To the Members,
 
 The Directors are pleased to present the Annual Report together with
 the audited accounts of the Company for the year ended March 31, 2011.
 
 FINANCIAL RESULTS
 
                                                         (Rs. in crores)
 
 Particulars                                    2010-11        2009-10
 
 Net Revenue                                    2,263          2,432
 
 Profit / (Loss) before Interest, Depreciation 
 & Tax                                            282            404
 
 Less: Interest                                    47             38
 
 Less: Depreciation                                56             48
 
 Net Profit/(Loss) before taxation                178            318 
 
 Provision for Taxation:
 
 Current Tax                                       32             58
 
 Earlier Year Tax / (Written Back)                 -              11
 
 Minimum Alternative Tax eligible for Set Off    (0.2)          (2.0)
 
 Deferred Tax (Credit)                              6              4
 
 Net Profit /(Loss) for the year after tax        141            246
 
 Net Profit /(Loss) for the year after tax        141            246
 (after prior period depreciation)
 
 Balance carried forward from previous year       608            407
 
 Amount available for appropriation               749            654
 
 APPROPRIATIONS
 
 Transfer to General Reserve                       14             25
 
 Proposed Dividend                                 20             18
 
 Provision for Tax for Dividend                   3.1            3.0
 
 Balance carried forward to the next year         712            608
 
 PERFORMANCE
 
 Fiscal year 2010-11 closed with revenues of Rs. 2,263 crores, EBITDA of Rs.
 282 crores, PAT of Rs. 141 crores and EBITDA margins of 12%. The telecom
 business revenues of Rs. 657 crores at an EBITDA margin of 26% and the
 power business revenues of Rs. 1,606 crores at an EBITDA margin of 7%.
 
 The Company achieved the highest sales volumes historically for all its
 core businesses - power conductors, optical fibers and
 telecommunication cables.
 
 During the year, good Tier-1 clients were added for all businesses,
 across geographies. Revenue from international sales in FY11 accounted
 for Rs. 700 crores, which is 31% of net revenues in FY10 and this has
 been achieved with a right mix of repeat orders from current clients
 and addition of new eminent global clients.
 
 Sterlite has achieved its target capacity expansion of 160,000 MT for
 power conductors, through productivity enhancements at its facilities
 at Rakholi and Haridwar and with the set- up of a green-field facility
 at Jharsuguda, Orissa.
 
 The Company''s ongoing capital project for capacity enhancement of
 optical fiber to 20 million- km is well on track for completion and is
 expected to be fully operational during FY12.
 
 As part of its efforts to enhance its global footprint, Sterlite formed
 a joint venture company Jiangsu Sterlite Tongguang Fiber Company
 Limited in China to manufacture, market and distribute optical fiber
 used in the production of fiber optic cables.
 
 During the year, Sterlite increased the breadth of its portfolio by
 introducing new products and solutions like bend-free fiber, OPGW
 cables and FTTx solutions. The Company has enhanced its intellectual
 property portfolio with the grant of 7 more patents, taking the total
 up to 30.
 
 A detailed analysis of the Company''s operations and segment-wise
 performance is covered under ''Management Discussion and Analysis
 Report''.
 
 DIVIDEND
 
 The Board of Directors are pleased to recommend a dividend of 25% (Rs.
 0.50 per share of Rs. 2/- each) for the financial year 2010-11. The
 distribution of dividend will result in payout of Rs. 19.65 crores
 excluding tax on dividend.
 
 SHIFTING OF REGISTERED OFFICE FROM STATE OF MAHARASHTRA TO THE UNION
 TERRITORY OF DADRA AND NAGAR HAVELI
 
 The shareholders of the Company had approved by postal ballot, shifting
 of the registered office of the Company from the State of Maharashtra
 to the Union Territory of Dadra and Nagar Haveli. The Company Law Board
 vide its order dated June 30, 2010 confirmed the same.
 
 INFUSION OF FUNDS BY PROMOTERS
 
 Since 2006, your promoters have been supporting the business by
 infusing funds in the form of contributing to equity. Pursuant to the
 shareholders approval, the Company had on October 8, 2009 made a
 preferential allotment of 73,00,000 warrants, convertible into equity
 shares to Twin Star Overseas Limited, a promoter entity, as per SEBI
 Guidelines.
 
