HeidelbergCement Annual Report 2017-18

GROWTH IS UNLOCKING VALUE
ANNUAL REPORT 2017-18 HEIDELBERGCEMENT INDIA LTD.

Financial Highlights
Particulars CY 13 FY 15 * FY 16 # FY 17# FY 18
Sales Volumes ('000 t) 3,626 5,289 4,443 4,474 4,653
Total Revenue (net of Excise) (Rs. million) 14,006 20,581 16,708 17,412 19,094
EBITDA (Rs. million) @ 1,222 3,360 2,536 3,026 3,833
EBITDA Margin (%) 8.7% 16.3% 15.2% 17.4% 20.1%
EBT (Rs. million) -807 1,198 454 1,136 2,077
EBT Margin (%) -5.8% 5.8% 2.7% 6.5% 10.9%
PAT (Rs. million) -407 595 354 762 1,332
PAT Margin (%) -2.9% 2.9% 2.1% 4.4% 7.0%
EPS (Rs./Share) -1.8 2.6 1.6 3.4 5.9
Shareholders Fund (Rs. million) 8,334 8,716 8,949 9,670 10,464
Long Term Borrowings (Rs. million)** 11,172 11,172 8,603 6,846 6,192
Short Term Borrowings (Rs. million) 642 - 700 - -
Debt Equity Ratio 1.34:1 1.28:1 0.96:1 0.71:1 0.59:1
Cash and Cash Equivalents (Rs. million) 1141 1463 78 142 2,122
Notes:
CY denotes Calendar Year, FY denotes Financial Year. CY13 figures are inclusive of Raigad Plant.
* FY15 has 15 months results due to change in accounting year.
# Figures of FY17 are Ind-AS compliant and accordingly the corresponding figures for FY16 have been restated.
** Long Term Borrowings include current portion of borrowings maturing in the next one year but excludes impact of Mark to
Market on the USD External Commercial Borrowings, which were hedged using Cross Currency Swaps.
@ EBITDA is inclusive of other income.
HeidelbergCement in India
One of the World's largest integrated manufacturers of building materials, HeidelbergCement made
its foray into India in early 2006. The move was motivated by its pursuit for growth which emanated
from the growing market in developing countries. As a part of this growth strategy, the Group
acquired controlling stake in Mysore Cements as well as the Indorama Cement Joint Venture, which
in 2008 was converted into a full acquisition.
Following the merger with Indorama Cement, in 2009, Mysore Cements was renamed
HeidelbergCement India Ltd. Since then there has been no looking back. In 2009, the Company
undertook a brownfield capacity expansion in Central India to increase its cement manufacturing
capacity from 2.1 million tonnes per annum to 5.4 million tonnes per annum.
LOCATION OF PLANTS
AND MAIN OFFICES Gurugram
HeidelbergCement India's Lucknow

Cement Capacity –
5.4 Mn Tonnes per Annum Jhansi
Integrated Unit Bhopal

Grinding Unit
Regional Marketing Office Damoh
Registered Office
Ammasandra
Registered Office
9th Floor, Infinity Tower "C", Bengaluru
DLF Cyber City, Phase-II, Gurugram,
Haryana-122 002
Chief Financial Officer Legal Head & Company Secretary Statutory Auditors
Mr. Anil Kumar Sharma Mr. Rajesh Relan S.N. Dhawan & Co. LLP. Chartered Accountants
Registrars & Transfer Agents

Integrated Registry Management Services Pvt. Ltd, 30, Ramana Residency, 4th Cross, Sampige Road, Malleswaram, Bengaluru - 560 003
ANNUAL REPORT 2017-18 | 01

02 | HeidelbergCement India
Founded in 1873 in Heidelberg, a small town in Germany,
Quality and HeidelbergCement has grown consistently spreading its footprint
across the globe. Every goal it set for itself, has been achieved
Reliability – That is without compromising on values and focusing persistently on

research and innovation. Inclusive and sustainable growth have
been driving forces of our business model as we continue to strive
HeidelbergCement. and improve our products, services and business processes to
attain the highest standards of efficiency. These form the
fundamentals of our corporate culture and we are proud of it.
As we continue to traverse through this journey of growth, high

product standards, vast reserves of quality raw material at strategic
locations, proximity to our customers with excellent relationships
and uncompromising approach to ecological sustainability
accompany us as our core strengths.
In this 145 year journey, a lot has changed in the World around us.
However our core values remain unmoved.

Review
2017-18
Q1 Smooth transition to the GST era

Transition to the GST era demanded special efforts on the part of all corporates. For our dealers
who are relatively not that organized, it was indeed an uphill task. We prepared a booklet to
educate them and also conducted training sessions to enable them understand the new
processes, systems and compliance requirements. As we geared up for GST, our teams also
proactively provided trainings to our vendors, so that they too could smoothly transit their
business into the GST regime with equal ease like us.
Q2 Cementing relationships with the channel partners

The Company organized an Annual Dealers' Conference, “Shaurya”, to present its future
roadmap to its channel partners and also recognize their achievements by bestowing awards
and accolades. The conference was attended by over 1,500 channel partners comprising
Clearing and Forwarding Agents and Dealers.
Q3 Astute financial management pays rich dividends

In order to achieve growth, the Company had invested over INR 16 billion for expansion of
capacity of its Damoh and Jhansi plants, which commenced commercial production in 1st
quarter of CY2013. This was partly financed through External Commercial Borrowings (ECB) of
USD 125 million. The Company repaid final tranche of the above-mentioned ECB loan through
its internal accruals in October 2017 helping it reduce its finance cost significantly. Further, the
Company also undertook steps to manage its working capital especially in the areas of
accounts receivables, inventories and creditors. The Company commands one of the lowest
receivables days and cash conversion cycle in the Indian Cement Industry.
Q4 Landmark quarter in the Company's history

The Company reported highest ever quarterly Revenue; Earnings Before Interest, Tax,
Depreciation & Amortization (EBITDA) and Profit After Tax (PAT). This remarkable achievement
was the result of concerted efforts both in the plants as well as in the markets. Major highlights of
the quarter that resulted in such healthy financial performance were highest ever quarterly sales
volume and WHR Power Generation.
Contents
1 To Our
Shareholders
07
08
Growth is Unlocking Value
Building a Culture of Excellence
12 Raising the Bar in Customer Satisfaction
16 Creating a Robust Health and Safety Culture
20 Working Towards a Sustainable Future
24 Growing Together (CSR initiatives)
28 Letter to the Shareholders
30 Board of Directors
34 Messages from the Management Team
2 Statutory Reports 37
60
Board's Report
Management Discussion and Analysis
64 Business Responsibility Report
73 Corporate Governance Report
128 Notice of AGM
3 Financial Statements 83
88
Independent Auditors' Report
Balance Sheet
89 Profit and Loss Account
90 Statement of Change in Equity
91 Cash Flow Statement
92 Notes to Financial Statements

Growth is unlocking value
Growth is
unlocking
value
Growth remains one of the biggest driving forces within
HeidelbergCement India. Each and every function is
aligned to the Company's goals supported by the Group's
culture which focuses on extending the best value to its
Stakeholders by leveraging its assets to the maximum.
Through this Annual Report, we have attempted to

showcase the Company's approach towards utilizing its
scarce resources in a sustainable manner, thereby
optimizing the benefits to its Stakeholders at the same time
achieve its growth objectives. HeidelbergCement India
team directs its efforts in the realm of resource
optimization, cost rationalization and reduction in cycle
time to achieve its goals.

Unlocking With a people-driven culture that

value
embraces diversity, transparency and
equal opportunity, HeidelbergCement
Growth is - India is setting high standards when it

comes to excellence in performance. Its
building a culture success rests on the strong pillars of
operational excellence that encompass
of excellence processes, people, performance and
results.
Growth is building a culture of excellence
Here are some examples of operational excellence

as practiced at HeidelbergCement India.
'Excellence is as
much a journey as it
Maintenance Improvement Programme
is a milestone.'
A global initiative of the Group, the Maintenance
Improvement Programme (MIP) was put into practice in
2014 in India operations and ever since then, it has made
remarkable contributions to our performance. When it was
initiated, the objective was to essentially build a structured
We are HeidelbergCement India. database of equipment and improve equipment reliability.
In our quest to achieve these objectives, we have been
able to considerably reduce ad hoc maintenance activities
We are a team of highly committed professionals
and replace them with system-driven planned
aligned to our India business objectives while interventions. Further, maintenance KPIs are monitored on
adhering to the uncompromising value systems a daily, weekly, monthly, quarterly and annual basis.
mandated by the Group. We firmly believe that long
term value to the society and company can be VRM modifications leading to improvement in
achieved only by working together as partners; productivity
where integrity, fairness, trust and mutual respect
come first. Small in-house modifications at our Narsingarh Plant
resulted in increased productivity and reduced specific
power consumption. Our teams figured out that an
We take pride in our lineage. Our ambition for
extension of the VRM Inlet Chute with appropriate
operational excellence and position in our industry
trajectory for raw meal feed will lead to an even distribution
necessitates a solid foundation of commitment to of material to the centre of the grinding table, thus
adhere to the laws of the land coupled with highest improving the crushing efficiency and increase its output.
ethical conduct. We believe that an outstanding By extending the VRM Separator Reject Chute, the team
company is known not only because of its market was also able to reduce the free-flowing material.
position but also by the robust corporate culture it
demonstrates. Having made the necessary modifications, we achieved
reduction in separator rejects, thus enhancing fresh feed
demand, reduction in specific power consumption as well
One of the main reasons behind our continued
as improving consistency in raw meal quality.
success has been the contribution made by every
member to our company towards upholding the
values in day-to-day working, enriching the quality of 77
decisions we make. We believe that committing and
living high ethical and legal standards in all our 75
b u s i n e s s a c t i v i t i e s w i l l c o n t i n u e t o re m a i n
73
fundamental to our future successes.
71
We focus on result-oriented growth through
initiatives in productivity, efficiency, sustainability 69
and profitability driven by an undeterred
67
commitment to achieve customer and employee FY 2016 FY 2017 FY 2018
satisfaction as well.
Narsingarh - Specific Power Consumption Kwh/Mt Clinker

Growth is building a culture of excellence
Ball Mill Optimization at Jhansi Plant Another initiative that has made a remarkable difference
to our power cost is reducing the Contract Demand with
The Ball Mill's annual average output hovered ~127.5 the Discom. With due diligence, our teams have
Tonnes Per Hour (TPH). Our Jhansi Plant decided to set progressively optimized Contract Demand for power
an ambitious target to increase its output to 130-140 across all plants. This has helped us save substantial
TPH. The technical teams chalked out a mill amount on account of contract demand charges levied
optimization plan and implemented it step-by-step to by Discom.
achieve the target. The optimization process was
completed in November 2017. In addition to the above, the Company has sourced
economical power under open access, which has also
Initiatives taken to optimize power cost contributed to the savings in power cost.
It is a known fact that power cost, being one of the major

cost elements, weighs down heavily on cement
Other Motivated by better capacity
c o m p a n i e s a n d H e i d e l b e rg C e m e n t I n d i a i s n o
utilization and increase in
exception. Highlight: production volumes,the
WHR system at Narsingarh
During the past few years, through a series of initiatives
plant generated its highest
we have managed to save substantially on our power
ever net power of 69.5
cost. The first and foremost initiative was to reduce our
million units in FY18.
dependence on costly grid power and therefore
installed Waste Heat Recovery (WHR) Plant and
successfully substituted close to 40% of the grid power
requirements of Narsingarh Plant.

Unlocking We continuously endeavour to

value
strengthen our bond with our customers
by investing in technologies that help us
Growth is - raising enhance our service levels. While quality

of our products becomes the foundation
the bar in customer of our robust brand equity, continuous
innovation and use of state-of-the-art
satisfaction technology have helped the Company in
delivering improved products of high
standards to its discerning customers.
Growth is raising the bar in customer satisfaction
Here are some examples that reflect on our

'A satisfied customer is the
orientation to delight our customers.
best business strategy of all.'
Concrete solution - The power to the individual buyer
Word of mouth plays a crucial role in making purchase

decisions especially for the retail consumer. During one of
our market researches, it came to light that cement users
(masons) are not well informed about best construction
practices. Our teams prepared a curriculum
Customers' success is our encompassing topics which matter most when it comes to
success. building durable structures. The programme is intended to
make the Masons aware of their responsibilities towards
Our belief in fairness, their customers and the future risks posed to the residents
e q u a l i t y a n d of the building because of sub-optimal construction
transparency has paid practices. We have pressed into service mobile vans
equipped with concrete testing facilities; the services of
rich dividends. We treat
which are availed by individual home builders for availing
all our dealers at par mix designs based on the building materials available at
irrespective of the size their site.
of business they do with
us. We have earned the
trust of our channel
Customer-speak…
My name is Mohan Rastogi. I am from
p a r t n e r s w h o a re Civil Lines, Moradabad. I got my house
consistently giving us a higher built about three months back. It was
share of their cement business. We constructed with mycem cement, which
I completely trust. The company
continuously strive to add value to the business of personnel and dealers were very helpful
our channel partners by offering them advice on and guided me throughout the
improving customer relations, adopting futuristic construction phase. I have full faith in
mycem cement and believe that it will
business practices, besides providing them superior stay strong and durable for my
products that deliver value for money. generations to enjoy living in it.
A happy customer is the ultimate brand ambassador.

Shared Services Centre - A new milestone in the
We continuously reinforce customer confidence in
business eco-system
our products and services project by project and day
after day. We take customer feedback constructively With the creation of Shared Services Centre (SSC),
placing it on our drawing board to find solutions in the HeidelbergCement India added a new chapter in the
least possible time frames. The direct approach to business eco-system. An earlier decentralized
our customers provides us the opportunity to accounting proved to be inefficient in meeting the
anticipate their needs and deliver solutions well demands of the fast-changing needs of vendors,
before they could ask for. As competent business channel partners and business associates. SSC
ushered in standardization and harmonization of
partners, we supplement our customers experience
processes thus significantly reducing duplication of
by providing advice and support using our global
work at the same time increased the speed for
knowledge pool. processing transactions. SSC is now able to achieve
effective centralized controlling, reporting and
monitoring that fosters smoother operations and
ultimately we have our share of delighted customers as
well.

GST benefit passed on to the customers compliance requirements. We prepared booklets to

educate them and conducted training sessions to create
awareness on GST. As we geared up for GST, our teams
Growth is - a smiling customer. Transition to the GST era
proactively provided training to our customers and
demanded special efforts on the part of all corporates.
vendors so that they too could smoothly transit their
Initially setting up systems and procedures for
business into the GST regime with equal ease. With the
implementing GST appeared to be a
migration to this new tax regime on 1st July 2017, the
challenge but that happens with
country is on the fast track to attaining a unified market
every change, be it our life or
allowing seamless movement of goods.
business. For our dealers who are
relatively not that organized, it was
With implementation of GST, there was reduction in
an uphill task. Initially our dealers
indirect taxes which was immediately passed on to
had many queries for which we
the customers.
stepped in to help them understand
the new processes, systems and
Quality pays
Not just quality but also its consistency is what matters

most to cement customers. Our flagship brand -
'mycem' - is known for its unparalleled consistent
quality. To add to it, appropriate brand visibility has
enabled the Company to increase its sales volume by
4% despite the challenging situation of sand shortage
in Uttar Pradesh. We organized events, training
programs and conferences for our channel partners to
foster a stronger bond with them. The efforts of the sales
team were backed with additional support from teams of
production, quality control, marketing, logistics and
GST training session in progress customer support.
Growth is raising the bar in customer satisfaction
HeidelbergCement India is on
the move!
We improved the turnaround time for trucks
within the Plant from 300 minutes to 278
minutes. Efforts continue to better this day
after day. Trucks are monitored at five vital
points within our plant's campus viz. main
gate, weigh-bridge, packing plant (loading
section), weigh-bridge and exit. Based on our
experience, a maximum time for each handling
point has been fixed and the operator is
required to complete the process within this
time frame. All exceptions are tracked and the
learnings from these are used to train our
people; at the same time used for standardizing
the processes.
Other Our average freight cost is one of the lowest in the Indian Cement Industry. This has
been achieved by adopting a dynamic system, which allows us to alter the mix of rail
Highlights:
and road deliveries depending on the optimal logistics costs. A long-term agreement
on tariff with the Indian Railways, volume improvement discount and station-to-
station benefit are some of the strategies that have helped us unlock the value in the
supply chain.
Having implemented Reverse Auction method for sourcing of various input

materials, we have climbed yet another step to achieve competitiveness at the same
time brought in greater transparency in our processes. Our vendors have
appreciated the same and we are seeing significant improvement in our relations
with them.
Construction projects have stringent timelines. We understand the pressures of our

customers and accordingly gear our logistics to meet the delivery schedules given
by them.
The Company sells its product under two brands, 'mycem' and 'mycem power'. The
latter brand being a premium product. During FY18 volume of mycem power
increased to 254% of FY17. Its share of business increased to 9% of trade sales.

Unlocking Health and Safety are integral part of our

value operations and when it comes to putting it
into practice, it's a well accepted norm that
`More is Less'. Our constant dialogue with
Growth is - creating the workforce, focus on safety trainings and
adoption of global best practices put us in an
a robust Health and advantageous position to promote learning
across the organization. The value generated
Safety culture through shared knowledge and practices is
precious.
Growth is creating a robust health and safety culture
Here are some of the important initiatives aimed at

'Safety is the best insurance
creating a robust Health and Safety culture.
policy one can ever source.'
Culture – that encourages open-dialogue and
uses training as a medium to promote stress-free
work environment
Since health and safety remains our foremost priority,

safety training have become an integral part of our work
HeidelbergCement India accords foremost priority culture. Be it visitors, or a company's employee from
to occupational Health and Safety. other units visiting any plant, all are subjected to safety
induction given by our safety managers. Every
Long-term business story can flourish only if we employee is familiarized with our safety culture. Mock
provide our employees with safe and healthy drills and customized awareness campaigns are carried
out from time to time serving as refresher courses. Our
workplace and we at HeidlebergCement India take it
commitment to Health and Safety is reassured by
as the ultimate truth. Our efforts are directed towards
celebrating theme-based Safety Week every year. Our
removing conditions that pose risk for accidents and commitment to safety does not end here. We go all out
injuries. We make our people understand the and conduct eye check-up camps for truck drivers and
importance of safety so that they are not just organize awareness camps to make them understand
following the instructions but with full understanding the importance of safe driving.
and appreciation to act safely. This has been the
prime driver in creating a culture that keeps growing To make people understand and realize the importance
of safety, we often adopt measures that have the ability
day after day.
to create emotional connect with them. "Someone is
waiting for you at home", is the key message delivered
At HeidelbergCement India, top management is the by the Managing Director in every communication he
first to wear the hat of Health and Safety. Leading by makes. Be it his teleconference addresses to the
example is a must for every employee in the employees on a pan-India basis, which happens every
organization. Vendors and visitors alike are aligned quarter or while addressing gatherings at plants or
to our H&S requirements and entrusted with equal during general meetings, he connects with the
responsibility to support us in carrying out our employees striking the emotional cord. This has made
an indelible mark on the minds of our employees
pledge of providing a safe and healthy work
compelling them to act safe for the sake of their family
environment within our premises. Our contractors
who depend on them.
too receive occupational safety trainings. They are
made aware of risks associated with the jobs carried Golden Helmet - the crowning glory of the
out by them and their associates and accordingly safety star
supported by our safety teams enabling them to take
precautions and avoid accidents. In order to celebrate the Champions of Safety, we have
institutionalized a quarterly recognition programme
We have a set of cardinal rules that are binding on all. branded as “Safety Star Awards”. The participants at
each location have to go through rigorous processes
Our aim is to ensure that relevant people remain
comprising written tests followed by interviews and
vigilant and aware of risks involved in their areas of finally voted by their coworkers; and whoever secures
responsibility. Our interventions to improve safety the maximum points emerges as the “Safety Star” of the
standards are constantly aligned to our Group's quarter. The leadership at the plant supported by Safety
guidelines. Heads put special efforts to conduct the selection
process. These awards are conferred on the winners

Safety Training session

Growth is creating a robust health and safety culture
personally by the Managing Director, which further

reinforces the importance and commitment of the top
management thus encouraging the team to work
towards building a robust safety culture of the
organization.
Cardinal safety norms
Safety Culture of the organization grows as we forge

ahead reporting near-miss incidents and rowing eye
that spot unsafe conditions at the workplace and rectify
them. Be it Energy Isolation, Conveyor Belt Safety,
Confined Space Entry, Working at Heights, Lifting Inter-plant Safety Workshop
Operations and many more, we have well-defined
Standard Operating Procedures (SOP) that are
mandatory for all including wearing of Personal
Protective Equipments (PPEs) including specific PPEs if
a job requires its use. Risk assessment for every
important job is carried out before commencing work.
Only when the safety conditions are met, “Work Permits”
are issued by the competent authority.
Knowledge-integration
With the Group's operation in over 60 countries across

the Globe, HeidelbergCement India stands to benefit as
it has access to the technical know-how, case studies,
best practices and naturally the pool of talent too. The
Èngineers Global Forum' meets every year to exchange
experiences and this makes it an extremely enriching
learning platform for our employees.
Other HeidelbergCement India
has one of the lowest Lost
Preventive maintenance, and online compliance Highlight: Time Injuries (LTI) frequency
monitoring rate of 0.13 against an
industry average of 0.8 in
One of the ways to secure on-the-job safety is the Country. This is almost
b y i m p r o v i n g e q u i p m e n t r e l i a b i l i t y. We h a v e six times lesser than the
institutionalized a mechanism of preventive industry average and is
maintenance by SAP-linking. testimony to the Safety
Culture in the Company.
Compliance with the regulatory norms is a must for
every employee. An online compliance monitoring
system with capabilities to alert the compliance owners
before the due dates is in place. It also serves as a
repository when all evidences of completed
compliances are uploaded.

Unlocking We do not allow ourselves to forget that we

value. are mere custodians of planet Earth with
the obligation to deliver it to GenNext in a
Growth is - working condition that does not deprive them of
their rights to exist and flourish the way we
towards a have. Being aware of the impact our
operations have on the surrounding
sustainable future environment, we remain committed to
restoring reclaimed mined out land and use
alternative materials, fuels, sources of
power etc. which go a long way in
conserving the precious natural resources.
Growth is working towards a sustainable future
Here are some of our noteworthy contributions in

'Sustainable development –
this regard.
we call it futuristic global
peace policy.'
Six goals - 2030
HeidelbergCement India is
committed to the Group's
Sustainability Commitments 2030
that define the key topics and core
HeidelbergCement India strives for a sustainable principles of our corporate
future. sustainability strategy. The six goals are:
Ÿ Driving economic strength and innovation
Natural resources are the basic ingredients of our Ÿ Reducing our environmental footprint
business. Hence, prevention, mitigation and Ÿ Being a good neighbour
compensation become our three-pronged
Ÿ Achieving excellence in occupational health and
approach to fulfill our commitment towards
safety
sustainability.
Ÿ Enabling the circular economy
Ÿ Ensuring compliance and creating transparency
Judicious use of natural resources holds the key to
secure the needs of generations to come. Our
sustainability strategy therefore lays special
emphasis on environment conservation, climate
protection, which will ensure sustained availability of
natural resources for the future.
Our commitment to comply with all applicable

environmental laws remains steadfast. To fulfill this
promise, we invest in measures that help us improve
our environmental footprint.
HeidelbergCement India works Solar power for our Ammasandra Plant

in the realm of water
management, green belt HeidelbergCement India has signed a 25 year Solar
development, alternate Power Purchase Agreement for its Ammasandra unit.
fuels, energy efficiency, This renewable energy will meet close to 50% of the
Ammasandra's power requirement and will come into
and alternate materials
effect from FY 2018-19. Sourcing power from the
to conserve Natural renewable sources is helping us reduce our Carbon
Resources and reduce Footprint. With this, we fulfill a part of the Sustainability
CO2 emissions as well as Commitment 2030 towards reducing our environmental
promote biodiversity. footprint.

Unlocking value A substantial part of the power WHRS Generation per ton of clinker
requirement of Narsingarh Plant comes +15%
through the power from the WHRS Green Power...
28
26
of Green Power Narsingarh Power Mix 24
0 5%
100 22
Using the flue gases from
80 33% 38%
our kilns, which otherwise 60
were released in the 100% 0
40 FY 2017 FY 2018
atmosphere, we now 95% 67% 62%
20
generate electricity to Driven by better capacity utilization and
00
substitute the grid power FY 2015 FY 2016 FY 2017 FY 2018 increase in production volumes, we
at the same time contain improved WHR efficiency by 15% or
Grid Power % WHRS Power %
emissions. 2 – 4 units per tonne of Clinker produced.
Over the last four years, the Narsingarh unit has reduced its dependence on Grid Power, which is almost
seven times costlier than the WHRS Power.
Growth is working towards a sustainable future
Water-water everywhere - in a scarce rainfall region!
One of the most significant contributions that

HeidelbergCement India has made in the recent past is
towards becoming water positive by over six times. This
remarkable achievement is an outcome of various water
conservation initiatives undertaken by the company. This
assumes greater importance since its operations in Central
India are located in a geography that predominantly has
scarce rainfall. Its socio-economic impact too is equally
significant since the farmers adjacent to the plant location
are now able to cultivate three crops in a year, against just
one in prior years. Now the tube-wells in the vicinity do not
run dry despite peak summers and water is available to
them round the year.
The Over Land Belt Conveyor (OLBC)
It is what we leave behind…
constructed to transport crushed limestone
Post mining, the reclaimed land has been developed at the over 21.5 km distance from Patharia mines to
Patharia mines and is a sight to behold. Its well-developed our Narsingarh Plant is one-of-its-kind in India
green belts, thick woods, water reservoirs, vast green and stands tall because it is environment
spaces and cultivable land parcels all nurture an ecology of friendly. The volume transported every day by
their own. We take additional efforts to enrich the OLBC is equivalent to 330 trucks carrying 30MT
biodiversity in our areas of operation. each, which would have otherwise emitted
almost 11 tonnes CO2 into the environment
The key feature of our mining operations is minimizing the every day totalling to a whopping 4000 tonnes
environmental impact and this is achieved through the CO2 every year!
three pillars of prevention, mitigation and compensation.
Ministry of Mines, Govt. of India has awarded 5 Star Rating

to our Mining Operations for the second year in a row.
Other Every day, approximately
250kg compost is made
Highlight: available for greening
initiatives. This compost is
generated out of municipal
waste collected from our
housing colonies and plant,
thus earning the distinction
of having Zero Solid Waste
footprint.

Unlocking Our belief in inclusive growth has been a

value satisfying experience.
Our Company is committed to the well-

Growth is all about being of local communities around its
- growing together plants and continues to contribute
through various community development
programmes and projects. Capacity
building in the realm of healthcare, rural
development and education are the
mainstay of our CSR initiatives.
Growth is all about growing together
Here's a glimpse into some of the CSR initiatives

'Secret of our success
undertaken by us.
lies in the success of
the society around us'
Sakshamta Vikas Kendra at Jhansi
The “Sakshamta Vikas Kendra” at Jhansi was set up with

the sole intent to provide skill-development trainings to
the unemployed youth, which in turn would make them
worthy for becoming self-employed or seek
“Think globally - act locally” is what employment across geographies.
HeidelbergCement Group practices.
Based on the felt needs of local societies, we

undertake projects in areas of Healthcare, Rural
Development, Environment, Education and Training.
Skill-development trainings have become integral
part of our CSR activities. Empowering the youth
with knowledge and preparing them to become
worthy enough to earn their living has been well
appreciated by the local community.
Our undeterred commitment to uplift the lifestyle of

the people around us is now bearing fruits and has
facilitated building a congenial relationship with the
society at large. Roof-top Solar Power System for Girls Hostel,
Narsingarh
HeidelbergCement India has been contributing to a

number of improvement projects at the Girls' Hostel
located in the vicinity of Narsingarh Plant. Beginning
with constructing of its boundary wall, followed
by providing books, lights, fans, beds and other
fixtures, it has been a long journey facilitating education
of girls coming from economically weaker sections. This
year, the Company installed a 5 KVA roof-top solar
power system at the hostel to ensure uninterrupted
power supply.

Building trust, beyond transactions
A fabulous example of HeidelbergCement India's

commitment towards the communities living in the
vicinity of its operations is visible at Patharia mines.
While acquiring land for mining operations, the villagers
and farmers though willing to sell their land to the
Company, expressed reservations to get the sale We arranged meetings with officials of a Nationalized
consideration through banking transaction and desired Bank to explain the concept of banking and win their
to have the same in cash. trust. Having succeeded in opening their accounts with
the Bank, we gave them advice on ways and options to
Not giving in to their demands, the Company officials park funds that would enable them get the best possible
educated the land owners about the banking system yields. The entire exercise, though lengthy, has indeed
and the safety it provides to their hard earned money. helped us win their hearts and trust.
Caring for biodiversity

1 To our shareholders
Letter to the Shareholders

Dear Shareholders,
With great sense of fulfilment I am happy to inform you that HeidelbergCement India Limited
has delivered yet another year of excellent results for the Financial Year 2017-18. We delivered
higher volumes, revenue and operating income.
o Achieved 85% capacity utilization against industry average of 65%.

o Earnings per share stood at Rs. 5.88.
o ECB of USD 125 million was paid in full and well in time.
o Finance cost reduced by almost 17%.
o Net profit grew by 74% which is unprecedented.
o Board has recommended a dividend of 25% (disbursement subject to
shareholders’ approval).
The above achievements happened at a time when the economic environment remained
challenging and competition highly unrelenting. The rising energy prices too did not dampen
our spirits. Our operations team proactively altered the fuel mix frequently at the same time
sustained optimum production. Our agility and expertise to meet unforeseen challenges were
once again put to test and as always, our team came out with flying colours. Our decision to
invest in Waste Heat Recovery Power Generation (WHR) has proved to be a wise one as we
now are able to achieve optimum generation contributing almost 38% of our Narsingarh
Plant’s requirement.
We look forward with optimism to the FY 2018-19 which is also supported by the improving
trend that’s visible in the results of 1st quarter FY 2018-19. Good monsoons, revival in rural
demand, increased infrastructure spending, ensuing general elections and consistently
improving buyer sentiments are reaffirming our forecast of having a good business year
ahead. The teething troubles of major reforms like GST and Demonetization are behind us.
The investments committed by the government for infrastructure projects are now witnessing
mobilization of resources and the same is visible at ground level.
Our commitment to sustainability continues unrelenting. We made good progress in

implementing various initiatives in areas of Safety, Health, Environment and Community. Our
employees and vendors alike have started to appreciate the importance of Safety more than
ever. This is corroborated by the significant increase in “near-miss” reporting witnessed during
the year. I can now with greater confidence say that, “Safety Culture” is now on its way to
become a part of our organization’s DNA.
Being certified 6x water positive is yet another feather in our cap. Our operations teams toiled
hard to conserve water and at the same time took significant steps for rainwater harvesting.
Now the farmers in the vicinity are taking three harvests annually as against just one. The water
table also increased and during peak of last summer we did not see bore-wells from running
dry. The plantation drive undertaken at our mining locations during the past four years is now a
sight to behold as the green cover is now home to various birds including the migratory ones.
These noteworthy efforts have earned us the distinction for which we were awarded the
highest “5-Star Rating” by the Department of Mines, Government of India.
Reinforcing our strategic priorities, we continued to sharpen our double edged sword
enabling us to cut costs using one edge while the other being deployed to carve out higher
premiums for “mycem”. Customers in central India markets continued their patronage for
mycem upholding it as their preferred choice when it comes to deciding on cement.
Letter to the shareholders
Unconditional support from our channel members has been very heartening. This was
possible ever since we declared that “we sell through the dealer and not to the dealer”.
We rewarded our channel partners applying sound business logic based on their
deservingness rather than their desire.
In order to improve shareholder value, we laid greater emphasis on financial discipline,

resource optimization and operational excellence at the same time pursued our growth
strategy. As a result, we managed to achieve our economic, ecological, and social goals that
are integral part of our business strategy.
I must thank all employees for their magnificent contributions round the year which made it
possible for us to deliver results as great as this one. We strived and placed the right talent in
the right positions at opportune time culminating in higher output and greater job satisfaction.
Our drive to improve employee “Happiness Quotient” is now paying rich dividends. The step
up in employee engagement activities by our Human Resources team received applauses
across levels in the organization and has manifested in cross function bonhomie.
As always, the guidance and encouragement provided by our Board of Directors has helped
us to continue excelling year after year and I thank them for the same. I am also grateful to all
our stakeholders for their trust and understanding that has been instrumental in reinforcing our
confidence to take on challenges which couldn’t dare alone.
HeidelbergCement India is well positioned to tap every available opportunity. We have

declared FY 2018-19 as the “Year of Compliance Reassurance” to reassure ourselves that the
foundations we painstakingly built over the years rest on solid values so that we could endure
our growth trajectory as we continue unlocking value of our business.
Upholding the spirit of fairness, transparency and demonstrated leadership – my team and I
commit to position our organization as one of the best-managed companies of our industry in
India.
Yours sincerely,
Jamshed Naval Cooper

Managing Director
Gurugram, 31 July 2018

Board of Directors
Mr. P.G. Mankad
Chairman
Mr. P.G. Mankad, IAS (Retd.) aged 76 years, is M.A. and has done
Diploma in Development Studies from Cambridge, U.K. He was
Finance Secretary and Secretary (Industries) in the respective
Ministries of Government of India. He has also worked as Executive
Director with Asian Development Bank, Manila. Mr. P.G. Mankad
joined the Board of Directors of the Company as an Independent
Director on 19th October 2006. He was appointed as Chairman of
the Board of Directors of the Company on 24th April 2008. He is
Chairman of Stakeholders' Relationship Committee and a member
of Audit Committee and Nomination and Remuneration Committee
of the Board of Directors of the Company.
Mr. Kevin Gerard Gluskie Dr. Albert Scheuer

Non-executive Director Non-executive Director
Mr. Kevin Gerard Gluskie, aged 51 years, completed his Bachelor of Dr. Albert Scheuer, aged 60 years, completed Degree in Mechanical
Engineering (Honours) with a major in Civil Engineering from the Engineering / Process Technology from the Technical University of
University of Tasmania in 1988 and an Executive Master of Business Clausthal, Germany in the year 1982. He has also completed
A d m i n i s t r a t i o n f ro m t h e A u s t r a l i a n G r a d u a t e S c h o o l o f Doctorate in Mechanical Engineering in the year 1987.
Management in 2001. He had also completed an Advanced
Leadership Program in 2007 conducted by McGill University, the Dr. Scheuer started his professional career with the Research
Indian Institute of Management, and Lancaster University. Institute of the German Cement Industry in 1983. After joining
HeidelbergCement group in 1992, he took on various positions at
Mr. Gluskie joined Pioneer International (subsequently acquired by Leimen Cement Plant and Heidelberg Technology Center. From
Hanson PLC) in 1990 and held a number of operational roles 1998 to 2005, he was in charge of Technical support for European
throughout Australia in the Readymix Concrete and Aggregates cement plants as Managing Director of Heidelberg Technology
businesses. In 1999 he was appointed as Regional General Center. Since 2005, he was responsible for HeidelbergCement's
Manager responsible for the company's operations in the Victoria activities in China as Chief Operating Officer and in August 2007 he
and Tasmania regions of Australia. In 2009 Mr. Gluskie was was appointed as Member of the Managing Board and Executive
appointed as Chief Executive of Hanson Australia. Vice President of Lehigh Cement. He also took active part in the
integration of the opertions of Hanson, North America with
Mr. Gluskie was appointed as a member of the Managing Board of HeidelbergCement Group. From 1st April, 2008, he was in charge of
HeidelbergCement AG, on 01 February 2016 and from 01 April 2016 Asia-Oceania Region of HeidelbergCement Group and was also
he assumed responsibility for HeidelbergCement Group's entrusted with the responsibility of worldwide coordination of the
operations in the Asia-Pacific Region. activities of Heidelberg Technology Center. Since 1st April 2016, he
is in charge of the Northern and Eastern Europe-Central Asia Group
Mr. Gluskie joined the Board of Directors of the Company on 4th area.
February 2016. He is also a member of Nomination and
Remuneration Committee and CSR Committee of the Board. Dr. Scheuer joined the Board of Directors of the Company on 24th
April 2008.
Board of Directors
Mr. S. Krishna Kumar Mr. Pradeep V. Bhide

Independent Director Independent Director
Mr. S. Krishna Kumar, aged 72 years, a former member of the Indian Mr. Pradeep V. Bhide, aged 68 years, is a retired IAS Officer and
Administrative Service (IAS), holds a Master's Degree in Physics holds MBA, LL.B. and B.Sc. degrees. During his career spanning
from Bangalore University and in Public Administration from the about four decades he held various positions at senior level,
Harvard University. In a career spanning thirty seven years, he had including the Secretary, Department of Revenue, Ministry of
specialized in public policy and governance in areas like Finance, Government of India; Secretary and Joint Secretary,
agriculture, public finance, infrastructure and international Department of Disinvestment, Ministry of Finance, Government of
migration. Mr. Krishna Kumar was the first secretary of the Ministry India; Additional Secretary / Spl. Secretary, Ministry of Home
of Overseas Indian Affairs of the Government of India during 2004- Affairs, Government of India; Deputy Secretary/Director in the
06. As Additional Chief Secretary in Karnataka during 2001-04, he Department of Economic Affairs, Ministry of Finance, Government
concluded a number of infrastructure projects, including the of India; Director Fund-Bank Division of the Department and
prestigious Bangalore International Airport and the Hassan- Advisor to India's Executive Director to the International Board for
Mangalore broad gauge rail line. Between 1992 and 1998, he Reconstruction and Development, Washington D.C; Secretary,
worked as an International consultant for the IMF in Sri Lanka and Department of Finance, Government of Andhra Pradesh;
for the World Bank in Mauritius. Post-retirement, he has been Secretary, Department of Energy, Government of Andhra Pradesh
involved with the Centre for Development Studies, and Managing Director of Godavari Fertilisers and Chemicals
Thiruvananthapuram as a resource person. His first book Limited.
"Emigration in 21st-Century India - Governance, Legislation,
Institutions" was published by Routledge in 2014. He is currently During his tenure as Secretary, Department of Revenue, Ministry of
the President of the Mysore Education Society, Bangalore. Finance he was involved in formulation of the Direct and Indirect
Taxation Policies including the model of Goods and Services Tax
Mr. S. Krishna Kumar joined the Board of Directors of the Company and Direct Taxes Code.
as an Independent Director on 19th April 2007. He is Chairman of
the Audit Committee and the Corporate Social Responsibility Mr. Bhide joined the Board of Directors of the Company as an
Committee of the Board of Directors of the Company from 14th May Independent Director on 29th April 2011. He is Chairman of
2012 and 2nd May 2014 respectively. Nomination and Remuneration Committee and a member of Audit
Committee and Stakeholders' Relationship Committee of the
Company.

