Apl Apollo Annual Report

Game changer
APL Apollo Tubes Limited I Annual Report 2012-13
product • [email protected]
A
APL Apollo Tubes Limited

37, Hargobind Enclave, Vikas Marg, Delhi - 110092
www.aplapollo.com
Corporate
corporate
Corporate identity
2
information
Chairman Wholly-owned subsidiaries
Highlights
4 Mr.
mr. Sanjay
sanjay Gupta Apollo Metalex Private Limited
A-2, Industrial Area, Sikandrabad,
At APL APoLLo tubes

Managing
managing Director
director
Chairman’s review
6 Mr.
mr. Ashok K. Gupta
Distt. Bulandshahar, (U.P.)
Shri Lakshmi Metal Udyog Limited
Contents Limited, we Are not just

Game changer Directors
directors
8 Mr.
mr. Aniq Husain
No. 9 to 11, KIADB Industrial Area
Attibele, Bengaluru – 562107
Mr.
mr. C S
s Johri
Another tube-mAker.
From the MD’s desk
18 Mr.
mr. Rakesh Jinsi
Mr.
mr. Sameer
sameer Gupta
Lloyds Line Pipes Limited
Plot no. M-1, Additional MIDC Area
Corporate identity
Our growth story 2 Murbad, Thane, Maharashtra – 421401
Highlights 20 Mr.
mr. S
s T Gerela
4 Mr.
mr. Vinay Gupta
we Are A gAme-chAnger
Warehouses-cum-branches
FY13 in numbers
Chairman’s review
6 22 GM
Gm (Finance & Accounts)
Mr.
mr. Pankaj K Gupta
Ahmedabad: 208-Block, Swadeshi Industries Compound, ,
Sarkhej, Ahmedabad (Gujarat)
GameOur strengths
changer
8 23 Company Secretary
Mr.
secretary
trAnsforming
mr. Adhish Swaroop
swaroop
our industry
Bengaluru:
bengaluru: 77-Re Sy No.77/1, Sy No.76, Hommadevanahalli
Village,through
B.G.Road, Banglurunew
South (Karnataka)
FromAttractive
the MD’s growth
desk drivers and presence
18 24 RegisteredProducts,
office AdvAnced technoLogy, soPhisticAted
Cochin: B O :33/2361-B1(A) Chalikavattom Near Idbi Bank
Vyttila Bye-Pass Ernakulam, Kochi (Kerala)
Our growth story
20 APPLicAtions, customer Proximity
37, Hargobind Enclave, Vikas Marg, Delhi – 110 092
Faridabad: 12-13,And Aggressive
Sahpur Road, Ballabhgarh (Haryana)
BOD profile
FY13 in numbers 26 Corporate office
cAPAcity growth. Ghaziabad: 103, Prakash Industrial Estate, Ghaziabad (UP)
22 36, Kaushambi, Near Anand Vihar Terminal, Ghaziabad
Goa: Mushir Wada, Colvale,Bardez Goa (N), Goa
Enhancing shareholders value
Our strengths
23 30 Delhi-NCR – 201010
this exPLAins why our revenues hAve consistentLy
Himachal Pradesh:Trilokpur Road, Kala Amb, Sirmour (HP)
Registrar & Share
share Transfer Agent
Hissar: Plot No. – 1, Ganesh Vihar, Near L-1 wine godown,
Product
Attractive review
growth drivers and presence
24 31 outPerformed
Abhipra Capital Limited nAtionAL economic growth by A
Delhi Road, Hissar (Haryana)
A387, Dilkush Industrial Area, G.T. Karnal Road
BOD Corporate
profile strategic blueprint 26 fActor
Azadpur, Delhi – 110 033 of 8x. Hyderabad: 154, Doolapally, Qutubullapur, Mandal,
33 Auditors
Rangareddy, Hyderabad (Andhra Pradesh)
Enhancing shareholders value
Business drivers 30 VAPS & CO. this wAs most visibLe in AIndore:
chALLenging 2012-13:
indore: 13-A, Udyog Nagar, Behind old lakhani factory,
Product review
34 C-42, South Extension Part-II
Nemawar road, Palda, Indore (Madhya Pradesh)
31 when the country rePorted
New Delhi – 110 049 Jaipur:its
Sikar sLowest
Road, Rajawas, Neargrowth
Bus Stand, Jaipur (Raj.)
Risk management
Corporate strategic blueprint
33 37 bankers in A decAde, APL APoLLo rePorted record revenue
Bankers
Kanpur: 128/69, ‘D’ Block, Kidwai Nagar, Kanpur (UP)
Ludhiana: 41, Vill: Khakat, G.T.Road Sahnewal, Ludhiana, Punjab
Management
Business drivers discussion and analysis
34 39
Axis Bank Limited
DBS Bank Limited
₹2,008 cr And PAt
growth of 44% to reAch Mumbai:
mumbai: Kwc-1694 To 1698 Road No.21 & 22,
Risk management
HDFC Bank Limited ₹69Market,
growth of 40% to reAch Steel cr.Kalamboli, Navi Mumbai, (Maharastra)
Directors’ report 37 44 ING Vysya Bank Limited Nagpur:
nagpur: 895, Plot No.15 & 24 Near Avatar Dhaba,
Management discussion and analysis State Bank of India Amravati Road, Wardhman, Nagpur (Maharastra)
Corporate governance report 39 Union Bank of India
Directors’ report
53 Yes Bank Limited
New
new Delhi:
delhi: Shop No. 2, Plot No. 211, Khasra No. 584,
Consolidated accounts
44 Works
Karkardooma Village, New Delhi – 110092
Corporate governance report

53 61 Unit-I
unit-i
Pune: Handewadi Road, Vill: Devachi & Uruli,
Pune (Maharastra)
Section 212 A-19, Industrial Area, Sikandrabad,
Consolidated accounts
61 77 Distt. Bulandshahar, (U.P.)
Raipur: Ring Road No.2, Hirapur Sandogri Lohabazar,
Plot No.C-19, Raipur (Chattisgarh)
Section 212
Standalone accounts 77 78
Unit-II
unit-ii
No.332-338, Alur Village
Rudrapur: 194, Vill: Bhurarani, Rudrapur-263153, (UK)
Surat:
surat: Plot No. A-16, SVP Road, No. – 3, Opp. Dharti
Standalone accounts
78 Perandapalli, Hosur (Tamil Nadu) Namkin, Udhna, Udyog Nagar, Surat – 394210, Gujarat.
APL Apollo Tubes Limited Annual Report 2012-13 2 -3
APL Apollo tubes Limited. Game changer.

 Evolved a commodity product into a distinctive brand The result: APL Apollo has emerged as the largest ERW
 Infused cutting-edge technology in a conventional space steel tube manufacturer in India. At APL Apollo, our ‘game
changer’ mindset has enhanced value for our customers,
 Widened a limited portfolio to cover diverse applications
shareholders and vendors.
 Pioneered retail marketing in a wholesale business  a 46% six years CAGR in gross revenues leading to 2012-13.
 Dispersed manufacturing locations in a regional business  a ~eleven-fold increase in cash profit during the last
 created industry-transforming scale in a fragmented seven years
sector  increase in the number of products from 100 to 300+.
3,715
Lineage Mission statement  To achieve capacity of 1 million TPA marketed to more than 35 countries.  IS1161 (Structural application),
₹
Established in 1986, APL Apollo  To create sustainable value for all by 2015 The Company’s shares are listed and IS1239 (Water and gas application),
is the fastest growing steel tube stakeholders traded on the Bombay Stock Exchange IS3589 (Water, gas and sewerage)
Presence and the National Stock Exchange IS3601 (General engineering), IS4270
million
manufacturer in India. The APL Apollo
 To satisfy customers’ requirements
team - Mr. Sanjay Gupta (Chairman), APL Apollo (headquartered in Delhi- (market capitalisation ₹3,715 million (Water wells and casing pipes), IS4293
by supplying high-quality products at
Mr. Ashok Gupta (Managing Director) NCR) has five manufacturing facilities - as on March 31, 2013). (Structural tubes for infrastructural
affordable rates Market capitalisation as on
and experienced professionals – two in Sikandrabad (UP) and one each purpose) and IS9295 (Idlers for
achieved national ERW pipe leadership  To emerge as a ‘one-stop shop’ for in Bangalore (Karnataka), Hosur (Tamil Certificates and conveyers).
March 31, 2013
through strategic expansion of the entire spectrum of steel tubes and Nadu) and Murbad (Maharashtra). The accreditations
 Received prestigious accreditations
manufacturing capacity, product to attain a paramount market position Company’s vast distribution network is  ISO 9001:2008 for quality
like Underwriters Laboratories, CE and
portfolio, cutting-edge technologies for its quality products spread across India, with warehouse- management
SGC France
and wider consumer access (within cum-branch offices in 20 cities.
 To achieve revenue worth US$1 bn  ISO 14001:2004 for environment
and outside India). Besides, the Company’s products are  Recognised ‘Export House’.
by 2015 management
 Products endorsed by the Bureau
 OHSAS 18001:2007 for health &
of Indian Standards and British
safety management systems
Standards.
Financial
highlights, 2012-13 Gross sales growth EBIDTA growth
 Gross sales increased 46% from ₹15363 million in 2011-12 to ₹22,471 million 46% 46% 39% 49%
six-year CAGR over 2011-12 over 2011-12 six-year CAGR
 EBIDTA increased 39% from ₹1154 million in 2011-12 to ₹1,612 million
 Net profit enhanced 40% from ₹491 million to ₹686 million
 Cash profit increased 39% from ₹584 million to ₹812 million
PAT growth Cash profit growth Book value growth
40% 47% 39% 49% 19% 22%

over 2011-12 six-year CAGR over 2011-12 six-year CAGR over 2011-12 six-year CAGR
15,362
22,471
2,301
3,194
5,802
6,659
9,851
1,158
1,612
1,050
146
300
285
601
897
103
248
455
626
725
161
298
431
491
686
172
336
493
584
812
113
137
163
78
67
25
74
46
21
15
14
21
23
31
49
64
82
94
4
Our
performance
2006-07
2007-08
2008-09
2009-10
2010-11
2011-12
2012-13
2006-07
2007-08
2008-09
2009-10
2010-11
2011-12
2012-13
2006-07
2007-08
2008-09
2009-10
2010-11
2011-12
2012-13
2006-07
2007-08
2008-09
2009-10
2010-11
2011-12
2012-13
2006-07
2007-08
2008-09
2009-10
2010-11
2011-12
2012-13
2006-07
2007-08
2008-09
2009-10
2010-11
2011-12
2012-13
2006-07
2007-08
2008-09
2009-10
2010-11
2011-12
2012-13
in numbers Gross sales
(₹ million)
EBIDTA
(₹ million)
Profit before tax
(₹ million)
Profit after tax
(₹ million)
Cash profit
(₹ million)
Earnings per share
(₹)
Book value per share
(₹)
Chairman’s
review
performance: There is a growing body of evidence
to support this conviction. There is
 Net sales grew 44% YoY
increasing governmental emphasis to
 EBITDA grew 39% YoY
connect rural Indian fringes; India’s
 PAT grew 40% YoY mass rapid transport (metro) network
 Opened six warehouse cum branches is driving tubes offtake; the growth of
product range to address more sectors in Indore, Raipur, Hissar, Kala Amb, India’s telecom sector is expected to
and extend its national footprint Surat and Delhi taking the total to 20 rebound; the country’s wind energy
through warehouse cum branches.  Added prestigious clients like sector is reporting its quickest growth
Bangalore Metro, Goa Airport, Nashik in years; US, Brazil, Canada and
Result Airport and Firepro some European countries imposed
We are happy to state that these anti-dumping duties on Chinese
 Maintained relationship with India’s
initiatives did not just prove to be tubes and pipes, widening the export
leading companies across diversified
share-enhancing; they proved to be opportunity for Indian manufactures.
W
industries like BHEL, L&T, Adani, Ashok
e are pleased to were corresponded by cutting-edge market-widening and game-changing
Leyland and Jain Irrigation
achieve yet another technologies. In turn, specialised as well. Our response
 Expanded capacity by 100,000 TPA At APL Apollo Tubes, we expect to
year of superlative consultants recommended new-age In a commodity business, we carved
 Operated plants at a high utilisation capitalise on this industry reality
growth, which designs and materials. This opened out a distinctive brand identity.
of 85% through the manufacture of products
outperformed our sectoral growth out a new market where the pipes  In a business defined by fragmented addressing diverse sectors, de-risking
in 2012-13 and also established our needed to be more sophisticated  Introduced new product varieties
capacities, we created industry- our growth from a downturn in one or
industry leadership. This performance around newer applications. The result
transforming scale. Optimism more of our consuming industries. We
was achieved through game- was that an entirely new market
 In a business marked by There are a number of reasons why are focussed on widening our national
changing initiatives which pioneered began to emerge.
conventional knowhow, we invested in the outlook appears optimistic for our reach, extending the distribution
modernisation in the sector and
First moving cutting-edge technologies. sector and company. network, strengthening customer
positioned our Company as a fast-
At that point, two things could In a business represented by a limited relationships through collaborative
moving trailblazer. 
Even as infrastructure growth has been
have happened. The conventional portfolio, we introduced more products. product development and working
The tubes industry went through reasonable over the last few years, there
players could have retained their with a long-term business outlook.
 In a business where a majority of the has been a wider-than-usual offtake of
considerable under-investment in the
longstanding focus or widened their sales were B2B, we provided a retail tubes, indicating that the market for this The Company will support these
Yet another year of decade following liberalisation. Even as
global infrastructure growth standards
product focus. APL Apollo was one alternative. is still nascent and emerging. initiatives through the creation of a
of the first players to recognise the 1 MTPA capacity by 2015, which will
superlative growth evolved to the modern and cutting-edge,
vastness of the emerging opportunity
This is the result of our game- Even as the market has often been
reinforce our position as India’s largest
Indian standards lagged on account of changing approach: APL Apollo Tubes classified as commodity, there is a
which outperformed the size of infrastructure spend required
and the potential of hitherto
emerged as India’s largest ERW steel growing demand for value-added
steel tubes manufacturer.
overlooked geographies – South
our sectoral growth on the one hand and the sophistication
India, tier-II and rural markets. The
tubes manufacturer with capacity of products. We expect that a combination of
of material needed on the other. 6,00,000 TPA, possessing the widest these initiatives will translate into
Company moved with speed to invest
in 2012-13 and The change began to transpire about in new production lines, introduce
product mix and pan-India distribution
The result is that India’s steel tubes
market is growing faster than the
projected revenues of US$ 1 billion
network that ~ten-folded our sales and enhanced value for all those who
also established our a decade ago when India began to new products, market products to
and profits in just seven years.
global average, indicating that the
own shares in our Company.
invest considerably larger amounts consumers, position products around country has possibly touched an
industry leadership. in infrastructure; the global scale superior attributes, demonstrate in FY13, a year of decadal-low inflection point following which steel Regards,
of a number of these investments enhanced consumer value, widen the economic growth, APL Apollo Tubes tubes consumption will only be quicker.
established leadership and a superior Sanjay Gupta, Chairman
Game changer.
As a first step, we emerged as the first ahead, the Company intends to
large organised player to commission reinforce its national leadership with Our pride-enhancing
From the regional

manufacturing facilities in South India, the commissioning of an additional
carving away the unorganised regional ~2,00,000 TPA by end of FY14,
clientele comprising
giants like BHEL,
to the national
steel tube market, addressing the increase the proportion of value-added
growing needs of organised users and pre-galvanized tubes by growing
emerging as the regional leader. in-house coil galvanizing capacity, L&T, Ashok Leyland,
seven years ago, we invested our precious Since then, APL Apollo has entered
modernise existing plants to enhance
Gujarat Gas, Metro
productivity and invest with the
regions with the express objective to
resources to back the Indian infrastructure commission manufacturing facilities,
objective to possesses a consolidated projects, Jain
story and, in doing so, embarked on a journey address demand upturns with
1 MTPA capacity by 2015.
Irrigation, Adani,
speed, leverage customer proximity Over the years, this strategy has
to evolve from the regional to the national. into enduring relationships and helped create a pride-enhancing
Airports projects,
progressively carve out a larger share clientele comprising giants like BHEL, Firepro and Jubilant
of the customer’s wallet. L&T, Ashok Leyland, Gujarat Gas,
metro projects, Jain Irrigation, Adani, a Organosys among
This strategy has grown APL Apollo
into one of the largest players in
number of Indian airports, Firepro and
others.
Jubilant Organosys among others.
India’s steel tubes sector. Going
1 mn
mtpa
Our targeted
capacity by 2015.
APL Apollo Tubes Limited Annual Report 2012-13 10 - 11
Game changer.
At APL Apollo, we strengthened  The Company extended from the
customer value through the following national to the international; its global
From transactions
initiatives: footprint covers 35 countries including
USA, Europe, Australia and Sri Lanka
 The Company widened its presence
to relationships
among others
from one location in 2007-08 to five
by 2012-13, reinforcing its ability to  The Company increased its network
service nationally-dispersed customers of dealers, stockists and retailers,
In the tubes business, the ability to market a with speed thereby strengthening domestic
offtake
larger quantity to the same customer and  The Company pioneered the B2C
14
marketing approach to widen reach  The Company strengthened its
cross-sell other products that account for to end users; it now possesses 20 brand and visibility, translating into an
a larger share of the customer’s wallet are warehouse-cum-branches spread immediate recall
across India. Going ahead, we will tube mills in our five
integral to success. double our branch network manufacturing units
At APL Apollo, we have invested  The Company is one of the few

in some of the most sophisticated manufacturers in the world with an
manufacturing technologies through online rotary sizing mill, capable of
the following initiatives: providing tubes with minimum/zero
ovality for high precision end-use
The Company invested ₹237 crore
Game changer.

in state-of-the-art technologies,  The Company has installed cold

equipment and automation systems in saws in its mills which provide bur-free
From the legacy to the last seven years. ends of hollow sections that help in
easy welding, joining the tubes and
the cutting-edge
 The Company has always been
enhancing strength
a pioneer in adapting the latest
technologies whether it is pre-  The technologies have been cherry-
237
galvanised lines, cold saws, high picked from leading global suppliers
In a competitive world marked by increasing
product standards, success is derived from ₹ crore
speed mills from Europe and Japan or
unique rotary sizing mills, which helps
like Kusakabe (Japan), OTO Mills (Italy),
OMPSRL (Italy) and Inductotherm,
invested in technologies produce best quality rolled tubes among others
the ability to make better and safer products.
Game changer.
At APL Apollo, we have widened our  The Company produced tubes of
relevance through the development various sizes and shapes, catering
From the limited

of products addressing diverse to the demands of different sectors;
applications. it plans to manufacture products
to the diverse
addressing the interior decoration
 The Company addresses downstream
segment.
sectors as diverse as infrastructure,
real estate, automobiles and textiles, As a result, revenue from no segment
In the business of tubes manufacture, success among others. exceeded a third of the Company’s
revenues in 2012-13.
lies in being able to service a wide customer  The Company launched a new
variant - lower diameter-high thickness
cross-section, de-risking the Company from seamless equivalent - of ERW tubes,
an excessive dependence on select sectors. fast replacing seamless tubes
The Company produces

30 million
number of tubes/pipes
produced by us in a year
largest range of hollow
sections and mild steel
tubes in 300+ variants
(black, galvanized and
pre-galvanised) in outer
diameter range of 1/2
inches to 14 inches
catering to diverse
industry demand with
wide-spread applications
including greenhouses,
solar power, airports,
metros, automotive
and other engineering
purposes
Game changer.
From the general
to the specialised
In the business of tubes manufacture and
marketing, success is derived from the ability
to leverage knowledge effectively, leading to
innovative and sustainable growth.
At APL Apollo, we have invested in  Formulating HR policies driven

our intellectual capital through the by a sense of empathy where each
following initiatives: individual is considered a family
member
 Recruiting the best talent and then
nurturing them to senior management  Providing ongoing training in
positions. the latest technologies to enhance
competence
 Creating an environment of
excellence, inspiring people to perform  Creating an environment of trust
better and integrity
At APL Apollo, we
have consistently
invested in our
intellectual capital
From the Trends influencing the

Company’s performance
MD’s desk The Union Budget 2013-14 proposed

several investments that will percolate
double our distribution network robust ERW steel tubes growth:
35 warehouse-cum-branches in  Increased Plan outlay for agriculture
the next couple of years, which will at ₹270.49 bn, up 22% over the
strengthen our Tier-II and Tier-III previous year. Allocation for the
service. integrated watershed programme
increased to ~ ₹54bn, up 77% y-o-y.
In view of these realities, we expect
capabilities in southern, western and  26% increase in allocation for the
to enhance capacities at all five units,
northern India, emerging as a pan- Urban Development Ministry to ₹83 bn.
increasing our capacity to 8 lakh
Indian manufacturer  Ministry of Drinking Water and
TPA in FY14 and 1 MTPA by 2015,
 Ability to generate a virtuous which provides us with the optimism Sanitation allocated ₹153 bn, up 17%
growth cycle based on 85% y-o-y.
Mr. Ashok Gupta, Managing Director reviews the performance of the Company in 2012-13 of sustaining our momentum by at
utilisation, low operating costs and least 30% in 2013-14.
 Ministry of Rural Development
and chalks out the future strategies to achieve corporate goals
attractive return on employed capital allocated ₹802 bn, up 46% y-o-y
How do you view the Company’s Tax-free infrastructure for up to ₹500
 Ability to grow our business with
How would you assess the relationships (dealers and customers), the country’s largest ERW tubes prospects for 2013-14? bn bonds and set up of infrastructure
speed through organic and inorganic
Company’s performance in 2012-13? new product development and HR capacity A: We enter FY14 with optimism for development funds.
initiatives
A: We are happy to report that practices; we are reinforcing our an important reason: we achieved  Increased outlay for Delhi Mumbai
 Ability to capture any upturn across
FY13 was a landmark year for the industry leadership not just in terms of  Ability to invest in cutting-edge our targets in 2012-13 even as Industrial Corridor (DMIC) project,
sectors through a broad portfolio of
Company, translating into ERW size, but also thought and knowledge technologies from Kusakabe, a Indian GDP growth declined to a National Waterways with plans to
more than 300 ERW tube varieties
steel tube leadership with a capacity leadership. world leader in welded tube mill decadal low. commission Bengaluru-Mumbai and
(½” to 14” outer diameter and
of 600,000 TPA, and the only one technology capable of delivering Chennai-Bengaluru corridors
This transformation comes at an 0.7mm to 10 mm thickness with core This year we expect a moderate
to deliver products from a multi- a product portfolio of global  Setting up ports in West Bengal and
interesting time: the ERW unorganised competence in low thickness products) revival, which could improve
regional manufacturing base (western, standards. Andhra Pradesh and a new harbour in
sector is yielding ground to organised business sentiment. Proactively,
southern and northern India). The  Well-diversified presence across all Tamil Nadu.
manufacturers on account of  Ability to hire better talent with we intend to increase production
result is that our net sales crossed ERW product segments  Increase in Rural Housing Fund
growing product sophistication, diverse industry experience, infusing capacity by 33% in FY14, providing
₹2,000 cr, the third successive year provision from ₹40 bn to ₹60 bn to
greater need for product reliability  Ability to strengthen the corporate fresh thinking into the sector. us with the optimism to generate
when we reported revenue growth provide housing finance to targeted
and the progressive replacement of brand by emerging as the largest higher revenues.
in excess of 40% even as these have groups in rural areas at competitive
manufacturer of hollow sections used How are these fundamentals
conventional materials (wood, among rates.
probably been three of the most likely to translate into sustainable Besides, we intend to emerge
others). in structurals; pioneering new category
challenging years for the country and as a 1 MTPA company by 2015,  Setting up a Urban Housing Fund by
in pre-galvanised pipes and becoming growth?
our downstream customers. funding our capacity expansion from National Housing Bank; ₹20 bn to be
What reasons would you ascribe to the leader here A: At APL Apollo, our business
accruals. provided to the fund in 2013-14.
But more than the numbers, the the Company’s sustained sectoral model delivered returns on capital
 Ability to provide customers an  Generation-based incentive for wind
one point that I wish to highlight is outperformance? employed and returns on equity The incremental capacity is likely
unbeatable price-value proposition energy projects and ₹8 bn allocated for
this: we are not merely addressing A: Our sustained growth is the result close to 20% or above in each of to be added at existing locations,
based on a superior logistics the same.
the growing demand for ERW tubes of a planned roadmap that we the last three years. During the resulting in lower costs and, as a
management through a pan-India  Doubled JNNURM budgetary
in the country. We are leading the embarked upon seven years ago, the current financial year, we expect result, we expect to protect margins,
distribution network comprising allocation from ₹74 bn to ₹149 bn with
consolidation of the ERW tubes results of which are reflected below: to strengthen our manufacturing generate an attractive surplus and
dealers, stockists, retailers and 20 a focus on adding 10,000 buses to the
business, driving new practices from capabilities and add varieties that distribute 15% of our profit as
 Ability to service wide and large warehouses-cum-branches; being the existing SRTU fleet.
manufacturing to distribution to plug product gaps; we expect to dividend to shareholders.
anytime needs of customers leveraging only Company with manufacturing
Our
growth story 2013 Became largest ERW tube manufacturer
2012 Initiated capacity enhancement, modernisation
2011 Commissioned second sheet galvanizing plant in south India
2010 Name changed to APL Apollo Tubes Ltd. Acquired Lloyds Line Pipes Ltd
2009 Initiated Hosur project commissioning; received certifications from UL, CE and SGF
2008 Acquired Sri Lakshmi Metal Udyog (100% equity), extending manufacturing reach in south
2007 Acquired Apollo Metalex (100% equity), as a measure of backward integration (Sheetgalva plant)
2006 Diversified into structural pipes and pre-galvanised pipes
2005 Inducted a modern slitter, second galvanising bath, fully automatic threading machine
2004 Added another high-speed tube mill based on Kusabe technology, Japan
2002 Introduced the latest technology from Kusakabe (Japan) commissioned gallium tube mills at Sikandrabad plant; the Company received the ISO 9001:2000 certification
2000 Commissioned a new tube mill (3-8” diameter)
1995  Floated an IPO of 2.19 mn shares at a premium
1994  Started operations at a new galvanising plant; received an ISI cerfication
1993  Became a public limited company
2012-13 600,000
1989  Capacity increased to 24,000 mtpa 2011-12 490,000
2010-11 490,000
2009-10 274,000
1987  Started producing 6,000 MT annually for ERW black pipes in Sikandrabad, U.P. (near Delhi) 2008-09 234,000
2007-08 150,000
2006-07 80,000
1986  Founded as a private limited company by the late Mr. Sudesh Gupta; started manufacturing steel tubes
Installed capacity (MTPA)
FY13 in Our
numbers strengths
Expertise Pan-India sales reach
~85 95+ 7.9x

APL Apollo has been in existence since 1986 and APL Apollo is the only steel tube manufacturing
possesses an experience of almost three decades in company with a pan-India presence of dealers and 17
steel tube manufacture warehouses-cum branch-offices.
Capacity utilisation (%) Input-output ratio (%) Fixed asset turnover ratio
Widest product portfolio Scale

APL Apollo provides a range of more than 300 APL Apollo has an ERW steel tubes production capacity
1.1 1.4 4.6

varieties, catering to various industries (oil and gas, of 0.6 million TPA, the largest in India, which is to be
water, infrastructure, real estate, automobiles, general raised to 1 million TPA by 2015.
engineering and construction, among others).
Consumption of Power Employee cost as % of Sales (in lac tonnes)

and Fuel as % of net sales net sales generated in 2012-13
Technology Quality assurance
APL Apollo invested in state-of-the-art Japanese APL Apollo provides quality assurance to customers
technology to enhance production and reduce tube through confidence-enhancing certifications (ISO
9001:2008, ISO 14001:2004 and OHSAS 18001:2007)
22
ovality in line with customer requirements.
46 1.15
and CE and UL (Europe and US).
The compounded annual The debt-equity ratio of Brand

The ROCE (in %) reported Corporate governance
growth rate (%) in revenues the Company in 2012-13
by the Company in 2012-13
APL Apollo is a one-stop solution provider, translating APL Apollo practices visible governance (ethics,
betweenFY07 and FY13
into enhanced value for customers. accountability, responsibility and transparency) that
enhances customer confidence.
Bur free ends Clientele

The Company manufactures a superior product quality The Company’s pride-enhancing clientele include
(bur free ends of a hollow sections and end-facing of giants like BHEL, L&T, Ashok Leyland, Gujarat Gas,
round tubes. Jain Irrigation, Adani, Firepro and Jubilant Organosys,
among others.
Attractive growth
drivers for the industry
as well as APL Apollo
Economic
 Economic revival expected in 2013-14
 Moody’s estimate of Indian GDP to cross 6% 2014
onwards
 Steel demand growth at 8% in FY14, up from 3.3% in
FY13 (industry estimate)
Sectoral
 Regulatory commitment on infrastructure spend Kala Amb, HP
 Increased outlays in Budget 2013-14 on urban and rural Rudrapur, Uttarakhand
Hissar, Haryana
infrastructure, drinking water sector, among others New Delhi
 City gas pipe network to grow 10-fold to cover 100
cities.
Indore, MP
APL Apollo Surat, Gujarat
 Expand product offerings to fill gaps in portfolio

