Services > Company Profile > Director's Reports
Hindalco Industries Ltd Aluminium and Aluminium Products
BSE Code
500440
ISIN Demat
INE038A01020
Book Value
165.29
NSE Symbol
HINDALCO
Div & Yield %
1.38886
Market Cap (Rs Cr.)
20676.6
P/E
9.23867
EPS
11.69
Face Value
1
HINDALCO INDUSTRIES LIMITED

ANNUAL REPORT 2009-2010

DIRECTOR'S REPORT

TO 
THE SHAREHOLDERS

Dear Shareholders,

Your Directors are pleased to present the 51st Annual Report along with the 
audited annual accounts for the year ended 31st March, 2010.

The  severe downturn witnessed in the previous year was arrested and  macro 
economic  factors showed signs of recovery. Several measures taken by  your 
Company  started yielding results in the form of higher  production,  lower 
cost   and  higher  sale  of  value-added  products.  Your   Company   also 
successfully placed QIP of USD 600 Million during the year under review.

Financial Performance:

Your  Company's Consolidated Revenue crossed USD 12.8 Billion  mark  during 
the  year.  The consolidated EBIDTA was at USD 2.1 Billion  i.e.  Rs.10,069 
Crore.  Business  Performance  is amongst the best ever  with  highest  net 
profit.

Overall results of your Company clearly reflect derisked business portfolio 
in terms of geographic and product mix.

Standalone Results:

For the year ended 31 March 2010, net sales at Rs.19,536 crore were  higher 
by  7%. The highest ever metal volume, better product and  geographic  mix, 
despite subdued commodity prices helped improve the company's  performance. 
The  superior  operational  performance  in terms  of  highest  ever  metal 
production  and  substantial  cost savings on  improved  efficiencies  were 
negated  by adverse macro-economic factors, which were pronounced  in  both 
the businesses.

In  the Aluminium Business, lower Rupee-LME eroded profit by around  Rs.750 
crore.  Additionally, Rs.100 crore was lost on account of the  higher  coal 
cost  at  Renusagar Power. Copper Business, which  benefitted  from  higher 
contracted TcRc (Treatment charges and Refining charges), lost Rs.750 crore 
on  lower  by-product credit, in terms of sulphuric  acid  realisation  and 
lower  fertiliser subsidy. Against this backdrop, the performance  of  both 
the Businesses was satisfactory. Other income at Rs.260 crore was lower  by 
Rs.377  crore, on account of low treasury corpus, post repayment of  bridge 
loan  in  November 2008, which was taken for Novelis  acquisition  and  for 
higher project spending. Abundant liquidity kept short-term rates low. This 
also  affected  yields  on the company's investments which  are  mostly  in 
liquid  plans. It also reduced the cost of working capital borrowing. As  a 
result,  the interest and financing charges also reduced from Rs.337  crore 
in FY09 to Rs.278 crore in FY10.

Arising from the announcement of the Institute of Chartered Accountants  of 
India dated 29th March, 2008 on Accounting for Derivatives, the Company has 
decided  for  early adoption of Accounting Standard (AS)  30  on  Financial 
Instruments  :  Recognition  and Measurement, in so far as  it  relates  to 
derivative accounting, from 1st April, 2009. Accordingly, net loss  arising 
on  fair  valuation  of  outstanding derivatives as  on  01st  April,  2009 
amounting to Rs. 230.58 crore (net of deferred tax of Rs. 118.73 crore) has 
been  adjusted against General Reserves following transitional  provisions. 
Accounting  for  all  derivatives from 1st April, 2009 have  been  done  as 
prescribed  under  the AS. As a result, net gain / (loss) of  Rs.  (236.12) 
crore  and  Rs.  167.75 crore & Rs. 246.09 crore for the  year  ended  31st 
March,  2010  have been included under Sales and Raw Materials  Consumed  & 
Other  Expenses (in Manufacturing and Other Expenses),  respectively,  with 
consequential  impact  on profit for the year ended 31st March,  2010.  The 
figures  of the current year in respect of above items are, therefore,  not 
comparable with those of the previous year.

Consolidated Results:

Consolidated  revenues were lower at Rs. 60,722 crore, mainly due to  lower 
aluminum prices and softness in the Company's end-markets in the first half 
of the year, especially for Novelis.

Further,  change in the status of Idea Cellular Ltd. from joint venture  to 
associate  w.e.f  from 1st January 2009 for the purpose  of  consolidation, 
also resulted in proportionate revenue from Idea not being included in  the 
consolidated revenues.

Profit before depreciation, interest and taxes soared to a record level  of 
Rs.10,069  crore  from Rs. 3,661crore in FY09.Consolidated  result  include 
pre-tax  adjustment  for unrealised derivative gain/(Loss) of  Rs.  2,736.4 
crore in FY 10 and (Rs. 2,380.7) crore in FY 09 at Novelis.

Aluminium  Business revenue fell by 11% to Rs.48,091 crore on the  back  of 
lower  LME  and  lower demand in first half of  the  year.  Earning  before 
interest and tax turned around from a loss of Rs. 425 crore to a profit  of 
Rs. 5,998 crore. This reflects steady improvements in operations across the 
board. Copper business revenue increased by 13% to Rs.12,575 crore and EBIT 
trebled from Rs. 374 crore to Rs. 1,003 crore.

                                                           (Rs. in Crores)
	                                                 Standalone	 
Financial Results for the year ended	          31.03.2010	31.03.2009
  
		   
			   
Net Sales and Operating Revenues	           19,536.28	 18,219.65
Profit before Tax	                            2,264.56	  2,690.32   
Provision for Current Tax	                      374.20	    478.11
Provision for Deferred Tax	                       87.90	    121.40
Provision for Fringe Benefit Tax	                0.00	     11.37
Tax adjustment for earlier years (Net)	             (113.17)	   (150.83)
Profit before Minority Interest	                    1,915.63	  2,230.27
Minority Interest	                                0.00	      0.00
Share in Profit / (Loss) of Associates (Net)	        0.00	      0.00
Net Profit	                                    1,915.63	  2,230.27
Appropriations:			   
Debenture Redemption Reserve	                        0.00	      5.00
Capital Reserve	                                        0.00	      0.00
Capital Redemption Reserve	                        0.00	      0.41
Special Reserve	                                        0.00	      0.00
Dividend on Preference Shares	                        0.00	      0.02
Dividend Tax on Preference Shares	                0.00	      0.01
Proposed Dividend on Equity Shares	              258.32	    229.58
Tax on Proposed Dividend	                       42.90	     39.02
Transfer to General Reserve	                    1,701.91	  1,956.23

                                                           (Rs. in Crores)
	                                               Consolidated	   
Financial Results for the year ended	          31.03.2010	31.03.2009   

Net Sales and Operating Revenues	           60,722.11	 65,962.95
Profit before Tax	                            6,180.76	   (604.92)
Provision for Current Tax	                      554.30	    872.53
Provision for Deferred Tax	                    1,377.59	 (1,689.36)
Provision for Fringe Benefit Tax	                0.00	     12.19
Tax adjustment for earlier years (Net)	             (102.98)	   (149.11)
Profit before Minority Interest	                    4,351.85	    348.83
Minority Interest	                              423.70	   (171.78)
Share in Profit / (Loss) of Associates (Net)	        2.68	     36.72
Net Profit	                                    3,925.47	    483.89
Appropriations:			   
Debenture Redemption Reserve	                        0.00	      5.00
Capital Reserve	                                        0.00	      1.50
Capital Redemption Reserve	                        0.00	      0.41
Special Reserve	                                        0.48	      0.92
Dividend on Preference Shares	                        0.00	      0.02
Dividend Tax on Preference Shares	                0.00	      0.01
Proposed Dividend on Equity Shares	              259.91	    231.16
Tax on Proposed Dividend	                       43.48	     39.61
Transfer to General Reserve	                    1,704.96	  1,958.55

Dividend:

Your Directors have recommended a dividend of Rs.1.35 per share i.e.  @135% 
per  equity share for the financial year ended March 31, 2010 amounting  to 
Rs.258.32 crore.

Together  with  the Corporate Dividend Tax of Rs. 42.90  crore,  the  total 
payout works out to Rs. 301.22 crore.

Growth plans underway in Aluminium:

Your  Company  is aggressively pursuing various brownfield  and  greenfield 
growth opportunities in Aluminium as described below:
 
Project	                                Commissioning	   
		   
		   
Hirakud Smelter:		   
155 KTPA to 161 KTPA	                Q2FY11	   
161 KTPA to 213 KTPA	                Q4FY12	   
Flat Rolled Products at Hirakud	        Q2FY12	   
Utkal Alumina Project	                Q2FY12	   
Mahan Aluminium Project	                Q2FY12	   
Aditya Aluminium Project	        Q3FY12	   
Aditya Refinery Project	                Q1FY14	   
Jharkhand Aluminium Project	        Q1FY14	 

Further  to the above, the smelting capacity at Hirakud is intended  to  be 
expanded from the proposed 213 KTPA to 360 KTPA with corresponding increase
in  back-up captive power from proposed 467.5 MW to 967.5 MW.  The  Company 
expanded from the proposed 213 KTPA to 360 KTPA with corresponding increase 
undertakes to appropriately finance the project.

To debottleneck and increase capacity, primarily in South America and Asia, 
Novelis has increased its capital expenditure plan by approximately USD 150 
Million  or 148 per cent for fiscal 2011 compared to the previous  year.  A 
significant amount is aimed at expanding its rolling operations in  Brazil. 
This  investment  will  increase capacity by over 50 per  cent  and  better 
support  the increasing demand for flat rolled products in the region.  The 
expansion is expected to be completed by late 2012.

The  details of the projects are covered in greater detail as the  part  of 
Management Discussion and Analysis section.

Finance:

The  Authorised Capital of the Company has increased from Rs. 200.00  crore 
to  Rs.  215.00 crore by way of increase of 15,00,00,000 equity  shares  of 
Re.1  each  pursuant to a resolution passed at the Annual  general  meeting 
held on 18 September, 2009.

Upon  allotment of 213,147,391 equity shares of Re 1 each at a  premium  of 
Rs.129.90  through Qualified Institutions Placement (QIP) on 1st  December, 
2009, paid-up capital of the Company has increased by Rs. 21.31 crore.  The 
total amount received against QIP is Rs. 2,790.10 crore. Out of this amount 
Rs. 396 crore has been spent for various ongoing projects (including  issue 
related  expenses)  till 31st March, 2010 and the balance amount  has  been 
invested temporarily in mutual funds.

Consolidated Financial Statements:

In  accordance  with Accounting Standards AS-21 on  Consolidated  Financial 
Statements  read with Accounting Standard 23 on Accounting for  investments 
in  Associates  and  AS-27  on Financial Reporting  of  Interest  in  Joint 
Ventures, the audited Consolidated Financial Statements are provided in the 
Annual Report.

Management Discussion and Analysis Report:

The  Management Discussion and Analysis Report forming part  of  Directors' 
Report  for  the year under review, as stipulated under Clause  49  of  the 
Listing Agreement with the Stock Exchange(s), forms part of Annual  Report. 
The report provides strategic direction and a more detailed analysis on the 
performance of individual businesses and their outlook.

Corporate Governance:

Your  Directors  reaffirm  their commitment  to  the  corporate  governance 
standards  as  prescribed  by The Securities and Exchange  Board  of  India 
(SEBI).  A  separate  section  on  Corporate  Governance  together  with  a 
certificate  from the Auditors of the Company regarding full compliance  of 
conditions  of  Corporate Governance as stipulated under Clause 49  of  the 
Listing Agreement with the Stock Exchange(s) forms part of Annual Report.

Directors' Responsibility Statement:

Your  Directors  affirm  that the  audited  accounts  containing  financial 
statements  for the financial year 2009-10 are in full conformity with  the 
requirements  of the Companies Act, 1956. They believe that  the  financial 
statements  reflect fairly, the form and substance of transactions  carried 
out  during  the  year  and  reasonably  present  the  Company's  financial 
condition  and results of operations. These statements were audited by  the 
statutory   auditors  of  the  Company,  M/s.  Singhi  &   Co.,   Chartered 
Accountants.