Board of Directors (Continued)
Ms. Soek Peng Sim Mr. Juan-Francisco Defalque

Non-executive Director Non-executive Director
Ms. Soek Peng Sim, aged 49 years, is presently Finance Director for Mr. Juan-Francisco Defalque, aged 54 years, completed his
HeidelbergCement Asia Pacific. She holds a Bachelor Degree in Masters degree in Mining Engineering from Catholic University of
Accounting from University of Malaya, Malaysia. She is also a CPA Louvain in Belgium in the year 1987. He started his professional
registered with The Malaysian Association of Certified Public career in 1989 with CBR, a Belgian International Company engaged
Accountants (MICPA) as well as a Chartered Accountant honoured in the production of cement, ready-mix and aggregates in Europe
by Malaysian Institute of Accounting (MIA). Prior to joining and North America (in 1993 CBR was acquired by
HeidelbergCement Group, she worked with Reckitt Benckiser HeidelbergCement Group). From 1989 to 2002 he held several
Group, Philips Malaysia, HoHup Malaysia and The Lion Group, management positions including director of technical projects for
Malaysia. She has rich and vast experience in financial planning & Belgium. In 2002 he joined HC Cimbenin located in Benin (West
analysis, business development and support, accounting & Africa) as its Managing Director. In 2006 he joined HC Indocement
taxation, business process improvements and corporate structure to set up a completely new Heidelberg Technology Centre (HTC),
optimisation. Other than extensive MNC experience in construction Indonesia organization holding the position of Head of HTC
materials industry, she also possess diversified industry exposure Indonesia. During his time in Indonesia several major projects were
in FMCG, manufacturing and construction & property executed or started including an integrated plant with 10,000 TPD
development. Ms. Sim joined the Board of Directors of the clinker line located south of Jakarta.
Company on 16th September 2014. She is also a member of Audit
Committee of the Board. In 2015 he joined HeidelbergCement Asia Pte Ltd, Singapore as
Director HTC APAC responsible for managing the technical centres
in the region, which not only provides technical support to all the
cement manufacturing facilities of HeidelbergCement group in this
region but also takes care of the new projects. Mr. Defalque joined
the Board of Directors of the Company on 29th October 2015.
Board of Directors
Mr. Jamshed Naval Cooper Mr. Sushil Kumar Tiwari

Managing Director Wholetime Director
Mr. Jamshed Naval Cooper, aged 61 years, is a science graduate Mr. Sushil Kumar Tiwari, aged 63 years, holds degrees in
with Post-Graduation in management specializing in marketing Engineering in two streams - Electrical and Electronics &
from the Institute of Management Studies, Indore University. During Communication - from the Institute of Engineers, Kolkata. In his
his professional career he has gained rich experience spanning career spanning over 38 years he has acquired rich and vast
over 34 years in the cement industry. He has also worked for experience of over three decades in the Cement Sector. Prior to
consumer durable industry in the past. joining HCIL he was working with the cement division of Raymond
Limited, which was subsequently acquired by Lafarge India Private
Mr. Cooper joined HeidelbergCement India Limited as Head of Limited.
Sales & Marketing in December 2006 soon after takeover of Mysore
Cements. He is credited for revamping the Sales and Marketing Mr. Tiwari joined HeidelbergCement India Limited in April 2007 as
setup of the Company and launching of "mycem" brand which is Unit Head of the Company's Ammasandra Plant. In August 2008, he
now positioned as a premium category cement in Central India. He was appointed as Unit Head of the Company's Damoh and Jhansi
is also the Managing Director of Zuari Cement Ltd. (which is also a units. Mr. Tiwari took over the position of Technical Head of the
part of the HeidelbergCement Group). Company w.e.f. 1st September 2010. He is also a Whole-time
Director of the Company w.e.f. 29th April 2011 and is a member of
Prior to joining HeidelbergCement India Ltd., Mr. Cooper served Corporate Social Responsibility Committee of the Company.
ACC Limited (now a Holcim Group Co.) for 22 years where he also
worked for its joint ventures Float Glass and Bridgestone. Prior to
ACC, he worked for Godrej & Boyce Manufacturing Co. Ltd. a
consumer durable company.
Traversing his professional career, Mr. Cooper has gained

experience in Corporate Management, Cost Leadership, Strategy
Building, Brand Management, Logistics, Channel Management,
Rural Marketing, Feasibility Studies & Project Implementation,
Human Resource Management, IT Systems and Procurement.
During his illustrious career, he pioneered the 25 kg cement packing
and launched bulk cement for the first time in India. One of his
achievements has been managing and minimizing the risks arising
out of spurious look-alike brands. He is a member of Audit
Committee and Stakeholders' Relationship Committee of the
Company.

Messages from the Management Team
I am Sushil Kumar Tiwari. I am a strong believer that positive I, Anil Kumar Sharma - always scouting for opportunities to
thinking and approach can make you achieve what you want to do optimise available resources for maximising value.
in life. World is full of opportunities which can be converted to
values, if unlocked with a positive approach or else it can turn out Financial year 2018 witnessed one of the biggest tax reforms in
to be challenge to growth. As you know we are transitioning into a India as the Country moved from multiple taxation system to
new era where technology continues to change the world single tax system on Goods and Services. GST is a complete
landscape albeit with more speed. As our company strives to transformation in the indirect tax landscape leading to unified
adopt the new changes, agility will define success in future. In the markets and seamless movement of goods. Our proactive and
recent past, we initiated many improvement projects which committed team revamped the systems and processes paving the
helped us in enhancing our operational efficiency, safety and road for its smooth implementation in your company. Basic
Environmental standards. These small steps are now driving our principle for successful migration to any new change is to unlearn
organization towards unlocking our potential, and contributing in old one and learn new one and that is possible only through
cost reduction thus leading organizational growth by way of training. We went a step further to provide training to our valued
economies of scale productivity, improved operational efficiency channel partners and vendors thus ensuring business continuity
& Safety records. We have not yet hit gold but surely are heading in for them too under the new tax regime.
the right direction. Consistent stable operations and improved
product quality by our technical team has provided appropriate Our motto is to create, preserve and enhance value for all
springboard enabling us take the next leap of success. stakeholders. One of the factors that distinguish our company's
Manufacturing has always been inspired by our highly skilled journey to create sustainable value lies in our ability to manage the
people and efficient machines. It will be our pursuit to continue business risks. Business risks are inevitable part of our daily life.
upskilling our people and invest in technologies that will make us The risk management processes laid down by our company
more efficient in meeting the challenges in the market. ensure timely identification of risk, its evaluation and its proactive
addressing. The robust risk mitigation framework significantly
I would like to share some of the key steps implemented at HCIL reduces the margin for error as the system makes it compulsory for
that have unlocked our potential leading to a quantum leap in the users to continuously monitor adequacy and effectiveness of
growth of our bottom line. internal controls covering the entire gamut of activities from “mine
to market”.
l Kilns that were designed to use coal as primary fuel are now
altered to burn petcoke as fuel. Financial discipline and optimisation of resources has played a
vital role in enhancing the performance of your Company during
l Increasing and sustaining the running of key equipment with
the last couple of years. The Company has utilised its internal
more than 20% capacity enhancement. accruals for repayment of External Commercial Borrowings (ECB)
l Giving back to mother earth. We are over 6 times water of USD 125 million. The final tranche of said ECB was repaid in
positive. The green cover at the manufacturing units has October 2017 resulting in reduction in interest cost and Debt-
increased manifold. Equity ratio.
l Utilizing low grade mineral limestone to enhance quarry life I am sure that your Company will move forward in its journey and
continue to grow.
l Utilizing waste heat for power generation and consistently
improvement in generation year on year.
Mr. Anil Kumar Sharma
l Implemented best practices from plants across globe, leading Chief Financial Officer
to improvement in safety & operational efficiency and reduce
costs in India
Mr. Sushil Kumar Tiwari

Whole-time Director
Messages from the Management Team
I am Poonam Sharma, HR-Director for HC-India. I believe in Hi, I am Purnachander.

the infinite possibilities of what a human mind can achieve,
powered by the energy of positive thinking, drive and flexibility. I Passion for procurement drives me to google for best available
also believe that minds are like parachute, they need to be open to resources globally at a competitive price.
work. I am confident of the success of every human being on this
earth as I believe everyone is talented in one's own way and am “What gets measured, gets managed” – Peter Drucker
committed to tap that talent to make it grow. Despite 2017-18 posed several challenges, we could dive deep to
measure and manage sourcing at best available and economical
We believe that keeping our staff engaged is business wisdom. prices.
Engaged people stay excited about what they're doing, making, in
turn, our potential customers excited about our company. This The major challenge was of Fuels being major spend in cement
also means lower human error and less safety lapses. This year have gone up by 35% YoY but managed well below 17% for pet
was a year focused on making sure that our employees stay coke and 7% average fuels increase while experimenting various
engaged through a continuous year- long engagement initiatives fuel mix. By continuously monitoring local Coal quality and
in the Company. The multi prong approach was tailor made for logistics, we could reduce the impact by 10%.
each location ranging from knowledge sharing to cultural and
social activities and celebrations of local festivals and personal Despite huge increase in fuel prices, raw materials and packaging,
days. variable cost marginally gone up. There is considerable
contribution in reducing the impact of Packaging cost despite
The Company also made sure that talent got recognised through 11% increase in granules cost. Additive cost down 10% and raw
its recognition & appreciation programs, interactive programs and material cost 6% by Logistic, source optimization and Supplier
creating forums of two way communication with employees. rotation. We are unlocking the advantages of bundling various
plant requirements and source them negotiating best volume
Providing interaction platforms to employees through formal and discounts possible.
informal networks both within and outside their work groups
fostered team spirit and a strong cross cultural impact. We have web based procurement systems and processes to
manage our purchasing to cope up with any changes this dynamic
An employee is far more likely to be engaged when they have clear markets surprisingly pose. We have e-procurement 'Easy Supply'
performance expectations, the tools to do their job well and a to manage our spend giving fair, transparent and equal
manager who communicates effectively with them.Towards this, opportunity to all the vendors. This e-platform not only keeps our
our Performance Management process was strengthened with a vendor base intact but also keeps them to continuously work on
more robust objective setting and review process. refining their offers with ongoing dynamic competition. Our
experienced human assets always on toes ensure sourcing
The plants conducted days of family engagement programs well managed.
encouraging, art, craft and culture. These were specially
appreciated and enjoyed by the family members of
employees.Our annual training initiative reached a sense of Mr. M. Purnachander
maturity with a record no. of the leaders delivering functional and Procurement Director
managerial trainings in-house to their teams. In our Plant
locations employee health and well-being received a shot in the
arm through programs related to healthy lifestyles, nutrition and
physical fitness.
Ms. Poonam Sharma

Human Resources Director

Operational and Financial Performance

Sales Volume (‘000 tonnes) Net Revenue (Rs. million)
4,653 19,094
17,412
4,474
4,443 16,708
FY 2016 FY 2017 FY 2018 FY 2016 FY 2017 FY 2018
EBITDA (Rs. million and % of net revenue) PAT (Rs. million)
3,833 1,332
3,026
17.4% 20.1% 762

2,536
15.2%
354
FY 2016 FY 2017 FY 2018 FY 2016 FY 2017 FY 2018
EBITDA% EBITDA
Debt Equity Ratio EPS (Rs. per Share)
5.9
0.96 0.71 0.59

3.4
1.6
FY 2016 FY 2017 FY 2018 FY 2016 FY 2017 FY 2018
2 Statutory Reports
BOARD’S REPORT
To the Members, projects. Cement production grew at about 6 percent for the
The Directors are pleased to present the 59th Annual Report full year against a decline of about 1 percent last year.
together with the audited accounts of the Company for the Over-capacity in the cement industry continues to impact the
financial year ended 31st March 2018 (FY18). price and margins. At the end of March 2018, the overall
THE YEAR IN RETROSPECT installed cement manufacturing capacity stood close to
about 465 million tonnes. Cement production during
The year 2017-18 was marked by a number of key structural
FY2017-18 was about 298* million tonnes compared to 280
initiatives for strengthening economy for sustainable growth
million tonnes in the corresponding period indicating growth
in the future. While the first quarter of the year saw the impact
of about 6%.
of demonetisation tapering off, in the next quarter,
introduction of the landmark Goods and Services Tax (GST) * Source: Website of Office of Economic Adviser, Ministry of
brought in some uncertainties as businesses adjusted to the Commerce and Industry.
new regime. From the third quarter onwards, we have been FINANCIAL HIGHLIGHTS / REVIEW OF OPERATIONS
witnessing signs of growth. The Company adopted Indian Accounting Standards (Ind-
After a gap of 14 years, Moody’s upgraded India’s sovereign AS) from 1st April 2016. The financial statements of the
rating to Baa2 with a stable economic outlook. India has also Company for the financial year ended 31st March 2018 as
improved its ranking in the World Bank's Doing Business well as for 31st March 2017 presented in this Annual Report
Report (2018 edition) from 130 in 2017 to 100 among 190 are Ind-AS compliant.
countries. During FY18, the Company reported its highest ever
The GDP fell from 7.1% in FY17 to 6.7% in FY18 as the production and sales volume, sales revenue and EBITDA.
economy had to cope with the lingering effects of During the year ended 31st March 2018, the Company
demonetisation and businesses grappled with the nitty-gritty produced 4.61 million tonnes of cement compared to 4.44
of GST. Rising global crude oil prices cast negative spell on million tonnes in the year ended March 2017, an increase of
the Indian economy and posed a risk to growth. 3.7%. Cement sales for the year were 4.65 million tonnes
During FY18,the Cement industry in India witnessed revival compared to 4.47 million tonnes in FY17, an increase of
backed by Government spending on infrastructure. The 4.0%. Net sales in FY18 were INR 18,894.7 million compared
good monsoon ensured steady cement demand from the to INR 17,174.6 million in FY17, an increase of 10.0%. The net
rural segment. However the demand from urban residential profit for FY18 was INR 1,331.8 million compared to INR
real estate segment remained subdued in comparison to 762.1 million in FY17.
FY17 due to elevated inventory levels and introduction of A snapshot of the Company’s financial performance for the
RERA in May 2017, which disrupted construction activity as financial year ended 31st March 2018 vis-à-vis performance
the real estate developers went slow on launching new for the financial year ended 31st March 2017 is as under: -
(Rs. in million)
Particulars Financial Year ended Financial Year ended
31 March 2018 31 March 2017
Income
Revenue from Operations (Net of Excise duty/GST) 18,894.7 17,174.6
Other Income 199.3 236.9
Total Revenue 19,094.0 17,411.5
Earnings before Interest, Tax, Depreciation 3,832.9 3,025.5
and Amortization (EBITDA)- Including other income
Depreciation and Amortization 1,011.7 991.5
Finance Cost 744.5 897.7
Profit before Tax 2,076.7 1,136.3
Total Tax expense 744.9 374.2
Net Profit for the year 1,331.8 762.1
During FY18, international coal prices were up by about 15% fuel mix carefully balancing the use of local fuels to optimise
y-o-y. In order to curtail the impact of rising fuel prices the the overall cost.
Company maximized usage of petcoke which led to savings Prices of other raw materials viz., laterite, iron-ore, sweetener
of around 9% compared to coal, despite about 30% price etc., also increased due to mining and environmental issues.
increase in international petcoke. The Company altered its

2 Statutory Reports
The Company had to rigorously work upon development of annum on 16th December 2013. It is proposed to transfer, an
reliable supplier base and churning, whenever necessary, for amount of INR 134.1 million (previous year INR134.2 million)
cost optimization. The Company procured natural gypsum out of the profits for the financial year ended 31st March 2018
through e-auction route and achieved cost reduction of 18% to the Debenture Redemption Reserve (DRR) to meet the
despite the uptrend witnessed in international price of obligations towards the redemption of debentures
gypsum. commencing from 16th December 2019.
The Company was also able to reduce fly ash cost by 21% During the year the credit rating in respect of the aforesaid
through optimization of logistics at Damoh and Jhansi Plants. debentures has been reaffirmed as “IND AA+” (with stable
Increase in global crude prices impacted cost of packaging outlook) by India Ratings and Research Pvt. Ltd.
bags. However the Company was able to mitigate the impact REPAYMENT OF EXTERNAL COMMERCIAL
to a large extent through reverse e-auctioning mechanism. BORROWINGS
The best practices and processes of the Heidelberg Cement The Company had borrowed USD 125 million in nine tranches
Group, coupled with Continuous Improvement Program, from January 2011 to October 2012 by way of External
ensured resource and energy optimization. Modifications Commercial Borrowings (ECB) for the purpose of financing its
and improvisations across pyro processes and milling Damoh-Jhansi expansion project. Each tranche of ECB was
operations resulted in reduced thermal and electrical energy repayable after a period of five years from the date of its draw
consumption. Owing to various modifications, de- down. During FY2017-18, the eighth and ninth tranche
bottlenecking, process optimisation and equipment aggregating to USD 20 million were repaid. Thus entire ECB of
upgradation, we secured an increased kiln and mill USD 125 million stands repaid.
throughput.
DIVIDEND
The Waste Heat Recovery-based Power Generation Plant
The Board of Directors is pleased to recommend a dividend of
during FY18 generated 69,448 Mega Watt of power which
INR 2.50 per equity share of INR 10 each (25%) for FY 2017-
was about 40% of the total power requirement of Narsingarh
18 for approval of the members at the ensuing AGM. The
plant, resulting in equivalent reduction in grid power leading
dividend outgo will be INR 683.0 million (inclusive of a
to substantial savings in power cost. The clinker
dividend tax of INR 116.5 million).
manufacturing plants of the Company viz., Narsingarh and
Ammasandra Plants were enrolled by the Bureau of Energy Dividend Distribution Policy
Efficiency(BEE) under ‘Perform, Achieve and Trade Regulation 43A of the SEBI (Listing Obligations & Disclosure
Scheme’(PAT) which aims at enhancing energy efficiency of Requirements) Regulations, 2015, requires the top 500 listed
the industrial units. Both the plants were able to achieve the companies based on the market capitalization to formulate a
targets set by BEE for reducing specific energy consumption Dividend Distribution Policy. In compliance with the said
under PAT Cycle 1(target year 2014-15 against energy requirement, the Board of Directors had formulated a
consumption in baseline year 2009-10). These units have Dividend Distribution Policy in FY17 and the same is posted
been granted 20,586 Energy Saving Certificates, which can on the Company’s website. The web-link to access the said
either be used for meeting obligations of the PAT Cycle 2 in policy is as follows:
case of any shortfall in achieving the target or available for http://mycemco.com/sites/default/files/HCIL%20Dividend%20Distribution%20Policy.pdf
monetization in the market. Unclaimed dividend for FY2016-17: Total unclaimed dividend
The Company proactively changed its systems and for FY2016-17 as on 31 March 2018 stood at INR 2.3 million.
processes as well as provided training to its Customers and The shareholders whose dividend will remain unclaimed at
Vendors assisting them to smoothly transit into the GST the expiry of seven years from the date of transfer to ‘Unpaid
regime. The benefit of reduction in indirect taxes on account Dividend Account’ i.e., until 28th October 2024 will be
of implementation of GST was passed on to the customers. transferred to ‘Investor Education and Protection Fund’.
Consistent good quality of the product has enabled the ENVIRONMENTAL SUSTAINABILITY
Company to meet expectations of its discerning customers The Company is committed and aligned with Heidelberg
thereby sustaining the image of its flagship brand “mycem”. Cement Group's Sustainability Commitments 2030 covering
Brand visibility enabled the Company to increase sales water, air, land, occupational health and safety, circular
volume by 4% despite the challenging demand supply economy, people and communities. In line with these
situation owing to shortage of sand in Uttar Pradesh. To commitments, the Company is taking initiatives for
strengthen its bond with channel partners, the Company environment protection and conservation.
conducted a number of events, training programs and Sustained commitment over the years towards conserving
conferences. Effective coordination among production, the water resources has led to the Company being certified as
quality control, marketing, logistics and customer support 6.37 times Net Water Positive by an independent certifying
teams ensured supply of quality products and unmatched agency, TÜV SÜD. During FY17 all the cement plants of the
service to the customers. Company withdrew 1,093,332 kilo litres of water from various
TRANSFER TO DEBENTURE REDEMPTION RESERVE sources and harvested 6,965,000 kilo litres of water. This
The Company had issued Non-Convertible Debentures implies that the Company has given back 6.37 times water
aggregating to INR 3700 million carrying interest of 10.4% per than it consumed. This distinction was achieved through the
commitment of all employees and a multidimensional The Company’s Central India plants are situated in water
approach including diversion of rain water to reservoirs, scarce Bundelkhand region. While free water is provided to
installation of water harvesting systems, revival of bore-wells, villages near the Narsingarh plant throughout the year, during
controlling seepages and educating everyone on water extreme summer when water resources ran dry, the
conservation measures. Company deployed water tankers to provide water to other
The Company has also achieved significant reduction of villages also. Construction of a check-dam was initiated near
carbon footprint to 517 kg of CO2/ton of cement produced. Satpara mines to ensure water storage during monsoons
Clinker incorporation factor of 62% has been achieved which will thereafter be available for nearly 6 to 7 months to
through utilisation of fly ash and other additives, thus nearby villagers for cultivation and domestic needs. The
preserving natural limestone reserves for the future Company also dug bore wells and built water tanks in certain
generations. The company’s waste heat recovery power localities to meet the water demand during summers. The
plant at Narsingarh unit generated power from the waste heat Company also organised free health check-up camps,
of clinker lines and helped in preserving the fossil fuel. The provided mobile medical services and distributed medicines
emphasis is also on taking new initiatives for recycling and in the nearby villages.
reusing waste materials as alternate fuels in kilns thus The Company continued to extend its support towards
promoting green and clean environment. development of infrastructure in the vicinity of its plants and
All the plants of the Company are ISO 14001 (Environment mines. It also constructed concrete roads and culverts for
Management System) certified. safe, speedier and smoother connectivity and thus facilitated
villagers to overcome the commuting problems faced by
ENRICHING BIODIVERSITY
them.
The Company preserves and enhances biodiversity across all
The Report on CSR activities together with brief outline of
its plants and mines. The Company has developed green belt
CSR Policy of the Company is annexed herewith as
covering about 38% of the factory area and created water
‘Annexure – A’.
bodies covering large areas. These water bodies and trees
are home to a variety of flora and fauna. The enriched bio OCCUPATIONAL HEALTH & SAFETY
diversity provides shelter to thousands of parrots and Way above its business priorities, occupational health and
numerous other bird species. Safety (OH&S) remained Company’s foremost priority. “Every
MAKING A DIFFERENCE THROUGH CSR employee must return home smiling to his family”. Driven by
this philosophy, we endeavour to provide a safe and healthy
The Company continued to contribute to the economic and
work environment. The day begins with safety gate meetings
social development of the local communities in the regions
wherein important safety aspects are discussed along with
where it has presence by focusing on healthcare, education,
safety prayer and pledge. To build and grow the Happiness
community development, and other related activities. By
Quotient among the workmen, people are encouraged to
promoting local participation, the company strengthens its
share a joke post the safety pledge. We believe that it’s the
bond with local communities. The feeling of ownership that is
“Smiles that will take you Miles”.
being generated among the beneficiaries of the CSR assets is
ensuring their judicious use and upkeep. During FY18 the Various measures taken at the plants and mines to embed
Company has spent INR 14.75 million on various CSR strong safety culture led to reduction in Lost Time Incidents
activities / projects exceeding the obligations pursuant to Frequency Rate (LTIFR) from 0.21 in FY17 to 0.2 in FY18.
Section 135 of the Companies Act, 2013. However we regret to inform that we lost a young man
deployed by our contractors while performing a task at our
Industry requires skilled manpower and the best source for
Imlai plant for which he had no prior authorization.
this is large pool of unskilled, unemployed rural youth. The
Company conducted diverse training programmes to Top Management’s commitment to safety is pivotal and
enhance the skills of the unemployed youth at its well- crucial for harmonizing employees’ safe behavior at the
equipped training and development centre at Jhansi having workplace. Safety Leadership training programmes were
classrooms and conference rooms. The open area of the organized for top management, plant heads and HODs at all
training centre is being developed for imparting training on plants for implementing best safety practices. Employees
agricultural techniques, horticulture and growing herbal including contract workmen were imparted safety induction
plants. trainings, refresher courses and job specific trainings like
scaffolding safety, working at height, confined space etc. A
The company facilitates education of children of nearby
schedule of twelve most critical safety hazards relevant to our
villages through the schools being supported by it. In order to
industry has been compiled. Safety themes were announced
improve the infrastructure of nearby schools, the Company
every month and all the aspects were dwelt upon throughout
provided classroom furniture to them. In order to promote
the month so as to instill the same firmly in the minds of the
education, meritorious students were rewarded with
workmen. Drivers and helpers were also imparted training on
scholarships. Free books and utility kits were also distributed
defensive driving techniques. All plants are OHSAS 18001
in many schools. The Company also sponsored sports’
certified. OH&S monitoring of the workplace for noise,
meets in nearby villages wherein students from many schools
particulate matter, free silica and illumination level is being
participated. The Company installed solar panels for lighting
done as per the regulatory norms.
in the girls’ hostel at Narsingarh.

2 Statutory Reports
AWARDS AND ACCOLADES Managing Director and Mr. Anil Kumar Sharma, Chief
The Company continues to pursue excellence in all areas of Financial Officer in respect of the financial statements and the
its operations, and the same being recognized in the form of cash flow statement for the financial year ended 31st March
awards and honours. 2018 is annexed as Annexure ‘B’ to this Report.
• ‘Ammasandra Plant was awarded a certificate and trophy Management Discussion and Analysis Report is also given as
titled ‘Utthama Suraksha Puraskara’ in recognition of its an addition to this Report.
high standards of safety performance and management BUSINESS RESPONSIBILITY REPORT
System from Karnataka Chapter of National Safety In terms of Regulation 34(2)(f) of the SEBI Listing Regulations,
Council. a Business Responsibility Report forms part of this Annual
• Yerekatte Limestone Mines in Karnataka was awarded Report.
First Prize in the categories of ‘Mineral Benefication’ and DIRECTORS
‘Environmental Monitoring’ and Second Prize for ‘Overall
There was no change in the Board of Directors during the
Performance’ during the Mines Environment & Mineral
financial year ended 31st March 2018. Mr. Juan-Francisco
Conservation Week Awards 2017-18 from the Indian
Defalque (DIN: 07318811) retires by rotation at the ensuing
Bureau of Mines.
Annual General Meeting (AGM) and being eligible has offered
• Jhansi Plant received the ‘Energy Efficient Unit’ award in himself for re-appointment. His brief profile is given in the
the cement sector from Confederation of Indian Industry Notice of AGM. The Board recommends his re-appointment
at the 18th National Awards for Excellence in Energy by the members at the ensuing AGM.
Management.
Independent Directors: Mr. P.G. Mankad (DIN: 00005001),
• Diamond Patharia Limestone Mines received a certificate Mr. S. Krishna Kumar (DIN: 01785323) and Mr. Pradeep V.
in recognition for the initiatives taken under ‘Swachh Bhide (DIN: 03304262) were appointed as Independent
Bharat Mission 2018’ from the Indian Bureau of Mines. Directors by the members for a term of five years from 1stApril
• Diamond Patharia Limestone Mines continues to be 2014 up to 31st March 2019 in the 55th Annual General
accredited with Five Star Rating* by the Ministry of Mines, Meeting held on 19th June 2014 and they continue to be on
Government of India. The accreditation certificate was the Board of Directors. All the independent directors have
given by Shri Haribhai Parthibhai Chaudhary, Hon’ble submitted declarations to the Company that they fulfil the
Minister of State for Mines. criteria of independence as laid down under Section 149(6) of
* “Star Rating of Mines” is a scheme of the Ministry of Mines, the Companies Act, 2013 and SEBI (Listing Obligations and
Government of India, to recognise the performance of mines Disclosure Requirements) Regulations, 2015.
by giving them rating ranging from one to five stars. Under the DISCLOSURES UNDER COMPANIES ACT, 2013
scheme, mines bearing major minerals are evaluated on the
parameters relating to sustainable development in Number of Board Meetings: During the financial year
accordance with sustainable development framework ended 31st March 2018, four board meetings were held. The
designed by Ministry of Mines and validated by Indian Bureau details of the same are given in the Corporate Governance
of Mines. Report.
CORPORATE GOVERNANCE Composition of Audit Committee: The Company has an
The Company has always strived to build sustainable Audit Committee comprising four members namely, Mr. S.
relationship with its stakeholders based on trust and Krishna Kumar (Chairman of the Committee), Mr. P.G.
transparency. As a result, its governance framework has Mankad, Mr. P.V. Bhide and Ms. Soek Peng Sim. Other details
earned a reputation of being ethical and responsible. All the about the said Committee are given in the Corporate
Directors and employees consider it their personal Governance Report. All the recommendations made by the
responsibility to conduct themselves in accordance with the Audit Committee were accepted by the Board.
Code of Conduct set out by the organization. Board Evaluation: In accordance with the provisions of the
The Companies Act, 2013 and SEBI (Listing Obligations and Companies Act, 2013 and SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 have further Disclosure Requirements) Regulations, 2015, the Board has
reinforced the governance regime in India. The Company carried out an annual evaluation of its own performance, that
remains fully compliant with the corporate governance of the directors individually and that of all the Committees
requirements as prescribed under the said regulations. constituted by it, namely, the Audit Committee, Nomination
Pursuant to the provisions of the listing regulations, a and Remuneration Committee, CSR Committee and the
certificate from M/s. Nityanand Singh & Co., a firm of Stakeholders‘ Relationship Committee. The manner in which
Company Secretaries in Practice, confirms compliance with the performance evaluation has been carried out has been
conditions of Corporate Governance and forms an integral explained in the Corporate Governance Report.
part of this Report. The Company has also ensured Policy for appointment and remuneration of directors:
compliance with applicable Secretarial Standards issued by The Board has, on the recommendation of the Nomination
the Institute of Company Secretaries of India pursuant to and Remuneration Committee, framed a ‘Nomination and
Section 118(10) of the Companies Act, 2013. Remuneration Policy‘. The policy inter alia lays down the
A certificate furnished by Mr. Jamshed Naval Cooper, criteria for determining qualifications, attributes and
independence of potential candidates for appointment as applied consistently and judgments and estimates
directors and determining their remuneration. The said policy have been made that are reasonable and prudent so
is annexed as Annexure ‘C’ to this Report. The Board has also as to give a true and fair view of the state of affairs of the
adopted a ‘Board Diversity Policy‘ which requires the Board Company as at 31st March 2018 and of the profit of
to ensure appropriate balance of skills, experience and the Company for the financial year ended on that date;
diversity of perspectives in its own composition. (c) that proper and sufficient care has been taken for the
Extract of Annual Return: The extract of the Annual maintenance of adequate accounting records in
Returnin the prescribed form, MGT – 9 is annexed herewith as accordance with the provisions of the Companies Act
Annexure ‘D’. for safeguarding the assets of the Company and for
Key Managerial Personnel: No changes took place in the preventing and detecting fraud and other
Key Managerial Personnel (KMP) during the financial year irregularities;
ended 31st March 2018. The following persons continue to (d) that the financial statements for the financial year
be the KMP of the Company:- ended 31st March 2018 have been prepared on a
• Mr. Jamshed Naval Cooper, Managing Director; ‘going concern’ basis;
• Mr. Sushil Kumar Tiwari, Whole-time Director; (e) that proper internal financial controls were in place
and that such internal financial controls were
• Mr. Anil KumarSharma, Chief Financial Officer; and
adequate and were operating effectively; and
• Mr. Rajesh Relan, Legal Head & Company Secretary.
(f) that systems to ensure compliance with the provisions
General: The Directors state that no disclosure or reporting of all applicable laws were in place and were adequate
is required in respect of the following items as there were no and operating effectively.
transactions with respect to these items during the financial
RELATED PARTY TRANSACTIONS
year ended 31st March 2018:
All the transactions entered into between the Company and
• Details relating to deposits covered under Chapter V of
its related parties during the financial year ended 31st March
the Companies Act, 2013.
2018 were in the ordinary course of business and on an arm’s
• Issue of equity shares with differential rights as to length basis. The particulars of such transactions have been
dividend, voting or otherwise. disclosed in the notes to accounts of the Balance Sheet
• Issue of stock options or sweat equity shares. presented in the Annual Report. During the year under review,
• No significant or material orders were passed by the the Company has not entered into any related party
Regulators or Courts or Tribunals which impact the going transaction exceeding the threshold limit provided under the
concern status and the Company’s operations in future. Companies Act, 2013/Rules made thereunder and the SEBI
• Loans, investments, guarantees and securities in terms of ( L i s t i n g O b l i g a t i o n s a n d D i s c l o s u re R e q u i re m e n t s )
Section 186 of the Companies Act, 2013. Regulations, 2015. A statement of all the related party
transactions is placed before the Audit Committee on a
INTERNAL FINANCIAL CONTROLS
quarterly basis, specifying the nature and value of the
The Company has in place various internal controls, policies transactions.
and procedures to ensure orderly and efficient conduct of its
The Company has in place a Policy on Related Party
business. Standard Operating Procedures (SOPs) and Risk
Transactions and a framework for the purpose of assessing
Control Matrix (RCM) have been designed for all critical
the basis of determining the arm’s length price of relevant
processes across its operations. The internal financial
transactions. The said policy and the framework are annually
controls are tested for operating effectiveness through
reviewed by the Audit Committee and the Board of Directors.
management’s ongoing monitoring and review processes,
The same have been posted on the Company’s website. The
and independently by the internal auditors. In our view the
web-link to access the said policy and framework is as
internal financial controls are adequate and are operating
follows:
effectively. http://mycemco.com/sites/default/files/Related%20Party%20Transaction%20Policy.pdf
DIRECTORS’ RESPONSIBILITY STATEMENT RISK MANAGEMENT
To the best of their knowledge and belief and according to the One of the factors that distinguish a company’s journey to
information and explanations obtained by them and based on create sustainable value for its shareholders is its ability to
the assessment of the management, the Board of Directors manage the business risks. Many risks exist in the operating
makes the following statements in terms of Section134 of the environment and may emerge from time to time. The Risk
Companies Act, 2013: Management processes of the Company ensure that the risks
(a) that in the preparation of the accounts for the financial are identified well in time and addressed pro-actively.
year ended 31st March 2018 the applicable The business risks have been classified under the broad
accounting standards have been followed along with heads - strategic, operational, financial and legal &
proper explanation relating to material departures, if compliance risks. The Company’s Risk Management Policy
any; lays down a bottom-upprocess comprising risk identification,
(b) that such accounting policies have been selected and analysis and evaluation, treatment and controlling. Risk

2 Statutory Reports
owners identify and analyse all risks in their area of Accountants as Cost Auditor of the Company for the financial
operations. The business risks are reviewed by the Senior year 2018-19 on a remuneration of INR 250,000. Pursuant to
Management and thereafter evaluated by the Audit Section 148(3) of the Companies Act, 2013, a resolution
Committee and the Board of Directors on a quarterly basis. seeking member’s ratification for the remuneration payable to
VIGIL MECHANISM/ WHISTLE BLOWER POLICY M/s. R.J. Goel & Co., Cost Accountants is included in the
Notice convening the AGM. The Board recommends the
The Company has established a vigil mechanism / whistle
aforesaid resolution for approval of the members.
blower policy to deal with the instances of unethical
behaviour, fraud, conflict of interest, mismanagement and SECRETARIAL AUDIT
violation of the Code of Conduct. The details of the vigil The Board had appointed M/s. Nityanand Singh & Co., a firm
mechanism are given in the Corporate Governance Report of Company Secretaries in Practice as Secretarial Auditor for
and the same has been posted on the Company’s website. carrying out secretarial audit of the Company for the financial
The web link to access the said policy is as follows: year ended 31st March 2018 in accordance with the
http://mycemco.com/sites/default/files/HCIL%20Whistle%20Blower%20Policy.pdf provisions of Section 204 of the Companies Act, 2013 and
PREVENTION OF SEXUAL HARASSMENT OF WOMEN the Companies (Appointment and Remuneration of
AT THE WORKPLACE Managerial Personnel) Rules, 2014. The Report of the
The Company continues to remain compliant with the Secretarial Auditor is annexed herewith as Annexure ‘E’. The
provisions of the Sexual Harassment of Women at Workplace Secretarial Audit Report does not contain any qualification,
(Prevention, Prohibition and Redressal) Act, 2013, which reservation or adverse remark.
aims to protect women at workplace against any form of PARTICULARS OF EMPLOYEES
sexual harassment and prompt redressal of any complaint. The particulars of employees required pursuant to Section
During FY18, the Company received a complaint of sexual 197 of the Companies Act, 2013 read with Rule 5 of the
harassment against an employee of the Company, which was Companies (Appointment and Remuneration of Managerial
dealt with in accordance with the provisions of the said Act. Personnel) Rules, 2014 shall be provided on request. In
AUDITORS accordance with the provisions of Section 136 of the Act, the
In accordance with the provisions of Section 139(1) of the Board’s Report and the financial statements for the financial
Companies Act, 2013 the members had at the 58th Annual year ended 31st March 2018 are being sent to the members
General Meeting (AGM) held on 22nd September and others entitled thereto, excluding the information on
2017appointed S.N. Dhawan & Co. LLP., Chartered employees’ particulars which is available for inspection by the
Accountants, as statutory auditors of the Company up to the members at the Registered Office of the Company during
conclusion of the 63rd AGM (FY2017-18 to FY2021-22). It is business hours on all working days up to the date of the
proposed to pay remuneration of INR 4.5 million to S.N. ensuing Annual General Meeting. If any member desires to
Dhawan & Co. LLP., for carrying-out audit for FY2018-19. A have a copy of the same, he may write to the Company
resolution for obtaining approval of the members for payment Secretary in this regard.
of the abovementioned remuneration to the statutory ENERGY CONSERVATION, TECHNOLOGY
auditors is included in the Notice convening the AGM. The ABSORPTION AND FOREIGN EXCHANGE EARNINGS
Board recommends the aforesaid resolution for approval of AND OUTGO
the members. The particulars relating to conservation of energy, technology
The observations of the Auditors in their report on Accounts absorption and foreign exchange earnings and outgo, as
read with the relevant notes are self-explanatory. The required under Section 134(3)(m) of the Companies Act, 2013
Auditors’ Report does not contain any qualification, read with Rule 8 of the Companies (Accounts) Rules 2014,
reservation or adverse remark. forming part of this Report are annexed as Annexure ‘F’.
COST AUDIT ACKNOWLEDGEMENTS
The Company is maintaining cost records in accordance with We are thankful to various agencies of the Central and State
provisions of Section 148 of the Companies Act, 2013 and Gover nment(s) for their continued support and co-
the Rules made thereunder. operation.Your Directors are thankful to all stakeholders
The Cost Audit for the financial year ended 31st March 2017 including Customers, Bankers, Suppliers, Distributors,
was conducted by M/s R.J. Goel & Co., Cost Accountants, Dealers, and Contractors for their continued assistance, co-
Delhi and as required Cost Audit Report was duly filed with the operation and support. The Directors wish to place on record
Ministry of Corporate Affairs, Government of India. The Audit their sincere appreciation to all employees for their
of the cost accounts of the Company for the financial year commitment and continued contribution to the Company.
ended 31st March 2018 is also being conducted by the said The Directors are grateful for the confidence, faith and trust
firm and the Report will be filed within the stipulated time. reposed by the shareholders in the Company.
In accordance with Section 148 of the Companies Act, 2013
and the Companies (Cost Records and Audit) Rules, 2014 the For and on behalf of the Board
Board of Directors has on the recommendation of the Audit Place: Gurugram P.G. Mankad
Committee, appointed M/s. R.J. Goel & Co., Cost
Date: 24th May 2018 Chairman
ANNEXURE - A TO THE BOARD’S REPORT
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
1 A brief outline of the Company’s CSR policy, Pursuant to the provisions of Section 135 of the Companies Act, 2013 read
including overview of projects or programmes with Companies (Corporate Social Responsibility Policy) Rules,
proposed to be undertaken and a reference to 2014, the Board of Directors of the Company has on recommendation of
the web-link to the CSR policy and projects the CSR Committee approved a CSR Policy.
or programmes. Brief outline of the said Policy is given below:
• The overall objective of the CSR Policy of the Company is to promote
sustainable development of the local communities with set targets and time
frames. The Policy focuses on mitigating the adversities faced by the
communities and guiding them towards helping themselves.
• The Company takes up CSR activities in key sectors including but not
limited to, healthcare, education, rural infrastructure development and
environment, giving maximum freedom to the local communities and
employees to evolve meaningful initiatives.
• The Company believes that supporting the development efforts of local
communities addresses the felt needs of the community and in return leads
to greater ownership and involvement in maintaining the assets created.
• CSR initiatives are implemented through the Company’s own employees.
However, if required, the Company may also deploy appropriate agencies
based on their proven credentials in the area of rural development to
supplement its efforts.
• The CSR projects are implemented through committees comprising local
Company officials at Damoh (covering Patharia, Narsingarh and Imlai),
Jhansi and Ammasandra. The committees are chaired by the Plant Heads
and have key officials representing Human Resources, Welfare and
Administration functions at the local level as members.
• Proposals sent by the Implementation Committees are vetted by a
committee at the Registered Office together with the financial allocation and
thereafter the same are placed before the CSR Committee and the Board
of Directors for consideration and approval.
The Policy is placed on the Company’s website and the web link to access
the same is:
http://mycemco.com/sites/all/modules/custom/shareholdingpattern/HCIL-CSR-Policy.pdf
2 Composition of the CSR Committee: The members of the Committee as on 31st March 2018 were:
a) Mr. S. Krishna Kumar, Chairman of the Committee;
b) Mr. Kevin Gerard Gluskie; and
c) Mr. Sushil Kumar Tiwari.
3 Average net profit of the Company for INR 724.3 million
last three financial years (FY 2014-15
FY 2015-16 and FY 2016-17):
4 Prescribed CSR Expenditure (two
percent of the amount as in item 3 above): INR 14.5 million

