The Directors are pleased to present this Fifteenth Annual Report
 together with the Audited Statement of Accounts for the year ended 31
 March 2011.
 
 Financial Results
 
                                                           (Rs. million)
 Particulars                                   2010-11           2009-10
 
 Net Revenue                                  13,05.01         11,569.42
 
 Other Income                                  269.78             145.41
 
 Total Income                                13,328.79         11,714.83
 
 Profit before interest, depreciation & tax   2,055.98          1,976.36
 
 Interest (Net)                                 709.38            651.40
 
 Depreciation                                   482.05            468.18
 
 Profit before Taxation                         864.55            856.78
 
 Taxation - Current                             182.61             96.00
 
 - MAT Credit Entitlement                     (127.74)               -
 
 - Deferred                                     295.91            286.62
 
 Profit after Tax                               513.77            474.16
 
 Appropriation - Proposed Dividend              110.00            110.00
 
 - Corporate Tax on Dividend                     17.84             18.69
 
 Balance Carried to Balance Sheet               696.03            310.10
 
 Operations
 
 The Company is engaged in the business of manufacturing value added
 products from coal and minerals into LAM Coke, High Carbon Ferro
 Chrome, Pig Iron, Sponge Iron (DRI) and Special Steel (Long products).
 In addition, the Company generates Captive Power. During the year under
 review, production volumes across all Units have been stable and higher
 price realisation across various products has enabled the Company to
 register a robust growth in sales revenue. The operating margins of the
 Company have been stable inspite of higher cost of raw materials such
 as Coking Coal, Iron Ore, Chrome Ore and Thermal Coal. We continue to
 drive our cost competitiveness through efficient raw material
 procurement and captive power generation.
 
 The Company has registered a revenue growth of 14% to Rs. 13,328.79
 million in the FY2010-11 compared to Rs. 11,714.83 million during the
 FY 2009-10. The operating margins decreased to 15% at Rs. 2,055.98
 million in the FY2010-11 versus 17% at Rs. 1,976.36 million in the
 previous year. The PBT was Rs. 864.55 million for the FY2010-11 as
 against Rs. 856.78 million and PAT was Rs. 513.77 million as against
 Rs. 474.16 million for the corresponding period.
 
 During the year under review, the Company achieved satisfactory
 production volumes despite pressure on smooth availability of raw
 materials. The production of Coke was 340,339 MT compared to 353,601 MT
 in the previous year. The production of High Carbon Ferro Chrome was
 slightly lower at 44,372 MT compared to 47,649 MT during the previous
 year. The production of Pig Iron was 46,233 MT compared to 150,424 MT
 in the previous year mainly due to non-availability of raw materials
 owing to closure of OMCs Daitari mines. The production of Sponge Iron
 was 134,538 MT compared to 139,299 MT in the previous year. The captive
 power generated during the year was 226 million units as against 223
 million units in the previous year.
 
 The Company has achieved completion of 0.5 million TPA Special Steel
 Plant and 3rd 25 MW Power Plant taking the power generation to 75 MW.
 This will further boost the Companys growth in revenues and margins.
 
 The Company has decided to set up an Iron Ore Sinter Plant in order to
 hedge the iron ore procurement as it is currently buying only sized
 iron ore. This would also ensure continuous smooth running of the Blast
 Furnace.  The Company plans to set up additional Captive Power
 generation facilities to meet the shortfall in captive power generation
 vis-à-vis requirements including requirement of its subsidiary VISA BAO
 Ltd and a Lime Kiln Plant to ensure smooth running of Steel Melt Shop.
 
 The Company has charted a vision for expanding the existing facility at
 Kalinganagar in Orissa from 0.5 million TPA to 1 million TPA Steel
 Plant and Power Plant from 75 MW to 375 MW and set up greenfield
 facility of 1 million TPA Steel Plant and 300 MW Power Plant at Raigarh
 in Chhattisgarh. The plan is to raise the total Steel production of the
 Company to 2 million TPA and power generation to 675 MW over the next
 few years and provide the foundation to maintain high quality growth
 and enhance value creation for its shareholders.
 
