Ambuja Cement Annual Report 2016

Contents 65
Annexure to Directors Report
04 86
Corporate Information Report on Corporate Governance
06 115
Chairmans Letter Business Responsibility
Report for the Year 2016
08 127
Financial Highlights of 5 Years Auditors Report
09 132
Performance Highlights Financial Statements
14 168
I Can - Some Highlights Consolidated Accounts
with Auditors Report
21 213
Ambuja Cement: Notice
A Quick Glance
29
Key Figures
31
Directors Report and
Management Discussion
and Analysis
ANNEXURE I TO THE DIRECTORS REPORT
CSR Report
(Pursuant to Companies (Corporate Social Responsibility Policy) Rules, 2014)
1 Brief outline of the Companys Ambuja Cements Ltd. (ACL) conducts its CSR Programs through
CSR policy, including overview of its social development arm, Ambuja Cement Foundation
projects or programs proposed to (ACF). ACF was envisioned in 1993 to create self-empowered
be undertaken and a reference communities. Over the past two decades ACF has been working
to the web link to CSR policy and mainly with communities around ACLs manufacturing sites,
projects or programs across twenty one locations in eleven states. ACFs approach
is to energise, involve and enable communities to realise
their true potential and be self sustaining. The key identied
programme areas of ACF are Natural Resource Management
(Land and Water Resource Management), Livelihood Promotion
(Agro Based Livelihoods and Skill and Entrepreneurship
Development), Human Development (Community Health and
Sanitation, Education and Women Empowerment) and Rural
Infrastructure Development.
For further details about the above listed programs, please
refer to www.ambujacementfoundation.org. ACLs CSR policy
is available on Companys website www.ambujacement.com/
upload/pdf/CSR-Policy-2014.pdf
2 Composition of CSR Committee Mr. Narotam Sekhsaria, Chairman
Mr. Nasser Munjee, Independent Director
Mr. Rajendra Chitale, Independent Director
Mr. Martin Kriegner
Mr. B.L. Taparia
Mr. Ajay Kapur
Ms. Pearl Tiwari, Permanent Invitee, Head of Ambuja Cement
Foundation
3 Average net prot of the company ` 1489.21 Crores
for last three years
4 Prescribed CSR Expenditure (two ` 29.78 Crores
percent of the amount as in item
3 above)
5 Actual amount spend on CSR spent ` 59.37 Crores i.e. 4% of the Average Net Prot of the last
during the nancial year: 3 years.
Ambuja Cements Limited | 65

ANNEXURE I TO THE DIRECTORS REPORT
(` in Crores)
6 Expenditure Statement as per Schedule - VII for the year 2016

Sr. CSR Project or activity Sector in which Projects or programmes (1) Local areas Amount Amount Cumulative Amount
No. identied the Project is (2) State and district where projects or outlay Spent on expenditure spent: Direct
covered programs were undertaken (Budget) Programs upto the or through
project or / Projects reporting Implementing
programs period Agency
wise
1 Eradicating extreme Drinking Water, 1. Andhra Pradesh 15.94 15.82 15.82 Through
hunger, poverty Agro based A) Nadikudi - District Guntur Ambuja
and malnutrition, Livelihood, Animal Cement
promoting preventive Husbandry, Health, 2. Chattisgarh Foundation
health care and Sanitation A) Bhatapara - District Baloda
sanitation and making Bazar
available safe drinking B) Raigarh
water
3. Gujarat
2 Promoting education, Education, Ambuja 30.98 29.39 29.39 Direct and
A) Kodinar - District Gir Somnath
including special Manovikas Kendra, through
education and Ambuja Vidya B) Gandhinagar - District Ambuja
employment enhancing Niketan, Skill And Gandhinagar Cement
vocation skills especially Entrepreneurship C) Sanand - District Ahmedabad Foundation
among children, Development D) Choryashi - District Surat
women, elderly, Institute (SEDI),
and the differently Non Formal 4. Himachal Pradesh
abled and livelihood Education, Village A) Darlaghat - District Solan
enhancement projects; Knowledge Center B) Nalagarh - District Solan
3 Promoting gender Women 5. Madhya Pradesh 0.80 0.91 0.91 Through
equality, empowering Empowerment, A) Amarwara - District Chhindwara Ambuja
women, setting up Female Feticide, Cement
homes and hostels for Women Self- B) Osara - District Mandsaur Foundation
women and orphans; Help Groups, 6. Maharashtra
setting up old age Federation A) Korpana - District Chandrapur
homes, day care centres
B) Panvel - District Raigad
and such other facilities
for senior citizens 7. Punjab
and measures for A) Bathinda - District Bathinda
reducing inequalities
B) Daburjee - District Rupnagar
faced by socially
and economically 8. Rajasthan
background groups; A) Marawar Mundwa - District
4 Ensuring environmental Non Conventional Nagur 8.42 6.74 6.74 Through
sustainability, ecological Energy, Biogas, B) Rabriyawas - District Pali Ambuja
balance, protection of Solar, Plantation, Cement
ora and fauna, animal Water Resources, 9. Uttarakhand Foundation
welfare, agroforestry, Watershed A) Roorkee - District Haridwar
conservation of 10. Uttar Pradesh
natural resources and
A) Dadri - District Gautam
maintaining quality of
Budhnagar
soil, air and water;
5 Rural development Rural 11. West Bengal 6.70 5.51 5.51 Through
projects. Infrastructure A) Farakka - District Murshidabad Ambuja
Project B) Sankrail - District Howarh Cement
Foundation
Total 62.84 58.37 58.37 -
Overheads Overheads 1.00 1.00 1.00
Cumulative expenditure up to the reporting period 63.84 59.37 59.37
66 | Ambuja Cements Limited

ANNEXURE II TO THE DIRECTORS REPORT
Form No. MGT-9

EXTRACT OF ANNUAL RETURN
as on the nancial year ended on 31st December 2016
[Pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and
Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS:
1. CIN L26942GJ1981PLC004717
2. Registration Date 20th October 1981
3. Name of the Company Ambuja Cements Limited
4. Category/Sub-Category of the Company Public Company limited by shares
5. Whether listed Company (Yes/No) Yes
6. Name, Address and Contact details of Link Intime India Pvt. Ltd.
Registrar and Transfer Agent, if any C-101, 247 Park, L B S Marg, Vikhroli (West),
Mumbai 400 083.
Telephone: (022) 4918 6000
Fax Number: (022) 4918 6060
Email id: [email protected]
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the Company shall
be stated:-
Sr. Name and Description of Industrial Activity Code of % to total turnover of the
No. Main Product/Services the Product Company.
1. Manufacture of Clinkers and Group-239; Class : 2394 100%
Cement Sub-Class : 23941 & 23942
Ill. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
Sr. Name and Address of the Company CIN/GIN Holding/ % of Applicable

No. Subsidiary of shares Section
the Company held
1. Holderind Investments Ltd. Foreign Company Holding 63.11 2(46)
Holcim Group Support (Zurich) Ltd.
Hagenholzstrasse 85, CH-8050, Zurich, Switzerland
2. M.G.T Cements Private Limited U26943GJ1990PTC061530 Subsidiary 100 2(87)
P.O. Ambujanagar, Tal: Kodinar, Dist: Gir Somnath,
Gujarat - 362715
3. Chemical Limes Mundwa Private Limited U14107GJ2007PTC061529 Subsidiary 100 2(87)
P.O. Ambujanagar, Tal: Kodinar, Dist: Gir Somnath,
Gujarat - 362715
4. Dang Cement Industries Private Limited Foreign Company Subsidiary 100 2(87)
House No. 70, Nalma Marg, Handigaon, Ward No. 5,
Kathmandu, Nepal
5. Dirk India Private Limited U40102MH2000PTC126812 Subsidiary 100 2(87)
Plot no. 10, India House, Gitanjali Colony, Indira
Nagar, Mumbai Agra Road, Nashik - 422009

Sr. Name and Address of the Company CIN/GIN Holding/ % of Applicable
No. Subsidiary of shares Section
the Company held
6. ACC Limited L26940MH1936PLC002515 Subsidiary 50.05 2(87)
Cement House, 121 Maharshi Karve Road,
Mumbai - 400020
7. OneIndia BSC Private Limited U74900KA2015PTC082264 Subsidiary 50 2(87)
No-003, A, Garden Floor, The Estate, No-121,
Dickenson Road, Bangalore, Karnataka - 560042
8. Counto Micrones Products Private Limited U70200GA1996PTC002240 Joint Venture 50 2(6)
2nd Floor, Velho Building, Opp. Municipal Garden,
Panaji, Goa - 403001.
9. Wardha Vaalley Coal Field Private Limited U10300DL2010PTC197802 Joint Venture 27.27 2(6)
A-23, New Ofce Complex, Defence Colony,
New Delhi - 110024
Note : Kakinada Cements Ltd., a subsidiary of the Company has dissolved during the year.
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i. Category-wise Share Holding.
Category of Shareholders No. of Shares held at the beginning of the No. of Shares held at the end of the year %
year Change
Demat Physical Total % of Demat Physical Total % of during
Total Total the
shares Shares year
A. Promoters
1. Indian - - - - - - - - -
2. Foreign
Bodies Corporate 780308553 - 780308553 50.35 1253156361 - 1253156361 63.11 12.83
Total Shareholding of 780308553 - 780308553 50.35 1253156361 - 1253156361 63.11 12.83
Promoters & Promoter Group
(A)
B. Public Shareholding
1. Institutions
Mutual Funds / UTI 56740843 98145 56838988 3.66 37770031 98145 37868176 1.91 (1.76)
Banks/FI 5353664 21397 5375061 0.35 30346043 17647 30363690 1.53 1.18
Central Govt. - - - - 777352 - 777352 0.04 0.04
Insurance Co. 197329251 9750 197339001 12.72 142158728 13500 142172228 7.16 (5.56)
FIIs 270018135 64275 270082410 17.40 141136545 64275 141200820 7.11 (10.29)
Others- Foreign 92469687 - 92469687 5.96 223817181 - 223817181 11.27 5.31
Portfolio Corp.
Sub-Total B (1) 621911580 193567 622105147 40.09 576005880 193567 576199447 29.02 (11.07)
2. Non-Institution
a. Body Corp. 8489036 469947 8958983 0.58 23432019 - 23432019 1.18 0.60
b. Individuals
i. Individual shareholders 74614465 13747763 88362228 5.69 73761179 13645865 87407044 4.40 (1.29)
holding nominal share
capital upto ` 1 lakh.
ii. Individual shareholders 8836805 325710 9162515 0.59 8669236 325710 8994946 0.45 (0.14)
holding nominal share
capital in excess of ` 1
lakh

Category of Shareholders No. of Shares held at the beginning of the No. of Shares held at the end of the year %
year Change
Demat Physical Total % of Demat Physical Total % of during
Total Total the
shares Shares year
c. Others
i. Non Resident Indians 5716981 5063671 10780652 0.69 5721035 4713856 10434891 0.53 (0.17)
(Repatriation)
ii. Non Resident Indians 1700697 234081 1934778 0.12 1800345 201912 2002257 0.10 (0.02)
(Non-Repatriation)
iii. Foreign Nationals 3850 - 3850 0.00 3950 - 3950 - 0.00
iv. OCB 3750 9120 12870 0.00 3750 9120 12870 - -
v. Trust 3809361 - 3809361 0.25 7690332 - 7690332 0.39 0.14
vi. Foreign Company - - - - 722525 - 722525 0.04 0.04
Sub Total B (2) 103174945 19850292 123025237 7.93 121804371 18896463 140700834 7.09 (0.84)
Total Public Shareholding 725086525 20043859 745130384 48.01 697810251 19090030 716900281 36.10 (11.91)
(B1 + B2)
Total (A) + (B) 1505395078 20043859 1525438937 98.30 1950966612 19090030 1970056642 99.21 0.92
C. Shares held by
Custodian for GDRs &
ADRs
Promoter and Promoter Group - - - - - - - - -
Public 26446484 12000 26458484 1.70 15576587 12000 15588587 0.79 (0.91)
Grand Total (A+B+C) 1531841562 20055859 1551897421 100.00 1966543199 19102030 1985645229 100.00 0.00
ii. Shareholding of the Promoters and Changes therein
Sr. Name & Type of Shareholding at the Transactions during the year Cumulative Shareholding
No. Transaction beginning of the year
No. of shares % of total Date of No. of shares No. of shares % of total
held shares of the transaction held shares of the
company company
1 HOLDERIND 629638433 40.57
INVESTMENTS LTD
Allotment of Shares 19/08/2016 584417928 1214056361 61.14
(Refer Note 1)
Purchase of Shares 15/11/2016 39100000 1253156361 63.11
from Open Market
At the end of the Year 1253156361 63.11
2 HOLCIM (INDIA) 150670120 9.71 150670120 9.71
PRIVATE LIMITED
Cancellation of Shares -150670120 (7.59) Nil Nil
(Refer Note 2 & 3)
At the end of the Year Nil Nil
Total 780308553 50.28 1253156361 63.11
Note 1 : Pursuant to Scheme of Amalgamation of Holcim (India) Private Limited (HIPL) with
the Company, 58,44,17,928 equity shares were issued to the shareholders of HIPL i.e. Holderind
Investments Limited.
Note 2 : In terms of the aforesaid Scheme, 150,670,120 shares of the Company held by HIPL were
cancelled (being cross holding).
Note 3 : The percentage of the shareholding at the year end is on the enhanced share capital.

iii. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of
GDRs and ADRs):
Sr. Name of the Shareholding at the Dates Increase / Reason Cumulative Shareholding
No. Shareholders beginning & end of the year Decrease in during the year
No. of Shares % of total shareholding No. of % of total
shares of the during the Shares shares of the
company year company
1. LIFE INSURANCE 138041635 8.90 01/01/2016 138041635 8.90
CORPORATION OF 08/01/2016 1628441 TRANSFER 139670076 9.00
INDIA 15/01/2016 2793970 TRANSFER 142464046 9.18
22/01/2016 2548200 TRANSFER 145012246 9.34
12/02/2016 400 TRANSFER 145012646 9.34
31/03/2016 -10000 TRANSFER 145002646 9.34
24/06/2016 -265000 TRANSFER 144737646 9.33
30/06/2016 -240000 TRANSFER 144497646 9.31
08/07/2016 -1087792 TRANSFER 143409854 9.24
15/07/2016 -708357 TRANSFER 142701497 9.20
22/07/2016 2700 TRANSFER 142704197 9.20
29/07/2016 -80000 TRANSFER 142624197 9.19
19/08/2016 -170000 TRANSFER 142454197 7.17
26/08/2016 -221684 TRANSFER 142232513 7.16
02/09/2016 -137852 TRANSFER 142094661 7.16
11/11/2016 2100 TRANSFER 142096761 7.16
23/12/2016 250 TRANSFER 142097011 7.16
30/12/2016 71467 TRANSFER 142168478 7.16
Total as on 31.12.2016 142168478 7.16
2. EUROPACIFIC 0 0.00 01/01/2016 0 0.00
GROWTH FUND 27/05/2016 2168706 TRANSFER 2168706 0.14
03/06/2016 14423607 TRANSFER 12254901 0.79
10/06/2016 26978797 TRANSFER 14723896 0.95
17/06/2016 35145475 TRANSFER 20421579 1.32
30/06/2016 49474351 TRANSFER 29052772 1.87
01/07/2016 59546909 TRANSFER 30494137 1.96
08/07/2016 63274653 TRANSFER 32780516 2.11
15/07/2016 67502308 TRANSFER 34721792 2.24
22/07/2016 69616082 TRANSFER 34894290 2.25
12/08/2016 70168426 TRANSFER 35274136 1.78
04/11/2016 82014136 TRANSFER 46740000 2.35
Total as on 31.12.2016 46740000 2.35
3. ABERDEEN GLOBAL 47149182 3.04 01/01/2016 47149182 3.04
INDIAN EQUITY 11/03/2016 -2640000 TRANSFER 44509182 2.87
LIMITED 18/03/2016 -260000 TRANSFER 44249182 2.85
06/05/2016 -490261 TRANSFER 43758921 2.82
13/05/2016 -1809739 TRANSFER 41949182 2.70
03/06/2016 -2800000 TRANSFER 39149182 2.52
10/06/2016 -1100000 TRANSFER 38049182 2.45
12/08/2016 -2079696 TRANSFER 35969486 1.81
19/08/2016 -1120304 TRANSFER 34849182 1.76
30/09/2016 -780612 TRANSFER 34068570 1.72
07/10/2016 -1868697 TRANSFER 32199873 1.62
14/10/2016 -500481 TRANSFER 31699392 1.60
21/10/2016 -23605 TRANSFER 31675787 1.60
18/11/2016 -1000000 TRANSFER 30675787 1.54
Total as on 31.12.2016 30675787 1.54

4. ABU DHABI 24124747 1.55 01/01/2016 24124747 1.55
INVESTMENT 05/02/2016 16294 TRANSFER 24141041 1.56
AUTHORITY 26/02/2016 -46641 TRANSFER 24094400 1.55
JHELUM 04/03/2016 -51139 TRANSFER 24043261 1.55
18/03/2016 -439781 TRANSFER 23603480 1.52
29/04/2016 -458522 TRANSFER 23144958 1.49
06/05/2016 -964207 TRANSFER 22180751 1.43
20/05/2016 -1150215 TRANSFER 21030536 1.36
27/05/2016 -8851 TRANSFER 21021685 1.35
03/06/2016 -213141 TRANSFER 20808544 1.34
10/06/2016 -1099751 TRANSFER 19708793 1.27
15/07/2016 -36379 TRANSFER 19672414 1.27
12/08/2016 2139113 TRANSFER 21811527 1.41
19/08/2016 -18099 TRANSFER 21793428 1.10
26/08/2016 -29996 TRANSFER 21763432 1.10
02/09/2016 -1517103 TRANSFER 20246329 1.02
18/11/2016 -1083200 TRANSFER 19163129 0.97
02/12/2016 -227427 TRANSFER 18935702 0.95
23/12/2016 -448889 TRANSFER 18486813 0.93
30/12/2016 -236748 TRANSFER 18250065 0.92
Total as on 31.12.2016 18250065 0.92
5. JP MORGAN SICAV 16182467 1.04 01/01/2016 16182467 1.04
INVESTMENT 12/02/2016 -616451 TRANSFER 15566016 1.00
COMPANY 31/03/2016 -482167 TRANSFER 15083849 0.97
(MAURITIUS) 24/06/2016 -173261 TRANSFER 14910588 0.96
LIMITED 16/09/2016 -345000 TRANSFER 14565588 0.73
Total as on 31.12.2016 14565588 0.73
6. HARDING, 18016400 1.16 01/01/2016 18016400 1.16
LOEVNER FUNDS 08/01/2016 -9000 TRANSFER 18007400 1.16
INC EMERGING 15/01/2016 74700 TRANSFER 18082100 1.17
MARKETS 22/01/2016 68700 TRANSFER 18150800 1.17
PORTFOLIO 29/01/2016 -102500 TRANSFER 18048300 1.16
05/02/2016 121500 TRANSFER 18169800 1.17
19/02/2016 72500 TRANSFER 18242300 1.18
26/02/2016 71900 TRANSFER 18314200 1.18
04/03/2016 192400 TRANSFER 18506600 1.19
11/03/2016 88500 TRANSFER 18595100 1.20
25/03/2016 198700 TRANSFER 18793800 1.21
31/03/2016 88500 TRANSFER 18882300 1.22
30/06/2016 2254700 TRANSFER 21137000 1.36
15/07/2016 458000 TRANSFER 21595000 1.39
22/07/2016 140700 TRANSFER 21735700 1.40
05/08/2016 88800 TRANSFER 21824500 1.41
12/08/2016 86300 TRANSFER 21910800 1.10
26/08/2016 153900 TRANSFER 22064700 1.11
02/09/2016 126200 TRANSFER 22190900 1.12
23/09/2016 90000 TRANSFER 22280900 1.12
30/09/2016 280808 TRANSFER 22561708 1.14
07/10/2016 382920 TRANSFER 22944628 1.16
28/10/2016 -4692018 TRANSFER 18252610 0.92
04/11/2016 -4406010 TRANSFER 13846600 0.70
11/11/2016 120800 TRANSFER 13967400 0.70
Total as on 31.12.2016 13967400 0.70

7. JP MORGAN INDIA 14291135 0.92 01/01/2016 14291135 0.92
FUND 09/09/2016 -1000000 TRANSFER 13291135 0.67
16/09/2016 -260000 TRANSFER 13031135 0.66
Total as on 31.12.2016 13031135 0.66
8. GENERAL 13085000 0.84 01/01/2016 13085000 0.84
INSURANCE 15/01/2016 106022 TRANSFER 13191022 0.85
CORPORATION OF 22/01/2016 15000 TRANSFER 13206022 0.85
INDIA 29/01/2016 15000 TRANSFER 13221022 0.85
05/02/2016 25000 TRANSFER 13246022 0.85
18/03/2016 -100000 TRANSFER 13146022 0.85
31/03/2016 -100000 TRANSFER 13046022 0.84
30/06/2016 -140000 TRANSFER 12906022 0.83
08/07/2016 -60000 TRANSFER 12846022 0.83
15/07/2016 -50000 TRANSFER 12796022 0.82
05/08/2016 -20000 TRANSFER 12776022 0.82
12/08/2016 -30000 TRANSFER 12746022 0.64
18/11/2016 -30000 TRANSFER 12716022 0.64
Total as on 31.12.2016 12716022 0.64
9. VANGUARD 10127176 0.65 01/01/2016 10127176 0.65
EMERGING 15/01/2016 -67326 TRANSFER 10059850 0.65
MARKETS STOCK 22/01/2016 -33480 TRANSFER 10026370 0.65
INDEX FUND, 05/02/2016 -121210 TRANSFER 9905160 0.64
A SERIES OF 12/02/2016 -49210 TRANSFER 9855950 0.64
VANGUARD 11/03/2016 25980 TRANSFER 9881930 0.64
INTERNATIONAL 08/04/2016 43456 TRANSFER 9925386 0.64
EQUITY INDEX 22/04/2016 24540 TRANSFER 9949926 0.64
FUND 10/06/2016 29647 TRANSFER 9979573 0.64
24/06/2016 115456 TRANSFER 10095029 0.65
22/07/2016 23616 TRANSFER 10118645 0.65
29/07/2016 69498 TRANSFER 10188143 0.66
05/08/2016 54481 TRANSFER 10242624 0.66
12/08/2016 56250 TRANSFER 10298874 0.52
19/08/2016 80000 TRANSFER 10378874 0.52
02/09/2016 1350484 TRANSFER 11729358 0.59
09/09/2016 45480 TRANSFER 11774838 0.59
07/10/2016 44096 TRANSFER 11818934 0.60
14/10/2016 30316 TRANSFER 11849250 0.60
21/10/2016 103350 TRANSFER 11952600 0.60
28/10/2016 41340 TRANSFER 11993940 0.60
11/11/2016 89570 TRANSFER 12083510 0.61
25/11/2016 108862 TRANSFER 12192372 0.61
02/12/2016 62010 TRANSFER 12254382 0.62
Total as on 31.12.2016 12254382 0.62
10. THE NEW INDIA 11031316 0.71 01/01/2016 11031316 0.71
ASSURANCE 15/01/2016 99017 TRANSFER 11130333 0.72
COMPANY LIMITED 22/01/2016 145324 TRANSFER 11275657 0.73
29/01/2016 150000 TRANSFER 11425657 0.74
05/02/2016 60000 TRANSFER 11485657 0.74
12/02/2016 43809 TRANSFER 11529466 0.74
16/09/2016 -20000 TRANSFER 11509466 0.58
11/11/2016 87500 TRANSFER 11596966 0.58
18/11/2016 112500 TRANSFER 11709466 0.59
25/11/2016 100000 TRANSFER 11809466 0.59
02/12/2016 20000 TRANSFER 11829466 0.60
Total as on 31.12.2016 11829466 0.60

11. GOVERNMENT OF 15324420 0.99 01/01/2016 15324420 0.99
SINGAPORE 08/01/2016 172552 TRANSFER 15496972 1.00
15/01/2016 -10034 TRANSFER 15486938 1.00
22/01/2016 -267560 TRANSFER 15219378 0.98
29/01/2016 345856 TRANSFER 15565234 1.00
05/02/2016 729391 TRANSFER 16294625 1.05
12/02/2016 169967 TRANSFER 16464592 1.06
26/02/2016 -20 TRANSFER 16464572 1.06
04/03/2016 -28435 TRANSFER 16436137 1.06
11/03/2016 -13615 TRANSFER 16422522 1.06
31/03/2016 158547 TRANSFER 16581069 1.07
08/04/2016 -1078388 TRANSFER 15502681 1.00
15/04/2016 -987124 TRANSFER 14515557 0.94
22/04/2016 -337037 TRANSFER 14178520 0.91
29/04/2016 -126205 TRANSFER 14052315 0.91
06/05/2016 -286078 TRANSFER 13766237 0.89
13/05/2016 -26 TRANSFER 13766211 0.89
03/06/2016 352108 TRANSFER 14118319 0.91
10/06/2016 237746 TRANSFER 14356065 0.93
30/06/2016 -283593 TRANSFER 14072472 0.91
08/07/2016 -186543 TRANSFER 13885929 0.89
22/07/2016 -295 TRANSFER 13885634 0.89
29/07/2016 -370513 TRANSFER 13515121 0.87
05/08/2016 -220183 TRANSFER 13294938 0.86
12/08/2016 -621 TRANSFER 13294317 0.67
26/08/2016 -140829 TRANSFER 13153488 0.66
02/09/2016 -663560 TRANSFER 12489928 0.63
09/09/2016 402 TRANSFER 12490330 0.63
16/09/2016 3728 TRANSFER 12494058 0.63
07/10/2016 58937 TRANSFER 12552995 0.63
21/10/2016 -11603 TRANSFER 12541392 0.63
04/11/2016 -20965 TRANSFER 12520427 0.63
11/11/2016 -20123 TRANSFER 12500304 0.63
18/11/2016 -1574859 TRANSFER 10925445 0.55
25/11/2016 -22468 TRANSFER 10902977 0.55
02/12/2016 216982 TRANSFER 11119959 0.56
09/12/2016 428605 TRANSFER 11548564 0.58
30/12/2016 63774 TRANSFER 11612338 0.58
Total as on 31.12.2016 11612338 0.58
12. JP MORGAN INDIAN 9952317 0.64 01/01/2016 9952317 0.64
INVESTMENT 27/05/2016 396349 TRANSFER 10348666 0.67
COMPANY 11/11/2016 3618734 TRANSFER 13967400 0.70
(MAURITIUS)
02/12/2016 -3618734 TRANSFER 10348666 0.52
LIMITED
Total as on 31.12.2016 10348666 0.52
13. THE INDIA FUND 10301000 0.66 01/01/2016 10301000 0.66
INC 22/04/2016 -735000 TRANSFER 9566000 0.62
17/06/2016 -540000 TRANSFER 9026000 0.58
Total as on 31.12.2016 9026000 0.58

iv. Shareholding of Directors and Key Managerial Personnel:
Sr. For Each of the Shareholding at the beginning Shareholding at the
No. Directors and KMP of the year - end of the year -
1st January, 2016 31st December, 2016
Name of the Director/ No. of % of total shares No. of % of total shares
KMP shares of the company shares of the company
1. Mr. N.S. Sekhsaria 1000 - 1000 -
2. Mr. Shailesh Haribhakti - - 19650 -
3. Mr. B.L. Taparia 327284 - 307284 -
4. Mr. Ajay Kapur 185500 - 185500 -
5. Mr. Rajiv Gandhi 3000 - 2000 -
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
(` In Crores)
PARTICULARS Secured Loans Unsecured Deposits Total
Excluding Deposits Loans Indebtedness
Indebtedness at the beginning of
the nancial year 01.01.2016
1) Principal Amount 5.86 23.29 Nil 29.15
2) Interest due but not paid - - - -
3) Interest accrued but not due - - - -
Total of (1+2+3) 5.86 23.29 Nil 29.15
Change in Indebtedness during
the nancial year
+ Addition -
- Reduction - -10.06 -10.06
Net change - -10.06 -19.09
Indebtedness at the end of the
nancial year 31.12.2016
1) Principal Amount 5.86 13.23 - 19.09
2) Interest due but not paid - - - -
3) Interest accrued but not due - - - -
Total of (1+2+3) 5.86 13.23 - 19.09
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-Time Directors and/or Manager:
(` in Lakhs)
Sr. Particulars of Remuneration Name of MD/WTD/Manager
No Mr. Ajay Kapur
1. Gross Salary
(a) Salary as per provisions contained in 516.61
Section 17(1) of the Income Tax Act
(b) Value of perquisites u/s 17(2) Income Tax 1.91
Act, 1961
(c) Prots in lieu of salary under Section 17(3) --
Income Tax Act, 1961
2. Stock Option --
3. Sweat Equity --
4. Commission --
5. Others, please specify 38.01
Provident Fund & other Funds
Performance Bonus (Refer Note)
Total (A) 556.53
Ceiling as per the Act 5% of the net prots of the Company
Note : The performance bonus of the MD & CEO for FY 2016 is not included as the same is
pending for nalisation till the time of publication of this report.
B. Remuneration of other directors:
I. Independent Directors :-
(` In Lakhs)
Particulars of Name of Directors Total
Remuneration Mr. Munjee Mr. Chitale Mr. Dr. Mr. Khaitan Amount
Haribhakti Goswami
Fee for attending board 7.30 10.40 7.50 8.10 5.50 38.80
committee meetings
Commission 28.00 34.00 28.00 28.00 28.00 146.00
Others, please specify Nil Nil Nil Nil Nil
Total (1) 35.30 44.40 35.50 36.10 33.50 184.80
II. Other Non-Executive Directors :-
(` In Lakhs)
Other Non-Executive Mr. Mr. Eric Mr. Christof Mr. Mr. B.L. Ms. Mr. Martin Total
Directors Sekhsaria Olsen Hassig Terver(1) Taparia Sangwan Kriegner(2) Amount
Fee for attending board 4.20 2.00 3.00 1.60 7.20 1.50 6.30 25.80
committee meetings
Commission 37.00 16.00 16.00 4.48 Nil 16.00 28.00 117.48
Others Nil Nil Nil Nil 144.00 Nil Nil 144.00
Total (2) 41.20 18.00 19.00 6.08 151.20 17.50 34.30 287.28
Total B = (1+2) 472.08
Ceiling as per the Act 1% of the Net Prots of the Company
(1) For the period of January 1, 2016 to February 10, 2016.
(2) For the period of February 11, 2016 to December 31, 2016.
C. Remuneration to Key Managerial Personnel Other Than MD/ Manager/ WTD
(` In Lakhs)
Sr. Particulars of Remuneration Name of the KMP Total
No. Mr. Suresh Mr. Rajiv Amount
Joshi Gandhi
1. Gross Salary
(a) Salary as per provisions contained in 152.82 81.51 234.33
Section 17(1) of the Income Tax Act
(b) Value of perquisites u/s 17(2) Income - - -
Tax Act, 1961
(c) Prots in lieu of salary under Section - -
17(3) Income Tax Act, 1961
2. Stock Option - -
3. Sweat Equity - -
4. Commission - -
5. Others, please specify 11.04 6.32 17.36
Contribution to Provident Fund
Performance Bonus (Refer Note)
Total (C) 163.86 87.83 251.69
Note : The performance bonus of the CFO & CS for FY 2016 is not included as the same is pending
for nalisation till the time of this report.
VII. PENALTIES/ PUNISHMENT/ COMPOUNDING OF OFFENCES (Under the Companies Act):
Not Applicable.

ANNEXURE III TO THE DIRECTORS REPORT
Form No. AOC-2

January to December - 2016
Particulars of contracts / arrangements made with related parties
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and rule 8(2) of the Companies
(Accounts) Rules, 2014)
This Form pertains to the disclosure of particulars of contracts/arrangements entered into by the company
with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including
certain arms length transactions under third proviso thereto
Details of contracts or arrangements or transactions not at arms length basis
There were no contracts or arrangements or transactions entered into during the year ended 31st December
2016, which are not at arms length basis.
Details of material contracts or arrangement or transactions at arms length basis
The details of material contracts or arrangements or transactions at arms length basis for the year ended
31st December 2016 are as follows:
Nature of Contract and Nature of Duration of Silent Terms Amount

Name of the related party Relationship Contract (in ` Crs.)
Purchase of goods
LafargeHolcim Energy Fellow Subsidiary January 1st, 2016 - Based on Transfer 132
Solutions S.A.S, France December 31st, 2016 Pricing Guidelines
132
Receiving of services
Holcim Technology Ltd, Fellow Subsidiary January 1st, 2013 - Based on Transfer 90
Switzerland December 31st, 2017 Pricing Guidelines
90
Note:
1. All the above reported transactions has been executed at Arms Length Pricing Basis and are in the
Ordinary Course of Business.
2. Necessary approval of the Audit Committee and the Board (Omnibus and Specic) has been obtained
prior to entering into all the Related Party Transactions.

ANNEXURE IV TO THE DIRECTORS REPORT
Abstract of the Policy for selection and appointment of Directors

The Nomination and Remuneration (N&R) Committee has adopted a Charter which, inter alia, deals
with the manner of selection of Board Directors and Managing Director & CEO and their remuneration.
The Charter also deals with the remuneration Policy for Senior Management Employees. This Policy is
accordingly derived from the said Charter.
1. Criteria of selection of Non Executive Directors
i. The Non Executive Directors shall be of high integrity with relevant expertise and experience
so as to have a diverse Board with Directors having expertise in the elds of manufacturing,
marketing, nance & taxation, law & governance and general management.
ii. In case of appointment of Independent Directors, the N&R Committee shall satisfy itself with
regard to the Independent nature of the Directors vis--vis the Company so as to enable the
Board to discharge its function and duties effectively.
iii. The N&R Committee shall ensure that the candidate identied for appointment as a Director is
not disqualied for appointment under Section 164 of the Companies Act, 2013.
iv. The N&R Committee shall consider the following attributes / criteria whilst recommending to
the Board the candidature for appointment as Director.
a. Qualication, expertise and experience of the Directors in their respective elds;
b. Personal, Professional or business standing
c. Diversity of the Board
v. In case of re-appointment of Non Executive Directors, the Board shall, take into consideration
the performance evaluation of the Director and his engagement level.
2. Criteria of selection/appointment of Managing Director & CEO
For the purpose of selection of the MD & CEO, the N&R Committee shall identify persons of integrity
who possess relevant expertise, experience and leadership qualities required for the position and
shall take into consideration recommendation if any, received from any member of the Board.
The Committee will also ensure that the incumbent fullls such other criteria with regard to age and
other qualications as laid down under the Companies Act or other applicable laws.

ANNEXURE V TO THE DIRECTORS REPORT
SECRETARIAL AUDIT REPORT
[Pursuant to Section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies
(Appointment and Remuneration Personnel) Rules, 2014]
FOR THE YEAR ENDED 31st DECEMBER, 2016
To (v) The following Regulations and Guidelines
The Board of Directors, prescribed under the Securities and
Ambuja Cements Limited Exchange Board of India Act, 1992 (SEBI
Elegant Business Park, MIDC Cross Road B, Act):-
Off Andheri Kurla Road, i. The Securities and Exchange Board
Andheri (East), of India (Prohibition of Insider
Mumbai 400 059 Trading) Regulations, 2015;
Dear Sirs, ii. The Securities and Exchange Board
of India (Substantial Acquisition of
We have conducted the secretarial audit of the
Shares and Takeovers) Regulations,
compliance of applicable statutory provisions and the
2011;
adherence to good corporate governance practice
by Ambuja Cements Limited (hereinafter called iii. The Securities and Exchange
the Company). Secretarial Audit was conducted Board of India (Listing Obligations
in a manner that provided us a reasonable basis and Disclosure Requirements)
for evaluating the corporate conducts/statutory Regulations, 2015.
compliances and expressing our opinion thereon. iv. The Securities and Exchange Board of
Based on our verication of the Companys books, India (Issue of Capital and Disclosure
papers, minutes books, forms and returns led and Requirements) Regulations, 2009.
other records maintained by the Company and 2. Provisions of the following Regulations and
also the information provided by the Company, Guidelines prescribed under the Securities and
its ofcers, agents and authorized representatives Exchange Board of India Act, 1992 (SEBI Act)
during the conduct of secretarial audit, we hereby were not applicable to the Company during
report that in our opinion, the Company has, the quarter under report:-
during the audit period covering calendar year
ended 31st December, 2016, complied with the i. The Securities and Exchange Board of
statutory provisions listed hereunder and also India (Issue and Listing of Debt Securities)
that the Company has proper Board processes and Regulations, 2008;
compliance mechanism in place to the extent, in ii. The Securities and Exchange Board
the manner and subject to the reporting made of India (Delisting of Equity Shares)
hereinafter: Regulations, 2009;
1. We have examined the books, papers, minute iii. The Securities and Exchange Board of
books, forms and returns led and other records India (Buyback of Securities) Regulations,
maintained by Ambuja Cements Limited (the 1998;
Company) as given in Annexure-I, for the year
ended on 31st December, 2016, according to iv. The Securities and Exchange Board of
the provisions of: India (Registrars to a Issue and Share
Transfer Agents) Regulations, 1993,
(i) The Companies Act, 2013 (the Act) and regarding the Companies Act and dealing
the rules made thereunder; with client; and
(ii) The Securities Contracts (Regulation) v. The Securities and Exchange Board of
Act, 1956 (SCRA) and the rules made India (Share Based Employee Benets)
thereunder; Regulations, 2014;
(iii) The Depositories Act, 1996 and the 3. We further report that, having regard to the
Regulations and Bye-laws framed compliance system prevailing in the Company
thereunder; and on examination of the relevant documents
(iv) Foreign Exchange Management Act, and records in pursuance thereof, on test-
1999 and the rules and regulations made check basis, the Company has complied with
thereunder to the extent of Foreign other Acts, Laws and Regulations applicable
Direct Investment and Overseas Direct specically to the Company as per the list
Investment; given in Annexure II.