Your Directors further confirm that:

1)  In  the  presentation of the  Annual  Accounts,  applicable  Accounting 
Standards  have been followed. However, the deviation from  the  Accounting 
Standard has been carried out with reference to the Scheme of  arrangement, 
approved  by the court for the purpose of preparing Consolidated  Financial 
Statements. Refer Notes on Accounts for details of the same.

2)  That the accounting policies are consistently applied  and  reasonable, 
prudent judgment and estimates are made so as to give a true and fair  view 
of the state of affairs of the Company at the end of the Financial Year.

3) The Directors have taken proper and sufficient care for the  maintenance 
of adequate accounting records in accordance with the provisions of the Act 
for safeguarding the assets of the Company and for preventing and detecting 
fraud and other irregularities.

4)  The  Directors  have prepared the Annual Accounts  on  a  going-concern 
basis.

Your Company's Internal Auditors have conducted periodic audits to  provide 
reasonable  assurance  that established policies and procedures  have  been 
followed.

Subsidiaries/Joint Venture:

A  wholly-owned  subsidiary  by  the name Mauda  Energy  Limited  has  been 
incorporated  on  5th  October  2009 for generation of  power  to  be  used 
captively.

In  terms  of the facility agreement for foreign currency borrowing  of  US 
$981.80 Million availed by A V Minerals (Netherlands) B.V., a wholly  owned 
subsidiary,  the  Company has entered into a deed of pledge  of  registered 
shares in A V Minerals (Netherlands) B.V. in favour of HSBC Bank USA,  N.A. 
as pledgee.

Novelis:

Shipments of aluminium rolled products totalled 2,708 kilotonne for  fiscal 
2010, a decrease of two percent compared to shipments of 2,770 kilotonne in 
the  previous year, driven by softer end-market conditions in most  of  the 
regions during the first half of the year.

Net  sales for fiscal 2010 were USD 8.7 Billion; a decrease of 15 per  cent 
compared to the USD 10.2 Billion reported in the same period a year ago,  a 
result of lower aluminium prices and softness in the Company's  end-markets 
in the first half of the year.

Adjusted  EBITDA for the year was a record USD 754 Million, representing  a 
55 per cent increase from adjusted EBITDA of USD 486 Million posted for the 

same  period a year ago. These record operating results were primarily  due 
to the Company's focus on cost reductions and restructuring initiatives.

Aditya Birla Minerals:

Aditya  Birla Minerals Limited, the Australian subsidiary, reported  profit 
after tax of AUD 61.4 Million as against a loss of AUD 76.0 Million in  the 
previous  year.  Sustained  cost  management  resulted  in  turnaround   in 
financial  performance.  Lower  production  was  mainly  due  to  loss   of 
production of copper in concentrate at Mt. Gordon and cathode production at 
Nifty  oxide  operations  which were put under care and  maintenance  as  a 
management  decision. The drop in overall production was partly off-set  by 
13.8% increase in Nifty's production of copper in concentrate.
     
	                           FY10	     FY09	   
			   
Copper Production (MT)	           57,093      70,111	   
EBIT (AUD 000)	                   93,259    (103,605)	   
PAT (AUD 000)	                   61,440     (76,019)	 

The  performance  of the subsidiaries is covered elsewhere in  this  Annual 
Report.

Your  Company  has  applied  to the Central  Government  for  grant  of  an 
exemption to your Company under Section 212(8) of the Companies Act,  1956, 
from attaching a copy of the Balance Sheet, Profit and Loss Account, Report 
of  the  Board  of  Directors and the Report of the  Auditors  to  all  the 
Subsidiary  Companies.  Subject  to  receipt  of  the  approval,  aforesaid 
documents  are  not being attached with the financial  statements  of  your 
Company.  These documents can be requested by any member, investor  of  the 
company  / subsidiary company. Further, in line with the Listing  Agreement 
and  in  accordance with the Accounting Standard 21  (AS-21),  Consolidated 
Financial Statements prepared by the Company include financial  information 
of its subsidiaries.

Employee Stock Option Scheme:

The  shareholders  of  the Company has approved an  Employee  Stock  Option 
Scheme  ('ESOS 2006'), formulated by the Company, under which  the  Company 
may  issue 3,475,000 options to its permanent employees in  the  management 
cadre,  in one or more tranches, whether working in India or out of  India, 
including  the  Whole  Time  Directors of the  Company.  Each  option  when 
exercised would be converted into one fully paid-up equity share of Re. 1/- 
each  of  the Company. The ESOS 2006 is administered  by  the  Compensation 
Committee of the Board of Directors of the Company ('the Committee'). Under 
the ESOS 2006, the Committee has granted 2,973,390 options to its  eligible 
employees  in  two tranches. Disclosure pursuant to the provisions  of  the 
Securities  and  Exchange  Board of India (Employee  Stock  Option  Scheme) 
Guidelines, 1999 is given in Annexure-A.

Particulars as per Section 217 of the Companies Act, 1956:

The  information  relating  to  the  conservation  of  Energy,   Technology 
Absorption  and Foreign Exchange Earnings and Outgo required under  Section 
217  (1)(e) of the Companies Act, 1956, is set out in a separate  statement 
attached to this report (Annexure B).

In  accordance  with  the provisions of sections 217 (2A),  read  with  the 
Companies  (Particulars  of  Employees) Rules, 1975, the  names  and  other 
particulars of employees are to be set out in the directors' report, as  an 
addendum thereto. However, as per the provisions of Section 219 (1) (b)(iv) 
of  the Companies Act, 1956, the report and accounts, as therein  set  out, 
are  being  sent  to all members of the  company  excluding  the  aforesaid 
information  about  employees. Any member, who is interested  in  obtaining 
such particulars about employees, may write to the Company Secretary at the 
Registered Office of the company.

Fixed Deposits:

Your Company was accepting Fixed Deposits from the Employees. Acceptance of 
such  fixed  deposits  has been discontinued from  FY  2009-10.  The  total 
outstanding deposits are Rs. 0.33 crore as at 31st March, 2010.

Directors:

In  accordance  with  Article 146 of the Articles  of  Association  of  the 
Company,  Mr.  Kumar Mangalam Birla, Mr. E.B. Desai and Mr.  A.K.  Agarwala 
retire  from office by rotation, and being eligible, offer  themselves  for 
reappointment.

Awards & Recognitions:

Several accolades have been conferred upon your Company, in recognition  of 
its contribution in diverse fields. A selective list:

1.  Renukoot  unit  was awarded the Greentech Safety Gold  Award  2009  for 
Occupational  Health  and Safety Management and the  Greentech  Environment 
Gold  Award  2009  for environmental excellence, in the  Mining  and  Metal 
Sector, presented by Greentech Foundation, New Delhi.

2.  Renukoot  unit  was awarded the prestigious  'Golden  Peacock  National 
Quality Award - 2010'.

3.  Amity  International  Business School conferred on  Renukoot  unit  the 
'Amity Corporate Excellence Award' for its notable initiatives in Corporate 
Social Responsibility. 

4.  Institute of Engineers (India) awarded Renukoot unit with  the  'Safety 
Innovation  Award-2009' in the metals sector for its exemplary  initiatives 
in Occupational Health and Safety. 

5.  Renusagar  Power Division was awarded the 'Golden  Peacock  Environment 
Management Award 2009'.

6.  Renusagar  Power Division received the 'Rajiv Gandhi  National  Quality 
Award  2008,'' Commendation Certificate presented by the Bureau  of  Indian 
Standard (BIS).

7.  Renusagar Power Unit was awarded the 'Greentech Environment  Excellence 
Gold Award 2009,' in Thermal Power Plant Category, by Greentech Foundation, 
New Delhi.

8.  CII has conferred the 'Energy Efficient Unit' award to Renusagar  Power 
Division  during  the  '10th  National  Awards  for  Excellence  in  Energy 
Management-2009'.

9. Hirakud Smelter unit was awarded the National Energy Conservation  Award 
2009, ranking first in the Aluminium Sector.

10. Hirakud Smelter unit awarded the Greentech Safety Silver Award 2009 for 
Occupational   Health   and  Safety  Management  presented   by   GreenTech 
Foundation, New Delhi.

11. Hirakud Power Unit was globally recognised as one of the top six  power 
plants for its environment friendly operations by the POWER Magazine.

12.  Hirakud  Power Unit was awarded the Greentech Environment  Gold  Award 
2009  for  best  environment management and practices,  and  the  Greentech 
Safety Silver Award 2009, by Greentech Foundation, New Delhi.

13.  Your  Company's  Mines earned awards in  Environment,  Safety,  Mining 
Practices  during  the  Mines Safety Week  and  Mineral  Conservation  Week 
programmes at regional levels.

14. Birla Copper Dahej was awarded the Greentech Environment Gold Award for 
its  exemplary  environmental practices and performance and  the  Greentech 
Safety Silver Award, presented by Greentech Foundation, New Delhi.

Environment Protection and Pollution Control:

Your  Company  is committed to sustainable development. Your Company  is  a 
signatory to the Global Compact and subscribes to the principle of  triple-
bottom line accountability.

A  separate  chapter  in this report deals at length  with  your  Company's 
initiatives and commitment to environment conservation.

Auditors:

The  observations made in the Auditors' Report are self-explanatory and  do 
not  call for any further comments under Section 217 (3) of  the  Companies 
Act, 1956.

M/s.  Singhi & Company, Chartered Accountants and Auditors of the  Company, 
retire, and being eligible, offer themselves for appointment.

Human Resource Development:

Your Company continuously strives to foster a culture of high  performance. 
Your  Management  has infused a lot of rigor and intensity  in  its  people 
development  processes  and  in honing skill sets.  Its  HR  processes  are 
absolutely  aligned to organizational goals. The implementation  of  People 
Soft HRMS (Human Resource Management System), the variable pay plan and job 
bands have been institutionalized.

Ongoing  learning,  refreshing HR systems in line with  global  benchmarks, 
aligning  rewards  and  recognition with  performance,  have  enabled  your 
Company sustain its reputation of a meritocratic organization. The  Group's 
Corporate  Human  Resources function has played and continues  to  play  an 
integral role in your Company's Talent Management Processes.

Appreciation:

Your  Directors  place  on  record  their  sincere  appreciation  for   the 
assistance  and guidance provided by the Honorable  Ministers,  Secretaries 
and  other  officials  of  the Ministry of Mines,  Ministry  of  Coal,  the 
Ministry  of Chemicals and Fertilizers and various State Governments.  Your 
Directors  thank the Financial Institutions and Banks associated with  your 
Company for their support as well.

Your  Company's  employees  are instrumental in your  Company  scaling  new 
heights,  year  after  year. Their commitment and  contribution  is  deeply 
acknowledged.

Your  involvement  as Shareholders is greatly valued. Your  Directors  look 
forward to your continuing support.
 
	                                     For and on behalf of the Board
		   
Place: Mumbai		                               Kumar Mangalam Birla
Dated: The 4th Day of June, 2010	                           Chairman

ANNEXURE A' TO THE DIRECTORS' REPORT

Disclosure pursuant to the provisions of the Securities and Exchange  Board 
of India (Employee Stock Option Scheme) Guidelines, 1999:

Nature of Disclosure:

a) Options Granted:

2,973,390 

b) The pricing Formula:

Tranche-I:

The  exercise price was determined by averaging the daily closing price  of 
the Company's equity shares during 7 days immediately preceding the date of 
grant and discounting it by 30%. (Exercise price- Rs. 98.30 per option).

