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Directors Report of Steel Authority of India (SAIL) Ltd.

Mar 31, 2016

The Board of Directors has the pleasure of presenting the 44th Annual Report of the Steel Authority of India Limited (SAIL, the Company) together with Audited Accounts for the Financial Year ended 31st March, 2016.

A. FINANCIAL REVIEW

Your Company achieved a turnover of Rs.43,337 crore during the Financial Year 2015-16, which is lower by 14% over previous year, mainly due to decrease in Net Sales Realisation of Saleable Steel of 5 Integrated Steel Plants by about 20%. The prices of steel products kept falling throughout the year due to fall in Global Steel Prices leading to predatory imports from China, Japan, Korea, etc. However, there has been an increase in price realisation after imposition of Minimum Import Price(MIP) w.e.f. 5th February, 2016. The loss after tax of your Company for the Financial Year 2015-16 was Rs.4,137 crore compared to net profit after tax of Rs. 2,093 crore in the previous Financial Year.

The performance of the Company during the year was adversely affected due to lower Net Sales Realisation, lower saleable steel production, adverse financial impact of on account of contribution to District Mineral Foundation and National Mineral Exploration Trust w.e.f. 12th January, 2015, higher usage of relatively expensive imported coal in the blend due to lower availability of indigenous coal, higher salaries & wages, higher repairs & maintenance expenditure, higher interest charges and reduction in interest earnings on term deposits, higher depreciation due to capitalisation of new facilities and non-availability of gain on sale of investment in Bokaro Jaypee Cement Limited considered in the previous financial year. However, the adverse factors have been partially offset by higher sales volume and lower imported & indigenous coal prices, reduction in coke rate, reduction in demurrage expenses, reduction in price of ferro alloys, etc.

SAIL continued its thrust on optimum utilisation of funds by better fund management. This included replacement of high cost short term loans with low cost debts, timely repayment of loans including interest, strategic parking of surplus funds with scheduled banks, advance actions for future fund raising, etc. to meet our growth objectives. Further, the Company hedged the foreign currency risk on Buyer''s Credit depending on market conditions. The Company had borrowings of Rs.33,217 crore as on 31st March 2016. The debt equity ratio of the Company increased to 0.85:1as on 31st March 2016 from 0.69:1 as on 31st March 2015 due to increase in borrowings as well as reduction in net worth during the year. The net worth of Company declined from Rs.43,505 crore as on 31st March 2015 to Rs.39,281 crore as on 31st March 2016.

M/s India Ratings & Research Pvt. Ltd., M/s CARE and M/s Brickwork Ratings, RBI approved credit rating agencies, assigned ''IND AA Negative Outlook'', ''AA '' and ''BWR AA outlook stable'' ratings respectively for SAIL''s long term-borrowing programme.

B. OPERATIONS REVIEW

Production Review

Financial Year 2015-16 witnessed several landmark achievements by your Company. The Company achieved highest ever Hot Metal production of 15.7 Million Tonne(MT) surpassing its previous best of 15.4 MT achieved in 2014-15 and crude steel production of 14.3 MT surpassing previous best of 13.9 MT achieved in 2007-08. The new Bloom cum Round Caster, new Dolomite Plant and 125 Tonne Ladle Furnace have been commissioned in Durgapur Steel Plant. The Medium Section Mill(MSM) started trial production from January, 2016. Production from new facilities is being ramped up to the rated capacity. Total Hot Metal production from new facilities was 3.54 MT, Crude Steel production was 1.86 MT and Saleable Steel production was 1.5 MT. SAIL has achieved all time best performance in case of Continuously-Cast Steel and Sinter production, with a production of 10.8 MT & 22.6 MT and growth of 4% & 10% respectively over last year.

SAIL''s various initiatives to reduce environmental footprint and enhance operational efficiency have led to a significant improvement in environmental parameters as well as in techno-economic efficiency. This has enabled your Company to produce steel in a greener and more environmental friendly manner than ever before. SAIL Plants recorded the best ever Coke Rate at 489 kg/thm and Specific Energy Consumption of 6.51 Gcal/tcs. This was achieved as a result of higher volume of Hot Metal produced through new state of the art Blast Furnaces (23% of total Hot Metal) and increased Crude Steel production through energy efficient CC route (up by 4% over corresponding period of last year). In addition, SAIL achieved the lowest ever Particulate Matter (PM) Emission Load (0.81 kg/tcs), Specific Water Consumption (3.51 m3/tcs) and Specific Effluent load (0.09 m3/tcs). SAIL Plants have also reduced their CO2 emission levels to 2.61 T/tcs which is their lowest ever emission, showing significant improvement over previous years.

Maintaining the fervor for continuous improvement, your Company has developed several new products during the year including earthquake resistant structurals as per ISI5962:20I2 and two new grades of TMT rebars namely Fe 4155 and Fe 500S as per ISI786:2008 standard on "High strength deformed bars and wires for concrete reinforcement", further enhancing its extensive product portfolio. A total of 24 new products were developed during the Financial Year 2015-16, catering to industry sectors including automobiles, construction, engineering, defense, etc.

Power

Average power requirement of SAIL Plants during the FinancialYear 2015- 16 was 1180 MW, which was higher by 40 MW compared to last year due to increased operations following commissioning of expansion facilities at Rourkela Steel Plant and IISCO Steel Plant. Captive Power Plants supplied about 67% of the total power requirement and balance 33% was purchased from grid utilities. The percentage of power requirement met through captive power generation in 2015-16 had increased to 67% from 6I% in the previous year due to enhanced power generation by captive facilities.

The practice of gainful utilization of surplus captive power through inter- plant wheeling of power was continued during the year. Rourkela Steel Plant, Salem Steel Plant and Chandrapur Ferro Alloy Plant (CFP) received wheeled power of about 140MU from Power Plant-3(PP-3) at Bhilai Steel Plant. Wheeling from PP-3 was started for the first time to CFP during the year, which helped in replacing costly grid power and thereby, resulting in substantial cost savings.

For cost optimisation, about 100 Million Units of cheaper power were purchased from Power Exchange which contributed to substantial cost savings. Further, various other measures for reducing the grid power costs, including reduction of contract demand of Plants with respective grid supply utilities to optimum levels, were also undertaken during the year, resulting in cost savings.

Augmentation of the Company''s captive power generation capacity by installation of Captive Power Plants as a part of ongoing expansion as well as new capacity addition through joint venture company, NTPC- SAIL Power Company Pvt. Ltd.(NSPCL), is underway. Out of total 2I6MW envisaged capacity addition under ongoing expansion, I60 MW capacity has been added so far and balance is expected in the next year. Proposed installation of 290 MW capacity through NSPCL is also in advanced stage.

With regard to Company''s commitment towards renewable power sources, actions have been initiated for development of 200 MW renewable capacity by the year 20I9 through NSPCL. This includes IMW capacity grid interactive Solar PV Plant at RSP which was commissioned during the year.

Raw Materials

During the Financial Year 20I5-I6, total requirement of iron ore was met from captive sources. The Company''s captive iron ore mines produced about 24.83 million tonnes(MT). However, in case of coking coal, around I4% requirement was met from indigenous sources (Coal India Limited & captive sources) (2.08MT) and for the balance requirement of coking coal (13.30 MT), the Company has to depend on imports due to limitation of availability within the Country. In the Financial Year 2015-16, production in captive collieries of the Company was about 0.73 MT, out of which 0.56 MT was raw coking coal and balance 0.I7MT being non coking coal. In case of fluxes, around 1.28 MT of limestone and 0.98 MT of dolomite were produced, giving a production of 2.26 MT fluxes from captive sources. For thermal coal, your Company depends entirely on purchases from Coal India Limited except small quantity produced from captive mines.

The iron ore production at Barsua mine, suspended since 17th May, 20I4 as per the direction of the Hon''ble Supreme Court, is yet to resume. In the matter of restarting operations in ML-162 lease of Barsua mine, the Hon''ble Supreme Court passed interim order on 2nd March 20I6 and directed to revert back after obtaining Stage-II FC for diversion of forest land in ML-162 lease of SAIL Barsua mine.

In order to expedite capacity expansion projects of mines, following environment and forest clearance have been obtained during the Financial Year 2015-16:

- Environment clearance for setting up of I MTPA Pellet Plant with upstream slime beneficiation facilities at Dalli-Rajhara Iron ore Complex, Chhattisgarh was granted by Ministry of Environment, Forests and Climate Change (MoEFCC) on I7th April, 2015.

- Environment clearance for capacity expansion of Kuteshwar Limestone mine from Right Bank lease to 2.32 MTPA was granted by MoEFCC on 2nd August, 2015.

- Environment clearance for 0.06 MTPA capacity production from Left Bank lease of Kuteshwar Limestone mine was granted by MoEFCC on 17th August, 20I5.

- Environment clearance for re-opening of Baraduar Dolomite mine with capacity of 2 MTPA with a condition to obtain Stage-I Forestry Clearance within 18 months was granted by MoEFCC on 2nd September, 20I5.

- Environmental Clearance for Topailore Iron Ore Mining Project has been granted by Jharkhand SEIAA, Ranchi vide letter dated 17.08.20I5 for production of 0.6 MTPA iron ore.

- Stage-II forest clearance for diversion of 60 Ha of forest land in Mahamaya & Dulki iron ore mining lease of Bhilai Steel Plant''s mine was granted by MoEFCC on 7th August, 20I5.

- Stage-II forest clearance for diversion of 37.66 Ha of Jungle Jhar land for creating infrastructure for Gua capacity expansion project in Surface lease of Gua mine was granted by Regional office of MoEFCC on 4th March, 20I6.

However, the Stage-II forest clearance for the Duargaiburu lease of Gua mine is yet to be granted by MoEFCC. In view of its criticality to the Gua capacity expansion project, the matter is being actively pursued at various levels in the Government.

In view of promulgation of MMDR Amendment Act, 20I5, Order of Ministry of Mines, Government of India dated 6th February, 2015 regarding extension of leases period for Government Companies till 31st March, 2020, and Mineral (Mining by Government Company) Rules, 2015 dated 3rd December, 2015, following mining lease periods have been extended by respective State Governments:

- Government of Odisha vide Order dated I0th February, 20I6 has extended the period of the original grant of mining lease of ML-I39 of Barsua-Kalta to 50 years i.e. from I7.01.1975 to 16.01.2025

- Government of Odisha vide Order dated I4th March, 20I6 also extended the validity period of the Purnapani Limestone & Dolomite mining lease from the date of expiry of the last validity period of lease up to 31 st March, 2020.

- Government of Chhattisgarh vide Order dated I4th March, 2016 has extended the period of the original grant of mining lease of Kalwar-Nagur of Bhilai Steel Plant for 50 years i.e. from 01.04.1975 to 31.03.2025.

Under notified coal blocks for allotment to Government Companies, two coal blocks namely Sitanala and Parbatpur Coking Coal Mines have been allocated to SAIL and Agreements in this regard with the Nominated Authority for Sitanala and Parbatpur were signed on 31st August, 2015 and 26th October, 2015 respectively. Further, Allotment Orders for the Sitanala and Parbatpur Coking Coal Mines were issued by Nominated Authority, Ministry of Coal on 31st August, 2015 and 23rd March, 20I6 respectively.

Sales & Marketing

In-spite of the challenging market conditions, your Company achieved a total sales volume of 12.2 million tonnes during the Financial Year 20I5- I6, registering a growth of about 4% over the previous year. With regard to Dealer Sales, the best ever sales of 0.79 million tonnes were achieved during the Financial Year 2015-16, thereby registering a growth of 29% over such sales during 2014-15. Stainless Steel Cold Rolled Coils were exported to Brazil for the first time.

Your Company achieved highest ever sales of Plate Mill Plates of I.79 million tonnes with a growth of I6% over previous year. Similarly, sales of Long Products also registered a growth of 21% with best ever sales of TMT & WRC at 1.68 million tonnes & 0.41 million tonnes respectively.

Public Procurement Policy for Micro and Small Enterprises

As required by the Public Procurement Policy of the Government of India, the information on procurement from Micro & Small Enterprises during Financial Years 2015-16 and 20I4-15 is given below:

(Rs. Crore)

Particulars 2015-16 2014-15

Total Amount of Procurement 3211.93 3372.98

Total Procurement from MSE 677.53 737.60

%age Procurement from MSE 21.09 21.87

C. GROWTH PLAN AND MODERNISATION & EXPANSION PROGRAMME Growth Plan

To maintain its current dominance in the domestic market and to meet the future challenges, your Company is working on a long term strategic plan ''Vision 2025'', which will steer the Company towards a target of 50 million tonnes of Hot Metal capacity, thereby meeting the strategic objectives of maintaining leadership in Indian Steel sector and a position amongst the top Steel companies globally. The growth plan, besides targeting higher production, also addresses the need for eliminating technological obsolescence, achieving energy savings, enriching product- mix, reducing pollution, developing mines and collieries, introducing customer centric processes and developing matching infrastructure facilities.

Modernisation & Expansion Programme

Your Company is nearing towards the last leg of implementation of current phase of Modernisation & Expansion Programme. At present, the installed Hot Metal capacity of the Company is 19.73 million tonnes per annum and the envisaged Hot Metal capacity of 23.46 million tonnes per annum will be achieved in 20I7.

During the Financial Year 20I5-I6, your Company has achieved many milestones. At Bokaro Steel Plant, Roughing Mill Up-gradation of Hot Strip Mill has been completed and has become operational. At Durgapur Steel Plant, New Medium Structural Mill has become operational. At Bhilai Steel Plant, New Rail Welding Line is in operation and Hot trials in Universal Rail Mill have been carried out. A capital expenditure of Rs.6,034 crore has been incurred during Financial Year 20I5-I6 and Capex planned for 2016-17 is Rs.4,000 crore.

The details of Addition, Modification & Replacement (AMR) Schemes under implementation are given in the Management Discussion & Analysis (MD&A) Report, which is attached and forms part of the Annual Report.

D. HUMAN RESOURCE MANAGEMENT REVIEW

Your Company recognizes contribution of its Human Resources in providing it the competitive advantage. The Company has achieved its present level of excellence through investment in its human resource, whose skill and knowledge constitute the basis of every initiative - be it technology or innovation. Developing skills and capabilities of employees to improve manpower utilization and labour productivity is the key thrust area of Human Resource Management (HRM) in the Company.

Your Company provides an environment conducive for learning, encourages adoption of best practices in every area and nurtures creativity and innovation among employees. Human Resource initiatives in SAIL are focused on developing team spirit, employee empowerment and their involvement in various improvement activities. Strategic alignment of HRM to business priorities and objectives has facilitated smooth transition to state-of-the-art technology in the Modernization and Expansion Projects.

Enhanced Productivity with Rationalized Manpower

Your Company achieved the Labour Productivity (LP) of 3I5 TCS/Man/ Year in 20I5-I6. The manpower strength of the Company as on 3Ist March, 20I6 was 88,655 nos. with manpower rationalization of 4,697 nos. achieved during the year. The enhanced productivity with rationalized manpower could be achieved as a result of judicious recruitments, building competencies and infusing a sense of commitment and passion among employees to go beyond and excel. Trend of enhanced productivity and manpower rationalization since 2006-07 onwards is depicted below:

Developing Employee Capabilities & Competencies

Your Company believes that training facilitates the development of employee''s knowledge and skills so that the resultant growth of competence contributes towards attainment of organisation''s goals and objective. SAIL has been making sustained efforts through various training and development activities with focus on preservation, transfer and improvement of skills, knowledge, technology in collaboration with reputed organizations and development of effective managerial competencies in association with premier institutes.

Preparing employees for tomorrow, for effectively taking up challenges and discharging new roles and responsibilities was given a major thrust.

Overall 33,563 employees were trained against target of 3I,049 employees during the year on various contemporary, technical and managerial modules.

Harmonious Employee Relations

SAIL has maintained its glorious tradition of building and maintaining a conducive and fulfilling employee relations environment. The healthy practice of sorting out and settling issues through discussions with trade unions/workers'' representatives enabled the Company in ensuring workers'' participation at different levels and maintaining a peaceful IR climate. Some of the bi-partite forums are functioning since early seventies and are sufficiently empowered to address different issues related to wage, safety, and welfare of workers, arising from time to time, thus helping in establishing a conducive work environment.

Bipartite forums like National Joint Committee for Steel Industry (NJCS), Joint Committee on Safety, Health & Environment in Steel Industry (JCSSI), etc. with representation from major central Trade Unions as well as representative Unions of Plants/Units meet on a periodic basis and jointly evolve recommendations/ action plans for ensuring a safe and harmonious work culture, which gets substantiated from the harmonious Industrial Relations enjoyed over the years by SAIL Plants/Units, marked with diverse work culture at multi-locations.

In addition, Quality Circles, Suggestion Schemes, Shop Improvement Group workshops also offer multiple avenues for enhanced workers'' participation. Workers are also kept abreast of strategic business decisions and their views sought thereon through structured /interactive workshops.

Communication with employees at various levels on a wide range of issues impacting the Company''s performance as well as those related to employees'' welfare is done in a structured manner across the Company. Mass communication campaigns are undertaken at CEO / Senior Officers'' level involving structured discussion with large group of employees. These interactive sessions help employees to align their working with the goals and objective of the Company leading to not only higher production and productivity but also enhance the sense of belongingness of the employees.

Grievance Redressal Mechanism

Effective internal machinery for grievances redressal has been evolved and established in SAIL Plants and Units, separately for executives and non-executives. Joint grievance committees have been set up at Plants/ Units level for effective redressal of grievances.

SAIL Plants/Units are maintaining 3 stage grievance handling system and employees are given an opportunity at every stage to raise grievances relating to wage matters, working conditions, leave, work assignments and welfare amenities, etc. Majority of grievances are redressed informally in view of the participative nature of environment existing in the Plants/ Units. The system is comprehensive, simple and flexible and has proved effective in promoting harmonious relationship between employees and management.

Against 7 staff grievances pending at the start of the year (i.e. as on 1.4.20I5) and 4I6 staff grievances received during the year, SAIL disposed 422 staff grievances during the year 20I5-I6, achieving 99.76% fulfillment.

Remuneration Policy

In SAIL, pay and other benefits for executives are based on the Presidential Directives issued by Ministry of Steel, Government of India. The last pay revision effective from 0I/0I/2007 was done in accordance with Presidential Directives dated 05/I0/2009. As per this, variable pay in the form of Performance Related Pay (PRP) has been introduced for executives. The PRP is based on the performance / profitability of the Company as well as individual performance rating which is aligned to the organization''s objectives. In case of Non-executive employees, the salaries and wages are finalized / revised in bipartite forum of National Joint Committee for Steel Industry (NJCS). The last NJCS agreement was finalized and signed on 0I.07.20I4, which resulted in pay revision of non- executive employees w.e.f. 0I.0I.20I2. In terms of notification issued by the Government of India, the provisions of section I97 of the Companies Act, 20I3 are not applicable to Government Companies. As such, the disclosures to be made in the Board''s Report on the remuneration of Directors and other prescribed details are not included in this Report.

Initiatives for Socio-economic Development of SCs /STs & Other Weaker Sections of the Society

Presidential Directives on Reservation for Scheduled Castes and Scheduled Tribes in Appointments in Public Enterprises continue to be implemented. As on I.4.20I6, out of total manpower of 88,655 nos., I4,454 belonged to SCs (I6.30%), I2,587 belonged to STs (I4.20%) and I0,768 belonged to OBCs (I2.I5%).

SAIL Plants and Units including Mines are situated in economically backward regions of the Country with predominant SC/ST population. Therefore, your Company has contributed to the overall development of civic, medical, educational and other facilities in these regions. Some of the contributions are:

- Recruitment of non-executive employees, which comprise of over 84% of the total employees, are carried out mainly on regional level and hence a large number of SCs/STs and other weaker sections of the society get the benefit of employment in SAIL.

- Over the years, a large group of ancillary industries has also developed in the vicinity of Steel Plants. This has created opportunities for local unemployed persons for jobs and development of entrepreneurship.

- For jobs of temporary & intermittent nature, generally contractors deploy workmen from the local areas, which again provide an opportunity for employment of local candidates of economically weaker section.

- Establishment of SAIL Steel Plants in economically backward areas has given a fillip to the economic activities, thus benefiting the support population providing different types of services.

- Steel Townships developed by SAIL have the best of medical, education and civic facilities and are like an oasis for the local Scheduled Castes, Scheduled Tribes and other population who share the fruits of prosperity along with SAIL employees.

SAIL has undertaken several initiatives for the socio-economic development of SCs/STs and other weaker sections of the society which are mainly as under:

- Special Schools have been started exclusively for poor, underprivileged children at the five integrated Steel Plant locations. The facilities provided include free education, mid-day meals, uniforms including shoes, text books, stationery items, school bag, water bottle and transportation in some cases.

- No tuition fee is charged from SC/ST students studying in the Company run schools, whether they are SAIL employees'' wards or non-employees'' wards.

- Free medical health centres for poor have been set up at Bhilai, Durgapur, Rourkela, Bokaro, Burnpur (Gutgutpara) providing free medical consultation, medicines, etc. to the peripheral population mainly comprising of SC/ST and weaker sections of society.

- SAIL Plants have adopted tribal children. They are being provided free education, uniforms, textbooks, stationery, meals, boarding, lodging and medical facilities for their overall growth at residential hostels, such as Saranda Suvan Chhatravas, Gyanodaya Hostel and an exclusive Gyan Jyoti Yojana for nearly extinct Birhor Tribe.

- For Skill Development and better employability, tribal school passouts have been sponsored for coaching in premier institutes for IIT/JEE entrance examinations and for trainings along with monthly stipend, accommodation, transportation and fooding facility at various ITIs, Nursing and other vocational training institutes.

Implementation of Presidential Directives on Reservation for SC/ST

- Liaison Officers have been appointed as per Presidential Directives for due compliance of the Orders and instructions pertaining to reservation for SCs/STs/OBCs at Plants/Units of SAIL.

- SC/ST Cell is functioning in all of the main Plants/Units. A member belonging to SC/ST community is associated in all DPCs/Selection Committees. It is ensured to keep minimum one SC/ST category member on every selection panel. A sufficiently senior level officer of SC/ST category is nominated for the purpose as per the level of the Recruitment Board /Selection Committees/DPC.

- Internal workshops for Liaison Officers for SC/ST/OBC and other dealing officers of SAIL Plants/Units are conducted at regular intervals through an external expert to keep them updated on the reservation policy for SC/ST and other related matters.

- Plants/Units of SAIL have SC/ST Employees'' Welfare Associations which conduct regular meetings with Liaison Officers on implementation of reservation policy & other issues. In addition, an Apex level umbrella body namely SAIL SC/ST Employees Federation also exists in SAIL to represent the issues of SC/ST Employees in a coordinated manner. A meeting with the Federation at the level of Director (Personnel) is organized on a regular basis.

- National Commission for Scheduled Tribes reviewed position of SAIL w.r.t. implementation of reservation policy and CSR schemes in respect of Scheduled Tribes on 2nd February, 20I6 at New Delhi.

Hon''ble Chairperson, Dr. Rameshwar Oraon praised the efforts of SAIL towards rehabilitation of tribals and other schemes of SAIL.

Implementation of Right to Information Act, 2005

Your Company has been occupying a pioneer position in implementation of Right to Information (RTI) Act, 2005 in letter and spirit. The Company has designated Public Information Officers (PIO) / Assistant Public Information Officers and Appellate Authorities and Transparency Officer under Section 5 and Section I9(I) of RTI Act in each Plant and Unit for speedy redressal of the queries received under the Act. The provisions under the Act are being complied with by all the Plants and Units of the Company. All statutory reports including Annual Report are sent to Ministry of Steel, besides uploading on website of the Company- www.sail.co.in. Under Sec.5(5), all the officers/ line managers responsible for providing information to the PIO are called Deemed PIO and are made equally responsible as PIO towards timely providing of information to the applicant.

An exclusive RTI Portal has been developed with link being available on website of the Company. All the Plants/Units of SAIL have listed I7 manuals and details of Authorities under the Act are available on the website of the Company. Quarterly Returns and Annual Returns on implementation of RTI Act are being submitted online through the CIC portal. Implementation of online request has been introduced from Ist May 20I5 onwards. A compilation of Record Retention Policy of various functions of Corporate Office has also been uploaded on the website of the Company. In addition, compilations of important decisions of CIC, DOPT circulars and High Court cases have also been made available on the website of the Company.

Workshops on ''Obligation of Public Authorities under RTI Act, 2005 are being organised at Corporate Office/Plants/Units and a Information Commissioner has been present in most of these programs. Further, awareness programmes on RTI Act are also held at Plants/ Units including Corporate Office on a regular basis.

A total of 3758 applications and 639 appeals were received under RTI Act, during the Financial Year 20I5-I6, all of them have been disposed off within the stipulated time prescribed under the Act. 90 number of cases were taken up with the CIC and all of them were disposed off in favour of the Company.

Citizen Charter

Your Company is totally committed to excellence in public service delivery through good governance, by a laid down process of identifying citizens, our commitment to them in meeting their expectations and our communication to them of our key policies, in order to make the service delivery process more effective.

SAIL''s Citizen Charter has outlined commitment of SAIL towards its stakeholders, thereby empowering them to demand better products and services. The Citizen''s Charter of SAIL may be summarized in four objectives, as given below:

- Ensuring citizen-centric focus across all its processes by adopting Total Quality Management principles for improvement of products and services.

- Ensuring effective citizen communication channels.

- Demonstrating transparency and openness of its business operations by hosting the Citizen''s Charter on the Corporate website.

- Working towards delight of citizens, by fail-safe processes and in case of exigencies leveraging its service recovery processes, like Grievance Redressal, Handling Complaints, etc.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has in place a system of Complaints Committees (under SAIL Conduct, Discipline and Appeal (CDA Rules, I977)) in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 20I3.These Committees have been set up to redress complaints received regarding sexual harassment. All employees of the Company are covered under this Policy.The following is a summary of sexual harassment complaints received and disposed off during the year 20I5-I6:

Number of complaints received : 5

Number of complaints disposed off : 4

E. AWARDS & ACCOLADES WON DURING THE YEAR Company level

- Your Company has won 4 Prime Minister''s Shram Awards (involving 23 employees) for the year 20I4.

- Your Company has won I5 Vishwakarma Rashtriya Puraskar Awards (involving 86 employees) for the performance year 20I3.

- Bhilai Steel Plant (BSP), bagged the Prime Minister''s Trophy for the Best Performing Integrated Steel Plant in the Country for the year 20II-I2, declared in 20I4-I5, for a record IIth time. Chairman, SAIL and Chief Executive Officer, BSP received the trophy from Hon''ble Prime Minister Shri Narendra Modi at Rourkela on Ist April, 20I5.

- Your Company won Dainik Bhaskar India Pride Award 20I5-I6 under Corporate Social Responsibility award category.

- Your Company won CII-ITC Sustainability 20I5 Award for ''Corporate Excellence - Commendation for Significant Achievement'' in recognition of its exemplary performance and contribution in the economic, social and environmental segment.

- Your Company won India Today - MDRA CPSE Best HR Excellence Award - 20I5.

- Your Company was awarded with the prestigious EEPC India National Awards for Engineering Export Excellence as the Star Performer for the year 20I3-I4 in the Basic Iron and Steel - Large Enterprise product group category.

- Town Official Language Implementation Committee (PSU), Delhi under the Chairmanship of SAIL was been adjudged 3rd in Northern Region for commendable performance in implementing the Official Language Policy of the Union during the year 20I4-I5.

- Hindi in-house journal of SAIL ''Ispat Bhasha Bharti'' bagged Shiromani Patrika Puraskar at town level.

- Your Company was conferred with the first award in the I2th National Award for Excellence in Cost Management 20I4 under the category of Public Manufacturing Organization.

- Your Company was awarded India Pride Awards 20I4-I5 for Excellence in Environment Protection and Conservation by Dainik Bhaskar Group.

- Your Company won BT-STAR PSU Award 20I5 for its R&D and innovations in the Category of Maharatna and Navratna PSUs.

Bhilai Steel Plant

- CREDA Energy Efficiency & Innovation Award for the year 20I4-I5 in the category of Integrated Steel Plants under Iron & Steel Sector in August, 20I5 by Chhattisgarh State Renewable Energy Development Agency (CREDA)

- CII Exim Bank Award 20I5 - ''PRIZE'' for exceptional business excellence initiatives.

- Golden Peacock Environment Management Award 20I5 in the category of Steel in July, 20I5.

- NARAKAS, Bhilai-Durg bagged the Rajbhasha Kirti Puraskar in September, 20I5.

- Best Rajbhasha implementation award in Central Region for the third consecutive year in February, 20I6.

- Businessworld HR Excellence Awards 20I5 under award category of "Best Initiative for Connect with Family" in recognition of effective implementation of an Innovative workplace practice "Aap Bhi Janiye".

Durgapur Steel Plant

- Greentech Environment Award - Gold for the year 20I4-I5 by Greentech Foundation, New Delhi in November, 2015.

- CII Exim Bank Award 20I5 - ''Commendation for significant achievement''.

- Greentech Safety Award 20I5 - Certificate of Appreciation in Metal and Mining Sector for the year 2014 in recognition of Safety by Greentech Foundation.

- Greentech HR Award 20I5 (Training Excellence) - Silver organized by Greentech Foundation, New Delhi.

- Ispat Suraksha Puraskar for No Fatal Accident in Rolling Mills during 20I3 & 20I4 by JCSSI.

- Srishti Good Green Governance Award 20I5 - Certificate of Commendation in recognition of Environment for the year 2013-14 organized by Srishti Publications.

Rourkela Steel Plant

- CII National HR Excellence Award 20I5-I6 (Strong commitment to HR Excellence) on 15th February, 2016.

- Ist Prize in ''National Energy Conservation Award 20I5'' in Integrated Steel Plant sector for fiscal year 2014-15.

- 5th Annual Greentech CSR Award 20I5 - Gold Award under the category Metal & Mining organized by Greentech Foundation in November, 20I5.

- CII Exim Bank Award 20I5 - ''Commendation for significant achievement''.

- OTV CSR Award in the Water and Sanitation Category for CSR initiatives in October, 20I5.

Bokaro Steel Plant

- Green-Tech Award - 20I5 to Environment Control Department of BSL from Greentech Foundation.

- CII Exim Bank Award 20I5 - ''Commendation for significant achievement''.

- Greentech HR Award 20I5 (Corporate Category of Training Excellence) - Gold organized by Greentech Foundation.

Alloy Steels Plant

- GreenTech Environment Award 20I5 - Gold in Metal & Mining Sector for outstanding contribution in Environment Management from Greentech Foundation.

- Ispat Suraksha Puraskar 20I5 for No Fatal Accidents for regular employees and contract labour separately.

Salem Steel Plant

- SSP won the Ispat Suraksha Puraskar - 20I6 award under JCSSI for achieving "No Fatal Accident" during the calendar year 20I5 for regular employees and contract labour separately.

- National Sustainability Award (First Prize) for the year 20I4-I5 from the Indian Institute of Metals, Kolkata in Secondary Steel Plants / Alloy Steel Plants category. SSP has achieved this award for the I8th time since inception.

Raw Materials Division

- Barsua Iron Mine bagged Ist Prize in "Installation & Use of Mineral Beneficiation Equipments including Crushing" & 2nd Prize in "Noise, Vibration & other Scientific Studies" in the category of fully Mechanized Mines in I7th Mines Environment and Mineral Conservation Week-20I4-I5 held on I7th May, 20I5 at Puri, Odisha under the aegis of IBM, Bhubaneswar.

- The mines of RMD have won the following prizes in the Annual Safety Week-20I5 celebrations:

- BOM - Ist Prize in Publicity & Propaganda, Ist Prize in Survey & Mining Software, Ist Prize in First Aid Trade Test, Ist Prize in Mechanical Trade Test, 2nd Prize in Illumination, 3rd Prize in General Working.

- GOM - Ist Prize in Mechanical Trade Test, 2nd Prize in Dozer Operator Trade Test, 2nd Prize in Survey & Scientific Study, 2nd Prize in Workshop Facilities, 2nd Prize in Statutory Provision & Compliances, 3rd Prize in Overall Performance, 3rd Prize in Publicity & Propaganda.

- BIM - Ist Prize in Workshop Facilities, Ist Prize in Poster, Ist Prize in Trade Test(Drill), 2nd Prize in Safe Handling of Explosives.

- KIOM - 2nd Prize in Plant & Equipment, 2nd Prize in First Aid Trade Test, 2nd Prize in Trade Test(Drill), 3rd Prize in Survey & Scientific Study, 3rd Prize in GVTC.

- MIOM - Ist Prize in Trade Test(Shovel), 3rd Prize in Safe Handling of Explosives, 3rd Prize in Mechanical Workshop.

Chandrapur Ferro Alloy Plant

- Ispat Suraksha Puraskar under Scheme-II & IV, Group-B (amongst Special Steel Plants) for achieving "No Fatal Accident" involving regular employees and contract labour separately during calendar years 20I3 & 20I4 from JCSSI.

- Ispat Suraksha Puraskar under Scheme II, Group - B (amongst Special Steel Plants) for achieving "NO FATAL ACCIDENT" during calendar years 20I3 & 20I4 from Joint Committee on Safety, Health & Environment in the Steel Industry.

Research & Development Centre for Iron & Steel

- The BT Star PSU for Excellence in Innovation (Tech/R&D) under category Maharatna & Navratna.

- 2nd Prize for "Best IT Practices of Govt. organizations for the citizens/ employees and students" in Digital India Week - 20I5, Ranchi.

F. ENVIROMENT PROTECTION AND CONSERVATION

As a responsible Corporate Citizen, your Company is committed to improve its environmental footprint. With determined efforts, the Company has been able to achieve the best ever environmental performance indicators, during the Financial Year 20I5-I6. In addition, efforts for eco-restoration of mined-out areas, greening of warehouses and other environmental projects have yielded positive results.

Corporate Environmental Vision, Policy and Responsibility

A comprehensive report on "Corporate Environmental Vision, Policy and Responsibility", conceptualised and recommended by the Board Sub Committee on Health, Safety and Environment, has been approved by the Board of Directors in January 20I6. As per the approved report, to achieve the objectives articulated under the strategic action points, Unit- wise action plans are to be prepared and implemented.

Improvement in Environmental Footprints and Operational Efficiency

The Company''s commitment to "comply with applicable environmental regulations and striving to go beyond", results from concerted efforts by the SAIL collective towards environmental stewardship and protection of the environment in and around its operating Units, leading to consistent improvement in the environmental indices over the years, are shown below:

Major Pollution Control facilities installed during the year

- Augmentation of ESPs with Boiler#I, 2 & 5 of the Power Plant-I at BSP.

- Sodium Hypochlorite dosing system at the BOD Plant outlet of DSP for further reduction of cyanide level.

- Cast House De-fuming system at BF#4 at RSP.

- Primary emission control facility with the Converter#5 of SMS-I at RSP.

- Revival of the existing dust extraction and dust suppression system of the Crushing & Screening Plants, both at Dalli (Mech) I/o Mine and Rajhara Mech I/o Mines. Dust Injection (CDI) facility at BF #2 and augmentation of CDI facility with BF-3, at DSP

New Initiatives

a. Use of Weathered LD Slag as Rail track Ballast

The physical properties of weathered LD slag (WLD Slag) meet the specification required for stone ballast for use as rail track ballast. In response to a proposal by the Company, South Eastern Railway (SER) has agreed to conduct field trials at the Bokaro Rail Yard with the weathered LD Slag from Bokaro Steel Plant. Field trials in association with SER has started from June 20I5, at Ispat Nagar Railway Yard, Bokaro. Inspections of the track parameters are being carried out jointly by the representatives of SER and SAIL, on monthly basis, which shall continue for a total period of two years.

b. Use of BF-BOF slag as replacement of natural aggregates (Sand) in IS: 383

Through regular pursuation/follow-ups with the Bureau of Indian Standards (BIS), the relevant IS code (IS: 383) has now been amended (Amendment- III), as a result of which, iron and steel slag can now be utilised as a replacement of sand upto the extent as has been given in the amended IS code.

c. Bio-sequestration of CO2

Job has been assigned to M/s. Tropical Forest Research Institute as the sequestration partner for the project being implemented at Rourkela Steel Plant. The following activities were completed during the Financial Year 20I5 -I6:

- Vegetation survey by laying quadrates in and around RSP and in nearby forests.

- Maintenance of plantation of twelve different selected tree species in the designated site for identification of high carbon sequestering species.

- Submission of Biodiversity report, Soil Organic Carbon report and Soil Characterisation report.

Scheduled completion of the project is by March 20I9.

Use of Renewable Energy

RSP

- I MW Solar Power Plant has been commissioned. The Power Plant is connected with the electrical grid system of the State Electricity Board.

- 6 nos. solar water heating systems have been installed at the Rourkela House and action has been initiated for 90 more such heaters at the Ispat General Hospital.

- Two nos. of 5 KW capacity Solar Power Packs have been installed and installation of another seven nos. at various locations (inside and outside works premises) has been planned.

BSL

- A total of 65 nos. Solar Street Lights have been installed at various locations of the Plant.

Environmental Management System (EMS) linked with ISO- 14001:2004

Implementation of EMS, which is essentially a voluntary initiative, has become an effective tool in your Company towards protection of the environment. It has helped the Plants and the Mines to ensure that their performance remain within the regulatory requirements, and the ISO I400I accredited Units have been able to minimise environmental liabilities, maximize the efficient use of resources, reduce wastes, build awareness of environmental concern among employees, improve environmental performance through more efficient operations and demonstrate a good corporate image.

During the Financial Year 20I5-I6, implementation of EMS-ISO I400I:2004 was completed at the following Plants/Units:

- Alloy Steels Plant, Durgapur

- CMO Warehouse at Durgapur Sustainable Development Projects

Bio-diversity Conservation and CO2 Sequestration at Bolani Ores Mine:

- Ecological restoration of 75 acres of de-graded landscape has been taken up through collaboration with the Delhi University and Ambedkar University, Delhi. During 20I5-I6 (till end of the assigned time period i.e., Oct. 20I5), 65,000 saplings and 5,000 seeds of different native tree species were planted. Also more than 2,500 saplings of fruit yielding trees were planted to enrich the project site.

- Long term maintenance of ecologically restored 250 acres Lime Stone mined out area at Purnapani Lime Stone & Dolomite Quarry is a five year project started in Dec. 20I4 towards sustainability of the restored ecosystems while providing ecological services and goods to the local communities.

Plantation

Extensive afforestation programme has been consistently followed in all the Plants and the Mines over the last few decades. The green belt developed by afforestation adds not only to aesthetic environment but also helps in watershed management, soil protection, erosion control and landslide stabilization. Around 4.67 lakhs saplings were planted in and around SAIL Plants and Mines during the year 20I5-I6, thus bringing to a total of more than 195 lakhs saplings since the initiation of such schemes.

Other Environmental Efforts

- Continuous Emission Monitoring System (CEMS) and Effluent Quality Monitoring System (EQMS) have been installed at all the integrated steel Plants, along with the facility for up-linking of the real time data for onward visibility by the Central Pollution Control Board (CPCB) and the respective State Pollution Control Boards (SPCBs).

- Corporate Sustainability Report, 20I4-I5 has been published as per GRI G4 Guidelines (New Guidelines of GRI) after having been confirmed by GRI to have successfully completed the GRI content index service and receiving the organisational mark of GRI.

- For conducting Environmental Compliance Audit cum Consultancy Service at BSP through an external agency, consultant has been selected during March, 20I6. This effort is first of its kind to be implemented in an integrated steel Plant in India.

- SAIL is empanelled with the Delhi Pollution Control Committee (DPCC) for preparation of adequacy reports for pollution control devices. EMD inspected and prepared Adequacy Reports for four bus depots of Delhi Transport Corporation during the Financial Year 20I5-I6.

G. STRATEGIC INITIATIVES OF THE COMPANY

Your Company has adopted a multi-pronged approach that includes organic growth, brown-field projects, technology leadership through strategic alliances, ensuring raw material security through acquisition and development of new mines, diversifying in allied areas, R&D Master Plan and a Technology Plan. Such a strategy of investing in different areas will mitigate risk and help in maximizing returns.

Over a span of last few years, SAIL has formed Joint Venture companies in different areas viz. power generation, rail transportation, slag cement production, securing supplies of key input raw materials viz. coking coal (from indigenous as well as imported sources), etc. New joint venture in the area of production of specialized products to cater to automotive sector, etc. is being envisaged. The Strategic Initiatives taken by your Company include the following:

Ultra Mega Steel Project in Bastar Distt., Chhattisgarh : With the aim to develop large capacity mega steel projects in the Country, which would help India in achieving the capacity growth of 300 million tonnes of crude steel by 2025-26, Ministry of Steel has evolved a concept of developing Ultra Mega Steel Plants. SAIL is participating for setting up of an Ultra Mega Steel Plant of capacity (3 3) or (4 2) MTPA (million tonnes per annum) in Bastar, Chhattisgarh. An MoU to this effect was signed between SAIL, NMDC, Ministry of Steel and Government of Chhattisgarh in May 20I5 at Dantewada in the presence of Hon''ble Prime Minister. Definitive Agreements amongst the Parties have been signed and action has been initiated for identification of suitable site for the project.

Development of Rail Corridor from Rowghat to Jagdalpur in the State of Chhattisgarh. : With the aim of bringing about greater socio-economic development of the backward areas of Bastar region in Chhattisgarh and to further the industrial progress and mining activities of the region, an MOU was signed amongst SAIL, NMDC, IRCON and Government of Chhattisgarh in May 20I5 for development of a rail corridor from Rowghat to Jagdalpur. The rail corridor with a proposed length of I40 kms would also pass through Narayanpur and Kondangaon in Chhattisgarh. A Shareholders Agreement (SHA) has been signed amongst the Parties in January 20I6 and a joint venture company has been incorporated under the name "Bastar Railway Private Limited". Survey work and feasibility study for Railway line are being undertaken by IRCON.

Automotive steel joint venture in India: SAIL and ArcelorMittal are in discussions for exploring the possibility for setting up an automotive steel manufacturing facility under a Joint Venture (JV) arrangement in India. The two companies signed an MOU on May 22, 20I5 to this effect. The proposed JV will construct a state-of-the-art Cold Rolling Mill (CRM) and other downstream finishing facilities in India which will offer technologically advanced steel products to India''s rapidly growing automotive sector. The input material for the CRM would come from SAIL''s new Hot Strip Mill being set up at Rourkela Steel Plant, with capacity of 3 Million Tonne Per Annum(MTPA). The annual capacity of the CRM is targeted at I.5 MTPA. A task force comprising representatives from both SAIL and ArcelorMittal will be completing a Feasibility Study and Business Model as a part of comprehensive due diligence for the proposed JV.

Business Excellence Initiatives Enterprise Scorecard

Fifth Enterprise Scorecard of SAIL was prepared for the Financial Year 20I5-I6 comprising of 74 Strategic Objectives; I3 in Financial Perspective, 9 in Customer Perspective, 29 in Internal Business Process Perspective and 23 in Organisational Capability Building Perspective. Enterprise Scorecard not only brings integration with Memorandum of Understanding with Government of India and Annual Business Plan of the Company, but also facilitates deployment of the strategy across organisation through Unit Scorecards and individual Scorecards of top three leadership levels.

Excellence Model

Your Company has adopted European Foundation of Quality Management (EFQM) Model which is implemented in India through CII-EXIM Bank Award for Business Excellence. Four Plants of your Company i.e., BSP, DSP, BSL and RSP participated in the process of CII-EXIM Bank Award for Business Excellence 20I5. The highlight of this year is BSP crossing 600 Score and receiving PRIZE. Amongst PSUs, BSP is the second PSU Unit ever to achieve the Prize in 23 years of Award history. All other participating Plants i.e. DSP, RSP & BSL have scores of more than 500 and have received "Commendation Award for Significant Achievement". Further, all the four Plants have exhibited continuous improvement in nine Award criteria.

Total Quality Management (TQM)

Most of Plants/Units of your Company are certified to ISO 9000, ISO I4000, OHSAS I8000 and SA 8000 Management Systems. DSP & BSL have also implemented ISO 50000 (Energy Management System). DSP in addition has also implemented ISO 270000 (Information Security System). Some other Plants/Units have also started implementation of ISO 50000 & ISO 27000. Following Certifications were achieved during 20I5-I6:

- DSP - First SAIL Unit to achieve ISO : 50000 EnMS certification.

- ISO I4000 EMS & OHSAS I8000 at ASP

- ISO: 50000 EnMS at BSL IT Related Initiatives

Your Company, being a progressive and vibrant organization, has always believed in keeping pace with the changing times. The old business models and overall business strategy are being redefined by moving ahead in innovative usage of Information Technology (IT).

With the objective of bringing in efficiency & transparency in operations of the Company, SAIL with its consistent efforts has been able to cover the entire spectrum of business operations under the sphere of Enterprise Resource Planning (ERP). Four Integrated Steel Plants at Bhilai, Durgapur, Bokaro and Rourkela and Central Marketing Organization have already implemented ERP and are reaping its benefits. ERP implementation at 5th Integrated Steel Plant i.e. IISCO Steel Plant at Burnpur and at Corporate Office for data consolidation through integration of data of all Plants/ Units is in progress. A comprehensive ERP Implementation Roadmap has been finalized for ERP implementation at other remaining Plants/Units.

