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Sterlite Industries (India) Directors Report, Sterlite Ind Reports by Directors
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Sterlite Industries (India)
BSE: 500900|NSE: STER|ISIN: INE268A01049|SECTOR: Metals - Non Ferrous
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Explore Sterlite Ind connections « Mar 10
Directors Report Year End : Mar '11
The Directors of your Company are pleased to present the 36th Annual
 Report, with the statement of the audited accounts for the financial
 year that ended on 31 March 2011.
 
 Financial Performance Summary
 
 The following table gives the financial highlights of your Company on a
 standalone basis according to the Indian Generally Accepted Accounting
 Principles (GAAP).
 
                                                       (Rs.in Crore)
 
 Year ended on March 31                     2011            2010
 
 Gross Turnover                         16,253.88         13,676.47
 
 Earnings before interest, tax 
 depreciation and amortisation           2,304.39          1,635.22
 
 Less: Interest                            277.46            263.25
 
 Gross profit                            2,026.93          1,371.97
 
 Less: depreciation and amortisation       152.65            150.64
 
 Exceptional items                           --              273.53
 
 Profit before tax                       1,874.28            947.80
 
 Taxation                                  454.57            116.30
 
 Net Profit for the year                 1,419.71            831.50
 
 Add: balance brought forward from the 
 previous year                           2,590.98          2,683.41
 
 Amount available for appropriation      4,010.69          3,514.91
 
 Appropriation:                     
 
 General reserve                           500.00            500.00
 
 Debenture redemption reserve               (8.50)             2.90
 
 Additional Dividend on ADS issued in 
 July 2009 (paid in September 2009)          --               53.54
 
 Proposed dividend on equity shares 
 (including dividend distribution 
 tax thereon)                              429.71            367.49
 
 Balance carried forward to next year    3,089.48          2,590.98
 
 Financial performance
 
 During the year under review, the gross turnover of your Company
 increased by 18.85% from Rs. 13,676.47 Crore to Rs. 16,253.88 Crore.  The
 increase in turnover by 18.85% was primarily due to the increase in the
 average Copper LME prices from US$ 6,112 / MT to US$ 8,138 / MT.
 
 TC / RC (Treatment Charges and Refining Charges) realisation in the
 financial year 2011 was 11.90 USc / lb, as compared to the 13.54 USc /
 lb in the previous year due to suppressed spot TC / RCs market.
 
 The earnings before interest, tax depreciation and amortisation for the
 same period increased by 40.92% from Rs. 1,635.22 Crore to Rs. 2,304.39
 Crore and the Net Profit increased by 70.74% from Rs. 831.50 Crore to Rs.
 1,419.71 Crore in the current year.
 
 Operational Performance
 
 The year under review was very challenging due to lower TC / RC and
 higher input costs, thereby reducing the product margin. Sulphuric acid
 and phosphoric acid realisation was higher as compared to the previous
 year in line, with the increasing sulphur prices. Production was also
 affected due to planned bi-annual maintenance shutdown and also due to
 temporary stoppage of the Tuticorin copper smelter as per the
 Honourable Madras High Court order, dated 28 September 2010 for closure
 of Tuticorin copper unit.
 
 The operational performance was as follows:
 
 Product                      2010-11     2009-10      Variance
 
 Copper Cathodes            3,03,991 MT  3,34,174 MT    (9.0%)
 
 Copper Rods                1,87,892 MT  1,96,882 MT    (4.6%)
 
 Sulphuric Acid             9,68,760 MT 10,36,353 MT    (6.5%)
 
 Phosphoric Acid            1,54,232 MT  2,05,844 MT   (25.1%)
 
 During the year under review, your Company consolidated its leadership
 position in domestic copper with record sales of 2,06,653 MT.
 Production of cathodes was 3,03,991 MT in the financial year 2011,
 lower by 9% year on year reflecting both the impact of the planned
 maintenance undertaken, the effect of lower copper grades in
 concentrate on production and temporary stoppage following the High
 
 Court order in end September 2010. On the Special Leave Petition (SLP)
 filed by the Company, Honourable Supreme Court of India stayed the
 operation of the order of Madras High Court directing closure of Copper
 Smelter at Tuticorin. The unit is currently operational at its full
 capacity. Your Company also exported 96,674 MT of copper, including
 exports of 31,377 MT of copper rods.
 