2 Statutory Reports
5 Details of CSR spent for the financial

year 2017-18:
(a) Total amount spent for the financial year INR14.75 million
ended 31st March 2018:
(b) Amount unspent, if any: NIL
(c) Manner in which the amount has been spent on CSR activities during the financial year ended 31st March 2018 is detailed below:
(Rs. in million)
S. CSR project / activity Sector in which the Projects or programs Amount Outlay Amount spent Cumulative Amount
No. project is covered (1) Local area or other (budget) project on the project expenditure up spent: Direct
(2) Specify the State or programwise or programs to the reporting or through
and District where (Apr 2017 period (i.e. implementing
projects or programs - Mar 2018) March 31, 2018) agency
were undertaken
1 Development of Training Rural Development Jhansi (Uttar Pradesh) 2.40 2.75 5.98 5.98
Centre (Sakshamta
Vikas Kendra) for skill
enhancement and self
employment for society-
Infrastructure Support
2 Operation of Sakshamta Vikas Rural Development Jhansi (Uttar Pradesh) 0.90 0.51 0.51 0.51
Kendra for skill enhancement Damoh (Madhya Pradesh)
and self employment for
society
3 Construction of Road and Rural Development Damoh (Madhya Pradesh) 1.58 1.78 1.78 1.78
Culvert
4 Construction of Check Rural Development Damoh (Madhya Pradesh) 2.50 1.68 1.68 1.68
Dam on Drain at Satpara Village
5 Construction of water tanks, Rural Development Damoh (Madhya Pradesh) 1.15 0.92 0.92 0.92
drilling borewells and providing
water with tankers in water
scarce areas.
6 Providing Machine with trolley Rural Development Jhansi (Uttar Pradesh) 0.35 0.42 0.42 0.42
for cutting cattle feed
to nearby village
7 Construction of Public toilet Rural Development Ammasandra (Karnataka) 0.60 0.55 0.55 0.55
8 Expenditure towards Education Damoh (Madhya Pradesh) 2.00 1.81 1.81 1.81
Students in our school
coming from Nearby Villages
9 Subsidy in School at Education Ammasandra (Karnataka) 2.00 1.42 1.42 1.42
Ammasandra
10 Distribution of Note books, Education/ Rural Dev. Damoh (Madhya Pradesh) 0.52 0.39 0.39 0.39
school kit , two-wheeler Jhansi (Uttar Pradesh)
and scholarships Ammasandra (Karnataka)
11 Promotion of Sports in School Education Damoh (Madhya Pradesh) 0.44 0.48 0.48 0.48
and Youth in nearby villages Jhansi (Uttar Pradesh)
Ammasandra (Karnataka)
12 Providing Desks and Benches Education Ammasandra (Karnataka) 0.10 0.10 0.10 0.10
in nearby School
13 Providing Solar Panel to Girls Environment Damoh (Madhya Pradesh) 0.95 0.67 0.67 0.67
Hostel/ Community Centres. Jhansi (Uttar Pradesh)
Awareness Programs on
Environment
14 Provision of Medicines and Health Care Damoh (Madhya Pradesh) 0.61 0.42 0.42 0.42
food to needy people including Jhansi (Uttar Pradesh)
Health camps #
15 Construction of Shishu Rural Development Ammasandra (Karnataka) 0.50 0.50 0.50 0.50
Vihar @
16 Construction of cremation Rural Development Damoh (Madhya Pradesh) 0.40 0.34 0.34 0.34
shed at village Satpara
Total 17.00 14.75 17.98 17.98
Note:
#. Includes deposit of INR 3 lacs in favour of Deendayal Rasoi Yojna at Damoh
@. Payment of INR 5 lacs to Sri Basaveshwara Jeernodhara Seva Samithi for Construction of Shishuvihara in Ammasandra
6. In case the company has failed to spend the two percent of the average net profits of the last three years or any part thereof,
the company shall provide the reasons for not spending the amount in the Board’s Report: Not Applicable.
7. RESPONSIBILITY STATEMENT
The Responsibility Statement of the Corporate Social Responsibility Committee of the Board of Directors of the Company
is given below:
“The implementation and monitoring of Corporate Social Responsibility (CSR) Policy, is in compliance with CSR
objectives and policy of the Company.”
Place: Gurugram Jamshed Naval Cooper S. Krishna Kumar

Date: 24 May 2018 Managing Director Chairman – CSR Committee

2 Statutory Reports
ANNEXURE - B TO THE BOARDS’ REPORT

The Board of Directors
HeidelbergCement India Limited
Dear Sirs,
Sub. : Managing Director & CFO’s Certification
1. We have reviewed the financial statements and the cash flow statement of the Company for the financial year ended 31st
March 2018 and to the best of our knowledge and belief :
(i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might
be misleading;
(ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with the existing
accounting standards, applicable laws and regulations.
2. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the financial year
ended 31st March 2018 which are fraudulent, illegal or violative of the Company’s Code of Conduct.
3. We accept responsibility for establishing and maintaining internal controls for financial reporting and we have evaluated the
effectiveness of Company’s internal control systems pertaining to financial reporting. We have not come across any
reportable deficiencies in the design or operation of such internal controls.
4. We have indicated to the Auditors and the Audit Committee :
(i) that there were no significant changes in internal control over financial reporting during the financial year ended 31st March
2018;
(ii) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the
financial statements; and
(iii) there are no instances of fraud of which we have become aware.
Place : Gurugram Jamshed Naval Cooper Anil Kumar Sharma

Date : 24 May 2018 Managing Director Chief Financial Officer
ANNEXURE – C TO THE BOARD’S REPORT
Nomination and Remuneration Policy • willingness to devote time and efforts to effectively carry
1. Preface out duties and responsibilities;
HeidelbergCement India Ltd. (the “Company”) is committed • during the process of identification of suitable candidates
to excel in every sphere of its activity by attracting and for appointment as independent directors it must be
retaining qualified, talented and experienced professionals ensured that the criteria of independence laid down under
through efficient selection and evaluation mechanism. Section 149(6) of the Companies Act, 2013 are duly
fulfilled.
The Board of Directors of the Company has constituted
Nomination and Remuneration Committee (“the Committee”) The Committee may also institute an enquiry into the
to perform the delegated functions and to formulate a Policy background and qualifications of the potential candidates.
for nomination, appointment and remuneration of Directors 4. Criteria for determining Remuneration
and Top and Senior Management Personnel (“Senior The Board, on the recommendation of the Nomination and
Management”) of the Company. This Policy sets out the Remuneration Committee, shall review and approve the
guiding principles for the Nomination and Remuneration remuneration payable to the Executive Directors on their
Committee for identifying persons who are qualified for being appointment / re-appointment,which shall be within the
appointed as Directors on the Board and those who may be overall limit provided under the Companies Act, 2013. The
appointed to fill the senior management positions. The Policy Board shall also approve the remuneration payable to the Key
also sets out the guiding principles for determining the Managerial Personnel (KMP) of the Company at the time of
remuneration of executive directors, senior management their appointment. Non-Executive Directors shall be entitled
personnel and other employees. to sitting fees for attending the meetings of the Board and the
2. Role of Nomination and Remuneration Committee Committees thereof. The Executive Directors, Senior
The Board of Directors has entrusted the following Management Personnel and other employees shall be given
responsibilities to the Committee: letter of appointment describing their job description, duties,
rights and responsibilities. The remuneration shall comprise
• Identification of persons who are qualified to become of fixed and performance based components as detailed
directors and who may be appointed in senior below:
management positions in accordance with the criteria laid
down; Fixed Remuneration: It shall be determined for each grade
of employees and senior management personnel after taking
• Recommend to the Board the appointment and removal into account the comparative remuneration profile with
of Senior Management Personnel; respect to industry, scale of the company’s business,
• Formulate the criteria for determining qualifications, criticality of the position and competencies and experience of
positive attributes and independence of a director; the person. It shall be the Company’s endeavour to pay fixed
remuneration which will:
• Recommend to the Board a policy, relating to the
remuneration of the directors, senior management • attract, retain and motivate professionals required to
personnel and other employees; and successfully run the Company;
• Carryout evaluation of every director’s performance. • encourage people to perform to their highest potential;
• Devising a policy on Board diversity. • align the performance of the business with the
performance of key individuals and teams within the
3. Criteria for identification of Directors and Senior
Company;
Management Personnel
• allow the Company to compete in each relevant
The Committee shall review potential candidates for
employment market;
appointment as Director and for filling senior management
positions and give its recommendations to the Board. In Performance Based Remuneration:
evaluating the suitability of potential candidates the (a) Variable Pay: The Company shall reward Executive
Committee may take into account factors, such as: Directors, Senior Management Personnel and other
• personal and professional ethics, integrity and values ; employees based upon the Company’s performance and
their own individual performance to create a strong
• educational and professional background ;
relationship between performance and remuneration.
• leadership skills, standing in the profession; The percentage of performance based remuneration /
• business knowledge, relevant competencies and skills, variable pay in the total remuneration package of each
experience; employee shall be determined according to his / her level
in the organization so as to ensure that the remuneration
• actual or potential conflicts of interest, if any;
package is fairly balanced to attract, retain and motivate
skilled professionals.

2 Statutory Reports
The variable pay shall be divided into two parts, of which achievements against the Key Performance
first part would be dependent upon company’s Indicators, performance based remuneration shall be
performance which shall be measured in financial terms paid.
such as achievement of targeted EBIT or Net Profit during (b) Long Term Retention Plan: In order to retain high calibre
the calendar year gone by. The other part shall depend senior personnel, the Company shall continue with its
upon the individual employee’s performance against the Long Term Retention Plan (LTRP). The period of LTRP
targets set in the goal agreement. The weightage of the shall cover 3 to 4 years. The basis of disbursement may
company performance vis-a-visindividual performance in vary each year.
the variable pay may range from 40 to 60 percent
depending upon seniority of the concerned employee in Performance Management System (PMS): The
the organisation structure. Company has a detailed and structured PMS. Based on
the review of performance through the PMS process, the
There shall be a goal agreement setting out the annual Company shall assess the employees’ competencies,
objectives / targets of an individual employee cascading eligibility for promotion and increment of senior
from the organisational goals. These annual objectives / management personnel, Key Managerial Personnel and
targets shall be: other employees. The MD shall from time to time decide
• Formulated clearly, i.e. goals must be described in a the annual increments / mid-term revisions to be given to
concrete, precise and comprehensible manner. employees, including senior management personnel and
• Can be influenced, i.e. the employee must have a KMP as per the guidelines given in this policy. The MD is
decisive influence on the goal’s achievement. also authorised to approve the policies for giving
loans/financial assistance to the employees.
• Realistic, fair and challenging, i.e. it must be possible
for the employee to achieve a goal without being Retirement benefits: The Company shall comply with
underchallenged or overchallenged. the applicable laws for payment of retirement benefits
such as Provident Fund, Superannuation, Leave
• Must be able to measure whether the goal has been Encashment and Gratuity.
achieved, i.e. by means of quantitative standards (key
figures) or qualitative standards (quality criteria based Termination payments: Each employment contract
on common definitions) defined and ascertained shall set out in advance the notice period in case of
during target setting. resignation / termination of employment or the payment to
be made in lieu thereof.
The aforesaid objectives shall strike a balance
between short term and long term goals of the 5. Amendment
Company. The progress of the employees towards The Committee / the Board of Directors reserve the right to
achievement of the objectives shall be reviewed at the amend or modify this Policy in whole or in part, at any time
end of half year followed by a full year assessment at without assigning any reason whatsoever.
the end of each calendar year, and based on the
ANNEXURE – D TO BOARD’S REPORT
Form No. MGT-9

EXTRACT OF ANNUAL RETURN
as on the financial year ended on 31st March 2018
[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies
(Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS:
i) CIN: L26942HR1958FLC042301
ii) Registration Date: 13th May 1958
iii) Name of the Company: HeidelbergCement India Limited
iv) Category/Sub-Category of the Company: Company having Share Capital
v) Address of the Registered office and contact details:
HeidelbergCement India Ltd., 9th Floor, Tower C, Infinity Towers, DLF Cyber City, Phase II,
Gurugram, Haryana – 122002.
Phone No. : 0124 – 4503700
vi) Whether listed company:Yes
vii) Name, Address and Contact details of Registrar and Transfer Agent, if any:
Integrated Registry Management Services Private Limited
(Unit: HeidelbergCement India Ltd.)
30, Ramana Residency, 4th Cross, Sampige Road,
Malleswaram, Bengaluru - 560 003, Karnataka
Phone Nos.: 080-23460815 to 23460818
Fax No.: 080-23460819
Email ID: vijayagopal@integratedindia.in and irg@integratedindia.in
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10% or more of the total turnover of the company shall be stated:-
Sr. Name and Description of main NIC Code of the % to total turnover of the
No. products / services Product/ service company
1 Cement 3242 100%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES -
Sr. Name and address of the CIN / GLN Holding / Subsidiary / % of Shares Applicable
No. Company Associate held Section
1 Cementrum I B.V., Foreign Company Holding Company 69.39% 2(46)
Pettelaapark 30, NL-5216
PD ’s-Hertogenbosch,
The Netherlands

2 Statutory Reports
IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wiseShareholding
Category of No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
Shareholders [as on 01 April 2017] [as on 31 March 2018] during
Demat Physical Total % of Total Demat Physical Total % of Total the year
Shares Shares
A. Promoters
(1)Indian
a) Individual/ HUF - - - - - - - - -
b) Central Govt - - - - - - - - -
c) State Govt(s) - - - - - - - - -
d) Bodies Corp. - - - - - - - - -
e) Banks / FI - - - - - - - - -
f) Any other - - - - - - - - -
Total shareholding of - - - - - - - - -
Promoter (A) (1)
(2) Foreign - - - - - - - - -
a) NRIs - Individuals - - - - - - - - -
b) Other - Individuals - - - - - - - - -
c) Bodies Corporate 157,244,693 - 157,244,693 69.39 15,72,44,693 - 15,72,44,693 69.39 -
d) Banks / FI - - - - - - - - -
e) Any Other…. - - - - - - - - -
Total shareholding of 157,244,693 - 157,244,693 69.39 15,72,44,693 - 15,72,44,693 69.39 -
Promoter (A) (2)
Total Shareholding 157,244,693 - 157,244,693 69.39 15,72,44,693 - 15,72,44,693 69.39 -
Promoter & Promoter Group
(A)=(A)(1)+(A)(2)
B. Public Shareholding
1. Institutions
a) Mutual Funds 91,24,148 4,135 91,28,283 4.03 71,09,621 4,035 71,13,656 3.14 -0.89
b) Banks / FI 2,52,200 1442 2,53,642 0.11 38,234 1,442 39,676 0.02 -0.09
c) Central Govt - - - - - - - - -
d) State Govt(s) - 3,28,440 3,28,440 0.14 - 3,28,440 3,28,440 0.14 -
e) Venture Capital Funds - - - - - - - - -
f) Insurance Companies- 65,90,429 1,300 65,91,729 2.91 63,82,957 1,400 63,84,357 2.82 -0.09
g) FIIs 2,57,32,606 132 2,57,32,738 11.36 2,63,45,180 132 2,63,45,312 11.63 0.27
h) Foreign Venture Capital - - - - - - - - -
Funds
i) Others (specify) - - - - - - - - -
Sub-total (B)(1):- 4,16,99,383 3,35,449 4,20,34,832 18.55 3,98,75,992 3,35,449 4,02,11,441 17.74 -0.80
2. Non-Institutions
a) Bodies Corp. -
i) Indian 30,91,043 17,379 31,08,422 1.37 56,51,956 17,379 56,69,335 2.50 1.13
ii) Overseas - - - - - - - - -
b) Individuals -
i) Individual 1,50,09,288 11,16,090 1,61,25,378 7.12 1,60,69,128 10,73,864 1,71,42,992 7.56 0.45
shareholders holding
nominal share capital
up to Rs. 1 lakh
ii) Individual 59,94,539 1,57,000 61,51,539 2.71 43,22,013 1,57,000 44,79,013 1.98 -0.74
shareholders holding
nominal share capital
in excess of Rs 1 lakh
c) Others (specify)
Non Resident Indians 13,77,961 58,295 14,36,256 0.63 12,62,315 55,895 13,18,210 0.58 -0.05
Overseas Corporate Bodies - 1,500 1,500 - - 1,500 1,500 - -
Foreign Nationals - - - - 1,000 - 1,000 - -
Clearing Members 4,49,369 - 4,49,369 0.20 4,83,797 - 4,83,797 0.21 0.02
Trusts 21,100 40,027 61,127 0.03 19,800 40,027 59,827 0.03 -
LLP - - - - 1,308 - 1,308 - -
Foreign Bodies -D R - - - - - - - - -
Sub-total (B)(2):- 2,59,43,300 13,90,291 2,73,33,591 12.06 2,78,11,317 13,45,665 2,91,56,982 12.86 0.80
Total Public Shareholding 6,76,42,683 17,25,740 6,93,68,423 30.61 6,76,87,309 16,81,114 6,93,68,423 30.61 -
(B)=(B)(1)+ (B)(2)
C. Shares held by - - - - - - - -
Custodian for GDRs
& ADRs
Grand Total (A+B+C) 22,48,87,376 17,25,740 22,66,13,116 100 22,49,32,002 16,81,114 22,66,13,116 100 -
(ii) Share holding of Promoters
Sr. Shareholder's Name Shareholding at the beginning of the Shareholding at the end of the % Change in
No. year 01-04-2017 year 31-03-2018 Shareholding
No. of Shares % to total % of Shares No. of Shares % to total % of Shares during the
Shares of Pledged / Shares of Pledged / year
the company encumbered the company encumbered
to total to total
Shares Shares
1 Cementrum I B.V. 157,244,693 69.39 Nil 157,244,693 69.39 Nil -
Total
(iii) Change in Promoters’ Shareholding (please specify, if there is no change)
Sr. Name of the Share Shareholding at the beginning of the Cumulative shareholding
No. holder year 01-04-2017 during the year
(01.04.2017 to 31.03.2018)
No. of Shares % of total Date Increase / Reason No. of Shares % to total

Shares of Decrease in Shares of the
the company shareholding company
1 CEMENTRUM I B.V. 157244693 69.39 NO MOVEMENT DURING THE YEAR
31.03.2018 - - 157244693 69.39
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and
ADRs):
Sr. Name of the Share Shareholding at the Cumulative shareholding
No. holder beginning of the year during the year
01-04-2017 31.03.2018
No. of Shares % of total Date Increase / Reason No. of Shares % to Total

Shares of Decrease Shares of the
the company in share company
holding
1 FIRST STATE INDIAN 6157405 2.72 01.04.2017 6157405 2.72
SUBCONTINENT FUND 19.01.2018 -86964 TRANSFER 6070441 2.68
09.02.2018 10993 TRANSFER 6081434 2.68
31.03.2018 6081434 2.68
2 LIFE INSURANCE 3608764 1.59 01.04.2017 NO MOVEMENT

CORPORATION OF INDIA DURING
THE YEAR
3 THE SCOTTISH ORIENTAL 3209972 1.42 01.04.2017 3209972 1.42

SMALLER COMPANIES 19.01.2018 -73924 TRANSFER 3136048 1.38
TRUST PLC 31.03.2018 3136048 1.38
4 HDFC STANDARD LIFE 2982865 1.32 01.04.2017 2982865 1.32

INSURANCE COMPANY 05.05.2017 -25257 TRANSFER 2957608 1.31
LIMITED 30.06.2017 -947 TRANSFER 2956661 1.30
14.07.2017 -1543 TRANSFER 2955118 1.30
05.05.2017 -25257 TRANSFER 2957608 1.31
30.06.2017 -947 TRANSFER 2956661 1.30
14.07.2017 -1543 TRANSFER 2955118 1.30
21.07.2017 -18010 TRANSFER 2937108 1.30
28.07.2017 19553 TRANSFER 2956661 1.30

2 Statutory Reports

01-04-2017 31.03.2018

holding
06.10.2017 14094 TRANSFER 2970755 1.31

08.12.2017 -21413 TRANSFER 2949342 1.30
15.12.2017 20596 TRANSFER 2969938 1.31
22.12.2017 -48379 TRANSFER 2921559 1.29
29.12.2017 -100711 TRANSFER 2820848 1.24
05.01.2018 -28007 TRANSFER 2792841 1.23
12.01.2018 -53871 TRANSFER 2738970 1.21
19.01.2018 -43063 TRANSFER 2695907 1.19
25.01.2018 -66272 TRANSFER 2629635 1.16
16.02.2018 -15946 TRANSFER 2613689 1.15
23.02.2018 21276 TRANSFER 2634965 1.16
02.03.2018 23693 TRANSFER 2658658 1.17
16.03.2018 -1165 TRANSFER 2657493 1.17
23.03.2018 30000 TRANSFER 2687493 1.19
31.03.2018 2687493 1.19
5 JP MORGAN INDIAN 2975000 1.31 01.04.2017 NO MOVEMENT

INVESTMENT COMPANY DURING
(MAURITIUS) LIMITED THE YEAR
31.03.2018 2975000 1.31
6 CAISSE DE DEPOT ET 2798760 1.24 01.04.2017 2798760 1.24

PLACEMENT DU QUEBEC- 19.01.2018 -39075 TRANSFER 2759685 1.22
FIRST STATE INVESTMENT 09.02.2018 4924 TRANSFER 2764609 1.22
INTERNATIONAL 31.03.2018 2764609 1.22
7 SUNDARAM MUTUAL 2200000 0.97 01.04.2017 2200000 0.97

FUND A/C SUNDARAM 09.02.2018 -132904 TRANSFER 2067096 0.91
SMILE FUND 31.03.2018 2067096 0.91
8 ASIA VISION FUND 1925000 0.85 01.04.2017 1925000 0.85

15.09.2017 -750000 TRANSFER 1175000 0.52
31.03.2018 1175000 0.52
9 BIRLA SUN LIFE TRUSTEE 1350799 0.60 01.04.2017 1350799 0.60
COMPANY PRIVATE LIMITED 09.02.2018 -120000 TRANSFER 1230799 0.54
A/C BIRLA SUN LIFE 02.03.2018 -30799 TRANSFER 1200000 0.53
MANUFACTURING EQUITY FUND 31.03.2018 1200000 0.53
10 JP MORGAN INDIA 1153398 0.51 01.04.2017 1153398 0.51

SMALLER COMPANIES FUND 06.10.2017 -76692 TRANSFER 1076706 0.48
13.10.2017 -523308 TRANSFER 553398 0.24
03.11.2017 -150000 TRANSFER 403398 0.18
31.03.2018 403398 0.18
11 BAJAJ HOLDINGS AND 0 0.00 01.04.2017

INVESTMENT LTD* 01.09.2017 45492 TRANSFER 45492 0.02
01-04-2017 31.03.2018

holding
15.09.2017 1487415 TRANSFER 1532907 0.68

13.10.2017 475000 TRANSFER 2007907 0.89
09.03.2018 249900 TRANSFER 2257807 1.00
16.03.2018 196437 TRANSFER 2454244 1.08
23.03.2018 225145 TRANSFER 2679389 1.18
31.03.2018 200747 TRANSFER 2880136 1.27
12 ALQUITY SICAV - ALQUITY 624441 0.28 01.04.2017 624441 0.28

INDIAN SUBCONTINENT 21.04.2017 50726 TRANSFER 675167 0.30
FUND* 12.05.2017 48138 TRANSFER 723305 0.32
26.05.2017 77263 TRANSFER 800568 0.35
04.08.2017 30557 TRANSFER 831125 0.37
11.08.2017 1376 TRANSFER 832501 0.37
18.08.2017 56090 TRANSFER 888591 0.39
08.09.2017 92720 TRANSFER 981311 0.43
27.10.2017 163073 TRANSFER 1144384 0.50
12.01.2018 118564 TRANSFER 1262948 0.56
19.01.2018 75246 TRANSFER 1338194 0.59
02.03.2018 126419 TRANSFER 1464613 0.65
09.03.2018 24202 TRANSFER 1488815 0.66
31.03.2018 1488815 0.66
13 LEGATO CAPITAL 0 0.00 01.04.2017

MANAGEMENT 04.08.2017 502791 TRANSFER 502791 0.22
INVESTMENTS, LLC - 11.08.2017 411243 TRANSFER 914034 0.40
ALQUITY INVESTMENT 18.08.2017 77000 TRANSFER 991034 0.44
MANAGEMENT* 25.08.2017 91827 TRANSFER 1082861 0.48
01.09.2017 23173 TRANSFER 1106034 0.49
30.09.2017 166329 TRANSFER 1272363 0.56
09.02.2018 40050 TRANSFER 1312413 0.58
31.03.2018 1312413 0.58
* Not in the list of top 10 shareholders as on 01.04.2017. The same is mentioned above since the shareholder was one of the top
10 shareholders as on 31.03.2018.
(v) Shareholding of Directors and Key Managerial Personnel:
Shareholding at the Cumulative shareholding
beginning of the year during the year
For Each of the No. of Shares % to total shares No. of Shares % to total shares
Directors and KMP of the company of the company
At the beginning of the year None of the Directors and Key Managerial Personnel hold shares in the Company
Date wise increase/ decrease in None of the Directors and Key Managerial Personnel hold shares in the Company
shareholding during the year
specifying the reasons
for increase/decrease (e.g.
allotment/ transfer/ bonus/
sweat equity etc):
At the end of the year None of the Directors and Key Managerial Personnel hold shares in the Company

2 Statutory Reports
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding / accrued but not due for payment
(Rs. in million)
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the
financial year i.e., as on 01-04-2017
i) Principal Amount 551.9 6,294.5 - 6,846.4
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - 141.2 - 141.2
Total (i+ii+iii) 551.9 6,435.7 - 6,987.6
Change in Indebtedness during
the financial year ended 31-03-2018
- Addition 440.4 - - 440.4
- Reduction - -1,112.8 - -1,112.8
Net Change 440.4 -1,112.8 - -672.4
Indebtedness at the end of the
financial year i.e., as on 31-03-2018
i) Principal Amount 992.3 5,200.0 - 6,192.3
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - 122.9 - 122.9
Total (i+ii+iii) 992.3 5,322.9 - 6,315.2
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Director and/or Manager during the financial yearended 31-03-2018:
(Rs. in million)
Sr. Particulars of Remuneration Name of MD/WTD/Manager Total Amount
No. Mr. Sushil Kumar Tiwari,
Wholetime Director
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income Tax Act,1961 24.3 24.3
(b) Value of perquisites u/s 17(2) of Income Tax Act,1961 - -
(c) Profits in lieu of salary under section 17(3) Income Tax Act,1961 - -
2 Stock Option - -
3 Sweat Equity - -
4 Commission
- as % of profit - -
- others - -
5 Others, 1.4 1.4
(Contribution to Provident Fund and Superannuation Fund)
Total(A) 25.7 25.7
Overall ceiling as per the Act for payment of managerial remuneration to Whole-time Director 104.7*
* Pursuant to the provisions of Section 197 of the Companies Act, 2013 the remuneration payable to a Managing Director or a
Whole-time Director or Manager shall not exceed five per cent of the net profits of the Company computed in accordance with
the provisions of Section 198 of the Companies Act, 2013.
Note: The remuneration of Mr. Jamshed Naval Cooper, Managing Director is borne and directly paid by HeidelbergCement AG.
The Company does not pay any sitting fees /commission/ remuneration to Mr. Cooper.
B. Remuneration of other directors during the financial year ended 31-03-2018:
1. Independent Directors (Rs. in million)
Particulars of Remuneration Name of Director Total
Mr. P.G. Mankad Mr. S. Krishna Mr. Pradeep V. Amount
Kumar Bhide
Fee for attending board /committee meetings 0.87 0.68 0.87 2.42
Commission - - - -
Others - - - -
Total(1) 0.87 0.68 0.87 2.42
2. Other Non-Executive Directors (Rs. in million)

Particulars of Remuneration Name of Director Total
Dr. Albert Ms. Soek Mr. Juan-Francisco Mr. Kevin Gerard Amount
Scheuer Peng Sim Defalque Gluskie
Fee for attending board /committee meetings - - - - -
Commission - - - - -
Others - - - - -
Total(2) - - - - -
Total(B)=(1+2) - - - - 2.42
Overall ceiling as per the Act for payment of remuneration to Independent Directors and other Non-Executive Directors: 20.9*
Total Managerial Remuneration (A+B) 28.12#
The overall ceiling on remuneration for Executive and Non-Executive Directors: 125.6
* Pursuant to the provisions of Section 197 of the Companies Act, 2013 the remuneration payable to Non-Executive Directors shall not exceed one per cent of the
net profits of the Company computed in accordance with the provisions of Section 198 of the Companies Act, 2013. Rule 4 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 provides that a company may pay to its directors as sitting fees for attending meetings of the Board or
Committees thereof, such sum as may be decided by the Board of Directors, which shall not exceed INR 1,00,000 for each meeting of the Board and its
Committees.
# Total of remuneration paid to Whole-time Director and sitting fees paid to the Independent Directors.
C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD (Rs. in million)

Sr. No. Particulars of Remuneration Name of Key Managerial Personnel
Mr. Rajesh Relan Mr. Anil Kumar Total
Legal Head & Sharma
Company Secretary CFO
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income Tax Act,1961 5.8 22.8 28.6
(b) Value of perquisites u/s 17(2) of Income Tax Act,1961 - - -
(c) Profits in lieu of salary under section 17(3) Income Tax Act,1961 - - -
2 Stock Option - - -
3 Sweat Equity - - -
4 Commission
- as % of profit - - -
- others - - -
5 Others, 0.2 1.4 1.6
(Contribution to Provident Fund and Superannuation Fund)
Total 6.0 24.2 30.2

2 Statutory Reports
VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES:
Type Section of the Companies Act Brief Details of Authority Appeal made,
Description Penalty/ (RD/NCLT/ if any
Punishment / Court) (give details)
Compounding
fees imposed
A. COMPANY
Penalty
Punishment None
Compounding
B. DIRECTORS
Penalty
Punishment None
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment None
Compounding
ANNEXURE – E TO BOARD’S REPORT
SECRETARIAL AUDIT REPORT Capital and Disclosure Requirements) Regulations,

for the financial year ended 31st March 2018 2009;
[Pursuant to section 204(1) of the Companies Act, 2013 and d. The Securities and Exchange Board of India (Issue and
Rule No.9 of the Companies (Appointment and Listing of Debt Securities) Regulations, 2008;
Remuneration of Managerial Personnel) Rules, 2014] e. The Securities and Exchange Board of India
To, (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act and
The Members of HeidelbergCement India Limited dealing with client;
We have conducted the secretarial audit of the compliance of f. The Securities and Exchange Board of India (Listing
applicable statutory provisions and the adherence to good Obligations and Disclosure Requirements)
corporate practices by HeidelbergCement India Limited Regulations, 2015.
(hereinafter called “the Company”). Secretarial Audit was
conducted in a manner that provided us a reasonable basis VI. Other Laws which are applicable to the Company:
for evaluating the corporate conducts/ statutory • The Employees’ Provident Fund & Miscellaneous
compliances and expressing our opinion thereon. Provisions Act, 1952.
Based on our verification of the Company’s books, papers, • The Employees State Insurance Act, 1948.
minute books, forms and returns filed and other records • The Payment of Gratuity Act, 1972.
maintained by the Company and also the information
provided by the Company, its officers, agents and authorized • The Labour Laws and Law relating to Payment of
representatives during the conduct of secretarial audit, we Wages.
hereby report that in our opinion, the Company has, during • Sexual Harassment of Women at Work Place
the audit for the financial year ended on 31st March, 2018, (Prevention, Prohibition and Redressal) Act, 2013.
complied with the statutory provisions listed hereunder and
• Direct Taxes –Income Tax Act, 1961, Service Tax,
also that the Company has proper board-processes and
Customs Act, Value Added Tax Act, Sales Tax, GST
compliance-mechanism in place to the extent, in the manner
Act, 2017
and subject to the reporting made hereinafter.
• Miscellaneous Acts:
We have examined the books, papers, minute books, forms
and returns filed and other records maintained by the a) The Water (Prevention and Control of Pollution) Act,
Company for the financial year ended 31st March, 2018, in 1974.
accordance to the provisions of: b) The Air (Prevention and Control of Pollution) Act,
I. The Companies Act, 2013 (“the Act”) and the Rules made 1981.
thereunder to the extent applicable; c) The Environment (Protection) Act, 1986.
II. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) d) The Factories Act, 1948.
and the Rules made thereunder;
e) The Industries (Development & Regulation) Act, 1951.
III. The Depositories Act, 1996 and the Regulations and Bye-
f) The Explosives Act, 1884.
laws framed thereunder;
g) The Electricity Act, 2003.
IV. Foreign Exchange Management Act, 1999 and the Rules
and Regulations made thereunder to the extent of Foreign h) Acts and Laws relating to carrying out Mining
Direct Investment, Overseas Direct Investment and Activities.
External Commercial Borrowings; We have also examined compliance with the applicable
V. The following Regulations and Guidelines prescribed clauses of the Secretarial Standard-1 and Secretarial
under the Securities and Exchange Board of India Act, Standard-2 formulated by The Institute of Company
1992 (‘SEBI Act’) to the extent applicable to the Secretaries of India and notified by Ministry of Corporate
Company:- Affairs.
a. The Securities and Exchange Board of India We further report that:
(Substantial Acquisition of Shares and Takeovers) The Board of Directors of the Company is duly constituted
Regulations, 2011; with proper balance of Executive Directors, Non-Executive
b. The Securities and Exchange Board of India Directors and Independent Directors. There was no change in
(Prohibition of Insider Trading) Regulations, 2015; the composition of the Board of Directors during the financial
year under review.
c. The Securities and Exchange Board of India (Issue of
Adequate notice is given to all Directors to schedule the

2 Statutory Reports
Board Meetings, agenda and detailed notes on agenda were We also report that the compliances of other applicable laws,
sent at least seven days in advance, and a system exists for as listed in Para (VI) above, are based on the Management
seeking and obtaining further information and clarifications Certifications.
on the agenda items before the meeting and for meaningful
participation at the meeting. During the period, all the
decisions in the Board meetings were carried out For Nityanand Singh & Co.,
unanimously. Company Secretaries
We further report that there are adequate systems and
processes in the Company commensurate with the size and
Nityanand Singh (Prop.)
operations of the Company to monitor and ensure
compliance with applicable laws, rules, regulations and FCS No.: 2668/ CP No. : 2388
guidelines.
We further report that there has been no instance of following Place: New Delhi
during the audit period:
Date: 24/05/2018
• Public/ Rights/ Preferential issue of shares/ Debentures/
Sweat equity.
Note:
• Redemption/ Buy-Back of securities.
This report is to be read with our letter of even date which is
• Major Decision taken by the Members in pursuance to
annexed as Annexure – 1 and forms an integral part of this
section 180 of the Companies Act, 2013.
report.
• Merger/ Amalgamation/ Reconstruction etc.
• Foreign Technical Collaborations.
ANNEXURE – 1
To,
The Members of Heidelberg Cement India Limited
Our report of even date is to be read along with this letter.
1. Maintenance of Secretarial records is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the Secretarial records. The verification was done on the test basis to ensure that correct facts
are reflected in Secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for
our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Whereever required, we have obtained the management representation about compliance of laws, rules and regulations and
happenings of events etc.
5. The compliance of provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of the
management. Our examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of efficacy or effectiveness
with which the management has conducted the affairs of the Company.
For Nityanand Singh & Co.,

Company Secretaries
Nityanand Singh(Prop.)
FCS No. : 2668/ CP No. : 2388
Place: New Delhi

Date: 24 May 2018
ANNEXURE – F TO THE BOARD’S REPORT
Particulars of Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo as required under the
Companies (Accounts) Rules, 2014
A. Conservation Of Energy
(i) Energy conservation measures taken during the financial year ended 31st March 2018:
Reduction in specific power consumption through following initiatives like:
• Optimisation of processes,
• Use of LED bulbs in place of conventional lightings,
• Increasing the grate cooler area to enhance the recuperation efficiency at Narsingarh,
• Increase in output of mills through various initiatives.
• Optimisation of lighting load by carrying out automation of plant lighting like timer based operation.
(ii) Steps taken by the Company for utilising alternate sources of energy:
Reaping the benefits of IEX & Renewable Wind Power at Ammasandra Plant
(iii) Capital investment on energy conservation equipment:
The Company has invested ~ INR 10 million in FY 2017-18 on energy conservation equipment listed at A(i) above.
B. Technology Absorption
(i) Efforts made towards Technology Absorption:
a) Use of high efficacy LED in place of conventional luminaries.
b) Adaptation to best practices and processes of HeidelbergCement Group, thus reaping the benefits of their global
expertise.
(ii) Benefits derived like product improvement, cost reduction, product development or import substitution:
a) Power generated by the WHR plant was optimized and the generation was increased by around 3.5% thus reducing
intake from state grid.
b) Reduction of per unit cost of power by use of renewable and IEX power
c) Reduction of specific consumption per unit of clinker or cement produced thus reduction in cement cost
d) Adaptation of best practices and processes of HeidelbergCement Group enabled the Company to carry out in-house
modifications and improvements in pyro processes and milling operation resulting in reduction in thermal and
electrical energy consumption leading to reduction in energy costs.
e) Optimization of the process fans in the kiln in order to reduce the specific Power consumption.
(iii) Information regarding technology imported during last 3 years: Nil
(iv) The expenditure incurred on Research and Development: Nil
C. Foreign Exchange Earnings & Outgo
Total foreign exchange used and earned: Rs. in Million

Financial Year Previous Financial Year
ended 31.03.2018 ended 31.03.2017
Foreign exchange used: - Imports 33.8 64.6
- Expenditure 814.3 891.4
Total 848.1 956.0
Foreign exchange earnings: Nil Nil

2 Statutory Reports
Management Discussion and Analysis

Global & Indian Economy at a glance
Particulars 2010 2011 2012 2013 2014 2015 2016 2017 2018e 2019e
Projections
A. World Output / Real GDP

(Annual percent change)
World 5.4 4.3 3.5 3.5 3.6 3.5 3.2 3.8 3.9 3.9
- Advanced Economies 3.0 1.7 1.2 1.3 2.1 2.3 1.7 2.3 2.5 2.2
- Emerging Market & 7.4 6.4 5.4 5.1 4.7 4.3 4.4 4.8 4.9 5.1
Developing Economies
• India 10.3 6.6 5.5 6.4 7.4 8.2 7.1 6.7 7.4 7.8
B. Inflation: Consumer Prices
(Annual Percent change)
- Advanced Economies 1.5 2.7 2.0 1.4 1.4 0.3 0.8 1.7 2.0 1.9
- Emerging Market & 5.6 7.1 5.8 5.5 4.7 4.7 4.3 4.0 4.6 4.3
• India 9.5 9.5 10.0 9.4 5.8 4.9 4.5 3.6 5.0 5.0
C. Current Account Balances
(Percent of GDP)
- Advanced Economies 0.0 -0.1 0.0 0.4 0.5 0.7 0.7 0.8 0.7 0.5
- Emerging Market and 1.2 1.4 1.3 0.6 0.5 -0.2 -0.3 -0.1 -0.1 -0.2
• India -2.8 -4.3 -4.8 -1.7 -1.3 -1.1 -0.7 -2.0 -2.3 -2.1
D. World Trade Volume 12.5 7.1 3.0 3.5 3.8 2.7 2.3 4.9 5.1 4.7
E. Commodity Prices
- Oil 27.9 31.6 1.0 -0.9 -7.5 -47.2 -15.7 23.3 18.0 -6.5
- Non-fuel 26.7 18.1 -10.2 -1.5 -3.9 -17.6 -1.5 6.8 5.6 0.5
(Primary Commodities)
Source : World Economic Outlook (April 2018) published by International Monetary Fund (IMF) and Website of Reserve Bank of India
Note : For India, data and forecasts are presented on a fiscal year basis. India’s GDP from 2011 onwards is based on GDP at market prices with fiscal year 2011/12
as base year.
A. Global Economy international trade and lead to geopolitical tensions.