Tranche-II:

The  exercise  price  was the closing market price, prior to  the  date  of 
grant. (Exercise price - Rs. 150.10 per option).

c) Options vested/Exercisable as at 31st March 2010:

958,270 

d) Options Exercised during the year:

44,244 

e) The total number of shares arising as a result of exercise of options:

44,244 

f) Options Lapsed:

Nil 

g) Variation in terms of options:

Nil 

h) Money realised on exercise of options:

Rs.4,349,185 

i) Total number of options in force:

2,028,555 

j) Employee-wise details of options granted: 

i) Senior Managerial Personnel:

Mr. D. Bhattacharya - 9,70,100 

ii)  Any  other  employee who received a grant in any one  year  of  option 
amounting to 5% or more of options granted during that year:

Nil 

iii)  Identified  employees who were granted option during  any  one  year, 
equal  to  or  exceeding 1% of the issued  capital  (excluding  outstanding 
warrants and conversions) of the company at the time of grant:

Nil 

k) Diluted Earnings per share:

NA.

l)  Difference  between  the  employee  compensation  cost  computed  using 
intrinsic  value of the stock options, and the employee  compensation  cost 
that shall have been recognised, if the fair value of the options was used:

Rs.1.84 crore.

The impact of this difference on profits and on EPS of the company:

The  effect of adopting the fair value on the net income and  earnings  per 
share for 2009-10 is as presented below: 
 
                                                           Rs. In Crore	   
Particulars	                                           2009-10	   
		   
Net Profit as Reported	                                   1,915.63	   

Less: Dividend on Preference Shares (including Tax)	       0.00	   

Net Profit attributable to Equity Shareholders	           1,915.63	   

Add: Compensation cost under ESOS as per intrinsic		   
value included in the Net Profit	                       1.00	   

Less: Compensation cost under ESOS as per fair 	              -2.84	   
value

Proforma Net Profit	                                   1,913.79	   

Less: Tax adjustment for earlier years	                    -113.17	   

Proforma Net Profit before Tax adjustment for		   
earlier years	                                           1,800.62	     

Weighted average number of Basic		   
Equity Shares outstanding	                     1,770,939,077	   

Weighted average number of Diluted		   
Equity Shares outstanding	                     1,771,286,354	   

Face value of Equity Shares (in Re.)	                         1	   

Reported Earning per Share (EPS):		   

Basic EPS (in Rs.)	                                     10.82	   

Diluted EPS (in Rs.)	                                     10.81	   

Basic EPS before Tax adjustment for 
earlier years (in Rs.)	                                     10.18	   

Diluted EPS before Tax adjustment for 
earlier years (in Rs.)	                                     10.18	   

Proforma Earning per Share (EPS):		   

Basic EPS (in Rs.)	                                     10.81	   

Diluted EPS (in Rs.)	                                     10.80	   

Basic EPS before Tax adjustment for 
earlier years (in Rs.)	                                     10.17	   

Diluted EPS before Tax adjustment for 
earlier years (in Rs.)	                                     10.17	 

m) i) Weighted-average exercise    }    Options granted under Tranche II
prices and weighted average fair   }    
values of options whose exercise   }    Weighted average exercise : 150.10  

price equals the market price of   }    price (Rs.)
the stock                          }
                                   }    Weighted average fair     :  57.11  
ii)  Weighted-average exercise     }    value (Rs.)  
prices and weighted average fair   }
values of options whose exercise   }    Options granted under Tranche-I
price is less than the market      } 
price of the stock                 }    Weighted average exercise :  98.30
                                   }    price (Rs.)
iii) Weighted-average exercise     }
prices and weighted average fair   }    Weighted average fair     :  65.78 
values of options whose exercise   }    value (Rs.)  
price exceeds the market price of  }
the stock                          } 

n) A description of method and significant assumptions used during the year 
to  estimate the fair values of options, including the  following  weighted 
average information:
 
i)	Risk free Interest rate (%)	          8	   
ii)	Expected life (No. of Years)	          5	   
iii)	Expected volatility (%)	                  Tranche-I 34%	   
		                                  Tranche-II 37%	   
iv)	Dividend yield (%)	                  170	   
v)	The price of the underlying shares in	  Tranche-I Rs. 138.95	   
	the market at the time of option grant	  Tranche-II Rs. 150.10	 

ANNEXURE B' TO THE DIRECTORS' REPORT:

[Statement of particulars under the Companies (Disclosure of particulars in 
the Report of the Board of Directors) Rules, 1988]

A. CONSERVATION OF ENERGY:

Energy plays a key role in achieving the goals of sustainable  development. 
Increasing access to energy and enhanced energy efficiency is important for 
our  development. Our own policy of appreciating the importance  of  Energy 
Conservation  for sustainable development is by way of promotion of  energy 
efficiency.  In  an unending endeavor & strong commitment  to  improve  the 
Energy  efficiency  and capacity utilization, we are  continuously  working 
towards  reduction  in cost of production. The Company has  a  well-defined 
Energy   Policy,   which  is  meticulously  adhered  to  across   all   the 
establishments  of the company in the country. Every unit of  your  Company 
has trained professionals to implement this policy. The Company has a well-
defined  Energy Management Organization structure, with a Bottom Up  &  Top 
Down  approach.  It acts as a catalyst towards its continuous  journey  for 
excellence in energy conservation. Involvement of all employees right  from 
workmen  level  to  the top executive is ensured  through  walk  through  & 
detailed  energy  audits, quality circles, WCM  committees  and  suggestion 
scheme.  To inculcate awareness on the importance of  Energy  conservation, 
Your Company as corporate entity, focuses not only on employees of  company 
but also the society.

The  Company  has a dedicated & well established Energy Cell  having  prime 
objective of minimizing energy consumption, putting consistent efforts  for 
optimizing  operating  process  parameters  and  modernizing  /   upgrading 
technology  for increasing energy efficiency throughout  the  organization. 
Employees  are  encouraged to give suggestions and get involved  in  Energy 
Conservation initiatives & suggestions with significant merit are  suitably 
rewarded under the well established reward & recognition system.

Company's efforts in Energy Conservation have been consistently  recognized 
over the years by the competent authorities. Hirakud unit of your Company's 
Aluminium  business have been recently awarded the 'Top Rank Award' in  the 
'National  Awards  for Energy Conservation' instituted by the  Ministry  of 
Power,  Government  of  India for the year  2009.  

a. ENERGY CONSERVATION MEASURES TAKEN:

GENERAL MEASURES:

i. Optimization of colony power voltage to save power. 

ii. Rationalization of luminary's wattage. 

iii. Modification in lighting circuit for ON/OFF control of lights. 

iv. Interlocking of Cooling Towers fan motor through temperature switch. 

v. Conversion of connection from delta to star for under loaded motors. 

vi. Installation of capacitor banks to improve power factor. 

vii.  Installation  of  small PLC logo in office AC system  to  avoid  idle 
running. 

viii. Motor HP rationalization. 

ix.  Installation  of  transparent sheets in roof to  utilize  the  natural 
light. 

x. Interlocking of auxiliary equipments with main equipment. 

xi. Regular monitoring and cleaning of waste heat recovery system. 

xii.  Regular walkthrough audit of Steam and compressed air lines to  avoid 
the losses. 

xiii. Regular monitoring and benchmarking of Energy Intensive equipment. 

xiv. Optimization of transformer loading. 

xv. Optimization of AC unit running time as well as temp setting. 

xvi. Energy audit from external agencies. 

xvii. Installation of efficient luminaries. 

xviii. Optimum utilization of Energy through process redesigning as well as 
employment of equipment that offers improved energy efficiency. 

xix. Installation of door limit switches in MCC rooms.

1. ALUMINA PLANT:

i. Installation of VFD for PD Overflow re-circulation pump #1. 

ii.  Energy  efficient  double  digestion  technology  in  place  of   high 
temperature Digestion technology. 

iii. Installation of DSM screen to increase output of Ball mill #4 & 8 thus 
reducing the specific power consumption. 

iv. Installation of energy efficient falling film evaporation unit #4. 

v.  Introduction of additive in acid cleaning of liquor heaters to  improve 
heat transfer co-efficient. 

vi.  Provision  of  additional chemical cleaning  facilities  for  parallel 
cleaning of slurry heaters of digestion I & II units. 

vii. Upgradation of Liquor-A & T-6 mud washers underflow pipelines together 
with replacement of Motors and incorporation of VFD. 

viii.  Installation of temperature switches in cooling towers  to  optimize 
the fan running hours. 

ix.  Modified the impeller of ISC cold well pump and use lower HP hot  well 
pump to meet out the reduced flow requirement during winter. 

x.  Re-routing  of  DS tank slurry transfer line to eliminate  the  use  of 
transfer pump. 

xi.  Modification in lighting circuits of different areas to  optimize  the 
lighting load and ON time.

2. SMELTER:

i. Optimization of DSS fan flow to reduce specific power consumption. 

ii. Installation of VFD operated screw compressor. 

iii. Installation of Harmonic filter at Rectifier station #2. 

iv. Welding of Anode bus bar and riser bus bar bolted joints for  reduction 
in DC voltage drops. 

v.  Modification  in discharge circuits of air slides fans to  optimize  of 
running number of fans. 

vi.  Optimization of lifting height of primary air lifts of Pot line #9  to 
11 DSS to save power. 

vii.  Optimization of compressed air header pressure of point feeder &  DSS 
line to save power. 

viii. Modification in suction line of reciprocating compressors to increase 
its efficiency. 

ix. Installation of VFD for ventilation fans of Pot line #7 to 11. 

x. Minimizing the load of the equipment by modifying the control philosophy 
in PLC in Pot line 9 to 11 Air lift blower. 

xi. Better utilization of Induction furnace to save power. 

xii.  Modification inducting system of Paste Plant Bag houses  to  optimize 
the loading. 

xiii.  Reduced pot voltage through process optimization to reduce  specific 
energy consumption of smelter. 

xiv.  Modification  in  water circuit of AC System of  Rectifier  Plant  #2 
control room to stop the running of water pump. 

xv. Commissioning of one 90 MVA high energy efficient transformer in  place 
of old low efficiency transformer. 

xvi.  Better utilization of 132 KV standby higher efficient  Rectifier  for 
feeding the load of Pot line #3. 

xvii.  Switching off cooling fan of Pot line #1 Rectifier Unit as and  when 
required. 

xviii. Reduction in yoke to carbon drops of anode.

3. FABRICATION PLANT:

i. Revamping of one Properzi Furnace to improve its efficiency. 

ii.  Installation of off delay timer in hydraulic pump motors of  blue  cut 
Star CTL and Caster Unit to avoid the idle running. 

iii. Interlocking of LNP motor to avoid idle running. 

iv. Reduction in running time of cooling fan motors of Extrusion Press  #3, 
5 & 6.

v.  Automatic  switching  off  of  90  TR  AC  compressor  unit  based   on 
temperature. 

vi. Optimization of Homogenizing of AA 3003 DDQ cycles to save energy. 

vii. Optimization of Annealing practices to reduce power consumption. 

viii.  Installation of VFDs in Casting Plant, Extrusion Press  and  Rolling 
Mill Coolant filter. 

ix. Reduction in number cold rolling passes through modification in AA 3105 
coils. 

x. Elimination of one stress relieving cycle by process modification in  AA 
5052 rolled coils. 

xi. Clubbing of process to increase the productivity of furnaces. 

xii. Optimization of partial annealing cycles to reduce the cycle time. 

xiii. Conversion of H32 temper into H22 temper to save energy. 

xiv. Re - insulation of Pre heater of Furnace #2 & 3.

