JSW ISPAT Steel Limited
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AA_Cover.indd_Cover.indd 1 112/1/20122/1/2012 55:38:50:38:50 PPMM Shri O.P. Jindal August 7, 1930 - March 31, 2005 O.P. Jindal Group - Founder and Visionary Some footprints are everlasting ! Shri O.P. Jindal was someone for whom destiny was not written; he penned it down for himself. His unbound initiatives, selfl ess social services, unassuming generosity and philanthropic contributions to individuals and organizations have lit up thousands of lives. Our tribute to the visionary of modern India and our abiding source of inspiration whose great thoughts even today, lead us in all our ventures! A great man of extraordinary integrity and enthusiasm, whose name would never be forgotten; he was a leader who succeeded in every endeavor, a true Indian who not just dreamt of creating a prospering India but also achieved it through his hard work. AA_Cover.indd_Cover.indd 2 112/1/20122/1/2012 55:38:51:38:51 PPMM Annual Report 2011-12 BOARD OF DIRECTORS Sajjan Jindal Chairman Vinod Mittal Vice Chairman Pramod Mittal Seshagiri Rao MVS U Mahesh Rao Vinod Kothari Atul Sud Haigreve Khaitan S N Baheti (Nominee - IDBI Bank Ltd) (up to 06.08.2012) Krishnendu Banerjee (Nominee - IDBI Bank Ltd.) (from 07.08.2012) Mayank Agrawal (Nominee - ICICI Bank Ltd.) B K Singh Chief Executive Offi cer PRESIDENT & COMPANY SECRETARY T P Subramanian REGISTERED OFFICE Victoria House, 2nd Floor, Pandurang Budhkar Marg, Lower Parel, Mumbai 400 013. (effective 27.11.2012) Ph No. : 91 - 022 - 2483 3000 Fax No. : 91 - 022 - 2492 2840 website : www.jswispat.in AUDITORS M/s. S R Batliboi & Co. Chartered Accountants BANKERS State Bank of India Punjab National Bank Bank of India Indian Overseas Bank ICICI Bank Ltd. UCO Bank IDBI Bank Ltd. REGISTRAR & SHARE TRANSFER AGENT M/s. Link Intime India Private Limited C-13, Pannalal Silk Mills Compound L.B.S. Marg, Bhandup (West) Mumbai - 400 078. Tel. Nos. : 91-22-25946970-78 Fax Nos. : 91-22-25946969 Website : www.linkintime.co.in 1 BB_Notice.indd_Notice.indd 1 112/1/20122/1/2012 55:25:54:25:54 PPMM PProcessrocess YYellowellow JSW ISPAT Steel Limited CONTENTS Chairman’s Statement ............................................................................................................... 3 Notice ......................................................................................................................................... 5 Directors’ Report ........................................................................................................................ 8 Management Discussion & Analysis .......................................................................................... 15 Corporate Governance Report................................................................................................... 21 Auditors’ Report ......................................................................................................................... 33 Balance Sheet............................................................................................................................ 36 Statement of Profi t & Loss Account ........................................................................................... 37 Cash Flow Statement................................................................................................................. 38 Notes to fi nancial statements ..................................................................................................... 40 Consolidated Accounts .............................................................................................................. 63 2 BB_Notice.indd_Notice.indd 2 112/1/20122/1/2012 55:25:54:25:54 PPMM PProcessrocess YYellowellow Annual Report 2011-12 CHAIRMAN’S STATEMENT Dear Shareholders, Steel industry has shown welcome signs of resilience in Asia and Africa, where growth levels have been better than the western economies. GDP growth in China has resulted in steel demand register an increase of over 6% during the year. Quantitative easing of credit restrictions is widely expected to fuel growth of Chinese economy during 2013. Demand for steel in India continues to grow, in tandem with the growth in GDP. Indian economy is expected to grow by around 6% during the year, higher than most economies in the developed world. Steel demand in India is expected to reach 100 Million Tons in the next few years, offering signifi cant opportunities to steel majors to augment their capacities. Infl ationary pressures and weak investment sentiments, Since January, 2012, the Company has been receiving however, continue to be a cause for concern in India. power from a unit (captive to the Company) of JSW The Index of Industrial Production has remained Energy Limited, leading to valuable savings in cost