Directors Report of Bheema Cements Ltd.

Mar 31, 2013

The Directors have pleasure in presenting the 34th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 2013.

FINANCIAL RESULTS:

The Financial highlights for the year under review are given below:

(Rs. in lakhs)

2012-13 2011-12

Sales and Other Income 19,990.90 16,396.24

EBIDTA 1,221.44 1,038.66

Interest 1,147.21 1,173.02

Depreciation 441.62 427.14

Profit Before Tax (367.39) (561.50)

Provision for Tax* * 1,545.80 *(52.14)

Profit After Tax (1,913.19) (509.36)

Net Worth** **13,120.87 **15,014.26

* Includes Provision for Deferred Tax of Rs. 1,545.80 Lakhs

** Includes Mineral Capitalization Reserve of Rs. 9,289.06 Lakhs.

OPERATIONS

Your Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved Cement production of 5,06,836,38 MTs (Previous year 3,13,038.48 MTs) and 4,14,681.00 MTs of Clinker (previous year 3,15,770 MTs). The Company sold 5,02,509.95 MTs Cement (Previous year 3,13,803.80 MTs, Includes 643 MTs processed / ground by a third party through job work) and 31,658.92 MTs of Clinker during the year (previous year 1,07,928.65 MTs).

DEBT RESTRUCTURING

You are aware of that your Company was referred to CDR and CDR EG has approved the debt restructuring package of the debt profile of the Company during the year 2010-11. Further to the sanctioning of a Debt Restructuring package your company has completed formalities as per the Debt Restructuring package, Bankers have restructured and rescheduled the existing term loans and other facilities and their terms of repayment as per the debt restructuring Package. Further Banks have sanctioned and released fresh term loans to complete the expansion project. Expansion Project has been completed successfully during the year 2012-13.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956 the Board of Directors state;

i) that in preparation of the Annual Accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts;

ii) that the directors have selected such accounting policies and adopted them consistently, except as stated in the notes on accounts, 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 on 31st March, 2013 and Profit & Loss account of the company for the year ended 31st March,2013. The auditor''s comments in this regard are self explanatory;

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 accounts were prepared on a going concern basis.

DIRECTORS

Sri S.V. Reddy, Director of the Company who retires by rotation and being eligible, offers himself for re-appointment.

AUDITORS

M/s. A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retires at the conclusion of this Annual General Meeting and they are eligible for re-appointment as statutory auditors of the Company to audit the accounts of the Company for the financial year 2013-14.

COST AUDITORS

Pursuant to the provisions of Section 233B of the Companies Act, 1956, your Directors have appointed M/s DZR & Co., Cost Accountants as Cost Auditors for the Financial Year 2013-14.

PARTICULARS OF EMPLOYEES

The information required under 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 the employees are set out in the annexure to the Director''s Report excluding the afore said information is being sent to all the members of the Company and others entitled thereto. Any member interested in obtaining such particulars may write to the Company Secretary at the Registered Office of the Company.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on Conservation of Energy, Technology absorption, Foreign Exchange earnings and out go as required to be disclosed in terms of Section 217 (1 )(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

HUMAN RESOURCES

Human resources assume greater importance and have a significant place in the Organizational Structure. The core of achieving business excellence lies in a dedicated and talented employee base. The first step towards this is attracting the right talent through our streamlined and structured recruitment process. Your Company has put in place an effective human resource management team and has done scalable quality recruitment. Your Company has adopted a culture that rewards continuous learning, teamwork and development of employee skills which plays vital role to face the challenges posed by ever-changing market realities. The efforts of your Company in the area of employee management and HR practices have been proved effective in Human Resource Management. Emphasis is given to the overall development of the personality of individual employee. Welfare schemes for employees and their families are being implemented in your Company.

Your company has been holding monthly meetings at factory for the last 15 years where the Management interacts with all the employees which forges a good employer employee relation and also provides the platform to express their views for achieving better results. This has led to increased employee participation for better productivity and congenial environment at work.

Since the date of incorporation your Company has not lost a single day of work due to industrial strike. The industrial relations during the year were harmonious. Your Directors wish to place on record the co-operation extended by Employees in achieving the objectives of your Company.

CORPORATE SOCIAL RESPONSIBILITY

At Bheema Cements, we have a strong focus on social and community welfare programmes. Corporate Social Responsibility and Public Service is deeply embedded into the cultural fabric of Bheema Cements Ltd.The Company has clearly identified the community as one of the significant stakeholders and is keenly interested in responding to their needs in a systematic manner. Your Company is making a meaningful contribution to uplifting and transforming the lives of the underprivileged. The Company is also extremely conscious of its duty and responsibility towards the environment. Your company continue to make sincere efforts to promote good health, social development and better environment, through various Company programs that contribute to sustainable, all round growth. Your Company supports various social causes by providing drinking water and minimum education to the people in the adjoining villages. Your Company takes active interest in environmental issues and is continually making efforts to make eco-friendly zone. Your Company has also assisted the surrounding community with veterinary camps for Cattle. Your company made significant contributions towards education, sports, health and community welfare.

ACKNOWLEDGEMENTS

Your Directors wish to take this opportunity to express their grateful appreciation and deep sense of gratitude to the AXIS Bank, Corporation Bank, ICICI Bank, Karnataka Bank, Oriental Bank of Commerce, State Bank of Hyderabad and United Bank of India, CDR Cell, various Departments of Central and State Governments and consultants for their valuable guidance and co-operation extended during the year and look forward to their continued support in future. Your Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the Company and its management.

Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at all levels.



For and on behalf of the Board



Sd/-

Place: Hyderabad S. CHANDRA MOHAN

Date: 13th August, 2013 CHAIRMAN

Sd/-

S.R.B.RAMESH CHANDRA

MANAGING DIRECTOR

---

Mar 31, 2012

The Directors have pleasure in presenting the 33rd Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 2012.

FINANCIAL RESULTS:

The Financial highlights for the year under review are given below: (Rs. in lacs)

2011-12 2010-11

Sales and Other Income 16,396.24 9,295.04

EBITA 1,038.67 (553.54)

Interest 1,173.03 1,178.18

Depreciation 427.14 428.07

Profit Before Tax (561.50) (2,159.79)

Provision for Tax** (52.14) (2.79)

Profit After Tax (509.36) (2,157.00)

Net Worth** ** 15,014.26 13,200.61

* Includes Provision for Deferred Tax.

** Includes Mineral Capitalization Reserve of Rs.10,017.38 Lacs.

OPERATIONS

Your Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved Cement production of 3,13,038.48 MTs (Previous year 2,92,924 MTs) and 3,15,770 MTs of Clinker (previous year 2,64,883 MTs). The Company sold 3,13,803.80 MTs Cement (Includes 643 MTs processed / ground by a third party through job work) (Previous year 3,03,166 MTs, Includes 10075.00 MTs processed / ground by a third party through job work) and 1,07,928.65 MTs of Clinker during the year(previous year 19,129.30 MTs).

DEBT RESTRUCTURING

You are aware of that your Company was referred to CDR and CDR EG has approved the debt restructuring package of the debt profile of the Company during the previous year 2010-11. Further to the sanctioning of a Debt Restructuring package your company has completed all formalities as per the Debt Restructuring package during the current year. The Bankers have restructured and rescheduled the existing term loans and other facilities and their terms of repayment as per the debt restructuring Package. Further Banks have sanctioned and released fresh term loans to complete the expansion project. Expansion works are under Progress.

DIRECTORS''RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956 the Board of Directors state:

i) that in preparation of the Annual Accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts;

ii) that the directors have selected such accounting policies and adopted them consistently, except as stated in the notes on accounts, 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 on 31st March, 2012 and Profit & Loss account of the company for the year ended 31st March, 2012. The auditor''s comments in this regard are self explanatory;

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 accounts were prepared on a going concern basis.

DIRECTORS

Sri K.R.Chari, Director of the Company who retires by rotation and being eligible, offers himself for re-appointment.

AUDITORS

M/s. A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retires at the conclusion of this Annual General Meeting and they are eligible for re-appointment as statutory auditors of the Company to audit the accounts of the Company for the financial year 2012-13.

COST AUDITORS

Pursuant to the provisions of Section 233B of the Companies Act, 1956, your Directors have appointed M/s DZR & Co., Cost Accountants as Cost Auditors forthe Financial Year 2012-13.

PARTICULARS OF EMPLOYEES

The information required under 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 the employees are set out in the annexure to the Director''s Report. Having regard to the provisions of Section 219 (1)(b)(IV)of the said Act, the Annual Report excluding the afore said information is being sent to all the members of the Company and others entitled thereto. Any member interested in obtaining such particulars may write to the Company Secretary at the Registered Office of the Company.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on Conservation of Energy, Technology absorption, Foreign Exchange earnings and out go as required to be disclosed in terms of Section 217(1 )(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

HUMAN RESOURCES

With the size of expansion going on in your Company, human resources assume greater importance and have a significant place in the Organizational Structure. The human resource policy and strategy of your Company has been designed to attract and retain the best talent and creating a workplace environment that keep employees engaged, motivated and encourages innovation. Your Company has put in place an effective human resource management team and has done scalable quality recruitment. Your Company has fostered a culture that rewards continuous learning, collaboration and development, making it future-ready with respect to the challenges posed by ever-changing market realities. Your Company has in place an Internal Recruitment system and Talent Management Initiatives form part of individual employee development. The efforts of your Company in the area of employee management and HR practices have been proved effective in Human Resource Management. Emphasis is given to the overall development of the personality of individual employee. Welfare schemes for employees and their families are being implemented in your Company.

Your company has been holding monthly meetings at factory for the last 13 years where the Management interacts with all the employees which forges a good employer employee relation and also provides the platform to express their views for achieving better results. This has led to increased employee participation for better productivity and congenial environment at work.

Since the date of incorporation your Company has not lost a single day of work due to industrial strike. The industrial relations during the year were harmonious. Your Directors wish to place on record the co-operation extended by Employees in achieving the objectives of your Company.