 During the year, the Company has also signed a Memorandum of
 Understanding (MoU) with the Madhya Pradesh Trade & Investment
 Facilitation Corporation Ltd. (TRIFAC), a wholly owned undertaking of
 Government of Madhya Pradesh, for setting up a 1.25 million TPA
 Integrated Steel Plant with 300 MW Captive Power Plant and 100,000 TPA
 Manganese Alloy Plant, with a total investment of Rs. 4,025 Crores.
 
 The Companys subsidiary – VISA BAO Limited, is setting up a 100,000
 TPA Ferro Chrome Plant with 4 Submerged Arc Furnaces of 16.5 MVA each
 at Kalinganagar in Orissa. The Company has made significant progress
 towards implementation of the project.
 
 A detailed analysis of the Companys operations, segment-wise
 performance, project review, risk management, strategic initiatives and
 financial review & analysis, as stipulated under Clause 49 of the
 Listing Agreement with the Stock Exchanges is presented under a
 separate section titled Management Discussion & Analysis Report
 forming part of the Annual Report.
 
 Dividend
 
 Your Directors recommend a dividend of 10% for the year ended 31 March
 2011, i.e., Rs. 1 per Equity Share in respect of 110,000,000 fully paid
 up Equity Shares of Rs. 10 each. The total outlay on account of
 dividend payment will be Rs. 110 million excluding Rs. 17.84 million on
 account of dividend distribution tax.
 
 Holding Company
 
 Consequent to the inter-se transfer of shareholding between the
 Promoter Group companies (from VISA Minmetal AG, Switzerland to VISA
 Infrastructure Limited, India), VISA Infrastructure Limited has become
 the holding company with effect from 30 April 2010.  The shareholding
 of VISA Infrastructure Limited in the Company is 57,612,167 equity
 shares of Rs. 10/- each equivalent to 52.37% as on 31 March 2011.
 
 Subsidiaries
 
 The Company has two subsidiaries namely, VISA BAO Limited and
 Ghotaringa Minerals Limited:
 
 (i) VISA BAO Limited (VBL) is a Joint Venture between the Company and
 Baosteel Resources Co. Ltd., China. VBL is setting up a 100,000 TPA
 Ferro Chrome Plant in Orissa.
 
 (ii) Ghotaringa Minerals Limited (GML) has been incorporated to give
 effect to the joint venture agreement between the Company and Orissa
 Industries Limited (ORIND) for carrying out the business of mining of
 chrome ore and/or other minerals. GML has completed prospecting work
 over an area allotted to ORIND in Dhenkanal, Orissa.
 
 The Companys investment in GML will enable the Company to directly
 procure chrome ore, mined by GML, for its Chrome Ore Beneficiation
 Plant, Chrome Ore Grinding Plant and the Ferro Chrome Plant which shall
 reduce raw material costs significantly.
 
 The Audited Statement of Accounts of VBL and GML for the year ended 31
 March 2011 are attached as required under Section 212 of the Companies
 Act, 1956.
 
 Promoter Group Companies
 
 The names of Promoters and Companies comprising the Group as defined
 in the Monopolies and Restrictive Trade Practices Act, 1969, have been
 disclosed in the Annual Report for the purpose of
 
 Regulation 3(1)(e) of the SEBI (Substantial Acquisition of Shares and
 Takeovers) Regulations, 1997.
 
 Directors
 
 During the period under Report, Mr. Arvind Pande, Non-Executive &
 Independent Director retired from the Board of Directors of the Company
 with effect from 17 August 2010 and Mr. Vivek Agarwal, Non-Executive
 Director tendered his resignation with effect from 28 January 2011.
 
 The Board places on record its appreciation for the valuable
 contribution made by them during their tenure.
 
 At the meeting held on 29 October 2010, the Board of Directors had
 approved the re-appointment of Mr.  Vishambhar Saran as Whole-time
 Director, designated as Chairman for a period of 3 years with effect
 from 15 December 2010, pursuant to the provisions of Sections 198, 269,
 309, Schedule XIII and other applicable provisions, if any, of the
 Companies Act, 1956. Mr.  Sarans re-appointment is subject to the
 approval of the Members and the said re-appointment together with the
 remuneration and terms & conditions are proposed in the Notice for the
 forthcoming Annual General Meeting for your approval.
 