We have also examined compliance with the an interim order granting stay on the
applicable clauses of Secretarial Standards penalty imposed on the Company by CCI
1 and 2, issued by The Institute of Company subject to deposit of 10% of the penalty
Secretaries of India under the provisions of the amount which has been duly complied
Companies Act, 2013. During the year under with by the Company.
the report the Company has complied with iii. (a) Pursuant to Agreement dated 31st
the provisions of the Act, Rules, Regulations, July 2013 between the Company and
Guidelines, Standards, etc. mentioned above. Holderind Investment Limited (HIL)
We further report that: and in accordance with the approval
The Board of Directors of the Company is received from Foreign Investment
duly constituted with proper balance of Promotion Board (FIPB) dated 1st
Executive Directors, Non-Executive Directors August, 2016, the Company acquired
and Independent Directors. The changes in 1,36,56,92,423 equity shares of
the composition of the Board of Directors that ` 10/- each fully paid-up, constituting
took place during the year under report were 24% of the paid-up share capital
carried out in compliance with the provisions of the Holcim India Private Limited
of the Act. (HIPL) from HIL for consideration of
` 3500 Crore. All formalities have
Adequate notice is given to all directors to been duly complied with by the
schedule the Board Meetings, agenda and Company in this regard.
detailed notes on agenda were sent at least
seven days in advance, and a system exists for (b) Further, pursuant to the respective
seeking and obtaining further information order of Honble High Courts of
and clarications on the agenda items before Gujarat and New Delhi for approval
the meeting and for meaningful participation of Scheme of Amalgamation of
at the meeting. Holcim India Private Limited (HIPL)
with the Company, HIPL has been
None of the members have communicated amalgamated with the Company
dissenting views, in the matters / agenda and consequently, ACC Limited has
proposed from time to time for consideration become a subsidiary of the Company
of the Board and its Committees thereof, with effect from 12th August 2016.
during the year under the report, hence were The Company has duly complied
not required to be captured and recorded as with all regulatory formalities in
part of the minutes. this regard.
We further report that there are adequate For RATHI & ASSOCIATES COMPANY SECRETARIES
systems and processes in the Company
commensurate with the size and operations
of the Company to monitor and ensure HIMANSHU S. KAMDAR
compliance with applicable laws, rules, Date : 1st February, 2017 PARTNER FCS: 5171
regulations and guidelines. Place: Mumbai CP No.3030
We further report that during the year under
Report, following event(s) / action(s) had major Annexure - I to the Secretarial Audit Report
bearing on the Companys affairs in pursuance 1. Memorandum & Articles of Association of the
to the above referred laws, rules, regulations, Company.
guidelines, standards, etc.:
2. Annual Report for the nancial year ended
i. withdrawal of Scheme of Amalgamation 31st December 2015.
of Dirk India Private Limited with the
Company; however, there is no material 3. Minutes of the meetings of the Board of
implication of this decision on the Directors, Audit Committee, Nomination
nancial and operational performance & Remuneration Committee, Stakeholders
of the Company. Relationship Committee, Management
ii. the Competition Commission of India Committee, Compliance Committee, Corporate
(CCI), imposed penalty of 0.5 times of Social Responsibility Committee and Risk
the net prots for nancial year 2009- Management Committee held during the
2010 and 2010-2011 of the Company. nancial year under report along with
The Company led an appeal before Attendance Register.
the Competition Appellant Tribunal
(COMPAT) for setting aside the said 4. Minutes of General Body Meetings and postal
order of the CCI. The COMPAT issued ballots held during the year under report.

5. Statutory Registers viz. Plants:
- Register of Directors & Key Managerial 1. Ambuja Nagar, Taluka Kodinar, Dist Gir,
Personnel Somnath, Gujarat
- Register of loans, guarantees and security 2. Darlaghat, Dist. Salon, Himachal Pradesh
and acquisition made by the Company
- Register of Contracts with related party 3. Maratha Cement Works, Dist. Chandrapur,
and contracts and bodies etc. in which Maharashtra
directors are interested [Part B] 4. Rabiyawas, Dist. Pali, Rajasthan
- Register of Renewed and Duplicate Share 5. Bhatapara, Dist. Raipur, Chhattisgarh
Certicate
6. Agenda papers submitted to all the Directors/ Grinding Stations:
members for the Board Meetings and
Committee Meetings. 1. Roopnagar, Punjab
7. Documents maintained under the Secretarial 2. Bhathinda, Punjab
Standards 1 and 2. 3. Sankrail, Dist. Howarah, West Bengal
8. Declarations received from the Directors of the
4. Farakka, Dist. Murshidabad, West Bengal
Company pursuant to the provisions of Section
184 and 149(7) of the Companies Act, 2013. 5. Roorkee, Dist. Haridwar, Uttaranchal
9. Intimations and Declarations received from 6. Dadri, Dist. Gautam Budh Nagar, Uttar Pradesh
Directors under the Prohibition of Insider
Trading Code. 7. Nalagarh, Dist. Solan, Himachal Pradesh
10. e-Forms led by the Company from time 8. Magdalla, Dist. Surat, Gujarat
to time under applicable provisions of the
Companies Act, 2013 and attachments thereof Bulk Cement Terminals:
during the year under report.
1. Muldwarka, Dist. Gir, Gujarat
11. Intimations/documents/reports/returns led
with the Stock Exchanges pursuant to the 2. Panvel, Dist. Raigarh, Maharashtra
provisions of the Securities and Exchange 3. Cochin, Kerala
Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 4. Mangalore, Karnataka
during year under report.
Under the Major Group and Head
12. Various Policies made under the Companies
Act, 2013 and the Securities and Exchange 1. Factories Act, 1960;
Board of India (Listing Obligations and 2. Industries (Development & Regulation) Act,
Disclosure Requirements) Regulations, 2015. 1951
13. Copies of Order issued by FIPB and Honble 3. Acts prescribed related to Mining activities
High Courts of Gujarat and New Delhi,
for acquisition of shares of HIPL by the 4. Labour Laws and other incidental laws related
Company from HIL and approval of scheme of to labour and employees appointed by the
Amalgamation of HIPL with the Company. Company either on it payroll or on contractual
basis as related to wages, gratuity, provident
Annexure - II to the Secretarial Audit Report fund, ESIC, compensation etc.;
5. Acts prescribed under prevention and control
List of applicable laws to the Company of Pollution;
List of applicable laws to the Company and its plants 6. Acts prescribed under Environmental
situated at: protection;
7. Acts as prescribed under Direct Tax and Indirect
Registered ofce: Tax
Ambuja Nagar, Taluka Kodinar, Dist Gir, Somnath, 8. Land Revenue laws of respective States;
Gujarat.
9. Labour Welfare Act of respective States;
Corporate ofce: 10. Local laws as applicable to various ofces,
plants, grinding stations and bulk cement
Elegant Business Park, MIDC Cross Road B, Off
terminals.
Andheri Kurla Road, Andheri (East), Mumbai
400059. 11. The Competition Act, 2002

ANNEXURE VI TO THE DIRECTORS REPORT
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO PURSUANT TO PROVISIONS OF SECTION 134 OF THE COMPANIES ACT, 2013 READ WITH THE
COMPANIES (ACCOUNTS) RULES, 2014.
A) CONSERVATION OF ENERGY x. Segregated aeration and conveying
(1) The steps taken or impact on conservation air for kiln feed extraction system
of energy: (Bhatapara Line 2)
i. Installed High Level Control System for xi. Optimization of Grinding Media (Surat,
cement mill to ensure consistent and Maratha)
stable operation (Nalagarh, Sankrail). xii. Contract demand reduced from 1200 to
ii. Conversion of Cement Mill 2 and 4 from 1000 kVA at Ukai
dual to mono chamber in Gajambuja xiii. In Bhatapara CPP, old cooling tower is
(Ambujanagar). taken out of operation by optimizing
iii. Installation of modern new generation and connecting the load to New Cooling
low NOx type kiln burner at Maratha. Tower.
iv. Replacement of one mines dozer and xiv. Arrangements made for direct pumping
one plant dozer with new energy of raw water from Mines Pit to the Plant
efcient one (Ambujanagar). thereby avoiding intermediate transfer
to Reclaimer pit and further pumping to
v. Installation of energy efcient equipment: plant (Bhatapara)
Screw Compressors in place xv. Implemented various actions to improve
of reciprocating compressors availability of the equipment e.g. at
(Ambujanagar, Darlaghat) Bhatapara replacement of Chain type
High efciency water pumps inside feeder for Coal and Petcoke feeding
plant (Ropar) at Coal Mill 2 by belt weigh feeder,
High Efcient Condensate Installation of CARDOX system in both
Extraction Pump (CEP) TPP 1 and the kiln lines preheater for the faster
TPP 3 (Bhatapara), removal of build-up in cyclone & feed
pipe, Installed 250 Kw LV VFD for Clinker
Energy Efcient ID FAN in Boiler 4 Conveyor to Clinker loading Silo and at
(Bhatapara), Maratha Replacement of cement mill
New high efciency ACW pump in no. 3 and 4 discharge BE chain to belt
TPP 1 & 2 (Bhatapara) xvi. Reduction of pressure drop across the Air
Installation of low pressure Preheater of boiler 1 and 4 (Bhatapara)
compressor in Fly ash conveying xvii. Limestone Size Reduction (Maratha)
(Farakka)
xviii. Speed Reduction of cement mill main
VFD drives for CEP for TPP 3
bag lter fan by changing pulley size
(Bhatapara), cement mill 3 bag house
(Maratha).
vent fan (Bhatapara), Bag lter Fan
at clinker unloading tippler (Dadri), xix. Plant Utility compressor power reduction
High Pressure pump & SPRO pump by air leakages arresting through
of RO plant (Bhatapara), Lime stone continuous survey and monitoring
Stacker drive (Darlaghat). (Sankrail).
vi. VRM startup without pre-heating to xx. Automation of Packing plant & wagon
minimize fuel consumption (Nalagarh & loading area lighting circuit for power
Dadri) saving during odd hours (Sankrail).
vii. Reduced Bag lter purging air pressure xxi. Modication of Orice installed at kiln
form 5.5 kg/cm2 to 4 Kg/cm2 and packer riser pipe at Ambuja and Gaj-1 kiln
Nozzle air pressure from 5 kg/cm2 to (Ambujanagar).
2 Kg/cm2 (Bathinda) xxii. Modication of raw mill and
viii. Developed an in-house system for preheater cyclones based on studies
yash bulker unloading with PD blower using Computational Fluid Dynamics
instead of compressor to reduce power (Darlaghat).
consumption (Nalagarh, Bathinda) xxiii. Burner and combustion optimization to
ix. Reduction in idle running of equipment achieve 100% Petcoke usage in all three
by PLC logic modication kilns (Ambujanagar).

xxiv. Installation of GRR in Coal Mill main c. Increased y ash absorption up to 34%
drive of Gaj-1 (Ambujanagar). and Study on increase usage of wet y
(2) Energy Conservation Measures for Plant & ash for production of PPC Cement.
Township lighting and alternative energy d. Integration of product quality results
Usage: through LIMS with VRM operation.
i. Installation of LED lights in place of e. Energy Chain provided in EOT crane
conventional lights. instead of trailing cable for easy
maintenance and less breakdown.
ii. In house development by using spare
solar cells to generate solar power up to f. DPS software installed for online weight
120W. correction.
iii. Providing separate local on-off switches g. Fire alarm system interlocked with
for lightening for particular area (Ropar). Pressure and ventilation system. It will
be stopped immediately when re
iv. Installation of automatic light sensors in alarm activated
ofces. h. Trials conducted with ammonia injection
v. Optimizing the voltage of lighting to reduce NOx emissions from kiln (Suli-
transformer by tap changing (Bhatapara). Darlaghat)
vi. Replaced the Flood lights with LED i. Trial production of Composite Cement
lights for High mast tower (Bhatapara). and Slag Cement
vii. Replaced the 80 Watt Industrial Well j. Carried out study on maximizing wet
glass light ttings with 42 Watt LED yash usage
lights - 140 Nos (LED lights is having less k. Study carried out for use of alternate
maintenance, higher illumination and raw material in Raw Mix and Cement
higher burning hours). l. Modication of cooler ESP based on
viii. Truck loading bay lighting automation. CFD study to reduce dust emissions
ix. High-mast lights timing optimization. 2) Benets derived as a result of above R & D:
(3) The capital investment on energy a. Improved cement quality and
conservation equipment enhancement in y ash usage
i. Bhatapara: Total Investment of ` 1.65 b. Reduction of the clinker factor, hence
Crores made in Energy Conservation CO2 emission reduced
equipment. c. Reduction of Production Cost
ii. Installation of Screw Compressors in d. Improvement in MTBF and specic
place of reciprocating compressors power consumption
(Ambujanagar, Darlaghat). 3) Future plan of action:
iii. Commissioning of E-mill for Petcoke a. Installation of Waste Heat Recovery
Grinding at Darlaghat. System
iv. Installation of MV Drive for Bag House b. Increase usage of wet y ash and further
Fan (Darlaghat). increase y ash % in PPC
v. Power Factor improvement projects c. Study on Raw Mix Optimization for
(MCW, Rabriyawas, Ropar). better Clinker Quality
vi. Smart load shedding (Bhatapara) and load d. Increase Composite Cement Production
management system (Ambujanagar). to address Customers Needs
vii. Energy management system (Rabriyawas). e. Maximize the usage of TSR %
4) Expenditure on R&D:
B) TECHNOLOGY ABSORPTION
(` in Crores)
I. RESEARCH AND DEVELOPMENT (R&D)
Current Year Previous Year
1) Specic areas in which R & D carried out by 31.12.2016 31.12.2015
the Company: Capital Expenditure 1.92 2.36
a. Trials with various Grinding Aids to Recurring Expenditure 0 0
optimize the cost and improve Quality Total Expenditure 1.92 2.36
of Cement.
Total R & D expenditure
b. Optimization of Gypsum usage and as a percentage of
quality by monitoring SO3 content in total turnover 0.02% 0.03%
nal product.

II. TECHNOLOGY ABSORPTION, ADAPTION & 3) Information regarding Technology Imported
INNOVATION during last 3 years
1) Efforts, in brief, made towards Technology a. LIMS Implementation for monitoring of
Absorption, Adaption and Innovation: quality parameters
a. Switching HAG operation from HSD to b. Installation of Alpine Residue analyzer
HFO to optimize the cost c. Installation of RFID (Radio Frequency
b. E-Chain installed instead of trailing cable Identication) for better coordination
for smooth operation of truck loader of vehicle movements
c. Installation of Laboratory Information d. Installation of expert control system for
Management System cement mill operation
d. Audio visual alarms installed in e. Installations of chute clog sensors to
Compressor house. avoid spillage and breakdown
e. Installation of Access control system at f. Installation of SPRS / VVFDs for fan
Electrical installations g. Installation of CAAQMS at Cement Mill
f. Installation of Turn Stile Machine and Packing Plant
for recording the contract workmen h. Replacement of helium gas based XRF
entering to the Plant machine with XRF SPECTRO IQ II (multi-
g. Installation of grease drum heaters for Channel functions, no helium required)
Girth Gear grease. i. Bag cleaning machines installed after
h. Installation of PTFE Bags in OSepa and packing machines
Packing Plant Bag lter j. Installation of auto lubrication system
i. Installed arrangement for Auto Cleaning in one of the Packer
of pressure measurement ports of PH k. Conversion of RABH to jet pulse lter
cyclone bottom cones to reduce pressure drop in the duct &
j. Installation of acoustic sheeting to plenum (Rabriyawas)
reduce noise l. Waste heat recovery system at Rabriyawas
k. Instruments for refractory thickness m. Adoption of world best ne coal
measurement, battery health feeding Coriolis system for Kiln/SLC, ILC
measurement and Stand by Coriolis system to feed in
all three Coriolis system (Rabriyawas)
l. Application of re barrier chemical on
electrical cables to prevent re n. Installation and commissioning of
Geo20 Platform as per Holcim guideline
m. Installation of RFID / GPS for monitoring
(Rabriyawas)
and controlling the vehicle movement
o. Multicore and Vertical Blender for PPC
n. Installation & Commissioning of energy Blending for efcient blending of OPC
management system and ground y ash to produce PPC
o. ECS Operator Station up-graded to WIN-7 (Ambujanagar)
for better speed of control, reports & p. Laboratory equipment for Alternative
decision making Fuels Testing Laboratory
2) Benets derived as a result of the above q. Various Mining equipment at different
efforts in the year 2016 plants
a. Reduction in emissions r. Brick lining machine
b. Real time Quality data recording and C) FOREIGN EXCHANGE EARNINGS AND OUTGO
reporting.
Total foreign exchange used and earned :
c. Allow only authorized workmen inside
Category Current Year Previous Year
the plant entry at Electrical installations.
(` in crores) (` in crores)
d. Improved operational efciency, Used 4010.38 879.13
equipment availability and reduction in
maintenance cost Earned 32.03 11.03

ANNEXURE VII TO THE DIRECTORS REPORT
Information pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
(1) Ratio of the remuneration of each Director/KMP to the median remuneration of all the employees of
the Company for the nancial year:
Median remuneration of all the employees of the Company for the Financial Year 2016 550,939
Percentage increase in the median remuneration of employees in the Financial Year 4.68%
Number of permanent employees on the rolls of the Company as on 31st December, 2016 5,183
Name of Director and KMP Ratio of remuneration to % increase in

median remuneration of remuneration in the
all employees(a) Financial Year 2016
Non-Executive Directors
Mr. N.S. Sekhsaria 7.48 -3%
Mr. Eric Olsen(b) 3.27 127%
Mr. Martin Kriegner(c) 6.23 Not Applicable
Mr. Christof Hassig 3.45 1160%
Ms. Usha Sangwan 3.18 0%
Mr. B.L. Taparia 27.44 8%
Mr. Bernard Terver(b) 1.10 -83%
Independent Directors
Mr. Nasser Munjee 6.41 -1%
Mr. Rajendra Chitale 8.06 6%
Mr. Shailesh Haribhakti 6.44 2%
Dr. Omkar Goswami 6.55 9%
Mr. Haigreve Khaitan 6.08 8%
Executive Director
Mr. Ajay Kapur, MD & CEO (Refer Point no. 2) 101.01 -12%
Other KMPs
Mr. Suresh Joshi, Chief Financial Ofcer(c) 29.74 Not Applicable
Mr. Rajiv Gandhi, Company Secretary 15.94 11%
Notes:
(a) The ratio of remuneration to the median remuneration is based on the remuneration paid
during the period 1st January, 2016 to 31st December, 2016.
(b) The increase of the Percentage of Remuneration of Mr. Eric Olsen & Mr. Christof Hassig and the
decrease in the percentage of Remuneration of Mr. Bernard Terver are not comparable with
that of the pervious year 2015 as they were in ofce only for the part of the pervious year.
(c) Mr. Martin Kriegner, Director and Mr. Suresh Joshi, CFO were appointed during the current year
and therefore the percentage of increase of remuneration in their case are not comparable with
that of the pervious year.
(2) Average percentile increase made in the salaries of employees other than the Managerial Personnel and
its comparison with the percentile increase in the Managerial Remuneration and justication thereof:
Average percentile increase in the salaries of employees other than the Managerial Personnel (i.e. MD
& CEO) is 6.15% while percentile decrease in the Managerial Remuneration is 12.00%. The decrease
is due to the pending payment of the performance bonus, which is not nalised till the date of
publication of this report.
Average increase in the remuneration of the employees other than the Managerial Personnel and
that of the managerial personnel is in line with the industry practice and is within the normal range.
(3) The remuneration is as per the remuneration policy of the company.

ANNEXURE VIII TO THE DIRECTORS REPORT
Form AOC-1
(Pursuant to rst proviso sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)
Statement containing salient features of the nancial statements of subsidiaries and joint ventures
` in crore
Name of Financial year As on and Reporting Share Reserves Total Total Turnover Prot Provision Prot / (loss) % of
subsidiary ending on for the year Currency capital and assets liabilities / (loss) for after tax but Shareholding
company ended surplus before taxation before share
tax of prot in
associates
and minority
interest
M.G.T. 31st December, 31st December, Indian 0.75 (0.74) 0.01 - - (0.01) - (0.01) 100.00
Cements 2016 2016 Rupee
Private 31st December, 31st December, Indian 0.75 (0.74) 0.02 - - (0.02) - (0.02) 100.00
Limited 2015 2015 Rupee
Chemical 31st December, 31st December, Indian 5.14 (4.17) 1.94 0.97 - (0.20) - (0.20) 100.00
Limes 2016 2016 Rupee
Mundwa 31st December, 31st December, Indian 5.14 (3.97) 2.11 0.94 - (0.13) - (0.13) 100.00
Private 2015 2015 Rupee
Limited
Kakinada 31st December, 31st December, Indian 0.10 (0.10) - - - (0.03) - (0.03) 100.00
Cements 2015 2015 Rupee
Limited1
Dirk India 31st December, 31st December, Indian 2.08 (30.60) 28.57 57.08 10.40 (1.54) (1.95) 0.41 100.00
Private 2016 2016 Rupee
Limited 31st December, 31st December, Indian 2.08 (31.01) 27.94 56.87 6.96 (1.25) - (1.25) 100.00
2015 2015 Rupee
Dang 31st December, 31st December, Nepalese 13.84 (5.42) 8.42 - - (0.07) - (0.07) 91.63
Cement 2016 2016 Rupee
Industries 16th July, 2015 31st December, Nepalese 13.84 (5.35) 8.50 - - (0.05) - (0.05) 91.63
Private 2015 Rupee
Limited
ACC 31st December, 31st December, Indian 187.99 8,453.53 13,386.53 4,745.01 11,167.55 805.32 209.60 595.72 50.05
Limited2 2016 2016 Rupee
OneIndia 31st December, 31st December, Indian 2.50 0.57 9.38 6.31 20.15 2.30 0.66 1.64 50.00
BSC 2016 2016 Rupee
Private 31st December, 31st December, Indian 2.50 0.57 8.72 6.90 - (1.10) - (1.10) 50.00
Limited3 2015 2015 Rupee
Name of Joint Latest audited Shares of Joint Ventures held by the Net worth attributable Prot / (loss)
Ventures company Balance Sheet Date company on the year end to shareholding as per
No. Amount of investment latest audited Balance For the Considered in Not Considered in
in Joint Venture Sheet Year Consolidation Consolidation
Counto Microne 31st December, 2016 4,010,002 10.00 29.39 5.03 2.51 2.52
Private Limited 31st December, 2015 4,010,002 10.00 25.86 2.92 1.46 1.46
Wardha Vaalley Coal 31st December, 2016 1,227,150 1.23 (1.88) (0.38) (0.11) (0.27)
Field Private Limited 31st December, 2015 1,227,150 1.23 (1.50) (0.58) (0.16) (0.42)
1) Kakinada Cements Limited, liquidated during the year, therefore current year number is not disclosed.
2) During the year, ACC Limited became a subsidiary of the Company therefore only current year gures are disclosed as per Consolidated
Financial Results of ACC Limited.
3) OneIndia BSC Private Limited (OIBPL) is a joint venture Company of ACC Limited with 50% holding and an indirect subsidiary of the Company.
Since OIBPL has already been proportionate consolidated by the ACC Limited, therefore these gures represents remaining 50%.
For and on behalf of the Board
Suresh Joshi Rajiv Gandhi Ajay Kapur

Chief Financial Ofcer Company Secretary Managing Director & Chief Executive Ofcer
Mumbai, 20th February, 2017

Report on Corporate Governance
The Directors Report on the compliance of the Corporate Governance Code is given below.
1. Corporate Governance
1.1 Companys Philosophy on Corporate Governance:
At Ambuja Cements, Corporate Governance has been an integral part of the way we have been
doing our business since inception. We believe that good Corporate Governance emerges from
the application of the best and sound management practices and compliance with the laws
coupled with adherence to the highest standards of transparency and business ethics. These main
drivers, together with the Companys ongoing contributions to the local communities through
meaningful Corporate Social Responsibility initiatives will play a pivotal role in fullling our
renewed vision to be the most sustainable and competitive company in our industry and our
mission to create value for all our stakeholders.
The Company places great emphasis on values such as empowerment and integrity of its
employees, safety of the employees & communities surrounding our plants, transparency in
decision making process, fair & ethical dealings with all, pollution free clean environment and
last but not the least, accountability to all the stakeholders. These practices being followed since
inception have contributed to the Companys sustained growth. The Company also believes that
its operations should ensure that the precious natural resources are utilized in a manner that
contributes to the Triple Bottom Line.
1.2 The Governance Structure:
Ambujas governance structure is based on the principles of freedom to the executive
management within a given framework to ensure that the powers vested in the executive
management are exercised with due care and responsibility so as to meet the expectation of all
the stakeholders. In line with these principles, the Company has formed three tiers of Corporate
Governance structure, viz.:
(i) The Board of Directors - The primary role of the Board is to protect the interest and
enhance value for all the stakeholders. It conducts overall strategic supervision and control
by setting the goals & targets, policies, governance standards, reporting mechanism &
accountability and decision making process to be followed.
(ii) Committees of Directors - The Committee of the Board such as Audit Committee, Compliance
Committee, Nomination & Remuneration Committee, CSR Committee and Risk Management
Committee etc. are focused on nancial reporting, audit & internal controls, compliance
issues, appointment and remuneration of Directors and Senior Management Employees,
implementation and monitoring of CSR activities and the risk management framework.
(iii) Executive Management The entire business including the support functions are managed
with clearly demarcated responsibilities and authorities at different levels.
(a) Executive Committee - The Executive Committee is headed by the Managing Director
& CEO. The CFO and the Heads of Manufacturing, Marketing and HR are its other
members and Heads of Technical and Procurement as the Permanent Invitee. This
committee is a brain storming committee where all important business issues are
discussed and decisions are taken. This Committee reviews and monitors monthly
performances, addresses challenges faced by the business, draws strategies and
policies and keep the Board informed about important developments having bearing
on the operational and nancial performance of the Company. The Committee
members report to the Managing Director & CEO.
(b) Managing Director & CEO - The Managing Director & CEO is responsible for achieving
the Companys vision and mission, business strategies, project execution, mergers and
acquisition, signicant policy decisions and all the critical issues having signicant
business & nancial implications. He is also responsible for the overall performance
and growth of the Company and ensures implementation of the decisions of the
Board of Directors and its various Committees. He reports to the Board of Directors.

2. Board of Directors
The Board of Directors is entrusted with the ultimate superintendence, control and responsibility of
the affairs of the Company.
2.1 Composition and Board Diversity:
The Company has a very balanced and diverse Board of Directors, including one Woman Director.
The Composition of the Board primarily takes care of the business needs and stakeholders interest.
The Non-Executive Directors including Independent Directors on the Board are well qualied,
experienced, competent and highly renowned persons from the elds of manufacturing, nance
& taxation, economics, law, governance etc. They take active part at the Board and Committee
Meetings by providing valuable guidance & expert advice to the Management on various aspects
of business, policy direction, governance, compliance etc. and play critical role on strategic issues,
which enhances the transparency and add value in the decision making process of the Board of
Directors. The Company has also devised a policy on board diversity.
The composition of the Board also complies with the provisions of the Companies Act, 2013 and
the Listing Regulations. As at the end of corporate nancial year 2016, the total Board strength
comprises of the following:
Non-Independent Non-Executive Directors
Non-Executive Chairman 1
Promoter Directors 3
Institutional Nominee (as equity investor) 1
Other Non-Executive Director 1 6
Independent Directors 5
Non-Independent & Executive (Managing Director & CEO) 1
Total Strength 12
Note: None of the Directors have any inter-se relationship among themselves and with any
employees of the Company.
2.2 Selection, Appointment and Tenure of Director:
The Nomination & Remuneration Committee have approved a Policy for the Selection,
Appointment and Remuneration of Directors. In line with the said Policy, the Committee
facilitate the Board in identication and selection of the Directors who shall be of high integrity
with relevant expertise and experience so as to have well diverse Board. The abstract of the said
policy forms part of the Directors Report.
The Directors are appointed or re-appointed with the approval of the shareholders and shall
remain in ofce in accordance with the provisions of the law and the retirement policy laid
down by the Board from time-to-time. The current retirement age for the Directors is 75
years. The Independent Directors are appointed for a xed term of ve years. The Managing
Director is also appointed for a term of ve years. However, he and all other Non-executive
Directors (except Independent Directors) are liable to retire by rotation and are eligible for re-
appointment, unless otherwise specically provided under the Articles of Association or under
any statute.
As required under Regulation 46(2)(b) of the Listing Regulations, the Company has issued
formal letters of appointment to the Independent Directors. The terms & conditions
of their appointment are posted on the Companys website and can be accessed at
www.ambujacement.com
2.3 Directors Prole
The brief prole of each Director as at the year end is given below:
(i) Mr. N. S. Sekhsaria (Non-Executive Chairman, Non-Independent)
Mr. Sekhsaria is a Principal Founder of the Company. Mr. Sekhsaria is a doyen of the
Indian Cement Industry and one of the most respected business personalities in India.

He introduced new standards in manufacturing, management, marketing efciency and
corporate social responsibility to an industry he helped transform.
A rst generation industrialist, Mr. Sekhsaria obtained his Bachelors in Chemical Engineering
with honours and distinction from the University of Bombay. As the Principal Founder-
Promoter of Ambuja Cement, he was the Chief Executive & Managing Director of the
Company from its inception in April 1983, until January 2006. Mr. Sekhsaria relinquished
the post of Managing Director and was appointed as the Non-executive Vice Chairman
when management control of the Company was transferred to Holcim. In September 2009,
he was appointed as the Non-executive Chairman after Mr. Suresh Neotia relinquished the
post of Chairman.
Mr. Sekhsaria built Ambuja Cement into the most efcient and protable cement
company in India. He created and developed a result-oriented management team, and
an extraordinary business model for the Company that centred on continually ne-tuning
efciencies and upgrading facilities to meet increased competition and growing challenges
in the Cement Industry.
Mr. Sekhsaria redened industry practices by turning cement from a commodity into a
brand, bringing cement plants closer to cement markets and linking plants to lucrative
coastal markets by setting up ports and a eet of bulk cement ships for the rst time in
India. During his tenure, the Company grew from a 0.7 million tonne capacity to 15 million
tonnes, from a market capitalisation of ` 18 crores to ` 14,000 crores, and from a single
location, to a pan-India Company which set new benchmarks for the cement industry. These
achievements, from a rst generation industrialist, speak volumes about Mr. Sekhsarias
vision, business acumen and leadership qualities.
Mr. Sekhsaria is the Chairman of the CSR Committee and a Member of the Nomination &
Remuneration Commitee.
(ii) Mr. Eric Olsen, Vice-Chairman (Non-Executive Promoter Director representing
LafargeHolcim Ltd., Non-Independent)
Mr. Olsen is American and French national and is a Business Graduate from the University
of Colorado, Certied Public Accountant from Chicago and a MBA from HEC International
Business School in Paris. He is currently the CEO of LafargeHolcim Ltd., the ultimate holding
company of Ambuja. Prior to the global merger of Lafarge and Holcim, he served as the
Executive Vice President Operations of Lafarge and a member of its Executive Committee.
He joined Lafarge group in 1999 as Senior Vice President for Strategy & Development of
Lafarge, North America. Since 2001, he served as President, north-east cement region and
Senior Vice President, Purchasing. Since 2004, Mr. Olsen served as the CFO and Senior Vice
President for Lafarge North America, a NYSE listed company. From 2007 to 2012, he served
as Executive Vice President, Organisation and Human Resources of Lafarge group. Prior to
joining Lafarge group, Mr. Olsen has worked with Deloitte & Touche, Banque Paribas and
was a partner of Trinity Associates.
Mr. Olsen joined the Board in July, 2015 and has been appointed as Vice-Chairman w.e.f.
11th February, 2016. He is a Permanent Invitee to the Nomination & Remuneration
Committee.
(iii) Mr. Nasser Munjee (Non-Executive, Independent Director)
Mr. Munjee holds a Masters degree in economics from the London School of Economics
(LSE), U.K. His journey in creating nancial institutions began with HDFC, which he joined
at its inception in February 1978. In March 1993, he joined the Board of HDFC as Executive
Director until 1997. He continues to be an Independent Director on the Board of HDFC
along with other leading companies like ABB India, Cummins India, Tata Motors, Tata
Chemicals, Britannia Industries, Jaguar Land Rover and GoAir. In 1997, Mr. Munjee played a
pivotal role in setting up IDFC and was its CEO in its formative years. Mr. Munjee has a deep
interest for rural development, housing nance, urban issues, specially the development of
modern cities and humanitarian causes.
He is also the Chairman of DCB Bank and of two other Aga Khan institutions in India. He
was the President of the Bombay Chamber of Commerce and Industry the citys oldest

