To the Members,
 
 The Directors are pleased to present the 24th Annual Report along with
 Audited Accounts of the Company for the year ended 31 st March 2012
 
 FINANCIAL RESULTS
 
 The highlights of the financial results are as under: 
 
                                                     (Rs.in Crore)
 
                                          Year ended       Year ended
                                          31.03.2012       31.03.2011
 
 Revenue from Operations                   2291.69          1761.27
 
 Deprecation                                 20.08            18.49
 
 Profit Before Tax                          442.58           493.73 
 
 Provision for Taxation
 
 - Current                                  117.27           149.52
 
 - Deferred                                  14.57             1.40 
 
 Profit after Tax                           310.74           342.81 
 
 Income Tax adjustments relating to 
 earlier years/Wealth Tax                     0.01             1.15 
  
 Profit after Tax & Adjustments             310.73           341.66 
 
 Balance brought forward from previous
 year                                        96.12            53.64 
 Profit available for appropriations        406.85           395.30
 Appropriations:
 
 Proposed Dividend                           42.32            42.32
 
 Dividend Distribution Tax                    6.86             6.86
 
 Transfer to General Reserve                250.00           250.00
 
 Balance earned to Balance Sheet            107.67            96.12
 
                                            406.85           395.30
 
 DIVIDEND
 
 Your Directors are pleased to recommend a dividend of Rs. 6/- (120%) per
 equity share of Rs. 5/- each for the year ended 31 st March, 2012.
 
 The proposed dividend including Dividend Distribution tax will absorb 7
 49.18 Crore
 
 RESULTS OF OPERATIONS
 
 Revenue from Operations during the year increased to Rs. 2291.69 Crore
 against Rs. 1761.27 Crore in the previous year showing a strong growth of
 30%. Profit before tax for the year was Rs. 442.58 Crore as against Rs.
 493.73 Crore in the previous year. Profit after tax and adjustments for
 the year was Rs. 310.73 Crore as against Rs. 341.66 Crore in the previous
 year.
 
 EXPANSION
 
 Your Directors are pleased to inform that its new state of the art
 manufacturing facility of 6 Seamless plant at Vile-Bhagad Industna
 Area, Near Mangaon (Maharashtra) has commenced operations during the
 year under review. The Company is using MPM Technology which would
 provide good quality higher productivity and yield. The added advantage
 of this mill is that besides manufacturing dril pipes, ,t would be able
 to manufacture high thickness as well as long length pipes. This will
 help the Company to broaden its product base in Oil & Gas, Boiler and
 Automobile segment.
 
 The capacity of the plant is 200000 TPA and with this, total capacity
 to manufacture seamless pipes of the Company has increased to 550000
 TPA.
 
 With the commissioning of this facility your Company would be able to
 substantially improve its sales volume in coming years
 
 OTHER PROJECTS
 
 Your Company has also commissioned 5 MW (AC) Solar Power project on 6th
 January 2012. The project is located at Pokaran, District jaisalmer,
 Rajasthan.
 
 The project was allotted under jawaharlal Nehru National Solar Nission
 (jNNSN) by NTPC Vidyut Vyapar Nigam Limited (NWN), the Nodal agency
 under Ministry of New and Renewable Energy (MNRE).
 
 The plant is running succesfully and has acheived target level in short
 duration, which demonstrates the ability of your Company to execute
 projects efficiently
 
 Your Company is intensively working on backward integration project to
 make steel billets. The Company is contemplating various options
 including Greenfield project and exploring opportunity for acquisition
 in order to expedite the process and reduce the lead time involved in
 Greenfield project.
 
 Ministry of Coal, Govt of India, had allocated a Non Coking Coal
 Blockto the Company near Nagpur (Maharashtra) in a joint Venture
 Company named Gondkhar, Coal Mining Ltd., an important raw material to
 produce DRI required for Steel making. This would facilitate the
 proposed billet manufacturing operations.
 
 CONSOLIDATED FINANCIAL STATEMENTS
 
 In accordance with the Accounting Standard AS-21 on Consolidated
 Financial Statements read with Accounting Standard AS-23 on Accounting
 for Investments in Associates and AS-27 on Financial Reporting of
 Interest in joint Ventures, the Audited Consolidated Financial
 Statements are provided in the Annual Report.
 
 SUBSIDIARY COMPANIES
 
 Your Company has two wholly owned subsidiaries, namely Maharashtra
 Seamless (Singapore) Pte. Ltd., Singapore and Maharashtra Seamless
 Finance Ltd.
 