The production data has its roots in the strong foundation of ''Manufacturing Execution Systems'' (MES) which has benefitted the Plants in reducing steel defects, improving order delivery and complete synchronized data for analysis and optimum utilization of mills.

Hospital facility automation with web-based IT interface has been done for streamlining procurement of medicines, viewing of on-line patient medical history, prescription & lab test results.

Continuous efforts are being made for paperless working to promote ''Digital India Initiative''. Systems have been modified for generation of automatic SMS/e-mail facility for employees, customers & suppliers.

Currently, the Company is working on strengthening Network & Communication facilities through Video Conference for reduction in tour & travel expenses.

Corporate Communication

The Corporate communication activities for the year 20I5 -I6 have been centered on strengthening the image of ''Brand SAIL'' wherein your Company employed strategic tools of communication while reaching out to stakeholders.

Your Company participated in a number of high profile events and exhibitions during the year which included; Make in India Summit, Indo African Summit, Indian Maritime Summit, Railway Summit, IITF 20I5, Steel Mart 20I5, Bhopal Vigyan Mela, India Industrial Fair, among others. These events generated business queries from India and abroad, which in future may lead to business opportunities for SAIL.

Media features in national and vernacular publications across India have helped in increasing your Company''s visibility among stakeholders. The prestigious events - "Dedication to the Nation of the modernized & expanded Rourkela and IISCO Steel Plants by Hon''ble PM - Shri Narendra Modi have also accounted for tremendous media coverage for SAIL. Your Company continued to attract attention and interest of international media such as Platts, metal bulletin, etc.

Your Company identified several sponsorship initiatives of various important events to enhance the image of SAIL brand and, association of SAIL brand with worthwhile causes in the interest of national and social development.

Advertisements released by your Company at Plants, Corporate Office and Central Marketing Organization during the year, have a special focus on SAIL''s product portfolio. These advertisements were released in leading publications with high readership and circulation. Similarly radio jingles created by your Company also have a way of connecting deeply with core target audiences both in the rural and urban areas.

The Corporate Communications department also regularly holds internal communication exercises in order to convey thoughts, long term vision & strategy and expectations of the top management to employees present at various locations, down to the last man on the shop floor level. Face to face interactions, video conferences, in house television programmes, newsletters, e-portal, intranet web alerts, essay and slogan competition are some of the internal communication tools that your Company regularly utilizes to convey a message to personnel.

SAIL website has been revamped with a new layout and design-introducing theme based displays on the days of national and international importance. An interactive online ''order booking'' feature engaging with the end user of steel has been added to the SAIL website. Additionally, your Company''s foray into Digital and Social media has received widespread attention during the year. Special efforts have been undertaken to enhance SAIL''s presence on sites such as Facebook, Twitter, Flickr and Slideshare. Other initiatives of communication of your Company during the year have been in line with various ongoing initiatives which include Swacch Bharat Abhiyan, Make in India, and Digital India.

H. VIGILANCE ACTIVITIES

The objective of SAIL Vigilance is to facilitate an environment enabling people to work with integrity, efficiency and in a transparent manner, upholding highest ethical standards for the organization. To achieve this objective, the Vigilance Department carries out preventive, proactive and punitive actions with greater emphasis in the preventive and proactive functions. Following activities were undertaken during the Financial Year 20I5-I6:

- To increase vigilance awareness amongst employees, vigilance awareness sessions and workshops were regularly held at various Plants and Units. A total of I4I workshops involving 2938 participants were organized for enhancing Vigilance Awareness on Whistle Blower Policy, Purchase/Contract procedures, RTI Act, Conduct & Discipline Rules, System and Procedures followed in SAIL, etc.

- Periodic surprise checks including joint checks were conducted regularly in vulnerable areas of the Company. A total of 2765 periodic checks including file scrutiny and joint checks were conducted at different Plants / Units. A saving of approx. Rs.10.12 crores accrued from the preventive vigilance activities mainly on account of these surprise checks.

- Vigilance provides vital inputs to the operating authorities for improving the prevailing systems for bringing about more transparency. Accordingly, eight major System Improvement Projects (SIPs) were undertaken at different Plants/Units of SAIL.

- I3 cases were taken up for Intensive Examination at different Plants / Units. During Intensive Examination, high value procurement / contracts were scrutinized comprehensively and necessary recommendations were forwarded to concerned departments for implementing suggestions for improvement.

- As per the Guidelines of Central Vigilance Commission, Vigilance Awareness Week was observed in all the Plants and Units during the period 26.I0.20I5 to 3I.I0.20I5, on the theme of "Preventive Vigilance as a tool of Good Governance".

- The following three (3) thrust areas were identified by SAIL Vigilance:

i) Scrutiny of files pertaining to high value projects undertaken at various Plants / Units, in line with the Guidelines of Chief Technical Examiner of CVC.

ii) Scrutiny of the contracts awarded on single tender enquiry (proprietary purchase basis) of value more than Rs 5 lakhs

iii) Surveillance in the areas of receipt, sampling & testing of high value raw materials

- Certain vulnerable points were identified in the Plants/Units such as weigh bridges, dispatch and unloading points, entry and exit points for personnel and goods, places of chemical analysis of received materials, etc. To monitor these areas closely, CCTV and allied data recording systems have been installed at these places which would help in curbing illegal activities at the above vulnerable points.

- After incorporating the suggestions of Vigilance amongst others and vetting by SAIL Vigilance, revised Recruitment Policy & Recruitment Manual was issued on I2.05.20I5.

- ''Inspiration- Prerna'', an in-house publication of SAIL Vigilance is being published regularly. The above publication contains case studies, articles from eminent personalities, quiz on policy matters, etc. to enhance awareness of the readers.

Vigil Mechanism

The Company has adopted Vigil Mechanism for conducting the affairs in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity and ethical behaviour. All employees of the Company and Directors on the Board of the Company are covered under this Mechanism. This Mechanism has been established for employees to report concerns about unethical behaviour, actual or suspected fraud or violation of Code of Conduct. It also provides for adequate safeguards against the victimization of employees who avail of the Mechanism and allows direct access to the Chairperson of the Audit Committee in exceptional cases.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As per the SEBI(Listing Obligations and Disclosure Requirements) Regulations, 20I5, Management Discussion and Analysis Report covering the performance and outlook of the Company is attached and forms part of the Annual Report.

AUDITORS'' REPORT

The Statutory Auditors'' Report on the Accounts of the Company for the Financial Year ended 3Ist March, 20I6 along with Management''s replies thereon is placed at Annexure-I. The Comments of Comptroller and Auditor General of India (C&AG) on the accounts of the Company for the Financial Year ended 3Ist March, 20I6 under section I43(6) of the Companies Act, 20I3 and the Managements replies thereto are placed at Annexure-II.

COST AUDITORS

Pursuant to the direction of the Central Government for audit of cost accounts, the Company has appointed M/s. Sanjay Gupta & Associates, New Delhi, M/s. Shome & Banerjee, Kolkata and M/s. R.J. Goel & Co., New Delhi as Cost Auditor(s) for the Financial Year 20I6-I7.

SECRETARIAL AUDITOR''S REPORT

In terms of the provisions of Section 204 of the Companies Act, 20I3, the Board of Directors have appointed M/s. Agarwal S. & Associates, Company Secretaries, as the Secretarial Auditor to conduct Secretarial

Audit of the Company for the Financial Year ended on 3Ist March, 20I6. Secretarial Audit Report is placed at Annexure-III.

With regard to the observation of the Secretarial Auditor that composition of the Board of Directors of the Company was not in compliance with Regulation I7(I) of Securities Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 20I5 (erstwhile Clause 49(II) (A) & (B) of the Listing Agreement) and Clause 3.I.4 of the DPE Guidelines on Corporate Governance for Central Public Enterprises, it is stated that appointment of Independent Directors on the Board of the Company is made by the Company based on nomination by Government of India. The Company has requested Ministry of Steel, Government of India for nomination of requisite number of Independent Directors on its Board.

CORPORATE GOVERNANCE

In terms of SEBI(Listing Obligations and Disclosure Requirements) Regulations, 20I5, a Report on Corporate Governance and Auditors'' Certificate thereon form part of the Annual Report. In terms of the SEBI Regulations, the Board has laid down a Code of Conduct for all Board Members and Senior Management of the Company. The Code of Conduct has been posted on the website of the Company. All the Board Members and Senior Management Personnel have affirmed compliance with the Code.

BUSINESS RESPONSIBILITY REPORT

As per Regulation 34(2)(f) of the SEBI(Listing Obligations and Disclosure Requirements) Regulations, 20I5, the Business Responsibility Report describing the initiatives taken by the Company from Environmental, Social and Governance perspective forms part of the Annual Report.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES

IISCO-Ujjain Pipe and Foundry Company Limited, a wholly owned subsidiary of the erstwhile Indian Iron and Steel Company Limited (IISCO), was ordered to be wound up by BIFR. The Official Liquidator is continuing its liquidation process.

Your Company has four other wholly owned subsidiary Companies namely, SAIL Refractory Company Limited (SRCL), SAIL Jagdishpur Power Plant Limited, SAIL Sindri Projects Limited and Chhattisgarh Mega Steel Limited. SRCL has taken over the Salem Refractory Unit of Burn Standard Company Limited on I6th December, 20II and is operating the same. SAIL Jagdishpur Power Plant Limited, incorporated for setting up of Gas based power Plant at Jagdishpur and SAIL Sindri Projects Limited, incorporated for revival of Sindri Unit of Fertilizer Corporation of India Limited are yet to commence operations pending relevant approvals. Chhattisgarh Mega Steel Limited which was incorporated as a Special Purpose Vehicle for setting up of an Ultra Mega Steel Plant of 6 Million Tonnes per annum as a green field steel project under Joint Venture is yet to commence operation.

The Annual Accounts of the subsidiary Companies and related detailed information shall be made available to the Shareholders of the holding and subsidiary companies, seeking such information at any point of time. Further, the Annual Accounts of the subsidiary companies are available for inspection by any Shareholder in the Registered Office of the Company and of the subsidiary companies concerned during the office hours between II AM to I PM. A hard copy of the details of accounts of subsidiaries shall be furnished to the shareholders on receipt of written request.

CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to provisions of Section I29 (3) of the Companies Act, 20I3, the duly Audited Consolidated Financial Statements are placed at Annexure-IV. The Statutory Auditors'' Report on the Consolidated Financial Statements along with the Management''s replies thereon is placed at Annexure-V. The Comments of Comptroller and Auditor General of India (C&AG) on the Consolidated Financial Statements of the Company for the Financial Year ended 3Ist March, 20I6 and the Management''s replies thereto are placed at Annexure-VI. Further, the statement containing salient features of the financial statements of the subsidiary, joint venture and associate companies in the prescribed Form AOC-I is placed at Annexure -VII.

EXTRACT OF ANNUAL RETURN

The Extract of Annual Return in Form MGT-9 as per the provisions of the Companies Act, 20I3 and Rules prescribed therein is placed at Annexure-VIII.

BOARD MEETINGS

During the year, I2 meetings of the Board of Directors of the Company were held, the details of which are given in the Corporate Governance Report forming part of the Annual Report.

AUDIT COMMITTEE

The Audit Committee of the Board was initially formed by the Company in I998. The Audit Committee has been reconstituted from time to time in terms of the SEBI Regulations and Companies Act, I956/20I3. The minutes of the Audit Committee meetings are circulated to the Board, discussed, and taken note of. The composition and other details pertaining to the Audit Committee are included in the Corporate Governance Report.

INTERNAL FINANCIAL CONTROLS (IFCs) AND ITS ADEQUACY

The Company has well established and documented policies and procedures for ensuring the orderly and efficient conduct of business, including adherence to various policies and procedures for safeguarding its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial disclosures. Further, in order to enable the Statutory Auditors of the Company to report on adequacy of IFCs as per the Companies Act, 20I3, the Company has engaged M/s Grant Thornton India LLP to study the existing framework of IFCs in the Company and suggest improvement thereon and design a suitable framework for IFCs covering Financial Reporting and Operational Controls.

First phase of exercise involving Financial and Financial Reporting Controls including Test of Design and Test of Operating Effectiveness was taken up in Feb, 20I6 and has been successfully completed by the Consultant in March, 20I6. Based on the control gaps emerging from Test of Design and Test of Operating Effectiveness, the Management has initiated the remedial measures.

Similarly, the Operational Control reporting exercise has been taken up in the second phase starting from June, 20I6, which, inter alia, covers review of operational sub areas within the processes viz. Fixed Assets Management, Financial Reporting, Inventory Management, Order to Cash, Procurement to Pay, HR & Payrolls, Project & Capital Expenditure, Cash Management, Production, Shipping & Logistics, Operations and Quality Assurance, Safety, Security and Environment. Based on the control gaps, mitigation plan will be drawn by the respective Plant/Unit for remediation.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section I34(3)(c) of the Companies Act, 20I3, the Directors state that:

(i) in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

(ii) the Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit or loss of the Company for that period;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate Accounting Records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the Annual Accounts on a Going- Concern basis.

(v) the Directors have laid down internal financial control to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

(vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

INDEPENDENT DIRECTORS'' DECLARATION

In terms of section I49(7) of the Companies Act, 20I3, necessary declaration has been given by each Independent Director stating that he/ she meets the criteria of independence as provided in sub-section (6) of Section I49 of the Companies Act, 20I3.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

The details of Loans, Guarantees, Investments given during the Financial Year ended on 3Ist March, 20I6 are given in Annexure-IX in compliance with the provisions of Section I86 of the Companies Act, 20I3 read with Companies (Meetings of Board and its Powers) Rules, 20I4.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN SUB-SECTION (1) OF SECTION 188

All the contracts / arrangements / transactions entered by the Company during the Financial Year 20I5-I6, with the related parties were in the ordinary course of business and on an arm''s length basis. The transactions with the related parties have been disclosed in the financial statements. Therefore, particulars of contracts or arrangements with related parties referred to in Section I88(I) along with the justification for entering into such contract or arrangement in Form AOC-2 do not form part of the Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

In accordance with the provisions of Section I34(3)(m) of the Companies Act, 20I3 read with Rule 8 of the Companies(Accounts) Rules, 20I4, the particulars relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo are given in Annexure-X to this Report.

RISK MANAGEMENT POLICY

Your Company is conscious and sensitive to the challenges posed to its business by the events unfolding in global and domestic business environment including competitors which could give rise to substantive risks. With this in view, the Company has instituted a robust Enterprise Risk Management(ERM) System to help the organization to efficiently manage risk, sustain growth and create value for the stakeholders. The Risk Management Policy of SAIL was approved by the Board in August 2009 and since then the risk management has matured in SAIL. The Policy provides guidance for the management of the business risks across SAIL. It focuses on ensuring that the risks are identified, evaluated and mitigated within a given time frame on a regular basis.

Currently, the architecture of Enterprise Risk Management in SAIL comprises of a well- designed multilayered organization structure, with each Plant/Unit having its perceived Risks which are under the constant monitoring of Risk Owners / Risk Champions who frame and implement the mitigation strategy and take it to its logical conclusion. Risk Management Committee (RMC) of the Plants/Units chaired by the Head of the Plant /Unit, periodically reviews the risks and its mitigation status and reports the same to Chief Risk Officer (CRO) of SAIL.

Due to the changing operational requirements and greater emphasis on ERM outlined in the Companies Act, 20I3 and SEBI Regulations and in accordance with the SEBI Regulations, a SAIL Risk Management Committee (SRMC) has been constituted. SRMC oversees the Risk Management function in SAIL by addressing issues pertaining to the policy formulation as well as evaluation of risk management function to assess its continuing effectiveness. It also assists the Board in framing and monitoring risk management systems for the Company and guiding the Risk Policy. It is a high level committee Chaired by Chairman Audit Committee and has Independent Directors, Functional Directors, and CEOs of some Integrated Plants as its Members.

Key risks at Company level and their mitigation plans have been presented to the Board. These risks along with mitigation plans are continuously reviewed and monitored by Risk Management Committees at Plant/Unit level. Communication is being maintained across the organization regarding Risks and a suitable Risk Response to mitigate the risk.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

SAIL''s social objective is synonymous with Corporate Social Responsibility (CSR). Apart from the business of manufacturing steel, the objective of the Company is to conduct business in ways that produce social, environmental and economic benefits to the communities in which it operates. For any organization, CSR begins by being aware of the impact of its business on society. With the underlying philosophy and a credo to make a meaningful difference in people''s lives, your Company has been structuring and implementing CSR initiatives right from the inception. These efforts have seen the obscure villages, where SAIL Plants are located, turn into large industrial hubs today.

CSR initiatives of your Company have always been undertaken in conformity to the prevalent guiding principles issued by Government like applicable DPE Guidelines, Companies Act, 2013 and Companies(Corporate Social Responsibility Policy) Rules, 20I4. SAIL''s CSR projects are carried out in and around steel townships, mines and far flung locations across the Country in the areas of education, providing medical and health care facilities, village development, access to water facilities, infrastructural development in peripheral rural areas, environment conservation, women empowerment, assistance to people with disabilities, sustainable income generation through self help groups, promotion of sports, art, culture & heritage conservation, etc.

The details of various Corporate Social Responsibility (CSR) initiatives taken by the Company along with the Report on CSR in prescribed format are placed at Annexure-XI. The CSR Policy of the Company is available on SAIL website-www.sail.co.in.

Swachha Bharat Abhiyaan-Swachha Vidhyalaya Abhiyaan: Your Company has been actively participating in the "Swachh Bharat Abhiyan" initiated by the Hon''ble Prime Minister of India. Under the campaign, construction of 672 toilets falling within the periphery of its Plants & Mines in the States of Chhattisgarh, West Bengal, Odisha, Jharkhand, Madhya Pradesh and Tamil Nadu, as allocated to SAIL by Ministry of HRD, were undertaken and completed. Facilities like squatting units, urinals, washbasin and overhead water storage have been provided. Apart from toilet construction, cleanliness campaigns have been undertaken all across the Organisation. Cleanliness drive is going on at various locations including the works premises, awareness campaigns are being run and proper house- keeping is being practiced throughout the Company.

Healthcare: SAIL''s extensive and specialised healthcare infrastructure provided specialized and basic healthcare to 96 lakh people living in the vicinity of its Plants and Units during the period 20II-I6. Surgeries like Cataract and lens implant, cleft lip and palate disorder, polio-leg correction, etc. are conducted. Treatment of hearing impaired, anemia and identification & counseling of Sickle cell & Thalassemia patients, women with gynecological disorders, leprosy & tuberculosis patients is provided free of cost.

In order to deliver quality healthcare at the doorsteps of the needy, regular health camps in various villages on fixed days are being organized for the people living in the periphery of Plants/Units, Mines and far-flung areas. During the year 20I5-I6, more than 3800 Health Camps have been organized benefitting over 97,000 villagers. 36 Mobile Medical Units running in the Plant''s peripheries have benefitted around one lakh villagers at their doorsteps.

24 exclusive Health Centers at Plants are providing free medical care and medicines to around I00,000 poor and needy beneficiaries every year. During 20I5-I6, more than 1.32 lakh villagers have availed free healthcare at these Health Centers.

Education: To develop the society through education, your Company is supporting over I45 schools in the steel townships to provide modern education to more than 55,000 children and is assisting over 636 Government schools in Bhilai and Rourkela with about 75,000 students by providing Mid-day meals in association with Akshya Patra Foundation. 2I Special Schools (Kalyan & Mukul Vidyalayas) are benefitting over 3600 BPL category students at Integrated Steel Plant locations with facilities of free education, mid-day meals, uniform including shoes, text books, stationary items, school bag, water bottles and transportation in some cases. 335 number of Tribal children are getting free Education, Accommodation, Meals & Uniforms, textbooks, etc. at Saranda Suvan Chhatravas, Kiriburu; RTC Residential Public School, Manoharpur; Gyanodaya Chhatravas, BSP School Rajhara, Bhilai; Kalinga Institute of Social Sciences, Bhubaneswar; Gyanjyoti Yojna, Bokaro.

Over 2I00 school students have been awarded annual scholarships in Plant peripheries.

Bokaro Steel Plant has introduced "Gyan JyotiYojana" scheme for providing education and holistic development for the children of Birhor tribe, which is at the verge of extinction. I5 Birhor children were adopted and provided free education along with boarding, lodging, nourishing and wholesome food, clothing, free medical treatment, sports and cultural opportunities in a conducive atmosphere. They are the first Matriculates and I2th pass from their community. Inspired from their achievements, another batch of I5 new Birhor children have been adopted, who are all set to begin their life in new surroundings. For Skill Development and better employability, 9 Matriculate Birhor Boys adopted under Gyan Jyoti Yojana have been sponsored for ITI training in "Welder trade" alongwith stipend of ''2500/- each, accommodation and food facility at Bokaro Pvt. ITI.

Women Empowerment & Sustainable Income Generation:Vocational and specialised skill development training targeted towards sustainable income generation has been provided during the year 20I5-I6 to 947 youths and I785 women of peripheral villages in areas such as Nursing, Physiotherapy, LMV Driving, Computers, Mobile repairing, Welder, Fitter & Electrician Training Improved agriculture, Mushroom cultivation, Goatery, Poultry, Fishery, Piggery, Achar/Pappad/Agarbati/Candle making, Screen printing, Handicrafts, Sericulture, Yarn Weaving, Tailoring, Sewing & embroidery, Gloves, Spices, Towels, Gunny-bags, Low-cost-Sanitary Napkins, Sweet Box, Soap, Smokeless chullah making, etc. These activities are being carried out at various centres located in and around the Plants/Mines locations. Your Company is also instrumental in marketing of the products manufactured at such centres.

Infrastructure Development in Rural Areas: Over 77.84 lakh people across 435 villages have been connected to mainstream by your Company since its inception by constructing and repairing of roads. It has installed over 7907 water sources during last four years thereby enabling easy access to drinking water to over 45.96 lakh people living in far-flung areas.

Environment Conservation: To promote renewable sources of energy, Solar street lights have been installed in rural areas, Solar Lanterns and smokeless chullahs have been distributed among the rural people of Saranda and other locations. Maintenance of parks, water bodies and botanical gardens in its townships and plantation & maintenance of over 3.85 lakh trees at various locations has also been undertaken. Further, your Company has also supported setting up and operation of I00 KW Capacity Solar Power Plant at Jari, Gumla in Jharkhand.

Support to Differently Abled & Senior Citizens: Differently abled children/ people are being supported through provision of equipments like- tricycle, motorized vehicles, calipers, hearing aids, artificial limbs, etc.Your Company supports various schemes and centers at Plants like "Sneh Sampada", "Prayas"and ''Muskaan" at Bhilai, "Schools for blind, deaf & mentally challenged children" and Home and Hope" at Rourkela, "Ashalata Viklang Kendra" at Bokaro, various programs like "Handicapped Oriented Education Program" and "Durgpaur Handicapped Happy Home" at Durgapur, "Cheshire Home" at Burnpur. Support has also been provided to NGOs like TAMANNA, DEEPALAYA, etc. Old age homes are being supported at different Plant townships like "Siyan Sadan" at Bhilai, Acharya Dham and Badshah at Durgapur, etc. Besides, your Company has also adopted, developed and is maintaining a Lepers Colony at Kajora through Durgapur Steel Plant wherein all the social and infrastructure facilities have been maintained.

Sports, Art & Culture and Heritage Conservation: SAIL is regularly organizing inter-village sports tournaments, extending support to major national sports events & tournaments. Also, supporting and coaching aspiring sportsmen and women through its residential sports academies at Bokaro (football), Rourkela (Hockey) - with world class astro-turf ground, Bhilai (Athletics for boys), Durgapur (Athletics for girls) and Kiriburu, Jharkhand (Archery). Musical Instruments were distributed in 6 Peripheral Villages of Gua (Lipunga, Thakura, Guasai, Baihatu, Jojogutu & Rajabera) to improve the Tribal Culture in Villages. Cultural events like Chhattisgarh Lok Kala Mahotsav, Gramin Lokotsav are organised every year. Conservation and maintenance of National heritage sites such as 5 monuments in the Lodhi Garden at New Delhi, "Ved-vyas" of Mahabharat fame historical site in Rourkela, etc. are supported by your Company.

Disaster Relief: SAIL, as a responsible corporate citizen, supported the rehabilitation initiatives for the people affected by Natural Calamities, like flood ravaged in Jammu & Kashmir, Phylin cyclone in Odisha, Flash Floods in Uttarakhand, etc.

Saranda Forest Development: In an effort to bring the marginalized masses of the remote forest areas to the mainstream of development, your Company in association with Government of Jharkhand and Ministry of Rural Development, Government of India actively participated in the development process of Saranda forest, Jharkhand. SAIL provided ambulances, 7000 each of bicycles, transistors, solar lanterns and established an Integrated Development Centre (IDC) at Digha village in Saranda forest. IDC comprises of facilities like Bank, Panchayat Office, Ration shop, Telecom office, Anganwadi Centre, Meeting room, etc. for the local populace.

Model Steel Villages: In order to bridge the gap between rural and urban areas and to provide comprehensive development of both physical and social infrastructure, 79 villages were identified as "Model Steel Villages"(MSV) across the Country (in eight States). The developmental activities undertaken in these villages include medical & health services, education, roads & connectivity, sanitation, community centers, livelihood generation, sports facilities, etc. The facilities developed at these MSVs are being run and maintained regularly.

SAIL''s efforts as a responsible corporate citizen in Nation building have been recognized by various organizations in the form of awards and accolades during the year such as Dainik Bhaskar India Pride Award for CSR ''Greentech Gold Award for CSR-20I5'' for Durgapur and Rourkela Steel Plants, etc.

GENERAL DISCLOSURES

i. During the year, the Company has not accepted any deposits under the Companies Act, 20I3.

ii. No significant or material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and Company''s operations in future. However, attention of Members is drawn to the statement on contingent liabilities in notes forming part of the Financial Statements.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

- Shri C.S. Verma ceased to be Chairman of the Company w.e.f. I0th June, 20I5(A/N).

- Shri Rakesh Singh, Secretary to the Government of India, Ministry of Steel assumed Additional Charge as Chairman of the Company from IIth June, 20I5 to 30th September, 20I5(A/N).

- Dr. Anup K. Pujari, Secretary to the Government of India, Ministry of MSME assumed Additional Charge as Chairman of the Company from Ist October, 20I5 to I0th December, 20I5 (F/N).

- Shri P.K. Singh, has been appointed as Chairman of the Company w.e.f. I0.I2.20I5(F/N).

- Shri T.S. Suresh ceased to be Director of the Company w.e.f. 3I.05.20I5(A/N).

- Shri P.K. Das, Prof. Ashok Gupta, Shri Parmod Bindal and Mrs. Anshu Vaish have been appointed as Independent Directors w.e.f. I8.II.20I5.

- Dr. N. Mohapatra has been appointed as Director w.e.f. 27.II.20I5 (F/N).

- Shri G. Vishwakarma has been appointed as Director w.e.f. 3I.I2.20I5(F/N).

- Shri S.S. Mohanty ceased to be Director w.e.f. 30.06.20I6(A/N).

- Shri Raman has been appointed as Director w.e.f. 0I.07.20I6(F/N).

- Dr. Atmanand and Shri J.M. Mauskar, Independent Directors have ceased to be Directors w.e.f. I8th July, 20I6 on completion of their tenure.

- Government of India has extended the tenure of Shri A.K. Chaudhary, Director (Finance) beyond 3Ist August, 20I6 till 3Ist December, 2020 i.e. the date of his superannuation or until further orders, whichever is the earliest.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation for the support and value contributed by every member of the SAIL family. The Directors are thankful to the State Governments, Electricity Boards, Railways, Banks, Suppliers, Customers and Investors for their continued co-operation. The Directors also wish to acknowledge the continued support and guidance received from the different wings of the Government of India, particularly from the Ministry of Steel.



For and on behalf of the Board of Directors

(P.K. Singh)

Chairman

Place: New Delhi

Dated: 11th August, 20I6


Mar 31, 2015

To, The Members,

The Directors have the pleasure of presenting the 43rd Annual Report of the Company together with Audited Accounts for the Financial Year ended 31st March, 2015.

A. FINANCIAL REVIEW

Your Company achieved a turnover of Rs.50,627 crore during 2014-15, which is lower by 2% over previous year, mainly on account of lower sales volume. The steel prices which were at a high in the beginning of Financial Year 2014-15, started falling gradually every month from September''2014 onwards. Towards the end of the Financial Year 2014-15, the steel prices reached at the lowest for the Financial Year. The Profit After Tax of your Company for the Financial Year was Rs.2,093 crore as compared to Rs.2,616 crore in the previous Financial Year, which included the one time receipt of Rs.1,056 crore from M/s. Vale Australia Pty Ltd.

The net profit of your Company for the year 2014-15 has been negatively impacted on account of stagnant saleable steel production and lower sales volume of saleable steel, higher salaries & wages, higher stores & spares expenditure, higher repairs & maintenance expenditure, increase in royalty on iron ore, increase in purchased power rate, higher usage of imported coal in the blend due to lower availability of indigenous coal, higher interest charges, higher depreciation due to capitalization of new facilities and reduction in interest earning on term deposits. The Management has taken various cost reduction measures like reduction in usage of external BF Coke, lower coke rate & energy consumption, higher CDI usage, etc. to offset the impact of adverse factors.

Your Company continued its thrust on optimum utilisation of funds by better fund management. This included replacement of high cost short term loans with low cost debts, timely repayment of loans including interest, strategic parking of surplus funds with scheduled banks, actions for future fund raising etc. to meet the growth objectives. Further, the Company hedged the foreign currency risk on Buyer''s Credit and repayment of External Commercial Borrowings depending on market conditions. The Company had liquid assets of Rs. 2,000 crore as on 31st March, 2015 invested in short term deposits with scheduled banks against borrowings of Rs. 29,898 crore as on 31st March 2015. The debt equity ratio of the company increased to 0.69:1 as on 31st March 2015 from 0.59:1 as on 31st March 2014 mainly on account of increase in borrowings during the year. The net worth of company improved from Rs. 42,666 crore as on 31st March 2014 to Rs. 43,505 crore as on 31st March 2015 and this helped in generation of internal resources for funding expansion plans of SAIL. During the Financial Year 2014-15, the capital expenditure incurred was Rs. 6,840 crore.

The Company paid interim dividend @ 17.5% of the paid-up equity share capital during the year. The Board of Directors has further recommended a final dividend @ 2.5% subject to approval of shareholders, thus making the total dividend @ 20% of the paid up equity share capital for the Financial Year 2014-15.

Credit Rating:

M/s India Ratings & Research Pvt. Ltd. and M/s CARE, RBI approved credit rating agencies, maintained ''AAA'' ratings indicating the highest safety, for SAIL''s long term-borrowing programme. The international borrowings programme of the Company has been rated at ''BBB-'' by M/s. FITCH Ratings.

B. OPERATIONS REVIEW

Production Review

Financial Year 2014-15 witnessed several landmark achievements in the ongoing Modernisation and Expansion Plan of the Company. Your Company achieved its highest ever Hot Metal production of 15.4 Million Tonne (MT) surpassing its previous best of 15.2 MT achieved in 2007-08. This was a result of series of ongoing projects getting either commissioned or stabilized during the year towards achievement of their envisaged capacity. Each and every Integrated Steel Plant of SAIL has achieved a breakthrough in operationalizing new units as stated below:

- Bhilai Steel Plant has stabilised performance of the new Sinter Machine in SP-3 and new Coke Oven Battery-11 and has started trials in the new Rail Welding Plant which is a part of Universal Rail Mill.

- At Durgapur Steel Plant, the new Bloom cum Round Caster has started trial production from Feb 2015 and is expected to stabilize soon.

- At Rourkela Steel Plant, new Converter-C was commissioned and has been stabilized with maximum of 21 heats. Similarly, the new Caster has also been ramped up achieving a production level of 28 casts in a single day on 19/09/2014.

- At Bokaro Steel Plant, new CRM-III has begun trials and will ramp up production after commissioning of auxiliaries.

- At IISCO Steel Plant, Burnpur, new BF-5, new SMS (currently

operating with 2 Converters and 2 Casters) and new Bar Mill have been commissioned and operation of Wire Rod Mill has been stabilised.

Your Company achieved an all time best performance in case of Continuously-Cast (CC) Steel and Sinter production, with a production of 10.3 MT & 20.7 MT and a growth of 6% &11% over last year respectively. The Company also registered an improvement in its Crude Steel production volume, registering a growth of 2% over last year.

Your Company''s various initiatives to reduce environmental footprint and enhance operational efficiency have led to a significant improvement in environmental parameters as well as in Techno-economic efficiency. This has enabled the Company to produce steel in a greener and more environmental friendly manner than ever before. SAIL Plants recorded the best ever Sp. Energy Consumption of 6.52 Gcal/Tonne of Crude Steel (tcs), an improvement of 1% over 2013-14. This was achieved, as a result of higher volume of crude steel being produced through energy efficient CC route (up by 6% over 2013-14). In addition, SAIL achieved the lowest ever Particulate Matter (PM) Emission Load (0.83 kg/tcs), Specific Water Consumption (3.66 m3/tcs) and Specific Effluent discharge (2.16 m3/Tonne of Saleable Steel (tss)). SAIL Plants have also reduced their CO2 Emission levels to 2.65 T/tcs which is their lowest ever emission, showing significant improvement over earlier years.

Your Company is proud to be a part of India''s ''Make in India'' initiative, wherein the Country''s first indigenously built warship named INS Kamorta, an anti-submarine warfare corvette, was built with special grade high-tensile (DMR249A) steel produced by Bhilai Steel Plant. The ship was handed over to the Indian Navy by Garden Reach Shipbuilders & Engineers Limited in the month of July''14.

Maintaining this fervor for continuous improvement, your Company has developed several new products during the year, further enhancing its extensive product portfolio. To satisfy the requirements for manufacturing of bullet proof vehicles for Indian Army, three heats of Armor quality steel were made at Alloy Steels Plant and 8 slabs were processed through Hot Strip Mill and Special Plates Plant at RSP to be dispatched to Vehicle Factory, Jabalpur. The hardness achieved was 490-520 BHN and it satisfied the specification of CQA M (47) or equivalent for protection from AK-47 from a distance of 10 meters.

With the recent amendment of IS 1786 in 2012, two new grades of seismic resistant rebars, namely Fe-415S and Fe-500S with a minimum UTS/YS ratio of 1.25 were added. To keep pace with this development, SAIL took up the challenge to be the first producer in India for development of IS 1786 S grade in line with international specifications like ISO 6935-2, ASTM A706, etc. Accordingly, process technology for production of Fe-415S and Fe 500S grades were established.

In addition, Research & Development Centre for Iron & Steel (RDCIS) and Plants have developed a new standard IS 15962: 2012 on ''Structural Steels for Buildings and Structures with improved Seismic Resistance'' in line with ISO 24314 and JIS G 3136. No Indian specification existed earlier for seismic resistant steel structures and plates. With these aforementioned initiatives, SAIL is planning to launch seismic grade plates, structurals and TMT rebars in 2015-16 which will make SAIL the "First Producer" of these grades in India.

Several initiatives have been undertaken for implementation of the ambitious R&D Master Plan of SAIL, initiated under three broad categories namely, Centre of Excellence Projects (CoE), High Impact Projects (HIP) and Technology Missions (TM) Projects.

Some of the assignments in these projects involving in-house process innovation / modifications / trials have been completed. Other assignments are in various stages of implementation. The implementation of R&D Master Plan and increased thrust on R&D activities across SAIL Plants/ Units has led to a significant increase in R&D expenditure from Rs.100 crores in 2013-14 to Rs. 264 crores in 2014-15 and the R&D expenditure as percentage of turnover (net of excise) has increased from 0.24 in 2013-14 to 0.58 in 2014-15.

Under CoE Projects, the average campaign life of steel ladle in SMS-2, BSL has increased from 80 to 101 heats, also achieving a maximum life of 123 heats. In addition, an RFID based ladle tracking system is being implemented in SMS-2, BSL and improved quality fused Alumina based Alumina-Magnesia-Carbon bricks have been developed for bottom impact pad of steel ladle giving an average life of 50 heats with a possibility of maximum of 62 heats. RDCIS has also undertaken a new CoE project for development of high strength nano steels for which a MoU with Indian Institute of Science, Bangalore has been signed.

Under High Impact Projects, lab experiments for slime beneficiation at Barsua Mines have been completed and order placement on turnkey basis is in progress. For use of air cooled BF slag for road making, laboratory investigations with different compositions using slag, local soil and moorum from BSP were carried out at Central Road Research Institute. Based on encouraging results, pilot construction of rigid pavement has been initiated at RDCIS as a separate project.

Adoption of technologies for thin strip casting and CRGO steel production has been envisaged under TM-1 & TM-2 Projects. Discussions regarding modalities of technology transfer by the technology vendors are under advanced stages. Working and licensing agreement with the vendors are being worked out.

Under TM-2, one heat of CRGO steel was made at RSP as per the process prepared jointly by RDCIS and RSP. Rolling of two slabs was taken up in HSM. Detailed metallurgical characterization of Hot Rolled (HR) Coils was taken up at RDCIS. Samples of HR coils were annealed and their characterization is in progress at RDCIS. A MOU has been signed between RDCIS and Mishra Dhatu Nigam Limited (MIDHANI) for development of CRGO steel at MIDHANI.

Under TM-3 Project on Carbon sequestration through afforestation, M/s Tropical Forest Research Institute (TFRI), Jabalpur, M.P. have been appointed to act as Carbon Sequestration Service Provider. TFRI has carried out base period measurement of 200 samples of soil for organic carbon content. Plantation of 12 different species of trees in 10 acres for pilot study on carbon sequestration has been completed and monitoring of growth of the plants is under progress.

Power

Average power requirement of SAIL Plants during the year was 1140 MW. This had increased by 60 MW from the previous year due to commissioning of expansion facilities at RSP and ISP. Captive Power Plants supplied about 61% of the total power requirement and balance 39% was purchased from outside, mainly grid utilities. With an aim to reduce cost, about 42 Million Units of cheaper power available in the power exchange were purchased which contributed to substantial cost savings. This practice of purchasing cheaper power from power exchange will be continued and increasing the quantity of such power will be targeted.

The practice of gainful utilization of surplus captive power available at one Plant by wheeling to another Plant was continued during the year. DSP and RSP received wheeled power from Bhilai for the first time, whereas wheeling to VISL was also continued. About 134 Million Units of power were wheeled from Bhilai to other Plants to replace costlier grid power and thereby resulting in substantial cost savings.

The Company is in the process of upgrading Transmission & Distribution (T&D) facilities inside its Plants to facilitate handling of higher quantum of power requirement after ongoing expansion and improve the reliability of power supply. While power system at RSP, ISP, DSP, SSP and BSP have already been upgraded to higher voltages (220/230 KV), such up-gradation to 220 KV is nearing completion at BSL and CFP. Besides improving reliability of power supply, such arrangement will also help in reducing power cost as power tariff for some utilities is lower at high voltages.

The Company is also in the process of augmenting its captive power generation capacity by installing new Captive Power Plants as part of its ongoing expansion and also through joint venture company with NTPC namely NTPC SAIL Power Company Private Limited (NSPCL). While, new power generation facilities of 146 MW capacities have already been added during the year, another 70 MW is expected during next year. Besides this, proposal for installation of 370 MW capacity through NSPCL is in advanced stage.

As part of its commitment towards encouraging usage of renewable sources, the Company has initiated proposals for installation of 200 MW capacity Renewable energy projects during the period 2015-19. Out of this, proposal for installation of 15 MW capacity small hydel plant at Mandira Dam, Rourkela is in advanced stage and Installation of 1 MW capacity grid interactive Solar PV plant at RSP is under progress.

Raw Materials

During the Financial Year 2014-15, total requirement of iron ore was met from captive sources. The Company''s captive iron ore mines produced about 23.18 million tonnes (MT). However, in case of coking coal, around 14% requirement was met from indigenous sources (Coal India Limited & captive sources) and balance through imports (12.87 MT). During 2014-15, production from captive collieries of the Company was about 0.65 million tonnes, out of which 0.44 million tonnes was raw coking coal and balance 0.21 million tonnes of non coking coal. In case of fluxes, around 1.11 million tonnes of Limestone and 0.97 million tonnes of Dolomite were produced, totaling to 2.08 million tonnes of fluxes from captive sources. For thermal coal, your Company depends entirely on purchases from Coal India Limited (CIL) except small quantity produced from captive mines.

During 2014-15, at a time when consequent to a decision of the Apex Court of the Country, mining activities came to a grinding halt across the Country affecting some of the mines of the Company also, SAIL could manage its steel production level without disruption by ramping up production from its operating mines at a short notice. Most of the steel makers who have got access to captive sources had to still import iron ore. This is a sign of our intrinsic strength in regulation of operations as per the statute as well as in meeting crisis/challenges.

In order to expedite capacity expansion projects of mines, following environment and forest clearance have been obtained during 2014-15:

-Stage-II Forestry Clearance for diversion of 274.6916 Ha of forest land in Duargaiburu Lease-I of Gua mines.

-Environment Clearance for capacity expansion of Kiriburu- Meghahatuburu mines to 16 MTPA ROM capacity.

-Stage-II Forestry Clearance for diversion of 644.26 Ha of forest land in Lease-I of Kiriburu-Meghahatuburu mines.

-Stage-II Forestry Clearance for balance area of 262.95 Ha and for safety Zone area of 5.1 Sq. Mile lease of Bolani Iron Ore Mine.

-Stage-I Forestry Clearance with working permission for diversion of 77.94 Ha of forest land in ML-162 lease of Barsua mines.

-Environment Clearance for capacity expansion of Mahamaya- Dulki iron ore mine to 1.46 MTPA capacity.

With execution of lease deeds for Barsua and Bolani mines, lease period of ML-130 lease of Barsua-Kalta mine and 5.1 Sq Mile lease of Bolani mine has now been renewed till January, 2030 and April, 2030 respectively.

In view of promulgation of MMDR Ordinance, 2015 and subsequent Order of the Ministry of Mines, Government of India dated 6th February, 2015 regarding extension of lease period for Government Companies till 31st March, 2020, Jharkhand State Government vide Order dated 18th March, 2015 has extended the lease renewal period of SAIL''s seven Iron Ore leases and four Flux leases till 31st March, 2020. Subsequently, vide Order dated 26th March, 2015, Government of Odisha has also extended the lease renewal period of ML-162 lease of Barsua mines to 31st March, 2020.

Ministry of Mines, vide Notification dated 16th February, 2015 has notified SAIL along with 4 other PSUs for the purposes of carrying out exploration under second proviso to sub-section (1) of Section 4 of MMDR Act.

Under notified Coal Blocks for allotment to Government Companies, Sitanala Coking Coal Block was allotted to SAIL and the Agreement in this regard with the Nominated Authority was signed on 30th March, 2015.

For allotment of new coking coal and thermal coal blocks efforts are being made for obtaining allotment of coal blocks under Government dispensation route.

Sales & Marketing

In-spite of the challenging market conditions, your Company achieved a total sales volume of 11.8 million tonnes during the Financial Year 2014-15. With regard to Dealer Sales, the best ever sales of 0.63 million tonnes was achieved during the Financial Year 2014-15, thereby, registering a growth of 2% over previous best of 0.62 million tonnes in Financial Year 2013-14. Similarly, in case of Alloy & Stainless Steel, the best ever sales of 0.25 million tonnes was achieved in 2014-15 which recorded a growth of 18% over previous year.

Your Company had an export booking of 0.591 million tonnes, which was a significant growth over the previous year. Exports to neighbouring markets, however, increased at a faster pace of 15% over the previous year. The Company exported Plates to Brazil for the 1st time and a prestigious export order of Stainless Steel Cold Rolled Coils for French Mint was executed successfully.

During the Financial Year 2014-15, 532 new SAIL Dealers were appointed. With this, total number of SAIL dealers stood at 2711 as on 1st April, 2015.

Public Procurement Policy for Micro and Small Enterprises

As required by the Public Procurement Policy of the Government of India, the information on procurement from Micro & Small Enterprises during 2014-15 and 2013-14 is given below:

(Rs. Crore)

Particulars 2014-15 2013-14

Total Amount of Procurement 3372.98 3862.69

Total Procurement from MSE 737.60 789.64

%age Procurement from MSE 21.87 20.44

C. GROWTH PLAN AND MODERNISATION & EXPANSION PROGRAMME

Growth Plan

To maintain its current dominance in the domestic market and to meet the future challenges, your Company is working on a long term strategic plan ''Vision 2025'', which will steer the Company towards a target of 50 million tonnes of Hot Metal capacity, thereby meeting the strategic objectives of achieving leadership in Indian Steel sector and a position amongst the top Steel companies globally. The growth plan, besides targeting higher production, also addresses the need for eliminating technological obsolescence, achieving energy savings, enriching product-mix, reducing pollution, developing mines and collieries, introducing customer centric processes and developing matching infrastructure facilities.

Modernisation & Expansion Programme

Your Company is in the last leg of implementation of the ongoing Modernisation & Expansion Programme (MEP). SAIL has added about 5.5 million tonnes per annum of Hot Metal capacity by 2014- 15 and will achieve the envisaged Hot Metal capacity of 23.5 million tonnes per annum in the Financial Year 2015-16.