Chamber of Commerce and has served on numerous Government Task Forces on Housing
and Urban Development. He has been awarded as the Best Non-Executive Independent
Director 2009 by Asian Centre for Corporate Governance (ACCG).
Mr. Munjee joined the Board in August, 2001. He is the Chairman of the Nomination &
Remuneration Committee and a member of the Audit Committee, CSR Committee and Risk
Management Committee.
(iv) Mr. Rajendra Chitale (Non-Executive, Independent Director)
Mr. Chitale, an eminent Chartered Accountant and a Law Graduate, is the Managing
Partner of M/s. Chitale & Associates, a leading boutique international structuring, tax
and legal advisory rm and of M/s M. P. Chitale & Co., a reputed chartered accountancy
rm. He has served as a member of the Insurance Advisory Committee of the Insurance
and Regulatory Development Authority of India, the Company Law Advisory Committee,
Government of India, the Takeover Panel of the Securities & Exchange Board of India,
the Advisory Committee on Regulations of the Competition Commission of India, and the
Maharashtra Board for Restructuring of State Enterprises, Government of Maharashtra. He
has served on the Board of Life Insurance Corporation of India, Unit Trust of India, Small
Industries Development Bank of India, National Stock Exchange of India Ltd., National
Securities Clearing Corporation Limited and SBI Capital Markets Ltd. He is on the Board of
several large corporates.
Mr. Chitale joined the Board in July, 2002. He is the Chairman of the Audit Committee,
Stakeholders Relationship Committee and Risk Management Committee and the member
of the CSR Committee.
(v) Mr. Shailesh Haribhakti (Non-Executive, Independent Director)
Mr. Shailesh Haribhakti is the Founder & Chief Mentor of Baker Tilly DHC Pvt. Ltd. and of
Haribhakti & Co. LLP (Chartered Accountants); Chairman, New Haribhakti Business Services
LLP & Chairman, Mentorcap Management Pvt. Ltd.
Evolving from a background in Audit, Tax and Consulting, he now seeks to create
enduring value for Companies and organizations he is involved by being a deeply engaged
Independent Director. His strong belief is that good Governance creates a sustainable
competitive advantage. He is a strong supporter of a clean and green environment and is
pioneering the concept of innovating to zero in the social context.
He is currently Chairman of the National Pension Scheme Trust and a Member of Pension
Advisory Committee (PAC) of Pension Fund Regulatory & Development Authority (PFRDA).
He serves on several large Boards of Multinational and Indian Companies and Not for
Prot organizations. He is also a member of several Advisory Boards.
He has participated in creating Indian Multinationals in the services sector. His passion
for teaching, writing and public speaking have made him an associate with IIMA, many
management institutions and several industry & professional forums. He has led BMA, IIA
(Mumbai), ICAI (WIRC), IMC, FPSB and Rotary Club of Bombay over the last several decades.
For two years he served on the Standards Advisory Council of the IASB in London.
Mr. Haribhakti joined the Board in May, 2006. He is the member of the Nomination &
Remuneration Committee, Risk Management Committee and the Compliance Committee.
(vi) Dr. Omkar Goswami (Non-Executive, Independent Director)
Dr. Goswami, a professional economist, did his Masters in Economics from the Delhi School
of Economics and his D. Phil (Ph.D.) from Oxford University. He taught and researched
economics for 20 years at various reputed universities in India and abroad. During a
career spanning over three decades, he has been associated as a member or advisor to
several Government committees and international organizations like the World Bank, the
OECD, the IMF and the ADB. He also served as the Editor of Business India, one of Indias
prestigious business magazines and as the Chief Economist of the Confederation of Indian
Industry. Dr. Goswami is the Founder and Executive Chairman of CERG Advisory Pvt. Ltd.,

which is engaged in corporate advisory and consulting services for companies in India and
abroad. He also serves on the Board of several large corporations.
Dr. Goswami joined the Board in July, 2006. He is a member on Audit Committee, Risk
Management Committee and the Compliance Committee.
(vii) Mr. Haigreve Khaitan (Non-Executive, Independent Director)
Mr. Khaitan is a law graduate and is a Partner at Khaitan & Co, one of Indias oldest full
service law rms. He started his career in litigation and over the years has been involved
in many noteworthy Mergers & Acquisitions and private equity transactions, as well as
project nance transactions. He has rich experience in all aspects of Mergers & Acquisitions,
Corporate Restructuring, Demergers, Spin- offs, Sale of Assets, Foreign Investments,
Joint Ventures and Collaborations. He advises a range of large Indian conglomerates
and multinational clients in various business sectors including infrastructure, power,
telecom, automobiles, steel, software and information technology, retail, etc.
He has been recommended by Chambers & Partners, Legal 500 and IFLR 1000 as one of the
leading lawyers in India. He is on the Board of some of the large public listed companies.
Mr. Khaitan joined the Board in July, 2012. He is the Chairman of the Compliance Committee
and the member on the Stakeholders Relationship Committee.
(viii) Ms. Usha Sangwan (Non-Executive, Non-Independent Director, Institutional Nominee)
Ms. Usha Sangwan, is the rst ever woman Managing Director of Life Insurance Corporation
of India and a Member of its Executive Committee, Risk Management Committee,
Investment Committee and Policyholder Protection Committee. She is a Post Graduate in
Economics, Post Graduate Diploma holder in Human Resource Management and Licentiate
from Insurance Institute of India. She joined LIC as Direct Recruit Ofcer in 1981.
Ms. Sangwan is the Board Member of General Insurance Corporation of India, LIC Housing
Finance Ltd., Axis Bank Ltd., Ambuja Cements Ltd., BSE Ltd., LIC (Singapore) Pte. Ltd., LIC
(Lanka) Ltd., LIC (Nepal) Ltd., LICHFL AMC Ltd., LIC Card Services Ltd., and LIC Pension Fund
Ltd., Member of Governing Council of National Insurance Academy, Member on the Board
of Education of Insurance Institute of India, a Trustee of LIC Golden Jubilee Foundation,
Chairman of Trust - LIC of India (Regular Part-time employees) Pension Fund.
She has worked in almost all core areas of life insurance including Marketing, Personnel,
Operations, Housing Finance, Group Business, Direct Marketing, International Operations,
Corporate Communications, Investment-Risk Management and Research, Investment -
Monitoring & Accounts, Customer Relationship, New Business and Reinsurance, Corporate
Planning, Estate, Ofce Services, Health Insurance and HRD.
Her expertise lies in analytics, strategy, execution, people skill, use of technology particularly
in marketing and servicing and setting up of systems. Some of the recent awards received
by Ms. Sangwan are: Most Powerful Women in Indian Business by Business Today in
2016; Forbes List of 50 most powerful Business Women in Asia in 2015; Femina Most
powerful women in India; Women Leadership Award in BFSI sector by Institute of
Public Enterprise; Brand Slam Leadership Award by CMO Asia; Women Leadership Role
Model by Top Rankers Management Consultants and CEO with HR Orientation Award
by Global HR Excellence arranged by Chartered Institute of Management Accountants.
She has also been felicitated by Free Press Journal, Colour TV and Doordarshan for Women
in Leadership Role.
Ms. Sangwan joined the Board in April, 2014.
(ix) Mr. Christof Hassig (Non-Executive Promoter Director representing LafargeHolcim Ltd.,
Non-Independent)
Mr. Hassig is a Swiss national and a professional banker with Masters in Banking and the
Advanced Management Program at Harvard Business School. He is currently the Head of
the Corporate Strategy and Mergers & Acquisitions function at LafargeHolcim Ltd. Before
joining the erstwhile Holcim Ltd., Mr. Hassig worked for over twenty ve years at UBS

in different functions including global relationship manager and investment banker. In
erstwhile Holcim, he has worked in corporate nance & treasury functions for over fteen
years. In 2013, he took over the additional responsibility as Head of Mergers & Acquisitions.
Mr. Hassig joined the Board in December, 2015.
(x) Mr. Martin Kriegner (Non-Executive Promoter Director representing LafargeHolcim Ltd.,
Non-Independent)
Mr. Martin Kriegner is an Austrian national and has joined the Executive Committee of the
LafargeHolcim Group in August 2016 and is responsible for India and South East Asia. He
is a graduate from Vienna University with a Doctorate in Law and obtained an MBA at the
University of Economics in Vienna.
Mr. Kriegner joined Lafarge in 1990 and became the CEO of Lafarge Perlmooser AG, Austria
in 1998. He moved to India as CEO of the Lafarges Cement operations in 2002 and later
served as Regional President Cement for Asia, based in Kuala Lumpur. In 2012, he was
appointed CEO of Lafarge India for the Cement, RMX and Aggregates. In July 2015, he
became Area Manager Central Europe for LafargeHolcim operations and was appointed
Head of India effective March 1, 2016.
Mr. Kriegner joined the Board in February, 2016. He is a member on the Audit Committee,
Nomination & Remuneration Committee and CSR Committee.
(xi) Mr. B. L. Taparia (Non-Executive, Non-Independent Director)
Mr. Taparia is a Commerce and Law graduate and a fellow member of the Institute of
Company Secretaries of India. He possesses more than 41 years of working experience in
the elds of Legal, Secretarial, Finance, Taxation, Procurement, Internal Audit, HR, Health
& Safety, and Sustainability. He joined the Company in the year 1983 as Deputy Company
Secretary. After working at different positions in the Company, he was promoted as the
Whole-time Director in the year 1999, the position which he served till 2009. Throughout
his career in Ambuja Cement, he was member of the Core Management Committee
responsible for the growth of the Company. Mr. Taparia superannuated from the Company
in July, 2012.
Mr. Taparia re-joined the Board in September, 2012. He is a member on the Stakeholders
Relationship Committee, CSR Committee and Compliance Committee. He is a permanent
invitee at the Audit Committee meeting.
(xii) Mr. Ajay Kapur (Executive, Non-Independent, Managing Director & CEO)
Mr. Kapur holds an Economics degree from St. Xaviers College, Mumbai and a Masters in
Management with marketing specialisation. He is an alumnus of the Wharton Advanced
Management Program, Wharton Business School, USA.
Following a stint with Citibanks consumer banking business, Mr. Kapur joined Ambuja
Cement in 1993 as the Executive Assistant to the then Managing Director and Founder,
Mr. N.S. Sekhsaria. From there, he moved on as the Marketing Head for West & South
region (2001-07). As National Head Marketing and Commercial Services (2007-09), he was
simultaneously inducted into the Executive Committee of the company. In 2009, he was
appointed Business Head (West & South region) and in May, 2012, was made CEO of the
company. Soon after, he was made Deputy Managing Director & CEO on 1st August, 2013;
and then Managing Director & CEO on 25th April, 2014.
Mr. Kapurs close relationship with the cement industry extends over two decades. Known
for his hands-on and performance-oriented work ethics, Mr. Kapur is credited with
initiating several operational excellence programmes and evolving the companys focus
on sustainability and safety. He is the Chairman of the CII-Cement Industry Division and
Member of National Council of CII. He is also in the Board of Governors of National Council
for Cement and Building Materials (NCB).
Mr. Kapur joined the Board in July, 2013. He is a member on the CSR Committee, Risk
Management Committee, Compliance Committee, Stakeholders Relationship Committee
and a Permanent Invitee on Audit Committee and Nomination & Remuneration Committee.

2.4 Meetings, agenda and proceedings etc. of the Board Meeting:
Meetings:
The Board generally meets 5 times during the year and the maximum interval between any two
meetings did not exceed 120 days. The Company adheres to the Secretarial Standards on the
Board and Committee Meetings as prescribed by the Institute of Company Secretaries of India.
The yearly calendar of the meetings is nalized before the beginning of the year. Additional
meetings are held when necessary. The Directors are also given an option of attending the
board meeting through video conferencing. The Board has complete access to any information
within the Company. Agenda papers containing all necessary information/documents are made
available to the Board/Committee Members in advance to enable them to discharge their
responsibilities effectively and take informed decisions. The information as specied in the
Listing Regulations is regularly made available to the Board, whenever applicable, for discussion
and consideration.
During the year ended on 31st December, 2016, the Board of Directors had 6 meetings. These
were held on 10th February, 2016, 28th April, 2016, 26th July, 2016, 4th August, 2016, 3rd November,
2016 and 17th December, 2016. The last Annual General Meeting (AGM) was held on 14th April,
2016. The attendance record of the Directors at the Board Meetings during the year ended on
31st December, 2016, and at the last AGM is as under:-
Sr. Name of the Director Category No. of Board Attendance
No. Meetings at
attended last AGM
1. Mr. N. S. Sekhsaria Chairman, Non-Executive 6 Yes
Principal Founder
2. Mr. Eric Olsen Vice Chairman, Non-Executive 4 No
3. Mr. Nasser Munjee Independent 5 Yes
4. Mr. Rajendra Chitale Independent 6 Yes
5. Mr. Shailesh Haribhakti Independent 6 Yes
6. Dr. Omkar Goswami Independent 5 Yes
7. Mr. Haigreve Khaitan Independent 5 No
8. Ms. Usha Sangwan Non-Executive, Non-Independent 3 No
9. Mr. Christof Hassig Non-Executive 6 No
10. Mr. Martin Kriegner Non-Executive 5 of 5 Yes
(w.e.f 11.02.2016)
11. Mr. B.L. Taparia Non-Executive 6 Yes
12. Mr. Ajay Kapur Managing Director & CEO 6 Yes
13. Mr. Bernard Terver Vice Chairman, Non-Executive 1 of 1 N.A.
(upto 10.02.2016)
Separate Meeting of Independent Directors:
As stipulated by the Code of Independent Directors under the Companies Act, 2013 and the
Listing Regulations, a separate meeting of the Independent Directors of the Company was held
on 16th December, 2016 to review the performance of Non-independent Directors (including the
Chairman) and the entire Board. The Independent Directors also reviewed the quality, content
and timeliness of the ow of information between the Management and the Board and its
Committees which is necessary to effectively and reasonably perform and discharge their duties.
Agenda:
All the meetings are conducted as per well designed and structured agenda and in line with
the compliance requirement under the Companies Act, 2013, Rules thereunder and applicable
Secretarial Standards prescribed by ICSI. All the agenda items are backed by necessary supporting
information and documents (except for the critical price sensitive information, which is circulated
separately or placed at the meeting) to enable the Board to take informed decisions. Agenda
also includes minutes of the meetings of all the Board Committees and unlisted subsidiaries
for the information of the Board. Additional agenda items in the form of Other Business are
included with the permission of the Chairman. Agenda papers are circulated seven days prior

to the Board / Committee Meeting. In addition, for any business exigencies, the resolutions
are passed by circulation and later placed at the subsequent Board / Committee Meeting for
ratication / approval.
Invitees & Proceedings:
Apart from the Board members, the Company Secretary, the CFO, the Heads of Manufacturing
and Marketing are invited to attend all the Board Meetings. Other senior management
executives are invited as and when necessary, to provide additional inputs for the items being
discussed by the Board. The CFO makes presentation on the quarterly and annual operating &
nancial performance and on annual operating & capex budget. The Managing Director, the
CFO and other senior executives make presentations on capex proposals & progress, operational
health & safety, marketing & cement industry scenario and other business issues. The Chairman
of various Board Committees brief the Board on all the important matters discussed & decided
at their respective committee meetings, which are generally held prior to the Board meeting.
Post Meeting Action:
Post meetings, all important decisions taken at the meeting are communicated to the concerned
ofcials and departments. Action Taken Report is prepared and reviewed periodically by the
Managing Director and Company Secretary for the action taken / pending to be taken.
Support and Role of Company Secretary:
The Company Secretary is responsible for convening the Board and Committee meetings, preparation
and distribution of Agenda and other documents and recording of the Minutes of the meetings.
He acts as interface between the Board and the Management and provides required assistance and
assurance to the Board and the Management on compliance and governance aspects.
Compliance Ofcer:
Mr. Rajiv Gandhi, Company Secretary is the compliance ofcer for complying with the provisions
of the Securities Laws.
2.5 Other Directorships etc.:
None of the Directors is a Director in more than 10 Public Limited Companies or acts as an
Independent Director in more than 7 Listed Companies. The Managing Director & CEO does
not serve as Independent Director on any listed company. Further, none of the Director acts as
a member of more than 10 committees or acts as a chairman of more than 5 committees across
all Public Limited Companies in which he is a Director.
The details of the Directorships, Chairmanships and the Committee memberships in other
Companies (excluding Private Limited Companies, Foreign Companies and Section 8 Companies)
held by the Directors as on 31st December, 2016, are given below:-
Sr. Name of the Director Other Committee Positions in India2
No. Directorships1
Chairman Member
1. Mr. N. S. Sekhsaria 1 Nil Nil
2. Mr. Eric Olsen 1 Nil Nil
3. Mr. Nasser Munjee 9 5 Nil
4. Mr. Rajendra P. Chitale 8 3 5
5. Mr. Shailesh V. Haribhakti 9 5 5
6. Dr. Omkar Goswami 9 1 7
7. Mr. Haigreve Khaitan 8 3 4
8. Ms. Usha Sangwan 5 Nil Nil
9. Mr. Christof Hassig 1 Nil Nil
10. Mr. Martin Kriegner (w.e.f. 11.02.2016) 1 Nil 1
11. Mr. B.L. Taparia 1 Nil 1
12. Mr. Ajay Kapur 2 Nil 1
1
Includes Directorships of Indian public limited companies other than Ambuja Cements Limited.
2
Includes only Audit Committee and Stakeholders Relationship Committee of Public limited
companies (whether listed or not) other than Ambuja Cements Limited.

2.6 Induction and Familiarization Program for Directors:
Induction & training of the newly appointed Director and ongoing familiarization of all the
Board Members are the responsibility of the Managing Director & CEO and the Company
Secretary.
A newly appointed Director is provided with an appointment letter along with an induction
kit setting out their roles, function, duties & responsibilities and copies of the Code of Business
Conduct, Insider Trading Code and other policies as may be applicable to them.
Each newly appointed Independent Director is taken through an induction and familiarization
program including the presentation and interactive session with the Managing Director & CEO,
Executive Committee Members and other Functional Heads on the Companys manufacturing,
marketing, nance and other important aspects. The Company Secretary briefs the Director
about their legal and regulatory responsibilities as a Director. The program also includes visit
to the plant to familiarize them with all facets of cement manufacturing. On the matters of
specialized nature, the Company engages outside experts/consultants for presentation and
discussion with the Board members.
On an on-going basis, periodic presentations are made at the Board and Committee meetings,
on Health and Safety, Sustainability, performance updates of the Company, Industry scenario,
business strategy, internal control and risks involved & mitigation plan. The Directors are also
provided with quarterly update on relevant statutory changes, judicial pronouncements and
important amendments.
During the year under review, the Board had an offsite meeting at Goa in December, 2016. As a
part of the agenda, the Board had an interactive discussion with the senior management team
on various critical issues such as the state of Indian economy, cement industry update, segment
wise & region wise cement demand & supply, future growth prospect, Companys position vis-
a-vis the industry, SWOT analysis, risk analysis, future plans, effect of demonetization and the
steps taken by the Company to mitigate the risks paused by demonetization.
The details of familiarization program can be accessed from the Investor Tab on the website
of the Company at http://ambujacement.com/Upload/PDF/familirisatin_programme_for-
independent_directordec2015.pdf
2.7 Board Evaluation:
During the year under review, the Board adopted a formal mechanism for evaluating its
performance and effectiveness as well as that of its Committees and individual Directors,
including the Chairman of the Board.
The details of the methodology followed along with the criteria for performance evaluation are
provided in the Directors Report.
2.8 Code of Conduct:
Good companies attract the best talent and at Ambuja Cements we believe that our greatest
assets are our people. ACL is a vibrant company, with broad horizons and a truly diverse
workforce. As we continue to evolve and develop we will do so pursuing the highest stardards
of excellence in all our business practices. In line with this philosophy, the Board of Directors has
laid down a Code of Conduct for Business and Ethics (the Code) for all the Board members and
all the employees in the management grade of the Company. The Code lays emphasis amongst
other things, on the integrity at workplace & in business practices, honest & ethical personal
conduct, diversity, fairness & respect etc. The Company believes in Zero Tolerance to bribery
and corruption in any form. In line with our governance philosophy of doing business in most
ethical and transparent manner, the Board has laid down an Anti Bribery and Corruption
Directives, which is embedded to the Code. The Code of Conduct is posted on the website of
the Company.
To raise awareness of the Code amongst employees, the Company conduct regular awareness
workshops right from the induction stage to periodic face to face training and annual online
e-learning course.

All the Board members and senior management personnel have conrmed compliance with the
code during the year 2016. A declaration to that effect signed by the Managing Director & CEO
is attached and forms part of the Annual Report of the Company.
Further, the senior management have made disclosure to the effect conrming that there were
no nancial or commercial transactions in which they or their relatives had any potential conict
of interest with the Company.
2.9 Prevention of Insider Trading Code:
As per SEBI (Prohibition of Insider Trading) Regulation, 2015, the Company has adopted a Code
of Conduct for Prevention of Insider Trading. All the Directors, employees and third parties such
as auditors, consultants etc. who could have access to the unpublished price sensitive information
of the Company are governed by this code. The trading window is closed during the time of
declaration of results and occurrence of any material events as per the code. The Company has
appointed Mr. Rajiv Gandhi, Company Secretary as Compliance Ofcer, who is responsible for
setting forth procedures and implementation of the code for trading in Companys securities.
During the year under review there has been due compliance with the said code.
3. Committees of the Board:
The Committees of the Board play an important role in the governance and focus on specic areas
and make informed decisions within the authority delegated. Each Committee is guided by its Charter,
which provides for the composition, scope, powers and duties & responsibilities. The recommendation
and/or observations and decisions are placed before the Board for information or approval. The
Chairman of respective Committee updates the Board regarding the discussions held / decisions taken
at the Committee Meeting.
The Board has constituted the following statutory and non-statutory Committees:-
3.1 Audit Committee
The Board has constituted a well-qualied Audit Committee. All the members of the Committee
are Non-Executive Directors with majority of them are Independent Directors including Chairman.
They possess sound knowledge on accounts, audit, nance, taxation, internal controls etc. The
Company Secretary acts as secretary to the committee.
A. Composition and Meetings:
The Audit Committee had 7 meetings during the year 2016. The attendance of each
committee member was as under:-
Sr. Name of the Directors Category No. of Meetings

No. Attended
1. Mr. Rajendra Chitale (Chairman) Independent 7
2. Mr. Nasser Munjee Independent 5
3. Mr. Omkar Goswami Independent 7
4. Mr. Martin Kriegner (w.e.f. 11.02.2016) Non-Independent 4 of 6
5. Mr. Bernard Terver (upto 10.02.2016) Non-Independent 1 of 1
Mr. Bernard Terver was member of the Committee upto 10th February, 2016. Mr. Martin
Kriegner was appointed as a member of the Committee w.e.f 11th February, 2016.
Mr. Rajendra Chitale, Chairman of the Audit Committee was present at the last Annual
General Meeting to answer the shareholders queries.
B. Invitees / Participants:
1. The M.D. & CEO and Mr. B.L. Taparia, Director are the permanent invitees to all Audit
Committee meetings.
2. Head of Internal Audit department attends all the Audit Committee Meetings as far
as possible and briefs the Committee on all the points covered in the Internal Audit
Report as well as the other issues that comes up during discussions.

3. The representatives of the Statutory Auditors have attended all the Audit Committee
meetings held during the year.
4. The representatives of the Cost Auditors have attended 1(one) Audit Committee
Meeting when the Cost Audit Report was discussed.
5. The CFO and the Heads of Manufacturing and Marketing also attends all the
Committee meetings to provide inputs on issues relating to internal audit ndings,
internal controls, accounts, taxation, risk management etc. Other executives are
invited to attend the meeting as and when required.
6. The Committee also invites the representatives of LafargeHolcim groups internal audit
department to attend the Audit Committee meetings for review of the special audit
projects undertaken by them and also to get their valuable support and guidance
on the international best practices in internal audit and strengthening of internal
controls.
C. Private Meetings:
In order to get the inputs and opinions of the Statutory Auditors and the Internal Auditors,
the Committee also held two separate one-to-one meetings during the year with the
Statutory Auditor and Head of Internal Audit department but without the presence of the
M.D. & CEO and other management representatives.
D. Terms of Reference:
The terms of reference of the Audit Committee are as per the guidelines set out in the
listing regulations read with section 177 of the Companies Act, 2013. These broadly includes
(i) developing an annual plan for Committee, (ii) review of nancial reporting processes,
(iii) review of risk management, internal control and governance processes, (iv) discussions
on quarterly, half yearly and annual nancial statements and the auditors report,
(v) interaction with statutory, internal and cost auditors to ascertain their independence
and effectiveness of audit process, (vi) recommendation for appointment, remuneration
and terms of appointment of auditors and (vii) risk management framework concerning
the critical operations of the Company.
In addition to the above, the Audit Committee also reviews the following:
(i) Matter included in the Directors Responsibility Statement.
(ii) Changes, if any, in the accounting policies.
(iii) Major accounting estimates and signicant adjustments in nancial statement.
(iv) Compliance with listing and other legal requirements concerning nancial statements.
(v) Subject to review by the Board of Directors, review on quarterly basis, Related Party
Transactions entered into by the Company pursuant to each omnibus or specic
approval given.
(vi) Qualication in draft audit report.
(vii) Scrutiny of inter-corporate loans & investments.
(viii) Managements Discussions and Analysis of Companys operations.
(ix) Valuation of undertakings or assets of the company, wherever it is necessary.
(x) Periodical Internal Audit Reports and the report of Ethical View Committee.
(xi) Findings of any special investigations carried out either by the Internal Auditors or by
the external investigating agencies.
(xii) Letters of Statutory Auditors to management on internal control weakness, if any.
(xiii) Major non routine transactions recorded in the nancial statements involving exercise
of judgement by the management.

(xiv) Recommend to the Board, the appointment, re-appointment and, if required the
replacement or removal of the statutory auditors and cost auditors considering their
independence and effectiveness, and recommend the audit fees.
(xv) Recommend to the Board, the appointment and remuneration of the CFO and Chief
Internal Auditors.
E. Other Matters:
i. The Audit Committee has framed its Charter for the purpose of effective compliance
of regulation 18 of the listing regulations. The Charter is reviewed by the Committee
from time-to-time and necessary amendments as may be required are made in it.
ii. In view of large number of laws & regulations applicable to the Companys business,
their complexities and the time required for monitoring the compliances, the task
of monitoring and review of legal & regulatory compliances has been assigned to a
separate committee of directors called the Compliance Committee. The composition
and the scope/function of Compliance Committee are given under point no. 3.2 below.
3.2. Compliance Committee
With the rapid growth of business and its complexities coupled with increasing regulatory
compliances, the Board felt it necessary to have zero non-compliance regimes for sustainable
business operations. With this object, a structured mechanism for ensuring full compliance of
various statutes, rules & regulations has been put in place and a separate Committee of Directors
by the name Compliance Committee has been constituted by the Board.
A. Composition and Meetings:-
The Committee consists of the members as stated below. During the year ended 2016, the
Committee held 4 meetings which were attended by the members as under:-
Sr. Name of the Directors Category No. of Meetings

No. Attended
1. Mr. Haigreve Khaitan, (Chairman) Independent 4
2. Mr. Shailesh Haribhakti Independent 4
3. Dr. Omkar Goswami Independent 4
4. Mr. B.L. Taparia Non-Independent 4
5. Mr. Ajay Kapur Non-Independent 4
6. Mr. Martin Kriegner Non-Independent 2 of 4
(w.e.f. 11.02.2016 and upto 14.12.2016)
7. Mr. Bernard Terver (upto 10.02.2016) Non-Independent 1 of 1
Mr. Bernard Terver was the member of the Committee upto 10th February, 2016. Mr. Martin
Kriegner was appointed as a member of the Committee w.e.f 11th February, 2016 and he
continued to be the member till his resignation from the Committee on 14th December, 2016.
B. Invitees / Participants:
The CFO and the Head of Legal department are the Permanent Invitees to all the Committee
meetings. The Company Secretary acts as the Secretary to the Committee.
C. Terms of Reference:
The terms of reference of the Committee are to:
a. periodically review the Legal Compliance Audit report of various Units / Department
submitted by the Corporate Legal Department;
b. suggest taking necessary corrective actions for non compliance, if any;
c. specically review and conrm that all the requirements of Competition Law and
Anti Bribery and Corruption Directives are fully complied with;

d. review the signicant amendments in the laws, rules & regulations;
e. review the signicant legal cases led by and against the Company;
f. review the judgements of various court cases not involving the Company as a litigant
but having material impact on the Companys operations;
g. periodically review the Code of Business Conduct & Ethics and Code of Conduct for
prevention of Insider Trading.
The Corporate Legal and Secretarial departments provides backbone support to all the
business segments for timely compliance of all the applicable laws, rules & regulations by
putting in place a robust compliance mechanism with adequate checks & balances and thus
facilitates the management in practicing the highest standards of Corporate Governance.
The Compliance Committee on its part gives valuable guidance to ensure full compliance of
all signicant laws, rules & regulations as may be applicable to the Company on top priority.
3.3. Nomination and Remuneration Committee
The Nomination & Remuneration Committee comprises of the members as stated below.
The Committee during the year ended on 31st December, 2016 had 4 meetings. The
attendance of the members was as under:-
Sr. Name of the Director Category No. of

No. Meetings
Attended
1. Mr. Nasser Munjee (Chairman) Independent Director 4
2. Mr. N.S. Sekhsaria Non-Independent Director 4
3. Mr. Shailesh Haribhakti Independent Director 4
4. Mr. Martin Kriegner (w.e.f 11.02.2016) Non-Independent Director 3 of 3
5. Mr. Bernard Terver (upto 10.02.2016) Non-Independent Director 1 of 1
th
Mr. Martin Kriegner was appointed as a member of the Committee w.e.f 11 February,
2016. Mr. Bernard Terver was member of the Committee upto 10th February, 2016.
B. Invitees/Participants:
Mr. Eric Olsen and Mr. Ajay Kapur, MD & CEO is Permanent Invitee to this Committee.
Company Secretary acts as the Secretary to the Committee.
C. Terms of Reference of the Nomination & Remuneration Committee:
The Committee is empowered to -
(i) Formulate criteria for determining qualications, positive attributes and independence
of Directors and oversee the succession management process for the Board and senior
management employees.
(ii) Identication and assessing potential individuals with respect to their expertise, skills,
attributes, personal and professional standing for appointment and re-appointment
as Directors / Independent Directors on the Board and as Key Managerial Personnel.
(iii) Formulate a policy relating to remuneration for the Directors, Committee and also
the Senior Management Employees.
(iv) Support Board in evaluation of performance of all the Directors & in annual self-
assessment of the Boards overall performance.
(v) Conduct Annual performance review of MD and CEO and Senior Management
Employees;
(vi) Administration of Employee Stock Option Scheme (ESOS), if any;

D. Remuneration Policy
The Company follows a policy on remuneration of Directors and Senior Management
Employees.
Remuneration of Non-Executive Directors
The Non-Executive Directors shall be entitled to receive remuneration by way of sitting
fees, reimbursement of expenses for participation in the Board / Committee meetings and
commission as detailed hereunder:
i. A Non-Executive Director shall be entitled to receive sitting fees for each meeting
of the Board or Committee of the Board attended by him of such sum as may be
approved by the Board of Directors within the overall limits prescribed under the
Companies Act, 2013 and The Companies Managerial Remuneration Rules, 2014;
ii. A Non-Executive director will also be entitled to receive commission on an annual
basis of such sum as may be approved by the Board on the recommendation of the
Nomination & Remuneration Committee;
iii. The Nomination & Remuneration Committee may recommend to the Board, the
payment of commission on uniform basis to reinforce the principles of collective
responsibility of the Board.
iv. The Nomination & Remuneration Committee may recommend a higher commission
for the Chairman of the Board of Directors taking into consideration his overall
responsibility;
v. In determining the quantum of commission payable to the Directors, the Nomination
& Remuneration Committee shall make its recommendation after taking into
consideration the overall performance of the Company and the onerous responsibilities
required to be shouldered by the Director.
vi. The Nomination & Remuneration Committee may recommend to the Board, for the
payment of additional commission to those Directors who are Members on the Audit
Committee and the Compliance Committee of the Board subject to a ceiling on the
total commission payable may be decided;
vii. In addition to the remuneration paid under Clause (ii) and (vi) above, the Chairman of
the Audit Committee shall be paid an additional commission as may be recommended
to the Board by the Nomination & Remuneration Committee;
viii. The total commission payable to the Directors shall not exceed 1% of the net prot
of the Company;
ix. The Commission shall be payable on pro-rata basis to those Directors who occupy
ofce for part of the year.
x. The Independent Directors of the Company shall not be entitled to participate in
Stock Option Scheme of the Company, if any, introduced by the Company;
Remuneration of Managing Director & CEO
i. At the time of appointment or re-appointment, the Managing Director & CEO shall
be paid such remuneration as may be mutually agreed between the Company (which
includes the Nomination & Remuneration Committee and the Board of Directors)
and the Managing Director & CEO within the overall limits prescribed under the
Companies Act.
ii. The remuneration shall be subject to the approval of the Members of the Company in
General Meeting.
iii. The remuneration of the Managing Director & CEO is broadly divided into xed
and variable component. The xed compensation shall comprise salary, allowances,
perquisites, amenities and retiral benets. The variable component shall comprise of
performance bonus.

iv. In determining the remuneration (including the xed increment and performance
bonus) the Nomination & Remuneration Committee shall consider the following:
a. the relationship of remuneration and performance benchmarks is clear;
b. balance between xed and incentive pay reecting short and long-term
performance objectives appropriate to the working of the company and its
goals;
c. responsibility required to be shouldered by the Managing Director & CEO and
the industry benchmarks and the current trends;
d. the Companys performance vis--vis the annual budget achievement and
individual performance vis--vis the KRAs / KPIs.
Remuneration of Senior Management Employees
i. In determining the remuneration of the Senior Management employees (i.e. KMPs
and Executive Committee Members) the Nomination & Remuneration Committee
shall consider the following:
a. the relationship of remuneration and performance benchmark is clear;
b. balance between xed and incentive pay reecting short and long-term
performance objectives appropriate to the working of the Company and its
goals;
c. the remuneration is divided into two components viz. Fixed component
of salaries, perquisites and retirement benets and variable component of
performance based incentive;
d. the remuneration including annual increment and performance incentive is
decided based on the criticality of the roles and responsibilities, the Companys
performance vis--vis the annual budget achievement, individuals performance
vis--vis KRAs / KPIs, industry benchmark and current compensation trends in the
market.
ii. The Managing Director & CEO will carry out the individual performance review based
on the standard appraisal matrix and after taking into account the appraisal score
card and other factors mentioned hereinabove, recommends the annual increment
and performance incentive to the Nomination & Remuneration Committee for its
review and approval.
As per the current internal policy, the Senior Management Employees i.e. Executive
Committee Members are eligible for a maximum Performance Incentive (Bonus) upto
50% of Annual Fixed Gross Salary. However, the amount of actual Performance Incentive
to be paid each year is decided by the Board of Directors, on the recommendation of
the Nomination and Remuneration Committee.
E. Details of Remuneration Paid to the Directors
Remuneration to Directors:
(a) The Non-Executive Directors are paid sitting fees of ` 50,000/- per meeting for
attending the Board and Audit Committee meetings and ` 30,000/- per meeting for
attending other committee meetings. The CSR Committee members have unanimously
decided not to accept any sitting fees for the CSR Committee meeting to be attended
by them.
In addition to the sitting fees, the Company also pays commission to the Non-Executive
Directors for their overall engagement and contribution for the Companys business.
The Commission is paid on a uniform basis to reinforce the principle of collective
responsibility. Accordingly, the Company has provided for payment of commission of
` 16 lacs to each of the Non-Executive Directors who were in ofce for the whole of
the nancial year 2016 and on pro-rata basis to those who were in ofce for part of
the year.

Considering the accountability and the complexities of issues handled by the Audit
and Compliance Committees respectively, the Company has provided additional
commission of ` 12 lacs for each of the Non-Executive Member Directors of the Audit
Committee and Compliance Committee who were in ofce for the whole of the
nancial year 2016 and on pro-rata basis to those who were in ofce for part of the
year. The maximum commission payable to each Non-Executive Director has however
been capped at ` 28 lacs per Director.
Taking into consideration the amount of time spent on the critical policy decisions,
higher degree of engagement and increased responsibilities of the Chairman of the
Board and greater involvement of the Chairman of the Audit Committee in some of the
critical issues relating to internal audit, internal control, accounting and compliance
& governance aspects, the Board based on the recommendation of the Nomination
& Remuneration Committee resolved to pay an additional amount of ` 21 lakhs and
` 6 lakhs to the Chairman of the Board and the Audit Committee respectively.
None of the Directors hold any convertible instruments.
The details of remuneration, sitting fees, performance bonus, and commission paid to
each of the Directors during the year ended on 31st December, 2016 are given below:-
(` in Lakhs)
Sr. Name of the Director Remuneration Sitting Commission No. of
No. Fees Shares held
1. Mr. N. S. Sekhsaria Nil 4.20 37.00 1,000
2. Mr. Eric Olsen Nil 2.00 16.00 Nil
3. Mr. Nasser Munjee Nil 7.30 28.00 Nil
4. Mr. Rajendra P. Chitale Nil 10.40 34.00 Nil
5. Mr. Shailesh Haribhakti Nil 7.50 28.00 19,650
6. Dr. Omkar Goswami Nil 8.10 28.00 Nil
7. Mr. Haigreve Khaitan Nil 5.50 28.00 Nil
8. Ms. Usha Sangwan Nil 1.50 16.00 Nil
9. Mr. Christof Hassig Nil 3.00 16.00 Nil
10. Mr. Martin Kriegner Nil 6.30 28.00 Nil
(w.e.f 11.02.2016)
11. Mr. B. L. Taparia@ 144.00 7.20 Nil 3,07,284
12. Mr. Ajay Kapur, MD & 556.53 - - 1,85,500
CEO# ** $$
13. Mr. Bernard Terver Nil 1.60 4.48 Nil
(upto 10.02.2016)
TOTAL 700.53 64.60 263.48 5,13,434
@ The Board has extended the advisory services agreement of Mr. B.L. Taparia for a
year from 1st November, 2016 and maintained the service fee at ` 12 Lakhs p.m.
#
Appointment of MD & CEO is governed by a service contract for a period of 5
years and the notice period of 3 months. His remuneration includes basic salary,
performance bonus, allowances, contribution to provident, superannuation and
gratuity funds and perquisites (including monetary value of taxable perquisites) etc.
** As approved by the Board and the Shareholders, the MD & CEO is entitled for
the following Performance Incentive (Bonus) and Shares of LafargeHolcim Ltd.
(a) 30% of Annual Fixed Gross Remuneration on achievement of performance
target and;
(b) in excess of 30% upto a maximum of 50% of Annual Fixed Gross
Remuneration on exceeding the performance target.
(c) such number of shares of LafargeHolcim Ltd. as may be decided by the
Board / Executive Committee of LafargeHolcim Ltd.
$$
The amount of remuneration of the MD & CEO for the year 2016 shown
hereinabove does not include the amount of Performance Incentive (Bonus),
which is pending to be nalised till the time of publication of this report.