 On April 7, 2011, 18,250,000 equity shares were allotted (after
 considering share split from face value of Rs. 5 each to Rs. 2 each) to
 promoters and also equal number of equity shares were allotted as bonus
 shares (in the ratio of 1:1) pursuant to approval of shareholders. The
 total holding of Twin Star Overseas Limited, after conversion and bonus
 has increased from 17,29,02,750 equity shares (48.52%) to 20,94,02,750
 equity shares (53.31%).
 
 EMPLOYEES STOCK OPTION SCHEME
 
 The Company had launched an Employee Stock Option Scheme for the
 employees (ESOP- 2006) in June 2006 in line with Company''s philosophy
 of sharing benefits of growth with the growth drivers. The details of
 the options vested during the year under review are provided in
 Annexure-II to this report, as required under Clause 12 of the
 Securities and Exchange Board of India (Employees Stock Option Scheme
 and Employees Stock Purchase Scheme) Guidelines, 1999. During the year,
 no fresh options were granted.
 
 SUBSIDIARY COMPANIES
 
 As at year-end, the Company has eight Subsidiary Companies, the details
 of which are given below:
 
 (a) Sterlite Display Technologies Private Limited (formally, Sterlite
 Infrastructure Private Limited)
 
 During the year, the Company increased its holding in Sterlite Display
 Technologies Private Limited (SDTPL) from 58.70% to 85.34%.
 
 SDTPL initially had plans to enter into a business of a telecom service
 provider. The Company is currently working on various growth
 opportunities including liquid crystal displays (LCDs) glass
 manufacturing and other related products.
 
 (b) Sterlite Infra-Tech Limited
 
 As reported in the previous year''s report, Sterlite Infra-Tech Limited
 (SITL) was floated for capacity expansion of optical fiber
 manufacturing under the SEZ scheme. The manufacturing facility at
 Shendra, Aurangabad is in the final stage of completion and is expected
 to begin commercial production in first quarter of financial year
 2011-12.
 
 (c) Sterlite Transmission Projects Private Limited
 
 During the year, the Company floated wholly-owned subsidiary viz.
 Sterlite Transmission Projects Private Limited (STPPL) with the
 objective of consolidating all the bulk power transmission business
 under one entity.
 
 STPPL has been aggressively participating in competitive bidding
 process under Independent Power Transmission model. STPPL was awarded
 two mega projects to establish the Transmission System associated with
 System Strengthening Common for Western Region & Northern Region and
 System Strengthening for Western Region, by PFC Consulting Limited, a
 subsidiary of Power Finance Corporation of India Limited.
 
 (d) East-North Interconnection Company Limited
 
 As reported in the previous year, East-North Interconnection Company
 Limited (ENICL), a special purpose vehicle created for the East-North
 interconnection mega transmission project was acquired during FY10. The
 project involves establishment of two 400 kV Double Circuit
 transmission lines that would respectively connect the Indian states of
 Assam with West Bengal and Bihar.
 
 The project has been awarded on a ''Build, Own, Operate and Maintain''
 (BOOM) basis, wherein the transmission lines would be commissioned
 within 3 years and the Company would operate and maintain the same for
 a minimum tenure of 25 years.
 
 During the year, ENICL successfully achieved the financial closure of Rs.
 700 crores Debt Syndication for the said project.
 
 (e) Bhopal Dhule Transmission Company Limited
 
 STPPL acquired the entire holding of Bhopal Dhule Transmission Company
 Limited (BDTCL) from PFC Consulting Limited, a subsidiary of Power
 Finance Corporation of India. BDTCL is a special purpose vehicle
 created for the Project to establish the Transmission System associated
 with ''System Strengthening for Western Region''. This project involves
 establishment of four 765 kV Single Circuit and two 400 kV Double
 Circuit transmission lines that would strengthen the transmission
 system in the Indian states of Madhya Pradesh, Maharashtra and Gujarat.
 
 The project has been awarded on a ''Build, Own, Operate and Maintain''
 (BOOM) basis, wherein the transmission lines would be commissioned
 within 3 years and the Company would operate and maintain the same for
 a minimum tenure of 35 years thereafter.
 