During the Financial Year 2014-15, the Company has achieved many milestones in the ongoing MEP. At Rourkela Steel Plant, all new facilities under the integrated process route of BF-BOF-Caster- Plate Mill have been made operational and Hon''ble Prime Minister of India dedicated Modernized & Expanded Rourkela Steel Plant to the Nation on 1st April, 2015. At IISCO Steel Plant, Burnpur, with the completion of India''s largest Blast Furnace, all facilities under the integrated process route have become operational. On 10th May, 2015, Hon''ble Prime Minister of India dedicated to the Nation, the Modernized and Expanded IISCO Steel Plant. At Bokaro Steel Plant, the major facility i.e. the new 1.2 MTPA Cold Rolling Mill has become operational. At Durgapur Steel Plant, all major facilities like Coke Oven Battery No. 2, Ladle Furnace, Lime & Dolomite Plant and Bloom cum Round Caster become operational. At Bhilai Steel Plant, facilities like 2nd Sinter Machine in SP-3 and Coke Oven Battery -11 have become operational.

A capital expenditure of Rs.6,840 crore has been incurred during Financial Year 2014-15 and capex planned for 2015-16 is Rs.7,500 crore.

Besides the Modernisation & Expansion Programme, the Company regularly undertakes various Addition, Modification & Replacement (AMR) Schemes at its Plants, the details of which are given in the Management Discussion & Analysis (MD&A) Report.

D. HUMAN RESOURCE MANAGEMENT REVIEW

Your Company recognizes contribution of its Human Resources (HR) in providing it the competitive advantage. The Company has achieved its present level of excellence through investment in its human resource, whose skill and knowledge constitute the basis of every initiative – be it technology or innovation. Developing skills and capabilities of employees to improve manpower utilization and labour productivity is the key thrust area of Human Resource Management (HRM) in the Company.

Your Company provides an environment conducive for learning, encourages adoption of best practices in every area and nurtures creativity and innovation among employees. HR initiatives in SAIL are focused on developing team spirit, employee empowerment and their involvement in various improvement activities. Strategic alignment of Human Resource Management to business priorities and objectives has facilitated smooth transition to state-of-the-art technology in the Modernization and Expansion Projects.

Enhanced Productivity with Rationalized Manpower

Your Company achieved the Labour Productivity (LP) of 302 TCS/Man/Year in 2014-15. The manpower strength of the Company was 93,352 nos. (as on 31.03.2015) with manpower rationalization of 4,545 nos. achieved during the year. The enhanced productivity with rationalized manpower could be achieved as a result of judicious recruitments, building competencies and infusing a sense of commitment and passion among employees to go beyond and excel. Trend of enhanced productivity and manpower rationalization since 2004-05 onwards is depicted below:

Developing Employee Capabilities & Competencies

Your Company believes that training facilitates the development of employee''s knowledge and skills so that the resultant growth of competence contributes towards attainment of organisation''s goals and objectives. SAIL has been making sustained efforts through various training and development activities with focus on preservation, transfer and improvement of skills, knowledge, technology in collaboration with reputed organizations and development of effective managerial competencies in association with premier institutes.

Preparing employees for tomorrow, for effectively taking up challenges and discharging new roles and responsibilities was given a major thrust. Overall, 45,124 employees were trained against target of 40,003 employees during the year on various contemporary technical and managerial modules.

Harmonious Employee Relations

Your Company has maintained its glorious tradition of building and maintaining a conducive and fulfilling employee relations environment. The healthy practice of sorting out and settling issues through discussions with trade unions/ workers'' representatives enabled the Company in ensuring workers'' participation at different levels and establishing a peaceful IR climate. Some of the bipartite forums are functioning since early seventies and are sufficiently empowered to address different issues related to wage, safety, and welfare of workers, arising from time to time thus helping in establishing a conducive work environment.

Bipartite forums like National Joint Committee for Steel Industry (NJCS), Joint Committee on Safety, Health & Environment in Steel Industry (JCSSI), etc. with representation from major central trade unions as well as representative unions of Plants/ Units meet on a periodic basis and jointly evolve recommendations/ action plans for ensuring a safe & harmonious work culture which gets substantiated from the harmonious Industrial Relations enjoyed over the years by SAIL Plants/ Units, marked with diverse work culture at multiple locations. The 9th NJCS agreement was finalised and signed on 1st July, 2014 which resulted in pay revision of non executive employees w.e.f. 1st January, 2012.

In addition, Quality Circles, Suggestion schemes, Shop Improvement workshops also offer multiple avenues for enhanced workers'' participation. Workers are also kept abreast of strategic business decisions and their views are sought thereon through structured /interactive workshops.

Communication with employees at various levels on a wide range of issues impacting the Company''s performance as well as those related to employees'' welfare is done in a structured manner across the Company. Mass communication campaigns are undertaken at the level of Chief Executive Officer(s) /Senior Officers of the Plants involving structured discussion with large group of employees. These interactive sessions help employees to align their working with the goals and objectives of the Company, leading to not only higher production and productivity but also enhance the sense of belongingness to the employees.

Grievance Redressal Mechanism

Effective internal grievances redressal machinery has been evolved and established in SAIL Plants and Units, separately for Executives and Non-executives. Joint grievance committees have been set up at Plants/ Units level for effective redressal of grievances.

SAIL Plants/ Units are maintaining 3 stage grievance handling system and employees are given an opportunity at every stage to raise grievances relating to wage irregularities, working conditions, work assignments, welfare amenities, etc. Majority of grievances are redressed informally in view of the participative nature of environment existing in the Steel Plants. The system is comprehensive, simple and flexible and has proved effective in promoting harmonious relationship between employees and the Management.

Against 14 staff grievances pending at the start of the year (i.e. as on 1.4.2014) and 696 staff grievances received during the year, your Company disposed 703 staff grievances during 2014-15 achieving 99.01% fulfillment.

Remuneration Policy

In SAIL, pay and other benefits for Executives are based on the Presidential Directives issued by Ministry of Steel, Government of India. The last pay revision effective from 01/01/2007 was done in accordance with Presidential Directives dated 05/10/2009. As per this, variable pay in the form of Performance Related Pay (PRP) has been introduced for Executives. The PRP is based on the performance/profitability of the Company as well as individual performance rating which is aligned to the organization objectives. In case of Non-executive employees, the salaries and wages are finalized / revised in bipartite forum of National Joint Committee for Steel Industry (NJCS). The last NJCS Agreement was finalized and signed on 01.07.2014, which resulted in pay revision of non- executive employees w.e.f. 01.01.2012. In terms of notification issued by the Government of India, the provisions of section 197 of the Companies Act, 2013 are not applicable to Government Companies. As such, the disclosures to be made in the Board''s Report on the remuneration of Directors and other prescribed details are not included in this Report.

Initiatives for Socio-economic Development of SCs /STs & Other Weaker Sections of the Society

Your Company follows Presidential Directives on Reservation of posts for Scheduled Castes and Scheduled Tribes in the matter of recruitments & promotions. As on 31st March 2015, out of total manpower of 93352, around 16.18% belong to SC category and 13.98% belong to ST category.

SAIL Plants and Units including Mines are situated in economically backward regions of the Country with predominant SC/ST population. Therefore, SAIL has contributed to the overall development of civic, medical, educational and other facilities in these regions. Some of the contributions are:

-Recruitment of non-executive employees, who comprise around 85% of the total employees, are carried out mainly on regional level and hence a large number of SCs/STs and other weaker sections of the society get the benefit of employment in SAIL.

-Establishment of SAIL Steel Plants in economically backward areas has given a fillip to the economic activities thus benefiting the support population providing different types of services.

-Over the years, a large group of ancillary industries have developed in the vicinity of Steel Plants. This has created opportunities for local unemployed persons for jobs and development of entrepreneurship.

-For jobs of temporary & intermittent nature, generally contractors deploy workmen from the local areas, which again provide an opportunity for employment of local candidates of economically weaker sections.

-Steel Townships developed by SAIL have the best of medical, education and civic facilities and are like an oasis for the local Scheduled Castes, Scheduled Tribes and other population who share the fruits of prosperity along with SAIL employees.

-SAIL has also undertaken several initiatives for the socio- economic development of SCs/STs and other weaker sections of the society, such as:

- Special Schools have been started exclusively for poor, underprivileged children at the five Integrated Steel Plant locations. The facilities provided include free education, mid-day meals, uniforms including shoes, text books, stationary items, school bags, water bottles and transportation in some cases. The schools now provide education to more than 1600 children.

- SAIL Plants have adopted 15 children from nearly extinct Birhor Tribe. They are being provided free education, boarding, lodging and medical facilities for their overall growth.

- No tuition fee is charged from SC/ST students studying in the Company run schools, whether they are SAIL employees'' wards or non-employees'' wards.

- Free medical health centers for poor have been set up at Bhilai, Durgapur, Rourkela and Bokaro for providing free medical consultation, medicines, etc. to the peripheral population mainly comprising of SC/ST and economically weaker sections of society.

- Villagers are given free treatment- outdoor and indoor -in the hospitals of SAIL Mines at Kiriburu, Gua and Chiria when recommended by Manki/ Munda (Local Tribal Village Heads) of the peripheral villages which mainly helps the ST community people and other economically weaker sections of society.

Initiatives Towards Propagating Awareness About Reservation Policy

- Internal workshops for Liaison Officers for SC/ST and other dealing officers of SAIL Plants/Units are conducted at regular intervals through an external expert to keep them updated on the Reservation Policy and Presidential Directives for SC/ST and other related matters.

- SAIL has an Apex level identified body namely SAIL SC/ST Employees Federation to represent the issues of SC/ST employees in a coordinated manner. A meeting with the Federation is organized on a regular basis.

- Parliamentary Committee on Welfare of Scheduled Castes & Scheduled Tribes during their study tour to Kochi, Bengaluru, Goa and Mumbai from 4th to 9th February, 2015, examined representation of SCs/STs in services of SAIL on 6th February, 2015. The meeting was attended by Chairman, SAIL along with some senior officials. The Committee also met the representatives of the SAIL SC/ST Employees Federation separately.

ImplementationofRighttoInformationAct,2005

Your Company has been a front runner in implementation of Right to Information Act, 2005 in true spirit. The Company has designated Public Information Officers (PIO)/Asstt. Public Information Officers (APIO), Appellate Authorities and Transparency Officer under Section 5 & Section 19(1) of RTI Act in each Plant and Unit for speedy replies to the queries received under the Act.

The provisions under the Act are being complied with by all Plants and Units of SAIL. All statutory reports including Annual Report are sent to Ministry of Steel and are also posted on SAIL website. Under Sec. 5(5), all the officers/line managers responsible for providing information to the PIO, called Deemed PIO, have been made equally responsible as PIO towards timely providing of information to the applicant.

All Plants/Units of SAIL have listed 17 manuals and details of designated officials in line with the provisions of the RTI Act, on SAIL website. Your Company has also institutionalized an exclusive RTI Portal for better awareness and knowledge sharing. In all, a total number of 4496 applications and 659 appeals were received under the RTI Act, during the Financial Year 2014-15 and all of them have been disposed off within the timelines. Efforts towards spreading awareness about RTI amongst general public as also for PIOs/Deemed PIOs continued throughout the year.

Citizen Charter

SAIL''s Citizen Charter has outlined commitment of SAIL towards its stakeholders, thereby empowering them to demand better products and services. The Citizen''s Charter of SAIL may be summarized in four objectives, as given below:

- Ensuring citizen-centric focus across all its processes by adopting Total Quality Management principles for improvement of products and services.

- Ensuring effective citizen communication channels.

- Demonstrating transparency and openness of its business operations by hosting the Citizen''s Charter on the Corporate website.

- Working towards delight of citizens, by fail-safe processes and in case of exigencies leveraging its service recovery processes, like Grievance Redressal, Handling Complaints, etc.

Your Company is totally committed to excellence in public service delivery through good governance, by a laid down process of identifying citizens, our commitment to them in meeting their expectations and our communication to them of our key policies, in order to make the service delivery process more effective.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has in place a system (under SAIL Conduct, Discipline and Appeal (CDA) Rules, 1977) in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. Complaint Committees have been set up to redress complaints received regarding sexual harassment. All employees of the Company are covered under this Policy. The following is a summary of sexual harassment complaints received and disposed off during the year 2014-15:

- Number of complaints received : 5

- Number of complaints disposed off : 4

E. AWARDS & ACCOLADES WON DURING THE YEAR

Company level

- Your Company has been conferred with "Excellent" MoU Rating for the year 2013-14 for the 12th consecutive year.

- 3 out of the 33 Prime Minister''s Shram Awards declared for the year 2013 were won by SAIL, involving 3 numbers of employees.

- Out of 28 awards declared, SAIL won 19 Viswakarma Rashtriya Puraskar involving 105 employees for the performance year 2012.

- Bhilai Steel Plant (BSP), bagged the Prime Minister''s Trophy for the Best Performing Integrated Steel Plant (ISP) in the Country for the year 2011-12 declared in 2014-15. Chairman, SAIL and Chief Executive Officer, BSP received the trophy from Hon''ble Prime Minister, Shri Narendra Modi at Rourkela on 1st April, 2015.

- SAIL bagged NARAKAS Rajbhasha Shield 2013-14 (1st Prize) for the "Best Implementation of Official Language" at the 40th Town Level Meeting & Prize Distribution Ceremony of NARAKAS on 25th February, 2015.

- SAIL won ''Golden Peacock Award'' for ''Corporate Social Responsibility'' for the year 2014 at the 9th International Conference on Corporate Social Responsibility on 19th January, 2015 at Mumbai.

- SAIL was awarded the "PHD Chamber Good Corporate Citizen Award 2014" at an award ceremony held on 20th December, 2014 at New Delhi.

- SAIL won ''SCOPE Meritorious Award for Environment Excellence & Sustainable Development for the year 2012-13''.

The Award was given by Hon''ble President of India, Shri Pranab Mukherjee, in presence of other dignitaries in a award function held at Vigyan Bhawan, Delhi on 5th November, 2014.

- The then Chairman, SAIL, Shri C. S. Verma received the IIM JRD Tata Award for "Excellence in Corporate Leadership in Metallurgical Industries" for the year 2014 from Hon''ble Minister of Mines & Steel, Shri Narendra Singh Tomar in a ceremony held at Pune on 14th November, 2014.

- Town Official Language Implementation Committee (PSU), Delhi spearheaded by SAIL was adjudged First at National Level for commendable performance in implementing the Official Language Policy during the year 2013-14. The Award, in the form of Indira Gandhi Rajbhasha Shield, was given by Hon''ble President of India, Shri Pranab Mukherjee, in a function organized at Vigyan Bhawan, New Delhi on 15th November, 2014.

- SAIL won Governance Now PSU Award 2014 under two award categories viz. IT Adoption in HR and Best HR Practices (Training).

- SAIL won Skoch Renaissance Awards 2014 in the category ''Sustainable & Balanced Business Performance''.

- SAIL was also conferred with Skoch Order-of-Merit Award in the following categories:

- Best Project in the Country for Comprehensive Water & Sanitation Project (a CSR initiative of SAIL / RSP)

- Unit Training System in SAIL

- Environment Management

- SAIL bagged the award for the ''Best in CSR & Sustainability as well as the Most eco-friendly PSU in the Maharatna Category'' at the 1st India Today Group PSU Awards-2014 at a function held in Delhi on 21st August, 2014.

- The in-house Hindi journal of SAIL ''Ispat Bhasha Bharti'' bagged 1st prize at town level for the best magazine.

- SAIL won BT Star Award, 2014 for Excellence in HR Management.

- The then Chairman, SAIL, Shri C.S. Verma was awarded ''CEO of the Year'' at the 2014 Platts Global Metals Awards Ceremony held in London on 21st May, 2014, in recognition of improving the Company''s operational performance while also demonstrating a strong commitment to human resource development and corporate social responsibility.

- SAIL won 5th Dalal Street Investment Journal PSU Award 2013 in the category of Highest Asset Creating Maharatna.

- 5 Quality Circle teams from SAIL involving 26 employees participated in International Convention on Quality Circle 2014 held at Colombo, Sri Lanka during 12th -15th October, 2014. Quality Circle Teams from DSP & BSL won Gold Awards whereas teams of BSP, RSP and RMD have won Silver Award.

- SAIL has been conferred with the First Award under the category of Public Manufacturing Organisation (Large) at the 12th National Award for Excellence in Cost Management by the Institute of Cost Accountants of India, 2014 on 15th July, 2015.

- Shri Anil Kumar Chaudhary, Director (Finance), SAIL was conferred with the Best CMA CFO Award-2014 by the Institute of Cost Accountants of India on 7th July, 2015.

Bhilai Steel Plant

- IIM National Sustainability Award 2013-14 for performance and achievements accomplished during the Financial Year 2013-14 from IIM, Kolkata on 14th November, 2014.

- CII - Exim Bank Award 2014 - Commendation Certificate for significant achievement from CII Institute of Quality on 14th November 2014.

- CII Sustainability Award 2014 for performance and achievements accomplished during the Financial Year 2013-14 from CII on 19th November, 2014.

- National Energy Conservation Award 2014 in the integrated steel sector on the basis of improvement in its energy performance over the previous year 2012-13.

- Recognized and awarded for the maximum contribution towards ESIC in the State of Chhattisgarh in a function organized by ESIC on 30th April, 2014.

Durgapur Steel Plant

- Indira Gandhi Paryavaran Puraskar 2012 from Ministry of Environment & Forests, GoI for the year 2012-13 on 2nd February, 2015.

- Greentech Environment Award-2015 (Gold) and Greentech CSR Award-2015 (Gold) from Greentech Foundation, Delhi on 28th January, 2015 at Kolkata for the performance year 2013-14.

- CII-Exim Bank Award for Business Excellence- Commendation Certificate for significant achievement from CII Institute of Quality on 19th November 2014 for the performance year 2014.

- Safety Innovation Award from Institution of Engineers for the year 2013-14 on 20th November, 2014.

- Ispat Suraksha Puraskar awarded by JCSSI for the year 2013.

Rourkela Steel Plant

- 1st runner-up award for "Best Overall HR Practices" in 4th ZENITH Rewards & Recognition Programme organized by NHRD Bhubaneswar chapter at Bhubaneswar on 19th December, 2014.

- Commendation for "Strong Commitment to HR Excellence" in 5th CII National HR Excellence Award on 5th December, 2014 at New Delhi.

- BG Deshmukh Special Award for Excellence in CSR-2014 instituted by Maratha Chamber of Industry and Agriculture, Pune on 16th October, 2014.

Bokaro Steel Plant

- Rajbhasha Karyanvayan Award - Third Prize for outstanding work done in Rajbhasha in Eastern Region for 2013-14 by Hon''ble Governor, West Bengal in February, 2015.

- CII (ER) Productivity Award 2014 by CII(ER) in February, 2015.

- Greentech Award (Gold) in the Metal & Mining Sector from Greentech Foundation, Delhi on 28th January, 2015 at Kolkata for the performance year 2014.

- CII-ITC Sustainability Award - 2014 for Excellence in Corporate Social Responsibility on 19th December 2014 at New Delhi.

- IIM SMS DMAG Excellence Award from The Indian Institute of Metals for outstanding leadership contribution in Iron & Steel Industries in India on 14th November 2014 for the performance year 2014-15.

- CII-Exim Bank Business Excellence Award - Strong Commitment to Excel from CII Institute of Quality on 19th November 2014 for the performance year 2014-15.

- Shri Ashok Kumar, Junior Manager in the Slabbing Mill department of Bokaro Steel Plant was felicitated with the ''National Brand Ambassador for Vocational Training'' honour on 16th October, 2014 at the Pandit Deendayal Upadhyay Shramev Jayate Karyakram at Vigyan Bhavan, New Delhi. The programme was launched by the Hon''ble Prime Minister, Shri Narendra Modi in presence of Shri Narendra Singh Tomar, Hon''ble Minister for Steel, Mines, Labour & Employment and other dignitaries.

Alloy Steels Plant

- First prize for Best Unit in Implementation of Rajbhasha given by TOLIC, Durgapur.

Salem Steel Plant

- Out of 91 State Shram Awards (Tamilaga Arasin Uyarntha Uzhaipalar Viruthu) for the year 2010, 2011 & 2012 awarded by Directorate of Industrial Safety and Health, Government of Tamil Nadu, Salem Steel Plant bagged 17 awards (18.7%)

- 13th Annual Greentech Safety Gold Award in Metal & Mining Sector for outstanding achievements in Safety Management for Performance Year 2013-14 awarded by Greentech Foundation.

- JCSSI - Ispat Suraksha Puraskar - 2014 for no fatal accident (including contract labour) occurred during the calendar years 2012 & 2013.

Raw Materials Division

- Kalta Iron Ore Mines bagged the National Safety Awards (Mines) for longest accident free period. Hon''ble President of India, Shri Pranab Mukherjee gave away the awards at the presentation ceremony of the National Safety Awards (Mines) for the years 2011 & 2012 at Vigyan Bhawan, New Delhi on 20th March, 2015.

- 1st Pandit Madan Mohan Malaviya Bronze Award 2014 from CSR Times for its extensive contribution to support the students of disturbed areas.

SAIL Refractory Unit

- SRU received the "Running Trophy" and the "Certificate" on

16th Sept.''2014 by the "NARAKAS".

F. ENVIROMENT PROTECTION AND CONSERVATION

Your Company is committed to improve its environmental footprint and hence has initiated various activities with an aim to achieve sustainable solutions. The Company is fully committed to abide by the Rules, Regulations and the Laws of the land. The Company has progressively introduced Environment Management System: ISO 14001 certification at most of its steel Plants/ Units and Mines.

Compliance with the relevant environmental laws and effective operation of the various pollution control facilities are ensured at all the Plants/Units. Compliance of the relevant environmental laws and the various clearance conditions are monitored meticulously and quarterly reports are submitted to the Board of Directors.

During October 2014, a Board Sub-committee (BSC) on Health, Safety and Environment has been constituted to review the policy, procedures and systems on these issues and to guide the Company towards adoption of a holistic approach for improvement. Besides this Apex Level Committee, other Committees like "Expert Committee on Environment", "Expert Committee on Water" and "Expert Committee on Material Recovery and Waste Product Utilisation" are in operation to contribute towards overall improvement in environment.

The challenges lying before the Company is to achieve 100% solid waste utilization, zero effluent discharge, bring down CO2 emission at the level of Global bench-marking, 100% regulatory compliance and go beyond. Enhancement of environmental awareness and regular monitoring are being fostered to ensure non-occurrence of any serious environmental incident.

Improvement in Environmental Footprints and Operational Efficiency

The Company has established a structured mechanism for monitoring the environmental safe guarding activities by setting up the Environment Management Division as a nodal agency and Environment Departments at Plants, Mines and Unit levels. Review of the environmental performance, including the compliance of Environment Clearance and Consent conditions, are being carried out regularly through detailed interactive discussions with the Plants and Units. Concerted efforts have resulted in achieving major improvements in the following areas:

Particulate Matter (PM) Emission Load has reduced to 0.83 Kg/tcs from 1.11 Kg/tcs in 2010-11, which is a reduction of more than 25% in the last five years.

Specific water consumption has reduced to 3.66 m3/tcs from 4.06 m3/tcs in 2010-11, which is a reduction of around 10% in the last five years.

Specific Effluent load has reduced to 0.10 Kg/tcs from 0.15 Kg/tcs in 2010-11, which is a reduction to the tune of 33% in the last five years.

Specific CO2 emission has reduced to 2.65 T/tcs from 2.87 T/tcs in 2010-11, which is a reduction of 8% over the last five years.

Major Pollution Control projects implemented during the year

-Coal Dust Injection (CDI) facility at BF #2 and augmentation of CDI facility with BF-3, at DSP

- CDI facility at BF#4 & BF#5 at RSP

- Process ESP of strand#1 and strand#2 of Sinter Plant-1at RSP.

- Dry Fog Dust Suppression System at Hammer Crusher of Coke Oven at BSL.

- Incinerator for processing of the segregated Bio-medical Wastes (BMW) at BSL.

Greenery and Eco-restoration

- Green belts act as effective barrier to dust, noise and as sink for carbon dioxide. Every year, SAIL Units carry out extensive plantation programmes. During the year 2014-15, more than 2.64 lakhs saplings were planted in and around SAIL Plants and mines. Since the initiation of such schemes, a total of more than 186 lakhs saplings have been planted.

- A project on restoration and rehabilitation of degraded ecosystems is under execution at Purnapani Limestone Mine, where 190.92 acres of mined out area has been successfully restored so far to productive ecosystems by planting more than 3.485 lakhs saplings. During 2014-15, 25,000 saplings have been planted, covering an area of 18 acres, which includes replacement plantation. Pisciculture had been put into practice in five abandoned quarries filled with water.

Environmental Management System (EMS) linked with ISO- 14001:2004

During the year 2014-15, the following Units of SAIL have been recommended for accreditation to EMS-ISO 14001:2004:

- Barsua Iron Ore Mine

- Warehouses of CMO at Delhi and Visakhapatnam Sustainable Development Projects

- SAIL is executing a Sustainable Development Project on "Biodiversity Conservation & CO2 Sequestration at Bolani Iron Ore Mine" over and above the stipulated legal requirements. This three year long ecological restoration project is in its final year of operations and is progressing as per schedule. During the year, over 1.36 lakh saplings of native tree species have been introduced

- In order to maintain the restored ecosystem, SAIL has engaged the ''Centre for Environment Management of Degraded Eco-system'' (CEMDE) for a period of five years to achieve the objective of Sustainable Development at Purnapani.

- 160 KW Off Grid PV System has been installed at the Roof Top of Burnpur Hospital, IISCO Steel Plant.

- For conservation of water and also to minimise pollution from surface water by reducing discharge into the surrounding environment, re-circulation of overflow water to the tune of 42.682 lakhs m3 from Hitkasa Tailing pond of Dalli (Mech.) Mines of BSP was done during 2014-15.

- To increase the life of the tailings pond and to reduce the surface water pollution, around 1.413 lakh m3 slimes from Hitkasa tailings pond of Dalli (Mech.) Mines of BSP has been de-silted during the year.

- Bokaro Steel Plant has taken up a project with the South Eastern Railway (S.E.R.) to conduct a field trial at the Bokaro Rail Yard with the Weathered LD (WLD) Slag from the Plant. Commencement of field trial is expected shortly.

- Lab scale study is being conducted at IIT, Kharagpur, for development of technology for Dry Granulation of LD/BOF Slag and heat recovery. Scheduled completion of the study is by March, 2016.

- In response to a representation from the major steel manufacturers, the Bureau of Indian Standard (BIS), New Delhi, has agreed ''in-principle'' to include BF and BOF slag as alternate material (partial replacement), in place of natural sand, for manufacturing cement concrete, in the relevant BIS standard (IS:383).

- Bio-sequestration of CO2 Project (Technology Mission-3) under R&D Master Plan, is being jointly implemented by SAIL and the Tropical Forest Research Institute (TFRI) at the Rourkela Steel Plant (RSP). Scheduled completion of the Project is by March 2019.

G. STRATEGIC INITIATIVES OF THE COMPANY

Your Company has adopted a multi-pronged approach that includes organic growth, brown-field projects, technology leadership through strategic alliances, ensuring raw material security through acquisition and development of new mines, diversifying in allied areas, R&D Master Plan and a Technology Plan. Such a strategy of investing in different areas will mitigate risk and help in maximizing returns.

Over a span of last few years, SAIL has formed Joint Venture companies in different areas viz. power generation, rail transportation, slag cement production, securing supplies of key input raw materials viz. coking coal (from indigenous as well as imported sources), etc. New joint venture in the area of production of specialized products to cater to automotive sector, etc. is being envisaged. The Strategic Initiatives taken by your Company include the following:

Growth Strategy in Steel: SAIL plans to scale up its production to 50 million tonnes of Hot Metal by 2025-26 which will place the Company amongst the top global steel producers in the World. The capacities of Crude Steel and Saleable Steel have been planned at 48 million tonnes and 46 million tonnes respectively. Further, SAIL will develop a strong presence in the Value Added Products arena and capacities of the mines will be increased to take care of higher iron ore needs in line with increased production as above.

Ultra Mega Steel Project in Bastar District, Chhattisgarh :

A concept has been evolved by Ministry of Steel with the aim to develop large capacity mega steel projects in the Country, which would help India in achieving the capacity growth of 300 million tonnes of crude steel by 2025-26. Towards accomplishing this vision, SAIL would be participating for setting up of an Ultra Mega Steel Plant (UMSP) of approximately 6 million tonnes green-field capacity in Bastar district of Chhattisgarh. "Chhattisgarh Mega Steel Limited" has been incorporated by SAIL as a Special Purpose Vehicle (SPV) for UMSP in Chhattisgarh on 20th January 2015. The SPV will induct NMDC as a Joint Venture partner. In addition, a Mining SPV will be created which will undertake mineral exploration, mine development and commercial production of iron ore. A Memorandum of Understanding for setting up UMSP in Chhattisgarh has already been signed amongst Ministry of Steel, Government of India, SAIL, NMDC Ltd. and the Government of Chhattisgarh on 9th May, 2015 in the august presence of Hon''ble Prime Minister of India.

Development of Rail Corridor from Rowghat to Jagdalpur in the State of Chhattisgarh:

In a significant move which will bring about socio-economic development of the backward areas of Bastar region predominantly inhabited by tribal population in the Chhattisgarh State and further the industrial progress and mining activities in the region, Government of India has taken a momentous step to expand the reach of its network in this backward area meeting the long pending demand of the local population. A Memorandum of Understanding has been signed amongst SAIL, State Government of Chhattisgarh, NMDC Ltd. and IRCON International Limited, for construction of 140 kilometer rail corridor from Rowghat to Jagdalpur via Narayanpur, Kondagaon in the State of Chhattisgarh.

Automotive Steel Joint Venture in India:

SAIL and ArcelorMittal are in discussions for exploring the possibility for setting up an automotive steel manufacturing facility under a Joint Venture (JV) arrangement in India. The proposed JV will construct a state-of-the-art cold rolling mill and other downstream finishing facilities in India that will offer technologically advanced steel products to India''s rapidly growing automotive sector. A MoU in this regard has been signed between the two companies on May 22, 2015.

Joint Ventures

International Coal Ventures Pvt. Ltd.: In a landmark acquisition of large coal mine and coal assets overseas by Indian companies, International Coal Ventures Pvt. Ltd. (ICVL), the joint venture of SAIL, Coal India Limited, Rashtriya Ispat Nigam Limited, NMDC Limited & NTPC Limited took over an operating coal mine and coal assets of Rio Tinto Limited in Moatize Coal basin in Tete province of Mozambique, with a total coal resource of 2.6 billion tonnes. This acquisition has been intended to give long term security for supply of a critical raw material for its Promoter Companies. The operating coal mine at Benga produces prime hard coking coal / thermal coal, and has a state-of-the-art wash plant and surface infrastructure with a potential to expand the raw coal production from the current 5 million tonnes per annum (Mtpa) to 12 Mtpa.

Rail Transportation: A Joint Venture company between SAIL and RITES viz. "SAIL RITES Bengal Wagon Industry Pvt. Ltd." has been formed for fabrication of wagons. Installation of plant and machinery is in progress. Rehabilitation of Wagons is ready to start and awaiting Assured Off-take Agreement from Railways.

SAIL SCL Kerala Ltd. : Towards the quest for revival of operations of the joint venture company formed between SAIL and Government of Kerala (GOK), a new rolling mill for manufacturing 65,000 tonnes per annum. of TMT bars has been installed. The Hot Trials of the mill have been completed. Commercial production is awaited subject to BIS clearance.

Business Excellence Initiatives

Enterprise Scorecard (ESC)

Fourth Enterprise Scorecard (ESC) of SAIL was prepared for the Financial Year 2014-15 comprising of 82 Strategic Objectives; 16 in Financial Perspective, 10 in Customer Perspective, 33 in Internal Business Process Perspective and 23 in Organisational Capability Building Perspective. Enterprise Scorecard not only brings integration with Memorandum of Understanding (MoU) with Government of India and Annual Business Plan (ABP) of the Company, but also facilitates deployment of the strategy across various leadership levels through Strategic Objectives and Key Initiatives. Enterprise Scorecard is deployed downwards through Unit Scorecards, Functional Scorecards and Departmental Scorecards and addresses the long term and short term issues.

Excellence Model

Your Company has adopted European Foundation of Quality Management (EFQM) Model which is implemented in India through CII-EXIM Bank Award for Business Excellence. Four SAIL Plants, i.e., BSP, DSP, BSL and RSP participated in the process of CII-EXIM Bank Awards for Business Excellence 2014. These Plants got following Recognition/ Awards:

BSP - Commendation award for Strong Achievement.

DSP - Commendation award for Strong Achievement.

RSP - Commendation award for strong Commitment to Excel.

BSL - Commendation award for Strong Commitment to Excel.

Total Quality Management (TQM)

Most of our Plants and Units are certified to ISO 9000, ISO 14000, OHSAS 18000 and SA 8000 Management Systems. During the Financial Year 2014-15, BSP implemented Integrated Management System (IMS) by integrating ISO 9000, ISO 14000, OHSAS 18000 and SA 8000 Management Systems while SSP implemented IMS by integrating ISO 9000, ISO 14000 and OHSAS 18000. Lead Auditors were developed for ISO 50000 (Energy Management System) and ISO 27000 (Information Security System) through in-house programmes. Following Certifications were achieved during 2014-15:

- ISO 50000 (EnMS) Energy Management System at DSP

- ISO 27000 (ISMS) Information Security Management System at RDCIS

The other ongoing initiatives across organisation are involvement of employees through 5-S and Quality Circles implementation.

There were 2350 Quality Circles projects implemented during the year.

IT Related Initiatives

Your Company has embraced Information Technology (IT) enabled services, applications and tools in all its Plants & Units for improvement in productivity, yield, quality, reduction in operational costs and improvement in internal & external customer satisfaction.

As a step towards this, Enterprise Resource Planning (ERP) has been implemented stage wise at 4 out of 5 Integrated Steel Plants i.e. Bhilai Steel Plant (BSP), Durgapur Steel Plant (DSP), Bokaro Steel Plant (BSL), Rourkela Steel Plant (RSP) and Central Marketing Organization (CMO). 100% primary domestic sales are covered through ERP System. ERP implementation at 5th Integrated Steel Plant i.e. IISCO Steel Plant (ISP) and ERP implementation at Corporate Office for data consolidation through integration of all Plants/Units is in progress. ERP of BSP & BSL has been awarded Customer Centre of Excellence (CCOE).

The Manufacturing Execution System (MES) technology was implemented at BSP. System has been ISO certified. Its deployment over marketing network has facilitated customers in placement of optimal orders in terms of quality, size and quantity.

Electronic facility of receiving online payment for collection of medical insurance premium from ex-employees of SAIL has been strengthened and extended to other receivables.

To ensure data & information security, steps have been taken at all SAIL Plants/Units. DSP and RDCIS has obtained Information Security Management System (ISMS):ISO certification.

Corporate Communication

The focus of Corporate Communications activities for the year has been proactive and structured image building exercises of your Company. Dissemination of information to the desired target audience through effective communications to stakeholders by means of press releases, press meets, one on one interaction with media personnel, etc. has strengthened your Company''s image amongst key stakeholders.

Two prestigious events on Dedication to the Nation of the Modernized & Expanded Rourkela Steel Plant and IISCO Steel Plant by Hon''ble Prime Minister, Shri Narendra Modi have further strengthened brand image of SAIL. These events have featured in all forms of media in India and abroad such as print, electronic, online and social media (viz. twitter and Facebook).

The multi-dimensional approach followed by SAIL has ensured that information relating to it reaches the target audience in a cost- effective manner. SAIL selectively identified and participated in specialized exhibitions and events throughout the year. These include the India International Trade Fair -IITF, Vibrant Gujarat, Indian Conference of Mining & Metallurgy, Minerals Metals, Metallurgy & Materials among others.

Your Company also undertakes sponsorship of important events and promising sports persons. SAIL sponsored Wrestlers -Shri Yogeshwar Dutt and Shri Sushil Kumar won gold medals for our Country at the Commonwealth Games held in 2014. Yogeshwar Dutt also won the Gold Medal at the Asian Games in 2014.

SAIL continued its thrust on reaching out to its target audience both in rural and urban areas through its radio campaign, advertisements in print media and through specialized product brochures, etc. SAIL has also been recognized as an important player in Nation building and is poised to play an important role in Hon''ble PM''s – "Make in India" initiative.

In line with the Swachh Bharat Abhiyan initiative by the Hon''ble PM, a ''Swachh SAIL, Sundar SAIL'' campaign was launched and SAIL has also developed a set of collateral''s such as SAIL Diary & Calendar, Flyers, Posters, specifically highlighting the importance of Cleanliness Activities in day to day life.

H. VIGILANCE ACTIVITIES

SAIL Vigilance lays emphasis on preventive and proactive vigilance activities to curb corruption and malpractices with a view to safeguard the interest of the Organization and to facilitate a conducive environment enabling people to work with integrity, efficiency and in a transparent manner, upholding highest ethical standards for the Organization. Following activities were undertaken during the Financial Year 2014-15:

- To increase vigilance awareness amongst employees,

vigilance awareness sessions and workshops were regularly held at various Plants and Units. A total of 158 workshops involving 4006 participants were organized for enhancing Vigilance Awareness on Whistle Blower Policy, Lokpal & Lokayukta Act, 2013, Purchase/Contract Procedures, RTI Act, Conduct, Discipline & Rules, system and procedures followed in SAIL, etc.

- Periodic surprise checks including joint checks were

conducted regularly in vulnerable areas of the Company. A total of 3174 periodic checks including file scrutiny and Joint Checks were conducted at different Plants / Units. Saving of approx. Rs. 19.93 Crores accrued from the preventive vigilance activities mainly on account of these Surprise Checks.

- Vigilance provides vital inputs to the operating authorities for

improving the prevailing systems for bringing about more transparency. Accordingly, eight major System Improvement Projects (SIPs) were undertaken at different Plants/Units of SAIL.

- 13 cases were taken up for Intensive Examination at different

Plants and Units. During Intensive Examination, high value procurement / contracts are scrutinized comprehensively and necessary recommendations are forwarded to concerned departments for implementing suggestions for improvement.

- As decided by the Central Vigilance Commission, Vigilance

Awareness Week was observed in all the Plants and Units of SAIL during the period 27.10.2014 to 01.11.2014, on the theme of "Combating Corruption – Technology as an enabler".

During the week, various events including Quiz, Debate & Essay competition and workshops on revised Purchase/ Contract Procedure, 2014 (PCP-14) were organized across all Plants and Units. Further, interactive awareness sessions with major customers /stakeholders were also conducted. On the closing day, Chairman, SAIL released the 12th issue of ''INSPIRATION'' in-house journal of SAIL Vigilance. Chairman, SAIL also formally released the revised Purchase / Contract Procedure of SAIL, 2014 (PCP-14) which has become effective from 01.09.2014.

- The following four (4) thrust areas were identified for SAIL Vigilance:

i) Increase e-auction (Reverse Auction & Forward Auction) in all spheres.

ii) Scrutiny of files pertaining to 13 high value projects being undertaken at various Plants and Units, in line with the Guidelines of Chief Technical Examiner of CVC.

iii) Scrutiny of the contracts awarded on single tender enquiry (nomination basis)

iv) Increased surveillance in the areas of receipt, sampling & testing of high value raw materials and installing auto analyzers & auto samplers for raw material testing and sampling

- Revision of Purchase /Contract Procedure (PCP) 2009:

After incorporating the concepts of Expression of Interest (EOI) route & pre-bid discussions for technically complex projects, freezing of estimates before NIT, etc. along with the other CVC Guidelines issued relating to tenders and procurement, the revised PCP-2014 was brought out, which became effective from 1st September, 2014.

- Revision of Standard Bidding Document (SBD) 2009 of SAIL:

After incorporating the suggestions of Vigilance Department amongst others, the updated SBD, was implemented w.e.f. October, 2014.

- Revision in the list of Sensitive Areas (2009):

The following three areas have been added to the existing list of 22 sensitive areas from 20th June 2014:

i. Corporate Social Responsibility Group.

ii. Contract Labour Cell.

iii. Section of Personnel Department dealing with the Appraisals and Promotion of Executives

- Revision of SAIL Vigilance Manual 2011:

After incorporating new CVC Guidelines relating to tenders, whistle blower complaints, disciplinary proceedings, Lokpal & Lokayukta Act 2013 and updating the existing clauses related to sanction of prosecution, sensitive areas and job rotation, Quality Management System, etc., SAIL Vigilance Manual - 2015 has been released on 23rd March 2015.

- Vendors'' Meet:

A Vendors'' Meet was organized on "Implementation of Integrity Pact" on 24.02.2015. The last such Vendors'' meet was organised in the year 2009. Around 30 renowned Indian and Foreign Vendors for Projects, Corporate Material Management Group (CMMG) and Coal Import Group (CIG) attended the programme. Chairman, SAIL, three Independent External Monitors(IEMs), Functional Directors of SAIL and Chief Vigilance Officer were present during the meet.

- ''Inspiration- Prerna'', an in-house publication of SAIL Vigilance is being published regularly. The above publication contains case studies, articles from the employees, quiz on policy matters, important CVC circulars etc. to enhance awareness of the readers.

Vigil Mechanism

The Company has adopted Vigil Mechanism for conducting the affairs in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity and ethical behaviour. All employees of the Company and Directors on the Board of the Company are covered under this Mechanism. This Mechanism has been established for employees to report concerns about unethical behaviour, actual or suspected fraud or violation of Code of Conduct. It also provides for adequate safeguards against the victimization of employees who avail of the Mechanism and allows direct access to the Chairperson of the Audit Committee in exceptional cases.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report covering the performance and outlook of the Company is enclosed.

AUDITORS'' REPORT

The Statutory Auditors'' Report on the Accounts of the Company for the Financial Year ended 31st March, 2015 along with Management''s replies thereon is placed at Annexure-I. The Comments of Comptroller and Auditor General of India (C&AG) on the accounts of the Company for the Financial Year ended 31st March, 2015 under section 143(6) of the Companies Act, 2013 and the Managements replies thereto are placed at Annexure-II.

COST AUDITORS

Pursuant to the direction of the Central Government for audit of cost accounts, the Company has appointed M/s. Sanjay Gupta & Associates, M/s. K.C. Kohli & Co. and M/s. R.J. Goel & Co. as Cost Auditor(s) for the Financial Year 2015-16.

SECRETARIAL AUDITOR''S REPORT

In terms of the provisions of Section 204 of the Companies Act, 2013, the Board of Directors have appointed M/s. Agarwal S. & Associates, Company Secretaries, as the Secretarial Auditor to conduct Secretarial Audit of the Company for the Financial Year ended on 31st March, 2015. Secretarial Audit Report issued by M/s. Agarwal S. & Associates is placed at Annexure -III. With regard to the observation of the Secretarial Auditor that composition of the Board of Directors of the Company was not in compliance with Clause 49(II) of the Listing Agreement, para 3.1.2 & 3.1.4 of the DPE Guidelines on Corporate Governance and Section 149(4) of the Companies Act, 2013, it is stated that SAIL is a Government Company and in terms of its Articles of Association, the Directors on its Board are appointed by Government of India or by the Board of Directors and Shareholders on nomination by Government of India. The Company has requested Ministry of Steel, Government of India for appointment/nomination of requisite number of Independent Directors on its Board.

CORPORATE GOVERNANCE

In terms of Listing Agreement with the Stock Exchanges, a Report on Corporate Governance is given at Annexure-IV. A certificate from Auditors of the Company regarding compliance of conditions of Corporate Governance is placed at Annexure-V. In terms of the Listing Agreement, the Board has laid down a Code of Conduct for all Board Members and Senior Management Personnel of the Company. The Code of Conduct has been posted on the website of the Company. All the Board Members and Senior Management Personnel have affirmed compliance with the Code.

Business Responsibility Report

In terms of Circular CIR/CFD/DIL/8/2012 dated August 13, 2012 issued by SEBI, the Business Responsibility Report describing the initiatives taken by the Company from Environmental, Social and Governance perspective is placed at Annexure VI.

Subsidiaries, Joint Ventures and Associates

IISCO-Ujjain Pipe and Foundry Company Limited, a wholly owned subsidiary of the erstwhile Indian Iron and Steel Company Limited (IISCO), was ordered to be wound up by BIFR. The Official Liquidator is continuing its liquidation process. The assets of the Company have been realized and the settlement of claims is in process.

Your Company has four other wholly owned subsidiary Companies namely, SAIL Refractory Company Limited (SRCL), SAIL Jagdishpur Power Plant Limited, SAIL Sindri Projects Limited and Chhattisgarh Mega Steel Limited. SRCL has taken over the Salem Refractory Unit of Burn Standard Company Limited on 16th December, 2011 and is operating the same. SAIL Jagdishpur Power Plant Limited, incorporated for setting up of Gas based power Plant at Jagdishpur and SAIL Sindri Projects Limited, incorporated for revival of Sindri Unit of Fertilizer Corporation of India Limited are yet to commence operations pending relevant approvals. Chhattisgarh Mega Steel Limited has been incorporated on 20th January, 2015, as a Special Purpose Vehicle for setting up of an Ultra Mega Steel Plant of 6 Million Tonnes per annum as a green field steel project under Joint Venture.

The Annual Accounts of the subsidiary Companies and related detailed information shall be made available to the Shareholders of the holding and subsidiary companies, seeking such information at any point of time. Further, the Annual Accounts of the subsidiary companies are available for inspection by any Shareholder in the Registered Office of the Company and of the subsidiary companies concerned during the office hours between 11 AM to 1 PM. A hard copy of the details of accounts of subsidiaries shall be furnished to the shareholders on receipt of written request.