3.4. Stakeholders Relationship Committee (Share Allotment and Investor Grievance Committee)
The Stakeholders Relationship Committee is responsible for transfer/transmission of shares,
satisfactory redressal of investors complaints and recommends measures for overall improvement
in the quality of investor services. The Committee also looks into allotment of shares kept in
abeyance, allotment of shares on exercise of the stock options by the employees, if any and
allotment of privately placed preference shares, debentures and bonds, if any.
The Committee is headed by Mr. Rajendra Chitale, Independent Director and consists of the
members as stated below. During the year ended on 31st December, 2016, this Committee
had 6 meetings which were attended by the members as under:-
Sr. Name of the Director Category No. of Meetings

No. Attended
1. Mr. Rajendra Chitale (Chairman) Independent Director 6
2. Mr. Haigreve Khaitan Independent Director 5
3. Mr. B.L. Taparia Non Independent Director 6
4. Mr. Ajay Kapur Managing Director & CEO 5
The Company Secretary is designated as the Compliance Ofcer who oversees the
redressal of the investors grievances.
The detailed particulars of investors complaints handled by the Company and its Registrar
& Share Transfer Agent during the year are as under:
Nature of Complaints Opening Received Resolved Pending

During the Resolution
Year
Non Receipt of Bonus Shares Nil Nil Nil Nil
Non Receipt of Transferred Shares Nil Nil Nil Nil
Non Receipt of Dividend Nil Nil Nil Nil
Non Receipt of Revalidated Nil Nil Nil Nil
Dividend Warrants
Letters from SEBI / Stock Exchanges, Nil 22 22 Nil
Ministry of Corporate Affairs etc.
Demat Queries Nil Nil Nil Nil
Miscellaneous Complaints Nil Nil Nil Nil
TOTAL Nil 22 22 Nil
None of the complaints is pending for a period exceeding 30 days. All the requests for
transfer of shares have been processed on time and there are no transfers pending for
more than 15 days.
Over and above the aforesaid complaints, the Company and its Registrar & Share Transfer
Agent have received around 6,418 letters / queries / requests on various matters such as
change of address, change of bank particulars, ECS mandate, nomination request etc. and
we are pleased to report that except for requests received during the year end which are
under process, all other queries / requests have been replied on time.
3.5. CSR Committee:
The Company has constituted a CSR Committee as required under Section 135 of the Companies
Act, 2013.
The Committee is headed by the Board Chairman, Mr. N.S. Sekhsaria and consists of the
members as stated below. During the year ended on 31st December, 2016, this Committee
had 2 meetings which were attended by the members as under:-

No. Attended
1. Mr. N. S. Sekhsaria (Chairman) Non-Independent 2
3. Mr. Rajendra Chitale Independent 2
4. Mr. Martin Kriegner (w.e.f 11.02.2016) Non-Independent 1 of 2
5. Mr. B.L. Taparia Non-Independent 2
6. Mr. Ajay Kapur Managing Director 2
7. Mr. Bernard Terver (upto 10.02.2016) Non-Independent N.A.
Mr. Martin Kriegner was appointed as a member of the Committee w.e.f 11th February, 2016.
Mr. Bernard Terver was member of the Committee upto 10th February, 2016.
B. Terms of Reference:
The Terms of Reference of the Committee are to:-
a) frame the CSR Policy and its review from time-to-time.
b) ensure effective implementation and monitoring of the CSR activities as per the
approved policy, plans and budget.
c) ensure compliance with the laws, rules & regulations governing the CSR and to
periodically report to the Board of Directors.
3.6 Risk Management Committee:
In compliance with the provisions of listing regulations and Companies Act, 2013, the Board has
constituted a Risk Management Committee under the Chairmanship of Mr. Rajendra Chitale and
consists of the members as stated below.
During the year ended on 31st December, 2016, this Committee had 2 meetings which were
attended by the members as under:-
No. Attended
1. Mr. Rajendra Chitale (Chairman) Independent 2
3. Mr. Shailesh Haribhakti Independent 2
4. Dr. Omkar Goswami Independent 2
5. Mr. Ajay Kapur Managing Director & CEO 2
6. Mr. Martin Kriegner (w.e.f. 11.02.2016 Non-Independent 1 of 1
and upto 14.12.2016)
7. Mr. Bernard Terver (Upto 10.02.2016) Non-Independent N.A.
Mr. Bernard Terver was a member of the Committee upto 10th February, 2016. Mr. Martin
Kriegner was appointed as a member of the Committee w.e.f 11th February, 2016 and he
continued to be the member till his resignation from the Committee on 14th December,
2016.
B. Terms of Reference:
The Committee is required to lay down the procedures to review the risk assessment and
minimization procedures and is responsible for framing, implementing and monitoring the
risk management plan of the Company.
The Terms of Reference of the Committee are to:-
a) review the framework of BRM process;
b) risk identication and assessment;
c) review and monitoring of risk mitigation plans

During the year, the Committee reviewed the risk trend, exposure and potential impact
analysis carried out by the management. It was specically conrmed to the Committee by
the MD & CEO and the CFO that the mitigation plans are nalised and up to date, owners
are identied and the progress of mitigation actions are monitored.
3.7 Other Committees of Directors
In addition to the above referred Committees which are mandatory under the Companies Act,
the Listing Regulations and under the SEBI Guidelines, the Board of Directors has constituted
the following Committees of Directors to look into various business matters :-
(A) Management Committee
The Management Committee is formed to authorize grant of Power of Attorney to
executives, to approve various facilities as and when granted by the Banks and execution
of documents for these facilities. Four committee meetings were held during the year
2016. The committee comprises of Mr. Rajendra Chitale, Chairman, Mr. Shailesh Haribhakti,
Mr. B.L. Taparia and Mr. Ajay Kapur as the Members.
(B) Capex Committee
The large CAPEX needs critical evaluation of all the aspect of the projects. The detailed
engineering, the prole of equipment suppliers, cost estimates & contingencies, schedule
of implementation and safety & security of people are some of the critical areas where
focused appraisal is required at the highest level. The Committee comprises of Mr. Martin
Kriegner, Chairman, Mr. Nasser Munjee and Mr. Rajendra P. Chitale as the Members.
Mr. Ajay Kapur, Managing Director and Mr. M. L. Narula (former Managing Director of ACC
Ltd.) are the permanent invitees for all the Committee meetings.
The Committee did not hold any meeting during the year under review.
4. Vigil Mechanism and Ethical View Policy
With the rapid expansion of business in terms of volume, value and geography, various risks associated
with the business have also increased considerably. One such risk identied is the risk of fraud &
misconduct. The Companies Act, 2013 and the listing regulations requires all the listed companies
to institutionalize the vigil mechanism and whistle blower policy. The Company, since its inception
believes in honest and ethical conduct from all the employees and others who are directly or indirectly
associated with it. The Audit Committee is also committed to ensure fraud-free work environment
and to this end the Committee has laid down a Ethical View Policy (akin to the Whistle Blower Policy),
long before the same was made mandatory under the law.
The main objectives of the policy are:
(i) To protect the brand, reputation and assets of the Company from loss or damage, resulting from
suspected or conrmed incidents of fraud / misconduct.
(ii) To provide guidance to the employees, vendors and customers on reporting any suspicious
activity and handling critical information and evidence.
(iii) To provide healthy and fraud-free work culture.
(iv) To promote ACLs zero tolerance compliance approach.
The policy is applicable to all the Directors, employees, vendors and customers and provides a platform
to all of them to report any suspected or conrmed incident of fraud/misconduct, unethical practices,
violation of code of conduct etc. through any of the following reporting protocols:
s % MAIL ACL ETHICALVIEWCOM
s .ATIONAL4OLL&REE0HONE,INE
s &AX.UMBER n
s 7RITTEN#OMMUNICATIONTO 0/"OX.O(/0UNEn
s &ILLINGONLINe report through : https://integrity.lafargeholcim.com

In order to instil more condence amongst Whistle Blowers, the management of the above referred
reporting protocols are managed by an independent agency. Adequate safeguards have been
provided in the policy to prevent victimization of anyone who is using this platform and direct access
to the Chairman of the Audit Committee is also available in exceptional cases.
The policy is also posted on the Companys website.
For the effective implementation of the policy, the Audit Committee has constituted a Ethical View
Reporting Committee (EVC) of very senior executives/director comprising of:
i) Mr. B. L. Taparia, Non-Executive Director Chairman
ii) Mr. Sanjay Khajanchi (Head Corporate Controlling) Member
iii) Mr. A. J. Pandya, Advisor Member
iv) Mr. Prabhakar Mukhopadhay Chief Internal Auditor Member
The Company Secretary acts as the Response Manager and Secretary to the Committee.
The EVC is responsible for the following:
(i) implementation of the policy and spreading awareness amongst employees;
(ii) review all reported cases of suspected fraud / misconduct;
(iii) order investigation of any case either through internal audit department or through external
investigating agencies or experts;
(iv) recommend to the management for taking appropriate actions such as disciplinary action,
termination of service, changes in policies & procedure and review of internal control systems;
(v) annual review of the policy.
The EVC functions independently and reports directly to the Audit Committee.
During the year 2016, a total of 34 complaints have been led. Of these, 5 complaints were pre-
assessed by the EVC Committee but did not warrant further investigation. 28 complaints were
investigated and concluded whereas 1 complaint is still under investigation. The cases investigated
were mainly of the nature of bribery / kickbacks, theft, violation of Code of Conduct etc. The nancial
impact of these cases was insignicant and caused no damage to the Company.
5. General Body Meetings
(i) Annual General Meeting (AGM):
The Company convenes Annual General Meeting generally within four months of the close of
the Corporate Financial Year. The details of Annual General Meetings held in last 3 years along
with the details of the Special Resolutions, as more particularly set out in the respective notices
of the AGMs and passed by members are as follows:-
Financial Year/AGM Venue of AGM Date, Day & Time Whether Special
Resolution passed
2013 10th April, 2014 Yes
31st AGM (Thursday) at 10.00 am
At the Registered
2014 8th April, 2015 No
Ofce at Ambujanagar,
32nd AGM (Thursday) at 10.30 am
Kodinar, Gujarat
2015 14th April, 2016 Yes
33rd AGM (Thursday) at 10.30 am
(ii) Postal Ballot & E-voting:
The Company successfully completed the process of obtaining approval of its Members on two
resolutions during the year 2016. The details of these resolutions along with the voting pattern
are as follows:-

Particulars Total No. ofVotes % of Votes % of
Valid Votes
Assenting Votes Dissenting Votes
the Cast the Cast
Resolution Resolution
1. Revision in the terms of payment 1716840835 1716772068 99.99 68767 0.01
of remuneration to Mr. Ajay
Kapur, Managing Director & CEO
(DIN : 03096416)
2. Extension of Services availed from 1674121032 1527085503 91.22 147035529 8.78
Mr. B. L. Taparia, Director
(DIN : 00016551)
Person who conducted the Postal Ballot exercise:-
Mr. Surendra Kansitya, Practising Company Secretary, Mumbai was appointed to act as the
scrutinizer for conducting the postal ballot and E-voting.
Procedure for Postal Ballot:
i. The Board of Directors, vide resolution dated 26th July, 2016 had appointed Mr. Surendra
Kanstiya as the scrutinizer.
ii. The dispatch of the Postal Ballot Notice dated 1st September, 2016 together with Explanatory
Statement was completed on 9th September, 2016 along with forms and postage prepaid
business envelopes to all the shareholders whose name(s) appeared on the Registers of
Members/list of beneciaries as on 26th August, 2016.
iii. The voting under the Postal Ballot was kept open from 9th September, 2016 to 8th October,
2016 (either physically or through electronic mode).
iv. Particulars of Postal Ballot forms received from the Members using the electronic platform
of CDSL were entered in a register separately maintained for the purpose.
v. The Postal Ballot forms were kept under the safe custody of the Scrutinizer in sealed and
tamper proof ballot boxes before commencing the scrutiny of such postal ballot forms.
vi. All Postal Ballot forms received by the Scrutinizer upto 5 p.m. on 8th October, 2016 had
been considered for his scrutiny. Postal Ballot forms received after the date had not been
considered.
vii. On 12th October, 2016, Mr. N.S. Sekhsaria, Chairman announced the following results of the
Postal Ballot as per the Scrutinizers Report:
6. Disclosures
1. During the year under review, the Company sought legal and professional advices on need basis
from M/s. Khaitan & Co., a rm in which Non-Executive, Independent Director of the Company
i.e. Mr. Haigreve Khaitan is partner and paid a sum of ` 27.50 Lakhs as fees. The amount
paid does not form a signicant portion of the revenue of M/s. Khaitan & Co. and thus is not
considered material to impinge upon the independence of Mr. Haigreve Khaitan. Accordingly,
there is no pecuniary relationship or transactions of Non-Executive Independent Directors vis-a-
vis the Company which has potential conict with the interests of the Company at large.
2. Transactions with related parties, as per requirements of Accounting Standard 18, are disclosed
in notes to accounts annexed to the nancial statements.
3. There are no materially signicant transactions with the related parties viz. Promoters, Directors
or the Management, or their relatives or subsidiaries that had potential conict with the interest
of the Company. Suitable disclosure as required by the Accounting Standard (AS 18) has been
made in the Annual Report. The Related Party Transactions Policy as approved by the Board
is uploaded on the Companys website at http://ambujacement.com/Upload/PDF/policy_on_
determining_materiality_of_rpt_28_oct_2015_revised.pdf
4. The Company has followed all relevant Accounting Standards notied by the Companies
(Accounting Standards) Rules, 2006 while preparing Financial Statements.

5. There are no pecuniary relationships or transactions of Non-Executive Directors vis--vis the
Company which has potential conict with the interests of the Company at large.
6. No penalties or strictures have been imposed on the Company by Stock Exchange or SEBI or any
statutory authority on any matter related to capital markets during the last three years.
7. The Company has in place a mechanism to inform the Board members about the Risk assessment
and mitigation plans and periodical reviews to ensure that the critical risks are controlled by the
executive management. The details of the Risk Management Committee is provided at point no.
3.6 of this report.
8. The Independent Directors have conrmed that they meet the criteria of Independence as
stipulated under the Companies Act, 2013 and the Listing Regulations.
9. The Company has complied and disclosed all the mandatory corporate governance requirements
under Regulation 17 to 27 and sub-regulation (2) of Regulation 46 of Listing Regulations (relating
to disclosure on the website of the Company).
7. CEO / CFO Certication
The MD & CEO and Chief Financial Ofcer (CFO) have issued certicate pursuant to the provisions of
Regulation 17(8) of the Listing Regulations certifying that the nancial statements do not contain any
materially untrue statement and these statements represent a true and fair view of the Companys
affairs. The said certicate is annexed and forms part of the Annual Report.
8. Discretionary Requirements under Regulation 27 of Listing Regulation
The status of compliance with discretionary recommendations of the Regulation 27 of the Listing
Regulations with Stock Exchanges is provided below:
8.1 Non-Executive Chairmans Ofce: Chairmans ofce is separate from that of the Managing
Director & CEO. However, the same is now maintained by the Chairman himself.
8.2 Shareholders Rights: As the quarterly and half yearly nancial performance along with
signicant events are published in the news papers and are also posted on the Companys
website, the same are not being sent to the shareholders.
8.3 Modied Opinion in Auditors Report: The Companys nancial statement for the year 2016 does
not contain any modied audit opinion.
8.4 Separate posts of Chairman and CEO: The Chairman of the Board is a Non-executive Director
and his position is separate from that of the Managing Director & CEO.
8.5 Reporting of Internal Auditor: The Internal Auditor reports to the Audit Committee.
9. Means of Communication
Financial results: The Companys quarterly, half yearly and annual nancial results are sent to the
Stock Exchanges and published in Financial Express and other newspapers. Simultaneously, they are
also put up on the Companys website (www.ambujacement.com)
News releases, presentations, among others: Ofcial news releases and ofcial media releases are
sent to Stock Exchanges and are displayed on its website (www.ambujacement.com)
Presentations to institutional investors / analysts: These presentations and Schedule of analyst or
institutional investors meet are also uploaded on the Companys website (www.ambujacement.com)
as well as sent to the Stock Exchanges. No unpublished price sensitive information is discussed in
presentation made to institutional investors and nancial analysts.
Website: The Companys website (www.ambujacement.com) contains a separate dedicated section
Investors where shareholders information is available. The Companys Annual Report is also
available in downloadable form.
Annual Report: The Annual Report containing, inter alia, Audited Financial Statements, Audited
Consolidated Financial Statements, Directors Report, Auditors Report and other important
information is circulated to members and others entitled thereto. The Managements Discussion and
Analysis (MD&A) Report forms part of the Annual Report.

Chairmans Communiqu: The Chairmans Letter forms part of the Annual Report.
Reminder to Investors: Reminders for unclaimed and unpaid dividend are sent to shareholders as per
records every year.
NSE Electronic Application Processing System (NEAPS): The NEAPS is a web-based application
designed by NSE for corporates. All periodical compliance lings like shareholding pattern, corporate
governance report, media releases, statement of investor complaints, among others are led
electronically on NEAPS.
BSE Corporate Compliance & Listing Centre (the Listing Centre): BSEs Listing Centre is a web-based
application designed for corporates. All periodical compliance lings like shareholding pattern,
corporate governance report, media releases, statement of investor complaints, among others are
also led electronically on the Listing Centre.
SEBI Complaints Redress System (SCORES): The investor complaints are processed in a centralised
web-based complaints redress system. The salient features of this system are: Centralised database
of all complaints, online upload of Action Taken Reports (ATRs) by concerned companies and online
viewing by investors of actions taken on the complaint and its current status.
Address for Correspondence:
(a) Corporate Ofce: Elegant Business Park, MIDC Cross Road B, Off Andheri-Kurla Road, Andheri
(East), Mumbai-400 059. Phone No: 022 40667000/ 6616700.
(b) Exclusive e-mail id for Investor Grievances: The following e-mail ID has been designated for
communicating investors grievances:-
[email protected]
10. General Shareholders Information
10.1 Annual General Meeting:
Day & Date : Friday, 31st March, 2017
Time : 10.30 a.m.
Venue : P.O. Ambujanagar, Taluka Kodinar, District Gir Somnath, Gujarat - 362 715.
(Registered Ofce of the Company)
10.2 Financial Calendar:
The Company follows the period of 1st January to 31st December, as the Financial Year.
First quarterly results : April, 2017
Second quarterly / Half yearly results : July, 2017
Third quarterly results : October, 2017
st
Annual results for the year ending on 31 December, 2017 : February, 2018
st
Annual General Meeting for the year ending on 31 December, 2017 : April, 2018
10.3 Book Closure:
The Register of Members and the Share Transfer Books of the Company shall remain closed
from Monday, the 20th March, 2017 till Friday, the 24th March, 2017 till (both days inclusive) for
payment of nal dividend.
10.4 Dividend Payment Date:
Dividend shall be paid to all the eligible shareholders from 10th April, 2017 onwards.
10.5 Dividend Policy:
The rst issue of shares was made by the Company in the year 1985 at `10/- per share. Company
is paying dividend from its very rst full year of operation. From a modest dividend of 11% in
1987-88, the Company has been increasing dividend almost every year. This year, the Board has
recommended total dividend of ` 2.80 per share (140%) including interim dividend of ` 1.60 per
share (80%). During the last 5 years, the Company has been maintaining the pay-out ratio of
more than 50%. The Board of Directors have framed a Dividend Policy which is posted on the
website of the Company.
10.6 Dividend history for the last 5 years is as under:
Financial year Interim Dividend Final Dividend Total Dividend Dividend Amt.
Rate (%) Rate (%) Rate (%) (` in Crores)
2011 70 90 160 490.68
2012 70 110 180 554.80
2013 70 110 180 556.34
2014 90 160 250 774.61
2015 80 60 140 434.53
10.7 Listing of Shares & Other Securities:
A. Equity Shares
The equity shares are at present listed at the following Stock Exchanges:
Name of the Stock Exchanges Stock Code / Symbol
(i) BSE Ltd. 500425
Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001.
(ii) National Stock Exchange of India Ltd. AMBUJACEM
Exchange Plaza, 5th Floor, Plot No. C/1, G Block, Bandra-Kurla
Complex, Bandra (East), Mumbai - 400 051.
B. Debentures
There are no outstanding debentures.
C. GDRs
The GDRs are listed under the EURO MTF Platform (Code:US02336R2004) of Luxembourg
Stock Exchange, Societe de la Bourse de Luxembourg, Avenue de la Porte Neuve L-2011
Luxembourg, B.P.165.
D. ISIN Code for the Companys equity share :
INE079A01024
E. Corporate Identity Number (CIN) :
L26942GJ1981PLC004717
10.8 Listing Fees:
The Company has paid listing fees up to 31st March, 2017 to the Bombay Stock Exchange (BSE)
and National Stock Exchange of India Ltd. (NSE) where Companys shares are listed.
10.9 Market Price Data:
The high / low market price of the shares during the year 2016 at the Bombay Stock Exchange
and at National Stock Exchange of India Ltd. were as under:-
Month Bombay Stock Exchange National Stock Exchange

High (`) Low (`) High (`) Low (`)
January-16 207.00 185.25 206.40 185.20
February-16 204.50 185.00 201.95 185.00
March-16 235.50 188.50 235.65 188.20
April-16 237.10 216.50 236.90 216.50
May-16 232.90 207.40 232.85 207.55
June-16 258.40 227.00 258.50 228.05
July-16 278.35 250.10 278.00 251.75
August-16 282.00 256.05 281.70 256.25
September-16 280.95 249.65 279.35 249.55
October-16 261.30 239.35 261.00 238.80
November-16 247.15 191.00 247.45 191.00
December-16 217.90 197.00 217.20 197.00

10.10 Performance in comparison to broad based indices:
Ambuja Cement v/s BSE Sensex

400.00
350.00
300.00
250.00 118.13 119.82 117.35 117.62 112.24
PERCENT 101.89 102.96 112.30 113.70 112.13
100.00 92.49
200.00
150.00
100.00 100.07 100.14 100.21 100.29 100.36 100.43 100.50 100.58 100.65 100.72 100.79
100.00
50.00
-
Jan-16 Feb-16 Mar-16 Apr-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-16
MONTHS
BSE Sensex Ambuja Cement
10.11 Share Transfer Agents:

During the year under review, the Company has changed the Registrar & Share Transfer
Agents. More particulars of the change has been provided in the Directors Report. The
details of the new Registrar & Share Transfer Agents are:
Link Intime India Pvt Ltd,
C-101, 247 Park, L B S Marg,
Vikhroli (West), Mumbai 400 083.
Tel : +91-022-4918 6000; Fax: +91-022-4918 6060
Email: [email protected].
10.12 Share Transfer System:
Shares sent for transfer in physical form are registered and returned by our Registrars and
Share Transfer Agents in 15 days of receipt of the documents, provided the documents are
found to be in order. Shares under objection are returned within two weeks. The Share
Transfer Committee considers the transfer proposals generally on a weekly basis.
10.13 Distribution of Shareholding:
The shareholding distribution of the equity shares as on 31st December, 2016 is given below:-
No. of Equity Shares No. of Shareholders No. of Shares Percentage of

Shareholding
Less than 50 95329 2266551 0.11
51 to 100 27835 2456432 0.12
101 to 500 28473 7328657 0.37
501 to 1000 8019 6265349 0.32
1001 to 5000 13939 36775922 1.85
5001 to 10000 2731 19718352 0.99
10001 to 50000 1680 32327150 1.63
50001 to 100000 163 11610876 0.59
100001 to 500000 209 43993241 2.22
500001 & above 149 1822902699 91.80
TOTAL 178527 1985645229 100.00
10.14 Shareholding Pattern:
The shareholding of different categories of the shareholders as on 31st December, 2016 is
given below:-

Category No. of Percentage
Shares %
Foreign Promoters 1253156361 63.11
Foreign Investors (Including FIIs) 365753726 18.42
Mutual Funds Banks & Institution 210394844 10.60
OCB NRIs 12450018 0.63
Body Corporates 22621436 1.14
GDR Holders 15588587 0.79
Others 105680257 5.32
TOTAL 1985645229 100.00
10.15 Dematerialisation of Shares:

About 99.04 % of total equity share capital is held in dematerialised form with NSDL and
CDSL as on 31st December, 2016.
10.16 Reconciliation of Share Capital Audit:
As stipulated by Securities and Exchange Board of India (SEBI), a qualied practicing
Company Secretary carries out the Share Capital Audit to reconcile the total admitted
capital with National Securities Depository Limited (NSDL) and Central Depository Services
(India) Limited (CDSL) and the total issued and listed capital. This audit is carried out every
quarter and the report thereon is submitted to stock exchanges, NSDL and CDSL and is also
placed before the Board of Directors. No discrepancies were noticed during these audits.
10.17 Outstanding GDRs or Warrants or any Convertible Instrument, conversion Dates and likely
impact on Equity:
(i) The Company had issued Foreign Currency Convertible Bonds (FCCB) in the year 1993
and 2001. Out of the total conversion of these bonds into GDRs, 155,88,587 GDRs
are outstanding as on 31st December, 2016 which is listed on the Luxembourg Stock
Exchange. The underlying shares representing the outstanding GDRs have already
been included in equity share capital. Therefore, there will be no further impact on
the equity share capital of the Company.
(ii) The Company has issued warrants which can be converted into equity shares. The
year-end outstanding position of the rights shares / warrants that are convertible into
shares and their likely impact on the equity share capital is as under:-
Sr. Issue Particulars Conversion Likely impact on full

No. rate conversion
Share Share
Capital Premium
(` per share) (` in Crores) (` in Crores)
A. Rights entitlement kept in abeyance
out of the Rights Issue of equity
shares and warrants to equity
shareholders made in the year 1992
(i) 139830 Right shares *6.66 0.03 0.07
(ii) 186690 Warrants *7.50 0.04 0.10
GRAND TOTAL (A+B) 0.07 0.17
(*) conversion price has been arrived after appropriate adjustment of split and bonus
issues.

(iii) The diluted equity share capital of the Company upon conversion of all the outstanding
convertible instruments will become ` 397.16 crores.
10.18 Commodity Price Risk or Foreign Exchange Risk and Hedging Activities:
Your company has robust framework and governance mechanism in place to ensure that
the organization is adequately protected from market volatility in terms of price and
availability. Risk Management Team of the company, based on intelligence and monitoring,
forecast commodity prices and movements and takes decision to cover the risk. The aim of
the companys approach to manage currency risk is to leave the company with no material
residual risk.
As regards import of goods and other raw materials, the Company decides about the
hedging based on prevailing market conditions, macro-economic factors, duration of
position etc. The company does not enter into any derivative instruments for trading or
speculative purposes.
10.19 Plant Locations:
Integrated Cement Plants Bulk Cement Terminals

i. Ambujanagar, Taluka Kodinar, District (i) Muldwarka, District Gir Somnath,
Gir Somnath, Gujarat. Gujarat.
ii. Darlaghat, District Solan, Himachal (ii) Panvel, District Raigad, Maharashtra
Pradesh.
iii. Maratha Cement Works, Dist. (iii) Cochin, Kerala.
Chandrapur, Maharashtra.
iv. Rabriyawas, Dist. Pali, Rajasthan. (iv) Mangalore, Karnataka
v. Bhatapara, Dist. Raipur, Chhattisgarh.
Grinding Stations
(i) Roopnagar, Punjab.
(ii) Bathinda, Punjab.
(iii) Sankrail, Dist. Howrah, West Bengal.
(iv) Farakka, Dist. Murshidabad, West
Bengal.
(v) Roorkee, Dist. Haridwar, Uttaranchal.
(vi) Dadri, Dist. Gautam Budh Nagar, Uttar
Pradesh.
(vii) Nalagarh, Dist. Solan Himachal
Pradesh.
(viii) Magdalla, Dist. Surat, Gujarat.
10.20 Registered Ofce:

P. O. Ambujanagar, Taluka Kodinar, District Gir Somnath, Gujarat - 362 715
10.21 Transfer of Unpaid/Unclaimed Dividend Amounts to Investor Education & Protection Fund
During the year under review, the nal dividend amount for the year ended 31st December,
2008 and the interim dividend for the year 31st December, 2009 and the unpaid fractional
amount pertaining to the Bonus Issue-2005, remaining unclaimed and unpaid were
transferred to the Investor Education and Protection Fund

10.22 Transfer of Unclaimed Equity Shares to Investor Education and Protection Fund (IEPF)
Suspense Account
Pursuant to the provisions of Section 124 and 125 of the Companies Act and the Investor
Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules,
2016, all shares on which dividend has not been paid or claimed for seven consecutive years
or more shall be transferred to an IEPF suspense account. The process of transfer of the
shares to the Suspense Account could not be completed, due to lack of clarity in the said
Rules from the Ministry of Corporate Affairs (MCA).
However, the Company has initiated the process and issued individual notices to the 25,229
shareholders holding 28,31,710 equity shares, who have not claimed their dividends (interim
as well as nal) for the last seven consecutive years. The Company has also uploaded full
details of such shares due for transfer as well as unclaimed dividends on the website of the
company.
Both the unclaimed dividends and the shares transferred to the IEPF can be claimed back
by the concerned shareholders from IEPF Authority after complying with the procedure
prescribed under the Rules.
Further action in this regard would be taken after MCA noties the revised rules.
10.23 Disclosure relating to Demat Suspense Account/Unclaimed Suspense Account
In according with the Regulation 39 of the Listing Regulations, shareholders whose
certicates were returned undelivered and lying with the Company are to be transferred
and held by the Company in the dematerialized mode in the Unclaimed Suspense
Account. These shares are released to the shareholders after the proper verication of
their identity, once the request is received from the shareholders. The details of the shares
held and released from the Suspense Account are as follows:-
Particulars Number of Number of

shareholders Equity Shares
Aggregate number of shareholders and outstanding 17365 2,496,378
shares in the suspense account at the beginning of
the Financial Year 2016
Number of shareholders who approached the 72 29,052
Company for transfer of shares and shares transferred
from Suspense Account during 2016
Aggregate number of shareholders and outstanding 17293 2,467,326
shares in the suspense account at the end of the
Financial Year 2016
The voting rights on these shares will remain frozen till the rightful owner claims the
shares.
11. Subsidiary Companies
The Company does not have any material unlisted subsidiary companies as dened in Regulation 16 of
the Listing Regulations. The Company has framed the policy for determining material subsidiary and
the same is disclosed on the Companys website. The web link is http://ambujacement.com/Upload/
PDF/policy_for_determining_material_subsidiary_28_oct_2015_revised.pdf.
Accordingly, the requirement of appointment of Independent Director of the Company on the
Board of Directors of the material unlisted subsidiary companies as per Regulation 24 of the Listing
Regulations does not apply.

Declaration Regarding Code Of Conduct
I hereby declare that all the Directors and Senior Management Personnel have conrmed compliance with
the Code of Conduct as adopted by the Company.
Ajay Kapur
Mumbai, February 20, 2017 Managing Director & CEO
Auditors Certicate
To
The Members of Ambuja Cements Limited
We have examined the compliance of conditions of corporate governance by Ambuja Cements Limited,
(the Company), for the year ended on December 31, 2016, as stipulated in Chapter IV of Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 pursuant to
the Listing Agreement of the said Company with stock exchanges.
The compliance of conditions of corporate governance is the responsibility of the management. Our
examination was limited to procedures and implementation thereof, adopted by the Company for ensuring
the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of
opinion on the nancial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we
certify that the Company has complied with the conditions of Corporate Governance as stipulated in the
provisions as specied in Chapter IV of Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 pursuant to Listing Agreement of the said Company with
stock exchanges.
We further state that such compliance is neither an assurance as to the future viability of the Company
nor the efciency or effectiveness with which the management has conducted the affairs of the Company.
For S R B C & CO LLP
Chartered Accountants
ICAI Firm registration number: 324982E/E300003
per Ravi Bansal
Partner
Membership No.:49365
Place of Signature: Mumbai
Date: 20th February, 2017
M. D. & CEO / CFO Certication
The Board of Directors
Ambuja Cements Ltd.
We have reviewed the attached nancial statements and the cash ow statement of Ambuja Cements Ltd.
for the year ended 31st December, 2016 and that to the best of our knowledge and belief, we state that;
(a) (i) these statements do not contain any materially untrue statement or omit any material fact or
contain statements that may be misleading;
(ii) these statements present a true and fair view of the Companys affairs and are in compliance
with current accounting standards, applicable laws and regulations.
(b) there are, to the best of our knowledge and belief, no transactions entered into by the Company
during the year which are fraudulent, illegal or in violation of the Companys code of conduct.
(c) we accept responsibility for establishing and maintaining internal controls for nancial reporting. We
have evaluated the effectiveness of internal control systems of the Company pertaining to nancial
reporting and have disclosed to the Auditors and the Audit Committee, deciencies in the design or
operation of such internal controls, if any, of which we are aware and steps taken or proposed to be
taken for rectifying these deciencies.
(d) we have indicated to the Auditors and the Audit Committee:
(i) signicant changes, if any, in the internal control over nancial reporting during the year.
(ii) signicant changes, if any, in accounting policies made during the year and that the same have
been disclosed in the notes to the nancial statements; and
(iii) instances of signicant fraud of which we have become aware and the involvement therein,
if any, of the management or an employee having a signicant role in the Companys internal
control system over nancial reporting.
Yours sincerely,
Suresh Joshi Ajay Kapur
Chief Financial Ofcer Managing Director & CEO
Mumbai, February 20th, 2017
Business Responsibility Report for the year 2016
In terms of Regulation 34 of the Listing Regulations
Now a days, business enterprises are increasingly seen as critical components of social system and they are
considered accountable not merely to their shareholders from a revenue and protability perspective but
also to the larger society which is also its stakeholder. Hence, adoption of responsible business practices
in the interest of the social set-up and the environment are as vital as their nancial and operational
performance. This is all the more relevant for listed entities which, considering the fact that they have
accessed funds from the public, have an element of public interest involved, and are obligated to make
exhaustive continuous disclosures on a regular basis.
It is from this point of view that Regulation 34 of the Listing Regulations require the listed companies to
submit as a part of their Annual report, a Business Responsibility Report describing the initiatives taken
by them from an environmental, social and Governance perspective, in the format given under the Listing
Regulations.
The initiatives taken by the Company are given in the prescribed format as under:-
SECTION A: GENERAL INFORMATION ABOUT THE COMPANY
1. Corporate Identity Number (CIN) of the Company: L26942GJ1981PLC004717
2. Name of the Company: AMBUJA CEMENTS LIMITED
3. Registered address: P. O. Ambujanagar, Taluka Kodinar, District Gir - Somnath, Gujarat- 362715
4. Website: www.ambujacement.com
5. E-mail id: [email protected]
6. Financial Year reported: 01.01.2016 to 31.12.2016
7. Sector(s) that the Company is engaged in (industrial activity code-wise)
Group Class Sub-Class Description

239 2394 23941 Manufacture of clinkers and cement
23942
8. List three key products/services that the Company manufactures/provides (as in balance sheet): The
key product that the Company manufactures is PORTLAND POZOLLANA CEMENT. We also produce
Ordinary Portland Cement.
9. Total number of locations where business activity is undertaken by the Company
i. Number of International Locations (Provide details of major 5): NIL
ii. Number of National Locations: 82
10. Markets served by the Company
LOCAL STATE NATIONAL INTERNATIONAL

3 3 3 3
SECTION B: FINANCIAL DETAILS OF THE COMPANY
1. Paid-up Capital ` 397.13 Crores
2. Total Turnover ` 9160.40 Crores
3. Total prot after taxes ` 970.09 Crores
4. Total Spending on Corporate Social Responsibility (CSR) as percentage of Prot after tax (%):
The Company carries on its CSR activities primarily through its arms Ambuja Cement Foundation and
Ambuja Vidya Niketan Trust.
The Company has spent ` 59.37 Crores during the Financial Year 2016 on CSR activities. This amounts to
6.12 % of Prot After Taxes (PAT) for the year 2016.

5. List of activities on which expenditure in 4 above has been incurred:-
All CSR activities conducted by the Company are in alignment with those identied under Schedule
VII of Companies Act, 2013 and are listed as follows:
Sr. CSR Project or activity identied under Sector in which the Expenditure incurred
No. Schedule VII of Companies Act, 2013 Project is covered during the period
(Amount ` In Crore)
1 Eradicating extreme hunger, poverty Drinking Water, Agro based 15.82
and malnutrition, promoting preventive Livelihood, Animal Husbandry,
health care and sanitation and making Health, Sanitation
available safe drinking water
2 Promoting education, including special Education, Ambuja Manovikas 29.39
education and employment enhancing Kendra, Ambuja Vidya Niketan,
vocation skills especially among children, Skill And Entrepreneurship
women, elderly, and the differently abled Development Institute (SEDI),
and livelihood enhancement projects; Non Formal Education, Village
Knowledge Centre
3 Promoting gender equality, empowering Women, Female Feticide, SHG, 0.91
women, setting up homes and hostels for Federation
women and orphans; setting up old age
homes, day care centres and such other
facilities for senior citizens and measures
for reducing inequalities faced by socially
and economically background groups;
4 Ensuring environmental sustainability, Non-Conventional, Biogas, Solar, 6.74
ecological balance, protection of ora Plantation, Water Resources,
and fauna, animal welfare, agroforestry, Watershed
conservation of natural resources and
maintaining quality of soil, air and water;
5 Rural development projects. Rural Infrastructure Project 5.51
Total 58.37
Overheads Overheads 1.00
59.37
SECTION C: OTHER DETAILS
1. Does the Company have any Subsidiary Company/Companies?
Yes, the Company has 6 Subsidiary Companies as on 31st December, 2016. During the year a listed
company viz ACC Ltd, become the subsidiary of the company and one company namely viz Kakinada
Cements Ltd. was voluntarily wound up.
2. Do the Subsidiary Company/Companies participate in the BR Initiatives of the parent company? If
yes, then indicate the number of such subsidiary company(s):
No. The subsidiary companies do not participate in the BR initiatives of the parent Company.
Out of the 6 subsidiary companies as on 31st December, 2016, three companies do not carry any
business operations. ACC Ltd., a listed company has its own BR Initiatives.
The business activities of the remaining subsidiary companies are not material in relation to the
business activities of the Company.
3. Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business with,
participate in the BR initiatives of the Company? If yes, then indicate the percentage of such entity/
entities? [Less than 30%, 30-60%, More than 60%]:
No. The other entities with whom the Company does business with viz suppliers, distributors etc.
dont participate in the BR initiatives of the Company.

SECTION D: BR INFORMATION
1. Details of Director/Directors responsible for BR
a) Details of the Director/Director responsible for implementation of the BR Policy/policies
z DIN Number: 03096416
z Name: Mr. Ajay Kapur
z Designation: Managing Director & Chief Executive Ofcer
b) Details of BR head
Sr. No. PARTICULARS DETAILS

1. DIN Number (if applicable) Not Applicable
2. Name Mr. Rajiv Gandhi
3. Designation Company Secretary
4. Telephone Number 022-40667059
5. E-mail id [email protected]
2. Principle-wise (as per NVGs) BR Policy/policies (Reply in Y/N)
Sr. QUESTIONS P P P P P P P P P
No.
1 2 3 4 5 6 7 8 9
1 Do you have a policy / Y Y Y Y Y Y Y
policies for....
2 Has the policy being Y Y Y Y Y Y Y
formulated in consultation
with the relevant
stakeholders?
3 Does the policy conform to Y Y Y Y Y Y Y
any national / international
standards? If yes, specify?
4 Has the policy being Y Y Y Y Y Y
approved by the Board? If
yes, has it been signed by
MD/Owner/CEO/ appropriate
Board Director?
5 Does the company have a Y Y Y Y Y Y Y
specied committee of the
Board / Director/Ofcial to
oversee the implementation
of the policy?
6 Indicate the link for the https:// https://www. https://www. https://www. https://www. https:// https://www. https://www.
policy to be viewed online? www. ambuja ambujacement. ambuja ambuja www. ambuja ambuja
ambuja cement.com/ com/Upload/ cement.com/ cement.com/ ambuja cement.com/ cement.
cement. Upload/PDF/ PDF/CSR-Policy. Upload/PDF/ Sustainability/ cement. Upload/PDF/ com/Upload/
com/ Sustainability. pdf Sustainability- Stakeholder- com/ Sustainability. PDF/Code-
Upload/ pdf Environment- engagement Upload/ pdf of-Conduct-
PDF/Ethical- and-energy. PDF/CSR- and-
View- pdf Policy. business-
Reporting- pdf ethics-
Policy-1.pdf english.pdf
7 Has the policy been Y Y Y Y N Y N Y N
formally communicated to
all relevant internal and
external stakeholders?
8 Does the company have Y Y Y Y Y Y
in-house structure to
implement the policy/
policies.