 Projects
 
 Copper Smelter - Four Lakh Tonnes Per Annum (4 LTPA) and 2 x 80 - 160
 MW Captive Power Plant
 
 The construction of the Captive Power Plant at Tuticorin is in progress
 and the first unit is now scheduled for commissioning in Q4 of the
 financial year 2011-12. While the Ministry of Environment & Forest
 (MoEF) clearance is in place for the 4 LTPA, the Copper Smelter
 Expansion Project at Tuticorin is being rescheduled, awaiting the
 consent from the State Pollution Control Board.
 
 TRANSFER TO GENERAL RESERVES
 
 Out of the total profit of Rs.1,419.71 Crore for the financial year
 2010-11, an amount of Rs. 500 Crore is proposed to be transferred to the
 General Reserve. The above transfer to general reserves is in
 compliance to the Companies (Transfer of Profits to Reserves) Rules,
 1975.
 
 DIVIDEND
 
 Your Directors are pleased to recommend a dividend of Rs. 1.10 per equity
 share of Rs. 1/- each (i.e. 110%) for the financial year 2010-11. The
 dividend, when approved at the ensuing Annual General Meeting, will be
 paid to those shareholders whose names appear on the register of
 members of the Company as on the Book Closure date.
 
 BONUS AND SPLIT
 
 The Board of Directors at its meeting held on 26 April 2010 approved
 sub-division of the Equity Shares from face value of Rs. 2/- each to face
 value of Rs. 1/- each and also a bonus issue in the ratio of 1:1 equity
 shares. The approval of the shareholders of the Company was obtained at
 the 35th Annual General Meeting held on 11 June 2010. The Record Date
 to determine the shareholders entitled for the stock split and bonus
 was 22 June 2010. The Committee of Directors, in their meeting held on
 23 June 2010, considered, approved and allotted 1,68,04,06,690 Equity
 Shares of Rs. 1/- each towards the bonus in the ratio of 1:1 equity
 shares.
 
 SHARE CAPITAL
 
 Pursuant to the shareholders approval at the 35th Annual General
 Meeting on 11 June 2010 and the Record Date of 22 June 2010, the
 Companys stock split from Rs. 2/- to Rs. 1/- and Bonus in the ratio of 1:1
 Equity Shares of Rs. 1/- was issued to the shareholders. The Companys
 issued and paid up capital increased to Rs. 336.12 Crore (consisting of
 3,36,12,07,534 Equity Shares of Rs. 1/- each) from Rs. 168.08 Crore
 (consisting of 84,04,00,422 Equity Shares of Rs. 2/- each).
 
 Acquisition of Zinc Mining Companies
 
 During 2010-11 the Company through one of its wholly owned subsidiaries
 completed the acquisition of Zinc assets of Anglo American Plc.
 (Anglo Zinc) comprising its Skorpion mines in Namibia, Lisheen mines
 in Ireland and its 74% owned Black Mountain mines in South Africa,
 which includes the Black Mountain mine and the Gamsberg project. These
 Zinc assets are an excellent operational and strategic fit with our
 existing zinc business and are expected to create significant long term
 value.
 
 Credit Rating
 
 CRISIL has upgraded its ratings of your Companys cash credit facility
 and non-convertible debentures to AA+/Stable from AA/Stable.  The
 upgrade reflects CRISILs expectation of significant improvement in the
 Companys capital structure than previously envisaged, and also
 reflects the groups continued strong business performance and the good
 progress in the groups ongoing projects. The rating on Sterlites
 short-term facilities has been reaffirmed at P1+. The treasury
 portfolio of fixed income investments has been evaluated as Very Good
 (highest safety from credit default on CRISILs 4 point scale). Strong
 credit ratings by Credit Rating agencies reflect the Companys
 financial discipline and prudence.
 