 At the meeting held on 4 February 2011, the Board of Directors had
 approved re-appointment of Mr. Basudeo Prasad Modi as Deputy Managing
 Director for a period of 1 year with effect from 1 April 2011, pursuant
 to the provisions of Sections 198, 269, 309, 316, Schedule XIII and
 other applicable provisions, if any, of the Companies Act, 1956. Mr.
 Modis re-appointment is subject to the approval of the Members and the
 said re-appointment together with the remuneration and terms &
 conditions are proposed in the Notice for the forthcoming Annual
 General Meeting for your approval.
 
 At the meeting held on 30 May 2011, the Board of Directors had approved
 re-appointment of Mr.  Vishal Agarwal as Managing Director for a period
 of 3 years with effect from 25 June 2011, pursuant to the provisions of
 Sections 198, 269, 309, Schedule XIII and other applicable provisions,
 if any, of the Companies Act, 1956. Mr. Agarwals re-appointment is
 subject to the approval of the Members and the said re-appointment
 together with the remuneration and terms & conditions are proposed in
 the Notice for the forthcoming Annual General Meeting for your
 approval.
 
 In accordance with the Article 157 and 158 of the Articles of
 Association of the Company, Mr. Vikas Agarwal, Mr. Shanti Narain and
 Mr. Pradip Kumar Khaitan, Directors, are liable to retire by rotation,
 at the ensuing Annual General Meeting and being eligible, offer
 themselves for re-appointment.
 
 Brief resume` of the above Directors, nature of their expertise in
 their specific functional areas, details of directorships in other
 companies and the chairmanship/ membership of Committees of the Board,
 as stipulated under Clause 49 of the Listing Agreement with the Stock
 Exchanges are given in the Notice for the forthcoming Annual General
 Meeting.
 
 Directors Responsibility Statement
 
 In terms of the provisions of Section 217 (2AA) of the Companies Act,
 1956, your Directors state:
 
 a.  That in the preparation of the annual accounts, the applicable
 accounting standards had been followed along with proper explanation
 relating to material departures;
 
 b.  That the Directors had 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 at the end of the financial year and of the
 profit of the Company for that period;
 
 c.  That the Directors had taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Companies Act, 1956 and for safeguarding the assets
 of the Company and for preventing and detecting fraud and other
 irregularities;
 
 d.  That the Directors had prepared the annual accounts on a going
 concern basis.
 
 The Companys internal auditors, M/s. L.B. Jha & Co., Chartered
 Accountants, have conducted periodic audits to provide reasonable
 assurance that established policies and procedures are being followed.
 
 CEO / CFO Certification
 
 A Certificate from the Managing Director and the Chief Financial
 Officer, pursuant to Clause 49(V) of the Listing Agreement had been
 tabled at the Board Meeting held on 30 May 2011 and is also annexed to
 this Report.
 
 Auditors and Auditors Report
 
 The Auditors of the Company, M/s. Lovelock & Lewes, Chartered
 Accountants, Kolkata, retire at the conclusion of the ensuing Annual
 General Meeting and have confirmed eligibility and willingness to
 accept the office of Auditors, if approved.
 
 The Auditors qualification under Paragraph 4 of their report read
 along with the notes to Item no.7 of Schedule 16 is self explanatory
 and does not require any further comments from the Directors.
 
 As regards utilisation of short term funds for long term purposes as
 specified in para 17 of the Annexure to the Auditors Report, your
 Directors wish to submit that the Company was in the stage of
 implementation of the project. Since the Company has completed the
 project work, this will be regularised with the operation of the
 Company.
 
 Particulars of Conservation of Energy, Technology Absorption and
 Foreign Exchange Earnings and Outgo
 
 Information pursuant to 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 in respect of Conservation of Energy
 and Technology Absorption and Foreign Exchange Earnings and Outgo is
 given in Annexure I forming part of this Report.
 