No.
1 2 3 4 5 6 7 8 9
9 Does the Company have Y Y Y Y Y Y
a grievance redressal
mechanism related to the
policy/policies to address
stakeholders grievances
related to the policy/policies?
10 Has the company carried Y Y Y N Y Y
out independent audit/
evaluation of the working of
this policy by an internal or
external agency?
2a. If answer to Sr. No. 1 against any principle, is No, please explain why: (Tick up to 2 options)
No.
1 2 3 4 5 6 7 8 9
1 The company has not understood the Principles
2 The company is not at a stage where it nds itself in a position to
formulate and implement the policies on specied principles
3 The company does not have nancial or manpower resources
available for the task
4 It is planned to be done within next 6 months
5 It is planned to be done within the next 1 year
6 Any other reason (please specify) * *
* Need for a written policy was not felt. Suitable decision for a
written policy will be taken at appropriate time.
3. Governance related to BR
z Indicate the frequency with which the Board of Directors, Committee of the Board or CEO to
assess the BR performance of the Company. Within 3 months, 3-6 months, Annually, More than
1 year
The M.D. & CEO assesses the BR performance of the Company on a Quarterly basis which is then
appraised to the Board at its quarterly meetings as a part of larger presentation on sustainability.
The CSR Committee is also appraised about the BR performance bi-annually at its meetings.
z Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing
this report? How frequently it is published?
The Company publishes its Sustainability Report on an Annual basis which is GRI G4 compliant
A+ i.e. an internationally accepted reporting framework which is also assured by an independent
certifying agency and is available on the website of the Company, www.ambujacement.com/
Sustainability/sustainability-reports.
SECTION E: PRINCIPLE-WISE PERFORMANCE
PRINCIPLE 1
Businesses should conduct and govern themselves with Ethics, Transparency and Accountability.
1. Does the policy relating to ethics, bribery and corruption cover only the company? Yes/ No. Does it
extend to the Group/Joint Ventures/ Suppliers/Contractors/NGOs /Others?
The policies relating to ethics, bribery and corruption as well as the Whistleblower Policy covers the
Directors, Employees, Vendors and Customers of the Company. These policies are more or less aligned
with the policies of the parent company.
The Group /Joint Venture companies have their own policies which are also aligned with the policies
of the parent company.

2. How many stakeholder complaints have been received in the past nancial year and what percentage
was satisfactorily resolved by the management? If so, provide details thereof, in about 50 words or
so.
The Company received 34 complaints during the Financial Year. Out of these 34 complaints,
33 complaints (97%) were resolved & the balance one complaint (3%) is being resolved. More details
are available on the Vigil Mechanism page of the Corporate Governance.
PRINCIPLE 2
Businesses should provide goods and services that are safe and Contribute to sustainability throughout
their life cycle.
1. List up to 3 of your products or services whose design has incorporated social or environmental
concerns, risks and/ or opportunities.
The Company understands its obligations on social and environmental concerns, risks and opportunities.
Accordingly, the Company has devised the manufacturing process of its product (Portland Cement), in
a manner taking care of its obligations.
The Company has deployed best in class technology and processes to manufacture its product
Portland Cement which use optimal resources. e.g. the manufacturing process involves use of 6
stage pre-heaters, vertical roller pre-grinder, and advanced technology clinker coolers which are most
energy efcient and technologically advanced as on date.
In 2016, Clinker Factor was reduced to 65.9% with y ash utilization of 31.8%, thus saving natural
resources like limestone. We also co-process plastic, industrial & hazardous waste from different
industries as alternative fuel. The Company also co-processes biomass in its kilns and thermal power
plants.
2. For each such product, provide the following details in respect of resource use (energy, water, raw
material etc.) per unit of product (optional):
i) Reduction during sourcing/production/ distribution achieved since the previous year throughout
the value chain?
The Company continuously strives its best to reduce the power/LDO Coal and other fuels
consumed per unit of cement produced. The details of reduction are as under:
Consumption per unit of Industry Norms Current Year Previous Year

Production (Jan to Dec 2016) (Jan to Dec 2015)
Electricity (KWH/T of Cement) 100 77.366 79.2
LDO (Ltr/T of Clinker) N.A. 0.15 0.20
Coal and other Fuels (K.Cal/Kg of 800 753 747
Clinker)
ii) Reduction during usage by consumers (energy, water) has been achieved since the previous
year?
The details of the reduction during usage by consumers (energy, water) achieved since the
previous year are not available with the Company.
3. Does the company have procedures in place for sustainable sourcing (including transportation)?
If yes, what percentage of your inputs was sourced sustainably? Also, provide details thereof, in
about 50 words or so.
Ambuja Cements Limited (ACL) seeks to engage in long-term relationships with the suppliers
committed to their social responsibility, adhere to international standards such as SA8000 (Social
Accountability) and ISO 14001 (Environment Management System) and have systems in place to
comply with the local and national laws and regulations. All inputs, except where the Company does
not have any control, are sourced sustainably. The Company has a procedure in place for sustainable
sourcing of energy, water including transportation. Almost all the inputs are sourced on a sustainable

basis. The Company has long term Leases/ Agreements for sourcing limestone and gypsum. The
Company is increasing the usage of Alternate Fuel and Raw Materials (AFR) year on year to decrease
dependency on traditional fuel i.e. coal.
The Company has established its own Bulk Cement Terminals & owns a eet of specialised Bulk Cement
Carriers (Ships) for transportation of cement by sea route as a sustainable source of transportation of
cement.
During the current year, Company has engaged PICS, leading Global Consultants, who will help us in
qualifying High Risk- High Spend Suppliers and Contractors by screening them on the various counts
related to Sustainable Procurement such as OH & S, Labour, Environment and Bribery & Corruption.
We also have a system in place to ensure that transporters follow all the stipulated rules and
regulations.
4. Has the company taken any steps to procure goods and services from local & small producers,
including communities surrounding their place of work? If yes, what steps have been taken to
improve their capacity and capability of local and small vendors?
The Company encourages procurement of goods and services from Local and small producers
surrounding its plant locations. Our Contractors, who are engaged in Operation and Maintenance
of Plants, mostly employ workmen from the nearby villages. The Company also trains the vendors to
meet the OH & S requirements across all its plant locations.
5. Does the company have a mechanism to recycle products and waste? If yes what is the percentage
of recycling of products and waste (separately as <5%, 5-10%, >10%). Also, provide details thereof,
in about 50 words or so.
We have y ash and bottom ash generated as waste from our captive power plants which is used in
our cement production. The entire y ash generated [100%] is utilised to produce Portland Pozzolana
Cement. (PPC).
Waste water generated from our plant and colony is recycled and reused in dust suppression,
gardening, horticulture, etc.
PRINCIPLE 3
Businesses should promote the wellbeing of all employees.
1. Please indicate the Total number of employees:
z Management Staff : 3765
z Blue Collar Employees : 1582
z Total : 5347
2. Please indicate the Total number of employees hired on temporary/contractual/casual basis :
z Total Contractual employees :
i. Shipping Sailing Staff : 124
ii Third Party : 5943
3. Please indicate the Number of permanent women employees :
z Permanent : 122
z On Probation : 6
z Total : 128
4. Please indicate the Number of permanent employees with disabilities :
z Disabilities : 25
5. Do you have an employee association that is recognised by management ?
Yes, we have recognised trade unions afliated to either of INTUC / AITUC / BMS depending on their
presence at respective locations representing blue collar employees.

6. What percentage of your permanent employees is members of this recognised employee association?
25% of our permanent employees are members of this recognized employee Association.
7. Please indicate the Number of complaints relating to child labour, forced labour, involuntary labour,
sexual harassment in the last nancial year and pending, as on the end of the nancial year :
Sr. Category No. of complaints led No. of complaints pending as

No. during the nancial year on end of the nancial year
1. Child Labour/Forced Labour/ NIL NIL
Involuntary Labour
2. Sexual harassment NIL NIL
3. Discriminatory employment NIL NIL
8. What percentage of your under mentioned employees were given safety & skill up-gradation
training in the last year?
Permanent Employees : 100% Safety Training & Skill Up-gradation (by way of working-OJT)
z Permanent Women Employees : 100% Safety Training & Skill Up-gradation (by way of working-
OJT)
z Casual/Temporary/Contractual Employees : 100% Safety training. However, details not available
regarding other training as it is done by their respective employers.
z Employees with Disabilities : 100% safety
PRINCIPLE 4
Businesses should respect the interests of, and be responsive towards all stakeholders, especially those
who are disadvantaged, vulnerable and marginalized.
1. Has the company mapped its internal and external stakeholders? Yes/No
Yes, the company has mapped its internal as well as external stakeholders.
2. Out of the above, has the company identied the disadvantaged, vulnerable & marginalized
stakeholders.
The company has further identied the disadvantaged, vulnerable and marginalised stakeholders,
namely the communities around its manufacturing sites and its workers/contractual workers and truck
drivers. Disabled children and youth emerged as a separate group and hence are catered through
education and skill development program.
3. Are there any special initiatives taken by the company to engage with the disadvantaged, vulnerable
and marginalized stakeholders. If so, provide details thereof, in about 50 words or so.
In April 2016, Ambuja Cements Limited (ACL) nalized the materiality matrix and thus prioritized
stakeholders. A comprehensive stakeholder engagement program operates to facilitate several
initiatives for engagement of different stakeholders.
We Care developed for promoting a serious safety culture in Ambuja. Continuous trainings on
safety are held with employees, truckers, contract workers and the community to ensure Zero Harm
level. HIV/AIDs awareness through Workplace / Targeted Intervention Project and Health Care Center
focused mainly on migrant population. Site Specic Impact Assessment (SSIA) are conducted cyclically
as formal process to address the concerns and the felt needs of stakeholders at the manufacturing
sites. The communities and its people being identied as important stakeholders, Ambuja Cement
Foundation (ACF) stands responsible for being the link between the company and the community.
ACF has promoted strategic social investment through planning its development interventions.
All the programs have dened goal and objectives and aim to specially focus the underprivileged
and marginalized section of communities. Community Advisory Panels (CAP) have been created
with representation of both Ambuja and other stakeholders including the community. It promotes
communication between the plant, stakeholders and its neighboring community. ACFs work is
annually reviewed by its stakeholders through the Social Engagement Scorecard (SES) exercise.

PRINCIPLE 5
Businesses should respect and promote human rights.
1. Does the policy of the company on human rights cover only the company or extend to the Group/
Joint Ventures/ Suppliers / Contractors / NGOs / Others?
The Company does not have any policy on Human Rights for the time being. However, any issues are
covered by the national and the local laws. The company also refers to the guidelines provided by the
parent company LafargeHolcim and uses it as a tool for assessment of Human Rights impacts at its
plants.
2. How many stakeholder complaints have been received in the past nancial year and what percent
was satisfactorily resolved by the management?
No stakeholder complaints were received during the last Financial year.
PRINCIPLE 6
Business should respect, protect and make efforts to restore the environment.
1. Does the policy related to Principle 6 cover only the company or extends to the Group/Joint Ventures
/ Suppliers / Contractors / NGOs / others.
The Corporate Environment Policy is applicable to only Ambuja Cements Limited.
2. Does the company have strategies/ initiatives to address global environmental issues such as climate
change, global warming, etc? Y/N. If yes, please give hyperlink for webpage etc.
Yes. The Company has a documented Sustainability Policy which is available on our website. The
policy enshrines commitment for climate change mitigation. Apart from this, we also have an
updated Climate Change Mitigation Policy. The Company measures & reports its carbon emissions as
per the protocol of Cement Sustainability Initiative [CSI] of the World Business Council on Sustainable
Development. The Company proactively discloses its carbon emissions annually in the Carbon
Disclosure Project [CDP]. Ambuja continued its good performance in CDP 2016. Scope-3 carbon
emissions from all our ve integrated plants was veried by an independent third party. Further,
we also keep our stakeholders informed on our carbon performance through our annual GRI based
Sustainability Report. The companys website also contains information on our Sustainability endeavors
[see:www.ambujacement.com/Sustainability].
The Company has strategies in place to address global warming and to ensure a low carbon growth
path for our operations. [see http://www.ambujacement.com/Sustainability/environment-and-energy].
3. Does the company identify and assess potential environmental risks? Y/N
Yes. The Company regularly assess the environmental risks emanating from our operations and as a
part of the sustainability strategy implements initiatives to address these risks. Additionally, all our
operations are certied to international Environment Management System (ISO 14001). We have a
structured process to carry out risk assessment dealing with business and environment all across the
organisation on an annual basis. The Company launched a comprehensive stakeholder engagement
Materiality Review in 2015 to facilitate a good understanding of the companys obligations to its
various stakeholders, internal as well as external, consistent with the businesss commitment to
corporate responsibility and to nd out the material issues, risks and opportunities.
4. Does the company have any project related to Clean Development Mechanism? If so, provide details
thereof, in about 50 words or so. Also, if yes, whether any environmental compliance report is led?
Yes, the company participates in the Global Programme of Clean Development Mechanism (CDM).
Our rst project of the use of biomass for power generation at Ropar plant earned 17,727 CERs
(Certied Emission Reduction) which could earn us ` 1.60 Crores in the year 2011. CDM project on
Waste Heat Recovery [WHR] based power generation at our unit at Rabriyawas has been registered
with UNFCCC in 2015 after successful Validation by DOE. This project is designed to accrue 35000/year
Certied Emission Reductions (CERs) for the next 10 years.
There is no requirement for ling environment compliance report as per Host Country Approval.

5. Has the company undertaken any other initiatives on clean technology, energy efciency, renewable
energy, etc. Y/N. If yes, please give hyperlink for web page etc.
Yes. The Company has strong focus on clean technology, energy efciency and renewable energy. Our
renewable energy portfolio includes; 15 MW biomass-based power plant at Ropar (established in 2005),
a 7.5 MW wind power station in Kutch (Gujarat) (established in 2011), a 330 kWp solar power station
at Bhatapara (Chhattisgarh) (established in 2012), a 55.14 kWp rooftop solar PV project at Gurgaon
Regional Ofce (established in 2014) and a new 6.5 MW waste heat recovery (WHR) based power
generation system at our Rajasthan plant, commissioned in 2015. Our investment of ` 85 crore in the new
WHR project will increase fuel usage efciency, optimise power costs and meet our renewable power
obligation. Existing ACL captive power plants also use biomass. The renewable energy certicates (RECs)
earned and the power-mix cost optimisation at our cement plants add value to ACLs power sourcing
strategy and RPO compliance. Additionally, we also co-process industrial wastes from other industries
in our kilns as alternative fuel. This helps us in reducing the use of coal, necessary for conservation as
well as greenhouse gas mitigation. During 2016, we co-processed about 2.6 Lakh tons of alternative
fuels substituting 5.14% of total thermal energy by use of alternative fuels.
The company monitors its specic thermal & electrical energy consumption and employs measures
for improving energy efciency. Six of our grinding units, three of the integrated units and one bulk
cement terminal have implemented energy management system as per ISO 50001:2011 & attained
certication to the international standard.
Additionally, as a part of the Low Carbon Technology Roadmap for the Cement Industry developed
by Cement Sustainability Initiative (CSI) of WBCSD, we are implementing Phase II of the project at our
Ambuja Nagar unit. This is focused on energy efciency opportunities in the operations.
As a result of our water harvesting and conservation efforts, we have been certied to be 4.03 times
Water Positive by an independent third party in 2015. Ambuja is the only cement company in India to
receive such a certication.
6. Are the Emissions/ Waste generated by the company within the permissible limits given by CPCB/
SPCB for the nancial year being reported?
Yes. The Company employs various measures to ensure complete compliance to the applicable
emission/waste standards. The Company is the rst cement manufacturer to have proactively installed
Continuous Emission Monitoring Systems (CEMS) at all the nine kiln stacks for online monitoring of
all vital pollution parameters. In addition, Continuous Ambient Air Quality Monitoring Systems have
been installed at all the plants.
7. Number of show cause/ legal notices received from CPCB/SPCB which are pending (i.e. not resolved
to satisfaction) as on end of Financial Year.
There are 6 (six) cases that are pending in different Courts, involving environment related issues as on
end of the Financial Year.
PRINCIPLE 7
Businesses, when engaged in inuencing public and regulatory policy should do so in a responsible
manner.
1. Is your company a member of any trade and chamber or association? If Yes, Name only those major
ones that your business deals with:
Yes. The Company is a member of the following trade / chamber associations.
a. Confederation of Indian Industry (CII)
b. Federation of Indian Chambers of Commerce and Industry (FICCI)
c. Bombay Chamber of Commerce and Investments (BCCI)
d. Cement Sustainability Initiative (CSI), a body of World Business Council for Sustainable
Development (WBCSD).
e. Global Compact Network India (GCNI).

Principal objectives of the above associations are to provide information, consultative and
representative services to the organisation. It operates through National / Regional / State and
Zonal Councils.
2. Have you advocated/lobbied through above associations for the advancement or improvement of
public good? Yes/No; if yes specify the broad areas (drop box: Governance and Administration,
Economic Reforms, Inclusive Development Policies, Energy security, Water, Food Security, Sustainable
Business Principles, Others) :
Yes. We continue to work closely with business chambers such as CII and FICCI for advocating good
practices in the Industry and policy interventions in environment, climate change and sustainability.
Ambuja has also been an active member of Cement Sustainability Initiative (CSI)-India which is under
the World Business Council for Sustainable Development (WBCSD) to work on several sustainability
initiatives and training as well as best practices in the cement industry. We have also participated in
the development of the WBCSDs India Water Tool.
We applied for the CII Sustainability Awards, 2016 and have won one of the highest award - Outstanding
Accomplishment. In sustainability, under the category of Corporate Excellence, our Bhatapara and
Chandrapur units have also bagged awards in the domains of Environment Management & CSR.
This Award recognises Indias most sustainable companies for their outstanding achievements and
commitment to shaping a future that is more sustainable and inclusive.
We completed a detailed Life Cycle Analysis (LCA) and Traceability study in 2016 for one of our units
in Himachal Pradesh. Ambuja Cement became the rst Indian company in 2014 when it got the
prestigious Certication on Sustainable Product labeling, PRO-SUSTAIN for PPC production from its
Darlaghat plant from a leading global certication body. The ProSustain certication implies that
the Company promotes the adoption of responsible and cost effective measures for incorporating
sustainability into product design, development, production and supply chain management.
PRINCIPLE 8
Businesses should support inclusive growth and equitable development
1. Does the company have specied programmes/initiatives/projects in pursuit of the policy related to
Principle 8? If yes details thereof.
Yes, The Company has developed need based and focused development programs. Important
stakeholders groups are meaningfully engaged at various stages of program development and
implementation. The programs focus on the contextual needs of the community and can broadly be
divided in following categories
1. Water Resource Management: Water and Land Resources
2. Livelihood Promotion: Agro based Livelihoods and Skill based Livelihoods
3. Social Development: Community Health and Sanitation, Women Empowerment and Education
4. Rural Infrastructure Development
The Company attempts to respond to the local development needs and national priorities through
its development initiatives. While doing the same the Company promotes innovative strategies to
intensify the reach and effectiveness of the programs.
Our thrust areas are well aligned to the schedule VII of Section 135 of the Companies Act, 2013 and
compliment the nations need for inclusive growth. The company through its Site Specic Impact
Assessment (SSIA), observe and gauges concerns of employees, contract workers, truckers etc. and
works out plan of action to ensure equitable development and inclusive growth.
2. Are the programmes/projects undertaken through in-house team/own foundation/external NGO/
government structures/any other organization?
Ambuja Cement Foundation (ACF) is a CSR arm of Ambuja Cements Ltd. ACF was established in
1993 and all the development initiatives of the Company are undertaken by ACF. ACF mainly works
with the neighboring communities of ACL and other vulnerable stakeholders. The development
programs and projects initiated by ACF are disclosed through Foundations annual reports & website
(www.ambujacementfoundation.org).
3. Have you done any impact assessment of your initiative?
The ACF follows a systematic approach to review the performance of the programs and the resultant
change in the community. Both the inputs and outputs are mapped with the help of a customized
system developed at ACF. Evaluation or impact assessments are initiated at every critical phase of the
program or at the maturity stage of the project. These assessments are undertaken by internal expert
consultants and organizations. During the year some important assessments were carried out, the
details of the same are provided in the Foundations annual report (www.ambujacementfoundation.
org).
4. What is your companys direct contribution to community development projects- Amount in INR and
the details of the projects undertaken?
Ambuja Cements Ltd (ACL) has spent Rupees 59.37 Crores on CSR in 2016. The Company has been
mainly focusing on development of communities around its manufacturing sites through ACF. ACFs
work in community development is in line with its mission statement Energise, involve and enable
communities to realize their potential. The Foundation has a footprint of about 18 lakh people
across 21 locations in 11 states of India. The thematic areas include water resource management,
livelihood promotion, social development and infrastructure development.
Water resource management program focuses on water conservation, promotion of safe drinking
water and judicial use of water through promotion of micro irrigation. Local issues such as water
scarcity in desert, salinity in coastal region, overexploitation of groundwater are addressed through
strategic efforts.
Agro based livelihood promotion efforts include Krishi Vigyan Kendra (KVK), promotion of Systematic
Rice Intensication (SRI), organic farming, agro-forestry and horticulture promotion. One of the
signicant programs is Better Cotton Initiative (BCI) expanding its reach to about 50000 farmers. 17
Skill and Entrepreneurship Development Institutes (SEDIs) have trained over 30000 youth.
Community health and sanitation program promotes healthy and productive neighborhood
communities. Multispecialty hospital at Kodinar is the only specialty hospital in the region.
Under sanitation program household sanitation and sanitation in community school is promoted.
Construction of toilets by mobilizing communities and resources from other sources is undertaken.
Education program in communities ensures quality education for children in government run schools.
Ambuja Manovikas Kendra, Ropar, Punjab caters to children with disabilities. Further, the company
promotes education in the ve integrated plants through Ambuja Vidya Niketan Trust (AVNT). All
ve AVNTs are afliated with CBSE and provide quality education to children of Ambuja employees
as well as from the community.
Women empowerment program promotes economic and social development through income
generation and Self Help Groups (SHGs). Federation of women actively engage in addressing local
issues. Infrastructure development engages local communities in developing and maintaining
community assets.
As a result of this robust and impactful approach, substantial funding is received from the government
and other funders. With external funding ACF has been able to extend outreach of some of its
programs and the same has positively inuenced their livelihood options.
5. Have you taken steps to ensure that this community development initiative is successfully adopted
by the community? Please explain in 50 words, or so.
Our community development initiatives are undertaken directly through our own Foundation. The
philosophy and approach has been to involve the local people throughout i.e. during needs assessment
and prioritisation, project planning, implementation and for monitoring. The focus has been on
building capacities within the communities and creating local institutions which ensure ownership
among the communities for the projects and sustains the development efforts. The approach has
resulted in enabling and empowering local communities.
Peoples institutions include Womens Federations, Farmer Producer Companies, Water User
Associations, Village Development Committees, strengthening Village Health Sanitation Committees,
School Management Committees and sustain projects.

PRINCIPLE 9
Businesses should engage with and provide value to their customers and consumers in a responsible
manner.
1. What percentage of customer complaints/consumer cases are pending as on the end of nancial
year.
We have a formal system of receiving Customer complaints through Toll free number. In 2016 we
received 401 Customer queries/complaints through toll free number, all of them have been resolved.
As regards consumer cases, 17 consumer cases were pending before different Forums/Commissions/
Courts at the beginning of the year. During the year 4 consumer cases were led and 5 cases were
disposed off leaving a balance of 16 pending cases as on end of the year.
2. Does the company display product information on the product label, over and above what is
mandated as per local laws? Yes/No/N.A. /Remarks (additional information)
The product quality is governed by the Bureau of Indian Standards (BIS). As per the BIS mandate, the
product information is displayed on the bag. No other label is displayed over and above than the
mandated. The test report of cement supplied is available & produced on demand to the customers.
We print sustainable product labelling like Pro- Sustain for which our Darlaghat plant is already
certied.
3. Is there any case led by any stakeholder against the company regarding unfair trade practices,
irresponsible advertising and/or anti-competitive behaviour during the last ve years and pending
as on end of nancial year. If so, provide details thereof, in about 50 words or so.
The details of the complaints led are as under:-
Sr. Particulars Remarks / Status
No.
1. The Competition Commission of India The Company has led appeal against the Order
passed an Order dated 31st August, 2016,of Competition Commission of India before the
imposing penalty on certain cement Competition Appellate Tribunal. The Tribunal, vide
manufacturers including the Company, Order dated 21st November, 2016 has stayed the
concerning alleged contravention of operation of the Commissions Order, subject to
the provisions of the Competition Act, deposit of 10% penalty in the form of Fixed Deposit
2002. of six months duration. However, it was also ordered
The penalty imposed on the Company is that if the Appeal is dismissed, then the balance
amount of penalty shall have to be deposited with
` 1163.91 Crore.
interest @ 12% per annum from the date of CCIs
Order i.e. 31st August 2016.
The Tribunals Order dated 21st November, 2016 has
been complied with and the Appeal is now pending
for nal hearing.
2. State of Haryana has led a complaint CCI vide Order dated 19th January 2017 has held
alleging cartelization in the tender cement companies including Ambuja Cements Ltd.
for supply of cement by some cement guilty of violating provisions of the Competition
companies including Ambuja Cements Act and imposed penalty to the tune of 0.3% of
Ltd. the average turnover of last three nancial years.
Accordingly, the penalty on Ambuja works out to
` 29.84 Crores. The company will appeal against CCIs
Order before the Competition Appellate Tribunal
within the stipulated time period.
4. Did your company carry out any consumer survey/ consumer satisfaction trends?
Yes. To ne tune its marketing offering and product the company carries out periodic customer
satisfaction and consumer perceptions surveys. The surveys are carried out as per the global standards
like Nielsens Brand Equity Index (BEI), Net Promoter Score (NPS) & other research agencies on
periodical basis. The feedback of various programs for customer / Inuencer education is also taken.
Last BEI survey was conducted towards the end 2014.
The Company also carried out Net Promoter Score (NPS) survey during the year to elicit customer
perception to ne tune the offerings.

Independent Auditors Report
To the members of Ambuja Cements Limited
Report on the Standalone Financial Statements
We have audited the accompanying standalone nancial statements of Ambuja Cements Limited (the Company),
which comprise the Balance Sheet as at December 31, 2016, the Statement of Prot and Loss and Cash Flow Statement
for the year then ended, and a summary of signicant accounting policies and other explanatory information.
Managements Responsibility for the Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013
(the Act) with respect to the preparation of these standalone nancial statements that give a true and fair view of
the nancial position, nancial performance and cash ows of the Company in accordance with accounting principles
generally accepted in India, including the Accounting Standards specied under Section 133 of the Act, read with Rule 7
of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records
in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal
nancial control that were operating effectively for ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the nancial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these standalone nancial statements based on our audit. We have taken
into account the provisions of the Act, the accounting and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in
accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India, as specied under
Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance about whether the standalone nancial statements are free from material
misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the nancial
statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material
misstatement of the nancial statements, whether due to fraud or error. In making those risk assessments, the auditor
considers internal nancial control relevant to the Companys preparation of the nancial statements that give a true
and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by
the Companys Directors, as well as evaluating the overall presentation of the nancial statements. We believe that the
audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit opinion on the standalone
nancial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the standalone nancial
statements give the information required by the Act in the manner so required and give a true and fair view in conformity
with the accounting principles generally accepted in India, of the state of affairs of the Company as at December 31,
2016, its prot and its cash ows for the year ended on that date.
Emphasis of Matter
We draw attention to Note 27(I)(vi) to the nancial statements which describes the following matters:
a. In terms of order dated August 31, 2016, the Competition Commission of India (CCI) has imposed penalty of
` 1,163.91 crore for alleged contravention of the Competition Act, 2002 by the Company. The Company has led an
appeal against CCI order before the Competition Appellate Tribunal (COMPAT). The COMPAT has granted a stay on
the CCI order on the condition that the Company deposits 10% of the penalty amounting to ` 116.39 crore which
has been deposited.
b. In terms of order dated January 19, 2017, the CCI has imposed penalty of ` 29.84 crore pursuant to the reference
led by the Director, Supplies and Disposals, State of Haryana for alleged contravention of the provisions of the
Competition Act, 2002 in August 2012 by the Company.
Based on the advice of external legal counsels, no provision has been considered necessary by the Company in respect of
these matters. Our opinion is not qualied in respect of these matters.

Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors report) Order, 2016 (the Order) issued by the Central Government of
India in terms of sub-section (11) of Section 143 of the Act, we give in the Annexure 1 a statement on the matters
specied in paragraphs 3 and 4 of the Order.
2. As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purpose of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books;
(c) The Balance Sheet, Statement of Prot and Loss, and Cash Flow Statement dealt with by this Report are in
agreement with the books of account;
(d) In our opinion, the aforesaid standalone nancial statements comply with the Accounting Standards specied
under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;
(e) On the basis of written representations received from the directors as on December 31, 2016, and taken on
record by the Board of Directors, none of the directors is disqualied as on December 31, 2016, from being
appointed as a director in terms of Section 164 (2) of the Act;
(f) With respect to the adequacy of the internal nancial controls over nancial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report dated February 20, 2017 in
Annexure 2 to this report;
(g) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according
to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its nancial position in its standalone
nancial statements Refer note 27 and 28 to the standalone nancial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were
any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education
and Protection Fund by the Company.

ICAI Firm Registration Number: 324982E/E300003
per Ravi Bansal

Partner
Membership Number: 49365

Date: 20 February 2017

Annexure 1 referred to in paragraph 1 under the heading Report on other legal and regulatory requirements of our
report of even date
Re: Ambuja Cements Limited (the Company)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and
situation of xed assets.
(b) The Company has a programme for physical verication on a rotational basis, which, in our opinion, is
reasonable having regards to the size of the Company and the nature of its assets. Accordingly, certain xed
assets have been physically veried by the management during the year and no material discrepancies were
noticed on such verication.
(c) According to the information and explanations given by the management, the title deeds of immovable
properties included in xed assets are held in the name of the Company except for the cases below:-
Sr. Asset Category Gross Block Net Block at Total Remarks

No. at December December number of
31, 2016 31, 2016 cases
1 Freehold Land 2.57 2.49 102 Title deeds are in the name of
the wholly owned subsidiary and
entities taken over / merged with the
Company
(ii) The inventory has been physically veried by the management during the year. In our opinion, the frequency of
verication is reasonable. No material discrepancies were noticed on such physical verication.
(iii) According to the information and explanations given to us, the Company has not granted any loans, secured or
unsecured to companies, rms, Limited Liability Partnerships or other parties covered in the register maintained
under Section 189 of the Companies Act, 2013. Accordingly, the provisions of clause 3(iii)(a), (b) and (c) of the Order
are not applicable to the Company and hence not commented upon.
(iv) In our opinion and according to the information and explanations given to us, the Company has not advanced
loans to directors/ to a company in which the Director is interested, to which the provisions of Section 185 of the
Companies Act, 2013 apply and hence not commented upon. Further provisions of Section 186 of the Companies
Act, 2013 in respect of loans and advances given, investments made and guarantees given have been complied with
by the company.
(v) The Company has not accepted any deposits from the public.
(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the
Central Government for the maintenance of cost records under Section 148(1) of the Companies Act, 2013, related
to the manufacture of cement and are of the opinion that prima facie, the specied accounts and records have
been made and maintained. We have not, however, made a detailed examination of the same.
(vii) (a) The Company has been generally regular in depositing with appropriate authorities undisputed statutory
dues including provident fund, employees state insurance, income-tax, sales-tax, service tax,custom duty,
excise duty, value added tax, cess and other material statutory dues applicable to it.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of
provident fund, employees state insurance, income-tax, service tax, sales-tax, duty of custom, duty of excise,
value added tax, cess and other statutory dues were outstanding, at the year end, for a period of more than
six months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of income-tax, sales-tax, service tax, duty of
custom, duty of excise and value added tax on account of any dispute, are as follows:
` in crore
Forum where dispute is pending
Name of the Nature of dues Period to which Commissio- Appellate High Supreme Total
Statute the amount narate authorities Courts Court
relates and Tribunal
Central Sales Tax Demand of Sales 1988-2016 26.05 7.67 90.83 107.75 232.30
Act, 1956 and Tax/ Additional
various State Purchase Tax
Sales Tax Acts
Customs Act, Demand of Customs 2000-2013 1.66 39.37 - - 41.03
1962 duty, Interest and
Penalty

` in crore
Forum where dispute is pending
Name of the Nature of dues Period to which Commissio- Appellate High Supreme Total
Statute the amount narate authorities Courts Court
relates and Tribunal
Central Excise Demand of excise 1993-2010 5.84 19.15 1.62 2.16 28.77
Act, 1944 duty, Denial of
Cenvat Credit,
Interest and Penalty
Finance Act, 1994 Denial of Service 2005-2011 1.22 25.43 0.01 - 26.66
Tax Credit and
Penalty
Income Tax Act, Income tax and AY 2008-09 to 307.18 0.11 - - 307.29
1961 interest AY 2012-13
Total 341.95 91.73 92.46 109.91 636.05
Amounts given above are net of amounts deposited
(viii) In our opinion and according to the information and explanations given by the management, the Company has not
defaulted in repayment of loans or borrowing to government. The Company did not have any outstanding loans
or borrowing in respect of a nancial institution or bank or dues to debenture holders during the year.
(ix) According to the information and explanations given by the management, the Company has not raised any money
way of initial public offer / further public offer / debt instruments and term loans hence, reporting under clause (ix)
is not applicable to the Company and hence not commented upon.
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the nancial
statements and according to the information and explanations given by the management, we report that no fraud
by the Company or no material fraud on the Company by the ofcers and employees of the Company has been
noticed or reported during the year.
(xi) According to the information and explanations given by the management, the managerial remuneration has been
paid / provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with
Schedule V to the Companies Act, 2013.
(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the order are not
applicable to the Company and hence not commented upon.
(xiii) According to the information and explanations given by the management, transactions with the related parties
are in compliance with Section 177 and 188 of Companies Act, 2013 where applicable and the details have been
disclosed in the notes to the standalone nancial statements, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet,
the Company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures during the year under review and hence, reporting requirements under clause 3(xiv) are not applicable
to the Company and, not commented upon.
(xv) According to the information and explanations given by the management, the Company has not entered into any
non-cash transactions with directors or persons connected with him as referred to in Section 192 of Companies Act,
2013.
(xvi) According to the information and explanations given to us, the provisions of Section 45-IA of the Reserve Bank of
India Act, 1934 are not applicable to the Company.

per Ravi Bansal

Partner
Place of signature: Mumbai


Annexure 2 to the Independent Auditors Report of even date on the Standalone Financial Statements of Ambuja
Cements Limited
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013
(the Act)
To the Members of Ambuja Cements Limited
We have audited the internal nancial controls over nancial reporting of Ambuja Cements Limited (the Company) as
of December 31, 2016 in conjunction with our audit of the standalone nancial statements of the Company for the year
ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys Management is responsible for establishing and maintaining internal nancial controls based on the
internal control over nancial reporting criteria established by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the
Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance
of adequate internal nancial controls that were operating effectively for ensuring the orderly and efcient conduct of
its business, including adherence to the Companys policies, the safeguarding of its assets, the prevention and detection
of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable
nancial information, as required under the Companies Act, 2013.
Our responsibility is to express an opinion on the Company's internal nancial controls over nancial reporting based
on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the Guidance Note) and the Standards on Auditing as specied under Section 143(10) of the
Companies Act, 2013, to the extent applicable to an audit of internal nancial controls and, both issued by the Institute of
Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about whether adequate internal nancial controls over
nancial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal nancial controls
system over nancial reporting and their operating effectiveness. Our audit of internal nancial controls over nancial
reporting included obtaining an understanding of internal nancial controls over nancial reporting, assessing the risk
that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control
based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the
risks of material misstatement of the nancial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit
opinion on the internal nancial controls system over nancial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company's internal nancial control over nancial reporting is a process designed to provide reasonable assurance
regarding the reliability of nancial reporting and the preparation of nancial statements for external purposes in
accordance with generally accepted accounting principles. A company's internal nancial control over nancial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of nancial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance
with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a
material effect on the nancial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal nancial controls over nancial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the internal nancial controls over nancial reporting to future
periods are subject to the risk that the internal nancial control over nancial reporting may become inadequate because
of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal nancial controls system over nancial
reporting and such internal nancial controls over nancial reporting were operating effectively as at December 31,
2016, based on the internal control over nancial reporting criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting issued by the Institute of Chartered Accountants of India.
per Ravi Bansal
Partner
Date: February 20, 2017
Balance Sheet
As at 31st December, 2016
As at As at
31.12.2016 31.12.2015
Note ` in crore ` in crore ` in crore
EQUITY AND LIABILITIES
Shareholders funds
Share capital ........................................................................................ 3 397.13 310.38
Reserves and surplus ........................................................................... 4 18,676.43 9,996.49
19,073.56 10,306.87
Non-current liabilities
Long-term borrowings ........................................................................ 5 23.58 22.68
Deferred tax liabilities (net) ............................................................... 6 492.89 564.90
Other long-term liabilities .................................................................. 7 7.95 5.99
Long-term provisions .......................................................................... 8 45.28 35.40
569.70 628.97
Current liabilities
Trade payables
Micro enterprises and small enterprises ....................................... 38 0.78 0.52
Others ............................................................................................. 896.20 679.30
Other current liabilities....................................................................... 9 1,464.26 1,461.93
Short-term provisions.......................................................................... 8 1,249.73 1,084.34
3,610.97 3,226.09
TOTAL.............................................................................................. 23,254.23 14,161.93
ASSETS
Non-current assets
Fixed assets
Tangible assets................................................................................ 10 5,978.36 6,091.72
Intangible assets ............................................................................. 10 0.29 0.31
Capital work-in-progress ............................................................... 46 320.02 414.12
6,298.67 6,506.15
Non-current investments .................................................................... 11 11,844.70 106.90
Long-term loans and advances........................................................... 12 682.64 720.71
Other non-current assets .................................................................... 13.2 319.27 279.57
12,846.61 1,107.18
Current assets
Current investments ............................................................................ 14 1,065.02 2,119.23
Inventories ........................................................................................... 15 937.54 895.45
Trade receivables ................................................................................. 13.1 300.08 286.36
Cash and bank balances...................................................................... 16 1,412.87 2,848.39
Short-term loans and advances .......................................................... 12 358.92 336.26
Other current assets ............................................................................ 13.2 34.52 62.91
4,108.95 6,548.60
TOTAL.............................................................................................. 23,254.23 14,161.93
Signicant accounting policies .................................................................... 2
The accompanying notes are integral part of the nancial statements.
As per our attached report of even date For and on behalf of the Board
For S R B C & CO LLP Suresh Joshi N.S. Sekhsaria Rajendra P. Chitale
Chartered Accountants Chief Financial Ofcer Chairman & Principal Founder Chairman - Audit Committee
ICAI Firm Registration No. 324982E/E300003 Rajiv Gandhi Martin Kriegner B.L. Taparia
Company Secretary Director Director
per Ravi Bansal Omkar Goswami Christof Hassig
Partner Director Director
Membership No. 49365 Shailesh Haribhakti Haigreve Khaitan
Director Director
Ajay Kapur
Mumbai, 20th February, 2017 Managing Director & Chief Executive Ofcer