World economy grew in 2017 by 0.6 percent to 3.8 percent B. Indian Economy
recording the fastest growth since 2011, on the back of
Last year, India witnessed several key structural initiatives like
rebound in global trade, investment led recovery in advanced
launch of Goods and Service Tax (GST), dynamic fuel pricing,
economies, strong and sustained growth in emerging
and Recapitalization of PSU Banks. Despite global
markets and developing economies.
headwinds, first half of the year remained sluggish which
Global growth is expected to further improve to 3.9 percent bottomed out as 2018 set in.
during the following two years supported by favorable market
Keeping aside the currency depreciation and issue of
and financial sentiments arising out of expansionary fiscal
stressed assets in banking sector, presently the Indian
policy in the United States.
economy is on the path of improvement across macro
While the upside and downside risks over the short-term indicators like industrial production, inflation, real interest
remain broadly balanced, risks over the medium term lean rates and foreign exchange reserves.
more to the downside indicating a moderate growth.
Home to about 1.3 billion people, Indian economy is
Downside concerns include a tightening of financial
projected to clock a growth rate of about 7.4 percent and 7.8
conditions, inward looking policies that may harm
percent during FY19 and FY20 respectively, surpassing constitute about 80 percent of the cement demand.
China’s growth. Schemes like ‘Housing for All by 2022’, Bharatmala project,
dedicated freight corridors, Sagarmala project, smart cities,
C. Indian Cement Industry
upcoming metro rail projects etc. augur well for the cement
C.1. Capacity and Demand industry.
India’s cement manufacturing capacity recorded 465 million The Pradhan Mantri Aawas Yojana – Gramin (PMAY-G)
tonnes as at March 2018, having added about 25 million targets to build 40 Million houses in rural areas by 2022 and
tonnes over previous year. the Pradhan Mantri Aawas Yojana – Urban (PMAY-U) targets
The cement production registered a decline of about 1 to build 20 Million houses in urban areas by 2022.
percent in the first half of FY18 followed by a robust growth of Implementation of Real Estate Regulation Act (RERA) is
about 14 percent during the second half. Growth for the full expected to boost the confidence of home buyers by bringing
year was about 6 percent (~298 million tonnes) compared to greater transparency and ensuring timely delivery of projects.
the decline of about 1 percent during the previous year Budgetary allocation for infrastructure has been increased
attributed to short term impact of demonetization. Industry over 20 percent to about INR 5,970 billion. National highway
operated at an average capacity utilization of ~65% during construction target has been set at 45 kms per day for FY19
FY18, flat to marginally positive over the previous year. against actual construction of about 27 kms per day in last
Over the next two years, about 43 million tonnes of capacity year. While these projects translate into an optimistic
addition is expected, mostly through brown field expansion scenario for the cement sector, the execution speed will be
projects. Going forward, demand is expected to grow by 7-8 paramount for accelerating the demand for cement.
percent mainly driven by higher budgetary allocations to C.5.Threats
housing and public infrastructure segments, normal
Though the opportunities are galore, there remain a few
monsoon and general elections in 2019.
concerns which the industry should be wary off.
C.2. Input Costs
Over the medium term, industry may continue to witness
Input costs further hardened during the year led by surge in capacity additions, volatile prices, and ramp up of capacity
fuel and diesel prices. utilization of stressed assets.
International prices of coal were up by about 15 percent with The rising prices of coal, petcoke and diesel have so far
Petcoke CIF price exceeding USD 100 per MT, registering an impacted margins. Any further increase could pose further
increase of 30 percent over previous year. The retail diesel challenges to profitability of the industry. Concerns have also
prices too clocked an all-time high of INR 67.2 per litre at the been raised on usage of petcoke by the industry, the matter is
end of FY18 against INR 61.5 per litre a year ago thereby presently pending before the Hon’ble Supreme Court. Any
escalating freight costs. restriction imposed in this regard may increase the
Companies have been periodically rejigging fuel mix and dependence on coal and consequently also increase cost.
improving efficiencies so as to achieve optimum cost with C.6. Outlook
suitable fuel mix.
Demand growth is expected to outpace supply growth in the
C.3. Price and Earnings near term, however depending on the levels of supply hang
Cement being a bulk commodity, logistics cost limits its the margins of the cement sector will get influenced
distribution spread thus making it a regional business. accordingly. Over the near term, prices are expected to
Depending on installed capacity and demand, pricing remain range bound with possibilities to pass on the
sentiments vary across regions. Prices during the year incremental operating costs to the consumers.
remained range bound on an all India basis. East, West and D. Company Review - Operational and Financial
Central regions witnessed better pricing scenario while North Performance
and South remained weak.
The Company operates three plants located at Damoh (MP),
During FY18, there was acute shortage of sand in select Jhansi (UP) and Ammasandra (Karnataka) with an installed
regions of the Country as the State Governments attempted cement manufacturing capacity of 5.4 MTPA. During FY18,
to curb illegal sand mining and hence controlled the same. the Company produced 4.6 million tonnes of cement
Non-availability of sand stalled construction activities which registering a growth of 3.7 percent over FY17. 4.7 million
in turn impacted cement demand putting pressure on prices. tonnes of cement was sold registering an increase of 4.0
Low demand with increased availability took away the pricing percent in volume terms. The capacity utilization stood at
power making it difficult for the industry to pass on the 85.3 percent in FY18 against the industry average of ~65
increased input costs to the market. percent. The power generated by Waste Heat Recovery
Power Plant (WHRPP) substituted grid power and thus
C.4. Opportunities enabled the Company to reduce its power cost. During FY18
Cement sector is expected to benefit from government’s the Company reported highest ever annual production and
focus on housing and public infrastructure segments which

2 Statutory Reports
sales volume, revenue and EBITDA. Snapshot of some of the I. Economic Risk: Macro economic slowdown can have
key financial figures is given below: an adverse impact on demand.
(INR in million) Mitigation Measure: The management continuously
Particulars FY18 FY17 tracks various macro-economic factors and accordingly
realigns its marketing and sales strategies.
Revenue (Net of Excise Duty / GST) 18,894.7 17,174.6
Power & Fuel Cost 4,439.0 4,292.7 II. Fuel Supply Risk: Cement manufacturing is an energy
intensive process. Non-availability or a sharp increase
Freight and forwarding expenses 2,835.9 2,392.2 in fuel prices may affect margins.
EBITDA (including Other income) 3,832.9 3,025.5
Mitigation Measure: The Company has coal linkages to
EBIT 2,821.2 2,034.0 ensure uninterrupted fuel supply. Besides, it has also
Finance Cost 744.5 897.7 developed capabilities to switch between various fuel
mixes.
Net Profit after Tax 1,331.8 762.1
III. Freight Cost Risk: Cement is a low-value high-volume
Earnings Per Share (EPS) – INR 5.9 3.4
commodity and freight is a significant component of
Book Value Per Share – INR 46.18 42.67 the total cost. Transport strikes or increase in fuel
costs can impact the margins.
In FY18, price of petcoke and coal went up significantly. Mitigation Measure: The Company strives to
Better consumption parameters and savings from WHRPP appropriately balance its Rail-Road mix, which currently
helped offset the impact of higher fuel cost. The company’s stands at about 50:50. Optimized warehousing facilities
EBITDA margin stood at 20.3 percent in FY18 as compared to and astute measures to control logistics costs remains
17.6 percent in the previous year. The PAT of the Company the key focus area for the Company. Increasing its sale in
was INR 1,331.8 million in FY18 compared to INR 762.1 the markets where logistic costs are low is a continuous
million in FY17. The Board has recommended a dividend of process.
INR 2.5 per share (25 percent) for FY18 compared to INR 2
per share (20 percent) for FY17. G. Internal Control Systems
The gross long-term debt stands reduced to INR 6,192 The Company has well-structured and effective internal
million from INR 6,846 million at the end of FY17. With the controls which are periodically reviewed and strengthened.
repayment of last two tranches aggregating to USD 20 They track and alert the management in terms of utilization of
million, the ECB of USD 125 million stands fully repaid. Company’s resources, accuracy in financial reporting and
During FY18 the Company has received third tranche of compliance with the applicable laws. Internal auditors
interest-free loan of INR 693.9 million from the Government of appointed by the Board of Directors, on the recommendation
Uttar Pradesh. The aggregate amount of interest-free loan as of the Audit Committee, assess and confirm the adequacy
at the end of FY18 was INR 1,659.3 million. Overall, the Debt- and effectiveness of the internal control systems. Statutory
Equity ratio improved to 0.59:1 compared to 0.71:1 at the end auditors have also audited the internal financial controls over
of FY17. financial reporting and have opined that the same are
adequate and are operating effectively.
E. Product Performance and Customer Relations
All material audit observations and follow-up actions thereon
Our unrelenting efforts to deliver consistent high quality are reported to the Audit Committee, which also reviews the
cement and services to our customers have paid rich adequacy and effectiveness of the internal control systems.
dividends by way of customer loyalty that continues to Improved internal controls and focus on cost reduction have
enhance year after year. Together as a team, we have helped the Company to stay competitive.
converged our energy to deliver “value for money”, earning
customer trust and a bond that keeps strengthening. H. Human Resources
Company’s flagship brand “mycem” now enjoys a top-of- H.1 Employee Engagement and talent Management
mind recall in most parts of Central India and its mascot
The year 2017-18 was a year of reinforcement of employee
“Chutkoo” is seen as a harbinger for durable construction.
well-being, engagement and development that would go a
F. Business Risks and Concerns long way in ensuring the financial and business health of the
The Company has a sound risk management process to Organization.Employee policies were reviewed and
identify risks and opportunities enabling the management to revamped, keeping in line with the changing needs of the
take strategic decisions. It involves mapping of all possible organization, industry practices and employee welfare to
business risks, their likelihood and the consequential impact support the growth initiatives. The balance between
on business. employee welfare and Company’s business interest was kept
in mind at all levels. The organization structure was made
Major business risks and their mitigation strategies are as more robust which further enhanced efficiency in resource
follows: utilization.
Focus on hiring the right talent was the key objective. The and health check-up camps. The Workmen trainings and
Company hired close to 100 employees during the year, interactions also continued throughout the year.
laterally and through the campuses, to ensure continuity in
H.2 Industrial Relations
the talent pipeline. The trainees underwent a rigorous training
and induction program, giving them exposure to all facets of The Company had 1,315 employees on its rolls, as on 31st
business, preparing them to take on the baton from their March 2018. Employee Relations remained cordial during the
seniors. Over 300 internal and external training programs year. The Company engaged with the workmen through
were conducted during the year with a stupendous effort from training programs, informal redressal systems and Managing
the senior managers. Trainings were also conducted by Director’s quarterly communication meetings. The Company
external facultyin the technical, behavioural and managerial also engaged in continuous dialogue with the unions and
arenas. workmen. This has enabled in building a healthy work culture
for consistent development and growth.
The Company ensured adherence to its mandate of
occupational health and safety byorganizing safety trainings
Cautionary Statement
Statements in the Management Discussion and Analysis Report, which describe the Company’s objectives, projections, estimates, expectations or predictions, may
be considered to be “forward-looking statements” within the meaning of applicable Securities Laws and Regulations. These statements are based on certain
assumptions and expectations of future events. Actual results could however materially differ from those expressed or implied. Important factors that could make a
difference to the Company’s operations include global and Indian political, economic and demand-supply conditions, finished goods prices, raw materials cost and
availability, cyclical demand and pricing in the Company’s principal markets, changes in Government regulations, Policies, tax regimes, economic developments
within India besides other factors such as litigation and industrial relations as well as the ability to implement strategies. 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.

2 Statutory Reports
Business Responsibility Report

Awareness of and sensitivity to the responsibility of the ethos of corporate responsibility and governance, often
business towards the society and the environment has transcending the regulatory threshold. Cognizant of its
continuously gained importance in the Indian context. The responsibilities towards the society and the environment, the
country’s business ecosystem is being aligned with the Company has consistently shaped its business strategies
principles of sustainable development that also considers with focus on sustainability.
social and environmental performance along with financial In line with the guidelines of the Securities and Exchange
results as a holistic measure of progress. Board of India (SEBI) the Company is hereunder presenting its
As a responsible business enterprise, HeidelbergCement Business Responsibility Report for FY2017-18:
India Ltd. (the “Company”) has always pursued the highest
SECTION A: GENERAL INFORMATION ABOUT THE COMPANY
S. No Particulars Remarks
1. Corporate Identification Number L26942HR1958FLC042301
2. Name of the Company HeidelbergCement India limited
3. Registered Address 9th Floor, Tower C, Infinity Towers, Phase II, Gurugram,
Haryana -122002.
Phone No. : 0124-4503700
4. Website www.mycemco.com
5. E-mail id investors.mcl@mycem.in
6. Financial year reported 1st April 2017 to 31st March 2018
7. Sector(s) that the company is Group Class Sub-class Description
engaged in (industrial activity 239 2394 23941 Manufacture of
code wise): 23942 clinker and cement
(Source: National Industrial Classification Code (NIC)
8. List three key products/services The Company manufactures only two kinds of cement:-
that the company is manufacturing/ Portland Pozzolana Cement; and
provides (as in balance sheet) Portland Slag Cement.
9. Total no. of locations where National locations:
business activity is undertaken Two Integrated Cement Units, One Grinding Unit, Registered Office and Regional
by the Company. Marketing Offices and Sales Offices spread in the States of Madhya Pradesh,
Uttar Pradesh, Bihar, Uttarakhand, Karnataka and Kerala.
International locations : Nil
10. Markets served by the Company Local State National International
SECTION B: FINANCIAL DETAILS OF THE COMPANY
1. Paid up Capital (INR) ` 2266.2 million

2. Total turnover (INR) ` 18894.7 million #
3. Total profit after tax (INR) ` 1331.8 million
4. Total Spending on Corporate Social Responsibility (CSR) ` 14.75 million
as percentage of Profit after tax (%) (2.04% of average net profit of last three financial years)
5. List of activities in which expenditure in 4 above has been incurred a) Education
b) Healthcare
c) Rural Development
# Net of Excise Duty / GST
SECTION C: OTHER DETAILS SECTION D: BUSINESS RESPONSIBILITY INFORMATION

1. Does the Company have any Subsidiary Company/ 1) Details of Director(s) responsible for BR
Companies? a). Details of Director responsible for implementation
The Company does not have any subsidiary company. of BR policy(ies):
2. Do the Subsidiary Company/Companies participate S. No. Particulars Details
in the Business Responsibility (BR)initiatives of the
1. DIN number 01527371
parent company? If yes, then indicate the number of
such subsidiary companies: 2. Name Mr. Jamshed Naval Cooper
Not Applicable. 3. Designation Managing Director
3. Do any other entity/entities (e .g. suppliers,
distributors etc.) that the Company does business b). Details of BR head
with, par ticipate in the BR initiatives of the S. No. Particulars Details
Company? If yes, then indicate the percentage of
1. DIN number 03265246
such entity/entities? [Less than 30%, 30-60%,More
than 60%]: 2. Name Mr. Sushil Kumar Tiwari
The other entities with which the Company does business 3. Designation Whole-time Director
viz., suppliers, distributors etc. don’t participate in the BR 4. Telephone Number 0124–4503700
initiatives of the Company.
5. E-mail id sk.tiwari@heidelbergcement.in
2) Principle-wise (as per NVGs) BR Policy / policies

The National Voluntary Guidelines (NVGs) on Social, Environmental and Economic Responsibilities of Business released by
the Ministry of Corporate Affairs have identified nine areas of Business Responsibility which have been coined in the form of
nine business principles. These principles (P1 to P9) are as under:
P1 Businesses should conduct and govern themselves with Ethics, Transparency and Accountability.
P2 Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle.
P3 Businesses should promote the well-being of all employees.
P4 Businesses should respect the interests of and be responsive towards all stakeholders, especially those who are
disadvantaged, vulnerable and marginalized.
P5 Businesses should respect and promote human rights.
P6 Businesses should respect, protect and make efforts to restore the environment.
P7 Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner.
P8 Businesses should support inclusive growth and equitable development.
P9 Businesses should engage with and provide value to their customers and consumers in a responsible manner.

2 Statutory Reports
a) Details of compliance (Reply in Y / N):
Ethics, Transparency
Customer Relations
and Accountability
Inclusive Growth
Human Rights
responsibility
Engagement
Public Policy
Environment
Wellbeing of
Stakeholder
Employees
Product
(CSR)
S.
Question
No.
P1 P2 P3 P4 P5 P6 P7 P8 P9
1 Do you have a policy/ policies Y Y Y Y Y Y NA1 Y NA2
on the BR principles?
2 Has the policy been Y Y Y Y Y Y NA Y NA
formulated in consultation The relevant policies have evolved over a period of time with inputs from the
with the relevant stakeholders? concerned internal stakeholders and representatives of external stakeholders,
wherever relevant.
3 Does the policy conform to any The spirit of the Code of Conduct and the applicable laws and standards are captured
national / international standards? in the policies formulated by the Company. The policies are based on and are in
If yes, specify? compliance with the applicable regulatory requirements.
4 Has the policy been approved Y Y3 Y3 Y3 Y3 Y3 NA Y NA
by the Board?
If yes, has it been signed by MD/ Y Y Y Y Y Y NA Y NA
Owner/CEO/appropriate
Board Director?
5 Does the company have a specified Y Y Y Y Y Y NA Y NA
Committee of the Board/ Director/
Official to oversee the
implementation of the policy?
6 Indicate the link for the policy Y4 Y5 Y5 Y5 Y5 Y5 NA Y4 NA
to be viewed online?
7 Has the policy been formally The policies have been communicated to the key internal stakeholders of the
communicated to all relevant Company. The communication is an on-going process.
internal and external
stakeholders?
8 Does the company have in-house Y Y Y Y Y Y NA Y NA
structure to implement the policy/
policies.
9 Does the Company have agrievance Y Y Y Y Y Y NA Y NA
redressal mechanism related to the
policy/policies to address
stakeholders grievances related
to the policy/policies?
10 Has the company carried As part of compliance with the ISO standards adopted by the Company, an external
out independent audit/evaluation agency evaluates the implementation of the ISO standards on annual basis. Apart
of the working of this policy by an from this, the Company also undertakes periodical reviews to ensure adherence to
internal or external agency? various policies.
1. Public Policy: The Company doesn’t have a separate policy for dealing with policy advocacy. For advocacy on matters relating
to the cement industry, the Company works through various trade/industry associations such as CII, CMA and CSI.
2. Customer relations: The Company doesn’t have a standalone policy on customer relations. It has a customer centric
approach which leads to high level of customer satisfaction. The Company stands fully committed to supply technically
superior products to its customers as well as provide integrated solutions through its technical services team for sustainable
construction practices. The Company also has a customer complaint redressal system.
3. The Board has taken note of the Policy in this regard.
4. These Policies are available on the website of the Company at the following links:-
http://www.mycemco.com/sites/default/files/Code-of-Conduct1.pdf
http://mycemco.com/sites/all/modules/custom/shareholdingpattern/HCIL-CSR-Policy.pdf
5. These Policies are available on internal portal, which can be easily accessed by employees of the Company.
b) If answer to question at Sr. No. 1 against any principle, is ‘No’, please explain why: (Tick up to 2 options)
S. No. Question P1 P2 P3 P4 P5 P6 P7 P8 P9
1 The Company has not - - - - - - - - -
understood the Principle(s).
2 The Company is not at a stage - - - - - - - - -
where it finds itself in a position
to formulate and implement the
policies on specified principles.
3 The Company does not have
financial or manpower - - - - - - - - -
resources available for the task.
4 It is planned to be done - - - - - - - - -
within next 6 months
5 It is planned to be done - - - - - - - - -
within the next 1 year.
6 Any other reason (please specify). - - - - - - - - -
3). Governance related to BR SECTION E: PRINCIPLE-WISE PERFORMANCE

a) Indicate the frequency with which the Board of Principle 1: Businesses should conduct and govern
Directors, Committee of the Board or CEO assess t h e m s e l v e s w i t h E t h i c s , Tr a n s p a r e n c y a n d
the BR performance of the Company. Within 3 Accountability.
months, 3-6 months, Annually, More than 1 year. The Company’s Code of Conduct (the “Code”) requires the
The Managing Director and top management review the employees to act with high standards of personal and
BR performance of the Company during the monthly professional ethics and integrity and to comply with the
review meetings. The action points that emerge from the applicable laws. The Company fosters a culture of ethics by
discussions at these meetings are recorded, making sensitization with the Code an integral part of the
implemented and reviewed in subsequent meetings. induction training programme for its new recruits. The Code is
Besides, the CSR Committee of the Board reviews the made readily accessible on the Company’s website and
social performance of the Company on half-yearly basis. intranet. The Code and the Anti-corruption Policy of the
b) Does the Company publish a BR or a Sustainability Heidelberg Cement Group (which has been adopted by the
Report? What is the hyperlink for viewing this Company) defines and deals with the transgressions such as
report? How frequently it is published? deception, bribery, forgery, and corruption committed by any
employee. Adequate measures are taken to educate and
The Business Responsibility Report of the Company is train employees, suppliers and other stakeholders and
published as part of Annual Report. The report can be sensitise them about the Company’s expectations on ethical
accessed at www.mycemco.com. conduct.
1. Does the policy relating to ethics, bribery and
corruption cover only the company? Yes/No. Does it

2 Statutory Reports
extend to the Group/Joint Ventures/Suppliers/ Consumption per unit Current Year Previous Year
Contractors/NGOs/Others?
of production (FY 2017-18) (FY 2016-17)
The Code relating to ethics, bribery and corruption covers
Electrical Energy (kwh)/ 74.6 76.2
the Company only. The Company does not have any joint
ventures in India. The Company encourages its affiliates Tonne of Cement)
operating in India to follow the principles envisaged in the Coal and other Fuels 708 715
Code. The Company also has a Suppliers’ Code of
(k Cal/Tonne of Clinker)
Conduct which must be signed by each supplier as part of
the regular contract documents before transacting any
business with the Company. b) Reduction during usage by consumers (energy,
water) has been achieved since the previous year?
2. How many stakeholder complaints have been
received in the past financial year and what The cement produced by the Company conforms to the
percentage was satisfactorily resolved by the BIS parameters and is purchased by numerous
management? If so, provide details thereof, in about consumers for various purposes. Therefore, it is not
50 words or so. possible for the Company to ascertain the reduction in the
energy/water consumption during its usage.
During the year under review no complaint was received
3. Does the Company have procedures in place for
from shareholders. Similarly no complaint was received
sustainable sourcing (including transportation)? If
from any of the other stakeholders under the vigil
mechanism established by the Company. yes, what percentage of your inputs was sourced
sustainably? Also, provide details thereof, in about
Principle2 :Businesses should provide goods and 50 words or so.
services that are safe and contribute to sustainability
throughout their life cycle. The Company has procedures in place for sustainable
sourcing of material and their transportation. Limestone is
1. List up to 3 of your products or services whose the primary raw material for manufacturing of cement. The
design has incorporated social or environmental Company uses the latest mining techniques to be cost
concerns, risks and/or opportunities. effective in its operations and avoid wastage. The
1. Portland Pozzolana Cement transportation of limestone from Patheria mine to
Narsingarh Clinkerisation plant is done in a sustainable
2. Portland Slag Cement
manner via 21 km long Overland Belt Conveyor (OLBC).
The Company manufactures only the above two types of Despite being capital intensive, OLBC has been helping
cement, meaning thereby that 100 percent of company's reduce our carbon footprint and also the transportation
products get covered under this aspect. cost. In order to optimise and thereby conserve
As an active member of the Cement Sustainability Limestone, the Company has been producing blended
Initiative (CSI) of the World Business Council for cement only, thus producing more cement from every ton
Sustainable Development (WBCSD), the Company of clinker. Consequently, the life of the mines is also
stands fully committed to the sustainable development of getting extended.
its business activities, with focus on safety, health and With a belief that sustainable transportation is attained
environment. Steps were taken to reduce carbon footprint through less polluting and fuel-efficient transportation
through reduction of specific power consumption and mix, most of the bulk material is transported inward by rail.
specific fuel consumption and increased usage of
4. Has the Company taken any steps to procure goods
cementitious materials like flyash and slag.
and ser vices from local & small producers,
2. For each such product, provide the following details including communities surrounding the place of
in respect of resource use (energy, water, raw work? If yes, what steps have been taken to improve
material etc.) per unit of product: their capacity and capability of local and small
a) R e d u c t i o n d u r i n g s o u r c i n g / p r o d u c t i o n / vendors?
distribution achieved since the previous year The Company accords priority to local suppliers,
throughout the value chain? wherever possible. Goods and services like horticulture,
Alternate materials like flyash, chemical gypsum, slag housekeeping, contract labour, general maintenance,
etc., were used during production process which canteen and other similar services are sourced locally.
helped in conserving natural raw materials. Alternative The Company’s contractors deploy labour from nearby
fuels were used in kilns which lead to reduction in communities, who are made aware and trained on
usage of coal and other fuels. The Company also C o m p a n y ’s h e a l t h a n d s a f e t y p r i o r i t i e s b e f o re
recycles waste water and has also made commencing work.
arrangements for rainwater harvesting and recharging 5. Does the Company have a mechanism to recycle
of ground water. The reduction in specific power and products and waste? If yes what is the percentage of
fuel consumption is highlighted below: recycling of products and waste (separately as <5%,
5-10%, >10%). Also, provide details thereof, in about 8. W h a t p e rc e n t a g e o f yo u r u n d e r m e n t i o n e d
50 words or so. employees were given safety & skill up-gradation
The Company efficiently uses industrial waste such as training in the last year?
flyash, blast furnace slag, ink sludge, chemical gypsum, Safety of the employees is paramount to the Company. It
etc. as well as solid municipal waste to substitute the raw is mandatory for new employees to undergo safety
materials and fuel required for producing cement. trainings, including firefighting training as part of their
Additionally, the Company utilizes the waste heat induction process. For shop floor workers, periodic safety
generated by the linkerisation lines to generate power at trainings are organised throughout the year. The
its Narsingarh Plant. Company strives to cover majority of its employees under
Principle 3: Businesses should promote the well-being various training programmes. The coverage of the
of all employees. Company’s training programmes is given below:
The company treats its human capital as the most vital asset. a) Permanent Employees 90%
Making available a safe workplace, friendly policies, growth
and learning opportunities, and a good work-life balance to b) Permanent Women Employees 80%
employees features high on the Company’s priorities. The c) Casual/Temporary/Contract Employees 60-70%
Company ensures that safety policies are adhered to even by d) Employees with Disabilities NA
the outsiders / contract labour.
1. Please indicate the Total number of employees. Principle 4 :Businesses should respect the interests of,
and be responsive towards all stakeholders, especially
The total number of employees as on 31st March 2018 t h o s e w h o a r e d i s a dva n t ag e d , v u l n e r a bl e a n d
was1315. marginalized.
2. Please indicate the Total number of employees hired
Identifying the stakeholders and engaging with them to
on temporary/contractual/casual basis.
understand their needs is an essential part of our
Total number of employees hired on temporary/ sustainability plan.
contract/casual basiswas1861. 1. Has the Company mapped its internal and external
3. Please indicate the Number of permanent women stakeholders? Yes/No.
employees.
Yes, the Company has established processes for
The Company had 31 permanent women employees as identifying and engaging with stakeholder groups.
on 31st March 2018. Internal and external stakeholders of the Company
4. P l e a s e i n d i c a t e t h e N u m b e r o f p e r m a n e n t comprise employees and their families, shareholders,
employees with disabilities. local community, regulatory authorities, C&F agents,
dealers, suppliers and customers.
There are no employees in the Company with disabilities.
2. Out of the above, has the Company identified the
5. Do you have an employee association that is disadvantaged, vulnerable & marginalized
recognised by the management? stakeholders?
Yes,the Company has recognized unions affiliated to The Company has identified the communities around its
various trade unions’ bodies. manufacturing units as the disadvantaged, vulnerable
6. What percentage of your permanent employees are and marginalized stakeholders.
members of the recognised employee associations? 3. Are there any special initiatives taken by the
All the workmen (619 numbers) comprising 47.03% of the Company to engage with the disadvantaged,
total permanent employees are members of recognized vulnerable and marginalized stakeholders. If so,
unions. provide details thereof in about 50 words or so.
7. Please indicate the number of complaints relating to The Company contributes to the economic and social
child labour, forced labour, involuntary labour, development of the local communities through a slew of
sexual harassment in the last financial year and measures such as healthcare camps, education, community
pending as on the end of the financial year. development, school supplies, vocational studies,
sanitation, drinking water, roads and other activities.
The Company did not receive any complaint pertaining to
Participation of local communities is encouraged to
child labour, forced labour or involuntary labour during the
strengthen the bond and create ownership and involvement
FY 2017-18. A complaint was received relating to sexual
to maintain the assets created through its CSR projects.
harassment against an employee of the Company which
was dealt with in accordance with the provisions of Sexual Principle 5: Businesses should respect and promote
Harassment of Women at Workplace (Prevention, human rights.
Prohibition and Redressal) Act, 2013. No complaint was According to international conventions, the term ‘human
pending as at 31st March 2018. rights’ covers a host of aspects including freedom of

2 Statutory Reports
association, collective bargaining, non-discrimination, has given better understanding of the environmental and
gender equality, avoidance of child and forced labour among climate change initiatives. The Company has addressed
others. The Company firmly believes that respecting human environment and climate change issues with clear goals,
rights is essential for a fair and just society and ensures targets and achievements. The Company proactively
compliance with the applicable laws governing the human measures carbon footprint as per Cement Sustainability
rights as well as its own policy formulated in this regard. Initiatives CO2 protocol. The details of initiatives taken by
1. Does the policy of the Company on human rights the Company in this regard are available on the
cover only the Company or extend to the Company’s website at the link:
Group/Joint Ventures/Suppliers/Contractors/ NGOs http://mycemco.com/about-us/environment.
/Others? 3. Does the Company identify and assess potential
The Human Rights Policy of the Company covers the environmental risks? Yes/No
aspects relating to human rights such as prevention of The Company has put systems in place to ensure
child and forced labour, compliance with occupational continuous monitoring of potential environmental risks
health and safety standards and the principles of non- involved in its operations. All the manufacturing plants are
discrimination at work place. The Company does not have certified as per the ISO-14001 environment management
any joint venture in India. However the Company system and integrated with quality and safety
encourages its affiliates operating in India as well as its management systems (ISO 9001 and OHSAS 18001). All
suppliers and contractors to follow the same. plants identify environment aspects and impact and
2. How many stakeholder complaints have been maintain a register in this regard. Significant aspects are
received in the past financial year and what percent managed through Environment Management
was satisfactorily resolved by the management? Programmes (EMPs) which are biannually reviewed by the
management. The periodic audits conducted as part of
The Company did not receive any stakeholder complaint
these management systems help the Company in
in FY2017-18 relating to human rights.
identifying potential risks and take suitable actions to
Principle 6: Businesses should respect, protect and m i t i g a t e t h e r i s k s . F o r n e w p ro j e c t s , p o t e n t i a l
make efforts to restore the environment. environmental risks are identified while preparing
Respecting, protecting and conserving the environment are Environment Impact Assessment and Risk Assessment
accorded utmost focus by the Company. Incorporating eco reports which are addressed at the design stage itself.
friendly measures, including best in class technology and 4. Does the Company have any project related to Clean
processes and ensuring optimal utilization of resources, Development Mechanism? If so, provide details
helps us to make effective contribution towards this thereof, in about 50 words or so. Also, if yes, whether
objective. any environmental compliance report is filed?
1. Does the policy related to Principle 6 cover only the Currently we do not have any project registered under the
Company or extends to the Group/Joint Ventures/ Clean Development Mechanism.
Suppliers/ Contractors /NGOs/others?
5. Has the Company undertaken any other initiatives
The Policy on Environment covers the Company only as on – clean technology, energy efficiency, renewable
the Company does not have any joint venture in India. The energy, etc. Y/N. If yes, please give hyperlink for web
Company annexes requirements on environment page etc.
protection and compliance with the applicable regulatory
requirements along with the contracts executed with its The Company generated 69,448 Mega Watt of power
vendors. The Company also encourages its affiliates from the Waste Heat Recovery Power Plant at Narsingarh,
operating in India to follow the same practice. which was about 40% of the total power requirement of
Narsingarh clinkerization plant during FY2017-18. A
2. Does the Company have strategies/ initiatives to thermal power plant for generation of equivalent units of
address global environmental issues such as power would have consumed 58,814 tonnes of coal and
climate change, global warming etc? Y/N. If yes, emitted 49,000 tonnes of CO2, which is equivalent to CO2
please give hyperlink for web page etc. sequestration by 1.2 million trees grown over a period of
The Company is committed and aligned with Heidelberg 10 years (as per US- EPA).
Cement Group's Sustainability Commitments 2030 6. A r e t h e E m i s s i o n s / Wa s t e g e n e r a t e d by t h e
covering water, air, land, occupational health and safety, Company within the permissible limits given by
circular economy, people and communities. In line with CPCB (Central Pollution Control Board)/SPCB
these commitments the Company is taking initiatives for (State Pollution Control Board) for the financial year
environment protection and conservation. being reported?
The Company is a member of the Cement Sustainability Yes, the emissions / waste generated by the Company are
Initiative (“CSI”) of the World Business Council for within the permissible limits given by CPCB / SPCB.
Sustainable Development (“WBCSD”). This engagement
7. Number of show cause/ legal notices received from undertaken by the Company are set out in the Corporate
CPCB / SPCB which are pending (i.e. not resolved to Social Responsibility section of the Board’s Report.
satisfaction) as on end of Financial Year. 2. Are the programmes / projects undertaken through
Nil. in-house team/own foundation/external NGO/
Principle 7: Businesses, when engaged in influencing government structures/any other organisation?
public and regulatory policy, should do so in a All such programmes / projects are generally undertaken
responsible manner and implemented by the in-house teams. The Company
The Company provides its suggestions on public or also collaborates with District Authorities, Village
regulatory aspects, as and when necessary, through the Panchayats, NGOs and like-minded stakeholders for
trade associations and chambers of commerce of which the various CSR initiatives.
Company is a member. The Company also articulates the 3. Have you done any impact assessment of your
larger interest of the industry and the community at the initiative?
aforesaid forums. All this is always done with a complete Impact assessment is conducted on regular basis in the
sense of responsibility. nearby villages. Based on these assessments, the
1. Is your Company a member of any trade and chamber or Company decides upon appropriate interventions to be
association? If Yes, Name only those major ones that your undertaken.
business deals with. 4. What is your Company’s direct contribution to
Yes. The Company is a member of the following trade community development projects- Amount in INR
associations: and the details of the projects undertaken?
a) Confederation of Indian Industry(CII) The Company has spent INR14.75 million on various CSR
b) Cement Manufacturers’ Association (CMA) activities during FY2017-18. The details of the amount
spent and areas covered are given in Annexure-A to the
c) Cement Sustainability Initiative (CSI), a body of World Board’s Report.
Business Council for Sustainable Development.
5. Have you taken steps to ensure that this community
2. Have you advocated/lobbied through above development initiative is successfully adopted by
associations for the advancement or improvement the community? Please explain in 50 words, or so.
of public good? Yes/No. If yes, specify the broad
areas (Governance and Administration, Economic The Company follows a participatory approach and
Reforms, Inclusive Development Policies, Energy encourages suggestions from the local communities,
s e c u r i t y, Wa t e r, F o o d S e c u r i t y, S u s t a i n a bl e while planning and implementing various
Business Principles, Others) projects/activities. There is continuous engagement with
local communities to understand their needs and
Yes. The Company has always been a proponent of the concerns. This participation has strengthened the bond
sustainable business practices and energy security. w i t h t h e l o c a l c o m m u n i t i e s a n d re i n f o rc e d t h e
Following are the broad areas of its advocacy: relationship.
1. Use of Alternative Fuels Principle 9: Businesses should engage with and
2. Sustainable Mining Practices provide value to their customers and consumers in a
responsible manner.
3. Waste Management
Placing customers at the core of its business activities, the
4. Energy Conservation
Company instills an organization-wide culture of customer
5. Promotion of concrete roads centricity through a slew of measures such as a dedicated
Principle 8: Businesses should support inclusive Customer Support Services Department, sensitising and
growth and equitable development. training employees towards customer needs and concerns
etc.
The Company believes in creating opportunities for
communities located around its plants with a view to enable a 1. W h a t p e r c e n t a g e o f c u s t o m e r c o m p l a i n t s /
shared future and inclusive growth. consumer cases are pending as on the end of
financial year?
1. Does the Company have specified programmes/
initiatives/projects in pursuit of the policy related to Resolving the consumer complaints at the earliest is the
Principle 8? If yes details thereof. top most priority and the motto of the company. There
were12 consumer cases pending before different
The Company has formulated programs to pursue
Forums/ Commissions/Courts as on 31st March 2018.
policies on inclusive growth and equitable development.
These cover education, basic healthcare, women 2. Does the company display product information on
empowerment, sustainable livelihood and rural the product label, over and above what is mandated
development. The details of the CSR activities as per local laws? Yes/No/N.A. /Remarks (additional
information).

2 Statutory Reports
Cement being a standardised product, the Company 4. Did your company carry out any consumer survey/
displays product information on the cement bags which is consumer satisfaction trends?
mandated as per the provisions of Bureau of Indian Under the Customer Excellence Program, the Company
Standards(BIS) Act 2016, Legal Metrology Act 2011 and carried out Net Promoter Score (NPS) survey to elicit
the rules made thereunder. insights on customer needs and also their feedback. The
3. Is there any case filed by any stakeholder against the exercise helped identify key loyalty drivers and the
c o m p a ny r e g a rd i n g u n f a i r t r a d e p r a c t i c e s , Company is leveraging upon them to further boost
irresponsible advertising and/or anti-competitive customer satisfaction.
behaviour during the last five years and pending as
on the end of financial year. If so, provide details
thereof, in about 50 words or so.
The Company does not indulge in unfair trade practices,
irresponsible advertising and/or anti-competitive
behavior. It respects the rights of the stakeholders and
treats consumers as a key stakeholder. No case has been
filed against the Company in this regard during the last five
years.
Report on Corporate Governance
CORPORATE GOVERNANCE PHILOSOPHY As on 31st March 2018, the Company’s Board comprised of
The Company believes that sound ethical practices, Nine Directors viz., Seven Non-Executive Directors (out of
transparency in operations and timely disclosures go a long which three are Independent Directors); a Managing Director
way in enhancing long-term shareholders’ value while and a Whole-time Director. The Chairman of the Board is an
safeguarding the interest of all the stakeholders. It is this Independent Director. None of the directors of the Company
conviction that has led the Company to make strong are related to each other.
corporate governance values integral to all its operations. The composition of the Board is in conformity with Regulation
The Company is led by a distinguished Board, which includes 17 of the SEBI (Listing Obligations and Disclosure
independent directors. The Board provides strong oversight Requirements) Regulations, 2015, which stipulates that: (i)
and strategic counsel. The Company has established the Board should have at least a woman director; (ii) not less
systems and procedures to ensure that the Board of the than 50% of the Directors should be Non-Executive
Company is well-informed and well-equipped to fulfill its Directors; and (iii) where the Chairman of the Board is a Non-
oversight responsibilities and to provide management the Executive Director not related to the promoter group, at least
strategic direction it needs. one-third of the Board should comprise of independent
The Company is in compliance with the provisions stipulated directors.
under the SEBI (Listing Obligations and Disclosure Number of Board Meetings
R e q u i re m e n t s ) R e g u l a t i o n s , 2 0 1 5 . T h e d e t a i l s o f During the financial year ended 31st March 2018, the Board
compliances, for the financial year ended 31st March 2018, of Directors met four times on 25th May 2017, 28th July 2017,
are as follows :- 27th October 2017 and 8th February 2018. The maximum
BOARD OF DIRECTORS time gap between any two consecutive board meetings was
Composition of the Board less than 120 days.
The composition of the Board of Directors, their attendance at the Board Meetings and the number of other Directorships /
Committee positions held by them as on 31st March 2018 are as under:
Sr. Name of the Director Category / No. of Board No. of No. of Committee positions No. of Equity
No. Status of Meetings Directorship(s) held in other Public Limited Shares held
Directorship attended in other Public Companies** in the
during the Limited Company
period Companies*
01.04.2017 to Member Member and
31.03.2018 Chairman
1. Mr. P.G. Mankad, Chairman Independent 4 2 1 - -
DIN: 00005001
2. Dr. Albert Scheuer Non-Executive 2 - - - -
DIN: 02170574
3. Mr. Kevin Gerard Gluskie Non-Executive 4 2 - 2 -
DIN: 07413549
4. Mr. S. Krishna Kumar Independent 4 - - - -
DIN: 01785323
5. Mr. Pradeep V. Bhide Independent 4 6 4 3 -
DIN: 03304262
6. Ms. Soek Peng Sim Non-Executive 3 3 - - -
DIN: 06958955
7. Mr. Juan-Francisco Defalque Non-Executive 3 2 - - -
DIN: 07318811
8. Mr. Jamshed Naval Cooper Executive 4 4 - - -
DIN: 01527371
9. Mr. Sushil Kumar Tiwari Executive 4 2 - - -
DIN: 03265246
* Directorships in Private Limited Companies, Foreign Companies and Companies governed by section 8 of the Companies Act, 2013 are excluded for this purpose.
** Only Audit Committee and Stakeholders’ Relationship Committee have been considered for the purpose of the Committee positions as per listing regulations.

