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Binani Cement Limited

(Subsidiary of Binani Industries Limited)

BOARD OF DIRECTORS SUBSIDIARIES:


Mr. Braj Binani - Chairman 1. Krishna Holdings Pte. Ltd. Singapore (KHL)
Ms. Nidhi Singhania 24,Raffles Place, #29-04A, Clifford Centre
Mr. S. Padmakumar Singapore – 048621.
Dr. V.C. Shah
Mr. V. Subramanian 2. Shandong Binani Rong’An Cement Co. Ltd. (SBRCC)
Mr. M.K. Chattopadhyaya China
Mr. Ramakrishna Moogimane Fujiazhuang, Dong Guan Town,
Mr. P. Acharya - Wholetime Director Ju County, Rizhao City
Mr. Sanjai Vohra - Upto 20th July, 2009 Shangdong Province, China.
Mr. Shishir Jain - (Alternate Director to Mr. Sanjai Vohra 3. Mukundan Holdings Limited (MHL)
upto 20th July, 2009) P.O. Box 957, Offshore Incorporations Centre,
CHIEF FINANCIAL OFFICER Road Town, Tortala,
(Nominated by Holding Company) British Virgin Islands (BVI)
Mr. M.K. Chattopadhyaya 4. Murari Holdings Limited (MuHL)
Akara Building, 24 De Castro Street,
COMPANY SECRETARY Wickham Cay, Road Town, Tortola
Mr. Atul P. Falgunia British Virgin Islands
AUDITORS 5. Binani Cement Factory LLC (BCFLLC)
M/s. Haribhakti & Co. Jebel Ali, Dubai
M/s. Kanu Doshi Associates
6. Bhumi Resources ( Singapore ) Pte Limited (BRSPL)
TERM LENDERS 24, Raffles Place, #29-04A, Clifford Centre
IDBI Bank Limited Singapore -048621.
Syndicate Bank
Axis Bank Limited MARKETING OFFICES:
Export Kredit Finansiering A.S. 1. 703-704, Sakar II, Ellisbridge,
State Bank of India Ahmedabad – 380 006
UCO Bank
2. 231,233,235, Ansal Chambers –II,
Central Bank of India
6, Bhikaji Cama Place,
Yes Bank Limited
Delhi – 110 066
BANKERS 3. “Miracle” 22, Shubham Enclave
Punjab National Bank Jamnalal Bajaj Marg,C Scheme,
Dena Bank Jaipur – 302 001
Oriental Bank of Commerce
State Bank of Indore MANAGEMENT COMMITTEE
Jammu & Kashmir Bank Limited Mr. P. Acharya – Whole Time Director & CEO
IDBI Bank Limited
Mr. Darshan Lal – Executive V.P. (Operations)
AUDIT COMMITTEE Mr. Mahendra Mehta – Executive V.P.
Mr. S. Padmakumar
Mr. R.K. Ghia – V.P. (Technical)
Dr. V.C. Shah
Mr. V. Subramanian CONTENTS Page
Mr. M.K. Chattopadhyaya
Notice for the 14th A.G.M. 2
LOCATIONS Directors’ Report 7
Registered Office:
Management Discussion & Analysis Report 15
706, Om Tower, 32 Chowringhee Road,
Kolkata – 700 071. Corporate Governance Report 20
Tel.: 033-22882516 Auditors’ Report 30
Corporate & Mumbai Office: Balance Sheet, Profit & Loss Account & Schedules 34
Mercantile Chambers,
Cash Flow Statement & Part IV 59
12, J.N. Heredia Marg,
Ballard Estate, Mumbai – 400 001. Auditors’ Report on Consolidated Financial Statement 61
Tel.: 022-30263000-02 Consolidated Balance Sheet, Profit & Loss Account & schedules 62

WORKS Consolidated Cash Flow Statement 91


1. Binanigram, Pindwara Statement Pursuant to Section 212 92
Dist. Sirohi, Rajasthan – 307 031.
Financial Information of Subsidiaries 93
2. Village: Sirohi, Taluka: Neem Ka Thana
Dist. Sikar, Rajasthan Proxy Form & Attendance Slip for 14th AGM 95

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

NOTICE TO SHAREHOLDERS
Notice is hereby given that the 14th Annual General Meeting of the Members of the Company will be held at 11.30 a.m or immediately
after the conclusion of the 10th Annual General Meeting of Binani Zinc Limited if the meeting concludes after 11.30 a.m. at Rotary
Sadan, 94/2, Chowringhee Road, Kolkata -700 020 on Friday, the 25th June , 2010 to transact the following business:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Balance Sheet as at 31st March, 2010 and Profit and Loss Account for the year ended on
that date together with the Reports of the Auditors and Directors’ thereon.
2. To declare dividend on Equity Shares.
3. To appoint a Director in place of Mr. S. Padmakumar , who, retires by rotation and being eligible, offers himself for reappointment.
4. To appoint a Director in place of Dr. V.C. Shah , who, retires by rotation and being eligible, offers himself for reappointment.
5. To appoint a Director in place of Mr. V. Subramanian , who, retires by rotation and being eligible, offers himself for reappointment.
6. To appoint M/s Haribhakti & Co and M/s Kanu Doshi Associates, Chartered Accountants as Joint Statutory Auditors of the
Company to hold office from the conclusion of this Annual General Meeting till the conclusion of the next Annual General
Meeting and authorize the Board of Directors /Committee thereof to fix their remuneration.
SPECIAL BUSINESS:
7. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution:
“Resolved that pursuant to the provisions of Sections 198, 269,309, 310 , 311, Schedule XIII and other applicable provisions, if
any, of the Companies Act, 1956 and subject to such other approvals, if any, consent of the Company be and is hereby accorded
to the appointment and payment of Remuneration and Perquisites to Mr. P. Acharya, as Wholetime Director designated as Chief
Executive Officer w.e.f. 1st July, 2009 to 28th February, 2012 on the terms and conditions as set out in the supplementary
agreement dated 31st August, 2009 entered into between the Company and Mr. P. Acharya (a copy of which is placed before
the meeting) with liberty to the Board of Directors to alter and vary the terms and conditions of the said supplementary
agreement as the Board of Directors may consider necessary and as may be agreed to by Mr. P. Acharya within the overall
limits as specified in Section 269, 309 and Schedule XIII to the Companies Act, 1956 for the time being in force or any
statutory modification or re-enactment thereof and /or any rules or regulations framed thereunder and the terms of the aforesaid
Supplementary Agreement between the Company and Mr. P. Acharya shall be suitably modified to give effect to such variation
or increase as the case may be.”
“Resolved further that even in the absence or inadequacy of profits in any Financial Year, subject to the approval of the Central
Government and such other approvals as may be required, Mr. P. Acharya be paid the revised remuneration and perquisites
as set out in the Supplementary Agreement dated 31st August, 2009 as minimum remuneration for the entire tenure or such
period as may be approved by the Shareholders of the Company and Central Government.’
8. To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:
“Resolved that pursuant to Section 31 and other applicable provisions, if any of the Companies Act, 1956, Article 126 of the
Articles of Association of the Company relating to “The Seal” be and is hereby altered/ amended as under:
THE SEAL
126. The Board shall provide for the safe custody of the Seal and the Seal shall never be used except by the authority previously
given by the Board or a Committee of the Board authorized by the Board in the behalf and, save as provided in Article 14 (1)
hereof, two Directors or one Director and the Secretary, if any or one Director and Authorized person duly authorized by the
Board shall sign every instrument to which seal is affixed. Provided nevertheless, that any instrument bearing the seal of the
Company and issued for valuable consideration shall be binding on the Company notwithstanding any irregularity touching the
authority of the Board to issue the same.
By order of the Board
For Binani Cement Limited

Atul P. Falgunia
Company Secretary
Place : Mumbai
Date : 23rd April, 2010

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

NOTES :
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND
VOTE INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY.
2. The proxy form in order to be effective should be duly stamped, signed and completed in all respects and must be deposited at
the Registered Office of the Company not less than 48 hours before the time fixed for the meeting.
3. No person shall be entitled to attend or vote at the meeting as a duly authorized representative of any body corporate which is
a shareholder of the Company, unless a certified copy of the resolution appointing him/her as duly authorized representative
has been deposited at the Registered Office of the Company not less than 48 hours before the time fixed for the meeting.
4. The Register of Members and Share Transfer Books of the Company will remain closed from Friday, the 18th June, 2010 to
Friday, the 25th June, 2010 ( both days inclusive ).
5. Dividend, if declared will be paid to those members whose names appear on the company’s Register of Members on 17th
June, 2010 on the paid up capital of the Company as on 31st March, 2010. In respect of shares held in electronic form the
dividend will be paid to the beneficial owners of shares as on 17th June, 2010 as per details furnished by the depositories for
the purpose.
6. Those members who have not encashed their Dividend Warrants for the Financial Year ended 31st March, 2007, 31st March,
2008 and 31st March, 2009 may lodge a claim with the Company failing which the balance will be transferred to the Investor
Education and Protection Fund established by the Central Government on or before 7.08.2014, 4.08.2015 and 7.08.2016
respectively. After the above dates, the shareholders are not entitled to claim the amount pursuant to the existing provisions of
Section 205 C (2) of the Companies Act, 1956.
7. Explanatory Statement pursuant to Section 173 (2) of the Companies Act, 1956 in respect of items no. 7 and 8 of the notice
alongwith a brief write up about the directors coming up for reappointment as required by listing agreement in respect of items
no. 3, 4 and 5 of the notice are annexed hereto and forms part of this notice.
8. The documents required under the law will be available for inspection during working hours from 11.00 a.m. to 1.00 p.m. at the
Registered Office of the Company on any working day except Saturdays and Sundays prior to the date of the Annual General
Meeting.
9. The practice of distributing copies of Annual Reports at the Annual General Meeting has been discontinued as a measure of
economy. Members are therefore requested to bring their copy of the Annual Report and Attendance Slip duly completed to the
Meeting.
10. Pursuant to the exemption granted by the Central Government under Section 212 (8) of the Companies Act, 1956, the
Directors’ Report, Auditors’ Report, Balance Sheet , Profit and Loss Account of the Subsidiaries viz Krishna Holdings Pte
Limited, Singapore, Shandong Binani Rongan Cement Company Limited, China, Mukundan Holdings Limited, British Virgin
Islands, Murari Holdings Limited, British Virgin Islands and Binani Cement LLC, Dubai for the year ended 31st December,
2009 are not attached to this report. The same will be furnished to the shareholders free of cost on request. They have been
kept for inspection at the Registered Office of the Company and have been posted at Company ‘s website www.binani.com.
Consolidated Financial Statements for the year ended 31st March, 2010 form part of the report annexed hereto. As directed by
the Central Government abstract of the Financial Statements of the subsidiaries is attached to this report.
11. Members are requested to:
a) Notify promptly any change in their address and send all correspondence relating to shares including requests for
transfers, change of status, change of mandate, fresh mandate etc either to the Company at its Registered Office or to
the Company’s Registrar and Share Transfer Agents M/s Link Intime Pvt. Limited. Unit: Binani Cement Limited, C-13,
Pannalal Silk Mills Compound, L.B.S .Marg, Bhandup (W), Mumbai -400 071, Tel.No.022-25946970 - Fax: 022-25946969
E-mail: rnt.helpdesk@linkintime.co.in
b) Notify the change in the address and change in the bank mandate to the concerned Depository Partcipants only if the
shares are held in dematerialized form.
c) Send their queries, if any, at least 15 days in advance of the meeting at the Company’s Registered office so that information
can be made available at the meeting.
d) Fill in the attendance slip for attending the meeting and those who hold the shares in dematerialized form are requested
to bring their client ID and DPID for identification of attendance at the meeting.
12. Members may note that the Company’s website is www. Binani.com

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

PURSUANT TO CLAUSE 49 OF THE LISTING AGREEMENT WITH THE STOCK EXCHANGES, FOLLOWING INFORMATION
ARE FURNISHED ABOUT THE DIRECTORS PROPOSED TO BE REAPPOINTED, VIDE ITEMS 3, 4 AND 5 OF THE NOTICE
DATED 23RD APRIL, 2010
Name of the Directors Mr. S. Padmakumar Dr. V.C. Shah Mr. V. Subramanian
Age 76 Years 82 Years 79 Years
Date of appointment on the 27.01.2003 27.02.2006 27.02.2006
Board as Director
Date of last reappointment as 2.07.2007 23.06.2008 23.06.2008
Director
Qualification M.A ( Economics), IAS Ph.d in Economics B.Com, ICWA
Expertise in specific functional Retired IAS Officer. Was Chief Banking & Economist Finance & Accounts.
areas Secretary to the Govt. of Kerala
Number of Equity Shares held in NIL 12,240 Equity Shares of Rs. 10 10 Equity Shares of Rs. 10 each.
the Company by the Director or each. (Nominee of Binani Industries
for other persons on a beneficial Limited)
basis
Name of other Companies in BPL Limited Binani Industries Limited Binani Zinc Limited
which Directorships held English India Clays Limited Shardul Securities Limited.
Goa Glass Fibre Limited
Binani Industries Limited Ambalal Sarabhai Enterprises
BT Composites Limited
Goa Glass Fibre Limited Limited Binani Metals Limited
Binani Zinc Limited Coastal Roadways Limited Wada Industrial Estate Limited.
Wada Industrial Estate Limited Sambhaw Holdings Limited
City Theatres Pvt. Ltd. Amrit Kalash Finance Ltd.
K.B. Vyapar Private Ltd.
B.M. Retailers Private Ltd.
Manjushree Holdings Private
Ltd.
Vijayshree Holdings Private Ltd.
Suryamukhi Vintrade Private
Ltd.
Total Composites Private Ltd.
Binani Energy Pvt. Ltd.
Everest Goods Pvt. Ltd.
Chairman / Member of the Chairman –Audit Committee Chairman – Investor Relations Member –Audit Committee
Committees of Board of Member –Investor Relations Committee Member –Investor Relations
Directors of the Company Committee Member –Audit Committee Committee
(As per clause 49 of the Listing
Agreement )
Chairman/ Member of the Chairman – Audit Committee Chairman – Investor Relations Chairman – Audit Committee
Committees of Board of Binani Industries Limited Committee BT Composites Limited
Directors of other Companies Binani Zinc Limited Binani Industries Limited Member –Audit Committee
in which he is a Director. ( As Member – Investor Relations Wada Industrial Estate Limited
per Clause 49 of the Listing Wada Industrial Estate Limited
Member – Audit Committee Committee Binani Zinc Limited
Agreement )
Goa Glass Fibre Limited Ambalal Sarabhai Enterprises Goa Glass Fibre Limited
Limited
BPL Limited Member –Investor Relations
Member –Audit Committee Committee
Member –Investor Relations
Committee Binani Industries Limited Binani Zinc Limited
Binani Industries Limited. Ambalal Sarabhai Enterprises Goa Glass Fibre Limited
Limited
Goa Glass Fibre Ltd
BPL Limited.

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Explanatory Statement under Section 173 (2) of the Companies Act, 1956.
Item No. 7 :
Mr. P. Acharya had been appointed as Whole-time Director of the Company for the period from 1st January, 2009 to 28th February,
2012. The said appointment was ratified by the shareholders at their Annual General Meeting held on 26th June, 2009.
At the time of his appointment the Board had approved Basic Salary of Rs. 3,50,000 per month plus perquisites. The Board of
Directors pursuant to a resolution passed at the Meeting held on 21st July, 2009 promoted and designated Mr. P. Acharya as Chief
Executive Officer of the Company on a revised basic pay of Rs. 3,75,000 plus perquisites with effect from 1st July, 2009 till 28th
February, 2012. After joining the Company in a short span of nearly 10 months , Mr. P. Acharya has made significant contribution in
terms of improvement in productivity and profitability of the Company.
In view of the significant contribution made by Mr. P. Acharya over the past 10 months , the Board of Directors felt that it would be
appropriate and in the interest of the Company to increase his Basic Salary from 3,50,000 p.m to Rs. 3,75,000 p.m with effect from
1st July, 2009. The Remuneration Committee and the Board of Directors at their respective meetings held on 21st July, 2009 had
unanimously approved the payment of increased remuneration to Mr. P. Acharya.
Mr. P. Acharya, aged about 57 years, is a Mechanical Engineer from M.B.M. Engineering College, University of Jodhpur. He has
more than 33 years working experience in cement industries in organisations such as Dalmia Cement (Bharat) Limited as Executive
Director, Senior Vice President (Tech) with Gujarat Ambuja Cement Limited and in various managerial capacities in Lakshmi Cement
Limited, Manikgarh Cement Limited and Udaipur Cement Limited
Considering his long experience, the remuneration proposed to be paid to Mr. P. Acharya is comparable with the prevailing market
rate and commensurate with his practical experience, professional qualifications and technical competence.
The following are the details of the Supplementary Agreement for revised Remuneration and Perquisites payable to Mr. P. Acharya
as Wholetime Director designated as Chief Executive Officer of the Company which was duly recommended by the Remuneration
Committee and the Board of Directors of the Company.
1. Appointment:
Mr. P. Acharya be appointed as Chief Executive Officer of the Company with effect from 1st July, 2009 to 28th February, 2012.
2. Salary:
Basic Salary of Rs.3,75,000/- (Rupees Three Lakh Seventy Five Thousand only) per month plus perquisites for the period from
1st July, 2009 till 28th February, 2012. The basic salary will be revised in the month of January 2010, 2011 and 2012 by an
increment not exceeding 10% of the basic pay or such amount as may be determined by the Chairman.
3. Perquisites:
Category A
1. Housing : Furnished Residential Accomodation will be provided.
2. Medical Reimbursement : 10% of Basic Pay or such sum as applicable to M-B grade of the Company from time to time.
3. Medical and Group Insurance : As per the rules as applicable to M-B grade of the Company from time to time.
4. Leave Travel Concession : 10% of the basic pay.
Category B
1. Provident Fund: 12% of the basic pay.
2. Gratuity: As applicable in case tenure of 5 years is completed inclusive of extension, if any. In the event of non completion
of 5 years, compensation equivalent to gratuity amount will be paid.
3. Leave : Leave with full salary as per the rules of the Company. The leave accumulated and not availed may be encashed
at the end of the tenure ( As per the Rules of the Company).
Category C
1. Car : Company maintained Car ( without Driver ) will be provided. All expenses of Car for private purposes to be reimbursed
to the Company at actuals.
2. Telephone : All personal STD calls to be reimbursed to the Company at actuals.
3. He is not entitled to payment of any sitting fees for attending the Meetings of the Board or a Committee thereof.
4. Termination : The appointment shall be terminable by the Company giving to him a notice of one Calender month or on
payment of one month’s Salary in lieu thereof.
It is proposed to pay him the same remuneration as minimum remuneration even in the absence or inadequacy of profits subject to
necessary approvals.
Your Directors recommend the resolution for your approval. None of the Directors is concerned or interested in the resolution except
Mr P. Acharya

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

A copy of the Supplementary Agreement dated 31st August, 2009 entered into between the Company and Mr.P. Acharya referred
to in the Resolution as Item No. 7 of the accompanying notice will be open for inspection by the Members of the Company at the
Registered Office of the Company between 11.00 a.m to 1.00 p.m on any working day except Saturdays and Sunday’s upto the date
of the Annual General Meeting.
Item no. 8
Presently, the Common Seal of the Company is affixed on every instrument on which seal is required to be affixed in the presence of
any two Directors and Secretary of the Company. In view of increase in activities of the Company and at times due to exigencies, the
documents are required to be signed immediately during which time some of the Directors are not immediately available. Therefore,
the directors recommend for your approval that the existing seal provisions in Articles of Association of the Company be amended/
altered as proposed in the Resolution.
None of the Directors are concerned or interested in the Resolution.
A copy of the Memorandum and Articles of Association referred to in the Resolution as Item No. 8 of the accompanying notice will be
open for inspection by the Members of the Company at the Registered Office of the Company between 11.00 a.m to 1.00 p.m on any
working day except Saturdays and Sunday’s upto the date of the Annual General Meeting.
By order of the Board
For Binani Cement Limited

Atul P. Falgunia
Company Secretary

Place : Mumbai

Date : 23rd April, 2010

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

DIRECTORS’ REPORT
Dear Shareholders,
Your Directors have pleasure in presenting the Fourteenth Annual Report of the Company along with the Audited Financial Statements
for the financial year ended 31st March, 2010.
FINANCIAL RESULTS
The financial results for the year ended 31st March, 2010 are summarised below:
Rs. in Lakhs
Particulars 2009-10 2008-09 Increase %
Net Sales and Other Income 187,216 150,270 25%
Operating Costs 128,038 119,631
EBIDTA 59,178 30,639 93%
Interest & Financial Charges 7,850 7,152
Cash Profit 51,327 23,487 119%
Depreciation and Amortisation 9,166 8,031
Profit Before Tax 40,800 15,456 164%
Profit After Tax 28,192 10,867 159%
DIVIDEND
Keeping in view the overall excellent performance of your Company and the future expansion plans, your Directors recommend a
Dividend of 35% i.e. Rupees Three and paisa Fifty only per equity share of Rs. 10/- each.
OPERATIONAL PERFORMANCE
Your Company during the year 2009-10 has achieved the highest ever production of 52.80 lacs MT and sold 52.95 lacs MT of cement
as against 42.92 lacs MT and 42.43 lacs MT respectively in the previous year. Increase in production is mainly contributed by full year
operations at the Neem Ka Thana Grinding Unit and commissioning of 4th Cement Mill at Binanigram in December 2009.
Against the backdrop of sustained growth in cement demand supported by the various stimulus measures introduced by the
Government of India, made it possible for the Company to achieve the highest ever Sales . The net sales for the year under review
rose to Rs. 1,851 Crores as compared to Rs. 1,490 Crores in the previous year registering a remarkable growth of 24%.
The sustained price of the cement during the year under review, increased sales volume coupled with softening of Coal price in
international market during the first three quarters resulted in higher net realisations by your company which ultimately contributed in
achieving the highest ever profit before tax of Rs. 408.00 Crores, an increase of 164% over the previous year.
The Cement Production and Captive Power generation details are as under:-

Production 2009-10 2008-09


Cement (Lacs MT) 52.80 42.92
Power Generation - Lacs kWh)* 2,449.07 1,876.39
*Excluding trial generation in 2009-10.
INVESTMENTS IN OVERSEAS COMPANIES
During the year under review the Company has invested in 100% of the paid up Equity Share Capital of Bhumi Resources (Singapore)
Pte Limited, a special purpose vehicle registered in Singapore for holding investments in Coal Mines in Indonesia.
PROJECT OVERVIEW :
Expansion Projects / Railway Sidings
Binanigram unit :
During the year, the 4th Cement Mill of 110 TPH capacity was commissioned in December 2009. Packing plant expansion by
installation of fifth packer and four additional truck loaders completed in January 2010. 22.3 MW Captive Power Plant (Unit II)
commissioned in the month of June 2009.
Further to achieve enhanced capacity upto 8000 TPD from Kiln II and to enable the use of Pet Coke, following modifications in the
plant are under progress :
l Up-gradation of existing Pre-heater fans.

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

l Modification of Raw Mill-II separator.


l Building construction for installation of pre-crushing system for reduction of feed size.
Up-gradation of wagon loading system is being undertaken by introducing third loading point with four additional wagon loaders. This
will reduce rake loading time increase dispatches through railway resulting in savings in costs.
Proposed expansion of railway yard by adding fifth line for clinker / coal / gypsum handling.
Neem Ka Thana unit :
Wagon unloading for clinker with wagon tippler started in the month of September 2009. Balance work of railway siding is under
progress, expected to be completed by April 2010. Work of 132 KVA power line is in progress and expected to be completed by June
2010.
Overseas Projects
Shandong Binani Rong’An Cement Co. Ltd, China (SBRCC)
SBRCCL , China plant capacity is being expanded from the present 0.5 MTPA to 3.00 MTPA. Land has been acquired and necessary
Government permissions from the Republic of China have been received . The Order for the plant and machinery has been placed
on the local Chinese Company on a turnkey basis. Contract for civil construction has also been awarded. The project is expected to
be commissioned in the first half of 2011.
Binani Cement Factory LLC, Dubai (BCFLLC).
The project for expanding the capacity for Cement Grinding from 1.2 MTPA to 2.00 MTPA has been completed during the year. But
the construction industry in Dubai suffered a serious setback in the 2nd half of 2009 resulting in a slump in the demand of cement
and the price of Cement also fell sharply. The construction industry in Dubai is not expected to improve in the near future but there
is substantial demand of cement in neighbouring middle east countries and in Africa. To capitalize on the demand of Cement in
East African and other neighbouring countries, the Company plans to set up marketing offices through its subsidiaries. Further, the
Company is setting up a 1.00 MTPA cement grinding unit at Mauritius.
FUTURE PLANS
Cement Project at Sutrapada, District Junagad in Gujarat
The Company proposes to set up a Greenfield Cement plant of 2.5 million tonnes per annum capacity at Sutrapada which is proposed
to be funded through a mix of debt and internal accruals.
Orders for the long delivery major equipments and the engineering of the project have been initiated. No further progress could be
made as the Company’s application for the lease of mines and government land for the plant are held up pending revision of the
mining guidelines by Government of Gujarat. Although, the Government of Gujarat has announced the new mining guidelines, the
notification of ML blocks for Saurashtra is yet to be finalized.
Lignite Project at Nimbri Chandrawatan in District. Nagaur, Rajasthan
The Government of India allocated lignite block in District :Nagaur, Rajasthan on 7th February, 2007 for use of lignite as raw materials
captively for power generation. 64 Hectare of private land has been acquired by the Company for the project. Most of the Government
clearances for the setting up of the project have been obtained. Site location for 120 MW Power plant has been finalized. The project
is expected to be completed by March 2011.
MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to Clause 49 of the Listing Agreement, a Management Discussion and Analysis is annexed to this report.
CORPORATE GOVERNANCE
Your Company is committed to maintaining the good Corporate Governance practices. Pursuant to Clause 49 of the Listing Agreement
with the Stock Exchanges, a separate section on Corporate Governance together with a certificate from the Company’s Auditors
confirming compliance is set out in the Annexure C and D forming part of this report. Further a declaration on the Code of Conduct
signed by the Wholetime Director of the Company is given as Annexure E.
AUDIT COMMITTEE
The Company has complied with the requirements of Section 292A of the Companies Act, 1956 and Clause 49 of the Listing
Agreement with Stock Exchanges. The Audit Committee comprises of 3 independent Directors and one non executive Director. The
details regarding the Audit Committee are provided in details in the Corporate Governance Report.
BOARD OF DIRECTORS
In accordance with Article 100 of the Articles of Association of the Company, Mr. S.Padmakumar, Dr. V. C. Shah and Mr. V. Subramanian
retire by rotation and being eligible, offer themselves for reappointment.

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Mr. P. Acharya, Wholetime Director, was promoted as Chief Executive Officer of the Company with effect from 1st July, 2009 with
increase in remuneration. The proposal for the payment of increased remuneration to the Wholetime Director has been placed before
you for approval.
During the year Mr. Sanjai Vohra and Mr. Shishir Jain, Nominee Directors of JP Morgan Special Situations (Mauritius) Limited
resigned as Directors of the Company with effect from 20th July, 2009.
AUDITORS
M/s Haribhakti & Co and M/s Kanu Doshi Associates, Chartered Accountants, the joint Statutory Auditors of the Company, retire
at the conclusion of the ensuing Annual General Meeting and are eligible for reappointment. The retiring Auditors have given their
consent for re-appointment. The Company has received a certificate under Section 224(1) of the Companies Act, 1956 from the
Auditors that their appointment, if made, will be in accordance with the limits as specified as per Section 224(1) of the Companies
Act, 1956 and the proposal has been placed before you for approval.
AUDITORS’ OBSERVATIONS
The Auditors in their report on standalone and consolidated accounts have made one observation and comments of Directors against
the said observation is mentioned below:
Observations on Consolidated accounts
The Accounting year of the Overseas subsidiaries ends on 31st December, 2009 while the accounting year of the holding company
ends on 31st March, 2010. During the period 1st January, 2010 to 31st March, 2010 the holding company has paid application money
for investment in capital of subsidiary - pending allotment and granted loans to subsidiary companies but due to different accounting
periods the same could not be eliminated on consolidation. However, in Note 2(ix) and (x) of Schedule 15 to notes on consolidated
accounts the Company has explained how the significant amounts advanced towards investments and loans by the holding company
have been broadly utilized by the overseas subsidiaries.
COST AUDIT
Audit of Cost Accounts of the Company relating to Cement for the plants at Binanigram and Neem Ka Thana for the year ended
31st March, 2010 will be audited by Cost Auditors, M/s K. G. Goyal & Co., Jaipur, Cost Accountants and Cost Audit Report will be
submitted to the Ministry of Corporate Affairs, Government of India. Approval of the Central Government for the reappointment of M/s
K. G. Goyal & Co, Jaipur, Cost Accountants as Cost Auditors for the year 2010-11 is being obtained.
CONSOLIDATED FINANCIAL STATEMENTS
As required by Accounting Standard –AS -21 on Consolidated Financial Statements issued by the Institute of Chartered Accountants
of India, the audited consolidated financial statements of the Company and its subsidiaries except Bhumi Resources (Singapore ) Pte
Limited whose first accounting year ends on 31st December, 2010 are attached.
SUBSIDIARY ACCOUNTS
Krishna Holdings Pte Limited (KHL) and Shandong Binani Rong’An Cement Company Limited ( SBRCCL) subsidiary of Krishna
Holdings Limited are subsidiaries of your Company. Further your Company has invested in Mukundan Holdings Limited and Murari
Holdings Limited, 100% subsidiary formed in British Virgin Islands. Mukundan Holdings Limited (MHL) and Murari Holdings Limited
(MuHL)have further invested in 100% of the holdings of Binani Cement Factory LLC, Dubai. The Company has made further investment
in Murari Holdings Limited and Mukundan Holdings Limited during the year. The Company has further invested in 100% wholly owned
subsidiary M/s Bhumi Resources (Singapore ) Pte Limited and since the first accounting year of Bhumi Resources (Singapore ) Pte
Limited ends on 31.12.2010 no financial statements are drawn and hence the accounts are not furnished.
As required under Section 212 of the Companies Act, 1956 the Statement pursuant to Section 212 of the Companies Act, 1956
relating to the subsidiaries i.e Krishna Holdings Pte Limited,Singapore, Mukundan Holdings Limited, British Virgin Islands, Murari
Holdings Limited, British Virgin Islands, Shandong Binani Rong’An Cement Company Limited, China and Binani Cement LLc, Dubai
are annexed to this report. The Company has been granted exemption by the Ministry of Corporate Affairs from attaching the
accounts of subsidiaries to the Annual Report for the year 2009-10.
Bhumi Resources ( Singapore ) Pte Limited was incorporated on 26th October, 2009 and its first accounting period will end of 31st
December, 2010. The Company became wholly owned subsidiary on 26th October, 2009. In the absence of any financial statements
of the Company as on 31st March, 2010 the financial statements have not been considered for consolidation.
DIRECTOR’S RESPONSIBILITY STATEMENT
In accordance with Section 217(2AA) of the Companies Act, 1956, the Directors, to the best of their knowledge and belief and
according to the information and explanation obtained by them, state that:
a) in the preparation of the Annual Accounts for the year ended March 31, 2010 , the applicable Accounting Standards have been
followed and proper explanation relating to material departures, if any, have been furnished;

9
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

b) accounting policies as listed in Schedule 15 to the financial statements have been selected, consistently applied and prudent
judgments and estimates have been made so as to give true and fair view of the state of affairs of the Company as on
31.03.2010 and of the profit of the Company for the year ended on that day;
c) proper and sufficient care for the maintenance of adequate records in accordance with the provisions of the Companies Act,
1956 has been taken so as to safeguard the assets of the Company and to prevent and detect fraud and other irregularities;
d) the annual accounts for the year ended March 31, 2010 have been prepared on a going concern basis.
PARTICULARS UNDER SECTION 217
 Energy Conservation, Technology Absorption, Foreign Exchange Earnings & Outgo :
Statement of particulars as required under Section 217(1)(e) of the Companies Act, 1956 read with the Companies ( Disclosure
of Particulars in the report of the Board of Directors) Rules, 1988 regarding conservation of energy, technological absorption,
foreign exchange earnings and outgo are annexed as Annexure A and form part of this report
 Particulars of Employees:
The statement of particulars of employees as required under Section 217(2A) of the Companies Act, 1956 read with the
Companies (Particulars of Employees) Rules, 1975 as amended is annexed as Annexure B
STOCK EXCHANGES – COMPLIANCES OF LISTING AGREEMENTS
The Company has paid the listing fee for the year 2010-11 to both the Stock Exchanges. As required by the listing agreements with
the Stock Exchanges and AS -21, Consolidated Accounts and Auditors Report thereon have been annexed forming part of the Annual
Report.
ACKNOWLEDGEMENT
Your Board of Directors places on record its sincere appreciation for the continued co-operation and support received from the
Holding Company, Banks, Financial Institutions and other term lenders, various State and Central Government agencies, valued
Customers, Dealers, Distributors, Market Organisers, Suppliers, Contractors and all who have directly or indirectly contributed in the
success of your Company.
Your Directors also take this opportunity to appreciate the committed and dedicated services of the employees and contract workers
at all levels, which have largely contributed to the present growth of the Company.
By Order of the Board
For Binani Cement Limited

Braj Binani
Chairman
Place : Mumbai
Date : 23rd April, 2010.

10
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

ANNEXURE A TO THE DIRECTORS REPORT FOR THE YEAR ENDED 31ST MARCH, 2010
PARTICULARS UNDER SECTION 217(1)(e) OF THE COMPANIES ACT, 1956
[A] CONSERVATION OF ENERGY
a) Energy conservation measures taken
Cement Plant, Binanigram
1. Installed energy saving module in coal mill 2 fine coal transport circuit screw conveyor (L92.SC1).
2. In cooling tower of Unit 1 existing fan (02 nos.) metallic blades replace with FRP blades.
3. Installed energy efficient drum motors in packing plant.
4. Installed additional capacitor banks in Unit 2 bag house and cement mill substation.
5. Replacement of 70 W Street Lights with CFL to reduce energy consumption and increase the illumination.
6. Installed 100 KVA servo voltage stabilizers to maintain constant lighting voltage of Unit 2 bag house and kiln, cooler
substation area.
7. To reduce pumping cost of waste water to colony plantation by changing pipe line layout to transport water through
gravity.
8. Installed variable speed drive in Cement mill no 3 sepax dedusting fan.
9. Modified PID control in Kiln no 2 ESP fan to maintain cooler hood draft by speed regulation against damper control.
10. Construction of new road from Amli mine to LS crusher to reduce lead subsequent reduction in diesel consumption.
11. Construction of Water tank on hill which saves pumping cost to overhead tank in mines office and workshop.
12. Optimized dedusting in coal firing system in Kiln 2 by blocking 2 no jet pulse filter.
CGU, Neem ka Thana
1. Blower for nip trap hopper removed in fly ash system.
2. Jet pulse filter and Screw conveyor at discharge of ESP removed in cement mill.
3. Cement silo aeration blower 2 nos motor changed from 18.5 kw to 15 kw and shifted to blower house for smooth
and dust free operation.
4. Installed compact fluorescent lamp (CFL) at public locations and residences.
5. Installed automatic power factor controller to control power factor on LT side.
6. HP pumps for mill inlet and outlet continuously run with mill. Modified the DCS logic. Now pumps run for 15 min only
as per design manual.
Thermal Power Plant
1. Soft water for CPP-2 and 3 in normal operation is transferred directly from water treatment plant to cooling tower
without using pump.
2. In CPP-2 Air cooled condenser two nos. metallic blade fan replaced with high efficiency FRP blade fan.
3. In normal operation of CPP-2 and 3, DM water is transfer to condensate receiver tank by vacuum resulting DM
water pump stopped and thereby electrical energy saving.
b) Additional investment and proposals, if any, being implemented for reduction of consumption of energy.
Cement plant
1. Replacement of cooling water pumps with higher energy efficient pumps.
2. Installing secondary crusher and LNV technology in separator with additional mill inlet air duct for production
increase and better energy efficiency in Raw mill 2.
3. Replacement of existing pre-heater fans in Kiln 2 with higher capacity fans for higher production.
4. Techno –economic feasibility study of shifting intermediate diaphragm towards first chamber in Cement mill 3/4.
5. Provision of enhancement of mining operations by procure high capacity machine.
6. Installation of energy saving insulating bricks in Kiln 2.
7. To upgrade silo feed bucket elevator of CM 2 to match increased feed rate of mill.