Statement of Prot and Loss
For the year ended 31st December, 2016
2016 2015
Revenue
Sale of products (gross)............................................................................ 10,430.73 10,670.86
Less : Excise duty....................................................................................... 1,270.33 1,302.56
Sale of products (net)............................................................................... 9,160.40 9,368.30
Other operating revenues ....................................................................... 17 107.42 93.10
Revenue from operations (net) ............................................................... 9,267.82 9,461.40
Other income............................................................................................ 18 576.23 358.19
Total revenue....................................................................................... 9,844.05 9,819.59
Expenses
Cost of raw materials consumed ............................................................. 19 776.68 797.11
Purchase of Stock-in-Trade ...................................................................... - 4.20
Changes in inventories of nished goods, work-in-progress and stock-
in-trade ..................................................................................................... 20 (30.19) 25.39
Employee benets expense ..................................................................... 21 593.72 589.52
Power and fuel ........................................................................................ 1,831.96 2,052.94
Freight and forwarding expenses ........................................................... 22 2,472.84 2,509.68
Finance costs ............................................................................................. 23 71.48 91.79
Depreciation and amortisation expense................................................. 24 850.13 625.66
Other expenses ......................................................................................... 25 1,941.84 1,955.18
8,508.46 8,651.47
Less : Self consumption of cement (net of excise duty) ......................... 1.72 4.09
Total expenses ................................................................................. 8,506.74 8,647.38
Prot before tax ....................................................................................... 1,337.31 1,172.21
Tax expense :
For the current year
Current tax....................................................................................... 424.75 334.00
Deferred tax .................................................................................... (68.01) (24.93)
356.74 309.07
Relating to earlier years
Current tax....................................................................................... 43 (b) 14.48 (0.11)
Deferred tax .................................................................................... (4.00) 55.69
10.48 55.58
367.22 364.65
Prot for the year .................................................................................... 970.09 807.56
2016 2015
` `
Earnings per equity share of ` 2 each 26
Basic ..................................................................................................... 4.89 5.21
Diluted ................................................................................................. 4.88 5.21
Signicant accounting policies ..................................................................... 2
Director Director
Ajay Kapur

Cash Flow Statement
2016 2015
` in crore ` in crore ` in crore
Cash ows from operating activities
Prot before tax ..................................................................................................... 1,337.31 1,172.21
Adjustment for :
Depreciation and amortisation expense.......................................................... 850.13 625.66
Loss on assets sold, discarded and written off (net) ....................................... 5.93 25.85
Dividend income on equity shares ................................................................... (159.72) -
Dividend income from joint venture company ............................................... (1.24) -
Prot on sale of current investments............................................................... (203.19) (148.20)
Finance costs ...................................................................................................... 71.48 91.79
Interest income.................................................................................................. (177.92) (198.95)
Interest on income tax written back (Refer note 43 (a)) ................................ (21.04) -
Provision for slow and non moving spares ...................................................... 4.36 5.23
Discounting income on pre-payment of sales tax loan .................................. (8.42) (6.90)
Unrealised exchange (gain) / loss, net ............................................................. 0.12 0.24
Provisions no longer required written back .................................................... (7.14) (19.28)
Inventories written off...................................................................................... 4.73 6.56
Bad debts, sundry debit balances and claims written off ............................... 0.58 0.76
Provision for doubtful debts and advances (net) ............................................ - 2.35
Other non cash items ........................................................................................ 2.36 14.89
361.02 400.00
Operating prot before working capital changes............................................... 1,698.33 1,572.21
Adjustment for :
Decrease / (Increase) in trade receivables, loans & advances and other assets ... (39.80) (91.82)
Decrease / (Increase) in inventories .................................................................. (51.19) (18.83)
Increase / (Decrease) in trade payables, other liabilities and provisions ....... 126.76 133.44
35.77 22.79
Cash generated from operations .......................................................................... 1,734.10 1,595.00
Direct taxes paid (net of refunds) ......................................................................... (318.71) (42.19)
Net cash ow from operating activities (A) ......................................................... 1,415.39 1,552.81
Cash ows from investing activities
Purchase of xed assets, including capital work in progress and capital
advances ............................................................................................................ (391.05) (621.38)
Proceeds from sale of xed assets.................................................................... 7.89 4.52
Acquisition of equity shares in HIPL (Refer note 47) ...................................... (3,500.27) -
Acquisition of equity shares in subsidiary ....................................................... (13.67) -
Investment in joint venture .............................................................................. - (2.50)
Inter corporate deposits and loans given to subsidiaries and joint ventures (0.25) (0.80)
Proceeds from sale / maturity of current investments (net) ........................... 203.19 148.20
Unclaimed sale proceeds of the odd lot shares of erstwhile Ambuja Cement
Eastern Limited (ACEL) and Ambuja Cements Rajasthan Limited (ACRL) ..... (0.01) (0.01)
Investments in bank deposits (having original maturity of more than three
months) .............................................................................................................. (146.26) (5.63)
Redemption / maturity of bank deposits (having original maturity of more
than three months) ........................................................................................... 0.03 131.11
Dividend income on equity shares ................................................................... 159.72 -
Dividend income from joint venture company ............................................... 1.24 -
Interest received ................................................................................................ 185.29 202.27
Interest received on Income tax ....................................................................... 91.55 61.30
Net cash ow used in investing activities (B) ........................................................... (3,402.60) (82.92)
Carried forward ....................................... (1,987.21) 1,469.89

Cash Flow Statement (Contd.)
2016 2015
Brought forward ..................................... (1,987.21) 1,469.89
Cash ows from nancing activities
Proceeds from issuance of equity share capital (including securities premium) - 25.60
Stamp duty paid on HIPL merger, adjusted in Equity ..................................... (11.07) -
Proceeds from long-term borrowings.............................................................. 14.13 3.59
Repayment of long-term borrowings .............................................................. (10.06) -
Discounting income on sales tax loan.............................................................. 8.42 6.90
Interest paid ...................................................................................................... (35.92) (38.93)
Dividend paid on equity shares ........................................................................ (551.11) (744.35)
Tax on equity dividend paid ............................................................................. (96.65) (149.70)
Net cash ow used in nancing activities (C) ........................................................... (682.26) (896.89)
Net increase in cash and cash equivalents (A + B + C) ............................................. (2,669.47) 573.00
Cash and cash equivalents at the end of the year .................................................... 2,419.87 5,031.71
Cash and cash equivalents acquired pursuant to amalgamation (Refer note 47) .. 57.64 -
Cash and cash equivalents at the beginning of the year ......................................... 5,031.70 4,458.71
(2,669.47) 573.00
Components of cash and cash equivalents
Cash on hand .......................................................................................................... 0.03 0.22
With banks
In current account ............................................................................................. 207.23 155.01
In deposit account ............................................................................................. 1,022.85 2,633.00
Fixed deposit held as security ........................................................................... 158.02 35.91
Earmarked for specic purposes (Refer note 2 below)................................... 24.74 24.25
Cash and bank balance as per note 16 ................................................................. 1,412.87 2,848.39
Less : Fixed deposits not considered as cash and cash equivalents ............... 158.02 35.91
Add : Fixed Deposits with Housing Development Finance Corporation
Limited..................................................................................................... 100.00 100.00
Add : Investment in mutual funds ................................................................... 1,065.02 2,119.23
Cash and cash equivalents at the year end .............................................................. 2,419.87 5,031.71
Notes :
1) Direct taxes paid are treated as arising from operating activities and are not bifurcated between investing and
nancing activities.
2) These balances are not available for use by the Company as they represent corresponding unpaid dividend liabilities
and unclaimed sale proceeds of the odd lot shares belonging to the shareholders of erstwhile ACEL and ACRL.
Signicant accounting policies - note 2
Director Director
Ajay Kapur

Notes to Financial Statements
1. Basis of Preparation of Financial Statements :
i. The nancial statements have been prepared to comply in all material respects with the Accounting Standards
notied under Section 133 of the Companies Act, 2013, read together with Rule 7 of the Companies (Accounts)
Rules, 2014.
ii. Financial statements are based on historical cost and are prepared on accrual basis.
iii. Accounting policies have been consistently applied by the Company and are consistent with those used in the
previous year.
iv. The preparation of nancial statements in conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent liabilities as at the date of nancial statements and the results of operations
during the reporting period. Although these estimates are based upon managements best knowledge of
current events and actions, actual result could differ from these estimates.
2. Signicant Accounting Policies :
a. Fixed Assets :
i. Fixed Assets are stated at their original cost of acquisition / instalation (net of Cenvat and VAT credit
wherever applicable), net of accumulated depreciation, amortisation and impairment losses, except
freehold non mining land which is carried at cost less impairment losses. Subsequent expenditures
related to an item of xed assets are added to its gross book value only if it increases the future benets
from the existing asset beyond its previously assessed standard of performance.
ii. Machinery spares which can be used only in connection with a particular item of xed asset and the use
of which is irregular, are capitalised at cost net of Cenvat and VAT credit, wherever applicable.
iii. Fixed assets not ready for the intended use on the date of balance sheet are disclosed as Capital
work-in-progress. Advances given towards acquisition/construction of xed assets outstanding at
each Balance sheet date are disclosed as Capital advances under Long-term loans and advances.
Expenditure during construction period (including nancing cost relating to borrowed funds for
construction or acquisition of qualifying xed assets) incurred on projects under implementation are
treated as Pre-operative expenses, pending allocation to the assets, and are included under Capital
work-in-progress. These expenses are apportioned to xed assets on commencement of commercial
production.
iv. Fixed Assets retired from active use and held for disposal are stated at the lower of their net book value
and net realisable value and are disclosed separately under other current assets.
v. Losses arising from the retirement of, and gains and losses arising from disposal of xed assets which
are carried at cost are recognised in the Statement of Prot and Loss.
b. Depreciation and amortisation :
i. Tangible Assets :
a. Leasehold land including premium is amortised over the period of lease on a straight line basis.
Cost of mineral reserve embedded in the cost of freehold mining land is depreciated in proportion
of actual quantity of minerals extracted to the estimated quantity of extractable mineral reserves.
b. Depreciation is provided as per the useful life prescribed in Schedule II of the Companies Act,
2013, for Captive Power Plant related assets (consisting of Buildings and Plant & Machinery) based
on Written Down Value Method and for other assets based on Straight Line Method. The
Company identies and determines cost of each component/ part of the asset separately, if the
component/ part has a cost which is signicant to the total cost of the asset and has useful life
that is materially different from that of the remaining asset. Estimated useful lives of assets are
determined based on technical parameters/ assessment.
I. Depreciation on additions to xed assets is provided on a pro-rata basis from the date of
acquisition or installation, and in the case of a new project, from the date of commencement
of commercial production.
II. Depreciation on assets sold, discarded, demolished or scrapped, is provided upto the date on
which the said asset is sold, discarded, demolished or scrapped.

Notes to Financial Statements (Contd.)
III. In respect of an asset for which impairment loss is recognised, depreciation is provided on
the revised carrying amount of the assets over its remaining useful life.
c. Machinery spares, which are capitalised, are depreciated over the useful life of the related xed
asset. The written down value of such spares is charged to the Statement of Prot and Loss, on
issue for consumption.
d. Fixed assets, constructed by the Company, but ownership of which vests with the Government /
Local Authorities :
I. Expenditure on Power lines is depreciated over the period as permitted in the Electricity
Supply Act, 1948 / 2003, as applicable.
II. Expenditure on Marine structures is depreciated over the period of the agreement.
ii. Intangible Assets :
a. Expenditure to acquire Water drawing rights from Government / Local Authorities / other parties
is amortised on straight line method over the period of rights to use the facilities ranging from
ten to thirty years.
b. Expenditure on Computer software is amortised on straight line method over the period of
expected benet not exceeding ve years.
c. Other intangible assets are amortised over their estimated useful economic life.
d. Gains or losses from derecognition of intangible assets are measured as the difference between the
net disposal proceeds and the carrying amount of the asset and are recognised in the Statement
of Prot and Loss when the asset is derecognised.
e. Goodwill arising on amalgamation as referred to in note 47 is amortised on straight line method
over a period of three years.
c. Impairment of Assets :
The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment
based on internal / external factors. An impairment loss is recognised in the Statement of Prot and Loss
wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is greater
of the assets net selling price and value in use. In assessing value in use, the estimated future cash ows are
discounted to their present value using a pre-tax discount rate that reects current market assessments of
the time value of money and risks specic to the asset. A previously recognised impairment loss is increased
or reversed depending on the changes in circumstances. However, the carrying value after reversal is not
increased beyond the carrying value that would have prevailed by charging usual depreciation / amortisation
if there was no impairment.
d. Investments :
i. Investments that are intended to be held for more than a year, from the date of acquisition, are
classied as long-term investments and are carried at cost. However, provision for diminution in value
of investments is made to recognise a decline, other than temporary, in the value of the investments.
Investments other than long-term investments being current investments are valued at cost or fair value
whichever is lower, determined on an individual basis.
ii. On disposal of an investment, the difference between the carrying amount and the net disposal
proceeds is recognised in the Statement of Prot and Loss.
iii. Investments, which are readily realisable and intended to be held for not more than one year from
balance sheet date, are classied as current investments. All other investments are classied as non-
current investments. However, that part of long term investments which are expected to be realized
within twelve months from the Balance Sheet date is presented under Current Investments in
consonance with the current / non-current classication under Schedule III of the Companies Act, 2013.
e. Inventories :
Inventories are valued as follows:
i. Raw materials, stores & spare, fuel and packing material :
Lower of cost less provision for slow and non-moving inventory, if any, and net realisable value. However,
materials and other items held for use in the production of inventories are not written down below cost

if the nished products in which they will be incorporated are expected to be sold at or above cost. Cost
is determined on a moving weighted average basis.
ii. Work-in-progress, nished goods, stock in trade and trial run inventories :
Lower of cost and net realisable value. Cost includes direct materials and labour and a proportion of
manufacturing overheads based on normal operating capacity. Cost of nished goods includes excise
duty. Cost of stock-in-trade includes cost of purchase and other cost incurred in bringing the inventories
to the present location and condition. Cost is determined on a monthly moving weighted average basis.
Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs
of completion and estimated costs necessary to make the sale.
f. Provisions and Contingent Liabilities :
i. A provision is recognised for a present obligation as a result of past events if it is probable that an
outow of resources will be required to settle the obligation and in respect of which a reliable estimate
can be made. Provisions (excluding retirement benets) are not discounted to its present value and are
determined based on best estimate of the amount required to settle the obligation at the Balance Sheet
date. These estimates are reviewed at each Balance sheet date and adjusted to reect the current best
estimate.
ii. A contingent liability is a possible obligation that arises from the past events whose existence will be
conrmed by the occurrence or non-occurrence of one or more uncertain future events beyond the
control of the Company or a present obligation that is not recognised because it is not probable that
an outow of resources will be required to settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot be recognised because it cannot be measured
reliably. The Company does not recognise a contingent liability but discloses its existence in the nancial
statements.
g. Foreign Currency Conversion :
Foreign currency transactions are recorded at the rates of exchange prevailing on the date of transaction.
Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried
in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date
of the transaction.
Exchange differences arising on the settlement of monetary items or on reporting Companys monetary items
at rates different from those at which they were initially recorded during the year, or reported in previous
nancial statements, are recognised as income or expenses in the year in which they arise.
Investment in equity capital of Companies registered outside India are carried in the Balance Sheet at the
rates at which transactions have been executed.
h. Revenue Recognition :
Revenue is recognised to the extent it is probable that the economic benets will ow to the Company and
the revenue can be reliably measured
i. Revenue is recognised when the signicant risks and rewards of ownership of the goods have passed to
the buyer. Accordingly, domestic sales are accounted on dispatch of products to customers and export
sales are accounted on the basis of date of Bill of Lading. Sales are disclosed net of sales tax / value
added tax, discounts and sales returns, as applicable. Sales exclude self-consumption of cement. Excise
duties deducted from sale of products (gross) are the amounts that are included in the amount of sale
of products (gross) and not the entire amount of liability that arose during the year.
ii. Interest income is recognised on a time proportion basis taking into account the amount outstanding
and the rate applicable. Dividend income is recognised when right to receive is established by the
Balance Sheet date.
i. Mines Reclamation Expenses :
The Company provides for the expenses to reclaim the quarries used for mining. The total estimate of
reclamation expenses is apportioned over the estimate of mineral reserves and a provision is made based on
the minerals extracted during the year.

Mines reclamation expenses are incurred on an ongoing basis and until the closure of the mine. The actual
expenses may vary based on the nature of reclamation and the estimate of reclamation expenditure. The
total estimate of restoration provision is reviewed periodically, on the basis of technical estimates.
j. Retirement and Other Employee Benets :
i. Dened Contribution Plan :
Employee benets in the form of contribution to Superannuation Fund, Provident Fund managed
by Government Authorities, Employees State Insurance Corporation and Labour Welfare Fund are
considered as dened contribution plan and the same is charged to the Statement of Prot and Loss for
the year in which the employee renders the related services.
ii. Dened Benet Plan :
Retirement benets in the form of gratuity, post-retirement medical benet and death & disability
benet are considered as dened benet obligations and are provided for on the basis of an actuarial
valuation, using the projected unit credit method, as at the date of the balance sheet. Actuarial gains /
losses, if any, are recognised in the Statement of Prot and Loss in the year in which they arise.
Employee Benet, in the form of contribution to Provident Fund managed by a Trust set up by the
Company is charged to Statement of Prot and Loss for the year in which the employee renders the
related service. The decit, if any, in the accumulated corpus of the trust is recognised in the Statement
of Prot and Loss based on actuarial valuation.
iii. Short term employee benets :
I. Short term employee benets are recognised as an expense at the undiscounted amount in the
Statement of Prot and Loss of the Year in which the related service is rendered.
II. Accumulated compensated absences, which are expected to be availed or encashed within 12
months from the end of the year are treated as short term employee benets. The Company
measures the expected cost of such absences as the additional amount that it expects to pay as a
result of the unused entitlement that has accumulated at the reporting date.
iv. Other long-term benets :
Compensated absences are provided for on the basis of an actuarial valuation, using the projected
unit credit method, as at the date of the balance sheet. Actuarial gains / losses, if any, are immediately
recognised in the Statement of Prot and Loss.
v. Termination benets :
Expenses incurred towards voluntary retirement scheme are charged to Statement of Prot and Loss as
and when they accrue.
vi. Presentation and disclosure :
For the purpose of presentation of Dened benet plans and other long term benets, the allocation
between the short term and long term provisions has been made as determined by an actuary. The
Company presents the entire compensated absences as short term provisions, since employee has an
unconditional right to avail the leave at any time during the year.
k. Employee Stock Compensation Cost :
The Company measures compensation cost relating to employee stock option using the fair value method.
Discount on Equity Shares as compensation expenses under the Employee Stock Option Scheme, is amortised
in accordance with Employee Stock Option Scheme and Employee Stock Purchase Scheme Guidelines, 1999
issued by the Securities and Exchange Board of India and the Guidance Note on Accounting for Employee
Share-based payments, issued by the Institute of Chartered Accountants of India.
l. Borrowing Costs and Share Issue Expenses :
i. Borrowing cost attributable to acquisition and construction of assets that necessarily takes substantial
period of time are capitalised as part of the cost of such assets up to the date when such assets are ready
for intended use.
ii. Expenses on issue of Shares, Debentures and Bonds as well as Premium on Redemption of Debentures
are adjusted to Securities Premium Account in accordance with the Companies Act, 2013.

iii. Borrowing cost such as discount or premium and ancillary costs in connection with arrangement of
borrowings are amortised over the period of borrowings.
iv. Other borrowing costs are charged as expense in the year in which these are incurred.
m. Taxation :
Tax expense comprises of current income and deferred income tax and includes any adjustments related
to past periods in current and / or deferred tax adjustments that may become necessary due to certain
developments or reviews during the relevant period. Current income tax is measured at the amount expected
to be paid to the tax authorities in accordance with the Income Tax Act, 1961.
Deferred income taxes reect the impact of current years timing differences between taxable income and
accounting income for the year and reversal of timing differences of earlier years.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the
Balance Sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty
that sufcient future taxable income will be available against which such deferred tax assets can be realised.
The carrying amount of deferred tax assets are reviewed at each Balance Sheet date. The Company writes-
down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain that
sufcient future taxable income will be available against which deferred tax asset can be realised. Any such
write down is reversed to the extent that it becomes reasonably certain that sufcient future taxable income
will be available.
Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the
recognised amounts and there is an intention to settle the asset and the liability on a net basis.
Minimum alternate tax (MAT) paid in a year is charged to Statement of Prot and Loss as current tax. The
Company recognises MAT credit available as an asset only to the extent that there is convincing evidence
that the Company will pay normal income tax during the specied period i.e. the period for which MAT
credit is allowed to be carried forward. In the year in which the Company recognises MAT credit as an asset in
accordance with the Guidance note on Accounting for Credit available in respect of Minimum Alternate Tax
under the Income tax Act, 1961, the said asset is created by way of credit to the Statement of Prot and Loss
and shown as MAT Credit Entitlement under the head loans and advances. The Company reviews the MAT
Credit Entitlement asset at each reporting date and writes down the asset to the extent the Company does
not have convincing evidence that it will pay normal tax during the specied period.
n. Leases :
Where the Company is the lessee:
Leases where the lessor effectively retains substantially all the risks and benets of ownership of the leased
item, are classied as operating leases. Operating lease payments are recognised as an expense in the
Statement of Prot and Loss on a straight-line basis over the lease term.
Where the Company is the lessor :
i. Assets given under nance lease are recognised as a receivable at an amount equal to the net investment
in the lease. Lease rentals are apportioned between principal and interest on the internal rate of return
method. The principal amount received reduces the net investment in the lease and interest is recognised
as revenue. Initial direct costs such as legal costs, brokerage costs etc. are recognised immediately in the
Statement of Prot and Loss.
ii. Assets subject to operating leases are included in xed assets. Lease income is recognised in the
Statement of Prot and Loss on a straight-line basis over the lease term. Costs, including depreciation,
are recognised as an expense in the Statement of Prot and Loss. Initial direct costs such as legal costs,
brokerage costs, etc. are recognised immediately in the Statement of Prot and Loss.
o. Segment Reporting Policies :
Primary Segment is identied based on the nature of products and services, the different risks and returns
and the internal business reporting system. Secondary segment is identied based on geography in which
major operating divisions of the Company operates.
p. Cash and Bank Balances :
Cash and Cash equivalents for the purpose of cash ow statement comprise cash in hand, cash at bank,
demand deposits with banks and other short-term highly liquid investments / deposits with an original
maturity of three months or less.

q. Government Grants and Subsidies :
i. Grants and subsidies from the Government are recognised when there is reasonable certainty that the
grant / subsidy will be received and all attaching conditions will be complied with.
ii. Where the government grants / subsidies relates to revenue, it is recognised as income on a systematic
basis in the Statement of Prot and Loss over the periods necessary to match them with the related
costs, which they are intended to compensate. Government grants and subsidies receivable against an
expense are deducted from such expense.
iii. Where the grant or subsidy relates to an asset, its value is deducted from the gross value of the asset
concerned in arriving at the carrying amount of the related asset.
iv. Government grants in the nature of Promoters contribution are credited to capital reserve and treated
as a part of Shareholders Funds.
r. Earnings Per Share :
Basic earnings per share are calculated by dividing the net prot or loss for the period attributable to equity
shareholders by the weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net prot or loss for the period attributable to
equity shareholders and the weighted average number of shares outstanding during the period are adjusted
for the effects of all dilutive potential equity shares.
s. Classication of Current/Non-Current Assets and Liabilities:
All assets and liabilities are presented as Current or Non-Current as per the Companys normal operating cycle
and other criteria set out in Schedule III of the Companies Act, 2013. Based on the nature of products and the
time between the acquisition of assets for processing and their realization, the Company has ascertained its
operating cycle as 12 months for the purpose of Current / Non current classication of assets and liabilities.
As at As at
31.12.2016 31.12.2015
` in crore ` in crore
3. Share capital
Authorised
40,000,000,000 (previous year - 2,500,000,000) Equity shares of ` 2 each * ................... 8,000.00 500.00
150,000,000 (previous year - 150,000,000) Preference shares of ` 10 each ..................... 150.00 150.00
Total ..................................................................................................................................... 8,150.00 650.00
Issued
1,985,971,749 (previous year - 1,552,223,941) Equity shares of ` 2 each fully paid-up .. 397.19 310.44
Subscribed and fully paid up
1,985,645,229 (previous year - 1,551,897,421) Equity shares of ` 2 each fully paid-up .. 397.13 310.38
* Consequent to and as part of the amalgamation of Holcim (India) Private Limited
(HIPL) with the Company, the Authorised Equity Share Capital of the Company
stands increased to ` 8,000 crore made up of 40,000,000,000 equity shares of
` 2 each from effective date 12th August, 2016. (Refer note 47)

Additional information :
As at 31.12.2016 As at 31.12.2015
No. of shares ` in crore No. of shares ` in crore
a) Reconciliation of equity shares outstanding
At the beginning of the year ...................................... 1,551,897,421 310.38 1,549,745,786 309.95
Add : Issued against Employee Stock Option Schemes
(ESOS) .................................................................. - - 2,151,635 0.43
Less : Shares of the Company held by HIPL, cancelled
pursuant to the Scheme of amalgamation
(Refer note 47) .................................................... 150,670,120 30.13 - -
Add : Shares issued pursuant to the Scheme of
amalgamation (Refer note 47) .......................... 584,417,928 116.88 - -
At the end of the year ................................................. 1,985,645,229 397.13 1,551,897,421 310.38
b) Rights, preferences and restrictions attached to equity shares
The Company has only one class of equity shares having a par value of ` 2 per share. Each shareholder is
entitled to one vote per equity share. The dividend proposed by the Board of Directors is subject to the
approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In
the event of liquidation of the Company, the equity shareholders are eligible to receive remaining assets of the
Company, in proportion to their shareholding, after distribution of all preferential amounts.
As at As at
31.12.2016 31.12.2015
c) Equity shares held by holding Company, ultimate holding Company and their
subsidiaries
i) Holderind Investments Limited, Mauritius (Refer note 47)
1,253,156,361 (previous year - 629,638,433) Equity shares of ` 2 each
fully paid-up .................................................................................................. 250.63 125.93
ii) Holcim (India) Private Limited, amalgamated with the Company (Refer
note 47)..........................................................................................................
Nil (previous year - 150,670,120) Equity shares of ` 2 each fully paid-up - 30.13
As at 31.12.2016 As at 31.12.2015
No. of shares % holding No. of shares % holding
d) Details of equity shares held by shareholders
holding more than 5% shares in the Company
i) Holderind Investments Limited, Mauritius
(Refer note 47) .............................................. 1,253,156,361 63.11% 629,638,433 40.57%
ii) Holcim (India) Private Limited, amalgamated
with the Company (Refer note 47) .............. - - 150,670,120 9.71%
iii) Life Insurance Corporation of India ............. 131,404,954 6.62% 124,434,343 8.02%
As per the records of the Company, including its register of shareholders / members and other declarations
received from shareholders regarding benecial interest, the above shareholding represent both legal
and benecial ownership of shares.
e) Outstanding tradable warrants and right shares kept in abeyance exercisable into 186,690 (previous year -
186,690) and 139,830 (previous year - 139,830) equity shares of ` 2 each fully paid-up respectively.
f) Aggregate number of shares issued for consideration other than cash during the period of ve years
immediately preceding the reporting date:
Pursuant to the Scheme of amalgamation of Holcim (India) Private Limited (HIPL) with the Company,
584,417,928 equity shares were allotted as fully paid up to the equity shareholders of HIPL, without payment
being received in cash (Refer note 47).

As at As at
31.12.2016 31.12.2015
4. Reserves and surplus
Subsidies :
a) Cash subsidies from Government and other authorities ........................ 4.90 4.90
b) Grant-in-aid subsidy from DANIDA .......................................................... 0.12 0.12
5.02 5.02
Capital reserve ................................................................................................. 130.71 130.71
Capital redemption reserve ............................................................................. 9.93 9.93
Securities premium account :
Balance as per the last nancial statements ........................................... 1,511.13 1,477.49
Add : Employee stock options exercised during the year..................... - 25.17
Add : Transferred from employee stock options outstanding ............. - 8.47
Add : Premium on Issue of equity shares pursuant to the Scheme of
amalgamation (Refer note 47) ..................................................... 10,967.19 -
Less : Share issue expenses (net of tax of ` 3.82 crore) pursuant to the
Scheme of amalgamation (Refer note 47)................................... 7.25 -
12,471.07 1,511.13
Employee stock options outstanding :
Balance as per the last nancial statements ........................................... - 9.24
Less : Transferred to securities premium account on exercise of
employee stock options ................................................................ - 8.47
Less : Transferred to general reserve on lapse of employee stock
options ........................................................................................... - 0.77
- -
General Reserve :
Add : Transferred from employee stock options outstanding for
lapsed employee stock options .................................................... - 0.77
Less : Transferred to surplus in the Statement of Prot and Loss (u/s
123 of the Companies Act, 2013 and rules thereof) ................... 850.00 -
5,655.83 6,505.83
Surplus in the Statement of Prot and Loss :
Add : Net Prot of HIPL from appointed date till 31st December, 2015
(Refer note 47) .............................................................................. 41.19 -
Less : Adjustment for Depreciation and amortisation expenses
(current year Refer note 47 and previous year Refer note 49) .. 2,591.85 106.63
Add : Prot for the year ......................................................................... 970.09 807.56
Add : Transferred from General Reserve (u/s 123 of the Companies
Act, 2013 and rules thereof) ......................................................... 850.00 -
Less : Appropriations
Interim equity dividend ` 1.60 per equity share (previous year
- ` 1.60 per equity share) .............................................................. 248.30 248.30
Tax on interim equity dividend .................................................... 50.55 50.55
Proposed nal equity dividend ` 1.20 per equity share (previous
year - ` 1.20 per equity share) (Refer note 37) ............................ 238.28 186.23
Tax on proposed nal equity dividend ........................................ 37.03 37.91
Interim equity dividend paid by HIPL including tax thereon
(Refer note 47) .............................................................................. 199.96 -
774.12 522.99
Add : Inter-Company elimination of dividend pursuant to
amalgamation of HIPL with the Company (Refer note 47) ........ 74.69 -
Total Appropriations ..................................................................... 699.43 522.99
403.87 1,833.87
Total ............................................................................................... 18,676.43 9,996.49

Non-current Current
As at As at As at As at
31.12.2016 31.12.2015 31.12.2016 31.12.2015
` in crore ` in crore ` in crore ` in crore
5. Long-term borrowings :
Secured
Interest free loan from State Government1...................... 23.58 9.45 - -
Unsecured
Sales tax deferment loan2 .................................................. - 13.23 13.23 10.06
Total ............................................................. 23.58 22.68 13.23 10.06
Less : Amount disclosed under the head Other current
liabilities (Refer note 9) ....................................... - - 13.23 10.06
Total ........................................................................ 23.58 22.68 - -
1. Interest free loans from State Government, secured by bank guarantees and each loan repayable in single
instalment, starting from February 2020 to December 2023 of varying amounts from ` 3.59 crore to ` 8.83
crore.
2. Sales tax deferment loan is interest free and payable in 10 annual instalments starting from April 2007 to
April 2017 of varying amounts from ` 1.52 crore to ` 13.23 crore.
As at As at
31.12.2016 31.12.2015
6. Deferred tax liabilities (net) :
Deferred tax liabilities, on account of :
Depreciation and amortisation ............................................................................... 714.02 731.68
Total ..................................................................................................................... 714.02 731.68
Deferred tax assets, on account of :
Employee benets.................................................................................................... 38.50 33.88
Provision for slow and non moving spares ............................................................. 14.36 12.85
Expenditure debited in Statement of Prot and Loss but allowed for tax
purposes in the following years .............................................................................. 56.94 29.25
Others ....................................................................................................................... 111.33 90.80
Total ..................................................................................................................... 221.13 166.78
Deferred tax liabilities (net) .................................................................................................. 492.89 564.90
7. Other long-term liabilities

Liability for capital expenditure ..................................................................................... 2.24 2.81
Others .............................................................................................................................. 5.71 3.18
Total ..................................................................................................................... 7.95 5.99

Long-term Short-term
31.12.2016 31.12.2015 31.12.2016 31.12.2015
8. Provisions
Provision for employee benets
Provision for gratuity and staff benet Schemes............... 25.31 17.10 0.30 0.30
Provision for compensated absences .................................. - - 87.78 82.65
25.31 17.10 88.08 82.95
Other provisions
Provision for Income tax, net of advances.......................... - - 886.34 777.25
Provision for mines reclamation expenses*........................ 19.97 18.30 - -
Proposed equity dividend .................................................... - - 238.28 186.23
Provision for tax on proposed equity dividend .................. - - 37.03 37.91
19.97 18.30 1,161.65 1,001.39
Total ....................................................................... 45.28 35.40 1,249.73 1,084.34
As at As at
31.12.2016 31.12.2015
* Movement during the year
Opening balance ............................................................................................................... 18.30 16.52
Add : Provision during the year ....................................................................................... 2.86 2.63
21.16 19.15
Less : Utilisation during the year ...................................................................................... 1.19 0.85
Closing balance ................................................................................................................. 19.97 18.30
Mines reclamation expenses are incurred on an ongoing basis until the closure of
mines. The actual expenses may vary based on the nature of reclamation and the
estimate of reclamation expenses.
9. Other current liabilities
Current maturities of long-term borrowing (Refer note 5) ........................................... 13.23 10.06
Unclaimed dividends** ..................................................................................................... 22.19 21.70
Unclaimed sale proceeds of the odd lot shares belonging to the shareholders of
erstwhile ACEL and ACRL** ............................................................................................. 2.54 2.55
Liability for capital expenditure ....................................................................................... 47.48 55.33
Security deposits ............................................................................................................... 316.63 305.42
Advance received from customers ................................................................................... 82.75 51.42
Statutory dues ................................................................................................................... 204.80 251.20
Other payables (including Rebates to customers, Employees dues, etc.) ...................... 774.64 764.25
Total ..................................................................................................................... 1,464.26 1,461.93
** Amount to be transferred to the Investor education and protection fund shall be determined on the
respective due dates.

