The Directors have the pleasure of presenting the Thirteenth Annual
 Report and the Audited Accounts of your Company for the year ended 31st
 March, 2011.
 
 Your Company has been instrumental in shaping the growth of the natural
 gas sector in the country by mitigating the deficit and shortfall in
 domestic gas availability. In the supply- constrained natural gas
 market in India, your Company owns and operates the countrys first and
 largest LNG terminal at Dahej, Gujarat.  The Companys main thrust is
 on catalyzing the growth of Indian gas sector through enhancing the gas
 supply to satisfy the needs of existing consumers as well as to develop
 new consumers. While making sincere efforts to further leverage the
 potential of imported LNG in the Indian market and striving to be the
 nations key energy provider, your Company continues to maintain a
 steady growth in its financial and operating performance during the
 year 2010-11.
 
 FINANCIAL PERFORMANCE
 
 In 2010-11, your Company has achieved substantial growth, both in
 turnover and profit. The turnover during the year under review was Rs.
 13197.28 Crores against Rs. 10,649.09 Crores in 2009-10. Gross margin
 stood at Rs. 1464.04 Crores against Rs. 1,082.16 Crores in the previous
 year. Net profit during the year was Rs. 619.62 Crores against Rs.
 404.50 Crores in the previous year. The emphasis on higher capacity
 utilization, higher sales and better operational efficiencies led to
 increased profitability. A summary of the comparative financial
 performance in the fiscal 2010-11 and 2009-10 is given below:
 
                                               (Rs. in crores)
 
 Particulars                             2010-11        2009-10
 
 Turnover                                13197.28      10,649.09
 
 Other Income                               67.96          97.83
 
 Total Revenue                           13265.24      10,746.92
 
 Cost of Import                          11801.20       9,664.76 
 of LNG
 
 Gross Margin                             1464.04       1,082.16
 
 Salary and Other                          179.81         137.87 
 Operating Expenses
 
 Finance Charges                           193.13         183.93
 
 Depreciation                              184.68         160.86
 
 Profit before Taxation                    906.42         599.50
 
 Provision for Tax /                       286.80         195.00
 
 Deferred Tax
 
 Profit after Taxation                     619.62         404.50
 
 Earnings per Share                          8.26           5.39
 (Rs. / Share)
 
 DIVIDEND
 
 Keeping in view the consistent performance and financial position of
 the Company, the Directors are pleased to recommend a dividend of 20%
 on the paid-up share capital of the Company for the year ending 31st
 March 2011.
 
 LNG SOURCING
 
 With an aim to quench Indias growing gas demand, stemming primarily
 from high-priority sectors such as power and fertilizer, and armed with
 expanded facilities at the Dahej LNG Terminal, your Company has been
 engaged in sourcing additional volumes of LNG on long-term, medium-term
 and spot basis for its downstream customers. Your Company continued to
 maintain excellent relations with most of the global LNG suppliers for
 import of LNG supplies. Your Company intends to diversify sources of
 LNG to ensure security of supplies. For the unutilized capacity at
 Dahej LNG Terminal as well as for the expected capacity at the
 Greenfield Kochi Terminal, your Company is in constant touch with
 various LNG suppliers to source LNG volumes beyond the present 7.5
 MMTPA imported from Qatar. To meet the growing additional requirement
 of natural gas in country, your Company has also executed short-term
 deals with various global LNG suppliers for approximately 1.5 MMTPA.
 Constant efforts are being made to supply RLNG to feed the demand
 created due to shortage in domestic supplies and demand generated from
 new projects.
 
 OPERATIONS AT DAHEJ
 
 During the financial year 2010-11, your Company has imported 125
 cargoes (including 9 spot cargoes) representing 7.98 MMTPA and 412.21
 Trillion British Thermal Units of regasified LNG was sold. Your Company
 has also provided regasification services to 7 LNG Cargoes to Gujarat
 State Petroleum Corporation and 4
 
 LNG cargoes to GAIL (India) Limited representing 28.14 Trillion British
 Thermal Units during the financial year 2010-11.
 