 (f) Jabalpur Transmission Company Limited
 
 STPPL also acquired the entire holding of Jabalpur Transmission Company
 Limited (JTCL) from PFC Consulting Limited, a subsidiary of Power
 Finance Corporation of India. JTCL is a special purpose vehicle created
 for the Project to establish the Transmission System associated with
 ''System Strengthening Common for Western Region & Northern Region''.
 This project involves establishment of a 765 kV Double Circuit and a
 765 kV Single Circuit transmission line each, that would strengthen the
 transmission system in the Indian states of Chhattisgarh and Madhya
 Pradesh.
 
 The project has been awarded on a ''Build, Own, Operate and Maintain''
 (BOOM) basis, wherein the transmission lines would be commissioned
 within 3 years and the Company would operate and maintain the same for
 a minimum tenure of 35 years thereafter.
 
 (g) Jiangsu Sterlite Tongguang Fiber Co. Limited
 
 The Company has entered into Joint Venture with Tongguang Group of
 China to set up an optical fiber manufacturing facility in China. For
 this purpose a Joint Venture entity by the name Jiangsu Sterlite
 Tongguang Fiber Co. Limited (JSTFCL) was incorporated in January 2011.
 JSTFCL is expected to start commercial production during second half of
 the current Financial Year.
 
 (h) Sterlite Global Ventures (Mauritius) Limited
 
 The Company floated a special purpose vehicle named Sterlite Global
 Ventures (Mauritius) Limited (SGVML) to hold downstream investments in
 overseas subsidiaries of the Company, including Jiangsu Sterlite
 Tongguang Fiber Co. Limited.
 
 In terms of the directions under Section 212(8) of the Companies Act,
 1956, issued by the Ministry of Corporate Affairs vide General Circular
 No. 2/2011 dated February 8, 2011 granting general exemption from
 applicability of Section 212 of the Companies Act, 1956 in relation to
 subsidiaries; copies of the Balance Sheet, Profit & Loss Account,
 Report of the Board of Directors and the Report of the Auditors of the
 Subsidiary Companies have not been attached with the Balance Sheet of
 the Company.
 
 The Company undertakes that the annual accounts of the subsidiary
 companies and the related detailed information will be made available,
 upon request, to the members seeking such information at any point of
 time. The annual accounts of the subsidiary companies will also be kept
 for inspection by any member at head office at Sterlite Technologies
 Limited, 4th Floor, Godrej Millennium, 9, Koregaon Road, Pune 411001,
 Maharashtra, India. The Company shall furnish a hard copy of details of
 accounts of subsidiaries to any shareholder on demand.
 
 The consolidated financial statements, in terms of Clause 32 of the
 Listing Agreement and in terms of Accounting Standard 21 as prescribed
 by Companies (Accounting Standards) Rules, 2006 issued by Ministry of
 Corporate Affairs and duly audited by Statutory Auditors, also forms
 part of this Annual Report.
 
 EXPLANATION ON AUDITOR''S COMMENT
 
 The remark of Auditors at Para 4 (vi) & (vii) of the Auditor''s Report
 over Note No. 8 in Schedule 21 on Notes to Accounts regarding demand of
 excise duty and penalty amounting to Rs. 188 crores is self-explanatory
 and does not require further comment.
 
 In the year 2004-05 CESTAT upheld the demand of Rs. 188 crores and
 interest thereon for alleged breach of norms pertaining to Export
 Oriented Unit (EOU). The Company had filed an appeal before the Hon''ble
 High Court of Bombay against this order. The Department had also made
 an appeal against the same CESTAT order before the High Court of
 Bombay. The Company''s appeal against this order was dismissed by the
 Hon''ble High Court on the grounds that appeal is not maintainable in
 High Court, however without prejudice to the rights of the Company.
 Subsequently, the Company had filed a Special Leave Petition (SLP) and
 appeal before the Supreme Court of India which was admitted by the
 Court. Hon''ble Supreme Court has also maintained the stay granted by
 Hon''ble High Court.
 
 The SLP came up for final hearing in February 2011 when it was pointed
 out to the Court that the departmental appeal against the CESTAT order
 was still pending before the High Court.  The Hon''ble Supreme Court
 while disposing of the Special Leave Petition of the Company directed
 that the records of the departmental appeal be transferred to the
 Supreme Court and both the Appeals i.e. Departmental Appeal as well as
 Civil Appeal of the Company be heard together by the Supreme Court.
 