10. Tangible and Intangible assets
` in crore
Tangible assets Intangible assets
Freehold Freehold Leasehold Buildings, roads Marine Plant and Railway Furniture Ofce Ships Vehicles Total Water Computer Goodwill Total
non mining mining land land and water structures machinery sidings and and equipment drawing software (e)
land works (b) (c) locomotives xtures rights
(a) (d)
Gross carrying value, at cost
Opening as on 1st January, 2015 ........... 340.57 402.82 137.49 1,705.54 95.58 8,050.91 84.13 45.30 133.79 251.94 113.76 11,361.83 6.16 61.09 - 67.25

Additions ................................................. 2.89 48.65 0.65 143.01 2.88 456.45 - 5.08 15.12 1.37 10.12 686.22 - - - -
Deductions / Transfers ............................. 2.23 0.14 - 0.64 - 89.77 - 0.17 3.66 0.23 5.81 102.65 - - - -
As at 31st December, 2015 ...................... 341.23 451.33 138.14 1,847.91 98.46 8,417.59 84.13 50.21 145.25 253.08 118.07 11,945.40 6.16 61.09 - 67.25
Additions (e) ............................................ 8.29 52.34 - 115.33 - 289.21 13.94 2.95 8.96 - 25.66 516.68 - - 2,827.48 2,827.48
Deductions / Transfers ............................ 0.01 - 4.05 0.25 - 42.04 - 0.40 5.20 0.04 15.99 67.98 - - - -
As at 31st December, 2016...................... 349.51 503.67 134.09 1,962.99 98.46 8,664.76 98.07 52.76 149.01 253.04 127.74 12,394.10 6.16 61.09 2,827.48 2,894.73
Depreciation / amortisation
Opening as on 1st January, 2015 ........... - 37.02 20.12 365.57 67.37 4,303.90 40.04 29.09 76.84 119.31 75.79 5,135.05 5.83 61.09 - 66.92
Charge for the year ................................ - 4.66 3.11 152.30 6.70 554.89 12.00 4.26 33.29 7.52 8.44 787.17 0.02 - - 0.02
Deductions / Transfers ............................. - 0.14 - 0.29 - 58.90 - 0.15 3.55 0.17 5.34 68.54 - - - -
As at 31st December, 2015 ...................... - 41.54 23.23 517.58 74.07 4,799.89 52.04 33.20 106.58 126.66 78.89 5,853.68 5.85 61.09 - 66.94
Charge for the year (f) ........................... - 8.03 2.99 88.73 3.82 467.84 7.02 3.80 15.13 7.62 9.65 614.63 0.02 - 2,827.48 2,827.50
Deductions / Transfers ............................ - - 0.15 0.13 - 32.52 - 0.39 5.15 0.04 14.19 52.57 - - - -
As at 31st December, 2016...................... - 49.57 26.07 606.18 77.89 5,235.21 59.06 36.61 116.56 134.24 74.35 6,415.74 5.87 61.09 2,827.48 2,894.44
Net carrying value

As at 31st December, 2015 ........................... 341.23 409.79 114.91 1,330.33 24.39 3,617.70 32.09 17.01 38.67 126.42 39.18 6,091.72 0.31 - - 0.31
As at 31st December, 2016........................... 349.51 454.10 108.02 1,356.81 20.57 3,429.55 39.01 16.15 32.45 118.80 53.39 5,978.36 0.29 - - 0.29
Notes :
(a) Includes :
i) Premises on ownership basis of ` 102.37 crore (previous year - ` 102.37 crore) and ` 19.41 crore (previous year - ` 17.80 crore) being accumulated depreciation thereon and cost of shares in co-operative societies are ` 12,630 (previous year -
` 12,630) .
ii) ` 29.77 crore (previous year - ` 28.86 crore) being cost of roads constructed by the Company, the ownership of which vests with the Government / Local Authorities and ` 19.53 crore (previous year - ` 14.46 crore) being accumulated depreciation
thereon.
(b) Cost incurred by the Company, ownership of which vests with the State Maritime Boards.
(c) i) Includes ` 6.43 crore (previous year - ` 6.43 crore) being cost of railway wagons given on lease to the railway under Own Your Wagon Scheme and ` 6.43 crore (previous year - ` 6.43 crore) being accumulated depreciation thereon.
ii) Includes ` 99.92 crore (previous year - ` 99.92 crore) being cost of power lines incurred by the Company, the ownership of which vests with the State Electricity Boards and ` 32.17 crore (previous year - ` 29.96 crore) being accumulated depreciation
thereon.
(d) Includes ` 18.10 crore (previous year - ` 18.10 crore) being cost of railway sidings constructed by the Company, the ownership of which vests with the Railway authorities and ` 8.12 crore (previous year - ` 6.35 crore) being accumulated depreciation
thereon.
(e) Includes ` 2,827.48 crore (previous year ` Nil) being goodwill pursuant to amalgamation of HIPL with the Company (Refer note 47)
(f) Includes :
i) ` NIL (previous year ` 161.53 crore) being depreciation adjusted in Surplus in the Statement of Prot and Loss. (Refer note 49)
ii) ` 2,591.85 crore (previous year ` Nil) being amortisation of goodwill arising on amalagamation of HIPL adjusted in Surplus in the Statement of Prot and Loss. (Refer note 47)
iii) ` 0.15 crore (previous year - ` Nil) capitalised as pre-operative expenses.
As at As at
31.12.2016 31.12.2015
11. Non-current investments
Quoted
Trade investments (valued at cost, unless stated otherwise)
Investment in subsidiary
In fully paid equity shares
93,984,120 (-) equity shares of ` 10 each in ACC Limited (Refer note 47) 11,737.80 -
Unquoted
Trade investments (valued at cost, unless stated otherwise)
Investment in subsidiaries
- (100,000) equity shares of ` 10 each in Kakinada Cements
Limited (Liquidated during the current year) .......................... - 0.10
Less: Provision for diminution in value of investment ............. - 0.10
- -
750,000 (750,000) equity shares of ` 10 each in M.G.T. Cements Private
Limited ........................................................................................ 3.05 3.05
5,140,000 (5,139,990) equity shares of ` 10 each in Chemical Limes
Mundwa Private Limited ........................................................... 6.47 6.47
2,501,000 (2,501,000) equity shares of ` 10 each in OneIndia BSC Private
Limited (Refer note 50) .............................................................. 2.50 2.50
2,029,135 (2,029,135) equity shares of Nepalese Rupees 100 each in
Dang Cement Industries Private Limited .................................. 24.75 24.75
2,075,383 (2,075,383) equity shares of ` 10 each in Dirk India Private
Limited (Refer note 48) .............................................................. 23.03 23.03
59.80 59.80
Investment in joint ventures (Refer note 40)
4,010,002 (4,010,002) equity shares of ` 10 each in Counto Microne
Products Private Limited ............................................................ 10.00 10.00
1,227,150 (1,227,150) equity shares of ` 10 each in Wardha Vaalley Coal
Field Private Limited .................................................................. 1.23 1.23
Less: Provision for diminution in value of investment ............. 1.23 1.23
- -
7,500,000 (7,500,000) 13.00% compulsorily convertible preference
shares of ` 10 each in Counto Microne Products Private
Limited ........................................................................................ 7.50 7.50
17.50 17.50
Other investments (valued at cost, unless stated otherwise)
Government and trust securities
National Savings Certicate ` 36,500 (previous year -
` 36,500) deposited with Government department as security - -
Equity shares
1,000,000 (1,000,000) equity shares of ` 10 each in Gujarat Goldcoin
Ceramics Limited ........................................................................ 1.00 1.00
Less: Provision for diminution in value of investment ............. 1.00 1.00
- -
Public sector bonds
296 (296) 5.13% taxable redeemable bonds of ` 1,000,000 each of
Himachal Pradesh Infrastructure Development Bonds ............. 29.60 29.60
29.60 29.60
Total ............................................................................................ 11,844.70 106.90
Book value as at Market value as at
31.12.2016 31.12.2015 31.12.2016 31.12.2015
Aggregate amount of quoted investments........................... 11,737.80 - 12,435.70 -
Aggregate amount of unquoted investments ...................... 109.13 109.23 - -
Less : aggregate provision for diminution in value of
investments ................................................................... 2.23 2.33 - -
Total ............................................................... 11,844.70 106.90 12,435.70 -

Non-current Current
31.12.2016 31.12.2015 31.12.2016 31.12.2015
12. Loans and advances
Unsecured, considered good
Capital advances.......................................................... 330.07 372.35 - -
Security and other deposit (Refer note 27(I)(iv))....... 230.17 212.26 - -
Inter corporate deposits, loans and advances to
related parties (Refer note 29 (2)(A to D) & note 45) 12.06 10.20 31.27 32.88
Deposit given to Housing Development Finance
Corporation Limited.................................................... - - 100.00 100.00
Income tax advances (net of provisions).................... 70.43 79.79 - -
Advances recoverable in cash or kind ........................ 39.91 46.11 227.65 203.38
682.64 720.71 358.92 336.26
Unsecured, considered doubtful
Capital advances.......................................................... 6.33 4.86 - -
related parties (Refer note 29 (2)(A to D) & note 45) 0.83 0.83 - -
Advances recoverable in cash or kind ........................ 7.06 7.16 - -
14.22 12.85 - -
Less : Provision for doubtful advances ....................... 14.22 12.85 - -
- - - -
Total ............................................................................. 682.64 720.71 358.92 336.26
13. Trade receivable and other assets
13.1 Trade receivables
Outstanding for a period exceeding six months from the
date they are due for payment
Secured, considered good ............................................... - - 1.60 1.31
Unsecured, considered good ........................................... - - 12.08 12.41
Unsecured, considered doubtful ..................................... - - 5.30 8.38
- - 18.98 22.10
Less : Provision for doubtful receivables......................... - - 5.30 8.38
- - 13.68 13.72
Others
Secured, considered good ............................................... - - 113.47 78.22
Unsecured, considered good ........................................... - - 172.93 194.42
- - 286.40 272.64
Total ............................................................................. - - 300.08 286.36
13.2 Other assets
Incentives receivable under Government incentive
Schemes ............................................................................ 272.09 256.52 8.48 29.63
Non-current bank balance (Refer note 16)..................... 47.18 23.05 - -
Interest accrued on xed deposit.................................... - - 13.49 20.94
Interest accrued on investments ..................................... - - 1.11 1.11
Interest accrued on loan to subsidiary ............................ - - 8.51 8.48
Assets awaiting disposal (lower of carrying value and
estimated net realisable value) ....................................... - - 0.06 0.85
Others ............................................................................... - - 2.87 1.90
319.27 279.57 34.52 62.91
Schemes ............................................................................ 31.84 31.84 - -
Less : Provision .................................................................. 31.84 31.84 - -
- - - -
Total ............................................................................. 319.27 279.57 34.52 62.91

As at 31.12.2016 As at 31.12.2015
Numbers ` in crore Numbers ` in crore
14. Current investments
(valued at lower of cost and fair value, unless stated
otherwise)
Unquoted mutual funds, fully paid-up :
Unit of Face Value ` 10 each
JM High Liquidity Fund (Direct) - Growth Option.... 4,570,968.86 20.00 - -
Sundaram Money Fund - Direct Plan Growth .......... 8,897,008.23 30.00 31,290,429.77 95.00
Unit of Face Value ` 100 each
Birla Sun Life Cash Plus - Growth - Direct Plan ........ 3,891,909.23 100.00 5,420,766.00 123.22
DHFL Pramerica Insta Cash Plus Fund - Direct Plan -
Growth (previously DWS Insta Cash Plus Fund)........ 2,887,483.43 60.00 7,096,770.90 131.05
ICICI Prudential Liquid - Direct Plan - Growth ......... 2,746,395.32 65.01 6,388,784.68 133.89
Unit of Face Value ` 1,000 each
Axis Liquid Fund - Direct Growth .............................. 366,711.41 65.00 828,210.14 131.55
Baroda Pioneer Liquid Fund - Plan B- Growth ......... 190,401.46 35.00 812,555.25 134.91
DSP BlackRock Liquidity Fund - Direct Plan - Growth 109,337.43 25.00 621,157.56 130.00
IDFC Cash Fund - Growth - (Direct Plan) ................... 206,017.10 65.00 716,703.48 124.02
HDFC Liquid Fund - Direct Plan - Growth ................. 360,293.76 70.00 480,806.88 137.39
IDBI Liquid Fund - Direct Plan - Growth.................... 145,999.94 25.00 712,984.60 110.64
Kotak Liquid Scheme Plan A - Direct Plan - Growth 154,211.99 50.00 427,821.59 124.96
L&T Liquid Fund Direct Plan - Growth ...................... 319,275.25 70.00 637,657.68 129.06
LIC Liquid Fund Direct Plan - Growth........................ 241,442.84 70.00 - -
Reliance Liquidity Fund - Direct Plan - Growth ........ 228,236.53 55.01 616,566.76 136.87
Invesco India Liquid Fund - Direct Plan Growth ....... 318,047.66 70.00 621,675.08 123.32
SBI Premier Liquid Fund - Direct Plan - Growth ....... 239,030.71 60.00 599,058.48 134.71
Tata Liquid Fund Direct Plan - Growth ..................... 84,774.37 25.00 305,266.12 81.22
Union KBC Liquid Fund - Direct Plan - Growth ........ 93,840.80 15.00 - -
UTI - Liquid Cash Plan - Institutional - Direct Plan -
Growth ........................................................................ 343,706.55 90.00 588,615.06 137.42
Total * ............................................................ 1,065.02 2,119.23
* Aggregate amount of unquoted investments
As at As at
31.12.2016 31.12.2015
15. Inventories
(At cost, less provision for slow and non moving inventory and net realisable value
whichever is lower)
Raw materials (including in transit - ` 1.26 crore; previous year - ` 1.14 crore) ......... 65.82 62.14
Work-in-progress ............................................................................................................. 207.68 203.78
Finished goods................................................................................................................. 110.91 84.62
Stores and spares (including in transit - ` 5.29 crore; previous year - ` 3.51 crore) .... 206.92 194.55
Coal and fuel (including in transit - ` 37.14 crore; previous year - ` 0.61 crore)......... 331.90 336.83
Packing materials (including in transit - ` 0.09 crore; previous year - ` 0.26 crore).... 14.31 13.53
Total ................................................................................................................ 937.54 895.45

Non-current Current
31.12.2016 31.12.2015 31.12.2016 31.12.2015
16. Cash and bank balances
Cash and cash equivalents :
Balances with banks :
In current accounts.......................................................... - - 207.23 155.01
Deposit with original maturity upto 3 months ............. - - 1,022.85 2,633.00
- - 1,230.08 2,788.01
Cash on hand ........................................................................ - 0.03 0.22
Earmarked balances with banks.......................................... - - 24.74 24.25
- - 1,254.85 2,812.48
Other bank balances :
Fixed deposit with banks *
Original maturity more than 3 months and upto 12
months ............................................................................ - - 158.02 35.91
Original maturity more than 12 months ....................... 47.18 23.05 - -
47.18 23.05 158.02 35.91
Less : Amount disclosed under non-current asset
(Refer note 13.2) ................................................. 47.18 23.05 - -
- - 158.02 35.91
Total ..................................................................... - - 1,412.87 2,848.39
* Given as security against bank guarantees and others.
2016 2015
17. Other operating revenues
Sale of Power..................................................................................................................... 0.22 0.26
Provisions no longer required written back .................................................................... 7.14 19.28
Sale of scrap (net of excise duty)...................................................................................... 22.74 23.43
Insurance Claims ................................................................................................................ 14.69 5.47
Miscellaneous income ....................................................................................................... 62.63 44.66
Total ................................................................................................................. 107.42 93.10
18. Other income
Interest income on
Bank deposits ............................................................................................................... 166.68 186.50
Long-term investments ................................................................................................ 1.52 1.52
Income tax refund ........................................................................................................ 0.05 -
Others ........................................................................................................................... 9.67 10.93
177.92 198.95
Prot on sale of current investments............................................................................... 203.19 148.20
Dividend income from subsidiary company .................................................................... 159.72 -
Dividend income from joint venture company ............................................................... 1.24 -
Others (Refer note 43(a)) .................................................................................................. 34.16 11.04
Total ................................................................................................................. 576.23 358.19

2016 2015
19. Cost of raw material consumed (Refer note 42)
Opening stock ................................................................................................................... 62.14 63.33
Add: purchases .................................................................................................................. 780.36 795.92
Less: closing stock .............................................................................................................. 65.82 62.14
Total .............................................................................................................................. 776.68 797.11
Break-up of raw materials consumed
Fly ash ................................................................................................................................ 375.49 344.20
Gypsum .............................................................................................................................. 183.50 217.20
Others* .............................................................................................................................. 217.69 235.71
Total .............................................................................................................................. 776.68 797.11
* includes no item which in value individually accounts for 10 percent or more of the
total value of raw materials consumed.
20. Changes in inventories of nished goods, work-in-progress and stock-in-trade
Closing stock :
Work-in-progress .......................................................................................................... 207.68 203.78
Finished goods.............................................................................................................. 110.91 84.62
Stock-in-Trade............................................................................................................... - -
318.59 288.40
Opening stock :
Work-in-progress .......................................................................................................... 203.78 225.83
Finished goods.............................................................................................................. 84.62 86.99
Stock-in-Trade............................................................................................................... - 0.97
288.40 313.79
(Increase) / Decrease........................................................................................ (30.19) 25.39
21. Employee benets expense
Salaries and wages ............................................................................................................ 497.59 510.44
Contribution to provident and other funds .................................................................... 54.25 36.47
Staff welfare expenses ...................................................................................................... 41.88 42.61
Total .............................................................................................................................. 593.72 589.52
22. Freight and forwarding expenses (Refer note 42)
On internal material transfer ........................................................................................... 583.03 634.48
On nished products......................................................................................................... 1,889.81 1,875.20
Total .............................................................................................................................. 2,472.84 2,509.68
23. Finance costs
Interest :
On Income tax (net of interest income on refund ` 51.80 crore; previous year -
` 61.30 crore) ................................................................................................................ 26.73 53.03
Others ........................................................................................................................... 44.75 38.76
Total .............................................................................................................................. 71.48 91.79
24. Depreciation and amortisation expense (Refer note 47 & 49)
Depreciation on tangible assets ....................................................................................... 614.49 625.64
Amortisation on intangible assets ................................................................................... 235.64 0.02
Total .............................................................................................................................. 850.13 625.66

2016 2015
25. Other expenses
Royalty and cess ......................................................................................... 233.78 231.69
Stores and spares consumed ..................................................................... 286.23 302.47
Packing materials consumed ..................................................................... 317.82 348.73
Repairs and maintenance :
Building............................................................................................. 10.72 12.35
Plant and machinery ........................................................................ 138.92 139.37
Others ............................................................................................... 19.23 15.73
168.87 167.45
Excise duty :
Excise duty on captive consumption of clinker .............................. 27.94 29.97
Excise duty variation on opening / closing stock ........................... 5.93 (0.34)
33.87 29.63
Rent (Refer note 41)................................................................................... 34.06 31.71
Rates and taxes........................................................................................... 100.50 95.44
Insurance..................................................................................................... 21.55 17.75
Technology and Know-How fee (net of recovery) ................................... 90.80 92.43
Advertisement and publicity ..................................................................... 76.45 86.70
Discount on sales ........................................................................................ 43.21 44.45
Donation (Refer note 44)........................................................................... 60.30 39.46
Loss on assets sold, discarded and written off (net) ................................ 5.93 25.85
Miscellaneous expenses* ........................................................................... 468.47 441.42
Total .................................................................................................. 1,941.84 1,955.18
* Miscellaneous expenses include payment to auditors (excluding

service tax)
Statutory auditor
as auditor ........................................................................................ 3.23 2.81
for other services ............................................................................ 0.07 0.14
for reimbursement of expenses .................................................... 0.17 0.18
3.47 3.13
Cost auditor
as auditor ......................................................................................... 0.06 0.06
for reimbursement of expenses ..................................................... 0.03 0.02
0.09 0.08
3.56 3.21
Total ..................................................................................................... 3.56 3.21

2016 2015
26. Earnings per equity share : ` in crore ` in crore
(i) Prot attributable to equity shareholders for basic and diluted EPS ........ 970.09 807.56
(ii) Weighted average number of equity shares for basic EPS ......................... 1,985,645,229 1,551,188,572
Add : Potential equity shares on exercise of rights and warrants kept in
abeyance out of the rights issue in 1992 ........................................ 288,377 282,985
Weighted average number of shares for diluted EPS ................................. 1,985,933,606 1,551,471,557
(iii) Nominal value of equity share (in `) ............................................................ 2.00 2.00
(iv) Earnings per equity share (in `)
Basic .................................................................................................. 4.89 5.21
Diluted .............................................................................................. 4.88 5.21
As at As at
31.12.2016 31.12.2015
27. Contingent liabilities and commitments (to the extent not provided for)
(I) Contingent liabilities and Claims against the Company not acknowledged as
debts related to *
(i) Labour .............................................................................................. 26.83 23.47
(ii) Land ................................................................................................ 21.20 17.64
(iii) Royalty on Limestone 1 .................................................................... - 143.12
2
(iv) Sales tax ......................................................................................... 268.84 267.64
(v) Excise and Customs ........................................................................ 66.27 67.99
(vi) Demand from Competition Commission of India 3 ...................... 1,236.08 -
4
(vii) Collector of Stamps ....................................................................... 287.88 -
(viii) Others .............................................................................................. 123.92 154.01
2,031.02 673.87
* In respect of these items, future cash outows are determinable only on receipt of judgements
/ decisions pending at various forums / authorities.
1 Royalty on limestone represents additional royalty, consequent to the order passed by Madhya
Pradesh State Mining Department, based on the ratio of 1.6 tonnes of limestone to 1.0 tonne of
cement produced at its factory in Chhattisgarh. Subsequent to year end, the Honble High Court
of Chhattisgarh, Bilaspur has ruled the matter in favour of the Company.
2 Includes a matter relating to 75% exemption from sales tax granted by Government of Rajasthan.
However, the eligibility of exemption in excess of 25% was contested by the State Government
in a similar matter of another Company. In year 2014, pursuant to the unfavourable decision of
the Supreme Court in that similar matter, the sales tax department has initiated proceedings
for recovery of differential sales tax and interest thereon on the ground that the Company
had given an undertaking to deposit the differential amount of sales tax, in case the Supreme
Courts decision goes against the matter referred above. Against the total demand of ` 247.97
crore (including interest of ` 134.45 crore), the Company has deposited an amount of ` 143.52
crore (including interest ` 30.00 crore) (previous year ` 143.52 crore, including interest ` 30.00
crore), towards sales tax under protest and led a Special Leave Petition in the Supreme Court
with one of the ground that the tax exemption was availed by virtue of the order passed by the
Board for Industrial & Financial Reconstruction (BIFR) during the relevant period. On Companys
petition, the Honble Supreme Court has granted an interim stay on the balance interest. Based
on the advice of external legal counsel, the Company believes that, it has good grounds for a
successful appeal. Accordingly, no provision is considered necessary.

3
a) In 2012, the Competition Commission of India (CCI) issued an order imposing penalty on
certain cement manufacturers, including the Company concerning alleged contravention
of the provisions of the Competition Act, 2002 and imposed a penalty of ` 1,163.91 crore
on the Company. On Companys appeal, Competition Appellate Tribunal (COMPAT), initially
stayed the penalty and by its nal order dated 11th December, 2015, set aside the order
of the CCI, remanding the matter back to the CCI for fresh adjudication and for passing
a fresh order. After hearing the matter afresh, the CCI has again, by its order dated 31st
August, 2016, imposed a penalty of ` 1,163.91 crore on the Company. The Company has
led an appeal against the said Order with the COMPAT. The COMPAT, vide its order dated
21st November, 2016 has stayed the penalty with a condition to deposit 10% of the penalty
amount which has been deposited. Pending nal disposal of the appeal, the matter has
been disclosed as contingent liability along with with interest of ` 42.33 crore.
b) In a separate matter, pursuant to a reference led by the Director, Supplies and Disposals,
Government of Haryana, the CCI by its Order dated 19th January, 2017 has imposed a penalty
of ` 29.84 crore on the Company. The Company is in the process of ling an appeal before
COMPAT against the said Order.
Based on the advice of external legal counsels, the Company believes it has good grounds
on merit for a successful appeal in both the aforesaid matters. Accordingly, no provision is
considered necessary.
4 The Collector of Stamps, Delhi vide its Order dated 7th August, 2014, directed erstwhile Holcim
(India) Private Limited (HIPL), (now merged with the Company), to pay stamp duty (including
penalty) of ` 287.88 crore (previous year ` Nil) on the merger order passed by Honble High Court
of Delhi, approving the merger of erstwhile Ambuja Cement India Private Limited with HIPL.
HIPL had led a writ petition and the Honble High Court of Delhi has granted an interim stay.
Based on the advice of external legal counsel, the Company believes that it has good grounds
for success in writ petition. Accordingly, no provision is considered necessary.
(II) Commitments As at As at
31.12.2016 31.12.2015
Estimated amount of contracts remaining to be executed on capital account
and not provided for (net of advances)............................................................ 293.59 327.26
28. Material Demand and dispute considered as remote by the Company
One of the Companys Cement manufacturing plants located in Himachal Pradesh was eligible, under the State
Industrial Policy for deferral of its sales tax liability arising on sale of cement manufactured in the said plant. The
Excise and Taxation department of the Government of Himachal Pradesh, disputed the eligibility of the Company
to such deferment on the ground that the Company also manufactures an intermediate product, viz. Clinker,
arising in the manufacture of cement, and such intermediate product was is in the negative list. A demand of
` 66.94 crore was raised. The Company led a writ petition before High Court of Himachal Pradesh against the
demand. The case has been admitted and the hearing is in process. The Company believes its case is strong and
the demand shall not sustain under law.
29. Related party disclosure (As per Accounting Standard 18 specied under Section 133 of the Companies Act, 2013)
1. Name of related parties

A) Names of the related parties where control exists Nature of Relationship
(i) LafargeHolcim Limited (Formerly known as Holcim
Ltd.), Switzerland ............................................................. Ultimate Holding Company
(ii) Holdern B.V., Netherlands ............................................. Intermediate Holding Company
(iii) Holderind Investments Limited, Mauritius ..................... Holding Company
(iv) ACC Limited ...................................................................... Subsidiary, (erstwhile Fellow Subsidiary)
pursuant to amalgamation of Holcim
(India) Private Limited with the
Company w.e.f.12.08.2016 (Appointed
date 01.04.2013)
(v) M.G.T. Cements Private Limited ...................................... Subsidiary
(vi) Kakinada Cements Limited .............................................. Subsidiary (Liquidated w.e.f 10.05.2016)
(vii) Chemical Limes Mundwa Private Limited ....................... Subsidiary
(viii) Dang Cement Industries Private Limited, Nepal ............ Subsidiary

29. Related party disclosure (As per Accounting Standard 18 specied under Section 133 of the Companies Act, 2013)(Contd.)
1. Name of related parties (Contd.)
A) Names of the related parties where control exists (Contd.) Nature of Relationship
(ix) Dirk India Private Limited ................................................ Subsidiary
(x) OneIndia BSC Private Limited ......................................... Subsidiary (w.e.f.12.08.2016), Joint
Venture (w.e.f. 13.08.2015 upto
12.08.2016 )
(xi) Wardha Vaalley Coal Field Private Limited..................... Joint Venture
(xii) Counto Microne Products Private Limited ................... Joint Venture
(xiii) ACC Mineral Resources Limited....................................... Subsidiary of ACC Limited
(xiv) Lucky Minmat Limited ..................................................... Subsidiary of ACC Limited
(xv) National Limestone Company Private Limited ............... Subsidiary of ACC Limited
(xvi) Singhania Minerals Private Limited ................................ Subsidiary of ACC Limited
(xvii) Bulk Cement Corporation (India) Limited ...................... Subsidiary of ACC Limited
(xviii) Alcon Cement Company Private Limited ....................... Associate of ACC Limited
(xix) Asian Concretes and Cements Private Limited ............... Associate of ACC Limited
(xx) Aakaash Manufacturing Company Private Limited ....... Associate of ACC Limited
(xxi) MP AMRL (Semaria) Coal Company Limited................... Joint Venture of ACC Mineral Resources
Limited
(xxii) MP AMRL (Bicharpur) Coal Company Limited ................ Joint Venture of ACC Mineral Resources
Limited
(xxiii) MP AMRL (Marki Barka) Coal Company Limited............ Joint Venture of ACC Mineral Resources
Limited
(xxiv) MP AMRL (Morga) Coal Company Limited ..................... Joint Venture of ACC Mineral Resources
Limited
B) Others with whom transactions have taken place during the year
(I) Names of other related parties Nature of Relationship
(a) Holcim (India) Private Limited ................................ Fellow Subsidiary amalgamated with
the Company w.e.f. 12.08.2016 (Refer
note 47)
(b) Holcim (Lanka) Limited, Sri Lanka .......................... Fellow Subsidiary (Upto 10.08.2016)
(c) Holcim Group Services Limited, Switzerland ......... Fellow Subsidiary
(d) Holcim Technology Limited, Switzerland .............. Fellow Subsidiary
(e) Holcim Philippines, Inc., Philippines ....................... Fellow Subsidiary
(f) Holcim Services (South Asia) Limited ..................... Fellow Subsidiary
(g) Holcim Trading FZCO, UAE ..................................... Fellow Subsidiary
(h) LH Trading Pte Limited, Singapore (Formerly
known as Holcim Trading Pte Limited) .................. Fellow Subsidiary
(i) Holcim Cement (Bangladesh) Limited,
Bangladesh .............................................................. Fellow Subsidiary
(j) Holcim (Romania) S.A., Romania............................ Fellow Subsidiary
(k) LafargeHolcim Energy Solutions S.A.S., France ..... Fellow Subsidiary (w.e.f. 01.07.2015)
(l) Holcim Technology (Singapore) Pte Limited,
Singapore................................................................. Fellow Subsidiary
(m) Thalamar Shipping AG, Switzerland ...................... Fellow Subsidiary
(n) Lafarge India Private Limited ................................. Fellow Subsidiary (w.e.f. 10.07.2015 and
upto 04.10.2016)
(o) Geocycle (Deutschland) Gmbh., Deutschland ....... Fellow Subsidiary
(II) Key Management Personnel
Name of the related parties Nature of Relationship
Mr. Ajay Kapur ................................................................. Managing Director & Chief Executive
Ofcer

2. Details of related party transactions
Sr. Description 2016 2015

No. ` in crore ` in crore
A) Transactions with subsidiaries
1 Purchase of goods
Dirk India Private Limited ................................................................................... 4.43 4.72
ACC Limited ......................................................................................................... 0.74 4.79
5.17 9.51
2 Sale of goods
ACC Limited ......................................................................................................... 25.01 59.18
3 Rendering of services
ACC Limited ......................................................................................................... 43.80 28.16
4 Interest income
Chemical Limes Mundwa Private Limited .......................................................... 0.08 0.04
ACC Limited ......................................................................................................... - 0.02
5.19 5.17
5 Receiving of services
ACC Limited ......................................................................................................... 45.55 43.67
OneIndia BSC Private Limited ............................................................................ 20.76 -
77.46 58.55
6 Dividend Received
ACC Limited ......................................................................................................... 159.72 -
7 Other recoveries
ACC Limited ......................................................................................................... 5.98 1.67
6.09 1.74
8 Other payments
ACC Limited ......................................................................................................... 1.19 -
9 Inter corporate deposits and loans given

10 Loans / inter corporate deposits given outstanding at the year end

43.33 43.08
11 Equity contribution
OneIndia BSC Private Limited ............................................................................. - 2.50
12 Amount receivable at the year end

ACC Limited ......................................................................................................... 4.18 30.64
12.73 39.14
13 Amounts payable at the year end
ACC Limited ......................................................................................................... 2.95 23.30
OneIndia BSC Private Limited ............................................................................ 2.98 -
10.74 28.76

2. Details of related party transactions (Contd.)

B) Transactions with fellow subsidiaries
1 Purchase of goods
LafargeHolcim Energy Solutions S.A.S., France ................................................. 132.29 -
2 Sale of goods
LH Trading Pte Limited, Singapore .................................................................... 31.11 4.81
Lafarge India Private Limited ............................................................................. 31.10 17.94
62.21 22.75
Holcim Cement (Bangladesh) Limited, Bangladesh .......................................... - 0.05
Holcim Technology Limited, Switzerland .......................................................... - 0.86
- 0.91
Holcim Group Services Limited, Switzerland ..................................................... 6.76 2.75
Holcim Technology Limited, Switzerland .......................................................... 90.34 92.44
Holcim Technology (Singapore) Pte Limited, Singapore .................................. - 0.02
Holcim Services (South Asia) Limited ................................................................. 38.33 43.17
LH Trading Pte Limited, Singapore .................................................................... - 2.17
Thalamar Shipping AG, Switzerland .................................................................. 3.71 -
139.14 140.55
5 Other recoveries
Holcim (Lanka) Limited, Sri Lanka ...................................................................... 0.38 0.18
Holcim Services (South Asia) Limited ................................................................. 0.73 -
LH Trading Pte Limited, Singapore .................................................................... 0.12 0.08
1.54 1.05
6 Other payments
LH Trading Pte Limited, Singapore ................................................................... - 4.02
Holcim (Lanka) Limited, Sri Lanka ...................................................................... 0.05 0.01
LafargeHolcim Energy Solutions S.A.S., France ................................................ 1.50 -
Geocycle (Deutschland) Gmbh., Deutschland.................................................... 0.01 -
Holcim Technology Limited, Switzerland .......................................................... 0.16 -
1.72 4.03
7 Amounts receivable at the year end
Holcim (Lanka) Limited, Sri Lanka ...................................................................... - 0.18
Holcim Cement (Bangladesh) Limited, Bangladesh .......................................... - 0.05
Holcim Technology Limited, Switzerland .......................................................... - 0.33
Lafarge India Private Limited ............................................................................. - 11.21
- 11.77
Holcim Philippines, Inc., Philippines ................................................................... 0.02 0.02
Holcim Technology (Singapore) Pte Limited, Singapore .................................. - 0.02
Holcim Services (South Asia) Limited ................................................................. 0.34 8.67
Holcim (Romania) S.A., Romania........................................................................ 0.03 0.03
Holcim Trading FZCO, UAE ................................................................................. 0.18 0.17
Holcim Group Services Limited, Switzerland ..................................................... 0.04 -


B) Transactions with fellow subsidiaries (Contd.)
Geocycle (Deutschland) Gmbh., Deutschland.................................................... 0.01 -
58.22 29.99
9 Dividend paid
Holcim (India) Private Limited ............................................................................ - 72.32
C) Transactions with Holding Company

1 Dividend paid
Holderind Investments Limited, Mauritius ........................................................ 176.30 302.23
2 Acquisition of equity shares

Holderind Investments Limited, Mauritius (Refer note 47) .............................. 3,500.27 -
3 Issue of equity shares (including premium)

Holderind Investments Limited, Mauritius (Refer note 47) .............................. 11,084.07 -
D) Transactions with joint ventures

1 Sale of xed assets
Counto Microne Products Private Limited ...................................................... 0.01 -
Counto Microne Products Private Limited ...................................................... 1.91 1.78
3 Dividend Received
Counto Microne Products Private Limited ...................................................... 1.24 -

Wardha Vaalley Coal Field Private Limited........................................................ - 0.30
5 Interest income
Wardha Vaalley Coal Field Private Limited........................................................ 0.14 0.12

7 Guarantees given outstanding at the year end

Wardha Vaalley Coal Field Private Limited........................................................ - 7.14

Counto Microne Products Private Limited ...................................................... 0.45 0.75
0.74 0.92
E) Transactions with key management personnel*
1 Remuneration
Mr. Ajay Kapur .................................................................................................... 5.56 6.35

Mr. Ajay Kapur .................................................................................................... - 0.57
* This does not include performance incentive to Managing Director & Chief Executive Ofcer for the year
2016, pending nalization.