4. POWER PLANTS/CO-GENERATIONS:

i. Installation of VFD in FD Fans of Boiler #3 of Co-Generation unit and AC 
Unit #2. 

ii. Reduction in Boiler #3 Feed pump rotor stage to reduce auxiliary  power 
consumption of Co-Generation unit. 

iii.  Fuel  substitution from HSD to FO in Boilers to reduce  cost  of  Co-
Generation Unit and Captive Power Plant. 

iv. Trimming of CW pump impeller of TG #4, 6 & 7 to save auxiliary power at 
Captive Power Plant. 

v. Installation of additional APH baskets in Spare Boiler of Captive  Power 
plant to increase its efficiency. 

vi. Operation of single FD Fan instead of two in 9 Boilers of Captive Power 
Plant to reduce auxiliary power. 

vii.  Modification  in  LDAD system for ash  slurry  discharging  at  lower 
elevation resulted stoppage of 350 kW Pump. 

viii. Increase in chilled water temperature of administrative building  air 
conditioner of Captive Power Plant to reduce power consumption. 

ix. Modification Raw water header of CHP area & ESP area to eliminate  pump 
running. 

x.  Conversion  of connection from delta to star in coal feeder  motors  of 
Captive  Power.  xi.  Stage  removal of recovery  water  pump  impeller  at 
Bichhari. 

xii. Installation of SS liner in Boiler #4 bunker at Captive Power Plant to 
avoid coal flow interruption. 

xiii. Installation of Fluid Coupling in Boiler feed Pump-A of Unit #1.

5. FOIL DIVISION: 

i. Optimization of the frequency of VFD at Fume Exhaust fan at Mill M50. 

ii.  Modified  and rerouted the power cable to shut off the 4  nos.  of  HT 
transformers to save its no load losses. 

iii. Optimization of annealing practices to reduce power.

6. COPPER DIVISION:

i. Replacement of SA and PU fans of HT motor by LT Motor. 

ii. Installation of variable frequency drive for Boiler-1,3 & 4 and PAP. 

iii. Installation of MV Drive in PA fan HT motor in Boiler no. 3. 

iv. VFD installation in combined cooling tower fan in Smelter-1. 

v. Installation of HT capacitor bank to improve the power factor. 

vi. Replacement of conventional light with CFL.

b. ADDITIONAL INVESTMENT AND PROPOSALS BEING IMPLEMENTED:

1. ALUMINA PLANT:

i.  Installation of VAM unit utilizing waste heat stream of Calciner  fluxo 
cooler. 

ii. Up-gradation of ISC cooling tower. 

iii.  Installation  of energy efficient pumps in place of  Old  inefficient 
pumps and VFDs in 13 B
Evaporators. 

iv.  Installation  of  additional  heater in  Evaporation  #1  to  increase 
availability for effective cooling cleaning. 

v.  Installation  of VFD for Evaporation Unit #3 feed pump,  PT  feed  area 
slurry disposal pump & PD overflow re-circulation pump #2. 

vi. Installation of voltage regulating transformer in lighting circuit. 

vii.  Installation  of level control switches in sump pits  to  avoid  idle 
running sump pumps. 

viii.  Installation of door limit switches in lighting circuit  of  control 
rooms. 

ix. Bokela modification on drum filter no.- 2. 

x. Revamping of IBSH with addition of 5th Set. 

xi.  Installation  of  VFDs in Primary, secondary  Air  fans,  Rotary  vane 
feeder, Air Slide Fan, compressor and Cooling tower.

2. SMELTER:

i.  Arrangement of water showers at the roof of cooling chamber  of  Billet 
Casting. 

ii. Replacement of Baking Furnace ID Fan with energy efficient fan. 

iii. Modification in insulation of Metal transfer Cruce to reduce the  heat 
loss. 

iv. Improvement in Coefficient of Performance of Air Conditioners. 

v. Installation of temperature sensor in Induction furnace. 

vi. Replacements of chain drive system of conveyor #21 of Rodding shop with 
gravity roller conveyor. 

vii.  Installation  of thermostatic controller to optimize the  running  of 
cooling Tower fans. 

viii. Installations of MV drive in DSS main Fan. 

ix. Capacity enhancement of bath crushing plant. 

x. Redesign of ID Fan impeller of Pot line #7. 

xi. Redesign of Bag houses of Pot line #5 & 6. 

xii. Provide pressure regulator in tapping air to reduce the compressed air 
consumption. 

xiii. Modification in pulley ratio of alumina transfer system ID fan at TT-
2. 

xiv.  Introduction  of  stepped  cathode  technology  for  reducing  energy 
consumption in smelter. 

xv. Replacement of reciprocating compressors by centrifugal compressors and 
inefficient Rectiformers & transformers. 

xvi.  Reduction in DC voltage drop in Cathode bar and Anode by  using  cast 
iron pouring and Yoke to carbon drop respectively.

3. FABRICATION PLANT:

i.  Introduction of longer carbon chain additive to take  higher  reduction 
thereby reduction in number of cold rolling passes. 

ii. Optimization of Homogenizing cycles to reduce energy consumption at Hot 
Mill. 

iii. Installation of VFD in reciprocating compressor. 

iv. Installation of photo switches to control the on time of Street lights. 

v. Installation of small PLCs (Logo) to control the running of Office ACs.

vi.  Replacement of 24 nos inefficient motors with efficient motors of  Hot 
Mill and Annealing Furnaces. 

vii. Re-insulation of Annealing furnaces. 

viii. To install VFDs in Soaking Pit #4 and Rolling Mill auxiliary. 

ix. To install re - generative burners in Remelting Furnace. 

x. To replace inefficient AC with more efficient Air Conditioner. 

xi. Replacement of convectional lighting with CFL.

4. POWER PLANTS/CO-GENERATION UNITS:

i.  Modification in heat recovery system of Boiler #1 & 3 of  Co-Generation 
Unit to improve its efficiency. 

ii. Removal of feed pump rotor stage of Boiler #4 of Co-Generation unit  to 
reduce auxiliary power consumption. 

iii. Installation of VFD in FD Fans of Boiler #3. 

iv.   Modification  of  Boiler  Feed  pumps  to  reduce   auxiliary   power 
consumption. 

v. Heat recovery from Boiler #3 flue gas. 

vi.  Installation of additional APH Basket in Boiler 5 to 8 & spare  Boiler 
to improve Boiler efficiency. 

vii.  Up-gradation of Motor capacity of Boiler #4 PA Fan  at  Co-Generation 
Unit to make system run on one Fan. 

viii.  Installation of coal dust extraction system to reduce the coal  dust 
losses at Co-Generation Unit. 

ix.  Installation  of additional APH baskets in Boiler #5 to 8  of  Captive 
Power plant to increase its efficiency. 

x.  Installation of additional economizer coil in Spare Boiler to  increase 
its efficiency. 

xi. Resizing of Boiler Feed pump impeller of TG #1, 2 & 8 at Captive  Power 
Plant to reduce the auxiliary power consumption. 

xii.  Installation  of VFD in CEP of TG #3 to 5 to reduce  auxiliary  power 
consumption at Captive Power Plant. 

xiii.  Installation  of  refrigerated air drier  in  series  with  existing 
heatless type instrument air driers in unit #9 & 10 at Captive Power Plant. 

xiv. Installation of VFD in two numbers of PA fan of one of the boilers  in 
Unit 3 and cooling Tower #2 & 3.

5. FOIL DIVISION:

i.  Installation of one new pump in pump house for water supply  system  of 
the plant. 

ii.  To  provide  the  infrastructure required for  wheeling  of  power  by 
installing  and  commissioning the CT, PT and ABT metering  system  of  0.2 
class of accuracy. 

iii. Installation of VFD s in Rolling Mill, Coater & Laminator. 

iv.  Replacement  of  old plant & street  Lighting  with  Energy  efficient 
lighting system.

6. COPPER DIVISION:

i.   To  install  variable  frequency  drives  in  more  Energy   intensive 
equipments. 

ii. Replacement of conventional light with CFL in the plant. 

iii. Installation of Capacitor Bank for power factor improvement.

c. IMPACT OF MEASURES IN (a) AND (b) ABOVE:

The  various Energy Conservation Measures undertaken by your  Company  have 
yielded encouraging results in most production centers. Efforts continue to 
further optimize energy productivity through ongoing and planned measures.

d. TOTAL ENERGY CONSUMPTION AND ENERGY CONSUMPTION PER TON OF PRODUCTION:

(As per Form 'A' below)

FORM A

                                                  2009-10        2008-09
 
A. Power & Fuel Consumption:	
1 Electricity			   
a) Purchased from SEB's			   
Units (KWH in thousands)	                   278214	 261155
Total Amount (Rs. in crores) (excluding	              122	    110
Minimum Demand Charges)			   
Rate/Unit (Rs.)	                                     4.39	   4.20
b) Own Generation:
i) Through Steam Turbine/Generator:
Units    (KWH   in   thousands)	                  9722615       9221098
Cost/Unit (Rs.) (Coal & Fuel only)	             1.26	   1.25
ii) Through Diesel Generator:			   
Units (KWH in thousands)	                     1354	   1496
Cost/Unit (Rs.)	                                    12.50	  14.13
3. Adjusted out of Banked Energy:
Units (KWH in thousands)	                    31295	  36631
2. Steam Coal (for Generation of Steam):
Quantity (Tonnes)	                          9730854       9176204
Total Amount (Rs. in crores)	                     1337	   1244
Average Rate (Rs.)	                             1374	   1356
3. Furnace Oil (Fuel Oil, L.D. Oil, HSD Oil):
Quantity (KL)	                                   210481	 207136
Total Amount (Rs. in crores)	                      470	    517
Average Rate (Rs.)	                            22310	  24953
4. Steam (Purchased):
Quantity (Tonnes)	                           243341	 237117
Total Amount (Rs. in crores)	                        5	      5
Average Rate (Rs.)	                              207	    204

B. Consumptuioon per Unit of Production:

		                                  Unit	 2009-10  2008-09
					   
1	Aluminium Metal (including Alumina):				   
	Electricity	                          kwh	  15,871   15,870
	Furnace Oil	                          Litres     223      228
	Steam Coal	                          MT	   1.528    1.477
2	Redraw Rods (including Alloy Rods):	
	Electricity	                          kwh	      56       59
	Furnace Oil	                          Litres      22       26
3	Fabricated Products (Rolled & 
        Extrusion):
	Electricity	                          kwh	   1,063    1,053
	Furnace Oil	                          Litres      57       50
4	Aluminium Foil: 
	Electricity	                          kwh	   1,368    1,029
5	Aluminium Wheel:				
	Electricity	                          kwh	       -       90
6	Copper Cathodes:				
	Electricity	                          kwh	   1,504    1,573
	Furnace Oil	                          Litres      19       24
	Propane	                                  Kg	    0.01	3
        Naptha	                                  Kg	       7       34
	RLNG	                                  SCM	      69       43
7	Copper Rods:
	Electricity	                          kwh	      62       54
        Propane	                                  Kg	       -	1
	RLNG	                                  SCM	      48       43
8	Di Ammonium Phopate (DAP/NPK):
	Electricity	                          kwh	     175      187
	Furnace Oil	                          Litres       2	6

ANNEXURE B' TO DIRECTORS' REPORT

TECHNOLOGY ABSORPTION:

Efforts made in Technology Absorptions Form 'B':

RESEARCH & DEVELOPMENT (R&D):

FORM B:

A. ALUMINIUM BUSINESS:

1. Specific Areas in which R&D has been carried out:

* Development of High Grade Lithographic Sheet, High Pressure Gas  Cylinder 
application, Composite Panel Stock material, Foil Stock Coils and Finstock.

* Development of indigenous hydrophilic coating for Fin-stock.

* Optimization of packing methods across foil business.

* Argon gas was used to see effect of materials in cast structures in order 
to avoid homogenizing process from production cycle.

*  Casting practice was modified to suit production of High Strength -  Low 
Cost  aluminium  specially for defence, ordinance and auto  sector  product 
segment.

* Study on recovery of precious metals from Red Mud was undertaken.

* Process development for the reduction of silica content from  high-silica 
bauxite ores.

*  Process  development  for the production of special  grade  alumina  for 
catalyst application, Special refractory and ceramic grades.

*  Process  trials for with anti-scaling additives,  coating  for  chimney, 
calciner  exit duct and related high corrosion prone areas was carried  out 
to improve process efficiency and elongation of service life.