 The minutes of the Board meetings as well as statements of all
 significant transactions of the Subsidiary Companies are placed before
 the Audit Commitee / Board of Directors for its review.
 
 In accordance with the general circular issued by the Ministry of
 Corporate Affairs, Government of India, the Balance Sheet, Profit &
 Loss Account and other documents of the Subsidiary Companies are not
 being attached with the Balance sheet of the Company.  However the
 financial information of the Subsidiary Companies is disclosed in the
 Annual Report in compliance with the sad circular The Company will make
 available the Annual accounts of the Subsidiary Companies and the
 related detailed information to any member of the Company on
 requisition. The Annual accounts of the Subsidiary Companies will also
 be kept open for inspection at the registerd office of the Company and
 that of the respective Subsidiary Companies. The Consolidated Financial
 Statements presented by the Company include the financial results of
 the Subsidiary Companies.
 
 DIRECTORS
 
 Shr, U. C Agarwal and Shr, D. K. Pankh, Directors of the Company,
 retire by rotation at the ensuing Annual General Meeting and being
 eligible, offer themselves for reappointment.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 As required under Section 217(2AA) of the Companies Act, 1956, your
 Directors state:
 
 (i) that in the preparation of the Annual Accounts for the year ended
 31 st March, 2012, the applicable accounting standards have been
 followed;
 
 (ii) that the accounting polices selected and applied are consistent and
 the judgments and estimates made 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 financial year and of the profit of the Company for that period;
 
 (iii) that proper and sufficient care has been taken forthe 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 regularities; and
 
 (iv) that the Annual Accounts for the year ended 31 st March, 2012 have
 been prepared on a going concern basis,
 
 CORPORATE GOVERNANCE
 
 Pursuant to Clause 49 of the Listing Agreement with the Stock
 Exchanges, Corporate Governance Report along with Auditors'' Certificate
 regarding Compliance of conditions of Corporate Governance has been
 annexed as part of this Annual Report.
 
 MANAGEMENT DISCUSSION AND ANALYSIS REPORT
 
 A detailed analysis of your Compan/s performance is discussed in the
 Management Discussion and Analysis Report, which forms part of this
 Annual Report.
 
 AUDITORS
 
 M/s. Kanodia Sanyal & Associates, Chartered Accountants, the retiring
 Auditors, hold office until conclusion of the ensuing Annua General
 Meeting. The Statutory Auditors have confirmed their eligibility and
 willingness to accept the office on reappointment
 
 The observations of the Auditors are explained wherever necessary in
 the appropriate Notes on Accounts.
 
 COST AUDIT
 
 In conformity with the directives of the Central Government, the
 Company has appointed R j. Goel & Co, Cost Accountants as Cost Auditors
 under Section 233 B of the Companies Act 1956, for audit of cost
 accounts for Steel Tubes & Pipes business forthe year ended 31 st March
 2012.
 
 FIXED DEPOSITS
 
 The Company has not accepted any Deposits within the meaning of Section
 58A of the Companies Act, 1956 and the Rules made thereunder.
 
 CONSERVATION OF ENERGY.TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS
 AND OUTGO
 
 The information in accordance with the provisions of Section 2l7(l)(e)
 of the Companies Act, 1956, read with the Companies (Disclosure of
 Particulars in the Report of Board of Directors) Rules, 1988 is annexed
 hereto.
 
 PARTICULARS OF EMPLOYEES
 
 Particulars of employees, as required under Section 217(2A) of the
 Companies Act, 1956 read with the Companies (Particulars of Employees)
 Rules, 1975, as amended, forms part of this report. However, in
 pursuance of Section 2l9(l)(b)(,v) of the Companies Act, 1956, this
 report is being sent to shareholders of the Company excluding the
 aforesaid information. Any member interested in obtaining such
 particulars may write to the Company Secretary at the Corporate Office
 of the Company.
 
 ACKNOWLEDGEMENT
 
 Your Directors place on record their appreciation forthe assistance and
 co-operation received from Central Government, State Government of
 Maharashtra and all other Government agencies, ONGCL, Oil India, other
 PSUs, Banks, Insurance Companies, Credit rating agencies and
 Stakeholders..
 
 Your Directors wish to place on record their deep sense of appreciation
 forthe devoted contribution made by the employees at a levels.
 
                                          For and on behalf of the Board
 
 Place    :  Gurgaon                                           DP.JINDAL
 
 Dated    :  8th August, 2012                                   Chairman