During the year, Chhattisgarh Mega Steel Limited was incorporated as a subsidiary company. Further, your Company sold its entire stake of 26% in Bokaro Jaypee Cement Limited (BoJCL) on 26th November, 2014 and consequently, BoJCL ceased to be a joint venture company of SAIL.

Consolidated Financial Statements

Pursuant to provisions of Section 129 (3) of the Companies Act, 2013, the duly Audited Consolidated Financial Statements are placed at Annexure-VII. The Statutory Auditors'' Report on the Consolidated Financial Statements along with the Management''s replies thereon is placed at Annexure-VIII. The Comments of Comptroller and Auditor General of India (C&AG) on the Consolidated Financial Statements of the Company for the Financial Year ended 31st March, 2015 and the Management''s replies thereto are placed at Annexure-IX. Further, the statement containing salient features of the financial statements of the subsidiary, joint venture and associate companies in the prescribed Form AOC-1 is placed at Annexure -X.

Extract of Annual Return

The Extract of Annual Return in Form MGT 9 as per the provisions of the Companies Act, 2013 and Rules prescribed therein is placed at

Annexure -XI.

Board Meetings

During the year, 12 meetings of the Board of Directors of the Company were held, the details of which are given in the Corporate Governance Report placed at Annexure- IV.

Audit Committee

The Audit Committee of the Board was initially formed by the Company in 1998. The Audit Committee has been reconstituted from time to time and as on 31.03.2015, it consisted of Dr. Atmanand, Shri J.M. Mauskar and Shri S.S. Mohanty. During the last year, the Audit Committee met 10 times. The minutes of the Audit Committee meetings are circulated to the Board, discussed, and taken note of.

Internal Financial Control System

The Company has an internal control system with reference to the Financial Statements commensurate with the size and nature of its business. The Audit Committee assists the Board of Directors in fulfilling its oversight responsibilities by reviewing the Financial Reports; the Company''s systems of internal controls regarding finance, accounting and legal compliance that Management and the Board have established; and the Company''s auditing, accounting and financial reporting process generally. The Audit Committee reviews reports of the Internal Auditors, meets Statutory Auditors, discusses their findings, suggestions and other related matters and reviews major Accounting Policies followed by the Company. The Audit Committee reviews with management, the Quarterly and Annual Financial Statements before their submission to the Board.

The Audit Committee in its meetings with the Company''s Statutory Auditors also ascertains their views on the adequacy of internal control systems in the Company and their observations on financial reports. The Audit Committee''s recommendations are acted upon by the Management.

Directors'' Responsibility Statement

Pursuant to Section 134(3)(c) of the Companies Act, 2013, the Directors state that:

(i) in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

(ii) the Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit or loss of the Company for that period;

(iii) the Directors have taken proper and sufficient care for the maintenance of adequate Accounting Records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors have prepared the Annual Accounts on a Going- Concern basis.

(v) the Directors have laid down internal financial control to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and

(vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Independent Directors Declaration

In terms of section 149(7) of the Companies Act, 2013, necessary declaration has been given by each Independent Director stating that he meets the criteria of independence as provided in sub- section (6) of Section 149 of the Companies Act, 2013.

Particulars of Loans, Guarantees or Investments under Section 186

The details of Loans, Guarantees, Investments given during the Financial Year ended on 31st March, 2015 are given in Annexure- XII in compliance with the provisions of Section 186 of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014.

Particulars of Contracts or Arrangements with Related Parties Referred to in Sub-Section (1) of Section 188

All the contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arm''s length basis. The transactions with the related parties have been disclosed in the financial statements. Therefore, particulars of contracts or arrangements with related parties referred to in Section 188(1) along with the justification for entering into such contract or arrangement in Form AOC-2 does not form part of the report.

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

In accordance with the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 the particulars relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo are given at Annexure-XIII.

Risk Management Policy

Your Company had envisaged the need and benefits of the Risk Management at the enterprise level through a laid down procedure and rules as early as in 2007. Risks are inherent as a result of the uncertainties emerging from the business environment in which the Company operates. It is critical that these risks are addressed by the Company to derive sustainable value. Consequently, Risk Policy for SAIL was approved by the SAIL Board in August 2009. The Policy provides guidance for the management of the business and operational risks across SAIL. In line with the same, the Enterprise Risk Management System (ERM) was rolled out in 2009-10 and is now well established in the Company. The ERM in SAIL focuses on ensuring that risks are identified, evaluated and mitigated on a regular basis.

Currently, the "Enterprise Risk Management in SAIL"- a well designed, multi-layered organization structure - exists for efficient monitoring and mitigation of Risks. The risk management structure in SAIL starts with the identification of risk at the Unit or at Corporate level along-with outlining a detailed plan for addressing/ controlling the risk within specified time schedule and through identified risk owners and risk champions. At SAIL, Risks have been identified in wide ranging areas and mitigations plans drawn up to address these risks.

The monitoring of the ERM function in SAIL, under the SAIL Board, lies with the Audit Committee and the SAIL Risk Management Committee. In line with the recent changes in the Listing Agreement, setting up of the SAIL Risk Management Committee ( SRMC) had been approved by the Board of Directors in December, 2014. The SRMC oversees the risk management function in SAIL by addressing issues pertaining to policy formulation as well as evaluation of the risk management function to assess its continuing effectiveness. It is also to assist the Board in framing and monitoring the Risk management system for the Company and guiding the Risk Policy.

Corporate Social Responsibility

Your Company has adopted a balanced approach towards inclusive growth consistent with socio-economic environment. The Company continued to focus on helping the downtrodden and the underprivileged with its development oriented Corporate Social Responsibility (CSR) projects in the areas of Healthcare, Drinking water, Sanitation, Education, Women Empowerment, Livelihood Generation, and many more.

Inspired by clarion call of the Hon''ble Prime Minister for construction of toilets in schools under "Swachha Vidyalaya Campaign", a drive to promote sanitation and hygiene in remote areas, SAIL has undertaken construction of toilets in schools without toilets/having dysfunctional toilets falling within the peripheral areas of SAIL Plants & Units which have been allocated to SAIL by Ministry of HRD on its website.

In compliance of the provisions of the Companies Act, 2013 and Rules framed thereunder, a Board level CSR Committee is functioning under the Chairmanship of an Independent Director with Director (Finance), Director (Technical) and Director (Personnel) as members. A CSR Policy for the Company has been formulated with the approval of the Board and displayed on website of the Company.

In view of changing CSR façade of the Country, SAIL has modified the CSR focus of the Company to accommodate a few large scale CSR projects in mission mode which are expected to have major impact on the Socio-Economic Development of the targeted groups in peripheral areas. These Mission Projects embark on the focus areas of education, sanitation, environment conservation, watershed development and skill development in line with Schedule VII of the Companies Act, 2013.

SAIL is providing specialized and basic healthcare to more than 39.11 million rural people through its well-established 53 Primary Health Centers, 23 Hospitals, 7 Reproductive and Child Health Centers and 7 Special Hospitals.

Endeavoring to facilitate the free medical and health check-up, path lab, treatment, medicine, immunization, etc. in remote areas, SAIL approached the doorsteps of 1.5 lakh underprivileged populace through its Mobile Medical Units (MMUs)/Ambulances and 2500 health camps in 2014-15. In 2014-15, more than 1 Lakh needy people availed free medical care including medicines at our exclusive Seven Health centres (Kalyan Chikitsalaya) for poor.

Over 80 lakh people across 450 villages have been connected to mainstream India by SAIL since its inception by construction and repair of roads. Over 10100 water resources have been installed during past five years thereby providing easy access to drinking water and benefitting over 43 lakh people living in far-flung areas.

Your Company envisions the aptitude and faculties of the learned, enlightened citizens who can transform the society. The Company owns and run over 129 schools in its townships to provide holistic education to about 60,000 children and is providing assistance to another 629 schools having 95,000 students. Seven Special Schools (Kalyan Vidyalaya), established at Steel Plants'' locations exclusively for BPL families, are providing free education, mid-day meals, uniform including shoes, text books, stationary items, school bags, water bottles and transportation to around 1600 students. Scholarships to 1670 deserving undergraduate & postgraduate engineering students, adoption of 152 tribal children in naxal affected areas, nearly extinct Birhore tribes, sponsoring youths for Industrial Training & Nursing course, etc. are the major steps taken for uplifting poor, including OBC, SC, ST, etc. The Company, in association with Akshya Patra Foundation, is providing mid-day meals to 63,000 students of 570 Govt. schools every day in and around Bhilai and Rourkela.

In order to bridge the disparity between rural and urban areas and also for comprehensive development of both physical and social infrastructure, 79 villages have been developed as "Model Steel Villages" across the Country (in eight States).

To promote use of renewable sources of energy, Solar street lights have been installed, Solar Lanterns and smokeless chullahs have been distributed among the rural people, over 20000 trees have been planted and maintained at various locations.

In an effort to align the marginalized masses of remote Saranda forest with the mainstream, SAIL provided ambulances, bicycles, transistors, solar lanterns and has set up an Integrated Development Centre at Digha village in Saranda.

SAIL, as a responsible Corporate Citizen, supported the rehabilitation initiatives for the people affected by Natural Calamities like floods in Jammu & Kashmir, Phylin cyclone in Odisha, Flash Floods in Uttarakhand, etc.

Vocational and specialised skill development training targeted towards sustainable income generation has been provided to 3000 village youths and 7000 women folks of peripheral villages in 2014- 15, in areas such as Nursing, Physiotherapy, LMV Driving, Computers, Mobile repairing, Welder, Fitter & Electrician Training, Improved agriculture, Mushroom cultivation, Goatery, Poultry, Fishery, Piggery, Achar/Pappad/Agarbati making, Screen printing, Handicrafts, Sericulture, Yarn Weaving, Tailoring, Sewing & embroidery, Smokeless chullah making, being a means to live a dignified life. Vocational Training centre for rural and unemployed youths – ''Bhilai Ispat Kaushal Kutir'' & Swayamsiddha at Bhilai, Skill Development and Self Employment Training Institute (SDSETI) at Durgapur, Garment Technician Training at Salem, JHARCRAFT centre at Bokaro and Self employment centre "KIRAN" at Kiriburu Ore Mines are benefitting common masses by way of financial inclusion/ SHG/training for income generation and then empowering them to bond with mainstream. Over 800 youths have been sponsored for ITI training at ITCs Bolani & Bargaon and Bokaro Pvt ITI, etc.

Over 20,000 rural youth/school students participated in varied events organized by SAIL for promoting the local art, culture and sports at different locations throughout the year. To elucidate Chhattisgarh Lok Kala Mahotsav, Lok Samskrutik Mahotsav, Gramin Lokotsav, Samvardhan : Rural Sports events, Gamin Athletics Competition, inter-village sports tournaments, inter- school girls'' sports events and SAIL Khel Mela, being the major events organized during 2014-15.

SAIL''s efforts as a responsible corporate citizen in Nation building have been recognized by various organizations in the form of awards and accolades during the year such as Golden Peacock Award, PHD Meritorious Award : ''Best Companies for CSR, 2014''; Skoch Order-of-Merit for the Skoch Renaissance Award-2014; Good Corporate Citizen Award-2014; Greentech Gold Award for CSR-2015, etc..

In terms of provisions of the Companies Act, 2013, the Report on Corporate Social Responsibility in the prescribed format is placed at Annexure–XIV. The reasons for not spending the prescribed amount have also been disclosed in the Report.

General Disclosures

i. During the year, the Company has not accepted any deposits under the Companies Act, 2013.

ii. No significant or material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and Company''s operations in future. However, attention of members is drawn to the statement on contingent liabilities in notes forming part of the Financial Statements.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

- Shri N.C. Jha and Mrs. Parminder Hira Mathur resigned from the Board of Directors of the Company w.e.f. 19.09.2014.

- Shri R.S. Sharma and Shri D.K. Mittal ceased to be Director of the Company w.e.f. 23.09.2014.

- Shri U.P. Singh ceased to be Government Director of the Company w.e.f. 29.09.2014.

- Dr. Isher Judge Ahluwalia resigned from the Board of Directors of the Company w.e.f. 10.11.2014.

- Shri Sunil Barthwal has been appointed as Government Drector on the Board of the Company on 22.12.2014.

- Shri Sujit Banerjee and CA Arun Kumar Srivastava ceased to be Directors of the Company w.e.f. 15.01.2015.

- Shri Vinod Kumar Thakral ceased to be Government Director of the Company w.e.f. 12.03.2015.

- Smt. Bharathi S. Sihag has been appointed as Government Director on the Board of the Company on 16.03.2015.

- Shri H.S. Pati ceased to be Director of the Company w.e.f. 31.03.2015.

- Shri T.S. Suresh ceased to be Director of the Company w.e.f. 31.05.2015.

- Shri CS. Verma ceased to be Chairman & Managing Director of the Company w.e.f. 10.06.2015(A/N)

- Shri Rakesh Singh, Secretary to the Government of India, Ministry of Steel assumed Additional Charge as Chairman & Managing Director of the Company w.e.f. 11.06.2015(F/N).

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation for the support and co-operation extended by every member of the SAIL family. The Directors are thankful to the State Governments, Electricity Boards, Railways, Banks, Suppliers, Customers and Shareholders for their continued co-operation. The Directors also wish to acknowledge the continued support and guidance received from the different wings of the Government of India, particularly from the Ministry of Steel.



For and on behalf of the Board of Directors



(Rakesh Singh)

Secretary, Ministry of Steel,

Government of India &

Chairman & Managing Director, SAIL

(Additional Charge)

Place: New Delhi

Dated: 14th August, 2015


Mar 31, 2014

The Members,

The Directors have pleasure of presenting the 42nd Annual Report of the Company together with Audited Accounts for the Financial Year ended 31st March, 2014.

FINANCIAL REVIEW

Your Company achieved a turnover of Rs.51,866 crore during the Financial Year 2013-14 (FY 14), which is higher by 5% over the turnover during the previous Financial Year. The Company registered an increase of 20.6% in its Profit After Tax (PAT), to Rs. 2,616 crore in FY 14 up from Rs.2,170 crore in Financial Year 2012-13 (FY 13). The net worth of company improved substantially from Rs. 41,025 crore as on 31st March, 2013 to Rs.42,666 crore as on 31st March, 2014 and this helped in generation of internal resources for funding expansion plans of Company.

Higher production and sales along with lower cost of imported coal helped improve the bottom line, offsetting more than Rs. 1000 crore of additional wage provision made during the year on account of revision of wages/perks of non-executives pending w.e.f. 1.1.2012. Profit for the year includes receipt of Rs.1056 crore from M/s Vale, Australia on account of a favourable arbitration/court award in case of a commercial dispute with SAIL. The comparative performance of major financial parameters during the Financial Years 2013-14 and 2012-13 is given in Management Discussion and Analysis Report.

Your Company continued its thrust on optimum utilization of funds by better fund management. This included replacement of high cost short- term loans with low cost debts, timely repayment of loans including interest, strategic parking of surplus funds with scheduled banks, actions for future fund raising etc. to meet our growth objectives. Further, your Company hedged the foreign currency risk on Buyer''s Credit and repayment of External

Commercial Borrowings depending on market conditions. The Company had liquid assets of Rs. 2500 crore as on 31st March, 2014 invested in short-term deposits with scheduled banks against borrowings of Rs. 25281 crore as on 31st March, 2014. The debt equity ratio of the Company increased to 0.59:1 as on 31st March, 2014 as against 0.53:1 as on 31 st March, 2013, mainly on account of increase in borrowings during the year to meet the capital expenditure requirements of the Company. Capital expenditure of Rs. 9,890 crore was made during the year, which was higher than the previous Financial Year.

The Company paid Interim Dividend @ 20.20% of the paid-up equity share capital during the year, which is marginally higher than the total dividend of 20% paid in FY ''13. The Board has decided to treat this Interim Dividend as the total dividend for the year 2013-14. A sum of Rs.264 crore was transferred to the general reserves during the year (previous year Rs. 163 crore).

Credit Rating

M/s India Ratings & Research Pvt. Ltd. and M/s CARE, RBI approved credit rating agencies, maintained ''AAA'' ratings indicating the highest safety, for SAIL''s long-term borrowing programme. The international borrowings programme of the Company has been rated at ''BBB-'' by M/s FITCH Ratings and M/s Standard & Poor''s, which is also the sovereign rating of the country.

PRODUCTION REVIEW

Your Company produced 12.9 million tonnes (MT) of saleable steel in FY''14, registering an improvement of 4% over FY''13. Production of 14.5 MT of hot metal and 13.6 MT of crude steel was also 1% higher each than corresponding period of last year (CPLY) respectively. All-time best production of special quality & value added products of 5.42 MT was achieved, which was 6% higher than FY''13. Power Plants maintained the best ever power generation of 699 MW during 2013-14, with a growth of 1% over last year.

During the year SAIL took a major step forward on the modernization & expansion front, with the new 4060 m3 Blast

Furnace (largest in the country) at Rourkela Steel Plant becoming operational since August, 2013. It marked a new chapter in the modernization and expansion of the company. Thereafter, other upcoming facilities at RSP have also been operationalized. From June, 2014, the entire integrated process route comprising the new Ore Bedding & Blending Plant, 360 sq.m. Sinter Plant, the 7 m tall Coke Oven Battery No.6, the 4060 m3 Blast Furnace No.7, the 3rd BOF, 2500 mm Slab Caster and the Plate Rolling facility in the New 1.0 Million tonne per annum Plate Mill are operational at RSP. Work in the finishing mill of the Plate Mill will be completed shortly. The production from these facilities is being ramped up. BSP experienced an incidence of gas leakage in the Pump House of Blast Furnace Gas Cleaning Plant on 12th June, 2014 resulting in loss of six precious lives. Causes of incident were thereafter analysed and remedial measures taken. The units were re-started within 7 days and were stabilised soon.

Research & Development (R&D)

Several initiatives have been undertaken for implementation of the ambitious R & D Master Plan of SAIL, initiated under three broad categories namely, Centre of Excellence(CoE) Projects, High Impact Projects (HIP) and Technology Missions (TM) Projects.

The successes achieved under CoE Projects include, introduction of Roll Bite Lubrication System in all the finishing stands of Hot Strip Mill at Bokaro, increase in the average campaign life of Steel ladle in SMS-II, Bokaro Steel Plant from 80 to 89 heats using in-house SRU (SAIL Refractory Unit) bricks.

Under High Impact Projects where headway has been made are, beneficiation of iron ore fines/Slimes, modification in CDI and Coke Ovens door system, Micro pelletisation of sludge and its re- use in Sinter Plant. For use of BF slag for road making, studies are being conducted with CRRI (Central Road Research Institute).

The Technology Missions being pursued by your Company are mainly, thin strip casting and CRGO Steel production for which modalities for technology transfer are being worked out.

Development of New Products

Your Company is proud to be a part of India''s Defence Indigenisation initiatives, wherein its steel plants at Bhilai and Rourkela had jointly developed and supplied DMR-249 grade steel for India''s first indigenously developed aircraft carrier, "Vikrant". Maintaining this fervour for continuous improvement, your Company has developed several new products during the year, further enhancing its extensive product portfolio. The new products developed at different Plants are as follows:

- Bokaro Steel Limited and Research and Development Centre for Iron and Steel (RDCIS) have jointly developed a Super Formable/High Strength Formable Steel specifically designed for producing cylinders in various shapes to service the export market. The new grade of steel will bring about more than 15% reduction in blank cylinder weight leading to a significant reduction in both manufacturing costs as well as the cost incurred in transportation and handling.

- Bhilai Steel Plant has developed High Toughness Corrosion Resistant Rails to provide improved hardness and elongation and better fracture toughness in rails supplied to Indian Railways.

- Durgapur Steel Plant has produced Aluminium killed IS 2062 E 410 blooms to cater to the latest trend of using high strength steel members in electrical transmission towers to reduce weight and improve cost effectiveness.

- SAIL has also introduced Earthquake resistant Fe 415S and Fe 500S grade TMT rebars complying with the IS 1786 standards, leading to TMT bars with better ductility and toughness as compared to ordinary TMT.

Raw Materials

During Financial Year 2013-14, total requirement of iron ore was met from captive sources. The Company''s captive iron ore mines produced about 25.32 million tonnes (MT). However, in case of coking coal, around 18% requirement was met from indigenous sources (Coal India Limited & captive sources) and balance through imports (11.36 MT). During 2013-14, production in captive collieries of the Company was about 0.69 million tonnes, out of which 0.58 million tonnes was raw coking coal and balance 0.11 million tonnes of non-coking coal. In case of fluxes, around 1.13 million tonnes of limestone and 1.05 million tonnes of dolomite was produced resulting in total production of 2.18 million tonnes fluxes from captive sources. For thermal coal, your Company depends entirely on purchases from Coal India Limited except small quantity produced from captive mines.

During 2013-14, production at Gua Iron Ore Mines resumed on 12th April, 2013, after a gap of about two years, after obtaining forest and environment clearance from Ministry of Environment & Forest (MoEF), Government of India (GoI). Further, on 4th March, 2014,

MoEF, GoI granted Stage-I forest clearance for additional diversion of 361.295 ha of forest land in Durgaiburu lease of Gua Mine, thereby making total diversion as 635.986 ha. Grant of the forest clearance has paved the way for capacity expansion of the Gua Mines from present level of 2.4 million tonnes per annum to 10 Million tonnes per annum. Letter of Acceptance (LoA) has been placed for main package of capacity expansion project.

Approval of Odisha Govt. on the report of the Technical Committee regarding status of Karo-Karampada Elephant Corridor, in context of 5.1 Sq. Mile lease of Bolani Mines in Feb''14, paved the way for continued operations in core iron ore bearing area of the lease and capacity expansion of Bolani Mine to 10 Million tonnes per annum (MTPA).

For ensuring regular supplies of iron ore, capacities of existing iron ore mines are being expanded and new iron ore mines are being developed. Process for selection of Mine Developer-cum-Operator for development of Rowghat and Chiria iron ore mines has been initiated.

In addition, new iron ore deposits in the States of Rajasthan, Chhattisgarh, MP, Maharashtra, Odisha and Karnataka are being explored. In this regard, Ministry of Mines, GoI, vide order dated 2.9.2013 accorded its approval for grant of mining lease for iron ore associated mineral over 871.38 ha in village Dhul Khera, district Bhilwara, Rajasthan in favour of SAIL for a period of 30 years.

Efforts are being made for allotment of new coking coal and thermal coal blocks under Government dispensation route.

Hon''ble Supreme Court in its judgement passed on 16th May, 2014 in respect of the PIL regarding illegal mining in Odisha has expressed that in respect of mines where second and subsequent renewals are pending with State Government, the mining operations cannot be allowed without any express orders passed by State Government in terms of Section 8(3), MMDR Act, 1957. In view of this order, the mining operations of the mines of SAIL in Odisha viz. Bolani, Barsua & Kalta running under the deemed extension provisions of Rule 24(A)(6) of MCR, 1960 were suspended by Odisha Government during the period 17th May, 2014 to 31st May, 2014, till the required express orders were issued by State Government of Odisha.

Power Production and Consumption:

SAIL met about 67% of its total average power requirement of 1050 MW through its own captive generation and the balance 33% power was purchased from outside, mainly from grid utilities. With an aim to reduce cost, the opportunity of cheaper power available in the Power Exchange was utilised and total 19.7 MU was purchased for Salem Steel Plant (SSP) from Indian Energy Exchange. This practice will be continued.

The practice of gainful utilisation of surplus captive power available at one Plant through wheeling to other Plants was also continued during the year and about 25 MU was wheeled to Visvesvaraya Iron & Steel Plant (VISL) in Karnataka from Bhilai Steel Plant (BSP) in Chhattisgarh resulting in substantial cost benefits.

With an aim to ensure the availability of enhanced requirement of reliable power after the completion of ongoing expansion, your Company is in the process of augmenting its captive generation facilities and Transmission & Distribution infrastructure. Power receiving substation at Rourkela Steel Plant (RSP) was upgraded to 220 KV GIS during the year and similar projects are under execution at Bokaro Steel Plant (BSL) and Chandrapur Ferro Alloy Plant (CFP). Additional captive generation capacity of 216 MW is under installation at various SAIL Plants. In addition, expansion of capacity by 1x250 MW at RSP and 2x20 MW at Durgapur Steel Plant (DSP) is being carried out by NTPC-SAIL Power Company Private Limited (NSPCL), a JV Company of SAIL and NTPC.

SALES AND MARKETING REVIEW

Notwithstanding the challenging market conditions during the year in which the demand of steel in the country remained suppressed, your Company achieved a total sales volume of 12.07 million tonnes during the Financial Year 2013-14 registering a growth of 8.6% over Financial Year 2012-13. Product categories where major growth were recorded in domestic sales included: Plates: 12.7%, HR Coils: 7.8%, GP/GC: 23%.

The Company exported 0.47 million tonnes of steel during FY''14, registering a growth of 28% over the previous year. New export markets were developed, such as Saudi Arabia for Blooms, Canada for Plates and Indonesia and Thailand for Slabs.

The Company''s Rural Dealer network was further expanded to 1004 number of Rural Dealers, as on 31st March, 2014. With this, total number of SAIL dealers stood at 2,948 as on 1st April, 2014. Records Retail sales were achieved at 0.62 million tonnes, registering an increase of 14% over 2012-13.

GROWTH PLAN

Keeping in view the projected demand for steel in the country, your Company is currently implementing growth plan to enhance its Hot Metal production from the level of 14.4 million tonnes during the Financial Year 2013-14 to 23.5 million tonnes after expansion. The growth plan, besides targeting higher production, also addresses the need for eliminating technological obsolescence, achieving energy savings, enriching product-mix, reducing pollution, developing mines and collieries, introducing customer centric processes and developing matching infrastructure facilities.

To maintain its current dominance in the domestic market and to meet the future challenges, your Company is working on a long- term strategic plan ''Vision 2025'', which will steer the Company towards a target of 50 million tonnes of Hot Metal production, thereby meeting the strategic objectives of achieving leadership in Indian Steel sector and a position amongst the top Steel companies globally.

MODERNISATION AND EXPANSION PROGRAMME

Your Company is implementing Modernisation & Expansion Plan of its five Integrated Steel Plants at Bhilai, Bokaro, Rourkela, Durgapur & Burnpur. The modernization & expansion plan envisages increase in production capacity of Hot Metal from 14.4 million tonnes per annum to 23.5 million tonnes per annum.

Orders for about Rs. 59,288 crore have been placed (till Mar''14) under the current Modernisation & Expansion Plan of SAIL and a capital expenditure of Rs.53,270 crores has been made under this program till Mar''14. Facilities of about Rs.20,000 crore have been already operationalized till Mar''14. This includes facilities at SSP, Raw Material Handling Plant, Sinter Plant, COB-11 Complex, Wire Rod Mill at ISP and New Sinter Plant-3 at RSP.

Further, during FY''14, production commenced from several new facilities such as New Ore Bedding & Blending Plant, New Coke Oven Battery No.6 Complex including Coal Handling Plant, 3rd Single Strand Caster at RSP; Coke Oven Battery No.2 at DSP; 2nd Sinter Machine in SP-3 at BSP. A major achievement was recorded with the new 4060 m3 blast furnace (largest in the country) at RSP operationalized from August''13. The production has been ramped up from the furnace since then.

SAIL Board accorded ''in-principle'' approval during the year for various new Projects with an estimated total outlay of around Rs. 7,862 crore during the year.

A capital expenditure of Rs. 9,890 crore was incurred during the Financial Year 2013-14 on this account and capex planned during 2014-15 is Rs. 9,000 crore.

The details of the Additions, Modification & Replacement (AMR) Schemes under implementation are given in the Management Discussion & Analysis (MD&A) Report.

HUMAN RESOURCE MANAGEMENT REVIEW

Your Company recognizes contribution of its Human Resources (HR) in providing the competitive advantage. SAIL has achieved its present level of excellence through investing in its human resource, whose skill and knowledge constitute the basis of every initiative – be it technology or innovation. Developing skills and capabilities of employees to improve manpower utilization and labour productivity is the key thrust area of Human Resource Management (HRM) in SAIL.

Enhanced Productivity with Rationalized Manpower

Your Company achieved the highest ever Labour Productivity (LP) of 278 tonnes of crude steel (TCS)/Man/Year in 2013-14. The manpower strength of SAIL was 97897 nos. (as on 31.03.2014) with manpower rationalization of 3981 nos. achieved during the year. The enhanced productivity with rationalized manpower could be achieved as a result of judicious recruitments, redeployment strategies, multi-skilling, building competencies and infusing a sense of commitment and passion among employees to excel. Trend of enhanced productivity and manpower rationalization since 2003-04 onwards is depicted below:

Developing Employee Capabilities & Competencies

In order to develop its human resources for harnessing their potential and for according ample opportunity to employees for realizing individual as well as organizational goals, your Company has been making sustained efforts through various training and development activities with focus on preservation of skills, transfer of skills and knowledge, training in specialized/advanced skills and technology in collaboration with reputed organizations and development of effective managerial competencies through association with premier institutes.

Preparing employees for tomorrow, for effectively taking up challenges and discharging new roles and responsibilities was given a major thrust. Overall, 47187 employees were trained against target of 41340 employees during the year on various contemporary technical and managerial modules.

Harmonious Employee Relations

- Your Company has a glorious tradition of conducive and fulfilling employee relations environment. The healthy practice of settling the issues through discussions with trade unions/workers'' representatives enabled workers'' participation at different levels and facilitated in establishing a peaceful IR climate. The Company has an established system of worker''s participation at different levels right from National level upto Shop-floor level. Some of these forums are functioning since early seventies and are sufficiently empowered to address different issues related to wage, safety, and welfare of workers, arising from time to time thus helping in establishing a conducive work environment.

- Bipartite forums like National Joint Committee for Steel Industry (NJCSI), Joint Committee on Safety, Health & Environment in Steel Industry (JCSSI) etc. with representation from major central trade unions as well as representative Unions of Plants/Units meet on a periodic basis and jointly evolve recommendations/ action plans for ensuring a safe & harmonious work culture which gets substantiated from the harmonious Industrial Relations enjoyed over the years by SAIL Plants/Units, marked with diverse work culture at multi-locations.

- In addition, Quality Circles, Suggestion Schemes, Shop specific Performance Improvement Workshops also offer multiple avenues for enhanced workers'' participation. Workers are also kept abreast of strategic business decisions and their views sought through structured/interactive workshops.

- Communication with employees at various levels concerning wide range of issues impacting the Company''s performance as well as those related to employees'' welfare is carried out in a structured manner across the Company. Mass communication campaigns are undertaken at the level of Chief Executive Officers (CEO)/Senior Officers'' of the Plants involving structured discussion with large group of employees. These interactive sessions help employees to align their working with the goals and objective of the Company leading to higher production & productivity and enhanced employee engagement.

Grievance Redressal Mechanism

- Effective internal grievances redressal machinery exists in SAIL Plants and Units, separately for executives and non- executives. The grievance procedure in SAIL has been evolved after sustained deliberations and involvement of employees, trade unions and associations. Joint grievance committees have been set up at Plant/Unit level for effective redressal of grievances.

- The grievances are dealt through a 3 stage grievance handling system and employees are given an opportunity at every stage to raise grievances relating to wage irregularities, working conditions, transfers, leave, work assignments and welfare amenities etc. Majority of grievances are redressed informally in view of the participative nature of environment existing in the steel plants. The system is comprehensive, simple and flexible and has proved effective in promoting harmonious relationship between employees and management.

- There were 44 grievances pending for redressal as on 31.03.2013. Number of grievances received during the period from 01.04.2013 to 31.03.2014 were 1127. During the year, 1157 grievances were disposed off and 14 grievances were pending for redressal as on 31.03.2014.

INITIATIVES FOR SOCIO-ECONOMIC DEVELOPMENT OF SCs /STs and OTHER WEAKER SECTIONS OF SOCIETY

Your Company follows Presidential Directives on Reservation for Scheduled Castes (SCs) and Scheduled Tribes (STs) in the matter of recruitments & promotions. As on 31st March, 2014, out of total manpower of 97897, 15.95% belong to SC category and 13.77% belong to ST category.

SAIL steel plants and units including mines are located in economically backward regions of the country with predominantly SC/ST population. SAIL has contributed to the overall development of civic, medical, educational, recreational and other facilities in these regions.

SAIL has undertaken several initiatives for the socio-economic development of SCs/STs and other weaker sections of the society which are mainly as under:

- No tuition fee is charged from SC/ST students studying in the

Company run schools, irrespective of whether they are SAIL employees'' wards or non-employees'' wards.

- Free medical health centres for poor have been set up at Bhilai,

Durgapur, Rourkela, Bokaro, Burnpur (Gutgutpara) providing free medical consultation, medicines, etc. to the peripheral population mainly comprising of SC/ST and weaker sections of society.

- SAIL Plants have adopted 15 children from nearly extinct Birhor Tribe. They are being provided free education, boarding, lodging and medical facilities for their overall growth.

- Villagers are given free outdoor and indoor treatment in the SAIL hospitals located at Kiriburu, Gua & Chiria Mines after recommendations by Manki / Munda (Local Tribal Village Heads) of the peripheral villages.

Initiatives towards propagating awareness about Reservation Policy

- Internal workshops for Liaison Officers for SC/ST and other dealing officers of SAIL Plants/Units are conducted at regular intervals through an external expert to keep them updated on the reservation policy for SC/ST and other related matters.

- A meeting with SAIL SC/ST Employees'' Federation under the Chairmanship of Director (Personnel) was organized on 18th June, 2013 at Rourkela. Federation members were apprised about the position and the challenges faced by the Company. Meeting was followed by a two-day workshop on reservation matters for the members of the Federation.

- A Workshop on reservation for SC/ST/OBC/PWD was organized on 20th and 21st of June, 2013 at Rourkela. The workshop was attended by 40 executives from different Plants and Units of SAIL and it has assisted in disseminating the nuances of implementation of guidelines on reservation policy.

- Dr. Rameshwar Oraon, Hon''ble Chairperson, National Commission for Scheduled Tribes visited RSP during 9th -11th September, 2013 and reviewed implementation of Reservation Policy in respect of STs. He appreciated the efforts of SAIL/RSP towards the overall development of peripheral population which predominantly comprises of SC/ST.

IMPLEMENTATION OF RTI ACT, 2005

Your Company has been a front runner in implementation of Right to Information Act, 2005 in true spirit. The Company has designated Public Information Officers(PIO)/Asstt. Public Information Officers (APIO), Appellate Authorities and Transparency Officer under Section 5 & Section 19(1) of RTI Act in each Plant and Unit for speedy redressal of the queries received under the Act.

The provisions under the Act are being complied with by all Plants and Units of SAIL. All statutory reports including Annual Report are sent to Ministry of Steel and are also posted on SAIL website. Under Sec. 5(5), all the officers/ line managers responsible for providing information to the PIO, called Deemed PIO, have been made equally responsible as PIO towards timely providing of information to the applicant.

All Plants/Units of SAIL have listed 17 manuals and details of designated officials in line with the provisions of the RTI Act has been uploaded on SAIL website. Your Company has also institutionalised an exclusive RTI Portal for better awareness and knowledge sharing. In all, a total number of 4940 applications and 942 appeals were received under RTI Act, during the Financial Year 2013-14 and all of them have been disposed off within the timelines. Efforts towards spreading awareness about RTI amongst general public as also for PIOs/Deemed PIOs continued throughout the year.

AWARDS &ACCOLADES WON DURING THE YEAR

- Your Company has been conferred with "Excellent" MoU Rating for the year 2012-13 for the 11th consecutive year.

- Chairman, SAIL has been adjudged ''CEO of the year'' by Platts at the 2014 Platts Global Metal Award.

- SAIL employees won 18 out of 28 Viswakarma Awards declared in 2013, which is the highest for any organization amongst both private and public sector. In terms of number of employees, 76% awardees in the country were from SAIL.

- 6 out of 16 Shram Awards declared in the country in 2013 for Public Sector were won by SAIL employees. This was also the highest number for any organization amongst both private and public sector. In terms of number of employees, 50% awardees in the country were from SAIL.

- In the international Quality Meet at Taipei, Taiwan during October, 2013, 5 Quality Circle teams consisting of 29 SAIL employees won Gold Medals.

- BSP/SAIL was awarded the prestigious PM''s trophy for the Best integrated Steel Plant (2011-12) for the 11th time (out of 20 times awarded).

- SAIL bagged Indira Gandhi Rajbhasha Shield for best implementation of official language in ''A'' (Hindi-speaking) region by Ministry of Home Affairs, Government of India. This award was conferred by Hon''ble President of India on Hindi Diwas i.e. 14th Sept''13.

- SAIL bagged the Gold Trophy for "SCOPE Meritorious Award for Environmental Excellence & Sustainable Development" for the year 2012-13.

- SAIL was conferred with ''Employer Federation of India National Award 2013'' for Excellence in Industrial Relations at Mumbai on 25th October, 2013.

- SAIL has been awarded with ''Commendation Certificate for Strong Commitment to HR excellence'' by CII in the 4th CII National HR Excellence Award 2013 held on 24th September, 2013 at New Delhi.

- Top prize in the ''National Energy Conservation Awards 2013'' was awarded by Hon''ble President of India Shri Pranab Mukherjee on 16th December, 2013 in recognition of ''Systematic and serious efforts made by BSP for efficient utilization and conservation of energy during the last two years''.

- Town Official Language Implementation Committee (NARAKAS), PSU-Delhi, under the Chairmanship of SAIL has been awarded the Ist prize for the best performance in implementation of Rajbhasha in northern region. The award was presented by Hon''ble Governor of Punjab Mr. Shivraj Patil on 31st March, 2014 at Chandigarh.

- Ispat Rajbhasha Shield (Ist prize) awarded by Hon''ble Minister of Steel on 24th February, 2014 at Lucknow for best implementation of Official Language in SAIL.

- In recognition of excellent implementation of Official Language in SAIL, NARAKAS Rajbhasha Shield (IInd prize) was awarded by Secretary, Rajbhasha, Govt of India on 21st February, 2014 at New Delhi.

- Ispat Bhasha Bharati, the Hindi House Journal of SAIL has been adjudged as the best magazine among all PSUs for the year 2012-13 by Town Official Language Implementation Committee, Delhi on July 29, 2013.

- India Pride Award 2013-14 for Excellence in CSR under Central Public Sector Undertakings was awarded by Union Minister of Human Resource Development on 19th December, 2013 at New Delhi.

- ''Company with Best CSR & Sustainability Practices Award - 2013'' conferred upon SAIL by Asian Centre for Corporate Governance & Sustainability.

- SAIL won the ''ICC PSE Excellence Awards 2013'' under Corporate Social Responsibility & Sustainability in Maharatna & Navratna Award Category. The award was conferred upon SAIL by Advisor to the Prime Minister and Secretary, DPE on 16th December, 2013 at New Delhi.

- ''SKOCH Corporate Leadership trophy'' was awarded to Chairman, SAIL by Union Finance Minister in the 34th SKOCH Summit held on 12th November, 2013 at New Delhi.

- SAIL won ''SKOCH Order-of-merit Award'' in 3 award categories i.e. HRD, Environment Management and Sustainability on 11th November, 2013 at New Delhi.

- Jury award for ''Lasting Impact on Indian Economy'' at Governance (Now PSU Awards-2013) conferred upon SAIL

Chairman by Union Minister of Heavy Industries, Sh. Praful Patel on July24, 2013 at New Delhi.

- SAIL bagged ''e-INDIA PSE Awards-2013'' in the field of Education for the project "Special Schools for the Underprivileged" on 23rd July, 2013.

- SAIL has been awarded "Responsible Business Awards-2013" in the category ''CSR Leadership Award'' by World CSR Day in June, 2013.

- Chairman, SAIL has been conferred with ''Star PSU CMD of the year Award'' for outstanding performance under the Maharatna category in BT-Star PSU Excellence Awards-2013.

- SAIL has won ''Randstad Award 2013" at Bangalore on 18th April, 2013.

- SAIL bagged two prizes in Regional Rajbhasha Conference held by MoH in Chandigarh on 5th June, 2013; one for best implementation of Rajbhasha at regional level and another for conducting the activities of the NARAKAS in excellent manner.

Bhilai Steel Plant

- INSAAN Award – First prize for "Excellence in Suggestion Scheme" (Theme: Institutionalizing innovation) for the year 2013.

- BSP, SAIL won ''Commendation Certificate'' for significant role played in promoting Business Excellence in India for the year 2013 in the 21st CII National Quality Summit at Bangalore on 8th November, 2013.

- Nandini Mines of BSP won 5 prizes for Mineral conservation and Environment.

- Greentech Environment Award (Gold) for the year 2012-13 by Greentech Foundation.

- Bhilai/Durg TOLIC won first prize in the central region for best implementation of Rajbhasha during 2012-13 by Rajbhasha Deptt. Central Region.

- Golden Peacock Sustainability Award for sustainability initiatives during Assessment Year 2012-13 by Institute of Directors – New Delhi.

- ''IIM National Sustainability Award'' for 2012-13 by Indian Institute of Metals, Kolkata.

Bokaro Steel Plant

- BSL was conferred with Commendation for Strong Commitment to Excel by CII-Exim Bank.

- CII (ER) Productivity Award 2013-14 in Group ''C'' by CII (ER).

- Second prize for implementation of Rajbhasha Hindi in ''D'' Category States in Eastern Region by Deptt. of Official Languages, Govt. of India in March 2014.

- Greentech Environment Award (Gold) and Greentech CSR Award (Silver) for the year 2012-13 by Greentech Foundation.

Durgapur Steel Plant

- DSP was conferred with Commendation for Strong Commitment to Excel by CII Exim Bank.

- Certificate of Merit awarded to DSP by CII Eastern Region for Energy Conservation

- Greentech Environment Award (Gold) and Greentech CSR Award (Silver) for the year 2012-13 by Greentech Foundation.

- Greentech Safety Award 2013 (Silver) for year 2012-13 by Greentech Foundation, New Delhi.

- Srishti Good Green Governance Award 2012 for Environment (Runner up) by Srishti Publications, New Delhi for the year 2012-13.

- ''Commendation Certificate'' under the ''Large Scale Manufacturing – Metallurgical'' category of Rajiv Gandhi National Quality Awards, 2011 on 26th April at New Delhi.

- Greentech HR Award 2013 (Silver) for training excellence at 3rd Annual Greentech HR Awards ceremony held at Goa.

Rourkela Steel Plant

- Award in three categories viz. Best CSR Practices, Women''s Empowerment and Support & Improvement in Quality of

Education was awarded to RSP at the World CSR Congress & World CSR Day held at Mumbai in Feb.''14 during Global CSR Excellence and Leadership Award Presentation Ceremony.

- Certificate of Commendation was awarded to RSP in the ''CII ITC Sustainability Award 2013'' for significant achievement in the journey towards Sustainable Development.

- Greentech Environment Award (Gold) for the year 2012-13 by Greentech Foundation at Chandigarh on 29th-30th January, 2014.

- Golden Peacock Environment Management Award 2012.

- CII-EXIM Bank Award 2012-13 for strong commitment towards excellence in November, 2013.

- CSR Leadership Award in the Think CSR Forum jointly organized by Telfa''s, the Times of India and Think Foundation in August, 2013.

- Champion''s Award for Employee Engagement in June, 2013 by INSAAN.

- Srishsti Good Green Governance Award, 2011 received 4th times in a row in June''13.

- Ispat Suraksha Puraskar-2010 for no fatal accident in two areas, namely, Coal, Coke & Chemicals Zone and the Blast Furnace, Slag Granulation Plant, Sinter Plants & Raw Materials Department Zone by Joint Committee on Safety, Health and Environment of the Steel Industry in June, 2013

Raw Materials Division

- Greentech CSR Award (Gold) was awarded to RMD for the year 2012-13 by Greentech Foundation at Chandigarh on 29- 30th January, 2014.

- Quality circle team of Bolani Ores Mines bagged the Quality Circle Award at Taipei, Taiwan in October, 2013 for its innovative project on ''Eliminating overloading problem of conveyor LC-2 at Bolani Ore Mines

- Barsua Iron Mines was awarded with 2nd Prize in Use of Mechanized Beneficiation Equipments and 3rd Prize in SAIL''s in house magazine Ispat Bhasha Bharti awarded Rajbhasha Shield in a function of TOLIC in New Delhi, where Chairman SAIL Mr CS Verma and Ms Nita Chowdhury, Secretary (Rajbhasha), Govt of India, honouring senior Hindi writer and critic Professor Kedarnath Singh with NARAKAS Sahitya Samman

Publicity & Propaganda in the Mines Environment & Mineral Conservation Week 2013-14

Alloy Steels Plant

- Greentech Environment Award (Silver) was won by ASP for the year 2012-13 by Greentech Foundation at Chandigarh on

29th-30th January, 2014.

Salem Steel Plant

- 26 employees of Salem Steel Plant have won State Shram Award announced by Directorate Safety and Health, Govt. of Tamil Nadu recognizing outstanding suggestions implemented in the work area. SSP also bagged 3 safety awards.

- SSP won National Sustainability Award (Second Prize) for the year 2012-13 from Indian Institute of Metals, Kolkata amongst the Secondary Steel Plants/Alloy Steel Plants category consecutively for the 10th time and 17th time since inception.