 Double distribution network to better capture rural and
tier2 demand
 Manufacturing capacity to meet demand growth across
India
 Double in-house coil-galvanizing capacity to increase
share of higher value pre-galvanized tubes
BOD
profile
x w v u y z { |
u Mr. Sanjay Gupta, Chairman, v Mr. Ashok Gupta, MD, w Mr. C.S. Johri, Director, x Mr. Rakesh Jinsi, Director
y Mr. Sameer Gupta, Director, z Mr. S.T. Gerela, Director, { Mr. Vinay Gupta, Director, | Mr. Aniq Husain, Director,
Mr. Sanjay Gupta Mr. Ashok Gupta Mr. C.S. Johri inclusive growth. At present he dons Mr. S.T. Gerela Mr. Vinay Gupta
At the helm of the Company, Mr. Mr. Ashok K. Gupta is a steel industry Mr.C.S. Johri, a law graduate and the mantle of the Secretary General of Mr. S.T. Gerela, M.A., A law graduate With over 15 years of experience in
Sanjay Gupta brings to the fore his veteran with over three decades of postgraduate in arts is an independent SOS Children Village of India and as and C.A.I.I.B, has been associated exports and international markets,
acumen of the tubes industry and experience. During his illustrious Director associated with the Company. a member of the Core Group of the with various regulatory authorities like Mr. Vinay Gupta, posseses in-depth
astute business sense, on a daily basis. career, he has worked at senior Mr. Johri has worked with the Bank National Human Rights. SEBI, RBI, BSE, among others. He has knowledge of manufacturing and
With a rich experience of over more managerial positions at SAIL, Bhushan of India as Assistant General Manager
rich experience in the realms of capital trading pipes, tubes, sheets and other
than two decades in various steel Steel, LN Mittal Group (African at the Zonal Office and has expert Mr. Sameer Gupta markets, banking, regulatory affairs steel products. He has been specifically
industry segments, Mr. Gupta steers Continent), Jindal Steel, among others. knowledge of banking, finance, Mr. Sameer Gupta represents the management, and administration assigned with the development of the
the Company with a clear vision of He is an M Sc (Physics); PGDBA from management and administration. youthful and dynamic side of the and investor relations. He has been Company’s pre-galvanised business.
growth in context of the changing AIMA and has won various medals Company. He has over 13 years of a member of various committees,
market scenario. The resurgence of and awards. He has been instrumental Mr. Rakesh Jinsi enriched experience across the various study groups; delegates constituted Mr. Aniq Husain
the Company, its remarkable gain in in transforming the organisation into Mr. Rakesh Jinsi an electrical segments of the tube industry with by governmental/semi-governmental Mr. Aniq Husain is a B.Tech
value and steady growth are the direct a top-of-the-line pulsating giant, engineering graduate with a vast a wide knowledge of manufacturing authorities and has also authored (Mechanical) from IIT Kharagpur and
results of Mr. Gupta’s administrative epitomising incremental profitability experience having been involved with and trading pipes, tubes and other several articles, research papers, books an M.Tech in industrial engineering
and entrepreneurial skills. Under and expansive growth. renowned automotive industries group allied products. His specific functional on capital market/economic affairs. and management affairs. He has been
his leadership, the Company grew like Eicher Group, Hero Group, M/s. area includes business development in associated with various ventures in
exponentially gaining national and Force Motors Ltd among others. His new territories. different capacities and is in touch
international recognition. areas of expertise include materials,
with the latest industrial techniques.
manufacturing and plant operations
among others. He takes a keen interest
in societal upliftment and ensuring
Enhancing Products
shareholder value review
Hollow sections
140.13
235.71
243.59
383.03
2,256
2,263
3.780
3,715
16.7
20.2
18.3
20.6
15.4
20.3
19.7
21.2
Overview engineering agricultural sectors. Revenue 2012-13 (₹ million)
 This is the largest and fastest
 The product range of 1.60-8 mm 6,524
growing segment by volume of the thickness is certified with international
Revenue growth over 2011-12
pipes segment. and national certifications like IS 4923,
ASTM 500 (grade A, B, C, D), EN 63%
 The tubes have a high tensile
10219, S235, 275, 365, YST 210, 240, Volume tonnes
capacity, compressive strength,
superior torsional rigidity and fire- 310. 157,000
resistance.
 The tubes possess excellent Volume growth over 2011-12
 These tubes are applied in distribution of material around the axis
65%
construction and transportation of the square and rectangular steel
system, mechanical and heavy hollow sections. The smoothness and
engineering, mining, process uniformity minimise corrosion and
ensures easier on-site fabrication.
Pre-galvanised tubes
2009-10
2010-11
2011-12
2012-13
2009-10
2010-11
2011-12
2012-13
2009-10
2010-11
2011-12
2012-13
2009-10
2010-11
2011-12
2012-13
Overview outer diameter is usually from 19 to Revenue 2012-13 (₹ million)
EVA Market capitalisation RONW ROCE  The fastest growing segment. 114.3 mm. 4,484
(₹ million) (₹ million) (%) (%)
Products made from pre-galvanised
 Used in fencing, automotive

steel sheets. parts (buses), cabling, ducting and
greenhouse structures. 70%
Economic Value- Market capitalisation Return on net worth Return on capital  Different coating layers are applied
Apollo Metalex and Shri Lakshmi Volume tonnes
Added (EVA) APL Apollo’s market (RONW) employed (ROCE) before and after the tubes are

APL Apollo reported an capitalisation has grown The strength of the The efficiency of the produced. Metal Udyog (wholly-owned 89,000
Economic Value-Added of over the years due to a Company’s business model Company’s business is  The tubes are zinc-coated, light- subsidiaries) manufacture pre- Volume growth over 2011-12
₹383.03 mn in 2012-13. strengthening of its business is reflected in its growing reflected in a consistently weight, durable and tough. galvanised tubes integrated backwards
64%
EVA is an internationally model. return on net worth. growing return on capital  Product range is from ½” to 4”; with in-house sheet galvanising
recognised tool for employed. facilities.
measuring shareholder value.
It indicates the profit that
Galvanised tubes
the Company generates over Overview  Product range extends from 21 to Revenue 2012-13 (₹ million)
the returns which it would 273 mm (diameter).
 Corrosion- resistant variety; the pre- 3,196
have received from investing  These steel tubes are used in
manufactured steel is dipped in molten Revenue growth in 2011-12: 15%
in risk-free instruments. It refineries, engineering, underground
zinc.
measures the cost of equity and overground piping, power and Volume tonnes
 The steel tubes undergo hot-dip
and debt separately in an fire-fighting systems 64,000
galvanisation.
unconventional manner.
Volume growth in 2011-12: 12%
MS black tubes
Corporate strategic
blueprint
Overview systems, gas distribution systems, Revenue 2012-13 (₹ million)
 APL Apollo is one of the largest power transmission and boilers. 4,670
producers of MS black tubes in India.
 These tubes possess IS 1239, Part-I,
 The outer diameter range is from 1161, 3589, 4270, 3601 and 9295
and other American certifications. 42% Aim:
21.3-335 mm. Manufacture best quality products
 These tubes possess British standards Volume tonnes Strategic intent: Enhance quality on a continuous basis
 These tubes require low maintenance
as they are coated (oil and black like BS 1175, 1387, 1775, BS/EN: 39, 115,000
DIN 2439, 2440, 2441 and 2444, Strategies: Provide consistent quality; invest in quality-enhancing technologies; sustain certifications like ISO
lacquer base). Volume growth over 2011-12
 The tubes are used in fire-fighting ASTM: 53, 135, 795 (grade A, B) and 9001:2008, ISO 14001:2004 and OHSAS 18001:2007; build a modern quality control system
43%
EN 10255, S195. Outcome: Zero rejections
Aim: Market expansion

New products/initiatives Strategic intent: Cater to all segments of the ERW tubes market, urban & rural, organised & unorganised
Innovation has been the lynchpin of to 14” diameter tubes. The Company Company is doing the pioneering effort Strategies: Cater to Tier II and III cities, commission plants in different parts of India to reduce the cost of serving
growth at APL Apollo. The Company is focusing on the emerging demand and started supplying lower diameter- new markets; get closer to the end customer; reduce reliance on intermediaries
is involved in the manufacture of in city gas distribution, tubing and high thickness tubes. These tubes Outcome: Highest sales volume in the industry
innovative and efficacious products casing. Unlike API pipelines, which find applications in various industry
with the objective of broadening find application in oil and gas sectors primarily automobiles where Aim: Consistently innovate and enhance product benchmarks
our customer base and sectoral transportation, this sector is under- the Company targets to supply axle, Strategic intent: Product leadership
coverage, consequently strengthening penetrated and efforts mediated exhaust and propeller tubes.
Strategies: Developed products with new applications like green houses, roof-on-roof, conveyer belts, seamless
margins. This sectoral diversification towards making it more organised may
Following the use of RSM technology, equivalent ERW pipes among others; emerging as the only such company in India; cater to the emerging
will also help in minimising the risk result in huge benefits. The Company
we are focusing on supplying tubes for demand for new-age applications
of being unnecessarily reliant on a intends to be certified for UL and
diverse applications in the engineering Outcome:
particular sector. As a means to the CE certifications, inter alia, boosting The Company enhanced its presence in different market segments like home décor, automobile,
sector like spinner blocks in the textile
aforementioned end the Company export prospects. infrastructure and real estate, among others.
industry, which require dynamic
embarked on bringing out the
Seamless equivalent welded tubes: balanced tubes and conveyer rolls Aim:
following products: To emerge as one of the largest ERW companies in the world
Lower diameter-high thickness tubes existing as well as catering to heavy
Strategic intent: Enhance capacity
API-certified tubes: The Company are fast replacing seamless tubes engineering industrial set-ups like
Strategies: Double the existing capacity in two phases and use a prudent mix of debt and internal accruals without
acquired Lloyds Line Pipes Ltd, worldwide, particularly in applications cement and coal plants, among others.
with ready-to-use API-certified where mechanical strength is required straining the Balance Sheet
manufacturing lines, manufacturing up along with a cost advantage. The Outcome: One million TPA capacity to be achieved within 2015
Aim: To be transparent and fair to customers, shareholders, suppliers and employees in all our dealings
Strategic intent: Corporate excellence
Strategies: Instill a strong sense of ethics within the organisation. Maintain zero-tolerance towards deviation from
the set specifications. Create robust corporate governance policies.
Outcome: Achieve higher customer confidence by providing best quality products
Business drivers Business drivers
Operations Marketing
Highlights, 2012-13 availability and product distribution leadership following expansion by
 Production was 4.4 lakh tonnes as may be done at optimal costs and 2015. Highlights, 2012-13 cruise tour consecutively for second  Manufacturing base in South, West,
 Fastest growth (70% YoY) achieved year with participation of around 1,000 and North India to better service the
against 2.87 lakh tonnes in 2011-12 time. The Company produces a variety
The Company’s core focus remains in higher-value pre-galvanized tubes, high performing APL Apollo dealers regional domestic demand
of products (mild steel black pipes,
 Capacity utilisation was a high ~85% on achieving higher capacity enhancing the share of this product to and traders
galvanised pipes, pre-galvanised pipes  Export of products to more than 35
utilisation and yield vis-a-vis the 22% of revenues
 Improved yield and hollow sections) with a capability countries
industry benchmark. The Company Overview
De-bottlenecking completed and to manufacture a range of sizes (1/2”  The Company focused on marketing

has established itself as the highest APL Apollo’s manufacturing facilities  Ready supply to large number of
technological upgradation made in the to 14” outer diameter) and thicknesses value-added products, which
producer of ERW tubes and pipes in are located strategically close to raw repeated customers enables easy
last acquired unit (0.7-10 mm). APL Apollo’s 0.6 million strengthened realisations.
India and is committed to expand its materials sources and retail markets, approvals from others. Products are
TPA tube capacity makes it the largest
margins with nearest competitors by  Organised plumber meet and helping the organisation save time endorsed by various certification
Overview in India. The Company intends to
at least 100% and to emerge as the and logistic costs while enjoying leaner agencies, consultants and prestigious
distributed promotional stationery,
The Company has five manufacturing capture the growing demand for ERW
undisputed leader by 2015. items, literature, wall writings and working capital cycle. clients
plants located strategically across tubes by offering a wide consumer
hoardings, among others, creating
the country so that raw material choice, reinforcing its undisputed Key strengths Road ahead
awareness among end-users,
applicators and market intermediaries  300+ varieties of ERW tubes supplied The Company expects to grow existing
through a nationwide sales network customer relationships (cross-sales
 Participated in Indian Plumbing
comprising dealers, stockists and and existing products) and enter into
Broaden product Prioritise markets Association Exhibition 2012-13, Indian
retailers new relationships by leveraging its
offering to compete in Solar Summit 2012, Ahmedabad,
knowledge and experience about
12th Edition of Roof India Exhibition,  Extensive reach via 20 warehouse-
Reinforce One stop shop for needs, industry, products and
brand all products Mumbai and Düsseldorf Tubes Fair, cum-branches in prominent cities like
Customer reach capabilities. The Company will continue
Germany Mumbai, Pune, Faridabad, Jaipur, Goa
to penetrate into newer geographies,
and Raipur, among others, to address
 Organised a promotional charter sectors and add several new clients.
pan-Indian needs
Strong capacity Integration of

utilisation operations
Accelerate speed Strategic cost
of response reduction
Operational agility
Drivers of Cost effective
APL Apollo Pass cost to
Flexible supply customers
chain
Optimisation
Enhanced value
of returns
added products
Vertical-centric Experienced team Re-engage with

expertise internal talent
Hiring best industry

Optimum mix of
talents
experience and youth
Business drivers
Information RISK
technology management
Highlights, 2012-13  Initiated SAP implementation of organisational efficiency, Risk Risk Mitigation
all the modules including FICO, productivity, consistency in quality,
 Redesigned the web interface for Logistics risk
MM, PP, SD, QM and PM and timely delivery and co-ordination
better user experience An inability to source raw materials The Company strengthened its relationships with suppliers and dealers resulting
expects to be functional 2013-14. among various verticals.
 Implemented Linux based within a specified time may lead in a smooth supply chain, leading to timely product delivery. The Company enjoys
messaging systems, saving us the Overview Road ahead to delayed product delivery and long running raw material procurement arrangements with the suppliers as well as
license cost The use of information technology The Company expects to emerge customer attrition. strong ongoing customer relationships thereby protecting its prospects.
integrates manufacturing plants, as a fully-automated, software-
 Implemented MPLS based wide
warehouse-cum-branches in driven company with higher Economy risk
area networking, giving us a
various locations and consumption accountability, leading to informed
hub-spoke start topology to get Domestic challenges (inflation, The Company’s products are sold to diverse industries; hence its demand to some
centres. The Company’s ERP decision-making. The Company
connected to all our business liquidity crunch, weak industrial extent is de-risked from short-term economic challenges. The Company sources its
facilitates quicker data flow plans to install all SAP based
establishments and enhances the growth, depreciating rupee, political raw material within India and is the largest buyer from JSW Steel, enjoying optimal
and informed decision-making. modules to enhance organisational
uptime of WAN instability and increasing commodity costs. The Company has a fixed pricing policy that insulates it from standard cost
Automation has enhanced efficiency.
prices) might affect the Company’s variability.
performance.
Business drivers Industry risk
Human resource Growing competition may have an

adverse impact on the Company.
 The Company has expanded capacity rapidly to grab market opportunity before
competition. Its market reach is also far superior to any competition.
management  The Company’s sales grew to ₹2,247 crore in 2012-13 against ₹1,536 crore in
2011-12, an index of its ability to counter competition in a sluggish year.
Overview collaborations leading to enhanced goes well beyond normal learning. Raw material risk
APL Apollo believes that knowledge productivity. The Company created Training initiatives encompass every The Company may not be able to  The Company is the largest procurer of HR coils from JSW Steel, translating into
management and synchronised an exciting corporate environment process, skill, area of knowledge and procure raw materials at the right economies-of- scale, better negotiation power and scale no steel manufacturer can
collaboration between individual through an HR policy that strengthened ethical conduct. cost and time. ignore
and corporate goals are core drivers teamwork and trust.
The Company’s performance appraisal
for increased productivity, enhanced
system monitors, reviews and rewards Marketing risk
performance and rapid growth. APL Training, development and
performance to enhance employee
Apollo leverages knowledge through appraisal An unavailability of the Company’s  The Company created a pan-Indian network of dealers and retailers across the
morale.
selective recruitment, training and At APL Apollo, the scope of training products in certain parts of India metros, Tier-I, II and III cities.
may hamper margins.
 The Company exported products to 35 countries.
Risk
Quality assurance risk
Risk Mitigation
MANAGEMENT
Erratic and poor product quality
could affect offtake.
 The Company invested in cutting-edge Kusakabe technology to enhance product
quality
DISCUSSION AND ANALYSIS
 The Company is certified with ISO 9001:2008, which provides quality assurance.
 The Company instituted a quality control team to benchmark product quality. Global economy Indian economy Excess capacity is the most significant
Growth of the world economy The Indian economy is estimated issue in the steel sector as a result of
weakened considerably in 2012 to to have grown at 5% in 2012-13 which the global steel makers continue
Technology risk
3.2% from 3.9% in 2011 following attributed to a poor performance to witness supply growth outpacing
Technology obsolescence could  The Company invested in cutting-edge Kusakabe technology. the eurozone crisis, inflation and across all the three sectors: agriculture, demand, with capacity utilisation rates
affect the Company’s brand and market volatility. The United States, manufacturing and services. The remaining stubbornly below 80%. In
 The Company’s R&D team researches new products with innovative features.
competitiveness. the largest economy, posted better manufacturing industry dipped to 2.8% 2013, a slowdown in demand growth
 The Company has the youngest plants in the industry, which vindicates its
numbers (2.3% in 2012 against 1.8% in 2012-13 from 3% in 2011-13, the from China and subdued prices of
technological contemporarity
in 2011). The eurozone reported a agricultural sector declined from 1.6% steel will continue in the global steel
negative growth of 0.4% and China’s in 2011-12 to 1.3% in 2012-13 and sector.
Human resource risk growth slowed from 9.3% to 7.8%. the services sector accounted for 8.7%
The global steel market continues
A weak working environment or The Company implemented relevant HR policies that helped strengthen cordial The global economy is expected to in 2012-13 against 9.1% in 2011-12.
 to be oversupplied, and the
lack of technical skills could affect relationships with the industry at large. mend gradually in 2013, projected Fiscal deficit stood at 5.2% and revenue
overproduction versus domestic
competitiveness. to grow at 3.3% in 2013 and at 4% deficit at 3.9% in 2012-13.
 Frequent training drills were undertaken to improve operating efficiency. demand from China is likely to persist
in 2014. Interestingly, emerging
Inflation remained high for most of as the country’s steel mills are required
Working capital risk developing economies are expected to
FY13 though wholesale price inflation to maintain set employment and
The Company may not perform  The Company’s cash profit was ₹812 million as on March 31, 2013. drive global growth in 2013 (around
(WPI) moderated in the later months. GDP targets. Building and machinery
well due to weak working capital 5.25% in 2013 and 5.75% in 2014).
 The working capital cycle declined from 67 days to 63 days in 2012-13 even in a WPI hovered around 7% for FY13 construction represented the highest
management. Growth in the emerging markets and
stressed economic environment while consumer inflation (CPI), on the demand for steel in China accounting
the developing economies is expected
other hand, remained high, averaging for 57% and 21%, respectively.
 The current ratio and quick ratio of 3.6x and 1.8x respectively show the to remain robust, strengthening
over 8% in FY13.
Company’s ability to efficiently manage its working capital. from about 5% in 2012 to 5.25% in The global steel usage in 2012 is
2013 and 5.75% in 2014. Activity in expected to have grown by only 2.1%
Global steel market
most of these economies rebounded (compared to 6.2% growth in 2011),
Funding risk Steel prices have significantly
after a slowdown in 2012, thanks to and steel demand is expected to grow
weakened in the last few months of
The Company might not be able to  The Company’s debt-equity ratio was 1.15x and interest cover a healthy 3.4x by only 3.2% in 2013.
resilient consumer demand, supportive 2012; looking forward, it will find
fund its new projects with comfort
 The Company has adequate free reserves which can be used for funding purpose. macroeconomic policies and exports support from production cuts and The steel demand is unlikely to
revival. capacity reductions by global steel improve in 2013 because of the
makers. continuing economic crisis in
Geographic and client concentration risk
The Company may suffer from low  APL Apollo’s wide global presence in 35 countries across all continents has helped
diversification, investing too heavily reduce dependence on a particular country World output (%)
in products addressing one or few
 No institutional customer accounted for more than 10% of the Company’s 2010 2011 2012 2013 (P) 2014 (P)
downstream industries or one
revenues in 2012-13 World output 5.2 3.9 3.2 3.3 4.0
geographic area
 APL Apollo increased its client base in southern and western part of the country Advanced economies 3.2 1.6 1.3 1.2 2.2
very aggressively. Emerging economies 7.3 6.3 5.1 5.25 5.75
[Source: IMF, World Economic Outlook, April 2013]

developed countries and the structural shift in the Chinese annum during 2012-13 to 2016-17. consumer durables, oil and gas, domestic opportunity, as a result
Real GDP forecast of major steel-producing countries
economy. industrial machinery, real estate and of which this industry aggressively
The rising middle-class population,
infrastructure. Though there could expanded capacity.
Moderate recovery is only expected in 2014-15, although steel along with increased urbanisation,
Emerging economies: be supply constraints in India in
demand is likely to improve faster in emerging markets. We will increase the demand for steel. The
growing faster
2013, steel prices are likely to remain Key growth drivers
expect by 2015 demand growth to be reaching 3.5% p.a. Indian urban population is expected to
under pressure due to a steady Agriculture: In the Union Budget
increase to 600 million by 2030 from
stream of imports. The domestic 2013-14, the total outlay for
Developed economies: Global steel pipes and tubes industry the current level of 400 million. The
somber growth agriculture increased by 22% to
World steel tube production grew 6% YoY in 2012 to reach oversupply concerns may resurface
2011 2012 2013f 2014f 2015f 2016f rising middle-class urban population
during 2014-15 when all of the new ₹27,049cr in 2013-14. The allocation
US Eurozone Japan China India
a new all-time high of 150 million tonnes. (Source: German boosts demand for automobiles, white
capacity becomes operational. The for Rashtriya Krishi Vikas Yojna is
Source: IHS Global Insight, Ernst & Young Analytics Steel Tube Association). The lower demand from EU region goods and other consumer durables
new capacity in India will be vertically ₹9,954 crore and for the integrated
was off-set by out-standing growth in the emerging markets. leading to higher per capita steel
integrated and have the ability to use watershed programme is ₹5,387 cr.
The association is cautiously optimistic for 2013, with the consumption.
Global steel capacity utilisation fines as raw material. This would lead to increased irrigation
10 expected revival of economic growth and increased demand
The Indian steel consumption growth and higher steel pipe demand. (Source-
8 from the oil and gas sector.
has an elasticity of about 1.1 to Indian steel pipes and tubes OIFC, 2013)
6
Global demand for tubes and pipes is projected to reach 254 growth in GDP. In other words, if industry
4 Urbanisation: Urban India contributes
million tonnes by 2018, driven mainly by global energy and the Indian economy grows at 7% per India is among the fastest growing
2 to around 63% to India’s GDP, which
water supply needs. year, steel demand is likely to grow by steel tubes and pipe manufacturers in
0 is expected to rise to 75% by 2030-
Steady economic growth in the emerging markets of Asia 7.7% during the same time, from the the world with production estimated
-2 31. About 31% of India’s population
Jan 2008
Apr 2008
Jul 2008
Dec 2008
Jan 2009
Apr 2009
Jul 2009
Dec 2009
Jan 2010
Apr 2010
Jul 2010
Dec 2010
Jan 2011
Apr 2011
Jul 2011
Dec 2011
Jan 2012
Apr 2012
Jul 2012
Dec 2012
Pacific and Latin America and the subsequent rise in demand current 68 million tonnes to around at about 10 million tonnes a year.
is estimated to be living in urban
from various end-user sectors are also expected to enhance 132 million tonnes by 2020. (Source: Over the years, India has emerged as
areas; this proportion is likely to rise to
Source: World Steel Association (utilisation data comprises 170 steel- demand for steel pipes and tubes. The global pipeline Working group on steel industry for the global pipe manufacturing hub
producing companies 49% by 2031, creating increased real
demand in next five years is about 200,000 kms with new the 12th FYP) due to lower costs, superior quality
estate demand and indirectly for steel
demand primarily emerging from Asia, the Middle Eastern and geographical advantages.
The outlook for steel demand pipes demand. In the 12th Plan, the
Outlook for steel production and consumption markets such as Iran, Iraq, UAE, Qatar,among others as in India is quite robust due to The Indian steel pipes industry, monitorable targets for infrastructure
1000
well as markets in Africa such as Algeria, Libya and Nigeria increasing demand from several comprising seamless, SAW and ERW include:
among others. sectors, including automotive, pipes, addressed a vast global and
800
600
Indian steel industry
400 India’s steel industry has grown about 10% per year, from Steel Tubes & Pipes Industry
200 27 million tonnes in 2001 to 78.12 million tonnes in 2012-
0
2010 2011 2012e 2013e
13. The country’s steel production is expected to grow by
World steel production (excluding China) around 60 million tonnes during the 12th FYP (2011-12 to Ductile Iron Seamless Welded
World steel consumption (excluding China) 2016-17). (Source: Planning Commission of India). India, the
China production India production
China consumption India consumption world’s fourth largest steel maker, logged 5.86% growth in
Source: Bureau of Resources and Energy
production in 2012-13 - the highest among major global Engineering, SAW ERW Precision ERW* (Structural/
Sewage non-potable
Automotive and (HSAW & LSAW) (DOM) Commercial)
producers as per World Steel Association. water
Power
The growth in India’s steel industry is a result of
consumption of domestic steel, which has been driven by
Oil & Gas, Water and Automotive, Traditional: Engineering, Auto,
infrastructure-related investments. The 12th Five Year Plan sewage white goods Power, Oil & Gas (Last mile, city
estimates an investment of US$1 trillion in infrastructure Spiral – long distance O&G gas distribution), Water & sewage
and water transportation New Age: Modern infrastructure
alone, accelerating steel consumption. As an estimate, this
– airport, malls, metros, bus-body,
increase in infrastructure expenditure may itself lead to an greenhouse structures, sprinklers,
*Industry is known as ERW (Electric Resistance Welded ) though the Industry nowadays uses HFIW
additional demand of approximately 40 million tonnes per pre-fabricated structures, etc
(High Frequency Induction Welding) Technology
 Increase investment in infrastructure expects the industry to bounce back India is one of the fastest growing oil & gas and infrastructure projects. issued by the Government of India, Internal control
as a percentage of GDP to 9% by the with a the growth of 6-8% in FY’14, markets. By 2020, this sector is Enhanced global energy demand State Governments and Pollution The Company’s institutionalised
end of Twelfth Five Year Plan. with the commercial vehicles segment expected to report revenues worth arising from increasing population and Control Boards. The Company is ISO internal control procedures encompass
expected to grow the fastest at US$ 180 billion. Demand is expected economic spending in the emerging 9001:2008 ISO 14001:2004 and financial and operating functions.
 Increase the gross irrigated area
7-9%. The Government has doubled to grow at a CAGR of 19% between markets will lead to need for higher OHSAS 18001:2007- certified.
from 90 million hectare to 103 million It provided proper accounting control,
budgetary allocation for JNNURM to 2010 and 2014. FDI into the exploration and production (E&P)
hectare by the end of Twelfth Five The Company’s waste management monitoring operational efficiency
₹14,900 cr with a focus on adding construction sector for 2012-13 April- activity, strengthening demand for
Year Plan. initiatives include welding waste (end- and general economic trends, while
10,000 buses to the existing fleet of February stood at US$ 1,260 million, steel pipes. Shale gas discovery is likely
cuttings of steel tubes) which is sold protecting assets from unauthorised
 Provide electricity to all villages and SRTUs. The growth of these segments according to the Department of to increase the global demand for
as scrap to mini-steel mills, where they use or losses, and ensured reliability of
reduce AT&C losses to 20% by the end will drive demand for automotive Industrial Policy and Promotion. pipeline infrastructure.
are combined with molten steel for financial and operational information.
of Twelfth Five Year Plan. tubes, which is a high margin ERW
Telecommunication: During 2012, producing lower grade steel varieties. This facilitated the detection of fraud
 Ensure 50% of rural population has segment. Performance of your
India emerged as the world’s second and irregularities.
access to 40 lpcd piped drinking water
Company Besides, blowing ash, generated from
Aviation sector: India is likely to largest telecommunication market.
The Company achieved 44% YoY galvanising zinc, is processed and Internal control was designed to
supply become the third largest aviation With a subscriber base of 895 million,
growth in net sales to ₹2,008 cr and oxides are separated from zinc powder ensure that records - financial
Power: India has a total installed market by 2020, handling 336 million India’s tele-density was 73.3%. The
40% YoY growth in profit after tax and marketed to brass manufacturers. or others – remained reliable for
capacity of 2,11,766 MW as on domestic and 85 million international launch of 4G services will further
to reach ₹69 cr during the period preparing financial statements and
passengers with a projected transform the telecom landscape Appropriate measures for environment
March 31, 2013. The Twelfth Five under review. The EPS for the year maintaining the accountability of
investment to the tune of US$ 120 fuelling the demand for telecom protection are taken by adopting
Year Plan proposes to add generation was ₹30.75. The Company declared a assets.
billion. The government targets to infrastructure. The National Telecom the best available technology and
capacity of 88,537 MW, an increase dividend of ₹5 per share of ₹10 each
invest US$ 30 billion in the next Policy (NTP) targeted 100% tele- implementing a pollution control The Audit Committee, comprising
of 1.6x over the 54,964 MW added for the period under review.
decade to modernise existing airports density and 600 million broadband infrastructure to achieve discharge and Independent Directors from the Board,
in the 11th Plan (Source: Ministry
and add 16 greenfield airports. connections by 2020, which will The Company enhanced capacity emissions within the statutory limits. reviewed plans, significant audit
of Power). The sector is expected
translate into demand for an across all plants to close the year with findings, adequacy of internal controls
to add 16.402MW in 2013-14. The Ports and shipping sector: India’s APL Apollo Tubes is making tireless
additional 400,000 base stations and a production capacity of 6,00,000 and compliance with Accounting
Ministry has set a target for adding port sector is in a rapid expansion efforts to reduce its carbon footprint.
50,000 towers. TPA. Standards.
93,000 MW in the Thirteenth Five Year mode. There are currently 187
Plan (2017-2022), necessitating an minor and 13 major ports in India, In FY14, the Company plans to extend Cost control
increased demand for pipes and tubes
Outlook its sales reach by expanding its dealer The Company realised that effective Low per capita steel
with aggregate capacity close to 1
CARE Research expects the demand cost control can lead to an improved consumption in India and
(Source- OIFC, 2013). billion TPA. The National Maritime network and putting new warehouse-
for Indian pipe industry to improve operational and financial performance. economic revival to boost growth
Agenda aims to create port capacity cum-branches to capture tier-2 and
Oil and gas sector: India will have a from FY2014 and remain healthy
rural demand. The Company will It has started exploring the avenues to
natural gas pipeline grid running for of 3.2 billion tonnes per annum by
over the longer term, in the global control costs so as to achieve better Steel consumption per capita (kgs)
2020, which is more than three-fold launch new products to fill portfolio
30,000 kms connecting consumption and domestic markets, on the back
gaps with newer applications. results.
centres to fuel sources by 2017, increase over the prevailing capacity.
of increasing demand arising from
according to the Cabinet Ministers Additional capacity of 282 MTPA In FY14, your Company plans to A comprehensive study was conducted
of Petroleum and Gas. Out of these capacity is like to be added during Projected steel demand in 2020 commission an additional capacity by the Company to identify ‘cost
30,000 km, it includes 12,000 km FY14. A record number of 32 port of ~2,00,000TPA in brown-field centres’. The Company adopted
160
of gas pipelines and another 12,000 projects were awarded during 2012- 140 expansion across all of our plants. the ‘responsibility accounting’
2013 at an estimated cost of ₹6,765 120 approach by defining each process,
million tonnes
km of oil pipelines to be constructed. The Company plans to double coil