 CORPORATE GOVERNANCE AND ADDITIONAL INFORMATION TO SHAREHOLDERS
 
 The Company is committed to maintain highest standards of corporate
 governance. A separate report on Corporate Governance, pursuant to
 Clause 49 of the Listing Agreement with the stock exchange(s),
 Auditors Certificate on its compliance, including the Management
 Discussion and Analysis, and shareholders information, forms a part of
 this annual report.
 
 MANAGEMENT DISCUSSION AND ANALYSIS
 
 General Economic Outlook
 
 Global economic growth exceeded our expectation in the financial year
 2010-11, although the global economy remained volatile. Commodity
 prices declined at the start of the year but recovered in the second
 half as European Sovereign debt concerns receded and developed
 economies started to stabilise. Demand from Asian Economies remained
 robust and was key driver of growth.
 
 The strong growth story in India with consumption of basic commodities
 increasing throughout the year. From Sterlites perspective this meant
 our sustained investment in the down-turn of 2008-09, reaped rewards.
 Against the backdrop of this favourable increase in demand and strong
 prices, we delivered record production and a very strong set of results
 across our business as we focused on delivering operational excellence
 and sustained volume growth.
 
 Similar to last year, overall Indian copper demand grew by 4% in the
 financial year 2010-11. The demand of refined copper has been average
 in the second half of 2010-11, on account of rising LME and increasing
 gap between primary and secondary copper. Compared to the financial
 year 2009-10, in the domestic market, Sterlite recorded a 9% rise in
 sales of copper cathodes. There has been an increase in the consumption
 of refined copper to the extent of 5% in the transformer segment. SIIL
 enjoyed nearly 50% share across all the major segments-winding wire,
 transformers & cable segments during the financial year 2010-11. Growth
 in these major segments is well supported by the fact of increasing
 investments in the power sector in India. 32,512 MW of power capacity
 has been already added under the eleventh five year plan.
 
 Yet, over the span of the year, the Indian economy posted a remarkable
 recovery, not only in terms of overall growth figures but, more
 importantly, in terms of certain fundamentals, which justify optimism
 for the Indian economy in the medium to long term. Your Company also
 feels that the worst is over and is fully geared to take advantage of
 the improved economic indicators.
 
 A detailed Management Discussion and Analysis Report forming part of
 this report as required under Clause 49(IV)(F) of the Listing Agreement
 with the Stock Exchanges is provided in a separate section of this
 Annual Report.
 
 SUBSIDIARY COMPANIES
 
 Your Company had 36 subsidiary companies as on 31 March 2011.
 
 The shareholders may refer to the statement under Section 212 of the
 Companies Act, 1956 and information on the financial statements of
 subsidiaries appended to the above Statement under Section 212 of the
 Companies Act, 1956 in this Annual Report for further information on
 these subsidiaries.
 
 The Company undertakes that annual accounts of the subsidiary companies
 and the related detailed information be made available to shareholders
 of the holding and subsidiary companies seeking such information at any
 point of time. The annual accounts of the subsidiary companies are also
 kept for inspection by any shareholders at the registered office of the
 holding company and of the subsidiary companies concerned at the
 respective companies registered offices. A hard copy of details of
 accounts of subsidiaries to any shareholder shall be provided on
 demand.
 
 Members may write to the Company Secretary at Sterlite Industries
 (India) Limited, SIPCOT Industrial Complex, Madurai By-pass Road,
 Tuticorin - 628 002 to obtain a copy of the financial statements of the
 subsidiary companies.
 
 The consolidated financial statements, in terms of Clause 32 of the
 Listing Agreement and in terms of Accounting Standards 21, as
 prescribed by Companies (Accounting Standards) Rules, 2006 issued by
 Ministry of Corporate Affairs vide notification no. G.S.R. 739 (E) I
 dated 07 December 2006, also form part of this Annual Report.
 