11
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Measures to improve efficiency-


1. Installation of acoustic horns to dislodge coating from pre-heater fans impeller.
2. Development of substitutes for imported and original equipment spares to reduce spares cost and dependability on
OEMs.
3. Installation of fire resistant belt conveyors for alternate fuel feeding to eliminate fire hazards.
4. Installation of fixture for burner pipe adjustment to reduce time for burner pipe alignment.
5. Installation of lathe of large swing over bed to extend in-house facility to execute large size machining jobs and
reduce breakdown time.
6. Installation of new oil centrifuging machine to recondition / clean the hydraulic oils / roller lubrication oils.
7. Upgradation of Kiln no 1 shell scanner to improve monitoring for refractory life.
8. Upgradation of Kiln no 1 feed solid flow feeder no 1 to avoid breakdown and better accuracy.
Thermal Power Plant
1. Replacement of existing ACC fan blade with aerodynamic high efficiency blades (six numbers in phase I).
2. Installation of pneumatic ash conveying system for Air pre heater of Boiler 1
3. Installation of sonic soot blower on CPP 2 boiler (Phase 1) thereby reduction in flue gas temperature by 5 oC.
4. Design and Installation of Water cooled Bed ash cooler for CPP-3. Improved boiler efficiency.
5. Installation of dust suppression system for CPP 1 coal feeding hopper.
6. Installation of dust suppression system for Coal Tippler.
7. Installation of common cooling water pump for CPP-2 and CPP-3.
c) Impact of the measures at a) and b) above for reduction of energy consumption and consequent impact on the
cost of production of goods.
Cement Plant : Due to various energy conservation measures, there was saving in power and fuel consumption.
Thermal Power Plant : Due to various energy conservations measures , there was less internal energy consumption in
plant.
d) Total energy consumption and Energy consumption per unit of Production:
Please refer Form A attached
[B] TECHNOLOGY ABSORPTION
a. TECHNOLOGY ABSORPTION – ADAPTATION AND INNOVATION
Not Applicable
b. TECHNOLOGY ABSORPTION – RESEARCH AND DEVELOPMENT
Not Applicable
[C] FOREIGN EXCHANGE EARNING AND OUTGO
a. Activites relating to exports, initiatives taken to increase exports, development of new export market for products
and services and export plan
During the year, the Company has not exported Clinker and Cement since the prices in the domestic market were more
remunerative than export. The company will explore avenues to export its products in the future as and when exports
become remunerative.
Rs. / Lakhs
b. TOTAL FOREIGN EXCHANGE USED AND EARNED
Foreign Exchange Earnings Nil
Foreign Exchange Outgo *
Loan Repayment 656.04
Coal 29,432.75
Stores and Spares 1,546.88
Interest 288.71
Other Expenses 100.25
Capital Expenses 2,042.04
* Excluding Investment in / Loan to overseas subsidiaries.

12
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

FORM A
Form as per Section 217(1)(e) read with Companies (Disclosure of Particulars in the report of Board of Directors) Rules,
1988 and forming part of the Directors Report for the year ended 31st March, 2010.
CONSERVATION OF ENERGY
Total Energy Consumption and Energy Consumption per Unit of Production.
For the For the
year ended year ended
31/03/2010 31/03/2009
A Power & Fuel Consumption
1 Electricity
a Purchased
Unit (KWh) 139032090 166051173
Total Cost (Rs. Lakhs) 6352.41 7314.28
Cost/Unit Rs. 4.57 4.40
b Own Generation
Unit (KWh) 244906539 187638951
Cost of HSD / LDO Consumed (Rs. Lakhs) 67.13 60.27
Cost of Coal Consumed (Rs. Lakhs) 5928.71 8553.28
Cost of Lignite Consumed (Rs. Lakhs) 59.91 309.57
Cost of Pet Coke Consumed (Rs. Lakhs) 1498.75 52.69
Cost of Fuel Consumed (Coal, Lignite,HSD/LDO) (Rs. Lakhs) 7554.50 8975.80
Cost/Unit Rs. 3.08 4.78
2 Fuel Consumption
a Coal-Imported (Steam Non-coking)
(Used in Kiln for Clinker Production)
Quantity (M.T.) 537397 531714
Total Cost (Rs. Lakhs) 26558.06 35798.00
Cost/Unit Rs. 4941.98 6732.57
b Pet Coke (Used in Kiln for Clinker Production)
Quantity (M.T.) 3081 452
Total Cost (Rs. Lakhs) 184.83 25.07
Cost/Unit Rs. 5999.23 5546.21
c Alternative Fuel - (Used in Kiln for Clinker Production)
Quantity (M.T.) 12732 10832
Total Cost (Rs. Lakhs) 305.08 163.47
Cost/Unit Rs. 2396.29 1509.16
d Lignite - (Used in Captive Power Plant)
Quantity (M.T.) 3638 13799
Total Cost (Rs. Lakhs) 59.91 309.57
Cost/Unit Rs. 1646.85 2243.34
e Coal-Imported (Steam Non-coking)
(Used in Captive Power Plant)
Quantity (M.T.) 129333 94602
Total Cost (Rs. Lakhs) 5928.71 6466.36
Cost/Unit Rs. 4584.07 6835.35
f Coal-Indegenous (Steam Non-coking)
(Used in Captive Power Plant)
Quantity (M.T.) - 49658.07
Total Cost (Rs. Lakhs) - 2086.92
Cost/Unit Rs. - 4202.57
3 a HSD / LDO - (Used in Kiln for Clinker Production)
Quantity (Litre) 491658 460048
Total Cost (Rs. Lakhs) 155.09 151.43
Average Rate Rs. 31.54 32.92
b HSD / LDO - (Used in Captive Power Plant)
Quantity (Litre) 212077 183109
Total Cost (Rs. Lakhs) 67.13 60.27
Average Rate Rs. 31.65 32.91

13
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

B Consumption per ton of Production

Electricity (KWh/MT of Cement) Coal, Lignite, Pet Coke & Alternative HSD / LDO (Ltr./ Kg. of clinker)
Fuel (Kg./MT of Clinker)
2009-10 2008-09 2009-10 2008-09 2009-10 2008-09
74.36 74.93 0.13 0.13 0.11 0.11

ANNEXURE - B
Statement of Particulars of Employees under Section 217 (2A) of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975 as amended for the Financial Year 2009 – 2010

Name Age Designation / Remuneration Qualification Experience Date of Previous Employment


(Years) Nature of Duties Received (Rs.) (Years) commencement
of Employment
Mr. Atul 46 Vice President 31,41,389 B. Com, FCS, 23 18.04.2001 General Manager
Falgunia (Secretarial) I.C.W.A (Finance) & Company
Secretary – Atcom
Technologies Ltd.

Mr. Bhadresh 46 Sr. Vice President 38,93,287 B.E. (Civil) 24 15.01.1997 Dy. Manager (Marketing)
Khara (Marketing) Gujarat Ambuja Cement,
Ahmedabad
Mr. Darshan 51 Executive 40,77,603 B.E.(Chemical) 28 18.01.1996 Manager (Process) M/s.
Lal Vice President CCW, Chittorgarh (Raj.)
(Operations)
Mr. Digvijay 50 Vice President 31,94,817 B.Sc., M.B.A. 26 30.08.1997 Manager (Sales) Digvijay
Singh (Marketing) Cement Co. Ltd.,
Ahmedabad
Mr. K.K. Jain 54 Vice President 26,16,864 B.Com. ,C.A. 29 08.10.1997 Sr. Dy. Manager J.K.
(Finance & Udaipur Udyog Ltd.
Accounts) Udaipur (Raj.)
Mr. Kaushlesh 46 Vice President 29,89,317 B.Sc., M.B.A. 23 01.02.2009 Vice President (Marketing)
Maheshwari (Marketing)
Mr. Mahendra 56 Executive Vice 42,54,138 B.COM, C.A. 30 23.06.2008 Senior Vice President M/s.
Mehta President & I.C.W.A. Binani Industries Ltd.,
(INTER)
Mr. P. Acharya 58 CEO & Whole- 60,64,424 B.E.(Mech.) & 31 17.11.2008 Executive Director M/s
time Director MBA Dalmia Cement (Bharat)
Ltd.
Mr. R.S. Joshi 55 Joint President 52,12,661 M.A. 33 10.10.2005 Vice President
(Corporate (Economics) (Commercial) M/s Grasim
Affairs) Industries Ltd.
Mr. S.L. 58 Sr. Vice 27,75,039 B.E.(Mech.) & 32 22.01.1996 Manager (Thermal
Parakh President(CPP) B.O.E Power Plant) M/s BCW
Chittorgarh (Raj.)
Note:
1. Remuneration includes salary and allowances, medical benefits, leave travel assistance and perquisites.
2. Does not include monetary value of non cash perquisites as per Income tax Act, 1961.
3. The nature of employment of all employees as above are non contractual except that of Mr.P. Acharya, Wholetime Director
whose appointment is contractual.
4. None of the above employees are relatives of Directors of the Company.

14
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

MANAGEMENT DISCUSSION AND ANALYSIS


INDUSTRY OVERVIEW
The Cement Sector is expected to grow by 9-10% in the Financial Year 2010-11 compared to India’s expected GDP of 8.5% . The
housing and construction sector generates 50% of the overall demand of Cement in the country and the demand is expected to
continue in the coming years as well. But the expected capacity additions, increased cost of raw material, fuel and logistics, proposed
service tax on housing sector and gradual withdrawal of stimulus package granted to the Cement Industry will have pressure on
margins in the coming years.
COMPANY’S PERFORMANCE
1. FINANCIAL PERFORMANCE
The financial performance for the year ended 31st March, 2010 is summarized below:
Rs. in lacs

2009-10 2008-09 % Increase


Sales & Other Income 187,216 150,270 25
EBIDTA 59,178 30,639 93
Cash Profit 51,327 23,487 119
Profit Before Tax 40,800 15,456 164
Profit After Tax 28,192 10,867 159

EBIDTA (Rs./Lacs) PROFIT BEFORE TAX (Rs./Lacs)


65000 50000
59178 45000
55000 Profit Before Tax
40000 40800

35000
45000
Rs. in Lakhs
Rs. in Lakhs

30000
34698 24484
35000 25000

23265 20000
25000 30639 15657
15000
13515 15456
15000 10733 10178 10000 5807
9796 5000 613
103 700
448
10135 0
5000
YEA R
YEAR
2

0
-0

-0

-0

-0

-0

-0

-0

-0

-1
2

0
-0

-0

-0

-0

-0

-0

-0

-0

-1

01

02

03

04

05

06

07

08

09
01

02

03

04

05

06

07

08

09

2. OPERATIONS
During the year under review the Company surpassed all previous bests in all areas and continue to maintain its growth path.
The Company produced 52.80 lac MT of Cement compared to 42.92 lac MT in the previous year, an increase of 23%. Sales
was 52.95 lac MT compared to 42.43 MT in the previous year, an increase of 25%. Captive Generation of power was 2,449.07
Lac KWh ( Net) compared to 1,876.39 Lac KWh in 2008-09. Profit before tax was the highest ever of Rs. 40,800 Lakhs an
impressive growth of 164% compared to Rs. 15,456 Lakhs during 2008-09. The higher profit could be achieved mainly due to
increased sales volumes, low coal price and higher net realisation.

15
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Cement Production Power Generated V/s Purchased


Cement Production
3000

22.24
50 Generated

1876

2449
2500 Purchased
OPC PPC

17.54
40
Qty. in Lacs MT

1512
2000

Lacs Kwb

1505

1314
1411
1295

1661
1445

1258
30 1500

6.43
3.49

4.77

16.94

1020
910
575
12.43 11.85
14.49 8.64
20 1000

30.57

502
270
25.38

332

313

253
500
19.21

17.64

17.25

15.97

10

12.64
0
0 YEAR
YEAR

0
-0

-0

-0

-0

-0

-0

-0

-0

-1
2

01

02

03

04

05

06

07

08

09
-0

-0

-0

-0

-0

-0

-0

-0

-1
01

02

03

04

05

06

07

08

09

Cement Sales

60

50

40
LACS MT

30

52.95
20
42.43
22.38

24.06

29.61
21.13

21.91

23.43
18.27

19.24
13.90

16.48

10

0
9

0
-9

-0

-0

-0

-0

-0

-0

-0

-0

-0

-0

-1
98

99

00

01

02

03

04

05

06

07

08

09

YEAR

FUTURE OUTLOOK
Growth in domestic cement demand is expected to remain strong, given the revival in the housing sector, continued Government
spending on the rural infrastructure and gradual increase in the number of infrastructure projects being executed by the private sector.
The trend in demand growth seen during the last five years is expected to continue over the medium term. Further, with Government
targeting 8-10% GDP growth rate, cement demand should grow at 9-10% over the next few years.
The key drivers of Cement Industry in India are
l Buoyant real estate market in non metro cities.
l Increase in infrastructure spending on power, road, port and urban infrastructure.
l Increase in rural demand driven by National Rural Employment Guarantee Scheme (NREGS).
l Low-cost housing in urban and rural areas under schemes like Jawaharlal Nehru National Urban Renewal Mission (JNNURM)
and Indira Aawas Yojana
l Favourable interest rates and tax benefits on housing.
l Domestic Industrial growth and major expansion plans announced across different segments.
PROJECT OVERVIEW
Expansion Projects / Railway Sidings
Binanigram unit :
During the year, the 4th Cement Mill of 110 TPH capacity was commissioned in December 2009. Packing plant expansion by
installation of fifth packer and four additional truck loaders completed in January, 2010. 22.3 MW Captive Power Plant (Unit II)
commissioned in the month of June 2009.

16
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Further to achieve enhanced capacity upto 8000 TPD from Kiln II and to enable the use of Pet coke, following modifications in the
plant are under progress :
l Up-gradation of existing Pre-heater fans.
l Modification of Raw Mill-II separator.
l Building construction for installation of pre-crushing system for reduction of feed size.
Up-gradation of wagon loading system is being undertaken by introducing third loading point with four additional wagon loaders. This
will reduce rake loading time increase dispatches through railway resulting in savings in costs.
Proposed expansion of railway yard by adding fifth line for clinker / coal / gypsum handling.
Neem Ka Thana unit :
Wagon unloading for clinker with wagon tippler started in the month of September 2009. Balance work of railway siding is under
progress, expected to be completed by April 2010. Work of 132 KVA power line is in progress and expected to be completed by June
2010.
Overseas Projects
Shandong Binani Rong’An Cement Co. Ltd., China (SBRCC)
SBRCCL , China plant capacity is being expanded from the present 0.5 MTPA to 3.00 MTPA. Land has been acquired and necessary
Government permissions from the Republic of China have been received . The Order for the plant and machinery has been placed
on the local Chinese Company on a turnkey basis. Contract for civil construction has also been awarded. The project is expected to
be commissioned in the first half of 2011.
Binani Cement Factory LLC, Dubai (BCFLLC)
The project for expanding the capacity for Cement Grinding from 1.2 MTPA to 2.00 MTPA has been completed during the year. But
the construction industry in Dubai suffered a serious setback in the 2nd half of 2009 resulting in a slump in the demand of cement
and the price of Cement also fell sharply. The construction industry in Dubai is not expected to improve in the near future but there
is substantial demand of cement in neighbouring middle east countries and in Africa. To capitalize on the demand of Cement in
East African and other neighbouring countries, the Company plans to set up marketing offices through its subsidiaries. Further, the
Company is setting up a 1.00 MTPA cement grinding unit at Mauritius.
FUTURE PLANS
Cement Project at Sutrapada, District Junagad in Gujarat
The Company proposes to set up a Greenfield Cement plant of 2.5 million tonnes per annum capacity at Sutrapada which is proposed
to be funded through a mix of debt and internal accruals.
Orders for the long delivery major equipments and the engineering of the project have been initiated. No further progress could be
made as the Company’s application for the lease of mines and government land for the plant are held up pending revision of the
mining guidelines by Government of Gujarat. Although, the Government of Gujarat has announced the new mining guidelines, the
notification of ML blocks for Saurashtra is yet to be finalized.
Lignite Project at Nimbri Chandrawatan in Dist. Nagaur, Rajasthan
The Government of India allocated lignite block in District :Nagaur, Rajasthan on 7th February, 2007 for use of lignite as raw materials
captively for power generation. 64 Hectare of private land has been acquired by the Company for the project. Most of the Government
clearances for the setting up of the project have been obtained. Site location for 120 MW Power plant has been finalized. The project
is expected to be completed by March 2011.
INTERNAL CONTROL SYSTEM
The management maintains adequate internal controls commensurate with the nature and size of operations of the Company,
which is designed to provide reasonable assurance that assets are safe-guarded, transactions are correctly executed and recorded
in accordance with managements’ authorization, applicable accounting standards and selected accounting policies which are
being applied consistently. The company’s SAP Software at its works and in marketing functions is working satisfactorily. To further
strengthen the internal controls and integration, the Company is in the process of implementing plant maintenance and Human
Capital Management (HCM) and payroll system. Also to document the procedures the Company is in the process of preparation of
SOP document.
Your company’s internal control system provides high level of system based checks and controls. Regular internal audits and checks
ensure that responsibilities are executed efficiently. The Audit Committee of the Board of Directors reviews the adequacy and
effectiveness of internal control system and suggest improvement for strengthening them from time to time.

17
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

OPPORTUNITIES/THREATS/RISKS/CONCERNS
Opportunities
Despite being second largest producer of Cement in world after China, India’s per capita consumption of Cement is very low to about
130 kg per year, much lower than global average of about 355 kg, leaving large room for growth. The Company with its brand image,
large dealer network and being a major player in Rajasthan and Gujarat will continue participating in this growth. Industry will receive
a further boost by increased Government and Private Sector spending on infrastructure..
Threats, Risks and Concerns
Large capacity additions, increasing cost of inputs, gradual withdrawal of stimulus granted to Industry, inflation and upward trend in
interest rates may have pressure on margins in the medium term affecting the bottom-line of the Company in the coming years.
RECOGNITION AND AWARDS
During the year 2009-10, your Company received following awards / recognitions :
NCCBM instituted National Awards for Energy Efficiency in Indian Cement Industries in recognition of the Best Electrical Energy &
the Best Thermal Energy Performance for the year 2007-08 and
National Quality Excellence Award 2008-09 in Indian Cement Industries in recognition towards its excellence in the field of Quality
Management.
ITC CII Sustainability Award 2009 for significant contribution in the field of environment, society and economics.
Greentech Environment Excellence Gold Award 2009 in recognition of its exemplary initiatives in Environment Management.
CII Godrej Green Business Centre, Hyderabad instituted National Award for Excellence in Water Management 2009 and Energy
Management 2009 for excellent water efficient unit and Energy Efficient unit.
Certificate of Merit for 2007-08 for Productivity Improvements in recognition of company’s sustained initiatives towards productivity
improvements.
Certificate of Excellence – Best Employer Award Competition 2008 in recognition of company’s excellence towards maintaining good
Employee-Employer Relationship for the year 2008.
All India Business & Community Foundation (AIBCF) instituted Udyog Bharati Award 2009 & Indian Achievers Award for Quality
Excellence for entrepreneurship development leading to economic growth that greatly contributes to generate long term opportunities
for the communities.
SOCIAL RESPONSIBILITY AND COMMUNITY DEVELOPMENT
As a responsible corporate, your Company continues to adopt best CSR practices. In the recent past the Company has joined hands
with M/s RBKS, an NGO for initiating an Integrated Village Development Program titled “Life Skill Education to Community” covering
5 of the nearby adivasi villages viz. Amli, Thandiberi, Malap, Sabela and Varli. The joint venture is aimed at achieving the objective of
provision of food and shelter, closed toilets, use of smokeless stoves, to motivate the villagers towards plantation with a view to divert
them from de-forestation, Provision of training to adivasis on stitching of traditional dresses which can be sold to consumers through
cooperative societies and cattle and poultry development. The programme will not only improve life style of target villagers but also
cater to their financial needs.
Apart from above your Company continues to provide necessary support to economically backward people of the adjoining villages
through various community development, education and health care programmes. These include providing donation / contributions,
small constructions, repairing works, etc. Drinking water is being also supplied to local people in the summer.
The Binani Ladies Club regularly contributes towards community development and charities through distribution of school uniforms,
books, clothes to needy tribal people and blankets, mattresses and pillows to Adivasi hostel, Pindwara.
HUMAN RESOURCES AND INDUSTRIAL RELATIONS
Employees of the Company are the key assets and your company continuously strives towards the development of its employees, to
upgrade their skills and to boost the motivation levels of its human resources through various mechanisms. This reflects in the fact
that on an average 3.70 man days per person have been spent on training during the year under review.
Employees are motivated and team spirit strengthened through various departmental quality circles and other awareness programs
being organized from time to time. Your company continues to maintain healthy working environment and cordial industrial relations
throughout the year.
In order to encourage total employees involvement in the production process, Company has introduced “Employee of the Month”
scheme, which inspire employees to be innovative.

18
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

The efforts put in by employees at all levels have contributed to the excellent performance of the Company. Employee /Industrial
Relations have been cordial during the year.
CAUTIONARY STATEMENT
Statements in the Management Discussion and Analysis describing the company’s objective, estimates, projections, expectations or
predictions may be forward looking statements within the meaning of applicable laws and regulations.
Your Company’s actual results, performance or achievements could differ materially from those expressed in or implied from such
forward looking statements. Important factors that could influence the Company’s operations include input availability and prices,
demand and pricing of finished goods in the Company’s principal markets, changes in government regulations, tax laws, economic
developments within the country and other incidental factors.

19
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

ANNEXURE - C TO DIRECTORS REPORT FOR THE YEAR ENDED 31ST MARCH, 2010.
CORPORATE GOVERNANCE REPORT
(As required by Clause 49 of the Listing Agreement with the Stock Exchanges)
Corporate Governance Philosophy
The Company has been committed to the principles of good corporate governance which is an integral part of good values, ethics
and best business practices.
The Management endeavours the attainment of highest levels of transparency, accountability and enhanced stakeholder value over
a sustained period of time through good corporate governance.
Board of Directors
The Board consists of a Non-Executive Promoter Director as Chairman, 1 Executive Director as Wholetime Director, 4 Independent
Directors and 2 Non Executive Non Independent Directors.
The Board functions both as a full Board and through Committees. The Board of Directors and the Committees meet at regular
intervals. There are 5 Committees which oversee operational issues. The Committees are Audit Committee, Shareholders’/Investors
Grievance Committee, Remuneration Committee, Finance Committee and Investment Committee.
The Composition and category of Directors as on 31st March, 2010 are as follows:

Category Name of Director


Non Executive Promoter Chairman Mr. Braj Binani – Chairman
Executive Director Mr. P. Acharya – Wholetime Director
Independent Directors Mr. S. Padmakumar
Dr. V. C. Shah
Mr. V. Subramanian
Mr. Ramkrishna Moogimane
Non Independent Non Executive Director Mr. M. K. Chattopadhyaya
Ms. Nidhi Singhania
During the year ended 31st March 2010, 5 Board Meetings were held on the following dates viz. 23rd April, 2009, 21st July, 2009,
22nd October, 2009, 6th January, 2010 and 27th January, 2010. None of the Directors on the Board are members of more than
10 Committees and Chairman of more than 5 Committees which are mandatory in nature in public companies in which they are
Directors.
The composition of Directors, Attendance of each Director at the Meetings of the Board of Directors during the year and the last
Annual General Meeting and Directorship held by them in other Public Companies ( excluding Directorship in Private Companies,
Foreign Companies, Companies under Section 25 ) are given below :

S r . Name of the Director Category of No. of Board Attend- No. of No. of Membership /
No. Directorship meeting attended ance at other Chairmanship*
(From 1.4.09 to last AGM Director- in other Board /
31.3.10) ships Committee(s).
Chairman (C) Member (M)
1. Mr. Braj Binani, Non Independent Non 4 Yes 4 0 0
Chairman Executive
2 Mr. S. Padmakumar Independent 4 Yes 6 3 5
Non Executive Director
3 Dr. V. C. Shah Independent 5 Yes 4 1 2
Non Executive Director
4 Mr. V. Subramanian Independent 5 Yes 7 1 6
Non Executive Director
5 Ms. Nidhi Singhania Non Independent 4 Yes 2 0 0
Non Executive Director
6 Mr. Ramkrishna Independent Non 5 Yes 2 1 1
Moogimane Executive Director

20
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

S r . Name of the Director Category of No. of Board Attend- No. of No. of Membership /
No. Director-ship meeting attended ance at other Chairmanship
(From1.4.09 to last AGM Director- in other Board /
31.3.10) ships Committee(s).
7 Mr. M.K. Non Independent Non 5 Yes 2 0 1
Chattopadhyaya Executive Director
8 Mr. Sanjay Vohra Independent Non Nil No - - -
(Nominee of JP Executive Director
Morgan Special
Situations Mauritius
Limited) @
9 Mr. Shishir Jain Independent 1 No - - -
@ ( Alternate Director Non Executive Director
to Mr. Sanjay Vohra )
10 Mr. P. Acharya Non Independent 4 Yes 0 0 0
Executive Director
*only Audit Committee and Shareholders’/Investors’ Grievance Committee are considered for the purpose.
@ Ceased to be a Director of the Board w.e.f. 20th July, 2009 .
Mr. M. K. Chattopadhyaya, who is an employee of the Holding Company, has been nominated as the Chief Financial Officer of the
Company.
Material Transactions of Directors
The Company does not have any pecuniary relationship or transaction with any of the non executive Directors except to the extent
of commission and sitting fee being paid to them. Mr. S. Padmakumar is a Director in Binani Industries Limited (Holding Company),
Binani Zinc Limited, Goa Glass Fibre Limited and Wada Industrial Estate Limited (Fellow Subsidiaries). Dr. V. C. Shah is Director of
Binani Industries Limited while Mr. V. Subramanian is Director in Binani Zinc Limited, Goa Glass Fibre Limited, Wada Industrial Estate
Limited and BT Composites Limited which are fellow subsidiaries.
Audit Committee
Audit Committee of the Board was constituted in the year 2000 and has been reconstituted from time to time. The Company has
complied with the requirements of Section 292 A of the Companies Act, 1956 and Clause 49 of the listing agreement relating to the
composition and terms of reference of the Audit Committee. The Committee comprised of three independent non Executive Directors
one of whom is the Chairman and one non independent non Executive Director.
Audit Committee is responsible for the financial reporting and ensuring compliances with accounting standards and reviewing financial
policies of the Company and to recommend the appointment of Statutory Auditors, Internal Auditors, Tax Auditors and Cost Auditors
and fix their fees.
The Committee examines in detail the reports of the Internal Auditors of the Company. The Committee also reviews all the unaudited
quarterly Financial Results and the audited results including that of Subsidiaries before submission to the Board. The Chairman of
the Audit Committee, Mr. S. Padmakumar was present at the last Annual General Meeting (AGM) of the Company held on 26th June,
2009. The Audit Committee met 4(four) times during the year under review on 22nd April, 2009, 21st July, 2009, 22nd October, 2009
and 26th January, 2010.
The names of the Directors who are members of the Audit Committee and their attendance at last AGM is given below.

Name of the Director No. of Meeting Attended Whether attended AGM


Mr. S. Padmakumar – Chairman 4 Yes
Dr. V.C. Shah 4 Yes
Mr. V. Subramanian 4 Yes
Mr. M. K. Chattopadhyaya 4 Yes
Mr. P. Acharya, Wholetime Director designated as Chief Executive Officer and Mr. M. K. Chattopadhyaya, the Chief Financial Officer
attend all the meetings of the Audit Committee. Representatives of the Statutory Auditors and Internal Auditors are invited to attend
the meetings. The Company Secretary acts as the Secretary of the Audit Committee.
Shareholders/Investors Relations Committee
The Investor Relations Committee comprises of 3 Independent Directors and 1 Non Independent and Non Executive Director to ensure
speedy disposal of the share transfer, Dematerialisation and Rematerialisation requests received by the Company. The Committee,
apart from overseeing the Share transfer and dematerialisation and rematerialisation work also looks into various investor complaints.

21
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

During the year 2009-10,103 complaints were received from investors mainly pertaining to the non receipt of dividend. All the
investor’s complaints have been resolved to the satisfaction of the complainants. As on 31.3.2010 there were no complaints pending
to be resolved.
The Committee met 4 times during the year on 8th June, 2009, 7th August, 2009, 10th March, 2010 and 22nd March, 2010 to
consider requests for rematerialisation of shares. The attendance in the said Committee is as under :-

Name of the Director No. of Meetings Attended


Dr. V.C. Shah -- Chairman 4
Mr. S. Padmakumar Nil
Mr. V. Subramanian 1
Mr. M. K. Chattopadhyaya 3
Mr. Atul P. Falgunia, the Company Secretary of the Company is the Compliance Officer.
Remuneration Committee
The Remuneration Committee has been constituted as required by Schedule XIII of the Companies Act, 1956 to recommend / review
the remuneration package of the Wholetime Directors taking into account their qualification, experience, expertise, contribution and
the prevailing levels of remuneration in Companies of corresponding size and stature.
The Remuneration Committee at present consists of 3 Independent Directors and 1 Non Executive Non Independent Director.
Mr. S. Padmakumar is the Chairman of the Remuneration Committee.
The Committee met once during the year on 21st July, 2009 and approved the revision in the remuneration to be paid to Mr. P. Acharya
as Wholetime Director w.e.f 1st July, 2009. All the members of the Committee were present at the meeting held on 21st July, 2009.
The composition of Remuneration Committee is given below:

SI. No. Name of the Member


1. Mr. S. Padmakumar – Chairman
2. Mr. V. Subramanian
3. Dr. V. C. Shah
4. Mr. M. K. Chattopadhyaya
Details of remuneration paid to the Directors for the year ended 31st March, 2010
(i) Executive Directors (Rs in Lakhs)

Name & Position Salary Commission Perquisities Provident Fund Retirement Benefits Total
P. Acharya, Wholetime Director 4537500 0 982424 544500 0 60,64,424
The Wholetime Director (Executive Director) was paid remuneration as decided by the Board of Directors / Remuneration Committee
of Board of Directors of the Company with the approval of Shareholders.
There are no stock options available / issued to any Director of the Company.
Non-Executive Directors
Remuneration by way of sitting fees is paid to all Non-Executive Directors. The Company pays Rs. 5000 by way of Sitting Fees
for Board Meeting and Rs. 2500 for every Committee Meeting. The Shareholders of the Company have approved the payment of
commission to the Non Executive Directors at the Extraordinary General Meeting held on 15th February, 2008 and accordingly
commission aggregating to Rs. 18.00 Lakhs was paid to the Non Executive Independent Directors.
There has been no pecuniary relationship or transactions between the Company and Non-Executive Directors during the year 2009-
10 other than the above.
There are no convertible instruments issued to any of the Non-Executive Directors of the Company.
Finance Committee
The Board has also constituted a Committee of Directors to oversee the financial function and for availing various facilities including
working capital facilities from bankers. The Committee comprised of Mr. S. Padmakumar, Dr. V. C. Shah, Mr. V. Subramanian and
Mr. M. K. Chattopadhyaya. The Committee consisted of 3 independent directors and 1 non independent non executive director.
The Committee met 13 times during the year 2009-10.

22
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Disclosures
a) There are no significant Related Party transactions during the year of material nature with the promoters, directors or the
management or their subsidiaries or relatives, etc, potentially conflicting with Company’s interest at large. Related Party
transactions are disclosed in the Notes to Accounts forming part of this Annual Report.
b) As per Clause 49(V) of the Listing Agreement, the Chief Financial Officer & Wholetime Director ( CEO) certified to the Board
on their review of financial statements and cash flow statements for the financial year ended 31st March, 2010 in the form
prescribed by Clause 49 of the Listing Agreement which is given below.
c) There were no instance of non-compliance on any matter relating to the capital market since the shares have been listed. There
are no penalties or strictures imposed on the Company by any Stock Exchange or SEBI or any Statutory Authority relating to
the above.
The Company has not raised any funds through Public Issue or Rights Issue during the year.
d) Mandatory Requirements : The Company has complied with all Mandatory requirements of the Clause 49 of the listing
agreements with Stock Exchanges.
Non-Mandatory requirements :
The extent of Compliance is given below :
1. The Company has set up a Remuneration Committee of the Board of Directors. The details of the same have already
been given above.
2. The Company does not have a Whistle Blower policy.
3. The Company does not have any mechanism for evaluating the performance of the Non Executive Board Members.
4. The Company does not have any training programme for the Directors.
e) Details of information on re-appointment of directors : A brief resume, nature of expertise in specific functional areas, number
of equity shares held in the company by the Director or for other person on beneficial basis, names of companies in which the
person already holds directorship and membership of committees of the Board forms part of the Notice convening the 14th
Annual General Meeting .
f) BCL Code of Conduct for prevention of Insider Trading: The Company has adopted and implemented a BCL Code of Conduct
for prevention of Insider Trading based on SEBI (Prohibition of Insider Trading) Regulations, 1992 as amended. The code
prohibits purchase / sale of securities of the Company by Insiders including Directors, Designated Employees etc., while in
possession of unpublished price sensitive information.
g) BCL Code of Conduct for Directors and Senior Management:
The Company has framed and implemented BCL Code of Conduct for its Directors and Senior Management. The Code of
Conduct has also been posted on the Company’s website www.binani.net. Affirmation on compliance of Code of Conduct for
the financial year 2009-10 has been received from all the Directors and Senior Management personnel of the Company.
h) Disclosures of Accounting Treatment wherever applicable have been made in the Audited Financial Accounts for the year
ended 31.03.2010.
i) Shareholding of Non Executive Directors :
The Shareholding of Non Executive Directors as on 31.3.2010 are as under :

S.No Name of the Director No. of Equity Shares held


1 Mr Braj Binani 50 (Nominee of BIL)
2 Ms Nidhi Singhnia Nil
3. Mr S. Padmakumar Nil
4. Dr V.C.Shah 12240
5. Mr V. Subramanian 10 (Nominee of BIL)
6. Mr Ramkrishna Moogimane Nil
7. Mr. M. K. Chattopadhyaya 10 (Nominee of BIL)
Subsidiary Companies
The Company now has six overseas subsidiaries namely Mukandan Holdings Limited, Krishna Holdings Pte Limited, Murari
Holdings Limited, Shandong Binani Rongan Cement Co. Limited , Binani Cement LLC, Dubai and Bhumi Resources (Singapore)
Pte Limited which are non material non listed subsidiaries. The Audit Committee has now reviewed the Financial Statements
of all the Subsidiaries except Bhumi Resources ( Singapore ) Pte Limited whose first accounting year ends on 31st December,
2010. The Minutes of the subsidiary companies are also being placed before the Board of Directors of the Company on a
regular basis.