SAIL Refractory Unit

- 2nd Prize in Official Language Implementation in Eastern Region.

CORPORATE SOCIAL RESPONSIBILITY AND SUSTAINABLE DEVELOPMENT

Steel Authority of India Limited - the Maharatna Steel Company, has adopted a balanced approach towards inclusive growth, consistent with socio-environment. Your Company, during 2013-14, continued to focus on helping the downtrodden, the underprivileged with its development oriented CSR projects in the area of Medical and Healthcare, Education, livelihood generation etc.

Specialized and basic healthcare facilities either completely free or at very nominal charges are being provided to needy and underprivileged living in the vicinity of Pants/Units through 57 Primary Health Centres, 21 Hospitals, 7 Reproductive & Child Health Centres and 7 Super-Specialty Hospitals created by SAIL. More than 38.61 million people have benefited so far by availing the healthcare facilities being provided by SAIL.

Seven health centres (Kalyan Chikitsalaya) have been established exclusively for BPL families at Plants location which provide free OPD facilities & medicines to poor and needy families. Over 90,000 people were treated at these Kalyan Chikitsalayas in 2013-14.

SAIL has continuously been providing basic medical services to the rural populace residing in its peripheral villages. Around 3000 medical camps were organized during 2013-14 in the vicinity of its Plants/Units to provide medical facilities to such people in their neighbourhood itself. More than 2 lakh people received the medical facilities in these camps in 2013-14.

SAIL has created infrastructure for enhancing availability of safe drinking water for people living in far-flung areas, by installing over 7625 water sources. By virtue of these facilities created by SAIL, 42.70 lakh people have gained access to drinking water through improvement in availability of potable water resources at rural and water deficit locations.

In order to promote sanitation and hygiene in peripheral villages, RSP has completed the project ''Comprehensive Water & Sanitation Facilities'' in five peripheral villages – Chutiatola, Dumerjore, Ushra Colony, Baniguni & Jagdishpur benefiting 621 households.

Your Company firmly believes that only an enlightened and well informed citizen can play a constructive role in the progress of society. Company owns and maintains over 129 schools in its Steel townships for providing modern education to more than 59,000 children, besides actively providing assistance to over 629 schools with over 92,000 students. Seven Special Schools (Kalyan Vidyalaya), exclusively for BPL families established at Steel Plants locations, are providing free education, mid-day meals, uniform including shoes, text books, stationery items, school bags, water bottles and transportation to around 1,600 students. Scholarships to deserving undergraduate and postgraduate engineering students, adoption of tribal children from Maoist insurgency affected areas, nearly extinct Birhore tribes, sponsoring youth for Industrial Training and Nursing course, etc. are some of the major steps taken for uplifting poor, OBC, SC, ST, etc. Saranda Suvan Chhatravas - a fully residential complex at Kiriburu Mines has been set up for providing education and residential facilities to students belonging to areas affected by Maoist insurgency.

SAIL in association with Akshya Patra Foundation is providing Mid-Day Meal to students of Govt. schools in and around Bhilai and Rourkela. Under this scheme, healthy & nutritious meal is being provided to more than 73000 students of around 550 Govt. schools every day.

SAIL has carried out construction of new roads/pathways and also undertaken repairs of damaged road/pathways in rural areas thereby providing connectivity for facilitating reach of education and healthcare amenities to over 77.04 Lakh people across 435 villages.

In order to bridge the disparity between rural and urban areas and bring about holistic development of both physical and social infrastructure, 79 villages have been developed as "Model Steel Villages" across the country (in eight states).

To promote renewable sources of energy, Solar street lights were installed and Solar Lanterns and smokeless chullahs, have been distributed among the poor and needy in different parts of Country.

People of remote forest areas are deprived of basic infrastructural i.e. medical care, education and other essential requirements of livelihoods. The dense reserve forest of Saranda wherein SAIL''s mines are situated is one of such deprived region where people face real hardships of life. Being a responsible corporate entity and to bring the marginalized masses of this remote forest area to the mainstream of development, SAIL in association with Ministry of Rural Development, Govt. of India has undertaken a developmental plan for the benefit of habitants of Saranda forest region.

Under the Saranda Development Plan, SAIL has distributed bicycles, transistors, solar lanterns (seven thousand each) to the people of region and established an Integrated Development Centre (IDC) at Digha village in Saranda forest, West Singhbum District, Jharkhand consisting of a Hospital, Anganwadi Centre, Bank, Forest & Agriculture office, Ration shop, Community Hall, Accommodation Complex for civil official and a Community kitchen.

SAIL, as a responsible corporate citizen, supported the rehabilitation initiatives for the people affected by Flash Floods in Uttarakhand and Phylin cyclone in Odisha by contributing Rs.1 Crore and Rs.20 Crore, respectively.

Vocational training has been provided in areas such as Improved agriculture, Mushroom cultivation, Goatery, Poultry, Fishery, Piggery, Achar/Pappad/Agarbatti making, Welder, Fitter and Electrician Training, Sewing and embroidery, Smoke less chullah making etc. as a means to livelihood in a dignified manner.

Vocational Training centre for rural and unemployed youths – ''Bhilai Ispat Kaushal Kutir'' and ''Swayamsiddha'' at Bhilai, Skill Development and Self Employment Training Institute (SDSETI) at Durgapur, Garment Technician Training at Salem, JHARCRAFT centre at Bokaro and Self employment centre "KIRAN" at Kiriburu Ore Mines are benefitting common masses by way of financial inclusion/SHG/training for income generation and then empowering them to be part of main stream.

Besides running Vocational Training Institutes (VTI), SAIL is supporting vocational training of the local youth at other ITIs/ITCs/ VTIs. RSP, ISP & RMD supported ITI/ITC training of more than 700 youths at ITC, Bargaon, (under the rehabilitation/prevention program for the left wing extremists ) & ITCs at Rourkela.

For promoting the local art and culture, Chhattisgarh Lok Kala Mahotsav and Gramin Lokotsav are being organised every year. To promote local culture and games, Gramin Lokotsavas and Gramin Athletics Competition were organised by SAIL at different locations throughout the year.

SAIL''s efforts as a responsible corporate citizen in Nation building have been recognized at various forums in the form of numerous awards and accolades received by the Company which are tabulated along with other awards in Awards & Accolades Section reported earlier.

CITIZEN CHARTER

SAIL''s Citizen Charter has outlined commitment of SAIL towards its stakeholders, thereby empowering them to demand better products and services. The Citizen''s Charter of SAIL may be summarized in four objectives, as given below:

- Ensuring citizen-centric focus across all its processes by adopting Total Quality Management principles for improvement of products and services.

- Ensuring effective citizen communication channels.

- Demonstrating transparency and openness of its business operations by hosting the Citizen''s Charter on the Corporate website.

- Working towards delight of citizens, by fail-safe processes and in case of exigencies leveraging its service recovery processes, like Grievance Redressal, Handling Complaints, etc. The Management of your Company is totally committed to excellence in public service delivery through good governance, by a laid down process of identifying citizens, our commitment to them in meeting their expectations and our communication to them of our key policies, in order to make the service delivery process more effective.

STRATEGIC INITIATIVES OF THE COMPANY

During the Financial Year 2013-14, your Company continued to give impetus towards taking new business initiatives, including mergers and acquisitions, establishing new strategic alliances with renowned companies, ensuring raw material security through acquisition of potential opportunity, as well as diversifying in allied areas for meeting its long-term strategic objectives. Your Company has established communication with renowned international technology providers for forging strategic alliances, in alternative iron and Steel technologies, as well as production of sophisticated spares and assemblies etc. The Company is continuously adopting the path of entering into Joint Ventures with public/ private entities, to attain its strategic goals of maximizing gains, with optimal utilization of resources.

The strategic initiatives taken by your Company include: Merger and Acquisitions (M & As):

Your Company has taken up with Ministry of Commerce/ Government of India for possibility of acquiring majority stake in Neelachal Ispat Nigam Limited (NINL) in Jajpur, Odisha. SAIL has reiterated its plan to develop NINL into a 5 million tonne per annum (mtpa) Steel Plant, in phases, from the current capacity of 0.9 mtpa.

Joint Ventures / Memorandum of Understanding (MOU) :

1. Development of Hajigak Iron Ore Deposits in Afghanistan:

The SAIL-led consortium AFISCO (Afghan Iron and Steel

Consortium) comprising of SAIL, NMDC, RINL, JSW Limited, JSPL, JSW Ispat Limited and Monnet Ispat and Energy Limited was selected as the ''Preferred Bidder'' for blocks B, C and D of the Hajigak Iron Ore mines with an estimated reserve of 1.28 billion tonnes of high-grade magnetite iron ore (with 62-64% Fe content) and invited for negotiation of Hajigak Mining Contract. The consortium is carrying out contract negotiations with the Ministry of Mines and Petroleum of the Islamic Republic of Afghanistan.

2. Alternate technologies in Iron and Steel Making : Your Company is jointly exploring with Kobe Steel, Japan for installation of an ITmK3 technology based 0.5 MTPA Iron Nugget Plant at ASP, Durgapur. A Joint Venture Company "SAIL-Kobe Iron India Private Limited" has already been incorporated. The Detailed Project Report is under preparation.

3. Revival of operation of SAIL SCL Kerala Ltd. (SSKL), Kozhikode : The management of erstwhile Steel Complex Limited, a BIFR registered Company was taken over by SAIL, after its release from BIFR, in 2010, and converted into a Joint Venture Company, namely "SAIL-SCL Kerala Limited" with SAIL and Government of Kerala having equal shareholding. The Joint Venture Company has initiated the process for installing 65000 tpa TMT rolling mill in the premises.

4. In pursuance to signing of the Joint Venture Agreement with Burn Standard Company Limited (BSCL), a Public Sector Unit under Ministry of Railways, for setting up a Wagon Components Manufacturing Facility at the premises of BSCL at Jellingham, Purba Medinapore District, in West Bengal, with capacity to produce 10,000 bogies and couplers per annum, a new Joint Venture Company "SAIL Bengal Alloy Castings Private Limited" was incorporated on 12th February, 2013. Work for preparation of Detailed Project Report (DPR) for the Project has been initiated.

5. SAIL had formed a Joint Venture Company (JVC) with RITES viz. SAIL RITES Bengal Wagon Industry Pvt. Ltd. (SRBWIPL), to manufacture 1200 wagons and undertake rehabilitation of 300 number of wagons per year at Kulti, West Bengal. Project related activities are under progress, including installation and erection of equipment. The JVC is likely to start commercial production by this year end.

6. Your Company has signed an MOU with Industrial Development Corporation of Odisha Ltd. (IDCOL) for exploring the possibility of acquisition of/Joint Venture with its wholly owned subsidiaries IFCAL (IDCOL Ferro Chrome Alloys Ltd.) and IKIWL (IDCOL Kalinga Iron Works Ltd.). Based on detailed due-diligence and approval by the SAIL Board, financial bid for acquisition of 100% equity stake in IKIWL and 51% equity stake in IFCAL has been submitted on 30.08.2013. Negotiations are ongoing with Inter Departmental Core Group (IDCG) of Govt. of Odisha.

BUSINESS EXCELLENCE – INITIATIVES

Enterprise Score Card (ESC)

Third Enterprise Scorecard (ESC) of SAIL was prepared for the Financial Year 2013-14 comprising of 75 Strategic Objectives; 17 in Financial perspectives, 9 in Customer perspectives, 29 in Internal Business Process perspectives and 20 in Organisational Capability Building perspectives. Enterprise Scorecard not only brought integration with Memorandum of Understanding (MOU) with Government of India and Annual Business Plan (ABP) of the Company; but also facilitated deployment of these across various leadership through Strategic Objectives and Key Initiatives. Enterprise Scorecard was deployed downwards through Unit Scorecards, Functional Scorecards and Departmental Scorecards and addressed the long-term and short-term issues. Enterprise Scorecard for 2014-15 has also been completed.

Excellence Model

Your Company has adopted European Foundation of Quality Management (EFQM) Model which is implemented in India through CII-EXIM Bank Award for Business Excellence. Four SAIL Plants, i.e., BSP, DSP, BSL and RSP participated in the process for CII-EXIM Bank Award for Business Excellence 2013. These Plants got following Recognition awards:

BSP – Commendation award for Strong Achievement.

DSP – Commendation award for Strong Commitment to Excel.

RSP – Commendation award for strong Commitment to Excel.

BSL – Commendation award for Strong Commitment to Excel.

Your Company was also conferred a Special Award by CII for "Significant role played in promoting Business Excellence in India" during the National Quality Summit organized by CII.

Total Quality Management (TQM)

Most of our Plants and Units are certified to ISO 9000, ISO 14000, OHSAS 18000 and SA 8000 Management Standards. During the Financial Year 2013-14, three Certification Agencies have been empanelled through open tender for three years for audit across SAIL Plants/Units for ISO 9000, ISO 14000, OHSAS 18000 and SA 8000. This would also facilitate gradual implementation of Integrated Management System in Plants.

IT RELATED INITIATIVES

Your Company has embraced Information Technology (IT) enabled services, applications and tools in all its Plants and Units for improvement in productivity, yield, quality, reduction in operational costs and improvement in internal and external customer satisfaction.

As a step towards this, Enterprise Resource Planning (ERP) has been implemented stage wise in 4 Integrated Steel Plants i.e. Bhilai Steel Plant, Durgapur Steel Plant, Bokaro Steel Plant, Rourkela Steel Plant and the process of ERP implementation has been initiated at 5thIntegrated Steel Plant i.e. IISCO Steel Plant. Central Marketing Organisation (CMO) ERP has already covered 100% primary domestic sales by 2013.

The Manufacturing Execution System (MES) technology was implemented at Bhilai Steel Plant and its deployment over marketing network has facilitated customers in placement of optimal orders in terms of quality, size and quantity.

Electronic facility of receiving online payment has been launched with collection of medical insurance premium from ex-employees of SAIL and is being extended to other receivables.

Provision of centralized visibility of bill payment status of all external vendors/suppliers is made available through SAIL Corporate Portal.

To ensure data and information security, steps have been taken at all SAIL Plants/Units and Durgapur Steel Plant has obtained ISO 27001:2005 Information Security Management System (ISMS) certificate.

ENVIRONMENT MANAGEMENT

Your Company assumes its responsibility to honour and adhere to the applicable laws of the land pertaining to environment. In order to attain the compliance with environmental laws, your Company has established separate department on environment at all the Plant/Units. Besides, it has an Environment Management Division at the corporate level.

The Company is also complying with all the forestry laws as per the laid down conditions. In addition to this, conditions imposed by the State Government(s) are also complied with.

The ongoing Modernization and Expansion programme of the Company, apart from increasing the production capacity, also envisages installation of more efficient & environment friendly technologies and incorporation of latest pollution control technologies and equipment. The Company is spending about Rs.5000 crore on pollution control scheme out of the total outlay of about Rs.72000 crore for the on-going Modernization and Expansion programme. Various environmental protection and conservation measures being undertaken by the Company are mentioned in MD&A Report.

CORPORATE COMMUNICATION

Corporate Communications initiatives for the year 2013-14 have been strategically aligned with objectives of your Company for the year. A number of new activities and projects have been taken up this year in order to enhance and strengthen the image of "Brand SAIL" amongst the various stakeholders.

Your Company''s communication with the various target audience was strengthened through various channels by regularly informing our stakeholders about various initiatives through press releases, press meets, one-to-one interactions with media within India and internationally. Key highlights of SAIL''s achievements throughout the year, such as your Company''s Modernization and Expansion plan, higher volumes of production and sales, development of value added products, engaging our customers, etc. were some of the news items that generated positive coverage for your Company.

Your Company made focused efforts to engage and interact with the employees across our Plant/Unit locations as matter of strategy, to build a sustainable organization. The objectives and achievements of the organization were communicated to the employees through multilayered framework like messages of Management, in-house television channels, video-conferencing, face-to-face communication and newsletters etc. In order to instill a greater feeling of ownership, drive and sense of pride amongst employees of your Company, a new initiative – "My SAIL My Pride" has been launched.

The advertising strategy of your Company focused its activities to target present and potential customers pan–India, besides pan- India audience involving multiple stakeholders. New corporate and product advertisements were designed and developed to enhance the image of your Company.

As part of our overall strategy of strengthening the image of your Company, number of sponsorship initiatives were identified and taken up this year by your Company. Your Company, along with SBI, organized the SAIL – SBI Open 2014 which was presented by Incredible India, Ministry of Tourism. The SAIL Open Golf Tournament has helped in strengthening the SAIL Brand, besides being the second longest running national Golf championship after Indian Open. Football being a very popular in the neighbourhood of our Plants, we have collaborated with Baichung Bhutia Football School for providing training to the cadets as well as the coaches of the Football Academies of your Company.

VIGILANCE ACTIVITIES

SAIL Vigilance lays emphasis on preventive and proactive vigilance activities to facilitate an environment enabling people to work with integrity, efficiency and in a transparent manner, upholding highest ethical standards for the organization.

Following activities were undertaken during the Financial Year 2013-14:

- To increase vigilance awareness amongst employees, vigilance awareness sessions and workshops were regularly held at the various Plants and Units. A total of 147 workshops involving 3179 participants were organized for enhancing Vigilance Awareness on Whistle Blower Policy, Purchase/Contract Procedures, RTI Act, Conduct and

Discipline Rules, System and Procedures followed in SAIL, etc.

- Periodic surprise checks including joint checks were conducted regularly in vulnerable areas of the Company. A total of 3296 periodic checks including file scrutiny and Joint Checks were conducted at different Plants/Units. Saving of approx. Rs. 23.22 crore accrued from the preventive vigilance activities mainly on account of these Surprise Checks.

- Vigilance provides vital inputs to the operating authorities for improving the prevailing systems for bringing about more transparency. Accordingly, eight major System Improvement Projects (SIPs) were undertaken at different Plants/Units of SAIL.

- 13 cases were taken up for Intensive Examination at different Plants/Units. During Intensive Examination, high value procurement/contracts are scrutinized comprehensively and necessary recommendations are forwarded to concerned departments for implementing suggestions for improvement.

- As decided by the Central Vigilance Commission, Vigilance Awareness Week was observed in all the Plants and Units of Steel Authority of India Limited (SAIL) during the period 28.10.2013 to 2.11.2013. The theme of Vigilance Awareness Week this year was "Promoting Good Governance – Positive Contribution of Vigilance". Based on the above theme, a number of seminars/workshops were organized during the week, to emphasize the need of greater transparency in commercial dealings with the stakeholders. Various events like debate competition, essay writing, quiz competition, talk by eminent personalities were also organized for the employees as well as school children. Further, interactive awareness sessions with major customers/stakeholders were conducted.

- The following four (4) thrust areas were identified for SAIL Vigilance:

i) Increase e-auction (Reverse Auction and Forward Auction) in all spheres of the activity and to achieve 100% e-payment in time bound manner.

ii) Scrutiny of files pertaining to 21 high value projects being undertaken at various Plants/Units, in line with the guidelines of Chief Technical Examiner of CVC.

iii) Scrutiny of the contracts awarded on single tender enquiry (nomination basis).

iv) Increased surveillance in the areas of receipt, sampling and testing of high value raw materials and installing auto analyzers and auto samplers for raw material testing and sampling.

- A study on Conversion Agents / Wet Leasing Agents appointed by SAIL for conversion of semis into finished products was conducted by SAIL Vigilance Department, which brought out certain deficiencies in the system. A number of systemic improvement measures were recommended to prevent misuse of SAIL Logo/Brand as well as to streamline the conversion process through regular monitoring/periodic checks by the concerned authorities.

- The Purchase/Contract Procedure (PCP) 2009 was issued by the Vigilance Department based on the feedback obtained from different stake holders. On the initiative of SAIL Vigilance, PCP is being revised to include the guidelines issued from time to time by various authorities such as CVC after discussions with stakeholders and the revised PCP is expected to be issued shortly.

- ''Inspiration-Prerna'', an in-house publication of SAIL Vigilance is being published regularly. The above publication contains case studies, articles from eminent personalities, quiz on policy matters, etc. to enhance awareness of the readers.

PUBLIC PROCUREMENT POLICY FOR MICRO AND SMALL ENTERPRISES

As required by the Public Procurement Policy of the Government of India, the information on procurement from Micro and Small Enterprises during Financial Years 2013-14 and 2012-13 is given below:

(Rs. crore)

Particulars 2013-14 2012-13

Total Amount Procurement 3862.69 4142.00

Total Procurement from MSE 789.64 942.00

% of Procurement from MSE 20.44 22.74

CONSULTANCY SERVICES

SAIL has one of the largest pool of qualified and experienced engineers, technologists, Finance professionals and professionally qualified HR and training experts. Based on its large and varied expertise and experience acquired over the last five decades, SAIL, through SAILCON, provides design, engineering, training, technical and management consultancy services in Iron and Steel and related areas and offers a wide range of services to clients globally. Technical and Management Training Services are its forte and these services have been availed of by several organizations in private and public sector within India and abroad. To scale up the activities and to further reinforce the brand image of SAIL as a consultant, SAILCON is continuously exploring the market, both within and outside the Country for possible business opportunities as well as joint ventures with Global consultants for commercialization of SAIL''s expertise.

"SAILCON" has executed assignments within India and abroad covering countries like Egypt, Saudi Arabia, Iran, Qatar, Thailand, Nepal, Philippines etc.

During the Financial Year 2013-14, SAILCON laid enhanced focus on taking up training assignments along with technical consultancy in setting up of Steel Plants for some leading organizations. Consultancy is also being extended for setting up of Power Plants, based on waste heat recovery from the flue gases released out of Blast Furnace and non-recovery type of Coke Oven batteries, as an environment friendly measure and as a step to combat Global warming.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report covering the performance and outlook of the Company is enclosed.

AUDITORS'' REPORT

The Statutory Auditors'' Report on the Accounts of the Company for the Financial Year ended 31st March, 2014 along with Management''s replies thereon is placed at Annexure-I. The comments of Comptroller and Auditor General of India (C&AG) on the accounts of the Company for the Financial Year ended 31st March, 2014 under Section 619(4) of the Companies Act, 1956 and the Management''s replies thereto are placed at Annexure-II.

COST AUDITORS

Pursuant to the direction of the Central Government for audit of cost accounts, your Company has appointed M/s Sanjay Gupta & Associates, New Delhi for Rourkela Steel Plant (RSP) & Bokaro Steel Plant (BSL), M/s K.C. Kohli & Co, Delhi for Bhilai Steel Plant (BSP), Durgapur Steel Plant (DSP) & IISCO Steel Plant (ISP) and M/s R J Goel & Co., New Delhi for Alloy Steels Plant (ASP), Salem Steel Plant (SSP) & Visvesvaraya Iron & Steel Plant (VISP) as Cost Auditor(s) for the Financial Year 2013-14.

REPORT ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, ETC.

In accordance with the provisions of Section 217 (1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is given at Annexure-III to this Report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217 (2AA) of the Companies Act, 1956, it is hereby confirmed:

(i) that in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

(ii) that the Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit or loss of the Company for that period;

(iii) that the Directors have taken proper and sufficient care for the maintenance of adequate Accounting Records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors have prepared the Annual Accounts on a going concern basis.

CORPORATE GOVERNANCE

In terms of Listing Agreement with the Stock Exchanges, a Compliance Report on Corporate Governance is given at Annexure-IV. A certificate from Auditors of the Company regarding compliance of conditions of Corporate Governance is placed at Annexure-V. In terms of Listing Agreement, the Board has laid down a Code of Conduct for all Board Members and Senior Management of the Company. The Code of Conduct has been posted on the website of the Company. All the Board Members and Senior Management Personnel have affirmed compliance with the Code.

BUSINESS RESPONSIBILITY REPORT

SEBI vide its Circular CIR/CFD/DIL/8/2012 dated August 13, 2012, has mandated the top 100 listed entities, based on market capitalization of BSE and NSE, to include Business Responsibility Report describing the initiatives taken by the companies from Environmental, Social and Governance perspective.

Accordingly, the Business Responsibility Report is attached at Annexure VI and forms part of the Annual Report.

CONSOLIDATED FINANCIAL STATEMENTS

In terms of Listing Agreement with the Stock Exchange(s), the duly Audited Consolidated Financial Statements are placed at Annexure-VII.

SUBSIDIARIES

IISCO-Ujjain Pipe and Foundry Company Limited, a wholly owned subsidiary of the erstwhile Indian Iron and Steel Company Limited (IISCO), was ordered to be wound up by BIFR. The Official Liquidator is continuing its liquidation process. The assets of the Company have been realized and the settlement of claims is in process.

The Company has three other wholly owned subsidiary companies namely, SAIL Refractory Company Limited (SRCL), SAIL Jagdishpur Power Plant Limited and SAIL Sindri Projects Limited. SRCL has taken over the Salem Refractory Unit of Burn Standard Company Limited on 16th December, 2011 and is operating the same. SAIL Jagdishpur Power Plant Limited, incorporated for setting up of Gas based power Plant at Jagdishpur and SAIL Sindri Projects Limited, incorporated for revival of Sindri Unit of Fertilizer Corporation of India Limited are yet to commence operations pending relevant approvals.

A Statement pursuant to Section 212 of the Companies Act, 1956 is attached to the Accounts. In terms of general exemption granted by Ministry of Corporate Affairs vide Circular No.5/12/2007-CL-III dated 8.2.2011, the Audited Balance Sheet, Profit and Loss Account,

Report of the Board of Directors and Auditors of our subsidiaries need not be attached with the Balance Sheet of the Company as the Company has satisfied the conditions stipulated in the Circular. However, the requisite information as prescribed in the above Circular of Ministry of Corporate Affairs in respect of the subsidiary companies has been disclosed in the Statement.

The Annual Accounts of the subsidiary companies and related detailed information shall be made available to the Shareholders of the holding and subsidiary companies, seeking such information at any point of time. Further, the Annual Accounts of the subsidiary companies are available for inspection by any Shareholder in the Registered Office of the Company and of the subsidiary companies concerned during the office hours between 11 AM to 1 PM. A hard copy of the details of accounts of subsidiaries shall be furnished to the shareholders on receipt of written request.

DIRECTORS

Dr. Jagdish Khattar and Prof. Subrata Chaudhuri ceased to be Directors w.e.f. 20.08.2013 (A.N.)

Shri Binod Kumar has been appointed as Director (Commercial) on 02.12.2013 and joined SAIL Board on 03.12.2013.

Shri P.K. Sengupta and Shri P.C Jha ceased to be Directors w.e.f. 12.01.2014 (AN).

Shri R.S. Sharma, Shri N.C Jha, Shri D.K. Mittal and Mrs. Parminder Hira Mathur have been appointed as Directors w.e.f. 19.02.2014.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation for the support and cooperation extended by every member of the SAIL family. The Directors are thankful to the State Governments, Electricity Boards, Railways, Banks, Suppliers, Customers and Shareholders for their continued cooperation. The Directors also wish to acknowledge the continued support and guidance received from the different wings of the Government of India, particularly from the Ministry of Steel.

For and on behalf of the Board of Directors

(CS. Verma)

Chairman

New Delhi

Dated: 14th August, 2014


Mar 31, 2013

To, The Members,

The Directors have pleasure in presenting the 41st Annual Report of the Company together with Audited Accounts for the Financial Year ended 31st March, 2013.

FINANCIAL REVIEW

Your Company achieved a turnover of Rs.49,350 crore during the Financial Year 2012-13 which was almost at the same level as that of last year (Rs.50348 crore). The profit after tax of your Company for the Financial Year 2012-13 was Rs.2170.35 crore compared to Rs.3542.72 crore in the previous Financial Year. Net profit was down largely due to the lower Net Sales Realization resulting from a subdued market. Higher usage of external inputs like BF Coke & pellets and higher salary & wages were other key factors impacting profitability adversely. The comparative performance of major financial parameters during the FinancialYears 2012-13 and 2011-12 is given in Management Discussion and Analysis Report. SAIL continued its thrust on optimum utilisation of funds by better fund management. This included replacement of high cost short term loans with low cost debts, timely Repayment of loans including interest, strategic parking of surplus funds with scheduled banks, actions for future fund raising etc. to meet our growth objectives. Further, the Company hedged the foreign currency risk on Buyer''s Credit and repayment of External Commercial Borrowing depending on market conditions. The Company had liquid assets of Rs.3,400 crore as on 31st March, 2013 invested in short term deposits with scheduled banks against borrowings of Rs.21,597 crore as on 31st March, 2013. The debt equity ratio of the Company was 0.53:1 as on 31st March, 2013 as against 0.41:1 as on 31st March, 2012 which went up on account of increase in borrowings during the year to fund the ongoing capital expenditure.

The net worth of your Company improved from Rs.39,811 crore as on 31st March, 2012 to Rs.41,025 crore as on 31st March, 2013 and this helped in generation of internal resources for funding expansion plans of SAIL. During the Financial Year 2012-13, SAIL''s relentless drive to fast track its modernization & expansion plan resulted in commissioning of projects worth Rs. 5500 crore. A capital expenditure of Rs. 9,731 crore was made during the year.

Your Company paid interim dividend @ 16% of the paid-up equity share capital during the year. The Board of Directors has further recommended a final dividend @ 4%, subject to approval of shareholders, thus making the total dividend @ 20% of the paid up equity share capital for the Financial Year 2012-13. A sum of Rs.163 crore has been transferred to the general reserves during the Financial Year 2012-13 (previous year Rs.275 crore).

Credit Rating:

M/s. FITCH and M/s. CARE, RBI approved credit rating agencies, maintained ''AAA'' ratings, indicating the highest safety, for SAIL''s long term borrowing programme. The International Borrowings programme of the Company has been rated at ''BBB-'' by M/s Fitch ratings and M/s Standard & Poor''s, which is also the sovereign rating of the Country.

PRODUCTION REVIEW

Notwithstanding the challenging market conditions in 2012-13 arising from demand stagnation, your Company produced 13.4 million tonnes (MT) of crude steel by operating at 103% of its capacity, marking an improvement of 1% over CPLY. In line with its long term objective of increasing the proportion of value added steel in the overall product basket of SAIL, the production of special steels was scaled up to 5 MT, up by 4% over last Financial Year. Best ever power generation of 690 MW was achieved during the Financial Year 2012-13, with a growth of 4% over last year. Improvement was also achieved in the production of Hot Metal, Finished Steel and Continuous Cast Steel with a growth of 1% each over last year.

SAIL plants have taken various initiatives to enhance production processes, by improving operational discipline and minimizing equipment downtime. This has led to a significant improvement in operating parameters, leading to best ever techno-economic efficiency. SAIL Plants recorded the best ever specific energy consumption of 6.68 Gcal/tcs, an improvement of 3% over last year.This was achieved, as production through energy efficient CC route went up by 1% as compared to last year. Lowest ever coke rate at 512 kg/thm was achieved, with an improvement of 1% over last year. This was possible primarily because of higher usage of CDI (Coal Dust Injection) at 54 kg/thm as compared to 51 kg/thm achieved last year. Best ever BF-Productivity of 1.58 T/m3/day was achieved, with an improvement of 5% over last year, by consistent operation of Blast furnaces at BSP, DSP and RSP where 2%, 8% and 3% growth was achieved in BF-Productivity. Your Company has strived to enhance its product basket by developing several new products during the year. Bhilai Steel Plant developed special soft iron magnetic plates for the prestigious India-based Neutrino Observatory (INO) Project of Bhabha Atomic Research Centre (BARC). Our Plants at Bokaro and Salem started production of IS 2062 E450 and E 350 HR Coils, tailor-made for wagons used by the Indian Railways. For the petrochemicals industry, Bhilai and Rourkela developed a new grade of ASTM 537 plates, which finds application in pressure vessels. Another product which caters to petrochemical industry is the NACE quality plate developed by SAIL Bhilai. These crack-resistant plates are ideal for transportation of gases having high Hydrogen-Sulphide content. SAIL Bokaro came out with ultra high strength HR and CR steel with Mn-B, especially for auto body components, thereby enhancing our presence in that sector. Besides catering to large scale industry, our penetration also improved in the medium and small scale industries with 31 CrV3 grade billets rolled out in Durgapur Steel Plant for the first time in India; a product which finds a growing market among makers of spanners and hand tools.

Several initiatives have been undertaken for implementation of R&D Master Plan of SAIL. An exhaustive Master Plan for R&D was prepared aiming at integrating R&D activities towards business and operational goals of your Company. The implementation of this Master Plan; besides giving a competitive advantage to SAIL by improving efficiencies, reducing costs, meeting market demands and upgrading current steel technologies; will also help in gradually increasing R&D expenditure to a level of 1% of sales turnover, which is an international benchmark.

R&D Master Plan is envisaged to have positive impact on the existing operations through implementation of centralized and decentralized projects. Centralized projects consist of High Impact Projects (HIP) and Technology Mission Projects (TMP). The projects which are of common interest to all integrated steel Plants viz. coal & coke beneficiation, pelletisation, environmental projects etc. will come in the category of HIP, Development/acquisition of radically new technologies which are of strategic importance for SAIL viz. thin strip casting and inline rolling, CRGO etc. will be pursued throughTM Projects. Under the decentralized category, all the Plants/Units of SAIL have Centres of Excellence (CoE) in selected areas/products. Centre of Excellence projects mainly focus on augmenting product volume and product attribute.

Centres of Excellence have been created at all plants and RDCIS. 13 projects have been identified as CoE Projects, 2 each at BSP, RSP, ISP and SSP and one each at BSL, DSP, ASP, VISL and RDCIS. These projects have taken shape in terms of formulation of objective, scope, duration, budget and deliverables. A few examples are better quality plates and rails at Bhilai, high performance Cold Rolled Sheets at Bokaro, CRNO and API pipes at RSP etc. Three HIPs are being pursued with specific objectives of beneficiation and pelletisation of iron ore at mines, assimilation of new technologies for coke oven, sinter making and blast furnace at ISP and identification of new uses of BF and BOF sludge & slag for improving solid waste utilisation. Under the Technology Mission (TM) projects, discussions have been initiated with technology suppliers for acquiring technology for Thin Slab Casting & Direct Rolling (TSCDR) and CRGO Steel production.

Raw Materials

During the Financial Year 2012-13, total requirement of iron ore was met from captive sources. The Company''s captive iron ore mines produced about 21.48 million tonnes. However, in case of coking coal, around 24% requirement was met from indigenous sources and balance through imports. During the FinancialYear 2012-13, production in captive collieries of the Company was about 0.82 million tonnes. In case of fluxes, around 1.26 million tonnes of limestone and 0.96 million tonnes of dolomite was produced resulting in total production of 2.22 million tonnes from captive sources. For thermal coal, your Company depends entirely on purchases from Coal India Limited (CIL) except small quantity produced from captive mines.

During the Financial Year 2012-13, your Company got the final forest clearance for Bolani, Barsua and Stage-I forest clearance for Gua Iron Ore Mines. Environment clearance for the capacity expansion of Gua and Bolani Iron Ore Mines and renewal of Dhobil mine were also obtained from MoEF, Government of India (GoI). Two mining leases of Kuteshwar Limestone mines got renewed for further period of twenty years.

For ensuring regular supplies of iron ore, capacities of existing iron ore mines are being expanded and new iron ore mines are being developed. In addition, new iron ore deposits in the States of Rajasthan, Chhattisgarh, MP, Maharashtra, Odisha and Karnataka are being explored.

For improving coking coal security, your Company is also making efforts for development of new coking coal blocks at Tasra and Sitanala. At Tasra Coal Block, Letter of Acceptance (LoA) has been issued to the M/s Lanco Infratech on 26th July''13 for development of 4 MTPA (ROM) coal capacity mine through open cast mining and production of washed coal through establishing a washery of 3.5 MTPA input capacity and further, setting up of 200-300 MW Power Plant through JV route based on secondary product available from Tasra Washery. Production is likely to start by mid 2015 after completing pre-development activities such as land acquisition, R&R, setting up infrastructure like Coal Handling Plant, Heavy Earth Moving Machineries (CHP, HEMM), etc. M/s Lanco Infratech was selected as the H-I bidder (on Net Present Value basis) for development of Tasra coking coal block as Mine developer cum operator (MDO).

For allotment of new thermal coal blocks applications have been submitted to Ministry of Coal, GoI and for coking coal Ministry of Coal, GoI has been approached for allotment of 2-3 coking coal blocks under Government dispensation route.

SALES & MARKETING REVIEW

- SAIL achieved a total sales volume of 11.35 million tonnes during the Financial Year 2012-13. Exports during the year at 0.368 million tonnes achieved 10.1% growth over previous year. Major categories where growth was recorded in home sales included: HR Coils: 2.1%, CR Coils/Sheets: 4.6%, GP/GC: 5.3%, Wire Rods: 1.7% and Electrical Steel Sheets: 16.8%. New records were also set in supplies of Wheels to Indian Railways during the year.

- Highest ever sales of LPG grade HR Coils were achieved at 2.07 lac tonnes during the Financial Year 2012-13 registering 6.8% growth over the previous best achieved during 2011-12.

- Supplies were started to rural dealers appointed under "SAIL Rural Dealership Scheme" which was launched in the year 2011-12 with the primary objective of meeting the steel demands of the small rural consumers at block, tehsil and taluka levels. Under this scheme 562 rural dealers were appointed during the Financial Year 2012-13. Process for further appointments is under progress. As on 1st April, 2013 SAIL has a wide network of 2896 dealers spread over 629 districts of the country.

- The Company maintained its presence in neighbouring and traditional markets and exported 0.368 million tonnes steel during the year. DSP Blooms and Chequered Coils were exported for the first time by the Company.

GROWTH PLAN

Keeping in view the projected demand for steel in the Country, your Company is currently implementing growth plan to enhance its hot metal production from the level of 14.3 million tonnes during the Financial Year 2012-13 to 23.5 million tonnes after expansion in a phased manner. The growth plan, besides targeting higher production, also addresses the need for eliminating technological obsolescence, achieving energy savings, enriching product-mix, reducing pollution, developing mines and collieries, introducing customer centric processes and developing matching infrastructure facilities.

To maintain its current dominance in the domestic market and to meet the future challenges, your Company is working on a long term strategic plan ''Vision 2025'', which will steer the Company towards a target of 50 million tonnes of hot metal production, thereby meeting the strategic objectives of achieving leadership in Indian steel sector and a position amongst the top steel companies globally.

MODERNISATION & EXPANSION PROGRAMME

Steel Industry requires continuous Capital Investments for technological up-gradation and Addition/Modification/Replacement of its capital assets which are essential to maintain market competitiveness and meet the challenging need of customers. The market is becoming increasingly competitive making it imperative for Steel Authority of India Ltd. (SAIL) to make determined efforts to bring about substantial improvement in production, techno-economic parameters and profitability. Accordingly, the Modernisation & Expansion Program of SAIL aims towards almost doubling its production capacity with energy efficient and environment friendly technology and a wider product range.

SAIL is currently implementing a Modernisation & Expansion Programme simultaneously at its five integrated steel plants at Bhilai, Durgapur, Rourkela, Bokaro & Burnpur and special steels plant at Salem including augmenting raw material resources and other related facilities. The Modernisation & Expansion Programme, apart from increasing the production capacity addresses the vital issues of elimination of technological obsolescence, installation of energy efficient & environment friendly technologies, value addition/ product-mix improvement/ sustenance of existing assets of the plants and introduction of customer- centric processes such as Enterprise Resource Planning (ERP) and Manufacturing Execution System (MES). At Salem Steel Plant, the production facilities envisaged under Expansion Program have already been installed and units are in regular production. At other Plants/Units, the expansion programmes are at advanced stage of implementation. SAIL Board accorded ''in-principle'' approval for various new Projects with an estimated total outlay of around Rs. 1,641 crore during the year. Orders for about Rs. 58,151 crore have been placed (till Mar''13) under the current phase of Modernisation & Expansion Plan of SAIL. A capital expenditure of Rs.9,731 crore has been incurred during the financial year 2012-13 on this account and till Mar, 2013, the capital expenditure of Rs. 44,112 has been incurred under this program. The capital expenditure planned to be incurred during 2013-14 has been planned at Rs.11,500 crore. Current status of progress of implementation of Modernisation & Expansion Plan is given in Management Discussion and Analysis Report. AMR Schemes:

A number of capital projects costing Rs. 2556.28 crore are under implementation which include Augmentation of Grinding Facilities for Coal Dust Injection Unit in BF-6 & 7, Installation of Oxygen Evacuation Facilities for 2x1250 TPD New Oxygen Plant, Appointment of consultant for development of Rowghat Iron Ore Deposit, Cold Repair of COB-9 and Up-gradation of Stoves of BF-4 at BSP; Coal Dust Injection in BF-4, Battery Proper Pkg for Rebuilding of COB-3, Installation of Additional Heat Treatment Facilities in SPP, Re-habilitation of Mandira Dam, Installation of 125 tpd Sulphuric Acid Plant and Replacement of 2 nos of Process ESPs in SP-1 at RSP; Installation of Bell Less Top Charging System (BLT) in BF-3 & Re-building of COB-5 at DSP; Replacement of Converter Shell trunion ring and Pedestal Assembly in SMS-2 at BSL; Installation of One 45 Sub-merged Arc Furnace, 4 MW Power Plant and 220 KV Sub-station at Chandrapur Ferro Alloy Plant and Projects for Development of Mines. HUMAN RESOURCE MANAGEMENT REVIEW SAIL recognizes contribution of its Human Resources (HR) in providing the competitive advantage. SAIL has achieved its present level of excellence through investing in its human resource, whose skill and knowledge constitute the basis of every initiative - be it technology or innovation. Developing skills and capabilities of employees to improve manpower utilization and Labour Productivity is the key thrust area of Human Resource Management (HRM) in SAIL.

SAIL provides an environment conducive for learning, encourages adoption of best practices in every area and nurtures creativity and innovativeness among employees. HR initiatives in SAIL are focused on developing team spirit, employee empowerment and their involvement in various improvement activities. Strategic alignment of Human Resource Management to business priorities and objectives has facilitated smooth transition to state-of-the-art technology in the modernization and expansion projects.

Enhanced Productivity with Rationalized Manpower

SAIL achieved the highest ever Labour Productivity (LP) of 258 TCS/ Man/Year in the Financial Year 2012-13. The manpower strength of SAIL was 101878 nos. (as on 31.03.2013) with manpower rationalization of 4126 nos. achieved during the year, The enhanced productivity with rationalized manpower could be achieved as a result of judicious recruitments, redeployment strategies, building competencies and infusing a sense of commitment and passion among employees to go beyond and excel. Trend of enhanced productivity and manpower rationalization since 2001-02 onwards is depicted below:

Developing Employee Capabilities & Competencies

In order to develop its human resources for harnessing their potential to the fullest and for according ample opportunity for realizing individual as well as organizational goals, your Company has been making sustained efforts through various training and development activities with focus on preservation of skills, transfer of skills and knowledge, training in specialized/advanced skills and technology in collaboration with reputed organizations and development of effective managerial competencies through association with premier institutes. Preparing employees for tomorrow, for effectively taking up challenges and discharging new roles and responsibilities was given a major thrust. Overall, 54810 employees were trained against target of 44958 employees during the year on various contemporary technical and managerial modules.

Harmonious Employee Relations

- Your Company has a glorious tradition of conducive employee relations scenario. There has been a healthy tradition of settling the issues through discussions with trade unions/workers'' representatives and this has helped in establishing a peaceful IR climate.The Company has an established system of workers'' participation at different levels right from National level upto shop-floor level. Some of these forums are functioning since early seventies and are sufficiently empowered to address different issues related to wage, safety, and welfare of workers, arising from time to time thus helping in conducive work environment.

- Bipartite forums, like National Joint Committee for Steel Industry (NJCS), Joint Committee on Safety, Health & Environment in Steel Industry (JCSSI), etc. with representation from major central trade unions as well as representative unions of Plants/Units meet on a periodic basis and jointly evolve recommendations/ action plans for ensuring a safe & harmonious work culture which gets substantiated from the harmonious industrial relations enjoyed over the years by SAIL Plant/Units, marked with diverse work culture at multi-locations.

- In addition, Quality Circles, Suggestion Schemes, Shop Improvement Workshops also offer multiple avenues for enhanced workers'' participation. Workers are also kept abreast of strategic business decisions and their views sought thereon through structured / interactive workshops.

Grievance Redressal Mechanism

- Effective internal grievances redressal machinery exists in SAIL Plants and Units, separately for executives and non-executives. The grievance procedure in SAIL has been evolved after sustained deliberations and consent of employees, trade unions and associations.

- The grievances in SAIL Plants/Units are dealt in 3 stages and employees are given an opportunity at every stage to raise grievances relating to wage irregularities, working conditions, transfers, leave, work assignments and welfare amenities, etc. Such issues are effectively settled through the time-tested system of grievance management. However, majority of grievances are redressed informally in view of the participative nature of environment existing in the steel Plants. The system is comprehensive, simple and flexible and has proved effective in promoting harmonious relationship between employees and management.

- A total of 1900 employee grievances were settled during the Financial Year 2012-13.

INITIATIVES FOR SOCIO-ECONOMIC DEVELOPMENT OF SCs /STs & OTHER WEAKER SECTIONS OF SOCIETY

SAIL follows Presidential Directives on Reservation for Scheduled Castes and Scheduled Tribes in the matter of recruitments & promotions. As on 31st March 2013, out of total manpower of 101878, 15.98% belong to SC category and 13.56% belong to ST category.