 FIXED DEPOSITS
 
 Your Company has not accepted or renewed any fixed deposits under
 Section 58A of the Companies Act, 1956. No amount of principal or
 interest was outstanding as on 31 March 2011.
 
 DIRECTORS
 
 Mr. Sandeep Junnarkar retires by rotation at the ensuing Annual General
 Meeting scheduled on 23 July 2011 and is eligible offer himself a
 re-appointment. The brief profiles of Mr. Sandeep Junnarkar is given in
 the chapter on Corporate Governance.
 
 SECRETARIAL AUDIT REPORT
 
 A secretarial audit for the year 2010-11 was carried out by Dr. K. R.
 Chandratre, Practicing Company Secretary. The said secretarial audit
 unqualified report forms part of this Annual Report.
 
 The secretarial audit report confirms that the Company has complied
 with all the applicable provisions of the Companies Act, 1956,
 Depositories Act, 1996, Listing Agreements with the Stock Exchanges,
 Securities Contracts (Regulation) Act, 1956 and all the regulations of
 SEBI as applicable to the Company, including the Securities and
 Exchange Board of India (Substantial Acquisition of Shares and
 Takeovers) Regulations, 1997 and the Securities and Exchange Board of
 India (Prohibition of Insider Trading) Regulations, 1992.
 
 INFORMATION PURSUANT TO SECTION 217 OF THE COMPANIES ACT, 1956
 
 A.  CONSERVATION OF ENERGY, RESEARCH & DEVELOPMENTS, TECHNOLOGY
 ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 The particulars as prescribed 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 are set out as an
 annexure to the Directors Report.
 
 B.  PARTICULARS OF EMPLOYEES
 
 Pursuant to 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 as an
 annexure to the Directors Report. However, as per provisions of
 Section 219(1)(b)(iv) of the Companies Act, 1956, the report and the
 accounts are being sent to all the shareholders excluding the aforesaid
 information. Any shareholder desirous of obtaining such particulars may
 write to the Company Secretary at the registered office of the Company.
 
 C.  DIRECTORS RESPONSIBILITY STATEMENT
 
 As required under Section 217(2AA) of the Companies Act, 1956, your
 Directors hereby confirm that:
 
 In the preparation of the annual accounts, applicable accounting
 standards have been followed along with proper explanations relating to
 material departures;
 
 Such accounting policies have been selected and they have consistently
 applied them and made judgements 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 period;
 
 Proper and sufficient care for maintenance of adequate accounting
 records have been taken in accordance with the provisions of this Act,
 for safeguarding the assets of the Company, and for preventing and
 detecting fraud and other irregularities;
 
 The accounts are prepared on going concern basis.
 
 AUDITORS
 
 The statutory auditors of the Company, M/s. Chaturvedi & Shah,
 Chartered Accountants and M/s. Deloitte Haskins & Sells, Chartered
 Accountants, retire at the ensuing Annual General Meeting.
 
 M/s. Chaturvedi & Shah and M/s. Deloitte Haskins & Sells, Chartered
 Accountants have confirmed their eligibility and willingness to accept
 office of Auditors.
 
 The Audit Committee and the Board of Directors therefore recommend M/s.
 Chaturvedi & Shah and M/s. Deloitte Haskins & Sells, Chartered
 Accountants as statutory auditors of the Company for 2011-12 for the
 approval of shareholders.
 
 ADEQUACY OF INTERNAL CONTROLS
 
 The Company, as part of Vedanta Group, has a strong internal control
 system in place. The internal control system of the Company is
 supported by the Management Assurances Services (MAS) function. Your
 Company is having a documented Standard Operating System (SOPs) for
 procurement, project / expansion management, capex, human resources,
 sales and marketing, finance, treasury, compliance, Safety, Health and
 Environment (SHE) and manufacturing.
 
