Dear Shareholders,
 
 The Directors present the 30 th Annual Report togethert with the
 Audited Statement of Accounts of the Company for the year ended 31 st
 March, 2011.
 
 FINANCIAL RESULTS
 
                                                      (Rs. in Crores)
  
                              For the year ended    For the year ended
                               31 st March, 2011     31 st March, 2010 
 
 Net Sales & Other Income               1,672.82              1,570.70
 
 EBIDTA                                   349.26                360.15
 
 Depreciation                              67.25                 56.79
 
 Financial Expenses                         5.70                 25.49
 
 Expenses Amortised                         2.70                  2.69
 
                                          273.61                275.18
 
 Liabilities written back                      -                 21.38
 
 Exceptional items                             -               (23.31)
 
 Profit before tax                        273.61                273.25
 
 Provision for Taxes                        6.53                  7.09
 
 Profit after tax                         267.08                266.16
 
 Balance brought forward                   13.16                  7.00
 
                                          280.24                273.16
 
 Transfer to General Reserve              250.00                260.00
 
 Proposed Dividend                         13.45                     -
 
 Tax on Dividend                            2.18                     -
 
 Carried over to next year                 14.61                 13.16
 
 PERFORMANCE
 
 During the year under review, the Company has achieved net revenue of
 Rs. 1,673 crores as against Rs.1,571 crores in the previous year. After
 providing for interest, depreciation and tax, the net profit of the
 Company stands at Rs. 267 crores during the year under review as
 against Rs. 266 crores in the previous year.
 
 OPERATIONAL REVIEW
 
 Your Directors have pleasure to inform you that during the year under
 review the performance of the Integrated Steel Plant of the Company
 with capacities for Sponge Iron, Steel Melting, Ferro Alloys and Power
 Generation has been satisfactory. The Sponge iron production has
 registered an impressive growth largely due to capacity expansion which
 was completed in the later part of the previous financial year
 
 The Wire Rod Division of the Company has continued to give impressive
 performance primarily due to strong positioning of the Company''s
 product in the market. The Captive Coal mining operations have also
 performed exceedingly well during the year resulting into substantial
 cost reduction. Rigid PVC Pipes Division has further improved upon the
 performance and has achieved highest ever production during the year.
 
 FUTURE PROSPECTS
 
 The Company is further enhancing its sponge iron capacity by
 commissioning an additional module during the current financial year.
 The Company is in the midst of a major expansion in the Power
 generation capacity and is implementing a total capacity of 625 MW in a
 phased manner. The first phase of the project is getting
 
 completed and is expected to be commissioned by the next quarter. The
 subsequent phases have been taken for implementation and will be
 completed in due course of time.
 
 The Company has been making continous efforts to become self-reliant in
 iron ore supplies. In this direction, various steps have been taken so
 that the Company''s iron ore mines may get started soon. The Company has
 firmed up plans to improve upon the capacity utilization in the Heavy
 Structural and TMT Divisions of the Company in the current financial
 year. These steps along with capacity addition in the Sponge Iron and
 Power generation are expected to improve upon the operating margins of
 the Company substantially in the current financial year.
 
 ENVIRONMENT AND SOCIAL RESPONSIBILITY
 
 Company has always been committed towards its employees and the society
 by providing them a green and clean environment. It is focussed to
 reduce the pollutants and their impact on the environment on a
 continuous basis through controls on process, resource consumption,
 technology and adoption of environmental safe practises in addition to
 compliance of all relevant and applicable environmental legislations
 and regulations. With safety, health and environment protection high on
 its corporate agenda, the company is committed to conducting business
 with a strong environment conscience, so as to ensure sustainable
 development, safe work places and improve the quality of life of its
 employees, customers and the community.
 
 The Company believes in being proactive in achieving a balance between
 growth and social needs. The company has been continually supporting
 innumerable social and community initiatives, which has touched the
 lives of number of people positively in the surrounding areas by
 supporting environmental and health-care activities, family welfare,
 social, cultural and educational programmes, providing employment
 opportunities and recreational facilities.
 