23
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Chairman / CFO Certificate


In compliance with Clause 49(V) of the Listing Agreement with the Stock Exchanges, the Company has obtained a Certificate
from the Wholetime Director & CEO and CFO which has been placed before the Board stating and certifying that :
(a) they have reviewed the financial statements and the cash flow statements for the year ended 31st March, 2010 and that to the
best of their knowledge and belief:
(i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading.
(ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations read with the notes to the accounts; and
(b) there are, to the best of their knowledge and belief, no transactions entered into by the Company during the year 2009 -2010
which are fraudulent, illegal or violative of the Company’s code of conduct.
(c) they accept responsibility for establishing and maintaining internal controls and that they have evaluated the effectiveness of
the internal control systems of the Company and they have not observed any deficiencies in the design or operation of internal
controls.
(d) they have indicated to the Auditors and the Audit Committee that there are:
(i) no significant changes in the internal control during the year;
(ii) no significant changes in accounting policies during the year; and
(iii) no instances of significant fraud where the involvement of management or an employee having a significant role in the
Company’s internal control system have been observed.
Risk Assessment and Minimisation Procedures
The Company has identified certain risk areas with regard to the operations of the Company and have taken steps , wherever
possible for minimization of risk. The Company’s Board is conscious of the need to review the risk assessment and minimization
procedures on regular intervals.
Annual General Meetings
The last three Annual General Meetings were held as under :

Year Type Location Date Time


Special Resolutions
passed in the AGM
by the Shareholders
2007 11th AGM Kala Mandir 48,Shakespeare Sarani,Kolkata -700017 2nd July, 2007 2.00 p.m. Yes
2008 12th AGM Kala Mandir 48,Shakespeare Sarani,Kolkata -700017 23rd June 2008 11.40 a.m No
2009 13th AGM Rotary Sadan, 94/2, Chowringhee Road, Kolkata -700 020 26th June 2009 11.30 a.m No
No item of business relating provisions contained in Section 192A of the Companies Act, 1956, requiring voting by postal ballot were
passed by Postal Ballot during the year under review.
Means of Communication :
a) Quarterly results are published in the pro-forma prescribed by Stock Exchanges, in The Economic Times and Aajkal, a Bengali
Newspaper.
b) The annual financial results of the Company are also communicated in the prescribed pro-forma to Stock Exchanges and also
published in the newspapers.
c) The financial results are displayed on the Company’s website www.binani.com
d) The Company is filing/submitting its Shareholding Pattern, Financial Results, Report on Corporate Governance on quarterly
basis are posted on the website of BSE /NSE in accordance with the Listing Agreement with the Stock Exchanges which may
be accessed by the Shareholders /Investors.
General Information for Shareholders
(i) Date, Time and Venue of the : 25th June, 2010 at 11.30 a.m
Annual General Meeting or on completion of the AGM of Binani Zinc Limited
(ii) Financial Year : 1st April to 31st March
Financial Results : Will be published on or before
Results for Quarter ending June 30, 2010 : 31st July, 2010
Results for Quarter ending September 30, 2010 : 31st October, 2010

24
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Results for Quarter ending December, 31, 2010 : 31st January, 2011
Results for Quarter ending March 31, 2011 : 31st May, 2011
(iii) Date of Book closure : 18th June, 2010 to 25th June, 2010
(iv) Dividend Payment Date : on or before 25th July, 2010
Listing on Stock Exchanges
a) The Company’s Equity Shares are listed on the following Stock Exchanges:
i) Bombay Stock Exchange Limited (Stock Code: BINANICEM Scrip code : 532849)
ii) National Stock Exchange of India Ltd. (Stock Code: BINANICEM) Scrip Code : 532849

b) The Company has paid the Listing Fees for the year 2010-11 to both the Stock Exchange where the Company’s equity shares
are listed.
Market Price Data ( BSE & NSE )
Months Price Data (BSE) Price Data (NSE) SENSEX
High Low High Low High Low
April 09 43.90 29.25 44.00 28.60 11492.10 9546.29
May 09 60.25 36.60 60.45 36.15 14930.54 11621.30
June 09 64.00 48.10 64.40 46.75 15600.30 14016.95
July 09 62.50 45.50 63.70 45.55 15732.81 13219.99
August 09 67.00 52.95 67.20 54.50 16002.46 14684.45
September 09 73.95 61.50 74.00 61.40 17142.52 15356.72
October 09 74.00 62.00 72.80 62.50 17493.17 15805.20
November 09 68.00 60.00 68.00 58.00 17290.48 15330.56
December 09 73.30 64.05 73.40 58.00 17530.94 16577.78
January 10 85.00 68.70 82.50 68.80 17790.33 15982.08
February 10 77.00 67.50 76.90 67.65 16669.25 15651.99
March 10 79.50 72.00 79.40 70.00 17793.01 16438.45

Share Price Performance at BSE in Comparison to BSE Sensex


90.00 20000
Share Price on BSE Rs.

80.00 18000
70.00 16000
14000
BSE Sensex
60.00
12000
50.00
10000
40.00
8000
30.00 6000
20.00 4000
10.00 2000
0.00 0
Apr- May- Jun- Jul-09Aug- Sep- Oct- Nov- Dec- Jan- Feb- Mar-
09 09 09 09 09 09 09 09 10 10 10
Months
Price Data ( BSE ) High Price Data ( BSE ) Low
SENSEX High SENSEX Low

Registrar and Transfer Agents


The Company has appointed Link Intime India Private Limited as Registrar and Transfer Agents. In respect of shares held in Demat
mode all communications for change of address, bank mandate etc should be sent through the concerned depository participant only.
Shareholders’/Investors’/Depository Participants are requested to send all their documents and communications pertaining to both
physical and demat shares to the Registrar at the following address:
Link Intime India Private Limited
C-13, Pannalal Silk Mills Compound,
L.B.S. Marg, Bhandup (W)
Mumbai – 400 071
Phone: 022 -25946970
Fax: 022- 25946969
Email: rnt.helpdesk@linkintime.co.in

25
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Share Transfer System


Shares lodged in physical form with the Company / RTA are processed and returned, duly transferred, within 30 days from the date
of receipt, if the documents submitted are in order. In case of shares in electronic form, the transfers, the transfers are processed by
NSDL/CDSL through the respective Depository Participants.
Distribution of Shareholding as on 31st March, 2010
No. of Shares held No. of % of Shareholders No. of Shares held % of Shareholding
Shareholders
Up to 500 24176 87.90 3435238 1.69
501 to 1000 1986 7.22 1463596 0.72
1001 to 2000 774 2.82 1055435 0.52
2001 to 3000 176 0.64 454358 0.22
3001 to 4000 86 0.31 307567 0.15
4001 to 5000 91 0.33 437082 0.22
5001 to 10000 102 0.37 772786 0.38
10001 and above 112 0.41 195175212 96.10
TOTAL 27503 100.00 203101274 100.00
Pattern of Shareholding as on 31st March, 2010
(I) (a) Statement showing Shareholding Pattern as on: 31st MARCH 2010
Name of the Company: BINANI CEMENT LIMITED
Scrip Code: BSE : 532849
Scrip Code: NSE : BINANICEM
Category Category of shareholder (II) Number of Total number of Number of shares Total shareholding as a percentage of Shares Pledged
code (I) shareholders Shares (IV) held in total number of Shares or Otherwise
(III) dematerialized form encumbered
(V)
As a percentage of As a percentage No. of As a
(A+B) (VI) of (A+B+C) (VII) Shares percentage
(VIII) (IX )
(A) Shareholding of Promoter and
Promoter Group
(1) Indian
(a) Individuals/ Hindu Undivided 6 100 0 0 0 0 0
Family
(b) Central Government/ State
Government(s)
(c) Bodies Corporate 1 131825856 131825856 64.91 64.91 0 0
(d) Financial Institutions/ Banks
(e) Any Other (specify) 0 0 0 0 0 0 0
Sub-Total (A)(1) 7 131825956 131825856 64.91 64.91 0 0
(2) Foreign
(a) Individuals (Non-Resident
Individuals/ Foreign Individuals)
(b) Bodies Corporate
(c) Institutions
(d) Any Other (specify)
Sub-Total (A)(2) 7 131825956 131825856 64.91 64.91 0 0

Total Shareholding of 7 131825956 131825856 64.91 64.91 0 0


Promoter and Promoter
Group (A)= (A)(1)+(A)(2)

(B) Public Shareholding NA NA


(1) Institutions NA NA

26
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Category Category of shareholder (II) Number of Total number of Number of shares Total shareholding as a percentage of Shares Pledged
code (I) share-holders Shares (IV) held in total number of Shares or Otherwise
(III) dematerialized form encumbered
(V)
As a percentage of As a percentage No. of As a
(A+B) (VI) of (A+B+C) (VII) Shares percentage
(VIII) (IX )
(a) Mutual Funds/ UTI 1 193925 193925 0.10 0.10
(b) Financial Institutions/ Banks 5 3846088 3846088 1.89 1.89
(c) Central Government/ State 0 0 0 0 0
Government(s)
(d) Venture Capital Funds 0 0 0 0 0
(e) Insurance Companies 0 0 0 0 0
(f) Foreign Institutional Investors 9 5202714 5202714 2.56 2.56
(g) Foreign Venture Capital 0 0 0 0 0
Investors
(h) Any Other 0 0 0 0 0
Sub-Total (B)(1) 15 9242727 9242727 4.55 4.55
(2) Non-institutions NA NA
(a) Bodies Corporate 533 2278775 2278775 1.12 1.12
(b) Individuals -
1 Individual shareholders 26389 6934060 6933562 3.41 3.41
holding nominal share capital up
to Rs. 1 lakh.
2. Individual shareholders 50 1436519 1436519 0.71 0.71
holding nominal share capital in
excess of Rs. 1 lakh.
(c) Any Other (specify)
1. Clearing Members 187 289744 289744 0.14 0.14
2. NRIs 317 305175 305175 0.15 0.15
3.Foreign Companies 3 50775318 50775318 25.00 25.00
4.Trusts 2 13000 13000 0.01 0.01
Sub-Total (B)(2) Total Public 27481 62032591 62032093 30.54 30.54 NA NA
Shareholding
(B)= (B)(1)+(B)(2) 27496 7125318 71274820 35.09 35.09 NA NA
TOTAL (A)+(B) 27503 203101274 203100676 100.00 100.00 0 0
(C) Shares held by Custodians 0 0 0 0 0 NA NA
and against which Depository
Receipts have been issued
GRAND TOTAL 27503 203101274 203100676 100.00 100.00 0 0
( A ) + ( B ) + ( C)
Dematerialisation of Equity Shares and Liquidity
As on 31st March, 2010, 99.99% of the Company’s Equity Shares have been dematerialized.
As per directives issued by SEBI, it is compulsory to trade in the Company’s shares in the dematerialised form. The ISIN Number
allotted by National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) for trading in the
Company’s shares in Demat form is INE042H01019
Outstanding GDRs /ADRs/ Warrants or any Convertible instruments,
There are no outstanding GDRs/ADRs/Warrants due for any conversion in future.
Entities comprising “Group” under Regulation 3(1)(e) of Securities and Exchange Board of India (Substantial Acquisition of
Shares and Takeovers) Regulations, 1997
Binani Industries Limited, Binani Metals Limited, Binani Cement Limited, Binani Zinc Limited, Goa Glass Fibre Limited, R.B.G.Minerals
Industries Limited, Binani Energy Private Limited, Ess Vee Alloys Private Limited, B T Composites Limited, Wada Industrial Estate
Limited, Sambhaw Holdings Limited, Dharmik Commodeal Private Limited, Krishna Holdings Pte. Ltd., Singapore, Shandong Binani
Rong’An Cement Co. Ltd., China, Mukundan Holdings Limited, BVI, Binani Cement Factory LLC. Dubai, Murari Holdings Limited,
BVI, Bhumi Resources (Singapore ) Pte Limited, Singapore, Sankalp Holdings Limited, Cyprus, Abhinav Holdings Limited, Cyprus,

27
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Suryamukhi Vintrade Pvt. Ltd., K B Vyapar Pvt Ltd, Manjushree Holdings Pvt Ltd., Vijayshree Holdings Pvt Ltd, Triton Trading Co Pvt.
Ltd., Akroor Traders Pvt. Ltd., Lucknow Properties & Finance Private Limited, Lexus Holdings & Finance Pvt. Ltd., Ace Portfolio &
Finance Pvt. Ltd., Miracle Composites Private Limited, Miracle Securities Private Limited, Mr. Braj Binani, Mrs. Kalpana Binani, Mrs.
Nidhi Singhania , Ms. Shradha Binani, Ms. Vidushi Binani (Minor).
Plant Location : 1. Binani Cement Limited
Binanigram, Pindwara, Sirohi,
Rajasthan – 307031.
2. Binani Cement Limited
Village : Sirohi, Taluka : Neem Ka Thana
District : Sikar
Rajasthan.
Address of the Registered Office : Binani Cement Limited
Om Tower, 32, Chowringhee Road,
Kolkata – 700 071.
Tel No. 033 22882508
Fax No. 033 22882510
Investor Complaints under
Clause 47(f) of the Listing Agreement
Contact Person : Mr. Atul P. Falgunia
Company Secretary
atul@binani.net
Subsidiaries Plant Locations : 1. Shandong Binani Rong’An Cement Company Limited
Fujiazhuang Village, Dongguan Town,
Ju County of Rizhao Municipality
Shandong Province,
Peoples Republic of China.
2. Binani Cement Factory LLc
Jebel Ali, Dubai, UAE
Address for Communication for BCL ,
Subsidaries and Associates
: Registered Office
1. Binani Cement Limited (BCL)
706, Om Tower, 32, Chowringhee Road
Kolkata -700 071.
2. Krishna Holdings Pte Limited (KHL)
24, Raffles Place, # 29-04A, Clifford Centre,
Singapore -048621.
3. Mukundan Holdings Limited (MHL)
P.O. Box 957, Offshore Incorporations Centre,
Road Town, Tortala,
British Virgin Islands ( BVI)
4. Shandong Binani Rong’An Cement Company Limited (SBRCC)
Fujiazhuang Village, Dongguan Town,
Ju County of Rizhao Municipality
Shandong Province,
Peoples Republic of China.
5. Binani Cement Factory LLC (BCFLLC)
Jebel Ali, Dubai, U.A.E
6. Murari Holdings Limited (MuHL)
Akara Building, 24 De Castro Street
Wickhams Cay 1, Road Town, Tortola,
British Virgin Islands.
7. Bhumi Resources (Singapore) Pte Limited (BRSPL)
29-04A, Clifford Centre, 24, Raffles Place,
Singapore -048621.

28
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

ANNEXURE - D
AUDITORS CERTIFICATE ON CORPORATE GOVERNANCE
To,
The Members of Binani Cement Limited
We have examined the compliance of conditions of Corporate Goverance by Binani Cement Limited (the Company) for the year
ended March, 31, 2010 as stipulated in Clause 49 of the Listing Agreement entered into with the Stock Exchanges of India.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited
to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the representations made by the
Directors and the Management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated
in the above mentioned listing agreement.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the management has conducted the affairs of the Company.

For Haribhakti & Co. For Kanu Doshi Associates


Chartered Accountants Chartered Accountants
FRN No.103523W FRN No. 104746W

RAKESH RATHI JAYESH PARMAR


Partner Partner
Membership No. 45228 Membership No. 45375

Place : Mumbai Place : Mumbai


Date : 23rd April 2010 Date : 23rd April 2010

ANNEXURE - E
CODE OF CONDUCT – DECLARATION UNDER CLAUSE 49(1)(D)
This is to certify that:
1. In pursuance of the provisions of Clause 49(1)(D) of the Listing Agreement with Stock Exchanges, a Code of Conduct for the
Board Members and the Senior Management Personnel of the Company has been approved by the Board at its meeting held
on 27th February, 2006.
2. The said code of conduct has been uploaded on the website of the Company and has also been circulated to the Board
Members and the Senior Management Personnel of the Company.
3. All Board Members and Senior Management Personnel have affirmed compliance with the said Code of Conduct, for the period
ended 31st March, 2010.
For Binani Cement Limited

P. Acharya
Wholetime Director

Place : Mumbai
Dated : 23rd April, 2010.

29
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

AUDITORS’ REPORT
To the Members of Binani Cement Limited
1. We have audited the attached Balance Sheet of BINANI CEMENT LIMITED (‘the Company’) as at March 31, 2010 and also
the Profit and Loss account and the Cash Flow Statement for the year ended on that date annexed thereto. These financial
statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial
statements based on our audit.
2. We conducted our audit in accordance with auditing standards generally accepted in India. Those Standards require that
we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and significant estimates made by management,
as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our
opinion.
3. As required by the Companies (Auditor’s Report) Order, 2003, as amended by the Companies (Auditor’s Report) (Amendment)
Order, 2004, issued by the Central Government of India in terms of sub-section (4A) of Section 227 of ‘The Companies
Act, 1956’ of India (the ‘Act’) and on the basis of such checks of the books and records of the company as we considered
appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the paragraph 3 above, we report that:
i. We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for
the purposes of our audit.
ii. In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our
examination of those books.
iii. The balance sheet, profit and loss account and cash flow statement dealt with by this report are in agreement with the
books of account.
iv. In our opinion, the balance sheet, profit and loss account and cash flow statement dealt with by this report comply with
the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956.
v. On the basis of the written representations received from the directors, as on March 31, 2010, and taken on record by
the Board of Directors, we report that none of the directors is disqualified as on March 31, 2010 from being appointed as
a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.
vi. In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the
information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity
with the accounting principles generally accepted in India;
a) in the case of the balance sheet, of the state of affairs of the Company as at March 31, 2010;
b) in the case of the profit and loss account, of the Profit for the year ended on that date; and
c) in the case of cash flow statement, of the cash flows for the year ended on that date.


For Haribhakti & Co. For Kanu Doshi Associates
Chartered Accountants Chartered Accountants
FRN No.103523W FRN No. 104746W

RAKESH RATHI JAYESH PARMAR


Partner Partner
Membership No. 45228 Membership No. 45375

Place : Mumbai Place : Mumbai


Date : 23rd April, 2010 Date : 23rd April 2010

30
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

ANNEXURE TO AUDITORS’ REPORT


[Referred to in paragraph 3 of the Auditors’ Report of even date to the members of BINANI CEMENT LIMITED on the financial
statements for the year ended 31st March 2010]
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed
assets.
(b) All the fixed assets of the Company have not been physically verified by the management during the year, but there is
a regular programme of verification, which in our opinion is reasonable, having regard to the size of the company and
nature of its assets. As informed, no material discrepancies was noticed on such verification.
(c) In our opinion and according to the information and explanations given to us, a substantial part of fixed assets has not
been disposed off by the Company during the year.
(ii) (a) As explained to us, the inventory has been physically verified by the management during the year. In our opinion, the
frequency of verification is reasonable.
(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation
to the size of the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no material discrepancies was noticed on physical
verification carried out at the end of the year.
(iii) The Company has neither granted nor taken loan, secured or unsecured, to or from companies, firms or other parties covered
in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, the sub-clauses (b),(c),(d),(f) and (g) of
clause (iii) are not applicable to the Company.
(iv) In our opinion and according to the information and explanations given to us, there exists an adequate internal control system
commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets
and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure
to correct major weakness in internal control system of the Company.
(V) According to the information and explanations given to us, there is no particulars of contracts or arrangements that need to be
entered into the register maintained under Section 301 of the Companies Act, 1956 and hence, sub clause (b) of clause (v) is
not applicable to the Company.
(vi) The Company has not accepted any deposits from the public within the meaning of Sections 58A and 58AA of the Act and the
rules framed there under.
(vii) In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account maintained by the Company in respect of products where, pursuant to the
Rules made by the Central Government of India, the maintenance of cost records has been prescribed under clause (d) of
sub-section (1) of Section 209 of the Act and we are of the opinion that prima facie, the prescribed accounts and records have
been made and maintained.
(ix) (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues, including provident fund,
investor education and protection fund, employees’ state insurance, income-tax, sales-tax, wealth-tax, service tax,
customs duty, excise duty, cess and other material statutory dues applicable to it.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident
fund, investor education and protection fund, employees’ state insurance, income-tax, wealth-tax, service tax, sales-tax,
customs duty, excise duty, cess and other undisputed statutory dues were outstanding, at the year end, for a period of
more than six months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of income-tax, sales-tax, service tax, customs duty,
excise duty and cess on account of disputes, are as follows:

31
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

(Rs. In Lacs)
Name of the Statute Nature of Dues Amount Period to which the Forum where dispute is
(Rs) amount relates pending
Customs Act, 1962 Duty on DEPB licenses and interest 6.77 2000-01 Commissioner of
there on Custom Kandla/CESTAT
Ahmedabad
Central Excise Act, 1944 ED demand against Dispatch of 1.78 2001-02 Hon’ble Rajasthan High
Cement to Earthquake area Court, Jaipur
Central Excise Act, 1944 Clearance of Excess Cement 73.61 2000 to 2004 Hon’ble Rajasthan High
Court, Jodhpur
Central Excise Act, 1944 Cenvat credit on welding electrodes 21.89 2000 to 2006 CESTAT, Delhi
Central Excise Act, 1944 Cenvat on Electrodes etc. 4.92 2006 to 2008 Commissioner (Appeals),
Jaipur II
Central Excise Act, 1944 Cenvat on Electrodes etc. 2.10 2008-09 Appeal to be filed before
Commissioner (Appeals),
Jaipur II
Customs Act, 1962 Differential Custom Duty 30.61 2002-03 & 2003-04 Hon’ble High Court,
Gujarat
Central Excise Act, 1944 CENVAT Credit on Service Tax 0.94 2006-07 & 2007-08 Commissioner (Appeals),
Jaipur II
Central Excise Act, 1944 Excise Duty on Sale 1.00 2006-07 & 2007-08 CESTAT, Delhi
Rajasthan Sales Tax Act, 1994 Sales tax on freight and credit notes 70.21 1997-98 Hon’ble High Court,
Jodhpur
Rajasthan Sales Tax Act, 1994 Sales Tax matters 10.20 1996-97 Hon’ble High Court,
Jodhpur
Rajasthan Sales Tax Act, 1994 Sales Tax matters 0.50 2005-06 Hon’ble High Court,
Jodhpur
Central Excise Act, 1944 Cenvat on Capital Goods 34.70 2006-07 Commissioner (Appeals),
Jaipur II
UP Trade tax / Entry tax UP tax on entry of goods 64.77 2004-05 & 2006-08 Hon’ble Allahabad High
Court
UP Trade tax / Entry tax Late deposit of U P VAT 13.30 2008-09 & 2009-10 Additional Commissioner
(Appeals), Ghaziabad
UP Trade tax / Entry tax Incomplete details on Form 18 0.02 2008-09 Additional Commissioner
(Appeals), Ghaziabad
Rajasthan Finance Act, 2006 Tax on lease hold land 1,228.00 2006 to 2010 Hon’ble Rajasthan High
Court, Jaipur
Rajathan Tax on Entry of Entry tax 725.81 2006 to 2010 Hon’ble Rajasthan High
Goods into Local Area Act, Court
1999
Rajasthan Finance Act, 2006 M R Cess 583.84 2008 to 2010 Hon’ble High Court,
Jodhpur
Rajasthan Sales Tax Act, 1994 Sales Tax Exemption 13,327.19 1998-99 Hon’ble Supreme Court
Rajasthan Value Added Tax Sales Tax Exemption 13,143.72 2007 to 2010 Hon’ble High Court,
Act, 2006 Jodhpur
Income Tax Interest under Section 234B and 323.00 2006-07 Commissioner of Income
234C Tax (Appeals)
(x) The Company does not have accumulated losses at the end of the year and it has not incurred cash losses in the current
year as well as in the immediately preceding financial year.
(xi) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment
of dues to financial institutions, banks or debenture holders.
(xii) We are of the opinion that the Company has not granted any loans and advances on the basis of security by way of pledge
of shares, debentures and other securities.
(xiii) In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditor’s Report) Order, 2003 (as amended) are not applicable to the Company.

32
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

(xiv) In our opinion, the Company is not dealing or trading in shares, securities, debentures and other investments. However, the
Company has invested surplus funds in mutual funds. According to the information and explanations given to us, proper
records have been maintained of the transactions and contracts and timely entries have been made therein. The mutual fund
investments have been held by the Company in its own name.
(xv) In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees
given by the Company, for loans taken by others from banks or financial institutions during the year, are not prejudicial to the
interest of the company.
(xvi) In our opinion, the term loans have been applied for the purpose for which the loans were raised, other than temporary
deployment in deposits with banks, pending application of those loans.
(xvii) According to the information and explanations given to us and on an overall examination of the balance sheet of the
Company, we report that no funds raised on short-term basis have been used for long-term investment.
(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares
to parties and companies covered in the register maintained under Section 301 of the Act.
(xix) According to the information and explanations given to us, the Company had issued debenture of Rs. 11,000 lacs. The
Company has created security or charge in respect of debentures issued.
(xx) The Company has not raised any money by way of public issues during the year.
(xxi) During the course of our examination of the books and records of the Company, carried out in accordance with the generally
accepted auditing practices in India, and according to the information and explanations given to us, we have neither come
across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of any
such case by the management.
For Haribhakti & Co. For Kanu Doshi Associates
Chartered Accountants Chartered Accountants
FRN No.103523W FRN No. 104746W

RAKESH RATHI JAYESH PARMAR


Partner Partner
Membership No. 45228 Membership No. 45375

Place : Mumbai Place : Mumbai


Date : 23rd April 2010 Date : 23rd April 2010

33
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

BALANCE SHEET AS AT 31ST MARCH, 2010


(Rs. Lakhs)
P A RT I C U L A R S SCHEDULE As at As at
31st March, 2010 31st March, 2009
SOURCES OF FUNDS
SHAREHOLDERS’ FUNDS
Share Capital 1 20,310.38 20,310.38
Reserves and Surplus 2 47,205.37 27,330.41
67,515.75 47,640.79
LOAN FUNDS

Secured Loans 3 92,295.59 74,019.60


Unsecured Loans 4 6,013.54 3,813.54
98,309.13 77,833.14
DEFERRED TAX LIABILITY (NET) 18,677.00 15,542.00
(Refer Note No. 22 of Schedule 15)
TRADE DEPOSITS 2,871.09 2,476.08
TOTAL 187,372.97 143,492.01
APPLICATION OF FUNDS
FIXED ASSETS 5
Gross Block 180,050.99 158,868.08
Depreciation (55,282.38) (47,118.85)
Net Block 124,768.61 111,749.23
Capital Work-in-Progress 10,000.86 20,230.14
134,769.47 131,979.37
INVESTMENTS 6 37,457.20 21,129.87
CURRENT ASSETS, LOANS AND ADVANCES 7
Inventories 16,998.15 21,253.95
Cash and Bank Balances 30,943.59 8,721.46
Loans and Advances 24,193.40 18,479.31
72,135.14 48,454.72
CURRENT LIABILITIES AND PROVISIONS 8
Current Liabilities (43,832.71) (51,091.78)
Provisions (13,156.13) (6,980.17)
(56,988.84) (58,071.95)
NET CURRENT ASSETS 15,146.30 (9,617.23)

TOTAL 187,372.97 143,492.01


SIGNIFICANT ACCOUNTING POLICIES AND NOTES 15
ON ACCOUNTS

The Schedule referred to above & Notes to Accounts forms integral part of Balance Sheet
As per our attached Report of even date
For Haribhakti & Co. For Kanu Doshi Associates For and on behalf of the Board of Directors
Chartered Accountants Chartered Accountants

Rakesh Rathi Jayesh Parmar M. K. Chattopadhyaya Braj Binani


Partner Partner Chief Financial Officer Chairman
Membership No. 45228 Membership No. 45375
Firm Registration No. 103523W Firm Registration No. 104746W
Place : Mumbai Place : Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Date : 23rd April, 2010 Company Secretary Wholetime Director

34
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010
(Rs. Lakhs)
For the For the
Year ended Year ended
P A RT I C U L A R S SCHEDULE
31st March, 31st March,
2010 2009
INCOME
Gross Sales 9 206,710.86 171,392.50
Less : Excise Duty on Sales 21,605.78 22,413.78
Net Sales 185,105.08 148,978.72
Other Income (Refer Note 12 of Schedule 15) 2,110.51 1,291.18
TOTAL 187,215.59 150,269.90
EXPENDITURE
Raw Materials, Packing Materials and Goods Consumption 10 25,010.43 13,922.39
Other Manufacturing Expenses 11 54,560.17 62,472.16
Payment to and Provision for Employees 12 3,435.24 2,939.36
Selling and Administration Expenses 13 45,031.73 40,296.56
Interest and Finance Charges 14 7,850.58 7,152.31
Depreciation and Amortisation 9,166.20 8,031.35
TOTAL 145,054.35 134,814.13
Profit Before Taxation and Prior period items 42,161.24 15,455.77
Prior period adjustments (Refer Note 6 of Schedule 15) (1,361.21) -
Profit before Tax 40,800.03 15,455.77
Provision for Tax
Less - Current Tax 11,298.52 1,740.00
Add - MAT Credit Entitlement 1,747.73 -
Less - Deferred Tax 3,135.00 2,790.00
Less - Fringe Benefit Tax - 59.27
Add - Excess Provision of earlier year written back 77.38 -
Profit after Tax 28,191.62 10,866.50
Balance brought forward from Previous Year 19,597.40 13,720.89
Transfer from / (to) Debenture Redemption Reserve 1,200.00 1,100.00
Transfer to General Reserve (2,900.00) (1,100.00)
Proposed Dividend (7,108.54) (4,265.13)
Tax on Proposed Dividend (1,208.10) (724.86)
Balance Carried to Balance Sheet 37,772.38 19,597.40
Earning Per Share (Refer Note 26 of Schedule 15) 13.88 5.35
Basic and Diluted (in Rupees)
Number of Shares used in computing earning per share 203,101,274 203,101,274
(Basic and Diluted)
SIGNIFICANT ACCOUNTING POLICIES AND NOTES ON ACCOUNTS 15
The Schedule referred to above & Notes to Accounts forms integral part of Profit & Loss Acoount
As per our attached Report of even date
For Haribhakti & Co. For Kanu Doshi Associates For and on behalf of the Board of Directors
Chartered Accountants Chartered Accountants
Rakesh Rathi Jayesh Parmar M. K. Chattopadhyaya Braj Binani
Partner Partner Chief Financial Officer Chairman
Membership No. 45228 Membership No. 45375
Firm Registration No. 103523W Firm Registration No. 104746W
Place : Mumbai Place : Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Date : 23rd April, 2010 Company Secretary Wholetime Director

35
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

SCHEDULES ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH,
2010
(Rs. Lakhs)

PARTICULARS As at As at
31st March, 2010 31st March, 2009
SCHEDULE - 1
SHARE CAPITAL
AUTHORISED
423,899,600 Equity Shares of Rs 10/- each 42,389.96 42,389.96
42,389.96 42,389.96
ISSUED, SUBSCRIBED AND PAID-UP
203,101,274 (Previous Year 203,101,274) Equity Shares 20,310.13 20,310.13
of Rs. 10/- each fully paid-up
Add : Amount paid-up on forfeited Shares 0.25 0.25
TOTAL 20,310.38 20,310.38

NOTE :
1) 131,825,956 (Previous Year 131,825,956) Equity Shares of Rs 10/- each fully paid-up held by the holding Company - Binani Industries
Limited and its nominees.
2) 152,322,787 (Previous Year 152,322,787) Equity Shares have been issued for consideration other than cash, pursuant to Schemes of
Arrangement.
3) 50,778,487 (Previous Year 50,778,487) Equity Shares have been issued on conversion of Cumulative Redeemable Preference Shares
as per agreed terms.
SCHEDULE - 2
RESERVES AND SURPLUS
DEBENTURE REDEMPTION RESERVE
As per Last Balance Sheet 3,700.00 4,800.00
Add / Less : Transfer from / (to) Profit and Loss Account (1,200.00) (1,100.00)
2,500.00 3,700.00
GENERAL RESERVE
As per last Balance Sheet 4,033.00 2,933.00
Add : Transferred from Profit and Loss Account 2,900.00 1,100.00
6,933.00 4,033.00
BALANCE IN PROFIT AND LOSS ACCOUNT 37,772.37 19,597.41
TOTAL 47,205.37 27,330.41

SCHEDULE - 3
SECURED LOANS
(Refer Note 11 of Schedule 15)
A. DEBENTURES 4,875.00 7,375.00
(Falling due for payment within one year Rs. 2,500 Lakhs)
(Previous Year Rs. 2,500 Lakhs)
B. TERM LOANS
Financial Institutions 34,120.88 36,647.63
(Falling due for payment within one year Rs. 5,563.31
Lakhs)
(Previous Year Rs. 3,977.36 Lakhs)
Banks 53,292.13 29,260.20
(Falling due for payment within one year Rs. 8,523.67 Lakhs)
(Previous Year Rs. 25,630.95 Lakhs)
C. WORKING CAPITAL DEMAND LOAN / CASH CREDIT 7.58 736.77
TOTAL 92,295.59 74,019.60
SCHEDULE - 4
UNSECURED LOANS
Banks 2,200.00 -
Deferment of Value Added Tax 3,813.54 3,813.54
(Refer Note 5 of Schedule 15)
(Falling due for payment within one year Rs. Nil)
(Previous Year Rs. Nil)
TOTAL 6,013.54 3,813.54

36
SCHEDULES ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH, 2010

SCHEDULE - 5
FIXED ASSETS

(Rs. Lakhs)
Freehold Leasehold Building * Plant and Railway Mine Furniture, Transport Intangible Total Total Capital Work-
Land Land (Including Machinery Sidings Exploration & Office Equipments Assets Previous in-Progress
Roads) Developments Equipments Year including
** Telephone Advance
Installations towards
Binani Cement Limited

& Other Capital Works


Equipment.
(Subsidiary of Binani Industries Limited)

GROSS BLOCK
As at 1st April’, 2009 487.43 56.33 5,256.85 149,752.14 1,575.38 784.12 477.36 136.23 342.24 158,868.08 144,539.47
Additions during the 614.37 - 1,481.89 19,093.83 1,365.92 - 76.67 6.43 - 22,639.11 15,352.91
Period
Sales/Transfers/ - - - 1,452.22 - - - 3.98 - 1,456.20 1,024.30
Adjustments during the
Period
Total as at 1,101.80 56.33 6,738.74 167,393.75 2,941.30 784.12 554.03 138.68 342.24 180,050.99 158,868.08 -
31st March, 2010
DEPRECIATION/
AMMORTISATION
As at 1st April’, 2009 - 6.60 1,774.21 44,496.83 123.07 287.66 290.30 77.25 62.93 47,118.85 39,711.26
Additions during the - 0.58 332.66 8,543.82 109.32 54.56 40.64 16.16 68.45 9,166.19 8,031.35
Period
Sales/Transfers/ - - - 998.91 - - - 3.75 - 1,002.66 623.76
Adjustments during the
Period
Total as at 31st March, - 7.18 2,106.87 52,041.74 232.39 342.22 330.94 89.66 131.38 55,282.38 47,118.85 -
2010
NET DEPRECIATED
BLOCK
Total as at 31st March, 1,101.80 49.15 4,631.87 115,352.01 2,708.91 441.90 223.09 49.02 210.86 124,768.61 111,749.23 10,000.86
2010
Total as at 31st March, 487.43 49.73 3,482.64 105,255.31 1,452.31 496.46 187.06 58.98 279.31 111,749.23 - 20,230.14
2009
* Buildings includes assets built on land not owned by the Company Rs. 398.02 Lakhs (Previous Year Rs. 398.02 Lakhs)
** Gross Block includes expenses of Rs. 26.57 Lakhs incurred for development of new Mine area from which ores are not yet extracted.