 Additional LNG Jetty at Dahej
 
 The capacity utilization of Dahej Terminal is increasing and the
 operational practices are at par with the highest international
 standards. The Company has commenced construction of second LNG Berth
 (Jetty) in Dahej to mitigate associated risks of port operations of
 existing jetty and also to enhance the capacity of terminal from its
 existing capacity of 10 MMTPA. The two EPC contracts for the
 construction of jetty were awarded in January, 2011, and the jetty is
 scheduled for commissioning by end of September, 2013.  Presently, the
 EPC contractors are carrying out basic engineering activities for
 construction of marine and top side works for the same.
 
 Shipping Arrangement
 
 Presently, three LNG tankers (Disha, Raahi and Aseem) are regularly
 bringing LNG cargoes from RasGas, Qatar, to Dahej as per schedule.
 These three ships are transporting the contracted quantity of 7.5 MMTPA
 of LNG.
 
 The Shipping Corporation of India (SCI) is a major equity partner in
 the ship-owning companies. Disha and Raahi have been manned,
 managed/maintained and operated by SCI since December 2008. SCI is
 manning Aseem since delivery. K-Line is providing technical management
 from delivery to first dry dock and is training SCI for management of
 Aseem.
 
 Pilot Project for Supply of LNG in Cryogenic Vehicles
 
 Your Company has successfully completed the pilot project which was
 started in year 2007, for loading of LNG in cryogenic road tankers.
 During the year, 689 tankers were loaded and supplied to customers in
 the states of Gujarat and Maharashtra.
 
 Direct Marketing of LNG
 
 For consumers not connected with gas pipe, your Company has initiated
 steps to market the LNG directly to consumers across the country
 through overland transportation using LNG trucks/ hubs. This direct
 marketing model is prevalent in several parts of the world and is an
 effective way of reaching out to far-flung consumers in urgent need of
 fuel supply. The concept makes use of the already existing road network
 as against setting up of complex pipeline network.
 
 LNG TERMINAL AT KOCHI
 
 The construction of the Greenfield LNG Receiving, Storage and
 Re-gasification Terminal at Kochi is in progress. The capacity
 initially envisaged was 2.5 MMTPA. In January, 2011, the Company
 awarded contract for additional re-gasification facilities to handle
 and re-gasify an additional 2.5 MMTPA LNG to the present Regas
 contractor, taking the total capacity of Kochi LNG Terminal to 5 MMPTA.
 Civil works of the storage tanks being built by IHI Corporation, Japan,
 are nearing completion. Mechanical works are in progress with
 hydrostatic test being planned in June, 2011. The Marine facilities,
 being built by AFCONS Infrastructure Ltd., India, are also in an
 advanced stage of completion. Work is under progress in the
 Re-gasification facilities awarded to CTCI, Taiwan.  Civil works on
 buildings and structures as well as piping and equipment erection are
 in progress. At present, nearly 3000 workers are working at the site.
 The terminal of 5 MMTPA capacity is slated to be commissioned in the
 third quarter of 2012.
 
 FINANCING
 
 During the year, the Company has re-financed its entire long- term
 rupee loan of Rs. 3,000 Crores from a consortium of Indian lenders. In
 the process, the Company could achieve substantial savings in its
 interest costs.
 
 Further, the Company has successfully made drawdown of
 
 USD 200 Million from International Finance Corporation (IFC), USA.  The
 company, in order to limit the risks of fluctuation in interest rates
 and currency, has entered into Cross-Currency Swap Transactions
 consisting of exchange of both interest and principal for a component
 of the IFC loan.
 
 As on 31st March, 2011, a loan of Rs. 3,034 Crores is outstanding in
 the Books of Account which consist of Rs. 1522 Crores from Indian
 lenders, Rs. 590.62 Crores from Asian Development Bank and Rs. 922
 Crores from International Finance Corporation.
 
