance is enclosed as part of Annual Report
 alongwith the Auditors Certificate on its compliance.
 
 12.  PERSONNEL
 
 12.1 INDUSTRIAL RELATIONS
 
 The industrial relations duringthe period under review generally
 remained cordial at all Cement plants.
 
 12.2 PARTICULARS OF EMPLOYEES
 
 List of employees getting salary in excess of the limits as specified
 under the provisions of sub- section (2A) of Section 217 throughout or
 part of the financial year under review is annexed.  However, in terms
 of provisions of section 219(1) (b)(iv) of the Act, the Annual Report
 excluding the aforesaid information is being sent to all the members of
 the Company. Any member interested in obtaining such particulars may
 send the request to the Company at its Registered Office.
 
 13.  PUBLIC DEPOSITS
 
 Your Company has not invited any deposits from public / shareholders in
 accordance with the Section 58A of the Companies Act, 1956.
 
 14.  CONSERVATION Of ENERGY, TECHNOLOGY ABSORP- TION, FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 Particulars with regard to Conservation of Energy, Technology
 Absorption, Foreign Exchange Earnings and out go in accordance with the
 provisions of Section 217(l)(e) of the Companies Act, 1956 read with
 the Companies (Disclosures of particulars in the Report of Board of
 Directors) Rules, 1988 in respect of Cement plants are annexed and form
 part of the Report.
 
 15.  AUDITORS* REPORT
 
 Auditors Report to the shareholders does not contain any
 qualification.
 
 16.  ABRIDGED BALANCE SHEET
 
 The Company shall be sending Abridged Balance Sheet to all its members
 as permitted by SEBI guidelines dated 26th April, 2007. Full Balance
 Sheet shall be placed on Companys Website. Members, who are desirous
 of getting full Balance Sheet may send their request to the Company
 Secretary at the Registered Office address of the Company.
 
 17.  DIRECTORS
 
 The Board of Directors have reappointed Shri Yadupati Singhania as
 Managing Director & CEO at its meeting held on 28th May, 2011, for a
 period of 5 years w.e.f. 1st April, 2012 on the terms and conditions
 enumerated in the resolution being put for your approval.
 
 Three of your Directors namely Shri Ashok Sharma, Dr.  K.B.Agarwal and
 Shri J.P.Bajpai will retire by rotation at the ensuing Annual General
 Meeting and being eligible, offer themselves for reappointment..
 
 18.  DIRECTORS RESPONSIBILITY STATEMENT The Directors confirm that:
 
 (i) in the preparation of the annual accounts, the applicable
 accounting standards have been followed and that no material departure
 have been made from the same;
 
 (ii) they 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 at the end of the financial year and of the profit of the
 Company for that year;
 
 (iii) they have taken proper and sufficient care for 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
 
 19.  AUDITORS
 
 M/s. P.L. Tandon & Co., Chartered Accountants, Kanpur, Auditors of the
 Company, will retire from their office at the ensuing Annual General
 Meeting.  They are, however, eligible for re-appointment.  They have
 furnished a Certificate to the effect that their appointment will be in
 accordance with limits specified in sub-section (IB) of Section 224 of
 the Companies Act, 1956. You are requested to consider their
 appointment.
 
 20.  COST AUDITORS
 
 Cost Audit records have been maintained in respect of Grey Cement and
 White Cement for the year 2010-11.  Pursuant to the directives of the
 Central Government and provisions of Section 233B of the Companies Act,
 1956, qualified Cost Auditors have been appointed to conduct the cost
 audit of Cement units for the year 2010-11.
 
 21.  ACKNOWLEDGEMENTS
 
 Your Directors wish to place on record their appreciation for the
 valuable support received by your Company from Banks, Govt, of
 Rajasthan, Govt, of Kamataka and Central Govt. The Board also thanks
 the employees at all levels for their dedication, commitment and hard
 work put in by them for Companys achievements,
 
                                        FOR AND ON BEHALF OF THE BOARD
 
                                                   Gaur hari singhania
 
                                                              CHAIRMAN
 Place : Kanpur.
 
 Date : 28th May2011