2 Statutory Reports
Code of Conduct for Board Members and Senior The role of the Audit Committee is to provide oversight over
Management Personnel the accounting systems, financial reporting, related party
The Board had approved a Code of Conduct for Board transactions and internal controls of the Company. The
Members and Senior Management Personnel of the powers and role of the Audit Committee are as set out in the
Company which also incorporates the duties of independent SEBI (Listing Obligations and Disclosure Requirements)
directors as laid down in the Companies Act, 2013. The Code Regulations, 2015 and Section 177 of the Companies Act,
has been displayed on the Company’s website viz., 2013. The terms of reference of the Committee are available
www.mycemco.com. The Board Members and Senior on the website of the Company, www.mycemco.com.
Management Personnel have affirmed compliance with the The Company Secretary acts as the Secretary to the
aforesaid Code. A declaration signed by the Managing Committee. The Managing Director, Chief Financial Officer
Director in this regard is attached and forms part of this and the representative(s) of the Statutory Auditors and the
Report. Internal Auditors are invited to attend the meetings of the
Directors with Materially Significant Pecuniary Audit Committee. The Chairman and all the other members of
Relationships or Business Transactions with the Audit Committee possess accounting and financial
Company management expertise.
Stakeholders’ Relationship Committee
The Company does not have any pecuniary relationship with
any of the Directors and has not entered into any transaction, The Stakeholders’ Relationship Committee as on 31st March
material or otherwise, with them except for the remuneration / 2018 comprised three members namely, Mr. P.G. Mankad
sitting fees and payments / reimbursement of travelling, (Chairman of the Committee), Mr. Pradeep V. Bhide and Mr.
lodging and boarding expenses. Jamshed Naval Cooper. The terms of reference of the
BOARD LEVEL COMMITTEES Committee are available on the website of the Company,
www.mycemco.com. During the financial year ended 31st
The Company has the following Board Level Committees: March 2018, the Committee met four times on 25th May
• Audit Committee; 2017, 28th July 2017, 27th October 2017 and 8th February
2018 to take note of shareholders’ grievances and to review
• Stakeholders’ Relationship Committee;
other matters relating to investors’ servicing. The details of
• Corporate Social Responsibility Committee; and attendance of the members of the Stakeholders’
• Nomination and Remuneration Committee. Relationship Committee are given below:
The Board of the Company takes all decisions with regard to S.No. Name of the Member No. of Meetings
constituting, assigning, co-opting, delegating and fixing the Attended
terms of reference of the Committees. Recommendations /
1 Mr. P.G. Mankad 4
decisions of the Committees are submitted / informed to the
Board for approval / information. 2 Mr. Pradeep V. Bhide 4
Audit Committee 3 Mr. Jamshed Naval Cooper 4
The Audit Committee of the Company as on 31st March 2018
comprised four members namely, Mr. S. Krishna Kumar Mr. Rajesh Relan, Legal Head & Company Secretary is the
(Chairman of the Committee), Mr. P.G. Mankad, Mr. Pradeep Compliance Officer of the Company and also acts as
V. Bhide and Ms. Soek Peng Sim. During the financial year Secretary to the Committee. During the period under review
ended 31st March 2018, the Audit Committee met five times no complaints were received from shareholders. There were
on 25th May 2017, 28th July 2017, 22nd September 2017, no pending investor complaints as on 31st March 2018.
27th October 2017 and 8th February 2018. The time gap Corporate Social Responsibility Committee
between any two meetings of the Audit Committee was less
The Corporate Social Responsibility Committee as on 31st
than four months. The quorum for the meetings of the Audit
March 2018 comprised three members, namely, Mr. S.
Committee is one-third of the members of the Committee,
Krishna Kumar (Chairman of the Committee), Mr. Kevin
subject to a minimum of two independent directors present at
Gerard Gluskie and Mr. Sushil Kumar Tiwari. During the
the meeting.
financial year ended 31st March 2018 the Committee met
The details of attendance of the members of Audit Committee twice on 25th May 2017 and 27th October 2017. The terms of
are given below: reference of the Committee are in line with the provisions of
S.No. Name of the Member No. of Meetings the Companies Act, 2013 and the Rules made thereunder.
Attended The terms of reference of the Committee are available on the
website of the Company, www.mycemco.com. The details of
1 Mr. S. Krishna Kumar 5
attendance of the members of the Corporate Social
2 Mr. P.G. Mankad 5 Responsibility Committee are given below:
3 Mr. Pradeep V. Bhide 5
4 Ms. Soek Peng Sim 3
S.No. Name of the Member No. of Meetings The said Policy also provides that while determining the
Attended remuneration it should be ensured that the level and
composition of remuneration is reasonable and sufficient to
1 Mr. S. Krishna Kumar 2
attract, retain and motivate directors, senior management
2 Mr. Sushil Kumar Tiwari 2 personnel and other employees. The remuneration is divided
3 Mr. Kevin Gerard Gluskie 2 into two components namely, fixed component comprising
salaries, perquisites, allowances, retirement benefits etc.,
Nomination and Remuneration Committee and variable component comprising performance based
The Nomination and Remuneration Committee as on 31st incentive. Appropriate balance between fixed and variable
March 2018 comprised three members, namely, Mr. Pradeep pay is maintained so as to be focussed on both short term as
V. Bhide (Chairman of the Committee), Mr. P.G. Mankad and well as long term performance objectives.
Mr. Kevin Gerard Gluskie. During the financial year ended The annual increments and performance incentives are
31st March 2018, the Committee met thrice on 25th May decided through a structured performance management
2017, 28th July 2017 and 8th February 2018. The terms of system, which takes into account criticality of the roles and
reference of the Committee are in line with the provisions of responsibilities, employees’ competencies and
the SEBI (Listing Obligations and Disclosure Requirements) performance, the Company’s performance vis-à-vis the
Regulations, 2015 and Section 178 of the Companies Act, achievement of annual operating plan, individuals
2013 and the Rules made thereunder. The terms of reference performance vis-à-vis Key Performance Indicators (KPIs),
of the Committee are available on the website of the industry benchmark and current compensation trends in the
Company, www.mycemco.com. The details of attendance of market. The Nomination and Remuneration Policy is given as
the members of the Nomination and Remuneration Annexure C to the Board’s Report.
Committee are given below:
Criteria for payment of sitting fee to Non-Executive
Directors
S.No. Name of the Member No. of Meetings
The Board of Directors at its meeting held on 28th July 2017
Attended
revised the sitting fee payable to non-executive independent
1 Mr. Pradeep V. Bhide 3 directors for attending meetings of the Board and its
2 Mr. P.G. Mankad 3 Committees. The revised sitting fee structure is as follows:
3 Mr. Kevin Gerard Gluskie 3 Name of Meeting Amount payable to each
director per meeting (Rs.)
Nomination and Remuneration Policy
Meeting of Board of Directors 80,000
The Board on the recommendation of the Nomination and
Remuneration Committee (NRC) has approved a Nomination Meeting of Audit Committee 60,000
and Remuneration Policy for Directors and Senior Meeting of Nomination and 40,000
Management Personnel. The said policy provides that while Remuneration Committee
considering a proposal for appointment of a director, NRC
shall inter alia consider his/her qualifications, positive Meeting of Corporate Social 40,000
attributes, areas of expertise, independence and the number Responsibility Committee
of directorships and memberships in Board level committees
Meeting of Stakeholders’ 40,000
held by such person in other companies. The Board
considers the recommendations of NRC and takes Relationship Committee
appropriate decision. Meeting of Independent Directors 40,000
Sitting Fee paid to Non-Executive Independent Directors during FY2017-18

No. of meetings attended
Name of the Board Audit Stakeholders' Nomination Corporate Meeting of Sitting fees
Director Meetings Committee Relationship and Social Independent paid from
Meetings Committee Remuneration Responsibility Directors 1.4.2017 to
Meetings Committee Committee 31.03.2018*
Meetings Meetings
Mr. P.G. Mankad, 4 5 4 3 N.A. 1 8,70,000
Chairman
Mr. S. Krishna Kumar 4 5 N.A. N.A. 2 1 6,80,000
Mr. Pradeep V. Bhide 4 5 4 3 N.A. 1 8,70,000
* Sitting fee paid to Non-Executive Independent Directors shown in the table given above is gross. The payment has been made to Directors after deduction of tax
at source. Further, pursuant to the reverse charge mechanism, the Company as recipient of service has deposited Service Tax/GST on the sitting fees paid to
Directors.

2 Statutory Reports
The Company has not paid any remuneration or sitting fees to http://mycemco.com/sites/default/files/Familiarisation_programme_for_Independent_Directors.pdf
its non-resident directors namely, Dr. Albert Scheuer, Mr. Performance Evaluation
Kevin Gerard Gluskie, Ms. Soek Peng Sim and Mr. Juan- Pursuant to the provisions of the Companies Act, 2013 and
Francisco Defalque during the financial year ended 31st the SEBI (Listing Obligations and Disclosure Requirements)
March 2018. Regulations, 2015, a Performance Evaluation Policy has
Remuneration of Whole-time Director been formulated containing the criteria and methodology for
The details of the Remuneration paid to Mr. Sushil Kumar facilitating performance evaluation of the Board as a whole,
Tiwari, Whole-time Director, during FY2017-18 are given Committees of the Board and the directors individually. In
below:- accordance with the criteria contained in the said Policy, the
Board has carried out performance evaluation of its own
(`) performance, its Committees and the Independent Directors.
Basic Salary 5,396,760 The Nomination and Remuneration Committee has also
evaluated the performance of all the Directors.
Perquisites & Allowances 13,114,419
The performance evaluation of the Independent Directors
Variable Pay # 5,748,947
was carried out by the entire Board. The performance
Contribution to PF and 1,457,125 evaluation of the Chairman and the Non-Independent
Superannuation Fund Directors was carried out by the Independent Directors at
Total 25,717,251 their separate meeting. The Directors have expressed their
satisfaction on the outcome of the performance evaluation.
# Variable Pay of Whole-time Director can vary between 0% and 200% of the Meeting of Independent Directors
base amount depending upon individual and Company’s performance after
evaluation of the performance against the targets set in the beginning of the During the financial year ended 31st March 2018, the
year.
independent directors of the Company met on 8th February
2018 for performance evaluation of non-independent
The notice period of Whole-time Director is three months. The
directors and Board as a whole; performance evaluation of
Company does not pay any sitting fee/commission/
Chairman of the Company and evaluation of the quality,
remuneration to Mr. Jamshed Naval Cooper, Managing
content and timeliness of flow of information between the
Director. The remuneration of Mr. Cooper is being borne and
management and the Board. All the Independent Directors
directly paid by Heidelberg Cement AG, the ultimate holding
were present at the said meeting. The independent directors
company. The notice period of Mr. Jamshed Naval Cooper,
have expressed satisfaction on the outcome of the
Managing Director is six months. The Company does not
performance evaluation.
have any Stock Option Scheme.
Subsidiary
Familiarisation programmes for Board Members
The Company does not have any subsidiary company.
The Board members are provided with necessary documents
to enable them to familiarise with the Company’s procedures Related Party Transactions
and practices. Presentations are made at Board Meetings All the transactions between the Company and its related
with respect to strategy, business model, operations, parties during the financial year ended 31st March 2018 were
markets, business environment, risk management, in the ordinary course of business and on an arm’s length
competitive benchmarking, etc. The Board is also updated basis. The particulars of such transactions have been
from time to time on matters relating to changes in the disclosed in the notes to accounts of the Balance Sheet
regulatory framework including tax laws. presented in the Annual Report. During the year under review,
At the time of appointment, an Independent Director is given a the Company has not entered into any related party
formal letter of appointment describing the role, functions, transaction exceeding the threshold limit provided under the
duties and responsibilities expected from him/ her as a Companies Act, 2013/ Rules made thereunder and the SEBI
Director of the Company. The Director is also briefed on the ( L i s t i n g O b l i g a t i o n s a n d D i s c l o s u re R e q u i re m e n t s )
compliances required from him under the Companies Act, Regulations, 2015. A statement containing the details of all
SEBI (Listing Obligations and Disclosure Requirements) the related party transactions is placed before the Audit
Regulations, 2015 and other applicable regulations. The Committee on a quarterly basis, specifying the nature and
Managing Director also has a one-to-one discussion with the value of the transactions.
newly appointed Director which helps the newly appointed The Company has in place a Policy on Related Party
Director to understand the Company, its business and the Transactions and a framework for the purpose of assessing
regulatory framework in which the Company operates and the basis of determining the arm’s length price of relevant
equips him/her to effectively fulfil his/her role as a Director of transactions. The same have been posted on the Company’s
the Company. website. The web-link to access the said policy and
The details of familiarisation programmes for Independent framework is as follows:
Directors are posted on website of the Company and the http://mycemco.com/sites/default/files/Related%20Party%20Transaction%20Policy.pdf
same can be accessed at the web-link given below:-
Management Discussion and Analysis strategic, operational, financial and legal & compliance risks.
This Annual Report has a detailed chapter on Management The Company’s risk management policy lays down a bottom-
Discussion and Analysis. up process comprising risk identification, analysis and
evaluation, treatment and control. The business risks are
Disclosures evaluated by the Audit Committee and the Board of Directors
Wherever necessary, Directors and Senior Management on a quarterly basis.
Personnel make disclosures to the Board relating to all the Means of Communication
material financial and commercial transactions where they
have a personal interest that may create a potential conflict The quarterly and annual financial results are usually
with the interest of the Company at large. All the related party published in the English and Hindi editions of Business
transactions have been disclosed in the notes to the Standard. The Quarterly / Annual Financial Results,
accounts of the Balance Sheet presented in the Annual Shareholding Patter ns, Annual Reports, Corporate
Report. All the Directors have disclosed their interest in Form Announcements etc., are displayed on the websites of the
MBP-1 pursuant to Section 184 of the Companies Act, 2013 stock exchanges (BSE & NSE), as well as on the Company’s
and Rules made thereunder and as and when any changes in website – www.mycemco.com and the same can be
their interests take place, they are placed at the following accessed thereat.
Board Meeting for taking the same on record. The Company attends the ear nings calls/investors’
The Board of Directors of the Company annually review the c o n f e re n c e s o r g a n i s e d b y t h e re c o g n i s e d m a r k e t
adoption of the ‘discretionary requirements’ under SEBI intermediaries and the presentations, if any, given to
( L i s t i n g O b l i g a t i o n s a n d D i s c l o s u re R e q u i re m e n t s ) investors/analysts at such conferences are submitted to the
Regulations, 2015. stock exchanges and simultaneously also posted on the
Company’s website for information of the investors.
Vigil Mechanism/Whistle Blower Policy
During the year under review presentations were made to the
The Company is committed to develop a culture where it is Institutional Investors/Analysts after announcement of
safe for employees to raise genuine concerns or grievances financial results and the same can be accessed at the
a b o u t u n e t h i c a l b e h a v i o u r, c o n f l i c t o f i n t e r e s t , Company’s website, www.mycemco.com. The Company’s
mismanagement, fraud and violation of Code of Conduct. website, www.mycemco.com also contains transcripts of
The Company has put in place a Vigil Mechanism/Whistle earnings’ call and other useful information as required to be
Blower Policy to deal with such instances. The purpose of this displayed pursuant to Regulation 46(2) of the SEBI (Listing
policy is to provide a framework for an effective vigil Obligations and Disclosure Requirements) Regulations,
mechanism and to provide protection to employees or 2015.
directors against victimization who report such genuine
concerns. The Vigil Mechanism/Whistle Blower Policy is GENERAL SHAREHOLDERS INFORMATION:
posted on the website of the Company. No grievance was DIRECTORS
received from any employee during the year under review. No Appointment / Resignation of Directors
employee was denied access to the Audit Committee in this
regard. There was no change in the Board of Directors during the
financial year ended 31st March 2018.
Disclosure of Accounting Treatment in preparation of
Financial Statements Retirement by rotation
The Company had adopted Indian Accounting Standards Mr. Juan-Francisco Defalque (holding DIN 07318811) retires
(Ind-AS) from 1st April 2016. The financial statements of the by rotation at the ensuing AGM and being eligible has offered
Company for the financial year ended 31st March 2018 as himself for re-appointment. His brief profile is given in the
well as for 31st March 2017 presented in this Annual Report Notice of AGM.
are Ind-AS compliant. Independent Directors: Mr. P.G. Mankad (DIN: 00005001),
Details of Non-compliance by the Company in the last Mr. S. Krishna Kumar (DIN: 01785323) and Mr. Pradeep V.
three years Bhide (DIN: 03304262) were appointed as Independent
Directors by the members for a term of five years from 1st April
The Company has complied with all the requirements of the 2014 up to 31st March 2019 in the 55th AGM held on 19th
SEBI (Listing Obligations and Disclosure Requirements) June 2014 and they continue to be on the Board of Directors.
Regulations, 2015. No penalties or strictures have been All the independent directors have submitted declarations to
imposed on the Company by the Stock Exchanges or SEBI or the Company that they fulfil the criteria of independence as
any other Statutory Authority in connection with violation of laid down under Section 149(6) of the Companies Act, 2013
capital market norms, rules, regulations, etc. in the last three a n d t h e S E B I ( L i s t i n g O b l i g a t i o n s a n d D i s c l o s u re
years. Requirements) Regulations, 2015.
Risk Management
The Company has a structured Risk Management Policy. The
business risks have been classified under the broad heads -

2 Statutory Reports
General Meetings of Shareholders

The details of the Annual General Meetings (AGM) of shareholders held during the last three years are given below:
Financial Date & Time Venue Details of Special Resolutions passed at AGM
Year ended
31.3.2017 22.09.2017, Auditorium in Apparel House Building, For Re-appointment of Mr. Sushil Kumar Tiwari
9.30 A.M. Sector 44, Institutional Area, (holding DIN 03265246) as Whole-time Director
Gurugram, Haryana. of the Company from 10th June 2017 till
9th June 2019.
31.03.2016 21.09.2016, Epicentre, Apparel House, Sector 44, No Special Resolution was passed.
9.30 A.M. Institutional Area, Gurugram, Haryana.
31.03.2015 07.08.2015, Epicentre, Apparel House, Sector 44, a) For Re-appointment of Mr. Sushil Kumar Tiwari
(fifteen 9.30 A.M. Institutional Area, Gurugram, Haryana (holding DIN 03265246) as Whole-time Director
months) of the Company from 10th June 2015
till 9th June 2017.
b) For amendment of Articles of Association
of the Company.
Mr. P.G. Mankad, Chairman of the Board of Directors as well as Chairman of Stakeholders’ Relationship Committee; Mr. S.
Krishna Kumar, Chairman of the Audit Committee; Mr. Pradeep V. Bhide, Chairman of the Nomination and Remuneration
Committee; Mr. Jamshed Naval Cooper, Managing Director and Mr. Sushil Kumar Tiwari, Whole-time Director of the Company
were present at the last AGM held on 22nd September 2017.
Postal Ballot
The Company has not passed any Resolution through Postal Ballot during the financial year ended 31st March 2018. There is also
no proposal to pass any resolution through Postal Ballot before the ensuing AGM.
Annual General Meeting Book Closure: 15th September 2018 to 21st September
Date : 21st September 2018 2018 (both days inclusive).
Day : Friday Dividend: The Board of Directors has recommended

dividend of INR 2.50 per equity share of INR 10 each (25%) for
Time : 9.30 A.M. FY 2017-18, subject to the approval of the members at the
Venue : Auditorium in Apparel House Building, ensuing AGM. The dividend will be paid within 30 days from
the date of AGM.
Sector 44, Institutional Area, Gurugram, Haryana.
Financial Calendar for 2018-19
Proposed Board Meetings for approving quarterly financial Stock Exchanges where Stock Code /
results for the financial year 2018-19 are as under: shares are listed Trading Symbol
Approval of the financial Within 45 days from the end BSE Ltd. (BSE) 500292
results for the quarter of the respective quarter Phiroze Jeejeebhoy Towers
ending 30th June 2018, Dalal Street, Fort,
30th September 2018 Mumbai - 400001
and 31st December 2018. National Stock Exchange of India HEIDELBERG
Audited financial results Within 60 days from the end Ltd. (NSE)
for financial year ending of the financial year Exchange Plaza, C/1, Block G,
31st March 2019. Bandra Kurla Complex, Bandra (E)
AGM for the financial year August / September 2019. Mumbai - 400 051
ending 31st March 2019. There are no arrears of listing fees to be paid to BSE and NSE.
Share Price Data
Share Price of HeidelbergCement India Ltd. at BSE & NSE during the financial year ended 31st March 2018 is given below:
Month BSE NSE

High (Rs.) Low (Rs.) High (Rs.) Low (Rs.)
April 17 138.55 125.15 138.90 124.75
May 17 141.30 118.10 141.40 118.30
June 17 135.00 123.30 134.80 123.20
July 17 142.25 124.20 142.70 123.90
August17 129.25 110.00 129.60 109.00
September 17 132.45 117.50 132.00 116.60
October 17 162.70 117.60 162.00 117.80
November17 175.00 142.35 174.90 145.00
December 17 162.00 148.10 162.40 148.10
January 18 189.25 150.45 189.95 151.30
February 18 167.65 133.40 167.40 134.00
March 2018 160.10 141.00 161.00 140.6
Comparison of Share Price of HeidelbergCement India Ltd. with BSE Sensex
BSE Sensex HCIL Share Price
200
150
Relative values to 100
100
50
0
Mar-17
April-17
May-17
June-17
July-17
Aug.-17
Sept.-17
Oct.-17
Nov.-17
Dec.-17
Jan.-18
Feb.-18
Mar.-18
April 2017 to March 2018

2 Statutory Reports
Shareholding Pattern as on 31st March 2018
Category No. of Equity Shares % of Equity shareholding

Promoters (Foreign Body Corporate) 157,244,693 69.39
Mutual Funds 7,113,656 3.14
Financial Institutions & Banks 39,676 0.02
Central /State Government 328,440 0.14
Insurance Companies 6,384,357 2.82
FIIs 26,345,312 11.63
NRIs & OCBs 1,319,710 0.58
Bodies Corporate 5,669,335 2.50
Trusts 59,827 0.03
Resident Individuals 21,622,005 9.54
Clearing members 483,797 0.21
LLP & Foreign Nationals 2,308 -
Total 226,613,116 100.00
Distribution Schedule of Equity Shares as on 31st March 2018
No. of equity shares of Rs. 10 each No. of shareholders % of shareholders No. of shares held % of shareholding
1-500 45,171 86.62 6,311,268 2.79
501-1000 3,635 6.97 3,000,290 1.32
1001-2000 1,636 3.14 2,536,119 1.12
2001-3000 549 1.05 1,424,980 0.63
3001-4000 250 0.48 906,924 0.40
4001-5000 211 0.40 1,011,956 0.45
5001-10000 331 0.63 2,511,814 1.11
10001 and above 363 0.70 208,909,765 92.19
Total 52,146 100.00 226,613,116 100.00
Dematerialisation of shares/liquidity/unclaimed each, aggregating to Rs. 3,700 million to HeidelbergCement

shares AG for the purpose of refinancing the long term loans
The Equity Shares of the Company are actively traded at BSE obtained from banks. The debentures are redeemable in
and NSE in dematerialised form only. International Securities three instalments at the end 6th, 7th and 8th year from the
Identification Number (ISIN) for both the depositories, viz., date of allotment.
NSDL and CDSL is INE578A01017. As on 31st March 2018, The Debentures have been issued in dematerialized form and
99.26% of the Equity Shares of the Company were held in are listed at wholesale debt segment of BSE Limited. ISIN
dematerialised form. The shareholders who are still holding allotted by the Depositories is INE578A08012.
shares in physical form and wish to get their shares Share Transfer System
dematerialised can submit the share certificates together
with the Demat Request Form to the Depository Participant Share transfers are processed and share certificates duly
with whom they have opened a demat account. The endorsed are dispatched within a period of fifteen days from
Company doesn’t have any unclaimed shares with respect to the date of receipt, subject to the submitted documents being
its past public/rights issue of shares/convertible debentures. valid and complete in all respects. The Board has delegated
the authority for approving transfer, transmission, etc. of the
Non-Convertible Debentures Company’s equity shares to the Company Secretary. The
The Company has on 16th December 2013 issued and Company obtains from a Practising Company Secretary a
allotted 370 unsecured, redeemable, non-convertible half-yearly certificate regarding compliance with the share
debentures (“Debentures”) of face value of Rs. 10 million transfer formalities as required under Regulation 40(9) of the
SEBI (Listing Obligations and Disclosure Requirements) Commodity price risk or foreign exchange risk and
Regulations, 2015 and files a copy of the said certificate with hedging activities
the Stock Exchanges. The External Commercial Borrowings of USD 125 million,
The shareholders who wish to transfer their shares held in which were fully repaid during FY2017-18, were hedged
physical form can lodge the duly completed request for through Cross Currency Swaps to mitigate adverse impact of
registration of transfer of shares with Integrated Registry foreign exchange fluctuations. The foreign exchange
Management Services Private Ltd., Bengaluru. In case of exposure arising on account of imports are routinely
transfer of shares, deletion of name of deceased shareholder, managed by entering into forward contracts to the extent
transmission or transposition of names in respect of shares considered necessary. The details of foreign currency
held in physical form it is mandatory to submit photocopy of exposure are disclosed in notes to the Annual Accounts.
PAN Card of the transferee(s), surviving holder(s), legal heir(s)
and joint holder(s) respectively along with the request for
transfer, transmission or transposition, as the case may be.
Outstanding warrants and their implications on equity
There are no outstanding GDRs, ADRs, convertible warrants
or any other instruments convertible into equity shares.
Addresses for correspondence

Registered Office: Registrar & Transfer Agents:
Heidelberg Cement India Ltd. Integrated Registry Management Services Private Ltd.
9th Floor, Tower C, Infinity Towers (Unit: HeidelbergCement India Ltd.)
DLF Cyber City, Phase II 30, Ramana Residency,
Gurugram, Haryana – 122002 4th Cross, Sampige Road,
Phone Nos. : 0124 – 4503700 Malleswaram,
Fax No. : 0124 – 4147699 Bengaluru - 560 003, Karnataka
E-mail-Ids : investors.mcl@mycem.in Phone Nos.:080-23460815 to 23460818
rajesh.relan@heidelbergcement.in Fax No. : 080-23460819
shrinivas.hari@heidelbergcement.in Email-Ids: irg@integratedindia.in and vijayagopal@integratedindia.in
Debenture Trustee:
Axis Trustee Services Ltd.
Axis House, 2nd Floor,
Wadia International Centre,
Pandurang Budhkar Marg,
Worli, Mumbai – 400 025
Phone Nos : 022-24252525/43252525
E-mail-Ids : debenturetrustee@axistrustee.com
Plant Locations
(a) HeidelbergCement India Ltd. (b) Diamond Cements
P.O. Ammasandra (Unit of HeidelbergCement India Ltd.)
District Tumkur P.O. Narsingarh,
Karnataka - 572211 District Damoh
Madhya Pradesh – 470675
(c) Diamond Cements (d) Diamond Cements
(Unit of HeidelbergCement India Ltd.) (Unit of HeidelbergCement India Ltd.)
Village Imlai Village Madora
District Damoh District Jhansi
Madhya Pradesh - 470661 Uttar Pradesh - 284121
Affirmation of Compliance with the Code of Conduct for Board Members and Senior Management Personnel
I declare that the Company has received affirmation of compliance with the “Code of Conduct for Board Members and Senior
Management Personnel” laid down by the Board of Directors, from all the Directors and Senior Management Personnel of the
Company, for the financial year ended 31st March 2018.
Place: Gurugram Jamshed Naval Cooper
Date: 24th May 2018 Managing Director

2 Statutory Reports
CERTIFICATE REGARDING COMPLIANCE OF CONDITIONS

OF CORPORATE GOVERNANCE
To,
The Members of HeidelbergCement India Limited
We have examined the compliance of conditions of Corporate Governance by HeidelbergCement India Limited for the financial
year ended 31st March 2018, as stipulated in the Chapter IV of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was limited to
the procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied with the conditions of Corporate Governance as stipulated in the above mentioned Chapter IV of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.
We state that during the financial year ended 31stMarch 2018, no complaint was received from shareholders. As on 31st March
2018 there was no pending investor complaint.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the Management has conducted the affairs of the Company.
For Nityanand Singh & Co.
Company Secretaries
Nityanand Singh
Place: New Delhi Proprietor
Date: 24th May, 2018 FCS No. 2668 CP No. 2388
Disclosure pursuant to Regulation 10(1) of the SEBI (Substantial Acquisition of Shares and Takeovers)
Regulations,2011.
Promoters and persons acting in concert: Cementrum I B.V., HeidelbergCement AG, HeidelbergCement Asia Pte Ltd, CBR
International Services S.A., Castle Cement Ltd., CBR Baltic B.V., CBR Portland B.V., Civil and Marine Slag Cement Ltd.,
BukhtarmaCement Company LLP, HeidelbergCement Romania SA, Cementa AB, Ceskomoravsky Cement, a.s, Duna-Drava
Cement Kft, ENCI Holding N.V., Gorazdze Cement S.A., Hanson Ltd., CaucasusCement Holding B.V., HeidelbergCement
Central Europe East Holding B.V., HeidelbergCement Danmark A/S, HeidelbergCement International Holding GmbH,
HeidelbergCement Netherlands Holding B.V., HeidelbergCement Northern Europe AB, HeidelbergCement Norway a.s.,
HeidelbergCement Sweden AB, HeidelbergCement UK Holding Ltd., HeidelbergCement Ukraine Public Joint Stock Company,
Kunda Nordic Tsement AS, Norcem AS, S.A. Cimenteries CBR, TvornicaCementa Kakanjd.d., Civil and Marine Inc., Lehigh
Hanson, Inc., Lehigh B.V., Lehigh Hanson Materials Limited, Lehigh Southwest Cement Company, Permanente Cement
Company, Butra HeidelbergCement Sdn. Bhd., Cimbenin S.A., Ciments du Togo S.A., Cochin Cements Ltd., Ghacem Ltd.,
HeidelbergCement Bangladesh Ltd., Liberia Cement Corporation Ltd., PT Indocement Tunngal Prakarsa Tbk, Scancem
International DA, SierraLeone Cement Corp. Ltd., TPCC Tanzania Portland Cement Company Ltd., HC Trading B.V., HC Trading
Malta Ltd., HC Fuels Limited, Zuari Cement Ltd., Gulbarga Cement Limited, Sitapuram Power Limited, Singha Cement (Private)
Limited, Italcementi S.p.A. and CimentsFrançais S.a.s.
3 Financial Statements
Independent Auditor’s Report

To the Members of HeidelbergCement India Limited auditor’s judgment, including the assessment of the risks of
material misstatement of the Ind AS financial statements,
Report on the Ind AS Financial Statements whether due to fraud or error. In making those risk
We have audited the accompanying Indian Accounting assessments, the auditor considers internal financial control
Standards (Ind AS) financial statements of relevant to the Company’s preparation of the Ind AS financial
HeidelbergCement India Limited (“the Company”), which statements that give a true and fair view in order to design
comprise the Balance Sheet as at 31 March 2018, and the audit procedures that are appropriate in the circumstances.
Statement of Profit and Loss (including Other Comprehensive An audit also includes evaluating the appropriateness of the
Income), the statement of Cash Flows and the Statement of accounting policies used and the reasonableness of the
Changes in Equity for the year then ended, and a summary of accounting estimates made by the Company’s Directors, as
the significant accounting policies and other explanatory well as evaluating the overall presentation of the Ind AS
information. financial statements.
We believe that the audit evidence obtained by us, is sufficient
Management’s Responsibility for the Ins AS Financial and appropriate to provide a basis for our audit opinion on the
Statements Ind AS financial statements.
The Company’s Board of Directors is responsible for the
matters stated in Section 134(5) of the Companies Act, 2013 Opinion
(“the Act”) with respect to the preparation of these Ind AS In our opinion and to the best of our information and
financial statements that give a true and fair view of the according to the explanations given to us, the aforesaid Ind
financial position, financial performance including other AS financial statements give the information required by the
comprehensive income, cash flows and changes in equity of Act in the manner so required and give a true and fair view in
the Company in accordance with the accounting principles conformity with the accounting principles generally accepted
generally accepted in India, including the Ind AS prescribed in India including the Ind AS, of the state of affairs of the
under section 133 of the Act. Company as at 31 March 2018, and its profit ( including other
This responsibility also includes maintenance of adequate comprehensive income), its cash flows and the changes in
accounting records in accordance with the provisions of the equity for the year ended on that date.
Act for safeguarding the assets of the Company and for
preventing and detecting frauds and other irregularities; Other Matters
selection and application of appropriate accounting policies; The comparative Ind AS financial statements of the company
making judgments and estimates that are reasonable and for the year ended 31 March 2017 included in these Ind AS
prudent; and design, implementation and maintenance of financial statements were audited by predecessor auditors
adequate internal financial controls, that were operating who expressed an unmodified opinion on those financial
effectively for ensuring the accuracy and completeness of the statements on 25 May 2017.
accounting records, relevant to the preparation and
presentation of the Ind AS financial statements that give a true Our opinion is not modified in respect of these matters.
and fair view and are free from material misstatement, Report on Other Legal and Regulatory Requirements
whether due to fraud or error.
1. As required by the Companies (Auditor’s Report) Order,
Auditor’s Responsibility 2016 (“the Order”) issued by the Central Government in
terms of Section 143(11) of the Act, we give in “Annexure
Our responsibility is to express an opinion on these Ind AS A” a statement on the matters specified in paragraphs 3
financial statements based on our audit. and 4 of the Order.
We have taken into account the provisions of the Act, the 2. As required by Section 143(3) of the Act, based on our
accounting and auditing standards and matters which are audit, we report, to the extent applicable that:
required to be included in the audit report under the
provisions of the Act and the Rules made thereunder. a) We have sought and obtained all the information and
explanations which to the best of our knowledge and
We conducted our audit of the Ind AS financial statements in belief were necessary for the purposes of our audit.
accordance with the Standards on Auditing specified under
Section 143(10) of the Act. Those Standards require that we b) In our opinion, proper books of account as required by
comply with ethical requirements and plan and perform the law have been kept by the Company so far as it
audit to obtain reasonable assurance about whether the Ind appears from our examination of those books.
AS financial statements are free from material misstatement. c) The Ind AS Financial Statements dealt with by this
An audit involves performing procedures to obtain audit Report are in agreement with the books of account.
evidence about the amounts and the disclosures in the Ind AS d) In our opinion, the Ind AS financial statements comply
financial statements. The procedures selected depend on the with the Indian Accounting Standards prescribed

under section 133 of the Act. ii. The Company did not have any long-term
e) On the basis of the written representations received contracts including derivative contracts for which
from the directors as on 31 March, 2018 taken on there were any material foreseeable losses.
record by the Board of Directors, none of the directors iii. There were no amounts which were required to be
is disqualified as on 31 March, 2018 from being transferred to the Investor Education and
appointed as a director in terms of Section 164(2) of Protection Fund by the Company.
the Act.
f) With respect to the adequacy of the internal financial
controls over financial reporting of the Company and
the operating effectiveness of such controls, refer to For S.N. Dhawan & Co LLP
our separate Report in “Annexure B”.
Chartered Accountants
g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the Firm’s Registration No.:000050N/N500045
Companies (Audit and Auditors) Rules, 2014 (as
Rajeev K Saxena
amended), in our opinion and to the best of our
information and according to the explanations given Partner
to us: Membership No.: 077974
i. The Company has disclosed the impact of pending
litigations on its financial position in its Ind AS
financial statements – Refer Note 32 to the Ind AS Place: Gurugram
financial statements; Date: 24 May 2018
Annexure A to the Independent Auditor’s Report
(Referred to in paragraph 1 under ‘Report on Other Legal and unsecured to companies, firms, Limited Liability
Regulatory Requirements’ section of the Independent Partnerships (LLPs) or other parties covered in the
A u d i t o r ’s Re p o r t o f e v e n d a t e t o t h e m e m b e r s of register maintained under Section 189 of the Act.
HeidelbergCement India Limited on the Ind AS financial Accordingly, the provisions of clauses 3(iii)(a), 3(iii)(b) and
statements as of and for the year ended 31 March 2018) 3(iii)(c) of the Order are not applicable.
(i) (a) The Company has maintained proper records (iv) In our opinion and according to the information and
showing full particulars, including quantitative details explanations given to us,the Company has not entered
and situation of fixed assets. into any transaction covered under Sections 185 and 186
(b) The Company has a regular program of physical of the Act. Accordingly, the provisions of clause 3(iv) of the
verification of its fixed assets under which fixed assets Order are not applicable.
are verified in a phased manner over a period of three (v) In our opinion and according to the information and
years, which, in our opinion, is reasonable having explanations given to us, the Company has not accepted
regard to the size of the Company and the nature of its any deposits during the year and had no unclaimed
assets. In accordance with this program, certain fixed deposits at the beginning of the year within the meaning of
assets were verified during the year and according to Sections 73 to 76 of the Act and the Companies
the information and explanation given to us, no (Acceptance of Deposits) Rules, 2014 (as amended).
material discrepancies were noticed on such Accordingly, the provisions of clause 3(v) of the Order are
verification. not applicable.
(c) According to the information and explanations given (vi) We have broadly reviewed the books of account
to us and the records examined by us and based on maintained by the Company pursuant to the Rules made
the examination of the registered sale deed / transfer by the Central Government for the maintenance of cost
deed / conveyance deed provided to us, we report records under sub-section (1) of Section 148 of the Act in
that, the title deeds of all the freehold immovable respect of Company’s products and are of the opinion
properties (which are included under the head that, prima facie, the prescribed accounts and records
‘Property plant and equipment’) are held in the name have been made and maintained. However, we have not
of the Company. made a detailed examination of the cost records with a
(ii) The management has conducted physical verification of view to determine whether they are accurate or complete.
inventory at reasonable intervals during the year and (vii) (a) According to the information and explanations given
according to the information and explanations given to us, to us, the Company is regular in depositing
no material discrepancies between physical inventory undisputed statutory dues including provident fund,
and book records were noticed on physical verification. income-tax, sales-tax, service tax, duty of customs,
Inventory lying with third parties have been confirmed by duty of excise, value added tax, Goods and Service
them as at 31 March 2018 and no material discrepancies tax (GST), Cess and other material statutory dues, as
were noticed in respect of such confirmations. applicable, to the appropriate authorities. Further, no
(iii) According to the information and explanations given to undisputed amounts payable in respect thereof were
us, the Company has not granted any loan, secured or outstanding at the year-end for a period of more than
six months from the date they become payable
Name of statue Nature of dues Amount Period to which the Forum where dispute
(Rs. in million) amount relates is pending
Central Sales tax act Sales tax 35.0 1994-95, 1997-98, 2000-01 to High Court
and various state 2004-05 and 2009-2010
Sales tax act
11.0 1997-98, 2002-03 and Appellate Tribunal
2007-08 to 2013-14
0.1 2001-02 Deputy Commissioner
(Appeals)
3.2 2005-06 and 2006-07 Assistant Commissioner
2.6 2000-01, 2011-12 and 2012-13 Additional Commissioner
15.2 2006-07, 2012-13 and 2013-14 Joint Commissioner (Appeals)
94.5 2002-03 to 2007-08 Assessing Officer, Sales Tax

(b) According to the information and explanations given to us, the dues outstanding in respect of income-tax, sales-tax,
service tax, duty of excise, value added tax on account of any dispute, are as follows:
Name of statue Nature of dues Amount Period to which the Forum where dispute
(Rs. in million) amount relates is pending
Various State Entry Tax 575.0 2003-04 to till date Supreme Court
Entry Tax Act 141.1 1999-2000 to 2007-08, 2009-10 Appellate Tribunal
Income Tax Act, 1961 Income Tax 26.0 2010-11, 2012-13 to 2014-15 Commissioner of
Income Tax (Appeal)
8.0 2011-12 Appellate Tribunal
Central Excise Act, Excise Duty 10.0 2007-08 Supreme court
1944 and Cenvat 23.8 1995-96 to 2000-01 High court
16.7 2003-04, 2005-06 to 2015-16 Central Excise and
Service Tax Appellate Tribunal
8.9 2007-08 to 2010-11 Commissioner of Central Excise
(Appeals)
Finance Act 1994 Service Tax 0.2 2007-08 to 2012-13 Central Excise and Service
(Amended 2009) Tax Appellate Tribunal
0.2 2008-09 to 2009-10 Commissioner of Central Excise
(Appeals)
Madhya Pradesh Rural 18.5 2005-06 till date Supreme court
Rural Road Infrastructure
Development and Road
Authority development tax
(viii) In our opinion and according to the information and (xiv) During the year, the company has not made any
explanations given to us, the Company has not preferential allotment or private placement of shares or
defaulted in repayment of loans or borrowings to any fully or partly convertible debentures. Accordingly,
bank or any dues to debenture-holders during the year. provisions of clause3 (xiv) of the order are not
The company has no outstanding dues in respect of applicable.
financial institutions. (xv) In our opinion and according to the information and
(ix) In our opinion and according to the information and explanations given to us,the company has not entered
explanations given to us, the Company has applied into any non-cash transactions with the directors or
monies raised by way of debt instruments/ term persons connected with themcovered under Section
loansfor the purposes for which they were raised. 192 of the Act. Accordingly, provisions of clause3 (xv) of
(x) To the best of our knowledge and according to the the order are not applicable.
information and explanations given to us, no fraud by (xvi) The company is not required to be registered under
the Company or on the company by its officers or Section 45-IA of the Reserve Bank of India Act, 1934.
employees has been noticed or reported during the Accordingly, provisionsof clause3 (xvi) of the order are
period covered by our audit. not applicable.
(xi) In our opinion and according to the information and
explanations given to us, managerial remuneration has
been paid/ provided by the companyin accordance with
the requisite approvals mandated by the provisions of For S.N. Dhawan& Co LLP
Section 197 of the Act read with Schedule V to the Act. Chartered Accountants
Firm’s Registration No.:000050N/N500045
(xii) The Company is not a Nidhi Company. Accordingly,
provisions ofclause 3(xii) of the Order are not applicable.
Rajeev K Saxena
(xiii) In our opinion and according to the information and
Partner
explanations given to us,all transactions with the
Membership No.: 077974
related parties are in compliance with Sections 177 and
188 of Act, where applicable, and the requisite details
have been disclosed in the financial statements etc., as Place: Gurugram
required by the applicable accounting standards.
Date: 24 May 2018
Annexure B to the Independent Auditor’s Reportof even date on the Ind AS financial statements of
Report on the Internal Financial Controls under Clause financial reporting.