 An annual audit plan is drawn in consultation with the MAS team as
 approved by the Audit Committee. The internal controls system and
 mechanism is reviewed periodically to make it robust, so as to meet the
 challenges of the business. The Company has a system of carrying out
 internal audit, covering monthly physical verification of inventory,
 monthly review of accounts and a quarterly review of all business
 processes. To enhance internal controls, the internal audit follows
 stringent grading mechanism, focusing on the implementation of all
 recommendations of internal auditors. The internal auditors make
 periodical presentations to the Audit Committee, who review the same
 and ensure strict compliance.
 
 Our risk management framework acts as an effective tool in mitigating
 the various risks which our business are exposed in the course of their
 operations as well as in their strategic action. The risk management
 framework Turnbull Risk Matrix is designed to help the organisation
 meet its objectives through alignment of the operating controls to the
 mission and vision of the Company. The Company also has a well
 documented internal controls systems and disclosure control required
 for compliance to the Sarbanes Oxley Act of 2002.
 
 AUDITORS QUALIFICATION SYSTEM ON ACCOUNTS
 
 Notes to the accounts, as referred in the auditors report, are
 self-explanatory and consistently followed, and therefore do not call
 for any further comments and explanations.
 
 GROUP STRUCTURE
 
 Pursuant to intimation from the Promoters, the names of the Promoters
 and entities comprising Group are disclosed in the Annual Report for
 the purposes of the SEBI (Substantial Acquisitions of Shares and
 Takeovers) Regulations, 1997.
 
 DEPOSITORY SYSTEM AND LISTING OF SHARES
 
 Details of the depository system and listing of shares are given in the
 section Additional Shareholder Information, which forms a part of the
 Corporate Governance Report and is attached with the Annual Accounts.
 
 REGISTRAR AND SHARE TRANSFER AGENT
 
 M/s. Karvy Computershare Private Limited, Hyderabad, are the Registrar
 and Share Transfer Agent of the Company. Details of the depository
 system and listing of shares are given in the section Additional
 Shareholder Information, which forms a part of the Corporate
 Governance Report and is attached with the Annual Accounts.
 
 HUMAN RESOURCES
 
 Your Company, as a part of Vedanta group, believes that people are
 the biggest strength in line with its vision to create a world-class
 organisation. It focuses on learning and development, to enhance the
 knowledge & skill and preparing its people to face the challenges.
 During the year, your Company organised various training programmes and
 achieved an average of seven days of training for employees.
 
 CORPORATE SOCIAL RESPONSIBILITY
 
 The Company began the CSR activity twelve years ago. Sterlite believes
 that Corporate Social Responsibility (CSR) initiatives are a way to pay
 back societal debts and obligations. All our CSR activities are
 determined by the concept of Changing Lives, where we constantly
 endeavour to improve the quality of life of the communities where we
 operate. Our CSR activities are conceived to bridge gaps in society and
 help transform communities around our workplace and enhance the quality
 life of the people. The Company does its maximum contribution to uplift
 the quality of life of women, children and youth in our focus areas.
 
 A detailed report on the Corporate Social Responsibility of your
 Company is given in a separate section in this Annual Report.
 
 ACKNOWLEDGEMENTS
 
 Your Company maintained healthy, cordial and harmonious industrial
 relations at all levels. The enthusiasm and unstinting efforts of the
 employee have enabled your Company to remain at the forefront of the
 industry. The Directors place on record, their sincere appreciation for
 significant contributions made by the employees through their
 dedication, hard work and commitment towards the success and growth of
 the Company.
 
 The Directors also acknowledge the support and assistance extended to
 us by the Government of India, various state governments, and
 government departments, financial institutions, bankers, shareholders
 and investors at large, and look forward to having the same support in
 our endeavours.
 
 For and on behalf of the Board of Directors,
 
 Anil Agarwal
 
 Chairman
 
 Place: Mumbai
 Dated: 25 April 2011
Source : Dion Global Solutions Limited
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