*  Efforts  were  made  to create value from  waste  generated  from  plant 
operations and utilizing it in production chain to minimize cost of  inputs 
for metal production.

*  Material development work using special liner to improve slidability  of 
alumina powder on each pots feedbox.

*  Welding  of cast iron grade valve bodies, pressure vessel  of  extrusion 
press  was examined and tested for its soundness and health  subsequent  to 
repair.

* Vendor development and capability study was undertaken for procurement of 
Tension Leveler Rolls with indigenous source.

* Roll failure analysis study was undertaken in collaboration with external 
stress analysis service providers ANSYS, Roll Designers and Manufacturers.

* Heat balance studies on Baking furnace to reduce oil consumption.

*  New Gauging system alongwith MG slitter with new Technology  for  better 
process control.

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

* Continued leadership in all product segments.

*  Reduction  in  operational,  energy and  resource  cost  with  focus  on 
improving efficiency.

* Increased net running time / availability of production equipment.

*  Exploratory  identification  of potential new  businesses  and  improved 
customer satisfaction.

* Reduced dependency on imports.

3. Future plan of action:

* Exploring new aluminium markets and increasing penetration.

*  Continue  to  identify non-value adding / processes  and  work  for  its 
replacement with value adding processes.

*  Capturing new product specification and looking for its  feasibility  of 
its   production  in  existing  facility  like  foil   for   pharmaceutical 
application,  high  strength  low cost aluminium,  specialty  aluminas  and 
aluminium products.

* Development of anodes for improved electrical and mechanical properties.

* Development of lubricants and oil testing methods for casting operations.

* Roll bending and roll coolant system improvement for customer delight.

B. COPPER BUSINESS:

1. Specific areas in which R&D has been carried out:

*  Improvement  in  uptime  of Cu-1 WHB  in  smelter  to  reduce  accretion 
formation and modification of slide gate dampers in Cu-1 converter.

* Installation and commissioning of new hammering & rapping system in  Cu-1 
Smelter and burner in AF launders of Cu-3 Smelter.
 
* Reduction in anode weight variation in Cu-3 plant.

* Recovery of Tellurium as Copper Telluride in Refinery.

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

* New product development.

*   Improved  plant  operation  performance,  heat  recovery,   Operational 
reliability and anode quality. 

* Reduction in Converter Blowtime.

* Better life of the water cooled launder and cost saving.

3. Future Plan of action:

* Expansion of PMR plant.

* Production of Copper Telluride.
 
*  Development  of mineralogical model of Cu-1 Smelter with  capability  to 
predict the FSF performance with different blend.

Expenditure on R & D:

                                                         (Rs. In Crores)
		                                       2009-10	 2008-09
				   
				   
a) Capital	                                        2.35	0.86	   
b) Recurring	                                        5.45	7.73	   
c) Total (a+b)	                                        7.80	8.59	   
d) Total R & D Expenditure as % of Total Turnover	0.04%	0.04%	 

Technology Absorption, Adaptation and Innovation:

i) Efforts in Brief:

*  Imported technologies have been fully absorbed and the plant  operations 
are stabilized.

ii) Benefits derived:

* Improvement in plant production capacities.

* Reduction in overall energy consumption.

* Improvement in product quality and reduction in cost.

* New product development.

* Advancement of basic skill and knowledge.

* Reduction in specific consumption of power/utilities.

* Increased Plant availability/capacity.

* Excellent Environment performance.

iii) Details of technology imported in the past 5 years:
 
Technology Imported for	                         A        B     C
				   
ALUMINIUM:				   

Clad Sheet manufacturing	               2006-07	 Yes	NA	   
				   
Improvement in quality and productivity				   
of brazing sheet	                       2007-08	 Yes	NA	   
				   
High Pressure Double Digestion technology      2007-08	 Yes	NA	   
				   
COPPER:				   
				   
Cryogenic air separation for Oxygen IV	       2005-06	 Yes	NA	   
				   
Cryogenic air separation for Oxygen V	       2006-07	 Yes	NA	   
				   
Molecular Recognition Technology for				   
Bismuth Recovery	                       2008-09	 Yes	NA	   
				   
Continuous Cast Rod Plant-II from				   
SouthWire, USA	                               2009-10	 Yes	NA	 

A = Year of Import

B = Has technology been fully absorbed

C  = If not fully absorbed areas, where this has not taken  place,  reasons 
thereof and future plan of action
 
C. FOREIGN EXCHANGE EARNINGS & OUTGO:

a) Activities related to Exports:

Exports during the year were Rs. 5,267.58 Crores.

b) Total Foreign Exchange used and earned:

Foreign exchange used Rs. 12,213.67 Crores.

Foreign exchange earned Rs. 5,278.64 Crores.

Persons constituting group coming within the definition of 'group' for  the 
purpose  of Regulation 3 (1)(e)(i) of the Securities and Exchange Board  of 
India (Substantial Acquisition of Shares and Takeovers) Regulations,  1997, 
include the following:
 
Shri Kumar Mangalam Birla	   
Smt. Rajashree Birla	   
Smt. Neerja Birla	   
Master Aryaman Vikram Birla	   
Birla Group Holdings Private Limited	   
BGH Exim Limited	   
Birla TMT Holdings Private Limited	   
Chaturbhuj Enterprises LLP	   
Essel Mining & Industries Limited	   
Global Holdings Private Limited	   
Gwalior Properties And Estates Private Limited	   
Heritage Housing Finance Limited	   
IGH Holdings Private Limited	   
Infocyber India Private Limited	   
Mangalam Services Limited	   
Naman Finance And Investment Private Limited	   
Rajratna Holdings Private Limited	   
Seshasayee Properties Private Limited	   
Siddhipriya Enterprises LLP	   
TGS Investment And Trade Private Limited	   
Trapti Trading And Investments Private Limited	   
Turquoise Investments And Finance Private Limited	   
Umang Commercial Company Limited	   
Vighnahara Enterprises LLP	   
Vaibhav Holdings Private Limited	 

MANAGEMENT DISCUSSION AND ANALYSIS:

Business Overview:

FY 10 was a remarkable year on various counts. Today, as one looks back  at 

the  strong recovery in the aftermath of an unprecedented sanguinary  spell 
that  befell  us towards the second half of FY09, it appears to  be  a  far 
better year than FY09. After reaching its nadir in March 09, the  commodity 
prices  have recovered and the situation appears to be far better  than  it 
was around the same time last year.

And  yet,  if  one  compares full year FY10  with  FY09,  in  FY09  average 
commodity prices were almost the same or were higher than FY10 averages,  a 

fact  overlooked  by many. This also explains the velocity of  decline  and 
recovery,  of  commodity  prices;  a  truly  amazing  phenomenon.   Equally 
intriguing  was  the sharp fall in demand and  subsequent  demand  recovery 
initially  in  the  wake of Government's stimulus  measures  and  later  on 
account  of general improvement in the global demand, primarily led by  the 
emerging markets.

Consolidated sales were Rs.60,722 crore in FY10 as compared with  Rs.65,963 
crore in FY09. Revenues were lower mainly due to lower aluminium prices and 
softness  in  the  Company's end-markets in the first  half  of  the  year, 
especially for Novelis. Further, change in the status of Idea Cellular Ltd. 
from Joint Venture to Associate w.e.f from 1st Jan 2009 for the purpose  of 
consolidation,  also resulted in proportionate revenue from Idea not  being 
included  in the consolidated revenue. The PBIDTA stood at Rs.10,069  Crore 
as compared with Rs.3,661 Crore in the previous year. This includes USD 578 
million  of  unrealized  gains consisting of USD 504  million  reversal  of 
previously  recognized  losses upon settlement of derivatives  and  USD  74 
million of unrealized gains relating to mark to market adjustments on metal 
and currency derivatives at Novelis.

Aluminium  business  revenue fell by 11% to Rs.48,091 crore mainly  due  to 
lower  LME;  and  lower demand in first half of the  year.  Earning  before 
Interest turned around from a loss of Rs.425 crore to a profit of  Rs.5,998 
crore.  This  is significantly attributable to the  remarkable  results  of 
Novelis.

The  performance of the Aluminium business segment of  standalone  Hindalco 
during FY10 was impacted due to lower average LME. Average LME was lower by 
around  16% than the previous year. The demand for downstream  value  added 
products improved smartly in the second half and the sales volumes for  the 
year were higher by 21% compared to previous year.

Operational Highlights:

1. Highest ever aluminium production.

2.  Highest  ever  downstream value added production  leading  to  improved 
product mix.

3. Significantly higher sales in more lucrative domestic market.

4.  Continuous  reduction  in conversion cost  despite  rising  input  cost 
pressures.

We  continued  producing  more  metal  both  through  asset  sweating   and 
brownfield  expansion  of  the  Hirakud  smelter  and  de-bottlenecking  at 
Renukoot.  We produced 555 KT of hot metal against 523 KT in  the  previous 
year.  The  Company recorded highest ever primary aluminium  production  in 
this  year . The turnover in the aluminium business declined by 8%  to  Rs. 
7,001  crore vis-a-vis Rs. 7,604 crore in the corresponding period  in  the 
previous  year  with  decline in LME, even though the  decline  was  partly 
offset through higher volumes.

To  mitigate the impact of sharp fall in realizations several cost  control 
initiatives were successfully adopted. The increased proportion of  Hirakud 
metal in our basket also enabled us to reduce blended cost of production.

The  EBIT margin of our Aluminium business is amongst the highest  relative 
to  domestic  and global peers which underlines our  strategic  thrust  and 
commitment  to  combine  cost leadership and  portfolio  de-risking.  As  a 
result, our EBIT margin is relatively less impacted by LME compared to pure 
play  aluminium  companies. FY10 was perhaps one of  the  most  challenging 
years  for Copper smelters worldwide. The business witnessed extreme  price 
volatility  in the aftermath of the economic meltdown, compounded by  acute 
tightness  in the concentrate market and unviable spot TCRC  levels.  While 
the benchmark TCRC's were a healthy 75/7.5, the spot TCRC's plummeted  from 
a high of 90/9 in Jan, 09 to near zero by Q310 and remained well below  the 
cash costs of most smelters for significant part of the year.

The  Copper  business  significantly  improved  its  underlying   operating 
performance  despite  tightness in the concentrate  market  and  escalating 
input  costs. Copper business revenue increased by 18% to Rs. 12,542  crore 
and EBIT doubled from Rs. 379 crore to Rs. 660 crore.

Novelis:

Novelis  witnessed  a  tremendous turnaround in the  midst  of  challenging 
circumstances. In an economy that was still emerging from recession Novelis 
reported  record  results.  Record adjusted EBITDA,  record  liquidity  and 
record  free cash flow. Novelis achieved these record results despite a  2% 
decrease  in shipments Y-o-Y driven by soft market conditions in the  first 
half  of the year. Novelis' sales declined due to decrease in  the  average 
LME prices and 2% lower shipments.

Adjusted EBITDA increased by 55% Y-o-Y, reaching USD 754 Million. This  was 
achieved  on the back of price increases negotiated in  specific  contracts 
across  all  regions and cost-out and restructuring  initiatives  that  the 
company  identified and implemented throughout the year. Your Company  also 
saw  a  dramatic  improvement in liquidity over the  past  year,  liquidity 
surpassed  USD 1 Billion driven by strong operational cash flow,  the  bond 
issuance  and increased gross borrowing capacity under the ABL.  Free  cash 
flow  went  from a negative USD 352 Million in FY09 to a positive  USD  355 
Million in FY10. This was a direct result of stronger performance,  working 
capital management and controlled capex levels.

The IT subsidiary of Novelis in Pune, Novelis India Infotech Ltd is now  up 
and  running. It is now catering to some of the IT and ERP requirements  of 
Novelis globally.

Effective,  1st January, 2010, Novelis is no longer impacted by  can  price 
ceilings. In terms of continued cost savings, Novelis is taking a series of 
steps  to  streamline and optimise the manufacturing operations  in  mature 
markets.