 MISSION & VISION OF THE COMPANY
 
 As the business environment is rapidly changing, during this year, your
 Board of Directors along with valuable contributions and suggestions by
 the officers and employees, revisited the and approved the following
 Vision & Mission Statements of the Company which is now a shared
 vision:
 
 Vision Statement
 
 To be a key energy provider to the nation by leveraging companys
 unique position in the LNG value chain alongwith an international
 presence.
 
 Mission Statements
 
 • Create and manage world-class LNG infrastructure
 
 • Pursue synergetic business growth opportunities
 
 • Continue excellence in LNG business
 
 • Maximize value creation for the stakeholders
 
 • Maintain highest standards of business ethics and values
 
 FUTURE PLANS
 
 Considering the substantial demand of natural gas in the country, your
 Company is planning to construct one more LNG terminal on the east
 coast. The Company has already assessed the market demand in the region
 and is now looking for a suitable location and would initiate Detailed
 Feasibility Report for building a LNG Terminal on the east coast.
 
 SOLID CARGO PORT AT DAHEJ
 
 A Solid Cargo Port, through a Joint Venture Company, namely, Adani
 Petronet (Dahej) Port Private Ltd., is being implemented in which your
 Company holds 26% of the equity. The port is now mechanically complete
 and the initial operations have already commenced. The Solid Cargo Port
 would have facilities to import/ export about 15 MMTPA capacity of bulk
 products like coal, steel and fertilizer.
 
 GAS-BASED POWER PROJECT
 
 The Company is planning to set-up a power plant of 1200 MW capacity at
 Dahej contiguous to its existing LNG Terminal. The Government of
 Gujarat has already earmarked 50 hectares of land for the same. The
 Detailed Feasibility Report and integration study with existing LNG
 terminal have been completed. Also, your Company is in the process of
 completion of various pre- project activities such as sea water
 utilization study, fresh water option study etc. The Ministry of
 Environment and Forests (MoEF) has issued Terms of Reference (TOR) for
 preparing various reports including EIA for its approval for power
 plants. The commercial arrangements for sale of power are being
 finalized.
 
 DEPOSITS
 
 During the year, your Company did not accept any deposits from the
 public under Section 58A of the Companies Act, 1956.
 
 EMPLOYEE PARTICULARS
 
 Pursuant to provisions of Section 217 (2A) of the Companies Act, 1956,
 read with the Companies (particulars of employees) Rules 1975, the
 names and other particulars of employees are set out in the annexure to
 the Directors Report.
 
 CORPORATE GOVERNANCE
 
 As required under Clause 49 of the Listing Agreement with the Stock
 Exchanges, the Report on Corporate Governance together with Auditors
 Certificate regarding Compliance of the SEBI Code of Corporate
 Governance is annexed herewith.
 
 MANAGEMENT DISCUSSION AND ANALYSIS
 
 The Annual Report also contains a separate section on the Management
 Discussion and Analysis which is a part of the Directors’ Report.
 
 INDUSTRIAL RELATIONS
 
 Your Company continued to enjoy cordial relations amongst all its
 employees. No man days were lost due to strike, lock out etc.
 
 CONSERVATION OF ENERGY & TECHNOLOGY ABSORPTION
 
 All possible steps have been taken by your Company to achieve the
 objective of energy conservation and technology absorption.  Your
 Company’s engineers have been involved with the Consultants and the
 Contractors in all phases of design of Dahej & Kochi projects in order
 to ensure optimum conservation of energy and absorption of technology.
 