100
Keeping these realities in mind, there crore to augment capacity by around 80 galvanizing capacity to increase its manufacturing lines, department, unit
136 MTPA. The government plans 60 and invoice generation centre as a
are attractive opportunities for the 40 share of higher-margin pre-galvanized
pipes and tubes industry. to award another 30 port projects in 20 tubes. separate responsibility centre, which
0
FY14 to increase the ports capacity by GDP growth GDP growth facilitated intra-group comparisons
Automobiles: Sectoral growth revival at 7% at 8%
282 MTPA at an estimated investment 2011 2020
Environment management and identifying the factors responsible
is expected in FY14 in line with India China
of around ₹25,000 crore. Source: Ernst & Young analysis The Company’s stringent environment for variances. 2011 2020
economic revival. Society for Indian
Note: Steel demand growth to GDP growth policy complies with the directives Source: Ernst & Young: Global Steel 2013
Automobile Manufacturers (SIAM) Real estate: The real estate sector in elasticity of 1.1
DIRECTORS’ REPORT
The Board of Directors have the pleasure of presenting the 28th annual report on the business and Dividend and 2014 respectively. There are many The consumption pattern for steel-made
operations of your Company, together with the audited statement of financial accounts, consolidated The Board recommended dividend of other factors such as improved inflows products will rise in India, assuming
and standalone, for the year ended March 31, 2013. ₹5 per fully paid-up Equity Shares on and remittances, enhancement of a normal monsoon, consequently
22,323,636 of ₹10 each (Financial Year exports, among others which will resulting in the growth in the earnings
Financial results (Figures in ₹ million) 2011-12: ₹2 per fully paid-up Equity contribute significantly in reducing the of the farm sector. The government
PARTICULARS Consolidated Standalone Shares on 21,296,683 of ₹10/- each) current account deficit and to improve has taken effective measures such
for the year ended March 31, 2013. The the overall performance further. as forming a cabinet committee
FY 2012-13 FY 2011-12 FY 2012-13 FY 2011-12
dividend on Equity Shares is subject to making investments mediated towards
Gross sales 22,471.22 15,362.63 17,537.87 11,658.35 The Company has constantly
the approval of the shareholders at the the timely clearances of projects,
emphasised on achieving its aim for
Less : Excise duty and cess 2,388.39 1,439.72 1,446.69 883.02 ensuing Annual General Meeting. increasing the focus on infrastructural
FY 2015. It is the firm belief of the
Net sales / Income from operations 20,082.83 13,922.91 16,091.18 10,775.33 development in semi-urban and rural
Company that by taking focused and
Operating EBIDTA 1,595.38 1,150.83 937.83 716.39
Overview areas, the demand for steel products in
innovative steps in terms of enhancing
The overall performance of the the current year will increase. However,
Add : Other income 17.11 7.63 10.31 5.67 production capacity, implementing
Company was satisfactory during surging imports at incentivised duty
Less : Finance cost 429.49 335.91 320.05 232.33 new technologies, starting new
FY 2012-13 despite the worsening rates under the Free Trade Agreements
mills, networks / supply chains, and
Less : Depreciation and amortisation 125.08 93.22 78.79 55.47 health of the Indian economy due to with Japan and Korea remain major
manufacturing new and diversified
Profit before exceptional items and tax 1,057.76 729.34 549.29 434.26 internal and external factors such as challenges for the Indian steel industry.
products, it can mitigate the risks and
high inflation, elevated interest rates, In this tough economical scenario
Less : Exceptional items 7.68 4.48 3.66 4.10 advance on the path of growth as
depreciating rupee, low industrial we choose to remain cautious and
Profit before tax (PBT) 1,050.08 724.86 545.63 430.16 witnessed year by year, with confidence.
production, among others. The continual endeavour towards tapping
Less : Tax expense 363.65 234.31 199.08 142.64 economic growth of India also slowed The outlook for the global economy new domestic and international
Profit for the year (PAT) 686.43 490.55 346.55 287.52 down and was pegged at 5% forcing is expected to progressively improve markets and end users through our
Add : Balance in profit and loss account 1,258.93 846.18 704.43 495.34 the manufacturing industries to plan (assuming the absence of any adverse nationwide distribution network and
their strategies in a more cautious and events) with more accommodative making available qualitative diversified
Amount available for appropriation 1,945.36 1,336.75 1,050.98 782.86
informed manner to achieve the desired monetary policies, improving fiscal products at competitive prices.
Less : Appropriations :
results. The outlook for the Indian and stability resulting in a steady restoration
Proposed dividend on Equity Shares 111.62 42.59 111.62 42.59 the global economy for FY13 and of confidence during the current Projects and expansion
Tax on dividends 18.11 7.07 18.11 7.07 FY14 is positive with the reformatory financial year and the next financial year The Company has executed its plans
Transfer to general reserve 50.00 28.75 50.00 28.75 measures undertaken together with the as well. However, it remains a tough duly and is hopeful to attain ‘Vision
Interim dividend paid - - - - increase in GDF of the world at large, as task for all the developed economies 2015’ i.e. production of 1 million MT
projected by IMF. The same is estimated to face the existing challenges and per annum before the scheduled time.
Corporate dividend tax - - - -
to grow to 3.3% and 4% during 2013 improve the overall situation. New projects at Hosur and Murbad
Closing balance 1,765.64 1,258.93 871.26 704.44
plants are progressing as per schedule measures and the functioning of the Equity Shares at a price of ₹176 each.
Consolidated financial The annual accounts of the subsidiary through postal ballot.
and foundation/commission of new new line at Murbad, near Mumbai has Accordingly, 641,953 Equity Shares
statements companies will also be kept open for
The consolidated financial statements inspection at the registered office of Directors
plant(s) are also on the Company’s aided in increased operational efficiency having a nominal value of ₹10 each
presented by the Company include the Company and that of the respective In accordance with the Companies Act,
agenda for FY 2013-2014. The capex and higher production in the financial were allotted to M/s. APL Infrastructure
financial information of its subsidiaries subsidiary companies. 1956, and pursuant to Article No. 89
plans undertaken by the Company to year under review. Three additional Private Limited, a promoter group entity,
prepared in compliance with applicable of the Articles of Association of the
attain a dominant position are expected warehouse-cum-branches were opened on June 21, 2012 at a premium of ₹166
Accounting Standards. The audited Scheme of merger Company, Mr. Sameer Gupta and Mr.
to be finished in FY 2013-14. The at Solan and two in Ahmedabad to per share aggregating to ₹11.30 crore.
consolidated financial statements and The Company has acquired certain Aniq Husain retire by rotation at the
projects under implementation include cater to the burgeoning demand in (10 lac equity shares were allotted to
the Auditor’s Report thereon form part entities as its wholly owned subsidiaries ensuing Annual General Meeting and
installation of new manufacturing lines, various industrial applications, thereby, M/s. APL Infrastructure Private Limited
of this annual report. and the Company is now proposing being eligible, offer themselves for
de-bottlenecking of assembly lines, strengthening the APL Apollo brand. in the financial year 2011-2012).
to amalgamate its subsidiary namely reappointment.
installing auxiliary equipments and
Pursuant towards the aim of being the Further, the Company has allotted Subsidiaries Lloyds Line Pipes Limited with it for
Further, with a view to broad-base the
replacement of old machinery.
number one player in the manufacturing 1,500,000 warrants to Mr. Ashok The Company has three wholly-owned synergising the capabilities of this
Board and bring strategic focus into the
of steel tubes and pipes in the near future Kumar Gupta, a person considered subsidiaries namely, Shri Lakshmi Metal unit so as to ensure efficient and cost
Operations business and ensure better governance
your Directors have taken initiatives as promoter, on a preferential basis Udyog Limited, Lloyds Line Pipes Limited effective operations, in accordance
During FY 2012-13, the Company in the Company, Mr. Rakesh Jinsi was
to substantially expand its production on February 14, 2012, wherein each and Apollo Metalex Private Limited. The with the laws as may be prevailing and
has achieved the highest ever volume appointed as an Additional Director by
capacity through installation of new warrant entitled Mr. Ashok Kumar Ministry of Corporate Affairs, Government applicable at the time of such corporate
of ~4,64,000 tonnes despite the the Board of Directors of the Company
tube mills at Hosur and Murbad plant Gupta to subscribe for one Equity Share of India, vide its General Circular No. restructuring.
deceleration in the global and domestic in its meeting held on March 23, 2013.
and intends to commission new plant(s) of the Company at a price of ₹145 each. 2/2011 dated February 8, 2011 has
economy. Industry sectors like telecom, In view of the above and the precedents
near our existing plants. On March 23, 2013, Mr. Ashok Kumar granted general exemption under Section In terms of the provisions of Section
solar and wind power, among others laid down by the various company
Gupta exercised its right to convert 212(8) of the Companies Act, 1956 from 260 of the Companies Act, 1956, Mr.
are the main revenue centres for the courts, and as a measure of abundant
Credit Rating 385,000 warrants into Equity Shares attaching the balance sheet, profit and Rakesh Jinsi holds office as an Additional
Company to which new supplies were precaution, it is proposed to alter
ICRA has assigned long-term rating at a price of ₹145 each. Accordingly, loss account and other documents of Director only up to the date of the
provided. Your Directors are very Clause III(B) relating to “Objects
A- and short-term rating A2+ to the 385,000 Equity Shares having a the subsidiary companies to the Balance ensuing Annual General Meeting and in
optimistic to get more orders from that are incidental or ancillary to the
Company and outlook on the long-term nominal value of ₹10 each were allotted Sheet of the Company, provided certain terms of Section 257 of the Companies
these sectors in FY 2013-14 and in the attainment of the main objects” to
rating is stable. to Mr. Ashok Kumar Gupta, Promoter, conditions are fulfilled. Accordingly, Act, 1956, the Company has received a
subsequent years. We extended our include the power to amalgamate,
on March 23, 2013 at a price of ₹145 the annual accounts of the subsidiary notice from Mr. Ashok Kumar Gupta,
geographical reach to the end –users. Conversion of warrants and merge or absorb, into, other Company
each aggregating to ₹5.58 crore. companies are not being attached with a member along with the requisite
Moreover an increase in the price capital or companies or vice-versa.
the Balance Sheet of the Company. deposit proposing his candidature as a
realisation of steel tubes, introduction The Company has allotted 1,641,953 With the aforesaid allotment of Equity
The proposed alteration in Clause III(B) Director of the Company.
of new products, a judicious product warrants to M/s. APL Infrastructure Shares, the issued, subscribed and paid- As per the terms of the said Circular,
can be conveniently and advantageously
mix and larger offtake of pre-galvanised up Equity Share capital of the Company a statement containing brief financial Necessary resolutions for the
Private Limited, a promoter group entity, combined and carried out along with
steel tubes and hollow sections as has been enhanced from ₹212,966,830 details of the Company’s subsidiaries, appointment/reappointment of the
on a preferential basis on December 22, the existing objects/activities of the
well as the premium product segment to ₹2,232,36,360 divided into for the year ended March 31, 2013 aforesaid Directors have been included
2010, wherein each warrant entitled Company.
resulted in an improvement of margins. 22,323,636 Equity Shares of ₹10 each. is included in the Annual Report. The in the notice convening the Annual
M/s. APL Infrastructure Private Limited
Measures to enhance cost efficiency The authorised Equity Share capital of Company will make available the Annual Pursuant to provisions of Sections 16, General Meeting. None of the Directors
to subscribe for one Equity Share of the
helped the Company control the rise the Company remained at ₹25 crores, Accounts of the subsidiary companies 17 and 192A of the Act, any alteration in are disqualified from being appointed
Company at a price of ₹176 each. On
in interest charges emanating from consisting of 25,000,000 equity shares and the related detailed information to the Objects Clause of the Memorandum as Directors as specified in the terms
June 21, 2012, M/s. APL Infrastructure
higher working capital requirements. of ₹10 each. any member of the Company who may of Association requires approval of the of Section 274(1) (G) of the Companies
Private Limited exercised its right to
The completion of the de-bottlenecking be interested in obtaining the same. members by way of special resolution Act, 1956.
convert balance 641,953 warrants into
Management’s Discussion consistently and made judgments per month, if employed for a part of the by hazards in the workplace. Initiatives by adopting sustainable practices Personnel
and Analysis Report and estimates that are reasonable year pursuant to Section 217 (2A) of that ensure a working environment that and continuous improvements in The Company believes that its employees
Management’s Discussion and Analysis and prudent so as to give a true and the Companies Act, 1956 read with the minimises incidents of risks or personal environmental performance. Climate are key contributors to its business
Report for the year under review, as fair view of the Company’s state Companies (Particulars of Employees) injury, ill-health or damage to property change is one of the most important efficiency. With a focus on attracting
stipulated under Clause 49 of the Listing of affairs and profits at the end of Rules, 1975 is annexed at Annexure - A. including employee and workplace issues facing the world today. APL and retaining the best available talent
Agreement with the Stock Exchanges in financial year, inductions, appropriate training for all Apollo aims to contribute positively in the industry, the Company offers
India, is presented in a separate section Corporate Governance employees, effective supervision, safe to the communities around or near an excellent working environment and
 They have taken proper and
forming part of the Annual Report. report plants, equipment and systems of work its operational sites and actively compensations. The Company has a
sufficient care for the maintenance
The Company is committed to maintain and regular consultation on health and participates in community initiatives, rich pool of technical and managerial
of adequate accounting records
Auditors and Audit Report the highest standards of Corporate safety issues. encouraging biodiversity and skills required for the efficient growth
in accordance with the provisions
The Auditors of the Company, M/s. VAPS Governance and adhere to the environmental conservation. of operations. Your Company enjoys
of the Companies Act, 1956, for The development of a safe working
& Co., chartered accountants, retire at Corporate Governance requirements cordial relations with all its employees.
safeguarding the assets of the culture is the responsibility of everyone The Company is committed towards
the conclusion of the ensuing Annual set out by SEBI. The Company has also
Company and for preventing and can be best achieved through the infusing a sense of environmental
General Meeting and have confirmed implemented several best corporate Acknowledgement
and detecting fraud and other cooperative efforts of employees. A responsibility into its normal business
their eligibility and willingness to accept governance practices as prevalent The Directors take this opportunity
irregularities, safe culture will be reinforced through practices. APL Apollo products are
office, if reappointed, and have further globally. to place on record their thankful
continual risk assessment, provision of part of the solution to the adverse
confirmed that the said appointment  They have prepared the annual appreciation for the assistance and co-
Pursuant to Clause 49 of the Listing information concerning such risks and impact of climate change as steel has
would be in conformity with the accounts for the financial year operation received from the Company’s
Agreements with the Stock Exchanges, the promotion, instruction, training inherent environmental advantages
provisions of Section 224(1B) of the ended March 31, 2013 on a ‘going shareholders, customers, suppliers,
a Management Discussion and and supervision of employees to ensure by being durable, adaptable, reusable
Companies Act, 1956. concern’ ‘basis. bankers, government and all other
Analysis, Corporate Governance Report, safe work practices. and recyclable. The Company
concerned authorities. The Board also
Notes to Accounts, referred in the Managing Director’s and Auditors’ maintains proactive approach towards
Energy conservation, wishes to place on record its sincere
Auditors Report, are self-explanatory
technology absorption, R & Certificate regarding compliance of Environment environment management and
appreciation of the employees of all
and therefore do not require any further conditions of Corporate Governance The Company is committed towards continuously followed the ISO 14001
D cell and foreign exchanges levels, for their hard work, dedication
comments. are made a part of this Annual Report. minimising the environmental impact parameters for its manufacturing
earning and outgo and commitment.
of its operations and its products operations.
Information pursuant to Section 217(1)
Directors’ responsibility Fixed deposits
(e) of the Companies Act, 1956, read
statement During FY 2012-13, the Company did
with the Companies (Disclosure of
Pursuant to Section 217 (2AA) of the not accept/renew any deposits within
Particulars in the Report of the Board
Companies (Amendment) Act, 2000, the meaning of Section 58A of the
of Directors) Rules, 1988, in respect
your Directors confirm that: Companies Act, 1956 and the rules For and on behalf of the Board
of conservation of energy, technology
made there under and, as such, no
 In the preparation of the annual absorption and foreign exchange SANJAY GUPTA ASHOK K. GUPTA VINAY GUPTA
amount of principal or interest was
accounts for the financial year ended earnings and outgo are annexed hereto Chairman Managing Director Director
outstanding as on the date of Balance
March 31, 2013 the applicable as Annexure ‘B’, forming part of this
Sheet. Regd. Office:
accounting standards were followed report.
by the Company and there have Delhi 110092 37, Hargobind Enclave,
Health and safety
been no material departures from Particulars of employees The Company is strongly committed
May 30, 2013 Vikas Marg, Delhi – 110092
the same, The particulars of employee(s) in the
to providing and maintaining a safe,
Company drawing a remuneration of
 They have selected such accounting healthy workplace for the employees
₹60 lac or more per annum, if employed
policies and applied them and anyone else likely to be affected
throughout the year or ₹5 lac or more
Annexure – A to the Directors’ Report for the year ended March 31, 2013 Annexure – ‘B’ to the Directors’ Report
INFORMATION AS PER SECTION 217 (2A) OF THE COMPANIES ACT, 1956 READ WITH THE COMPANIES INFORMATION AS PER SECTION 217(1)(e) OF THE COMPANIES ACT, 1956 READ WITH COMPANIES
(PARTICULARS OF EMPLOYEES) RULES, 1975 AND FORMAING PART OF THE DIRECTORS’ REPORT FOR THE (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988 FOR THE YEAR
YEAR ENDED MARCH 31, 2013 ENDED 31 MARCH, 2013.
1. Employed throughout the year and were in receipt of remuneration of not less than I. CONSERVATION OF ENERGY temperature to suit seasonal (c)
Impact of the measures taken
₹6,000,000 per annum. (a) Energy conservation measures taken: changes above and consequent impact on
The Company gives the highest the cost of production of goods:
S. Name Designation Remuneration Age Experience Date of Nature of duties Last iv.
Optimisation of processes to
No. (₹ in million) (Years) (Years) commencement of employment priority for conservation of energy by Use of LNG would contribute in
enhance production.
Qualification employment & designation using a mix of technology changes, substantial saving in fuel expenses
held process optimisation methods and (b)
Additional investments and thus, reducing per metric tonne
1. Mr. Chairman 19.20 42 20 02/09/2003 Strategic decisions, APL Apollo other conventional methods, on proposals, if any, being implemented power cost and will also ensure
Sanjay Enterpreneur (Appointment as planning, policy Tubes Ltd. an ongoing basis. Various energy for reduction of consumption of environment protection. The above
Gupta Chairman under guidance, leadership Managing conservation measures taken by the energy: The Company is making measures resulted in substantial
Whole-time Director and business decisions Director Company are: constant efforts to locate all the saving in the consumption of energy
category w.e.f. possible areas where additional and consequent saving in the cost of
i. Use of energy saving devices like
01/04/2012) investment can be considered for production.
TFT monitors, CFL tubes, LED
conservation of energy. Also, the
lights among others (d)
Total energy consumption and
Company is contemplating use of
energy consumption per unit of
1. Employed for a part of the year and were in receipt of remuneration aggregating to not ii. Optimisation of load factor. Liquefied Natural gas (LNG) for
production:
less than ₹500,000 per month. iii. Defined AC working hours and
captive power generation.
S. Name Designation Remuneration Age Experience Date of Nature of duties Last employment &
No. (₹ in million) (Years) (Years) commencement of designation held
Qualification employment
PARTICULARS Consolidated Standalone
1. Mr. Managing 9.16 57 32 19/10/2011 Planning, Jindal Industries Ltd. FY 2012-13 FY 2011-12 FY 2012-13 FY 2011-12
Ashok Director Post Graduate (Appointment as policy decision CEO Power and Fuel Consumption
Kumar Managing director making and
Electricity
Gupta w.e.f. 01/05/2012) management
of day-to-day Unit 22,464,066 18,236,068 10,106,364 9,751,971
working Total amount (₹ in million) 146.92 107.07 66.99 56.34
Rate per unit (₹) 6.54 5.87 6.63 5.78
Notes:
Own generation through DG
1. The condition of employment of Mr. Sanjay Gupta and Mr. Ashok Kumar Gupta is/was contractual and the contract of
Unit 8,762,669 4,264,795 7,377,906 3,358,457
employment was approved by the members of the Company.
Fuel consumed (Ltr) 2,203,705 1,201,130 1,876,138 968,030
Fuel consumed (₹ in million) 95.60 45.94 79.94 36.51
Cost per unit (₹) 10.91 10.77 10.83 10.87
Furnace oil
Fuel consumed (MT) 2568 2037 1051 646
Fuel consumed (₹ in million) 106.38 80.63 42.96 26.36
Cost per unit (₹) 41,419 39,586 40,867 40,824
II. TECHNOLOGY 3. Future plan of action: The Company III. Foreign exchange
ABSORPTION will further improve the quality of
its products and continue with its
earnings and outgo:
(a)
Activities relating to exports,
REPORT ON CORPORATE GOVERNANCE
FORM B
activities in the field of research initiatives taken to increase exports,
Research and development and development with a view to development of new export markets
Your Company has complied, in all objective and independent view to
1. Specific areas in which R&D measures introduce new and innovative for products and services and export
material respects, with the mandates the Company’s management while
were carried out by the Company: The products. plans:
of the Corporate Governance code as discharging its fiduciary responsibilities,
research and development activities
Technology absorption, The Company is presently exporting per Clause 49 of the Listing Agreement thereby ensuring that management
were focused towards achieving
adaptation and innovation its products to more than 35 with the Stock Exchanges. adheres to the highest standards of
improvement in products and
countries across the world. It ethics, transparency and disclosure.
process and consequent reduction 1. Efforts, in brief, made towards The status of the Corporate Governance
has a constant watch on the
in cost. With the introduction of technology absorption, adaptation code of the Listing Agreement by APL As on March 31, 2013, the Board
developments in the global steel
RSM technology, we are developing and innovation: The Company Apollo Tubes Limited is given below: comprised eight Directors. The size and
tubes and pipes Industry with focus
dynamically balanced tubes which continues to lay emphasis on composition of the Board conforms
find applications in high-speed development and innovation of in-
on untapped markets by providing 1. Company philosophy on to the requirements of Clause 49 of
conveyors and propeller shafts. house technological and technical
value added products customised Code of Governance the Listing Agreement (Corporate
around customer requirements. The Company believes in and has
In addition to this, the Company skills. Constant efforts are being made Governance Code) with the Stock
The Company’s representatives also consistently followed good Corporate
installed a new process named ‘cold to upgrade the existing standards Exchanges.
participate in various trade fairs and Governance practices. A sound
sawing’ which enabled it to produce and to keep pace with the advances
exhibitions concerning the industry, None of the Directors hold
round and hollow sections with burr- in technological innovations. The governance process consists of various
from time to time. chairmanship of more than five
free ends. R & D was also carried Company is implementing Rotary business practices, which not only
committees or Membership in more
out for development of different Sizing Mill (RSM) technology, from With an objective to increase result in enhanced shareholders’
than 10 committees of public limited
varieties of steel tubes to meet the M/s Kusakabe of Japan; the global our production capacity at newly value in the long run but also enables
companies.
specific requirements of customers leader in the tube-making industry acquired unit at Murbad new the Company to fulfill its obligations
across various sectors. with a view, to develop high- projects are in full flow to meet the towards its customers, employees, Board functions and procedure
precision dynamically balanced steel export requirements on time and at vendors and to the society in general.
2. Benefits derived as a result of the The Board plays a pivotal role in ensuring
tubes. better margin rates. The Company firmly believes that
above R & D measures: The research that holistic governance measures are
good governance is founded upon
and development activity resulted in 2. Benefits derived as a result of the Total foreign exchange used and
(b) undertaken. Its style of functioning is
the principles of transparency,
the process optimisation, cost saving, above efforts: The implementation earned: democratic. The Board members always
accountability, independent monitoring
reduction in manpower and in time of RSM technology would contribute have had complete freedom to express
The details with regard to foreign and environmental consciousness.
as well as product development. towards improvement in the their opinions and decisions are taken
exchange earnings and out go are as
existing products, thus enabling the after a consensus is reached following
The Company stepped towards the
under: 2. Board of Directors
development of special tubes, thus Company to cater to the needs of detailed discussions,. They are also free
Composition
gaining a competitive edge. diverse industrial applications. to bring any matter up for discussion at
The Board of Directors consists of an the Board Meetings with the permission
optimal mix of Executive Directors and of the Chairman.
(Figures in ₹ million) independent professionals who have
In accordance with the provisions of
an in-depth knowledge of the business,
PARTICULARS Consolidated Standalone Clause 49 of the Listing Agreement,
in addition to their expertise in their
FY 2012-13 FY 2011-12 FY 2012-13 FY 2011-12 the Board meets at least once in every
respective areas of specialisation.
Foreign exchange earnings 1,267.04 1,101.21 532.38 273.09 quarter to review the quarterly results
The Directors bring in expertise in the
and other items of agenda as required
Foreign exchange outgo 13.07 72.15 6.59 59.65 fields of human resource development,
under Annexure 1A of Clause 49 of
strategy, management, finance and
Listing Agreement, and if necessary,
economics among others. The Board
additional meetings are held. It has
provides leadership, strategic guidance,
S. No. Name of Directors Category Meetings attended