CORPORATE COMMITMENT TO THE COMMUNITY

Corporate Commitment to the Community and Public Service is deeply embedded into the cultural fabric of Bheema Cements Ltd. Bheema Cements Ltd has always lived by its philosophy of "Serving Society through Industry". Over the years serious efforts have been directed towards making a meaningful contribution to uplifting and transforming the lives of the underprivileged. The Company is also extremely conscious of its duty and responsibility towards the environment. Your company continue to make sincere efforts to promote good health, social development and better environment, through various Company programs that contribute to sustainable, all round growth. Your Company supports various social causes by providing drinking water and minimum education to the people in the adjoining villages. Your Company takes active interest in environmental issues and is continually making efforts to make eco- friendly zone. Your Company has also assisted the surrounding community with veterinary camps for Cattle. Your company made significant contributions towards education, sports, health and community welfare.

ACKNOWLEDGEMENTS

Your Directors wish to take this opportunity to express their grateful appreciation and deep sense of gratitude to the AXIS Bank, Corporation Bank, ICICI Bank, Karnataka Bank, Oriental Bank of Commerce, State Bank of Hyderabad and United Bank of India, CDR Cell, various Departments of Central and State Governments and consultants for their valuable guidance and co-operation extended during the year and look forward to their continued support in future. Your Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the Company and its management.

Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at all levels.

For and on behalf of the Board Sd/-

Place: Hyderabad S. CHANDRA MOHAN

Date: 13th August, 2012 CHAIRMAN

Sd/

S.R.B.RAMESH CHANDRA

MANAGING DIRECTOR

---

Mar 31, 2011

Dear Members,

The Directors have pleasure in presenting the 32nd Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 2011.

FINANCIAL RESULTS:

The Financial highlights for the year under review are given below:

(Rs. in lacs)

2010-11 2009-10

Sales and Other Income 9295.04 9789.98

EBITA (553.54) 1898.55

Interes 1178.18 484.64

Depreciation 428.07 298.99

Profit Before Tax (2159.79) 1114.92

Provision for Tax* *(2.79) *616.20

Profit After Tax (2157.00) 498.72

Net Worth** **13200.61 **15605.94

* Includes Provision for Deferred Tax

** Includes Mineral Capitalization Reserve of Rs.10745.70 Lacs.

OPERATIONS

Your Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved production of 2,92,924 MTs of Cement (Previous year 2,51,600 MTs) and sold 3,03,166 MTs (Includes 10075.00 MTs processed/ground by a third party through job work) (Previous year 2,51,709 MTs) and the Company has produced 2,64,883 MTs Clinker during the year (previous year 1,63,594 MTs).

DEBT RESTRUCTURING

Your Company was referred to the CDR Cell by the lenders due to the delay in the expansion. The delay in project execution was largely on account of increased Steel Prices, unfavorable FOREX Fluctuation, Delay in Power Line Sanction and Erection. With the support of the Banks, CDR EG approved restructuring package of the debt profile of the Company on 7th March, 2011 The impact of the Debt Restructuring approved by the CDR EG Cell will result in funding of interest from 1st July, 2010 to 31st December, 2011 and re-scheduling of re-payment of loans.

DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956 the Board of Directors state:

i) that in preparation of the Annual Accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts.

ii) that the directors have selected such accounting policies and adopted them consistently, except as stated in the notes on accounts, 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 on 31st March, 2011 and Profit & Loss account of the company for the year ended 31st March, 2011. The auditor''s comments in this regard are self explanatory

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 accounts were prepared on a going concern basis.

DIRECTORS

Sri S.V. Reddy, Director of the Company who retires by rotation and being eligible, offers himself for re-appointment.

Your Director Capt. J.Rama Rao (Retd.) has resigned from the Board vide his letter dated 20th July, 2011 due to advancing age and indifferent health. Your Board of Directors would like to place on record their appreciation of the Services rendered by Capt.J.Rama Rao, during his tenure as Director of the Company.

AUDITORS

M/s. A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of this Annual General Meeting and they are eligible for re-appointment as statutory auditors of the Company to audit the accounts of the Company for the financial year 2011-12.

COST AUDITORS

Pursuant to the provisions of Section 233B of the Companies Act, 1956, your Directors have appointed M/s DZR & Co., Cost Accountants as Cost Auditors for the Financial Year 2011-12.

PARTICULARS OF EMPLOYEES

The information required under 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 the employees are set out in the annexure to the Director''s Report. Having regard to the provisions of Section 219(1)(b)(IV) of the said Act, the Annual Report excluding the afore said information is being sent to all the members of the Company and others entitled thereto. Any member interested in obtaining such particulars may write to the Company Secretary at the Registered Office of the Company.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on Conservation of Energy, Technology absorption, Foreign Exchange earnings and out go as required to be disclosed in terms of Section 217 (1 )(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

HUMAN RESOURCES

With the size of expansion going on in your Company, human resources assume greater importance and have a significant place in the Organizational Structure. Your Company has been creating a favorable work environment that encourages innovation and meritocracy. Your Company has put in place an effective human resource management team and has done scalable quality recruitment. Your Company has in place an Internal Recruitment system wherein Training Programmes and Talent Management Initiatives form part of individual employee development. The efforts of your Company in the area of employee management and HR practices have been proved effective in Human Resource Management. Emphasis is given to the overall development of the personality of individual employee. Welfare schemes for employees and their families are being implemented in your Company.

Your company has been holding monthly meetings at factory for the last 12 years where the Management interacts with all the employees which forges a good employer employee relation and also provides the platform to express their views for achieving better results. This has led to increased employee participation for better productivity and congenial environment at work.

Since the date of incorporation your Company has not lost a single day of work due to industrial strike. The industrial relations during the year were harmonious. Your Directors wish to place on record the co-operation extended by Employees in achieving the objectives of your Company.

CORPORATE COMMITMENT TO THE COMMUNITY

Your Company has always been a responsible corporate citizen and has made significant contributions towards community development. Your company has always lived by its philosophy of "Serving Society through Industry”. Your Company believes in living every moment of life in harmony with nature to create value for itself, its stakeholder and the society. Your Company supports various social causes by providing drinking water, basic medical facilities and minimum education to the people in the adjoining villages. Your Company takes active interest in environmental issues and is continually making efforts to make eco-friendly zone. Your Company has also been assisting the surrounding community with primary health and veterinary programs.Your company made significant contributions towards education, sports, health and community welfare.

ACKNOWLEDGEMENTS

Your Directors wish to take this opportunity to express their grateful appreciation and deep sense of gratitude to the AXIS Bank, ICICI Bank, United Bank of India, State Bank of Hyderabad, Corporation Bank, Karnataka Bank and Oriental Bank of Commerce, CDR Cell, various Departments of Central and State Governments and consultants for their valuable guidance and co-operation extended during the year and look forward to their continued support in future. Your Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the Company and its management.

Your Directors wish to place on record a deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at all levels.

For and on behalf of the Board

Sd/-

S. CHANDRA MOHAN CHAIRMAN

Sd/

S.R.B.RAMESH CHANDRA MANAGING DIRECTOR

Place: Hyderabad Date: 13th August, 2011

---

Mar 31, 2010

The Directors have pleasure in presenting the 31st Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 2010.

FINANCIAL RESULTS:

The Financial highlights for the year under review are given below: (Rs. in lacs)

2009-10 2008-09

Sales and Other Income 9682.72 8878.39

EBITA 2404.50 2864.85

Interest 484.64 562.57

Depreciation 298.99 300.54

Profit Before Tax 1620.87 2001.74

Provision for Tax* *616.20 *513.26

Profit After Tax 498.72 1546.32

Net Worth** **15605.94 **16207.32

* Includes Provision for Fringe Benefit Tax and Deferred Tax

** Includes Mineral Capitalization Reserve of Rs.728.32 Lacs. OPERATIONS

Your Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved production of 2,51,600 MTs of Cement (Previous year 2,56,479 MTs) and sold 2,51,709 MTs (Previous year 2,56,200 MTs) and the Company has produced 1,63,594 MTs Clinker during the year (previous year 1,68,700 MTs). DIVIDEND

Your Directors are pleased to recommend dividend @12% on Equity Share Capital of the Company for the Year ended 31 st March ,2010.

DIRECTORSRESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956 the Board of Directors state:

i) that in preparation of the Annual Accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts.

ii) that the directors have selected such accounting policies and adopted them consistently, except as stated in the notes on accounts, 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 as on 31st March, 2010 and Profit & Loss account of the company for the year ended 31s March, 2010. The auditors comments in this regard are self explanatory.

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 accounts were prepared on a going concern basis.

DIRECTORS

Sri K.R. Chari retires by rotation and being eligible, offers himself for re-appointment.

AUDITORS

A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of this Annual General Meeting and they are eligible for re-appointment as statutory auditors of the Company to audit the accounts of the Company for the financial year 2010-11.

COST AUDITORS

Pursuant to the provisions of Section 233B of the Companies Act, 1956 your Directors have appointed M/s DZR & Co., Cost Accountants as Cost Auditors forthe Financial Year 2010-11.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on Conservation of Energy, Technology absorption, Foreign Exchange earnings and out go as required to be disclosed in terms of Section 217 (1 )(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

HUMAN RESOURCES

Your Company maintains a constructive relationship with its employees by creating a positive work environment with focus on improving productivity and efficiency. Your company adopts an open door policy to promote better working environment for all employees that encourages innovation and creativity. Your company has been holding monthly meetings at factory for the last 11 years where the Management interacts with all the employees which nurtures a good employer employee relation and also provides to air their views for achieving better results. This has led to increased employee participation for better productivity and cogenial environment at work.

Since the date of incorporation your Company has not lost a single day of work due to industrial strike. The industrial relations during the year were harmonious. Your Directors wish to place on record the co-operation extended by Employees in achieving the objectives of your Company.

Your Company has in place an Internal Recruitment Scheme, Training Programmes and Talent Management Initiatives for providing growth to employees.

CORPORATE COMMITMENT TO THE COMMUNITY

Your Company has always been a responsible corporate citizen and has made significant contributions towards community development. Bheema Cements Ltd has always lived by its philosophy of "Serving Society through Industry". Your Company believes in living every moment of life in harmony with nature to create value for itself, its stakeholders and the society. Your

Company supports various social causes by providing drinking water, basic medical facilities and minimum education to the people in the adjoining villages. Your Company takes active interest in environmental issues and is continually making efforts to make eco-friendly zone. Your Company has also been assisting the surrounding community with primary health and veterinary programs. Your company made significant contributions towards education, sports, health and community welfare.

ACHIEVEMENTS

Your directors are happy to state that your company has been awarded the ISO 9001:2008 Certification for its Quality Management System Standard by DN V, Netherlands.