37
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

SCHEDULES ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AS AT 31ST


MARCH, 2010
(Rs. Lakhs)

PARTICULARS As at As at
31st March, 2010 31st March, 2009
SCHEDULE - 6

INVESTMENTS
Non trade - unquoted (at cost)
LONG TERM INVESTMENTS
APPLICATION MONEY FOR INVESTMENT IN CAPITAL
OF SUBSIDIARIES - PENDING ALLOTTMENT
Murari Holdings Ltd. 1,926.46
Mukundan Holdings Ltd. 5,088.90
Krishna Holdings Pte. Ltd., Singapore 6,986.60 14,001.96 -
INVESTMENT IN SUBSIDIARY COMPANIES
100,000 Shares (Previous Year 100,000 Shares) of 39.76 39.76
Mukundan Holdings Ltd. of US Dollar 1 each fully paid-up
7,437,925 Fully paid up Shares (Previous Year 7,437,925 2,020.43 2,020.43
Shares) of Krishna Holdings Pte. Ltd., Singapore of
Singapore Dollar 1 each
2,616.41 2,616.41
9,631,835 fully paid up (Previous Year 9,631,835 fully
paid-up) 8% Cumulative Preference Shares of Krishna
Holdings Pte. Ltd., Singapore of Singapore Dollar 1 each
32,500,000 fully paid up Shares (Previous Year 16,453.27 16,453.27
32,500,000 Shares) of Murari Holdings Ltd. of US $ 1
each
5,000,000 fully paid up Shares (Previous Year Nil) of 2,325.37 -
Bhumi Resources (Singapore) Pte. Ltd. of Singapore
Dollar 1 each
TOTAL 37,457.20 21,129.87

Face Value
Number of Units / Shares purchased and sold during the year Purchased Sold
(In Rs.)
Units in Mutual Funds
Baroda Pioneer Liquid Fund - Inst Plan - Daily Div 10 118,454,511 118,454,511
Baroda Pioneer Treasury Advantage Fund - IP - Dly Dividend 10 94,512,281 94,512,281
Birla Sun Life Cash Plus - Institutional Premium Plan - Daily Div 10 61,891,569 61,891,569
Birla Sun Life Cash Manager- Institutional Premium Plan - Daily Div 10 22,005,923 22,005,923
Birla Sun Life Savings Fund - IP - Dly Dividend 10 60,055,262 60,055,262
Birla Sun Life Short Term Fund - IP - Dly Dividend 10 18,008,003 18,008,003
Fidelity Cash Fund(Institutional ) Daily Dividend 10 5,000,818 5,000,818
Fortis Money Plus IP Fund - Daily Dividend 10 49,101,591 49,101,591
Fortis Overnight Fund - Daily Dividend 10 48,988,654 48,988,654
Templeton India TMA - Super IP - Dly Div 1,000 199,883 199,883
Templeton India Ultra Short Bond Fund - Super IP - Dividend 10 20,017,995 20,017,995
HDFC Liquid Fund - Premium Plan - DDR 10 8,157,671 8,157,671
HDFC Cash Mgmt Fund - Savings Plan - Daily Div 10 14,105,256 14,105,256
HDFC Cash Mgmt Fund - Treasury Advantage - WP - Dly Div 10 14,997,147 14,997,147
ICICI Prudential Liquid plan-Super Institutional-Daily Dividend 10 8,007,661 8,007,661
ICICI Prudential Flexible Income Plan -Premium-Daily Dividend 10 3,790,595 3,790,595
JM High Liquidity Fund-Institutional Plan-Daily Dividend 10 3,994,034 3,994,034

38
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Face Value
Number of Units / Shares purchased and sold during the year Purchased Sold
(In Rs.)
JM Money Manager Fund-Super Institutional Plan-Daily Dividend 10 4,006,070 4,006,070
JPMorgan India Liquid Fund- SIP DDR 10 7,994,290 7,994,290
JPMorgan India Treasury Fund- SIP DDR 10 8,014,017 8,014,017
Kotak Liquid - Inst Premium Plan - Daily Dividend 10 98,553,625 98,553,625
Kotak Floater Long Term - Daily Dividend 10 42,740,163 42,740,163
Kotak Flexi Debt Fund - IP - Daily Dividend 10 72,538,286 72,538,286
LIC MF Liquid Fund - Daily Dividend 10 271,435,220 271,435,220
LIC MF Liquid Fund - Growth Plan 10 3,019,707 3,019,707
LIC MF Floating Rate Fund - ST - Daily Dividend 10 134,971,372 134,971,372
LIC MF Savings Plus Fund - Dly Dividend 10 226,814,065 226,814,065
LIC MF Income Plus Fund - Daily Dividend 10 46,600,756 46,600,756
L&T Liquid Inst Daily Dividend 10 26,197,691 26,197,691
L&T Freedom Income STP-Inst-Daily Dividend Reinvestment Plan 10 26,120,638 26,120,638
Principal Cash Management Fund-Liquid Option-Inst Plan-Daily Dividend 10 4,999,313 4,999,313
Principal Ultra Short Term Fund-Dividend Reinvestment Daily 10 4,995,169 4,995,169
Reliance Liquid Fund-Treasury Plan-Institutional Option -Daily Dividend 10 9,814,198 9,814,198
Reliance Liquidity Fund -Daily Dividend Reinvestment 10 2,999,374 2,999,374
Reliance Medium Term Fund -Daily Dividend 10 2,927,769 2,927,769
Reliance Money Manager Fund Institutional Option -Daily Dividend 1,000 30,135 30,135
SBNNP Money Fund Super Inst. Daily Dividend Reinvestment 10 19,825,656 19,825,656
SBNNP Ultra Short Term Fund Super Inst. Daily Dividend Reinvestment 10 9,975,917 9,975,917
Tata Liquid Super High Investment Fund-Daily Dividend 1,000 44,879 44,879
Tata Floater Fund-Daily Dividend 10 4,988,285 4,988,285
UTI Liquid Cash Plan Institutional-Daily Income Option Re-Investment 1,000 333,562 333,562
UTI Floating Rate Fund - STP - IP - Daily Dividend 1,000 270,308 270,308
UTI Treasury Advantage Fund - IP - Daily Dividend 1,000 190,356 190,356
UTI Money Market Fund-Daily Dividend Option-Reinvestment 10 2,181,899 2,181,899
UTI Money Market Mutual Fund-Instituional Daily Dividend Option-Reinvestment 1,000 149,721 149,721

SCHEDULES ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH,
2010
(Rs. Lakhs)

PARTICULARS As at As at
31st March, 2010 31st March, 2009
SCHEDULE - 7

CURRENT ASSETS, LOANS AND ADVANCES


CURRENT ASSETS :
INVENTORIES
(as taken, valued & certified by the Management)
Stores, Spare Parts and Fuel 10,935.32 10,801.52
Loose Tools 21.24 12.49
Raw Material and Packing Material 1,223.50 734.43
Work - In - Process 19.66 24.48
Finished Goods 4,798.43 9,681.03
16,998.15 21,253.95
CASH AND BANK BALANCES
Cash In Hand 7.61 5.65
Remittances in transit and cheques in hand - 12.08
Balance with Scheduled Banks :

39
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

SCHEDULES ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AS AT 31ST MARCH,
2010
(Rs. Lakhs)

PARTICULARS As at As at
31st March, 2010 31st March, 2009
Current Accounts 12,338.40 3,916.73
Collection Accounts 4,202.83 3,159.69
Deposit Accounts (Including Rs. 0.75 Lakhs 14,394.75 30,943.59 1,627.31 8,721.46
(Previous Year Rs. 1.83 Lakhs) in margin accounts)
LOANS AND ADVANCES (UNSECURED, CONSIDERED
GOOD, UNLESS OTHERWISE STATED)
Due from Subsidiary Companies 8,934.00 -
Due from Holding Company 9,032.42 8,557.65
(Refer Note No. 25 of Schedule 15)
Advances recoverable in cash or in kind or for value to be 2,584.54 2,655.95
received
MAT Credit Entitlement (Less Rs. 4,397.72 Lakhs provision 1,709.37 4,359.36
for Income Tax deducted per contra)
Fringe Benefit Tax (net of provision) 10.20 5.20
Other Deposits 993.30 708.54
Balance with Excise, Customs and VAT Authorities 904.96 2,159.30
Assets held for disposal 24.61 24,193.40 33.31 18,479.31
TOTAL 72,135.14 48,454.72

SCHEDULE - 8
CURRENT LIABILITIES AND PROVISIONS
CURRENT LIABILITIES
Acceptances 210.62 469.93
Sundry Creditors
- For Trade 16,540.79 27,070.51
(Refer Note No. 21)
- For Expenses 6,519.63 5,546.75
Other Liabilities 17,179.62 13,123.15
Advances from Customers 3,361.95 4,779.82
Investor Education and Protection Fund shall be credited
by the following
- Unclaimed dividend 11.70 6.04
Interest accrued but not due on loans 8.40 95.58
43,832.71 51,091.78
PROVISIONS
For Current Income Tax (net of Advance Tax Rs. 8,859.14 4,748.58 1,883.82
Lakhs and MAT credit entitlement Rs. 4,397.72 Lakhs
deducted per contra)
For Proposed Dividend 7,108.54 4,265.13
For Tax on Dividend 1,208.10 724.86
For Leave Encashment 90.91 106.36
13,156.13 6,980.17
TOTAL 56,988.84 58,071.95

40
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

SCHEDULES ANNEXED TO AND FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR THE
YEAR ENDED 31ST MARCH, 2010
(Rs. Lakhs)
PARTICULARS For the Year ended 31st For the Year ended 31st
March, 2010 March, 2009
SCHEDULE - 9
SALES Quantity (MT) Value Quantity (MT) Value
Cement * 5,294,705 200,435.90 4,243,214 157,184.44
Clinker ** MT 212,956 6,274.96 564,191 14,208.06
TOTAL 206,710.86 171,392.50

* Sales include self consumption (Cement) of 6,391.71 MT amounting to Rs. 126.55 Lakhs (Previous Year 10,174.77 MT
amounting to Rs. 218.21 Lakhs).
** Includes self consumption of clinker nil (Previous Year 42,774 MT amounting to Rs. 641.68 Lakhs) during Trial period at
NKT and samples 0.01 MT (Previous Year Nil) .
SCHEDULE - 10
RAW MATERIALS, PACKING MATERIALS AND GOODS
CONSUMPTION
Raw Materials Consumed (Including Direct Mining cost) 9,877.27 7,952.68
Royalty and Cess on Limestone 4,198.42 3,151.38
Packing Materials Consumed 6,531.24 5,533.02
(Increase)/Decrease in Work-in-Process
Opening Stock 24.48 42.78
Closing Stock 19.66 24.48
4.82 18.30
(Increase)/Decrease in Finished Stocks
Opening Stock 9,681.02 6,878.72
Closing Stock 4,798.43 9,681.02
4,882.59 (2,802.30)
Excise Duty - on Cement / clinker stock and samples etc. (483.91) (389.34)
Stock of Trial Run product of NKT unit, transferred during - 458.65
the year
TOTAL 25,010.43 13,922.39
Break-up of Opening and Closing Stock of Finished
Goods
Opening Stock Closing Stock
Quantity (MT) Value Quantity (MT) Value
Cement (MT) 87,370 2,134.79 66,216 1,461.48
(30,728) (659.68) (87,370) (2,134.79)
Clinker (MT) 399,471 7,546.23 189,731 3,336.95
(392,601) (6,219.04) (399,471) (7,546.23)
TOTAL 9,681.02 4,798.43
(6,878.72) (9,681.02)

Closing Stock of Cement is net of Shortages, Damages & Handling Loss - 6,547.40 MT (Previous Year 6,134.06 MT)
Closing Stock of Clinker is net of Shortages, Damages & Handling Loss - 993.07 MT (Previous Year 1,473 MT)
(Figures in brackets pertain to Previous Year)

41
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

SCHEDULES ANNEXED TO AND FORMING PART OF THE PROFIT AND LOSS ACCOUNT FOR THE
YEAR ENDED 31ST MARCH, 2010
(Rs. Lakhs)
PARTICULARS For the Year ended For the Year ended 31st
31st March, 2010 March, 2009
SCHEDULE - 11
OTHER MANUFACTURING EXPENSES
Power and Fuel 42,985.28 53,599.03
Freight and Loading Expenses on Clinker Transfer 4,088.23 2,690.90
Consumption of Stores and Spares (Including Oil and Lubricants) 4,738.49 3,837.77
Repairs and Maintenance
- Buildings 150.41 149.67
- Plant and Machinery 892.28 793.69
- Others 39.61 67.13
Other Operating Expenses 1,665.87 1,333.97
TOTAL 54,560.17 62,472.16

SCHEDULE - 12
PAYMENTS TO AND PROVISION FOR EMPLOYEES
Salaries and Wages 2,876.47 2,557.12
Contribution to Provident and other Funds 381.35 237.56
Workmen and Staff Welfare Expenses 177.42 144.68
TOTAL 3,435.24 2,939.36

SCHEDULE - 13
ADMINISTRATION & SELLING EXPENSES
(Refer Note No. 19 of Schedule 15)
Rent 298.89 189.83
Insurance 242.53 200.85
Rates and Taxes 732.52 661.39
Exchange Fluctuation (net) - 2,114.33
Advertisement and Sales Promotion 2,864.25 2,598.79
Directors Fee 2.33 1.43
Outward Freight and Forwarding Expenses 34,331.44 30,190.66
Commission to Selling Agents 2,274.41 1,699.66
Loss on Disposal/Discard of Fixed Assets (net) 619.28 330.29
Miscellaneous Expenses 3,666.08 2,309.33
TOTAL 45,031.73 40,296.56

SCHEDULE - 14
INTEREST AND FINANCE CHARGES
(Refer Note No. 19 of Schedule 15)
Interest
- Debentures 740.05 945.48
- Term Loans 6,201.99 4,975.45
- Others 386.03 867.22
Finance Charges 522.51 364.16
TOTAL 7,850.58 7,152.31

42
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

SCHEDULE ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AND PROFIT AND LOSS
ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010
SCHEDULE – 15
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO ACCOUNTS
1 SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The financial statements have been prepared under the historical cost convention and on accrual basis in accordance with
accounting principles generally accepted in India and the provisions of the Companies Act, 1956. Accounting policies have
been consistently applied by the Company and are consistent with those used in the previous year.
USE OF ESTIMATES
The preparation of the financial statements, in conformity with the generally accepted accounting principles, requires estimates
and assumptions to be made that affect the reported amount of assets and liabilities on the date of the financial statements and
the reported amount of revenues and expenses during the reporting period. Differences between actual results and estimates
are recognised in the period in which the results are known / materialised.
REVENUE RECOGNITION
a) Sales are recognised on transfer of title of the goods to the customers.
b) In case of sale of Carbon Credits, (Certified Emission Reductions), revenue is recognized on submission of application with
UNFCCC after execution of agreement with the buyer.
c) Export benefits are accounted for on the basis of application filed with the appropriate authority.
ACCOUNTING OF CLAIMS
a) Claims receivable are accounted for at the time when reasonable certainty of receipt is established. Claims payable are
accounted for at the time of acceptance.
b) Claims raised by Government Authorities regarding taxes and duties, are accounted for based on the merits of each claim. If
same is disputed by the Company, these are shown as ‘Contingent Liabilities’.
FIXED ASSETS
Fixed Assets are stated at cost, net of Cenvat less specific grants received, if any, and accumulated depreciation. Cost includes
trial run and stablisation expenses, interest, finance costs and incidental expenses upto the date of capitalisation.
INTANGIBLE ASSETS
Intangible Assets are stated at cost of acquisition less accumulated amortisation.
DEPRECIATION AND AMORTISATION
Depreciation on Plant and Machinery is provided on Straight Line Method, at the rates and in the manner prescribed under
Schedule XIV of the Companies Act, 1956 as applicable for continuous process plant except silos where the general rate of
depreciation is considered.
Depreciation on other Fixed Assets has been provided on Written Down Value Method at the rates and in the manner prescribed
as per Schedule XIV of the Companies Act, 1956 including asset constructed on land not owned by the Company. However
Buildings and Roads inside plant are treated as Factory Buildings and depreciation charged accordingly.
The total expenditure on mine exploration and development is amortised in the ratio of ore extracted to the total estimated
exploitable reserves.
Depreciation on Leasehold Land is provided over the period of Lease.
Assets having individual value below Rs. 5000 is depreciated @ 100% and mobile phones are charged to revenue considering
their useful life to be less than one year.
Expenditure on major computer software is amortised over the period of expected benefit, not exceeding five years.
IMPAIRMENT OF ASSETS
At the end of each reporting period, the Company determines whether a provision should be made for impairment loss on fixed
assets by considering the indications that an impairment loss may have occurred in accordance with Accounting Standard 28
on “Impairment of Assets” issued by the ICAI. An impairment loss is charged to the Profit and Loss account in the period in
which, an asset is identified as impaired, when the carrying value of the asset exceeds its recoverable value. The impairment
loss recognised in the earlier accounting periods is reversed, if there has been a change in the estimate of recoverable amount.

43
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

VALUATION OF INVENTORIES
Raw Material, Fuel (except for coal lying at Port), Packing Materials, Stores and Spares is valued at lower of moving weighted
average cost (net of Cenvat) and net realisable value. Coal lying at Port is valued at cost on specific consignment basis
plus custom duty. Loose Tools are charged over a period of three years. However, materials held for use in the production of
inventories are not written down below cost if the finished products in which they are used and expected to be sold at or above
cost.
Work – in – process is valued at weighted average cost.
Finished Goods are valued at lower of cost and Net Realisable Value. Cost for this purpose includes direct cost, attributable
overheads and excise duty.
INVESTMENTS
Investments classified as long term investments are stated at cost. Provision is made to recognise any diminution, other than
temporary, in the value of such investments. Current Investments are carried at lower of cost and fair value.
FOREIGN EXCHANGE TRANSACTIONS
Transactions in foreign currencies are accounted at the exchange rate prevailing on the date of transaction. Gains and losses
resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in
foreign currencies, are recognized in the profit and loss account. In case of forward contracts, the exchange differences are
dealt with in the profit and loss account over the period of contracts.
EMPLOYEE BENEFITS
i)  Defined Contribution Plan
Contribution to defined contribution plans are recognised as expense in the Profit and Loss Account, as they are incurred.
ii) Defined Benefit Plan
Company’s liabilities towards gratuity and leave encashment are determined using the projected unit credit method as at
Balance Sheet date. Actuarial gains / losses are recognised immediately in the Profit and Loss Account. Long term compensated
absences are provided for based on actuarial valuation
BORROWING COSTS
Borrowing costs, which are directly attributable to acquisition, construction or production of a qualifying asset, are capitalised
as a part of the cost of the asset. Other borrowing costs are recognised as expenses in the period in which they are incurred.
INCOME TAXES
Tax expense comprises of current tax and deferred tax. Current tax and Deferred tax are accounted for in accordance with
Accounting Standard 22 on “Accounting For Taxes on Income”, issued by the ICAI. Current tax is measured at the amount
expected to be paid to the tax authorities, using the applicable tax rates. Deferred income taxes reflect the impact of the current
period timing differences between taxable income and accounting income for the period and reversal of timing differences of
earlier years / period. Deferred tax assets are recognised only to the extent that there is reasonable certainty that sufficient
future taxable income will be available except that deferred tax assets arising on account of unabsorbed depreciation and
losses are recognised if there is virtual certainty that sufficient future taxable income will be available to realise the same.
Notes to Accounts :
2 The estimated amounts of contracts and commitments remaining to be executed on capital account and not provided for (Net
of Advances) Rs. 5,979.96 Lakhs (Previous Year 12,382.75 Lakhs).
3 Contingent Liabilities not provided for :
(i) The Company has imported fuel without payment of Customs Duty aggregating to Rs. 6.77 Lakhs (Previous Year
Rs. 6.77 Lakhs) by utilizing transferable DEPB Licenses purchased from the market in the ordinary course of business.
The Customs Department has issued show cause notice alleging that the original purchaser had obtained these licenses
fraudulently. The above case is pending with Commissioner of Customs, Kandla. Company is hopeful of success as the
Company is not at fault.
(ii) Demands raised by Excise Department including relating to dispute on weight of cement bags and welding electrodes
aggregating to Rs. 104.30 Lakhs (Previous Year Rs. 100.33 Lakhs) - (excluding applicable interest). The Company has
filed a writ petition in the Hon’ble High Court of Rajasthan, Jodhpur in respect of the disputes related to weight of Cement
bags of which next hearing is awaited. However CBEC has issued circular no. 876/14/2008 - CX dt. 20.10.2008 vide
which allowed the tolerance of 1% of weight and instructed to decide the pending cases accordingly.

44
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Regarding Welding Electrodes the case was decided by Commissioner (Appeals), Jaipur in favour of the Company.
However , the department has appealed before CESTAT, Delhi.
(iii) Demands raised by Customs Department, Jamnagar in relation to import of coal made in earlier years aggregating to
Rs.30.61 Lakhs (Previous Year Rs. 30.61 Lakhs). The Company has filed Appeals before CESTAT, Mumbai. CESTAT
Mumbai has set aside the order of the Appellate Commissioner with a direction that the appeal by the department
against the Assistant Commissioner’s orders should be heard denovo on merits by the Commissioner (Appeals). Now
Department has filed an appeal before the Hon’ble High Court of Gujarat against the order of CESTAT.
(iv) Demands raised by Assistant Commissioner Central Excise, Jodhpur in relation to Cenvat Credit of Service Tax paid
on Manpower Supply Services provided at Company Run Hospital Rs. 0.94 Lakhs (Previous Year Rs. 0.94 Lakhs). The
Company has filed an Appeal before Commissioner (Appeals), Jaipur II. Case heard, decision awaited.
Commissioner, Central Excise, Jaipur issued a show cause notice disputing basis of Excise duty calculated for sales
made to contractual buyers. We have paid duty accordingly before issuing of show cause notice. However Commissioner
imposed penalty of Rs. 1 Lakhs which is disputed by us on the ground that we have paid duty before issuing show cause
notice, and an appeal has been filed before CESTAT and stay granted against recovery of penalty till disposal of appeal.
Demands raised by Additional Commissioner Central Excise, Jaipur II in relation to Cenvat Credit of Excise Duty paid on
Capital goods falling under Chapter 72, 73, 59, 69, 39 and 83 amounting to Rs. 34.70 Lakhs (Previous Year Rs. Nil). The
Company has filed an appeal before Commissioner (Appeals), Jaipur II. Case heard, decision awaited.
(v) Demands raised by Sales Tax Department aggregating to Rs.70.21 Lakhs (Previous Year Rs.70.21 Lakhs) contending
that the Company has wrongly adjusted sales tax on account of trade discounts. The Company has filed a writ petition
before Hon’ble High Court, Jodhpur and has also obtained an interim relief. Besides, the Sales Tax department has also
issued demand notices relating to various matters aggregating to Rs.10.70 Lakhs (Previous Year Rs.10.70 Lakhs), which
are being contested by the Company, including in appeal and is hopeful of success.
(vi) Demands raised by Uttar Pradesh State Government on account of entry tax on Cement for the year 2003-04 and
2005-06 aggregating to Rs. 23.81 Lakhs ( Previous Year Rs. 23.81 Lakhs), based on market price which was disputed by
the Company on the ground that the Entry Tax is payable on stock transfer price. The Company has paid and accounted
the same as advances since a stay order has been obtained from Hon’ble Allahabad High Court, pending disposal of
the matter.
The demand for the year 2004-05, 2006-07 and April, 07 to June, 07 aggregating to Rs. 69.77 Lakhs ( Previous Year
Rs. 69.77 Lakhs) has not been provided for. No demand on account of Entry Tax for the period from July 07 to March
09 has been received. The Company has paid Rs. 5.00 Lakhs under protest against these demands and accounted the
same as advances since a stay order has been obtained. The case is pending before the Hon’ble Allahabad High Court.
(vii) U P Commercial Tax, Ghaziabad issued Show cause notice seeking explanation on late deposit of VAT amount for the
month of July ’08. The Company has filed reply explaining that VAT was deposited in time but due to Bank Holidays and
Strike DD was cleared on 22.08.2008. Department has imposed penalty amounting to Rs. 22.04 Lakhs (Previous Year
Rs. 22.04 Lakhs). We have filed an Appeal with Joint Commissioner (Appeals) whereby we have been granted stay for
55% of penalty and balance 45% amounting to Rs. 9.92 Lakhs paid under protest.
In the above case penalty of Rs. 2.15 Lakhs (Previous Year Rs. Nil) was also imposed in respect of late deposit of
U P Entry Tax against which Additional Commissioner (Appeals), Commercial Taxes Ghaziabad granted stay for 55% of
penalty and balance 45% amounting to Rs. 0.97 Lakhs was deposited.
(viii) Joint Commissioner Commercial Taxes, Ghaziabad has imposed penalty of Rs. 0.46 Lakhs on account of incomplete
form no. 38 being carried by Truck of Cement. We have deposited Rs. 0.44 Lakhs under protest and filed an appeal before
Additional Commissioner (Appeals), Commercial Taxes, Ghaziabad.
(ix) Vide public notice under Section 40 of The Rajasthan Finance Act, 2006, the Assessing Authority has assessed the tax
on Lease Hold Land at Rs. 638 Lakhs for the year 2006-07 and 07-08 and Rs. 638 Lakhs for 2008-09 and 09-10 (Previous
Year Rs. 638 Lakhs for the year 2006-07 and 07-08). Against the above the Company has deposited Rs. 48 Lakhs under
protest accounted for as an advance and obtained stay order from Hon’ble High Court, Jaipur.
(x) Letter of Credit opened by banks on behalf of the Company Rs. 177 Lakhs (Previous Year Rs. 177 Lakhs)
(xi) Guarantees given by Banks Rs. 287.95 Lakhs (Previous Year 279.50 Lakhs)
(xii) Corporate Guarantees given to Bank for Loans to wholly owned subsidiaries of Rs. 34,868.70 Lakhs (US $ 76.50 million)
to Mukundan Holdings Ltd. (Previous Year 43,945 Lakhs) and Rs. 13,446.10 Lakhs (US $ 29.50 million) to Murari Holdings
Ltd. (Previous Year Rs. Nil).
(xiii) Claims against the Company in respect of certain Income Tax matters Rs. 366.88 Lakhs (Previous Year Rs. Nil). Out of
above Rs. 43.88 Lakhs paid.

45
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

4 Claims against the Company not acknowledged as debts :


(i) Quality claims Rs. 1.73 Lakhs (Previous Year Rs. 1.73 Lakhs)
(ii) Road Tax Penalty Rs. 4.24 Lakhs (Previous Year Rs. 4.24 Lakhs)
5 The Company has opted for Sales Tax Incentive Scheme, 1989. Earlier 25% incentive was allowed by State Level Screening
Committee, but pursuant to order of Rajasthan Tax Board, 75% incentive from Sales Tax for sales effected in Rajasthan for
9 years subject to a limit of Eligible Fixed Capital Investment (EFCI) is being availed of. The Company has availed Sales Tax
Incentive of Rs. 20,266.98 Lakhs upto 31st March, 2006. The Sales Tax Department filed a revision petition before the Hon’ble
Rajsthan High Court, Jodhpur contesting the order of Rajasthan Tax Board, which allowed the Company to avail 75% sales
tax incentive. The Hon’ble High Court has dismissed the revision petition of Sales Tax Department. The Department has filed a
revision petition before Hon’ble Supreme Court. Pending the decision of the Supreme Court, no provision has been made for
the differential Sales Tax Incentive of Rs.13,327.19 Lakhs (excluding interest, if any) availed by the Company till 31st March,
2006.
However, on introduction of Value Added Tax (VAT) in the State of Rajasthan w.e.f 1st April, 2006, an option has been given
to switch over to deferment scheme for twice the remaining validity period as available under the erstwhile Sales Tax Incentive
Scheme, 1989 subject to the original limit of EFCI. The Company has exercised this option w.e.f 1st April, 2006 under which
75% of VAT collected and payable after the said date is being deferred for a period of 7 years. Till 26th May, 2007, Rs. 3813.54
Lakhs was deferred and shown as Unsecured Loan.(Refer Schedule 4)
During the year 2007-08, the Company has filed an application with Sales Tax department for extension of period of EFCI
scheme, which was not accepted. The Company has filed a case with Hon’ble Jaipur High Court to instruct the Sales Tax
department to extend the EFCI scheme period. However, the Company has continued to defer 75% of the VAT liability amounting
to Rs. 3967.07 Lakhs for the period 27th May, 2007 to 30th April, 2008.
Application for grant of sales tax incentive was filed to sanction the EFCI to the extent of Rs. 396.72 Crores, but the SLSC
sanctioned Rs. 280.47 Crores in Nov.’2000, against which Company has requested vide letter dated 13.12.2000 to the SLSC
for reviewing the amount of EFCI sanctioned, but no action was taken by the SLSC. A writ petition was filed during the year
2008-09 before the Hon’ble High Court, Jaipur bench, based on the fact that the SLSC has not replied to our review application
within the time frame as per the the New Rajasthan Sales Tax Incentive Scheme, 1989 and the decision is pending for review
till date, hence the company has continued to avail the deferment benefit treated as deemed to be sanctioned. The amount
of tax liability for the period 30th April, 2008 to 31st March, 2010 is Rs. 9,575.86 Lakhs against which we have deposited Rs.
399.21 Lakhs under protest as per the directions of the Hon’ble High Court.The Matter is pending for decision before Hon’ble
Rajasthan High Court.
6 Reduction in interest of Rs. 1,361 Lakhs for the period 1st October, 2004 to 31st March, 2005, converted to Zero Coupon Loan
(ZCL) as per the Restructuring Package (RP) of the Industrial Development Bank of India Limited (IDBI) approved during the
Financial Year 2004-05 was payable in four annual installments commencing from 31st March, 2010 and ending on 31st March,
2013. The Company had approached IDBI for waiver of the same since as per restructuring the Company had become eligible
for waiver as it had complied with all the terms and conditions of the restructuring package. During the current year, the above
Zero Coupon Loan has been accounted and same is treated as Prior period expenses. The first installment of Rs. 340.30 lakhs
has however been paid under protest with a request to once again review the matter.
7 During the year, the Company has invested Rs. 2,325.37 Lakhs in Bhumi Resources (Singapore) Pte. Ltd. towards 50 Lakhs
fully paid-up shares of US $ 1 each.
8 Particulars in respect of goods manufactured:
Particulars For the Year ended 31st For the Year ended 31st
March, 2010 March, 2009
Cement (MT) Installed Capacity (Annual) $ 6,250,000 6,000,000
Actual Production # 5,280,099 4,292,089
$ Installed Capacity incresed from 6 Mn. MT to 6.25 Mn. MT w.e.f.
31.12.2009
# Previous year figure excludes 49,812 MT during Trial Run at NKT
Grinding unit
Clinker (MT) Actual Production 4,406,478 4,173,483
Licensed capacity is not indicated due to abolition of Industrial Licenses as per Notification No. 477(E) dated 25th July, 1991
issued under The Industries (Development and Regulation) Act, 1951.
Installed capacity being a technical matter, the same has been assessed by the management and relied upon by the Auditors.

46
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

9 The excise duty shown as deduction from turnover is total excise duty on sale of goods for the year. However, the excise duty
related to the difference between opening stock and closing stock samples etc. is shown in Schedule 10 in profit and loss
account.
10 The Company has not deposited the sum of Rs. 725.81 Lakhs (Previous Year Rs. 581.90 Lakhs), shown as current liability in
Schedule 8, on account of entry tax on goods under the Rajasthan Tax on Entry of Goods into Local Area Act , 1999 on notified
goods purchased from outside the state from May 06. The Company has filed a writ petition on 10.07.2006 against the notice
of C.T.O. special circle, Pali for notice issued under Section 16(3) of the said “Act”. The said petition has been admitted by the
Hon’ble Court and a stay has been granted. Further, the case has been referred to the larger bench of the Hon’ble Court.
11 LOANS - SECURED
A DEBENTURES
i) 11.20% (Reset Rate) Secured Redeemable Non Convertible Debentures (11.20% SRNCD) - Outstanding
Rs. 3,208.33 Lakhs (Previous Year Rs. 4,375 Lakhs)
Secured by (a) a charge created on the movable and immovable properties of the Company located at Binanigram,
Pindwara, Sirohi in Rajasthan both present and future (except the assets of the first phase of the 2 X 22.30 MW
captive thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank and the assets imported from M/s
F.L.Smidth, Denmark under the export contract dated 14.09.2005 and defined clearly in the loan agreement dated
06.02.2007 entered into between M/s EKF A/S and the Company ) and (b) exclusive first charge on plot of land
situated at village Mouj, Dhanot, Kalol, Distt. Mehsana, Gujarat subject to charges on specified movables created
for securing the borrowings for working capital requirements from Banks ranking pari-passu with charges created
and/or to be created in favour of Financial Institutions/Banks/Debentures Trustee(s) executed by the Company and
(c) Corporate Guarantee of Binani Industries Limited (BIL).
The Debenture shall be redeemable in a period of 6 years in quarterly installments commencing from 31st March,
2007 and ending on 31st December, 2012.
ii) 11.99% (Reset Rate) Secured Redeemable Non Convertible Debentures (11.99% SRNCD) - Outstanding
Rs. 1,666.67 Lakhs (Previous Year 3,000 Lakhs)
Secured by (a) a charge created on the movable and immovable properties of the Company located at Binanigram,
Pindwara, Sirohi in Rajasthan both present and future (except the assets of the first phase of the 2 X 22.30 MW
captive thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank and the assets imported from M/s
F.L.Smidth, Denmark under the export contract dated 14.09.2005 and defined clearly in the loan agreement dated
06.02.2007 entered into between M/s EKF A/S and the Company) and (b) exclusive first charge on plot of land
situated at village Mouj, Dhanot, Kalol, Distt. Mehsana, Gujarat subject to charges on specified movables created
for securing the borrowings for working capital requirements from Banks ranking pari-passu with charges created
and/or to be created in favour of Financial Institutions/Banks/Debentures Trustee(s) executed by the Company and
(c) Corporate Guarantee of Binani Industries Limited (BIL).
The Debentures shall be redeemable at par in a period of 5 years in quarterly installments commencing from 30th
September, 2008 and ending on 30th June, 2011.
B. TERM LOANS
I) Financial Institutions
a) Industrial Development Bank of India Ltd. (IDBI) - Rupee Term Loans / Rupee Tied Foreign Currency Loans /
Funded Interest Term Loans - Outstanding Rs. 24,287.48 Lakhs (Previous Year Rs. 27,358.49 Lakhs)
The above term loans include loans aggregating to Rs. 5,953.59 Lakhs (Previous year Rs. 6,668.64 Lakhs), which
were transferred from BIL to the Company with effect from 1st October, 2004 vide letter No.H.O.CFD-II.B-18/
BCL/2274 dated 31st March, 2005 received from IDBI and agreement of take over of loans liabilities dated 30th
September, 2005.
Secured/to be secured (a) first mortgage and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared facilities
which are exclusively charged on first charge basis to Syndicate Bank) and of BIL both present and future (b) first
charge by way of hypothecation on all movables of the company at Binanigram, Pindwara, Sirohi in Rajasthan and
BIL (save and except book debts) including movable machinery, machinery spares, tools and accessories present