1. Mr. C S Johri (Chairman) Independent Non-Executive 5
always been the Company’s policy Board. This is in addition to information September 3, 2012, October 16, 2012, 2. Mr. Aniq Husain Independent Non-Executive 5
and practice that apart from matters with regard to detailed analysis of October 29, 2012, November 10, 2012, 3. Mr. Sameer Gupta Non-Executive Promoter 5
requiring the Board’s approval by law, operations, major litigations, feedback February 14, 2013 and March 23, 2013.
The Chairman of Audit Committee follows: Committee includes approval of transfer/
all major decisions including quarterly/ reports and minutes of all committee
The Composition of Board of Directors, was present in the last Annual General transmission of shares and other matters
yearly results of the Company and meetings. S. No. Name of Directors Status
their shareholding, attendance during Meeting to answer shareholders queries. like consolidation/ split of certificates,
its divisions, financial restructuring, 1. Mr. Aniq Husain Chairman
During the financial year 2012-13, the year and at the last Annual issue of duplicate share certificates,
capital expenditure proposals, sale and Scope and functions 2.
thirteen Board Meetings were held on General Meeting, Number of other Mr. C. S. Johri Member dematerialisation/rematerialisation of
acquisition of material nature of assets, The terms of reference of audit
April 1, 2012, May 14, 2012, June 21, Directorships, Committee memberships 3. Mr. S. T. Gerela Member shares in stipulated period of time. The
mortgage and guarantee, among committee includes overseeing the audit
2012, July 23, 2012, August 7, 2012, and Chairmanships held by them as at Committee also supervises redressal of
others, are regularly placed before the functions, review of the Company’s Remuneration to the Directors
August 24, 2012, August 31, 2012, March 31, 2013 are given below: Investor Grievances and ensures cordial
financial performance, compliance with During the year ended March 31, 2013 Mr. investors relations. During the year,
Accounting Standards and all other Sanjay Gupta, Chairman was paid a salary the committee met twice on October
Directors Category Shares held Attendance No. of other directorships# matters specified under Clause 49 of of ₹19.20 million and no other benefits 16, 2012 and March 23, 2013, which
Board Meetings Last AGM Directorships the Listing agreement and in Section and Mr. Ashok Kumar Gupta, Managing was duly attended by all the Committee
Mr. Sanjay Gupta C 196,450 11 Yes 5 292A of the Companies Act, 1956. Director was paid a salary of ₹9.16 million members. Details of share transfer/
and no other benefits, no payment was transmission among others as approved
Mr. Ashok Kumar Gupta@ MD 885,000 11 Yes 1 The Audit Committee’s role includes
made to any other Director(s). by the Committee are placed at the
Mr. Vinay Gupta NE 21,900 10 Yes 5 providing an overview of our financial
reporting process, recommending the Board Meetings from time to time.
Mr. Sameer Gupta NE 20,103 9 Yes 5 5. Investors’ Grievance /
appointment and removal of Statutory In view of the SEBI Circular No. CIR/
Mr. Aniq Husain NE* 700 9 Yes - Share Transfer Committee
Auditors, fixing audit fees, reviewing OIAE/2/2011 dated June 3, 2011, the
Mr. S. T. Gerela NE* - 2 No 1 The Investor Grievance Committee
management discussion and analysis, Company has obtained a user id and
constituted by the Board comprises
Mr. C. S. Johri NE* - 11 Yes - annual financial statements prior password for processing the investor
three members with an Independent
Mr. Rakesh Jinsi** NE* - - No - to submitting those to the Board, complaints in a centralised web-
Non-Executive Director as Chairman
reviewing related party transactions based SEBI Complaints Redress System
C = Chairman, MD = Managing Director, NE = Non-Executive Director AD=Additional Director of the committee. The constitution of
and financial risk management policies. ‘SCORES’. This enables the investors’
@ Appointed as Managing Director w.e.f. May 1, 2012. ** Appointed as Additional Director w.e.f. March 23, 2013. Investor Grievance Committee as on
March 31, 2013 is as follows: online viewing of the actions taken by
* Also Independent in terms of Provisions of Clause 49 (1) (A) (iii) 4. Remuneration Committee the Company on the complaints and its
# Excludes private/foreign companies. The Board has constituted a S. Name of Status current status by logging on the SEBI’s
Remuneration Committee to evaluate No. Directors
website i.e. www.sebi.gov.in.
All the independent Directors fulfil the Agreement) of other companies. and Company Secretary acts as secretary the performance and remuneration of 1. Mr. S. T. Gerela Chairman /
minimum age criteria i.e. 21 years as of the committee. The minutes of the Directors and approving remuneration Independent Details of shareholders’ complaints
specified by the Clause 49 of the Listing 3. Audit Committee Audit Committee Meetings are placed and terms of Whole-time Directors Non-Executive received and replied to their satisfaction:
Agreement. No Director is related to any The Audit Committee comprises three before the subsequent Board Meeting. within the overall ceilings approved by 2. Mr. C. S. Johri Member / the Company has adequate systems
other Director on the Board in terms of Directors, of which two are Non- the shareholders. The decisions of the Independent and procedures to handle the investors’
During the year, the meetings of the
the definition of ‘relative’ given under Executive and Independent Directors. Remuneration Committee are placed in Non-Executive grievances and the same are being
Audit Committee were held on May
the Companies Act, 1956, except Mr. The Chairman of the committee is a the subsequent board meeting. During resolved on priority basis.
14, 2012, August 7, 2012, September 3. Mr. Vinay Member /
Sanjay Gupta, Mr. Vinay Gupta and Mr. Non-Executive Independent Director. the year, the committee met once, on
3, 2012, November 10, 2012 and Gupta Non-Executive During the year ten investor’s
Sameer Gupta, who are brothers. All the Members of the committee October 16, 2012, which was duly
February 14, 2013. The composition of Promoter complaints was received and resolved
have good financial and accounting attended by all committee members.
*None of the Directors hold the Audit Committee as on March 31, within the stipulated period. By March
knowledge. Auditors and Vice-President The constitution of the Remuneration Scope and functions 31, 2013 no investor complaint was
chairmanship/membership in Board 2012 and the meetings attended by its
(Finance) are invitees to the meetings Committee as on March 31, 2013 is as The scope and functions of the
Committees (Clause 49 of Listing members are as under: pending.
6. DETAILS OF LAST THREE ANNUAL GENERAL MEETINGS g) Secretarial Audit mandatory requirements along with (hindi).
a) Location, Date and time, where last three Annual General Meetings (AGMs) were held: A qualified practicing Company some non-mandatory requirements
Corporate Filing and Dissemination
Secretary carried out the Secretarial also.
Financial Year Date Time Venue Special Resolution(s) passed System (CFDS) filing: As per the
Audit on quarterly basis to reconcile the requirements of Clause 52 of the Listing
2009-10 30.09.2010 3.30 P.M. Gg’s Banquet, Plot No. 14, – 8. Compliance Certificate of
share capital with National Securities Agreement, all the data relating to
Laxmi Nagar District Center, the Auditors
Vikas Marg, Delhi Depository Services Ltd. (‘NSDL‘) and financial results, shareholding pattern
Central Depository Services Ltd. (‘CDSL‘) Certificate from the Auditors of the etc. have been electronically filed on
2010-11 30.09.2011 1.30 P.M. Gg’s Banquet, Plot No. Approval for alteration in the Incidental or Ancillary
and the total issued and listed capital. Company, M/s. VAPS & Co., confirming the Corporate Filing and Dissemination
14, Laxmi Nagar District Object Clause III(B) of the Memorandum of
The audit confirms that the total issued compliance with the conditions of System (CFDS) portal, www.corpfiling.
Center, Vikas Marg, Delhi Association of the Company
/ paid-up capital is in agreement with Corporate Governance as stipulated co.in, within the time frame prescribed
2011-12 29.09.2012 12.45 P.M. IMA-East Delhi Building, Approval for appointment of Mr. Sanjay Gupta, as
total number of shares in physical forms under Clause 49, is annexed herewith, in this regard.
35-X, Institutional Area, the Chairman (under Whole-time Director category)
and total number of demat shares held forming part of the Annual Report.
Karkardooma, Delhi – of the Company for a period of five years with effect NSE Electronic Application Processing
with NSDL and CDSL This Certificate has also been forwarded
110092 from April 1, 2012 on a remuneration including System (NEAPS): NEAPS is a web
to the Stock Exchanges where the
minimum remuneration pursuant to Sections h) Brief resume of Director being securities of the Company are listed.
based application designed by NSE for
198, 269, 309 read with Schedule XIII, and other appointed / reappointed corporates. The Shareholding pattern
applicable provisions, if any, of the Companies Act, A brief resume, nature of expertise 9. Means of communication and Corporate Governance Report are
1956. in specific functional areas, names of The information about the financial also filed electronically on NEAPS.
companies in which the person already performance of the Company is Annual Report: Annual Report
b) No Extra Ordinary General Meeting the Company at large. has adopted a Code of Conduct for holds directorship and membership disseminated on a regular basis containing, inter alia, Audited Annual
of the Company was held during the its Directors and Senior Executives. of committees of the Board and his through newspapers and website of the Accounts, Consolidated Financial
c) Detail of non-compliance, shareholdings in the Company forms Company www.aplapollo.com besides
financial year under review and also no The same has also been placed on the Statements, Directors’ Report, Auditor’s
penalties, strictures among part of the Notice of the Annual communicating the same to the Stock
resolution was passed through postal Company’s website www.aplapollo. Report and other important information
others General Meeting, annexed to this Exchanges.
ballot in previous years except financial com under the head ‘Investor Relations’ is circulated to members and others
year 2010-11. During the last three years, there were Annual Report. entitled thereto.
Further, financial results, corporate
no strictures or penalties imposed Declaration as required under
i) Compliance with mandatory notices among others of the Company Designated exclusive e-mail ID: The
7. Disclosure on the Company either by the Stock Clause 49 of listing agreement are published in the newspapers like
Exchanges or SEBI, or any statutory
and non-mandatory Company has designated the following
a) Management discussion and All the members of the Board and Economic Times, Financial Express,
authority for non-compliance of any
requirements e-mail ID exclusively for investor
analysis senior management personnel Business Standard, Hindu Business Line,
The Company has complied with all the servicing: [email protected]
matter related to capital market.
The detailed report on ‘Management complied with the Code of Conduct Navbharat Times (hindi) and Jansatta
Discussion and Analysis’ is given d) Whistleblower policy for the financial year ended March
separately in the annual report. 31, 2013.
The Company has adopted a proper
b) Disclosure on materially procedure in this regard. Employees Ashok K. Gupta
significant related party can report to the management their May 30, 2013 Managing Director
transactions concerns about unethical behaviour, 10. Shareholders information

actual or suspected fraud or violation f) Certification by CEO
Transactions with related parties are Annual general meeting
of the Company’s code of conduct. A certificate obtained from Chief
being disclosed separately in notes
Further no personnel have been denied Date and time : Friday, August 30, 2013 at 12.45 P.M.
to the accounts in the annual report. Executive Officer on the Financial
access to the Audit Committee. Statements of the Company in terms of Venue : IMA-East Delhi Building, 35-X, Institutional Area, Karkardooma, Delhi – 110092
There was no transaction of material
nature with the Directors or the Clause 49 of the Listing Agreement was Book closure : Saturday, August 10, 2013 to Friday August 30, 2013 (both days inclusive)
e) Code of Conduct
Management during the year that had placed before the Board, who took note
In line with the amended Clause 49 of
potential conflicts with the interest of of it and took the same on record.
the Listing Agreement, the Company
Financial calendar (tentative) Market Price Data

Period Board Meetings Month & Year Stock price at BSE* Sensex Stock price at NSE* S&P CNX Nifty
Results for quarter ended June 30, 2013 by August 14, 2013 (In ₹ Per share) (In ₹ Per share)
Results for quarter ended September 30, 2013 by November 15, 2013 High Low Traded High Low High Low Traded High Low
Quantity Quantity
Results for quarter ended December 31, 2013 by February 15, 2014
Results for quarter ended March 31, 2014 by May 30, 2014 April, 2012 201.20 160.60 181980 17664.10 17010.16 201.80 160.95 189037 5279.60 4788.95
Corporate Identity Number (CIN): May, 2012 179.85 151.00 46768 17432.33 15809.71 185.00 148.00 36067 5286.25 4770.35
The CIN of the Company allotted by the Ministry of Corporate Affairs, Government of India is L74899DL1986PLC023443. June, 2012 157.50 142.20 115068 17448.48 15748.98 160.00 144.05 141020 5348.55 5032.40
Listing Information July, 2012 174.35 148.20 194014 17631.19 16598.48 175.00 146.75 174488 5448.60 5164.65
The Equity Shares of the Company is listed with the following Stock Exchanges:
August, 2012 168.50 131.00 111970 17972.54 17026.97 173.25 141.70 30818 5735.15 5215.70
1. Bombay Stock Exchange Ltd: (Scrip Code: 533758)
September, 2012 187.00 146.60 60446 18869.94 17250.80 174.00 146.35 39725 5815.35 4888.20
2. National Stock Exchange of India Ltd : (Symbol: APLAPOLLO)
3. Delhi Stock Exchange Limited [RSE] October, 2012 172.50 155.15 49059 19137.29 18393.42 173.00 154.00 38606 5885.25 5548.35
4. U.P. Stock Exchange Limited, Kanpur
November, 2012 185.90 146.65 238761 19372.70 18255.69 187.00 147.00 256224 5965.15 5823.15
5. Ahmedabad Stock Exchange Limited, Ahmedabad
6. Calcutta Stock Exchange Limited, Kolkata December, 2012 190.20 162.10 248614 19612.18 19149.03 209.00 170.00 251467 6111.80 5935.20
The Listing Fees of all the Stock Exchanges has been paid by the Company for the financial years 2011-12 and 2012-13.
January, 2013 231.00 167.00 1814369 20203.66 19508.93 230.95 162.65 1377324 6052.95 5671.90
Distribution Schedule as at March 31, 2013
February, 2013 231.50 182.10 65059 19966.69 18793.97 228.00 185.00 84485 5971.20 5604.85
Nos. of Equity Shares held No. of shareholders % to total No. of shares % to total
Up to 500 2,912 86.20 286,768 1.28
March, 2013 203.00 141.00 336665 19754.66 18568.43 200.00 160.00 319587 5279.60 4788.95
501-1,000 166 4.91 139,395 0.62
1,001-2,000 89 2.63 138,961 0.62
2,001-3,000 40 1.18 105,021 0.47
3,001-4,000 25 0.74 90,771 0.41
20500 250 6200 250
4,001-5,000 19 0.56 90,816 0.41
20000
6000
5,001-10,000 42 1.24 318,383 1.43 200 200
19500
10,001 and above 85 2.52 21,153,521 94.76 5800
19000
TOTAL 3,378 100.00 22,323,636 100.00 150 150
18500 5600
18000
Shareholding pattern as on March 31, 2013 100 5400
100
17500
CATEGORY NO. OF SHARES HELD % TO TOTAL VOTING RIGHTS % TO TOTAL HOLDING 5200
17000 50
Indian Promoters 10,326,953 46.26 46.26 50
16500 5000
Foreign Institutional Investors [FII] 865,276 3.88 3.88
16000 0 4800 0
May-12
Aug-12
Mar-13
Nov-12
Dec-12
Sep-12
Apr-12
Bodies Corporate 2,353,551 10.54 10.54
Oct-12
Feb-13
Jun-12
Jan-13
Jul-12
May-12
Aug-12
Mar-13
Nov-12
Dec-12
Sep-12
Apr-12
Oct-12
Feb-13
Jun-12
Jan-13
Jul-12
Indian Public 4,789,303 21.45 21.45
NRIs / OBCs 3,988,553 17.87 17.87 Sensex (High) APL Apollo (High) Nifty (High) APL Apollo (High)
TOTAL 22,323,636 100.00 100.00
Registrar and Share Transfer Outstanding ADRs/ GDRs/ Plant Location Consolidated Auditors’ Report
Agent Warrants or any Convertible Unit – I
M/s. Abhipra Capital Limited instruments A-19, Industrial Area, The Board of Directors
GF- Abhipra Complex, Dilkhush GDRs/ ADRs: There were no outstanding Sikandrabad, Distt. Bulandsahar (U.P.) APL Apollo Tubes Limited
37, Hargobind Enclave,
Industrial Area, A-387, G.T. Karnal GDRs/ ADRs, as on 31 March, 2013. Phone: 95-5735-222504, 223157
Vikas Marg, Delhi-110092.
Road Azadpur, Delhi-110033
Warrants and other convertible Unit –II
Tele. No. 011-42390725 1. We have audited the attached consolidated balance sheet to design audit procedures that are appropriate
instruments: No. 332-338, Alur Village,
Fax. No. 011-2721 5530 of APL Apollo Tubes Limited (the ‘Company’) and its in the circumstances. An audit also includes evaluating
Perandapalli, Hosur,
[email protected] The Company has allotted 641,953 subsidiaries (together referred as ‘Group’) as at March 31, the appropriateness of accounting policies used and the
Tamil Nadu.
Equity Shares having nominal value of 2013, which comprise the consolidated Balance Sheet as at reasonableness of the accounting estimates made by
Share transfer system Phone : 04344-560550
₹10/- each, to M/s APL Infrastructure March 31, 2013, and the consolidated Statement of Profit management, as well as evaluating the overall presentation
Share transfer and related operations Private Limited, a promoter group Subsidiaries’ Plant Locations and Loss and the consolidated Cash Flow Statement for the of the consolidated financial statements.
for APL Apollo Tubes Limited are entity, on June 21, 2012, against the year then ended, and a summary of significant accounting
Apollo Metalex Private Ltd
policies and other explanatory information. Opinion
conducted by M/s Abhipra Capital conversion of outstanding 641,953
A-2, Industrial Area, Sikandrabad, 5. In our opinion and to the best of our information and
Limited, which is registered with the compulsorily convertible warrants 2. Management’s Responsibility for the Consolidated according to the explanations given to us, the consolidated
Distt Bulandshahar (U.P.)
SEBI as Category I Registrar. earlier issued on preferential basis at a Financial Statements financial statements give a true and fair view in conformity
price of ₹176/- per warrant. Shri Lakshmi Metal Udyog Ltd
Share transfer is normally affected Management is responsible for the preparation of these with the accounting principles generally accepted in India:
No. 9 to 11, KIADB Industrial Area consolidated financial statements that give a true and fair
within stipulated period, provided all Further, the Company has also allotted a) in the case of the consolidated balance sheet, of the
Attibele, Bengaluru – 562107 view of the consolidated financial position, consolidated
the required documents are submitted. 385,000 Equity Shares having nominal state of affairs of the Group as at March 31, 2013.
Lloyds line Pipes Ltd financial performance and consolidated cash flows of
value of ₹10/- each, to Mr. Ashok
Dematerialisation of Shares the Company in accordance with accounting principles b) in the case of the consolidated statement of profit
Kumar Gupta, a person considered as Plot No. M-1, Addituional MIDC Area,
generally accepted in India. This responsibility includes and loss, of the profit for the year ended on that date;
The Company’s shares are compulsorily promoter, on March 23, 2013, against Murbad, Thane
the design, implementation and maintenance of internal and
traded in dematerialised form and the conversion of 385,000 compulsorily Maharashtra - 421401
control relevant to the preparation and presentation of the c) in the case of the consolidated cash flow statement,
are available for trading on both convertible warrants (out of the total
Investors Correspondence consolidated financial statements that give a true and of the cash flows for the year ended on that date.
the Depositories in India – National of 1,500,000 compulsorily convertible fair view and are free from material misstatement,
Securities Depository Limited (NSDL) Investors correspondence can be made
warrants earlier issued on preferential whether due to fraud or error. Other Matters
and Central Depository Services (India) on Regd. Office of the Company as 6. The financial statements of two subsidiaries namely Shri
basis at a price of ₹145/- per warrant).
Ltd. (CDSL). given under: Auditor’s Responsibility Laksmi Metal Udyog Limited and Lloyds Line Pipes Limited
As such, 1,150,000 warrants, in 3. Our responsibility is to express an opinion on these have not been audited by us, whose financial statements
21,884,915 Equity Shares of the aggregate, were outstanding for Investor cell consolidated financial statements based on our audit. We reflect total assets of ` 2,810.03 Million as at March 31,
Company representing 98.03% of conversion as on March 31, 2013. APL Apollo Tubes Limited conducted our audit in accordance with the Standards on 2013 (Previous Year ` 1,951.88 Million), total revenues of
the Company’s share capital were 37, Hargobind Enclave, Auditing issued by the Institute of Chartered Accountants
With the aforesaid allotment of Equity ` 6,583.65 Million as at March 31, 2013 and (Previous
dematerialised as on March 31, Vikas Marg, Delhi – 110092. of India. Those Standards require that we comply with Year ` 3,877.41 Million) and net cash out flows amounting
Shares, the total Paid-up Equity Share
2013. The trading of the Company’s Phone: 011- 22373437 ethical requirements and plan and perform the audit to ` 20.41 Million as at March 31, 2013 ( Previous Year
Capital of the Company has been enhanced to obtain reasonable assurance about whether the
equity share fall under the category of Fax 011-22373537 ` 9.82 Million) for the year ended. These financial statements
from ₹212,966,830/- to ₹223,236,360/- consolidated financial statements are free from material
compulsory delivery in dematerialised Mail : [email protected] and other financial information have been audited by other
divided into 22,323,636 Equity Shares of misstatement.
mode by all categories of investors. auditors whose reports have been furnished to us, and our
₹10/- each.
4. An audit involves performing procedures to obtain opinion is based solely on the report of such other auditors.
audit evidence about the amounts and disclosures in Our opinion is not qualified in respect of other matters.
the consolidated financial statements. The procedures
For and on behalf of the Board
selected depend on the auditor’s judgment, including the for VAPS & Co.
SANJAY GUPTA ASHOK K. GUPTA VINAY GUPTA assessment of the risks of material misstatement of the Chartered Accountants,
Chairman Managing Director Director consolidated financial statements, whether due to fraud Firm Regn. No. 003612 N
or error. In making those risk assessments, the auditor
Regd. Office:
considers internal control relevant to the Company’s (P.K.JAIN)
Delhi 110092 37, Hargobind Enclave,
preparation and presentation of the consolidated Place: Delhi Partner
May 30, 2013 Vikas Marg, Delhi – 110092 Date : May 30, 2013 M.No. 082515
financial statements that give a true and fair view in order
CONSOLIDATED BALANCE SHEET As At March 31, 2013 CONSOLIDATED STATEMENT OF PROFIT & LOSS FOR THE YEAR ENDED March 31, 2013
( Ìn Million ) ( Ìn Million Except EPS )
Particulars Note No. Current Year Previous Year Particulars Note No. Current Year Previous Year
I. EQUITY AND LIABILITIES I. Gross Revenue from operations 20 22,471.22 15,362.63
(1) Shareholder's Funds Less: Excise Duty & Cess 2,388.39 1,439.72
(a) Share Capital 223.24 212.97 20,082.83 13,922.91
(b) Reserves and Surplus 3,413.92 2,698.07 II. Other Income 21 17.11 7.63
(c) Money received against share warrants 40.42 82.62 III. Total Revenue (I +II) 20,099.94 13,930.54
(2) Share Application money pending allotment - - IV. Expenses:
(3) Non-Current Liabilities Cost of materials consumed 22 17,076.51 10,863.46
(a) Long-Term Borrowings 4 842.47 719.04 Purchase of Stock-in-Trade 351.58 812.02
(b) Deferred Tax Liabilities (Net) 400.08 283.45 Changes in inventories of finished goods, work-in-progress
(c) Other Long Term Liabilities 5 1.00 6.90 23 (540.35) (13.23)
and Stock-in-Trade
(d) Long Term Provisions 6 15.46 11.55 Employee Benefit Expense 24 279.04 173.69
(4) Current Liabilities
Financial Costs 25 429.49 335.91
(a) Short-Term Borrowings 7 3,403.40 2,241.96
Depreciation and Amortization Expense 26 125.08 93.22
(b) Trade Payables 8 974.47 357.39
Other Administrative Expenses 27 1,320.67 936.13
(c) Other Current Liabilities 9 338.16 252.41
Total Expenses (IV) 19,042.02 13,201.20
(d) Short-Term Provisions 10 321.20 191.63
V. Profit before exceptional and extraordinary items and tax (III - IV) 1,057.92 729.34
Total Equity & Liabilities 9,973.82 7,058.00
VI. Prior Period Items 26 0.16
II. ASSETS
VII. Profit before extraordinary items and tax (V - VI) 1,057.76 729.34
(1) Non-Current Assets
VIII. Exceptional Items 7.68 4.48
(a) Fixed Assets 11
(i) Tangible Assets 3,029.74 2,031.20 IX. Profit before tax (VII - VIII) 1,050.08 724.86
(ii) Intangible Assets 0.35 0.22 X. Tax expense:
(iii) Capital work- in- Progress 141.31 455.50 (1) Current tax 250.92 148.32
(iv) Intangible Assets Under Development 9.87 - (2) Deferred tax 119.77 101.48
3,181.27 2,486.92 (3) Tax Expenses inrespect of eariler years 19.59 -
(b) Goodwill on Consolidation 199.00 199.00 (4) Mat Credit Entitlement (26.63) (15.49)
(c) Non-current investments 12 12.05 0.50 XI. Profit(Loss) from continuing operations (IX-X) 686.43 490.55
(d) Deferred tax assets (net) XII. Profit/(Loss) from discontinuing operations - -
(e) Long term loans and advances 13 634.27 454.15 XIII. Tax expense of discontinuing operations - -
(f) Other non-current assets 14 56.64 23.55 XIV. Profit/(Loss) from Discontinuing operations (XII - XIII) - -
(2) Current Assets
(a) Current investments XV. Profit/(Loss) for the period (XI + XIV) 686.43 490.55
(b) Inventories 15 2,881.82 1,524.62 XVI. Earning per equity share:
(c) Trade receivables 16 2,193.65 1,733.89 (1) Basic 31.48 23.03
(d) Cash and cash equivalents 17 141.77 50.68 (2) Diluted 29.95 20.93
(e) Short-term loans and advances 18 610.51 486.15
(f) Other current assets 19 62.84 98.54 Notes referred to above and notes attached there to form an integral part of Profit & Loss Statement
Significant Accounting Policies 1 This is the Profit & Loss Statement referred to in our Report of even date.
Total Assets 9,973.82 7,058.00 for VAPS & CO. for and on behalf of the Board
Notes referred to above and notes attached there to form an integral part of Balance Sheet Chartered Accountants
This is the Balance Sheet referred to in our Report of even date. Firm Regn. No. 003612N
for VAPS & CO. for and on behalf of the Board
(P.K. Jain) Sanjay Gupta Ashok K. Gupta Vinay Gupta
Chartered Accountants
Partner Chairman Managing Director Director
Firm Regn. No. 003612N
M. No: 082515
Place : New Delhi Pankaj K. Gupta Adhish Swaroop
Dated : May 30, 2013 GM- Finance & Accounts Company Secretary
M. No: 082515

CASH FLOW STATEMENT For the year ended March 31, 2013 Notes to Consolidated Financial Section As at & For the year ended March 31, 2013
( Ìn Million ) NOTE 1 Significant Accounting Policies
Particulars Current Year Previous Year
1. General Principles of Consolidation
1. CASH FLOW FROM OPERATING ACTIVITIES The financial statements of the Parent Company and its subsidiaries have been combined on a line by line basis by adding
Net Profit before tax and extra ordinary items 1,050.08 724.86 together the book values of all items of assets, liabilities, income and expenses after eliminating all inter-company balances/
Add Adjustments for: transactions and resulting unrealized gain/loss.
Depreciation & Amortisation 125.08 93.22
Interest & Finance Charges 429.49 331.54 Consolidated Financial Statements are prepared by applying accounting policies as followed by the Company and its subsidiaries;
Deffered Expenditure 20.94 – to the extent it is practicable. Significant differences in the accounting policies, if any, are appropriately disclosed by way of
Loss on sale of Fixed Assets/Investments 7.68 4.48 Notes to the Consolidated Financial Statements.
Prior period items 0.16 583.35 – 429.24
All inter-company transactions; balance and unrealized surpluses and deficits on transactions between group companies are
Operating Profit Before Working Capital Changes 1,633.44 1,154.10
Adjustments for: eliminated.
Increase/Decrease in Sundry Debtors (459.76) (720.98) Name of the Company Relationship % of ownership/ Interest
Increase/Decrease in Other Receivables (109.75) (73.71) Apollo Metalex Pvt. Ltd. Subsidiary 100%
Increase/Decrease in Inventories (1,357.19) (59.20)
Shri Lakshmi Metal Udyog Ltd. Subsidiary 100%
Increase/Decrease in Trade & Other Payable 805.62 (1,121.08) 238.61 (615.28)
Cash Generated From Operations 512.36 538.82 Lloyds Line Pipes Ltd. Subsidiary 100%
Direct Taxes Paid (256.65) (165.90) Note: The consolidated financial results for the financial year ended March 31, 2013 comprise the financial results of APL
Net Cash from Operating Activities (A) 255.71 372.92
Apollo Tubes Ltd and its 100% subsidiaries Shri Lakshmi Metal Udyog Ltd, Apollo Metalex (P) Ltd and Lloyds Line Pipes Ltd and
2. Cash Flow from Investing Activities
have been prepared in accordance with the AS-21 issued by the ICAI.
Purchase of Fixed Assets (848.88) (778.99)
Investment in Subsidiaries(Net off) 0.00 – 2. Basis of Preparation of Financial Statement
Misc Expenditure (33.10) (13.06) a. The financial statements have been prepared under the historical cost convention on the basis of going concern and in
Sale of Fixed Assets 21.72 11.35
accordance with the Accounting Standard 1 referred to in section 211(3c) of the Companies Act, 1956.
Advances for Fixed Assets (169.71) (152.21)
Misc Investment (19.22) 18.15 b. The Company follows mercantile system of accounting and recognizes income and expenditure on accrual basis.
Net Cash from Investing Activities (B) (1,049.19) (914.76)
c. Goodwill represents the difference between the group’s share in the net worth of a subsidiary and the cost of acquisition
3. Cash Flow from Financing Activities:
Proceeds of Shares Issued during the Year 126.61 186.38 at each point of time of making the investment in the subsidiary. Goodwill arising on consolidation is not amortized.
Receipt / Repayment of Secured loans 1,284.87 569.05 For this purpose the group’s share of net worth is determined on the basis of the latest financial statement prior to the
Receipt / Repayment of Unsecured loans (47.92) – acquisition after making necessary adjustments for material events between the date of such audited financial statement
Dividend & DDT Paid (49.50) (49.67) and the date of respective acquisition. Negative goodwill is recognized as capital reserve on consolidation. However for
Interest & Finance Charges (429.49) (331.54) the purposes of consolidation, capital reserve arising on consolidation of subsidiaries is set off against the goodwill arising
Net Cash from Financing Activities (C ) 884.57 374.22 on consolidation.
Net Increase/(Decrease) in Cash & Cash Equivalents (A + B + C) 91.09 (167.62)
ADD: Cash & Cash Equivalents at the Beginning of the Year 50.68 218.30 d. All the assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle
Cash & Cash Equivalents at the End of the Year 141.77 50.68 and other criteria set out in Schedule VI to the Companies Act, 1956. Based on the nature of the products and the time
between the acquisition of the assets for processing and their realization in cash and cash equivalent, the Company has
Notes :
ascertained its operating cycle to be less than 12 months.
1. Cash & Cash Equivalents represents Cash & Bank Balances and deposits with Banks as per Note No.17
2. The Cash Flow Statement has been prepared under the “Indirect Method “ as set out in the AS -3 issued by ICAI. 3. Fixed Assets
3. Figures in brackets indicate cash outflow. Fixed Assets are stated at cost net of duty credit availed less accumulated depreciation and impairments, if any. The cost includes
cost of acquisition/construction, installation and pre-operative expenditure including trial run expenses (net of revenue) and
This is the Cash Flow Statement we have referred to, in our Report of even date
borrowing costs incurred during pre-operation period. Expenses incurred on capital assets are carried forward as capital work-
for VAPS & CO. for and on behalf of the Board in-progress at cost till the same are ready for use.
Pre-operative expenses, including interest on borrowings for the capital goods, where applicable incurred till the capital goods
are ready for commercial production, are treated as part of the cost of capital goods and capitalized.
Partner Chairman Managing Director Director Machinery spares which are specific to particular item of fixed assets and whose use is irregular are capitalized as part of the
M. No: 082515 cost of machinery.