In  response to the growing demand for its products in South  America,  the 
company  is  undertaking a major expansion in Brazil.  The  expansion  will 
increase the plant's capacity in Brazil by more than 50%.

Aditya Birla Minerals:

Aditya  Birla  Minerals  Limited,  your  Company's  Australian Subsidiary, 
reported Profit after Tax of AUD 61.4 Million as against a loss of AUD 76.0 
Million  in  the  previous  year. Sustained  cost  management  resulted  in 
turnaround  in  financial performance. The production  was  however;  lower 
mainly due to loss of production of Copper in Concentrate at Mt. Gordon and 
Cathode  production at Nifty Oxide operations which were put under  Care  & 
Maintenance  as  a  conscious  management decision.  The  drop  in  overall 
production  was partly off-set by 13.8% increase in Nifty's  production  of 
Copper in Concentrate.

Projects:

Our  projects continue to follow the strategic plan which we have  set  for 
ourselves.  The  benefits of brownfield expansions  and  earlier  inorganic 
acquisitions  have  been the major factors which helped us  tide  over  the 
challenging environment in FY10. We are working on five greenfield sites in 
difficult  terrain and uncertain regulatory environment. Site work  on  all 
greenfield  projects  has  gained  momentum and is  in  various  stages  of 
progress.

Business Reconstruction Reserve:

Last  year  the Company formulated a scheme of financial  restructuring  to 
deal  with  various  extraordinary costs associated with  its  organic  and 
inorganic  growth  plan. The recent economic downturn particularly  in  the 
commodity  space is also expected to result in impairment /  diminution  in 
value  of  certain  assets/ investments. Accordingly, as per  a  Scheme  of 
Arrangement  under  Sections  391 to 394 of the Companies  Act  1956  ('the 
Scheme')  between the Company and its equity shareholders approved  by  the 
High  Court of judicature of Bombay, a separate reserve account  titled  as 
Business  Reconstruction Reserve ('BRR') has been created  by  transferring 
balance standing to the credit of Securities Premium Account of the Company 
for  adjustment  of certain expenses as prescribed therein.  This  year  no 
adjustment  was made pertaining to standalone accounts in this reserve  and 
Rs. 304 Crore relating to interest and finance charges on loan taken by  AV 
Minerals  (Netherlands) B.V. was made for consolidated accounts, which  has 
been suitably disclosed.

Corporate:

The standalone basic and diluted Earning per Share was at Rs.10.8 per share 
FY10 as compared with Rs.14.8 per share in FY09.

Business Performance Review: 

Aluminium Business: 

Aluminium Industry Review:

Global  economies recovered after an unprecedented sharp fall in FY09.  The 
recovery  was  equally  spectacular but fraught with  uncertainty  and  the 
average aluminium prices remained lower than the FY09 averages. The  Indian 
economy showed its resilience in FY09 and staged a sharp recovery albeit on 
the back of generous stimulus packages by the Government. In the  aftermath 
of FY09 meltdown and in the midst of uncertainty surrounding this recovery, 
many global majors were forced to adapt to the dynamic conditions in an  ad 
hoc  manner and resorted to reactive actions in response to the  challenges 
faced  such  as  curtailing production, closing  facilities  and  then  re-
starting some of these facilities when the situation improved.

Your  company  on  the other hand approached these adversities  in  a  much 
steadier  and  controlled  manner and was able to weather  the  storm  much 
better. Not only did it perform credibly on the operational front but  also 
ensured smooth and steady progress on the various Greenfield projects.

Demand and Market:

In CY 2009, the world aluminium consumption stood at around 34 Mn tonnes, a 
sharp decline of over 8% from around 37.5 Mn tonnes consumption in CY 2008. 
The  CY09  production stood at 37.7 Mn tonnes against production of  40  Mn 
tonnes in CY 08.

After  an  abysmal  first quarter, the growth rebounded  in  FY10  reaching 
around 36.3 Mn tonnes, a growth of around 2.5%.

India  on  the other hand witnessed a smart recovery post a  slow  down  in 
FY2009,  as the GDP clawed back to 7.4% in FY10 from 6.7% in FY09. A  sharp 
turnaround  in  the end user segments such as automobiles,  Industrial  and 
infrastructure  and thrust on power sector growth propelled  the  aluminium 
industry growth. The improvement coupled with low base effect resulted in a 
strong 27.8% growth in domestic demand.

In  FY10  LME aluminium prices staged a remarkable recovery to  around  USD 
2,000 levels after touching lows of sub USD1400 in March 2009.

The depreciating rupee helped domestic aluminium producers partially as the 
prices  are  dollar  denominated.  The prices continued  to  rise  even  as 
inventory  levels remained at their historic highs. This was the result  of 
tightness in the physical market, with most inventories tied up at  various 
ware houses under financing deals.

Aluminium  continued to remain in contango taking more and  more  aluminium 
outside  the physical market as borrowing costs remain low  and  warehouses 
rent continued to be attractive.

Globally,  Aluminium production increased as the producers restarted  their 
capacities  with the smart recovery in the aluminium LME. As a  result  the 
global markets continued to be in surplus and global inventory increased to 
historical peaks.

The  primary  aluminium production for the year was around  40  Mn  tonnes. 
China again led the production in 2009, producing around 14 Mn tonnes.

The  cost  of  production of aluminium increased as  input  costs  such  as 
alumina  and power surged. Alumina costs increased as the aluminium  prices 
recovered and bauxite quality deteriorated. For most producers power  costs 
increased  with sharp rise in coal/energy prices. The cost of other  inputs 
such  as  CPC coke and anodes also increased in line with recovery  in  the 
crude prices.

Operational Review:

On  this  backdrop,  your Company's performance  was  commendable  and  its 
performance was amongst the best performance in the industry.

The  aluminium business operational performance was indeed exceptional  and 
recorded  highest ever production of aluminium metal surpassing the  record 
it achieved last year.

Alumina:

We  increased alumina production by 6% to 1.3 Mn tonnes  primarily  through 
production  ramp up post expansion at Muri. We increased the higher  paying 
domestic  sale  of specials by 4%. Overall alumina sales  volumes  however, 
were almost flat on account of higher captive consumption.

Primary Metal:

Primary  aluminium  production  increased  to 555,404 MT  up  6%  over  the 
previous  year.  This increase in production growth  was  possible  through 
brownfield expansion of Hirakud smelter facility that led to 16% production 
growth  from  134,301  Mt to 156,206 Mt and through  continued  efforts  to 
debottleneck  the Renukoot capacity, which yielded around 10,000 tonnes  of 
incremental production.

Aluminium  sales  volumes increased in line with the  production  increase. 
However  it  was sales of value added products such as FRP  and  Extrusions 
that improved sharply.

Wire Rods:

Wire rods production grew by over 23% from 74,968 MT in FY 09 to 91,903 MT. 
The production was increased to cater to growing demand from power sector.

Value Added Products (VAP):

This  remains the key focus area of your company to enhance  profitability. 
This segment saw a sharp rebound with improved economic scenario.

The  VAP  (i.e.  flat rolled products, extrusions  and  foils)  volumes  in 
tonnage  improved significantly compared to that of last year. The  overall 
revenue  though remained depressed on account of lower aluminium  LME.  The 
markup in the down stream business has shown a continuous improvement  over 
the   years  with  continuous  improvement  in  product  mix  as  well   as 
geographical mix.

Flat Rolled Products:

The  FRP  production increased to 205,265 MT, in line with  the  increasing 
domestic demand, an increase of 13% over previous years. The export  demand 
though remained subdued.

Extrusions:

Extrusion  segment  demand  also  improved as  the  economy  recovered.  An 
improvement in the fortunes of housing and automobile sectors resulted in a 
demand  increase for extruded products. Extrusion production was higher  at 
38,909  MT  in FY10 as compared with 35,895 MT in  FY09.  Extrusions  sales 
volume increased 9% in FY10.

Financial Performance:

The turnover of the aluminium domestic business declined by 8% to Rs. 7,001 
Crore  vis-a-vis  Rs.  7,604 crore in the previous  year,  inspite  of  the 
highest ever metal volumes, as average LME for the year was 16% lower  than 
the previous year.

Earnings  before  interest and taxes (EBIT) declined by 18%  to  Rs.  1,767 
Crore  due to pressure on realizations and the cost push. The  costs  push, 
was  the  result of increase in crude prices leading to  some  increase  in 
crude  derivative  prices such as CP coke and fuel oil.  Coal  prices  also 
increased  sharply.  Aluminium  producers  across  the  globe   experienced 
pressure  on  EBIT  margins The decline in the case  of  your  Company  was 
amongst the lowest in the industry. This was possible primarily on  account 
of higher production, sales volumes and superior product and geographic mix 
as  discussed  earlier. The other cost management measures that  helped  in 
containing the fall in EBIT were:

*  Improvement  in  operational efficiency  in  Power  consumption,  Carbon 
consumption etc.

* Cost effective sourcing of key Raw materials.

The sustainability of your company's profitability is reflected in  healthy 
EBIT margins of 25% despite all the adversities.

Aluminium Outlook:

In 2010, the global aluminium demand is expected to recover back to  almost 
39 Mn tonnes an improvement of almost 13% over 2009. The Chinese demand  is 
expected to rise by almost 18% after a relatively modest increase in  2009. 
The  US demand is expected to recover sharply awhile Europe is expected  to 
recover slowly. In India, the demand is expected to increase at almost  14% 
with an improvement in Industrial activity and automobile growth. Over  the 
medium  term,  thrust  on power sector spending  will  spur  the  aluminium 
demand.

Aluminium  production is expected to increase in line with the demand.  The 
market surplus is going to continue for a while. With unprecedented  demand 
destruction  towards  later  part of FY2009, the prices  of  aluminium  had 
declined  very sharply by over 50% in less than 4 months. The recovery  has 
also been strong. As a result, many smelters that had curtailed  production 
are again back in action. In addition some new smelters are on the verge of 
delivering.

The  cost push has been felt in the recent times with rise in crude  prices 
from  the recent highs. Most input costs such as fuel oil, coal  tar  pitch 
have increased along with the freight costs.

The prices are expected to continue to stay range bound over the short term 
with a large inventory overhang. Aluminium inventories across the globe are 
near  all time high. But most of these inventories are reportedly bound  in 
financing  deals  and are not expected to flood the market. The  long  term 
fundamentals are strong and the surplus is expected to reduce significantly 
by FY 10 end.

Business Outlook:

Your   Company  has  demonstrated  its  mettle  in  the  wake   of   severe 
macroeconomic  adversities.  The ferocity and the velocity of  the  turmoil 
surprised  the  industry. But by leveraging its fundamental  strengths  and 
through  robust business model your Company has emerged stronger  from  the 
meltdown.

Your  Company has adopted a consistent strategy to achieve global size  and 
scale  through the acquisition of Novelis. The de-risked business model  of 
Novelis,  where  LME is a pass through, its robust product  portfolio  with 
over  50%  going into manufacture of beverage cans and strong  presence  in 
emerging  markets  has shown its strength in possibly worst of  the  times. 
This business complements your Company's ongoing brownfield and  greenfield 
expansion  plans in the upstream aluminium business. This will  also  guard 
your Company against the commodity meltdown in future.

Brownfield Expansions:

* The expansion of Muri Alumina Refinery from 110,000 tpa to 450,000 tpa is 
complete.

*  The  Hirakud  Smelter  expansion from 143,000  tpa  to  155,000  tpa  is 
complete. Further expansion from 155,000 tonnes to 161,000 tonnes is  under 
progress and is expected to be completed by Q2 FY11.

* In Hirakud, work is on to expand the capacity further to 213,000  tonnes, 
through addition of 80 pots. We expect to complete this by Q4 FY 12.

* Further to the above, we are evaluating the possibility of expanding  the 
smelting  capacity at Hirakud from the proposed 213 KTPA to 360  KTPA  with 
corresponding  increase in back-up captive power from proposed 467.5 MW  to 
967.5 MW.