 SHARE CAPITAL
 
 During the year under review, the equity share capital of the Company
 has increased by 1,27,94,800 equity shares of Rs. 10 each pursuant to
 conversion of Foreign Currency Convertible Bonds and equity warrants.
 
 DIRECTORS
 
 In accordance with the provisions of section 256 of the Companies Act,
 1956, Shri Manish Bahl and Shri Piyoosh Goyal are liable to retire by
 rotation at the ensuing Annual General Meeting. They are eligible for
 re-appointment and offer themselves for re-appointment.
 
 The terms of appointment of Shri V.P. Agarwal, Chairman and Managing
 Director and Shri G.L. Mohta and Shri Vipul Agarwal, Whole-time
 Directors is expiring and they are being re-appointed.
 
 Appropriate resolutions for the re-appointment of the aforesaid
 Directors are being moved at the ensuing Annual General Meeting which
 the Board recommends for your approval.
 
 DIVIDEND
 
 The Board has recommended dividend @ 10% per Equity Share on the
 13,44,88,514 Equity Shares of Rs.10 each of the Company for the year
 ended 31st March, 2011, subject to the approval of the Members at the
 ensuing Annual General Meeting.
 
 FIXED DEPOSITS
 
 Company has not accepted any deposits during the year under review.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Pursuant to the requirement under Section 217(2AA) of the Companies
 Act, 1956 with respect to Director''s Responsibility Statement, it is
 hereby confirmed:
 
 i). That in the preparation of the annual accounts for the financial
 year ended 31st March, 2011 the applicable accounting standards have
 been followed along with proper explanation relating to material
 departures;
 
 ii) That the Directors have selected such accounting policies and
 applied them consistently and made judgements and estimates that 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 and of the
 profit or loss of the Company for the year under review;
 
 iii) That the Directors have taken proper and sufficient care 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;
 
 iv) That the Directors have prepared the accounts for the financial
 year ended 31st March, 2011 on a ''going concern'' basis.
 
 AUDITORS
 
 M/s Chaturvedi and Partners, Auditors of the Company, retire at the
 forth coming Annual General Meeting, and being eligible, offer
 themselves for reappointment.  The Company has received a Certificate
 from the Auditors to the effect that their re-appointment, if made,
 would be within the limit prescribed under Section 224 (1B) of the
 Companies Act, 1956. Your Directors recommend their re-appointment as
 Auditors of the Company.
 
 AUDITORS'' OBSERVATIONS
 
 As regards Auditors'' observations in their Report, the relevant Notes
 on the Accounts are self-explanatory.
 
 PARTICULARS OF EMPLOYEES
 
 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.
 
 CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION
 AND FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 As required under Section 217 (1) (e) of the Companies Act, 1956 read
 with the Companies (Disclosure of Particulars in the report of the
 Board of Directors) Rules, 1988, a statement showing the information
 relating to the Conservation of Energy, Research and Development,
 Technology Absorption and Foreign Exchange Earnings and Outgo is
 enclosed and should be treated as a part of this report.
 
 CORPORATE GOVERNANCE
 
 The significance of Corporate Governance has always been recognized by
 the Company. A separate report on Corporate Governance and Management
 Discussion and Analysis alongwith a certificate from the Practising
 Company Secretary regarding compliance of the conditions of Corporate
 Governance as stipulated under Clause 49 of the Listing Agreement with
 Stock Exchanges is attached and forms part of this Report.
 
 ACKNOWLEDGEMENT
 
 Your Directors take this opportunity to offer their sincere thanks to
 shareholders, various departments of Central and State Governments,
 Financial Institutions, Banks, Customers and Suppliers for their
 continued support and look forward to having the same support in all
 our future endeavours.
 
 Your Directors place on record their sincere appreciation of the
 dedicated and significant contribution made by officers, staff and
 workers of the Company at all levels and look forward to their
 continued support.
 
                                                  By Order of the Board
 
 Place : New Delhi                                       V. P.  Agarwal
 
 Dated : 30 th May, 2011                   Chairman & Managing Director