Notes to Consolidated Financial Section As at & For the year ended March 31, 2013 Notes to Consolidated Financial Section As at & For the year ended March 31, 2013
NOTE 1 Significant Accounting Policies (Contd.) NOTE 1 Significant Accounting Policies
4. Impairment of Assets 13. Misc. Expenditure

The Company recognizes all the losses as per Accounting Standard-28, due to the impairment of assets in the year of review Misc. expenditure represents ancillary cost incurred in connection with the incorporation and share issue expenses and Brand
of the physical conditions of the Assets and is measured by the amount by which, the carrying amount of the Assets exceeds Image. It has been decided to write off these expenses over the period of five years.
the Fair Value of the Asset.
14. Revenue Recognition
5. Depreciation Sale of goods is recognized when the risk and reward of ownership are passed on to the customers. Revenue from services is
Depreciation on fixed assets is provided on straight line basis at the rates specified under Schedule XIV of the Companies Act, recognized when the services are complete.
1956. Depreciation for assets purchased / sold during the period is proportionately charged.
15. Investments
6. Inventories Valuation Long term investments, other than investment in Associates and Subsidiaries, are carried at cost less provision for permanent
Raw material is valued at cost (First in First Out basis) or nets realizable value whichever is lower. Finished Goods are valued at diminution, if any, in value of such investments. Current investments are carried at lower of cost and fair value. Income/ Loss
cost or net realizable value whichever is lower. Stock of Scrap is valued at net realizable value. Stock of Trading Goods is valued from investments are recognized in the year in which it is generated.
at Cost (Weighted Average/ First in First Out basis).
16. Provision and Contingencies
7. Foreign Exchange Transactions The Company creates a provision when there is a present obligation as a result of past event that requires an outflow of
Foreign currency transactions are recorded at the rate of exchange prevailing on the date of transaction. All exchange differences resources and a reliable estimate can be made of the amount of obligation. A disclosure for a contingent liability is made when
are dealt within statement of profit and loss. Current assets and current liabilities in foreign currency outstanding at the year there is a present obligation that may require an outflow of resources or where a reliable estimate of such obligation cannot
end are translated at the rate of exchange prevailing at the close of the year and resultant gains/losses are recognized in the be made.
statement of profit and loss of the year except in cases where they are covered by forward foreign exchange contracts in which
17. Cash Flow Statement
cases these are translated at the contracted rates of exchange and the resultant gains/losses recognized in statement of profit
Cash flows are reported using the indirect method, whereby net profit before tax is adjusted for the effects of transactions
and loss over the life of the contract.
of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or
8. Duties & Credits expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities
a. Excise Duty is accounted for at the time of clearance of goods except closing stock of finished goods lying at the works. of the group are segregated.
b. Cenvat Credit, to the extent available during the year, is adjusted towards cost of materials. 18. Earnings per Share
c. Duty credit on export sales has been taken on accrued basis whether license has been issued after closing of the financial Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders
year. (after deducting attributable taxes) by the weighted average number of equity shares outstanding during the period. For the
purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and
9. Sales are inclusive of excise duty and after deducting the discount and also sales tax applicable and Purchase made the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential
against Bank Guarantee, Letter of Credit are classified in sundry creditor for raw materials. equity shares.
10. Retirement Benefits

The Company has provided for the retirement benefits as per the actuarial valuation under the Projected Unit Credit Method. NOTE 2 Share Capital ( Ìn Million)
Retirement benefits in the form of Provident Fund are charged to the Statement of Profit & Loss of the period when the Sl. No. Particulars Current Year Previous Year
contributions to the respective funds are due. 1 AUTHORIZED CAPITAL
25,000,000 Equity Shares of `10/- each 250.00 250.00
11. Borrowing Cost
(Previous year 25,000,000 Equity Shares of `10/- each)
Borrowing cost is charged to the Statement of Profit & Loss, except cost of borrowing for the acquisition of qualifying assets,
250.00 250.00
which is capitalized till the date of commercial use of the assets.
2 ISSUED, SUBSCRIBED & PAID UP CAPITAL
12. Taxes on Income 22,323,636 Equity Shares of `10/- each 223.24 212.97
Provision for current tax is made considering various allowances, disallowances and benefits available to the Company under (Previous Year 21,296,683 Equity Shares of `10/- each)
the provisions of Income Tax Law. Total 223.24 212.97
In accordance with Accounting Standard AS-22 “Accounting for Taxes on Income” issued by the Institute of Chartered
Accountants of India, deferred taxes resulting from timing differences between book and tax profits are accounted for at tax
rate substantively enacted by the Balance Sheet date to the extent the timing differences are expected to be crystallized.
NOTE 3 Reserve & Surplus ( Ìn Million) NOTE 7 Short Term Borrowings ( Ìn Million)
Sl. No. Particulars Current Year Previous Year Sl. No. Particulars Current Year Previous Year
1 Security Premium 1,493.13 1,334.59 Secured Loans
Balance brought forward from previous year 1,334.59 1,168.59 1 Loan Repayable on Demand
Add: Additions 158.54 166.00 - From Bank 3,403.40 2,241.96
Less: Transfers - - Total 3,403.40 2,241.96
2 General Reserve 155.15 105.15 NOTE 8 Trade Payable ( Ìn Million)

Balance brought forward from previous year 105.15 76.40 Sl. No. Particulars Current Year Previous Year
Add: Additions 50.00 28.75
1 Sundry Creditors for Raw Material 747.15 134.09
2 Sundry Creditors for Trading Goods - 85.40
3 Surplus (Statement of Profit & Loss) 1,765.64 1,258.93
3 Sundry Creditors for Others 158.80 87.65
Balance brought forward from previous year 1,258.93 846.18
4 Expenses Payable 68.52 50.25
Less: Dividend Proposed 111.62 42.59
Total 974.47 357.39
Less: Dividend Distribution Tax on Dividend 18.10 7.07
Less: Transfer to Reserves 50.00 28.75
Add: Profit for the period 686.43 490.56 NOTE 9 Other Current Liabilities ( Ìn Million)
Total 3,413.92 2,698.07 Sl. No. Particulars Current Year Previous Year
1 Current Maturities of Long Term Borrowing 202.86 145.06
NOTE 4 Long Term Borrowings ( Ìn Million) 2 Interest accured but not due on Borrowing 36.61 8.35
Sl. No. Particulars Current Year Previous Year 3 Investor Education & Protection Fund 0.96 0.34
4 Statutory Dues 68.68 57.90
Secured Loans
5 Advance From Customers 29.05 40.76
1 Term Loan
Total 338.16 252.41
- From Bank 830.62 659.17
- From Other Parties 0.35 0.46
2 Deferred payment liabilities 10.44 10.43 NOTE 10 Short Term Provisions ( Ìn Million)
3 Other loan and advances Sl. No. Particulars Current Year Previous Year
- From Body Corporate 1.06 48.98 1 Provision for Excise Duty on Finished Goods 91.83 65.88
Total 842.47 719.04 2 Provision for Taxation (Net)# 107.95 83.16
3 Provision for Employee Benefits 9.80 -
NOTE 5 Other Long Term Liabilities ( Ìn Million) 4 Dividend Proposed 111.62 42.59
Sl. No. Particulars Current Year Previous Year Total 321.20 191.63
1 Capital Payable - 6.41 # Provision for taxation includes dividend distribution tax
2 Others:
- Security Deposits 1.00 0.50
Total 1.00 6.91
NOTE 6 Long Term Provisions ( Ìn Million)

Sl. No. Particulars Current Year Previous Year
1 Provisions for Employee Benefits 15.46 11.55
Total 15.46 11.55
Notes to Consolidated Financial Section As at & For the year ended March 31, 2013
NOTE 11 FIXED ASSETS ( Ìn Million)
Sl. DESCRIPTION RATE GROSS BLOCK DEPRECIATION NET BLOCK
No @
Value Addition Deduction Value at Value Addition Deduction Value at WDV WDV as on
at the during during the the end at the during during the the end as on 31.03.2012
beginning the year year beginning the year year 31.03.2013
I Tangible Assets
1 Land
Industrial Plot 0.00% 90.58 35.89 - 126.47 - - - - 126.47 90.58
2 Factory Shed & Building 3.34% 143.44 314.74 0.29 457.89 18.33 18.33 - 36.67 421.22 125.11
3 Building 3.34% 239.94 - - 239.94 21.95 0.04 - 22.00 217.94 217.99
4 Staff residential building 1.63% 14.51 - - 14.51 0.79 0.24 - 1.03 13.48 13.71
5 Plant and Equipment 4.75% 1,745.70 754.59 31.95 2,468.34 205.75 99.35 3.99 301.11 2,167.23 1,539.95
6 Furnitures & Fixtures 6.33% 5.32 27.34 0.06 32.60 1.01 0.64 - 1.65 30.95 4.31
7 Vehicles 9.50% 40.56 4.31 2.80 42.07 13.23 3.22 0.90 15.54 26.53 27.33
8 Office Equipment 4.75% 6.79 14.08 0.11 20.77 1.32 0.78 0.01 2.09 18.68 5.47
9 Computer 16.21% 8.63 2.07 0.23 10.48 4.01 1.36 - 5.37 5.11 4.62
10 Zinc (46.142 M.T.) 0.00% 2.13 - - 2.13 - - - - 2.13 2.13
SUB TOTAL (A) 2,297.60 1,153.02 35.42 3,415.20 266.39 123.96 4.90 385.45 3,029.74 2,031.20
II Intangible Assets
1 Trade Marks 16.21% 0.02 - - 0.02 0.02 0.00 - 0.02 0.00 0.01
2 Computer Software 16.21% 0.29 0.18 - 0.48 0.08 0.05 - 0.13 0.35 0.21
SUB TOTAL (B) 0.31 0.18 - 0.49 0.09 0.06 - 0.15 0.35 0.22
III Capital Work-in-progress -
1 Building Under Construction 138.02 102.48 162.67 77.83 - - - - 77.83 138.01
2 Plant & Machinery 303.13 534.60 774.25 63.48 - - - - 63.48 303.13
3 WIP (Office Equipment) 10.36 - 10.36 - - - - - - 10.36
4 WIP (Furniture & Fixtures) 4.00 - 4.00 - - - - - - 4.00
SUB TOTAL (C) 455.51 637.08 951.28 141.31 - - - - 141.31 455.50
IV Intangible Assets Under
- - - - - - - - - -
Development
1 Software Under Development - 9.87 - 9.87 - - - - 9.87 -
SUB TOTAL (D) - 9.87 - 9.87 - - - - 9.87 -
Total [A + B + C + D] 2,753.41 1,800.15 986.70 3,566.86 266.48 124.02 4.90 385.60 3,181.27 2,486.92
(Current Year)
(Previous Year) 1,985.84 903.59 136.02 2,753.41 181.37 86.11 0.99 266.49 2,486.92 1,804.49
4
3
2
1
2
1
1
1
2
1
I)
II)
III)
IV)
Sl. No.
Sl. No.
Sl. No.
Sl. No.
Sl. No.
Quoted
Unquoted
Particulars
Particulars
Particulars
Particulars
Particulars
Raw Material
Finished Goods
Stores & Spares
Security Deposit
Rejection & Scrap
due for payment

(Previous Year Nil)
NOTE 15 Inventories
Capital Advances
Preliminary Expenses
Brand Image Expenses
(i) Union KBC Tax Saver
Other Loans & Advances
NOTE 16 Trade Recievables

Investment in Equity Shares
Investment in Mutual Funds
Unsecured, Considered Good

Unsecured, Considered Good
a) Unsecured, Considered Good :

a) Unsecured, Considered Good :
NOTE 12 Non-Current Investment
Market Value of quoted Investments
NOTE 14 Other Non-Current Assets

Loans & Advances to related parties
Aggregate book value of quoted Investments
NOTE 13 Long Term Loans and Advances

335,000 Equity Shares of Kishan Mouldling Ltd
Aggregate book value of unquoted Investments
Others from the date they were due for payment

Notes to Consolidated Financial Section
Aggregate provision for diminuiton in value of Investments
Total
Total
Total
Total
Total
Outstanding for more than six months from the date they were
Current Year
Current Year
Current Year
Current Year
Current Year
2,881.82
46.47
89.86
1,295.67
1,449.82
56.64
0.52
56.12
634.27
2.70
0.48
182.36
448.73
-
10.45
11.55
0.50
12.05
0.50
11.55
2,193.65
2,175.27
18.38
Annual Report 2012-13
Previous Year
Previous Year
Previous Year
Previous Year
Previous Year
70 - 71
1,524.62
39.79
73.83
737.32
673.68
23.55
0.73
22.82
454.15
1.62
-
173.51
279.02
-
-
-
0.50
0.50
0.50
-
1,733.89
1,712.54
21.35
( Ìn Million)
( Ìn Million)
( Ìn Million)
( Ìn Million)
( Ìn Million)
As at & For the year ended March 31, 2013
NOTE 17 Cash & Cash Equivalent ( Ìn Million) NOTE 22 Cost of Material Consumed ( Ìn Million)
A Cash and Cash Equivalents 1 Opening Stock 672.10 604.35
Cash Balance 10.85 7.67 2 Add: Purchases 17,854.23 10,931.21
Bank Balance 12.61 12.55 3 Less: Closing Stock 1,449.82 672.10
Sub Total (A) 23.45 20.22 Total 17,076.51 10,863.46
B Other Bank Balances
In margin money with maturity less than 12 months at inception 116.00 29.68 NOTE 23 Change in Inventories ( Ìn Million)
Accrued Interest on FDR's & Securities 2.32 0.78 Sl. No. Particulars Current Year Previous Year
Sub Total (B) 118.32 30.46 1 Opening Stock (Net of Excise Duty)
Total (A+B) 141.77 50.68 Finished Goods 686.62 681.98
Scrap 23.33 14.73
NOTE 18 Short Terms Loans and Advances ( Ìn Million) Total-1 709.95 696.71
1 Advance Recoverable in cash or in kind or for value to be 2 Closing Stock (Net of Excise Duty)
considered good Finished Goods 1,215.92 686.62
Advance to Suppliers 124.77 140.99 Scrap 34.38 23.33
Advance to Others 3.97 - Total-2 1,250.30 709.95
Prepaid Expenses 2.34 10.48 Total (2-1) (540.35) (13.23)
Advance Payment with Revenue Authorities (Indirect Taxes) 424.34 304.62
MAT Credit Entitlement 55.09 30.06 NOTE 24 Employement Benefit Expenses ( Ìn Million)
Total 610.51 486.15 Sl. No. Particulars Current Year Previous Year
1 Salaries & Wages 251.56 152.34
NOTE 19 Other Current Assets ( Ìn Million) 2 Contribution to Provident and other Funds 15.92 14.46
Sl. No. Particulars Current Year Previous Year 3 Staff Welfare Expenses 11.56 6.89
1 Brand Image Expenses 21.19 5.74 Total 279.04 173.69
2 Claim Receivable 41.65 92.80
Total 62.84 98.54 NOTE 25 Financial Cost ( Ìn Million)
NOTE 20 Revenue from Operations ( Ìn Million)
1 Interest on Working Capital Facilities 366.14 290.93
Sl. No. Particulars Current Year Previous Year 2 Interest on Term Loan 38.07 -
1 Sales Domestic 21,138.09 14,212.59 3 Other Borrowing Cost 25.28 44.94
2 Sales Export 1,267.04 1,101.21 3 Net Loss on Foreign currency Fluctuation - 0.04
3 Job Work 0.01 - Total 429.49 335.91
4 Export Incentive 66.08 48.83
Total 22,471.22 15,362.63 NOTE 26 Depreciation & Amortised Cost ( Ìn Million)
NOTE 21 Other Income ( Ìn Million)
1 Depreciation 125.08 85.95
Sl. No. Particulars Current Year Previous Year 2 Preliminary Expenses W/O - 0.13
1 Interest Income 5.06 4.30 3 Brand Image - 7.14
2 Dividend income - 0.07 Total 125.08 93.22
3 Other Non-Operating Revenue 12.05 3.26
Total 17.11 7.63
NOTE 27 Other Expenses ( Ìn Million) NOTE 30 Segment Reporting
Sl. No. Particulars Current Year Previous Year The Group has only one segment i.e. manufacturing of Steel tubes and pipes, therefore segment reporting as required under
1 Consumable Store Accounting Standard –17 is considered as not applicable.
Furnace Oil 106.38 79.07
Others 164.65 101.73
NOTE 31 Brand Building Expense
During the Year the Company incurred an expenditure of `69.74 million (Previous Year `15.14 million) on Brand building exercise,
2 Power & Fuel 228.97 149.69
which has been grouped under miscellaneous expenses and will be amortized in 5 years equally.
3 Rent 30.91 11.42
4 Repair & Maintenance
NOTE 32 Related Party Disclosures (AS-18)
-Building 0.38 1.40
(A) Names of related parties and description of relationships:
-Plant & Machinery 7.97 6.51
-Others 6.77 0.13 Associates
5 Insurance Expenses 1.12 0.84 Apollo Pipes Ltd.
6 Rates & Taxes 6.63 3.98 V. S. Exim (P) Ltd.
7 Job Work Charges 1.41 (0.60) APL Infrastructure (P) Ltd.
8 Freight Expenses
Inward 86.21 75.27 Key Management Personnel
Outward 523.31 328.48 Sh. Sanjay Gupta Chairman
9 Legal & Professional Charges 7.39 5.99 Sh.Ashok Gupta Managing Director
10 Commission on Sales 55.62 116.77 Sh. Vinay Gupta Director
11 Others 92.96 55.45
Total 1,320.67 936.13 Relatives of Key Management Personnel
Mrs. Saroj Rani Gupta Mother of Sh. Sanjay Gupta
NOTE 28 Contingent Liability not provided for in respect of ( Ìn Million) Mrs. Neera Gupta Wife of Sh. Sanjay Gupta
Sl. No. Particulars Current Year Previous Year Mrs. Vandana Gupta Wife of Sh. Vinay Gupta
1. Performance guarantees given to various departments 34.66 4.63 Mrs. Meenakashi Gupta Wife of Sh.Sameer Gupta
Corporate Guarantee(s) have been given for securing working capital facilities and term loan sanctioned to its wholly
2. (B) Detail of Related Party Transactions
owned Subsidiary Companies.
As required by Accounting Standard 18 ‘Related Party Disclosures’ issued by the Institute of Chartered Accountant of India,
NOTE 29 Earning Per Share (AS-20) (Ìn Million except EPS and No. of Shares) since CFS presents information about the Parent and its subsidiary as a single enterprise, it is not necessary to disclose
intra-group transactions.
( Ìn Million)
BASIC
Key Management Relatives of Key
a. Net profit after tax 686.43 490.55 Particulars Associates Total
Personnel Management Personnel
b. Number of Weighted Average Equity Share of (`) 10 each 21,805,668 20,345,863
Transfer of DEPB 17.28 - - 17.28
c. Basic Earnings per share 31.48 23.93
Director's Remuneration - 34.52 - 34.52
d. Nominal Value per Share 10.00 10.00
Rent and HandlingCharges 15.15 - 11.76 26.91
DILUTED
a. Net profit after tax 686.43 490.55 (C) Amount due to / from related parties as at March 31, 2013 ( Ìn Million)
b. Number of Weighted Average Equity Share of (`) 10 each 22,920,668 23,438,636 Key Management Relatives of Key
Particulars Associates Total
c. Diluted Earnings per share 29.95 20.93 Personnel Management Personnel
Computation of Diluted Number of Equity Shares Amount due to related parties 1.61 - - 1.61
1. Weighted average number of equity shares outstanding during the year 21,805,668 21,296,683 Amount due from related parties - - - -
2. Average fair value of one equity share during the year 10.00 10.00
( Ìn Million)
3. Weighted average number of share Warrant outstanding during the year 1,115,000 2,141,953 Sl. No. Particulars Current Year Previous Year
4. Warrants were issued each entitling the holders to subscribe for one
10.00 10.00 NOTE 33 Value of Imports NIl 34.01
equity share having nominal value ` 10 for every warrant issued.
5. Total Diluted Equity Shares (1+3) 22,920,668 23,438,636
NOTE 34 Value of Export 1,267.04 1,101.21
Notes to Consolidated Financial Section As at & For the year ended March 31, 2013 Statement pursuant to Section 212 of the Companies Act, 1956 relating to
( Ìn Million) Subsidiary Companies ( Ìn Million)
Sl. No. Particulars Current Year Previous Year S. Name of the Subsidiary Apollo Metalex Private Limited Shri Lakshmi Metal Udyog Limited Lloyds Line Pipes Limited
No. Company CIN: U27104DL2006PTC146579 CIN: U85110DL1994PLC2248359 CIN:U27320DL2008PLC223550
NOTE 35 Expenditure in foreign currency (Including Import) 13.07 38.14
1. Financial year of subsidiary March 31, 2013 March 31, 2013 March 31, 2013
NOTE 36 company ended on
The outstanding balance of Debtors/Creditors in the books of the Company is subject to confirmation. 2. Date from which they became June 15, 2007 April 28, 2008 November 11, 2010
subsidiary company
NOTE 37 3. Number of Equity Shares held 2,711,100 Equity Shares of 5,895,000 Equity Shares of 20,000,000 Equity Shares of
Duty credit on Export Sales has been taken on accrued basis whether license has been issued by Joint Director General of Foreign
by APL Apollo Tubes Limited `10/- each `10/- each `10/- each
Trade after closing of the financial year.
4. Extent of interest of APL 100% 100% 100%
NOTE 38 Auditors Remuneration (excluding Service Tax) ( Ìn Million)
Apollo Tubes Limited in the
Sl. No. Particulars Current Year Previous Year capital of the subsidiary
i) Statutory Audit Fee 1.10 1.08 5. Net aggregate amount of 316.13 407.38 104.08
ii) Taxation matters 0.25 0.25 Profit/(losses) of the subsidiary
iii) Other Services 0.10 0.10 so far as it concerns the
Total 1.45 1.43 members of APL Apollo
Tubes Limited and is not dealt
NOTE 39 Break up of Managerial Remuneration ( Ìn Million) with in the accounts of the
Sl. No. Particulars Current Year Previous Year company
i) Salaries 34.00 3.60
ii) Contribution to Provident Fund 0.52 -
iii) Other Perquisites - - Financial Information of Subsidiary Companies ( Ìn Million)
iv) Commission - - S. Name of the Subsidiary Apollo Metalex Private Limited Shri Lakshmi Metal Udyog Limited Lloyds Line Pipes Limited
Total 34.52 3.60 No. Company CIN: U27104DL2006PTC146579 CIN: U85110DL1994PLC224835 CIN:U27320DL2008PLC223550
1 Share Capital 27.11 58.95 200.00
NOTE 40 Break up of Directors Travelling Expenses ( Ìn Million) 2 Reserves 366.13 481.38 104.08
Sl. No. Particulars Current Year Previous Year 3 Total Liabiltites 820.96 1,057.82 1,752.20
i) Foreign Travelling 3.78 2.31 4 Total Assets 820.96 1,057.82 1,752.20
ii) Inland Travelling 0.93 2.81 5. Investment included in Total - - -
Total 4.71 5.12 Assets (Except for investment
in subsidiaries)
NOTE 41 6 Gross Sales 2,270.65 3,625.44 3,719.85
The Company could not identify whether any of its creditors is SSI undertaking and Micro, Small and Medium Enterprises covered 7 Profit Before Taxes 123.14 241.50 139.81
under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act). Particulars of amount as at March 31 2013, 8 Provision for Taxation 42.80 81.94 40.12
if any, due to such undertaking could, therefore, not to be disclosed. 9 Profit After Taxes 80.34 159.57 99.69
10 Proposed Dividend - - -
NOTE 42
The figures of previous year have been regrouped/rearranged/ recasted to conform to those of the current year. for VAPS & CO. for and on behalf of the Board
As per our separate audit Report of even date attached
M. No: 082515
M. No: 082515