* Flat Rolled Products:

A  project is underway for transfer of all key equipments for  flat  rolled 
products  from  the Novelis Plant at Rogerstone, UK to Hirakud.  This  will 
enable the company to produce Can Body Stock for local and export  markets. 
The  project is slated for completion in Q2 FY 12.  Dismantling  activities 
are  around  65% completed. Many of the major orders for  refurbishment  of 
existing equipment and procurement of new equipment have been placed.

Greenfield Projects:

Greenfield Projects have made significant progress.

Utkal Alumina project: 

Construction  of  1.5 Mio TPA Alumina refinery along with a 90  MW  captive 
cogen plant is in full swing. The output from Utkal would be sufficient  to 
feed alumina to the Mahan and the Aditya smelters. Engineering for Refinery 
and  captive cogen plant is nearing completion. Contractors are working  at 
site  for civil & structural work and have mobilized more than 5000  people 
at site. Piling is 85% complete, fabrication and concreting are around  35% 
complete. Major equipment like Boilers, Evaporators & Turbines have started 
arriving  at site. The erection and structural work for various  equipments 
is in progress. Orders for all the long delivery equipments placed.  Around 
82% of the project cost has already been committed.

The  project  team  has estimated a total cost of  Rs.5,600  crore  without 
financing cost. The project commissioning is projected in Q2 FY12.

Sanctioned credit approvals from a consortium of banks for the entire  debt 
requirement  of the project have been obtained. The Common  loan  agreement 
was signed in July, 2010 and the drawdown is expected soon.

Mahan Aluminium project: 

An  359  ktpa, Aluminium Smelter of capacity along with a  900  MW  captive 
power plant is coming up in Bargwan, Madhya Pradesh.

All  major approvals are in place and site activities are on  track.  Major 
contractors  have mobilized about 10,000 people at site. Three out  of  the 
six  boilers  & electrostatic precipitator foundations  are  complete.  The 
powerhouse foundation work is in progress. Two chimney rafts are  complete. 
The erection of the engineering structure for boilers is in progress.

Around  82% of the total project cost has been committed. The project  team 
has  estimated a total cost of Rs.9,200 crore without financing  cost.  The 
project is expected to be commissioned in Q2FY12.

The  Aditya Aluminium project: A 359 ktpa, Aluminium smelter along  with  a 
900 MW captive power plant, identical to the Mahan Project, is coming up in 
Orissa.

All  major  approvals  are in place. Critical equipment  orders  have  been 
placed  for both the smelter and the power plant. The site activities  like 
area grading and boundary wall are on.

Around  59% of the total project cost has been committed. The project  team 
has  estimated a total cost of Rs.9,200 crore without the  financing  cost. 
The project commissioning is slated in Q3 FY12.

The Aditya Refinery Project: A 1.5 Mio TPA Alumina Refinery along with a 90 
MW  cogen  plant,  replica of the Utkal Alumina refinery is  coming  up  in 
Orissa.  The  cost estimate in the order of magnitude is  Rs.  6,000  crore 
without financing cost. It is planned for commissioning in Q1 FY14.

The  Jharkhand Aluminium project: 359 ktpa, Aluminium smelter along with  a 
900  MW captive power plant is coming up in Sonahatu, Jharkhand.  The  land 
acquisition   process  has  already  begun.  The  process   for   obtaining 
environmental clearance has begun. To that effect, a presentation has  been 
made to the MOEF expert committee. The Tubed Coal Mine has been allotted to 
the project jointly with Tata Power.

This  project  seeks  to replicate the Aditya /  Mahan  smelter.  The  cost 
estimate  in  the order of magnitude is Rs.10,000 crore  without  financing 
cost. It is planned for commissioning in Q1 FY14.

The  blueprint for a suitable financing plan for the projects is in  place. 
These  projects will significantly enhance the scale of operations of  your 
company.  These  will  further improve the  cost  competitiveness  of  your 
Company  and  will  firmly establish it as one of the  lowest  cost  global 
alumina and aluminium producers.

To debottleneck and increase capacity, primarily in South America and Asia, 
Novelis has increased its capital expenditure plan by approximately  USD150 
Million  or  148 percent for fiscal 2011 compared to the previous  year.  A 
significant amount is aimed at expanding its rolling operations in  Brazil. 
This  investment  will  increase capacity by over  50  percent  and  better 
support the increasing demand for flat rolled products in the Regions.  The 
expansion is expected to be completed by late 2012.

Copper Business Review:

Industry Review:

Global  refined copper consumption declined second year on the trot  in  CY 
2009. In last 2 years, the decline has been from 18 Mn tonnes (CY 2007)  to 
16.7  Mn tonnes (CY 2009). The decline in CY 09 though was much lower  than 
earlier anticipated. The production however, continued to remain reasonably 
strong declining to only 18 Mn tonnes resulting into a surplus.

However,  China continued to import large quantities of copper through  SRB 
purchases.  In  the last quarter of CY 09 and the first  quarter  of  CY10, 
copper   demand  witnessed  a  sharp  recovery.  Globally  refined   copper 
consumption increased 13% in Q4 FY10 over the same period last year, albeit 
on  a low base. Projections suggest that world copper market is  likely  to 
remain  in surplus in 2010, although at a much smaller surplus than in  the 
previous  year. The copper price on LME has generally been firm, though  it 
witnessed some decline in the last few days due to increased risk aversion.
FY10  was  perhaps one of the most challenging years  for  Copper  smelters 
worldwide. The business witnessed extreme price volatility in the aftermath 
of the economic meltdown, compounded by acute tightness in the  concentrate 
market  and  unviable  spot TcRc levels. While the  benchmark  TcRc  was  a 
healthy 75/7.5, the spot TcRc's plummeted from a high of 90/9 in Jan, 09 to 
near  zero by Q3,09 and remained well below the cash costs of smelters  for 
most part of the year. The situation got further aggravated by  precipitous 
fall  in sulphuric acid prices from a peak of $350/t in 2008 to -$25/t  fob 
in FH- 2009 and sharp drop in fertilizer subsidies.

Company Performance:

The   Copper  business  performed  well  despite   adverse   macro-economic 
environment.

Your company recorded creditable production performance notwithstanding bi-
annual shutdowns. Your Company also managed its market mix well to  improve 
overall copper realizations despite lower volumes.

Globally  many Smelters were forced to cut back their output on account  of 
Sulphuric acid evacuation problems. Global smelter capacity utilization, as 
a result, dropped by 7-8% during the year, whereas our capacity utilization 
increased  by 9% during the same period. Your Company proactively seized  a 
larger  share  of  the  shrinking pie  of  sulphuric  acid  demand  through 
innovative  supply  chain  interventions &  aggressive  pricing,  thus  not 
letting our Smelters suffer on this count.

During  the  year  significant  improvements  were  achieved  in  operating 
performance.  Your  Company delivered highest ever production  of  cathode-
improvement  of 12% over the previous year. DAP volumes too were 7%  higher 
than the pervious year.

The high point of operational performance was dramatic reduction in cost of 
production  through improvement in operational efficiencies and  innovative 
optimization of input energy cost through use of alternative fuels (LNG and 
Petcoke).

In  FY10, your Company delivered 30% reduction in cost of  production  over 
the previous year.

Today Dahej ranks in top quartile of the Global cost competitiveness.

Financial:

The  sharp  rise  in LME coupled with higher sales volumes  led  to  higher 
revenues,  which  were up by 18%. However, for custom  smelters  like  your 
company, copper prices are just a pass through and the margins are  largely 
determined by Tc/Rc and as a result a decline in LME copper prices did  not 
have significant impact on the profitability.

The  favourable  impact of higher contracted Tc/Rc was largely  negated  by 
lower  product  contribution.  However,  operational  improvements,  better 
working  capital  management  led to delivery  of  robust  performance  and 
improvement in cash flows.

Copper Outlook:

The global refined copper demand is expected to increase by around 5.5%  in 
CY2010. Marginal recovery in western world consumption, with strong  demand 
from  emerging economies notably Asia and South America will  keep  overall 
demand  buoyant.  The US is showing early signs of recovery,  while  Europe 
after early promises is depicting some edginess.

The surplus will continue over short term, however with constrained  supply 
from  mines the extent of surplus shall be lower than previous year.  China 
will  be  a large determinant for the market as has been the  case  in  the 
recent past.

The  long term Tc Rc contracts for the year were significantly  lower  than 
CY2009 due to constrained mine supply and strong demand for refined copper.
The  Spot  Tc Rcs declined to historical lows driven by  tight  concentrate 
availability  on  account of delays in the expected  new  mine  capacities, 
rising project costs and associated risk / socio-political factors.  Higher 
capital  costs, declining ore grades and labour related issues in  some  of 
the  major  copper  producing  countries  are  expected  to  restrict   the 
availability of concentrate and put further pressure on spot Tc Rcs.

Indian  refined copper consumption is expected to increase sharply after  a 
brief  pause  last year. The annual consumption growth is  expected  to  be 
around 9% with strong growth in power, automobile and manufacturing sector. 
The  long  term  fundamentals  are strong and  the  copper  consumption  is 
expected to increase with renewed thrust on power sector reforms and  urban 
housing.

The  copper consumption in India is relatively low. The per  capita  copper 
consumption stands at around a Kg as compared to 7Kgs in the US or even 3.6 
Kgs in China and hence the growth potential is enormous.

Business Outlook:

Your Company has continued to perform creditably in the challenging  times. 
It  continues  to make steady progress on the planned  growth  track.  Your 
Company  will  continue  to strive to improve  operating  efficiencies  and 
reduce conversion costs. Your Company's production flexibility with respect 
to various value added by-products will increase the available options  for 
profit and cash flow improvements.

Financial Review and Analysis:

Share of Net Sales Value:

SAP, DAP and Complexes, Precious Metals and Others     11%
Hydrate and Alumina                                     3%
Aluminium Ingots and Billets                           10%
Rolled Products                                        12%
Extrusions                                              3%
Conductor and Redraw Rods                               5%
Aluminium Foils, Wheels and Others                      3%
Concast Copper Rods                                    24%
Copper Cathodes                                        29%
Aluminium                                              36%
Copper                                                 64%

Net Sales and Operating Revenues:

Standalone Net Sales and Operating Revenues for the year 2009-10  increased 
by  7 % YOY to Rs. 19,536 Crore due to higher volumes and also on the  back 
of higher copper LME, while aluminium LME declined.

Consolidated revenues decreased from Rs. 65,963 crore to Rs. 60,722  crore, 
a  drop  of  8%, primarily on account of weaker  Aluminium  LME  and  lower 
Novelis shipment volume.

Other Income:

Standalone  other Income at Rs. 260 Crore was sharply lower as compared  to 
Rs.  637  Crore in the previous year largely due to lower  treasury  corpus 
post  repayment of bridge loan in November 08 for Novelis  acquisition  and 
higher  project  spending. The yield was also lower due to  lower  interest 
rates  on  the short end of yield curve, which was largely  due  to  higher 
liquidity in the economy.

Interest:

Your  Company's working capital requirement increased on account of  higher 
copper prices due to higher LME. Softening interest rates resulted in lower 
average  cost  of  borrowing which also affected yields  on  the  company's 
investments  which are mostly in liquid plans. It also reduced the cost  of 
working  capital borrowing. As a result the interest and financing  charges 
have reduced from Rs. 337 crore in FY09 to Rs. 278 crore in FY10.

Depreciation:

Depreciation charges were at Rs. 667 crore in FY10 against Rs. 645 crore in 
FY09.

Taxes:

The provision for tax was lower due to lower PBT and higher capitalization.

Profit:

In  the  Aluminium business, lower Rupee LME eroded  around  Rs.750  crore. 
Additionally  Rs.100 crore was lost on account of the higher coal  cost  at 
Renusagar.  Copper business which benefited by higher contracted TcRc  lost 
Rs.  750  crore  on  lower by-product credit in  terms  of  Sulphuric  acid 
realisation  and  lower fertiliser subsidy. On this back  drop  Net  Profit 
declined by 14% to Rs.1,916 Crore.