(i) of Sub-section 3 of Section 143 of the Companies Act, Meaning of Internal Financial Controls over Financial
2013 (“the Act”) Reporting
We have audited the internal financial controls over financial A company's internal financial controls over financial
reporting of HeidelbergCement India Limited (“the reporting is a process designed to provide reasonable
Company”) as of 31 March 2018 in conjunction with our audit assurance regarding the reliability of financial reporting and
of the financial statements of the Company for the year ended the preparation of financial statements for external purposes
on that date. in accordance with generally accepted accounting
Management’s Responsibility for Internal Financial principles. A company's internal financial controls over
Controls financial reporting includes those policies and procedures
The Company’s management is responsible for establishing that (1) pertain to the maintenance of records that, in
and maintaining internal financial controls based on the reasonable detail, accurately and fairly reflect the
internal control over financial reporting criteria established by transactions and dispositions of the assets of the company;
the Company considering the essential components of (2) provide reasonable assurance that transactions are
internal control stated in the Guidance Note on Audit of recorded as necessary to permit preparation of financial
Internal Financial Controls Over Financial Reporting issued by statements in accordance with generally accepted
the Institute of Chartered Accountants of India. These accounting principles, and that receipts and expenditures of
responsibilities include the design, implementation and the company are being made only in accordance with
maintenance of adequate internal financial controls that were authorisations of management and directors of the company;
operating effectively for ensuring the orderly and efficient and (3) provide reasonable assurance regarding prevention
conduct of the company’s business, including adherence to or timely detection of unauthorised acquisition, use, or
company’s policies, the safeguarding of its assets, the disposition of the company's assets that could have a
prevention and detection of frauds and errors, the accuracy material effect on the financial statements.
and completeness of the accounting records, and the timely Inherent Limitations of Internal Financial Controls over
preparation of reliable financial information, as required under Financial Reporting
the Act. Because of the inherent limitations of internal financial
Auditors’ Responsibility controls over financial reporting, including the possibility of
Our responsibility is to express an opinion on the Company's collusion or improper management override of controls,
internal financial controls over financial reporting based on material misstatements due to error or fraud may occur and
our audit. We conducted our audit in accordance with the not be detected. Also, projections of any evaluation of the
Guidance Note on Audit of Internal Financial Controls Over internal financial controls over financial reporting to future
Financial Reporting(the “Guidance Note”) and the Standards periods are subject to the risk that internal financial controls
on Auditing, issued by the Institute of Chartered Accountants over financial reporting may become inadequate because of
of India (ICAI) and deemed to be prescribed under section changes in conditions, or that the degree of compliance with
143(10) of the Act, to the extent applicable to an audit of the policies or procedures may deteriorate.
internal financial controls, both applicable to an audit of Opinion
Internal Financial Controls and, both issued by the ICAI. In our opinion, and based on the internal control over financial
Those Standards and the Guidance Note require that we reporting criteria established by the Company considering
comply with ethical requirements and plan and perform the the essential components of internal control stated in the
audit to obtain reasonable assurance about whether Guidance Note on Audit of Internal Financial Controls Over
adequate internal financial controls over financial reporting Financial Reporting issued by the Institute of Chartered
were established and maintained and if such controls Accountants of India, the Company has, in all material
operated effectively in all material respects. respects, adequate internal financial controls system over
Our audit involves performing procedures to obtain audit financial reporting and such internal financial controls over
evidence about the adequacy of the internal financial controls financial reporting were operating effectively as at 31 March
over financial reporting and their operating effectiveness. Our 2018.
audit of internal financial controls over financial reporting
included obtaining an understanding of internal financial
For S.N. Dhawan & Co LLP
controls over financial reporting, assessing the risk that a
material weakness exists, and testing and evaluating the
design and operating effectiveness of internal control based Firm’s Registration No.:000050N/N500045
on the assessed risk. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of Rajeev K Saxena
material misstatement of the financial statements, whether Partner
due to fraud or error. Membership No.: 077974
We believe that the audit evidence we have obtained is
sufficient and appropriate to provides basis for our audit Place: Gurugram
opinion on the Company’s internal financial controls over Date: 24 May 2018

Balance sheet as at 31 March 2018

Particulars Notes 31 March 2018 31 March 2017
Rs in Million Rs in Million
Assets
Non-current assets
Property, plant and equipment 3 18,043.8 18,744.2
Capital work-in-progress 3 80.7 62.9
Intangible assets 4 16.5 26.5
Financial assets
Security deposits 5 284.9 273.0
Other non-current assets 6 294.1 311.0
18,720.0 19,417.6
Current assets
Inventories 7 1,268.9 1,396.4
Financial assets
Security deposits 5 106.9 101.6
Derivative instruments 5 - 186.5
Trade receivables 8 188.0 125.6
Cash and bank balances 9 2,124.1 142.0
Other financial assets 5 19.1 7.7
Other current assets 10 2,901.2 2,699.0
6,608.2 4,658.8
Total assets 25,328.2 24,076.4
Equity and liabilities
Equity
Equity share capital 11 2,266.2 2,266.2
Other equity 12 8,197.8 7,403.3
10,464.0 9,669.5
Non-current liabilities
Financial liabilities
Borrowings 13 4,692.3 5,751.9
Other financial liabilities 14 53.8 62.0
Provisions 15 196.0 217.1
Government grants 16 511.8 328.1
Deferred tax liabilities (net) 17 835.0 530.0
6,288.9 6,889.1
Current liabilities
Financial liabilities
Trade payables 18 2,266.3 1,914.1
Other current financial liabilities 19 3,121.6 2,820.0
Other current liabilities 20 896.0 562.8
Government grants 16 102.8 59.8
Provisions 15 2,188.6 2,161.1
8,575.3 7,517.8
Total liabilities 14,864.2 14,406.9
Total equity and liabilities 25,328.2 24,076.4
Summary of significant accounting policies 2.1
The accompanying notes are an integral part of the financial statements.

As per our report of even date
For S.N. Dhawan & Co. LLP For and on behalf of the Board of Directors of
Firm Registration No. 000050N/N500045 HeidelbergCement India Limited
Rajeev K Saxena Anil Kumar Sharma P.G. Mankad Kevin Gerard Gluskie Jamshed Naval Cooper S. Krishna Kumar
Partner Chief Financial Officer Chairman Director Managing Director Director
Membership No. 077974
Place: Gurugram Rajesh Relan Pradeep V. Bhide J-F Defalque Soek Peng Sim Sushil Kumar Tiwari
Date: 24 May 2018 Legal Head & Director Director Director Whole-time Director
Company Secretary
Statement of profit and loss for the year ended 31 March 2018
Revenue from operations 21 19,619.6 20,018.5
Other income 22 199.3 236.9
Total Income (I) 19,818.9 20,255.4
Expenses
Cost of raw material consumed 23 3,566.4 3,259.9
(Increase)/decrease in inventories of finished goods and 24 136.1 346.6
work-in-progress
Excise duty on sale of goods 724.9 2,843.9
Employee benefits expense 25 1,201.5 1,147.6
Depreciation and amortization expense 26 1,011.7 991.5
Finance costs 27 744.5 897.7
Other expenses 28 10,357.1 9,631.9
Total Expense (II) 17,742.2 19,119.1
Profit before tax (I) - (II) 2,076.7 1,136.3
Tax expenses
Current tax 444.3 239.5
Current tax related to earlier years - 2.0
Net current tax expense 444.3 241.5
Deferred tax charge 300.6 132.7
Total tax expense 744.9 374.2
Profit for the year (III) 1,331.8 762.1
Other comprehensive income

Remeasurement gain/(losses) of net defined benefit plans 10.0 (24.3)
Income tax effect (3.5) 8.4
6.5 (15.9)
Net movement on cash flow hedge 2.6 (39.7)

Income tax effect (0.9) 13.7
1.7 (26.0)
Other comprehensive income for the year, net of tax (IV) 8.2 (41.9)
Total comprehensive income for the year, net of tax (III) + (IV) 1,340.0 720.2
Earnings per share [nominal value of share Rs 10]
Basic and diluted 29 5.88 3.36

Company Secretary

Statement of change in equity for the year ended 31 March 2018

a. Equity Share Capital:
Equity shares of Rs. 10 each issued, subscribed and fully paid Numbers Rs. in million
At 31 March 2017 226,613,116 2,266.1
At 31 March 2018 226,613,116 2,266.1
Equity shares of Rs 10 each issued, subscribed and partly paid Numbers Rs. in million
At 31 March 2017 18,193 0.1
At 31 March 2018 18,193 0.1
b. Other equity:
For the year ended 31 March 2018 (Rs in Million)
Other Equity (Refer -Note 12) Total
Reserves and Surplus Items of OCI
Particulars Capital Capital Capital Securities Debenture Retained Cash flow Other
Reserve Subsidy redemption Securities redemption earnings huge item of
reserve reserve reserve reserve reserve OCI
As at 1 April 2017 672.8 6.4 159.9 3,707.1 441.7 2,437.0 (1.7) (19.9) 7,403.3
Profit for the year - - - - - 1,331.8 - - 1,331.8
Dividend on equity shares - - - - - (453.2) - - (453.2)
Dividend distribution tax on dividend - - - - - (92.3) - - (92.3)
Other comprehensive income (Note 12) - - - - - - 1.7 6.5 8.2
Total comprehensive income - - - - - 786.3 1.7 6.5 794.5
Transfer from retained earning (Note 12) - - - - 134.1 (134.1) - - -
At 31 March 2018 672.8 6.4 159.9 3,707.1 575.8 3,089.2 - (13.4) 8,197.8
For the year ended 31 March 2017

Other Equity (Refer -Note 12) Total
Reserves and Surplus Items of OCI
Particulars Capital Capital Capital Securities Debenture Retained Cash flow Other
Reserve Subsidy redemption Securities redemption earnings huge item of
reserve reserve reserve reserve reserve OCI
As at 1 April 2016 672.8 6.4 159.9 3,707.1 307.5 1,809.1 24.3 (4.0) 6,683.1
Profit for the year - - - - - 762.1 - - 762.1
Other comprehensive income (Note 12) - - - - - (26.0) (15.9) (41.9)
Total comprehensive income - - - - - 762.1 (26.0) (15.9) 720.2
Transfer from retained earning (Note 12) - - - - 134.2 (134.2) - - -
At 31 March 2017 672.8 6.4 159.9 3,707.1 441.7 2,437.0 (1.7) (19.9) 7,403.3

Company Secretary
Cash flow statement for the year ended 31 March 2018
Cash flow from operating activities
Profit before tax 2076.7 1136.3
Non-cash adjustment to reconcile profit before tax to net cash flows:
Depreciation and amortization expense 1011.7 991.5
Property, plant and equipment written off 2.7 9.1
Profit on sale of property, plant and equipment (net) (10.4) (1.4)
Unrealized foreign exchange loss/ (gain) (0.3) (1.1)
Sundry balances written off 5.7 1.7)
Provision/ liabilities no longer required written back (60.7) (169.4)
Interest expenses 722.2 880.2
Interest income (51.1) (31.8)
Operating profit before working capital changes 3696.5 2815.1
Movements in working capital :
Increase/ (decrease) in trade payables and other payables 827.8 337.4
Increase / (decrease) in provisions and gratuity 71.4 230.5
Decrease / (increase) in trade receivables (62.4) 132.0
Decrease / (increase) in inventories 127.5 385.7
Decrease / (increase) in other current and non-current assets (374.4) (41.5)
Cash generated from operations 4286.4 3859.2
Direct taxes paid (net of refunds) (440.9) (245.2)
Net cash flow from operating activities (A) 3845.5 3614.0
Cash flows from investing activities
Purchase of property, plant and equipment including capital
work in progress and capital advances (232.4) (473.7)
Proceeds from sale of property, plant and equipment 48.9 27.8
Increase in other bank balances (2.3) 0.0
Interest received 48.8 43.5
Net cash flow used in investing activities (B) (137.0) (402.4)
Cash flows from financing activities
Proceeds from borrowings and government grants 667.1 610.7
Repayments of borrowings (1094.5) (2825.3)
Dividend Paid (including Dividend Distribution Tax) (543.2) 0.0
Interest paid (758.1) (932.7)
Net cash flow used in financing activities (C) (1728.7) (3147.3)
Net increase/ (decrease) in cash and cash equivalents (A + B + C) 1979.8 64.3
Cash and cash equivalents at the beginning of the year 142.0 77.7
Cash and cash equivalents at the end of the year 9 2121.8 142.0
Company Secretary

Notes to financial statements for the year ended 31 March 2018

1. CORPORATE INFORMATION
HeidelbergCement India Limited (hereinafter referred to as “HCIL” or “the Company”) is a public company domiciled in India
and is incorporated on 13 May 1958 under the provisions of the Companies Act, 1956. The Company’s equity is listed on BSE
Limited and National Stock Exchange of India Limited. The registered office of the company is located at 9th floor, Infinity
Tower ‘C’, DLF Cyber City, Gurugram, Haryana 122002.
The Company is engaged in the manufacturing and selling of Cement and Cement related products at its three locations viz.
Ammasandra (Karnataka), Damoh (Madhya Pradesh) and Jhansi (Uttar Pradesh).
The financial statements were authorised for issue in accordance with a resolution of the directors on 24 May 2018.
2. BASIS OF PREPARATION
These financial statements have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under
the Companies (Indian Accounting Standards) Rules, 2015 as amended by the Companies (Indian Accounting Standards)
(Amendment) Rules, 2016, the relevant provisions of the Companies Act, 2013 (“the Act’’) and guidelines issued by the
Securities and Exchange Board of India (SEBI), as applicable.
Effective April 1, 2016, the Company has adopted all the Ind AS standards and the adoption was carried out in accordance
with Ind AS 101 First time adoption of Indian Accounting Standards, with April 1, 2015 as the transition date. The transition
was carried out from Indian Accounting Principles generally accepted in India as prescribed under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014 (IGAAP), which was the previous GAAP.
The financial statements have been prepared on a historical cost basis, except for the following assets and liabilities which
have been measured at fair value:
• Derivative financial instruments,
• Certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial instruments),
The financial statements are presented in Indian Rupees (INR) and all values are rounded to the nearest million (INR 000,000)
upto one decimal, except when otherwise indicated.
2.1 Summary of significant accounting policies
a) Current versus non-current classification
The Company presents assets and liabilities in the balance sheet based on current/ non-current classification. An asset is
treated as current when it is:
• Expected to be realised or intended to be sold or consumed in normal operating cycle
• Held primarily for the purpose of trading
• Expected to be realised within twelve months after the reporting period, or
• Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months
after the reporting period
All other assets are classified as non-current.
A liability is current when:
• It is expected to be settled in normal operating cycle
• It is held primarily for the purpose of trading
• It is due to be settled within twelve months after the reporting period, or
• There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period
The Company classifies all other liabilities as non-current.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash
equivalents. The Company has identified twelve months as its operating cycle.
b) Foreign currency
Functional currency
The functional currency of the company is Indian rupee. These financial statements are presented in Indian rupees
(rounded off to million) upto one decimal.
Transactions and Translations
Foreign currency denominated monetary assets and liabilities are translated in to relevant functional currency at exchange
rates in effect at the balance sheet date. The gain or losses resulting from such translations are included in net profit in the
statement of profit and loss. Non-monetary assets and non- monetary liabilities denominated in foreign currency and
measured at fair value are translated at the exchange rate prevalent at the date when the fair value is determined.
Non-monetary assets and non- monetary liabilities denominated in foreign currency and measured at historical cost are
translated at the exchange rate prevalent at the date of transaction.
Transaction gain or loss realized upon settlement of foreign currency transactions are included in determining net profit for
the period in which the transaction is settled. Revenue, expenses and cash flow items denominated in foreign currencies
are translated in to the relevant functional currencies using the exchange rate in effect on the date of transaction.
c) Fair Value measurement
The Company measures financial instruments, such as, derivatives at fair value at each balance sheet date.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. The fair value measurement is based on the presumption that the
transaction to sell the asset or transfer the liability takes place either:
• In the principal market for the asset or liability, or
• In the absence of a principal market, in the most advantageous market for the asset or liability
The principal or the most advantageous market must be accessible by the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing
the asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic
benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset
in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are
available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable
inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the
fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as
a whole:
• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
• Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is
directly or indirectly observable
• Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is
unobservable.
For assets and liabilities that are recognised in the financial statements on a recurring basis, the company determines
whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level
input that is significant to the fair value measurement as a whole) at the end of each reporting period.
For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the
nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
d) Revenue Recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue
can be reliably measured, regardless of when the payment is being made.
Revenue is measured at the fair value of the consideration received or receivable, taking into account contractually defined
terms of payment and excluding taxes or duties collected on behalf of the government.
Sales are presented gross of excise duty and net of Goods and Services Tax (GST), Value Added Tax (VAT)/ Sales Tax,
wherever applicable.
In accordance with Ind AS 18 on “Revenue” and Schedule III to the Companies Act, 2013, Sales for the previous year
ended 31 March 2017 and for the period 1 April 2017 to 30 June 2017 were reported gross of Excise Duty and net of Value
Added Tax (VAT)/ Sales Tax. Excise Duty was reported as a separate expense line item. Consequent to the introduction of
Goods and Services Tax (GST) with effect from 1 July 2017, VAT/Sales Tax, Excise Duty etc. have been subsumed into
GST and accordingly the same is not recognised as part of sales as per the requirements of Ind AS 18.
The following specific recognition criteria must also be met before revenue is recognized:

(i) Sale of goods

Revenue from the sale of goods is recognised when all the significant risks and rewards of ownership of the goods have
passed to the buyer. Revenue from the sale of goods is measured at the fair value of the consideration received or
receivable, net of returns and allowances, trade discounts and volume rebates.
(ii) Sale of Services
Sale of services are recognised when such services are rendered as per contract terms.
(iii) Interest
Interest income is included under the head “other income” in the statement of profit and loss if such interest income is
recognized using the effective interest rate, the company estimates the expected cash flows by considering all the
contractual terms of the financial instrument but does not consider the expected credit losses.
e) Government grants and subsidies
Government grants are recognised where there is reasonable assurance that the grant will be received and all attached
conditions will be complied with. When the grant relates to an expense item, it is recognised as income on a systematic
basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates
to an asset, it is recognised as income in equal amounts over the expected useful life of the related asset.
When the Company receives grants of non-monetary assets, the asset and the grant are recorded at fair value amounts
and released to profit or loss over the expected useful life in a pattern of consumption of the benefit of the underlying asset
i.e., by equal annual instalments.
Government grants in the nature of VAT incentive are recognised in the Statement of Profit and Loss in the period in which
they become receivable.
When loans or similar assistance are provided by governments or related institutions, with an interest rate below the
current applicable market rate, the loan or assistance is initially recognised and measured at fair value and the government
grant is measured as the difference between the initial carrying value of the loan and the proceeds received. Government
grants is recognised in profit or loss on a systematic basis over the periods in which the entity recognises the related costs
for which the grants are intended to compensate.
Expenditure on power and fuel is recorded into statement of profit and loss, net of government grants in the form of
concessional tariffs available to the Company.
f) Income taxes
Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation
authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at
the reporting date.
Current income tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other
comprehensive income or in equity). Current tax items are recognised in correlation to the underlying transaction either in
OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in
which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Current Tax assets and Liabilities are offset only if there is a legally enforceable right to set off the recognised amounts, and
it is intended to realise the asset and settle the liability on a net basis or simultaneously.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities
and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits
(including MAT Credit) and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that
taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax
credits and unused tax losses can be utilized.
The carrying amount of deferred tax assets (including MAT credit available) is reviewed at each reporting date and reduced
to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax
asset to be utilised. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to the
extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised
or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss (either in other
comprehensive income or in equity). Deferred tax items are recognised in correlation to the underlying transaction either in
OCI or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets
against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
g) Property, Plant and Equipment (PPE)
The initial cost of PPE, including Capital work in progress, comprises its purchase price, including import duties and non-
refundable purchase taxes, and any directly attributable costs of bringing an asset to working condition and location for its
intended use, including relevant borrowing costs and any expected costs of decommissioning, less accumulated
depreciation and accumulated impairment losses, if any. Advances given towards acquisition or construction of PPE
outstanding at each reporting date are disclosed as Capital Advances under “Other non-current Assets”.
Expenditure incurred after the PPE have been put into operation, such as repairs and maintenance, are charged to the
Statement of Profit and Loss in the period in which the costs are incurred. If significant parts of an item of PPE have different
useful lives, then they are accounted for as separate items (major components) of PPE.
An item of PPE and any significant part initially recognised is derecognised upon disposal or when no future economic
benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the
difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit
and loss, when the asset is derecognised.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each
financial year end and adjusted prospectively, if appropriate.
h) Depreciation on property, plant and equipment
Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets as follows:
Particulars Useful lives estimated by the management (years)
Buildings 10– 60
Railway Siding 15
Plant and equipments 3 – 25
Furniture and fixtures 10
Vehicles 8-15
The Company, based on technical assessment and management estimates, depreciates certain items of plant and
equipment over estimated useful lives which are different from the useful life prescribed in Schedule II to the Companies
Act, 2013. The management believes that these estimated useful lives are realistic and reflect fair approximation of the
period over which the assets are likely to be used.
Freehold mining land is depreciated over 5 years, which is the expected period of mineral extraction.
Depreciation on additions is provided on a pro-rata basis from the month of installation or acquisition and in case of
Projects from the date of commencement of commercial production. Depreciation on deductions/disposals is provided
on a pro-rata basis up to the month preceding the month of deduction/disposal.
i) Intangible assets
Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible
assets are carried at cost less any accumulated amortization and accumulated impairment losses, if any. The amortization
period and the amortization method are reviewed at each financial year end. If the expected useful life of the asset is
significantly different from previous estimates, the amortization period is changed accordingly. If there has been a
significant change in the expected pattern of economic benefits from the asset, the amortization method is changed to
reflect the changed pattern.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal
proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is
derecognized.
Costs incurred on acquisition of intangible assets are capitalized and amortized on a straight-line basis over useful lives,
as mentioned below:
Intangible Assets Estimated Useful Lives (Years)
Software 5

j) Impairment of non-financial assets

The company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for an asset is required, the company estimates the asset’s
recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair value
less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does
not generate cash inflows that are largely independent of those other assets or groups of assets. When the carrying
amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its
recoverable amount.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining
fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be
identified, an appropriate valuation model is used.
For assets, an assessment is made at each reporting date to determine whether there is an indication that previously
recognised impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the
asset’s or CGU’s recoverable amount. A previously recognised impairment loss is reversed only if there has been a change
in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognised. The
reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the
carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the
asset in prior years. Such reversal is recognised in the statement of profit or loss.
k) Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a
substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other
borrowing costs are expensed in the period in which they occur. Borrowing costs consist of interest and other costs that
an entity incurs in connection with the borrowing of funds. Borrowing cost also includes exchange differences to the
extent regarded as an adjustment to the borrowing costs.
l) Leases
The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the
inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a
specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly
specified in an arrangement.
Company as a lessee
A lease is classified at the inception date as a finance lease or an operating lease. A lease that transfers substantially all the
risks and rewards incidental to ownership to the company is classified as a finance lease.
A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the company
will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of
the asset and the lease term.
Operating lease payments are recognised as an expense in the statement of profit and loss on a straight-line basis over the
lease term.
m) Inventories
Inventories are valued as follows:
• Raw materials, stores and spares and packing materials
Lower of cost and net realisable value. However, materials and other items held for use in the production of inventories
are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or
above cost.
Cost is determined on a weighted average basis and includes cost incurred in bringing the material to its present
location and condition.
• Work-in-progress and finished goods
Lower of cost and net realisable value. Cost includes direct materials and labour and a proportion of manufacturing
overheads based on normal operating capacity. Cost is determined on a weighted average basis.
Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of completion and
estimated costs necessary to make the sale.
n) Provisions
General
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of the past event
and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when
appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of
time is recognised as a finance cost.
Provision for mine reclamation expenses
The company records a provision for mines reclamation. Mine reclamation costs are provided at the present value of
expected costs to settle the obligation using estimated cash flows. The cash flows are discounted at a current pre-tax rate
that reflects the risks specific to the reclamation liability. The unwinding of the discount is expensed as incurred and
recognised in the statement of profit and loss as a finance cost. The estimated future costs of reclamation are reviewed
annually and adjusted as appropriate. Changes in the estimated future costs or in the discount rate applied are added to or
deducted from such provision prospectively.
o) Contingent liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present
obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the
obligation at the reporting date. A contingent liability also arises in extremely rare cases where there is a liability that cannot
be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but
discloses its existence in the financial statements.
p) Retirement and other employee benefits
(i) Superannuation Fund (being administered by Trusts) is defined contribution schemes and the contributions are
charged to the statement of profit and loss for the period when the contributions to the respective funds are due. There
are no other obligations other than the contribution payable to the respective funds.
(ii) Retirement benefits in the form of provident fund contributed to statutory provident fund is a defined contribution
scheme and the payments are charged to the statement of profit and loss for the period when the payments to the
respective funds are due. There are no obligations other than contribution payable to provident fund authorities.
(iii) Retirement benefits in the form of provident fund contributed to trust set up by the employer is a defined benefit
scheme and the amounts are charged to the statement of profit and loss for the period when the payments to the trust
are due. If the contribution payable to the scheme for service received before the balance sheet date exceeds the
contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution
already paid.
(iv) Gratuity liability (being administered by a Trust) is a defined benefit obligation and is provided for on the basis of an
actuarial valuation done using projected unit credit method at the end of each financial year.
Actuarial gains and losses for defined benefit plans are recognized in full in the period in which they occur in the OCI.
(v) Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short-term employee
benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as
a result of the unused entitlement that has accumulated at the reporting date. The Company treats accumulated leave
expected to be carried forward beyond twelve months, as long-term employee benefit for measurement purposes.
Such long-term compensated absences are provided for based on the actuarial valuation using the projected unit
credit method at the year-end. Actuarial gains/losses are immediately taken to the statement of profit and loss and are
not deferred. The Company presents the entire leave as a current liability in the balance sheet, since it does not have an
unconditional right to defer its settlement for 12 months after the reporting date.
q) Financial instruments
Initial recognition
The company recognizes financial assets and financial liabilities when it becomes a party to the contractual provisions of
the instrument. All financial assets and liabilities are recognized at fair value on initial recognition, except for trade
receivables which are initially measured at transaction price. Transaction costs that are directly attributable to the
acquisition or issue of financial assets and financial liabilities (that are not at fair value through profit or loss) are added to or
deducted from the fair value, as appropriate, on initial recognition.

Classification and Subsequent measurement: Financial Assets

I. Non-derivative financial instruments
i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is
to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise
on specified dates to cash flows that are solely payments of principal and interest on the principal amount
outstanding.
ii) Financial assets at fair value through other comprehensive income
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a
business model whose objective is achieved by both collecting contractual cash flows and selling financial assets
and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.
iii) Financial assets at fair value through profit or loss
A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or
loss.
Classification and Subsequent Measurement: Financial liabilities:
Financial liabilities are classified as follow:
iv) Financial liability at fair value through profit or loss (FVTPL)
Financial liabilities are classified as at FVTPL when the financial liability is held for trading or are designated upon
initial recognition as FVTPL. Gains or Losses on liabilities held for trading are recognised in the Statement of Profit
and Loss.
v) Other Financial Liabilities:
Financial liabilities are subsequently carried at amortized cost using the effective interest method. For trade and
other payables maturing within one year from the balance sheet date, the carrying amounts approximate fair value
due to the short maturity of these instruments.
Impairment of financial assets
Financial assets, other than those at Fair Value through Profit and Loss (FVTPL), are assessed for indicators of
impairment at the end of each reporting period. Financial assets are considered to be impaired when there is
objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial
asset, the estimated future cash flows of the investment have been affected, or a significant or prolonged decline in
the fair value of the security below its cost is considered to be objective evidence of impairment.
For all other financial assets, objective evidence of impairment could include:
- Significant financial difficulty of the issuer or counterparty;
- Breach of contract, such as a default or delinquency in interest or principal payments;
- It becoming probable that the borrower will enter bankruptcy or financial re-organisation; or the disappearance of
an active market for that financial asset because of financial difficulties.
For certain categories of financial assets, such as trade receivables, assets are assessed for impairment on
individual basis.
For financial assets that are carried at cost, the amount of impairment loss is measured as the difference between
the asset's carrying amount and the present value of the estimated future cash flows discounted at the current
market rate of return for a similar financial asset. Such impairment loss will not be reversed in subsequent periods.
For financial assets measured at amortised cost, if, in a subsequent period, the amount of the impairment loss
decreases and the decrease can be related objectively to an event occurring after the impairment was recognized,
the previously recognized impairment loss is reversed through profit or loss to the extent that the carrying amount
of the investment at the date the impairment is reversed does not exceed what the amortised cost would have been
had the impairment not been recognized.
De-recognition of financial assets
The Company de-recognises a financial asset when the contractual rights to the cash flows from the asset expire,
or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to
another party. If the company neither transfers nor retains substantially all the risks and rewards of ownership and
continues to control the transferred asset, the Company recognises its retained interest in the asset and an
associated liability for amounts it may have to pay. If the company retains substantially all the risks and rewards of
ownership of a transferred financial asset, the company continues to recognise the financial asset and also
recognises a collateralised borrowing for the proceeds received.
On de-recognition of a financial asset in its entirety, the difference between the asset's carrying amount and the
sum of the consideration received and receivable and the cumulative gain or loss that had been recognized in other
comprehensive income and accumulated in equity is recognized in profit or loss.
De-recognition of financial liabilities
A financial liability shall be derecognized when, and only when it is extinguished i.e when the obligation specified in
the contract is discharged or cancelled or expires.
II. Derivative financial instruments and hedge accounting
The Company uses derivative financial instrument such as cross currency interest rate swaps to hedge its foreign
currency risks and interest rate risks. Such derivative financial instruments are initially recognised at fair value on the
date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are
carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.
Any gains or losses arising from changes in the fair value of derivatives are taken directly to the statement of profit and
loss, except for the effective portion of cash flow hedge, which is recognised in OCI in the cash flow hedge reserve while
any ineffective portion is recognised immediately in the statement of profit and loss.
For the purpose of hedge accounting, hedges are classified as:
• Fair value hedges when hedging the exposure to changes in the fair value of a recognised asset or liability
• Cash flow hedges when hedging exposure to variability in cash flows that is either attributable to a particular risk
associated with a recognised asset or liability
At the inception of a hedge relationship, the Company formally designates and documents the hedge relationship to
which the Company wishes to apply hedge accounting and the risk management objective and strategy for
undertaking the hedge. The documentation includes identification of the hedging instrument, the hedged item or
transaction, the nature of the risk being hedged and how the entity will assess the effectiveness of changes in the
hedging instrument’s fair value in offsetting the exposure to changes in the hedged item’s fair value or cash flows
attributable to the hedged risk. Such hedges are expected to be highly effective in achieving offsetting changes in fair
value or cash flows and are assessed on an ongoing basis to determine that they actually have been highly effective
throughout the financial reporting periods for which they were designated.
Hedge accounting is discontinued from the last testing date when the hedging instrument expires or is sold,
terminated, or exercised, or no longer qualifies for hedge accounting. Cumulative gain or loss on such hedging
instrument recognised in shareholder's funds is retained there until the forecasted transaction occurs. If a hedged
transaction is no longer expected to occur, the net cumulative gain or loss recognised in shareholders' funds is
transferred to statement of profit and loss for the period.
r) Dividend Distributions
The Company recognizes a liability to make payment of dividend to owners of equity when the distribution is authorized
and is no longer at the discretion of the Company and is declared by the shareholders. A corresponding amount is
recognised directly in equity.
s) Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders
after deducting preference dividends and attributable taxes by the weighted average number of equity shares outstanding
during the period.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity
shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all
dilutive potential equity shares, if any.
t) Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an
original maturity of three months or less, which are subject to an insignificant risk of changes in value.
For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and short-term deposits, as
defined above, net of outstanding bank overdrafts as they are considered an integral part of the Company’s cash
management.

3. PROPERTY, PLANT AND EQUIPMENT 4. INTANGIBLE

ASSETS
Particulars Freehold Freehold Buildings Railway Plant Furniture Vehicles Capital Total Computer Total
non mining mining Siding and and work in Software
Land Land equipment fixtures progress
Cost or valuation (Rs. in million)

At 1 April 2016 106.5 354.9 1,160.2 223.2 17,943.0 69.3 95.9 560.5 20,513.5 51.5 51.5
Additions 1.0 13.7 60.7 4.4 699.4 4.7 0.7 273.5 1,058.1 1.2 1.2
Disposals - - (1.1) (0.1) (37.8) (0.1) (0.1) - (39.2) - -
Capitalised during the year - - - - - - - (771.1) (771.1) - -
At 31 March 2017 107.5 368.6 1,219.8 227.5 18,604.6 73.9 96.5 62.9 20,761.3 52.7 52.7
Additions 22.4 14.2 41.0 24.4 195.7 6.9 36.7 323.6 664.9 1.2 1.2
Disposals (0.3) - (0.6) (0.9) (50.2) (2.0) (2.5) - (56.5) - -
Capitalised during the year - - - - - - - (305.8) (305.8) - -
At 31 March 2018 129.6 382.8 1,260.2 251.0 18,750.1 78.8 130.7 80.7 21,063.9 53.9 53.9
Depreciation/ Amortization
At 1 April 2016 - 11.8 126.0 15.0 799.3 13.3 12.6 - 978.0 14.6 14.6
Charge for the year - 14.2 85.5 14.7 846.9 9.1 9.5 - 979.9 11.6 11.6
Disposals - - (0.2) (0.0) (3.3) (0.0) (0.2) - (3.7) - -
At 31 March 2017 - 26.0 211.3 29.7 1,642.9 22.4 21.9 - 1,954.2 26.2 26.2
Charge for the year - 21.2 86.4 15.5 858.5 8.8 10.1 - 1,000.5 11.2 11.2
Disposals - - (0.1) (0.1) (13.6) (0.8) (0.7) - (15.3) - -
At 31 March 2018 - 47.2 297.6 45.1 2,487.8 30.4 31.3 - 2,939.4 37.4 37.4
Net book value

At 31 March 2018 129.6 335.6 962.6 205.9 16,262.3 48.4 99.4 80.7 18,124.5 16.5 16.5
At 31 March 2017 107.5 342.6 1,008.5 197.8 16,961.7 51.5 74.6 62.9 18,807.1 26.5 26.5
Net book value 31 March 2018 31 March 2017

Property, plant and equipment 18,043.8 18,744.2
Capital work-in-progress 80.7 62.9
Intangible assets 16.5 26.5
Note :
(a) The borrowing cost capitalised during the year ended 31 March 2018 was Rs. Nil (31 March 2017: Rs. 12.7 million).
(b) Assets having written down value amounting to Rs. Nil (31 March 2017: Rs. 7.6 million) are being held for disposal in the near future.

5. FINANCIAL ASSETS
31 March 2018 31 March 2017
Security deposits
Unsecured, considered good 391.8 374.6
Total 391.8 374.6
Current 106.9 101.6

Non-current 284.9 273.0
Derivative instruments
Derivative instruments at fair value through OCI
Interest rate swap cash flow hedges - 186.5
Total - 186.5
Current - 186.5
Non-current - -
Other financial assets

Interest accrued on bank deposits 4.2 -
Interest accrued on other deposits 5.8 7.7
Other accrued income 9.1 -
Total 19.1 7.7
Current 19.1 7.7

Non-current - -
Derivative instruments at fair value through OCI

Interest rate swaps
The Company had an interest rate swap agreement whereby the Company receives a fixed rate of interest of 9.08% and pays
interest at a variable rate. The swap was being used to hedge the exposure to changes in the fair value of its fixed rate unsecured
loan. The decrease in fair value of the interest rate swap was recognised in finance costs and offset with a similar gain on the bank
borrowings. The fixed rate on unsecured loan has been repaid during the current year and accordingly interest rate swap
agreement has ended.
Break up of financial assets carried at amortised cost

Security deposits 391.8 374.6
Other financial assets 19.1 7.7
Trade receivables (note 8) 188.0 125.6
Cash and bank balances (note 9) 2,124.1 142.0
Total financial assets carried at amortised cost 2,723.0 649.9
Break up of financial assets carried at fair value through profit or loss

Derivative instruments - 186.5
Total - 186.5

6 OTHER NON-CURRENT ASSETS

31 March 2018 31 March 2017
Capital advances 4.3 158.0
Advance income-tax (net of provision for taxation) 78.6 82.0
Prepaid expenses 211.2 71.0
Total 294.1 311.0
7. INVENTORIES
31 March 2018 31 March 2017
Raw materials (includes in transit Rs. 2.7 million) (31 March 2017: Rs. Nil) 188.8 127.8
Work-in-progress 397.2 408.2
Finished goods 274.1 399.2
Stores and spares (includes in transit Rs. 19.6 million) (31 408.8 461.2
March 2017: Rs. 22.2 million)
Total inventories valued at lower of cost and net realizable value 1,268.9 1,396.4
8. TRADE RECEIVABLES
31 March 2018 31 March 2017
Trade receivables 188.0 125.6
Total Trade receivables 188.0 125.6
Break-up for security details:

Unsecured, considered good 188.0 125.6
Doubtful 23.4 23.4
211.4 149.0
Allowances for doubtful debts (23.4) (23.4)
Total trade receivables 188.0 125.6
No trade or other receivable are due from directors or other officers of the company either severally or jointly with any other
person. Nor any trade or other receivable are due from firms or private companies respectively in which any director is a partner, a
director or a member. Trade receivables are non-interest bearing and are generally on terms of 0 to 60 days.
9. CASH AND BANK BALANCES

31 March 2018 31 March 2017
Cash and cash equivalents
Balances with banks:
On current accounts 210.8 140.1
Deposits with original maturity of less than three months 1,910.0 -
Cheques on hand 0.3 1.1
Cash on hand 0.7 0.8
2,121.8 142.0
Bank balances other than Cash and cash equivalents
Balances with banks:
On unpaid dividend accounts* 2.3 -
2.3 -
2,124.1 142.0
* The company can utilize these balances only toward settlement of the unpaid dividend.
Short-term deposits are made for varying periods of between one day and three months, depending on the immediate cash
requirements of the company, and earn interest at the respective short-term deposit rates.

10. OTHER CURRENT ASSETS
31 March 2018 31 March 2017
Advances other than capital advances* 172.4 71.7
Prepaid expenses 70.6 60.9
Balances with statutory/ government authorities and Others
- Considered good 2,078.8 1,999.6
- Doubtful 8.2 9.2
VAT incentive receivable 513.4 370.9
GST/CENVAT Receivable 66.0 195.9
2,909.4 2,708.2
Allowances for doubtful advance & deposits (8.2) (9.2)
Total 2,901.2 2,699.0
*Advances other than capital advances includes payment to vendors for supply of goods and services.
11. SHARE CAPITAL

Equity Shares Preference Shares
Numbers Rs in Million Numbers Rs in Million
Authorized Share Capital
At 31 March 2018 230,000,000 2,300.0 5,000,000 500.0
At 31 March 2017 230,000,000 2,300.0 5,000,000 500.0
Terms/ rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs.10 per share. Each holder of equity shares is
entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend, if any, proposed
by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.
Issued equity capital

Equity shares of Rs. 10 each issued, subscribed and fully paid Numbers Rs in Million
At 31 March 2018 226,613,116 2,266.1
At 31 March 2017 226,613,116 2,266.1
Equity shares of Rs 10 each issued, subscribed and partly paid Numbers Rs in Million
At 31 March 2018 18,193 0.1
At 31 March 2017 18,193 0.1
Total 226,631,309 2,266.2

a. Shares held by holding/ultimate holding company and/or their subsidiaries/associates

Out of equity shares issued by the Company, shares held by its holding company, ultimate holding company and their
subsidiaries/ associates are as below:
Equity shares of Rs.10/- each fully paid

Cementrum I B V, the holding company Numbers Rs in Million
At 31 March 2018 157,244,693 1,572.4
At 31 March 2017 157,244,693 1,572.4
b. Details of shareholders holding more than 5% shares in the Company

Name of the Shareholder Numbers % holding in
the class
Equity shares of Rs.10/- each fully paid
Cementrum I B V, the holding company
At 31 March 2018 157,244,693 69.39%
At 31 March 2017 157,244,693 69.39%
As per records of the Company, including its register of shareholders/members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of
shares.
12. OTHER EQUITY
31 March 2018 31 March 2017
A) Retained earnings
Balance as per last financial statements 2,437.0 1,809.1
Profit for the year 1,331.8 762.1
Less: Appropriations
Transfer to debenture redemption reserve (134.1) (134.2)
Dividend on equity shares (453.2) -
Dividend Distribution tax (92.3) -
Closing balance 3,089.2 2,437.0
B) Cash flow hedge reserve

Balance as per the last financial statements (1.7) 24.3
Add: Fair value change recognized 1.7 (26.0)
Closing balance - (1.7)
C) Remeasurement gain/ (losses) of net defined benefit plans, net of tax

Balance as per last financial statements (19.9) (4.0)
Additions during the year 6.5 (15.9)
Closing balance (13.4) (19.9)
D) Debenture redemption reserve

Balance as per the last financial statements 441.7 307.5
Add: amount transferred from retained earnings 134.1 134.2
Closing balance 575.8 441.7

31 March 2018 31 March 2017
D) Debenture redemption reserve
Balance as per the last financial statements 441.7 307.5
Add: amount transferred from retained earnings 134.1 134.2
Closing balance 575.8 441.7
E) Other reserves
Capital reserve (including opening revaluation reserve) 672.8 672.8
Capital subsidy reserve 6.4 6.4
Capital redemption reserve 159.9 159.9
Securities premium reserve 3,707.1 3,707.1
Closing balance 4,546.2 4,546.2
Total (A+B+C+D+E) 8,197.8 7,403.3
Nature and purpose of reserves:

(i) Cash flow hedge reserve
This represents effective portion of cash flow hedge and differential accrued interest as on balance sheet date. The period of
such reserve will be similar to maturity period of underlying ECB loan in foreign currencies.
(ii) Debenture redemption reserve ('DRR')
The Company has issued redeemable non-convertible debentures. Accordingly, the Companies (Share capital and
Debentures) Rules, 2014 (as amended), require the company to create DRR out of profits of the company available for
payment of dividend. DRR is required to be created for an amount which is equal to 25% of the value of debentures issued.
(iii) Capital reserve
Pursuant to the scheme of amalgamation, excess of fair value of net assets taken by the company over the paid up value of
equity shares issued to the shareholders of erstwhile Indorama Cement Limited (IRCL) and HeidelbergCement India Private
Limited (HIPL) amounting to Rs. 549.7 million has been treated and shown as capital reserve w.e.f 1 April 2008. The Company
may issue fully paid-up bonus shares to its members out of the Capital reserve account.
(iv) Capital redemption reserve
Capital redemption reserve was created for the redemption of preference shares. The Company may issue fully paid-up
bonus shares to its members out of the Capital redemption reserve account.
(v) Securities premium reserve
Security premium reserve is created when shares are issued at premium. The Company may issue fully paid-up bonus shares
to its members out of the security premium reserve account, and company can use this reserve for buy-back of shares.