Independent Auditors’ Report Annexure to The Independent Auditors’ Report

To, Re: APL Apollo Tubes Limited
The Members of APL Apollo Tubes Limited Referred to in paragraph 3 of our report of even date
(I) We have audited the accompanying financial statements iii.) In the case of Cash Flow Statement, of the cash flows 1. a) The Company has maintained proper records showing Companies, firms or other parties covered in the register
of M/s APL APOLLO TUBES LIMITED, which comprise the of the Company for the year ended on that date. full particulars including quantitative details and maintained under section 301 of the Companies Act,
Balance Sheet as at March 31, 2013, and the Statement of situation of fixed assets. 1956.
Report on Other Legal and Regulatory Requirements
Profit and Loss and Cash Flow Statement for the year then
1. As required by the Companies (Auditors’ Report) Order, b)
A substantial portion of the fixed assets has been c) The rate of interest and other terms and conditions
ended, and a summary of significant accounting policies
2003 (as amended by the Amendment Order, 2004) physically verified by the management during the year of the above-mentioned loans are not prima facie
and other explanatory information.
issued by the Central Government of India in terms of
and in our opinion the frequency of verification is prejudicial to the interest of the Company.
(II) Management’s Responsibility for the Financial section 227(4A) of the Companies Act, 1956, we give
reasonable having regard to the size of the Company
Statements our comments on the matters specified in paragraphs 4 d) The repayment of principal and interest are as per the
and the nature of its assets. No material discrepancies
Management is responsible for the preparation of these and 5 of the said order to the extent as applicable to the agreed terms.
financial statements that give a true and fair view of the Company in the Annexure to this report. were noticed on such physical verification.
4. In our opinion and according to the information and
financial position, financial performance and cash flows Fixed assets disposed off during the year were
c)
2. As required by section 227(3) of the Act, we report that: explanations given to us there are adequate internal control
of the Company in accordance with the Accounting not significant. According to the information and
Standards referred to in sub-section (3C) of section 211 a. We have obtained all the information and explanations, procedures commensurate with the size of the Company
explanations given to us, we are of the opinion that
of the Companies Act, 1956 (“the Act”). This responsibility which to the best of our knowledge and belief were and the nature of its business with regard to purchases of
the disposal of fixed assets has not affected the going
includes the design, implementation and maintenance of necessary for the purpose of our audit. inventory, fixed assets and with regard to the sale of goods
concern status of the Company.
internal control relevant to the preparation and fair and services. During the course of our audit, no major
b. In our opinion, proper Books of Account as required by
presentation of the financial statements that are free 2. a) The inventories (excluding stocks with the third parties) weakness has been noticed in the internal controls system.
law have been kept by the Company so far as appears
from material misstatement, whether due to fraud or error. have been physically verified during the year by the
from our examination of those Books. 5. a)
In our opinion and according to information and
(III) Auditor’s Responsibility management. In respect of inventory lying with the
c. The Balance Sheet, the Profit and Loss Statement and explanations given to us the transactions that needed
Our responsibility is to express an opinion on these third parties, these have substantially been confirmed
the Cash Flow Statement dealt with by this report are to be entered in the register maintained under section
financial statements based on our audit. We conducted by them. In our opinion, the frequency of verification is
in agreement with the Books of Account. 301 of the Act have been entered in the register
our audit in accordance with the Standards on Auditing reasonable.
issued by the Institute of Chartered Accountants of d. In our opinion, the Balance Sheet, the Profit and Loss b)
As per information and explanations given to us
Statement and Cash Flow Statement dealt with by this The procedures of physical verification of inventories
b)
India. Those Standards require that we comply with aforesaid transactions have been made at price which
ethical requirements and plan and perform the audit to report comply with the Accounting Standards referred followed by the management are reasonable and
are reasonable having regard to the prevailing market
obtain reasonable assurance about whether the financial to in Section 211 (3C) of the Companies Act, 1956. adequate in relation to the size of the Company and the
price at the relevant time.
statements are free from material misstatement. nature of its business.
e. On the Basis of written representations received from
6. In our opinion and according to the information and
An audit involves performing procedures to obtain audit the Directors, as on March 31, 2013 and taken on c) In our opinion and according to the information and
explanations given to us, the Company has not accepted
evidence about the amounts and disclosures in the record by the Board of Directors, we report that none explanations given to us, the Company is maintaining
any deposits within the meaning of provisions of sections
financial statements. The procedures selected depend on of the directors is disqualified as on March 31, 2013 proper records of inventory and no material discrepancies
from being appointed as a Director in terms of clause of 58A, 58AA or any other relevant provisions of the
the auditor’s judgment, including the assessment of the were noticed on physical verifications.
risks of material misstatement of the financial statements, (g) of sub section (1) of Section 274 of The Companies Companies Act, 1956 and the Companies (Acceptance of
whether due to fraud or error. In making those risk Act, 1956. 3. a) The Company has granted unsecured loan to its wholly Deposits) Rule 1975.
assessments, the auditor considers internal control relevant owned subsidiary Company covered in the register
f.
Since the Central Government has not issued any 7. In our opinion the Company has an internal audit system
to the Company’s preparation and fair presentation of the maintained under Section 301 of the Companies Act,
notification as to the rate at which the cess is to be commensurate with the size and nature of its business.
financial statements in order to design audit procedures paid under section 441A of the Companies Act, 1956 1956. The Maximum amount involved during the year
that are appropriate in the circumstances. An audit also was ` 330 Million (Rupees Three Hundred & Thirty Million 8. We have broadly reviewed the books of account relating
nor has it issued any Rules under the said section,
includes evaluating the appropriateness of accounting prescribing the manner in which such cess is to be Only) and the year end balance of loan given to this to materials, labour and other items of cost maintained by
policies used and the reasonableness of the accounting paid, no cess is due and payable by the Company. Company was ` 330 Million (Rupees Three Hundred & the Company pursuant to the Rules made by the Central
estimates made by management, as well as evaluating the Thirty Million Only). In our opinion terms and conditions Government for the maintenance of cost records under
overall presentation of the financial statements. for VAPS & Co.
on which loans have been given to companies, firms or section 209 (1) (d) of the Companies Act, 1956 we are
Chartered Accountants,
i.) In so far as it relates to the Balance Sheet of the state other parties covered in the register maintained under of the opinion that prima facie the prescribed accounts
Firm Regn. No. 003612 N
of affairs of the Company as at March 31, 2013, section 301 of the Companies Act, 1956 are not, prima and record have been made and maintained. We have not
facie, prejudicial to the interest of the Company. made however a detailed examination of the record with a
ii.) In the case of the Statement of Profit & Loss, of the (P.K.JAIN)
profit of the Company for the year ended on that date, view to determine whether they are accurate or complete.
Place: Delhi Partner b) The Company has not taken any unsecured loan from
and Date : May 30, 2013 M.No. 082515
9. (a) According to the records of the Company, the Company Excise Duty, Service Tax, Cess etc. were outstanding Authority where the
Name of the Amount Period to which
is regular in depositing with appropriate authorities as at March 31, 2013 for a period of more than six Nature of Dues Dispute is Pending for
Statue (` million) dues Related
undisputed statutory dues including Provident Fund, months from the date they became payable. Decision
Investor Education Protection Fund, Employees State Value Added Tax Reversal of Input tax credit on Consignment 17.03 April-10 to Commercial Tax Tribunal,
(c) According to the information and explanation given to
Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Act-2008 /Stock Transfer Sept.-10 Ghaziabad
us and records of the Company examined by us, the
Duty, Excise Duty, Service Tax, Cess and other material (Provisional Assessment)
particulars dues of Sales Tax, Income Tax, Customs
statutory dues applicable to it. Value Added Tax Difference in Rate of Tax on Steel Tubes 36.17 30/09/2008 to Sales Tax Commissioner-
Duty, Wealth Tax, Excise Duty, Service Tax, Cess which
Act-2008 & Pipes 15/01/2009 Appeal
(b) According to the information and explanations given have not been deposited on account of any dispute,
Value Added Tax Reversal of Input tax credit on Consignment 11.71 April, 08 Sales Tax Commissioner-
to us, no undisputed amount payable in respect of are as follows:
Act-2008 /Stock Transfer/Sale to SEZ Units to Appeal
Income Tax, Wealth Tax, Sales Tax, Customs Duty and
March, 09
Authority where the Value Added Tax Reversal of Input tax credit on Consignment 20.81 April, 09 Sales Tax Commissioner-
Name of the Amount Period to which Act-2008 /Stock Transfer/Sale to SEZ Units to Appeal
Nature of Dues Dispute is Pending for
Statue (` million) dues Related
Decision March, 10
Central Excise Central Excise levied u/s 11A of Central Before the High Court 10. The Company has no accumulated losses as at March 31, 17. According to the information and explanations given to us
3.67 07.08.1996
Act,1944 Excise Act,1944. Judicature of Allahabad 2013 and has not incurred any cash losses during the financial and on an overall examination of the balance sheet of the
Central Excise Penalty u/s 11 AC of Central Excise year covered by our audit and in the immediately preceding Company, we report that no funds raised on short-term
Before the High Court
Act,1944 Rules,1944 read with Rule 9(2) & 173Q of 3.67 07.08.1996 financial year. basis have been used for long term investment.
Judicature of Allahabad
Central Excise Act,1944.
11. In our opinion and according to the information and 18. According to the information and explanations given to us,
Central Excise Recovery u/s 57 I (4) of Central Excise
explanations given by the management, we are of the opinion the Company has made allotment of 1,026,953 Equity
Act,1944 Act,1944 of modvat credit availed and
Before the High Court that the Company has not defaulted in repayment of dues to Shares on preferential basis ( on conversion of equal
utilized in contravention of the provisions 0.35 07.08.1996
Judicature of Allahabad any financial institution, bank or debenture holders. number share warrant already issued entitling the warrant
of Rule 57F(3) of Central Excise Rules,
holder to get one equity share of ` 10 each for each
1944. 12. We have been informed that the Company has not granted
warrant) to parties and Companies covered in the register
Central Excise Penalty u/s 11AC of Central Excise loans and advances on the basis of security by way of pledge
Before the High Court to be maintained under section 301 of the Act and in our
Act,1944 Rules,1944 read with Rule 9(2) & 173Q of 0.35 07.08.1996 of shares, debentures and other securities. Hence paragraph
Judicature of Allahabad opinion , the premium at which share have been issued is
4(XII) of the order is not applicable.
Central Excise Rule,1944. not prejudicial to the interest of the Company.
Central Excise Central Excise duty levied u/s 11 A of 13. In our opinion, the Company is not a chit fund or a nidhi
0.45 15.08.1999 CESTAT, New Delhi 19. During the period covered by our audit report, the Company
Act,1944 Central Excise Act,1944. / mutual benefit fund/society. Therefore, the provisions of
has not issued any debentures.
Central Excise Penalty u/s 11 AC of Central Excise clause 4 (xiii) of the Companies (Auditor’s Report) Order,
0.45 15.08.1999 CESTAT, New Delhi 2003 as amended 2004 are not applicable to the Company. 20. The Company has not raised any money from public issue
Act,1944 Act,1944.
Central Excise Penalty under Rule 9(2) and 173Q of and as such question of end use of money raised by public
0.10 15.08.1999 CESTAT, New Delhi 14. The Company has maintained proper records of transactions
Act,1944 Central Excise Rule,1944. issue does not arise.
and contracts in respect of trading in securities, debentures and
Central Excise Demand in Terms of section 11A on Zinc 1.08 July-08 to CESTAT, New Delhi other investment and timely entries have been made therein. 21.
Based upon the audit procedures performed and
Act,1944 Ash/Dross clearance. All shares (except the shares held in the name of nominees information and explanations given by the management,
Penalty under Rule 25 of Central Excise 0.03 Mar-09 of the Company in wholly owned subsidiaries), debentures we report that no fraud on or by the Company has been
Rules 2002 read with section 11AC of and other investments have been held by Company in its own noticed or reported during the course of our audit for the
Central Excise Act 1944. name. year ended March 31, 2013.
U.P. Tax on Entry The constitutional validity of U.P. Tax on 44.76 Nov.-08 Before the Supreme Court 15. The Company has given corporate guarantee for securing for VAPS & Co.
of Goods in to Entry of Goods in to Local areas Act, 2007 to of India working capital facilities sanctioned by Banks to its Subsidiary Chartered Accountants,
Local areas Act, had been Challenged. Mar.-11 Companies. In our opinion, the terms and conditions on which Firm Regn. No. 003612 N
2007 the Company has given said guarantees are not prejudicial to
Value Added Tax Reversal of Input tax credit on Consignment 6.14 Jan.-08 to Commercial Tax Tribunal, the interest of the Company.
Act-2008 /Stock Transfer Mar.-08 Ghaziabad (P.K.JAIN)
16. In our opinion and according to information and explanations
given to us by the Company the term loans have been applied Place: Delhi Partner
for the purpose for which they were raised. Date : May 30, 2013 M.N. 082515
BALANCE SHEET As at March 31, 2013 STATEMENT OF PROFIT & LOSS For the year ended March 31, 2013
( Ìn Million) (Ìn Million Except EPS)
Particulars Note No. Current Year Previous Year Particulars Note No. Current Year Previous Year
I. EQUITY AND LIABILITIES I. Gross Revenue from operations 19 17,537.87 11,658.35
(1) Shareholder's Funds Less: Excise Duty & Cess 1,446.69 883.02
(a) Share Capital 2 223.24 212.97 Net Revenue from operations 16,091.18 10,775.33
(b) Reserves and Surplus 3 2,744.59 2,369.21 II. Other Income 20 10.31 5.67
(c) Money received against share warrants 40.42 82.62 III. Total Revenue (I +II) 16,101.49 10,781.00
(2) Share Application money pending allotment - - IV. Expenses:
(3) Non-Current Liabilities Cost of materials consumed 21 10,200.81 7,454.98
(a) Long-Term Borrowings 4 473.94 479.56 Purchase of Stock-in-Trade 4,469.70 1,940.11
(b) Deferred Tax Liabilities (Net) 274.64 196.58 Changes in inventories of finished goods, work-in-progress
22 (481.24) 50.97
(c) Other Long Term Liabilities 5 0.50 - and Stock-in-Trade
(d) Long Term Provisions 6 6.32 4.22 Employee Benefit Expense 23 164.04 82.35
(4) Current Liabilities Financial Costs 24 320.05 232.33
(a) Short-Term Borrowings 7 2,506.75 1,445.36 Depreciation and Amortization Expense 78.79 55.47
(b) Trade Payables 8 616.27 434.24 Other Expenses 25 800.04 530.52
(c) Other Current Liabilities 9 262.35 200.24 Total Expenses (IV) 15,552.20 10,346.74
(d) Short-Term Provisions 10 183.13 134.10 V. Profit before exceptional and extraordinary items and tax (III - IV) 549.29 434.26
Total Equity & Liabilities 7,332.15 5,559.10
II. ASSETS VI. Exceptional Items 26 3.66 4.10
(1) Non-Current Assets
(a) Fixed Assets 11 VII. Profit before extraordinary items and tax (V - VI) 545.63 430.16
(i) Tangible Assets 1,854.63 1,241.17
(ii) Intangible Assets - - VIII. Extraordinary Items
(iii) Capital work- in- Progress 16.95 339.18
(iv) Intangible Assets Under Development 9.87 - IX. Profit before tax (VII - VIII) 545.63 430.16
1,881.45 1,580.35
(b) Non-current investments 12 779.65 768.10 X. Tax expense:
(c) Deferred tax assets (net) - (1) Current tax 113.52 88.16
(d) Long term loans and advances 13 785.13 709.38 (2) Deferred tax 78.06 62.88
(e) Other non-current assets 55.84 22.39 (3) Tax Expenses inrespect of eariler years 11.67
(2) Current Assets (4) Mat Credit Entitlement (4.17) (8.40)
(a) Current investments XI. Profit/(Loss) from the perid from continuing operations (IX-X) 346.55 287.52
(b) Inventories 14 1,775.46 929.94
(c) Trade receivables 15 1,654.36 1,228.92
XII. Profit/(Loss) for the period 346.55 287.52
(d) Cash and cash equivalents 16 98.62 31.46
(e) Short-term loans and advances 17 251.73 228.25
XIII. Earning per equity share:
(f) Other current assets 18 49.92 60.31
(1) Basic 15.89 14.13
Significant Accounting Policies 1
(2) Diluted 15.12 12.27
Total Assets 7,332.15 5,559.10
Notes referred to above and notes attached there to form an integral part of Balance Sheet Notes referred to above and notes attached there to form an integral part of Profit & Loss Statement
This is the Balance Sheet referred to in our Report of even date. This is the Profit & Loss Statement referred to in our Report of even date.
M. No: 082515
M. No: 082515
CASH FLOW STATEMENT For the year ended March 31, 2013 Notes to Standalone Financial Section As at & For the year ended March 31, 2013
( Ìn Million) NOTE 1 Significant Accounting Policies
Particulars Current Year Previous Year
1) Basis of Preparation of Financial Statement
1. CASH FLOW FROM OPERATING ACTIVITIES a) The financial statements have been prepared under the historical cost convention on an accrual basis of accounting in
Net Profit before tax and extra ordinary items 545.63 430.17 accordance with the Accounting Standard-1 Referred to in section 211(3c) of the Companies Act, 1956.
Adjustments for:
Depreciation & Amortisation 78.79 62.46 b) The Company follows mercantile system of accounting and recognizes income and expenditure on accrual basis.
Deffered Expenditure 20.51
c) Expenditure incurred in connection with the issue of Shares/GDRs/warrants is written off against security premium account
Interest & Finance Charges 320.05 232.33
in the year of incurrence.
Loss on sale of fixed assets/Investments 3.67 423.02 4.10 298.89
Operating Profit Before Working Capital Changes 968.65 729.06 d) All the assets and liabilities have been classified as current or non current as per the Company’s normal operating cycle
Adjustments for: and other criteria set out in Schedule VI to the Companies Act, 1956. Based on the nature of the products and the time
Increase/Decrease in Trade Receivables (425.45) (592.14) between the acquisition of the assets for processing and their realization in cash and cash equivalent, the Company has
Increase/Decrease in Other Receivables (2.49) (13.68) ascertained its operating cycle to be less than 12 months.
Increase/Decrease in Inventories (845.52) 42.26
Increase/Decrease in Trade & Other Payable 265.04 (1,008.42) 232.76 (330.80) 2) Fixed Assets
Cash Generated from Operations (39.77) 398.26 a) Fixed Assets are stated at cost net of duty credit availed less accumulated depreciation and impairments, if any. The
Direct Taxes paid including Fringe Benefit Tax (174.48) (94.33) cost includes cost of acquisition/construction, installation and preoperative expenditure including trial run expenses (net
Cash Flow before extra ordinary items (214.25) 303.93 of revenue) and borrowing costs incurred during pre-operation period. Expenses incurred on capital assets are carried
Net Cash from Operating Activities (A) (214.25) 303.93 forward as capital work in progress at cost till the same are ready for use.
2. Cash Flow from Investing Activities:
b) Pre-operative expenses, including interest on borrowings for the capital goods, where applicable incurred till the capital
Purchase of Fixed Assets (385.52) (488.62)
Misc Expenditure (69.74) (11.88) goods are ready for commercial production, are treated as part of the cost of capital goods and capitalized.
Sale of Fixed Assets 2.22 4.34 c) Machinery spares which are specific to particular item of fixed assets and whose use is irregular are capitalized as part of
Advances for Fixed Assets 13.65 17.79 the cost of machinery.
Investment in Subsidiary Company (80.48) -
Misc Investments (11.55) (157.87) 3) Impairment of Assets
Net Cash from Investing Activities (B) (531.42) (636.24) The Company recognizes all the losses as per Accounting Standard-28 due to the impairment of assets in the year of review of
3. Cash Flow from Financing Activities: the physical condition of the Assets and is measured by the amount by which, the carrying amount of the Asset exceeds the
Proceeds from issue of Shares and Warrants issued during the Year 126.61 186.38 Fair Value of the Asset.
Receipt / Repayment of Secured loans 1,055.77 276.01
4) Depreciation
Dividend & DDT paid (49.50) (49.67)
Interest & Finance Charges (320.05) (232.33) Depreciation on fixed assets is provided on straight-line basis at the rates specified under Schedule XIV of the Companies Act,
Net cash generated from Financing activities 812.82 180.39 1956. Depreciation for assets purchased/sold during the period is proportionately charged.
Net Cash from Financing Activities (C ) 812.82 180.39 5) Inventories Valuation
Net Increase/(Decrease) in Cash & Cash Equivalents (A + B + C) 67.15 (151.93) Raw material is valued at cost (First in First Out basis) or net realizable value whichever is lower. Finished Goods are valued at
Add : Cash & Cash Equivalents at the Beginning of the Year 31.47 183.39 cost or net realizable value whichever is lower. Stock of Scrap is valued at net realizable value. Stock of Trading Goods is valued
Cash & Cash Equivalents at the End of the Year 98.62 31.47
at Cost (Weighted Average/First in First Out basis).
Notes :
1. Cash & Cash Equivalents represents Cash & Bank Balances and deposits with Banks as per Note No.16 6) Foreign Exchange Transactions
2. The Cash Flow Statement has been prepared under the “Indirect method “ as set out in the AS -3 issued by ICAI Foreign currency transactions are recorded at the rate of exchange prevailing on the date of transaction. All exchange differences
are dealt within statement of profit and loss account. Current assets and current liabilities in foreign currency outstanding at
3. Figures in Brackets indicate cash outflow.
the year end are translated at the rate of exchange prevailing at the close of the year and resultant gains/losses are recognized
As per our separate Audit Report of even date attached in the statement of profit and loss account of the year except in cases where they are covered by forward foreign exchange
for VAPS & CO. for and on behalf of the Board contracts in which cases these are translated at the contracted rates of exchange and the resultant gains/losses recognized in
Chartered Accountants statement of profit and loss account over the life of the contract.
7) Duties & Credits
(P.K. Jain) Sanjay Gupta Ashok K. Gupta Vinay Gupta a) Excise Duty is accounted for at the time of clearance of goods except closing stock of finished goods lying at the works.
b) Cenvat Credit, to the extent available during the year, are adjusted towards cost of materials.
M. No: 082515
c) Duty credit on export sales has been taken on accrual basis whether license has been issued after closing of the financial
year.
Notes to Standalone Financial Section As at & for the year ended March 31, 2013 Notes to Standalone Financial Section As at & for the year ended March 31, 2013
NOTE 1 Significant Accounting Policies (Contd.) NOTE 2 Share Capital ( Ìn Million)
8) Sales are inclusive of excise duty and after deducting the discount and also sales tax applicable and Purchase made
against Bank Guarantee, Letter of Credit are classified in sundry creditor for raw materials. 1 AUTHORIZED CAPITAL
25,000,000 Equity Shares of `10/- each 250.00 250.00
9) Retirement Benefits (Previous year 25,000,000 Equity Shares of `10/- each)
a) The company has provided for the retirement benefits as per the actuarial valuation under the Projected Unit Credit 250.00 250.00
Method. 2 ISSUED, SUBSCRIBED & PAID UP CAPITAL
b) Retirement benefits in the form of Provident Fund are charged to the Profit & Loss Account of the period when the 22,323,636 Equity Shares of `10/- each 223.24 212.97
contributions to the respective funds are due. (Previous Year 21,296,683 Equity Shares of `10/- each)
Total 223.24 212.97
10) Borrowing Cost
Borrowing cost is charged to the Profit & Loss Account, except cost of borrowing for the acquisition of qualifying assets, which 1. Reconciliation of the number of issued, subscribed and paid-up shares :
is capitalized till the date of commercial use of the assets. Particulars Current Year Previous Year
11) Taxes on Income Shares outstanding as at the beginning of the year 21,296,683 20,296,683
Provision for current tax is made considering various allowances, disallowances and benefits available to the Company under Shares bought back during the year - -
the provisions of Income Tax Law. Additions during the year 1,026,953 1,000,000
Deletion during the year - -
In accordance with Accounting Standard-22 “Accounting for Taxes on Income” issued by the Institute of Chartered
Shares outstanding as at the end of the year 22,323,636 21,296,683
Accountants of India, deferred taxes resulting from timing differences between book and tax profits are accounted for at tax
a) 641,953 Equity shares were issued on June 21, 2012 upon conversion of equal number of warrants held by APL Infrastructure
rate substantively enacted by the Balance Sheet date to the extent the timing differences are expected to be crystallized.
Pvt. Ltd. ( Promoter group entity) out of total 641,953 warrants issued @ `176/-.
12) Misc. Expenditure
Misc. expenditure represents ancillary cost incurred in connection with the incorporation and share issue expenses and brand b) 385,000 Equity shares were issued on March 23, 2013 upon conversion of equal number of warrants held Mr. Ashok Kumar
promotion expenditure. It has been decided to write off these expenses over the period of five years. Gupta (a promoter group entity) out of total 1,500,000 warrants issued @ `145/-.
13) Revenue Recognition 2. Particulars of Securities convertible into Equity shares issued and fund raised during the current and immediately
Sale of goods is recognized when the risk and reward of ownership are passed on to the customers. Revenue from services is preceeding financial year :
recognized when the services are complete. Particulars (ìn million)
14) Investments I. 1,641,953 warrants were issued @ `176/- each warrant to APL Infrastructure Pvt. Ltd. (a promoter
Long term investments, other than investment in Associates and Subsidiaries, are carried at cost less provision for permanent group entity) entitling for equal number of Equity Shares having nominal value of `10/- each within
diminution, if any, in value of such investments. Current investments are carried at lower of cost and fair value. Income/Loss 18 months from the date of allotment i.e. December 22, 2010
from investments is recognized in the year in which it is generated. a) being 25 % subscription amount received before allotment of 1,641,953 warrants made on
72.25
December 22, 2010.
15) Provision and Contingencies b) being 75 % subscription amount received before conversion of 1,000,000 warrants into equity
132.00
The company creates a provision when there is a present obligation as a result of past event that requires an outflow of shares, equity shares were alloted on March 13, 2012.
resources and a reliable estimate can be made of the amount of obligation. c) being 75 % subscription amount received before conversion of 641,953 warrants into equity shares,
84.74
equity shares were alloted on June 21, 2012.
A disclosure for a contingent liability is made when there is a present obligation that may require an outflow of resources or
II. 1,500,000 warrants were issued @ `145/- each warrant to Mr. Ashok Kumar Gupta (a promoter
where a reliable estimate of such obligation cannot be made.
group entity) entitling for equal number of Equity Shares having nominal value of `10/- each within
16) Cash Flow Statement 18 months from the date of allotment i.e. February 14, 2012
Cash flows are reported using the indirect method, whereby net profit before tax is adjusted for the effects of transactions a) being 25 % subscription amount received before allotment of 1,500,000 warrants made on
54.38
of a non-cash nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or February 14, 2012
expenses associated with investing or financing cash flows. The cash flows from operating, investing and financing activities of b) being 75 % subscription amount received before conversion of 385,000 warrants into equity shares,
the Group are segregated. equity shares were alloted on March 23, 2013. (remaining 1,115,000 warrants were pending for 41.87
allotment as at March 31, 2013.)
17) Earnings per Share
385.24
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders
Details of utilisation of fund received :
(after deducting attributable taxes) by the weighted average number of equity shares outstanding during the period. For the
i) Part funding for acquisition of Lloyds Line Pipes Ltd. 72.25
purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and
ii) Part finance of ongoing Capex programme & margin of working capital. 312.99 385.24
the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential
equity shares.
Notes to Standalone Financial Section As at & For the year ended March 31, 2013 Notes to Standalone Financial Section As at & For the year ended March 31, 2013
NOTE 2 Share Capital (Contd.) NOTE 3 Reserve & Surplus ( Ìn Million)
3. Details of allotment of securities in the preceeding 5 financial years : Sl. No. Particulars Current Year Previous Year
i) Bonus Issue : 3,198,000 Equity shares of `10/- each were issued as 1 [One] : 1 [One] fully paid bonus to existing equity 1 Security Premium 1,723.17 1,564.63
shareholders on June 6, 2007. Balance brought forward from previous year 1,564.63 1,398.63
ii) Warrant Issue : 3,175,000 warrants were issued @ `140/- each warrant to promoters and other strategic investors entitling
Less: Transfers - -
them for equal number of Equity Shares and bonus shares having nominal value of `10/- each (i.e. warrant holder were
entitled for 2 Equity Shares agaist each warrant they have) within 18 months from the date of allotment i.e. July 5, 2007
2 General Reserve 150.15 100.15
a) 4,281,000 Equity Shares were issued on conversion of 2,140,500 warrants on January 23, 2008.
Balance brought forward from previous year 100.15 71.40
b) 782,000 Equity Shares were issued on conversion of 391,000 warrants on April 28, 2008
c) 787,000 Equity Shares were issued on conversion of 393,500 warrants onJune 27, 2008.
Less: Transfers - -
d) 370,000 Equity Shares were issued on conversion of 185,000 warrants on April 4, 2009
e) Subscribers of 65,000 share warrants didn’t exercised their option within 18 months of allotment of warrants and
3 Surplus (Statement of Profit & Loss) 871.27 704.43
consequently, their initial subscription amount was forfeited
Balance brought forward from previous year 704.43 495.34
iii) 1,798,333 Equity shares has been issued to earstwhile shareholders of Shree Lakshmi Metal Udyog Limited for aquiring their Less: Dividend Propsed / Paid# 111.62 42.59
100% Equity shares in a non-cash deal [swap ratio 1 [One] Share of APL Apollo Tubes Limited for every 3 [Three] shares of Less: Dividend Distribution Tax on Dividend 18.10 7.07
Shri Lakshmi Metal Udyog Limited] on April 28, 2008. Less: Transfer to Reserves 50.00 28.75
Add: Profit for the period 346.55 287.52
iv) Equity share issued as underlying security for GDR issue Total 2,744.59 2,369.22
a) On June 18, 2008 2,941,200 Equity Shares were alloted as underlying securities for 1,470,600 Global Depository # Dividend Proposed to be distributed to equity shareholders is `5/- ( Previous Year Proposed Dividend `2.00) per equity share
Receipts.
b) On July 17, 2008 2,941,150 Equity Shares were alloted as underlying securities for 1,470,575 Global Depository NOTE 4 Long Term Borrowings ( Ìn Million)
Receipts. Sl. No. Particulars Current Year Previous Year
Secured Loans
v) Warrant Issue : 1,641,953 warrants were issued @ `176/- each warrant to promoters entitling them for equal number
1 Term Loan
of Equity Shares having nominal value of `10/- each within 18 months from the date of allotment i.e. December 22, 2010
- From Bank 473.94 479.56
a) 1,000,000 Equity Shares were issued on conversion of equal no of warrants on March 13, 2012.
Total 473.94 479.56
b) 641,953 Equity Shares were issued on conversion of equal no of warrants on June 21, 2012.
Installment falling due in respect of all the above Loans upto 31.03.2014 have been grouped under “ Current Maturities of long
term debt” .
Details of shareholding more than 5% of the aggregate share of the company Nature of Security and terms of repayment for Long Term Secured Borrowings:-
Current Year Previous Year Sl. No. Amount of Loan Terms of Repayment
No. of Shares % of Holdings No. of Shares % of Holdings 1 Term Loan amounting `480.00 Million ( P.Y. `370.680 Million). Repayable in 18 unequal quarterly installments
Name of the Shareholder held held commencing from December, 2012. Last
APL Infrastructure Private LImited* 7,948,440 35.605% 7,306,487 34.308% installment due on March, 2017. Rate of interest
Kitara PIN 3,000,000 13.439% 3,000,000 14.087% 12.50% p.a as at year end ( P.Y. 12.50%)
*(A Promoter Group Entity) 2 Term Loan amounting `112.29 Million ( P.Y. `187.30 Million). Repayable in 16 equal quarterly installments
commencing from November, 2010. Last
installment due on August, 2014. Rate of interest
was 9.75% till September 2011 and thereafter it
was reset to 12%
Nature of Security for Sub Note No. 1.1 & 1.2 of Note No. 4 and Sub Note No. 1.1 of Note No. 8: First pari pasu
charge on current assets, movable fixed assests, present and future, of the company and further secured by equitable
mortgage on company’s land and building situated A-19 Industrial area Sikandarabad, U.P and at 332-338, Alur-Village,
Perandapalli - Hosur on first pari passu basis. These credit facilities are furhter collaterlly secured by coprorate guarantee
and Land & Building of V S Exim Pvt. Ltd., situated at A-20 Industrial Area, Sikandrabad U.P. and Personal guarantee of
Mr Sameer Gupta, Mr. Vinay Gupta and Mr Sanjay Gupta (Promoter Directors).
NOTE 4 Long Term Borrowings (Contd.) NOTE 9 Other Current Liabilities ( Ìn Million)
Nature of Security and terms of repayment for Long Term Secured Borrowings:- (Contd.) Sl. No. Particulars Current Year Previous Year
Sl. No. Amount of Loan Terms of Repayment 1 Current Maturities of Long Term Borrowings 157.85 117.64
3 Term Loan amounting `35.99 Million ( P.Y. `36.60 Million) is Repayable in 254 monthly installments 2 Interest accured but not due on Borrowings 27.79 3.53
secured against mortage of Estate Home (residential property under commencing from October, 2007. Last 3 Unclaimed Dividend 0.96 0.34
construction) at E-11 (Land-II), Jaypee Greens, Greater Noida (U.P.) installment due on November, 2028. Carries 4 Statutory Dues 63.04 48.19
floating rate of interest linked with Base Rate 5 Advance From Customers 12.71 30.54
i.e. base rate+275bps. Rate of Interest 10.75% Total 262.35 200.24
p.a.as at year end.
4 Various Vehicle Loans total amount `3.50 Million of hypothecation All loans have 36 monthly installments NOTE 10 Short Term Provisions ( Ìn Million)
of respective vehicle. commencing from various dates, carry rate of Sl. No. Particulars Current Year Previous Year
interest between 9.50% to 12.00% P.A. First loan 1 Provision for Excise Duty on Finished Goods 57.78 39.49
installment commencing from Aug, 2008 and 2 Dividend Proposed 111.62 42.59
installment of last loan upto January, 2015. 3 Provision for Taxation (Net)# 13.73 52.03
Total 183.13 134.11
NOTE 5 Other Long Term Liability ( Ìn Million) # Provision for taxation includes dividend distribution tax
1 Security Liability 0.50 -
NOTE 11 FIXED ASSETS ( Ìn Million)
DESCRIPTION RATE GROSS BLOCK DEPRECIATION NET BLOCK
Total 0.50 - @ AS AT ADDITION SALES/ AS AT UPTO FOR THE ADJUSTED UPTO AS AT AS AT