of depressed and the current account defi cit has widened. power. Depreciation of the Indian Rupee has led to costly import bills and the current account defi cit continues to remain The Company has exited from the Corporate Debt high. Indian steel makers are also threatened due to Restructuring Scheme effective September, 2011, upon steady decline in availability of iron ore from domestic arranging refi nance of the CDR debts. sources. INITIATIVES - NEW PROJECTS The fi scal measures recently announced by Government of India are expected to boost economic activity and JSW ISPAT earnestly seeks to enhance operational investor sentiment. Planned investment in infrastructure effi ciencies and achieve steady growth. The Company and greenfi eld projects are likely to accelerate steel has signifi cant technological and locational strengths consumption. and every effort is being undertaken to structure its growth chart on this valuable platform. The Eurozone crisis and prolonged recession in major western economies have, however, led to contraction Several cost-saving and effi ciency-enhancing projects in global steel demand. However, the US economy has have been undertaken in right earnest. Power project performed stronger than expected and steel demand in and Lime Calcining project at Dolvi Steel Complex are the country has been up by 7% over the previous year. expected to be commissioned during 2013. The second Colour Coating Line at Kalmeshwar Complex is expected YEAR 2011-12 - OVERVIEW OF PERFORMANCE to be fully operational by December 2012. Notwithstanding the overall market conditions, JSW ISPAT achieved marked improvement in production With a view to achieve raw material security, a Coke of various items of steel products. Sales were also Oven project of the capacity of 1 Million Tons and a signifi cantly higher compared to the previous year. Iron Ore Pelletisation project of the capacity of 4 Million Tons are being set-up at Dolvi Steel Complex, by a In view of the challenges in availability of critical inputs, special purpose vehicle company. Both the projects are the Company could successfully tie-up alternate sources expected to be commissioned during 2014. of supply, leading to rationalisation of operations. Several initiatives were taken for optimizing effi ciencies resulting A 6 Hi Mill of the capacity of 0.2 Million Tons is also in improved operational performance. being set-up at Kalmeshwar Complex for increasing 3 BB_Notice.indd_Notice.indd 3 112/1/20122/1/2012 55:25:55:25:55 PPMM PProcessrocess YYellowellow JSW ISPAT Steel Limited the overall coating volumes. The project is likely to be SUSTAINABILITY PRINCIPLES commissioned during end 2013. Sustainable growth has been the cornerstone of RESTRUCTURING - STRATEGY AND BENEFITS JSW’s business ethos. Economic viability, environment conservation and social responsibility shall continue to With a view to achieve economies of scale, improved drive the Company’s policies and plans. JSW ISPAT capital allocation, faster implementation of cost-saving shall continuously endeavor to improve and enhance initiatives undertaken by the Company, reduction of these core principles. fi nance costs and other benefi ts, a restructuring scheme JSW ISPAT shall continue to engage with its stakeholders has been proposed, which envisages, inter-alia, transfer and seek to fully protect their interests. Organisational of Kalmeshwar unit of JSW ISPAT to a separate priorities shall continue to be led by a strong stakeholder- company and amalgamation of the residual business engagement policy. of JSW ISPAT into JSW Steel Limited. The appointed date for the composite scheme of Arrangement I wish to extend my thanks to all our valued suppliers and and Amalgamation is July 1, 2012. The composite customers as well as lenders for their continued support. scheme is subject to various regulatory and other My thanks are also due to our employees who have approvals. The share exchange ratio recommended by displayed enormous commitment towards achieving our independent valuers appointed for the purpose is issue business goals. of one (1) fully paid-up equity share of the face value of Finally, my thanks to all stakeholders, the Board of ` 10/- each in JSW Steel Limited for seventy-two (72) Directors and the Central and State Government for their fully paid-up equity shares of ` 10/- each held in JSW support. ISPAT. Approvals of Competition Commission of India, National Stock Exchange and Bombay Stock Exchange have already been received. Other approvals are being sought. SAJJAN JINDAL Chairman 4 BB_Notice.indd_Notice.indd 4 112/1/20122/1/2012 55:25:55:25:55 PPMM PProcessrocess YYellowellow Annual Report 2011-12 Notice NOTICE is hereby given that the Twenty-seventh Annual 3. Members are requested to intimate the Registrar and General Meeting