47
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

and future, subject to charges on specified movables created and/or to be created for securing the borrowings for
working capital requirements from Banks and ranking pari-passu with mortgages and charges created and/or to
be created in favour of Institutions/Banks/Debentures Trustee(s)/Other Term Lenders as detailed in the respective
loan agreement(s)/ deed(s) of hypothecation/debenture trust deed(s) executed by the Company except the assets
imported from M/s F. L. Smidth, Denmark under the Export Contract dated 14.09.2005 and defined clearly in the
loan agreement dated 06.02.2007 entered into between M/s EKF A/S and the Company, (c) Corporate Guarantee
of BIL, (d)Pari Passu charge on Trust and Retention Account and (e) Pari Passu second charge on the immovable
assets relating to the first phase of the 2 X 22.3 MW Captive Thermal Power Plant comprising of 1 X 22.3 MW
Captive Thermal Power Plant, associated equipments and shared facilities.
b) Industrial Development Bank of India Ltd. (IDBI) - Zero Coupon Loan (ZCL)- Outstanding Rs. 1,020.90 Lakhs
(Previous Year Rs. Nil)
Secured / to be secured by (a) first mortgage and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared facilities
which are exclusively charged on first charge basis to Syndicate Bank) and of BIL both present and future (b) first
charge by way of hypothecation on all movables of the company at Binanigram, Pindwara, Sirohi in Rajasthan and
BIL (save and except book debts) including movable machinery, machinery spares, tools and accessories present
and future, subject to charges on specified movables created and/or to be created for securing the borrowings for
working capital requirements from Banks and ranking pari-passu with mortgages and charges created and/or to
be created in favour of Institutions/Banks/Debentures Trustee(s)/Other Term Lenders as detailed in the respective
loan agreement(s)/ deed(s) of hypothecation/debenture trust deed(s) executed by the Company except the assets
imported from M/s F.L.Smidth, Denmark under the Export Contract dated 14.09.2005  and defined clearly in the
loan  agreement dated 06.02.2007 entered into between  M/s EKF A/S and the Company, (c) Corporate Guarantee
of BIL, (d)Pari Passu charge on Trust and Retention Account and (e)Pari Passu second charge on the immovable
assets relating to the first phase of the 2 X 22.3 MW Captive Thermal Power Plant comprising of 1 X 22.3 MW
Captive Thermal Power Plant, associated equipments and shared facilities.
Zero Coupon Loan (ZCL)  is payable in four annual installments commencing from 31st March, 2010 and ending
on 31st March, 2013. The Company has approached IDBI for waiver of the same since as per restructuring, the
Company became eligible for waiver as it has complied with all the terms and conditions of the restructuring
package.The Company has provided for ZCL and paid the first installment due as on 31.3.2010 under protest.
c) Eksport Kredit Finansiering A/S - Foreign Currency Loans - Outstanding Rs. 2,812.49 Lakhs ( Previous Year
Rs. 3,889.14 Lakhs)
Secured by (a) exclusive first charge on the assets imported from M/s. F.L.Smidth, Denmark under the Export
Contract dated 14.09.2005 and defined clearly in the loan agreement dated 06.02.2007 entered with EKF A/S.
(b) Pari Passu charge on Trust and Retention account and (c) Corporate Guarantee of BIL.
d) Industrial Development Bank of India Ltd. (IDBI) - Rupee Term Loans - Outstanding Rs. 6,000 Lakhs (Previous Year
Rs. 5,400 Lakhs)
Secured/to be secured (a) first mortgage and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared facilities
which are exclusively charged on first charge basis to Syndicate Bank ) and of BIL both present and future (b) first
charge by way of hypothecation on all movables of the company at Binanigram, Pindwara, Sirohi in Rajasthan and
BIL (save and except book debts) including movable machinery, machinery spares, tools and accessories present
and future, subject to charges on specified movables created and/or to be created for securing the borrowings for
working capital requirements from Banks and ranking pari-passu with mortgages and charges created and/or to
be created in favour of Institutions/Banks/Debentures Trustee(s)/Other Term Lenders as detailed in the respective
loan agreement(s)/ deed(s) of hypothecation/debenture trust deed(s) executed by the Company except the assets
imported from M/s F.L.Smidth, Denmark under the Export Contract dated 14.09.2005  and defined clearly in the
loan  agreement dated 06.02.2007 entered into between  M/s EKF A/S and the Company, (c) Corporate Guarantee
of BIL, (d) Pari Passu charge on Trust and Retention Account and (e)Pari Passu second charge on the immovable
assets relating to the first phase of the 2 X 22.3 MW Captive Thermal Power Plant comprising of 1 X 22.3 MW
Captive Thermal Power Plant, associated equipments and shared facilities.
e) Industrial Development Bank of India Ltd. (IDBI) - Rupee Term Loan (Rs. 10,000 Lakhs yet to be availed) -
Outstanding Rs.Nil ( Previous Year Rs. Nil)

48
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

Secured / to be secured by a first charge by way of hypothecation of all the movables (save and except book debts)
including movable machinery, machinery spares, tools and accessories, present and future pertaining to the new
cement plant along with 25 MW captive power plant and housing colony to be set up/ situated at village Lodhana,
Taluka Sutrapada, Distt. Junagad and a grinding unit at village Jhangar, Dist Bharuch both in the State of Gujarat
and also pertaining to mining over land area of 400 hectares acquired / to be acquired for new cement plant in
Gujarat subject to prior charges created and / or to be created in favour of the bankers on stocks of raw materials,
semi finished and finished goods, consumable stores, book debts and such movables as may be agreed to by the
lenders for securing the borrowings for working capital requirements in the ordinary course of business.
II) Banks
i) Oriental Bank of Commerce - Rupee Term Loan - Outstanding Rs. Nil (Previous Year Rs. 249.97 Lakhs)
Secured/to be secured by (a) first pari-passu mortgage and charge created on immovable properties of the
Company at Binanigram, Pindwara, Sirohi in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW
captive thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank) both present and future, (b) first
charge by way of hypothecation on all movables of the Company at Binanigram, Pindwara, Distt. Sirohi in Rajasthan
(save and except book debts) including movable machinery, machinery spares, tools and accessories, present
and future, subject to charges on specified movables created and/or to be created for securing the borrowings for
working capital requirements from Banks and ranking pari-passu with mortgages and charges created and/or to
be created in favour of Institutions/Banks/Debenture Trustee(s)/Other Term Lenders as detailed in the respective
loan agreement(s)/deed(s) of hypothecation/debenture trust deed(s) executed by the Company except the assets
imported from M/S F.L.Smidth, Denmark under the export contract dated 14.09.2005 and defined clearly in the loan
agreement dated 06.02.2007 entered into between EKF A/S and Binani Cement Ltd. (c) Corporate Guarantee of
BIL (d) pari passu second charge on the immovable assets relating to the first phase of the 2 X 22.3 MW captive
thermal power plant comprising of 1 X 22.3 MW captive thermal power plant, associated equipments and shared
facilities and (e) pari passu charge on Trust and Retention Account.
ii) J P Morgan Chase Bank National Association - Rupee Term Loans - Outstanding Rs. Nil (Previous Year
Rs. 5,571.43 Lakhs)
Secured by a) Pari-passu first mortgage and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi, in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared facilities
which are exclusively charged on first charge basis to Syndicate Bank), both present and future, ranking pari-passu
with mortgage and charges created and / or to be created in favour of institutions / banks / debenture trustee(s)
as detailed in respective loan agreement(s) / deed(s) of hypothecation / debenture trust deed(s) executed by the
Company, (b) pari passu charge on Trust and Retention Account and (c) pari passu second charge on immovable
assets relating to the first phase of the 2 X 22.3 MW captive thermal power plant comprising of 1 X 22.3 MW captive
thermal power plant, associated equipments and shared facilities.
iii) Syndicate Bank - Term Loan - Outstanding Rs. 15,000 Lakhs (Previous Year Rs. Nil)
Secured / to be secured by a) Corporate Guarantee of BIL b) Post dated cheques for repayment of Principal.
iv) Syndicate Bank - Rupee Term Loan - Outstanding Rs. 2,772.13 Lakhs (Previous Year Rs. 4,438.80 Lakhs)
Secured by (a) first Mortgage and exclusive charge created on immovable properties of first phase of 2 X 22.30
MW captive thermal power plant comprising of 1X22.30 MW thermal power plant, all associated equipments and
shared facilities situated at Pindwara, Sirohi, Rajasthan and all goods and equipments forming part of the plant
both present and future, (b) Secured by pari passu first mortgage and charge on underlying land and building for
the first phase of 2 X 22.30 MW captive power plant comprising of 1 X 22.30 MW thermal power plant, associated
equipments and shared facilities situated at Binanigram, Pindwara, Sirohi in Rajasthan both present and future,
(c) pari passu charge on Trust and Retention Account and (d) Corporate Guarantee of BIL.
v) Syndicate Bank - Rupee Term Loan - Outstanding Rs. 1,857 Lakhs (Previous Year Rs. Nil)
Secured by a) Pari-passu first mortgage  and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi, in Rajasthan  (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared facilities
which are exclusively charged on first charge basis to Syndicate Bank), both present and future, ranking pari-passu
with mortgage and charges created and / or to be created in favour of institutions / banks /  debenture trustee(s)
as detailed in respective loan agreement(s) / deed(s) of hypothecation  / debenture trust deed (s) executed by the

49
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Company, (b) pari passu charge on Trust and Retention Account and (c) pari passu second charge on immovable
assets relating to the first phase of the 2 X 22.3 MW captive thermal power plant comprising of 1 X 22.3 MW captive
thermal power plant, associated equipments and shared facilities.
vi) Punjab National Bank - Short Term Corporate Loan - Outstanding Rs. 5,000 Lakhs (Previous Year Rs. Nil)
Secured / to be secured by a) Corporate Guarantee of BIL b) Post dated cheques for repayment of Principal.
vii) Yes Bank Limited - Short Term Loans - Outstanding Rs. Nil (Previous Year Rs. 1,500 Lakhs)
Secured/to be secured by a) Corporate Guarantee of BIL b) Post dated cheques for repayment of Principal.
viii) Yes Bank Limited - Term Loan - Outstanding Rs. 5,000 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Corporate Guarantee of Binani Industries Ltd. till the time Yes Bank is included in to
working capital consortium b) subservient charge on movable assets of the Company c) Post dated cheques for
Principal repayment.
ix) Dena Bank - Short Term Loan - Outstanding Rs. Nil (Previous Year Rs. 2,500 Lakhs)
Secured/to be secured by a) Unconditional and Irrevocable Corporate Guarantee of Binani Industries Ltd. b) Post
dated cheques for repayment of Principal.
x) Punjab National Bank - Short Term Corporate Loan - Outstanding Rs. NIL (Previous Year Rs.7,500 Lakhs)
Secured/to be secured by a) Second charge on the Fixed Assets of the Company, b)Corporate Guarantee of Binani
Industries Ltd. and c) Post dated cheques for repayment of Principal.
xi) UCO Bank - Short Term Corporate Loan - Outstanding Rs. Nil (Previous Year Rs. 5,000 Lakhs)
Secured/to be secured by a) Unconditional and Irrevocable Corporate Guarantee of Binani Industries Ltd. b) Post
dated cheques for repayment of Principal.
xii) UCO Bank - Term Loan - Outstanding Rs. 6,000 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Subservient Hypothecation charge on the plant and machinery  of the Company b)
Post dated cheques for repayment of Principal and Interest.
xiii) Central Bank of India - Term Loan - Outstanding Rs. 5,000 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Subservient Hypothecation charge on the movable assets of the Company b) Post
dated cheques for repayment of Principal and Interest.
xiv) Syndicate Bank - Term Loan - Outstanding Rs. 2,663 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Exclusive first charge on Plant and Machinery , Equipments of 4th cement grinding
unit situated at Binanigram, Pindwara, Sirohi, Rajasthan and b) pari passu first charge on the portion of land
pertaining to the 4th cement grinding unit situated at Binanigram, Pindwara, Sirohi, Rajasthan.
xv) State Bank of India - Term Loan - Outstanding Rs. 10,000 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Second pari passu charge on Fixed Assets of the Company b) Post dated cheques
for repayment of Principal and Interest.
xvi) Bank of India - Short Term Loan - Outstanding Rs. Nil (Previous Year Rs. 2,500 Lakhs)
Secured/to be secured by a) Unconditional and Irrevocable Corporate Guarantee of Binani Industries Ltd. b) Post
dated cheques for repayment of Principal.
xvii) Vijaya Bank - Term Loan (Rs. 4,000 Lakhs yet to be received) - Outstanding Rs.Nil (Previous Year Rs.Nil)
Secured / to be secured by a first charge by way of hypothecation of all the movables (save and except book
debts) including movable machinery, machinery spares, tools and accessories, present and future pertaining to
the new cement plant along with 25 MW captive power plant and housing colony situated at village Lodhana,
Taluka Sutrapada, Distt. Junagad and a grinding unit at village Jhangar, Dist Bharuch both in the State of Gujarat
and also pertaining to mining over land area of 400 hectares acquired / to be acquired for new cement plant in
Gujarat subject to prior charges created and / or to be created in favour of the bankers on stocks of raw materials,
semi finished and finished goods, consumable stores, book debts and such movables as may be agreed to by the
lenders for securing the borrowings for working capital requirements in the ordinary course of business.

50
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

C WORKING CAPITAL DEMAND LOANS / CASH CREDIT FROM BANKS


Banks - Outstanding Rs. 7.58 Lakhs (Previous Year Rs. 736.77 Lakhs)
Secured against (a) Hypothecation of Raw Materials, Stock in Trade, Stock-in-Process, Finished Goods, Consumables,
Stores and Spares and Packing Material, Book Debts and other Receivables belonging to the Company, second charge
on immovable properties of the Company and Corporate Guarantee of BIL and (b) pari passu charge on Trust and
Retention Account.
12 Other Income (Rs. Lakhs)
Particulars For the Year ended For the Year ended
31st March, 2010 31st March, 2009
i) Scrap sales 198.92 285.51
ii) Interest on fixed deposits (Includes tax deducted at source Rs. 23.46 192.08 188.87
Lakhs) (Previous Year Rs. 41.13 Lakhs)
iii) Dividends Received 195.15 46.24
iv) Insurance Claim 333.15 165.39
v) Income from ‘inadvertent’ flow of surplus power to Rajasthan Power 18.86 3.38
Procurement Centre
vi) Exchange Fluctuation (Net) 1,055.65 -
vii) Sale of Carbon Credits (Certified Emission Reduction) - 283.05
viii) Miscellaneous Income 116.69 318.74
TOTAL 2,110.50 1,291.18

13 (a) Raw Material Consumption :


(Rs. Lakhs)
Particulars For the Year ended For the Year ended
31st March, 2010 31st March, 2009
QUANTITY (MT) VALUE QUANTITY (MT) VALUE
Indigenous
Limestone * 6,689,724 6,197.15 6,322,876 5,180.07
Silica Sand (with iron ore / red ocher) 5,961 33.79 12,348 56.15
Gypsum # 333,290 3,631.89 276,080 2,851.07
Fly Ash # 544,540 4,212.86 414,588 3,016.78
TOTAL 14,075.69 11,104.07

* Direct Cost of mining and crushing including Royalty and Cess.


# Previous year figure excludes consumption during Trial Run at NKT Grinding Unit
(b) Spares and Components Consumed:
(Rs. Lakhs)

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
VALUE % VALUE %
Imported 1,281.63 28.64 706.79 19.66
Indigenous 3,193.43 71.36 2,889.14 80.34
TOTAL 4,475.06 100.00 3,595.92 100.00

51
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

14 Managerial Remuneration
(Rs Lakhs)

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
Salary 45.38 42.40
Contribution to Provident and other funds ** 5.45 4.38
Perquisites * 9.82 6.73
Commission to Directors (other than Whole-time Directors) 18.00 9.75
TOTAL 78.65 63.26

* Does not include monetary value of non cash perquisites as per Income-tax Act,1961.
** Excluding contribution to gratuity fund and provision for leave encashment since the same are provided on an actuarial basis
for the Company as a whole.
(Rs Lakhs)

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
Calculation of Net Profit as per Section 349/350 of the Companies Act,
1956 for determining the commission to be paid to Non Executive
Directors.
Profit before Tax 42,161.24 15,455.77
Add : Directors Remuneration 60.64 53.51
Commission to Non Executive Directors 18.00 9.75
Loss on sale of Fixed Assets 619.28 330.29
Donation 75.00 25.00
Net Profit under Section 349 / 350 42,934.15 15,874.32
Maximum Remuneration as per Section 349 / 350 @ 5% 2,146.71 793.72
Commission to Non Executive Directors U/s 309(4) @1% 429.34 158.74
Commission actually paid to Non Executive Directors 18.00 9.75
15 Value of imports calculated on C.I.F. basis
(Rs Lakhs)
Particulars For the Year ended For the Year ended
31st March, 2010 31st March, 2009
Capital Goods 1,403.97 356.04
Components and Spare parts of Machinery 1,724.05 1,640.16
16 Expenditure in Foreign Currency (on Payment basis)
Interest 288.71 385.37
Consultancy 72.02 184.45
Others 28.23 10.73
TOTAL 388.96 580.55
17 Earnings in Foreign Exchange (on Receipt basis)
Exports - F.O.B. basis - 2,648.78

52
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

(Rs. Lakhs)

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
18 Remuneration to Auditors
Statutory Auditors
Statutory Audit Fees 15.00 15.00
Tax Audit Fees 2.50 -
For other matters 5.93 3.00
Reimbursement of Expenses 0.57 0.81
TOTAL 24.00 18.81
Cost Auditors
Cost Audit Fees 0.90 0.80
Reimbursement of Expenses 0.13 -
TOTAL 1.03 0.80
19 Selling and Administration Expenses includes Rs. 1,725 Lakhs (Previous Year Rs. 750 Lakhs, net of amount capitalised Rs. 192
Lakhs) paid to Binani Industries Limited. (BIL), the Holding Company towards corporate support services related to Accounting,
Finance, Treasury, Forex / Commodity Risk Management, Purchases, Audit, Taxation, Corporate Strategy, Media Services,
Project Management etc. BIL provides the above mentioned services to its subsidiaries including the Company on payment of
monthly Management Services Fees.
Interest and Finance charges are net of Rs. 527.52 Lakhs (Previous Year Rs. 473.83 Lakhs), being interest charged by the
Company to Binani Industries Limited based on balances in the current account.
20 The Company’s expansion project at its existing site for increasing power generation capacity by captive power plant is under
implementation. The Company also has various ongoing projects in hand at Gujarat, Nimbri (Raj.) and Incidental Expenses
pertaining to these projects incurred, included under capital work in progress as mentioned in Schedule 5, are as under :
(Rs Lakhs)
Particulars For the Year ended For the Year ended
31st March, 2010 31st March, 2009
Balance Brought forward 2,750.27 469.24
Power and Fuel 447.10 161.99
Other Operating Expenses 28.84 1,214.93
Repairs and Maintenance - Building - 0.09
Repairs and Maintenance - Plant & Machinery - 0.74
Repairs and Maintenance - Others 1.22 0.88
Management / Consultancy Fee 88.57 192.00
Salaries and Wages 132.79 138.88
Contribution to Provident and other Funds 5.52 7.45
Workmen and Staff Welfare Expenses 0.06 6.45
Rent 3.10 2.10
Rates and Taxes 0.04 3.76
Insurance 7.12 5.88
Other Sundry Expenses 44.32 152.92
Interest - Term Loans 33.65 1,003.10
Finance Charges 3.14 901.99
3,545.74 4,262.40
Less:
Interest Income on Fixed Deposits - 0.24
Sales / Power 572.98 1,399.21
Miscellaneous Income - 0.58
Balance in Capital work in Progress 2,972.76 2,862.37
Less : Capitalised 426.19 112.10
Balance carried forward 2,546.57 2,750.27

53
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

21 In terms of Section 22 of Micro, Small and Medium Enterprises Development Act 2006, the outstanding to these enterprises
are required to be disclosed. However, these enterprises are required to be registered under the Act. In the absence of the
information about registration of the Enterprises under the above Act, the required information could not be furnished.
22 Current tax for the period is provided considering the Minimum Alternative Tax credit applicable under the Income-tax Act, 1961.
Deferred tax asset in respect of timing difference and unabsorbed depreciation / business loss has been recognised to the
extent of deferred tax liability, representing depreciation, available for set off.
The tax effect of significant timing differences that has resulted in deferred tax assets and liabilities are given below:
(Rs. Lakhs)

Particulars As at As at
31st March, 2010 31st March, 2009
a) Deferred Tax Liability
Depreciation 20,692.65 17,351.37
Total 20,692.65 17,351.37
b) Deferred Tax Asset
Disallowance under Income Tax Act, 1961 (2,016.55) (1,814.82)
Unabsorbed losses and depreciation as per previous return * - -
Total (2,016.55) (1,814.82)
Deferred Tax Liability 18,676.10 15,536.55
Provided upto last year 15,542.00 12,752.00
Provision for additional Deferred Tax Liability 3,134.10 2,784.55
Rounded off 3,135.00 2,790.00

23 The Company operates in a single segment i.e., “Production and Sales of Cement and Clinker”. Hence no additional disclosure
under Accounting Standard - 17, “Segment Reporting” is required in these financial statements. There is no reportable
Geographical Segment.
24 a) Particulars of unhedged foreign currency exposure as at Balance Sheet date
(Rs. Lakhs)

Particulars Currency As at As at
31st March, 2010 31st March, 2009

Outstanding Creditors for Coal USD 5,602 7,465

Outstanding Creditors for Spares DKK 0.24 -

Outstanding Creditors for Spares USD 21.53 -


b) The details of forward contracts outstanding at the year end are as follows :-

Currency Number of Contracts Buy Amount Purpose


USD 9 9,600,000 Creditors Payment
25 Related Party disclosure as per Accounting Standard 18 “Related Party Disclosures” issued by the Institute of Chartered
Accountants of India :
The Company has entered into transactions in ordinary course of business with related parties at arms length as per details
below :
(As certified by the Management) :

54
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

(Rs. Lakhs)
Particulars Holding Subsidiary/ Fellow Enterprises where Total
Company Associates Subsidiary Key Management
Personnel has
got significant
influence
Sale of Fixed Assets
- Binani Industries Ltd. - - - - -
(12.65) - - - (12.65)
Service Charges for vehicle / Rent etc.
- Binani Metals Ltd. - - - 73.55 73.55
- - - (79.76) (79.76)
Donation
- G D Binani Charitable Trust - - - 25.00 25.00
(25.00) (25.00)
- G D Binani Charitable Foundation - - - 50.00 50.00
- -
Sale of Clinker
- Binani Cement Factory LLC, Dubai (BCF) - - - - -
- (2,648.78) - - (2,648.78)
Investments / Advance for Investments
- Krishna Holdings Pte. Ltd. - 6,986.60 - - 6,986.60
- (4,636.84) - - (4,636.84)
Balance as on 31st March, 2010 - 11,623.44 - - 11,623.44
- Mukundan Holdings Ltd. - 5,088.90 - - 5,088.90
- (39.76) - - (39.76)
Balance as on 31st March, 2010 - 5,128.66 - - 5,128.66
- Murari Holdings Ltd. - 1,926.46 - - 1,926.46
- (16,453.27) - - (16,453.27)
Balance as on 31st March, 2010 - 18,379.73 - - 18,379.73
- Bhumi Resources (Singapore) Pte. Ltd. - 2,325.37 - - 2,325.37
- - - - -
Balance as on 31st March, 2010 - 2,325.37 - - 2,325.37
Due from Subsidiaries
- Murari Holdings Ltd. - 4,605.05 - - 4,605.05
- - - - -
Balance as on 31st March, 2010 - 4,467.00 - - 4,467.00
- - - - -
Maximum Balance Outstanding
Rs. 4605.05 Lakhs
- Mukundan Holdings Ltd. - 4,596.85 - - 4,596.85
- - - - -
Balance as on 31st March, 2010 - 4,467.00 - - 4,467.00
- - - - -
Maximum Balance Outstanding Rs. 4596.85
Lakhs
Payment (Net) arising out of transactions in
current account
- Shandong Binani Rong’An Cement Co. - 8.70 - - 8.70
Ltd., China (SBRCC)

55
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

(Rs. Lakhs)

Particulars Holding Subsidiary/ Fellow Enterprises where Total


Company Associates Subsidiary Key Management
Personnel has
got significant
influence
Balance outstanding as on 31st March, - 8.70 - - 8.70
2010
Dividends Paid
- Binani Industries Ltd. 2,768.34 - - - 2,768.34
(3,295.65) - - - (3,295.65)
Payment (Net) arising out of transactions in
current account
- Binani Industries Ltd. 474.77 - - - 474.77
(511.03) - - - (511.03)
Balance outstanding as on 31st March, 9,032.42 - - - 9,032.42
2010
(8,557.65) - - - (8,557.65)
Maximum Balance Outstanding Rs. 9,032.42
Lakhs
(Previous year Rs. 8,557.65 Lakhs)
(Figures in bracket pertain to previous year)
Note:
1 The remuneration paid to key management personnel Mr. P. Acharya (Rs. 60.65 Lakhs) and payment towards Management
Services Fee to holding company and interest allocated to holding company have been separately disclosed vide Note
Nos.14 and 19 respectively.
2 Guarantees given/to be given to Banks by holding company on behalf of the Company have been separately disclosed
in Note No. 11
3 Guarantee given by the Company to Banks for loans given to subsidiary is disclosed in Note no. 3 (xii).
4 Names of related parties and description of relationship:
a) Holding Company : Binani Industries Limited
b) Subsidiaries : Krishna Holdings Pte Limited, Mukundan Holdings Limited, Murari Holdings Limited and Bhumi
Resources ( Singapore ) Pte Limited.
c) Fellow Subsidiary : Binani Zinc Limited, Goa Glass Fibre Limited , BT Composites Limited, Wada Industrial Estate
Limited.
d) Step down Subsidiary : Shandong Binani Rong’An Cement Co. Limited and Binani Cement Factory LLC, Dubai.
e) Key Management Personnel : Mr. Braj Binani, Mr. P. Acharya.
f) Transactions with Binani Metals Ltd., where key Management Personnel have got significant influence : Mr. Braj
Binani and Mr. V. Subramanian.
26 Earning per share is calculated as follows: (Rs. Lakhs)

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
Net Profit after tax 28,191.62 10,866.50
Equity Shares outstanding as at the period end (in Nos.) 203,101,274 203,101,274
Weighted average number of Equity Shares used as denominator for 203101,274 203,101,274
calculating Basic and Diluted Earning Per Share
Nominal Value per Equity Share (in Rs.) 10/- 10/-
Earning Per Share (Basic and Diluted) (in Rs.) 13.88 5.35

56
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

27 EMPLOYEE BENEFITS :
a) Defined benefit plans as per actuarial valuation on 31st March, 2010
(Rs. in Lakhs)

Particulars Gratuity Funded Leave Encashment Non-Funded


I Expenses recognised in the Statement of For the year For the year For the year For the year
Profit & Loss ended 31st ended 31st ended 31st ended 31st
March, 2010 March, 2009 March, 2010 March, 2009
1 Current Service Cost * 46.76 38.88 (15.45) (12.77)
2 Interest Cost 22.31 18.94 - -
3 Employee Contributions - - - -
4 Expected return on plan assets (27.97) (22.06) - -
5 Net Actuarial (Gains) / Losses 117.43 18.81 - -
6 Past Service Cost - - - -
7 Settlement Cost - - - -
8 Total Expenses 158.52 54.57 (15.45) (12.77)
* Current service cost in case of leave encashment are net of benefit paid during the year included under salary
and allowance
Gratuity Funded Leave Encashment Non-Funded
II Net Asset/(Liability) recognised in the For the year For the year For the year For the year
Balance Sheet ended 31st ended 31st ended 31st ended 31st
March, 2010 March, 2009 March, 2010 March, 2009
1 Present value of Defined Benefit Obligation 444.10 278.85 90.91 106.36
2 Fair value of plan assets 516.88 288.19 - -
3 Funded Status [Surplus/(Deficit)] 72.78 9.35 - -
4 Net Asset/ (Liability) 72.78 9.35 (90.91) (106.36)
Gratuity Funded Leave Encashment Non-Funded
III Change in obligation during the year For the year For the year For the year For the year
ended 31st ended 31st ended 31st ended 31st
March, 2010 March, 2009 March, 2010 March, 2009
1 Present value of Defined Benefit Obligation at 278.85 236.73 106.36 119.13
beginning of the year
2 Current Service Cost * 46.76 38.88 (15.45) (12.77)
3 Interest Cost 22.31 18.94 - -
4 Settlement Cost - - - -
5 Past Service Cost - - - -
6 Employee Contributions - - - -
7 Actuarial (Gains) / Losses 117.42 18.81 - -
8 Benefits Payments (21.24) (34.52) - -
9 Present value of Defined Benefit Obligation at 444.10 278.85 90.91 106.36
the end of the year
* Current service cost in case of leave encashment are net of benefit paid during the year included under salary
and allowance

57
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Gratuity Funded
IV Change in Assets during the Year For the year For the year
ended 31st ended 31st
March, 2010 March, 2009
1 Plan assets at the beginning of the year 288.19 222.36
2 Assets acquired on amalgamation in previous year - -
3 Settlements - -
4 Expected return on plan assets - -
5 Contributions by Employer 221.96 78.28
6 Actual benefits paid (21.24) (34.52)
7 Actuarial (Gains) / Losses - -
8 Actual return on plan assets 27.97 22.06
9 Plan assets at the end of the year 516.88 288.19
V The major categories of plan assets as a percentage of total plan
Qualifying Insurance Policy YES YES
VI Actuarial Assumptions :
Discount Rate 8% 8%
Salary Escalation 7% 7%
b) Provision towards liability for Leave Encashment made on the basis of actuarial valuation as per Accounting Standard 15
(Revised). Actuarial value of liability is Rs. 90.91 Lakhs based upon following assumptions.

Discount Rate 8% 8%
Salary Escalation 4% 4%
28 Miscellaneous Expenses in Schedule 13 includes Rs. 25 Lakhs donation, given to G. D. Binani Charitable Trust and Rs. 50
Lakhs to G. D. Binani Charitable Foundation.
29 Previous year/ period figures have been regrouped / rearranged wherever necessary to conform with the figures of the current
period.

As per our attached Report of even date


For Haribhakti & Co. For Kanu Doshi Associates For and on behalf of the Board of Directors
Chartered Accountants Chartered Accountants

Rakesh Rathi Jayesh Parmar M. K. Chattopadhyaya Braj Binani


Partner Partner Chief Financial Officer Chairman
Membership No. 45228 Membership No. 45375
Firm Registration No. 103523W Firm Registration No. 104746W
Place : Mumbai Place : Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Date : 23rd April, 2010 Company Secretary Wholetime Director

58
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2010
(Rs Lakhs)
PARTICULARS For the year ended For the year ended
31st March, 2010 31st March, 2009
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before tax 42,161.24 15,455.77
Adjustments for :
Depreciation/Amortisation 9,166.20 8,031.35
Interest and Finance Charges 7,850.58 7,152.31
Exchange Fluctuation (Net) - (283.72)
(Profit)/ Loss on Sale/Discard of Fixed Assets 619.28 330.29
Dividend Received (195.15) (46.24)
Interest Income (196.11) (192.94)
Operating Profit before working capital changes 59,406.04 30,446.82
Adjustments for :
Inventories 4,255.76 490.52
Trade and Other Receivables 8,013.34 907.70
Trade and Other Payables (23,008.89) 16,407.54
Cash Generated from Operations 48,666.25 48,252.58
Direct Taxes Paid / Refunds (3,888.36) (2,027.90)
Net Cash from Operating Activities 44,777.89 46,224.68
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets (12,599.59) (16,530.45)
(including capital work-in-progress)
Sale of Fixed Assets - 48.05
Interest and Dividend Income Received 297.58 213.44
Investments in Subsidiaries / Associates (16,327.33) (16,453.32)
Other Advances
(Including advances to Binani Industries Limited, the Holding Company) (474.77) (511.03)
Net Cash from / (in) Investing Activities (29,104.11) (33,233.31)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from Long Term Borrowings 53,395.21 11,767.78
Repayment of Long Term Borrowings (18,190.02) (27,429.45)
Dividend / Dividend Distribution Tax Paid (4,989.99) (5,940.46)
(Repayment of)/ Proceeds from Bank Borrowings (Net) (729.19) (2,476.21)
Proceeds from Trade Deposits 395.01 300.72
Interest and Finance Charges Paid (9,332.67) (9,085.16)
Proceeds from Short Terms Borrowings 15,000.00 22,500.00
Repayment of Short Terms Borrowings (29,000.00) (3,500.00)
Net Cash from / (in) Financing Activities 6,548.35 (13,862.78)
D. NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) 22,222.13 (871.41)
E. OPENING CASH AND CASH EQUIVALENTS 8,721.46 9,592.87
F. CLOSING CASH AND CASH EQUIVALENTS 30,943.59 8,721.46

As per our attached Report of even date


For Haribhakti & Co. For Kanu Doshi Associates For and on behalf of the Board of Directors
Chartered Accountants Chartered Accountants

Rakesh Rathi Jayesh Parmar M. K. Chattopadhyaya Braj Binani


Partner Partner Chief Financial Officer Chairman
Membership No. 45228 Membership No. 45375
Firm Registration No. 103523W Firm Registration No. 104746W
Place : Mumbai Place : Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Date : 23rd April, 2010 Company Secretary Wholetime Director

59
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

PART IV
BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL BUSINESS PROFILE

I REGISTRATION DETAILS
Registration No. 7 6 6 1 2 State Code 2 1

Balance Sheet Date 3 1 0 3 2 0 1 0

II CAPITAL RAISED DURING THE YEAR (Amt. in Rs. Thousands)


Public Issue N I L Right Issue : . N I L

Bonus Issue N I L Private Placement : N I L

III POSITION OF MOBILISATION AND DEPLOYMENT OF FUNDS (Amt. in Rs. Thousands)


Total Liabilities 1 8 7 3 7 2 9 7 Total Assets 1 8 7 3 7 2 9 7

SOURCES OF FUNDS
Paid up Capital 2 0 3 1 0 3 8 Reserve & Surplus 4 7 2 0 5 3 7

Secured Loans 9 2 2 9 5 5 9 Unsecured Loans 6 0 1 3 5 4

Trade Deposits 2 8 7 1 0 9 Deferred Tax liability 1 8 6 7 7 0 0

APPLICATION OF FUNDS
Net Fixed Assets 1 3 4 7 6 9 4 7 Investments 3 7 4 5 7 2 0
(Including Capital work in
progress)

Net Current Assets 1 5 1 4 6 3 0

IV PERFORMANCE OF COMPANY (Amt. in Rs. Thousands)

Turnover 1 8 5 1 0 5 0 8 Total Expenditure 1 4 5 0 5 4 3 5

Profit / Loss Before Tax 4 0 8 0 0 0 3 Profit / Loss After Tax 2 8 1 9 1 6 2

Earning Per Share in Rs. 1 3 . 8 8 Dividend Rate % 3 5

V GENERIC NAMES OF THREE PRINCIPAL PRODUCTS/SERVICES OF COMPANY (AS PER MONETARY


TERMS)
Item Code No. (ITC Code) Product Description
2 5 2 3 2 9 O R D I N A R Y P O R T L A N D C E M E N T

2 5 2 3 1 0 C L I N K E R

60
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

AUDITORS REPORT
AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS OF BINANI CEMENT
LIMITED AND ITS SUBSIDIARIES
To the members of Binani Cement Limited:
1. We have audited the attached Consolidated Balance Sheet of Binani Cement Ltd. (the Company) and its Subsidiaries
(the Company and its subsidiaries constitute “the group”) as at 31st March 2010, and also the Consolidated Profit
and Loss Account and the Consolidated Cash Flow Statement for the year ended on that date annexed thereto.
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an
opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with generally accepted auditing standards in India. Those Standards
require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are
free of material misstatements. An audit includes, examining on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for our opinion.
3. We have not audited the financial statements of the subsidiaries Krishna Holding Pte. Limited (Singapore), Mukundan
Holding Limited (British Virgin Islands), Murari Holdings Limited, (British Virgin Island), Shandong Binani Rong’An
Cement Co. Limited (China) and Binani Cement Factory LLC (Dubai) drawn up to 31st December, 2009 which are
prepared as per respective local GAAP. These financial statements reflect total assets of Rs.1,48,578.88 Lakhs as
on 31st December, 2009 and total revenues of Rs.46,770.63 Lakhs for the year ended 31st December, 2009. These
financial statements and other financial information have been audited by other auditors whose reports have been
furnished to us and our opinion is based solely on the report of the other auditors.
4. We report that Consolidated Financial Statements have been prepared by the Company’s management in
accordance with the requirements of Accounting Standards (AS) 21, Consolidated Financial Statements as notified
by the Companies (Accounting Standards) Rules, 2006.
5. We invite attention to note no 2(i) of Schedule 15 to the consolidated financial statements with respect to the
financial year end of the subsidiaries and the period considered for the purposes of consolidation. We further invite
attention to note no 2(ix) & (x) of Schedule 15 to the consolidated financial statements relating to non elimination of
‘Application money for investment in capital of Subsidiary Companies-Pending allotment’ aggregating Rs. 10,110.68
Lakhs and ‘Loans / Advances to Subsidiary Companies’ amounting to Rs.8,934 Lakhs made by the parent Company
during the period from 1st January, 2010 to 31st March, 2010 on account of consolidation of Financial statement of
subsidiaries till 31st December, 2009.
6. Based on our audit and on consideration of report of other auditor’s on separate financial statements of the
Subsidiary Companies and on the other financial information of the components and to the best of our information
and according to the explanations given to us read together with notes thereon, in particular Note No. 2, we are of
the opinion that the attached consolidated financial statements give a true and fair view in case of:
a. the Consolidated Balance Sheet, of the state of affairs of the group as at 31st March 2010;
b. the Consolidated Profit and Loss Account, of the profit for the year then ended on that date; and
c. the Consolidated Cash Flow Statement, of the cash flows of the group for the year then ended.
For Haribhakti & Co. For Kanu Doshi Associates
Chartered Accountants Chartered Accountants
FRN No. 103523W FRN No. 104746W
Rakesh Rathi Jayesh Parmar
Partner Partner
Membership No. 45228 Membership No. 45375
Place : Mumbai Place : Mumbai
Date : 23rd April, 2010 Date : 23rd April, 2010