 Human Resources
 
 The Company places significant emphasis on recruitment, training &
 development of human resources, which assumes utmost significance in
 achievement of corporate objectives. The Company integrates employee
 growth with organisational growth in a seamless manner through
 empowerment and by offering a challenging workplace aimed towards
 realisation of organisational goals. To this effect, your Company has a
 training centre at its Plant for knowledge-sharing and imparting need
 based training to its employees. The Company has also incorporated
 Performance Management System in SAP for performance appraisal of the
 employees. To ensure accommodation, hospitality and other facilities
 for its employees, the Company has set up a modern guest house at
 Kalinganagar.
 
 The information required under Section 217 (2A) of the Companies Act,
 1956 read with the Companies
 
 (Particulars of Employees) Rules, 1975, as amended, and the Companies
 (Particulars of Employees) Amendment Rules, 2011 are set out in
 Annexure II to this Report. However, as per the provisions of Section
 219(1)(b)(iv) of the Companies Act, 1956 read with Clause 32 of the
 Listing Agreement, the Annual Report excluding the aforesaid
 information is being sent to all the members of the Company and others
 entitled thereto. Any member interested in obtaining a copy of the
 statement may write to the Company.
 
 Employees Stock Option
 
 The Company has rescinded its Employee Stock Option Scheme 2008 under
 which no Options had been granted and implemented a new ESOP Scheme
 titled Employee Stock Option Scheme 2010 (ESOP Scheme 2010), for
 permanent employees including any Director, whether whole-time or
 otherwise, of the Company, its subsidiaries and the Holding Company to
 be administered by the Remuneration Committee of the Board of Directors
 of your Company. ESOP Scheme 2010 will provide an incentive to attract,
 retain and reward the employees and enable them to participate in
 future growth and financial success of the Company.  Each option
 confers a right upon the employee to apply for one equity share of the
 Company.
 
 During the year under report, 900,000 Stock Options were granted to the
 specified employees of the Company and its subsidiary, VISA BAO Limited
 under the ESOP Scheme 2010. As on 31 March 2011, none of the Options
 have been vested. The shares covered by such Options are 900,000.
 
 The Company has received a certificate from the Auditors of the Company
 that the ESOP Scheme 2010 was implemented in accordance with the SEBI
 (Employee Stock Option Scheme and Employee Stock Purchase Scheme)
 Guidelines, 1999 and the resolution passed at the Annual General
 Meeting held on 17 August 2010. The Certificate would be placed at the
 forthcoming Annual General Meeting for inspection by the Members.
 
 As required by Clause 12 of SEBI (Employee Stock Option Scheme and
 Employee Stock Purchase Scheme) Guidelines, 1999 information with
 respect to active Stock Options as on 31 March 2011 is given in a
 separate statement as Annexure III forming part of this Report.
 
 Fixed Deposits
 
 The Company has not accepted or renewed any fixed deposits under
 Section 58A of the Companies Act, 1956.
 
 Consolidated Financial Statements
 
 In terms of Clause 32 of the Listing Agreement with Stock Exchanges,
 Consolidated Financial Statements, conforming to Accounting Standard 21
 issued by the Institute of Chartered Accountants of India, are attached
 as a part of the Annual Report.
 
 Corporate Governance
 
 The Company is committed in maintaining the highest standards of
 Corporate Governance and adheres to the stipulations prescribed under
 Clause 49 of the Listing Agreement with the Stock Exchanges. A Report
 on Corporate Governance & Shareholder Information together with the
 Auditors Certificate thereon is annexed as part of the Annual Report.
 
 The Company had also adopted a Code of Conduct for its Directors and
 Senior Management, as required under Clause 49 of the Listing Agreement
 and all Directors and Senior Managers have affirmed compliance with the
 Code for 2010-11. A certificate, signed by the Managing Director,
 affirming compliance of Directors & Senior Management, forms part of
 the Report on Corporate Governance.
 
 Acknowledgement
 
 Your Directors record their sincere appreciation for the assistance,
 support and guidance provided by banks, financial institutions,
 customers, suppliers, regulatory & government authorities, project &
 other business associates and stakeholders. The Directors also commend
 the continuing commitment and dedication of the employees at all levels
 which has been critical for the Companys growth. The Directors look
 forward to their continued support in future.
 
 Your Directors value your involvement as shareholders and look forward
 to your continuing support.
 
                                         For and on behalf of the Board
 
 Kolkata                                            Vishambhar Saran
 30 May 2011                                              Chairman