01.04.2012 DURING TRANSFER 31.03.2013 31.03.2012 PERIOD DURING 31.03.2013 31.03.2013 31.03.2012
THE DURING THE
PERIOD THE PERIOD
NOTE 6 Long Term Provisions ( Ìn Million) PERIOD
Sl. No. Particulars Current Year Previous Year A. FIXED ASSETS

Land -- 39.25 35.77 75.03 - - - 75.03 39.25
1 Provisions for Employee Benefits 6.32 4.22
Building 3.34% 238.69 156.52 395.21 21.88 11.30 33.17 362.04 216.81
Plant & Machinery 4.75% 1,088.30 461.03 6.26 1,543.07 130.21 62.44 0.46 192.19 1,350.87 958.09
Total 6.32 4.22
Office Equipment 4.75% 3.72 13.16 16.88 0.96 0.69 1.65 15.23 2.76
The Company has provided for the retirement benefits as per the actuarial valuation under the Projected Unit Credit Method.
Vehicle 9.50% 28.64 4.31 2.09 30.85 11.04 2.79 0.90 12.93 17.93 17.60
Furniture & Fixture 6.33% 1.49 27.02 28.51 0.16 0.45 0.61 27.90 1.33
NOTE 7 Short Term Borrowings ( Ìn Million)
Computer 16.21% 6.15 1.42 7.57 2.94 1.13 4.06 3.51 3.21
Sl. No. Particulars Current Year Previous Year Zinc (46.142 M.T.) -- 2.13 2.13 - - - 2.13 2.13
1 Loan Repayable on Demand SUB TOTAL (A) 1,408.37 699.23 8.35 2,099.25 167.19 78.79 1.36 244.62 1,854.63 1,241.18
- From Bank 2,506.75 1,445.36 B. WORK-IN-PROGRESS
Total 2,506.75 1,445.36 WIP (Building) 131.92 18.53 135.59 14.85 - - - - 14.85 131.92
For Nature of security refer to Sub Note No. 1.3 of Note No.4 WIP (Plant & Machinery) 192.90 155.48 346.28 2.10 - - - - 2.10 192.90
WIP (Office Equipment) 10.36 - 10.36 - - - - - - 10.36
NOTE 8 Trade Payable ( Ìn Million) WIP (Furniture &
4.00 - 4.00 - - - - - - 4.00
Fixtures)
SUB TOTAL (B) 339.17 174.01 496.23 16.95 - - - - 16.95 339.18
1 Sundry Creditors for Raw Material 388.58 263.17
C. Intangible Assets
2 Sundry Creditors for Trading Goods 90.82 85.40 Under Development
3 Sundry Creditors for Others 93.82 57.05 WIP (Software
9.87 9.87 9.87 -
Development)
4 Expenses Payable 43.05 28.62
SUB TOTAL (C) - 9.87 - 9.87 - - - - 9.87 -
Total 616.27 434.24
Current Year Figure ( A
For Nature of security refer to Sub Note No. 1.3 of Note No.4 1,747.54 883.10 504.58 2,126.07 167.19 78.79 1.36 244.62 1,881.45 1,580.36
+ B +C)
Previous Year Figure 1,263.38 488.62 4.46 1,747.54 111.72 55.62 0.15 167.19 1,580.36 1,151.67
NOTE 12 Non-Current Investment ( Ìn Million) NOTE 14 Inventories ( Ìn Million)
Quoted 1 Raw Material 705.34 364.31
Investment in Equity Shares 2 Finished Goods 1,000.28 517.00
335,000 Equity Shares of Kisan Mouldling Ltd 11.55 - 3 Stores & Spares 38.41 32.17
(Previous Year Nil) 4 Rejection & Scrap 31.43 16.46
Total 1,775.46 929.94
Unquoted The closing stock of finished goods and scrap has been valued Inclusive of Excise Duty amounting to `57.78 Million (Previous Year
Other than Trade at cost less provision (Unquoted) `39.49 Million) as per ASI-14 (Revised) issued by the Institute of Chartered Accountants of India.
1 Investment in Equity Shares :
For Mode of Valuation, refer Point No. 5 of Significant Accounting Policies.
-In Subsidiary Companies
(i) 2,711,100 Equity shares of Apollo Metalex Pvt. Ltd. of ` 10/- NOTE 15 Trade Recievables ( Ìn Million)
72.11 72.11
each fully paid up Sl. No. Particulars Current Year Previous Year
(ii) 5,895,000 Equity shares of Shri Lakshmi Metal Udyog Ltd. of 1 Outstanding for more than six months from the date they were due
362.99 362.99
` 10/- each fully paid up for payment
(iii) 20,000,000 Equity shares of Lloyds Line Pipes Ltd. of ` 10/- a) Unsecured, Considered Good : 15.43 15.24
332.50 332.50
each fully paid up 2 Others from the date they were due for payment
a) Unsecured, Considered Good : 1,638.93 1,213.68
2 Investment in Mutual Funds Total 1,654.36 1,228.92
(i) Union KBC Tax Saver 0.50 0.50
NOTE 16 Cash & Cash Equivalent ( Ìn Million)
1 Cash and Cash Equivalents
Aggregate book value of unquoted Investments 768.10 768.10 Cash Balance 4.89 2.81
Aggregate book value of quoted Investments 11.55 - Bank Balance 9.33 11.14
Market Value of quoted Investments 10.45 - Sub Total ( A ) 14.22 13.95
Aggregate provision for diminuiton in value of Investments - - 2 Other Bank Balances
Additional Information: In margin money with maturity less than 12 months at inception 82.08 16.74
Accrued Interest on FDR's & Securities 2.33 0.78
Out of 5,895,000 Equity Shares of Shri Lakshmi Metal Udyog Limited, 5,395,000 Equity Shares were aquired in a non-cash deal,
Sub Total ( B ) 84.40 17.52
wherein 1,798,333 Equity shares of `10/- each of APL Apollo Tubes Limited were issued to earstwhile shareholders of Shri Lakshmi
Total 98.62 31.47
Metal Udyog Limited [swap ratio 1 [One] share of APL Apollo Tubes Limited for every 3 [Three] shares of Shri Lakshmi Metal udyog
Limited] on April 28, 2008 for aquiring their 100% shareholding. Agreegate amount for acquiring for these shares was `283.99
NOTE 17 Short Terms Loans and Advances ( Ìn Million)
Million calculated in accordance with SEBI Guidelines
NOTE 13 Long Term Loans and Advances ( Ìn Million) 1 Advance Recoverable in cash or in kind or for value to be
Sl. No. Particulars Current Year Previous Year considered good
Advance to Suppliers 39.53 47.23
1 Capital Advances
Advance to Others 3.74 3.84
Unsecured, Considered Good 281.50 295.15
Advance Income Tax/Refund Due -
2 Security Deposit
Prepaid Expenses 1.63 9.46
Unsecured, Considered Good 170.95 162.99
Advance Payment with Revenue Authorities (Indirect Taxes) 181.45 146.50
3 Loans & Advances to related parties
MAT Credit Entitlement 25.38 21.22
- Wholly Subsidiary Company 330.48 250.00
Total 251.73 228.25
4 Other Loans & Advances 2.20 1.24
* The company has filed an SLP no. 14813/2012 with the Hon’ble Supreme Court of India against the order of Hon’ble Allahabad
Total 785.13 709.38 High Court for not levying the Entry Tax for the financial years from 2007-08 to 2010-11. However The Company has deposited
`79,584,630 (Rupees Seven Crore Ninety Five Lacs Eighty four Thousand Six Hundered Thirty Only) as “ Entry Tax Under Protest” for
the above mentioned period.
NOTE 18 Other Current Assets ( Ìn Million) NOTE 22 Change in Inventories ( Ìn Million)
1 Claim Receivable 28.97 54.71 1 Opening Stock (Net of Excise Duty)
2 Brand Image Expenses 20.95 5.60 Finished Goods 477.90 535.24
Total 49.92 60.31 Scrap 14.79 8.42
Total-1 492.69 543.66
NOTE 19 Revenue from Operations ( Ìn Million) 2 Closing Stock (Net of Excise Duty)
Sl. No. Particulars Current Year Previous Year Finished Goods 945.49 477.90
1 Sales Domestic 16,965.96 11,364.20 Scrap 28.46 14.79
2 Sales Export 532.38 273.09 Total-2 973.95 492.69
3 Job Work 3.75 8.98 Total(2-1) (481.24) 50.97
4 Other Operating Income 8.60
NOTE 23 Employement Benefit Expenses ( Ìn Million)
5 Export Incentive 27.18 12.09
Total 17,537.87 11,658.35 Sl. No. Particulars Current Year Previous Year
1 Salaries, Wages,Bonus etc. 149.93 71.25
Detail of Sale of Products Current Year Previous Year
2 Contribution to Provident and other Funds 8.26 8.23
1 Black pipe 11,512.71 6,071.19 3 Staff Welfare Expenses 5.85 2.87
2 Galvanized Pipe 4,052.15 2,854.12 Total 164.04 82.35
3 Pre Galvanized Pipe 961.55 1,613.56
4 Coils 384.14 883.80 NOTE 24 Financial Cost ( Ìn Million)
5 Others 587.77 214.62 Sl. No. Particulars Current Year Previous Year
Total 17,498.32 11,637.29
1 Interest on Working Capital Facilities 265.37 196.50
2 Interest on Term Loan 38.07
NOTE 20 Other Income ( Ìn Million)
3 Other Borrowing Cost 16.61 35.83
Sl. No. Particulars Current Year Previous Year Total 320.05 232.33
1 Misc Income 9.24 2.66
2 Interest Income 1.07 3.02 NOTE 25 Other Expenses ( Ìn Million)
1 Stores & Consumables
NOTE 21 Cost of Material Consumed ( Ìn Million) Furnace Oil 42.96 26.36
Sl. No. Particulars Current Year Previous Year Others 73.03 45.94
1 Opening Stock 364.31 310.11 2 Power & Fuel 147.53 92.85
Add: Purchases 10,541.84 7,509.18 3 Rent 28.43 10.14
Less: Closing Stock 705.34 364.31 4 Repair & Maintenance :-
Total 10,200.81 7,454.98 Building 0.26 0.09
Plant & Machinery 3.84 3.19
Detail of Sale of Products Current Year Previous Year
Others 0.95 0.13
1 Black pipe 6.25 100.00 5 Insurance 0.61 0.38
2 HR Coil 9,213.67 5,992.87 6 Rates & Taxes 5.06 2.49
3 GP Coil 752.85 1,073.54 7 Job Work 10.74 12.42
4 Zinc 222.17 152.87 8 Freight Expenses
5 Others 5.87 135.70 Inward 20.02 19.59
Total 10,200.81 7,454.98 Outward 338.70 243.89
All the above raw material consumed includes indigenous materials consumed. There is no imported material consumed during 9 Legal & Professional Charges 5.01 3.08
the year. 10 Commission on sales 45.28 20.69
11 Others 77.62 49.28
Total 800.04 530.52
NOTE 26 Exceptional Item NOTE 28 Employee Benefits (Contd.) ( Ìn Million)
During the year the Company has sold Plant & Machinery of `2.00 Million and Vehicle of `0.22 Million consequently, there is loss Particulars Current Year Previous Year
on sale of `3.66 Million. Assumptions
Discount rate 8.00 8.50
NOTE 27 Contingent Liability
Contingent liability not provided for in respect of; Expected rate of return on plan assets - -
( Ìn Million)
Long term rate of compensation increase 5.50 6.00
1. Counter guarantee to Union Bank of India for performance 133.55 3.52
NOTE 29 Disclosure regarding computation of EPS in accordance with AS-20.
guarantee given to various departments
( Ìn Million except EPS and No. of Shares)
2. Corporate Guarantee(s) have been given for securing working capital facilities sanctioned to its Subsidiary Companies. Sl. No. Particulars Current Year Previous Year
A. Basic EPS
NOTE 28 Employee Benefits Profit After Tax As per P&L A/c (`) 346.55 287.52
Long Term Employee Benefits Weighted Avg. Number of Equity Share 21,805,668 20,345,863
The following table sets forth the status of the Gratuity Plan of the company, and the amounts recognized in the balance sheet and Basic EPS(`) 15.89 14.13
statement of profit and loss account. The liability for Gratuity as at March 31, 2013 have been actuarially determined and provided B. Diluted EPS
for in the accounts. ( Ìn Million) Profit After Tax As per P&L A/c (`) 346.55 287.52
Particulars Current Year Previous Year Diluted Number of Equity Shares o/s 22,920,668 23,438,636
Changes in the present value of defined benefit obligation Diluted EPS (`) 15.12 12.27
Present benefit obligation at the beginning of year 4.22 2.85 C. Computation of Diluted Number of Equity Shares
Current service cost 1.53 0.94 1. Weighted average number of equity shares outstanding during
21,805,668 21,296,683
Interest cost 0.34 0.24 the year
Past service cost Nil NIL 2. Average fair value of one equity share during the year 10.00 10.00
Actuarial gain/(loss) 0.68 0.58 3. Weighted average number of share warrant issue during the year 1,115,000 2,141,983
Benefits paid (0.43) 0.40 4. Warrants were issued entitling the holders to subscribe for one
10.00 10.00
Projected benefit obligation at the end of the year 6.34 4.21 equity share having nominal value ` 10 for every warrant issued.
5. Total Diluted Equity Shares (1+3) 22,920,668 23,438,636
Changes in the fair value of plan assets
Fair value of plan assets at the beginning of the year NOTE 30
Expected return on plan assets - The Company has only one segment i.e. manufacturing of Steel tubes and pipes, therefore segment reporting as required under
Contributions - Accounting Standard –17 is considered as not applicable.
Actuarial gain/(loss) -
Fair value of plan assets at the end of the year - NOTE 31 Brand building Expense
During the Year the Company incurred an expenditure of `69.74 Millions (Previous Year `14.85 Millions) on Brand building exercise,
Amount recognized in the balance sheet which has been grouped under miscellaneous expenses and will be amortized in 5 years equally.
Projected benefit obligation at the end of the year 6.34 4.21
Fair value of plan assets at the end of the year - - NOTE 32
Funded status of the plans-asset/(liability)-Liability recognized in the balance (6.34) (4.21) Provision for Income Tax for the current year has been computed based on Minimum Alternate Tax in accordance with Section
sheet 115JB of the Income Tax Act, 1961. Taking into consideration the future profitability and the taxable position in the subsequent
years, the Company has recognized MAT Credit Entitlement to the extent of `4.17 Millions (Previous Year `21.21 Millions) in
Gratuity cost for the year accordance with the Guidance Note on Accounting for Credit Available in respect of Minimum Alternate Tax under Income Tax Act,
Current service cost 1.53 0.94 1961 issued by the Institute of Chartered Accountants of India.
Interest Cost 0.34 0.24
Past service cost -
Expected return on plan assets - -
Net actuarial gain/(loss) recognized in the year 0.69 0.58
Net Gratuity cost 2.56 1.76
NOTE 33 Related Party Disclosures (AS-18) ( Ìn Million)
a) Name of the related parties and description of relationships; Particulars Current Year Previous Year
Related Parties with whom transaction have taken place during the year and balances outstanding as on the last day of the year; NOTE 34 Value of Import NIl 34.01
Name of related parties where control exists irrespective of whether transactions have occurred or not NOTE 35 Value of Export (CIF) 532.38 273,09
Wholly Owned Subsidiary companies Apollo Metalex (P) Ltd. NOTE 36 Expenditure in foreign Currency 6.59 59.65
Shri Lakshmi Metal Udyog Ltd.
NOTE 37
The outstanding balance of Debtors/Creditors in the books of the company is subject to confirmation.
Name of other related parties with whom transactions have taken place during the year
Associates Apollo Pipes Ltd. NOTE 38 Auditors Remuneration (excluding Service Tax) ( Ìn Million)
V. S. Exim (P) Ltd. Sl. No. Particulars Current Year Previous Year
APL Infrastructure (P) Ltd. i) Statutory Audit Fee 0.75 0.75
Key Management Personnel Promoter Group ii) Taxation matters 0.15 0.15
Mr. Sanjay Gupta (Chairman) iii) Other Services 0.10 0.10
Mr. Ashok K Gupta (Managing Director)
Total 1.00 1.00
Mr. Vinay Gupta (Director)
Mr. Sameer Gupta (Director) NOTE 39 Break up of Managerial Remuneration ( Ìn Million)
Relatives of Key Management Personnel Mrs. Saroj Rani Gupta (Mother of Directors) Sl. No. Particulars Current Year Previous Year
Mrs. Neera Gupta (Wife of Sh. Sanjay Gupta) i) Salaries 27.84 2.40
Mrs. Vandana Gupta (Wife of Sh. Vinay Gupta) ii) Contribution to Provident Fund 0.52 -
Mrs. Meenakshi Gupta (Wife of Sh. Sameer Gupta) iii) Other Perquisites - -
b) Detail of Related Party Transactions ( Ìn Million) iv) Commission - -
Key Relative of key Total 28.36 2.40
Wholly Owned
Particulars Associates Management management Total
Subsidiaries NOTE 40 Break up of Directors Traveling Expenses ( Ìn Million)
Personnel Personnel
Sales of Goods / Job Work/ Sl. No. Particulars Current Year Previous Year
406.95 - - - 406.95
Machinery i) Foreign Travelling 2.90 2.13
Purchase of Goods / Job Work/ ii) Inland Travelling 0.91 2.78
4,267.04 - - - 4,267.04
Machinery
Transfer of DEPB - 2.35 - - 2.35 NOTE 41
The Company could not identify whether any of its creditors is SSI undertaking and Micro, Small and Medium Enterprises covered
Director’s Remuneration Paid - - 28.36 - 28.36
under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act). Particulars of amount as at March 31, 2013,
Office/Vehicle/Factory rent Paid - 10.80 - 10.56 20.76
if any, due to such undertaking could, therefore, not to be disclosed.
Funds Received - - - - -
NOTE 42
Funds Given 80.00 - - - 80.00
Amounts except number of shares and earnings per share are rounded off to the nearest rupees.
c) Amount due to /from Related Parties as at March 31, 2013 ( Ìn Million) NOTE 43
Key Relative of key
Wholly Owned The figures of previous year have been regrouped/rearranged wherever considered necessary.
Particulars Associates Management management Total
Subsidiaries As per our separate audit Report of even date attached
Personnel Personnel
Amount due to Related Parties 90.82 - - - 90.82
Amount due from Related
330.00 - - - 330.00 Firm Regn. No. 003612N
Parties
M. No: 082515