ACKNOWLEDGEMENTS

Your Directors wish to take this opportunity to express their grateful appreciation and deep sense of gratitude to the AXIS Bank, Corporation Bank, ICICI Bank, Karnataka Bank, Oriental Bank of Commerce, State Bank of Hyderabad and United Bank of India, various Departments of Central and State Governments for their valuable guidance and co-operation extended during the year and look forward to their continued support in future. Your Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the Company and its management.

Your Directors wish to place on record a deep sense of appreciation for the devoted services rendered by the Executives, Staff and Workers of the Company at all levels.

For and on behalf of the Board

Sd/- Place: Hyderabad S. CHANDRA MOHAN

Date: 14th August, 2010 CHAIRMAN

Sd/- S.R.B.RAMESH CHANDRA

MANAGING DIRECTOR

---

Mar 31, 2009

The Directors have pleasure in presenting the 30th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31sMarch, 2009.

FINANCIAL RESULTS:

The Financial highlights for the year under review are given below: (Rs. in lacs)

2008-09 2007-08 (12 Months) (6 Months)

Sales and Other Income 8878.39 4189.09 EBITA 2864.85 1232.55 Interest 562.57 215.03 Depreciation 300.54 107.32 Profit Before Tax 2001.74 910.20 Provision for Tax** 513.26 586.09 Profit After Tax 1546.32 324.11 Net Worth** ** 16207.32 15282.49

* Includes Provision for Fringe Benefit Tax and Deferred Tax

** Includes Mineral Capitalization Reserve of Rs.12202.35 Lacs. OPERATIONS

Your Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved production of 2,56,479 MTs of Cement (Previous year 1,28,322 MTs 6 months) and sold 2,56,200 MTs (Previous year 1,28,203 MTs 6 months) and the Company has produced 1,68,700 MTs Clinker during the year (previous year 90,048 MTs 6 Months).

The Completion of 1st phase of Modernisation cum Expansion has been re-scheduled to October 2009 due to 8 months delay in financial closure and escalation in the project cost. The escalation is mainly due to two reasons i.e. 1 .The high and un-precedented inflationary trends during 2008 and 2.Due to adding of certain additional equipment to further improve the viability both in terms of technical & financial and the time taken to procure the necessary financesforthe additional requirement.

DIVIDEND

Your Directors are pleased to recommend dividend @12% on Equity Share Capital of the Company for the Year ended 31 st March, 2009.

Future Outlook:

The Central and State governments are supporting various infrastructure projects, road networks and housing facilities. Cement demand being a derived demand, the shift of the Governments policies and emphasis on the rural sectors has given a shot in the arm for the cement industry. With various schemes launched by the Governments like the employment guarantee program, debt waiver, interest rate reduction for housing loans, there has been a positive shift towards the rural areas and increased activity in the rural areas. The increased activity in the areas of irrigation, roads, housing and other activities is a positive indication and is a good sign for more demand for cement. Your company has already started expansion of its capacities and is gearing up to meet the increased demand by adopting latest technologies.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956 the Board of Directors state:

i) that in preparation of the Annual Accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts.

ii) that the directors have selected such accounting policies and adopted them consistently, except as stated in the notes on accounts, 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 as on 31st March, 2009 and Profit & Loss account of the company for the year ended 31s March, 2009.The auditors comments in this regard are self explanatory

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) the accounts were prepared on a going concern basis.

DIRECTORS

Capt. J. Rama Rao retires by rotation and being eligible, offers himself for re-appointment.

AUDITORS

A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retires at the conclusion of this Annual General Meeting and they are eligible for re-appointment as statutory auditors of the Company to audit the accounts of the Company for the financial year 2009-10.

COST AUDITORS

Pursuant to the provisions of Section 233B of the Companies Act, 1956 your Directors have appointed M/s DZR & Co., Cost Accountants as Cost Auditors for the Financial Year 2009-10.

PARTICULARS OF EMPLOYEES

The information required under Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975 as amended is as follows:

Name Age Qualification Designation Date of Commen- cement

Venkata 41 B.E. Executive 01-04-2004 Vasudev M.B.A Director (Not on Board)

Years of Remuneration Previous experience Employment

Venkata 18 Rs. 1,32,58,980/- Vice President vasudev Technologies IMAP Limited



ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on Conservation of Energy, Technology absorption, Foreign Exchange earnings and out go as required to be disclosed in terms of Section 217 (1 )(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

HUMAN RESOURCES

Your Company maintains a constructive relationship with its employees by creating a positive work environment, with focus on improving productivity and efficiency. Your Company adopts an open door policy to promote better working environment for all employees that encourages innovation and creativity. Your Company has been holding monthly meetings at factory for the last 11 years where the Management interacts with all the employees which forges a good employer employee relation and also provides to air their views for achieving better results. This has led to increased employee participation for better productivity and cogenial environment at work.

Since the date of incorporation your Company has not lost a single day of work due to industrial strike. The industrial relations during the year were harmonious. Your Directors wish to place on record the co-operation extended by Employees in achieving the objectives of your Company.

Your Company has in place an Internal Recruitment Scheme, Training Programmes and Talent Management Initiatives for providing growth to employees.

CORPORATE SOCIAL RESPONSIBILITY

Your Company has always been a responsible corporate citizen and has made significant contributions towards community development. Bheema Cements Ltd has always lived by its philosophy of "Serving Society through Industry". Your Company supports various social causes by providing drinking water, basic medical facilities and minimum education to the people in the adjoining villages. Your Company takes active interest in environmental issues and is continually making efforts to make eco-friendly zone. Your Company has also been assisting the surrounding community with primary health and veterinary programs. Your company made significant contributions towards education, sports, health and community welfare.

ACHIEVEMENTS

We are very happy to state that your Company stood 4th in the ranking out of the total of 28 Cement Companies who participated in the annual Energy Conservation Awards competition, being organized by the Beureau of Energy Efficiency (BEE), Government of India.

ACKNOWLEDGEMENTS

Your Directors wish to take this opportunity to express their grateful appreciation and deep sense of gratitude to the AXIS Bank, ICICI Bank, United Bank of India, State Bank of Hyderabad and Corporation Bank, various Departments of Central and State Governments for their valuable guidance and co-operation extended during the year and look forward to their continued support in future. Your Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the Company and its management.

Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered bythe Executives, Staff and Workers of the Company at all levels.

For and on behalf of the Board Sd/- Place: Hyderabad S. CHANDRA MOHAN Date:31stAugust,2009 CHAIRMAN Sd/- S.R.B.RAMESH CHANDRA MANAGING DIRECTOR

---

Mar 31, 2008

The Directors have pleasure in presenting the 29th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 2008. (Six Months)

CORPORATE RESULTS

The Financial highlights for the year under review are given below: (Rs. In Lacs) 2007-08 2006-07 (6 Months) (18 Months)

Sales and Other Income 4189.09 8170.41 EBITA 1232.55 1852.16 Interest 215.03 303.10 Depreciation 107.32 140.20 Profit Before Tax 910.20 1408.86 Provision for Tax* *586.09 *223.08 Profit After Tax 324.11 1185.83 Net Worth** **15282.49 2288.41

* Includes Provision for Fringe Benefit Tax and Deferred Tax

** Includes Mineral Capitalization Reserve of Rs.12930.68 Lacs.

Your Directors as may be noted by the Members with reference to the Notes 1 & 3 in Schedule R read with Note 3 in Schedule S to the Audited Statement of Accounts for the year, have considered it appropriate and decided to recognize, in the said accounts, .the value of (limestone) minerals during the year. This was done in the circumstances and the manner as enunciated in the said notes. In the opinion of your Directors, your company has exclusive rights to excavate and use the minerals in its production and hence it should recognize the value of such minerals as an asset in the accounts. Accordingly we have recognized a total amount of Rs.129,30,67,619/ - as an asset in the annual accounts. Further, in the opinion of Your Directors, the recognition would enhance the shareholders value in the company.

OPERATIONS

Your Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved production of 1,28,322 MTs (Six Months) of Cement (Previous year 2,67,968 MTs 18months) and sold 1,28,203 MTs (Six Months) (Previous year 2,68,588 MTs 18months) and the Company has produced 90,048 MTs(Six Months) Clinker during the year (previous year 2,38,594 MTs 18 Months)

The company is modernizing and expanding its plant in two phases for enhancing its production capacity. In 1st phase the capacity will be enhanced to 0.9 Million Tons. Total financial tie-up has been completed for this 1st of expansion and the work is going on the first phase of expansion will be completed tentatively by March, 2009. the 2nd phase of expansion is for an additional capacity of 1.5 Million Tons. With this addition, the capacity will stand enhanced to 2.4 Million Tons.

DIVIDEND

Your Directors are pleased to recommend a dividend of Rs.1/- per Equity Shares of the Company for the Year ended 31st March, 2008.

BONUS ISSUE

During the year under review your Company has issued Bonus Shares in the ratio of 7:4 i.e Seven Equity shares of Rs.10/- each for every Four Equity share of Rs.10/- each on 14.02.08 for which the members gave their approval in the Annual General Meeting held on 31.12.07. The said shares were admitted to dealings on the Bombay Stock Exchange Limited on 08.04.2008.

FUTURE OUTLOOK

The Governments both at Centre as well at the State continue to patronize Infrastructure, Housing and Agriculture sectors, which they believe in generating employment and investment opportunities and thereby spiraling economic growth and employment. The thrust to the agrarian sector results in employment generation in rural areas. The Governments continue to give a thrust to irrigation, roads, metro rail, housing, ports and related infrastructural areas. This spells a huge demand for the cement consumption and also augurs well for your Company. The Company is gearing itself to rise to these challenges by expanding its cement manufacturing capacities.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956 the Board of Directors state:

i) that in preparation of the Annual Accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts.

ii) that the directors have selected such accounting policies and adopted them consistently, except as stated in the notes on accounts, 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 as on 31st March, 2008 (6 months) and Profit & Loss account of the company for the year ended 31st March, 2008 (6 months). The auditors comments in this regard are self explanatory

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) the accounts were prepared on a going concern basis.

DIRECTORS

Sri S.V.Reddy retires by rotation and being eligible, offers himself for re-appointement.

AUDITORS

A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retires at the conclusion of this Annual General Meeting and they are eligible for re-appointment.