Due  to  early  adoption  of  Accounting  Standard  (AS)  30  on  Financial 
Instrument : Recognition and Measurement, the figures of the current period 
are not comparable with the previous year.

Consolidated  Profit stood at Rs. 3,925 Crore as compared to Rs. 484  Crore 
in the previous year.

Consolidated result include Pre-tax adjustments for unrealised  derivatives 
gain / (loss) of Rs. 2,736 Crore in FY10.

Cashflow Analysis:

Rs. in Crore
Particulars	                        FY09	FY10	 %	   
				   
SOURCE OF CASH:				   
Cash from operations	                3,171	1,717	 36%	   
Non-operating income	                  691	  322	  7%	   
Equity Raised	                        4,426	2,750	 57%	   
Divestments of investments (Net)	5,507			   
Total	                               13,795	4,789	100%	   
APPLICATION OF CASH:				   
Net capital expenditure	                  967	2,619	 48%	   
Investment in subsidiaries	       11,004	  276	  5%	   
Other investments (Net)	                    -	1,501	 27%	   
Net debt Outflows	                  193	  186	  3%	   
Interest & Finance Charges	          669	  641	 12%	   
Dividend payout	                          266	  269	  5%	   
Total	                               13,099	5,492	100%	   
Increase/(Decrease) in Cash and Cash   	  696	 (703)		   
Equivalents				 

Sources of Cash:

Cash from operations:

Lower  realisations for Aluminium and Lower TcRc affected cash profits  and 
this  coupled  with increase in working capital due to  higher  Copper  LME 
towards end of fiscal resulted in lower cash flow from operations  compared 
to last year.

Non-operating Income:

Cash  from non-operating income decreased to Rs. 322 crore as  compared  to 
Rs.  691 crore in last year. The decrease is on account of  lower  dividend 
and  other  income on investments. Average investments were  lower  due  to 
liquidation of treasury investments in last year for take-out of the bridge 
loan taken for Novelis acquisition and for capital expenditures.

Equity:

Your  Company raised Rs.2,750 crore (net of issue expenses) from  issue  of 
equity to qualified institutional investors to finance capital expenditure.

Application of Cash:

Capital Expenditure:

Your  Company  spent Rs. 2,619 crore on various  expansion  and  efficiency 
improvement  projects.  Going  forward,  this  amount  is  slated  to  rise 
considerably  as  per  planned investments  in  Brownfield  and  Greenfield 
projects.

Investment in Subsidiaries (Net):

Aggregate  Investments (net), including Loans & Advances  to  Subsidiaries, 
amounted to Rs. 276 crore.

Other Investments (Net):

Increase  of  Rs.1501 Crore in other investments (net) is mainly  in  short 
term treasury investments. Treasury investments rose on account of issue of 
equity to qualified institutional investors.

Interest:

Interest & Finance charges paid for the year was Rs.641 Crore, almost  same 
as in last year. Interest charged to profit and loss account is only Rs.278 
crore on account of interest capitalized.

Dividend:

Dividend paid including tax on dividend is Rs.269 Crore.

* We have put in place a strong capital structure to support our  strategic 
business  plan.  We  successfully managed to raise USD  600  Mn  through  a 
Qualified Institutional Placement issuance; one of the largest QIP's to hit 
the  market  in  2009. The price achieved was strong  too,  representing  a 
discount of just 1.6% on the previous day's closing share price. There  was 
a  very strong participation from long only investors and the stock  traded 
up post the issuance. We managed to preserve our balance sheet strength  to 
grow  by  reducing our leverage while doing so. With this we  have  largely 
tied up equity contribution for our green field expansion plans.

RISK MANAGEMENT:

In  addition  to  the  risk  and  currency  fluctuation  inherent  in   its 
operations, your company has got significant exposure to commodity  prices. 
Hindalco's financial performance is significantly impacted by  fluctuations 
in  the prices of Aluminium Alumina exchange rates and interest rates.  The 
Company  takes  a  very  structured  approach  to  the  identification  and 
quantification  of each such risk and has a comprehensive  risk  management 
policy.

Clearly defined policies and management controls govern all risk management 
activities.  Transactions  in financial instruments for which there  is  no 
underlying  exposure to the company are prohibited. All of  the  commodity, 
interest  rate  and  foreign  currency  contracts  are  used  to   mitigate 
uncertainty and volatility and to cover underlying exposures.

Commodity Price Risk:

Company's commodity hedging activities can be divided into following:

* Timing mismatch risk: 

This  is  the  price risk arising due to timing mismatch  of  purchases  of 
copper  concentrate,  which  is priced based on  copper,  gold  and  silver 
content and sale of copper products, gold and silver. We use various spread 
risk management tools to hedge this risk.

* Absolute price risk: 

We have price risk on aluminium that we produce. We use various  derivative 
tools for hedging this risk from time to time.

Foreign Currency Exchange Risk:

Exchange  rate movements, particularly between the Indian Rupee  (INR)  and 
United States Dollars (USD) have an impact on Hindalco's cost and revenues. 
Since the company is long in USD (inflow greater than outflow), the company 
will  benefit  from  weakening of the INR against USD  and  conversely,  is 
disadvantaged  if the rupee appreciates. In order to hedge this risk,  your 
Company  uses various tools such as foreign currency  borrowings,  currency 
forward and option contracts.

Interest Rate Risk:

Your Company uses interest rate swaps to help maintain a strategic  balance 
between  fixed  and  floating-rate debts and to  manage  overall  financing 
costs. Most of the long term loans are at fixed rate currently.

Project Execution Risk:

Your  Company  is  in the process of setting up 4  greenfield  projects  in 
difficult  terrain.  The  project  execution  is  contingent  upon  several 
external  factors  including but not limited to land  acquisition,  project 
management  skills, timely delivery of equipments etc. Any delay  in  these 
activities could result in change in implementation schedule and affect the 
financial  performance  of  the  Company.  Your  Company  is   continuously 
monitoring  the  progress to ensure that the implementation  schedules  are 
adhered.

Internal Control:

A  strong  internal  control culture is  pervasive  throughout  our  Group. 
Regular internal audits at all our locations are undertaken to ensure  that 
the highest standards of internal control are maintained. The effectiveness 
of  a  business'  internal control environment is  a  component  of  senior 
management  performance  appraisals.  The principal aim of  the  system  of 
internal  control  is  the management of business risks,  with  a  view  to 
enhancing  shareholders'  value  and safeguarding the  Group's  assets.  It 
provides  a  reasonable assurance on the internal control  environment  and 
assurance against material misstatement or loss.

The Group operates a comprehensive annual planning, financial reporting and 
forecasting  process. The Board formally approves a strategic plan and  the 
annual budget. The Group's performance is monitored against the budget on a 
monthly  and  quarterly  basis  by  the  Executive  Committee;  significant 
variances  are reviewed. The audit observations are reported and  discussed 
by  the senior management and the important ones are also presented to  the 
Audit Committee of the Board. The audit observations are discussed and  the 
appropriate feedback is conveyed to the relevant managers.

Arising from the announcement of the Institute of Chartered Accountants  of 
India dated 29th March, 2008 on Accounting for Derivatives, the Company has 
decided  for  early adoption of Accounting Standard (AS)  30  on  Financial 
Instruments  :  Recognition  and Measurement, in so far as  it  relates  to 
derivative accounting, from 1st April, 2009. In order to get reliable  fair 
valuation  and do accounting of different types of derivative  transactions 
which the Company enters into to mitigate certain financial risks, we  have 
used  one  third  party  software  of  international  repute.  Besides  its 
usefulness in the area of derivative accounting, this software also has the 
capability to effectively take care of various tenets of hedge  accounting. 
The  resultant  impact of early adoption of the AS and  various  disclosure 
requirements  associated  with derivative accounting have been  dealt  with 
elaborately  in Notes on Accounts section of separate financial  statements 
of the Company.

Material  developments  in  human resources/  industrial  relations  front, 
including number of people employed: 

In  2007, our Group was adjudged as the best  employer in India by  Hewitt. 
Our culture and reputation as a business leader in the industry enables  us 
to recruit and retain the best available talent in India.

Human capital:

Our  professionals  are  our most important assets.  We  are  committed  to 
remaining among the industry's leading employers. We have a pool of  around 
19,500 employees in our fold. The group has a well laid talent  development 
plan  that  ensures attracting the talent and provides  for  nurturing  and 
enhancement of talent.

Training and Development:

Our  training,  continuing education and career  development  programs  are 
designed  to ensure that our professionals enhance their  business  skills. 
Our  Group initiatives and our learning campus provide continuous  learning 
opportunities.  Our in-house faculty conducts integrated training  for  our 
new  employees.  Leadership  development is a core  part  of  our  training 
program.

Conclusion:

To  sum up the achievements in the financial year, your Company recorded  a 
commendable performance in a volatile year fraught with huge uncertainty in 
the  financial and commodity markets. This performance is testimony to  the 
sound  business  models  of  our  Aluminium  and  Copper  businesses,   the 
underlying   strength  of  business  operations  and   project   management 
capabilities,  stable and capable processes, and successful  implementation 
of  a  well thought out strategic plan for quantum growth  supported  by  a 
strong  balance sheet and robust cash flows from existing  operations.  The 
year  also  witnessed  a  dramatic  turnaround  at  Novelis  and  ABML  two 
contrasting  businesses  operating in two  entirely  different  geographies 
amidst different challenges.

With  our  business portfolio proving its mettle, we now  have  focused  on 
timely execution of Greenfield projects that would further enhance our cost 
competitiveness and catapult us to a position of further strength.

Global economy is expected to revive slowly and overall growth could remain 
subdued.  The  upstream aluminium industry will continue  to  face  pricing 
pressure on account of large inventories and uncertain demand growth, while 

copper  business  will  continue  to face challenges  on  account  of  poor 
concentrate availability and low TcRcs.

FY 11 will be a landmark year:

*  We  have strengthened our balance sheet and have reduced  our  leverage. 
This would allow us to progress smoothly on the Greenfield projects through 
a calibrated approach.

* The brownfield expansions at Muri and Hirakud have been commissioned  and 
will   deliver  the  targeted  cash  flows  to  help  finance  our   growth 
aspirations.

* We working on five greenfield sites in difficult terrain and have put  in 
place the necessary organization to keep these projects on track.

The key focus will be to:

* Maintain profitability in the uncertain macroeconomic environment.

* Maximise Free Cash Flow from existing operations.

*  Leverage  economies of scale and cutting edge technology  in  greenfield 
upstream projects and high-end downstream products.

* Your Company is progressing well to realise its aggressive growth plans.

These plans will enable your Company to grow in a steady and robust  manner 
and  continue  to  outperform the peers. Several  cost  reduction  measures 
across the businesses and your company's inherent strengths will help us to 
sharpen  its  focus further and become even more competitive  in  the  near 
future.
 
Place: Mumbai	   
Dated: The 4th Day of June, 2010.	 

CAUTIONARY STATEMENT:

Statements  in this 'Management's Discussion and Analysis'  describing  the 
Company's  objectives, projections, estimates, expectations or  predictions 
may  be  'forward  looking statements' within  the  meaning  of  applicable 
securities  laws  and regulations. Actual results could  differ  materially 
from  those  expressed  or implied. Important factors  that  could  make  a 
difference  to  the Company's operations include global and  Indian  demand 
supply  conditions,  finished  goods  prices,  feedstock  availability  and 
prices,  cyclical  demand and pricing in the Company's  principal  markets, 
changes  in the Government regulations, tax regimes, economic  developments 
within  India and the countries within which the Company conducts  business 
and  other factors such as litigation and labour negotiations. The  Company 
assumes  no responsibility to publicly amend, modify or revise any  forward 
looking statements, on the basis of any subsequent development, information 
or events or otherwise.