corporate
Corporate identity
2
information
Chairman Wholly-owned subsidiaries
Highlights
4 mr. sanjay Gupta Apollo Metalex Private Limited
A-2, Industrial Area, Sikandrabad,
managing director
Chairman’s review
6 mr. Ashok K. Gupta
Distt. Bulandshahar, (U.P.)
Shri Lakshmi Metal Udyog Limited
Game changer directors
8 mr. Aniq Husain
No. 9 to 11, KIADB Industrial Area
Attibele, Bengaluru – 562107
mr. C s Johri
From the MD’s desk
18 mr. Rakesh Jinsi
mr. sameer Gupta
Plot no. M-1, Additional MIDC Area
Murbad, Thane, Maharashtra – 421401
Our growth story
20 mr. s T Gerela
mr. Vinay Gupta Warehouses-cum-branches
FY13 in numbers
22 Gm (Finance & Accounts)
mr. Pankaj K Gupta
Ahmedabad: 208-Block, Swadeshi Industries Compound, ,
Sarkhej, Ahmedabad (Gujarat)
Our strengths
23 Company secretary
mr. Adhish swaroop
bengaluru: 77-Re Sy No.77/1, Sy No.76, Hommadevanahalli
Village, B.G.Road, Bangluru South (Karnataka)
Attractive growth drivers and presence Cochin: B O :33/2361-B1(A) Chalikavattom Near Idbi Bank
24 Registered office
37, Hargobind Enclave, Vikas Marg, Delhi – 110 092
Vyttila Bye-Pass Ernakulam, Kochi (Kerala)
Faridabad: 12-13, Sahpur Road, Ballabhgarh (Haryana)
BOD profile
26 Corporate office
Ghaziabad: 103, Prakash Industrial Estate, Ghaziabad (UP)
36, Kaushambi, Near Anand Vihar Terminal, Ghaziabad
Enhancing shareholders value Goa: Mushir Wada, Colvale,Bardez Goa (N), Goa
30 Delhi-NCR – 201010
Himachal Pradesh:Trilokpur Road, Kala Amb, Sirmour (HP)
Registrar & share Transfer Agent
Product review Hissar: Plot No. – 1, Ganesh Vihar, Near L-1 wine godown,
31 Abhipra Capital Limited
A387, Dilkush Industrial Area, G.T. Karnal Road Delhi Road, Hissar (Haryana)
Azadpur, Delhi – 110 033 Hyderabad: 154, Doolapally, Qutubullapur, Mandal,
Corporate strategic blueprint
33 Auditors
Rangareddy, Hyderabad (Andhra Pradesh)
indore: 13-A, Udyog Nagar, Behind old lakhani factory,
Business drivers VAPS & CO.
34 C-42, South Extension Part-II
Nemawar road, Palda, Indore (Madhya Pradesh)
New Delhi – 110 049 Jaipur: Sikar Road, Rajawas, Near Bus Stand, Jaipur (Raj.)
Risk management
37 bankers
Kanpur: 128/69, ‘D’ Block, Kidwai Nagar, Kanpur (UP)
Ludhiana: 41, Vill: Khakat, G.T.Road Sahnewal, Ludhiana, Punjab
Disclaimer
Management discussion and analysis
39
Axis Bank Limited
DBS Bank Limited mumbai: Kwc-1694 To 1698 Road No.21 & 22,
HDFC Bank Limited Steel Market, Kalamboli, Navi Mumbai, (Maharastra)
In this Annual Report
Directors’ we have disclosed forward-looking information to enable investors to comprehend our prospects and take
report
44
informed investment decisions. This report and other statements - written and oral - that we periodically make contain forward-
ING Vysya Bank Limited
State Bank of India
nagpur: 895, Plot No.15 & 24 Near Avatar Dhaba,
Amravati Road, Wardhman, Nagpur (Maharastra)
looking statements that set out anticipated results based on the management’s plans and assumptions. We have tried wherever Union Bank of India
Corporate governance report
53
possible to identify such statements by using words such as ‘anticipates’, ‘estimates’, ‘expects’, ‘projects’, ‘intends’, ‘plans’, ‘believes’, Yes Bank Limited
new delhi: Shop No. 2, Plot No. 211, Khasra No. 584,
Karkardooma Village, New Delhi – 110092
and words of similar substance in connection with any discussion of future performance.
Consolidated accounts Works
61
We cannot guarantee that these forward looking statements will be realised, although we believe we have been prudent in our unit-i
Pune: Handewadi Road, Vill: Devachi & Uruli,
Pune (Maharastra)
Section The
212achievement of results is subject to risks, uncertainties and even inaccurate assumptions. Should known or A-19, Industrial Area, Sikandrabad,
assumptions.
77
unknown risks or uncertainties materialise, or should underlying assumptions prove inaccurate, actual results could vary materially Distt. Bulandshahar, (U.P.)
Raipur: Ring Road No.2, Hirapur Sandogri Lohabazar,
Plot No.C-19, Raipur (Chattisgarh)
from those anticipated, estimated or projected. Readers should bear this in mind. unit-ii Rudrapur: 194, Vill: Bhurarani, Rudrapur-263153, (UK)
Standalone accounts
78 No.332-338, Alur Village surat: Plot No. A-16, SVP Road, No. – 3, Opp. Dharti
We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future Perandapalli, Hosur (Tamil Nadu) Namkin, Udhna, Udyog Nagar, Surat – 394210, Gujarat.
events or otherwise.
APL APOLLO TUBES LIMITED
REGD. OFFICE: 37, HARGOBIND ENCLAVE,
VIKAS MARG, NEW DELHI – 110 092
NOTICE
Notice is hereby given that the 28th Annual General Meeting Statutory Auditors of the Company, to hold office from
of the Members of M/s. APL APOLLO TUBES LIMITED will the conclusion of this meeting till the conclusion of the
be held at IMA-East Delhi Branch, 35-X, Institutional Area, next Annual General Meeting of the Company and that
Karkardooma, Delhi - 110092 on Friday, August 30, 2013 at the Board of Directors of the Company be and is hereby
12.45 P.M. to transact the following businesses : authorized to fix their remuneration for the said period.”
as SPECIAL BUSINESS:
as ORDINARY BUSINESS:
1. To receive, consider and adopt the Audited Balance Sheet 6. To consider and, if thought fit, to pass with or without
as at March 31, 2013 and the Profit and Loss Account for modification(s), the following resolution as an Ordinary
the year ended on that date together with the reports of Resolution:
the Board of Directors’ and Auditors’ thereon.
“RESOLVED THAT Mr. Rakesh Jinsi, who was appointed
2. To declare dividend on equity shares. as an Additional Director by the Board under Section 260
of the Companies Act, 1956 and holds office up to the
3. To appoint a Director in the place of Mr. Sameer Gupta,
date of this Annual General Meeting and in respect of
who retires by rotation and being eligible, offers himself
whom the Company has received a notice in writing from
for re-appointment.
a member pursuant to Section 257 of the Companies Act,
4. To appoint a Director in the place of Mr. Aniq Husain, who 1956, signifying his intention to propose his candidature
retires by rotation and being eligible, offers himself for re- for the office of Director of the Company be and is hereby
appointment. appointed as Director of the Company.”
5. To appoint M/s. VAPS & Co., Chartered Accountants, as 7. To consider and, if thought fit, to pass with or without
Statutory Auditors of the Company, fix their remuneration modification(s), the following resolution as a Special
and for the purpose, to consider and if thought fit, to pass Resolution:
the following resolution with or without modification(s),
“RESOLVED THAT pursuant to Sections 16, 17 and other
the following resolution as an Ordinary Resolution :
applicable provisions, if any, of the Companies Act, 1956,
“RESOLVED THAT pursuant to the provisions of Section consent of the Company be and is hereby accorded to alter
224 and other applicable provisions, if any, of the Clause III. (B) - ‘Objects that are incidental or ancillary to
Companies Act, 1956, M/s. VAPS & Co. (Regn. No. the attainment of the main objects’ of the Memorandum
003612N), Chartered Accountants, New Delhi, the of association of the Company, by substituting the existing
retiring Auditors, be and are hereby re-appointed as the sub-clause 2 with the below mentioned sub-clause 2 :
APL Apollo Tubes Limited 2 Annual Report 2012-13 3
2. To amalgamate, absorb, merge, demerge, into, any for the time being in force) the Company hereby approves NOTES:
other company, companies in India or abroad or vice the modification in the ceiling on Remuneration payable
versa, enter into partnership or into any arrangement to Mr. Sanjay Gupta, Chairman (under whole time director 1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE 20, 2009 issued by the Securities and Exchange Board of
for sharing profits, union of interest, co-operation, category) of the Company, w.e.f. April 1, 2013, for the MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND India (SEBI), it is mandatory to quote PAN for transfer/
joint venture or reciprocal concession, or for limited remainder of his tenure i.e. upto March 31, 2017 from AND, VOTE IN THE MEETING AND THE PROXY NEED transmission of shares in physical form. Therefore, the
competition with any person, firm or body corporate ₹20,000,000 per annum to ₹2,000,000 per month, with NOT BE A MEMBER. The instrument appointing a proxy, transferee(s)/legal heirs are required to furnish a copy of
whether in India or outside carrying on or engaged specific authority to Board of Directors of the Company to be effective, must be duly filled, stamped and signed their PAN to the Registrar and Share Transfer Agent of the
in or about to carry on or engage to any business or to fix, alter or very the remuneration, pursuant to and must reach the Company’s registered office not later Company.
transaction which the company is authorized to carry on recommendation of the remuneration committee, within than 48 hours before the commencement of the meeting.
8. Reserve Bank of India has, vide its Circular No. RBI/2009-
or engaged in or which can be carried on in conjunction the said ceiling of ₹2,000,000 per month, as may be
2. The Register of Members and Share Transfer Books of the 10/109/DPSS (CO)EPPD No. 191/04.01.01/2009-10,
therewith or which is capable of being conducted so agreed to between the Board of Directors and Mr. Sanjay
Company will remain closed from Saturday, August 10, dated July 29, 2009 instructed the banks to move to the
as to directly or indirectly benefit the Company and Gupta”
2013 to Friday, August 30, 2013 (both days inclusive), National Electronic Clearing Services (NECS) platform with
further to enter into any arrangement or contract with
9. To consider and, if thought fit, to pass with or without for the purpose of the Annual General Meeting and effect from October 1, 2009. In view of the aforesaid,
any person, association or body corporate whether in
modification(s), the following resolution as a Special declaration of dividend. the shareholders are requested to forthwith furnish to
India or outside, for technical collaboration, technical
Resolution: the Company or RTA, their new bank account number
know-how or for such other purposes that may seem 3. Explanatory statement as required under section 173 (2) of
allotted to them, after the bank has implemented the Core
calculated beneficial or conducive to the objects of the “RESOLVED THAT in partial modification, to the extent the Companies Act, 1956 in respect of the Special Business
Banking System (CBS), along with the name of the bank,
Company. hereinafter appearing, of the resolution passed by the listed at item No. 6,7,8 and 9 is annexed hereto.
branch details, the nine digit MICR Code and the account
members at their meeting held on November 18, 2011
RESOLVED FURTHER THAT the Board of Directors of the 4. Members are requested to refer any change of address type along with their folio number and a photocopy of
and subject to the provisions of Section 198, 269, 309
Company be and is hereby authorized to do all such acts, among others. : the cheque pertaining to their bank account respectively,
and 310 read with Schedule XIII and other applicable
deeds, matters and things as may be necessary, expedient • To the Company’s Registrar in respect of their physical so that the future dividends, if declared, can be credited
provisions, if any of the Companies Act, 1956 (including
and usual to implement this resolution.” share folios. to their bank account, vide the NECS platform. In case
any statutory modification(s) or re-enactment(s) thereof,
shareholders are holding shares in demat form, there are
8. To consider and, if thought fit, to pass with or without for the time being in force) the Company hereby approves • To their Depository Participants (DPs) in respect of their
requested to provide the above mentioned details to their
modification(s), the following resolution as a Special the following modification in the ceiling on Remuneration electronic demat accounts as the Company is obliged
respective DPs.
Resolution: payable to Mr. Ashok K. Gupta, Managing Director of the to print the bank details on the dividend warrant as
Company, w.e.f. April 1, 2013, for the remainder of his furnished by NSDL/CDSL. 9. The Company is obliged to print such bank details on
“RESOLVED THAT in partial modification, to the extent
tenure i.e. upto January 31, 2017 from ₹10,000,000 per the dividend warrant(s)/NECS advice(s) as furnished by
hereinafter appearing, of the resolution passed by the 5. Members are requested to:
annum to ₹1,000,000 per month, with specific authority the depositories to the Company and the Company is
members at their meeting held on September 29, 2012
to Board of Directors of the Company to fix, alter or • Send their queries, if any at least 10 days in advance of constrained not to entertain any request for deletion/
and subject to the provisions of Section 198, 269, 309
very the remuneration, pursuant to recommendation of meeting so that the information can be made available change in bank details already printed on the dividend
and 310 read with Schedule XIII and other applicable
the remuneration committee, within the said ceiling of warrant(s)/NECS advice(s) based on the information
provisions, if any of the Companies Act, 1956 (including • Note that copies of the Annual Report will not be
₹1,000,000 per month, as may be agreed to between the received from the concerned depositories, without
any statutory modification(s) or re-enactment(s) thereof, distributed at the Annual General Meeting
Board of Directors and Mr. Ashok K. Gupta” confirmation from them. In this regard members are
• Note that no gifts/coupons will be distributed at the advised to contact their Depository Participant (DP) and
Annual General Meeting furnish them the particulars of any change desired.
6. Members holding shares in multiple folios are requested 10.
Members are requested to visit the website of the
Registered Office: By order of the Board
to apply for consolidation to the Company or its Registrar Company ‘www.aplapollo.com’ for viewing the quarterly
37, Hargobind Enclave, APL Apollo Tubes Ltd.
along with relevant share certificates. & annual financial results and for more information on the
Vikas Marg, Delhi - 110092
7. As per the Circular No. MRD/Dop/Cir-5/2009 dated May Company.
Place: Delhi Adhish Swaroop

Date: May 30, 2013 Company Secretary
APL Apollo Tubes Limited 4 Annual Report 2012-13 5
Brief resume of directors seeking appointment/re-appointment as required in Clause 49 of the Listing Agreement are as ANNEXURE TO NOTICE
follows:
As required by Section 173 of the Companies Act, 1956, The proposed alteration in Clause III(B) can be conveniently
Name of Director Mr. Sameer Gupta Mr. Aniq Husain Mr. Rakesh Jinsi
(hereinafter referred to as “the Act”) the following Explanatory and advantageously combined and carried out along with the
Date of birth November 2, 1977 July 10, 1953 January 15, 1955
Statement set out all material facts relating to the business existing objects/activities of the Company.
Date of Appointment May 16, 2008 May 16, 2008 March 23, 2013
mentioned under Item No. 6,7,8 and 9 of the accompanying
Pursuant to provisions of Sections 16, 17 and 192A of
Expertise in specific Experience of over 13 years in Wide experience in industrial Experience of more than three decades Notice dated May 30, 2013.
functional areas exports and international markets projects, engineering and in various capacities in automotive the Act, any alteration in the objects of the Clause of the
with in-depth knowledge of management affairs. industry and presently working as Memorandum of Association requires approval of the
Item No. 6:
manufacturing and trading of PVC Secretary General of a social service members by way of special resolution through postal ballot
With a view to broad-base the Board and bring strategic focus
pipes, tubes, sheets and other steel organization for last four (4) years. and as such Postal Ballot Notice, Postal Ballot Form and
products. in business and ensure better governance of the increased
Prepaid-postage Envelope being circulated to all the members
level of business activities of the Company, Mr. Rakesh Jinsi
Qualification B. Com(H) B. Tech (Mechanical) B. E. (Electrical) along with this Notice.
was appointed as an Additional Director by the Board of
No. of Equity Shares held 20,103 700 Nil
Directors of the Company in its meeting held on March 23, The proposal outlined above is in the interest of the Company
in the Company
2013. and the Board recommends the passing of the resolution set
List of other companies Apollo Pipes Ltd. Nil Hero Motors Limited
in which directorships Shri Lakshmi Metal Udyog Ltd.
out under Item no. 7 of the accompanying Notice as Special
However, in terms of the provisions of Section 260 of the
are held SMT Finance and Investment Ltd. Resolution.
Companies Act, 1956, Mr. Rakesh Jinsi holds office as an
Apollo Metalex Pvt. Ltd.
Additional Director only up to the date of this Annual General None of the Director of the Company is concerned or
Amulya Leasing and Finance Ltd.
Meeting and in terms of Section 257 of the Companies Act, interested in the said resolution.
List of committees of Audit Committee – Member Remuneration Committee – Nil
1956, the Company has received notice from a member
the Board of Directors APL Apollo Tubes Limited Chairman
along with requisite deposit proposing his candidature of as Item No. 8 & 9 :
(across all companies) Audit Committee – Member APL Apollo Tubes Limited
a Director of the Company. The Members of the Company had in their Annual General
in which chairmanship/ Amulya Leasing and Finance Limited Audit Committee – Member
membership is held Meeting held on September 29, 2012 appointed Mr. Sanjay
APL Apollo Tubes Limited Your Directors recommend the Ordinary Resolution for
Gupta as a whole time director and designated as Chairman
approval of the members.
of the Company for a period of 5 years commencing from
None of the Director of the Company except Mr. Rakesh Jinsi April 1, 2012 also approved the remuneration payable to him
himself may be considered as concerned or interested in the within an overall ceiling of ₹Two Crores per annum
resolution.
Mr. Ashok Kumar Gupta’s appointment as Managing Director
Place: Delhi Adhish Swaroop of the Company for a period of 5 years commencing from
Item No. 7:
Date: May 30, 2013 Company Secretary February 1, 2012 was approved by the members in their Extra
The Company has acquired certain entities as its wholly
Ordinary General Meeting held on November 18, 2011 and
owned subsidiaries and the Company is now proposing to
also the remuneration payable to him within an overall ceiling
amalgamate its subsidiary namely Lloyds Line Pipes Limited
of ₹One Crore per annum.
with it for synergizing the capabilities of this company so as
to ensure efficient and cost effective operations, in accordance However, your Directors felt that the compensation paid to
with the laws as may be prevailing and applicable at the time the aforesaid key management personnel be revised w.e.f.
of such corporate restructuring. April 1, 2013 more or less in line with the remuneration
drawn by their counterparts in the Country, and accordingly,
In view of the above and the precedents laid down by the
the Remuneration Committee and Board of Directors have
various company courts, and as a measure of abundant
approved increase in ceiling of compensation payable to
precaution, it is proposed to alter Clause III(B) relating to
them as per the following details:
“Objects that are incidental or ancillary to the attainment
of the main objects” to include the power to amalgamate, Mr. Sanjay Gupta, Chairman of the Company : Remuneration
merge or absorb, into, other Company or companies or vice- (including Salary & Perquisites) within an overall ceiling of
versa. ₹2,000,000/- per month and
APL Apollo Tubes Limited 6

Mr. Ashok K. Gupta, Managing Director of the Company : from time to time within the maximum limit stipulated by
Remuneration (including Salary & Perquisites) within an these resolution. ATTENDANCE SLIP
overall ceiling of ₹1,000,000/- per month
Approval of the members is now being sought for the
The following perquisites shall not be included in the aforesaid increase in the ceiling on remuneration w.e.f. April
Folio No. DP ID#
computation of the ceiling on remuneration specified above: 1, 2013. The proposed increase in ceiling is within the limits
prescribed under Part II of Section I of Schedule XIII of the No. of Shares Client ID#
a) Contribution to Provident Fund, Superannuation Fund
Companies Act, 1956.
or Annuity Fund to the extent these either singly or put SHAREHOLDERS ATTENDING THE MEETING IN PERSON OR BY PROXY ARE REQUESTED TO COMPLETE THE ATTENDANCE SLIP
together are not taxable under the Income Tax Act, 1961; All other terms and conditions of appointment of aforesaid AND HAND IT OVER AT ENTRANCE OF THE MEETING PLACE.
whole time directors as approved by the members remain I hereby record my presence at the 28th Annual General Meeting of the Company to be held IMA-East Delhi Building, 35-X,
b) Gratuity as per rules of the Company (which shall not
unchanged. The above details may also be treated as an Institutional Area, Karkardooma, Delhi - 110092 at 12.45 P.M. on Friday, the 30th day of August 2013.
exceed one half month’s salary for each completed year of
abstract of modification in terms of appointment of the
service); and
aforesaid wholetime directors of the Company under section Full name of the shareholder (in block letters) Please tick in the appropriate box
c) Encashment of leave at the end of the tenure. 302 of the Companies Act, 1956
Complete address  Member  Proxy
For the purposes of calculating the above ceiling, perquisites None of the Directors other than that Mr. Sanjay Gupta and Full name or proxy (In block letters) *Strike out whichever is not applicable
shall be evaluated as per Income-tax Rules, wherever Mr. Ashok K. Gupta themselves, and Mr. Vinay Gupta and
applicable. In the absence any such Rules, perquisites shall be Shareholder/Proxy/Authorised representative*
Mr. Sameer Gupta being brother of Mr. Sanjay Gupta is
evaluated at actual cost. concerned or interested in the proposed resolutions.
The Board of Directors may, in its discretion, pay the above Your directors recommend the resolution as at item No. 8 &
named executives lower remuneration than the maximum 9 for your approval.
remuneration herein above stipulated and revise the same

FORM OF PROXY
Folio No. DP ID#
No. of Shares Client ID#
I/We _______________________________________of ________________________________________________________ in the
district of _____________________________________ being a member/members of APL Apollo Tubes Limited, hereby appoint
_________________________________________________ of _____________________________________ in the district of
IMPORTANT COMMUNICATION TO MEMBERS _______________ of filling him/her _______________________ of ________________________________in the district of ___
The Ministry of Corporate Affairs has taken “Green Initiative in the Corporate Governance” by allowing paperless compliances by the _____________________________________________ as my our proxy to vote for me/us on my/our behalf at the 28th Annual
companies and has issued circulars stating that service of notice/documents including Annual Report can be sent by e-mail to its members. General Meeting of the Company to be held at IMA-East Delhi Building, 35-X, Institutional Area, Karkardooma, Delhi - 110092
To support this green initiative of the Government in full measure, we propose to send documents like the notice convening the General at 12.45 P.M. on Friday, the 30th day of August 2013 and/or at any adjournment thereof.
Meeting, Financial Statements, Annual Reports, among others, henceforth, in electronic form, to the email addresses of those members Please
which are available in the Register of Members of the Company. The members holding shares in electronic form, are requested to register Affix Re.1
their e-mail address, in respect of electronic holdings with the Depository through their concerned Depository participants and those Revenue
holding shares in physical form are requested to register their e-mail with the Registrar and Transfer Agent viz. M/s. Abhipra Capital Limited,
Stamp
GF- Abhipra Complex, Dilkhush Industrial Area, A-387, G.T. Karnal Road, Azadpur, Delhi – 110033. Members desiring to receive the said
documents in physical form, are requested to send an e-mail at [email protected] or send a letter at the registered office of the
Signed this __________________________ day of ______________________________ 2013.
company.
Note: Proxy in order to be effective must be duly completed, stamped, signed and deposited at the registered office not less
than 48 hours before the meeting.
POSTAL BALLOT NOTICE

(pursuant to Section 192A of the Companies Act, 1956)
NOTICE is hereby given pursuant to the provisions of association of the Company, by substituting the existing sub-
Section 192A of the Companies Act, 1956 read with the clause 2 with the below mentioned sub-clause 2 :
Companies (Passing of the Resolution by Postal Ballot) Rules,
2. To amalgamate, absorb, merge, demerge, into, any
2011 including any statutory modification or re-enactment
other company, companies in India or abroad or vice versa,
thereof for the time being in force, that the Company is
enter into partnership or into any arrangement for sharing
seeking consent of its members to pass the proposed Special
profits, union of interest, co-operation, joint venture or
Resolution as set out below, by means of Postal Ballot.
reciprocal concession, or for limited competition with
The Company has appointed Mr. Deepak Kumar Lath, Lath any person, firm or body corporate whether in India or
Deepak & Associates, Practicing Company Secretary, as the outside carrying on or engaged in or about to carry on or
Scrutinizer for conducting the postal ballot process in a fair engage to any business or transaction which the company
and transparent manner. is authorized to carry on or engaged in or which can be
carried on in conjunction therewith or which is capable of
Item No. 1 being conducted so as to directly or indirectly benefit the
Alteration in the Incidental or Ancillary Objects Clause III Company and further to enter into any arrangement or
(B) of the Memorandum of Association of the Company contract with any person, association or body corporate
To consider and, if thought fit, to pass with or without whether in India or outside, for technical collaboration,
modification(s), the following resolution as a Special technical know-how or for such other purposes that may
Resolution: seem calculated beneficial or conducive to the objects of
the Company.
“RESOLVED THAT pursuant to Sections 16, 17 and other
applicable provisions, if any, of the Companies Act, 1956, RESOLVED FURTHER THAT the Board of Directors of the
consent of the Company be and is hereby accorded to alter Company be and is hereby authorized to do all such acts,
Clause III(B) - ‘Objects that are incidental or ancillary to the deeds, matters and things as may be necessary, expedient
attainment of the main objects’ of the Memorandum of and usual to implement this resolution.”


APL Apollo Tubes Limited Annual Report 2012-13
ANNEXURE TO NOTICE POSTAL BALLOT FORM

EXPLANATORY STATEMENT PURSUANT TO SECTIONS 173(2) AND 192A OF THE COMPANIES ACT, 1956 (To be returned to Scrutinizer appointed by the Company)
(P.S. FOR INSTRUCTIONS, PLEASE SEE OVERLEAF)
1. Name(s) of Shareholder(s) (in block letters) ………………………………………………………............

(including joint holders, if any) ………………………………………………………............
2. Registered Address of the sole/first named Shareholder …………………………………………………………........
3. Registered Folio No./DP ID No./Client ID No.* ....….…………………………………………………………
(*Applicable to investors holding shares in dematerialized form) ….....…………………………………………………………
4. Number of Shares held .………………………………………………………………
ITEM NO. 1 Pursuant to provisions of Sections 16, 17 and 192A of the
The Company has acquired certain entities as its wholly Act, alteration in the objects Clause of the Memorandum 5. I/We hereby exercise my/our vote in respect of the Special Resolution to be passed through Postal Ballot for the business
owned subsidiaries and the Company is now proposing to of Association requires approval of the members by way of stated in the Postal Ballot Notice of the Company by sending my/our assent or dissent to the said resolution by placing the tick
amalgamate its subsidiary namely Lloyds Line Pipes Limited Special Resolution through Postal Ballot. ( ) mark at the appropriate box below.
with itfor synergising the capabilities of this unit so as to
The proposal outlined above is in the interest of the Company
ensure efficient and cost effective operations, in accordance
and the Board recommends the passing of the resolution set
with the laws as may be prevailing and applicable at the time Description No. of Shares I/We assent to I/We dissent to
out under Item no. 1 of the accompanying Notice as Special
of such corporate restructuring. the resolution the resolution
Resolution.
In view of the above and the precedents laid down by various Item No. 1
None of the Director of the Company is concerned or
Company Courts, and as a measure of abundant precaution, “RESOLVED THAT pursuant to Sections 16, 17 and other applicable provisions,
interested in the said resolution.
it is proposed to alter Clause III(B) relating to “Objects that are if any, of the Companies Act, 1956, consent of the Company be and is hereby
accorded to alter
incidental or ancillary to the attainment of the main objects” Registered Office: By order of the Board
Clause III(B) - ‘Objects that are incidental or ancillary to the attainment of
to include the power to amalgamate, merge or absorb, into, 37, Hargobind Enclave, APL Apollo Tubes Ltd.
the main objects’ of the Memorandum of association of the Company, by
other Company or companies or vice versa. Vikas Marg, Delhi - 110092 substituting the existing sub-clause 2 with the below mentioned sub-clause 2 :
The aforesaid proposed alteration in Clause III(B) can be 2. To amalgamate, absorb, merge, demerge, into, any other company,
Place: Delhi Adhish Swaroop companies in India or abroad or vice versa, enter into partnership or into any
conveniently and advantageously combined and carried out
Date: May 30, 2013 Company Secretary arrangement for sharing profits, union of interest, co-operation, joint venture or
with the existing objects/activities of the Company.
reciprocal concession, or for limited competition with any person, firm or body
corporate whether in India or outside carrying on or engaged in or about to carry
on or engage to any business or transaction which the company is authorized
Encl.: 1. Postal Ballot Form to carry on or engaged in or which can be carried on in conjunction therewith
2. Postage-prepaid Envelope or which is capable of being conducted so as to directly or indirectly benefit
the Company and further to enter into any arrangement or contract with any
person, association or body corporate whether in India or outside, for technical
collaboration, technical know-how or for such other purposes that may seem
calculated beneficial or conducive to the objects of the Company.
RESOLVED FURTHER THAT the Board of Directors of the Company be and is
Registered Office: By order of the Board hereby authorized to do all such acts, deeds, matters and things as may be
necessary, expedient and usual to implement this resolution.”

Place: (Signature of the Shareholder)
Date:
APL Apollo Tubes Limited Annual Report 2012-13
INSTRUCTIONS
Instructions for filling the Postal Ballot Form 7. In case of joint holdings, this form should be completed
1. A member desiring to exercise vote by Postal Ballot and signed (as per the specimen signatures registered
may complete this Postal Ballot form and send it to the with the Company) by the first named Shareholder and in
Scrutinizer appointed by the Company in the attached self- his absence, by the next named shareholder.
addressed pre-paid postage envelope. Postage has been
8. In-complete, unsigned or incorrectly ticked Postal Ballot
borne and paid by the Company. However, envelopes
Form will be rejected. The Scrutinizer’s decision on the
containing Postal Ballot, if deposited in person or sent by
validity of a Postal Ballot Form will be final and binding
courier at the expenses of the Registered Shareholder will
on all.
also be accepted.
9. Duly completed Postal Ballot form should reach the
2. The self-addressed pre-paid postage envelope bears the
Scrutinizer not later than close of working hours (from
address of the Scrutinizer (at which the Postal Ballot are
10:00 A.M. to 6:00 P.M.) on August 29, 2013. Postal
to be sent back) appointed by the Board of Directors of
Ballot forms received after this date will be strictly treated
the Company.
as if reply from the member has not been received.
3. The Board of Directors has appointed Mr. Deepak Kumar
10. A shareholder may request for a duplicate postal ballot
Lath, Lath Deepak & Associates, Practicing Company
form, if so required. However, the duly filled in duplicate
Secretary, having office at AA-175, First Floor, Shalimar
postal ballot form should reach the Scrutinizer not later
Bagh, Near Fortis Hospital, Delhi - 110088 as scrutinizer
than time specified above.
for conducting Postal Ballot process in fair and transparent
manner. 11. Shareholders are requested not to send any other paper
along with the postal ballot form in the enclosed self-
4. There shall be one postal Ballot form for every Folio/ Client
addressed postage prepaid envelope in as much as all
ID irrespective of the number of joint holders. A proxy
such envelops will be sent to the Scrutinizer and any
shall not exercise his postal ballot.
extraneous paper found in such envelope would be
5. The Form should be completed and signed by the destroyed by the Scrutinizer.
shareholders. Unsigned Postal Ballot form will be rejected.
12. The date of Declaration of the Postal Ballot result will be
6. Where the Postal Ballot form has been signed by an taken to be the date of passing the Special Resolution.
authorised representative of a body corporate, a certified
13. The Scrutinizer will submit his final report as soon as
copy of the relevant authorization to vote on the postal
possible after the last date of receipt of the Postal Ballot
ballot should accompany the Postal Ballot Form. Where
but not later than closing business hours of 12.15 P.M.
the Form has been signed by a representative of the
on August 30, 2013.
President of India or of Governor of a state, a certified
copy of the nomination should accompany the Postal 14. The Chairman of the Board of Directors of the Company
Ballot Form. A Member may sign the form through an shall announce the result of Postal Ballot at the venue
Attorney appointed specifically for this purpose, in which of Annual General Meeting of the Company to be held
case an attested true copy of the Power of Attorney on August 30, 2013 at IMA-East Delhi Building, 35-X,
should be attached to the Postal Ballot Form. Institutional Area, Karkardooma, Delhi – 110092 at 12:45
P.M.

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Game changer

APL Apollo Tubes Limited I Annual Report 2012-13

APL Apollo Tubes Limited

At APL APoLLo tubes

Contents Limited, we Are not just

Corporate governance report

APL Apollo tubes Limited. Game changer.

 Net profit enhanced 40% from ₹491 million to ₹686 million

 Cash profit increased 39% from ₹584 million to ₹812 million

PAT growth Cash profit growth Book value growth

40% 47% 39% 49% 19% 22%

From the regional

At APL Apollo, we have invested  The Company is one of the few

in state-of-the-art technologies,  The Company has installed cold

From the limited

The Company produces

At APL Apollo, we have invested in  Formulating HR policies driven

From the Trends influencing the

MD’s desk The Union Budget 2013-14 proposed

2012 Initiated capacity enhancement, modernisation

2011 Commissioned second sheet galvanizing plant in south India

2006 Diversified into structural pipes and pre-galvanised pipes

2000 Commissioned a new tube mill (3-8” diameter)

1995  Floated an IPO of 2.19 mn shares at a premium

1994  Started operations at a new galvanising plant; received an ISI cerfication

1993  Became a public limited company

~85 95+ 7.9x

Widest product portfolio Scale

1.1 1.4 4.6

Consumption of Power Employee cost as % of Sales (in lac tonnes)

The compounded annual The debt-equity ratio of Brand

Bur free ends Clientele

 Expand product offerings to fill gaps in portfolio

Aim: Market expansion

Business drivers Business drivers

Strong capacity Integration of

Vertical-centric Experienced team Re-engage with

Hiring best industry

Business drivers Industry risk

Human resource Growing competition may have an

[Source: IMF, World Economic Outlook, April 2013]

km of oil pipelines to be constructed. The Company plans to double coil

S. No. Name of Directors Category Meetings attended

transactions concerns about unethical behaviour, 10. Shareholders information

Financial calendar (tentative) Market Price Data

Place : New Delhi Pankaj K. Gupta Adhish Swaroop

Place : New Delhi Pankaj K. Gupta Adhish Swaroop

NOTE 1 Significant Accounting Policies (Contd.) NOTE 1 Significant Accounting Policies

4. Impairment of Assets 13. Misc. Expenditure

10. Retirement Benefits

2 General Reserve 155.15 105.15 NOTE 8 Trade Payable ( `In Million)

NOTE 6 Long Term Provisions ( `In Million)

Rejection & Scrap

due for payment

Other Loans & Advances

NOTE 16 Trade Recievables

Investment in Mutual Funds

Unsecured, Considered Good