61
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH 2010


Rs. In Lakhs
Schedule As at As at
31st March, 2010 31st March, 2009
SOURCES OF FUNDS
SHAREHOLDERS’ FUNDS
Share Capital 1 20,310.38 20,310.38
Reserves and Surplus 2 50,070.28 29,640.12
70,380.66 49,950.50
MINORITY INTEREST 3,282.44 11,050.61
LOAN FUNDS
Secured Loans 3 159,906.86 134,490.03
Unsecured Loans 4 8,858.04 168,764.90 3,813.54 138,303.57
DEFERRED TAX LIABILITY (NET) 18,677.00 15,542.00
(Refer Note no. 15 in Schedule 15)
TRADE DEPOSITS 2,871.09 2,476.08
TOTAL 263,976.09 217,322.76
APPLICATION OF FUNDS
FIXED ASSETS 5
Gross Block 253,329.17 207,567.86
Depreciation (63,044.38) (53,511.92)
Net Block 190,284.79 154,055.94
Capital Work-in-Progress 27,445.76 23,933.68
217,730.55 177,989.62
INVESTMENTS 6 12,436.44 16,453.66
CURRENT ASSETS, LOANS AND ADVANCES 7
Inventories 21,329.77 29,778.98
Sundry Debtors 10,475.58 18,177.96
Cash and Bank Balances 37,275.45 19,169.90
Loans and Advances 25,582.94 19,874.27
94,663.73 87,001.11
CURRENT LIABILITIES AND PROVISIONS 8
Current Liabilities (47,538.68) (57,010.65)
Provisions (13,315.94) (7,110.98)
(60,854.62) (64,121.63)
NET CURRENT ASSETS 33,809.10 22,879.48
TOTAL 263,976.09 217,322.76
BASIS OF CONSOLIDATION AND NOTES TO 15
ACCOUNTS

ACCOUNTING POLICIES AND NOTES TO ACCOUNTS FORM INTEGRAL PART OF BALANCE SHEET

As per our Report of even date attached


For Haribhakti & Co. For Kanu Doshi Associates For and on behalf of the Board of Directors
Chartered Accountants Chartered Accountants

Rakesh Rathi Jayesh Parmar M. K. Chattopadhyaya Braj Binani


Partner Partner Chief Financial Officer Chairman
Membership No. 45228 Membership No. 45375
Firm Registration No. 103523W Firm Registration No. 104746W
Place : Mumbai Place : Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Date : 23rd April, 2010 Company Secretary Wholetime Director

62
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010
Rs. In Lakhs
Schedule For the Year ended For the year ended
31st March, 2010 31st March, 2009
INCOME
Gross Sales 9 247,583.72 218,461.08
Excise Duty 21,605.78 22,413.78
Net Sales 225,977.94 196,047.30
Other Income (Refer Note No.10 in Schedule 15) 3,288.87 3,202.57
TOTAL 229,266.81 199,249.87
EXPENDITURE
Raw Materials, Packing Materials and Goods Consumption 10 52,149.97 44,755.07
Other Manufacturing Expenses 11 60,255.62 69,701.87
Payments to and Provision for Employees 12 4,310.85 3,583.67
Selling and Administration Expenses 13 46,572.91 42,388.57
Interest and Finance Charges 14 11,814.34 10,031.56
Depreciation and Amortisation on Fixed Assets 10,846.12 9,242.54
Amortisation of Miscellaneous Expenditure - -
TOTAL 185,949.81 179,703.28
Profit Before Taxation and Prior Period Items 43,317.00 19,546.59
Prior Period adjustments (Refer Note No. 6 of Schedule 15) 1,361.21 -
Profit Before Tax 41,955.79 19,546.59
Provision for Taxation
Less -Current Tax / MAT 11,314.90 1,830.64
PreviousYear tax adjustment 84.12 0.11
Add -MAT Credit Entitlement 1,747.73 -
Less -Deferred Tax 3,135.00 2,790.00
( Refer Note No.15 in Schedule 15)
Less - Fringe Benefit Tax - 59.27
Add - Excess Provision of earlier year written back 77.38 12,708.91 - 4,680.02
Profit/(Loss) for the year after tax 29,246.88 14,866.57
Minority Interest 7.80 (154.82)
Profit/(Loss) for the year after Minority Interest and tax 29,254.68 14,711.75
Dividend (7,108.54) (6,846.47)
Tax on Dividend (1,208.10) (724.86)
Transfer from Debenture Redemtion Reserve 1,200.00 1,100.00
Transfer to General Reserve (2,900.00) (1,100.00)
Transfer to Statutory Reserve - (491.48)
Balance brought forward from previous year 20,333.04 13,720.89
Adjustment of preaquisition Profit (440.08) (36.79)
Balance Carried to Balance Sheet (Schedule 2) 39,131.00 20,333.04
Earnings Per Share (Equity Shares, par value Rs. 10/- each)
Basic & Diluted (Rs.) 14.40 7.23
Number of Shares used in computing earnings per share
Basic & Diluted 203,101,274 203,101,274
BASIS OF CONSOLIDATION AND NOTES TO ACCOUNTS 15

ACCOUNTING POLICIES AND NOTES TO ACCOUNTS FORM INTEGRAL PART OF PROFIT & LOSS ACCOUNT

As per our Report of even date attached


For Haribhakti & Co. For Kanu Doshi Associates For and on behalf of the Board of Directors
Chartered Accountants Chartered Accountants

Rakesh Rathi Jayesh Parmar M. K. Chattopadhyaya Braj Binani


Partner Partner Chief Financial Officer Chairman
Membership No. 45228 Membership No. 45375
Firm Registration No. 103523W Firm Registration No. 104746W
Place : Mumbai Place : Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Date : 23rd April, 2010 Company Secretary Wholetime Director

63
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31ST


MARCH 2010
Rs. In Lakhs

As at As at
31st March, 2010 31st March, 2009
SCHEDULE - 1
SHARE CAPITAL
AUTHORISED
423,899,600 Equity Shares of Rs. 10/- each 42,389.96 42,389.96

42,389.96 42,389.96
ISSUED, SUBSCRIBED AND PAID UP
203,101,274 (Previous Year 203,101,274) Equity Shares of Rs. 10/- 20,310.13 20,310.13
each fully paid up

Add: Amount paid up on Forfeited Shares 0.25 0.25


TOTAL 20,310.38 20,310.38

Note :
1) 131,825,956 (Previous Year 131,825,956) Equity Shares of Rs 10/- each fully paid-up held by the holding Company -
Binani Industries Limited and its nominees.
2) 152,322,787 (Previous Year 152,322,787) Equity Shares have been issued for consideration other than cash, pursuant to
Schemes of Arrangement.
3) 50,778,487 (Previous Year 50,778,487) Equity Shares have been issued on conversion of Cumulative Redeemable
Preference Shares as per agreed terms.
SCHEDULE - 2
RESERVES AND SURPLUS
CAPITAL RESERVE
As per last Balance Sheet 98.17 274.05
(Less)/Add : on account of Consolidation (98.17) - (175.88) 98.17

STATUTORY RESERVE
As per last Balance Sheet 184.08 -
(Less)/Add : on account of Consolidation (184.08) - 184.08 184.08

DEBENTURE REDEMPTION RESERVE


As per last Balance Sheet 3,700.00 4,800.00
Less :Transfer to Profit and Loss Account (1,200.00) 2,500.00 (1,100.00) 3,700.00

FOREIGN CURRENCY TRANSLATION RESERVE 1,506.28 1,291.83


GENERAL RESERVE
As per last Balance Sheet 4,033.00 2,933.00
Add:Transfer from Profit and Loss Account 2,900.00 6,933.00 1,100.00 4,033.00

BALANCE IN PROFIT & LOSS ACCOUNT 39,131.00 20,333.04


TOTAL 50,070.28 29,640.12

64
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31ST


MARCH 2010
Rs. In Lakhs
As at As at
31st March, 2010 31st March, 2009
SCHEDULE - 3
SECURED LOANS
DEBENTURES
Financial Institutions 4,875.00 7,375.00
(Falling due for payment within one year Rs. 2,500 Lakhs )
(Previous Year Rs.2,166.67 Lakhs)
Interest accrued and due - 4,875.00 - 7,375.00

TERM LOANS
Financial Institutions 34,120.88 36,647.63
(Falling due for payment within one Year Rs. 3,977.36 Lakhs)
(Previous Year Rs. 3,348.23 Lakhs)
Interest accrued and due - 34,120.88 - 36,647.63

Banks 107,219.77 70,422.30


(Falling due for payment within one year Rs. 31,492.65 Lakhs)*
(Previous Year Rs. 14,721.95 Lakhs)
Interest accrued and due 111.16 107,330.93 - 70,422.30

* The repayment amount falling due within one year includes Rs.
5,861.70 Lakhs of the loan taken by Subsidiary from bank. For
disclosure purpose, the repayment due amount within one year of
subsidiary is taken till December 2010.
WORKING CAPITAL DEMAND LOAN / CASH CREDIT
Banks 13,580.05 20,045.10
(Falling due for payment within one year Rs. 13,572.47 Lakhs)*
(Previous Year Rs. Nil)
* The repayment amount falling due within one year includes
Rs.13,572.47 Lakhs of the loan taken by Subsidiary from bank. For
disclosure purpose, the repayment due amount within one year of
subsidiary is taken till December 2010.
TOTAL 159,906.86 134,490.03
SCHEDULE - 4
UNSECURED LOANS
Short term loans and advances
Banks 2,200.00 -
From Others (Refer Note No.18 of Schedule 15) 2,844.50 -
Deferment of Value Added Tax 3,813.54 3,813.54
(Refer Note 5 of Schedule 15)
(Falling due for payment within one year Rs 2,844.50 Lakhs)
(Previous Year Rs. Nil
TOTAL 8,858.04 3,813.54

65
66
SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH 2010
SCHEDULE 5
FIXED ASSETS Rs. Lakhs

FREEHOLD LEASEHOLD *BUILDING PLANT RAILWAY **MINE FURNITURES TRANSPORT *** TOTAL CAPITAL
LAND LAND (INCLUDING AND SIDINGS EXPLORATIONS & & OFFICE EQUIPMENTS INTAINGIBLE WORKS IN
ROADS) MACHINERY DEVELOPMENTS EQUIPMENTS ASSETS PROGRESS
GROSS BLOCK
As at 1st April, 2009 487.43 56.33 9,394.33 170,163.17 1,575.38 4,316.48 607.43 193.39 20,773.93 207,567.87 -
Additions during the year # 614.37 - 2,263.34 20,048.24 1,365.92 183.47 112.95 78.11 23,573.79 48,240.19 -
Binani Cement Limited

Sales/Transfers/Adjustments during - - - 1,452.22 - - 3.77 48.73 - 1,504.72 -


the year
(Subsidiary of Binani Industries Limited)

Foreign currency translation Reserve (159.18) (674.71) - (114.67) (5.41) (2.90) (17.30) (974.17)
Total as at 31 st March, 2010 1,101.80 56.33 11,498.49 188,084.48 2,941.30 4,385.28 711.20 219.87 44,330.42 253,329.17 -
DEPRECIATIONAND
AMORTISATION
As at 1st April, 2009 - 6.60 2,694.50 49,578.73 123.07 498.17 394.60 127.89 88.36 53,511.92 -
Additions during the year - 0.58 554.76 9,566.66 109.32 419.95 58.17 35.21 101.47 10,846.12 -
On Sales/Transfers/Adjustments during - - - 998.91 - - 3.77 45.44 - 1,048.12 -
the year
Foreign currency translation Reserve - - (37.62) (200.48) - (20.82) (3.85) (0.69) (2.08) (265.54)
Total as at 31 st March 2010 - 7.18 3,211.64 57,946.00 232.39 897.30 445.15 116.97 187.75 63,044.38 -
NET BLOCK
As at 31 st March, 2010 1,101.80 49.15 8,286.85 130,138.48 2,708.91 3,487.98 266.05 102.90 44,142.67 190,284.79 27,445.76
As at 31st March, 2009 487.43 49.73 6,699.83 120,584.44 1,452.31 3,818.31 212.83 65.50 20,685.57 154,055.95 23,933.68
* Buildings includes assets built on land not owned by the Company Rs. 398.02 lakhs (PreviousYear Rs. 398.02 Lakhs)
** Gross Block includes expenses of Rs. 26.57 Lakhs incurred for development of new Mine area from which ores are not yet extracted.
*** Intangible Assets include Geographical Investigation expenses, DesignFee & Exploration and Land Use Rights
# Addition to intangible assets include goodwill arising out of consolidation of subsidiary companies Accounts
annual report 2009-2010
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31ST


MARCH 2010
Rs. In Lakhs

As at As at
31st March, 2010 31st March, 2009
SCHEDULE - 6
INVESTMENTS
LONG TERM
NON-TRADE (AT COST)
UNQUOTED
A) INVESTMENT IN SUBSIDIARY COMPANIES
i) 100,000 Shares in Mukundan Holdings Ltd. of US $ 1 each - -
fully paid up
ii) 7,437,925 fully paid up Shares in Krishna Holdings Pte. Ltd. - -
of Singapore $ 1 each

iii) 9,631,835 8% Cumulative Preference Shares in Krishna -


Holdings Pte. Ltd. Singapore of Singapore $ 1 each fully paid
up.
iv) In equity capital of Shandong Binani Rong’An Cement - -
Company Ltd.(SBRCC)
Add : Share of Profit of SBRCC - - - -
v) 32,500,000 fully paid up Shares of Murari Holdings Ltd. of US$ - 16,453.27
1 each
vi) 100 Shares in Riddhi Siddhi Trading (South Africa) Proprietory - -
Limited of R 1 each

vi) 250 Shares of BC Trading (Mauritius) Limited of MUR 100 0.38 0.39
each
vii) 5,000,000 fully paid Shares of Bhumi Resources (Singapore) 2,325.37 -
Pte. Ltd. of Dollar 1 each.

B) APPLICATION MONEY FOR INVESTMENT IN CAPITAL OF


SUBSIDIARIES - PENDING ALLOTMENT - Refer Note No. 2(ix)
of Schedule 15.
Mukundan Holdings Ltd. 5,088.90 -
Krishna Holdings Pte. Ltd. 4,559.79 -
Murari Holdings Ltd. 461.99 -
C) INVESTMENT IN MUTUAL FUND - -
TOTAL 12,436.44 16,453.66

67
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Number of Units / Shares purchased and sold during the year :


Face Value Purchased Sold
(In Rs.)
Units in Mutual Funds
Birla Sunlife Cash Plus -Institutional -DDR 10 47,912,915 47,912,915
Sundaram BNP Paribas Money Fund 10 14,868,399 14,868,399
Fidelity Cash Fund 10 4,998,750 4,998,750
UTI Liquid Cash Plan IP DDR 1,000 304,087 304,087
Tata Liquid Super High Investment Fund-DDR 10 4,982,263 4,982,263
Tata Floater Fund - Daily Dividend 10 4,984,112 4,984,112
Reliance Liquid Fund - Treasury Plan 10 3,270,710 3,270,710
Reliance Medium Term - Treasury Plan 10 2,924,420 2,924,420
Birla Sunlife Short Term Fund -Institutional -DDR 10 17,991,749 17,991,749
Baroda Pioneer Liquid Fund 10 118,435,076 118,435,076
Birla Sun Life Cash Plan 10 15,991,204 15,991,204
Birla Sun Life Savings Fund 10 52,981,854 52,981,854
IDFC Cash Fund 10 12,504,330 12,504,330
IDFC Money Manager 10 12,937,816 12,937,816
ICICI Prudential Institutional Liquid Plan 10 8,006,424 8,006,424
ICICI Prudential Flexible Income Plan 10 3,783,469 3,783,469
LIC MF Income Plus 10 36,570,093 36,570,093
DWS Insta Cash Plus Fund - Institutional Plan 10 5,969,199 5,969,199
DWS Ultra Short Term Fund - Institutional Plan 10 5,989,187 5,989,187
Baroda Pioneer Treasury Fund 10 94,421,784 94,421,784
Sundaram BNP Paribas Ultra Short Term Fund 10 4,981,968 4,981,968
Reliance Liquid Fund - Daily Dividend 10 2,999,070 2,999,070
Reliance Medium Term - Treasury Plan 1,000 29,969 29,969
LIC Liquid Fund -DDR 10 239,524,231 239,524,231
LIC Saving Plus Fund -DDR 10 211,991,714 211,991,714
LIC Floating Rate Fund -DDR 10 134,536,994 134,536,994
JM High Liquidity Fund Institutional Plan - Daily Dividend 10 3,993,650 3,993,650
JM Money Manager Fund Super Plus Plan - Daily Dividend 10 3,998,265 3,998,265
Principal Cash Management Fund-DDR 10 4,553,693 4,553,693
Principal Ultrashort Term Fund-IP-DDR 10 5,000,537 5,000,537
UTI Money Market Fund-DDR 10 2,181,727 2,181,727
UTI Treasury Advantage Fund-IP-DDR 1,000 139,982 139,982
Canara Robeco Treasury Adv. Inst. DDF 10 3,224,787 3,224,787
Birla Sun Life Cash Manager - I P - Daily Dividend 10 20,003,565 20,003,565
Kotak Liquid - Inst Premium Plan - Daily Dividend 10 94,454,577 94,454,577
Kotak Flexi Debt Fund - IP - Daily Dividend 10 72,220,236 72,220,236
Kotak Floater - LT - Daily Dividend 10 42,663,158 42,663,158
UTI Money Market - IP - Dly Dividend 1,000 99,791 99,791
HDFC Cash Mgmt Fund - Savings Plan - Daily Div 10 23,504,193 23,504,193
HDFC Cash Mgmt Fund - Treasury Advantage - WP - Dly Div 10 14,954,304 14,954,304
Templeton India TMA - Super IP - Dly Div 1,000 149,899 149,899
Templeton India Ultra Short Bond Fund - Super IP - Dividend 10 19,978,548 19,978,548
Fortis Overnight Fund - IP - Dly Dividend 10 48,985,305 48,985,305
Fortis Money Plus IP Fund - Daily Dividend 10 48,988,165 48,988,165
DBS Chola Liquid Fund-IP-Daily Dividend 10 26,419,276 26,419,276
DBS Chola FI-ST-IP-DDR 10 26,396,825 26,396,825
JPMorgan India Liquid Fund- SIP DDR 10 7,993,685 7,993,685
JPMorgan India Treasury Fund- SIP DDR 10 7,993,491 7,993,491
UTI Floating Rate Fund - STP - IP - Daily Dividend 1,000 269,815 269,815
Investments in shares
BCL
Bhumi Resources (Singapore) Pte Ltd (US Dollar) 1 5,000,000 -
BCF LLC
Riddhi-Siddhi Trading (South Africa) (Proprietary) Ltd. (South Africa Rand) 1 100 -
BC Trading (Mauritius) Ltd. (Mauritian Rupee) 100 250 -

68
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31ST


MARCH 2010
Rs. In Lakhs
As at As at
31st March, 2010 31st March, 2009
SCHEDULE - 7
CURRENT ASSETS, LOANS AND ADVANCES
CURRENT ASSETS
INVENTORIES (AS TAKEN, VALUED & CERTIFIED BY THE MANAGEMENT)
Stores, Spare Parts and Fuel 11,462.97 11,195.64
Raw Materials and Packing Materials 4,284.65 6,400.56
Work-in-Process 19.66 24.48
Finished Goods (including by-products) 5,562.49 11,546.88
Goods in transit - 611.42
21,329.77 29,778.98
SUNDRY DEBTORS (UNSECURED, CONSIDERED GOOD UNLESS OTHERWISE
STATED)
Debts outstanding for a period exceeding six months 0.75 1,427.89
Other Debts 10,474.83 16,750.07
10,475.58 18,177.96
CASH & BANK BALANCES
Cash in hand 15.82 112.56
Balance with Scheduled Banks:
Current Accounts 15,348.14 7,076.42
Deposit Accounts (Including margin money Rs.0.75 Lakhs ) 21,911.49 4,835.82
(Previous Year Rs 1.83. Lakhs)
Balance with Other Banks - 7,133.02
Cheques in Hand (including remittance in transit) - 12.08
37,275.45 19,169.90
LOANS & ADVANCES (UNSECURED, CONSIDERED GOOD UNLESS
OTHERWISE STATED)
Due from Holding Company ( Refer Note No.18 of Schedule 15) 9,032.42 8,557.65
Due from Subsidiary Companies ( Refer Note No. 2(viii) of Schedule 15) 8,937.20 -
Advances recoverable in cash or kind or for value to be received 3,767.02 8,266.19
Fringe Benefit Tax (net of provision) 10.20 5.20
Other Deposits 1,026.04 738.49
Balance with Customs and Excise Authorities 1,074.07 2,266.33
Assets Held For Disposal 24.61 33.31
MAT Credit Entitlement (Less Rs. 4,397.72 Lakhs provision for Income Tax deducted 1,709.37 -
per contra)
Other Financial Assets - 5.78
Other Receivables 2.00 1.32
25,582.94 19,874.27
TOTAL 94,663.73 87,001.10

69
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

SCHEDULES FORMING PART OF THE CONSOLIDATED BALANCE SHEET AS AT 31ST


MARCH 2010
Rs. In Lakhs
As at As at
31st March, 2010 31st March, 2009
SCHEDULE - 8
CURRENT LIABILITIES AND PROVISIONS
CURRENT LIABILITIES
Sundry Creditors
For Trade :
Total outstanding dues of creditors other than micro enterprises and small enterprises 18,858.09 30,940.51
For Expenses 7,013.95 5,661.74
Bills Payable - 469.93
Other Liabilities 17,451.51 14,006.16
Advances from Customers 3,545.48 4,908.27
Unclaimed Dividend 11.70 6.04
Interest accrued but not due on loans 657.96 1,018.00
TOTAL 47,538.68 57,010.65

PROVISIONS
For Current Income Tax (net of Advance Tax Rs. 8,859.14 Lakhs and MAT credit 4,749.80 1,883.82
entitlement Rs. 4,397.72 Lakhs deducted per contra)
Proposed Dividend 7,108.54 4,265.13
Tax on Proposed Dividend 1,208.10 724.86
Gratuity 116.58 86.07
Leave Encashment 132.92 146.94
Fringe Benefit Tax - 4.16
TOTAL 13,315.94 7,110.98

TOTAL 60,854.62 64,121.63

SCHEDULES FORMING PART OF THE CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED 31ST MARCH 2010
Rs. In Lakhs

For the Year ended For the year ended


31st March, 2010 31st March, 2009
SCHEDULE - 9
SALES AND RELATED INCOME Qty (MT) Value Qty (MT) Value
Cement* MT 6,179,614 232,129.54 4,894,300 182,493.87
Clinker** MT 565,834 10,405.82 974,810 18,917.69
GGBFS MT 124,618 5,048.36 373,515 17,049.52
TOTAL 247,583.72 218,461.08

* Sales include self consumption (Cement) of 10,174.77 MT amounting to Rs. 218.21 Lakhs (Previous Year 22,037.68 MT
amounting to Rs. 429.90 Lakhs).
** Includes self consumption of clinker 42,774 MT amounting to Rs. 641.68 Lakhs during Trial period at NKT.

70
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

SCHEDULES FORMING PART OF THE CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED 31ST MARCH 2010
Rs. In Lakhs
For the Year ended For the Year ended
31st March, 2010 31st March, 2009
SCHEDULE - 10
RAW MATERIALS/PACKING MATERIALS
AND GOODS CONSUMPTION
Raw Materials /Packing Material and
Goods Consumption * 42,446.26 45,793.54
(including direct mining cost)
Royalty and Cess on Limestone 4,198.42 3,151.38
(Increase)/Decrease in Work-in-
Progress
Opening Stock 24.48 42.78
Closing Stock 19.66 4.82 24.48 18.30
(Increase)/Decrease in Finished Goods
Opening Stock 11,546.87 6,878.72
Add : Opening stock on account of - 390.70
consolidation
Closing Stock (5,562.49) 5,984.38 11,546.88 (4,277.46)

Stock of Trial Run product of NKT unit, - 458.65


transferred during the year
Excise Duty on opening / closing Stock
of Finished Goods (483.91) (389.34)
TOTAL 52,149.97 44,755.07

SCHEDULE - 11
OTHER MANUFACTURING EXPENSES
Power & Fuel 46,806.51 57,741.48
Freight and Loading expenses on 4,088.23 2,690.90
clinker transfer
Consumption of Stores and Spares 5,581.96 5,970.44
Repairs & Maintenance
- Buildings 150.41 149.67
- Plant and Machinery 1,222.04 1,183.90
- Others 39.61 67.13
Other Operating Expenses 2,366.86 1,898.35
TOTAL 60,255.62 69,701.87

71
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

SCHEDULES FORMING PART OF THE CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR
THE YEAR ENDED 31ST MARCH 2010
Rs. In Lakhs

For the Year ended For the Year ended


31st March, 2010 31st March, 2009
SCHEDULE - 12
PAYMENTS TO AND PROVISION FOR EMPLOYEES
Salaries, Wages and Bonus 3,708.51 3,166.22
Contribution to Provident and other Funds 422.51 263.27
Staff Welfare Expenses 179.83 154.18

TOTAL 4,310.85 3,583.67

SCHEDULE - 13
SELLING AND ADMINISTRATION EXPENSES
(Refer Note No.13 of Schedule 15)
Freight and Transport 34,722.41 30,813.58
Insurance 242.53 200.85
Rates and Taxes 732.52 666.68
Directors’ Fees 2.33 1.43
Rent 358.30 244.86
Advertisement and Sales Promotion 2,865.11 2,606.62
Miscellaneous Expenses 4,555.46 3,453.60
Commission to Selling Agents 2,457.92 1,699.66
Loss on sale/discard of Fixed Assets (net) 619.28 532.00
Exchange Fluctuation (net) 17.05 2,169.29

TOTAL 46,572.91 42,388.57

SCHEDULE - 14
INTEREST AND FINANCE CHARGES
(Refer Note No.13 of Schedule 15)
Interest
- Debentures 740.05 945.48
- Fixed Loans 8,746.10 6,793.69
- Others 1,154.70 1,361.63
Finance Charges 1,173.49 930.76
TOTAL 11,814.34 10,031.56

72
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

SCHEDULES ANNEXED TO AND FORMING PART OF THE CONSOLIDATED BALANCE SHEET


AND PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010
SCHEDULE – 15
SIGNIFICANT ACCOUNTING POLICIES AND NOTES TO ACCOUNTS
1 SIGNIFICANT ACCOUNTING POLICIES
(i) BASIS OF ACCOUNTING
The accompanying consolidated financial statements of the company and its subsidiary companies have been prepared
under the historical cost convention and on the accrual basis of accounting and comply with the Accounting Standards
as notified by the Companies (Accounting Standards) Rules, 2006.
(ii) BASIS FOR PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS
a) The financial statements of the Company and its subsidiary companies are consolidated on a line-by-line item basis
by adding together the book values of like items of assets, liabilities, income and expenses, after fully eliminating
intra-group balances and intra-group transactions in accordance with Accounting Standard (AS) 21 - “Consolidated
Financial Statements”.
b) The consolidated financial statements are prepared using uniform accounting policies for like transactions and
other events in similar circumstances and are presented in the same manner as holding Company’s separate
financial statements, as far as possible, except as provided under para 1(vi) (b), 1 (viii) (g), 1(x) (d), 1(xii) (b), 1 (xiii)
(c), 1 (xiii) (d), 1 (xiv) (b) and 2(i).
c) Minority Interest’s share of net profit of consolidated subsidiaries for the year is identified and adjusted against the
income of the group in order to arrive at the net income attributable to shareholders of the Company.
d) Minority interest’s share of net assets of consolidated subsidiaries is identified and presented in the consolidated
financial Statement separate from liabilities and the equity of the company’s shareholders.
(iii) USE OF ESTIMATES
The preparation of the financial statements, in conformity with the generally accepted accounting principles, requires
estimates and assumptions to be made that affect the reported amounts of assets and liabilities on the date of the
financial statements and the reported amounts of revenues and expenses during the reporting period. Differences
between actual results and estimates are recognised in the period in which the results are known / materialise.
(iv) REVENUE RECOGNITION
a) Sales are recognised on transfer of title of the goods to the customers.
b) In case of sale of Carbon Credits, (Certified Emission Reductions) revenue is recognized on submission of
application with UNFCCC after execution of agreement with the buyer.
c) Export benefits are accounted on the basis of application filed with the appropriate authority.
d) In case of Shandong Binani Rong’An Cement Co. Ltd. (SBRCC), subsidy Income is recognised when received.
(v) ACCOUNTING OF CLAIMS
a) Claims receivable are accounted at the time when reasonable certainity of receipt is established. Claims payable
are accounted at the time of acceptance.
b) Claims raised by Government Authorities regarding taxes and duties, are accounted for based on the merits of
each claim. If same is disputed by the Company, these are shown as ‘Contingent Liabilities’.
(vi) FIXED ASSETS
a) Fixed Assets are stated at cost, net of Cenvat less specific grants received, if any and accumulated depreciation.
Cost includes trial run and stablisation expenses, interest, finance costs and incidental expenses upto the date of
capitalization
b) In case of SBRCC, Fixed Assets include Equipments other than the main production equipments with individual
values of over RMB 2000 equivalent to Rs. 13,757 as on March 31, 2010 and useful life in excess of two years.
(vii) INTANGIBLE ASSETS
Intangible Assets are stated at cost of acquisition less accumulated amortisation.
(viii) DEPRECIATION AND AMORTISATION
a) Depreciation on Plant and Machinery is provided on Straight Line Method, at the rates and in the manner prescribed
under Schedule XIV of the Companies Act, 1956 as applicable for continuous process plant except silos where the
general rate of depreciation is considered.

73
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

b) Depreciation on other Fixed Assets has been provided on Written Down Value Method at the rates and in the manner
prescribed as per Schedule XIV of the Companies Act, 1956 including asset constructed on land not owned by the
Company. However Buildings and Roads inside plant are treated as Factory Buildings and depreciation charged
accordingly.
c) The total expenditure on mine exploration and development is amortised in the ratio of ore extracted to the total
estimated exploitable reserves.
d) Depreciation on Leasehold Land is provided over the period of Lease.
e) Assets having individual value below Rs. 5,000 is depreciated @ 100% and mobile phones are charged to revenue
considering their useful life to be less than one year.
f) Expenditure on major computer software is amortised over the period of expected benefit not exceeding five years.
g) In case of SBRCC, the depreciation on fixed assets and intangible assets is provided for on SLM over the estimated
useful life at rates permissible under applicable local laws.
(ix) IMPAIRMENT OF ASSETS
At the end of each reporting period, the Company determines whether a provision should be made for impairment loss
on fixed assets by considering the indications that an impairment loss may have occurred in accordance with Accounting
Standard 28 on “Impairment of Assets” issued by the ICAI. An impairment loss is charged to the Profit and Loss account
in the period in which, an asset is identified as impaired, when the carrying value of the asset exceeds its recoverable
value. The impairment loss recognised in the earlier accounting periods is reversed, if there has been a change in the
estimate of recoverable amount.
(x) VALUATION OF INVENTORIES
a) Raw Material, Fuel (except for coal lying at Port), Packing Materials, Stores and Spares is valued at lower of moving
weighted average cost (Net of Cenvat) and net realisable value. Coal lying at Port is valued at cost on specific
consignment basis plus custom duty. Loose Tools are charged over a period of three years. However, materials
held for use in the production of inventories are not written down below cost if the finished products in which they
are used and expected to be sold at or above cost.
b) Work–in–process is valued at weighted average cost.
c) Finished Goods are valued at lower of cost and Net Realisable Value. Cost for this purpose includes direct cost,
attributable overheads and excise duty.
d) In case of Binani Cement Factory LLC (BCF), Dubai, Raw Materials comprising of clinker and slag and Packing
Materials are valued at cost using the First in First out (FIFO) method. Consumables are valued at cost using
specific identification method. Raw material comprising of gypsum and limestone are valued at cost using the
Weighted Average Method (WAC).
(xi) INVESTMENTS
Investments classified as long term investments are stated at cost. Provision is made to recognise any diminution other
than temporary in the value of such investments. Current Investments are carried at lower of cost and fair value.
(xii) FOREIGN EXCHANGE TRANSACTIONS
a) Transactions in foreign currencies are accounted at the exchange rate prevailing on the date of transaction. Gains
and losses resulting from the settlement of such transactions and from the translation of monetary assets and
liabilities denominated in foreign currencies, are recognized in the profit and loss account. In case of forward
contracts, the exchange differences are dealt with in the profit and loss account over the period of contracts.
b) In case of SBRCC, the accounting of foreign exchange transaction is as follows:
Except for the accounting treatment of paid-in-capital, foreign currency transactions are translated into RMB at
the exchange rates stipulated by the People’s Bank of China (“the stipulated exchange rates”) on the first day of
the month in which the transactions took place. Monetary assets and liabilities denominated in foreign currencies
at the balance sheet date are translated into RMB at the stipulated exchange rates at the balance sheet date.
Exchange differences arising from these translations are expensed, except for those attributable to foreign currency
borrowings that have been taken out specifically for the construction of fixed assets, which are capitalized as part
of the fixed asset costs and those arising in the pre-operating period, which are recorded as long-term prepaid
expenses.
c) In case of foreign subsidiaries, being non-integral foreign operations, revenue items are consolidated at the average
rate prevailing during the year. All assets and liabilities are converted at rates prevailing at the end of the accounting
year of the respective subsidiaries. Resultant exchange difference is accumulated in Foriegn Currency Translation
Reserve Account to be deal with only when the net investment in foreign operation is disposed off.