COST AUDITORS

The Central Government prescribed the appointment of Cost Auditor under Sec. 233B of the Companies Act 1956 and M/s DZR & Co., Cost Accountants are appointed as Cost Auditors for the Financial Year 2008-09

PARTICULARS OF EMPLOYEES

The information required under Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975 as amended is as follows:

Name Age Qualification Designation Date of Commen- cement

Venkata 40 B.E. (Civil) President 01-04-2004 Vasudev M.B.A

Years of Remuneration Previous experience Employment

17 Rs.12,31,631/- Vice President IMAP Technologies Limited

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on Conservation of Energy, Technology absorption, Foreign Exchange earnings and out go as required to be disclosed in terms of Section 217 (1 )(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

HUMAN RESOURCES

Your Company adopts an open door policy to promote better working environment for all employees.

Your Company has been holding monthly meetings at factory for the last 10 years where the Management interacts with all the employees which forges a good employer employee relation and also provides to air their views for achieving better results. This has led to increased employee participation for better productivity and congenial environment at work.

Since the date of incorporation your Company has not lost a single day of work due to industrial strike. The industrial relations during the year were harmonious. Your Directors wish to place on record the co-operation extended by Employees in achieving the objectives of your Company.

CORPORATE COMMITMENT TO THE COMMUNITY

Your Company has always been a responsible corporate citizen and has made significant contributions towards community development. Your Company supports various social causes by providing drinking water, basic medical facilities and minimum education to the people in the adjoining villages. Your Company takes active interest in environmental issues and is continually making efforts to make eco-friendly zone. Your Company has also been assisting the surrounding community with primary health and veterinary programs.

ACHIEVEMENTS

Your Company was a proud recipient of the highest rating in the ranking of Indias top 500 manufacturing Small & Mid Sized Company rating.

ACKNOWLEDGEMENTS

Your Directors would like to express their grateful appreciation and sincere thanks to the Centurion Bank of Punjab (Now HDFC Bank), AXIS Bank and ICICI Bank, various Departments of Central and State Governments for their valuable guidance and assistance extended during the year under review. Your Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the Company and its management. Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at all levels.

For and on behalf of the Board Sd/- Place : Hyderabad S.R.B.RAMESH CHANDRA Date : 19th August, 2008 MANAGING DIRECTOR

Sd/- S.KISHORE CHANDRA WHOLE TIME DIRECTOR

---

Mar 31, 2006

Your Directors have pleasure in presenting the 27th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March 2006.

FINANCIAL RESULTS:

The Operating Results for the Year are as under

(Rs. in lacs) 2005-06 2004-05

Sales and Other Income 3238.18 2914,85

Profit before Depreciation & Interest 310.61 251.71

Less: Depreciation 79.00 70.22

Interest 122.64 97.20

Profit before Tax 108.97 84.29

Provision for Tax 18.36 6.65

Net Prof it after Tax 90.61 77.64

OPERATIONS

Your Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved production of 1,49,716 MTs. of Cement (Previous year 1,35,445 MTs ) and sold 1,49,002 MTs (Previous year 1,36,697 MTs ) and the Company has produced 1,39,800 MTs of Clinker during the year (previous year 1,44,109 MTs).

FUTURE OUTLOOK

The Government policies continue to have a thrust on development of infrastructure. This is further reinforced by the outlay for the 12th Plan. The Governments encouragement for private participation in pivotal sectors will ensure that major projects envisaged will not derail for want of budgetary support. Cement being the key ingredient in the above endeavour will ensure that the uncertainties of the past shall not surface again. The economy is buoyant, leading to vibrancy of the real estate sector. The colour of cement will certainty turn rose in the days to come. Your Company is gearing itself to live upto the expectations.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956 the Board of Directors state:

i) that in preparation of the Annual Accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts.

ii) that the directors 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 on 31st March, 2006 and Profit & Loss account of the Company for the year ended 31st March, 2006.

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) the accounts were prepared on a going concern basis.

DIRECTORS

The Board Places on record its appreciation of the valuable services rendered by Smt. S. Saraswathi Devi during her tenure as Director.

AUDITORS

A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retires at the conclusion of this Annual General Meeting and they are eligible for re-appointment.

COST AUDITORS

The Central Government prescribed the appointment of Cost Auditor under Sec. 233B of the Companies Act 1956 and M/s Narasimha Murthy & Co., are appointed as Cost Auditors for the year 2005-06

PARTICULARS OF EMPLOYEES

There are no employees falling within the purview of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975 as amended.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on Conservation of Energy, Technology absorption, Foreign Exchange earnings and out go as required to be disclosed in terms of Section 217 (1 )(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-l) and forms part of this report.

HUMAN RESOURCES

Your Company adopts an open door policy to promote better working environment for all employees.

Your Company has been holding monthly meetings at factory for the last 7 years where the Management interacts with all the employees which forges a good employer employee relation and also provides to air their views for achieving better results. This has led to increased employee participation for better productivity and congenial environment at work.

Since the date of incorporation your Company has not lost a single day of work due to industrial strike. The industrial relations during the year were harmonious. Your Directors wish to place on record the co-operation extended by Employees in achieving the objectives of your Company.

CORPORATE COMMITMENT TO THE COMMUNITY

Your Company has always been a responsible corporate citizen and has made significant contributions towards community development. Your Company supports various social causes by providing drinking water, basic medical facilities and minimum education to the people in the adjoining villages. Your Company takes active interest in environmental issues and is continually making efforts to make a Green Ramapuram. Your Company has been recognized and awarded a Certificate of Recognition by GERIAP-a UNESCO program for participating and implementing the necessary energy conservations methods. Your Company has also been assisting the surrounding community with primary health and veterinary programs.

ACKNOWLEDGEMENTS

Your Directors would like to express their grateful appreciation and sincere thanks to the State Bank of India, State Bank of Hyderabad, Lord Krishna Bank, various Departments of Central and State Governments for their valuable guidance and assistance extended during the year under review.

Your Directors would tike to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the company. Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at ail levels.

For and on behalf of the Board Place: Hyderabad S.CHANDRA MOHAN Date: 31-08-06 CHAIRMAN S.R.B.RAMESH CHANDRA MANAGING DIRECTOR

ANNEXURE TO DIRECTORS REPORT

ANNEXURE-I

Disclosure of particulars with respect to conservation of Energy, Technology absorption and Foreign Exchange earnings and outgo as required under Companies (Disclosure of particulars in the Board of Directors Report) Rules, 1988.

A. Conservation of Energy

a. Energy Conservation Methods adopted :

Conservation of energy continues to be accorded with priority. Efforts are being made in monitoring, on a continuous basis, for energy conservation.

b. Additional Investments and proposals, if any, being implemented for reduction of consumption of energy.

The Company has identified the following areas where there is ample scope for energy conservation.

1. Limestone screening arrangement with Crusher before Raw Mill with an estimated cost of Rs.25.00 Lakhs

2. ESP in place of Heat Exchanger and Dust Collector in Kiln section with an estimated cost of Rs.1 Crore and above.

c. By implementing the above mentioned two measures the Company is confident of achieving considerable savings in Energy consumptions.

d. The total energy consumption and energy consumption per unit of production.

The above information is given in the prescribed Form-A annexed.

B. Technology Absorption

Particulars are given in Form "B" annexed:

C. Foreign Exchange savings and outgo

a. Activities relating to exports, initiatives taken to increase export, development of new export market for production & services and export plans.

The company presently is not envisaging any export market for production & services and export plans.

b. Total foreign exchange used and earned : NIL

FORM-A (See Rule-2)

FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY

For the Year ended For the Year ended 31.03.2006 31.03.2005 A. POWER AND FUEL CONSUMPTION

1. Electricity:

a. Purchased

Units (Nos.) 1,39,11,623 1,33,63,490

Amount (Rs.) 5,06,35,104 4,93,75,952

Rate/Unit (Rs.) 3.64 3.69

b. Own Generation

i) Through Diesel Generator (Unit/Nos.) 47,656 53,440

Units per Ltr. of Diesel Oil 3.44 3.36

Cost/Unit (Rs.) 8.80 7.38

ii) Through Steam Turbine Generator Unit per Ltr. of Fuel Oil/Gas Cost/Unit (Rs.)

2. Fuel :

Coal used in Kiln:

Quantity 25,190 26,105

Total Cost (Re) 5,24,90,112 5,04,13,321

Average Rate(Rs.) 2083.76 1931.17

3. Furnace Oil _ _

4. Others/Internal Generation _ _

B. CONSUMPTION PER UNIT OF PRODUCTION

Standard Production (with details) OPC OPC

Electricity (Units/Ton of Cement) 95.22 93.08

Coal (% on Clinker) 18.01 18.11

FORM-B

(See Rule-2)

FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION

RESEARCH AND DEVELOPMENT (R&D) : NIL TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION :

The company has made several efforts to bring down Power and Coal Consumptions.

---

Mar 31, 2004

The Directors have pleasure in presenting the 25th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March 2004. FINANCIAL RESULTS: The Operating Results for the year are as under: (Rs. in lacs) 2003-04 2002-03 Sales and Other Income 2722.03 2679.13