 Based on merits of the case and the legal opinion obtained, the
 management believes that the Company has a strong case and it has been
 carrying adequate provisions for contingencies in the Books of Account
 in this matter and does not require any further provisioning.
 
 FIXED DEPOSITS
 
 During the year, the Company has not accepted any deposits from the
 public or otherwise in terms of Section 58A of the Companies Act, 1956
 read with Companies (Acceptance of Deposit) Rules, 1975.
 
 DIRECTORS
 
 By virtue of Section 255 of the Companies Act, 1956 and the Articles of
 Association of the Company, Mr. Anil Agarwal and Mr. Haigreve Khaitan
 retire by rotation at the ensuing Annual General Meeting. A brief
 resume, expertise, shareholding in your Company and details of other
 directorships of these directors are given in the Corporate Governance
 Report.
 
 MANAGEMENT DISCUSSION AND ANALYSIS
 
 The report on Management Discussion and Analysis has been attached and
 forms part of the Annual Report.
 
 CORPORATE GOVERNANCE
 
 The report on Corporate Governance along with the Certificate from the
 Statutory Auditors certifying the compliance of corporate governance
 enumerated in Clause 49 of the Listing Agreement with the Stock
 Exchanges is included in the Annual Report.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 Your Directors confirm that:
 
 i) In the preparation of the annual accounts, the applicable accounting
 standards have been followed;
 
 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 as at March 31, 2011 and of the profit of the Company for
 the financial year ended March 31, 2011;
 
 iii) They 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) They have prepared the accounts on a ''going concern'' basis.
 
 GROUP
 
 The persons constituting group within definition of ''group'' for the
 purpose of Regulation 3(1) (e)(i) of the SEBI (Substantial Acquisition
 of Shares and Takeovers) Regulations, 1997 include the following:
 
 1.  Volcan Investments Limited, Bahamas
 
 2.  Twin Star Overseas Limited, Mauritius
 
 3.  Mr. Dwarkaprasad Agarwal
 
 4.  Mr. Agnivesh Agarwal
 
 STATUTORY AUDITORS
 
 M/s S. R. Batliboi & Co., Chartered Accountants hold office till the
 conclusion of the forthcoming Annual General Meeting and being
 eligible, offer themselves for re-appointment.  The Company has
 received intimation to the effect that, proposed re-appointment, if
 made, would be within the prescribed limit under Section 224(1B) of the
 Companies Act, 1956.
 
 COST AUDITORS
 
 The Company had appointed M/s Ashwin Solanki & Associates, Cost
 Accountants, to audit the cost accounts related to the Company''s
 products, namely, Electric Cables & Conductors, for 2009-10. The due
 date for filing the above cost audit reports was September 30, 2010;
 the actual date of filing was September 7, 2010. The Company has
 reappointed M/s Ashwin Solanki & Associates, Cost Accountants, for the
 Financial Year 2010-11.
 
 PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
 FOREIGN EXCHANGE EARNINGS AND OUTGO
 
 The particulars of conservation of energy, technology absorption and
 foreign exchange earnings and outgo as prescribed under Section
 217(1)(e) of the Companies Act, 1956 read with the Companies
 (Disclosures of Particulars in the Report of Directors) Rules 1988, is
 given as Annexure I and forms a part of the Directors'' Report.
 
 PARTICULARS OF EMPLOYEES
 
 The particulars of employees as required under the provisions of
 Section 217(2A) of the Companies Act, 1956 read with the Companies
 (Particulars of Employees) Rules, 2011 forms part of the Directors''
 Report. However, as per the provisions of Section 219(1)(b)(iv) of the
 Companies Act, 1956, the report and the Accounts are being sent to all
 shareholders of the Company excluding the aforesaid information. Any
 shareholder interested in obtaining such particulars may write to the
 ''Company Secretary'' at the Registered Office of the Company.
 
 ACKNOWLEDGEMENT
 
 Your Directors take on record their sincere appreciation to the
 contributions made by the employees through their hard work,
 dedication, competence, support and co-operation towards the progress
 of your Company. Last but not the least, your Directors are also
 thankful for consistent co-operation and assistance received from its
 investors, business associates, customers, vendors, bankers, regulatory
 and government authorities.
 
                         For and on behalf of the Board of Directors
 
 Mumbai                                                 Anil Agarwal
 
 April 29, 2011                                             Chairman