 DIRECTORS’ RESPONSIBILITY STATEMENT
 
 Pursuant to the provisions of Section 217(2AA) of the Companies Act,
 1956, the Directors hereby confirm:
 
 a) That your Company had followed the applicable accounting standards
 along with proper explanations relating to material departures in the
 preparation of the annual accounts;
 
 b) That your Company had selected such accounting policies and applied
 those consistently and made judgment 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 or
 loss account of the Company for that period;
 
 c) That your Company had taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Companies Act for safeguarding the assets of your
 Company and for preventing and detecting fraud and other
 irregularities; and
 
 d) That the accounts of your Company have been prepared on a
 going-concern basis.
 
 CHANGE IN THE BOARD OF DIRECTORS
 
 During the year under review, following are the changes among the
 Directors.
 
 Directors Resigned
 
 Name                                       Date of Resignation
 
 Shri P. Dasgupta, MD & CEO                 30th June, 2010
 
 Shri J. L. Zutshi, Director                2nd July, 2010
 
 Dr. A. K. Balyan,                          15th July, 2010
 
 Nominee Director of ONGC
 
 Shri S. Chakraborty,                       2nd August, 2010
 
 Nominee Director of ADB
 
 Shri Ashok Sinha,                          19th August, 2010
 
 Nominee Director of BPCL
 
 Shri D. J. Pandian,                        9th November, 2010
 
 Nominee Director of GMB
 
 Shri S. Radhakrishnan,                     6th January, 2011
 
 Nominee Director of BPCL
 
 Shri A. Sengupta,                          26th April, 2011
 
 Director (Finance & Commercial)
 
 Shri S. V. Narasimhan,                     30th April, 2011
 
 Nominee Director of IOCL
 
 Shri S. Sundareshan,                       5th May, 2011
 
 Chairman, PLL
 
 The Board placed on record its appreciation for the contributions made
 by all the above Directors including the support and guidance provided
 by Shri S. Sundareshan as Chairman of the Company.
 
 Directors Appointed
 
 Name                                 Date of Appointment
 
 Dr. A. K. Balyan, MD & CEO            16th July, 2010
 
 Shri D. K. Sarraf,                    9th August, 2010
 
 Nominee Director of ONGC
 
 Shri S. Radhakrishnan,                31st August, 2010
 
 Nominee Director of BPCL
 
 Shri Tapan Ray,                       21st November, 2010
 
 Nominee Director of GMB
 
 Shri R. K. Singh,                     18th January, 2011
 
 Nominee Director of BPCL
 
 Shri Apurva Chandra,                  22nd March, 2011
 
 Independent Director
 
 Shri G. C. Chaturvedi,                23rd May, 2011
 
 Chairman, PLL
 
 Shri A. M. K. Sinha,                  27th May, 2011
 
 Nominee Director of IOCL
 
 FOREIGN EXCHANGE EARNING AND OUTGO
 
 Your Company has incurred expenditure in foreign exchange to the extent
 of Rs. 11473.33 Crores during the year under review.  Foreign exchange
 earnings during the year were Rs. 0.63 Crores.
 
 AUDITORS
 
 M/s. V. Sankar Aiyar & Company will retire at the ensuing Annual
 General Meeting of your Company and, being eligible, offer themselves
 for re-appointment. The re-appointment, if made, for the financial year
 2011--12, will have to be by a Special Resolution as required under
 Section 224A of the Companies Act, 1956.
 
 ACKNOWLEDGEMENTS
 
 The Board of Directors thank and wish to place on record its
 appreciation of the Ministry of Petroleum and Natural Gas, Government
 of India, Government of Gujarat and Kerala, Promoters of the Company,
 RasGas, Exxon Mobil and other LNG suppliers, Offtakers & Consumers of
 re-gasified LNG and the employees of the Company at all levels, for
 their continued co- operation and unstinted support. The Directors want
 to express their sincere thanks to all the shareholders for the
 continued support and trust they have shown in the Management. The
 Directors look forward to a bright future with confidence.
 
                               On behalf of the Board of Directors
 
 Place: New Delhi                                (G C. Chaturvedi)
 
 Date : 1st June, 2011                                   Chairman