Profit before Depreciation & Interest 169.99 220.47

Less: Depreciation 54.33 89.55

Interest 112.71 114.18

Profit before Tax 2.95 16.74

Provision for Tax 0.25 1.35

Net Profit after Tax 2.70 15.39 NOTE: The Government of India has hiked the Excise Duty for Cement during the year under review by Rs.50/- per MT. Your Company has absorbed a large part of the hike in Excise Duty and could not pass on the same to the consumers due to adverse market conditions during first six months which has led to reduced profit for the year. OPERATIONS: The Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved production of 1,36,510 MTs of Cement (PRevious year 1,31,038 MTs) and sold 1,36,653 Mts (Previous year 1,29,668 Mts) and the Company has produced 1,38,465 MTs (Previous year 1,39,509 MTs). During the year, Power and Coal consumptions are reduced by 1.48 units and 0.22% respectively by virtue of energy conservation measures undertaken in Power and Coal consumptions when compared to previous year consumption. This was possible due to continuous efforts put in by the Management and all the employees. FUTURE OUTLOOK: The continuous priority given by both the Central and the State Governments for infrastructure and Housing should give required fillip to the Cement industry in the coming years. The low per capita consumption of Cement in India compared to other developing countries and easy availability of finance for Housing and Infrastructure of on softer terms goes in a long way for the future demand of Cement. DIRECTORS' RESPONSIBILITY STATEMENT: Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956 the Board of Directors state: i) That in preparation of the annual accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts. ii) That the directors 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 on 31st March, 2004 and Profit & Loss account of the Company for the year ended 31st March, 2004. 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) The accounts were prepared on a going concern basis. DIRECTORS: Capt. J. Rama Rao (Retd.) and Sri. M.N. Rao retire by rotation and being eligible, offer themselves for re-appointment. AUDITORS: A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of this Annual General Meeting and they are eligible for re-appointment. COST AUDITORS: The Central Government prescribed the appointment of Cost Auditor under Sec. 233B of the Companies Act 1956 and M/s. Narasimha Murthy & Co., are appointed as Cost, Auditors for the year 2003-04. PARTICULARS OF EMPLOYEES: There are no employees falling within the purview of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO: Additional information on conservation of energy, technology absorption, foreign exchange earnings and out go as required to be disclosed in terms of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report. HUMAN RESOURCES: The Company adopts an open door policy to promote better working environment for all employees. The Company has been holding monthly meetings at factory for the last 6 years where the Management interacts with all the employees which forges a good employer employee relation and also provides to air their views for achieving better results. This has led to increased employee participation for better productivity and conductive work environment. Since the date of incorporation your Company has not lost a single day of work due to industrial strike. The industrial during the year were harmonious. Your Directors wish to place on record the co-operation extended by Employees in achieving the objective of your company. CORPORATE COMMITMENT TO THE COMPANY: The company has been in the forefront, when it comes to its commitment to the community. Your company sincerely believes that service to community and humanity is service to god. Your company has come forward to donate cement, cash and other material to help the neighbouring areas, at the time of need. Some of the notable donations are enumerated below: * Cement to the locale ZP school, places of Worship, Gram Panchayat and local Police Station. * Donation in cash towards Pulse Polio Program. * Diesel was provided to the local Gram Panchayat, for running the generator during the power failure to run the bore wells. * The company has provided to the village of Ramapuram with drinking water, by way of tankers for the last to overcome the prevailing persistent drought situation. The above are but a few deeds which reinforce your company's commitment to the community. ACKNOWLEDGEMENTS: The Directors would like to express their grateful appreciation and sincere thanks to the State Bank of India, State Bank of Hyderabad, Andhra Pradesh Industrial Development Corporation Limited, various Departments of Central and State Governments for their valuable guidance and assistance extended during the year under review. The directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the, company. Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at all levels. For and on behalf of the Board Place: Hyderabad K. RADHAKRISHNAIAH Date : 31-07-2004 Chairman ANNEXURE TO DIRECTORS' REPORT ANNEXURE-I Disclosure of particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Companies (Disclosure of particulars in the Board of Directors' Report) Rules, 1988. A. Conservation of Energy: a. Energy Conservation Methods adopted: Conservation of energy continues to be accorded with priority. Efforts are being made in monitoring, on a continuous basis, for energy conservation. b. Additional investments and proposals, if any, being implemented for reduction of consumption of energy. The company has identified the following areas where there is ample scope for energy conservation: 1. Limestones screening arrangement with Crusher before Raw Mill with an estimated cost of Rs.25 lakhs. 2. ESP in pluckier of Heat Exchanger and Dust Collector in Kiln Section with an estimated cost of Rs.1 crore and above. c. By implementing the above mentioned two measures the Company is confident of achieving considerable savings in Power consumptions. d. The total energy consumption and energy consumption per unit of production. The above information is given in the prescribed Form-A annexed. B. Technology Absorption: Particulars are given in Form-"B" annexed. C. Foreign Exchange savings and outgo: a. Activities relating to exports, initiatives taken to increase export, development of new export market for production & services and export plans. The company presently is not envisaging any export market for production & services and export plans. b. Total foreign exchange used and earned : NIL

FORM-B (See Rule-2) FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION: RESEARCH AND DEVELOPMENT (R&D): NIL. TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION: The company has made several efforts to bring down Power and Coal Consumptions. We have introduced various systems and In-hous R&D and recorded Power Consumption of 1.48 Units per MT and 0.22% of Coal Consumption per MT of clinker.

---

Mar 31, 2003

The Directors have pleasure in presenting the 24th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March 2003

FINANCIAL RESULTS:

The Operating Results for the Year are as under

(Rs in Lacs)

2002-03 2001-02

Sales and Other Income 2879.13 2976.48 Profit before Depreciation & Interest 220.47 268.06 Less Depreciation 89.55 88.61 Interest 114.18 114.19 Profit before Tax 16.74 65.26 Provision for Tax 1.35 5.00 Net Profit after Tax 15.39 60.26

OPERATIONS

The Directors are glad to report that the Company has maintained satisfactory Production and Sales levels During the year the Company achieved production of 1,31,038 MTs of Cement (Previous year 1,28,848 MTs) and sold 1,29,668 (Previous year 1,30,108 MTs) and the Company has produced 1,39,509 MTs Clincker during the year (previous year 1,38,005 MTs)

During the year, Power and Coal consumptions are reduced by 5.77 units and 1.56% respectively by virtue of energy conservation measures undertaken in Power and Coal consumptions when compared to previous year consumption. This was possible due to continuous efforts put in by the Management and all the employees.

FUTURE OUTLOOK

The Annual Demand for Cement is expected to increase by 8-9% with Government emphasis on Infrastructure and Housing Development. The continuing priority given by Government for the above two sectors coupled with present low per capita consumption of Cement in India compared to other developed nations and easy availability of finance for Housing/Infrastructure on other terms goes in a long way for the future demand of Cement.

DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 217(2AA) of the Companies Act, 1956 the Board of Directors state:

i) that in preparation of the annual accounts, applicable accounting standards have been followed and there were no material departures there from except as otherwise explained in the notes to accounts. ii) that the directors 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 on 31st March, 2003 and Profit & Loss account of the Company for the year ended 31st March, 2003.

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) the accounts were prepared on a going concern basis.

DIRECTORS

Sri K Radhakrishnaiah and Sri S.V.Reddy retire by rotation and being eligible, offer themselves for re-appointment.

AUDITORS

A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retire at the conclusion of this Annual General Meeting and they are eligible for re-appointment.

COST AUDITORS

The Central Government prescribed the appointment of Cost Auditor under Sec. 233B of the Companies Act, 1956 and Ms Narasimha Murthy & Co., are appointed as Cost Auditors for the year 2002-03.

PARTICULARS OF EMPLOYEES

There are no employees falling within the purview of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975 as amended.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and out go as required to be disclosed in terms of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

CORPORATE COMMITMENT TO THE COMMUNITY

The Company is supplying drinking water to Ramapuram Village regularly by Tractor Tankers and also given financial help for drilling of bore well for improving the drinking water facilities in Ramapuram Village.

The Company is continuously contributing for the Education Committee of ZPHS, Ramapuram for upgradation of Education facilities in Ramapuram and also provided Meal Plates and glasses for the school children of Ramapuram in support to Mid Day Meal Programme launched by the Andhra Pradesh Government.

ACKNOWLEDGMENTS

The Directors would like to express their grateful appreciation and sincere thanks to the State Bank of India, State Bank of Hyderabad Andhra Pradesh Industrial Development Corporation Limited, various Departments of Central and State Governments for their valuable guidance and assistance extended during the year under review. Your Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the company. Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at all levels.

For and on behalf of the Board

Place : Hyderabad K. RADHAKRISHNAIAH Date : 31-07-2003 Chairman

ANNEXURE TO DIRECTORS' REPORT

ANNEXURE-I

Disclosure of particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Companies (Disclosure of particulars in the Board of Directors' Report) Rules, 1988.

A. Conservation of Energy

a. Energy Conservation Methods adopted :

Conservation energy continues to be accorded with priority. Efforts are being made in monitoring, on a continuous basis, for energy conservation.

b. Additional investments and proposals, if any, being implemented for reduction of consumption of energy.

The company is making efforts to identify the areas for reduction of consumption of energy.

c. Impact of the measures at (a) and (b) above for reduction of consumption and consequent impact on the cost of production of goods:

The benefit and significance of the measures is evident from lower consumption of energy.

d. The total energy consumption and energy consumption per unit of production.

The above information is given in the prescribed Form-A annexed.

B. Technology Absorption

Particulars are given in Form "B" annexed:

C. Foreign Exchange savings and outgo

a. Activities relating to exports, initiatives taken to increase export, development of new export market for production & services and export plans.

The company presently is not envisaging any export market for production & services and export plans.

b. Total foreign exchange used and earned : NIL

FORM-B (See Rule-2)

FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION

RESEARCH AND DEVELOPMENT (R&D) : NIL

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION :

The company has made several efforts to bring down Power and Coal Consumptions.

We have introduced various systems with the help of our consultant Sri A.M. Marathe and In-house R&D and achieved a reduction of 5.77 units of Power per MT of Cement and 1.56% in Coal consumption per MT of Clinker.

---

Mar 31, 2002

Your Directors have pleasure in presenting the 23rd Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March 2002.

FINANCIAL RESULTS:

The Operating Results for the Year are as under

(Rs. in lacs) 2001-02 2000-01

Sales and Other Income 2976.48 2981.07

Profit before Interest & Depreciation 268.06 242.86

Interest Charges 114.19 53.08

Profit before Depreciation 153.87 189.78

Depreciation 88.61 86.59

Profit before Tax 65.26 103.19

Provision for Tax 5.00 -

Net Profit after Tax 60.26 103.19

OPERATIONS

Your Directors are glad to report that the Company has maintained satisfactory Production and Sales levels. During the year the Company achieved production of 1,28,848 MTs. of Cement (Previous year 1,24,620 MTs.) and sold 1,30,108 MTs. (Previous year 1,24,785 MTs.) and the Company has produced 1,35,005 MTs of Clinker during the year (previous year 1,23,551 MTs).

During the year, Power and Coal consumptions are lowered by 10.94 units and 1.09% respectively by virtue of energy conservation measures undertaken in Power and Coal consumptions when compared to previous year consumption. This was possible due to continuous efforts put by the Management and all the employees.

FUTURE OUTLOOK

Annual demand for cement in India is expected to increase by more than 9% in future with the Government continuing its thrust on infrastructure development and housing. The Government is giving highest priority to develop infrastructure i.e., national highways, state highways, rural roads etc., which involves reconstruction and widening of bridges and culverts which will contribute for growth in Cement consumption.

Housing sector is progressing very well, due to availability of housing finance on soft terms by Banks and Institutions. Hence the demand from this sector for cement is expected to go up substantially in the coming years. Thus the cement industry is firmly set on a higher growth and long term out look for the Cement Industry is quite positive and promising.