SAIL steel Plants and Units including mines are located in economically backward regions of the country with predominant SC/ST population. SAIL has contributed to the overall development of civic, medical, educational, recreational and other facilities in these regions.

National Commission for Scheduled Castes (NCSC) under Chairmanship of Dr. P. L. Punia, visited SAIL Corporate Office on 17th September, 2012. Vice Chairman, 3 members, Secretary and other senior officials of the Commission also accompanied Chairman, NCSC. Commission interacted with SAIL SC/ST Employees Federation and SAIL Management. Deliberations were held on various initiatives of SAIL for welfare of SCs/ STs. Commission appreciated Socio Economic Schemes initiated by SAIL.

SAIL has undertaken several initiatives for the socio-economic development of SCs/STs and other weaker sections of the society which are mainly as under:

- Special schools opened exclusively for poor & underprivileged children at integrated steel plant locations.These schools are presently providing education to more than 1500 children. Free education, mid-day meals, transportation, text books & stationery items, school bags, water bottles, etc. are provided to the students in the school.

- 188 SC/ST students belonging to BPL families/ primitive tribes have been adopted by our plants/mines. They are being provided free education, boarding, lodging, uniform, etc. for their overall growth.

- No tuition fee is being charged from SC/ST students studying in the Company run schools, irrespective of whether they are wards of SAIL employees or non-employees.

- Free medical health centres for poor have been set up at Bhilai, Durgapur, Rourkela, Bokaro, Burnpur (Gutgutpara) providing free medical consultation, medicines, etc. to the peripheral population mainly comprising of SC/ST and weaker sections of society.

- Villagers are given free outdoor and indoor treatment in the mines hospitals of Kiriburu, Gua & Chiria after recommendations by Manki/ Munda (Local Tribal Village Heads) of the peripheral villages.

IMPLEMENTATION OF RTI ACT, 2005

Your Company has been a front runner in implementation of Right to Information Act, 2005, in true spirit. The Company has designated Public Information Officers / Asstt. Public Information Officers, Appellate Authorities and Transparency Officers under Section 5 & Section 19(1) of RTI Act in each Plant & Unit for speedy redressal of the queries received under the Act.

All Plants/Units of SAIL have listed, 17 manuals, and details of designated officials, in line with the provisions of the RTI Act, on SAIL website.Your Company has also institutionalized an exclusive RTI Portal for better awareness and knowledge sharing. In all, a total number of 3653 applications and 525 appeals were received under RTI Act, during the Financial Year 2012-13 and all of them have been disposed off within the timelines. Efforts towards spreading awareness about RTI, amongst general public as also for PIOs / deemed PIOs continued throughout the year.

AWARDS & ACCOLADES WON DURING THE YEAR

- Your company has been conferred with "Excellent" Rating for the year 2011-12 for the 10th consecutive year.

- SAIL bagged SCOPE Award for Best Practices in Human Resource Management for the year 2011-12 presented by the Hon''ble President of India on Public Sector Day function held on 26th April''13.

- SAIL won 13 out of 28 Viswakarma Awards declared in the country, which is the highest for any organization amongst both private and public sector.

- SAIL employees were awarded 11 out of 32 Prime Minister''s Shram Awards declared in the country. This is also the highest number for any organization amongst both private and public sector.

- Two out of the five Olympics medal winners of the country were supported by SAIL (Sushil Kumar andYogeshwar Dutt). In recognition of SAIL''s initiatives, Rashtriya Khel Protsahan Puraskar - 2012 was conferred to the Company by Hon''ble President of India.

- Indira Gandhi Rajbhasha Award for the best implementation of official language in ''A'' (Hindi-speaking) region was conferred to SAIL. SAIL''s Hindi magazine ''Ispat Bhasha Bharti'' was also adjudged First prize winner amongst the in-house journals published in ''A'' region in the country. These awards were conferred by Hon''ble President of India on Hindi Diwas i.e. 14th Sept''12.

- In the International Convention on Quality Circle 2012 held at Kuala Lumpur, Malaysia during 14th-17th October, 2012, all the six participating teams from SAIL won the highest honour (3-star awards) in their respective categories.

- SAIL was awarded CII - Sustainability Award 2012 [Certificate of Commendation], which was given by Hon''ble President of India on 14th January, 2013.

- Adjudged as most efficient and largest Maharatna employer at the Dalal Street Investment Journal PSU Awards-2012.

- SKOCH Financial Inclusion Award for 2013 for initiatives in corporate social responsibility.

- Institution of Engineers (India)- Industry Excellence Award -2012 under the award category A-"Manufacturing & Processing".

- Indira Gandhi Award (First prize) for excellence in implementation of Rajbhasha.

- ''Ispat Bhasha Bharti''- in-house Rajbhasha journal, won the first prize under the Home Ministry''s All India House Journal Award Scheme.

- ''Sahasrabdi Rajbhasha Shield'' from Rashtriya Hindi Academy, Rupambara, Kolkata.

- It is also noteworthy to mention that Chairman, SAIL was conferred SCOPE Award for Excellence and Outstanding contribution to the Public Sector Management - Individual Leadership Category-I (Maharatna/Navratna PSEs) for 2010-11.

Bhilai Steel Plant (BSP)

- Prime Minister''s Trophy for the tenth time for emerging as the best performing steel plant in the country.

- Steel Minister''s Trophy for the year 2010-11 and 2008-09.

- CII-ITC Sustainability Awards-2012 - Certificate of commendation for significant achievement in its category.

Bokaro Steel Plant (BSL)

- Greentech HR Awards 2013 (Gold) under the Category of Training Excellence.

- Golden Peacock National Training Award 2012 in steel sector for excellence in training practices.

- "Jharkhand CSR Award" in the category of "Regulation of Corporate Social and Environment Behaviour".

- ''Golden Peacock HR Excellence Award'' for the year 2012.

Durgapur Steel Plant (DSP)

- Certificate of Strong Commitment to Excel from CII-EXIM Bank under Business Excellence Award.

- Rajiv Gandhi National Quality Award 2011 - Certificate of Commendation.

- Greentech Safety Award 2012 (Gold) and Greentech CSR Award 2012 (Silver) in Metal & Mining Sector.

- Greentech HR Award 2013 (Silver Trophy).

Rourkela Steel Plant (RSP)

- Award for "Best Practices in Training and HRD-2012" from ISTD, Hyderabad Chapter.

- ''Greentech Environment Gold Award'' in the field of eco-friendly steel making.

- Awards under three categories - Best CSR Practices, Concern for Health and Women Empowerment in the World CSR Day Global CSR Leadership & Excellence Awards.

Raw Materials Division (RMD)

- "No Fatal Accident in Collieries / Mines" Award by the Annual Joint Committee on Safety, Health & Environment (JCSSI).

- National Safety Awards (Mines) won by Kalta Iron Mine for Lowest Injury Frequency Rate and by Tulsidamar & Dalli mines for Longest Accident Free period.

Alloy Steels Plant (ASP)

- Ispat Suraksha Puraskar from JCSSI for no fatalities for two consecutive years.

- Green Tech Environment Excellence (Silver) Award 2012.

Salem Steel Plant (SSP)

- Award for "Excellence in Suggestion Scheme 2012" from INSSAN- SIC.

- National Sustainability Award (First Prize) for the year 2011-12 from IIM, Kolkata amongst the Secondary Steel Plants / Alloy Steel Plants category.

RDCIS

- Golden Peacock Innovation Management Award for the year 2012.

CORPORATE SOCIAL RESPONSIBILITY & SUSTAINABLE DEVELOPMENT

Your Company''s focus on social responsibility remains unwavering. The pivotal role of education, health, income generation and sustainable development (SD) is the cornerstone of our Corporate Social Responsibility and SD initiatives.

On the health front, the Company has established 53 Primary Health Centres, 23 Hospitals, 7 Reproductive & Child Health Centres and 7 Super-Specialty Hospitals to provide specialized and basic healthcare to more than 34 million people living in the vicinity of its Plants and Units. In order to reach out to the underprivileged, over 4300 camps have been organized across the country benefitting more than 2 lakh people by providing free health check-up, path lab treatment, medicine, immunization, etc. in financial year 2012-13. 90 numbers of Mobile Medical Units (MMUs)/ Ambulances are being run or have been provided to various NGOs since 2007-08. Seven Health Centres (Kalyan Chikitsalaya) are being run at plants exclusively for providing free medical care including medicines to poor and needy families. In the Financial Year 2012-13, healthcare was provided to more than 87,000 people through these exclusive health centres.

Education has always been a priority area for SAIL. Company owns and maintains over 148 schools in its steel townships to provide modern education to over 55,000 children and is providing assistance to over 492 schools. Seven Special Schools for BPL (Kalyan Vidyalaya) at five steel plants with facilities of free education, mid-day meals, uniform including shoes, text books, stationery items, school bag, water bottles and transportation in some cases are running under CSR. The strength of students in these schools is more than 1500 students. Scholarships to deserving undergraduate & postgraduate engineering students, adoption of naxal affected tribal children, nearly extinct Birhore tribes, sponsoring youths for Industrial Training & Nursing course, etc. are the major steps taken for uplifting poor, OBC, SC, ST, etc. SAIL is providing Mid-Day Meal to more than 22000 students in different schools of Bhilai everyday through Akshya Patra Foundation. This scheme is being replicated at Bokaro and Rourkela in Financial Year 2013-14.

SAIL has provided access to over 75.56 lakh people across 435 villages since inception by constructing and repairing of roads. It has provided access to water infrastructure to people living in far-flung areas by installing over 7381 water sources, thereby providing drinking water access to around over 41.38 lakh people.

In order to bridge the disparity between rural and urban areas as also to provide comprehensive development of both physical and social infrastructure, 79 villages have been identified & developed as "Model Steel Villages" across the country (in eight states). The developmental activities undertaken in these villages include medical & health services, education, roads & connectivity, sanitation, community centres, livelihood generation, sports facilities, etc.

To promote renewable sources of energy, Solar street lights were installed and Solar Lanterns and smokeless chullahs have been distributed among the poor and needy in different parts of country.

In an effort to bring the marginalized masses of the remote forest areas to the mainstream of development, SAIL in association with Govt. of Jharkhand and Ministry of Rural Development, GoI actively participated in the development process of Saranda forest, Jharkhand. SAIL provided ambulances, bicycles, transistors, solar lanterns and set up an Integrated Development Centre at Digha village in Saranda forest.

Vocational training has been provided in areas such as Improved agriculture, Mushroom cultivation, Goatery, Poultry, Fishery, Piggery, Achar / Pappad/ Agarbati making, Welder, Fitter & ElectricianTraining, Sewing & embroidery, Smokeless chullah making etc. as a means to livelihood in a dignified manner. Vocational Training centre for rural and unemployed youths - ''Bhilai Ispat Kaushal Kutir'' & Swayamsiddha at Bhilai, Skill Development and Self Employment Training Institute (SDSETI) at Durgapur, Garment Technician Training at Salem, JHARCRAFT centre at Bokaro and Self Employment centre "KIRAN" at Kiriburu Ore Mines are benefitting common masses by way of financial inclusion/ SHG/training for income generation and then empowering them to be part of main stream.

The Sustainable Development Performance Report (SDPR) for the year 2011-12 has been adjudged to have met the criteria of Application Level "A" by the Global Reporting Initiative (GRI), Amsterdam.

As per the DPE Guidelines on Sustainable Development (SD), SAIL took up Sustainable Development (SD) projects under the MoU with GOI for the year. These SD projects include carbon and water foot printing at SAIL plants, bio-diversity conservation at Bolani Iron Ore Mine, rain water harvesting and sustainability training.

SAIL''s efforts as a responsible corporate citizen in Nation building have been recognized by various organizations in the form of awards and accolades. In the year, SAIL was awarded with Skoch Financial Inclusion Award-2013 by Skoch foundation for CSR, Golden Peacock National Award - 2012 to Bhilai Steel Plant, Greentech Award for CSR - 2011 & 2012 to Durgapur Steel Plant, Jharkhand Sustainability Award in October, 2012 to BSL and Global CSR Excellence & Leadership Award in categories: Best CSR practices, Women Empowerment & Concern for health to Rourkela Steel Plant.

In compliance of DPE guidelines on CSR & Sustainability- 2013, the Company has identified Gonda district in Uttar Pradesh as ''Backward District'' for taking up CSR projects during 2013-14.

CITIZEN CHARTER

SAIL''s Citizen Charter has outlined commitment of SAIL towards its stakeholders thereby empowering them to demand better products and services. The Citizen''s Charter of SAIL may be summarized in four objectives as given below:

- Ensuring citizen-centric focus across all its processes by adopting Total Quality Management principles for improvement of products and services.

- Ensuring effective citizen communication channels.

- Demonstrating transparency and openness of its business operations by hosting the Citizen''s Charter on the corporate web site.

- Working towards delight of citizens by fail-safe processes and in case of exigencies leveraging its service recovery processes, like Grievance Redressal, Handling Complaints, etc.

The Management of your Company is totally committed to excellence in public service delivery through good governance by a laid down process of identifying citizens, our commitment to them in meeting their expectations and our communication to them of our key policies in order to make the service delivery process more effective.

STRATEGIC INITIATIVES OF THE COMPANY

During the Financial Year 2012-13, your Company continued to give impetus towards taking new business initiatives, including incorporation/ formation of new JointVentures (JVs), mergers & acquisitions and entering into Memorandum of Understanding (MOUs) for its long term strategic objectives.Your Company has established communication with renowned international technology providers for forging strategic alliances in alternative iron & steel technologies, production of sophisticated spares and assemblies etc. The Company is continuously adopting the path of entering into Joint Ventures with public / private entities to attain its strategic goals of maximizing gains with optimal utilization of resources. These include:

(A) Joint Ventures:

i) Development of Hajigak Iron Ore Deposits in Afghanistan: The SAIL-led consortium AFISCO (Afghan Iron & Steel Consortium) comprising of SAIL, NMDC, RINL, JSW Limited, JSPL, JSW Ispat Limited and Monnet Ispat and Energy Limited which had submitted its bid for development of Hajigak Iron Ore deposits, has been selected as the ''Preferred Bidder'' for blocks B, C and D of the mines with an estimated reserve of 1.28 billion tonnes of high-grade magnetite iron ore (with 62- 64% Fe content) and invited for negotiation of Hajigak Mining Contract. The consortium has held contract negotiation discussions with Ministry of Mines of Islamic Republic of Afghanistan. The contract is likely to be finalized in 2013-14.

ii) Revival of Sindri unit of Fertilizer Corporation of India Limited (FCIL) :Your Company has envisaged a plan for revival of Sindri unit of FCIL by setting up a 5.6 mtpa steel plant, a 1.15 mtpa fertilizer plant and a suitable sized power plant, through the SPV "SAIL-Sindri Projects Ltd" which has already been incorporated. Department of Fertilizers (DoF) / FCIL have initiated the process for obtaining approval of revised Draft Rehabilitation Scheme (DRS) from Cabinet Committee of Economic Affairs (CCEA), for making its net worth positive, enabling FCIL to be discharged from Board for Industrial and Financial Reconstruction (BIFR). DoF/FCIL will get the land at its Sindri unit, free from all encroachment and encumbrances, before handing it over to SAIL.

iii) Alternate technologies in Iron & Steel Making : A Memorandum of Agreement (MOA) was signed with Kobe Steel Limited, Japan in July''12 for ITmK3 technology for iron making.A JointVenture Company "SAIL-Kobe Iron India Private Limited" has been incorporated with Kobe Steel, Japan for installation of an ITmK3 technology based 0.5 MTPA Iron Nugget plant at ASP, Durgapur. The detailed project report is under preparation.

iv) Revival of operation of Steel Complex Limited: The management of Steel Complex Limited, a BIFR registered Company was taken over by SAIL in 2010 and converted into a JV Company namely "SAIL-SCL Kerala Limited" with SAIL and Government of Kerala (GoK) having equal shareholding. Steps have been taken for the revival of the Company, and it has been discharged from BIFR after infusion of equity by SAIL and GOK. The JV Company has embarked on installation of 65000 MTPA rolling mill for TMT bars, to improve its performance. An EOI has been issued for selection of a party for execution of the project.

v) SAIL, on May 25, 2012 signed a joint venture agreement with Burn Standard Company Limited (BSCL), a PSU under Ministry of Railways, for setting up aWagon Components Manufacturing Facility at the premises of BSCL at Jellingham, Purba Medinapore district, in West Bengal, with a capacity to produce 10,000 bogies and couplers per annum.A joint venture Company "SAIL Bengal Alloy Castings Private Limited" between SAIL and BSCL has been incorporated. Work for preparation of Detailed Project Report (DPR) for the project has been initiated.

(B) Strategic Alliances and Memorandum of Understanding (MOU):

i) Your Company has been in talks with Chhattisgarh Mineral Development Corporation Ltd. (CMDC), an Undertaking of Govt. of Chhattisgarh for having a captive source of iron ore. In this respect, SAIL has signed an MOU with CMDC on November 2, 2012 for development of Eklama Iron Ore deposit in Chhattisgarh which as per preliminary estimates have resources of around 100 million tonne. The Joint Venture Agreement is under finalization.

ii) In order to promote industrialization in the State of MP where SAIL is interested in setting up iron ore beneficiation and pelletisation plant and has submitted five applications for grant of Prospecting Licence (PL) for iron ore bearing area in Chhatarpur district of MP, a MoU between SAIL and MP Trade and Investment Facilitation Corporation Ltd (TRIFAC) was executed on 15th October, 2012 at Bhopal.

iii) Your Company is also in discussions with Industrial Development Corporation of Odisha Ltd. (IDCOL) for exploring the possibility of acquisition / JV with its wholly owned subsidiaries IFCAL (IDCOL Ferro Chrome Alloys Ltd.) and IKIWL (IDCOL Kalinga Iron Works Ltd.). IFCAL is engaged in production of High Carbon Ferro Chrome and sources raw material from its chromite mines at Tailangi (Sukinda Valley). The other facility at IKIWL, currently engaged in production of Pig Iron, is planned to be utilized for iron ore beneficiation and pelletization facility. An MOU in this regard was signed between SAIL and IDCOL on 2nd May, 2012. Due diligence and Valuation of IFCAL and IKIWL are in progress.

iv) SAIL signed an MOU on 5th March, 2013 with Power Grid Corporation of India Limited (PGCIL) for working together to set up Joint Venture Company at a mutually agreed location for fabrication & galvanizing of Transmission line Tower and Tower parts and tubular structures including research and development facility.

v) Titanium Project: SAIL has accepted Government of Kerala''s offer to jointly explore the possibility of developing a Titanium Project in joint venture in the state of Kerala. An MOU has been signed on 4th April, 2013 amongst SAIL, Kerala State Industrial Development Corporation (KSIDC) and Kerala Minerals and Metals Limited (KMML) to this effect.

vi) Your Company is planning to set up engineering shops in joint venture to improve its capabilities in production of sophisticated spares and assemblies. This will meet its future requirement of engineering spares and assemblies which is bound to increase post-expansion of SAIL steel plants, both qualitatively and quantitatively. An MOU with Danieli & C of Italy has been signed on 28th May, 2012 to assess and explore the technical and economic viability of installing and operating an Engineering Workshop Facility in JointVenture between SAIL and Danieli & C at SAIL Plant locations.

BUSINESS EXCELLENCE - INITIATIVES Enterprise Scorecard (ESC)

Enterprise Scorecard (ESC) of SAIL was prepared for the Financial Year 2012-13. Enterprise Scorecard not only brought integration with Memorandum of Understanding (MoU) with Government of India and Annual Business Plan (ABP) of the Company but also facilitated deployment of these across various leadership levels. It facilitated deployment of organisational strategy through Strategic Objectives and Key Initiatives. ESC 2012-13 was aligned upwards with ABP & MOU; deployed downwards through Unit Scorecards, Functional Scorecards and Departmental Scorecards and addressed the long term and short term issues. Process for formulation of Enterprise Scorecard for 2013-14 has also been commenced.

Excellence Model

Your Company has adopted European Foundation of Quality Management (EFQM) Model which is implemented in India through CII EXIM Bank Award for Business Excellence. Four SAIL plants i.e. BSP, DSP, BSL and RSP participated for CII-EXIM Bank Award for Business Excellence 2012. Three of these plants i.e. BSP, DSP and RSP got following Recognition awards:

- BSP - Commendation award for Strong Achievement

- DSP - Commendation award for Strong Commitment to Excel

- RSP - Commendation award for Strong Commitment to Excel

Total Quality Management (TQM)

Most of our Plants and Units are certified to ISO 9000, ISO 14000, OHSAS 18000 and SA 8000 Management Standards. During the financial year 2012-13, RSP was certified to Social Accountability Standard (SA 8000) and DSP was certified to Information Security Standard (ISO 27000).

IT RELATED INITIATIVES

Your Company has been moving ahead in innovative usage of Information Technology (IT). As a step towards this, Enterprise Resource Planning (ERP) has been implemented stage wise at BSP, DSP, BSL, CMO and RSP during 2009-2012.

Manufacturing Execution System (MES) has been implemented at BSP''s 3 shops, namely SMS-2, Plate Mill and Rail Mill with the help of M/s POSDATA. MES implementation has enabled detailed planning, scheduling and status monitoring of orders at these shops.

Your Company has ensured that almost all payments are done through e-payment mode and steps are being taken to establish a formal system for e-receipts.

Capacities of digital network among SAIL''s Plants/Units have been doubled in view of increased usage.

Your Company is currently taking steps to implement the following:-

- Centralized Mail Messaging for SAIL

- ERP at ISP, Burnpur

- Business Intelligence / Dashboards

- Centralized HR & Payroll on ERP Platform

ENVIRONMENT MANAGEMENT

SAIL along with production and profitability gives emphasis on environment protection and considers clean environment practices a must for its every activity. SAIL Corporate Environmental Policy emphasizes ''conducting our operations in an environmentally responsible manner to comply with applicable regulations and striving to go beyond''. A number of proactive environmental initiatives were taken by SAIL during the year, yielding noteworthy improvements. The highlights are:

- Notable improvements in respect of the following Environmental Indices:

- PM emission load has reduced to 0.88 kg/tcs from 1.6 kg/tcs in 2008-09 which is a reduction of 45% in the last 5 years.

- Specific Water Consumption has reduced to 3.73 m3/tcs from 3.95 m3/tcs in 2008-09 which is a reduction of more than 5% in the last 5 years.

- Specific effluent discharge from SAIL Plants has reduced to 2.22 m3/tfs from 2.56 m3/tfs in 2008-09 which is a reduction of more than 13% over the last 5 years.

- Utilisation of Blast Furnace (BF) Slag enhanced to 96% in the financial year 2012-13, an enhancement of 16% utilisation of the BF slag achieved over the last 5 years.

- As a part of Greening of Warehouses Initiative, Hyderabad Warehouse and BTSO, Vizag were taken up for implementation of ISO 14001 Environment Management System during the year and have been awarded the EMS Certification.

- The MoEF, SAIL and UNIDO have joined hands to implement a Polychlorinated Biphenyls (PCB) management and disposal project at Bhilai. PCBs are highly toxic chemicals. Under this project, the PCB in electric transformers will be treated using appropriate technology to be brought in by UNIDO.

CORPORATE COMMUNICATION

Corporate Communication at SAIL helped the organization to achieve its planned objective of building ''Brand SAIL'' by creating and maintaining a vibrant, dynamic and responsive communication framework. Towards this end, SAIL communication team undertook relation building with its stakeholders by fostering dialogue between the Company and its audience, both through internal and external communication.

Besides informing the stakeholders about the Company''s strategic plan, your Company also took into account their feedback and suggestions, thereby bridging a vital connect between the organization and its stakeholders.Your Company maintained harmonic and transparent media relation through organizing regular press conferences, interviews and informal media meets.

While the Company reached out to its customers and vendors through focused advertising, exhibitions, events and mutually beneficial meets, its sponsorship and aid was governed by the motto of largest common good. SAIL website stood unrivalled in the iron and steel industry, grabbing as many as 6 lakh hits per month! The Company also sponsored wrestlers like Sushil Kumar and Yogeshwar Dutt from their formative years, who won the Silver and Bronze medals respectively at London Olympics 2012. In March, 2013, SAIL along with SBI organized the 6th edition of SAIL-SBI Open GolfTournament presented by Incredible India,Ministry ofTourism, also the second longest running national Golf Championship after Indian Open.

Your Company''s greatest asset, however, remained those thousands of steel men and women who we call the SAIL family. Communication teams at SAIL, along with respective HR divisions, arranged mass contact exercise to facilitate free-wheeling discussion between employees and management. The Company successfully launched an electronic version of its monthly journal, e-SAILNews, which reaches out to maximum employees at the least cost. Through tie-ups with local TV channels, employees'' families in township were kept abreast of daily happenings in Plant and outside. In order to benchmark the communication practices with other PSUs, regular interactions were organized with their PR Chiefs. Posters, fliers, brochures, wall painting, wall-sheets, intranet, journals etc were other conventional ways in which the Company went SAILing with fellow employees and their universe. Because at SAIL, we are many, but we are one.

VIGILANCE ACTIVITIES

SAILVigilance lays emphasis on preventive and proactive vigilance activities to facilitate an environment enabling people to work with integrity, efficiency and in a transparent manner, upholding highest ethical standards for the organization.

Following activities were undertaken during the Financial Year 2012-13:

- To increase vigilance awareness amongst employees, vigilance awareness sessions and workshops were regularly held at various Plants and Units. 47 workshops involving 2945 participants were organized for enhancing Vigilance Awareness on Purchase/Contract procedures, RTI Act, Conduct & Discipline Rules, System and Procedures followed in SAIL, etc.

- Periodic surprise checks including joint checks were conducted regularly in vulnerable areas of the Company. A total of 3338 periodic checks including file scrutiny and Joint Checks were conducted at different Plants / Units. Savings of Rs.2556.95 lakhs accrued from preventive vigilance activities mainly on account of Surprise Checks.

- Vigilance provides vital inputs to the operating authorities for improving the prevailing systems for bringing about more transparency.Accordingly,eight major System Improvement Projects (SIPs) were undertaken at different Plants/Units of SAIL.

- 13 cases were taken up for Intensive Examination at different Plants/ Units. During Intensive Examination, high value procurement / contracts are scrutinized comprehensively and necessary recommendations are forwarded to the concerned departments for implementing suggestions for improvement.

- Various initiatives have been taken by SAIL Vigilance to increase leveraging of technology in vigilance function. On-line submission of Property Returns has been extended for all executives of SAIL in all the Plants / Units during the year 2012. Further, on-line facility for submission of Results Framework Documents (RFDs) for System Improvement Projects (SIPs), Intensive Examination (IE) & Thrust Areas of SAIL Vigilance and Preventive/Administrative recommendations of CVC/CVO has been created. This helps in real time monitoring of these activities.

- On-line facility for submission of complaints has been created on SAIL website. Facility of on-line feedback to the complainants along with status of their complaints has also been created.

- To increase the impact of preventive vigilance activities in improvement of overall functioning of organization, it has been decided to improve the effectiveness and quality of surprise checks and file scrutiny. Accordingly, Quality Management System Index followed inVigilance departments of SAIL has been revised to include these areas.

- ''Inspiration- Prerna'', an in-house publication of SAILVigilance is being published regularly. The above publication contains case studies, articles from eminent personalities, quiz on policy matters, etc. to enhance awareness of the readers.

CONSULTANCY SERVICES

Based on its large and varied expertise and experience acquired over the last five decades, SAIL, through SAILCON, provides design, engineering, training, technical & management consultancy services in Iron & Steel and related areas and offers a wide range of services to clients Globally. Technical and Management Training services are its forte and these services have been availed of by several organisations in private and public sector within India and abroad. To scale up the activities and to further reinforce the brand image of SAIL as a consultant, SAILCON is continuously exploring the market, both within and outside the Country for possible business opportunities as well as joint ventures with Global consultants for commercialization of SAIL''s expertise.

''SAILCON'' has executed assignments within India and abroad covering countries like Egypt, Saudi Arabia, Iran, Qatar, Thailand, Nepal, Philippines, etc.

During the Financial Year 2012-13, SAIL Consultancy Division, SAILCON laid enhanced focus on taking up training assignments for some leading organizations in the area of Steel making, by providing consultancy services to UNDP/GEF, Project Management Cell, Ministry of Steel for energy efficiency and productivity improvement in Steel re-rolling mills.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management Discussion & Analysis Report covering the performance and outlook of the Company is enclosed.

AUDITORS'' REPORT

The Statutory Auditors'' Report on the Accounts of the Company for the Financial Year ended 31st March, 2013 along with Management''s replies thereon is placed at Annexure-I. The Comptroller & Auditor General of India (C&AG) vide its letter dated 9th July, 2013 has given ''nil'' comments on the accounts of the Company for the Financial Year ended 31st March, 2013 under Section 619(4) of the Companies Act, 1956. A copy of the above letter of C&AG is placed at Annexure-II.

COST AUDITORS

Pursuant to the direction of the Central Government for audit of cost accounts, your Company has appointed M/s. Jugal K. Puri & Associates, Gurgaon for Rourkela Steel Plant (RSP) & Bokaro Steel Plant (BSL), M/s. K.C. Kohli & Co, Delhi for Bhilai Steel Plant (BSP), Durgapur Steel Plant (DSP) & IISCO Steel Plant (ISP) and M/s. Mani & Co, Kolkata for Alloy Steels Plant (ASP), Salem Steel Plant (SSP) & Visvesvaraya Iron & Steel Plant (VISP) as Cost Auditor(s) for the Financial Year 2012-13.

REPORT ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, ETC.

Information in accordance with the provisions of Section 2l7(l)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, l988 regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is given at Annexure-III to this Report.

PARTICULARS OF EMPLOYEES

There was no employee of the Company who received remuneration in excess of the limits prescribed under Section 2l7(2A) of the Companies Act, l956 read with the Companies (Particulars of Employees) Rules, 1975.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 2l7(2AA) of the Companies Act, 1956, it is hereby confirmed:

(i) that in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

(ii) that the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit or loss of the Company for that period;

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

(iv) that the Directors have prepared the annual accounts on a going concern basis.

CORPORATE GOVERNANCE

In terms of listing agreement with the Stock Exchanges, a compliance report on Corporate Governance is given at Annexure-IV. A certificate from Auditors of the Company regarding compliance of conditions of Corporate Governance is placed at Annexure-V. In terms of Listing Agreement, the Board has laid down a Code of Conduct for all Board Members and Senior Management of the Company.The Code of Conduct has been posted on the website of the Company. All the Board Members and Senior Management Personnel have affirmed compliance with the Code.

BUSINESS RESPONSIBILITY REPORT

SEBI vide its Circular CIR/CFD/DIL/8/2012 dated August 13, 2012, has mandated the top l00 listed entities, based on market capitalization of BSE and NSE, to include Business Responsibility Report describing the initiatives taken by the companies from Environmental, Social and Governance perspective.

Accordingly, the Business Responsibility Report is attached at Annexure VI and forms part of the Annual Report.

CONSOLIDATED FINANCIAL STATEMENTS

In terms of listing agreement with the Stock Exchange(s), the duly audited Consolidated Financial Statements are placed at Annexure-VII.

SUBSIDIARIES

IISCO-Ujjain Pipe & Foundary Company Limited, a wholly owned subsidiary of the erstwhile Indian Iron & Steel Company Limited (IISCO), was ordered to be wound up by BIFR. The Official Liquidator is continuing its liquidation process. The assets of the Company have been realized and the settlement of claims is in process.

The Company has three other wholly owned subsidiary companies namely, SAIL Refractory Company Limited (SRCL), SAIL Jagdishpur Power Plant Limited and SAIL Sindri Projects Limited. SRCL has taken over the Salem Refractory Unit of Burn Standard Company Limited on 16th December, 2011 and is operating the same. SAIL Jagdishpur Power Plant Limited, incorporated for setting up of Gas based power plant at Jagdishpur and SAIL Sindri Projects Limited, incorporated for revival of Sindri Unit of Fertilizer Corporation of India Limited are yet to commence operations pending relevant approvals.

A Statement pursuant to Section 212 of the Companies Act, 1956 is attached to the Accounts. In terms of general exemption granted by Ministry of Corporate Affairs vide Circular No.5/l2/2007-CL-III dated 8.2.2011, under Section 212(8) of the Companies Act, 1956, the Audited Balance Sheet, Profit and Loss Account, Report of the Board of Directors and Auditors of our subsidiaries need not be attached with the Balance Sheet of the Company as the Company has satisfied the conditions stipulated in the Circular. However, the requisite information as prescribed in the above Circular of Ministry of Corporate Affairs in respect of the subsidiary companies has been disclosed in the Statement.

The Annual Accounts of the subsidiary companies and related detailed information shall be made available to the shareholders of the holding and subsidiary companies seeking such information at any point of time. Further, the Annual Accounts of the subsidiary companies are available for inspection by any shareholder in the Registered Office of the Company and of the subsidiary companies concerned during the office hours between ll AM to l PM. A hard copy of the details of accounts of subsidiaries shall be furnished to the shareholders on receipt of written request.

DIRECTORS

Prof. Deepak Nayyar and Shri A.K. Goswami ceased to be Directors w.e.f. 10.02.2013 (A.N.)

Shri A.K. Pandey, Director (Raw Material & Logistics) ceased to be Director w.e.f. 28.02.2013.

Shri Kalyan Maity has been appointed as Director (Raw Material & Logistics) w.e.f. 01.03.2013.

Shri E.K. Bharat Bhushan, Special Secretary & Financial Advisor, Ministry of Steel has resigned from the Directorship of the Company w.e.f. 29.04.2013.

Shri S. Mukherjee, Director (Commercial) ceased to be Director w.e.f. 01.05.2013.

Shri Vinod Kumar Thakral, Additional Secretary & Financial Advisor, Ministry of Steel has been appointed as Director w.e.f. 04.06.2013.

Dr. Atmanand and Shri J.M. Mauskar have been appointed as Directors w.e.f. 18.07.2013.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation for the support and cooperation extended by every member of the SAIL family. The Directors are thankful to the State Governments, Electricity Boards, Railways, Banks, Suppliers, Customers and Shareholders for their continued cooperation. The Directors also wish to acknowledge the continued support and guidance received from the different wings of the Government of India, particularly from the Ministry of Steel.

For and on behalf of the Board of Directors

(C.S.Verma)

Chairman

New Delhi

Dated: 16th August, 2013


Mar 31, 2012

The Directors have pleasure in presenting the 40th Annual Report of the Company together with audited accounts for the year ended 31st March, 2012.

FINANCIAL REVIEW

Your Company set a new record by achieving the highest ever sales turnover of Rs.50348 crore during 2011-12, a growth of 7% over previous year. The Company earned Profit before Tax of Rs.5150.87 crore and Profit after Tax of Rs.3542.72 crore for the year 2011-12. The profit of your Company for the year 2011-12 was affected adversely, mainly due to adverse impact of higher prices of inputs with the average price of imported Hard Coking Coal going up to US $ 288/T (FOB) in FY'12 as compared to US $ 213/T (FOB) in corresponding period of last year (CPLY). Another key factor affecting the profitability was the impact of foreign exchange variation to the tune of about Rs.900 crore during the year due to the US $ appreciating from a level of Rs.44.68 as on 31.3.2011 to Rs.50.88 as on 31.3.2012. However, the adverse impact on profitability was partially offset by several initiatives taken by the Company. The comparative position of major financial parameters is given as under:

(Rs. in crore)

Particulars 2011-12 2010-11

Sales Turnover 50,348.40 47,040.50

Profit before interest, depreciation, 7,657.62 9,029.63 exceptional items and tax (EBIDTA)

Less: Interest and Finance Charges 677.70 474.95

Less: Depreciation 1,567.03 1,485.80

Profit before tax (PBT) and exceptional 5,412.89 7,068.88 items

Exceptional items : Loss(-)/Gain( ) -262.02 125.43

Profit before tax (PBT) 5,150.87 7,194.31

Less: Provision for taxation 1,608.15 2,289.57

Profit after tax (PAT) 3,542.72 4,904.74

Dividend (as a % of Equity) :

Interim Dividend (%) 12 12

Final Dividend proposed (%) 8 12

Net Worth 39,811 37,069

EBIDTA to Net sales (%) 16.8 21.1

Return (PAT) on Net worth (%) 8.9 13.2

EBIDTA to average capital employed (%) 21.0 21.7

Earning per share (Rs. 10/- each) 8.6 11.9

Debt Equity Ratio 0.41:1 0.52:1

Your Company continued its thrust on optimum utilisation of funds by better fund management. This included replacement of high cost short term loans with low cost debts, timely repayment of loans including interest, strategic parking of surplus funds with scheduled banks, actions for future fund raising, etc. to meet growth objectives. Further, the Company hedged the foreign currency risk on short-term Buyer's Credit and External Commercial Borrowings depending upon market conditions. The Company had liquid assets of Rs.5900 crore as on 31st March, 2012 invested in short term deposits with scheduled banks against borrowings of Rs.17107 crore as on 31st March, 2012. The debt equity ratio of the Company reduced to 0.41:1 as on 31st March, 2012 from 0.52:1 as on 31st March, 2011 mainly on account of decrease in borrowings during the year. The net worth of the Company improved from Rs.37069 crore as on 31st March, 2011 to Rs.39811 crore as on 31st March, 2012. During the year 2011-12, the capital expenditure incurred was Rs.11021 crore, which was financed by a mix of internal resources (including proceeds from maturity of deposits) and borrowings from the market.

The Company paid interim dividend @ 12% of the paid-up equity share capital during the year. The Board of Directors has further recommended a final dividend @ 8% subject to approval of the shareholders, thus making the total dividend @ 20% of the paid up equity share capital for the year 2011-12. A sum of Rs.275 crore has been transferred to the General Reserves during the year (previous year Rs.500 crore).

Credit Rating:

M/s FITCH and M/s CARE, RBI approved credit rating agencies, have assessed and accorded 'AAA' ratings indicating the highest safety on principal and interest for SAIL's long term borrowing programme. To facilitate international borrowing, long term corporate credit rating has been obtained from FITCH and Standard & Poor, international rating agencies. Based on SAIL's competitive position, Sovereign rating ['BBB-' outlook stable (investment grade)] was granted to the company. However, stable outlook has since been downgraded to negative outlook in line with the Sovereign Rating.

PRODUCTION REVIEW

In the year 2011-12, the SAIL Plants took various initiatives to deal with the impending challenges by optimizing operations, better value addition in downstream units, taking measures to reduce coke consumption by enhancing alternate fuels like Coal Dust Injection (CDI) in blast furnaces, etc. Record CDI of about 51 kg/tonne of Hot Metal (thm) was achieved during 2011-12 as against 34 kg/thm in last year. Further, your Company, in its endeavour to become energy and cost efficient in the year 2011-12, increased production of crude steel through continuous casting route and achieved production of 9.4 million tonnes with a growth of 1% over corresponding period of last year. Production of hot metal at 14.1 million tonnes, crude steel at 13.4 million tonnes and saleable steel at 12.4 million tonnes was 102%, 104% and 112% of the rated capacity respectively. Lower availability of Coke Ovens at BSP, DSP and BSL and resultant Coke Oven gas shortage, however, affected production during the year adversely.

Your Company produced value added products to the tune of 4.83 million tonnes thus increasing the share of value-added products in its product basket to around 39 per cent in the current year. During the year, your Company has taken various measures to improve processes, including marketability of products through improved packaging. Higher production of special quality & value added products resulted in further improvement of the product-mix. Several new products were developed which have significant demand, ready market, and good contribution margin. Some of the major new products developed to meet the customers' requirement and enhance market share are End Forged Thick Web Asymmetric Rail for Indian Railways, Atmospheric corrosion resistance steel plates in JIS 3114 SMA 490BWN for manufacture of bogie frame by BEML for use in Delhi Metro Project, ASTM A 537 class 1 plates with impact test in transverse direction for petro chemical industry, SAIL-TMT Fe 550 EQR/IS 1786 Fe 550 D - High Strength Earth Quake Resistance Quality Bars for construction of tall towers, BSEN 10025-2 S 275J2 N-Moderate strength with low temperature impact toughness for railway passenger bogie, DIN EN 10028-3: P355 NL1 - Weldable fine grain Pressure Vessel Plates for manufacturing of light wagon, 5mm thick 2 Pie Grade Steel Plates for defense application, etc. A large number of innovations were also carried out in Plants for process improvements and cost competitiveness.

An exhaustive Master Plan for R&D has been prepared aiming at integrating R&D activities towards business and operational goals of your Company. The implementation of this Master Plan; besides giving a competitive advantage to SAIL by improving efficiencies, reducing costs, meeting market demands and upgrading current steel technologies; will also help in gradually increasing R&D expenditure to a level of 1% of sales turnover, which is an international benchmark.

R&D Master Plan will have positive impact on the existing operations through implementation of centralised and decentralised projects. Centralised projects consist of High Impact Projects (HIP) and Technology Mission Projects (TMP). The projects which are of common interest of all integrated steel Plants viz. coal & coke beneficiation, pelletisation, environmental projects etc. will come in the category of HIP. Development/acquisition of radically new technologies which are of strategic importance for SAIL viz. thin strip casting and inline rolling, CRGO etc. will be pursued through TM Projects. Under the decentralized category, all the Plants/Units of SAIL will have Centre of Excellence (CoE) in selected areas/products. Centre of Excellence projects will mainly focus on augmenting product volume and product attribute. Nine Units of SAIL have selected 14 nos. of projects in different areas with the aim to be the Centre of Excellence in the particular field.

Champions of the projects, who are the key drivers, and Research Councils (RC), the approving authority of CoE projects, are already in place. In order to facilitate faster communication and sharing of information, a dedicated web portal in respect of R&D Master Plan has already been launched on SAIL Net.

Raw Materials:

During 2011-12, total requirement of iron ore was met from captive sources. The Company's captive iron ore mines produced about 22.35 million tonnes. However, in case of coking coal, around 25% requirement was met from indigenous sources and balance through imports. During 2011-12, production in captive collieries of the Company was about 0.64 million tonnes. In case of fluxes, around 1.15 million tonnes of limestone and 0.95 million tonnes of dolomite was produced resulting in total production of 2.10 million tonnes fluxes from captive sources. For thermal coal, your Company depends entirely on purchases from Coal India Limited (CIL) except small quantity produced from captive mines. To develop a state-of-art mine at Chiria, your Company is in the process of compliance of Stage I forest clearance conditions. The Company has deposited the Net Present Value of the forest land and has acquired the certificate required under the Forest Rights Act, 2006. During 2011-12, your Company got the final environment clearance for the Dhobil Lease of the Manoharpur Iron Ore Mines, Chiria.

During the year, Ministry of Mines, Government of India reserved 140 ha of area having iron ore reserves of 11 million tonnes in NEB range in Bellary District of Karnataka for undertaking prospecting / mining operations. Further, Government of Rajasthan has forwarded the proposal for grant of iron ore mining lease covering an area of 871.38 ha in Bhilwara District of Rajasthan in favour of your Company to Ministry of Mines, Government of India.

S&T Mining Company Pvt. Ltd., a Joint Venture Company of SAIL and Tata Steel Limited, is making efforts to develop Bhutgoria mine of BCCL. The mine is estimated to produce 0.36 Mtpa coking coal at full capacity which will be shared between SAIL and Tata Steel. The Joint Venture Company is also making efforts for establishment of stand alone coal washery of 1.8 Mtpa at Bhelatand.

Your Company is also making attempts for obtaining allocation of coking coal and thermal coal blocks under Government dispensation route for captive mining to enhance indigenous coal availability.

SALES & MARKETING REVIEW

Your Company achieved a total sales volume of 11.8 million tonnes during FY'11-12. Exports during the year at 0.33 million tonnes were maintained at previous year's level. Major categories where growth was recorded in home sales included: HR Coils - 7.1%, Plates>20mm - 4.7%, Heavy Structurals - 3% and Tin Plates - 10.8%. New records were also set in supplies of Long Rails, "S" Profile BG Loco Wheels and Loose Axles to Indian Railways during the year.

During the year 2011-12, your Company started operations at a new Warehouse at Gorakhpur. With this, SAIL's marketing network has expanded to 37 Branch Sales Offices (BSOs), 27 Customer Contact Offices (CCOs) and 67 Warehouses.

A new "SAIL Rural Dealership Scheme" was launched during FY'11-12 with the primary objective of meeting the steel demands of the small rural consumers at block, tahsils and taluka levels. Under this scheme, LOIs were issued to 476 rural dealers during 2011-12. Process for more such appointments is under progress. Your Company expanded its dealer network by 517 numbers (including rural dealers) during the year. As on 1st April, 2012, your Company has a wide network of 3138 dealers spread over 629 districts of the country.

Your Company maintained its presence in neighbouring and traditional markets and exported 0.33 million tonnes steel during the year. Exports of Plates were 5% higher as compared to the previous year. Highest ever quantity of Rails of 28,700 tonnes was also exported during FY'11-12.

GROWTH PLAN

Keeping in view the acceleration in demand for steel in the country, your Company is currently implementing growth plan to enhance its hot metal production from the level of 14.1 million tonnes during 2011-12 in a phased manner. Under the ongoing modernization and expansion plan, hot metal production capacity will get expanded to 23.46 million tonnes. The growth plan, besides targeting higher production, also addresses the need for eliminating technological obsolescence, achieving energy savings, enriching product-mix, reducing pollution, developing mines and collieries, introducing customer centric processes and developing matching infrastructure facilities.