13. BORROWINGS
Maturity 31 March 2018 31 March 2017
Non-current borrowings
From related parties
Debentures
370 (31 March 2017: 370) 10.4% redeemable, listed, 2019-2021 3,700.0 3,700.0
non-convertible debentures of
Rs.10,000,000/- each (unsecured)
Term loans
Indian rupee loan from a party other than banks (unsecured) 2018 - 1,500.0
From other parties

Indian rupee loan from a party other than banks (secured) 2023-2024 992.3 551.9
Total non-current borrowings 4,692.3 5,751.9
Current borrowings
Current maturity of term loans
Indian rupee loan from a party other than banks (unsecured) 2018 1,500.0 -
Foreign currency loan from a party other than banks (unsecured) 2017 - 1,301.2
Total current borrowings 1,500.0 1,301.2
Less : Amount disclosed under the head “Other current (1,500.0) (1,301.2)
financial liabilities” (refer note 19)
Net current borrowings - -
The above amount includes

Aggregated secured borrowings 992.3 551.9
Aggregated unsecured borrowings 5,200.0 6,501.2
Net amount 6,192.3 7,053.1
(a) Debentures
10.4% Debentures (listed at BSE Limited) are redeemable at par in three tranches of Rs. 1,250.0 million, Rs. 1,250.0 million
and Rs. 1,200.0 million at the end of 6th, 7th and 8th year respectively from the date of allotment of 16 December, 2013. The
Company has the option on or prior to the redemption date to buy-back, purchase, redeem, re-sell and/or re-issue all or part
of debentures from the debenture holders, subject to such debenture holders having the discretion to offer its debentures in
response to the Company exercising such an option.
(b) India rupee loan from a party other than banks :
(i) The Company has availed Indian rupees term loan in the form of External Commercial Borrowing (ECB) from
HeidelbergCement AG, Germany, the ultimate holding company outstanding amounting to Rs. 1,500.0 million (31 March
2017: Rs. 1,500.0 million) on unsecured basis. This is repayable on completion of 5 years from the date of drawdown of the
respective tranches. Interest rate in respect of this borrowing is 10.5% p.a for the year ended 31 March 2018 and 31 March
2017.
(ii) The Company has availed the facility of interest free loan from ‘The Pradeshiya Industrial and Investment Corporation of
U.P. Ltd.’ (‘PICUP), Lucknow in accordance with the ‘Industrial Investment Promotion Scheme-2012', Uttar Pradesh.
This loan is secured by bank guarantee and repayable after expiry of 7 (Seven) years from the date of disbursement of loan.
Effective interest rate in respect of this borrowing is 9.01% p.a for the year ended 31 March 2018 and 31 March 2017.

(c) Foreign currency loan from a party other than banks :
The Company has availed foreign currency term loan in the form of External Commercial Borrowing (ECB) in US Dollars from
the parent company Cementrum I.B.V. outstanding Rs. Nil (31 March 2017: USD 20 million equivalent to Rs. 1,301.2 million)
on unsecured basis at a rate linked to LIBOR 6M. The loan is repayable after a period of 5 years from the date of drawdown of
the respective tranches. Exposure of fluctuation in foreign currency and LIBOR rate have been hedged through a Cross
Currency Interest Rate Swap agreement with a bank whereby Company's liability of repayment of loan is converted and fixed
in Indian rupees and interest rate is fixed for the entire duration of such loans. Interest rate in respect of this borrowing is in
range of 7.65% p.a to 9.55% p.a for the year ended 31 March 2018 and 31 March 2017.
14. OTHER NON-CURRENT FINANCIAL LIABILITIES

31 March 2018 31 March 2017
Trade payables 53.8 62.0
53.8 62.0
15. PROVISIONS
31 March 2018 31 March 2017
Non-current provisions
Provision for gratuity (refer note 33) 196.0 217.1
196.0 217.1
Current provisions
Provision for litigations (refer note 32 (c) (ii)) 2,084.5 2,049.5
Provision for leave benefits 67.3 70.2
Provision for gratuity (refer note 33) 34.0 25.0
Provision for mine reclamation expenses (refer note 32 (c) (iii)) 2.8 16.4
2,188.6 2,161.1
16. GOVERNMENT GRANTS

31 March 2018 31 March 2017
At 1 April 387.9 145.6
Received during the year 300.8 272.8
Released to statement of profit & loss (74.1) (30.5)
At 31 March 614.6 387.9
Current 102.8 59.8

Non-current 511.8 328.1
The benefit of a government loan at below current market rate of interest is treated as a government grant. The loan is recognised
and measured in accordance with Ind AS 109. The benefit of the below market rate of interest is measured as the difference
between the initial carrying value of the loan determined in accordance with Ind AS 109 (at Fair value) and the proceeds received.
Government grant is recognised in profit or loss on a systematic basis over the periods in which the entity recognises as expenses
the related costs for which the grants are intended to compensate.

17. INCOME TAX & DEFERRED TAX LIABILITY

The major components of income tax expense for the years ended 31 March 2018 and 31 March 2017 are:
Statement of Profit or loss : 31 March 2018 31 March 2017
Current income tax:
Current income tax charge 444.3 239.5
Adjustments in respect of current income tax of previous year - 2.0
Deferred tax:
Relating to origination and reversal of temporary differences 300.6 132.7
Income tax expense reported in the statement of profit or loss 744.9 374.2
Other comprehensive income:

Deferred tax related to items recognised in OCI during the year:
Net loss/(gain) on remeasurements of defined benefit plans 3.5 (8.4)
Net (gain)/loss on revaluation of cash flow hedges 0.9 (13.7)
Income tax charged to OCI 4.4 (22.1)
Reconciliation of tax expense and the accounting profit multiplied by

India’s tax rate for 31 March 2018 and 31 March 2017:
Accounting profit before income tax 2,076.7 1,136.3
At India’s statutory income tax rate of 34.61% (31 March 2017: 34.61%) 718.7 393.3
Adjustments in respect of current income tax of previous years (4.1) (1.3)
Adjustments in respect of change in tax rate 17.9
Deductible expenses for tax purposes - (26.5)
Non-deductible expenses for tax purposes:
Corporate social responsibility expenditure 5.1 3.3
Other non-deductible expenses 7.3 5.4
At the effective income tax rate of 35.87% (31 March 2017: 32.93%) 744.9 374.2
Income tax expense reported in the statement of profit and loss 744.9 374.2
Deferred tax liability

Fixed assets: Impact of difference between tax depreciation 2,945.6 2,634.8
and depreciation/ amortization charged for the financial reporting
Impact of expenditure allowed for tax purposes on payment basis 160.3 140.6
but not charged to statement of profit & loss
Gross deferred tax liabilities 3,105.9 2,775.4
Deferred tax asset

Unused tax credits (MAT credit entitlement) 1,031.3 587.0
Unabsorbed depreciation/ carry forward tax losses 899.7 1,284.9
Impact of expenditure charged to statement of profit 327.1 346.7
and loss but allowable for tax purposes on payment basis
Provision for doubtful debts and advances 11.0 11.3
Others 1.8 15.5
Gross deferred tax asset 2,270.9 2,245.4
Net deferred tax liability 835.0 530.0
Deferred Tax benefits are recognised on assets to the extent that it is probable that taxable profit will be available against which the
deductible temporary differences will be utilised.

Reconciliation of deferred tax liabilities (net): 31 March 2018 31 March 2017
Opening balance as of 1 April 530.0 419.4
Tax (income)/expense during the year recognised in profit or loss 300.6 132.7
Tax (income)/expense during the year recognised in OCI 4.4 (22.1)
Closing balance as at 31 March 835.0 530.0
18. TRADE PAYABLES

31 March 2018 31 March 2017
Trade payables (refer note a) 2,109.4 1,842.0
Trade payables to related parties (refer note d) 156.9 72.1
2,266.3 1,914.1
19. OTHER CURRENT FINANCIAL LIABILITIES

31 March 2018 31 March 2017
Current maturities of long-term borrowings (refer note b) 1,500.0 1,301.2
Interest accrued but not due on borrowings (refer note b) 122.9 141.2
Trade and other deposits (refer note b & c) 1,464.7 1,320.1
Unpaid Dividend 2.3 -
Interest accrued on security deposits (refer note b & c) 22.3 22.3
Payable against purchase of property, plant and equipment 9.4 35.2
3,121.6 2,820.0
Terms and conditions of the above financial liabilities:

a) Trade payables are non-interest bearing and are normally settled within 0 to 60 day terms.
b) Other current financial liabilities are generally interest bearing and have an average term of six months for borrowings and one
year for deposits.
c) Interest payable is normally settled quarterly/half yearly/yearly throughout the financial year.
d) For terms and conditions with related parties, refer to Note 31
Break up of financial liabilities carried at amortised cost

31 March 2018 31 March 2017
Borrowings (non-current) (note 13) 3,700.0 5,200.0
Trade payables (note 18) 2,266.3 1,914.1
Trade payables (note 14) 53.8 62.0
Current maturity of long term borrowings (note 19) 1,500.0 1,301.2
Other current financial liabilities (note 19) 1,621.6 1,518.8
9,141.7 9,996.1
Break up of financial liabilities carried at fair value
through profit or loss
Borrowings (non-current) (note 13) 992.3 551.9
992.3 551.9

20. OTHER CURRENT LIABILITIES

31 March 2018 31 March 2017
Advance from customers 413.7 420.3
Withholding income tax (TDS) payable 77.1 30.0
Goods and Service tax/Value added tax 393.9 69.9
Excise and service tax payable - 18.8
Other statutory dues 11.3 23.8
896.0 562.8
21. REVENUE FROM OPERATIONS

31 March 2018 31 March 2017
Sale of products
Cement 19,159.1 19,689.7
Clinker 132.6 30.3
19,291.7 19,720.0
Sale of Services 39.9 -

Other operating revenue
VAT incentive (refer note 35) 238.8 230.9
Scrap sales 39.5 55.2
Miscellaneous income 9.7 12.4
288.0 298.5
19,619.6 20,018.5
Revenue from operations
In accordance with Ind AS 18 on “Revenue” and Schedule III to the Companies Act, 2013, Sales for the previous year ended 31
March 2017 and for the period 1 April 2017 to 30 June 2017 were reported gross of Excise Duty and net of Value Added Tax (VAT)/
Sales Tax. Excise Duty was reported as a separate expense line item. Consequent to the introduction of Goods and Services Tax
(GST) with effect from 1 July 2017, VAT/Sales Tax, Excise Duty etc. have been subsumed into GST and accordingly the same is
not recognised as part of sales as per the requirements of Ind AS 18. Hence revenue from operations for the year ended March 31,
2018 is not comparable with the previous year corresponding figures.
Sales for the year ended 31 March 2018 includes Excise duty up to 30 June 2017. Sale of goods includes excise duty collected
from customers of Rs. 724.9 million (31 March 2017: Rs. 2,843.9 million). Sale of goods net of excise duty is Rs. 18,566.8 million
(31 March 2017: Rs. 16,876.1 million)
22. OTHER INCOME

31 March 2018 31 March 2017
Interest income on other deposits 19.9 23.7
Interest income on bank deposits 31.2 8.1
Government grants 74.1 30.5
Rent 2.7 2.7
Provisions/ liabilities no longer required written back 60.7 169.4
Profit on sale of property, plant and equipment (net) 10.4 1.4
Exchange differences (net) 0.3 1.1
199.3 236.9
Government Grants
The benefit of a government loan at below current market rate of interest is treated as a government grant. The loan is recognised
and measured in accordance with Ind AS 109. The benefit of the below market rate of interest is measured as the difference
between the initial carrying value of the loan determined in accordance with Ind AS 109 (at Fair value) and the proceeds received.
Government grants is recognised in profit or loss on a systematic basis over the periods in which the entity recognises as
expenses the related costs for which the grants are intended to compensate.

23. COST OF RAW MATERIAL CONSUMED
31 March 2018 31 March 2017
Inventory at the beginning of the period 127.7 113.8
Add: Purchases 3,627.5 3,273.8
3,755.2 3,387.6
Less: inventory at the end of the period (188.8) (127.7)
Cost of raw material consumed 3,566.4 3,259.9
24. (INCREASE)/DECREASE IN INVENTORIES OF FINISHED GOODS AND WORK-IN-PROGRESS

31 March 2018 31 March 2017
Inventories at the end of the period
671.3 807.4
Less: Inventories at the beginning of the period
807.4 1,154.0
136.1 346.6
25. EMPLOYEE BENEFIT EXPENSE*

31 March 2018 31 March 2017
Salary, wages and bonus 1,053.0 1,009.5
Contribution to provident and other funds 59.6 59.7
Gratuity expense (refer note 33) 32.1 30.9
Staff welfare expenses 56.8 47.5
1,201.5 1,147.6
26. DEPRECIATION AND AMORTIZATION EXPENSE

31 March 2018 31 March 2017
Depreciation of Property, plant and equipment 1,000.5 979.9
Amortization of intangible assets 11.2 11.6
1,011.7 991.5
27. FINANCE COSTS*

31 March 2018 31 March 2017
Interest:
On borrowings 649.8 801.9
Others 72.4 78.3
Unwinding of discount and effect of changes in discount - 2.4
rate on provisions (refer note 32 (c) (iii))
Bank charges and guarantee commission 22.3 15.1
744.5 897.7
* Directly attributable income/expenses in relation to project under construction have been transferred to capital work in progress
(refer note 40).

28. OTHER EXPENSES*

31 March 2018 31 March 2017
Consumption of stores and spares 666.4 612.8
Freight and forwarding 2,835.9 2,392.2
(Increase) / decrease of excise duty on inventory (72.6) (10.2)
Power & fuel 4,439.0 4,292.7
Rent 49.2 32.0
Repairs and maintenance
- Buildings 65.1 55.9
- Plant and machinery 256.7 219.9
- Others 7.1 9.6
Insurance 28.6 14.1
Rates and taxes 476.4 610.4
Travelling expenses 82.6 79.7
Directors fees 2.4 1.8
Payment to auditor
As auditor:
Audit fees 3.0 7.5
Tax audit fees 0.3 0.5
Limited reviews 1.8 2.9
Reimbursement of expenses 0.3 0.6
Legal and professional expenses 65.0 39.0
Technical know how fees 170.0 170.0
Printing and stationery 11.6 8.5
Communication expenses 85.4 77.5
Advertisement and publicity expenses 166.6 147.0
Cement handling expenses 863.3 720.7
Property, plant and equipment written off 2.7 9.1
Sundry balances written off 5.7 1.7
Corporate social responsibility expenses 14.8 9.4
Miscellaneous expenses 129.8 126.6
10,357.1 9,631.9
29. EARNINGS PER SHARE (EPS)

31 March 2018 31 March 2017
The following reflects the profit and share data used in the basic and diluted EPS computations:
Profit after tax available to equity shareholders 1,331.8 762.1
Net profit for calculation of basic /Diluted EPS 1,331.8 762.1
No in Million No in Million
Weighted average number of equity shares 226.6 226.6
in calculating Basic/ Diluted EPS
Basic and diluted EPS 5.88 3.36
* Directly attributable income/expenses in relation to project under construction have been transferred to capital work in progress
(refer note 40).

30. SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
The preparation of financial statements requires management to make judgements, estimates and assumptions that affect
the reported amounts of revenues, expenses, assets and liabilities, the accompanying disclosures, and the disclosure of
contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material
adjustment to the carrying amount of assets or liabilities affected in future periods.
Judgements
In the process of applying the Company’s accounting policies, management has made the following judgements, which have
the most significant effect on the amounts recognised in the financial statements:
Contingent liabilities
Contingent liabilities may arise from the ordinary course of business in relation to claims against the Company, including legal,
land access and other claims. By their nature, contingencies will be resolved only when one or more uncertain future events
occur or fail to occur. The assessment of the existence, and potential quantum, of contingencies inherently involves the
exercise of significant judgement and the use of estimates regarding the outcome of future events.
Estimates and assumptions
The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a
significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year,
are described below. The Company based its assumptions and estimates on parameters available when the financial
statements were prepared. Existing circumstances and assumptions about future developments, however, may change due
to market change or circumstances arising beyond the control of the Company. Such changes are reflected in the
assumptions when they occur.
(i) Useful Lives of Property, Plant & Equipment:
The Company uses its technical expertise along with historical and industry trends for determining the economic life of an
asset/component of an asset. The useful lives are reviewed by management periodically and revised, if appropriate. In
case of a revision, the unamortised depreciable amount is charged over the remaining useful life of the assets.
(ii) Defined benefit plans
The cost of the defined benefit gratuity plan and other post-employment defined benefits are determined using actuarial
valuations. An actuarial valuation involves various assumptions that may differ from actual developments in the future.
These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities
involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these
assumptions. All assumptions are reviewed at each reporting date.
Further details about gratuity obligations are given in Note 33.
(iii) Fair value measurement of financial instrument
When the fair value of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on
quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash
Flow (DCF) model. The inputs to these models are taken from observable markets where possible, but where this is not
feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such
as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of
financial instruments. Refer Note 38 of the financials.
(iv) Mines reclamation expenses:
In determining the fair value of the Mines Restoration Obligation, assumptions and estimates are made in relation to
discount rates, the expected cost of mines restoration and the expected timing of those costs.
(v) Taxes
Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, and the amount and
timing of future taxable income. Given the nature of business, differences arising between the actual results and the
assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and
expense already recorded. The Company establishes provisions, based on reasonable estimates. The amount of such
provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax
regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide
variety of issues depending on the conditions prevailing in the respective domicile of the companies.

Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including
expectations of future events that may have a financial impact on the Company and that are believed to be reasonable
under the circumstances.
31. RELATED PARTY DISCLOSURE
(a) Names of related parties and related party relationship:
I. Names of related parties where control exists irrespective

of whether transactions have occurred or not:
Ultimate holding company HeidelbergCement AG
Holding company Cementrum I.B.V
Fellow subsidiaries HeidelbergCement Asia Pte Ltd
Cochin Cements Limited
Zuari Cement Limited
II. Related Parties with whom transaction
have taken place
Key management personnel
Mr. Sushil Kumar Tiwari, Whole Time Director
Mr. P.G. Mankad, Independent Director
Dr. Albert Scheuer, Non-Executive Director
Mr. Kevin Gerard Gluskie, Non-Executive Director
Mr. S. Krishna Kumar, Independent Director
Mr. Pradeep V. Bhide, Independent Director
Ms. Soek Peng Sim, Non-Executive Director
Mr. Juan-Francisco, Non-Executive Director
Mr. Jamshed Naval Cooper, Managing Director
Mr. Anil Kumar Sharma , Chief Financial Officer
Mr. Rajesh Relan, Company Secretary

(b) Related party transactions
Note 31 (a) provides the information about the company’s structure including the details of the fellow subsidiaries and the
holding company. The following table provides the total amount of transactions that have been entered into with related
parties for the relevant financial year.
(Rs. in million)
Particulars Enterprises where controls Fellow Subsidiaries
exists
31 March 31 March 31 March 31 March
2018 2017 2018 2017
Transactions with Cementrum I B.V.:
-Interest on ECB 19.7 115.0 - -
-ECB repaid 1,094.5 2,125.3 - -
-Dividend paid 314.5 - - -
Transactions with HeidelbergCement AG:
- Payroll cost reimbursed - 0.3 - -
- Group Overhead Recharge 7.8 3.8 - -
- End-user workstation charges 59.0 57.2 - -
-Interest on ECB & Debentures 542.3 541.5 - -
Transactions with Cochin Cements Limited:
- Sale of Clinker - - - 23.3
- Expenses Recovered - - - 10.3
Transactions with Zuari Cement Limited
- Purchase of Clinker - - 389.7 33.6
- Service Income - - 39.9 -
Transactions with HeidelbergCement
Asia Pte Limited:
- Technical Know how fee - - 170.0 170.0
Particulars Enterprises where controls Fellow Subsidiaries

exists
2018 2017 2018 2017
Payable
- HeidelbergCement AG 22.1 20.2 - -
- HeidelbergCement Asia Pte Limited - - 38.3 38.3
- Zuari Cement Limited - - 87.4 13.6
Loans taken
-*Cementrum I.B.V - 1,301.2 - -
- HeidelbergCement AG 1,500.0 1,500.0 - -
Issue of debenture
- HeidelbergCement AG 3,700.0 3,700.0 - -
Interest accrued but not due on ECB loan
-Cementrum I.B.V - 16.3 - -
Interest accrued but not due on debenture
* Movement of Rs. 1,301.2 million in ECB loan amount payable to Cementrum IBV as at March 31, 2017 is on account of
repayment amounting to loan Rs. 1,094.5 million and balance on account of reinstatement at closing exchange rate.

Terms and conditions of transactions with related parties

The transactions with related parties are made on terms equivalent to those that prevail in arm’s length transactions.
Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash. There have been no
guarantees provided or received for any related party receivables or payables.This assessment is undertaken each
financial year through examining the financial position of the related party and the market in which the related party
operates.
Transactions with key management personnel
Compensation of key management personnel of the Company
31 March 2018 31 March 2017

Short-term employee benefits 53.2 53.2
Termination benefits 3.1 2.9
Total compensation paid to key management personnel 56.3 56.1
The amounts disclosed in the table are the amounts recognised as an expense during the reporting period related to key
management personnel. As the liabilities for gratuity and leave encashment are provided on an actuarial basis for the
Company as a whole, the amounts pertaining to the key management personnel are not included above.
Loans from related parties
a. Foreign currency loan from a party other than banks :
The Company has availed foreign currency term loan in the form of External Commercial Borrowing (ECB) in US Dollars
from the parent company Cementrum I.B.V. outstanding Rs. Nil (31 March 2017: USD 20 million equivalent to Rs.
1,301.2 million) on unsecured basis at a rate linked to LIBOR 6M. The loan is repayable after a period of 5 years from the
date of drawdown of the respective tranches. Exposure of fluctuation in foreign currency and LIBOR rate have been
hedged through a Cross Currency Interest Rate Swap agreement with a bank whereby Company's liability of
repayment of loan is converted and fixed in Indian rupees and interest rate is fixed for the entire duration of such loans.
Interest rate in respect of this borrowing is in range of 7.65% p.a to 9.55% p.a for the year ended 31 March 2018 and 31
March 2017.
b. India rupee loan from a party other than banks :
The Company has availed Indian rupees term loan in the form of External Commercial Borrowing (ECB) from
HeidelbergCement AG, Germany, the ultimate holding company outsatnding amounting to Rs. 1,500.0 million (31
March 2017: Rs. 1,500.0 million) on unsecured basis. This is repayable on completion of 5 years from the date of
drawdown of the respective tranches. Interest rate in respect of this borrowing is 10.5% p.a for the year ended 31
March 2018 and 31 March 2017.
c. Debentures
10.4% Debentures (listed at BSE Limited) are redeemable at par in three tranches of Rs. 1,250.0 million, Rs. 1,250.0
million and Rs. 1,200.0 million at the end of 6th, 7th and 8th year respectively from the date of allotment of 16
December, 2013. The Company has the option on or prior to the redemption date to buy-back, purchase, redeem, re-
sell and/or re-issue all or part of debentures from the debenture holders, subject to such debenture holders having the
discretion to offer its debentures in response to the Company exercising such an option.
All outstanding balances are unsecured and are repayable in cash and cash equivalents.
32. COMMITMENTS AND CONTINGENCIES
a) Capital Commitments
Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs.
27.8 million (31 March 2017: Rs. 95.7 million).
b) Other commitments (Leases)
The Company has taken various residential premises, office premises and warehouses under operating lease
agreements. These are generally cancellable and are renewable by mutual consent on mutually agreed terms except two
office premises which is taken on a non-cancellable lease. The Company has recognized Rs. 36.3 million (31 March 2017:
Rs. 10.4 million) in respect of cancellable operating leases and Rs. 12.9 million (31 March 2017: Rs. 21.6 million) in respect
of non-cancellable operating leases.

Operating Lease (Non-Cancellable)
The total of future minimum lease payments under non- cancellable operating leases for each of the following periods:
(Rs. in million)
S. No. Particulars 31 March 2018 31 March 2017
(i) Not later than one year; 6.1 12.9
(ii) Later than one year and not later than five years; - 6.1
(iii) Later than five years - -
c) Contingencies and Provision for litigations

i) Contingent liabilities not provided for
(Rs. in million)
Particulars 31 March 2018 31 March 2017
(a) Claims against the company not acknowledged as debt 126.9 117.5
(b) Other money for which the company is contingently liable:
-Excise Duty/ Service Tax/ CENVAT Credit 67.2 70.3
-Sales Tax/ Trade Tax/ Entry Tax 120.8 131.7
-Income Tax 46.5 46.5
Total 361.4 366.0
In respect of above cases based on the favourable decisions in similar cases/ legal opinions taken by the Company/
discussions with the solicitors etc., the management is of the opinion that it is possible, but not probable, that the action
will succeed and accordingly no provision for any liability has been made in these financial statements.

ii) Provision for litigations (Rs. in million)

Particulars Balance as at Additions during Amounts Balance as on
1 April 2017 the year charged reversed 31 March 2018
to respective during
expenses head the year
Trade Tax/Sales Tax/VAT 19.7 - - 19.7

(19.7) (-) (-) (19.7)
Entry Tax 1,762.0 60.6 55.0 1,767.6
(1,705.8) (196.2) (140.0) (1,762.0)
Provision taken for Cess on Captive Power 86.8 - - 86.8
(86.8) (-) (-) (86.8)
Rural Infrastructure and Road 146.1 23.0 - 169.1
Development tax, Madhya Pradesh (124.2) (21.9) (-) (146.1)
Environment protection fees, Karnataka 14.5 - - 14.5
(14.5) (-) (-) (14.5)
Other Litigations 20.4 6.4 - 26.8
(21.7) (0.6) (1.9) (20.4)
TOTAL 2,049.5 90.0 55.0 2,084.5
(1,972.7) (218.7) (141.9) (2,049.5)
Note: Figures in brackets are for the previous period.

Above provisions have been made against demands raised by various authorities. All these cases are under litigation
and are pending with various authorities; expected timing of resulting outflow of economic benefits cannot be
specified. Amount deposited under protest against these provisions are shown under other current assets in note
no.10.
iii) Movement of provision for Mine reclamation expenses during the year as required by Ind AS 37:
Mine reclamation expenses
(Rs. in million)
31 March 2018 31 March 2017
Opening provision 16.4 16.7
Add: Provision made during the period - -
Add: Unwinding of discount and effect of changes in discount rate on provisions - 2.4
Less: Provision utilised during the period 13.6 2.7
Closing provision 2.8 16.4
Mine reclamation expense is incurred on an ongoing basis and until the closure of mines. The actual expenses may vary based
on the nature of reclamation and the estimate of reclamation expenses.
33. a) Gratuity and other employment benefit plans

The Company has three post-employment funded plans, namely Gratuity, Superannuation and Provident Fund.
Gratuity being administered by a Trust is computed as 15 days salary, for every completed year of service or part thereof in
excess of 6 months and is payable on retirement/ termination/ resignation. The benefit vests on the employee after completing
5 years of service. The Gratuity plan for the Company is a defined benefit scheme where annual contributions as demanded by
the insurer are deposited to a Gratuity Trust Fund established to provide gratuity benefits. The Trust Fund has taken a Scheme
of Insurance, whereby these contributions are transferred to the insurer. The Company makes provision of such gratuity
asset/ liability in the books of accounts on the basis of actuarial valuation as per the projected unit credit method. An actuarial
valuation involves making various assumptions that may differ from actual developments in the future. These include the

determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the
valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All
assumptions are reviewed at each reporting date.
The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in
India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the
post-employment benefit obligation.
The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to
change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on
expected future inflation rates for the respective countries.
Plan assets also include investments and bank balances used to deposit premiums until due to the insurance company.
Retirement benefits in the form of Superannuation Fund (being administered by Trusts) are funded defined contribution
schemes and the contributions are charged to the Statement of profit and loss of the year when the contributions to the
respective funds are due. There are no other obligations other than the contribution payable.
The Provident Fund being administered by a Trust is a defined benefit scheme whereby the Company deposits an amount
determined as a fixed percentage of basic pay to the fund every month. The benefit vests upon commencement of
employment. The interest credited to the accounts of the employees is adjusted on an annual basis to confirm to the interest
rate declared by the Government for the Employees Provident Fund. Based on latest actuarial valuation of the said trust, there
is no deficit in the fund.
The following tables summarize the components of net benefit expense recognized in the statement of profit and loss and the
amounts recognized in the balance sheet for the Gratuity.
Statement of profit and loss
(i) Net employees benefit expense recognized in employee cost:-
(Rs. in million)
Particulars Mar-2018 Mar-2017
Current service cost 19.8 17.8

Interest cost on benefit obligation 22.6 22.6
Expected return on plan assets (10.3) (9.5)
Defined benefit cost included in Statement of Profit & Loss 32.1 30.9
(Rs. in million)
Remeasurement recognised in other comprehensive income

- changes in financial assumptions (7.9) 26.2
- change in experience adjustments (2.9) (3.3)
-(Return) on plan asset (excluding interest income) 0.7 1.4
Amount recognised in OCI (10.0) 24.3

Balance Sheet
(ii) Reconciliation of the net defined benefit (asset) liability
The following table shows reconciliation from the opening balances to the closing balances for the net defined benefit
(asset) liability and its components.
Reconciliation of present value of defined benefit obligation
(Rs. in million)
Particulars Gratuity
Mar-2018 Mar-2017
Balance at the beginning of the year 357.0 325.7
Current service cost 19.8 17.8
Interest cost on benefit obligation 22.6 22.6
Actuarial (gains) losses recognised in other comprehensive income
- changes in financial assumptions (7.9) 26.2
- experience adjustments (2.9) (3.3)
Benefit paid (36.7) (32.0)
Balance at the end of the year 351.9 357.0
Reconciliation of the present value of plan assets

(Rs. in million)
Mar-2018 Mar-2017
Balance at the beginning of the year 114.9 114.7
Expected return 10.3 9.5
Contribution by employer 34.2 24.1
Return on plan assets recognised in other comprehensive income (0.7) (1.4)
Benefits paid (36.8) (32.0)
Balance at the end of the year 121.9 114.9
Details of Provision for gratuity

(Rs. in million)
Mar-2018 Mar-2017
Present value of defined benefit obligation 351.9 357.0
Present value of plan assets (121.9) (114.9)
Net defined benefit liability 230.0 242.1
(iii) Plan assets

The major categories of plan assets of the fair value of total plan assets are as follows:

% %
Investments with insurer 96.39 96.58
Investments in government bonds 0.08 0.08
Bank balance 3.53 3.34
Total 100.00 100.00
The principal plan asset consists of a scheme of insurance taken by the Trust, which is a qualifying insurance policy.

(iv) Defined benefit obligation
- Actuarial assumptions
The principal assumptions used in determining gratuity for the Company’s plans are shown below:

Discount rate 7.30% 6.85%
Salary increase rate 7.50% 7.50%
Attrition rate 5.00% 5.00%
Note:
The estimates of future salary increases considered in actuarial valuation, take account of inflation, seniority, promotion and other
relevant factors, such as supply and demand in the employment market.
Assumptions regarding future mortality are based on published statistics and mortality tables.
- Sensitivity analysis
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions
constant, would have affected the defined benefit obligation by the amounts shown below:
(Rs. in million)
Gratuity Plan Sensitivity level Impact on DBO
2018 2017 2018 2017
Assumptions
Discount rate 0.5% 0.5% (8.4) (8.8)
-0.5% -0.5% 8.9 9.3
Future salary increases 0.5% 0.5% 7.9 8.4
-0.5% -0.5% (7.6) (8.0)
Although the analysis does not take account of the full distribution of cash flows expected under the plan, it does provide an
approximation of the sensitivity of the assumptions shown.
The following payments are expected contributions to the defined benefit plan in future years:
(Rs. in million)
Within the next 12 months (next annual reporting period) 66.3 53.8
Between 2 and 5 years 198.1 206.9
Beyond 5 years 223.1 219.6
The average duration of the defined benefit plan obligation at the end of the reporting period is 5 years (31 March 2017: 5
years).
B) PROVIDENT FUND
Provident fund for certain eligible employees is managed by the Company through trust “Mysore Cement Limited officers’
and staff provident fund trust”, in line with the Provident Fund and Miscellaneous Provision Act, 1952. The plan guarantees
interest at the rate notified by the Provident Fund Authorities. The contribution by the employer and employee together
with the interest accumulated thereon are payable to employees at the time of separation from the Company or retirement,
whichever is earlier. The benefits vests immediately on rendering of the services by the employee.
In terms of the guidance note issued by the Institute of Actuaries of India for measurement of provident fund liabilities, the
actuary has provided a valuation of provident fund liability and based on the assumption provided below there is no
shortfall as at 31 March, 2018 and 31 March, 2017 respectively.

The details of the fund and plan assets position are as follows:

Plan assets at year end, at fair value 252.5 235.6
Present value of defined obligation at year end 194.0 182.8
Assets recognised in Balance Sheet - -
The assumptions used in determining the present value of obligation of the interest rate guarantee under deterministic
approach are:

Discount rate 7.30% 6.85%
Expected guaranteed interest rate 8.55% 8.65%
Expected Rate of Return on Asset 9.00% 9.21%
C) CONTRIBUTION TO DEFINED CONTRIBUTION PLANS INCLUDED UNDER HEAD ‘CONTRIBUTION TO PF AND

OTHER FUNDS’ UNDER NOTE 25 ‘EMPLOYEE BENEFIT EXPENSES’

Provident Fund 48.7 48.8
Other Post Employment Funds 4.8 4.8
Total 53.5 53.6
34. As per Micro, Small and Medium Enterprises Act, 2006, the Company is required to identify the Micro, Small and Medium
suppliers and pay them interest on overdue beyond the specified period irrespective of the terms agreed with the suppliers. As
per the information available with the Company, none of the creditors fall under the definition of “Supplier” as per Section 2(n)
of the Act. In view of this prescribed disclosures under Section 22 of the Act are not required to be made in the financial
statements.
35. Tax incentive
The Company is entitled to benefits under the Madhya Pradesh State Industrial Promotion Policy, 2004 and 2010 for the
increased cement production facility at Damoh, Madhya Pradesh w.e.f. 18 February 2013. Under the said policy, the
Company has been exempted from payment of Entry Tax on input materials for a period of 7 years and also claim refund up to
75% of VAT/CST paid (which is now subsumed on GST) on sales for a period of 10 years within the state of Madhya Pradesh in
respect of the increased production facility.
36. Capital advances included an amount of Rs. 150.6 million paid during an earlier year to the supplier against a bank guarantee
for setting up a Waste Heat Recovery based Power Generation Plant at the Company's clinkerisation unit at Narsingarh in
Madhya Pradesh. A dispute arose with the supplier as they failed to adhere to the agreed timelines and insisted for
enhancement of the contract price in view of depreciation of Rupee against US dollars, despite the contract being for a fixed
price. The supplier offered the Company to renegotiate and agree with its sub-contractors for settlement of the aforesaid
advance. Due to continuous breach of the terms of the Contract by the supplier the Company was compelled to terminate the
contract and invoke the advance bank guarantee to recover the advances paid to the said supplier. The Hon'ble High Court of
Delhi had on 19 October 2013 granted an ad interim ex-parte injunction against the invocation of aforesaid Bank Guarantee,
against which the Company had filed an application for vacation of stay. The Hon'ble High court of Delhi vide its order dated 23
May 2017 vacated the aforesaid stay/injunction and the company invoked the bank guarantee and recovered the entire
advance of Rs. 150.6 million.
Further, the Company also has initiated arbitration proceeding against the said supplier to claim the advance amount given
as per the terms of the supply contract, interest on advance amount given and compensation in terms of risk purchase clause
of the contract for loss incurred in respect of work completed through other third parties, which is currently pending. The
company has completed its argument and the matter is at the stage of final argument of Supplier.

37. DETAIL OF CSR EXPENDITURE:
a.) Gross amount required to be spent by the company during the year:
During the year, the gross amount required to be spent by the Company on activities related to Corporate Social
Responsibility (CSR) amounted to Rs. 14.5 million (31 March 2017: Rs. 1.6 million).
b). Amount spent during the year ended on 31 March 2018
(Rs. in million)
S. N. Particulars Amount Amount yet Total
to be paid
(i) Construction/acquisition of any asset 9.4 - 9.4
(ii) On purposes other than (i) above 5.4 - 5.4
Total 14.8 - 14.8
c). Amount spent during the year ended on 31 March 2017

(Rs. in million)
S. N. Particulars Amount Amount yet Total
to be paid
(i) Construction/acquisition of any asset 4.3 - 4.3
(ii) On purposes other than (i) above 5.1 - 5.1
Total 9.4 - 9.4
38. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

The Company has exposure to the following risks arising from financial instruments:
- credit risk (see 38(ii));
- liquidity risk (see 38 (iii)); and
- market risk (see 38 (iv)).
(i) Risk management framework
The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set
appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies are reviewed
periodically to reflect changes in market conditions and the Company’s activities. The Company, through its training and
management standards and procedures, aims to maintain a disciplined and constructive control environment in which all
employees understand their roles and obligations.
The Company’s Audit Committee oversees how Management monitors compliance with the Company’s risk
management policies and procedures, and reviews the adequacy of the risk management framework in relation to the
risks faced by the company. The Audit Committee is assisted in its oversight role by the senior management of the
Company and through the periodical internal audits carried out by the Internal Auditors.
(ii) Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract. The
Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities,
including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments.
The Company has no significant concentration of credit risk with any counterparty.
Trade receivables
Customer credit risk is managed in line with the Company’s established policy, procedures and control relating to
customer credit risk management. Credit quality of a customer is assessed through internal evaluation which takes into
account the financial parameters, past experience with the counterparty and current economic/market trends. Individual
credit limits are thus defined in accordance with this assessment. Outstanding customer receivables are regularly
monitored and any shipments to major customers are generally covered by advances, security deposits, bank guarantees
etc.
Trade receivables are consisting of a large number of customers. The Company does not have higher concentration of
credit risks to a single customer. Single largest customer has total exposure in sales 0.08% (31 March 2017: 0.04%) and in
receivables 7.17% (31 March 2017: 4.9%).

Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the Company’s treasury department in
accordance with the Company’s policy. Investments of surplus funds are made with approved counterparties only.
Credit Risk on cash and cash equivalent, deposits with the banks/financial institutions is generally low as the said deposits
have been made with the banks/financial institutions who have been assigned high credit rating by international and
domestic rating agencies.
Credit Risk on Derivative Instruments are generally low as Company enters into the Derivative Contracts with the reputed
Banks and Financial Institutions.
(iii) Liquidity risk
Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable
price. The Company’s treasury department monitors liquidity on an ongoing basis through rolling cash flow forecasts. The
Company’s objective is to maintain timely and adequate funding for its operations via multiple sources including but not
limited to bank overdrafts, bank loans, debentures, preference shares etc. Approximately 22% of the Company’s debt will
mature in less than one year at 31 March 2018 (31 March 2017: 17%) based on the carrying value of borrowings reflected in
the financial statements.
The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low.
Maturities of financial liabilities
The table below summarises the maturity profile of the company’s financial liabilities based on contractual undiscounted
payments.
Less than one year 1 to 5 years > 5 years Total

Year ended
31-Mar-18
Borrowings* - 4,035.8 1,323.5 5,359.3
Other financial liabilities 3,121.6 53.8 - 3,175.4
Trade and other payables 2,266.3 - - 2,266.3
5,387.9 4,089.6 1,323.5 10,801.0
Year ended
31-Mar-17
Borrowings * - 5,200.0 965.3 6,165.3
Other financial liabilities 2,820.0 62.0 - 2,882.0
Trade and other payables 1,914.1 - - 1,914.1
4,734.1 5,262.0 965.3 10,961.4
*Borrowings are shown excluding of interest cost.
(iv) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as
equity. Financial instruments affected by market risk include loans and borrowings, deposits, investments and derivative
financial instruments.
The Company’s treasury department is entrusted with managing the overall market risks in line with the company’s
established risk management policies which are approved by the Senior Management and Audit Committee.
I. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes
in market interest rates. The Company’s main interest risk arises from the long-term borrowings with variable rates, which
exposes the Company to cash flow interest rate risk. Company’s policy is to maintain most of its borrowings at fixed rate
using interest rate swaps to achieve this when necessary. During 31 March 2018 and 31 March 2017, the company’s
borrowings at variable rate were mainly denominated in INR and USD.

The Company’s fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as
defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in
market interest rates.
The Company manages its cash flow interest rate risk by using floating-to-fixed interest rate swaps. Under these swaps,
the company agrees with other parties to exchange, at specified intervals, the difference between fixed contract rates and
floating rate interest amounts calculated by reference to the agreed notional principal amounts. Generally, the company
raises long-term borrowings at floating rates and swaps them into fixed rates that are lower than those available if the
company borrowed at fixed rates directly.
The Company has a cross currency interest rate swap agreement with a bank for ECB Loan of USD Nil (31 March 2017:
USD 20,000,000) whereby the Company pays a fixed rate of interest for various tranches of loan and receives a variable
rate linked to LIBOR. The swap is being used to hedge the ECB loan taken on floating interest rate linked to LIBOR.
The loss on reinstatement of bank borrowings up to year end amounting to Rs. Nil (up to 31 March 2017: Rs. 206.7 million)
has been charged off to Statement of profit and loss and offset with a similar gain on increase in fair value of Derivative
Assets. The Company has closing derivative assets of Rs. Nil (31 March 2017: Rs. 186.5 million) which is presented under
financial assets in Note 5. Effective portion of cash flow hedge and differential accrued interest amounting to Rs. Nil (31
March 2017: Rs.(-) 2.5 million) has been taken to “cash flow hedge reserve ” under other equity in Note 12.
Cross currency interest rate swap outstanding as at Balance Sheet date
Particulars Currency Mar-18 Mar-17 Purpose
Cross Currency Interest rate Swap USD Nil 20,000,000 For hedging payment of ECB
foreign currency loan
and interest thereon.
The Company is thus not exposed to significant interest rate risks at the respective reporting dates.
II. Foreign currency risk
Foreign currecy risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in
foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to
the Company's operating or financing activities and the same are hedged in line with established risk management
policies of the Company.
When a derivative is entered into for the purpose of hedging, the Company negotiates the terms of those derivatives to
match the terms of the hedged exposure. For hedges of forecast transactions the derivatives cover the period of
exposure from the point the cash flows of the transactions are forecasted up to the point of settlement of the resulting
receivable or payable that is denominated in the foreign currency.
Outstanding Unhedged Foreign Currency Exposure
Particulars Currency 31-March-18 31-March-17

Amount Exchange Rs. in Amount in Exchange Rs. in
in foreign Rate million foreign Rate million
currency currency
Trade Payables USD 8,600.0 65.6 0.6 166,691.8 65.1 10.8

EUR 312,271.9 80.8 25.2 273,389.3 69.3 18.9
CHF - - - 10,550.0 68.1 0.7
Foreign currency sensitivity on unhedged exposure:

1% increase in foreign exchange rates will have the following impact on profit before tax :

USD (0.0) (0.2)
EUR (0.3) (0.2)
CHF (0.0) (0.0)
Note: If the rate is decreased by 100 bps, profit will increase by an equal amount. The Company is thus not exposed to
significant foreign currency risks at the respective reporting dates.

39. CAPITAL MANAGEMENT

For the purpose of the Company’s capital management, capital includes issued equity capital, securities premium and all
other equity reserves attributable to the equity holders of the company. The primary objective of the Company’s capital
management is to maximize the shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions. The company
monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net
debt, interest bearing loans and borrowings (including government grants) less cash and cash equivalents.
(Rs. in million)
Borrowings (Non-current) 4,692.3 5,751.9
Government grants (Non-current and Current) 614.6 387.9
Current maturity of long term borrowings 1,500.0 1,301.2
Less: Cash and cash equivalents (2,121.8) (142.0)
Net debt (A) 4,685.1 7,299.0
Equity (B) 10,464.0 9,669.5
Capital and net debt (C)=(A+B) 15,149.1 16,968.5
Gearing ratio (D)=(A)/(C) 31 43
In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it
meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.
There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period.
No changes were made in the objectives, policies or processes for managing capital during the years ended 31 March 2018
and 31 March 2017.
40. During the year, the Company has capitalized the following expenses of revenue nature to the cost of fixed assets/Capital
work in progress which are incurred during construction period on substantial expansion of existing units/new
projects/intangible assets of the Company. Consequently, expenses disclosed under the respective notes are net of amount
capitalised by the company:
(Rs. in million)
Particulars Opening Additions Capitalisation Closing Additions Capitalisation Closing
balance as during the during balance during during balance
at1 April year the year at 31 March the year the year at 31 March
2016 2017 2018
Salary, wages and Bonus 4.0 2.2 6.2 - - - -

Staff welfare expenses 0.4 0.7 1.1 - - - -
Power & fuel 9.6 (0.4) 9.2 - - - -
Rates and taxes 0.3 - 0.3 - - - -
Travelling expenses 1.9 1.3 3.2 - - - -
Legal & professional expenses 17.9 11.6 29.5 - - - -
Miscellaneous Expenses 2.6 1.0 3.6 - - - -
Interest 12.7 - 12.7 - - - -
Total expenditure during 49.4 16.4 65.8 - - - -
construction period
41. Standard issued but not yet effective

Ind AS 115- Revenue from Contract with Customers:
In March 2018, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) Amendment Rules,
2018, notifying Ind AS 115 ‘Revenue from Contracts with Customers’, which replaces Ind AS 11 ‘Construction Contracts’
and Ind AS 18 ‘Revenue’. Except for the disclosure requirements, the new standard will not materially impact the Company’s
financial statements. The effective date for adoption of Ind AS 115 is financial periods beginning on or after April 1, 2018.

42. Dividend Paid and Proposed
(Rs. in million)
Dividend declared and paid during the year:
Final Dividend for the year ended on 31 March 2017: Rs 2.00 per share 453.2 -
Dividend Distribution Tax (DDT)on Final Dividend 92.3 -
545.5 -
Proposed Dividend on equity shares:
Proposed dividend for the year ended on 31 March 2018
Rs. 2.50 per share (31 March 2017: Rs 2.00 per share) 566.5 453.2
Dividend Distribution Tax (DDT) on proposed dividend 116.5 92.3
683.0 545.5
Dividends would attract dividend distribution tax when declared or paid. Proposed dividends on equity shares are subject to
approval at the Annual General Meeting and are not recognised as a liability (including DDT thereon) as at 31 March 2018.
43. The Company is primarily engaged in the manufacturing of cement and hence entire operation represents a single primary
segment. The company operates within India only and hence geographical segment is also not applicable to the company.
44. The financial statements as at and for the year ended March 31, 2017 were audited by another firm of Chartered Accountants
and previous year figures have been regrouped / reclassified, where necessary, to conform to this year’s classification.
Company Secretary

CIN: L26942HR1958FLC042301
Regd. Office: 9th Floor, Tower ‘C’, Infinity Towers, DLF Cyber City,
Phase II, Gurugram, Haryana -122002
Ph. +91 0124-4503700, Fax +91 0124-4147699, Email Id: investors.mcl@mycem.in; Website: www.mycemco.com
NOTICE
of the Annual General Meeting
NOTICE is hereby given that the 59th Annual General Meeting provisions of the Companies Act, 2013 and has offered
of the Members of the Company will be held at 9.30 A.M. on himself for re-appointment be and is hereby re-appointed
Friday the 21st September 2018 at Auditorium in Apparel as Director of the Company liable to retire by rotation.”
House Building, Sector 44, Institutional Area, Gurugram, 4. To consider and if thought fit to pass, the following as an
Haryana to transact the following business: - Ordinary Resolution:
ORDINARY BUSINESS: “RESOLVED that pursuant to Section 139 and other
1. To receive, consider and adopt the Audited Financial applicable provisions of the Companies Act, 2013 and the
Statements of the Company consisting of the Balance Rules made thereunder S.N. Dhawan & Co. LLP.,
Sheet as at 31st March 2018; the Profit and Loss Account C h a r t e re d A c c o u n t a n t s ( F i r m R e g i s t r a t i o n N o . :
and Cash Flow Statement for financial year ended 31st 000050N/N500045), who were appointed as Statutory
March 2018 including notes thereto together with the Auditors of the Company at the 58th Annual General
Reports of the Board of Directors and Auditors’ thereon Meeting held on 22nd September 2017, to hold office
for the financial year ended 31st March 2018 and in this from conclusion of 58th Annual General Meeting until
regard pass the following resolution as an Ordinary conclusion of 63rd Annual General Meeting (FY 2017-18
Resolution: to FY 2021-22) be paid a fee of Rs. 4.5 million for the
“RESOLVED that the Audited Accounts of the Company financial year 2018-19, in addition to reimbursement of
consisting of Balance Sheet as at 31st March 2018 and applicable taxes and out of pocket expenses in
Profit and Loss Account for the financial year ended on connection with Audit of the accounts of the Company.
that date including notes thereto together with the RESOLVED FURTHER that the Board of Directors be and
Reports of the Board of Directors and Auditors thereon, is hereby authorised to determine the remuneration of
already circulated to the members and now submitted to Statutory Auditors for their remaining tenure i.e., from FY
this meeting be and are hereby received and adopted.” 2019-20 to FY 2021-22.”
2. To declare a dividend on Equity Shares and in this regard SPECIAL BUSINESS:
pass the following resolution as an Ordinary Resolution: 5. To consider and if thought fit to pass, the following as a
“RESOLVED that a dividend at the rate of Rs. 2.50 per Special Resolution:
Equity Share be and is hereby declared on 22,66,13,116 “RESOLVED that pursuant to the provisions of Sections
(Twenty Two Crore Sixty Six Lac Thirteen Thousand One 185, 186 and other applicable provisions, if any, of the
Hundred Sixteen) fully paid-up equity shares of Rs. 10 Companies Act, 2013 and the Rules made thereunder
(Rupees Ten) each for the financial year ended 31st March and SEBI (Listing Obligations and Disclosure
2018 absorbing Rs. 56,65,32,790 (Rupees Fifty Six Crore Requirements) Regulations, 2015 (including any statutory
Sixty Five Lac Thirty Two Thousand Seven Hundred modification or re-enactment thereof), consent of the
Ninety only) excluding ‘tax on distributed profits’ under members of the Company, be and is hereby accorded to
Income Tax Act, 1961 and the same be paid to the give Inter-Corporate Loans to Zuari Cement Limited
Members entitled thereto and whose names appeared on (ZCL), part of HeidelbergCement Group, from time to time
the Register of Members of the Company as on cut-off up to an aggregate amount of Rs. 500 million (principal
date of 14th September 2018 or their mandatees, and to amount) on such terms and conditions as may be mutually
the beneficial owners as on 14th September 2018 as per agreed between the Company and ZCL for the purpose of
details furnished by National Securities Depository working capital of ZCL.
Limited and Central Depository Services (India) Limited in RESOLVED FURTHER that the Board of Directors of the
respect of shares held in dematerialized form.” Company (hereinafter referred to as the “Board”, which
3. To appoint a Director in place of Mr. Juan-Francisco term shall be deemed to include any Committee thereof
Defalque (holding DIN 07318811), who retires by rotation and any person authorised by the Board in this behalf) be
and being eligible offers himself for re-appointment and in and is hereby authorized to decide and finalize the terms
this regard pass the following resolution(s) as an Ordinary and conditions of Inter-Corporate Loans to be given to
Resolution: ZCL from time to time and do all such acts, deeds and
“RESOLVED that Mr. Juan-Francisco Defalque (holding things in its absolute discretion that may be considered
DIN 07318811) who retires in accordance with the necessary, proper and expedient or incidental for the

purpose of giving effect to this resolution.” the website of the Company i.e. www.mycemco.com.
6. To consider and if thought fit to pass, the following as an 5. Voting through electronic means
Ordinary Resolution: I. In compliance with the provisions of Section 108 of the
“RESOLVED that pursuant to the provisions of Section Companies Act, 2013, Rule 20 of the Companies
148(3) and other applicable provisions, if any, of the (Management and Administration) Rules, 2014;
Companies Act, 2013 and the Companies (Audit and Regulation 44 of SEBI (Listing Obligations and
Auditors) Rules, 2014 (including any statutory Disclosure Requirements) Regulations, 2015 and
modification or re-enactment thereof, for the time being in Secretarial Standard on General Meetings (SS-2), the
force), the remuneration payable to M/s. R. J. Goel & Co., Company is pleased to provide members facility to
Cost Accountants (Firm Registration No. 000026) exercise their right to vote on resolutions proposed to
appointed by the Board of Directors of the Company to be considered at the 59th Annual General Meeting
conduct the audit of the cost accounting records of the (AGM) by electronic means and the business may be
Company for the financial year 2018-19, amounting to Rs. transacted through e-Voting Services. The facility of
250,000 (Rupees Two Lac Fifty Thousand only) plus casting the votes by the members using an electronic
applicable taxes, reasonable out of pocket expenses and voting system from a place other than venue of the
reimbursement of travelling expenses incurred by them in AGM (“remote e-voting”) will be provided by National
connection with the aforesaid audit be and is hereby Securities Depository Limited (NSDL).
ratified and confirmed.” II. The facility for voting through ballot paper shall be
By Order of the Board made available at the AGM venue and the members
attending the meeting who have not cast their vote by
Date : 26th July 2018 Rajesh Relan remote e-voting shall be able to exercise their right at
Place : Gurugram Legal Head & Company Secretary the meeting through ballot paper.
III. The members who have cast their vote by remote e-
NOTES : voting prior to the AGM may also attend the AGM but
1. A member entitled to attend and vote at the meeting shall not be entitled to cast their vote again. A member
can opt for only single mode of voting, that is, through
is entitled to appoint a proxy to attend and on a poll,
remote e-voting or voting at the Meeting. If a member
to vote instead of himself. Such proxy need not be a
casts vote(s) by both modes, then voting done
member of the company. The instrument appointing
through remote e-voting shall prevail and vote(s) cast
a proxy has to be deposited at the registered office
at the Meeting shall be treated as invalid.
of the company not less than 48 hours before the
commencement of the meeting. A person can act as IV. The remote e-voting period commences on 18th
proxy on behalf of members not exceeding fifty (50) September 2018 (9:00 A.M.) and ends on 20th
September 2018 (5:00 P.M.). During this period
and holding in the aggregate not more than ten
members of the Company, holding shares either in
percent of the total share capital of the company. A
physical form or in dematerialized form, as on the cut-
member holding more than ten percent of the total
off date of 14th September 2018 i.e., the date prior to
share capital of the company may appoint a single
the commencement of book closure, may cast their
person as a proxy and such person shall not act as a
vote by remote e-voting. The remote e-voting module
proxy for any other person or shareholder.
shall be disabled by NSDL for voting thereafter. Once
2. The Notice of AGM, Annual Report and Attendance Slip
the vote on a resolution has been cast by a member, no
are being sent in electronic mode to Members whose
change shall be allowed subsequently.
email address is registered with the Company or the
V. The process and manner for remote e-voting are as
Depository Participant(s), unless the Members have
under:
registered their request for the hard copy of the same.
Physical copy of the Notice of AGM, Annual Report and Step 1: Log-in to NSDL e-Voting system at
Attendance Slip are being sent to those Members who https://www.evoting.nsdl.com/
have not registered their email address with the Company 1. Visit the e-Voting website of NSDL. Open web
or Depository Participant(s). Members who have received browser by typing the following URL:
the Notice of AGM, Annual Report and Attendance Slip in https://www.evoting.nsdl.com/ either on a
electronic mode are requested to print the Attendance Personal Computer or on a mobile.
Slip and submit a duly filled in Attendance Slip at the 2. Once the home page of e-Voting system is
Registration Counter at the AGM. launched, click on the icon “Login” which is
3. Statement pursuant to section 102 of the Companies Act, available under ‘Shareholders’ section.
2013 is annexed. 3. A new screen will open. You will have to enter your
4. The complete particulars of the venue of the AGM User ID, your Password and a Verification Code
including route map and prominent land mark for easy as shown on the screen.
location are enclosed herewith. The route map of the Alternatively, if you are registered for NSDL
Venue of the AGM is also hosted along with the Notice on eservices i.e. IDEAS, you can log-in at
https://eservices.nsdl.com/ with your existing

IDEAS login. Once you log-in to NSDL eservices holding shares in physical mode) option
after using your log-in credentials, click on e- available on www.evoting.nsdl.com.
Voting and you can proceed to Step 2 i.e. Cast c) If you are still unable to get the password by
your vote electronically. aforesaid two options, you can send a
4. Your User ID details are given below : request at evoting@nsdl.co.in mentioning
Manner of holding shares i.e. Your User ID is: your demat account number/folio number,
Demat (NSDL or CDSL) or Physical your PAN,your name and your registered
a) For Members who hold 8 Character DP ID followed address.
shares in demat account by 8 Digit Client ID 7. After entering your password, tick on Agree to
with NSDL. For example if your DP ID is “Terms and Conditions” by selecting on the
IN300*** and Client ID check box.
is 12****** then your user
ID is IN300***12******. 8. Now, you will have to click on “Login” button.
b) For Members who holds hares 16 Digit Beneficiary ID 9. After you click on the “Login” button, Home page
in demat account with CDSL. For example if your of e-Voting will open.
Beneficiary ID is Step 2: Cast your vote electronically on NSDL e-Voting
12************** then system.
your user ID is
12************** How to cast your vote electronically on NSDL e-Voting
c) For Members holding shares EVEN Number followed by system?
in Physical Form. Folio Number registered 1. After successful login at Step 1, you will be able to
with the company For see the Home page of e-Voting.Click on e-Voting.
example if folio number is Then,click on Active Voting Cycles.
001*** and EVEN is 101456
then user ID is 2. After click on Active Voting Cycles, you will be
101456001*** able to see all the companies “EVEN” in which
you are holding shares and whose voting cycle is
5. Your password details are given below:
in active status.
a) If you are already registered for e-Voting, then you
3. Select “EVEN” of company for which you wish to
can use your existing password to login and cast
cast your vote.
your vote.
4. Now you are ready for e-Voting as the Voting
b) If you are using NSDL e-Voting system for the first
page opens.
time, you will need to retrieve the ‘initial
5. Cast your vote by selecting appropriate options
password’ which was communicated to you.
i.e. assent or dissent, verify/modify the number of
Once you retrieve your ‘initial password’, you
shares for which you wish to cast your vote and
need enter the ‘initial password’ and the system
click on “Submit” and also “Confirm” when
will force you to change your password.
prompted.
c) How to retrieve your ‘initial password’?
6. Upon confirmation, the message “Vote cast
(i) If your email ID is registered in your demat
successfully” will be displayed.
account or with the company, your ‘initial
7. You can also take the printout of the votes cast by
password’ is communicated to you on your
you by clicking on the print option on the
email ID. Trace the email sent to you from
confirmation page.
NSDL from your mailbox. Open the email and
8. Once you confirm your vote on the resolution,
open the attachment i.e. a .pdf file. Open the
you will not be allowed to modify your vote.
.pdf file. The password to open the .pdf file is
your 8 digit client ID for NSDL account, last 8 General Guidelines for shareholders
digits of client ID for CDSL account or folio 1 Institutional shareholders (i.e. other than individuals,
number for shares held in physical form. The HUF, NRI etc.) are required to send scanned copy
.pdf file contains your ‘User ID’ and your (PDF/JPG Format) of the relevant Board Resolution/
‘initial password’. Authority letter etc. with attested specimen signature
(ii) If your email ID is not registered, your ‘initial of the duly authorized signatory(ies) who are
password’ is communicated to you on your authorized to vote, to the Scrutinizer by e-mail to
postal address. officenns@gmail.com with a copy marked to
evoting@nsdl.co.in.
6. If you are unable to retrieve or have not received
the “ Initial password” or have forgotten your 2. It is strongly recommended not to share your
password: password with any other person and take utmost care
to keep your password confidential. Login to the e-
a) Click on “Forgot User Details/Password?”(If
voting website will be disabled upon five unsuccessful
you are holding shares in your demat account
attempts to key in the correct password. In such an
with NSDL or CDSL) option available on
event, you will need to go through the “Forgot User
www.evoting.nsdl.com.
D e t a i l s / P a s s w o rd ? ” o r “ P h y s i c a l U s e r R e s e t
b) Physical User Reset Password?” (If you are

Password?” option available on XII. The Results declared along with the report of the
www.evoting.nsdl.com to reset the password. Scrutinizer shall be placed on the website of the
3. In case of any queries, you may refer the Frequently Company (www.mycemco.com) and on the website
Asked Questions (FAQs) for Shareholders and e- of NSDL immediately after the declaration of result
voting user manual for Shareholders available at the by the Chairman or a person authorized by the Board
download section of www.evoting.nsdl.com or call on of Directors/Chairman. The results shall also be
toll free no.: 1800-222-990 or send a request submitted to BSE Limited and National Stock
atevoting@nsdl.co.in Exchange of India Limited.
VI. The voting rights shall be as per the number of equity 6. (a) The Register of Members and the Share Transfer
shares held by the members as on the cut-off date of Books of the Company will remain closed from 15th
14th September 2018. September 2018 to 21st September 2018 (both
VII. Any person, who acquires shares of the Company days inclusive).
and becomes a member after dispatch of the Notice (b) The dividend on equity shares, if declared, at the
of AGM and holds shares as of the cut-off date i.e. AGM will be credited/despatched within thirty days
14th September 2018, may obtain the login ID and from the date of AGM to those members whose
password by sending a request at names appear on the Company’s Register of
evoting@nsdl.co.in or contact NSDL at toll free no.: Members on 14th September 2018. In respect of the
1800-222-990. shares held in dematerialised form the dividend will
However, if you are already registered with NSDL for be paid to the members whose names are furnished
remote e-voting then you can use your existing User by National Securities Depository Limited and
ID and password for casting your vote. If you have Central Depository Services (India) Limited as
forgotten your password, you can reset your beneficial owners as on 14th September 2018.
password by using “Forgot User Details/Password” (c) Members holding shares in electronic form may
option available on www.evoting.nsdl.com or note that the bank particulars registered
contact NSDL at toll free no.: 1800-222-990. against their respective demat accounts will be
VIII. A person, whose name is recorded in the register of used by the Company for payment of dividend.
members or in the register of beneficial owners The Company or its Registrars and Transfer
maintained by the depositories as on the cut-off date Agents, Integrated Registry Management
only shall be entitled to avail the facility of remote e- Services Private Limited (RTA) cannot act on
voting as well as voting at the AGM through ballot any request received directly from the members
paper. A person who is not a member as on the cut- holding shares in electronic form for any
off date, should treat this Notice for information change of bank particulars or bank mandates.
purpose only. Such changes need to be advised by the
IX. Mr. Nityanand Singh, Company Secretary in Whole- members directly to the depository
time Practice (FCS No. 2668, CP No. 2388) has been participants with whom they are maintaining a
appointed as the Scrutinizer to scrutinize the voting demat account.
and remote e-voting process in a fair and transparent (d) Members holding shares in physical form are
manner. Mr. Harish Damani, Company Secretary in requested to immediately advise any change in
Whole-time Practice (ACS No. 37635, CP No. their address or bank par ticulars to the
14471) has been appointed as an alter nate Company or its Registrars and Transfer Agents,
scrutinizer. Integrated Registry Management Services
X. The Chairman shall, at the AGM, at the end of Private Limited so that the same can be updated
discussion on the resolutions on which voting is to be in the Register of Members before processing
held, allow voting with the assistance of of dividend payment.
scrutinizer/alternate scrutinizer, by use of “Ballot (e) Non-Resident Indian members are requested to
Paper” for all those members who are present at the inform RTA (for physical shares)/ their DPs (for
AGM but have not cast their votes by availing the dematerialized shares), immediately of:
remote e-voting facility. (i) Change in their residential status on return to
XI. The Scrutinizer/ alternate scrutinizer shall after the India for permanent settlement.
conclusion of voting at the AGM, will first count the (ii) Particulars of their PAN and bank account
votes cast at the meeting and thereafter unblock the maintained in Indiawith complete name,
votes cast through remote e-voting in the presence branch, account type, accountnumber and
of at least two witnesses not in the employment of address of the bank with pin codenumber, if not
the Company and shall make, not later than two days furnished earlier, to facilitate payment of
of the conclusion of the AGM, a consolidated dividend.
scrutinizer’s report of the total votes cast in favour or (f) T h e C o m p a n y h a s p l a c e d o n i t s w e b s i t e
against, if any, to the Chairman or a person www.mycemco.com, the details of unclaimed
authorized by him.

dividend for FY2016-17 which was declared at the lifetime. Members who are holding shares in physical form
AGM held on 22nd September 2017. The concerned and are interested in availing the nomination facility are
shareholders may approach Registrars and Transfer requested to write to the Company/RTA.
Agents, Integrated Registry Management Services 13. Corporate Members intending to send their authorised
Private Limited to claim the same. representatives to attend the Annual General Meeting,
7. The share transfer instruments, complete in all respects, pursuant to Section 113 of the Companies Act, 2013, are
should be sent to the Registrar & Share Transfer Agents, requested to send to the Company, a certified copy of
Integrated Registry Management Services Private relevant Board Resolution together with the respective
Limited, 30, Ramana Residency, 4th Cross, Sampige s p e c i m e n s i g n a t u re s o f t h o s e re p re s e n t a t i v e ( s )
Road, Malleswaram, Bengaluru - 560003 well in advance authorised under the said resolution to attend the meeting
so as to reach the Registrar & Share Transfer Agents prior and vote on their behalf.
to the book closure. 14. (a) Members attending the meeting are requested to
8. Members who continue to hold the shares in physical form complete the attendance slip and submit the same at
are requested to inform any change in their address, bank the entrance of the meeting hall. Attendance at the
particulars, nominee, email address etc., to the Registrar Annual General Meeting shall not be allowed without
& Share Transfer Agents. Members holding shares in submission of the attendance slip duly signed.
dematerialized form are requested to approach their (b) Members are requested to bring their copies of the
Depository Participant for change of address, bank Annual Report as additional copies of the same will
particulars, nominee, email address etc. not be distributed at the meeting.
9. In accordance with the directions issued by SEBI, it Statement pursuant to Section 102 of Companies Act,
is mandatory for the members holding shares in 2013
physical mode to submit their Permanent Account Item No. 3:
Number (PAN) and Bank Account Details to the Brief resume of Mr. Juan-Francisco Defalque, who is
Company / RTA, in case they have not yet submitted proposed to be reappointed as Director, is given below:
the same. Mr. Juan-Francisco Defalque (holding DIN 07318811), aged
10. Prohibition on transfer of shares in physical form: 54 years, completed his Master degree in Mining Engineering
We have already informed shareholders holding shares in from Catholic University of Louvain in Belgium in the year
physical form about notification bearing No. SEBI/LAD- 1987. He started his professional career in 1989 with CBR, a
NRO/GN/2018/24 dated 8th June 2018 vide which SEBI Belgian International Company engaged in the production of
has amended the Listing Regulations thereby prohibiting cement, ready-mix and aggregates in Europe and North
transfer of shares in physical form w.e.f. 5th December America (in 1993 CBR was acquired by HeidelbergCement
2018. However there will not be any impact on Group). From 1989 to 2002 he held several management
transmission and transposition of securities. positions including director of technical projects for Belgium.
In view of the aforesaid amendment, the Company will not In 2002 he joined HC Cimbenin located in Benin (West Africa)
be in position to entertain any request for registration of as its Managing Director. In 2006 he joined HC Indocement to
transfer of shares in physical form with effect from 5th set up a completely new Heidelberg Technology Centre (HTC)
December 2018. Accordingly in case you wish to transfer Indonesia organization holding the position of Head of HTC
the shares held in physical form after 4th December 2018 Indonesia. During his time in Indonesia several major
the same will be possible only after you dematerialize your investment projects were executed or started including an
shareholding. integrated plant with 10,000 TPD clinker line located south of
Holding shares in dematerialized form is not only Jakarta.
convenient but also offers several benefits. For guidance In 2015 he joined HeidelbergCement Asia Pte Ltd, Singapore
of our shareholders we have placed the procedure for as Director HTC APAC responsible for managing the
dematerialization along with its benefits on our website technical centres in the region, which not only provide
www.mycemco.com. The same can be easily accessed technical support to all the cement manufacturing facilities of
at: http://www.mycemco.com/shareholders-queries HeidelbergCement group in this region but also take care of
11. Members are requested to note that in case of transfers, the new projects.
deletion of name of deceased shareholder, transmission Mr. Defalque is also a director in Zuari Cement Limited and
and transposition of names in respect of shares held in Gulbarga Cement Limited in India. Mr. Defalque is not a
physical form, submission of photocopy of PAN Card of member in any of Committees of the Board of Directors of the
the transferee(s), surviving holder(s), legal heir(s) and joint Company. He does not hold any Equity Shares in the
holder(s) respectively, along with necessary documents Company. The Board of Directors has recommended the
at the time of lodgement of request for transfer/ reappointment of Mr. Defalque by the members at the
transmission/transposition, is mandatory. ensuing AGM.
12. Under the provisions of Section 72 of the Companies Act, Except Mr. Defalque, none of the other Directors, Key
2013, shareholder(s) is/are entitled to nominate in the Managerial Personnel of the Company and/or their relatives is
prescribed manner, a person to whom his/her/their concerned or interested, financial or otherwise, in the
shares in the Company, shall vest after his/her/their proposed appointment. This explanatory statement may also

be regarded as a disclosure pursuant to SEBI (Listing • Prevailing yield on one year government securities +
Obligations and Disclosure Requirements) Regulations, 50 basis points; or
2015. • Interest rate on bank fixed deposits.
Item No. 4 Section 185 of the Companies Act, 2013 provides that a
In accordance with the provisions of Section 139(1) of the company may advance a loan to its group company subject
Companies Act, 2013 the members had at the 58th Annual to the condition that the same is approved by the
General Meeting (AGM) held on 22nd September 2017 shareholders of the lending Company through a special
appointed S. N. Dhawan & Co. LLP., Chartered Accountants, resolution passed at a general meeting.
as statutory auditors of the Company for a term of five years The Board of Directors has recommended the resolution set
i.e., up to the conclusion of 63rd AGM. Section 139(1) of the out at Item No. 5 of the Notice for approval of the members as
Companies Act, 2013, which provided for placing the matter a Special Resolution at the ensuing AGM. HeidelbergCement
relating to appointment of statutory auditors before the AG through its subsidiaries holds 69.39% of equity share
members at every AGM for ratification has been omitted by capital of HeidelbergCement India Limited and 100% of
the Companies (Amendment) Act, 2017, which became equity share capital of ZCL. In compliance with the provisions
effective from 7th May 2018. of SEBI Listing Regulations, the promoter group (Cementrum
Accordingly, a resolution has been proposed for seeking I B.V.) and other related parties holding shares of the
member’s approval for fee to be paid to S. N. Dhawan & Co. Company as on the cut-off date will abstain from voting on
LLP., Chartered Accountants, as statutory auditors of the this resolution.
Company for FY2018-19 as well as for delegating the Mr. Jamshed Naval Cooper being a Managing Director of
authority to the Board of Directors for determining the fee of both HCIL and ZCL may be deemed to be interested in the
Statutory Auditors for each of the financial years during their aforesaid resolution. None of the other Directors and Key
remaining tenure i.e., for FY2019-20, FY2020-21 and FY Managerial Personnel of the Company and their relatives is
2021-22. The Board has recommended the resolution set out concerned or interested, financial or otherwise, in the
at Item No. 4 of the Notice for approval of the members. resolution at Item No. 5 of this Notice. None of them hold any
None of the Directors, Key Managerial Personnel of the equity shares in ZCL.
Company and/or their relatives are concerned or interested in Item No. 6
the proposed resolution. The Board of Directors of the Company on the
Item No. 5 recommendation of the Audit Committee, approved the
There has been considerable improvement in operational and appointment and remuneration of M/s. R. J. Goel & Co., Cost
financial performance of the Company over the last couple of Accountants, for conducting the audit of cost records of the
years on the back of cost optimization measures as well as Company for the financial year ending 31st March 2019.
the recent pickup in demand, which has led to improvement in In terms of the provisions of Section 148(3) of the Companies
volumes and margins of the Company. The financial Act, 2013 read with Rule 14(a) of the Companies (Audit and
parameters like EBITDA, net profit and cash profit have also Auditors) Rules, 2014, the remuneration payable to the Cost
witnessed improvement. The Company’s bank balance as on Auditor is to be ratified by the members of the Company.
30th June 2018 stood at Rs. 2,435 million. The surplus funds Accordingly, the members are requested to ratify the
of the Company have been placed in fixed deposits with remuneration payable to the Cost Auditors during the
banks earning interest in the range of 5% to 7% per annum. financial year 2018-19 as set out in the Resolution for the
Zuari Cement Limited (ZCL), which is a part of aforesaid services to be rendered by them. The Board of
HeidelbergCement Group and thus is a related party to the Directors has recommended the resolution set out at Item No.
Company, is managing its working capital requirements 6 of the Notice for approval of the members at the ensuing
through bank borrowings. ZCL has requested the Company AGM.
to give it short term funds by way of Inter-Corporate Loans to None of the Directors, Key Managerial Personnel of the
meet its working capital requirements. Company and/or their relatives are concerned or interested in
It is proposed to utilize part of the surplus funds of the the aforesaid resolution.
Company for giving inter-corporate loans to ZCL as may be By Order of the Board
required by them from time to time subject to overall limit of
Rs. 500 million towards principal amount. Section 186 of the Date : 26th July 2018 Rajesh Relan
Companies Act, 2013 provides that the rate of interest to be Place : Gurugram Legal Head & Company Secretary
charged on short term loans shall not be lower than the
prevailing yield on one year government securities.
Based on the recommendation of the Audit Committee, the
Board of Directors at its meeting held on 26th July 2018, has
subject to the approval of the shareholders, given its
unanimous approval for giving inter-corporate loans to ZCL.
The rate of interest to be charged to ZCL for such short term
loans will be higher of the following:

ROUTE MAP TO REACH AGM VENUE - AUDITORIUM IN APPAREL HOUSE BUILDING
(formerly known as Epicentre)
I
H
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Auditorium in Apparel
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44

CIN: L26942HR1958FLC042301
Regd. Office: 9th Floor, Tower ‘C’, Infinity Towers, DLF Cyber City,
Phase II, Gurugram, Haryana -122002
Ph. +91 0124-4503700, Fax +91 0124-4147699, Email Id: investors.mcl@mycem.in; Website: www.mycemco.com
PROXY FORM
Name of the member(s):

Registered address:
E-mail Id:
Folio No.:
DP/ID and Client Id :
I/We, being the member(s) of HeidelbergCement India Limited holding ______________ shares, hereby appoint:
(1) Name: Address:
E-mail id: Signature : or failing him;
(2) Name: Address:
(3) Name: Address:
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 59th Annual General Meeting of the Company, to be
held on the 21st day of September 2018 at 9.30 A.M. at Auditorium in Apparel House Buliding, Sector 44, Institutional Area, Gurugram,
Haryana - 122 003 and at any adjournment thereof in respect of the resolutions as are indicated below:
Sr. Resolutions Optional*

No. For Against
ORDINARY BUSINESS
1. Adoption of Financial Statements together with the Reports of the Board of Directors and
Auditors’ for the financial year ended 31st March 2018.
2. Declaration of dividend on Equity Shares @ Rs. 2.50 per Equity Share .
3. Re-appointment of Mr. Juan-Francisco Defalque (holding DIN 07318811), as a Director.
4. Audit Fee of S.N. Dhawan & Co. LLP, Statutory Auditors.
SPECIAL BUSINESS
5. Inter-Corporate Loans to Zuari Cement Limited subject to overall limit of Rs. 500 million.
6. Ratification of remuneration of Cost Auditors for the financial year 2018-19.
Signed this day of 2018
Affix
Revenue
Stamp
Signature of shareholder Signature of Proxy holder(s)
Notes :
1. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company,
not less than 48 hours before the commencement of the Meeting.
2. For the Resolutions, Explanatory Statement and Notes, please refer to Notice of the 59th Annual General Meeting.
3*. It is optional to put a ‘ü’ in the appropriate column against the resolutions indicated in the Box. If you leave the ‘For’ or
‘Against’ column blank against any or all the Resolutions, your Proxy will be entitled to vote in the manner as he/she thinks
appropriate.
4. Please complete all details including details of member(s) in above box before submission.

Research, Concept, Content, Design and Development by
A Creative Division of Metieta Advertising Pvt. Ltd.

ping@marshmallow.in
for better building
Registered Office
9th Floor, Infinity Tower “C”, DLF Cyber City
Phase-II, Gurugram, Haryana-122 002

HeidelbergCement Annual Report 2017-18

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HeidelbergCement Annual Report 2017-18

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GROWTH IS UNLOCKING VALUE

ANNUAL REPORT 2017-18 HEIDELBERGCEMENT INDIA LTD.

Sales Volumes ('000 t) 3,626 5,289 4,443 4,474 4,653

EBITDA (Rs. million) @ 1,222 3,360 2,536 3,026 3,833

EBITDA Margin (%) 8.7% 16.3% 15.2% 17.4% 20.1%

EBT (Rs. million) -807 1,198 454 1,136 2,077

EBT Margin (%) -5.8% 5.8% 2.7% 6.5% 10.9%

PAT (Rs. million) -407 595 354 762 1,332

PAT Margin (%) -2.9% 2.9% 2.1% 4.4% 7.0%

EPS (Rs./Share) -1.8 2.6 1.6 3.4 5.9

Shareholders Fund (Rs. million) 8,334 8,716 8,949 9,670 10,464

Short Term Borrowings (Rs. million) 642 - 700 - -

Debt Equity Ratio 1.34:1 1.28:1 0.96:1 0.71:1 0.59:1

HeidelbergCement India's Lucknow

Integrated Unit Bhopal

Registrars & Transfer Agents

ANNUAL REPORT 2017-18 | 01

Reliability – That is without compromising on values and focusing persistently on

As we continue to traverse through this journey of growth, high

ANNUAL REPORT 2017-18 | 03

Q1 Smooth transition to the GST era

Q2 Cementing relationships with the channel partners

Q3 Astute ﬁnancial management pays rich dividends

Q4 Landmark quarter in the Company's history

ANNUAL REPORT 2017-18 | 05

Through this Annual Report, we have attempted to

ANNUAL REPORT 2017-18 | 07

Unlocking With a people-driven culture that

Growth is - India is setting high standards when it

Here are some examples of operational excellence

ANNUAL REPORT 2017-18 | 09

It is a known fact that power cost, being one of the major

ANNUAL REPORT 2017-18 | 11

Unlocking We continuously endeavour to

Growth is - raising enhance our service levels. While quality

Here are some examples that reﬂect on our

Word of mouth plays a crucial role in making purchase

A happy customer is the ultimate brand ambassador.

ANNUAL REPORT 2017-18 | 13

GST beneﬁt passed on to the customers compliance requirements. We prepared booklets to

Not just quality but also its consistency is what matters

Having implemented Reverse Auction method for sourcing of various input

Construction projects have stringent timelines. We understand the pressures of our

ANNUAL REPORT 2017-18 | 15

Unlocking Health and Safety are integral part of our

Here are some of the important initiatives aimed at

Since health and safety remains our foremost priority,

ANNUAL REPORT 2017-18 | 17

Safety Training session

personally by the Managing Director, which further

Cardinal safety norms

Safety Culture of the organization grows as we forge

With the Group's operation in over 60 countries across

ANNUAL REPORT 2017-18 | 19

Unlocking We do not allow ourselves to forget that we

Here are some of our noteworthy contributions in

Our commitment to comply with all applicable

HeidelbergCement India works Solar power for our Ammasandra Plant

ANNUAL REPORT 2017-18 | 21

Water-water everywhere - in a scarce rainfall region!