74
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

(xiii) EMPLOYEE BENEFITS


a) Defined Contribution Plan
Contribution to defined contribution plans are recognised as expense in the Profit and Loss Account, as they are
incurred.
b) Defined Benefit Plan
Company’s liabilities towards gratuity, leave encashment are determined using the projected unit credit method as
at Balance Sheet date. Actuarial gains / losses are recognised immediately in the Profit and Loss Account. Long
term compensated absences are provided for based on actuarial valuation.
c) In case of subsidiary companies employee benefit have been provided in accordance with laws of country in which
the company is operating.
d) Staff end-of-service gratuity
In case of Binani Cement Factory LLC (BCF), Dubai, the liability in respect of staff end-of-service gratuity on
accrual basis on assumption that all employees were to leave as of the balance sheet date.
(xiv) BORROWING COSTS
a) Borrowing costs which are directly attributable to acquisition, construction or production of a qualifying asset are
capitalised as a part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in
which they are incurred.
b) In case of Krishna Holdings Pte. Ltd, borrowing cost are accounted for on an accrual basis in the income statement
using the effective interest method.
(xv) STATUTORY RESERVE
In case of BCF, statutory reserve is created by appropriating 10% of the profit of the company as required by Article 255
of the UAE Commercial Companies Law No.8 of 1984, as amended. The company can discontinue such annual transfers
when the reserve totals 50% of the paid up share capital. The reserve is not available for distribution except as provided
in the Federal Law.
(xvi) INCOME TAXES
a) Tax expense comprises of current tax and deferred tax. Current tax and Deferred tax are accounted for in accordance
with Accounting Standard 22 on “Accounting For Taxes on Income”, issued by the ICAI. Current tax is measured at
the amount expected to be paid to the tax authorities, using the applicable tax rates. Deferred income taxes reflect
the impact of the current period timing differences between taxable income and accounting income for the period
and reversal of timing differences of earlier years / period. Deferred tax assets are recognised only to the extent that
there is reasonable certainty that sufficient future taxable income will be available except that deferred tax assets
arising on account of unabsorbed depreciation and losses are recognised if there is virtual certainty that sufficient
future taxable income will be available to realise the same.
b) In case of subsidiary companies income Tax have been provided in accordance with laws of country in which the
company is operating.
2 PRINCIPLES OF CONSOLIDATION
i) The Consolidated Financial Statements include the financial statements of Binani Cement Ltd. (BCL) and the following
subsidiaries and step down subsidiaries:
Name of Company Relation with Country of % of Share Accounting Year /
Holding Company Incorporation Holding Period
considered for
consolidation *
Krishna Holdings Pte Ltd.( KHL) Subsidiary of BCL Singapore 100% ** Jan.’09 - Dec.’09
Shandong Binani Rong’an Cement Step-down China 85% Jan.’09 - Dec.’09
Company Ltd.(SBRCC) Subsidiary of KHL
Mukundan Holdings Ltd.( MHL) Subsidiary of BCL British Virgin Islands 100% Jan.’09 - Dec.’09
Binani Cement Factory LLC. (BCF) Step-down United Arab Emirates 100% Jan.’09 - Dec.’09
(Refer Note no. (iv) below) Subsidiary of MHL
& MUHL
Murari Holdings Limited -(MUHL) Subsidiary of BCL British Virgin Islands 100% 30th Oct.’08 - Dec.’09
* Being latest periods for which audited accounts available for consolidation. However, significant transactions have been
identified as mentioned in ix & x below which are not considered for consolidation purpose, since complete accounts are
not drawn / audited for the intervening period January 2010 to March 2010.
** Includes 50% holding through subsidiary Mukundan Holdings Ltd.

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

ii)
On 26th October ’09, BCL has promoted a wholly owned subsidiary Bhumi Resources (Singapore) Pte Ltd. Its
first accounting period shall end on 31st December ’10. In view of the management, as there are no significant
transactions from the date of acquisition till 31st March 10, other than transaction related to investment mentioned
herein, its consolidation is not considered necessary. The Company has invested Rs. 2,325.37 Lakhs in Bhumi
Resources (Singapore) Pte. Ltd. towards 50 lakhs fully paid-up Shares of US $ 1 each.
iii) On 25th February ‘10, Bhumi Resources (Singapore) Pte. Ltd. has promoted PT. Anggana Energy Resources
Pte. Ltd a wholly owned subsidiary. Its first accounting period shall end on 31st December ’10. In view of the
management, as there are no significant transactions from the date of acquisition till 31st March 10, the same has
not been considered for consolidation purpose.
iv) In March 09, Murari Holdings Limited acquired beneficial interest in 51% of the paid up share capital of BCF
through an agreement , which together with 49% shareholding of MHL in BCF makes it a subsidiary of the company.
Therefore it has been considered as a subsidiary for the purpose of consolidation.
v) BCF had acquired 100% stake in two companies viz Riddhi Siddhi Trading (South Africa) Proprietory Limited
and BC Trading (Mauritius) Ltd. on 21st August 2008 and 25th September 2008 respectively. As there are no
transaction during the year and considering the size of the balance sheet, their consolidation is not considered
necessary. The Board of Directors of Riddhi Siddhi Trading (South Africa) Proprietory Limited vide its resolution
dated Oct 19, 2009, has applied for de-registration of the company with the Registrar of Companies in terms of
Companies Act, 1973 of South Africa.
vi) BCF had incorporated two Companies viz BC Tradelink Ltd and Binani Cement Factory (SFZ) Limited on August
29,2007 and November 12, 2009 respectively. As there are no transactions during the period and considering the
size of the Balance Sheet, their consolidation is not considered necessary.
vii) For calculation of Goodwill / Capital Reserve, the pre acquisition profits and reserves of the acquired subsidiaries,
wherever applicable, have been considered on (no. of days) prorata basis. However in the absence of adequate
information, the dividend income of MUHL from BCF has been considered as post acquisition income.
The Combined Goodwill / Capital Reserve of all the subsidiaries arising out of consolidation has been netted
of in the Consolidated Financial Statements. Company wise information is as follows : Mukundan Holdings Ltd.
- Goodwill Rs.20,043.53 Lakhs, Krishna Holdings Pte Ltd. - Capital Reserve Rs.663.61 Lakhs, Binani Cement
Limited - Goodwill Rs.743.31 Lakhs, Murari Holdings Limited - Goodwill Rs. 23,313.60 Lakhs. The net goodwill
amounts to Rs. 43,436.82 Lakhs and disclosed in the Schedule 5.
viii) In view of the management, the effect of exception stated in 1 (ii)(b) above is not quantifiable.
ix) During the period January 2010 to March 2010, the Company has further paid share application money for
investments in 3 overseas subsidiaries aggregating to Rs. 10,110.68 Lakhs ( Refer Schedule No. 6 B ). The Company
has given loan of Rs. 8,934 Lakhs during the period from January 2010 to March 2010 to following subsidiaries:
Murari Holdings Ltd. - Rs. 4,470.98 Lakhs, Mukundan Holding Ltd - Rs.4,463.02 Lakhs. (Refer Schedule 7)
x) The amount invested / advanced by the Company as referred in the above para which could not be netted off in
consolidation have been broadly utilised by the subsidiaries (net of exchange differences) during the period from
January 1, 2010 to March 31, 2010 as follows :
a. Repayment of Secured Loan and interest thereon : Rs 10,510.86 Lakhs
b. Repayment of Unsecured Loan and interest theron : Rs 2,731.37 Lakhs
c. Investments in capital of SBRCC by KHL : Rs 1,992.85 Lakhs
d. Paid for Share applications money in Binani Cement Factory (SFZ) Ltd by Binani Cement Factory LLC :
Rs 45.06 Lakhs
e. Amount Advanced by BCF to Binani Cement Factory (SFZ) Ltd for business purpose : Rs 85.88 Lakhs
f. Expenses paid (excluding interest expenses) : Rs 13.54 Lakhs
g. Amount deemed to be part of Cash / Bank balance : Rs 3,604.90 Lakhs
3 Estimated amounts of contracts and commitments remaining to be executed on capital account and not provided for
(net of advances):
Binani Cement Ltd. Rs. 5,979.96 Lakhs (Previous Year 12,382.75 Lakhs).
Binani Cement Factory LLC. Rs.208 Lakhs equivalent to AED 1,629,875 . (Previous Year Rs. 3,190 Lakhs equivalent to AED
24,191,462).

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

4 Contingent Liabilities :
A Liabilities not provided for in respect of :
a) Binani Cement Limited.
(i) The Company has imported fuel without payment of Customs Duty aggregating to Rs. 6.77 Lakhs (Previous
Year Rs. 6.77 Lakhs) by utilizing transferable DEPB Licenses purchased from the market in the ordinary
course of business. The Customs Department has issued show cause notice alleging that the original
purchaser had obtained these licenses fraudulently. The above case is pending with Commissioner of
Customs, Kandla. Company is hopeful of success as the Company is not at fault.
(ii) Demands raised by Excise Department including relating to dispute on weight of cement bags and welding
electrodes aggregating to Rs. 104.30 Lakhs (Previous Year Rs. 100.33 Lakhs) - (excluding applicable
interest). The Company has filed a writ petition in the Hon’ble High Court of Rajasthan, Jodhpur in respect of
the disputes related to weight of Cement bags of which next hearing is awaited. However CBEC has issued
circular no. 876/14/2008 - CX dt. 20.10.2008 vide which allowed the tolerance of 1% of weight and instructed
to decide the pending cases accordingly.
Regarding Welding Electrodes the case was decided by Commissioner (Appeals), Jaipur in favour of the
Company. However , the department has appealed before CESTAT, Delhi.
(iii) Demands raised by Customs Department, Jamnagar in relation to import of coal made in earlier years
aggregating to Rs.30.61 Lakhs (Previous Year Rs. 30.61 Lakhs). The Company has filed Appeals before
CESTAT, Mumbai. CESTAT Mumbai has set aside the order of the Appellate Commissioner with a direction
that the appeal by the department against the Assistant Commissioner’s orders should be heard denovo on
merits by the Commissioner (Appeals). Now Department has filed an appeal before the Hon’ble High Court
of Gujarat against the order of CESTAT
(iv) Demands raised by Assistant Commissioner Central Excise, Jodhpur in relation to Cenvat Credit of Service
Tax paid on Manpower Supply Services provided at Company Run Hospital Rs. 0.94 Lakhs (Previous Year
Rs. 0.94 Lakhs). The Company has filed an Appeal before Commissioner (Appeals), Jaipur II. Case heard,
decision awaited.
Commissioner, Central Excise, Jaipur issued a show cause notice disputing basis of Excise duty calculated
for sales made to contractual buyers. We have paid duty accordingly before issuing of show cause notice.
However Commissioner imposed penalty of Rs. 1 Lakh which is disputed by us on the ground that we have
paid duty before issuing show cause notice, and an appeal has been filed before CESTAT and stay granted
against recovery of penalty till disposal of appeal .
Demands raised by Additional Commissioner Central Excise, Jaipur II in relation to Cenvat Credit of Excise
Duty paid on Capital goods falling under Chapter 72, 73, 59, 69, 39 and 83 amounting to Rs. 34.70 Lakhs
(Previous Year Rs. Nil). The Company has filed an appeal before Commissioner (Appeals), Jaipur II. Case
heard, decision awaited.
(v) Demands raised by Sales Tax Department aggregating to Rs.70.21 Lakhs (Previous Year Rs.70.21 Lakhs)
contending that the Company has wrongly adjusted sales tax on account of trade discounts. The Company
has filed a writ petition before Hon’ble High Court, Jodhpur and has also obtained an interim relief. Besides,
the Sales Tax department has also issued demand notices relating to various matters aggregating to
Rs.10.70 Lakhs (Previous Year Rs.10.70 Lakhs), which are being contested by the Company, including in
appeal and is hopeful of success.
(vi) Demands raised by Uttar Pradesh State Government on account of entry tax on Cement for the year 2003-
04 and 2005-06 aggregating to Rs. 23.81 Lakhs ( Previous Year Rs. 23.81 Lakhs), based on market price
which was disputed by the Company on the ground that the Entry Tax is payable on stock transfer price. The
Company has paid and accounted the same as advances since a stay order has been obtained from Hon’ble
Allahabad High Court, pending disposal of the matter.
The demand for the year 2004-05, 2006-07 and April 2007 to June 2007 aggregating to Rs. 69.77 Lakhs
(Previous Year Rs. 69.77 Lakhs) has not been provided for. No demand on account of Entry Tax for the period
from July’07 to March’09 has been received. The Company has paid Rs. 5.00 Lakhs under protest against
these demands and accounted the same as advances since a stay order has been obtained. The case is
pending before the Hon’ble Allahabad High Court.
(vii) U P Commercial Tax, Ghaziabad issued Show cause notice seeking explanation on late deposit of VAT
amount for the month of July’08. The Company has filed reply explaining that VAT was deposited in time but
due to Bank Holidays and Strike DD was cleared on 22.08.2008. Department has imposed penalty amounting
to Rs. 22.04 Lakhs (Previous Year Rs. 22.04 Lakhs). We have filed an Appeal with Joint Commissioner
(Appeals) whereby we have been granted stay for 55% of penalty and balance 45% amounting to Rs. 9.92
Lakhs paid under protest.

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

In the above case penalty of Rs. 2.15 Lakhs (Previous Year Rs. Nil) was also imposed in respect of late
deposit of U P Entry Tax against which Additional Commissioner (Appeals), Commercial Taxes Ghaziabad
granted stay for 55% of penalty and balance 45% amounting to Rs. 0.97 Lakhs was deposited.
(viii) Joint Commissioner Commercial Taxes, Ghaziabad has imposed penalty of Rs. 0.46 Lakhs on account
incomplete form no. 38 being carried by Truck of Cement. We have deposited Rs. 0.44 Lakhs under protest
and filed an appeal before Additional Commissioner (Appeals), Commercial Taxes, Ghaziabad.
(ix) Vide public notice under Section 40 of The Rajasthan Finance Act, 2006, the Assessing Authority has
assessed the tax on Lease Hold Land at Rs. 638 Lakhs for the year 2006-07 and 07-08 and Rs. 638 Lakhs
for 2008-09 and 09-10 (Previous Year Rs. 638 Lakhs for the year 2006-07 and 07-08). Against the above the
Company has deposited Rs. 48 Lakhs under protest accounted for as an advance and obtained stay order
from Hon’ble High Court, Jaipur.
(x) Letter of Credit opened by banks on behalf of the Company Rs. 177 Lakhs (Previous Year Rs. 177 Lakhs)
(xi) Guarantees given by Banks Rs. 287.95 Lakhs (Previous Year 279.50 Lakhs)
(xii) Claims against the Company in respect of certain Income Tax matters Rs. 366.88 Lakhs (Previous Year Rs.
Nil). Out of above Rs. 43.88 Lakhs paid.
b) Binani Cement Factory LLC.
(i) Contingent Liability on account of Banker’s letters of guarantee Rs. 27.20 Lakhs equivalent to AED 213,000
(Previous Year Rs. 24.53 Lakhs equivalent to AED 186,000 ).
(ii) Unutilized balances of commercial letters of credit of Rs. 45.70 Lakhs equivalent to AED 357,883 (Previous
Year Rs. 1,694.70 Lakhs equivalent to AED 12,851,772).
B Claims against the Company not acknowledged as debts :
Binani Cement Ltd.
(i) Quality claims Rs. 1.73 Lakhs (Previous Year 1.73 Lakhs)
(ii) Road Tax Penalty Rs. 4.24 Lakhs (Previous Year 4.24 Lakhs)
5 The Company has opted for Sales Tax Incentive Scheme, 1989. Earlier 25% incentive was allowed by State Level Screening
Committee, but pursuant to order of Rajasthan Tax Board, 75% incentive from Sales Tax for sales effected in Rajasthan for
9 years subject to a limit of Eligible Fixed Capital Investment (EFCI) is being availed of. The Company has availed Sales Tax
Incentive of Rs. 20,266.98 Lakhs upto 31st March, 2006. The Sales Tax Department filed a revision petition before the Hon’ble
Rajsthan High Court, Jodhpur contesting the order of Rajasthan Tax Board, which allowed the Company to avail 75% sales
tax incentive. The Hon’ble High Court has dismissed the revision petition of Sales Tax Department. The Department has filed a
revision petition before Hon’ble Supreme Court. Pending the decision of the Supreme Court, no provision has been made for
the differential Sales Tax Incentive of Rs.13,327.19 Lakhs (excluding interest, if any) availed by the Company till 31st March,
2006.
However, on introduction of Value Added Tax (VAT) in the State of Rajasthan w.e.f 1st April, 2006, an option has been given
to switch over to deferment scheme for twice the remaining validity period as available under the erstwhile Sales Tax Incentive
Scheme, 1989 subject to the original limit of EFCI. The Company has exercised this option w.e.f 1st April, 2006 under which
75% of VAT collected and payable after the said date is being deferred for a period of 7 years. Till 26th May, 2007, Rs. 3813.54
Lakhs was deferred and shown as Unsecured Loan.(Refer Schedule 4)
During the year 2007-08, the Company has filed an application with Sales Tax department for extension of period of EFCI
scheme, which was not accepted. The company has filed a case with Hon’ble Jaipur High Court to instruct the Sales Tax
department to extend the EFCI scheme period. However, the company has continued to defer 75% of the VAT liability amounting
to Rs. 3,967.07 Lakhs for the period 27th May, 2007 to 30th April, 2008.
Application for grant of sales tax incentive was filed to sanction the EFCI to the extent of Rs. 396.72 Crores, but the SLSC
sanctioned Rs. 280.47 Crores in Nov.’2000, against which Company has requested vide letter dated 13.12.2000 to the SLSC
for reviewing the amount of EFCI sanctioned, but no action was taken by the SLSC. A writ petition was filed during the year
2008-09 before the Hon’ble High Court, Jaipur bench, based on the fact that the SLSC has not replied to our review application
within the time frame as per the the New Rajasthan Sales Tax Incentive Scheme, 1989 and the decision is pending for review
till date, hence the company has continued to avail the deferment benefit treated as deemed to be sanctioned. The amount
of tax liability for the period 30th April, 2008 to 31st March, 2010 is Rs. 9,575.86 Lakhs against which we have deposited
Rs. 399.21 Lakhs under protest as per the directions of the Hon’ble High Court.The Matter is pending for decision before
Hon’ble Rajasthan High Court.

78
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

6 Reduction in interest of Rs. 1,361 Lakhs for the period 1st October, 2004 to 31st March, 2005, converted to Zero Coupon Loan
(ZCL) as per the Restructuring Package (RP) of the Industrial Development Bank of India Limited (IDBI) approved during the
Financial Year 2004-05 was payable in four annual installments commencing from 31st March, 2010 and ending on 31st March,
2013. The Company had approached IDBI for waiver of the same since as per restructuring the Company had become eligible
for waiver as it had complied with all the terms and conditions of the restructuring package. During the current year, the above
Zero Coupon Loan has been accounted and same is treated as Prior period expenses. The first installment of Rs. 340.30 Lakhs
has however been paid under protest with a request to once again review the matter.
7 The excise duty shown as deduction from turnover is total excise duty on sale of goods for the year. However, the excise duty
related to the difference between opening stock and closing stock samples etc. is shown in Schedule 10 in profit and loss
account.
8 The Company has not deposited the sum of Rs. 725.81 Lakhs (Previous Year Rs. 581.90 Lakhs), shown as current liability in
Schedule 8, on account of entry tax on goods under the Rajasthan Tax on Entry of Goods into Local Area Act , 1999 on notified
goods purchased from outside the state from May 06. The Company has filed a writ petition on 10.07.2006 against the notice
of C.T.O. special circle, Pali for notice issued under Section 16(3) of the said “Act”. The said petition has been admitted by the
Hon’ble Court and a stay has been granted. Further, the case has been referred to the larger bench of the Hon’ble Court.
9 A) LOANS - SECURED (BCL)
A. DEBENTURES
i) 11.20% (Reset Rate) Secured Redeemable Non Convertible Debentures (11.20% SRNCD) - Outstanding
Rs. 3,208.33 Lakhs (Previous Year Rs. 4,375 Lakhs)
Secured by (a) a charge created on the movable and immovable properties of the Company located at Binanigram,
Pindwara, Sirohi in Rajasthan both present and future (except the assets of the first phase of the 2 X 22.30 MW
captive thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank and the assets imported from M/s
F.L.Smidth, Denmark under the export contract dated 14.09.2005 and defined clearly in the loan agreement dated
06.02.2007 entered into between M/s EKF A/S and the Company ) and (b) exclusive first charge on plot of land
situated at village Mouj, Dhanot, Kalol, Distt. Mehsana, Gujarat subject to charges on specified movables created
for securing the borrowings for working capital requirements from Banks ranking pari-passu with charges created
and/or to be created in favour of Financial Institutions/Banks/Debentures Trustee(s) executed by the Company and
(c) Corporate Guarantee of Binani Industries Limited (BIL).
The Debenture shall be redeemable in a period of 6 years in quarterly installments commencing from 31st March,
2007 and ending on 31st December, 2012.
ii) 11.99% (Reset Rate) Secured Redeemable Non Convertible Debentures (11.99% SRNCD) - Outstanding
Rs. 1,666.67 Lakhs (Previous Year 3,000 Lakhs)
Secured by (a) a charge created on the movable and immovable properties of the Company located at Binanigram,
Pindwara, Sirohi in Rajasthan both present and future (except the assets of the first phase of the 2 X 22.30 MW
captive thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank and the assets imported from M/s
F.L.Smidth, Denmark under the export contract dated 14.09.2005 and defined clearly in the loan agreement dated
06.02.2007 entered into between M/s EKF A/S and the Company) and (b) exclusive first charge on plot of land
situated at village Mouj, Dhanot, Kalol, Distt. Mehsana, Gujarat subject to charges on specified movables created
for securing the borrowings for working capital requirements from Banks ranking pari-passu with charges created
and/or to be created in favour of Financial Institutions/Banks/Debentures Trustee(s) executed by the Company and
(c) Corporate Guarantee of Binani Industries Limited (BIL).
The Debentures shall be redeemable at par in a period of 5 years in quarterly installments commencing from 30th
September, 2008 and ending on 30th June, 2011.
B. TERM LOANS
I) Financial Institutions
a) Industrial Development Bank of India Ltd. (IDBI) - Rupee Term Loans / Rupee Tied Foreign Currency Loans
/ Funded Interest Term Loans - Outstanding Rs. 24,287.48 Lakhs (Previous Year Rs. 27,358.49 Lakhs)
The above term loans include loans aggregating to Rs. 5,953.59 Lakhs (Previous Year Rs. 6,668.64 Lakhs),
which were transferred from BIL to the Company with effect from 1st October, 2004 vide letter No.H.O.CFD-
II.B-18/BCL/2274 dated 31st March, 2005 received from IDBI and agreement of take over of loans liabilities
dated 30th September, 2005.

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Secured/to be secured (a) first mortgage and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank) and of BIL both present and
future (b) first charge by way of hypothecation on all movables of the company at Binanigram, Pindwara,
Sirohi in Rajasthan and BIL (save and except book debts) including movable machinery, machinery spares,
tools and accessories present and future, subject to charges on specified movables created and/or to be
created for securing the borrowings for working capital requirements from Banks and ranking pari-passu with
mortgages and charges created and/or to be created in favour of Institutions/Banks/Debentures Trustee(s)/
Other Term Lenders as detailed in the respective loan agreement(s) / deed(s) of hypothecation/debenture
trust deed(s) executed by the Company except the assets imported from M/s F.L.Smidth, Denmark under
the Export Contract dated 14.09.2005 and defined clearly in the loan agreement dated 06.02.2007 entered
into between M/s EKF A/S and the Company, (c) Corporate Guarantee of BIL, (d)Pari Passu charge on Trust
and Retention Account and (e)Pari Passu second charge on the immovable assets relating to the first phase
of the 2 X 22.3 MW Captive Thermal Power Plant comprising of 1 X 22.3 MW Captive Thermal Power Plant,
associated equipments and shared facilities.
b) Industrial Development Bank of India Ltd. (IDBI) - Zero Coupon Loan (ZCL)- Outstanding Rs. 1,020.90 Lakhs
(Previous Year Rs. Nil)
Secured / to be secured by (a) first mortgage and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank) and of BIL both present and
future (b) first charge by way of hypothecation on all movables of the company at Binanigram, Pindwara,
Sirohi in Rajasthan and BIL (save and except book debts) including movable machinery, machinery spares,
tools and accessories present and future, subject to charges on specified movables created and/or to be
created for securing the borrowings for working capital requirements from Banks and ranking pari-passu with
mortgages and charges created and/or to be created in favour of Institutions/Banks/Debentures Trustee(s)/
Other Term Lenders as detailed in the respective loan agreement(s) / deed(s) of hypothecation/debenture
trust deed(s) executed by the Company except the assets imported from M/s F.L. Smidth, Denmark under
the Export Contract dated 14.09.2005  and defined clearly in the loan  agreement dated 06.02.2007 entered
into between  M/s EKF A/S and the Company, (c) Corporate Guarantee of BIL, (d)Pari Passu charge on Trust
and Retention Account and (e)Pari Passu second charge on the immovable assets relating to the first phase
of the 2 X 22.3 MW Captive Thermal Power Plant comprising of 1 X 22.3 MW Captive Thermal Power Plant,
associated equipments and shared facilities.
Zero Coupon Loan (ZCL)  is payable in four annual installments commencing from 31st March, 2010 and
ending on 31st March, 2013. The Company has approached IDBI for waiver of the same since as per
restructuring, the Company became eligible for waiver as it has complied with all the terms and conditions
of the restructuring package.The Company has provided for ZCL and paid the first instalment due as on
31.3.2010 under protest.
c) Eksport Kredit Finansiering A/S - Foreign Currency Loans - Outstanding Rs. 2,812.49 Lakhs (Previous Year
Rs. 3,889.14 Lakhs)
Secured by (a) exclusive first charge on the assets imported from M/s. F.L.Smidth, Denmark under the
Export Contract dated 14.09.2005 and defined clearly in the loan agreement dated 06.02.2007 entered with
EKF A/S. (b) Pari Passu charge on Trust and Retention account and (c) Corporate Guarantee of BIL.
d) Industrial Development Bank of India Ltd. (IDBI) - Rupee Term Loans - Outstanding Rs. 6,000 Lakhs
(Previous Year Rs. 5,400 Lakhs)
Secured/to be secured (a) first mortgage and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank ) and of BIL both present
and future (b) first charge by way of hypothecation on all movables of the company at Binanigram, Pindwara,
Sirohi in Rajasthan and BIL (save and except book debts) including movable machinery, machinery spares,
tools and accessories present and future, subject to charges on specified movables created and/or to be
created for securing the borrowings for working capital requirements from Banks and ranking pari-passu with
mortgages and charges created and/or to be created in favour of Institutions/Banks/Debentures Trustee(s)/
Other Term Lenders as detailed in the respective loan agreement(s) / deed(s) of hypothecation/debenture
trust deed(s) executed by the Company except the assets imported from M/s. F.L.Smidth, Denmark under

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

the Export Contract dated 14.09.2005  and defined clearly in the loan  agreement dated 06.02.2007 entered
into between  M/s EKF A/S and the Company, (c) Corporate Guarantee of BIL, (d) Pari Passu charge on Trust
and Retention Account and (e)Pari Passu second charge on the immovable assets relating to the first phase
of the 2 X 22.3 MW Captive Thermal Power Plant comprising of 1 X 22.3 MW Captive Thermal Power Plant,
associated equipments and shared facilities.
e) Industrial Development Bank of India Ltd. (IDBI) - Rupee Term Loan (Rs. 10,000 Lakhs yet to be availed) -
Outstanding Rs.Nil ( Previous Year Rs. Nil)
Secured / to be secured by a first charge by way of hypothecation of all the movables (save and except
book debts) including movable machinery, machinery spares, tools and accessories, present and future
pertaining to the new cement plant along with 25 MW captive power plant & housing colony to be set up/
situated at village Lodhana, Taluka Sutrapada, Distt. Junagad and a grinding unit at village Jhangar, Dist
Bharuch both in the state of Gujarat and also pertaining to mining over land area of 400 hectares acquired
/ to be acquired for new cement plant in Gujarat subject to prior charges created and / or to be created in
favour of the bankers on stocks of raw materials, semi finished and finished goods, consumable stores, book
debts and such movables as may be agreed to by the lenders for securing the borrowings for working capital
requirements in the ordinary course of business.
II) Banks
i) Oriental Bank of Commerce - Rupee Term Loan - Outstanding Rs. Nil (Previous year Rs. 249.97 Lakhs)
Secured/to be secured by (a) first pari-passu mortgage and charge created on immovable properties of the
Company at Binanigram, Pindwara, Sirohi in Rajasthan (except the assets of the first phase of the 2 X 22.30
MW captive thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments
and shared facilities which are exclusively charged on first charge basis to Syndicate Bank) both present and
future, (b) first charge by way of hypothecation on all movables of the Company at Binanigram, Pindwara,
Distt. Sirohi in Rajasthan (save and except book debts) including movable machinery, machinery spares,
tools and accessories, present and future, subject to charges on specified movables created and/or to be
created for securing the borrowings for working capital requirements from Banks and ranking pari-passu with
mortgages and charges created and/or to be created in favour of Institutions/Banks/Debenture Trustee(s)/
Other Term Lenders as detailed in the respective loan agreement(s)/deed(s) of hypothecation/debenture
trust deed(s) executed by the Company except the assets imported from M/S F.L.Smidth, Denmark under the
export contract dated 14.09.2005 and defined clearly in the loan agreement dated 06.02.2007 entered into
between EKF A/S and Binani Cement Ltd. (c) Corporate Guarantee of BIL (d) pari passu second charge on
the immovable assets relating to the first phase of the 2 X 22.3 MW captive thermal power plant comprising
of 1 X 22.3 MW captive thermal power plant, associated equipments and shared facilities and (e) pari passu
charge on Trust and Retention Account.
ii) J P Morgan Chase Bank National Association - Rupee Term Loans - Outstanding Rs. Nil (Previous Year
Rs. 5,571.43 Lakhs)
Secured by a) Pari-passu first mortgage and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi, in Rajasthan (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank), both present and future,
ranking pari-passu with mortgage and charges created and / or to be created in favour of institutions / banks /
Debenture trustee(s) as detailed in respective loan agreement(s) / deed(s) of hypothecation / debenture trust
deed(s) executed by the Company, (b) pari passu charge on Trust and Retention Account and (c) pari passu
second charge on immovable assets relating to the first phase of the 2 X 22.3 MW captive thermal power
plant comprising of 1 X 22.3 MW captive thermal power plant, associated equipments and shared facilities.
iii) Syndicate Bank - Term Loan - Outstanding Rs. 15,000 Lakhs (Previous Year Rs. Nil)
Secured / to be secured by a) Corporate Guarantee of BIL b) Post dated cheques for repayment of Principal.
iv) Syndicate Bank - Rupee Term Loan - Outstanding Rs. 2,772.13 Lakhs (Previous Year Rs. 4,438.80 Lakhs)
Secured by (a) first Mortgage and exclusive charge created on immovable properties of first phase of 2 X
22.30 MW captive thermal power plant comprising of 1 X 22.30 MW thermal power plant, all associated
equipments & shared facilities situated at Pindwara, Sirohi, Rajasthan and all goods & equipments forming
part of the plant both present and future, (b) Secured by pari passu first mortgage and charge on underlying
land and building for the first phase of 2 X 22.30 MW captive power plant comprising of 1 X 22.30 MW
thermal power plant, associated equipments and shared facilities situated at Binanigram, Pindwara, Sirohi in

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Rajasthan both present and future,(c) pari passu charge on Trust and Retention Account and (d) Corporate
Guarantee of BIL.
v) Syndicate Bank - Rupee Term Loan - Outstanding Rs. 1,857 Lakhs (Previous Year Rs. Nil)
Secured by a) Pari-passu first mortgage  and charge created on immovable properties of the Company at
Binanigram, Pindwara, Sirohi, in Rajasthan  (except the assets of the first phase of the 2 X 22.30 MW captive
thermal power plant comprising of 1 X 22.30 MW thermal power plant, associated equipments and shared
facilities which are exclusively charged on first charge basis to Syndicate Bank), both present and future,
ranking pari-passu with mortgage and charges created and / or to be created in favour of institutions / banks
/  Debenture trustee(s) as detailed in respective loan agreement(s) / deed(s) of hypothecation  / debenture
trust deed (s) executed by the Company, (b) pari passu charge on Trust & Retention Account and (c) pari
passu second charge on immovable assets relating to the first phase of the 2 X 22.3 MW captive thermal
power plant comprising of 1 X 22.3 MW captive thermal power plant, associated equipments and shared
facilities.
vi) Punjab National Bank - Short Term Corporate Loan - Outstanding Rs. 5,000 Lakhs (Previous Year Rs. Nil)
Secured / to be secured by a) Corporate Guarantee of BIL b) Post dated cheques for repayment of Principal.
vii) Yes Bank Limited - Short Term Loans - Outstanding Rs. Nil (Previous Year Rs. 1,500 Lakhs)
Secured/to be secured by a) Corporate Guarantee of BIL b) Post dated cheques for repayment of Principal.
viii) Yes Bank Limited - Term Loan - Outstanding Rs. 5,000 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Corporate Guarantee of Binani Industries Ltd. till the time Yes Bank is included
in to working capital consortium b) Subservient charge on movable assets of the Company c) Post dated
cheques for Principal repayment.
ix) Dena Bank - Short Term Loan - Outstanding Rs. Nil (Previous Year Rs. 2,500 Lakhs)
Secured/to be secured by a) Unconditional and Irrevocable Corporate Guarantee of Binani Industries Ltd. b)
Post dated cheques for repayment of Principal.
x) Punjab National Bank - Short Term Corporate Loan - Outstanding Rs. Nil (Previous Year Rs.7,500 Lakhs)
Secured/to be secured by a) Second charge on the Fixed assets of the Company, b)Corporate Guarantee of
Binani Industries Ltd. and c) Post dated cheques for repayment of Principal.
xi) UCO Bank - Short Term Corporate Loan - Outstanding Rs. Nil (Previous Year Rs. 5,000 Lakhs)
Secured/to be secured by a) Unconditional and Irrevocable Corporate Guarantee of Binani Industries Ltd. b)
Post dated cheques for repayment of Principal.
xii) UCO Bank - Term Loan - Outstanding Rs. 6,000 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Subservient Hypothecation charge on the plant and machinery  of the Company
b) Post dated cheques for repayment of Principal and Interest.
xiii) Central Bank of India - Term Loan - Outstanding Rs. 5,000 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Subservient Hypothecation charge on the movable assets of the Company b)
Post dated cheques for repayment of Principal and Interest.
xiv) Syndicate Bank - Term Loan - Outstanding Rs. 2,663 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Exclusive first charge on Plant and Machinery , Equipments of 4th cement
grinding unit situated at Binanigram, Pindwara, Sirohi, Rajasthan and b) pari passu first charge on the portion
of land pertaining to the 4th cement grinding unit situated at Binanigram, Pindwara, Sirohi, Rajasthan.
xv) State Bank of India - Term Loan - Outstanding Rs. 10,000 Lakhs (Previous Year Rs. Nil)
Secured/to be secured by a) Second pari passu charge on Fixed Assets of the Company b) Post dated
cheques for repayment of Principal and Interest.
xvi) Bank of India - Short Term Loan - Outstanding Rs. Nil (Previous Year Rs. 2,500 Lakhs)
Secured/to be secured by a) Unconditional and Irrevocable Corporate Guarantee of Binani Industries Ltd. b)
Post dated cheques for repayment of Principal.