To maintain its current dominance in the domestic market and to meet the future challenges, your Company is working on a long term strategic plan 'Vision 2020', which will steer the Company towards meeting its strategic objectives of achieving profitability through organic and inorganic growth.

MODERNISATION & EXPANSION PROGRAMME

Steel Industry requires continuous capital investments for technological up-gradation and addition/modification/replacement of its capital assets which are essential to maintain market competitiveness and meet the challenging need of customers. The market is becoming increasingly competitive making it imperative for your Company to make determined efforts to bring about substantial improvement in production, techno- economic parameter and profitability.

Accordingly, the Modernization & Expansion Programme of the Company aims towards almost doubling the production capacity with energy efficient and environment friendly technology and a wider product range.

The current modernization & expansion programme of the Company is being implemented simultaneously in all Plants/Units, through various schemes. These include new Raw Material Handling Plants, Sinter Plants, Coke Oven Batteries, Blast Furnaces, Steel Melting Shops and Finishing Mills, etc. All the Schemes are at various stages of implementation and are planned to be completed largely by 2012-2013. At Salem Steel Plant, the production facilities envisaged under Expansion Programme have already been installed.

SAIL Board accorded 'in-principle' approval during the year for various new projects with an estimated total outlay of around Rs.2,187 crore.

The proposal for development of Tasra Coal Block has been approved 'in-principle' along with the option of setting up of a Power Plant in joint venture for utilization of the secondary products from Tasra Washery. Orders for about Rs.56,605 crore have been placed under current Modernisation & Expansion Programme of SAIL. A capital expenditure of Rs.11,021 crore has been made during 2011-12 on Modernisation and Expansion Programme and till March'12, the total capital expenditure incurred was Rs.35,120 crore. The capital expenditure planned to be incurred during 2012-13 has been kept at Rs.12,000 crore. The current status of completion of facilities at various Steel Plants is as under:

At IISCO Steel Plant, 220 KV DVC Power Supply has commenced in Jul'11. Radhanagar Loop line for receipt of Raw Materials and Up-graded West Yard for dispatch of Coke, Sinter, and Finished Steel & Granulated Slag has been completed in Nov/Dec'11. Power & Water Supply to major completed facilities has been started. For Oxygen Plant, hot trials have been started in Jan'12. For Coke Oven Battery #11 Complex, after start of Heating of Chimney in Mar'12, Battery heating has also been started on 30th May, 2012. Unit Functional Test at Wire Rod Mill and Firing of first Boiler at Power Blowing Station has also started in Mar'12.

Raw Material Handling System, Sinter Plant and Blast Furnace have been completed and are ready for commissioning.

At Rourkela Steel Plant, HT power for Ore Bedding & Blending Plant (OBBP) has been received and hot trials of main units have been completed. The base mix is being transported regularly from OBBP to Sinter Plant-3. For Sinter Plant-3, after lighting-up of the Ignition Furnace, hot trial with sinter making on bed was successfully started in Apr'12. Other facilities like Coal Handling Plant, New Coke Oven Battery-6, BF-5, 3rd BOF Converter, 3rd Single Strand Slab Caster, and New Plate Mill are at various stages of implementation.

At Bhilai Steel Plant, Online Eddy Current Testing (ECT) M/c & Optico- Visual Inspection System(OVIS) in RSM have been commissioned in Nov'11. Coke Oven Battery-6, has been commissioned in Jun'11. For Ore Handling Plant- Part A, Wagon Tippler erection and trial run has been completed in Dec'11. Installation of 700 TPD Air Separation Unit at Oxygen Plant-II has been completed. Other facilities like Coke Oven Battery-11, Coke Dry Cooling Plant, Blast Furnace-8, Steel Melting Shop- III and finishing mills are under various stages of implementation.

At Bokaro Steel Plant, Coke Oven Battery No.1 and Coke Oven Battery No.2 have been commissioned in Jun'11 and Feb'12 respectively. Installation of new Turbo-blower-8 has been completed in Jan'12 & hooked-up with BF-2. For Cold Rolling Mill-III, in Pickling Line Tandem Cold Mill, Manual Strip Threading has been done in Dec'11, Coil Packaging Line-2 has been completed. For BF-5, after completion of Cold repair, blowing has been started with up-graded stoves in Mar'12.

At Durgapur Steel Plant, the major packages envisaged under Modernisation & Expansion Plan, like Bloom-cum-round Caster, Medium Structural Mill & Reheating Furnace for Medium Structural Mill, New Dolomite Plant, Re-building of COB-2, De-bottlenecking of Coal Handling Plant & Raw Material Handling Plant, Ladle Furnace, New Slag Yard and Civil & Structural works for Medium Structural Mill, are at various stages of implementation.

At Alloy Steels Plant, the 60 T Ladle Furnace No.2 has been commissioned in Mar'12.

At Kiriburu Iron Ore Mines, the project for Installation of Bucket Wheel Re-claimer and Slime Beneficiation has been completed in Aug'11.

For development of Chiria Iron Ore Deposits to 7.0 Mtpa of finished product, DPER has been submitted by the Consultant M/s Hatch. For Taldih and Rowghat Iron Ore Deposits, Consultants have been appointed for preparation of DPER.

AMR SCHEMES

A number of AMR Schemes costing around Rs.676 crore are under implementation, which include augmentation of Grinding Facilities for Coal Dust Injection Unit in BF-6 & 7, installation of Oxygen Evacuation Facilities for 2x1250 TPD New Oxygen Plant at BSP; Coal Dust Injection in BF-4 at RSP; Installation of Bell Less Top charging System (BLT) in BF-3 at DSP; Installation of one 1x45 Sub-merged Arc Furnace at CFP and projects for Development of Mines.

HUMAN RESOURCE MANAGEMENT REVIEW

Your Company recognizes the potential of human resources in providing competitive advantage and considers its employees as most valuable resource. The Company has achieved its present level of excellence through investing in its human resource, which are at the back of every activity, every technology and every innovation. Your Company continues to work for developing capabilities and realization of best potential of its people.

The thrust on achieving higher growth coupled with optimal utilization of manpower continued. The focus on improving productivity and adoption of best practices in every area are being pursued relentlessly. Efforts for active participation by employees, implanting a conducive ambience for exhibiting creativity and innovation by employees and ensuring a climate that reflects synergy and contagious enthusiasm has been at the core of Human Resource (HR) initiatives and interventions. Strategic alignment of Human Resource Management (HRM) to business priorities and objectives facilitated steps for ensuring a smooth transition for upcoming new facilities in the Modernization and Expansion Programme. HR initiatives also aided in building competent teams with cross functional expertise leading to further enriching of the repositories of competencies in the Company.

Enhanced Productivity with Rationalized Manpower:

Your Company achieved its highest ever labour productivity of 241 tonnes of crude steel (tcs) /man/year in 2011-12 with all the five integrated steel Plants recording their best ever labour productivity for the year. Bhilai Steel Plant achieved highest ever labour productivity at 346 tcs/ man/year in the month of March'12. The manpower of SAIL reached a level of 1,06,004 as on 31.3.2012 from 1,11,475 as on 1.4.2011, thereby achieving rationalization of 5471 during the year. The enhanced productivity with rationalized manpower could be achieved as a result of judicious recruitment, correct deployment and redeployment strategies, multi-skilling and zeal of employees to go beyond and excel.

Developing Employee Capabilities & Competencies :

In order to develop its human resources for harnessing their potential to the fullest and for according ample opportunity for realizing individual as well as organizational goals, your Company has been making sustained efforts through various training and development activities with focus on preservation of skills, transfer of skills and knowledge, training in specialized/advanced skills and technology in collaboration with reputed organizations and development of effective managerial competencies through association with premier institutes. Preparing employees for tomorrow, for effectively taking up challenges and discharging new roles and responsibilities was given a major thrust. Overall, 52,967 employees were trained against target of 39,016 employees during the year on various contemporary technical and managerial modules and 141 employees were trained against target of 100 employees on Project Management. Your Company once again achieved Level -I of performance evaluation in the two parameters under Memorandum of Understanding (MoU) with Government of India for the Financial Year 2011-12.

Harmonious Employee Relations:

- Your Company has a glorious tradition of conducive employee relations scenario. There has been a healthy tradition of settling the issues through discussions with trade unions/workers' representatives and this has helped in establishing a peaceful IR climate. The Company has an established system of workers' participation at different levels right from National level upto shop-floor level. Some of these forums are functioning since early seventies and are sufficiently empowered to address different issues related to wage, safety, and welfare of workers, arising from time to time thus helping in conducive work environment.

- Bipartite forums, like National Joint Committee for Steel Industry (NJCS), Joint Committee on Safety, Health & Environment in Steel Industry (JCSSI), etc. with representation from major central trade unions as well as representative unions of Plants/Units meet on a periodic basis and jointly evolve recommendations/ action plans for ensuring a safe & harmonious work culture which gets substantiated from the harmonious industrial relations enjoyed over the years by SAIL Plants/Units, marked with diverse work culture at multi-locations.

- In addition, Quality Circles, Suggestion Schemes, Shop Improvement Workshops also offer multiple avenues for enhanced workers' participation. Workers are also kept abreast of strategic business decisions and their views sought thereon through structured / interactive workshops.

Grievance Redressal Mechanism:

- Effective internal grievances redressal machinery exists in SAIL Plants and Units, separately for executives and non-executives. The grievance procedure in SAIL has been evolved after sustained deliberations and consent of employees, trade unions and associations.

- The grievances in SAIL Plants/Units are dealt in 3 stages and employees are given an opportunity at every stage to raise grievances relating to wage irregularities, working conditions, transfers, leave, work assignments and welfare amenities, etc. Such issues are effectively settled through the time-tested system of grievance management. However, majority of grievances are redressed informally in view of the participative nature of environment existing in the steel Plants. The system is comprehensive, simple and flexible and has proved effective in promoting harmonious relationship between employees and management.

- The Company disposed off 2650 Staff Grievances during 2011- 12.

Initiatives for Socio-Economic Development of SCs/STs & Other Weaker Sections of Society:

Presidential Directives on Reservation for Scheduled Castes and Scheduled Tribes in Appointments in Public Enterprises are continued to be implemented. As on 31st March, 2012, out of total manpower of 1,06,004, 15.77% were SC and 13.19% were ST. During the year 2011, out of total recruitments of 1929 made by your Company, 394 belonged to SC category and 201 belonged to ST category.

SAIL Steel Plants and Units including mines are located in economically backward regions of the Country with predominant SC/ST population. Therefore, your Company has contributed to the overall development of civic, medical, educational and other facilities in these regions.

Your Company has undertaken several initiatives for the socio-economic development of SCs/STs and other weaker sections of the society, which are mainly as under:

- Special Schools have been started exclusively for poor, underprivileged children at five Integrated Steel Plant locations. The facilities provided include free education, mid-day meals, uniforms including shoes, text books, stationery items, school bags, water bottles and transportation in some cases. The schools now provide education to nearly 1500 children.

- SAIL Plants have adopted 188 SC/ST students belonging to BPL families/ primitive tribes. They are being provided free education, boarding, lodging and medical facilities for their overall growth.

- No tuition fee is being charged from SC/ST students studying in the Company run schools, whether they are SAIL employees' wards or non-employees' wards.

- Free medical health centers for poor have been set up at Bhilai, Durgapur, Rourkela, Bokaro, Burnpur (Gutgutpara) providing free medical consultation, medicines, etc. to the peripheral population mainly comprising SC/ST and weaker sections of society.

- Villagers are given free treatment - outdoor and indoor-in the mines hospitals of Kiriburu, Gua & Chiria when recommended by Manki / Munda (Local Tribal Village Heads) of the peripheral villages which mainly helps the ST community people and other weaker sections of society.

IMPLEMENTATION OF RTI ACT, 2005

Your Company has implemented Right to Information (RTI) Act, 2005, which empowers the common citizen by providing access to information with a view to maintain accountability and transparency. The Company has always endeavoured to ensure that various enabling provisions of the RTI Act, 2005 are implemented in letter and spirit. The manual of 17 items, details of Appellate Authority, Public Information Officer and

Assistant Public Information Officer have been updated and hosted on SAIL website. A total of 3775 applications were received under RTI Act, 2005 in the Company during the financial year 2011-12, all of which have been disposed off within the stipulated timeline under the Act. SAIL has also organized Workshop on "Obligation of Public Authorities under RTI" and conducted several programmes for spreading awareness.

AWARDS AND ACCOLADES

The excellent performance of Company as well as that of employees won laurels and appreciation from several quarters during the year 2011-12. Some of the Awards won by your Company are mentioned below:

- Your Company has been conferred with "MoU Excellence Award" for the year 2010-11 for the 9th consecutive year. Chairman, SAIL received the Award from Hon'ble Prime Minister on 31st January, 2012.

- SAIL bagged 11 out of 33 Prime Minister's Shram Awards conferred in the country to both public & private sector organizations in July'11. In terms of no. of employees, 59% of the total awardees in the country were from SAIL.

- 14 out of total 28 Vishwakarma Rashtriya Puraskar given in the country were bagged by SAIL employees in 2011. In terms of number of employees, 62% (73 Award winner out of 117) were from SAIL family.

- 10 teams involving 63 SAIL employees participated in International Convention on Quality Circle 2011 held at Yokohama, Japan in September, 2011. 7 teams won Excellent and 3 won Distinguished QC Award, which was the highest for any single organsiation.

- 57 teams from SAIL Plants/Units participated in National Convention on Quality Concepts-2011 held at Hyderabad in December, 2011. 33 teams won Par Excellence, 2 teams won Excellent and 3 teams won Distinguished Award.

- SCOPE Meritorious Award-2010-11 for "Corporate Governance" has been conferred upon SAIL. Chairman SAIL received the award from Her Excellency Smt. Pratibha Devisingh Patil, the then President of India, on 13th April'2012 at Vigyan Bhawan in New Delhi.

- 13 Awards (6 winners and 7 runner up) out of total 123 "National Safety Awards-2009" announced by Ministry of Labour and Employment.

- "SCOPE Meritorious Award for Environment Excellence & Sustainable Development" for the Year 2009-10. Chairman received the Award from the then President of India, Her Excellency Smt. Pratibha Devisingh Patil on 11th April, 2011.

- Indian Institution of Industrial Engineering's "Performance Excellence Awards - 2010" and received a Gold plaque with certificate of excellence. The Awards were presented by Hon'ble Minister of Goa on 16th May, 2011.

- "Golden Peacock Environment Management Award 2011" in recognition of initiatives and achievements in the field of environment management. Chairman received the Award from Shri P. Chidambaram, Hon'ble Union Minster for Home Affairs, Govt. of India on 24th June, 2011.

- Prestigious 'Randstad Award -2011' under 'Manufacturing Industries' category. Director (Personnel) received the award from Dr. Bimal Jalan, former RBI Governor on 29th June, 2011.

- "Dainik Bhaskar India Pride Gold Award-2011" in the category "Metals & Minerals & Trade including Mining, for Central PSUs". Chairman received the Award from Dr. Montek Singh Ahluwalia, Dy. Chairman, Planning Commission, GOI, on 21st October, 2011.

- 'IEI Industry Excellence Award 2011'.Chairman received the Award on 16th December, 2011 at Bangalore during the Inaugural Session of the 26th Indian Engineering Congress.

- In promoting use of Rajbhasha, SAIL's efforts have been recognized in the form of 1st prize at Town Level by TOLIC for Best Official Language implementation by Govt. of India.

- Your Company has been awarded with the Skoch Award for Financial inclusion under the category of "Women Empowerment" in recognition of multifold initiatives for inclusive growth. Chairman, SAIL received the Award from Shri C. Rangarajan, ex- Governor RBI on 5th January, 2012.

In addition to above, SAIL Plants/Units have also excelled in various areas and have won Awards for excellent performance; salient ones are listed as under:

Bhilai Steel Plant (BSP)

- "Golden Peacock Eco Innovation Award - 2011" from World Environment Foundation, New Delhi.

- "Golden Peacock HR Excellence Award for the Year 2011" from Institute of Directors, New Delhi.

- Prime Minister's Trophy for the Best Integrated Plant in India for the Year 2009-10.

- "Greentech HR Excellence Award - 2011" under the award category "Employee Services" from Greentech Foundation.

Durgapur Steel Plant (DSP)

- "Greentech Safety Award (Gold) - 2009" in Metals and Mining Sector from Greentech Foundation, New Delhi on 29th April, 2011.

- "Indian Achiever's Award - 2010" on Corporate Leadership from Indian Achievers Forum, New Delhi.

- "Greentech Environment Excellence Award (Gold) - 2010" in Metals and Mining Category for environmental preservation from Greentech Foundation, New Delhi.

- "Greentech CSR Award (Gold)-2010" in Metals & Mining Category by Greentech Foundation, New Delhi on 19th October, 2011.

- "Golden Peacock National Quality Award-2011". The Award has been conferred by the Institute of Directors.

Rourkela Steel Plant (RSP)

- "Rajbhasha Gaurav Samman" from the Bhartiya Rajbhasha Vikas Sansthaan, Dehradun for its outstanding contribution in implementing Rajbhasha. The Award was conferred during the Akhil Bharatiya Rajbhasha Sangosthi held at Madurai from 12th to 14th October, 2011.

- "Greentech Environment Excellence (Gold) Award" in the Environment Management front. The Award was given during the 12th Annual Greentech Environment & CSR Global Conference, 2011 at Srinagar, Jammu & Kashmir on 20th October, 2011.

Bokaro Steel Plant (BSL)

- "Golden Peacock Award - 2011" for Innovative Product/ Services from Institute of Directors.

Salem Steel Plant (SSP)

- 2nd Prize of National Sustainability Award in the Secondary Steel Plants / Alloy Steel Plant Category from Indian Institute of Metals, Kolkata for the Year 2010-11.

RDCIS

- "Most Innovative Energy Saving Product" Award institutionalized by CII for Curtain Flame Ignition System.

- "NRDC Meritorious Invention Award-2010" for Curtain Flame Ignition Technology for Sinter Machine in Steel Plants from NRDC.

CORPORATE SOCIAL RESPONSIBILITY

Your Company's focus on social responsibility remains unwavering. The pivotal role of education, health, income generation and sustainable development is the cornerstone of our Corporate Social Responsibility. On the health front, your Company is operating 54 Primary Health Centres, 12 Reproductive and Child Health Centres, 17 Hospitals and 7 Super-Specialty Hospitals which provide specialized healthcare to more than 30 million people living in the vicinity of its Plants and Units. In the year 2011-12, in order to reach to the underprivileged, over 2400 camps have been organized across the Country benefiting around 1.80 Lakh people providing free health check-up, path-lab treatment, medicine, immunization, etc. To help the poor and downtrodden, 12 numbers of MMUs /Ambulances, etc. provided to various NGOs like Wockhardt, HelpAge India, Bharat Sewashram Sangha, etc. in 2011-12. Special project AKSHAYA for providing free investigation to TB patients of under privileged section of society and Project CHETNA for the treatment of Sickle Cell & Anemia are being run at Rourkela.

In the field of education, your Company has opened over 146 schools in the Steel Townships to provide modern education to about 70,000 children. Besides adopting and providing free education and facilities to tribal children, SAIL is providing assistance to over 286 schools. In this endeavor, SAIL has achieved a Girl: Boy ratio of 1:1 for all levels of education and a survival rate, i.e. rate of retaining enrolled students of 93% in SAIL Primary Schools and 90% in SAIL Secondary Schools. Seven Special Schools for BPL (Kalyan Vidyalaya) at five steel Plants with facilities of free education, mid-day meals, uniform including shoes, text books, stationery items, school bags, water bottles and transportation in some cases are running under CSR. Scholarships to deserving undergraduate & postgraduate engineering students, adoption of 180 tribal children at Bhilai & fourteen of nearly extinct Birhore Tribes at Bokaro, 4 girl students for Nursing Course, etc. are the major steps taken for uplifting poor, OBC & SC, ST. With the help of Akshay Patra Foundation, SAIL is providing Mid-Day Meal to more than 18000 students in different schools of Bhilai everyday.

SAIL has provided access to around 75 lakh people across 450 villages since inception by constructing and repairing of roads. It has provided access to water infrastructure to people living in far-flung areas by installing over 6000 water sources, thereby providing drinking water access to around 50 lakh people.

In order to bridge the gap between rural and urban areas and to provide comprehensive development of both physical and social infrastructure, 79 villages have been identified as "Model Steel Villages" across the country (in eight states). The developmental activities being undertaken in these villages include medical & health services, education, roads & connectivity, sanitation, community centers, livelihood generation, sports facilities, etc. Work at 71 villages have been completed till 2011-12. Vocational training has been provided to in areas such as improved Agriculture, Mushroom Cultivation, Goatery, Poultry, Fishery, Piggery, Achar / Papad/ Agarbati making, Welder, Fitter & Electrician Training, Sewing and Embroidery, Smoke less Chullah Making, etc. Vocational Training centre for rural and unemployed youths - 'Bhilai Ispat Kaushal Kutir' at Bhilai, Skill Development and Self Employment Training Institute (SDSETI) for the benefit of the women and girls at Durgapur and Self employment centre "KIRAN" at Kiriburu Ore Mines are benefiting common masses by way of financial inclusion/ SHG and then empowering them to be part of main stream.

For promoting the tribal culture, a 5 day Chattisgarh Lok Kala Mahotsav was celebrated in which around 600 artists participated and more than 10,000 people attended. To promote local culture and games, various Gramin Lokotsavas and Gramin Athletics Competitions were organised by SAIL at different locations throughout the year.

Your Company's efforts as a responsible corporate citizen in Nation building have been recognized by various organizations in the form of awards and accolades. In year 2011-12, SAIL won Global CSR Awards 2012 for Education and Health, by World CSR Day Organization and Financial Inclusion Award-2012 for "Women Empowerment" by SKOCH Foundation.

CITIZEN CHARTER

SAIL's Citizen Charter has outlined commitment of SAIL towards its stakeholders thereby empowering them to demand better products and services. The Citizen's Charter of SAIL may be summarized in four objectives as given below:

- Ensuring citizen-centric focus across all its processes by adopting Total Quality Management principles for improvement of products and services.

- Ensuring effective citizen communication channels.

- Demonstrating transparency and openness of its business operations by hosting the Citizen's Charter on the corporate web site.

- Working towards delight of citizens by fail-safe processes and in case of exigencies leveraging its service recovery processes, like Grievance Redressal, Handling Complaints, etc.

The Management of your Company is totally committed to excellence in public service delivery through good governance by a laid down process of identifying citizens, our commitment to them in meeting their expectations and our communication to them of our key policies in order to make the service delivery process more effective. The Citizen Charter is a dynamic commitment which is reviewed continually to improve the effectiveness of the Document.

STRATEGIC INITIATIVES OF THE COMPANY

During the Year 2011-12, your Company continued to give impetus towards taking new business initiatives including incorporation/ formation of new Joint Ventures (JVs), mergers & acquisitions and entering into Memorandum of Understandings (MOUs) for its long term strategic objectives. Your Company has established communication channels with renowned international technology providers for forging strategic alliances for production of value added products. The Company is continuously adopting the path of entering into Joint Ventures with public / private entities to attain its strategic goals of maximizing gains with optimal utilization of resources. These include:

(A) Mergers & Acquisitions (M&As) :

(i) Merger of Maharashtra Elecktosmelt Limited (MEL) with Steel Authority of India Limited (SAIL): The Ministry of Corporate Affairs (MCA), New Delhi vide its letter dated 14.6.2011 forwarded the Order of the Central Government sanctioning the Scheme of amalgamation of Maharashtra Elektrosmelt Ltd (MEL) with Steel Authority of India Limited (SAIL) under Section 391-394 of the Companies Act, 1956. The appointed date of amalgamation was 01.04.2010. Consequent to amalgamation, MEL became a Unit of SAIL and renamed as Chandrapur Ferro Alloy Plant (CFP).

(ii) Transfer of Salem Refractory Unit of Burn Standard Company Limited (BSCL) to SAIL Refractory Company Limited (SRCL), a wholly owned subsidiary of SAIL: The process of transfer of BSCL's Salem Refractory Unit as a subsidiary of SAIL was initiated on 10th June, 2010, when the Cabinet Committee on Economic Affairs (CCEA) approved the financial restructuring of BSCL and also authorised the Department of Heavy Industries and Ministry of Steel to work out operational steps for the transfer. Subsequently, SAIL Refractory Company Limited (SRCL), a wholly owned subsidiary of SAIL was incorporated at Coimbatore, Tamil Nadu on 23rd August, 2011 for this purpose. A Deed of Transfer was signed on 16th December'2011 with Burn Standard and Co. Ltd. (BSCL) for the transfer of BSCL's Refractory Unit at Salem to the newly formed subsidiary of SAIL, namely SAIL Refractory Company Limited (SRCL).

Your Company has already initiated action towards manpower deployment and undertaken operational improvement projects, capex plans, etc., at the newly acquired refractory unit. A previously declared non-operational Shaft Kiln has also been brought under operation.

(B) Joint Ventures:

(i) A Joint Venture Company "SAIL RITES Bengal Wagon Industry Pvt. Ltd." has been incorporated to manufacture 1500 wagons per annum (manufacture of 1200 wagons and rehabilitation of 300 wagons) which will include BOXN-type wagons, specialized high-end wagons and modern stainless steel wagons at Kulti, West Bengal. Construction activities and procurement of machinery are in progress.

(ii) The Steel Complex Limited (SCL), a Government of Kerala undertaking, was converted into a Joint Venture Company between your Company and Government of Kerala in February' 2011 by acquisition of 50% of the shares held by the Government of Kerala (GoK) in SCL. Management Control of the Joint Venture Company (JVC) was vested with SAIL for synergizing the resources and optimizing production process at SCL. Towards accomplishing the intent to bring an early turnaround and revival of the JVC, your Company has sanctioned working capital assistance to the JVC and GoK has issued directives to the State PSUs to provide necessary raw material (i.e. scrap) and order for the finished product (TMT 500 and above grade) to SCL. These interventions have resulted in improving the performance of the Joint Venture Company.

(iii) Power: Power requirement of SAIL Plants and Mines is expected to increase from present 1000 MW to nearly 1800 MW after completion of the ongoing expansion plan. Feasibility Report is under preparation by NTPC SAIL Power Company Private Limited (NSPCL), a 50:50 JV of SAIL and NTPC, for setting up of 2x250 MW Power Plant at Bhilai & 1x250 MW Power Plant at RSP to meet enhanced power requirement post completion of expansion schemes.

(iv) Renewable Energy Purchase: In line with Electricity Act, 2003 and National Electricity Policy, various State Electricity Regulatory Commissions have notified that certain minimum percentage of electricity consumed by various users of captive power should come from renewable energy sources. Your Company is taking action to meet this obligation by having long term arrangements for such power from renewable energy based power plants in Joint Venture. A long term strategy to meet renewable energy purchase obligation has been worked out for installing captive power generation through Joint Venture route based on renewable energy sources.

(v) Titanium Project: Your Company is contemplating to diversify into new and related areas as its growth strategy and as a step towards this direction has accepted Government of Kerala's offer to jointly explore the possibility of working on a Titanium Sponge Project. A joint committee of senior officials of both SAIL & GoK shall undertake a feasibility study for setting up a 10,000 tpa project in collaboration with Govt. of Kerala at Kollam, Kerala.

(C) Strategic Alliances:

(i) Kobe Steel Limited, Japan: In pursuance to signing of Memorandum of Understanding between SAIL and M/s Kobe Steel Limited, Japan (KSL) in March, 2010, a pre- feasibility study has been jointly carried out to assess the economic and technical viability for setting up an ITmK3 (Iron making Technology mark Three) Plant in Joint Venture for production of Iron Nuggets from Iron Ore Fines. SAIL has signed a Term Sheet with M/s Kobe Steel for preparing DPR for setting up a 0.5 million tonnes ITmk3 technology based plant at ASP, Durgapur for which a Joint Venture Company "SAIL-Kobe Iron India Private Limited" has been incorporated on 25th May, 2012.

(ii) Revival of Sindri Project: Cabinet Committee on Economic Affairs (CCEA) in its meeting held on 4th August, 2011 has approved the proposal for revival of the closed unit of Fertilizer Corporation of India Limited (FCIL) with the stipulation that the BIFR proceedings be expedited and, thereafter, the matter including changes, if any, required in bid parameters, be placed before the Committee for a final decision. As per the Cabinet approval, the consortium of SAIL and National Fertilizers Limited (NFL) has been nominated for revival of the Sindri Unit of FCIL. A new Special Purpose Vehicle (SPV) Company namely "SAIL-Sindri Projects Ltd" has already been incorporated on November 8, 2011 as a subsidiary of the Company. A firmed-up proposal on revival of Sindri Unit has been submitted to Ministry of Fertilizer (MOF) detailing the business plan & structure for the SPV.

(iii) Hajigak Iron Ore Deposits owned by Government of Afghanistan: The SAIL-led consortium AFISCO (Afghan Iron & Steel Consortium), which had submitted its bid for mining exploration rights at Hajigak, has won the status of 'Preferred

Bidder' for Blocks B, C and D of the mines with an estimated reserve of 1.28 billion tonnes of high-grade magnetite iron ore (with 62-64% Fe content). The Consortium will now have the opportunity to enter into a Hajigak Project Contract with the Ministry of Mines of the Islamic Republic of Afghanistan after formal negotiations, and to receive a licence to further explore, develop and exploit the Hajigak iron ore deposits.

(D) Memorandum of Understanding (MOU) / Commercial Agreements entered into with various companies:

(i) On 16th June, 2011, SAIL signed an MOU with M/s Mishra Dhatu Nigam Limited (MIDHANI) for exploring synergetic business opportunities in production of value-added products, enhanced research & development activities, exchange of technical know-how and joint investment between the two companies. A Joint Task Force Team (TFT) has been constituted to identify special steel products which can be jointly developed by utilizing the R&D facilities of both companies based on assessment of market demand and subject to techno-economic viability and commercial prudence.

(ii) On 23rd May 2011, SAIL and Burn Standard Co. Ltd. (BSCL), a PSU under the Ministry of Railways, entered into an MOU for setting up a Wagon Components Manufacturing Facility (WCMF) as a 50:50 Joint Venture (JV) for the manufacture of Cast Steel Bogies, Couplers and related products for use on the Wagons running on Indian Railways. The project is planned to be set up on leasehold land under the possession of M/s Burn Standard Co. Ltd. (BSCL) at Jellingham, West Bengal. The Techno Economic Feasibility Report (TEFR) has been prepared by M/s RITES (Consultant) & the project activities have commenced.

ENTERPRISE SCORE CARD (ESC)

First Enterprise Score Card (ESC) of SAIL was prepared for 2011-12. Enterprise Score Card not only brought integration with Memorandum of Understanding (MoU) with the Government of India and Annual Business Plan (ABP) of the Company but also facilitated deployment of these across various leadership levels. It facilitated deployment of organisational strategy. ESC 2011-12 was aligned upwards with Vision, ABP & MOU; deployed downwards through Unit Score Cards, Functional Score Cards and Departmental Score Cards and addressed the long term and short term issues. Process for formulation of Enterprise Score Card for 2012 -13 has also been initiated.

IT RELATED INITIATIVES

Your Company has been moving ahead in innovative usage of Information Technology (IT). As a step towards this, Enterprise Resource Planning (ERP) has been implemented stage wise at BSP, DSP, BSL and CMO during 2008-2011. RSP went live on ERP on 01/04/2012 and is in the process of stabilization.

Manufacturing Execution System (MES) has been implemented at BSP's 3 shops, namely SMS 2, Plate Mill and Rail Mill with the help of M/s POSDATA. The system is getting stabilized. MES implementation would enable detailed planning, scheduling and status monitoring of orders at these shops.

Your Company is currently revisiting its IT Strategy for alignment of IT to achieve One SAIL IT Vision and for better IT & business synergy.

ENVIRONMENT MANAGEMENT

SAIL is committed to a sustainable environment and is continuously enhancing its environmental performance as an integral part of its business philosophy and values. A number of environmental initiatives have been taken by your Company during the year yielding positive results. The highlights of this area are as under:

- Best ever achievements were made during the year 2011-12 in respect of the following Environmental Indices:

- Particulate Matter (PM) emission load has reduced from 2.3 kg/tcs in 2006-07 to 1.01 kg/tcs in the year 2011-12, a reduction of 56% in the last 6 years.

- Specific Water Consumption has reduced from 4.58 m3/tcs in 2006-07 to 3.86 m3/tcs in the year 2011-12; a reduction of more than 15% in the last 6 years.

- Specific effluent discharge from SAIL Plants has reduced from 2.73 m3/tfs in 2006-07 to 2.26 m3/tfs in the year 2011-12; a reduction of more than 17% over the last 6 years.

- Utilisation of Blast Furnace (BF) Slag and LD Slag was 91% and 85% respectively in 2011-12. An enhancement of 15% utilisation of the BF and 19 % utilisation of the LD slag has been achieved over the last 6 years.

- 2.81 lakh saplings have been planted in and around SAIL Plants and Mines during the year.

- VISL, Bhadravati has been accredited to ISO 14001 Environment Management System.

- As a part of Greening of Warehouses Initiative, to start with, Warehouses of CMO at Faridabad, Chennai, Kalamboli and Dankuni were accredited to ISO 14001 Environment Management System.

- Sustainable Development Policy for the Company has been formulated and released.

- "Golden Peacock Environment Management Award, 2011" was conferred upon SAIL in recognition of SAIL's initiatives and achievements in the field of environment management.

CORPORATE COMMUNICATION

Corporate Communication across SAIL has played a key role in enhancing the brand image and brand equity of the organisation. Internal communication through print, electronic and web tools enabled better employee engagement and motivation. External communication aimed at information-sharing with the stakeholders and brand building for the Company. Media was leveraged in the best possible manner to this end. Online medium was harnessed to spread brand awareness. SAIL website popularity increased as evidenced by more than one lakh average hits per day. Extensive efforts were made for positive communication about the Company. Through such initiatives, brand visibility has increased significantly.

For regular media interaction, structured press conferences and Chairman interviews were organised, coupled with sustained communication with the media through press releases. Focus on major sports events was strengthened during the year. The 5th version of SAIL Open Golf Tournament organized in Feb.'12 as part of Asian Tour of Professional Golf Tournament received wide publicity. Validating the branding potential of the event, State Bank of India (SBI) and Ministry of Tourism joined as partners this year.

VIGILANCE ACTIVITIES

SAIL Vigilance has been focusing on preventive and proactive vigilance activities to facilitate a conducive environment for enabling people to work with integrity, impartiality and efficiency, in a fair and transparent manner, upholding highest ethical standards to enhance reputation and create value for the organization.

SAIL Vigilance has undertaken the following major activities during the year:

To enhance awareness amongst employees, vigilance awareness sessions and workshops on systems and procedures followed in SAIL were regularly held at various Plants and Units. A total of 140 such workshops involving 2937 participants were held on Purchase/Contract procedures, Conduct & Discipline Rules, RTI Act, etc.

A total of 3755 periodic checks, including surprise checks and the file scrutiny were conducted in the vulnerable areas / departments of different Plants & Units. Further, 21 major system improvement projects were undertaken over and above the system improvements recommended on the basis of vigilance investigations and checks. Savings of Rs.2361.97 lakh approx. has accrued from Vigilance measures taken during the period April 2011 to March 2012.

Various initiatives have been taken by SAIL Vigilance to increase leveraging of technology in vigilance function. These include provision for on-line submission of Property Returns, provision for generating on-line Vigilance Status, augmentation of on-line submission of Management Information System reports by vigilance departments of Plants & Units of SAIL, online File Tracking System, Knowledge Portal, Vigilance Blog for discussions relating to vigilance related issues etc.

For effective implementation of the Integrity Pact, review meetings were conducted periodically with the Independent External Monitors (IEMs).

To inculcate ethics amongst the Children at their formative stage, an initiative has been taken by SAIL Vigilance for nurturing ethics amongst the School Children. As a part of this initiative, Ethics Club have been launched in BSP, BSL and RSP. To propagate above activities, a committee comprising senior executives has been formed at Plants / Units level.

A case study forwarded by SAIL Vigilance on " Use of Sub-Standard Grade Roofing Sheets in Construction of Bloom Caster Shop' has been awarded the "National Vigilance Excellence Award 2011" by Vigilance Study Circle, Hyderabad.

CONSULTANCY SERVICES

Based on its large and varied expertise and experience acquired over the last five decades, SAIL, through SAIL Consultancy Division (SAILCON), provides design, engineering, training, technical & management consultancy services in Iron & Steel and related areas and offers a wide range of services to clients Globally. Technical and Management Training services are its forte and these services have been availed of by several organisations in private and public sector within India and abroad. To scale up the activities and to further reinforce the brand image of SAIL as a consultant, SAILCON is continuously exploring the market, both within and outside the Country for possible business opportunities as well as joint ventures with Global consultants for commercialization of SAIL's expertise.

During the Financial Year 2011-12, SAILCON, an ISO: 9001:2008 certified quality organization and the single window consultancy division of the Company recorded the highest ever order booking.

'SAILCON' has executed assignments within India and abroad covering countries like Egypt, Saudi Arabia, Iran, Qatar, Thailand, Nepal, Philippines, etc.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management Discussion & Analysis Report covering the performance and outlook of the Company is enclosed.

AUDITORS' REPORT

The Statutory Auditors' Report on the Accounts of the Company for the Financial Year ended 31st March, 2012 along with Management's replies thereon is placed at Annexure-I. The Comptroller & Auditor General of India (C&AG) vide its letter dated 26th June, 2012 has given "nil" comments on the accounts of the Company for the year ended 31st March, 2012 under Section 619(4) of the Companies Act, 1956. A copy of the above letter of C&AG is placed at Annexure-II.

COST AUDITORS

Pursuant to the direction of the Central Government for audit of cost accounts, your Company has appointed M/s Jugal K Puri & Associates, Gurgaon for Rourkela Steel Plant (RSP) & Bokaro Steel Plant (BSL), M/s K.C. Kohli & Co, Delhi for Bhilai Steel Plant (BSP), Durgapur Steel Plant (DSP) & IISCO Steel Plant (ISP) and M/s Mani & Co, Kolkata for Alloy Steels Plant (ASP), Salem Steel Plant (SSP) & Visvesvaraya Iron & Steel Plant (VISP) as Cost Auditor(s) for the financial year 2011-12. The report of the Cost Auditors is under finalization and will be submitted to the Ministry of Corporate Affairs within the prescribed period.

REPORT ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, ETC.

Information in accordance with the provisions of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is given at Annexure-III to this Report.

PARTICULARS OF EMPLOYEES

There was no employee of the Company who received remuneration in excess of the limits prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, it is hereby confirmed:

(i) that in the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

(ii) that the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year and of the profit or loss of the Company for that period;

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

(iv) that the Directors had prepared the annual accounts on a going concern basis.

CORPORATE GOVERNANCE

In terms of listing agreement with the Stock Exchanges, a compliance report on Corporate Governance is given at Annexure-IV. A certificate from Auditors of the Company regarding compliance of conditions of Corporate Governance is placed at Annexure-V. In terms of Listing Agreement, the Board has laid down a Code of Conduct for all Board Members and Senior Management of the Company. The Code of Conduct has been posted on the website of the Company. All the Board Members and Senior Management Personnel have affirmed compliance with the Code.

CONSOLIDATED FINANCIAL STATEMENTS

In terms of listing agreement with the Stock Exchange(s), the duly audited Consolidated Financial Statements are placed at Annexure-VI.

SUBSIDIARIES

IISCO-Ujjain Pipe & Foundary Company Limited, a wholly owned subsidiary of the erstwhile Indian Iron & Steel Company Limited (IISCO), was ordered to be wound up by BIFR. The Official Liquidator is continuing its liquidation process. The assets of the Company have been realized and the settlement of claims is in process.

During the year, three new wholly owned subsidiary companies were incorporated namely, SAIL Refractory Company Limited (SRCL), SAIL Jagadishpur Power Plant Limited and SAIL Sindri Projects Limited as Special Purpose Vehicles. SRCL has taken over the Salem Refractory Unit of Burn Standard Company Limited on 16th December, 2011. While SAIL Jagadishpur Power Plant Limited has been incorporated for setting up of Gas based power plant at Jagadishpur, the SAIL Sindri Projects Limited has been incorporated for revival of Sindri Unit of Fertilizer Corporation of India Limited. These two companies are yet to commence operations pending relevant approvals.

A Statement pursuant to Section 212 of the Companies Act, 1956 is attached to the Accounts. In terms of general exemption granted by Ministry of Corporate Affairs vide Circular No.5/12/2007-CL-III dated 8.2.2011, under Section 212(8) of the Companies Act, 1956, the Audited Balance Sheet, Profit and Loss Account, Report of the Board of Directors and Auditors of our subsidiaries need not be attached with the Balance Sheet of the Company as the Company has satisfied the conditions stipulated in the Circular. However, the requisite information as prescribed in the above Circular of Ministry of Corporate Affairs in respect of the subsidiary companies has been disclosed in the Statement.

The Annual Accounts of the subsidiary companies and related detailed information shall be made available to the shareholders of the holding and subsidiary companies seeking such information at any point of time. Further, the Annual Accounts of the subsidiary companies are available for inspection by any shareholder in the Registered Office of the Company and of the subsidiary companies concerned during the office hours between 11 AM to 1 PM. A hard copy of the details of accounts of subsidiaries shall be furnished to the shareholders on receipt of written request.

DIRECTORS

Shri Soiles Bhattacharya, Director (Finance) ceased to be Director w.e.f. 31.08.2011 (A.N.) on attaining the age of superannuation.

Shri Anil Kumar Chaudhary has been appointed as Director (Finance) w.e.f. 01.09.2011.

Dr. Isher Judge Ahluwalia, Shri Sujit Banerjee and Shri Arun Kumar Srivastava have been appointed as Independent Directors on 16.01.2012.

Shri S.S. Mohanty has been appointed as Director (Technical) w.e.f. 15.03.2012.

Shri B.B. Singh, Director (Personnel) ceased to be Director w.e.f. 30.04.2012 (A.N.) on attaining the age of superannuation.

Shri H.S. Pati has been appointed as Director (Personnel) w.e.f. 01.05.2012.

Shri T.S. Suresh has been appointed as Director (Projects & Business Planning) w.e.f. 04.05.2012.

Shri A.K. Pandey has been appointed as Director (Raw Material & Logistics) w.e.f. 24.05.2012.

Shri S. Machendra Nathan, Additional Secretary & Financial Advisor (AS & FA), Ministry of Steel ceased to be Director w.e.f. 16.07.2012.

Shri E.K. Bharat Bhushan, AS&FA, Ministry of Steel has been appointed as Director w.e.f. 23.07.2012.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation for the support and cooperation extended by every member of the SAIL family. The Directors are thankful to the State Governments, Electricity Boards, Railways, Banks, Suppliers, Customers and Shareholders for their continued cooperation. The Directors also wish to acknowledge the continued support and guidance received from the different wings of the Government of India, particularly from the Ministry of Steel.

For and on behalf of the Board of Directors

(C.S. Verma)

Chairman

New Delhi

Dated: 9th August, 2012


Mar 31, 2011

The Members,

The Directors have pleasure in presenting the 39th Annual Report of the company together with audited accounts for the year ended 31st March, 2011.

FINANCIAL REVIEW

Your company increased production of value added steel and achieved the saleable steel production of 12.9 MT representing 116% of capacity utilisation. With the help of various management initiatives taken, your company achieved a turnover of Rs. 47,041 crore during 2010-11, which is higher by 7% over last year. Your company has also undertaken expansion and modernisation plan, which is expected to be completed by 2012-13, with focus on higher production of value added products.

The profit of your company for the year 2010-11 was affected adversely, mainly due to adverse impact of input prices consisting of imported coal, indigenous coal, limestone, nickel, ferro alloys, aluminium, boiler coal, purchase power, increase in royalty on minerals, salaries & wages, higher interest & depreciation. However, the adverse impact on profitability was partially off set by higher volume of saleable steel production, increase in net sales realisation of saleable steel, better product mix and higher value added steel production. The comparative performance of major financial parameters is given as under:

(Rs.In crore)

2010-11 2009-10

Sales Turnover 47,040.50 43,934.70

Profit before interest, depreciation and tax (EBIDTA) 9,155.06 11,871.28

Less: Interest and Finance Charges 474.95 402.01

Less: Depreciation 1,485.80 1,337.24

Profit before tax (PBT) 7,19431 10,132.03

Less: Provision for taxation 2,289.57 3,377.66

Profit after tax (PAT) 4,90474 6,754.37

Net Worth 37,069 33,317

EBIDTA to Net sales (%) 21.4 29.3

Return (PAT) on Net worth (%) 13.2 20.3

EBIDTA to average capital employed (%) 22.0 31.1

Earning per share (Rs.10/- each) 11.9 16.4

Debt Equity Ratio 0.54:1 0.50:1

The continued thrust on optimum utilisation of funds by better fund management included replacement of high cost short term loans with low cost debts, strategic parking of surplus funds with scheduled banks, actions for future fund raising etc. to meet our growth objectives. The company had liquid assets of Rs.17,142 crore as on 31st March, 2011 invested in short term deposits with scheduled banks against borrowings of Rs. 20,165 crore as on 31st March, 2011. The debt equity ratio of the company increased to 0.54:1 as on 31.03.2011 from 0.50:1 as on 31.03.2010 mainly on account of increase in borrowings for capital expenditure. The net worth of company improved substantially and this helped in generation of internal resources for funding expansion plans of SAIL.