DIRECTORS RESPONSIBSLlTY STATEMENT:

Pursuant to the provisions of Section 217 (2AA) of the Companies Act, 1956 the Board of Directors state: i) that in preparation of the annual accounts, applicable accounting standards have been followed and there were no material departures therefrom except as otherwise explained in the notes to accounts.

ii) that the directors 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 on 31 st March, 2002 and Profit & Loss account of the Company for the year ended 31 st March, 2002.

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) the accounts were prepared on a going concern basis.

DIRECTORS

Capt J. Rama Rao IN (Retd) and Sri M.N.Rao retire by rotation and being eligible, offer themselves for re-appointment.

AUDITORS

A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retire at the ensuing Annual Genera! Meeting and being eligible, offer themselves for re-appointment. The remarks in their report are self-explanatory.

COST AUDITORS

The Central Government prescribed the appointment of Cost Auditor under Sec. 233B of the Companies Act 1956 and M/s. Narasimha Murthy & Co., are appointed as Cost Auditors for the year 2001 -02

PARTICULARS OF EMPLOYEES

There are no employees falling within the purview of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975 as amended.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and out go as required to be disclosed in terms of Section 217 (1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-l) and forms part of this report.

CORPORATE COMMITMENT TO THE COMMUNITY

The Company has contributed Rs. 50,000/- for water supply scheme in Ramapuram Village for providing drinking Water to the people of Ramapuram.

The Company is continuously contributing for the Education Committee of ZPHS, Ramapuram for upgradation of education facilities in Ramapuram. The Company has also contributed for Library and for running of the Continuing Education Centre under Total Literacy Programme.

ACKNOWLEDGEMENTS

Your Directors would like to express their grateful appreciation and sincere thanks to the Andhra Pradesh Industrial Development Corporation, State Bank of India, State Bank of Hyderabad, various Departments of Central and State Governments for their valuable guidance and assistance extended during the years under review. Your Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the company. Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at all levels.

ANNEXURE TO DIRECTORS REPORT

ANNEXURE- I

Disclosure of particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Companies (Disclosure of particulars in the Board of Directors Report) Rules, 1988.

A. Conservation of Energy

a. Energy Conservation Methods adopted :

Conservation of energy continues to be accorded with priority. Efforts are being made in monitoring, on a continuous basis, for energy conservation.

b. Additional investments and proposals, if any, being implemented for reduction of consumption of energy.

The company is making efforts to identify the areas for reduction of consumption of energy.

c. Impact of the measures at (a) and (b) above for reduction of consumption and consequent impact on the cost of production of goods:

The benefit and significance of the measures is evident from lower consumption of energy.

d. The total energy consumption and energy consumption per unit of production. The above information is given in the prescribed Form - A annexed.

B. Technology Absorption

Particulars are given in Form "B" annexed:

C. Foreign Exchange savings and outgo

a. Activities relating to exports, initiatives taken to increase export, development of new export market for production & services and export plans.

The company presently is not envisaging any export market for production & services and export plans.

b. Total foreign exchange used and earned : NIL

RESEARCH AND DEVELOPMENT (R&D) : NIL

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION :

The company has made several efforts to bring down Power and Coal Consumptions.

We have introduced various systems with the help of our consultant Sri A.M. Marathe and In-house R&D and achieved a reduction of 10.94 units of Power per MT of Cement and 1.09% in Coal consumption per MT of Clinker.

For and on behalf of the Board

Place : Hyderabad K. RADHAKRISHNAIAH Date : 03-08-2002 Chairman

---

Mar 31, 2001

Your Directors have pleasure in presenting 22nd Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March 2001.

FINANCIAL RESULTS:

The Operating Results for the year are as under

(Rs. in lacs) 2000-01 1998-2000 (12 Months) (18 Months)

Sales and Other Income 2981.07 3091.84

Profit before interest & Depreciation 242.86 (151.48)

Interest Charges 53.08 68.36

Profit before Depreciation 189.78 (219.84)

Depreciation 86.59 126.57

Net Profit/ (Loss) 103.19 (346.41)

CHANGE IN ACCOUNTING YEAR

The accounting year of your Company is 31st March 2001, covering a period of 12 months as against earlier period of 18 months.

OPERATIONS

Your Directors are glad to report that your Company has maintained satisfactory Production and Sales levels. During the year (for 12 months) the Company achieved production of 1,24,620 MTs. of Cement (Previous year 1,53,234 MTs. for 18 months) and sold 1,24,785 MTs. (for 12 months), (Previous year 1,52,180 MTs. for 18 months) and the Company has produced 1,23,551 MTs. of Clinker during the year (for 12 Months) under review as against 1,76,879 MTs (for 18 Months).

During the year cost of Power and Coal is lower by Rs. 54.80 lacs and Rs. 15.08 lacs respectively due to energy conversation measures undertaken in Power and Coal consumption when compared to previous year consumption. This has become possible due to continuous efforts made by the Management and all the employees. Further profitability is increased partly on account of increase in sales realisation and partly on account of reduction in cost production (i.e. saving in Power and Coal Consumption).

FUTURE OUTLOOK

Cement industry is expected to achieve growth rate of around 7% to 9% the next fixed years with the Govt. continuing its thrust on infrastructure development and improvement of general economic activity and a 20 Million houses for weaker section housing units and 16.7 Million houses under Valmiki Ambedkar Awaas Yojna with an investment of Rs. 2000 Crores. The long-term outlook for the industry is quite promising. The widening work on National Highways which involves reconstruction and widening of bridges and cluvets has begun and this will also contribute for growth in cement consumption. As per information available, it required 10 Million Tones of Cement during 2001-2004. Considering this, there is good future for the cement industry in the years to come.

SETTLEMENT WITH FINANCIAL INSTITUTIONS:

Your Directors are pleased to inform your that your Company was successfully during the current Financial year in setting dues with Financial Institutions. The Financial Institutions agreed for an amount of Rs. 6,08,87,720/- towards full and final settlement and it has been paid along with interest during September 2001, before due date. With this, the Company has paid all dues to all the three institutions viz. IDBI, IFCI & ICICI and there are no outstanding dues payable to them and also the respective loan accounts with them were closed and we have obtained no dues certificates from all the three Financial Institutions. Now, the Company's Net Worth has become positive as stated in Auditor's Report. The Board has advised Managing Director to write to IDBI (Operating Agency), requesting to recommend to delist the Company from the BIFR, since the Company's Net Worth has become positive.

DIRECTORS RESPONSIBILITY STATEMENT :

Pursuant to provisions of Section 217 (2AA) of the Companies (Amendment) Act, 2000 the Board of Directors state:

i) that in preparation of the annual accounts, applicable accounting standards have been followed and there were no material departure there from.

ii) that the directors 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 on 31st March, 2001 and Profit & Loss account of the Company for the year ended 31st March, 2001.

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) the accounts were prepared on a going concern basis.

DIRECTORS

Sri.D.S. Prasad is nominated by IDBI in place of Sri. E.S. Ravisekar.

The board places on record its appreciation of services rendered by Sri. E.S. Ravisekar during his tenure as Director.

Sri. K. Radhakrishnaiah and Sri.S.V.Reddy, Nominee of APIDC, retire by rotation and being eligible, offer themselves for re-appointment.

AUDITORS

A. Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

The remarks in their report are self-explanatory regarding non-provision of depreciation and with regard to non-provision of interest/ settlement of F.I's dues, please refer para regarding Settlement with Financial Institutions.

COST AUDITORS

The Central Government prescribed the appointment of Cost Auditor under Sec.233B of the Companies Act 1956 and M/s. Narasimha Murthy & Co., are appointed as Cost Auditors for the year 2000-01.

PARTICULARS OF EMPLOYEES

There are no employees falling within the purview of Section 217 (2A) of the Companies Act, 1956n read with the Companies (Particulars of employees) Rules, 1975 as amended.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and out go as required to be disclosed in terms of Section 217 (1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

CORPORATE COMMITMENT TO THE COMMUNITY

The Company has conducted a Medical Camp in Ramapuram Village for cattle and 3,000 cattle were given vaccination and 90 cattle were given surgical treatment. One more similar camp is proposed to be conducted for another 1,000 cattle in the near by village.

The Company has organized a Medical camp for Cardiology problems for the Employees.

The Company has donated Cement to the beneficiaries for the construction of their houses under Weaker Section Housing Schemes of A.P.Government.

ACKNOWLEDGEMENTS

The Directors would like to express their grateful appreciation and sincere thanks to Honourable Board for Industrial and Financial Reconstruction (BIFR), various departments of Central and State Governments, Industrial Development Bank of India Limited. The Industrial Finance Corporation of India Limited, The Industrial Credit & Investment Corporation of India Limited, Andhara Pradesh Industrial Development Corporation, State Bank of India and State Bank of Hyderabad for their valuable guidance/assistance during the year under review. The Directors would like to thank all the Share Holders, Dealers and Consumers for the confidence reposed in the company. The Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Staff and Workers of the Company at all levels.

For and on behalf of the Board

Place : Hyderabad S. CHANDRA MOHAN Date : 31-10-2001 (Managing Director)

Disclosure of particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Companies (Disclosure of particulars in the Board of Directors' Report) Rules, 1988.

A. CONSERVATION OF ENERGY

a. Energy Conservation Methods adopted :

Conservation of energy continues to be accorded with priority. Efforts are being made in monitoring on a continuous basis, for energy conservation.

b. Additional investments and proposals, if any, being implemented for reduction of energy.

The company is making efforts to identify the areas for reduction of consumption of energy.

c. Impact of the measures at (a) and (b) above for reduction of consumption and consequent impact on the cost of production of goods:

The benefit and significance of the measures is evident from lower consumption of energy.

d. The total energy consumption and energy consumption per unit of production.

The above information is given in the prescribed Form - A annexed

B. TECHNOLOGY ABSORPTION

Particulars are given in Form "B" annexed:

C. FOREIGN EXCHANGE SAVINGS AND OUTGO

a. Activities relating to exports, initiatives taken to increase export, development of new export market for production & services and export plans.

The company presently is not envisaging any export market for production & services and export plans.

b. Total foreign exchange used and earned : NIL

---

Mar 31, 2000

The Directors have pleasure in presenting 21st Annual Report together with the Audited Statement of Accounts of your Company for the period ended 31st March 2000 (18 Months).