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

xvii) Vijaya Bank - Term Loan (Rs. 4,000 Lakhs yet to be received) - Outstanding Rs.Nil (Previous Year Rs.Nil)
Secured / to be secured by a first charge by way of hypothecation of all the movables (save and except book
debts) including movable machinery, machinery spares, tools and accessories, present and future pertaining
to the new cement plant along with 25 MW captive power plant and housing colony situated at village
Lodhana, Taluka Sutrapada, Distt. Junagad and a grinding unit at village Jhangar, Dist Bharuch both in the
state of Gujarat and also pertaining to mining over land area of 400 hectares acquired / to be acquired for
new cement plant in Gujarat subject to prior charges created and / or to be created in favour of the bankers
on stocks of raw materials, semi finished and finished goods, consumable stores, book debts and such
movables as may be agreed to by the lenders for securing the borrowings for working capital requirements
in the ordinary course of business.
C WORKING CAPITAL DEMAND LOANS / CASH CREDIT FROM BANKS
Banks - Outstanding Rs. 7.58 Lakhs (Previous year Rs. 736.77 Lakhs)
Secured against (a) Hypothecation of Raw Materials, Stock in Trade, Stock-in-Process, Finished Goods, Consumables,
Stores and Spares and Packing Material, Book Debts and other receivables belonging to the Company, second charge
on immovable properties of the Company and Corporate Guarantee of BIL and (b) pari passu charge on Trust and
Retention Account.
B) MUKUNDAN HOLDINGS LTD.
TERM LOANS
Banks : Rs. 39,859 Lakhs (US $ 85 Million) (Previous Year Rs. 43,945 Lakhs (US $ 85 Million) )
The loan is secured by a corporate guarantee from BCL and pledge of all shares in the capital of KHL held by BCL and
MHL, shares in capital of SBRCC held by KHL, shares in capital of BCF held by MHL and shares in capital of MHL held
by BCL.
C) BINANI CEMENT FACTORY LLC
Bank Borrowings
Overdrafts: Rs. 2,774.57 Lakhs (AED 21,728,131) (Previous Year Nil)
Trust receipts Rs. 4,406.01 Lakhs (AED 34,504,132) (Previous Year Rs. 8,658.25 Lakhs (AED 65,659,961))
Cheques discounted Rs. 6,391.90 Lakhs (AED 50,055,898) (Previous Year Rs. 10,650.08 Lakhs (AED 80,765,035))
The bank borrowings are secured by:
l Hypothecation of floating assets on pari passu basis.
l Assignment of insurance policies.
l Assignment of bank guarantees provided by customers and issued by reputed local banks.
The bank borrowings and loans are subject to certain financial covenants including debt/equity ratios, capital gearing
ratio, leverage ratio, current asset/current liability ratios, minimum net worth and dividend distribution limit.
An analysis by bank of amounts outstanding is as follows:
Abu Dhabi Commercial Bank - Rs. 5,481.33 Lakhs (AED 42,925,161) (Previous Year Rs. 8,078.81 Lakhs (AED
61,265,773))
BNP Paribas - Rs. 4,781.89 Lakhs (AED 37,447,762) (Previous Year Rs. 8,372.09 Lakhs (AED 63,489,853))
Barclays - Rs. 2,307.93 Lakhs (AED 18,073,800) (Previous Year Rs. 2,857.43 Lakhs (AED 21,669,370))
Bank of Baroda - Rs. 1,001.31 Lakhs (AED : 7,841,438) (Previous Year Nil)
D) MURARI HOLDINGS LIMITED
The loan are secured by :
l Corporate Guarantee of Binani Cement Limited,
l Pledging of 100% shares of the Company ( held by Binani Cement Limited),
l A negative lien on the assets of the Binani Cement Factory LLC, Dubai.
l Non disposal undertaking for the beneficial interest for 51% shares of Binani Cement Factory LLC Dubai
l Non disposal undertaking for 49% shares of Binani Cement Factory LLC held by Mukundan Holdings Limited.
An analysis by bank of amounts outstanding is as follows:
Punjab National Bank: Rs. 4,689.36 Lakhs (USD 10,000,000)
Bank of Baroda: Rs. 2,344.68 Lakhs (USD 5,000,000)
State Bank of India: Rs. 4,689.36 Lakhs (USD 10,000,000)
Syndicate Bank: Rs. 2,344.68 Lakhs (USD 5,000,000)

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Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

10 Other Income (Rs. in Lakhs)


Particulars For the Year ended For the Year ended
31st March, 2010 31st March, 2009
i) Scrap sales 198.92 326.41
ii) Interest on fixed deposits (Includes tax deducted at source Rs. 23.46 Lakhs) 236.79 418.75
(Previous Year Rs. 41.13 Lakhs)
iii) Dividends Received 195.15 -
iv) Insurance Claim 333.15 168.33
v) Income from ‘inadvertent’ flow of surplus power to Rajasthan Power 18.86 3.38
Procurement Centre
vi) Exchange Fluctuation (Net) 1,055.65 209.37
vii) Sale of Carbon Credits (Certified Emission Reduction) - 283.05
viii) Miscellaneous Income 277.39 497.06
ix) Subsidy Income of SBRCC 972.96 1,296.21
TOTAL 3,288.87 3,202.57

11 Managerial Remuneration
(Rs. in Lakhs)

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
Salary 45.38 59.38
Contribution to Provident and other Funds** 5.45 4.38
Perquisites * 9.82 6.73
Commission to Directors (other than Whole-time Directors) 18.00 9.75
TOTAL 78.65 80.24

* Does not include monetary value of non cash perquisites as per Income-tax Act,1961.
* * Excluding contribution to gratuity fund and provision for leave encashment since the same are provided on an actuarial basis
for the Company as a whole.

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
(Calculation of Net Profit as per Section 349/350 of the Companies Act,
1956 for determining the commission to be paid to Non Excecutive
Directors.)
Profit before Tax 42,161.24 15,455.77
Add : Directors Remuneration 60.64 53.51
Commission to Non Executive Directors 18.00 9.75
Loss on sale of Fixed Assets 619.28 330.29
Donation 75.00 25.00
Net Profit under Section 349 / 350 42,934.15 15,874.32
Maximum Remuneration as per Section 349 / 350 @ 5% 2,146.71 793.72
Commission to Non Executive Directors u/s 309(4) @ 1% 429.34 158.74
Commission actually paid to Non Executive Directors 18.00 9.75

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

12 Remuneration to Auditors (Rs. in Lakhs)

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
Statutory Auditors
Statutory Audit Fees 22.41 23.39
Tax Audit Fees 2.50 -
For other matters 5.93 3.00
Reimbursement of Expenses 0.57 0.81
TOTAL 31.42 27.20

Cost Auditors
Cost Audit Fees 0.90 0.80
Reimbursement of Expenses 0.13 -
TOTAL 1.03 0.80

13 BCL : Selling and Administration Expenses includes Rs. 1,725 Lakhs (Previous Year Rs. 750 Lakhs, net of amount capitalised
Rs. 192 Lakhs) paid to Binani Industries Limited (BIL), the Holding Company towards corporate support services related to
Accounting, Finance, Treasury, Forex / Commodity Risk Management, Purchases, Audit, Taxation, Corporate Strategy, Media
Services, Project Management etc. to its subsidiaries including the Company on payment of monthly Management Services
Fees.
Interest and Finance charges are net of Rs. 527.52 Lakhs (Previous Year Rs. 473.83 Lakhs), being interest charged by the
Company to Binani Industries Limited based on balances in the current account.
14 BCL : The Company’s expansion project at its existing site for increasing power generation capacity by captive power plant is
under implementation. The Company has also having various ongoing projects in hand at Gujarat, Nimbri (Raj.) and Incidental
expenses pertaining to these projects incurred, included under capital work in progress as mentioned in Schedule 5, are as
under :
(Rs. in Lakhs)

Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
Balance Brought forward 2,750.27 469.24
Power and Fuel 447.10 161.99
Other Operating Expenses 28.84 1,214.93
Repairs and Maintenance - Building - 0.09
Repairs and Maintenance - Plant & Machinery - 0.74
Repairs and Maintenance - Others 1.22 0.88
Management / Consultancy Fee 88.57 192.00
Salaries and Wages 132.79 138.88
Contribution to Provident and other Funds 5.52 7.45
Workmen and Staff Welfare Expenses 0.06 6.45
Rent 3.10 2.10
Rates and Taxes 0.04 3.76
Insurance 7.12 5.88
Other Sundry Expenses 44.32 152.92
Interest - Term Loans 33.65 1,003.10
Finance Charges 3.14 901.99
3,545.74 4,262.40

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Binani Cement Limited annual report 2009-2010
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Particulars For the Year ended For the Year ended


31st March, 2010 31st March, 2009
Less:
Interest Income on Fixed Deposits - 0.24
Sales / Power 572.98 1,399.21
Miscellaneous Income - 0.58

Balance in Capital work in Progress 2,972.76 2,862.37


Less : Capitalised 426.19 112.10
Balance carried forward 2,546.57 2,750.27

15 BCL : Current tax for the period is provided considering the Minimum Alternative Tax credit available under the Income-tax Act,
1961. Deferred tax asset in respect of timing difference and unabsorbed depreciation and business loss has been recognised
to the extent of deferred tax liability, representing depreciation, available for set off.
The tax effect of significant timing differences that has resulted in deferred tax assets and liabilities are given below:
(Rs. in Lakhs)
Particulars As at As at
31st March, 2010 31st March, 2009
a) Deferred Tax Liability
Depreciation 20,692.65 17,351.37
Total 20,692.65 17,351.37
b) Deferred Tax Asset
Disallowance under Income Tax Act, 1961 (2,016.55) (1,814.82)
Total (2,016.55) (1,814.82)
Deferred Tax Liability 18,676.10 15,536.55
Provided upto 31.03.2009 15,542.00 12,752.00
Provision for additional Deferred Tax Liability 3,134.10 2,784.55
Rounded off 3,135.00 2,790.00
16 BCL:
a) Particulars of unhedged foreign currency exposure as at Balance Sheet date
(Rs. in Lakhs)

Particulars Currency As at As at
31st March, 2010 31st March, 2009
Outstanding Creditors for Coal USD 5,602 7,465
Outstanding Creditors for Spares DKK 0.24 -
Outstanding Creditors for Spares USD 21.53 -

b) The details of forward contracts outstanding at the year end are as follows :-

Currency Number of Contracts Buy Amount Purpose
USD 9 9,600,000 Creditors Payment

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Binani Cement Limited
(Subsidiary of Binani Industries Limited)

17 Segment reporting as per Accounting Standard AS - 17 issued by The Institute of Chartered Accountants of India.
Since the Company alongwith its subsidiaries are primarily in the business of production and sales of clinker and Cement, the
same has been considered the primary reportable segment. Further it has identified geographical segment for sales in India
and Dubai for reporting purpose.
(Rs. in Lakhs)
SEGMENT REVENUE INDIA DUBAI Unallocated Inter Segment TOTAL
Sales (Net of Excise) 185,105.08 35,775.37 7,933.24 (2,835.75) 225,977.94
(148,978.72) (42,145.55) (6,653.32) (-1,689.6) (196,087.99)
Dividend and Interest Income 452.26 - 1,928.37 (1,883.66) 496.97
(235.11) - (2,773.41) (-2,543.53) (464.99)
Other Income 1,658.25 57.65 1,076.00 - 2,791.90
(1,056.07) (174.70) (1,506.81) - (2,737.58)
Total 36,945.69 (6,487.23) 4.07 (4,719.41) 29,976.25
(150,269.90) (42,320.25) (10,933.54) (-4,233.13) (199,290.56)
SEGMENT RESULT INDIA DUBAI Unallocated Inter Segment TOTAL
Net Profit/ (Loss) before tax from ordinary 42,161.24 3,501.67 (645.22) (1,700.71) 43,316.98
activities. (22,608.08) (6,321.69) (-6,582.78) (-2,800.4) (19,546.59)
Total 42,161.24 3,501.67 (645.22) (1,700.71) 43,316.98
(22,608.08) (6,321.69) (-6,582.78) (-2,800.4) (19,546.59)
CAPITAL EMPLOYED INDIA DUBAI Unallocated Inter Segment TOTAL
Total Segment Assets 245,105.12 34,971.83 156,300.54 (111,546.79) 324,830.70
(201,563.93) (41,551.57) (77,517.75) (-391,88.84) (281,444.40)
Total Segment Liabilities 187,182.29 18,472.08 57,321.24 (8,525.56) 254,450.05
(153,923.17) (26,921.93) (43,472.71) (-3874.53) (220,443.28)
Capital Employed 57,922.83 16,499.75 98,979.31 (103,021.23) 70,380.66
(47,640.76) (14,629.64) (34,045.04) (-35314.31) (61,001.12)
(Figures in bracket pertain to Previous Year)
18 BCL : Related Party disclosure as per Accounting Standard 18 “Related Party Disclosures” issued by the Institute of Chartered
Accountants of India :
The Company has entered into transactions in ordinary course of business with related parties at arms length as per details
below :
(As certified by the Management) :
(Rs. in Lakhs)
Particulars Holding Companies Enterprises Total
Company under common where Key
ownership / and Management
/ or common Personnel has
management got significant
control influence
Sale of Fixed Assets
- Binani Industries Ltd. - - - -
(12.65) - - (12.65)
Service Charges for vehicle / Rent etc.
- Binani Metals Ltd. - - 73.55 73.55
- - (79.76) (79.76)
Donation
- G D Binani Charitable Trust - - 25.00 25.00
(25.00) (25.00)
- G D Binani Charitable Foundation - - 50.00 50.00
Interest Expenses
- Kalpvriksh Holding AG - 29.63 29.63

87
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Freight service availed


- Transnational Trading Services Pte Limited - 2,932.84 - 2,932.84
- Transnational Trading - 2,011.77 - 2,011.77

Acquisition of Fixed Asset


- Transnational Trading Services Pte Limited - 66.00 - 66.00

Balance outstanding as on 31st March, 2010


- Kalpvriksh Holding AG - 2,844.50 2,844.50
- -
Dividends Paid
- Binani Industries Ltd. 2,768.34 - - 2,768.34
(3,295.65) - - (3,295.65)
Payment (Net) arising out of transactions in current
account
- Binani Industries Ltd. 474.77 - - 474.77
(511.03) - - (511.03)
Balance outstanding as on 31st March, 2010 9,032.42 - - 9,032.42
(8,557.65) - - (8,557.65)
Maximum Balance Outstanding Rs. 9,032.42 Lakhs
(Previous year Rs. 8,557.65 Lakhs)
(Figures in bracket pertain to previous year)
Notes:
1 The remuneration paid to key management personnel Mr. P. Acharya (Rs. 60.65 Lakhs) (PreviousYear Rs. 12.86 Lakhs),
Mr. P. Sheoran (Rs. NIL) (PreviousYear Rs. 40.64 Lakhs) and payment towards Management Services Fee to holding
company and interest allocated to holding company have been separately disclosed in Note No. 11 and Note No. 13 of
Schedule 15.
2 In case of BCF, the remuneration paid to key Managerial personnel (Rs. NIL) (PreviousYear Rs. 16.98 Lakhs)
3 Guarantees given/to be given to Banks by holding company on behalf of the Company have been separately disclosed
in Note No. 9
4 Names of related parties and description of relationship:
a) Holding Company : Binani Industries Limited
b) Fellow Subsidiary : Binani Zinc Limited, Goa Glass Fibre Limited , BT Composites Limited, Wada Industrial Estate
Limited.
c) Key Management Personnel : Mr. Braj Binani, Mr. P. Acharya.
d) Transactions with BML where Key Management Personnel have got significant influence : Mr. Braj Binani and
Mr. V. Subramanian.
e) Companies under common ownership / and / or common management control : Transnational Trading Services
Pte. Limited, Transnational Trading, Kalpvriksh Holding AG
19 Consolidated Earning per share is calculated as follows : (Rs. Lakhs)
Particulars For the Year ended For the Year ended
31st March, 2010 31st March, 2009
Profit/ (Loss) for the year after Minority Interest and Tax 29,254.68 14,711.74
Equity Shares outstanding as at the period end (in Nos.) 203,101,274 203,101,274
Weighted average number of Equity Shares used as denominator for calculating 203,101,274 203,101,274
Basic and Diluted Earning Per Share
Nominal Value per Equity Share (in Rs.) 10/- 10/-
Earning Per Share (Basic and Diluted) (in Rs.) 14.40 7.24

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Binani Cement Limited
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20 BCL: EMPLOYEE BENEFITS :


a) Defined benefit plans as per actuarial valuation on 31st March, 2010
(Rs. in Lakhs)
Particulars Gratuity Funded Leave Encashment Non-Funded
I Expenses recognised in For the year For the year For the year For the year
the Statement of Profit & ended 31st ended 31st ended 31st ended 31st
Loss March, 2010 March, 2009 March, 2010 March, 2009
1 Current Service Cost * 46.76 38.88 (15.45) (12.77)
2 Interest Cost 22.31 18.94 - -
3 Employee Contributions - - - -
4 Expected return on plan (27.97) (22.06) - -
assets
5 Net Actuarial (Gains) / 117.43 18.81 - -
Losses
6 Past Service Cost - - - -
7 Settlement Cost - - - -
8 Total Expenses 158.52 54.57 (15.45) (12.77)
* Current service cost in case of leave encashment are net of benefit paid during the year included under salary and
allowance
II Net Asset/(Liability) For the year For the year For the year For the year
recognised in the Balance ended 31st ended 31st ended 31st ended 31st
Sheet March, 2010 March, 2009 March, 2010 March, 2009
1 Present value of Defined 444.10 278.85 90.91 106.36
Benefit Obligation
2 Fair value of plan assets 516.88 288.19 - -
3 Funded Status [Surplus/ 72.78 9.35 - -
(Deficit)]
4 Net Asset/(Liability) 72.78 9.35 (90.91) (106.36)
III Change in obligation For the year For the year For the year For the year
during the Year ended 31st ended 31st ended 31st ended 31st
March, 2010 March, 2009 March, 2010 March, 2009
1 Present value of Defined 278.85 236.73 106.36 119.13
Benefit Obligation at
beginning of the year
2 Current Service cost * 46.76 38.88 (15.45) (12.77)
3 Interest Cost 22.31 18.94 - -
4 Settlement Cost - - - -
5 Past Service Cost - - - -
6 Employee Contributions - - - -
7 Actuarial (Gains) / Losses 117.42 18.81 - -
8 Benefits Payments (21.24) (34.52) - -
9 Present value of Defined 444.10 278.85 90.91 106.36
Benefit Obligation at the end
of the year
* Current service cost in case of leave encashment are net of benefit paid during the year included under salary
and allowance

89
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

(Rs. Lakhs)

Gratuity Funded
IV Change in Assets during the Year For the year For the year
ended 31st ended 31st
March, 2010 March, 2009
1 Plan assets at the beginning of the year 288.19 222.36

2 Assets acquired on amalgamation in previous year - -


3 Settlements - -
4 Expected return on plan assets - -
5 Contributions by Employer 221.96 78.28
6 Actual benefits paid (21.24) (34.52)

7 Actuarial (Gains) / Losses - -


8 Actual return on plan assets 27.97 22.06

9 Plan assets at the end of the year 516.88 288.19

V The major categories of plan assets as a percentage of total plan YES YES
Qualifying Insurance Policy
VI Actuarial Assumptions :
Discount Rate 8% 8%
Salary Escalation 7% 7%

b) Provision towards liability for Leave Encashment made on the basis of actuarial valuation as per Accounting Standard
15 (Revised). Actuarial value of liability is Rs. 90.91 Lakhs based upon following assumptions.
Discount Rate 8% 8%
Salary Escalation 4% 4%
21 BCL : Miscellaneous Expenses in Schedule 13 includes Rs. 25 Lakhs donation, given to G. D. Binani Charitable Trust and
Rs. 50 Lakhs to G. D. Binani Charitable Foundation.
22 BCF:
(i) Dividends paid and declared during the year of AED 12,777,200 (Previous Year AED 44,720,200) represent a dividend
per share of AED 400 (Previous Year AED 1400).
(ii) The company has entered into an “Interest Rate Swap” contract with BNP Paribas involving US$ 3 months LIBOR rates
with a notional amount of US$ 5 million. The net gain made on this contract of AED 74,015 (Previous AED 15,953) upto
the year end is taken to the income statement.
23 Previous year/ period figures have been regrouped / rearranged wherever necessary to conform with the figures of the current
period.

As per our attached Report of even date


For Haribhakti & Co. For Kanu Doshi Associates For and on behalf of the Board of Directors
Chartered Accountants Chartered Accountants

Rakesh Rathi Jayesh Parmar M. K. Chattopadhyaya Braj Binani


Partner Partner Chief Financial Officer Chairman
Membership No. 45228 Membership No. 45375
Firm Registration No 103523W Firm Registration No 104746W
Place : Mumbai Place : Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Date : 23rd April, 2010 Company Secretary Wholetime Director

90
Binani Cement Limited
(Subsidiary of Binani Industries Limited)

CONSOLIDATED CASHFLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2010
(Rs. in Lakhs)
PARTICULARS For the Year ended For the Year ended 31st
31st March, 2010 31stMarch, 2009
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before tax 43,317.01 19,546.59
Adjustments for :
Depreciation/Amortisation 10,846.13 9,242.54
Interest and Finance Charges 11,986.35 10,031.56
Exchange Fluctuation (Net) - (283.72)
(Profit)/ Loss on Sale/Discard of Fixed Assets 605.22 531.99
Dividend Received (1,896.15) (46.24)
Interest Income (432.91) (411.44)
Operating Profit before working capital changes 64,425.65 38,611.28
Adjustments for :
Inventories 8,449.20 (4,236.13)
Trade and Other Receivables 18,858.30 (5,766.24)
Trade and Other Payables (25,162.19) 18,654.88
Cash Generated from Operations 66,570.96 47,263.79
Direct Taxes Paid / Refunds (4,002.47) (2,064.80)
Net Cash from Operating Activities 62,568.49 45,198.99
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets (27,633.58) (27,016.46)
(including capital work-in-progress)
Purchase of Investments (including investment in Subsidiary) (51,472.55) (66,501.51)
Sale of Fixed Assets 17.12 48.05
Interest and Dividend Income Received 2,073.23 1,735.42
Investment in Fixed Deposit (1,080.48) -
Sale of Investments - 13,300.00
Other Advances (Including advances to Binani Industries Limited, the Holding (474.77) (1,317.17)
Company)
Deferred Expenditure - -
Net Cash from / (in) Investing Activities (78,571.03) (79,751.67)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from Long Term Borrowings 47,659.35 61,961.43
Towards Share capital of Subsidiary 22,635.96 10,245.01
Repayment of Long Term Borrowings (18,190.02) (27,429.45)
Dividend / Dividend Distribution Tax Paid (6,467.44) (9,246.04)
(Repayment of)/ Proceeds from Bank Borrowings (Net) 13,450.31 (2,476.21)
Proceeds from Trade Deposits 395.01 300.72
Interest and Finance Charges Paid (13,292.89) (11,964.41)
Proceeds from Short Terms Borrowings (Net) 15,000.00 22,500.00
Repayment of Short Terms Borrowings (Net) (29,000.00) (3,500.00)
Increase in Unsecured Loan 414.74 -
Increase in Reserves 422.59 2,681.45
Net Cash from / (in) Financing Activities 33,027.61 43,072.50
D. NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) 17,025.07 8,519.82
E. OPENING CASH AND CASH EQUIVALENTS 19,169.90 10,650.08
F. CLOSING CASH AND CASH EQUIVALENTS 36,194.97 19,169.90
Note:
Cash and Cash Equivalent include cash on hand, bank balance, remittances in transit and cheques in hand (Refer Schedule 7).
CLOSING CASH AND CASH EQUIVALENTS AS PER BOOKS
Particulars Amount in INR
Cash in hand 15.82
Current Accounts 15,348.14
Deposit Accounts (Including margin money Rs.0.75 Lakhs) Less than 3 month 20,831.01
Total of cash & Cash Equivalents 36,194.97
Fixed Deposit more than 3 months 1,080.48
Total of Cash & Bank Balances 37,275.45

As per our attached Report of even date


For Haribhakti & Co. For Kanu Doshi Associates For and on behalf of the Board of Directors
Chartered Accountants Chartered Accountants

Rakesh Rathi Jayesh Parmar M. K. Chattopadhyaya Braj Binani


Partner Partner Chief Financial Officer Chairman
Membership No. 45228 Membership No. 45375
Firm Registration No 103523W Firm Registration No 104746W
Place : Mumbai Place : Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Date : 23rd April, 2010 Company Secretary Wholetime Director

91
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

Statement Pursuant to Section 212 (3) and 212(5) of the Companies Act, 1956 relating to Subsidiary/ Stepdown Subsidiary Companies of
Binani Cement Limited for the year ended 31st March 2010.
Sr. Name of the Subsidiary Company Krishna Holdings Pte. Ltd. Mukundan Holdings Ltd. Binani Cement Factory Shandong Binani Rong’An “Murari Holdings Ltd.
No. (KHL) (MHL) LLC (BCF) Cement Co. Ltd. (SBRCC) (MUHL)”
1 Country of Incorporation Singapore British Virgin Islands United Arab Emirates China British Virgin Islands

2 Financial year / period of January 1, 2009 January 1, 2009 January 1, 2009 January 1, 2009 October 30, 2008
the Subsidiary Company to to to to to
December 31, 2009 December 31, 2009 December 31, 2009 December 31, 2009 December 31, 2009
3 Relation with Binani Cement Limited (BCL) Subsidiary of BCL Subsidiary of BCL Stepdown Subsidiary of Stepdown Subsidiary of KHL Subsidiary of BCL
MHL & MUHL
4 Information pursuant to Sec. 212 (3)
A ) Extent of the Holding Company’s interest in the Subsidiary as at the end of the Financial Year / Period :
Number of Shares 14,875,850 Shares of SGD 100,000 Shares of USD 1 each 31,943 Shares of AED Share Capital is not divided 32,500,000 Shares of USD
1 each 1,000 each into No. of Shares ( Amount 1 each
of Share Capital in Rmb
3,002.20 Lakhs equivalent to
Rs.20,651.24 Lakhs)
Number of Preference shares 9,631,835 Shares of SGD - - - -
1 each
% of Share Holding (Excluding Preference 50% held by BCL Balance 100% held by BCL 49% held by MHL. / 51% 85% held by KHL 100% held by BCL.
Share Capital) 50% held by MHL held by MUHL (Beneficial
Interest).
B ) Net aggregate amount of Profits / (Losses) of the subsidiary so far it concerns members of BCL, not dealt with in the standalone accounts of the company :
a) For the financial year / period of the 16.10 (1,235.04) 2,712.60 (45.42) 510.39
subsidiary aforesaid ( Rs. Lakhs)
b) For the previous financial year / period of (38.39) 760.19 11.93 417.98 -
the subsidiary since it became the holding
company’s subisidiary ( Rs. Lakhs)
5 Information pursuant to Sec. 212 (5)
a) Change in the Holding company’s interest Shares application money Shares application money paid - KHL has acquired additional Shares application money
between the end of the financial year of the paid Rs 4,559.79 Lakhs Rs 5,088.90 Lakhs to MHL share capital of Rmb 300.67 paid Rs 461.99 Lakhs to
subsidiary and holding company to KHL eqivalent to SGD equivalent to USD 110 Lakhs. Lakhs in SBRCC equivalent to MUHL equivalent to USD 10
140.54 Lakhs SGD 61.89 Lakhs Lakhs.
b) Material change between the end of the
financial year of subsidiary and holding
company :

i) Subsidiary’s investment KHL has acquired additional - BCF has paid the money -
share capital of Rmb 300.67 for share capital in Binani
lakhs in SBRCC equivalent Cement Factory (SFZ)
to SGD 61.89 lakhs Limited of AED 3.68 Lakhs
ii) the money lent by Subsidiary - Amount Advance by MHL - - Amount Advance by MUHL
to BCF of USD 100 lakhs to BCF of USD 100 lakhs
equivakent to AED 367.50 equivakent to AED 367.50
Lakhs Lakhs
iii) Money borrowed by subsidiary for any - Amount borrowed from BCL Rs. Amount borrowed from - Amount borrowed from BCL
purpose other than that of meeting current 4,463.02 Lakhs equivalent to MUHL USD 100 lakhs Rs. 4470.98 Lakhs equvalent
liabilities. USD 100 Lakhs equivalent to AED 367.50 to USD 100 Lakhs
Lakhs and from MHL by
BCF of USD 100 lakhs
equivalent to AED 367.50
Lakhs

Notes
1) On October 26, 2009, the Company has promoted a wholly owned subsidiary viz. Bhumi Resources (Singapore) Pte. Ltd (BRS), incorporated in Singapore with a paid up capital of SGD 50 Lakhs. Its first
accounting period will end on December 31, 2010.
2) On Feburary 25, 2010, BRS has promoted a wholly owned subsidiary viz PT Anggana Energy Resources Pte Ltd. (PAER), Incorporated in Indonesia with an Authorised Share Capital of USD 600,000.
The shares are yet to be alloted to BRS. Its first accounting period will end on December 31, 2010.
3). BCF had acquired 100% stake in two companies viz Riddhi Siddhi Trading (South Africa) Proprietory Limited and BC Trading (Mauritius) Ltd. on 21st August 2008 and 25th September 2008 respectively.
In view of the management, as there are no material transactions other than transactions related to investments which are also insignificant, their other related information has not been provided in this
statement. The Board of Directors of Riddhi Siddhi Trading (South Africa) Proprietory Limited vide its resolution dated Oct 19, 2009, has applied for de-registration of the company with the Registrar of
Companies, South Africa.
4) BCF had incorporated two companies viz BC Tradelink Ltd. and Binani Cement Factory (SFZ) Limited on August 29, 2007 and November 12, 2009 respectively. The companies are
incorporated in Tanzania and Republic of Sudan respectively. As there are no transactions during the period and considering the size of the Balance Sheet, their consolidation is
not considered necessary.
For and on behalf of the Board of Directors

M. K. Chattopadhyaya Braj Binani


Chief Financial Officer Chairman
Place: Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Company Secretary Wholetime Director

92
SUMMARISED FINANCIAL INFORMATION IN RESPECT OF SUBSIDIARIES OF THE COMPANY IN COMPLIANCE WITH THE TERMS OF APPROVAL BY THE MINISTRY
OF COMPANY AFFAIRS UNDER SECTION 212(8) OF THE COMPANIES ACT, 1956.
(Amount in Lakhs)
Sr. Name of the Country of Relationship Financial Currency Capital Reserves Total Total Details of Turn Over Profit/ Provision Profit/ Proposed
no Subsidiary Incorporation year Assets Liabilities Investments excluding (Loss) for (Loss) Dividend
Company ended on (except other before Taxation after
investment in income taxation taxation
subsidiaries)
1 Krishna Holdings Singapore Subsidiary of 31st SIN $ 245.08 (0.94) 570.69 326.55 - - 0.52 0.04 0.48 -
Pte. Ltd.(KHL) BCL Decem-
ber,2009 INR 8,179.17 (31.29) 19,046.04 10,898.16 - - 17.33 1.23 16.10 -

2 Mukundan British Virgin Subsidiary of 31st USD 1.00 (7.46) 853.70 860.16 - - (25.28) - (25.28) -
Binani Cement Limited

Holdings Ltd. Islands BCL Decem-


(MHL) ber,2009 INR 46.89 (349.89) 40,033.11 40,336.11 - - (1,235.04) - (1,235.04) -
(Subsidiary of Binani Industries Limited)

3 “Murari Holdings British Virgin Subsidiary of 31st USD 325.00 10.41 673.82 338.41 - - 10.41 - 10.41 -
Ltd. Islands BCL Decem-
(MUHL)” ber,2009 INR 15,240.42 488.29 31,597.84 15,869.13 - - 510.39 - 510.39 -

4 Binani Cement United Arab Subsidiary 31st AED 319.43 972.69 2,738.70 1,446.58 - 2,689.07 264.41 - 264.41 127.77
Factory LLC (BCF) Emirates of MHL & Decem-
MUHL ber,2009 INR 4,078.96 12,420.79 34,971.83 18,472.08 - 35,775.37 3,501.67 - 3,501.67 1,699.88

5 Shandong Binani China Subsidiary of 31st RMB 3,002.20 179.05 3,333.49 152.23 - 1,107.77 8.46 15.93 (7.47) -
Rong’An Cement KHL Decem-
Co. Ltd. (SBRCC) ber,2009 INR 20,651.24 1,231.66 22,930.07 1,047.16 - 7,933.24 62.10 114.11 (52.01) -

Notes:
1) Indian Rupees equivalent figures have been arrived at by applying the exchange rate prevailing on 31st December 2009 for all Assets & Liabilities which are as follow: a)
1USD = Rs. 46.89, b) 1SIN$ = Rs. 33.37, c) 1RMB = Rs. 6.88 and d) 1AED = Rs.12.77. Revenue items are arrived by applying the average rate prevailing during the year
which are as follow: a) 1USD for MHL = Rs. 48.85, b) 1USD for MUHL = Rs. 49.02, c) 1 SIN$ = Rs. 33.60, d) 1 RMB = Rs. 7.16 e) 1 AED = Rs 13.30
2) On October 26, 2009, the Company has promoted a wholly owned subsidiary viz. Bhumi Resources (Singapore) Pte. Ltd (BRS), incorporated in Singapore with a paid up
capital of SGD 50 Lakhs. Its first accounting period will end on December 31, 2010.
3) On Feburary 25, 2010, BRS has promoted a wholly owned subsidiary viz PT Anggana Energy Resources Pte Ltd. (PAER), Incorporated in Indonesia with an Authorised
Share Capital of USD 600,000. The shares are yet to be alloted to BRS. Its first accounting period will end on December 31, 2010.
4) BCF had acquired 100% stake in two companies viz Riddhi Siddhi Trading (South Africa) Proprietory Limited and BC Trading (Mauritius) Ltd. on 21st August 2008
and 25th September 2008 respectively. In view of the management, as there are no material transactions other than transactions related to investments which are also
insignificant, their other related information has not been provided in this statement. The Board of Directors of Riddhi Siddhi Trading (South Africa) Proprietory Limited
vide its resolution dated Oct 19, 2009, has applied for de-registration of the company with the Registrar of Companies, South Africa.
5) BCF had incorporated two companies viz BC Tradelink Ltd. and Binani Cement Factory (SFZ) Limited on August 29, 2007 and November 12, 2009 respectively. The
companies are incorporated in Tanzania and Republic of Sudan respectively. As there are no transactions during the period and considering the size of the Balance Sheet,
their consolidation is not considered necessary.

For and on behalf of the Board of Directors

M. K. Chattopadhyaya Braj Binani


Chief Financial Officer Chairman
Place: Mumbai Atul P. Falgunia P. Acharya
Date : 23rd April, 2010 Company Secretary Wholetime Director

93
Binani Cement Limited annual report 2009-2010
(Subsidiary of Binani Industries Limited)

NOTES

94
Binani Cement Limited Binani Cement Limited
Registered Office: 706, Om Tower, 32, Chowringhee Road, Kolkata - 700 071. Registered Office: 706, Om Tower, 32, Chowringhee Road, Kolkata - 700 071.

PROXY FORM ATTENDANCE SLIP


(To be handed over at the entrance of the Meeting Hall)
Binani Cement Limited

I/We ________________________________________________________________
I hereby record my presence at the 14th ANNUAL GENERAL MEETING of the Company to
of ________________________ in the district of _____________________________
be held at 11.30 a.m. on Friday 25th June, 2010 at Rotary Sadan, 94/2, Chowringhee, Road,
(Subsidiary of Binani Industries Limited)

b e i n g a M e m b e r / M e m b e r s o f B I N A N I C E M E N T L I M I T E D h e r e by a p p o i n t Kolkata - 700 020 or immediately after the conclusion of the 10th Annual General Meeting of
_____________________________________________________________________ Binani Zinc Limited if it concludes after 11.30 a.m.
of _____________________ in the district of ____________________ or failing him
_____________________________________________________________________ Name of the Member__________________________________________________

of __________________________________________________________________
No. of Shares held_____________________________________________________
in the district of________________________________________________________
___________________________________________________________________ Folio No.____________________________________________________________
as my Proxy to attend and vote for me/us and on my/our behalf at the 14 th
ANNUAL GENERAL MEETING of the Company to be held at 11.30 a.m. on Friday DP ID*________________________ Client ID*______________________________
25th June, 2010 at Rotary Sadan, 94/2, Chowringhee Road, Kolkata - 700 020 or immediately
after the conclusion of the 10th Annual General Meeting of Binani Zinc Limited if it concludes
after 11.30 a.m. on Friday, the 25th June, 2010 and at any adjournment thereof.

Signature _______________ day of _______________2010 Name of Proxy / Representative (in Block Letter)
(To be filled in if the Proxy attends instead of the Member)
Signature(s) of
the Member(s)

Affix
Folio No.__________________ Revenue
Stamp
DP. ID* ___________________
Signature of the Members or Proxy / Representative
Client ID* _________________
*Appliable for investor holding shares in Electronic Mode.
Note
i) This Proxy Form must be deposited at the Registered Office of the Company, not later than
48 hours before the time of the Meeting.
ii) A Proxy need not be a member.
*Applicable for Investors holding shares in Electronic Mode.

95

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