The company paid interim dividend @ 12% of the paid-up equity share capital during the year. The Board of Directors has further recommended a final dividend @ 12% subject to approval of shareholders, thus making the total dividend @ 24% of the paid up equity share capital for the year 2010-11. A sum of Rs. 500 crore has been transferred to the general reserves during the year (previous year Rs. 680 crore).

Credit Rating:

M/s FITCH and M/s CARE, RBI approved credit rating agencies, maintained "AAA" ratings indicating the highest safety, to your company's long term borrowing programme. Standard and Poor's, an International Rating Agency, has reaffirmed Rating of "BBB-" with stable outlook for the company.

PRODUCTION REVIEW

In the year 2010-11, the plants of the company continued with their journey of relentless improvement in production, product- mix and efficiency parameters. Your company recorded higher volume of saleable steel production at 12.9 million tonnes, registering a growth of 2% over corresponding period of last year (CPLY), with capacity utilization of 116% during the year. Production of hot metal at 14.9 million tonne and crude steel at 13.8 million tonne, registered a growth of 3% and 2% respectively over CPLY. In line with market demand, SAIL produced 10.5 million tonne of finished steel which also registered a growth of 4% over CPLY. The production growth was achieved with better utilization of existing facilities since your company has not added any capacity in the year 2010-11.

Higher production of special quality and value added products at 4.8 million tonnes, a growth of 3% over CPLY, resulted in further improvement of the product-mix. Several new products were developed which have significant demand, ready market, and good contribution margin. Improvement in quality of products has remained an important imperative. Some of the major new products developed to meet the customer's requirement and enhance market share were - High Tensile thicker plates in Normalized condition with sub-zero impact toughness and Ultra- sonic soundness for construction of sluice gate for Hydel Power Project in Uttaranchal, HT plates in grade 450E with improved toughness and corrosion resistance for steel super-structure of rail-cum-road bridge for the construction of steel super-structure of the two rail-cum-road bridges being built over the river Ganges at Patna and Munger, 45E1 Grade R260 Rails in Euronorm Specification (EN 13674-4) for export to Sri Lanka, Killed quality structurals with low temperature impact toughness for construction of the superstructure of the rail-cum-road bridges of Ganges, High Strength 100 mm thick pressure vessel quality

SA537Cl-1 plates with ultrasonic soundness for hydel power projects, for the first time, EMU wheels for Indian Railways.

The Research & Development wing of your company provided innovative technological inputs to different units of your company with special emphasis on productivity and quality improvement, product development and commercialization, energy conservation and automation. The major projects completed are: Improvement of cast structure in blooms through optimization of EMS parameters at Bhilai Steel Plant (BSP); Development of a reliable position display system of screw down in Tandem Mill #1, CRM at Bokaro Steel Plant (BSL); Improving processing of low Nickel stainless steel through simulation studies at Salem Steel Plant (SSP).

Your company in its endeavor to become energy and cost efficient, in the year 2010-11 increased production of crude steel through continuous casting route and achieved highest ever crude steel production through continuous casting route at 9.32 MT with a growth of 3% over CPLY. A large number of innovations are being carried out in plants for process improvements and cost competitiveness. In the area of Specific Energy Conservation, the projects completed were: Introduction of Energy Efficient Ignition System in machine #2, SP-1 and the single machine in SP-2 at Durgapur Steel Plant (DSP); Improving thermal efficiency of ladle heating system of BF at BSL; Selection and design of combustion system for new in-house built normalizing furnace of Plate Mill at BSP; Introduction of new BF gas burner in place of existing old BF gas burner in one Russian boiler of PBS and Power Plant-I at BSP. Your company witnessed highest ever Power Generation from captive and JV power plants at 671 MW during 2010-11 registering a growth of 1% over CPLY

Raw Materials

During 2010-11 almost total requirement of iron ore was met from captive sources, the company's captive iron ore mines have produced about 24.45 million tonne. However, in case of coking coal, around 25% requirement was met from indigenous sources and balance through imports. During 2010-11, production in captive collieries of Steel Authority of India Limited (SAIL) resulted in annual production of about 1.10 million tonne. In case of flux, around 35% requirement of limestone and 41% requirement of dolomite were met through captive sources resulted in production of fluxes from captive sources of about 2.33 million tonnes. For thermal coal, SAIL depends entirely on purchases from Coal India Limited (CIL) except small quantity produced from captive mine.

Grant of Stage-I forest clearance & final environment clearances for the Ajitaburu & Budhaburu leases of Manoharpur Iron Ore Mines, Chiria by MoEF in Mar'11 have paved the way for early development of 7 Mtpa state-of-the-art mechanized mines at these leases. During 2010-11, Stage-I forest clearance for Barsua, Kalta, Bolani & South-Central Blocks of Kiriburu- Meghahatuburu mines have also been granted by MoEF. Your company has also received final environment clearance for integrated Barsua-Taldih-Kalta iron ore mining, beneficiation and pelletisation plant for 8.05 Mtpa (ROM) capacity and also for development of Sitanala coking coal mine of 0.3 Mtpa capacity by MoEF in Oct'10 & Dec'10 respectively.

Chhattisgarh Government has accorded its approval for renewal of Baraduar Dolomite lease in Sep'10. This will enable SAIL to develop Baraduar dolomite mine for the securitization of low silica dolomite availability for SAIL.

"S&T Mining Company Pvt. Ltd.," a joint venture company of SAIL & Tata Steel Limited, has been engaged to develop Bhutgoria mine of BCCL. The mine is estimated to produce 0.36 Mtpa (ROM) coking coal at full capacity which will be shared between SAIL & Tata Steel. The company has submitted tender to BCCL for construction of washery at Dugda for Non Linked Washery (NLW) coal. The JV company is also considering establishment of a stand alone NLW coal washery at Bhelatand with an investment of Rs. 196 crore.

Your company is also making attempts for allocation of coking coal and thermal coal blocks under Government dispensation route for captive mining to enhance indigenous coal availability.

India is dependent on imports for meeting the increasing requirement of metallurgical coal as its indigenous availability is short, both in quantity and quality. International metallurgical coal market is controlled by few producers who regulate production to maintain high prices extracting large margins from steel producers. After increase of FOB price of metallurgical hard coking coal from US $ 128 per tonne in 2009-10 to US $ 213 per tonne in 2010-11, it has further gone up to US $ 330 per tonne in the first quarter of 2011-12 reaching historic high and impacting returns on steel business. Further, since 2010-11, the suppliers have imposed quarterly pricing in place of annual pricing, exposing the steel producers to vagaries of market volatility too.

To achieve Raw material security, import of Low Silica Limestone is now established and regular imports are being done so as to have cost advantage/alternate source. Similarly, International source of Low Silica Dolomite is also being identified.

SALES & MARKETING REVIEW

Your company achieved a total sales volume of 11.9 million tonnes during FY'10-11 with sales of Long products in the home market at a record level of 4.62 million tonnes. Exports at 0.33 million tonnes registered a growth of 2.3% over FY'09-10. Major categories where growth was recorded in the sales included: Wire Rods- 12.1%; TMT Bars- 3.8%;

Structurals- 4%; Plates >20mm- 7.1% and Railway products- 8.5%. New records were also set in supplies of Loco wheels and Loose Axles to Indian Railways during the year.

- During the year 2010-11 SAIL started operations at a new Warehouse at Jagdishpur. With this, SAIL's marketing network has expanded to 37 Branch Sales Offices (BSOs), 26 Customer Contact Offices (CCOs) and 67 Warehouses. SAIL also expanded its dealer network by 145 numbers during the year. As on 1st April, 2011, SAIL has a wide network of 2653 dealers spread over 637 districts of the country.

- The company strengthened its presence in neighbouring and traditional markets and exported 0.33 million tonnes steel during the year. The main products exported were Billets, Plates, HR Coils, GC Sheets, CR Coils and Rails. Exports were undertaken to Syria for the first time. System of E- bidding was also implemented in exports during the year. SAIL re-entered the export market for its high quality rails after a gap of over 5 years and has exported rails to Sri Lanka.

GROWTH PLAN

Keeping in view the acceleration in demand for steel in the country, the company is currently implementing growth plan to enhance its Hot Metal capacity from the level of 13.8 million tonnes in a phased manner. Under the ongoing phase-I of modernization and expansion plan, hot metal production capacity will get expanded to 23.46 million tonnes by 2012-13. The growth plan, besides targeting higher production, also addresses the need for eliminating technological obsolescence, achieving energy savings, enriching product-mix, reducing pollution, developing mines and collieries, introducing customer centric processes and developing matching infrastructure facilities.

To maintain its current dominance in the domestic market and to meet the future challenges, your company is working on a long term strategic plan 'Lakshya 2020', which will steer the company towards meeting its strategic objectives of achieving profitability through growth and customer satisfaction.

MODERNISATION & EXPANSION PROJECTS

The modernisation & expansion plan of your company aims at taking up capital projects related to 'Expansion', 'Value Addition/ Product Mix improvement', 'Technological Upgradation/ Modernisation of existing assets', and 'Sustenance including Debottlenecking, Additions, Modifications, Replacements and Environment' related projects.

The modernisation & expansion plan envisages installation of New Coke Oven Batteries, New Sinter Plants, New Blast Furnaces of bigger capacity with up-gradation of existing Blast Furnaces, New Steel Melting Shops / addition of Convertor in existing shop, installation of New Mills etc. which will increase share of finished steel in salable steel. Along with addition of new facilities, most of the existing facilities are also being up graded to enable production of value added steel , reduce energy consumption and for improvement in productivity, etc.

The expansion plan is being implemented simultaneously in all the Plants including mines and requires matrix planning, involvement/ coordination with a large number of agencies, prudent fund management, selection of right technology etc. SAIL has already initiated actions and progressing smoothly towards handling this vast complex task.

SAIL Board accorded 'in-principle' approval during the year for the Rebuilding of Coke Oven Battery No.3 and Installation of Additional Heat Treatment facilities at Special Plate Plant at RSP, Replacement of Converter Shell & its Assembly in SMS-2 at BSL, Installation of additional 45 MVA Sub-merged Arc Furnace at MEL with an estimated total outlay of around Rs. 650 crore.

SAIL incurred a capital expenditure of Rs. 11,280 crore, including Rs. 10,210 crore on modernisation and expansion plan, during 2010-11. Orders have been placed for about Rs. 52,750 crore under modernization and expansion plan of SAIL. An expenditure of Rs. 25,060 crore has been spent on modernisation and expansion plan of SAIL till 31st March, 2011. Further, the capital expenditure planned to be incurred for the year 2011-12 is Rs. 14,337 crore including Rs. 12,642 crore for ongoing modernisation and expansion plan.

At Salem Steel Plant, all major production facilities envisaged under Expansion Plan have been installed and units are now in regular production.

For Chiria Iron Ore Mines the Forestry clearance has been accorded by Ministry of Environment and Forest in Feb'11 and Consultants have been appointed for preparation of DPR for Chiria as well as Taldih Iron Ore Deposits.

At Bhilai Steel Plant, Up-gradation facilities under Plate Mill have been completed. Further, the linked facilities like Compressed Air Station-4 and installation of CNC Roll Grinding Machine have been completed. The Coke Oven Battery-6 has been re-built, in compliance with pollution control norms of Govt. of India and Oven Pushing has started in June'11.

At IISCO Steel Plant, COB-10 has been re-built in Aug'10 in compliance with pollution control norms of Govt. of India and is in regular operation. Facilities like Sinter Plant, Pig Casting Machine, Main Receiving Station and Oxygen Plant, under expansion plan are ready for commissioning. Other facilities envisaged are at various stages of implementation.

At Rourkela Steel Plant, 700 tpd Oxygen Plant and Simultaneous Blowing of Converters in SMS-II have been completed in Oct'10 and other facilities envisaged under Modernisation & Expansion Plan are at various stages of implementation.

At Bokaro Steel Plant, Up-gradation of Blast Furnace No-2 has been completed in Jul'10. This will meet the enhanced Hot Metal requirement by the down stream facilities, post modernisation. Further, the Coal Dust Injection System for BF-2 & 3 have been completed in Dec'10. This will lead to reduction in coke rate and improvement of the furnace productivity. The 2nd Ladle Furnace in SMS-II has been completed in Jul'10. The COB-1 & 2 which are being re-built in compliance with pollution control norms of Govt. of India, the Oven Pushing has been started in COB-1 in June'11. Other facilities under Modernization & Expansion Plan are at various stages of implementation.

At Durgapur Steel Plant, the major packages envisaged under Modernisation & Expansion Plan, like, Bloom-cum-round Caster, Medium Structural Mill & Reheating Furnace for Medium Structural Mill, New Dolomite Plant, Re-building of COB-2, De- bottlenecking of Coal Handling Plant & Raw Material Handling Plant, Ladle Furnace, New Slag Yard and Civil & Structural works for Medium Structural Mill, are at various stages of implementation.

For Raw Material Projects, in addition to mines expansion, the beneficiation facilities and pelletization facilities have also been envisaged to meet the post expansion raw material requirement.

AMR SCHEMES

A number of capital projects above Rs. 100 crore each are under implementation which include Installation of 700 T / day Air Separation Unit, Re-building of COB-1 & 2 at BSL; Enhancement of Loading Capacity at Bolani Iron Ore Mine; enhancement production capacity at Megathaburu Iron Ore Mines; installation of SPU at Bettiah and revival of Jagdishpur SAIL Unit.

Projects completed/likely to be completed during 2011-12:

Till date, Coke Oven Battery no.6 at Bhilai Steel Plant and Coke Oven Battery no.1 at Bokaro Steel Plant have been completed during the current financial year. The completion of these batteries will augment BF coke production for respective plants. These batteries are equipped with state of art equipments to meet the latest emission norms of Govt of India.

Further, 700 tpd Air Separation Unit-4 in Oxygen Plant-II at Bhilai Steel Plant; 7m tall Coke Oven Battery Complex, Sinter Plant - 3, 4060 m3 Blast Furnace at Rourkela Steel Plant along with associated facilities; Turbo Blower-8 in Turbo Blower Station, Rebuilding of Coke Oven Battery - 2, New CRM complex (Major facilities) at Bokaro Steel Plant; Installation of one no. new 60 T Ladle furnace at Alloy Steels Plant; Main Receiving Station, Power and Blowing Station, Raw Material Handling System, Sinter Plant, Coke Oven Battery, Wire Rod Mill under Expansion of IISCO Steel Plant and Enhancement of Loading capacity at Bolani Iron Ore Mines are likely to be completed in the remaining period of current financial year.

HUMAN RESOURCE MANAGEMENT

Your company recognizes the potential of human resources in providing competitive advantage and considers its employees as most valuable resource. The company has achieved its present level of excellence through investing in its human resource, which are at the back of every activity, every technology and every innovation. Your company continues to work for developing capabilities and realization of best potential of its people.

The thrust on achieving higher growth coupled with optimal utilization of manpower continued. The focus on improving productivity and adoption of best practices in every area was relentlessly pursued. Efforts for active participation by employees, implanting a conducive ambience for exhibiting creativity and innovation by employees and ensuring a climate that reflects synergy and contagious enthusiasm has been at the core of HR initiatives and interventions. Strategic alignment of HRM to business priorities and objectives facilitated steps for ensuring a smooth transition for upcoming new facilities in the modernization and expansion projects.

Enhanced Productivity with Rationalized Manpower

SAIL achieved its highest ever labour productivity of 241 T/man/ year in 2010-11 with all the five integrated steel plants recording their best ever labour productivity for the year. During 2010-11, the manpower of SAIL reached a level of 110794 (as on 31.3.2011) from 116950 (as on 1.4.2010), thereby achieving rationalization of 6156. The enhanced productivity with rationalized manpower could be achieved as a result of judicious recruitments, correct deployment and redeployment strategies, multi-skilling and zeal of employees to go beyond and excel.

Developing Employee Capabilities & Competencies

In order to develop its human resources for harnessing their potential to the fullest and for according ample opportunity for realizing individual as well as organizational goals, company has been making sustained efforts through various training and development activities with focus on preservation of skills, transfer of skills and knowledge, training in specialized/advanced skills and technology in collaboration with reputed organizations and development of effective managerial competencies through association with premier institutes. Preparing employees for tomorrow, for effectively taking up challenges and discharging new roles and responsibilities was given a major thrust. Overall, 84973 employees were trained during the year on various contemporary technical and managerial modules. SAIL once again achieved level -I of performance evaluation parameter under MoU with Government of India for the financial year 2010-11.

Harmonious Employee Relations

SAIL prides itself in having a glorious tradition of conducive employee relations scenario marked by industrial harmony. The various participative forums functioning at different levels within your company have ensured employee's involvement with the business priorities while implanting an organizational climate high on motivation and mutual trust.

The VIIIth NJCS Agreement for wage revision of non executive employees was signed on 29th April, 2010. The agreement is for a period of five years w.e.f. 1.1.2007. Company's resolve to implant performance orientation amongst employees was further strengthened with the implementation of concept of Performance Related pay (PRP) for executives for the first time for the year 2007-08, 2008-09 and 2009-10. Payments under the said PRP scheme have been linked to the profitability of company with physical and financial performance of Company and Unit as well as individual performance as per DPE guidelines.

Effective Grievance Redressal Mechanism

Effective internal grievance redressal machinery exists in SAIL plants and units, both for executives and non-executives. The grievance procedure characterized by three stages in SAIL has evolved after sustained deliberations and consent of employees, trade unions and associations and has been effective in addressing concerns relating to service conditions, wage, work assignments and welfare amenities etc. Majority of grievances are redressed informally in view of the participative nature of environment existing in the steel plants. The system is comprehensive, simple and flexible and has promoted harmonious relationship between employees and management. SAIL disposed off 3474 employees' grievances during 2010-11.

Initiatives for Socio-economic development of SCs/STs & Other Weaker Sections

Presidential Directives on Reservation for Scheduled Castes and Scheduled Tribes in Appointments in Public Enterprises have been meticulously followed. As on 31st March, 2011, out of total manpower, 15.58% were SC and 12.98% were ST. During the year 2010, out of total recruitments of 1543 made by SAIL, 238 belonged to SC category and 170 belonged to ST category. SAIL continued to invest resources and contribute towards the overall development of civic, medical, educational and other facilities in the economically backward regions of the country where SAIL steel plants and mines are located and which are predominantly inhabited by SC/ST population.

SAIL has undertaken several initiatives for the socio-economic development of SCs/STs and other weaker sections of the society which are mainly as under:

Special School started exclusively for poor, underprivileged children at five integrated steel plant locations which provide for free education, mid-day meals and uniform including shoes, text books, stationery items, school bag, water bottles and transportation in some cases. The schools now provide education to around 1400 children.

SAIL plants have also adopted over 245 SC/ST students belonging to BPL families/ primitive tribes. They are being provided free education, boarding, lodging and medical facilities for their overall growth. No tuition fee is charged from SC/ST students studying in the company run schools, whether they are SAIL employees' wards or non-employees' wards. Scholarships are also awarded to Meritorious and deserving SC/ST wards of employees as well as non-employees.

IMPLEMENTATION OF RTI ACT, 2005

SAIL has implemented Right to Information Act, 2005 which empowers the common citizen by providing access to information with a view to maintain accountability and transparency. SAIL has always endeavoured to ensure that various enabling provisions of the RTI Act,2005 are implemented in letter and spirit. The manual of 17 items, details of Appellate Authority, Public Information Officer, Assistant Public Information Officer have been updated and hosted on SAIL website. A total of 3639 applications were received under RTI Act,2005 in SAIL during the financial year 2010-11, all of which have been disposed off within the stipulated timeline under the Act. SAIL has also organized Workshop on "Obligation of Public Authorities under RTI" and conducted several programmes for spreading awareness.

AWARDS AND ACCOLADES

The excellent performance of company as well as that of employees won laurels and appreciation from several quarters during the year 2010-11. SAIL employees continued to win maximum number of Prime Minister's Shram Awards and Vishwakarma Rashtriya Puraskar declared by Govt. of India which recognizes the creativity and innovative abilities of our employees. Employees of SAIL once again proved their mettle. Of the 33 Prime Minister's Shram Awards announced for 2010 by the Ministry of Labour, Government of India, 17 of which went to PSUs, SAIL employees bagged 11 awards. Of the total number of 76 awardees for the year, 45 belong to SAIL - a remarkable distinction for any organisation. Adding to SAIL's jubilation, all the 7 Shram Vir/ Veerangana Awards announced in the PSU category have been bagged by its employees. Out of a total 128 awardees who have won the prestigious Vishwakarma Rashtriya Puraskar (VRP), 74 are from SAIL. The 15 out of 28 awards won by SAIL went to our 74 employees for the performance year 2008, once again establishing the zeal of our employees to excel with their creativity. SAIL employees in the International Convention on Quality Concept Circles-2010 held at Hyderabad bagged 18 gold, 6 silver and 2 bronze awards. In addition, SAIL employees also had a rich haul of awards in the 24th National convention on Quality Concepts (NCQC 2010) held at Visakhapattnam.

Organisational excellence of SAIL garnered recognition and accolades at various prestigious forums. Some of the notable awards won by SAIL are "SCOPE Meritorious Awards" for Environment Excellence and Sustainable Development for 2009- 10, and Corporate Social Responsibility for 2008-09, "Asia Best Employer Award" for 'continuous innovation in HR Strategies at work', "PSU Excellence Awards 2010" for "Best Human Resource Management" and "Research & Development, Technology Development & Innovation" by Indian Chamber of Commerce, "India Pride Award" under Metals and Minerals & Trade Award Category, "Trail blazer leader of the year" at Global HR Excellence Awards 2010-11 and "Wockhardt Shining Star CSR Award" in the Iron & Steel sector category, to name a few.

SAIL's efforts in promoting use of Rajbhasha have been recognized in the form of 1st prize at Town level by TOLIC for

best official language implementation by Govt. of India. 'Rashtriya Rajbhasha Shield' was also awarded to SAIL for best official language implementation by Rashtriya Hindi Academy. The in- house Hindi journal of SAIL, "Ispat Bhasha Bharati" bagged the 1st prize at national level.

SAIL Plants/Units have also excelled in various areas and have won awards for their performance, salient ones are listed as under:

- BSP was awarded the "CII Sustainability Award-2010" under independent unit category for performance year 2009-10 from CII-ITC in recognition of Excellent performance in the various areas of economic, environmental and social activities.

- BSP was recognized by Greentech Foundation in the form of "Greentech Safety Gold Award-2010", "Greentech HR Excellence Award" & "Greentech Environment Excellence Platinum Award" in Metal & Mining Sector.

- BSP has won "INSSAN Award" from INSSAN Eastern India Chapter, in recognition of Excellence in Suggestion Scheme besides winning the "Golden peacock eco- innovation award- 2010" for installation of energy efficient curtain flame burners in SP-2 for the year 2009-10 by World Environment Foundation.

- DSP bagged the "INSSAN Award" for the year 2009-10 from INSSAN Northern Region Chapter, in recognition of effective implementation of suggestion scheme. It also won the "Greentech Safety Award" for the year 2008-09 "Greentech HR Excellence Award" for the year 2009 ,"Greentech HR Excellence Award for young Managers" for the year 2009 & "Greentech Environment Excellence Award" for the year 2009 from Greentech Foundation.

DSP was awarded the "Rajiv Gandhi National Quality Award" for the year 2008-09 by Bureau of Indian Standards, New Delhi and "Golden Peacock National Training Award" for the year 2009-10 by Institute of Directors, New Delhi besides winning the "Safety Innovation Award" for the year 2009 by Institution of Engineers.

RSP was conferred with "Greentech Environment Excellence Gold Award-2009" for the year 2008-09 from Greentech Foundation in recognition of Excellence in Environment Management and also won the "Shrishti Good Green Governance Award-2009" for the year 2009-10 in recognition of Excellence in Innovative Management of Environment.

BSL's improvement in productivity was recognized by "CII (ER)Productivity Award" as HSM Group of BSL bagged the 1st position and CCS won the 2nd position.

BSL team won the national competition for Business Management Simulation by All India Management Association at 'AIMA National Management Games-2010'. Team from BSL also won the Rs.AIMA National Management Quiz-2010 - Northern Zone Championship' for the year 2010.

- SSP made SAIL proud by winning the "Greentech Safety Award - Gold" for Best Safety Performance and "Outstanding Contribution Award" for the year 2010 from Quality Circle Forum of India (QCFI), Chennai Chapter.

CORPORATE SOCIAL RESPONSIBILITY

SAIL as a corporate entity is fully aware of the obligation that it has towards planet earth, the country and the society. CSR in SAIL has enlarged the ambit of work being done earlier under Peripheral Development. In addition to Health, Education and development of Infrastructure, SAIL has focused on ensuring sustainable development and equitable growth. Credo of SAIL specifically highlights the commitment towards society at large which states inter-alia "Make a meaningful difference in people's lives".

To meet the above objective, Corporate Social Responsibility (CSR) Groups have been formed at Corporate level and Plants/ Units in SAIL. As a matter of policy, the Budget allocated for Corporate Social Responsibility [CSR] is 2% of budgeted distributable surplus (after Dividend and Dividend Tax).

CSR activities of SAIL are focused in the areas of Health & Medical care, Education, Access to potable water, Connectivity / roads, Income generation through Self Help Groups (SHGs) etc. These services to society are provided by SAIL through specific and targeted interventions like Health Camps, special drives, exclusive infrastructure for the underprivileged etc.

Company also focused on Income Generating Schemes (through

Self Help Groups), Education & Health issues. SAIL is working for establishing a Technical University at Bhilai, Chattisgarh. Besides these, Special Schools have been started exclusively for poor, underprivileged children at five integrated steel plant locations viz Bhilai, Durgapur, Rourkela, Bokaro & Burnpur. The facilities provided in these schools include free education, mid- day meals, uniform, stationary items, school bags etc. A number of benefits are being provided to the children from SC/ST communities, such as scholarships to deserving SC/ST undergraduate engineering students and adoption of 225 tribal children at Bhilai for providing free education, boarding and lodging facilities, etc. More than 25000 children studying in schools in and around Bhilai are provided mid-day meals in association with Akshay Patra Foundation.

In the field of health care, free medical health centres have been set up exclusively for the underprivileged at Bhilai, Durgapur, Bokaro, Rourkela, Burnpur which provided free medical consultation, medicines, immunisation etc. Over 3800 camps were organised in 2010-11, benefitting around 2.64 lakh people. 24 number of Ambulances etc. were provided to various NGOs like HelpAge India, Bharat Sewashram Sangha, Anugraha Drishtidaan etc in 2010-11.

SAIL's role as a responsible corporate citizen in nation building has been appreciated at various forums in the form of prestigious awards, honours and accolades. SAIL was conferred with "India Shining Star CSR Award-2010" by Wockhardt Foundation in the Iron & Steel Category, "SCOPE Meritorious Award for Corporate Social Responsibility & Responsiveness for the year 2008-09", Annual FICCI Awards 2008-09 in the category of "The Vision Corporate Triple Impact - Business Performance : Social & Environmental Action and Globalisation Award", CSR Award of the Ministry of Rural Development, Government of India; Golden Peacock Award - 2008, 2009 & 2008-09 for CSR to Bhilai

Steel Plant of SAIL ; CSR Award of Tamil Nadu Government to Salem Steel Plant for the year 2008-09 etc.

CITIZEN CHARTER

SAIL's Citizen Charter has outlined commitment of SAIL towards its stakeholders thereby empowering them to demand better products and services. The Citizen's Charter of SAIL may be summarised in four objectives, as given below:

- Ensuring citizen-centric focus across all its processes by adopting Total Quality Management principles for improvement of products and services

- Ensuring effective citizen communication channels

- Demonstrating transparency and openness of its business operations by hosting the Citizen's Charter on the corporate web site

- Working towards delight of citizens by fail-safe processes and in case of exigencies leveraging its service recovery processes, like Grievance Redressal, Handling Complaints etc.

The Management of SAIL is totally committed to excellence in public service delivery through good governance by a laid down process of identifying citizens, our commitment to them in meeting their expectations and our communication to them of our key policies in order to make the service delivery process more effective. The Citizen Charter is a dynamic commitment which is reviewed continually to improve the effectiveness of the document.

STRATEGIC INITIATIVES OF THE COMPANY

During the year 2010-11, your company continued its focus towards taking new business initiatives including incorporation / formation of new JVs, mergers & acquisitions and entering into Memorandum of Understandings (MOUs) for its long term strategic objectives. Your company has established communication channels with renowned international technology providers for forging strategic alliances in production of value added products. Your company is continuously adopting the path of entering into Joint Ventures (JV) with public / private parties to attain its strategic goals of maximizing gains with optimal utilization of resources. These include:

(a) Merger & Acquisitions (M&A) :

(i) Merger of Maharashtra Elecktosmelt Limited (MEL) with SAIL: The approval of the shareholders for the Scheme of Amalgamation of Maharashtra Elektrosmelt Limited ("MEL") was obtained in a meeting held on 30th September, 2010. Subsequently a petition was submitted to the Ministry of Corporate Affairs (MCA) for sanctioning the scheme of amalgamation of MEL with SAIL. The Ministry of Corporate Affairs (MCA), New Delhi vide its letter dated 14.6.2011 has forwarded the Order of the Central Government sanctioning the scheme of amalgamation of Maharashtra Elektrosmelt Limited (MEL) with Steel Authority of India Limited (SAIL) under Section 391-394 of the Companies Act, 1956. The appointed date of amalgamation is 1.4.2010. MEL has now become a unit of SAIL and it has been renamed as Chandrapur Ferro Alloy Plant.

(ii) Transfer of Salem Refractory Unit of Burn Standard Company Limited to SAIL: Cabinet Committee on Economic Affairs (CCEA) in June'10 approved transfer of Refractory Unit of BSCL at Salem and authorized Ministry of Steel (MoS) and Department of Heavy Industries (DHI) to work out operational steps for transfer of Refractory Unit of BSCL at Salem in consultation with Ministry of Corporate Affairs (MCA). The outstanding issues for the take over are being worked out by DHI before operationalization of CCEA decision.

(b) Joint Ventures:

(i) After signing an MOU with M/s RITES for undertaking a feasibility study for setting up the Wagon Manufacturing Factory in Joint Venture, a Joint Venture Company "SAIL RITES Bengal Wagon Industry Pvt. Ltd." has been incorporated in Decmber'2010. The work on the newly incorporated JV Company between SAIL and RITES has already commenced. The unit will have the capacity to manufacture 1500 wagons per annum (manufacture of 1200 wagons and rehabilitation of 300 wagons) which will include BOXN-type wagons, specialized high-end wagons and modern stainless steel wagons.

(ii) SAIL has formally acquired 50% of the shares held by the Government of Kerala (GoK) in Steel Complex Limited (SCL), Kozhikode and taken over the operations of SCL on 13th February '11. SAIL-SCL Limited, the joint venture company resulting from the acquisition, will work towards the revival of SCL. The JV is in line with the Government's policy of bringing together synergies of PSUs and strengthening them to be competitive in the market.

(c) Strategic Alliances:

(i) SAIL is simultaneously jointly working with Kobe Steel Limited [KSL], a renowned Japanese Steel maker, for ascertaining the feasibility of using ITmK3 technology [Iron Making Technology Mark Three] developed by KSL for producing premium grade iron in the form of nuggets using iron ore fines and non-coking coal. The annual production capacity of ITmk3 Plant is envisaged to be around 0.5 million tonnes to produce premium grade Iron nuggets. The pre-feasibility report is in the final stages of completion.

(ii) SAIL and M/s Burn Standard Company Limited (BSCL), a PSU under the charge of Ministry of Railways signed an MOU for setting up a factory which will manufacture cast steel bogies, couplers and other related products. The unit will come up in approximately 128 acres of leasehold land under the possession of M/s BSCL at Jellingham, West Bengal. Railways will provide an average assured off-take of 5,000 bogies and equal number of couplers per annum for a period of ten years.

(iii) Hajigak Iron Ore Deposits Owned by Government of Afghanistan: Your company has been short-listed along with 21 other companies (13 Indian companies) for the bidding process of multiple exploration concessions of Hajigak Iron Ore Deposits invited by Islamic Republic of Afghanistan, Ministry of Mines. SAIL has formed a consortium with five other companies for Joint Bidding.

(iv) Expansion of Captive Power Plants of SAIL: SAIL is planning to expand the captive power generating capacity at BSP and RSP through its Joint Venture with NTPC by installing 2x250 MW Units at BSP and 1x250 MW Units at RSP. NSPCL is conducting feasibility studies for these power projects and has applied for various statutory clearances like Environment Clearance and allocation of coal and water.

(v) Installation of Renewable Energy Based Power Plants: In line with policy framework provided by Electricity Act, 2003 and National Electricity Policy, Electricity regulatory Commissions of various states which mandates all users of captive power generation to either purchase / generate a specified minimum percentage of captive power generated from renewable energy sources (Solar, Bio Mass, Wind , Small Hydro etc). A long term strategy to meet renewable energy purchase Obligation has been worked out and options are being evaluated for installing Captive Power generation based on renewable energy sources.

(d) Memorandum of Understanding [MoU]/Commercial Agreements entered into with various companies:

(i) MoU signed with Kobe Steel Ltd. of Japan for comprehensive strategic collaboration producing high value products. Discussions are ongoing with M/s Kobe Steel Ltd. for a steel plant at Jagdishpur which shall utilize technology of Direct Reduced Iron making (Gas based) and Electric Arc Furnace steel making for manufacture of value added products.

(ii) SAIL and M/s Severstal have agreed to work jointly on Operational Benchmarking. This would open opportunities in areas of productivity improvement, energy efficiency and other collaborative research.

(iii) MoU signed with IRCON International Limited, a PSU under the Ministry of Railways for jointly working on rail infrastructure projects both in India and abroad.

(iv) Another MoU signed with Hindustan Prefab Limited (HPL), a PSU under the Ministry of Housing & Urban Poverty Alleviation, for carrying out business of prefabricated structures in steel and cement. Actions have already been initiated in this regard for forming a joint venture company which may undertake study in the prefabricated structures in steel and cement. INSDAG has been appointed as a Consultant for undertaking pre-feasibility study which will be completed by June'11.

IT RELATED INITIATIVES

SAIL has been moving ahead in innovative usage of Information Technology (IT). Enterprise Resource Planning (ERP) is being implemented in the company. After implementation of ERP in BSP, DSP, BSL and CMO, its implementation is in progress at RSP.

Keeping pace with the technological trend in the field of IT communications, SAIL has installed & commissioned layer 3 distributed Local area network along with Wi-Fi connectivity with latest network security systems. Also a secure internet connectivity of 8 Mbps bandwidth through optical fiber has been commissioned at Corporate Office in SAIL.

In house software implementations includes: a) online system for filing of Annual Immovable Property Return by executives of SAIL, b) system for 'Balanced Score Card' for GMs and EDs of SAIL, c) system to view SAIL manpower details, labour productivity and award details .

ENTERPRISE SCORE CARD

For the first time in your company, Balanced Scorecard system has been introduced for evaluation/appraisal of performance management and strategy deployment. The Balanced Scorecard initiative was launched in August, 2010, and after deliberations by the top management in the Annual Business Plan meeting in March'11, Enterprise Scorecard of the company has been framed. Based on the Enterprise Scorecard, exercise for preparation of Unit Scorecard and Individual Scorecards up to the rank of Executive Directors and General Managers is being undertaken.

An IT portal has been launched under the name "BUSINESS EXCELLENCE" where areas like Scorecards, Excellence, TQM, Articles and On- line QUIZ are uploaded for enhancing awareness amongst the employees.

ENVIRONMENT MANAGEMENT

Corporate Environmental policy of SAIL emphasizes on conducting our operations in an environmentally responsible manner to comply with applicable regulations and striving to go beyond. SAIL plants have attained improvement in major environmental parameters by continuous efforts :

PM emission load has reduced from 2.3 kg/ tcs in 06-07 to 1.11 kg/tcs in 2010-11, a reduction of 52% in the last 5 years.

Specific effluent discharge from SAIL Plants has reduced to 2.49m3/tfs in 2010-11; a reduction of around 9% over the last 5 years.

- Specific Water Consumption of 4.06 m3/tcs was achieved in 2010-11; a reduction of 11% in the last 5 years.

- Kuteswar Limestone Mines was accredited to ISO 14001.

- Over 1.7 lakh saplings were planted in plants and mines during 2010-11.

CORPORATE COMMUNICATION

Communication, both internal and external, plays a pivotal role in keeping us well connected to our stakeholders and in brand building exercises of organization. We have upheld the confidence of our stakeholders by proactively sharing organization's achievement, utilizing the media optimally and innovatively. SAIL, a Maharatna Company has continually taken diverse initiatives in communication strategies to increase its brand visibility and highlight the brand SAIL. The approach for external communication included dynamic media interaction with print, electronic & online media through:

- Structured press conferences & press interactions.

- Chairman's interview on organization's expansion & modernization targets, future strategies including joint ventures.

- Sustained communication with media for ensuring publication of press releases.

- Outdoor publicity modes of hoardings, banners, posters, ad clips reinforced our existing image building exercise.

- Ensured publication of advertisements in major dailies.

- Maintenance of an updated SAIL website which features our current accomplishments, production record, overview of all units, major information.

- Newsletters, printed folders, brochures, annual report.

The company lays great emphasis on keeping the employees informed about the strategies being adopted for growth and future of the organization. Publication of in-house journals like SAIL News & other journals, daily telecast of news bulletins in various Plants - DSP, RSP & BSL, short films & documentaries on Units /Plants are some of the regular modes of information & interaction. SAIL sponsored CWG medal winners' wrestler Sushil Kumar, Yogeshwar Dutt and shooter Deepak Sharma who bagged gold and silver respectively were felicitated by Steel Minister. Asian Tour level Golf tournament organized for 4th consecutive year in March 2011 which saw participation of many international players from various countries.

VIGILANCE ACTIVITIES

SAIL Vigilance is laying emphasis on preventive and proactive activities to facilitate a conducive environment for enabling people to work with integrity, impartiality and efficiency, in a fair and transparent manner, upholding highest ethical standards to enhance reputation and create value for the organization.

SAIL Vigilance has undertaken the following major activities during the year:

With a view to increase transparency and competition in commercial areas, Vigilance has initiated process for review of guidelines like manuals for Handling / Contract and Consignment Agency Contracts of Central Marketing Organization (CMO).

To enhance awareness amongst employees, vigilance awareness sessions and workshops on systems and procedures followed in SAIL were regularly held at the various plants and units. A total of 123 such workshops involving 2923 participants were held on Purchase/Contract Procedures, Conduct & Discipline Rules, RTI Act etc. This also included special programme on Purchase Contract Procedure including case studies conducted for executives of SAIL Refractory Unit (SRU) (erstwhile Bharat Refractory Limited).

A total of 4008 periodic checks, including surprise checks and the file scrutiny were conducted in the vulnerable areas / departments of different Plants & Units. Further, 13 major system improvement projects were undertaken by SAIL Vigilance over and above the system improvements recommended on the basis of vigilance investigations and checks. Vigilance measures have resulted in savings to the tune of Rs. 1429.05 lacs during the year. Savings of Rs. 1743 lacs approx. accrued from Vigilance measures during the period April 2010 to March 2011.

For effective implementation of the Integrity Pact, review meetings were conducted periodically with the Independent External Monitors (IEMs). Based on the recommendations of IEMs, the threshold value for implementing Integrity Pact for tenders / contracts/ long term agreements has been reduced from Rs. 50 crore to Rs. 20 crore to cover more such contracts/ tenders under the ambit of Integrity Pact.

As a step towards addressing the issue of corruption at grass roots level by reinforcing ethical values in society, a pilot project has been launched in the schools at Bhilai to inculcate ethics amongst children in their formative stage. It is envisaged to emulate the project at schools of other plant locations as well.

The Results Framework Document (RFD), a tool for monitoring and evaluating performance, has been implemented in Vigilance for monitoring key activities such as System Improvement Projects, Intensive Examinations and Thrust Areas identified for Vigilance. Implementation of the RFD will enable timely completion of these activities and facilitate realization of envisaged benefits.

Various initiatives have been undertaken by SAIL Vigilance to enhance leveraging of technology in vigilance functions. These include making provision for on-line submission of Property Returns, generating on-line vigilance status, augmentation of on-line submission of management information system reports by vigilance departments of plants / units of SAIL etc.

SAIL vigilance manual published in 2003 has been revised to include latest CVC guidelines / circulars etc. The revised version has been published as SAIL Vigilance Manual 2011.

CONSULTANCY SERVICES

Based on its large and varied expertise and experience acquired over the last five decades, SAIL, through its Consultancy Division (SAILCON), the single window provider of design, engineering, training, technical & management consultancy services in Iron & Steel and related areas, offers a wide range of services to clients globally.

During the year, SAILCON laid enhanced focus on taking up training assignments for some leading organizations in the area of Steel making, thereby strengthening the knowledge base of personnel associated with Steel Industry.

SAILCON is providing consultancy services to UNDP/GEF, Project Management Cell, Ministry of Steel for energy efficiency and productivity improvement in Steel re-rolling mills. Consultancy is also being extended for setting up of Power Plants, based on waste heat recovery from the flue gases released out of Blast Furnace and non-recovery type of Coke Oven batteries, as an environment friendly measure and as a step to combat global warming.

So far, SAILCON has served clients in Egypt, Saudi Arabia, Iran, Qatar, Bangladesh, Oman, Philippine, Nepal, Taiwan, Thailand, Georgia, Azerbaijan and Nigeria. This is besides the long list of Indian clients for whom SAILCON has extended a wide range of consultancy services.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management Discussion & Analysis Report covering the performance and outlook of the Company is enclosed.

AUDITORS' REPORT

The Statutory Auditors' Report on the Accounts of the Company for the financial year ended 31st March, 2011 along with Management's replies thereon is enclosed at Annexure-I. The Comptroller & Auditor General of India (C&AG) vide its letter dated 26th July, 2011 has given 'nil' comments on the accounts of the company for the year ended 31st March, 2011, under Section 619 (4) of the Companies Act, 1956. A copy of the above letter of C&AG is enclosed at Annexure - II.

REPORT ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, ETC.

Information in accordance with the provisions of Section 217(1)(e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is given at Annexure-III to this report.

PARTICULARS OF EMPLOYEES

There was no employee of the company who received remuneration in excess of the limits prescribed under Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, it is hereby confirmed:

(i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for that period;

(iii) that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(iv) that the directors had prepared the annual accounts on a going concern basis.

CORPORATE GOVERNANCE

In terms of listing agreement with the Stock Exchanges, a compliance report on Corporate Governance is given at Annexure-IV. A certificate from Auditors of the company regarding compliance of conditions of Corporate Governance is placed at Annexure-V. In terms of Listing Agreement, the Board has laid down a Code of Conduct for all Board Members and Senior Management of the company. The Code of Conduct has been posted on the website of the company. All the Board Members and Senior Management Personnel have affirmed compliance with the code.

CONSOLIDATED FINANCIAL STATEMENTS

In terms of listing agreement with the Stock Exchanges, the duly audited consolidated financial statements are placed at Annexure-VI.

SUBSIDIARY

The Maharashtra Elektrosmelt Limited (MEL) recorded a turnover of Rs. 395.70 crore. The Net Profit after Tax (PAT) for the year was Rs.40.18 crore after charging depreciation of Rs.2.58 crore, interest/ finance charges of Rs.0.28 crore and tax of Rs.12.59 crore. MEL produced 88904 tonnes of High Carbon Ferro Manganese and 21784 tonnes of Silico Manganese during the year. MEL has since been amalgamated with SAIL, the appointed date of amalgamation being 1.4.2010.

IISCO-Ujjain Pipe & Foundary Company Limited, a wholly owned subsidiary of the erstwhile Indian Iron & Steel Company Limited (IISCO), was ordered to be wound up by BIFR. The Official Liquidator is continuing its liquidation process. The assets of the Company have been realized and the settlement of claims is in process.

DIRECTORS

Shri V.K. Gulhati, Director (Technical) ceased to be Director w.e.f. 31.08.2010 on attaining the age of superannuation.

Shri S.N. Singh, MD, RSP, Shri P.K. Bajaj, MD, DSP and Shri S.S. Mohanty, MD, BSL ceased to be Directors w.e.f. 28.10.2010 on rightsizing of SAIL Board.

Shri S.S. Ahmed, Director (Commercial) ceased to be Director w.e.f. 31.10.2010 on attaining the age of superannuation.

Shri Shuman Mukherjee, Director (Commercial) has been appointed as Director w.e.f. 23.12.2010.

Shri P.K. Sengupta and Shri PC. Jha have been appointed as Directors w.e.f. 13.01.2011.

Shri G. Elias, Joint Secretary, Ministry of Steel has resigned from the Directorship of the Company w.e.f. 20.01.2011.

Shri Upendra Prasad Singh, Joint Secretary, Ministry of Steel has been appointed as Director of the Company w.e.f. 4.5.2011

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their appreciation for the support and cooperation extended by every member of the SAIL family. The Directors are thankful to the State Governments, Electricity Boards, Railways, Banks, Suppliers, Customers and Shareholders for their continued cooperation. The Directors also wish to acknowledge the continued support and guidance received from the different wings of the Government of India, particularly from the Ministry of Steel.

For and on behalf of the Board of Directors

(C.S. Verma) Chairman

New Delhi

Dated: 5th August, 2011



 
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