FINANCIAL RESULTS :

The Operating Results for the period are as under :

(Rs.in lacs)

1998-2000 1997-1998 (18 Months) (18 Months)

Sales and Other Income 3091.84 3535.44

Profit before interest & Depreciation (151.48) 258.41

Interest Charges 68.36 403.29

Profit before Depreciation (219.84) (144.88)

Depreciation 126.57 119.17

Net Profit/(Loss) (346.41) (264.05)

CHANGE IN ACCOUNTING YEAR

The Accounting year of your Company has been extended to 31st March 2000, covering a period of 18 Months to fall in line with the fiscal financial year.

OPERATIONS

The Directors are to report that your Company has maintained a satisfactory Production and Sales levels. During the period (18 Months) the Company achieved Production of 1,53,234 Mts. Of Cement (Previous year 1,38,423 Mts.) and sold 1,52,180 Mts. (Previous year 1,38,364 Mts.) and the Company has produced 1,76,879 Mts. of Clinker during the period (18 Months) under review as against 1,73,887 Mts. during 18 Months period ended on 30.09.98 recording an increase of 2%.

Profitability is affected due to increase in input costs such as Coal and Power, inspite of savings achieved in Power and Coal consumption by adopting cost reduction methods. Further there is a fall in Sales Realisation due to sluggish market conditions and competition.

FUTURE OUTLOOK

Government's policy of liberalisation of the economy will help to increase the demand for Cement in India in the years to come. The directors are optimistic about the reforms and infrastructure development, being given highest importance. Housing is also given good support by Banks. In the recent Budget also Government has given further tax benefit on Housing Loans to individuals which will encourage Construction Activity. Considering this, there is good prospects for the Cement Industry in the years to come.

BIFR REHABILITATION SCHEME

As per the directions of The Hon'ble BIFR in its meeting held on 18th July, 2000, a fresh proposal basing on the same One Time Settlement (OTS) scheme (approved in March, 1999) showing the future viability of the Company is submitted to Operating Agency (OA) i.e., IDBI.

DIRECTORS

Capt. J. Rama Rao and Sri M.N.Rao, retire by rotation and being eligible, offer themselves for re-appointment.

AUDITORS

A.Ramachandra Rao & Co., Chartered Accountants, Auditors of the Company retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

The remarks in their report are self-explanatory.

COST AUDITORS

The Central Government Prescribed the appointment of Cost Auditor Under Sec. 233 (B) of the Companies Act 1956 and M/s Narasimha Murthy & Co., are appointed as Cost Auditors for the year 1998 - 2000 (18 Months).

PARTICULARS OF EMPLOYEES

There are no employees falling within the purview of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of employees) Rules, 1975 as amended.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Additional information on conservation of energy, technology absorption, foreign exchange earnings and out go as required to be disclosed in terms of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

Disclosure of particulars with respect to conservation of energy, technology absorption and foreign exchange earnings and outgo as required under Companies (Disclosure of particulars in the Board of Directors' Report) Rules, 1988.

A. Conservation of Energy

a. Conservation of energy continues to be accorded with priority. Efforts are being made in monitoring, on a continuous basis, for energy conservation.

b. Additional investments and proposals, if any, being implemented for reduction of consumption of energy.

The company is making efforts to identify the areas for reduction of consumption of energy.

c. Impact of the measures at (a) and (b) above for reduction of consumption and consequent impact on the cost of production of goods :

Expecting reduction in cost of production, consequent to above measures.

d. The total energy consumption and energy consumption per unit of production.

The above information is given in the prescribed Form - A annexed.

B. Technology Absorption

Particulars are given in Form "B" annexed :

C. Foreign Exchange savings and outgo

a. Activities relating to exports, initiatives taken to increase export, development of new export market for production & services and export plans.

The company presently is not envisaging any export market for production & services and export plans.

b. Total foreign exchange used and earned : NIL

TECHNOLOGY ABSORPTION, ADOPTION AND INNOVATION :

The Company has made several efforts to bring down Power and Coal Consumptions.

We have introduced various systems with the help of consultants and In-house R & D and achieved a reduction of 10.11 Units of Power per MT of Cement.

We have introduced Secondary Firing System and improved Productivity, Quality and reduced Coal Consumption by 1.51% per MT of Clinker.

---

Mar 31, 1996

Your Directors have pleasure in presenting 18th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 1996.

Financial Results (Rs.in lakhs) The Operating Results for the year are as under: 1995-96 1994-95 Sales and Other Income 2130.02 1,738.49 Profit before interest & Depreciation 394.11 318.52 Interest Charges 235.66 242.44 Profit before Depreciation 158.45 76.08 Depreciation 72.79 70.35 Net Profit 85.66 5.73

Operations

During the year, the Company achieved production of 99,926 MTs of Cement (Previous Year 95,994 MTs) and sold 1,00,083 MTs (Previous Year 95,365 MTs). The increase in Cement Production is 4.10% and in Sales is 4.95% compared to previous year.

Market

There has been a positive trend in the demand for Cement and accordingly an improvement in price realisation. This trend is expected to continue.

Future Outlook

Keeping the present economic scenario and the growth in the GDP, the demand for cement is expected to be GOOD. During 1996-97, the Company is implementing the scheme given by the Research and Consultancy Directorate of M/s. ACC Ltd, Bombay, for expanding the production. Your Directors are optimistic about the better performance of the Company in the years to come.

BIFR Rehabilitation Package

We have pleasure to inform you that the BIFR has approved Rehabilitation Scheme at their meeting held on 8th August, 1996. As per the scheme, the promoters have to bring Rs.354 lakhs by way of additional Equity towards meeting the cost of Rehabilitation Scheme and the marginal reliefs by way of rescheduling Funded Interest and Term Loans are given. The Scheme envisages that the Net Worth of the Company will be Positive by the Year ending 31st March, 1997.

Energy Conservation, Technology Absorption, and Foreign Exchange Earnings and Outgo

Additional information on conservation of energy, technology absorption, foreign exchange earnings and out go as required to be disclosed in terms of Section 217 (1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 is annexed thereto and forms part of this report.

Acknowledgements

Your Directors would like to express their grateful appreciation and sincere thanks to various departments of Central and State Governments, Industrial Development Bank of India, The Industrial Finance Corporation of India Limited, The Industrial Credit & Investment Corporation of India Limited, Andhra Pradesh Industrial Development Corporation, State Bank of India, State Bank of Hyderabad and Board for Industrial and Financial Reconstruction (BIFR) for their valuable guidance/assistance during the year under review. Your Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives, Officers, Staff and Workers of the Company, at all levels.

Disclosure of particulars with respect to conservation of Energy, Technology absorption and foreign exchange earnings and outgo as required under Companies (Disclosure of particulars in the Board of Directors' Report) Rules, 1988.

A. Conservation of Energy:

a. Efforts are being made in monitoring, on a continous basis, for energy conservation.

b. Additional investments and proposals, if any, being implemented for reduction of consumption of energy:

The Company is making efforts to identify the areas for reduction of consumption of energy in consultation with ACC, R & D cell and shall make necessary investment, if any.

c. Impact of the measures at (a) and (b) above for reduction of energy:

Expecting Reduction in cost of productivity, consequent to above measures.

d. The total energy consumption and energy consumption per unit of production.

The above information is given in the prescribed Form A annexed.

B. Technology absorption

Particulars given in Form B" here below.

C. Foreign Exchange savings and outgo

a. Activities relating to exports, initiatives taken to increase export, development of new export market for production & services and export plans.

The Company presently is not envisaging any export market for production & services and export plans.

b. Total foreign exchange used and earned : NIL

FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION

RESEARCH AND DEVELOPMENT (R & D)

The Company engaged the services of M/s. Associated Cement Companies, R&D cell, for carrying out study in order to upgrade the plant. The Suggestions of M/s. ACC, R&D Cell are being implemented, and expecting improvement in product Quality and Productivity.

TECHNOLOGY ABSORPTION, ADOPTION AND INNOVATION : NIL

---

Mar 31, 1995

DIRECTORS' REPORT

The Directors have pleasure in presenting 17th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 1995.

Financial Results

The Operating Results for the year are as under:

(Rs.in lacs) 1994-95 1993-94

Sales and Other Income 1738.49 1343.93

Profit/(Loss) before interest & Depreciation 318.52 256.79

Interest Charges 242.44 224.42

Provision for disputed Power Tariff - 453.84

Profit/(Loss) before Depreciation 76.08 (421.47)

Depreciation 70.35 -

Net Profit 5.73 -

Operations

During the year, the Company achieved production of 95,994 MTs of Cement (Previous Year 92,478 MTs) and sold 95,365 MTs (Previous Year 93,385 MTs). The increase in Cement Production is 3.80% and in Sales is 2.12% compared to previous year.

Market

There has been a positive trend in the demand for Cement and accordingly there is an improvement of price realisation. This trend is expected to continue.

Future Outlook

In view of accelerated House Finance Schemes and the Government offtake, the consumption of cement may further improve. Execution of express highway with cement is cleared by Govt. of India which will increase the consumption of cement in a big way. The demand for cement may further improve as a result of many cities opting for cement roads.

BIFR Rehabilitation Package

Pursuant to the registration with Board for Industrial and Financial Reconstruction (BIFR). The Company had submitted a rehabilitation Package to Industrial Development Bank of India, the Operating Agency appointed by the Board for Industrial and Financial Reconstruction (BIFR). The Rehabilitation Package is under the examination of the Operating Agency.

Energy Conservation, Technology Absorption, and Foreign Exchange Earnings and Outgo

Additional information on conservation of energy, technology absorption foreign exchange earnings and out go as required to be disclosed in terms of Section 217 (1) (e of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors Rules, 1988 is annexed thereto (Annexure-I) and forms part of this report.

Acknowledgements

The Directors would like to express their grateful appreciation and sincere thanks to various departments of Central and State Governments. Industrial Development Bank of India. The Industrial Finance Corporation of India Limited. The Industrial Credit & Investment Corporation of India Limited. State Bank of India, State Bank of Hyderabad and Board for Industrial and Financial Reconstruction (BIFR) for their valuable guidance/assistance during the year under review.The Directors wish to place on record the deep sense of appreciation of the devoted services rendered by the Executives Officers, Staff and Workers of the Company at all levels.

FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO TECHNOLOGY ABSORPTION RESEARCH AND DEVELOPMENT (R & D)

1. Specific areas in which R & D carried out by the Company

2. Benefits derived as result of the above R & D

3. Future Plan of Action

4. Expenditure of R & D

a) Capital

b) Recurring

c) Total

d) Total R & D Expenditure as a percentage of total turnover

No Research & Development has been carried out during the year and no expenditure incurred

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

1. Efforts, in brief made towards Technology absorption. adaptation and innovation

2. Benefits derived as a result of the above efforts. eg. product improvement, import substitution etc.

There has been no absorption or innovation of any new Technology

3. In case of imported technology (Imported during the last 5 years reckoned from the beginning of the financial year) following information may be furnished.

a) Technology

b) Years of Import

c) Has Technology been fully absorbed ? if not fully absorbed, areas where this has not taken place reasons therefore and future plans of action

No Technology had been Imported.

---

Mar 31, 1994

Your Directors have pleasure in presenting the 16th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 1994.

Operations:

During the year, the company achieved production of 93,310 MTs of Clinker (Previous Year 86,000 MTs) 92,478 MTs of Cement (Previous Year 85,156 MTs) and sold 93,385 MTs of Cement (Previous Year 84,947 MTs). The increase in Clinker Production is 8.5% Cement Production is 8.6% and Sales is 9.9% compared to previous year.

Market:

There has been substantial reduction in the Off-take of Cement by Government which normally accounted for 40% of total Cement Sales. Inspite of this adverse condition, the company is able to market 93,385 MTs of Cement.

The Cement market has become very competitive leading to a virtual price war situation amongst manufacturers resulting in cut throat competition. As such, per tone realisation in Andhra Pradesh State has fallen substantially.

Future Outlook:

It is expected that the Government will gradually increase its off-take to its past consumption levels. Similarly there is a positive sign as to the growth of Housing and Industrial Sector which would account for additional demand. Thus, the Cement Industry should do better in the current year as compared to last year. The Company is endeavouring to reduce the energy costs, improve production to achieve better viability.

Applicability of Sick Industrial Companies (Special Provisions) Act, 1985:

The accumulated losses of previous years and further losses incurred during the year under review have resulted in complete erosion of net worth of the Company as on 31st March, 1994. Therefore, your Company will be now making a reference to BIFR under Section 15 of the Sick Industrial Companies (Special provisions) Act, 1985 and other applicable provisions for registration.

TECHNOLOGY ABSORPTION RESEARCH AND DEVELOPMENT (R & D):

1. Specific areas in which R & D :No Research & Development carried out by the Company :has been carried out during the :year and no expenditure 2. Benefits derived as result of the :incurred. above R & D :

3. Future Plan of Action :

4. Expenditure of R & D] a) Capital b) Recurring c) Total d) Total R & D Expenditure as a percentage of total turnover :

TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION:

1. Efforts, in brief, made towards Technology:There has been no absorption, adaptation and innovation :absorption or innovation :of any new Technology. 2. Benefits derived as a result of the above efforts, eg. product improvement, cost reduction, production development import substitution etc.

3. In case of imported technology (Imported : No Technology had been during the last 5 years reckoned from : imported the beginning of the financial year) following information may be furnished.

a) Technology b) Years of Import c) Has Technology been fully absorbed? d) If not fully absorbed, areas where this has not taken place, reasons thereof and future plans of action.

---

Mar 31, 1993

Your Directors have pleasure in presenting the 15th Annual Report together with Audited Statement of Accounts of your Company for the year ended 31st March, 1993.

Operations

During the year, the Company achieved a production of 86,000 MTS of Clinker (Previous Year 85,500 MTs) 85,156 of Cement (Previous Year 97,745 MTs) and sold 84,947 MTs of Cement (Previous Year 97,579 MTs).

The Company has made a profit of Rs.87.48 lakhs before depreciation.

Market

The cement industry is passing through its worst recessionary crisis as the shrinking domestic demand has led to a fierce price war, eroding the Company's profitability. The recessionary trends have pushed the market price of Cement below the cost of production.

The increase in input costs following excise hike in 1992-93 budget and increase in Freight, Coal and Power have further worsened the situation.

Future Outlook

There has been no improvement in the off-take of Cement by Government Departments and Projects which accounts for nearly 40% of the Country's production. Consequently the demand continued to be sluggish and the margins for the Cement Plants particularly in Andhra Pradesh have been under constant pressure. The future outlook and the industry's performance depends to a large extent on the demand from the Government projects and the plan expenditure.

With the increased allocation for the development activities by the Government of India, during the year 1993-94 it is envisaged that Government off-take of Cement would start improving from October, 1993. The competition is likely to remain static keeping in view that a large additional new capacity is expected to come into operation in the year 1993-94.

---

Mar 31, 1992

Your Directors have pleasure in presenting the 14th Annual Report together with the Audited Statement of your Company for the year ended 31st March, 1992.

Operations

During the year, the Company achieved a production of 85,500 MTs of Clinker (Previous year 74,850), 97,745 MTs of Cement (Previous Year 71,973 MTs) and sold 97,579 MTs of Cement (Previous Year 71,524 MTs). The production would have been even higher but for the steep power cut and frequent Power trippings imposed by APSEB during the year under review.

The Company has made a cash profit of Rs.78.75 lakh before depreciation.

Market

Your Directors have already informed in the earlier report that there are severe competitive conditions in the Cement Industry. During the year under review also the market conditions has not improved much as hoped for due to reasons mainly drop in Government consumption and credit squeeze. The total installed capacity of Cement in A.P. is about 12.42 Million Tonnes out of total country's installed capacity of about 64.28 Million Tonnes. The actual production in A.P. is about 10.22 Million Tonnes out of the Country's total production of about 54.03 Million Tonnes and the actual demand in A.P. is about 3.77 Million Tonnes only.

Excise Duty

In the Union Budget for 1992-93, the Government hiked the Excise Duty on Large and Mini Cement Units, from Rs.215 to 290 per tonne and Rs.90 to 165 per tonne respectively and Special Excise Duty from 10 percent to 15 percent.

ANNEXURE TO DIRECTORS' REPORT FORM -A FORM OF DISELOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY For the Year For the year ended ended 31-03-1992 31-03-1991

A. Power and Fuel Consumption

1. Electricity: Units (Nos) 95,15,741 80,25,205 Amount (Rs.) 79,11,261 61,88,834 Rate/Unit (Rs.) 0.8314* 0.7711* B. Own Generation

i) Through Diesel Generator Unit/Nos. 23,60,792 17,04,840 Unit per Ltr of Diesel Oil Cost/Unit 3.0665 3.6102 Cost/Unit (Rs.) 1.9197 1.5603

ii) Through Steam Turbine Generator Unit/Nos. -- -- Units per Ltr of Fuel Oil/Gas Cost/Unit -- -- 2. Coal (Slack Coal) Used in the Kiln: Quantity (MTs) 28,931 28,334 Total Cost (Rs) 2,20,49,908 1,67,46,961 Average Rate (Rs) 762.15 591.05 3. Furnace Oil -- --

4. Others/Internal Generation -- --

5. Consumption per unit of Production Standards if any:

FORM - B

FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO ABSORPTION RESEARCH AND DEVELOPMENT (R&D)

1. Special areas in which R&D carried out by the Company 2. Benefits derived as a result of the above R&D

3. Future Plan of Action

4. Expenditure of R&D a) Capital No Research & Development b) Recurring has been carried out during c) Total the year and no expenditure d) Total R&D Expenditure as a incurred. percentage of total turnover TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

1. Efforts, in brief, made towards There has been no absorption Technology absorption, adaptation or innovation of any new and innovation Technology 2. Benefits derived as a result of the above efforts, eg., product improvement, cost ------ reduction, production development, import substitution etc. 3. In case of imported technology (Imported during the last 5 years reckoned from the beginning of the financial year) following information may be furnished. a) Technology b) Year of Import c) Has Technology been fully absorbed? No Technology had been d) If you fully absorbed, areas where imported this has not taken place, reasons therefore and future plans of action.

---

Mar 31, 1991

Your Directors have pleasure in presenting the 13th Annual Report together with the Audited Statement of Accounts of your Company for the year ended 31st March, 1991.

Operations : During the year, the Company achieved a Production of 74850 MTs of Clinker (Previous Year 68559 MTs) and sold 71524 MTs of Cement (Previous Year 69205 MTs). The production would have been even higher but for the steep power cut and frequent power trippings imposed by APSEB during the year under review.

The Company has made a Cash Profit of Rs 25.20 lakhs before depreciation. The Company continues to remain potentially sick within the meaning of Section 23 of the Sick Industrial Companies (Special Provisions) Act, 1985. Efforts are being made to further improve the working of the Company by way of better utilisation of the existing capacity, expansion of the plant to profitable level.

Market : The year 1990-91 witnessed a turn-around in the demand supply scenario, with demand showing an upswing towards the second half of the financial year and the trend is likely to continue in the subsequent years. The Cement Industry in general and the Company in particular recorded a higher capacity utilisation. The Company expects to improve its performance further during 1991-92.

Government Policies : It has been the policy of the Government to encourage the Mini Cement Units and in that direction the Government had further reduced the excise duty payable by Mini Cement Plants to Rs 90/- per MT during the year to make them more viable. The Company expects that the Government would extent further reliefs to Mini Cement Units and make the reliefs available to those units with a Licensed Capacity of 600 MTs per day as against the present ceiling of 300 MTs per day.

The Government would also be helping both the consumer and the Cement manufacturers if the Policy on freight equalisation is announced immediately. The freight equalisation scheme would ensure that the Cement is available to the consumers throughout the country at a fair price and also reasonable realisation of price for all the manufacturers throughout the country.

Future Prospects: The Cement Industry in India has shown a sign of recovery and if the current conditions remain steady, the Industry's out look seems to be healthy. Independent Authoritative Studies peg the demand of Cement at 65 million MT by 1994-95 when the production is estimated at 60 million MTs by the end of the decade. This would result in better market conditions.

Efforts on the part of the Cement Industry for promotion of concrete roads, canal lining, Rail Bed sleepers etc., have achieved substantial head-way. The Government is thinking on these lines and as such, higher demand is anticipated for Cement manufacturers. Over and above, setting up a Housing Bank and priorities in the 8th Five Year Plan for House building activity would further boost the demand. All these and a number of other related factors would ensure a bright future for the Company and the Industry in general in the years to come.