30. Employment benets :
a) Dened Contribution Plans
Dened Contribution Plans - Amount recognised and included in note 21 Contributions to Provident and
other Funds of Statement of Prot and Loss ` 27.12 crore (previous year - ` 27.52 crore).
b) Dened Benet Plans - as per actuarial valuation
Funded plan includes gratuity benet to every employee who has completed service of ve years or more, at
15 days salary for each completed year of service (on last drawn basic salary).
Other non funded plan include death & disability benet, non-funded gratuity and post employment
healthcare benets to certain employees.
Summary of the components of net benet / expense recognised in the Statement of Prot and Loss and the
funded status and amounts recognised in the balance sheet for the respective plans:
2016 2015
Particulars
Other non Other non
Funded funded Funded funded
I Expense recognised in the nancial statement
1 Current service Cost ........................................ 9.08 0.87 9.34 0.89
2 Interest cost ..................................................... 8.90 1.25 8.84 1.13
3 Past service cost ............................................... - - - -
4 Expected return on plan assets ...................... (9.95) - (9.58) -
5 Actuarial (gains)/ losses ................................... 10.57 (6.97) (5.06) 0.06
6 Total expenses recognised in the Statement
of Prot and Loss ............................................ 18.60 (4.85) 3.53 2.08
7 Total expenses capitalised .............................. - - 0.01 -
II Net Asset / (Liability) recognised in the Balance
Sheet
1 Present value of dened benet obligation 139.34 10.99 118.42 16.02
2 Fair value of plan assets .................................. 125.43 - 117.02 -
3 Funded status [surplus / (decit)] ................... (13.91) (10.99) (1.40) (16.02)
4 Net asset / (liability)......................................... (13.91) (10.99) (1.40) (16.02)
III Change in obligation during the year
1 Present value of dened benet obligation
at the beginning of the year .......................... 118.42 16.02 116.79 14.10
2 Current service cost ......................................... 9.08 0.87 9.34 0.89
3 Interest cost ..................................................... 8.90 1.25 8.84 1.13
4 Past service cost ............................................... - - - -
5 Actuarial (gains) / losses .................................. 11.03 (6.97) (5.10) 0.06
6 Benets payments ........................................... (8.29) (0.18) (11.45) (0.16)
7 Net transfer in on account of business
combinations ................................................... 0.20 - - -
8 Present value of dened benet obligation
at the end of the year ..................................... 139.34 10.99 118.42 16.02
IV Change in assets during the year
1 Plan assets at the beginning of the year ....... 117.02 - 117.93 -
2 Expected return on plan assets ...................... 9.95 - 9.58 -
3 Contribution by employer .............................. 6.29 - 1.00 -
4 Actual benet paid ......................................... (8.29) - (11.45) -
5 Actuarial gains / (losses) .................................. 0.46 - (0.04) -
6 Plan assets at the end of the year .................. 125.43 - 117.02 -
7 Actual return on plan assets ........................... 10.41 - 9.54 -
V Expected contribution to gratuity fund in the
next year ................................................................. 13.00 - 9.00 -

30. Employment benets : (Contd.)
2016 2015
Particulars
Other non Other non
Funded funded Funded funded
VI Effect of one percentage point change in the
assumed medical ination rate :
1% Increase on aggregate service and
interest cost ..................................................... - 0.20 - 0.20
1% Decrease on aggregate service and
interest cost ..................................................... - (0.22) - (0.21)
1% Increase on present value of dened
benet obligation ........................................... - 1.10 - 1.65
1% Decrease on present value of dened
benet obligation ........................................... - (1.12) - (1.45)
VII The major categories of plan assets as a
percentage of total plan
Qualifying insurance policy with Life
Insurance Corporation of India ...................... 100% - 100% -
VIII Actuarial assumptions: As at 31.12.2016 As at 31.12.2015
1 Discount rate ................................................... 7.05% p.a. 7.90% p.a.
2 Expected rate of return on plan assets .......... 8.50% p.a. 8.50% p.a.
3 Mortality .......................................................... LIC (2006-08) mortality LIC (2006-08) mortality
tables tables
4 Turnover rate ................................................... Age 21-44 - 2%, Age 21-44 - 2%,
Age 45 -57 - 1% Age 45 -57 - 1%
5 Medical premium ination ............................. 12% p.a. in the rst 5 12% p.a. in the rst 5
years and 8% thereafter years and 8% thereafter
6 Salary escalation .............................................. 7% p.a. 7% p.a.
IX Basis used to determine expected rate of return on assets:
The Company has considered the current level of returns declared on its insurance policy, i.e. 8.50% to
develop the expected long-term return on assets for funded plan of gratuity.
X The estimates of future salary increases, considered in actuarial valuation, take account of ination,
seniority, promotion and other relevant factors, such as supply and demand in the employment market.
XI Amount for the current and previous four years are as follows :
As at As at As at As at As at
31.12.2016 31.12.2015 31.12.2014 31.12.2013 31.12.2012
` in crore ` in crore ` in crore ` in crore ` in crore
i) Funded
Dened benet obligation................. 139.34 118.42 116.79 97.46 95.09
Plan assets ............................................ 125.43 117.02 117.93 94.73 95.09
Surplus / (decit) ................................. (13.91) (1.40) 1.14 (2.73) -
Experience adjustments on plan
assets .................................................... 0.46 (0.04) 3.29 (0.55) 0.55
liabilities............................................... 3.28 (6.07) 2.21 3.64 6.15
ii) Non Funded
Dened benet obligation................. 10.99 16.02 14.10 9.56 9.21
Surplus / (decit) ................................. (10.99) (16.02) (14.10) (9.56) (9.21)
liabilities............................................... (7.79) 0.10 (0.26) 0.24 0.22

30. Employment benets : (Contd.)
c) Amount recognised as expense in respect of compensated absences is ` 11.47 crore (previous year -
` 12.02 crore).
d) Provident fund managed by a trust set up by the Company
The Company has contributed ` 7.72 crore (previous year - ` 7.29 crore) towards provident fund
liability. Decit of ` 0.73 crore (previous year - ` Nil) in the accumulated corpus fund is recognised in the
As at As at
31.12.2016 31.12.2015
Details of the fund and asset position :
Plan assets at the year end, at fair value .................................................... 116.21 106.57
Present value of benet obligation at year end ........................................ 116.94 102.40
Net Liability / (Asset) * ................................................................................. 0.73 (4.17)
Assumption used in determining the present value obligation of the interest
rate guarantee under the deterministic approach are :
Discount rate ................................................................................................ 7.05% 7.90%
Interest rate guarantee................................................................................ 8.65% 8.75%
Expected rate of return of assets ................................................................ 9.00% 8.73%
* Only liability is recognised in the books
31. Employee stock option Schemes (ESOS) :
a) The Company has provided various share based payments to its employees. The following Schemes were in
operation :
Particulars 2010
a) Date of grant ............................................................................................................................... 22.04.2010
b) Date of Board approval .............................................................................................................. 04.02.2010
c) Date of Shareholders approval .................................................................................................. 05.04.2010
d) Number of options granted ....................................................................................................... 9,998,900
e) Method of settlement (cash / equity) ........................................................................................ Equity
f) Vesting period from the date of grant ...................................................................................... 1 year
g) Exercise period from the date of vesting .................................................................................. 4 years
b) The details of activity under the ESOS are as below :
Particulars 2016 2015

Number of Weighted Number Weighted
shares average of shares average
exercise price exercise price
(`) (`)
a) Outstanding at the beginning of the year ... - - 2,344,400 119.00
b) Forfeited during the year .............................. - - - -
c) Exercised during the year .............................. - - 2,151,635 119.00
d) Expired during the year ................................. - - 192,765 119.00
e) Outstanding at the end of the year ............. - - - -
f) Exercisable at the end of the year ................ - - - -
g) Weighted average remaining contractual - - - -
life (in years) ...................................................
The weighted average share price at the date of exercise for stock option was ` Nil (previous year ` 242.29)
The weighted average share price for the period over which stock option were exercised was ` Nil (previous
year ` 228.84)

2016 2015
` in crore % ` in crore %
32. (a) Raw materials consumed :
(i) Imported............................................................... 24.23 3.12 70.52 8.85
(ii) Indigenous........................................................... 752.45 96.88 726.59 91.15
Total ......................................................................... 776.68 100.00 797.11 100.00
(b) Spares consumed :
(i) Imported............................................................... 7.80 7.36 5.88 5.36
(ii) Indigenous........................................................... 98.23 92.64 103.87 94.64
Total .......................................................................... 106.03 100.00 109.75 100.00
2016 2015
33. CIF value of imports :
(i) Raw materials ........................................................................................................... 8.97 26.74
(ii) Components and spare parts................................................................................... 34.66 36.87
(iii) Capital goods............................................................................................................ 73.38 24.87
(iv) Fuels .......................................................................................................................... 231.56 357.42
34. Expenditure in foreign currency (accrual basis) :

(i) Know-how ................................................................................................................ 90.90 92.44
(ii) Professional Consultation Fees ............................................................................... 6.07 6.70
(iii) Other matters (including capitalised amount of ` 0.01 crore; previous year -
` 0.94 crore) ............................................................................................................. 10.15 11.39
35. Earnings in foreign exchange (accrual basis) :

(i) F.O.B. value of exports ............................................................................................ 31.11 4.81
(ii) Royalty, professional and consultation fees .......................................................... 0.38 1.01
(iii) Other ........................................................................................................................ 4.87 4.47
36. Remittances in foreign currency :

On account of dividend to non-resident shareholders
(i) Final Dividend
No. of shareholders ............................................................................................ 168 188
No. of equity shares ........................................................................................... 630,430,359 630,448,726
Amount remitted, net of tax ............................................................................ 75.65 201.74
Year to which it pertains ................................................................................... 2015 2014
(ii) Interim Dividend
No. of shareholders ............................................................................................ 156 176
No. of equity shares ........................................................................................... 630,323,025 630,368,401
Amount remitted, net of tax ............................................................................ 100.85 100.86
Period to which it pertains ................................................................................ 2016 2015

2016 2015
37. Proposed Dividend :
The nal dividend proposed for the year is as follows :
On Equity Shares of ` 2 each
Amount of dividend proposed ........................................................................... 238.28 186.23
Dividend per Equity Share (`) .............................................................................. 1.20 1.20
As at As at
31.12.2016 31.12.2015
38. Disclosure of trade payables as dened under the Micro, Small and Medium Enterprises
Development Act, 2006 is based on the information available with the Company
regarding the status of the suppliers.
a) The principal amount and the interest due thereon remaining unpaid to any
supplier as at the end of the year.
Principal ................................................................................................................ 0.74 0.52
Interest .................................................................................................................. 0.04 -
b) The amount of interest paid by the buyer in terms of Section 16 along with the
amount of the payment made to the supplier beyond the appointed day during
the year.
Principal ................................................................................................................ 14.80 3.42
Interest .................................................................................................................. 0.13 0.03
c) The amount of interest due and payable for the period of delay in making
payment (which has been paid but beyond the appointed day during the year)
but without adding the interest specied. ............................................................... - -
d) The amount of interest accrued and remaining unpaid at the end of the year..... 0.04 -
e) The amount of further interest remaining due and payable even in the succeeding
years, until such date when the interest dues as above are actually paid to the
small enterprise for the purpose of disallowance as a deductible expenditure
under Section 2. .......................................................................................................... - -
39. Unhedged foreign currency exposure :
Particulars As at 31.12.2016 As at 31.12.2015

Foreign ` in crore Foreign ` in crore
Currency Currency
1 Trade payables and other liabilities in CHF ..................... 12,500 0.08 57,567 0.38
in DKK .................... - - 38,400 0.04
in EURO .................. 203,938 1.46 573,308 4.14
in JPY...................... 1,324,519 0.08 3,989,886 0.22
in SEK ..................... 584 - 86,398 0.07
in SGD .................... - - 3,254 0.02
in USD .................... 8,400,201 57.05 291,859 1.93
2 Trade receivables, loans & advances and in USD ................... - - 52,092 0.34
other assets

40. The Company has, the following joint ventures and its proportionate share in the assets, liabilities, income and
expenditure of the joint venture companies are given below :
As on and for the year ended

31.12.2016 31.12.2015 31.12.2016 31.12.2015 31.12.2016 31.12.2015
` in crore ` in crore ` in crore ` in crore ` in crore ` in crore
(a) Name of the Company Wardha Vaalley Coal Counto Microne OneIndia BSC Private
Field Private Limited Products Private Limited Limited (Refer note 50)
(b) Country of incorporation India India India
(c) Percentage of share
holding................................. 27.27% 27.27% 50% 50% - 50%
(d) Assets :
Non-current assets............... - - 11.73 12.34 - 1.04
Current assets ...................... 0.16 0.19 6.25 4.92 - 1.08
Total .......................... 0.16 0.19 17.98 17.26 - 2.12
(e) Liabilities :
Non-current liabilities ......... - - 1.23 1.62 - -
Current liabilities ................. 0.68 0.60 2.05 2.71 - 0.71
Total ........................... 0.68 0.60 3.28 4.33 - 0.71
(f) Income ................................. 0.01 - 13.27 12.79 - -
(g) Expenditure ......................... 0.12 0.16 10.76 10.62 - 1.09
41. Operating lease :

The Company has taken various residential premises, ofce premises and warehouses under operating lease
agreements. These are generally cancellable and are renewable by mutual consent on mutually agreed terms.
42. The Company is eligible for receipt of transport subsidy on inter-state transport of raw materials, clinker and
cement in certain units. Accordingly, the Company has accrued an amount and adjusted against the respective
expenses as under :
2016 2015
(i) Cost of raw materials consumed ................................................................................... - 0.34
(ii) Freight and forwarding expenses ................................................................................. - 6.80
Total ......................................................................................................... - 7.14
43. (a) Other income includes ` 21.04 (previous year ` Nil) written back towards interest on income tax relating to
earlier years.
(b) Tax expense for earlier years represents write back upon completion of assessments and change in estimate
of allowability of certain deductions.
44. The Company has incurred ` 59.37 crore (previous year ` 40.98 crore) towards Social Responsibility activities.
It is included in different heads of expenses in the Statement of Prot and Loss. Further, no amount has been
spent on construction / acquisition of an asset of the Company and the entire amount has been spent in cash.
The amount required to be spent under Section 135 of the Companies Act, 2013 for the year 2016 is ` 29.78 crore
i.e. 2% of average net prots for last three nancial years, calculated as per Section 198 of the Companies Act,
2013.

45. Disclosure in respect of Loans and advances in the nature of Loans as required under Section 186 of the Companies
Act, 2013.
As at 31.12.2016 As at 31.12.2015
Outstanding Maximum Outstanding Maximum
balance balance balance balance
outstanding outstanding
during the during the
year year
Loans and advances in the nature of unsecured loans
given to subsidiaries, joint ventures and others :
(a) Dirk India Private Limited ....................................... 42.58 42.58 42.58 42.58
(For working capital requirement. Repayable over
a period of 3 years and carries an interest rate of
12% p.a.)
(b) Chemical Limes Mundwa Private Limited ............. 0.75 0.75 0.50 0.50
(For working capital requirement. Repayable on
call basis and carries an interest rate of 12% p.a.)
(c) Wardha Vaalley Coal Field Private Limited............ 0.83 0.83 0.83 0.83
(For working capital requirement. Repayable on
call basis and carries an interest rate of 16.75%
p.a. Provision has been made against this loan in
the previous year)
(d) Ambuja Vidya Niketan ............................................ - 3.75 1.60 1.60
(Loan given to staff of Ambuja Vidya Niketan for
nancial assistance @16% p.a., repayable in six
months from date of disbursement)
As at As at
31.12.2016 31.12.2015
46. Capital work-in-progress includes :
(a) Machinery-in-transit.................................................................................................... 7.79 7.66
(b) Expenditure during construction for projects as under :
Opening balance ...................................................................................................... - 9.82
Addition during the year ......................................................................................... 0.08 2.12
0.08 11.94
Less : Capitalised during the year............................................................................ 0.08 11.94
Balance included in capital work-in-progress ........................................................ - -
47. Amalgamation of Holcim (India) Private Limited (HIPL) with Ambuja Cement Limited (the Company):
a) HIPL was primarily engaged in the cement business, through its downstream investment in cement
manufacturing ventures in India. The Board of Directors and members of the Company had approved the
Scheme of amalgamation (the Scheme) between the Company and HIPL from the appointed date, 1st April,
2013. The Scheme was sanctioned by the Honble High Courts of Gujarat and Delhi vide their orders dated
7th April, 2014 and 18th March, 2014, respectively.

b) On 1st August, 2016, Foreign Investment Promotion Board (FIPB) has approved the transaction for acquisition
of 24% equity shares of HIPL by the Company and subsequent merger of HIPL through share swap, being the
conditions precedent to the Scheme. Pursuant to FIPB approval, the Scheme came into effect on 12th August,
2016 (effective date) when all the conditions precedent to the Scheme were complied with. Accordingly, HIPL
has been amalgamated with the Company on a going concern basis from the effective date. The Company
has followed the purchase method of accounting in accordance with Accounting Standard 14, Accounting for
Amalgamations, accordingly all the assets and liabilities of HIPL have been transferred to and vested in the
Company at their respective fair values on the appointed date.
Pursuant to above, the Company has :
i) purchased 24% equity shares of HIPL for a cash consideration of ` 3,500.27 crore;
ii) cancelled 150,670,120 equity shares of ` 2 each, fully paid up, of the Company held by HIPL; and
iii) issued 584,417,928 equity shares of ` 2 each, fully paid up to the equity shareholder of HIPL for the
remaining 76% equity shares (without consideration being received in cash) and credited an amount of
` 10,967.20 crore to securities premium account.
c) The excess of the consideration viz. fair value of new shares issued and cost of shares in HIPL cancelled over
the fair value of net assets taken over and the face value of the shares of the Company cancelled amounting
to ` 2,827.48 crore has been recognised as goodwill and is amortized over a period of three years from the
appointed date in accordance with Accounting Standard AS 14 notied under the Companies Accounting
Standards Rules, 2006, as amended.
d) Consequent to amalgamation, the following adjustments by way of debit / (credit) have been made in the
Surplus in the Statement of Prot and Loss under Reserve and surplus:
i) ` 2,591.85 crore being amortisation of goodwill from the appointed date till 31st December, 2015;
ii) ` (41.19) crore, being the net surplus in the Statement of Prot and Loss of HIPL from the appointed
date till 31st December, 2015;
iii) ` 199.96 crore, being interim dividend and tax thereon paid by HIPL during the year; and
iv) ` (74.69) crore being inter Company elimination of dividend paid by the Company and HIPL during the
year.
e) Pursuant to the amalgamation, ACC Limited has become the subsidiary of the Company.
48. During the previous year, the Board of Directors had approved the amalgamation of Dirk India Private Limited,
a wholly owned subsidiary, with the Company w.e.f. 1st April, 2015, in terms of the Scheme of amalgamation.
During the year, the Board of Directors, in their meeting held on 28th April, 2016, decided not to pursue the Scheme
and not to le it with the Honble High Courts for their approval. There is no material implication of this decision
on the nancial statements of the Company.
49. During the previous year, pursuant to the enactment of the Companies Act 2013 (the Act), the Company has,
effective 1st January, 2015, reviewed and revised the estimated useful lives of xed assets, as per the life indicated
in the Act. Accordingly, as per the transition provisions of the Act, the Company has adjusted ` 106.63 crore (net
of tax of ` 54.90 crore) in opening balance of Surplus in the Statement of Prot and Loss as on 1st January,
2015, in respect of assets, whose useful life is exhausted as at 1st January, 2015. Further, as a result of this change,
depreciation for the year ended 31st December, 2015 was higher by ` 107.79 crore.
50. During the previous year, the Company had subscribed for ` 2.50 crore in equity shares of OneIndia BSC Private
Limited (OIBPL). OIBPL was a joint venture Company till previous year, and has now become a subsidiary in the
current year, consequent to amalgamation pursuant to which ACC Limited, became a subsidiary of the Company
during the year.
51. The Company has only one business segment Cement and cement related products as primary segment. The
export turnover is not signicant in the context of total turnover of the Company and further the risk and returns
are not signicantly different from that of India. As such there is only one geographical segment.

52. The Companies (Indian Accounting Standards) Rules, 2015 (Ind-AS) would be applicable to the Company from
nancial year commencing on 1st January, 2017. Accordingly, the nancial statements have been prepared in
compliance with Companies (Accounting Standards) Rules, 2006.
53. Figures below ` 50,000 have not been disclosed.
54. Previous years gures have been regrouped / reclassied wherever necessary, to conform to current years
classication. Further, the current year gures are not comparable with those of the previous year due to
amalgamation of HIPL (Refer note 47).
Signatures to notes 1 to 54
Director Director
Ajay Kapur

Independent Auditors Report
To the Members of Ambuja Cements Limited
Report on the Consolidated Financial Statements
We have audited the accompanying consolidated nancial statements of Ambuja Cements Limited (hereinafter referred
to as the Holding Company) and its subsidiaries (the Holding Company and its subsidiaries together referred to as the
Group) its associates and its jointly controlled entities, comprising of the Consolidated Balance Sheet as at December
31, 2016, the Consolidated Statement of Prot and Loss and Consolidated Cash Flow Statement for the year then ended,
and a summary of signicant accounting policies and other explanatory information (hereinafter referred to as the
consolidated nancial statements).
Managements Responsibility for the Consolidated Financial Statements
The Holding Companys Board of Directors is responsible for the preparation of these consolidated nancial statements
in terms with the requirement of the Companies Act, 2013 (hereinafter referred to as the Act) that give a true and
fair view of the consolidated nancial position, consolidated nancial performance and consolidated cash ows of the
Group including its Associates and Jointly controlled entities in accordance with accounting principles generally accepted
in India, including the Accounting Standards specied under Section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014. The respective Board of Directors of the companies included in the Group and of its associates
and jointly controlled entities are responsible for maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of the Group, its associates and its jointly controlled entities and for
preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance
of adequate internal nancial control that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the nancial statements that give a true and fair
view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of
preparation of the consolidated nancial statements by the Directors of the Holding Company, as aforesaid.
Our responsibility is to express an opinion on these consolidated nancial statements based on our audit. While
conducting the audit, we have taken into account the provisions of the Act, the accounting and auditing standards
and matters which are required to be included in the audit report under the provisions of the Act and the Rules made
thereunder. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute of Chartered
Accountants of India, as specied under Section 143(10) of the Act. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated nancial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated
nancial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks
of material misstatement of the consolidated nancial statements, whether due to fraud or error. In making those
risk assessments, the auditor considers internal nancial control relevant to the Holding Companys preparation of the
consolidated nancial statements that give a true and fair view in order to design audit procedures that are appropriate
in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by the Holding Companys Board of Directors, as well as evaluating the
overall presentation of the consolidated nancial statements. We believe that the audit evidence obtained by us and the
audit evidence obtained by the other auditors in terms of their reports referred to in paragraph (a) of the Other Matters
below, is sufcient and appropriate to provide a basis for our audit opinion on the consolidated nancial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us and based on the
consideration of reports of other auditors on separate nancial statements and on other nancial information of the
subsidiaries, associates and jointly controlled entities, the aforesaid consolidated nancial statements give the information
required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India, of the consolidated state of affairs of the Group, its associates and jointly controlled entities
as at December 31, 2016, and their consolidated prot, and their consolidated cash ows for the year ended on that date.
Emphasis of Matter
We draw attention to note 29(I)(vi) to the consolidated nancial statements, which describes the following matters:
a. In terms of order dated August 31, 2016, the Competition Commission of India (CCI) has imposed penalty of
` 2,311.50 crore for alleged contravention of the Competition Act, 2002 by the Company and ACC Limited (subsidiary
of the Company). The Company and ACC Limited have led appeals against the CCI order before the Competition
Appellate Tribunal (COMPAT). The COMPAT has granted stay on the CCI order on the condition that the Company
and ACC Limited deposits 10% of the penalty amounting to ` 231.15 crore which has been deposited.
b. In terms of order dated January 19, 2017, the CCI has imposed penalty of ` 65.16 crore pursuant to the reference
led by the Director, Supplies and Disposals, State of Haryana for alleged contravention of the provisions of the
Competition Act, 2002 in August 2012 by the Company and ACC Limited.
Based on the advice of external legal counsels, no provision has been considered necessary by the Holding Company and
ACC Limited in respect of these matters. Our opinion is not qualied in respect of these matters.

Report on Other Legal and Regulatory Requirements
As required by Section 143(3) of the Act, based on our audit and on the consideration of report of other auditors
on separate nancial statements and the other nancial information of subsidiaries, associates and jointly controlled
entities, as noted in the other matter paragraph, we report, to the extent applicable, that:
(a) We / the other auditors whose reports we have relied upon, have sought and obtained all the information and
explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the
aforesaid consolidated nancial statements;
(b) In our opinion proper books of account as required by law relating to preparation of the aforesaid consolidation
of the nancial statements have been kept so far as it appears from our examination of those books and reports of
the other auditors;
(c) The Consolidated Balance Sheet, Consolidated Statement of Prot and Loss, and Consolidated Cash Flow Statement
dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation
of the consolidated nancial statements;
(d) In our opinion, the aforesaid consolidated nancial statements comply with the Accounting Standards specied
under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;
(e) On the basis of the written representations received from the directors of the Holding Company as on December
31, 2016 taken on record by the Board of Directors of the Holding Company and the reports of the statutory
auditors of its subsidiary companies, associate companies and jointly controlled companies incorporated in India,
none of the directors of the Groups companies, its associates and jointly controlled companies incorporated in
India is disqualied as on 31st December, 2016 from being appointed as a director in terms of Section 164 (2) of the
Act.
(f) With respect to the adequacy and the operating effectiveness of the internal nancial controls over nancial
reporting of the Holding Company and its subsidiary companies, associate companies and jointly controlled
companies incorporated in India, refer to our separate report in Annexure 1 to this report;
(g) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the
explanations given to us and based on the consideration of the report of the other auditors on separate nancial
statements as also the other nancial information of the subsidiaries, associates and jointly controlled entities, as
noted in Other matter paragraph:
i. The consolidated nancial statements disclose the impact of pending litigations on its consolidated nancial
position of the Group, its associates and jointly controlled entities Refer note 29 and 30 to the consolidated
nancial statements;
ii. The Group, its associates and jointly controlled entities did not have any material foreseeable losses in long-
term contracts including derivative contracts during the year ended December 31, 2016.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education
and Protection Fund by the Holding Company, its subsidiaries, associates and jointly controlled companies
incorporated in India during the year ended December 31, 2016.
Other Matter
The accompanying consolidated nancial statements include total assets of ` 210.41 crore as at December 31, 2016, and
total revenues and net cash inow of ` 65.16 crore and ` 0.08 crore for the year ended on that date, in respect of nine
subsidiaries, and six jointly controlled entities, which have been audited by other auditors, whose nancial statements,
other nancial information and auditors reports have been furnished to us by the management. The consolidated
nancial statements also include the Groups share of net prot of ` 8.79 crore for the year ended December 31, 2016,
as considered in the consolidated nancial statements, in respect of three associates, whose nancial statements,
other nancial information have been audited by other auditors and whose reports have been furnished to us by the
Management. Our opinion on the consolidated nancial statements, in so far as it relates to the amounts and disclosures
included in respect of these subsidiaries, jointly controlled entities and associates, and our report in terms of sub-sections
(3) of Section 143 of the Act, in so far as it relates to the aforesaid subsidiaries, jointly controlled entities and associates,
is based solely on the reports of such other auditors.
Our opinion on the consolidated nancial statements, and our report on Other Legal and Regulatory Requirements
above, is not modied in respect of the above matters with respect to our reliance on the work done and the reports of
the other auditors.
per Ravi Bansal
Partner

ANNEXURE 1 TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE CONSOLIDATED FINANCIAL STATEMENTS
OF AMBUJA CEMENTS LIMITED
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013
(the Act)
In conjunction with our audit of the consolidated nancial statements of Ambuja Cements Limited as of and for the year
ended December 31, 2016, we have audited the internal nancial controls over nancial reporting of Ambuja Cements
Limited (hereinafter referred to as the Holding Company) and its subsidiary companies, its associate companies and
jointly controlled entities, which are companies incorporated in India, as of that date.
Managements Responsibility for Internal Financial Controls
The respective Board of Directors of the Holding Company, its subsidiary companies, its associate companies and jointly
controlled entities, which are companies incorporated in India, are responsible for establishing and maintaining internal
nancial controls based on the internal control over nancial reporting criteria established by the Holding Company
considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include
the design, implementation and maintenance of adequate internal nancial controls that were operating effectively
for ensuring the orderly and efcient conduct of its business, including adherence to the respective companys policies,
the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the
accounting records, and the timely preparation of reliable nancial information, as required under the Act.
Our responsibility is to express an opinion on the companys internal nancial controls over nancial reporting based
on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the Guidance Note) and the Standards on Auditing, both, issued by Institute of Chartered
Accountants of India, and deemed to be prescribed under Section 143(10) of the Act, to the extent applicable to an audit
of internal nancial controls. Those Standards and the Guidance Note require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about whether adequate internal nancial controls over
nancial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal nancial controls
system over nancial reporting and their operating effectiveness. Our audit of internal nancial controls over nancial
reporting included obtaining an understanding of internal nancial controls over nancial reporting, assessing the risk
that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control
based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the
risks of material misstatement of the nancial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of
their reports referred to in the Other Matters paragraph below, is sufcient and appropriate to provide a basis for our
audit opinion on the internal nancial controls system over nancial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A companys internal nancial control over nancial reporting is a process designed to provide reasonable assurance
regarding the reliability of nancial reporting and the preparation of nancial statements for external purposes in
accordance with generally accepted accounting principles. A companys internal nancial control over nancial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of nancial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance
with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a
material effect on the nancial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal nancial controls over nancial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the internal nancial controls over nancial reporting to future
periods are subject to the risk that the internal nancial control over nancial reporting may become inadequate because
of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Holding Company, its subsidiary companies, its associate companies and jointly controlled entities,
which are companies incorporated in India, have, maintained in all material respects, an adequate internal nancial
controls system over nancial reporting and such internal nancial controls over nancial reporting were operating
effectively as at December 31, 2016, based on the internal control over nancial reporting criteria established by the
Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
Other Matters
Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal nancial controls
over nancial reporting of the Holding Company, in so far as it relates to eight subsidiary companies, three associate
companies and six jointly controlled entities, which are companies incorporated in India, is based on the corresponding
reports of the auditors of such subsidiary, associate and jointly controlled entities incorporated in India.

per Ravi Bansal

Partner


Consolidated Balance Sheet
As at 31st December, 2016
As at As at
31.12.2016 31.12.2015
EQUITY AND LIABILITIES
Shareholders funds
Share capital ................................................................................. 3 397.13 310.38
Reserves and surplus .................................................................... 4 19,148.32 9,961.02
19,545.45 10,271.40
Minority interest .............................................................................. 4,377.77 0.72
Non-current liabilities
Long-term borrowings ................................................................. 5 23.58 23.55
Deferred tax liabilities (net) ........................................................ 6 1,053.35 565.60
Other long-term liabilities ........................................................... 7 7.95 5.99
Long-term provisions ................................................................... 8 177.85 36.17
1,262.73 631.31
Current liabilities
Short-term borrowings ................................................................ 9 0.29 0.30
Trade payables
Micro enterprises and small enterprises .............................. 36 8.28 0.52
Others .................................................................................... 2,142.56 679.32
Other current liabilities................................................................ 10 3,650.87 1,464.88
Short-term provisions................................................................... 8 1,745.01 1,084.51
7,547.01 3,229.53
TOTAL..................................................................................... 32,732.96 14,132.96
ASSETS
Non-current assets
Fixed assets
Tangible assets....................................................................... 11 13,493.55 6,122.38
Intangible assets .................................................................... 11 7,909.68 47.79
Capital work-in-progress ...................................................... 41 582.21 416.42
21,985.44 6,586.59
Non-current investments ............................................................. 12 130.53 29.60
Long-term loans and advances.................................................... 13 1,663.36 713.30
Other non-current assets ............................................................. 14.2 805.60 282.48
2,599.49 1,025.38
Current assets
Current investments ..................................................................... 15 2,664.55 2,119.23
Inventories .................................................................................... 16 2,164.56 897.76
Trade receivables .......................................................................... 14.1 763.53 290.46
Cash and bank balances............................................................... 17 1,696.21 2,853.32
Short-term loans and advances ................................................... 13 772.04 305.72
Other current assets ..................................................................... 14.2 87.14 54.50
8,148.03 6,520.99
TOTAL..................................................................................... 32,732.96 14,132.96
Signicant accounting policies ............................................................. 2
Director Director
Ajay Kapur

Consolidated Statement of Prot and Loss
2016 2015
Revenue
Sale of products (gross).................................................................... 18 22,893.17 10,691.19
Less : Excise duty............................................................................... 2,799.22 1,303.19
Sale of products (net)....................................................................... 20,093.95 9,388.00
Other operating revenues ............................................................... 19 249.88 93.34
Revenue from operations (net) ....................................................... 20,343.83 9,481.34
Other income.................................................................................... 20 518.14 353.22
Total revenue............................................................................... 20,861.97 9,834.56
Expenses
Cost of raw materials consumed ..................................................... 21 2,342.09 801.44
Purchase of Stock-in-Trade .............................................................. 90.16 4.20
Changes in inventories of nished goods, work-in-progress and
stock-in-trade ................................................................................... 22 (13.25) 25.40
Employee benets expense ............................................................. 23 1,397.21 594.05
Power and fuel ................................................................................. 3,996.49 2,057.51
Freight and forwarding expenses ................................................... 24 5,111.92 2,511.78
Finance costs ..................................................................................... 25 140.54 92.47
Depreciation and amortisation expense......................................... 26 1,463.18 629.76
Other expenses ................................................................................. 27 4,307.71 1,948.79
18,836.05 8,665.40
Less : Self consumption of cement (net of excise duty) ................ 7.68 4.09
Total expenses........................................................................ 18,828.37 8,661.31
Prot before exceptional item and tax .......................................... 2,033.60 1,173.25
Exceptional item (Refer note 49) .................................................... 38.59 -
Prot before tax ............................................................................... 1,995.01 1,173.25
Tax expense :
For the current year
Current tax (including MAT payable of ` 117.70 crore
(previous year - ` Nil))............................................................... 663.84 334.00
Less: MAT credit entitlement.................................................... 117.70 -
Net current tax expense ........................................................... 546.14 334.00
Deferred tax .............................................................................. 21.33 (24.21)
567.47 309.79
Relating to earlier years
Current tax (including MAT payable of ` 1.95 crore (previous
year - ` Nil)) ............................................................................... 40 (b) 14.48 (0.11)
Less: MAT credit entitlement.................................................... 1.95 -
Net current tax expense ........................................................... 12.53 (0.11)
Deferred tax .............................................................................. (4.00) 55.69
8.53 55.58
576.00 365.37
Prot after tax .................................................................................. 1,419.01 807.88
Share of prot in associates ............................................................ 8.79 -
Less : Share of prot attributable to minority interest.................. 306.67 -
Prot for the year attributable to the Shareholders of the
Company ........................................................................................... 1,121.13 807.88
2016 2015
` `
Earnings per equity share of ` each 28
Basic ............................................................................................. 5.65 5.21
Diluted ......................................................................................... 5.65 5.21
Signicant accounting policies ........................................................... 2
Director Director
Ajay Kapur
Consolidated Cash Flow Statement
2016 2015
Cash ows from operating activities
Prot before tax ..................................................................................................... 1,995.01 1,173.25
Adjustment for :
Depreciation and amortisation expense.......................................................... 1,463.18 629.76
Loss on assets sold, discarded and written off (net) ....................................... (14.53) 25.84
Dividend income from joint venture company ............................................... (0.62) -
Prot on sale of current investments............................................................... (226.43) (148.20)
Finance costs ...................................................................................................... 140.54 92.47
Interest income.................................................................................................. (235.44) (193.98)
Interest on income tax written back (Refer note 40 (a)) ................................ (21.04) -
Provision for slow and non moving spares ...................................................... 17.01 5.27
Discounting income on sales tax loan.............................................................. (8.42) (6.90)
Unrealised exchange (gain) / loss, net ............................................................. (2.68) 0.24
Provisions no longer required written back .................................................... (30.82) (19.32)
Inventories written off...................................................................................... 4.73 6.56
Bad debts, sundry debit balances and claims written off ............................... 1.09 0.76
Provision for doubtful debts and advances (net) ............................................ 48.83 2.35
Other non cash items ........................................................................................ 30.47 13.17
1,165.87 408.02
Operating prot before working capital changes 3,160.88 1,581.27
Adjustment for :
Decrease / (Increase) in trade receivables, loans & advances and other
assets .................................................................................................................. (115.62) (93.71)
Decrease / (Increase) in inventories .................................................................. (99.10) (19.61)
Increase / (Decrease) in trade payables, other liabilities and provisions ....... 466.06 130.79
251.34 17.47
Cash generated from operations .......................................................................... 3,412.22 1,598.74
Direct taxes paid (net of refunds) ......................................................................... (597.15) (42.19)
Net cash ow from operating activities (A) .............................................................. 2,815.07 1,556.55
Cash ows from investing activities
Purchase of xed assets, including capital work in progress and capital
advances ............................................................................................................ (914.52) (623.74)
Proceeds from sale of xed assets.................................................................... 29.23 4.55
Acquisition of equity shares in HIPL (Refer note 42) ...................................... (3,500.27) -
Acquisition of equity shares in subsidiary ....................................................... (13.67) -
Inter corporate deposits and loans given to joint ventures ........................... (0.21) (0.21)
Payment received against loans given to joint venture ................................. 5.26 -
Proceeds from sale / maturity of current investments (net) ........................... 226.43 148.20
Unclaimed sale proceeds of the odd lot shares of erstwhile Ambuja Cement
Eastern Limited (ACEL) and Ambuja Cements Rajasthan Limited (ACRL) ..... (0.01) (0.01)
Investments in bank deposits (having original maturity of more than three
months) .............................................................................................................. (281.76) (5.73)
Redemption / maturity of bank deposits (having original maturity of more
than three months) ........................................................................................... 0.05 131.11
Dividend received from joint venture company ............................................. 0.62 -
Dividend received from associates ................................................................... 7.64 -
Interest received ................................................................................................ 250.86 201.94
Interest received on Income tax ....................................................................... 91.56 61.30
Net cash ow used in investing activities (B) ........................................................... (4,098.79) (82.59)
Carried forward ................................... (1,283.72) 1,473.96

Consolidated Cash Flow Statement (Contd.)
2016 2015
Brought forward.................................. (1,283.72) 1,473.96
Cash ows from nancing activities
Proceeds from issuance of equity share capital (including securities
premium) ........................................................................................................... - 25.60
Proceeds from issuance of equity share capital (including securities
premium) by subsidiary..................................................................................... 0.23 -
Stamp duty paid on HIPL merger, adjusted in Equity ..................................... (11.07) -
Proceeds from long-term borrowings.............................................................. 14.13 3.59
Proceeds from short-term borrowings............................................................. - 0.19
Repayment of long-term borrowings .............................................................. (11.78) (2.77)
Repayment of short-term borrowings ............................................................. - (0.04)
Discounting income on pre-payment of sales tax loan .................................. 8.42 6.90
Interest paid ...................................................................................................... (87.13) (39.61)
Dividend paid on equity shares ........................................................................ (711.82) (744.35)
Tax on equity dividend paid ............................................................................. (161.76) (149.70)
Net cash ow used in nancing activities (C) ........................................................... (960.78) (900.19)
Net increase in cash and cash equivalents (A + B + C) ............................................. (2,244.50) 573.77
Cash and cash equivalents at the end of the year .................................................... 4,267.33 5,036.64
Cash and cash equivalents acquired pursuant to amalgamation (Refer note 42) ....... 1,475.19 -
Cash and cash equivalents at the beginning of the year ......................................... 5,036.64 4,462.87
(2,244.50) 573.77
Components of cash and cash equivalents
Cash on hand .......................................................................................................... 0.09 0.37
With banks
In current account ............................................................................................. 271.55 158.54
In deposit account ............................................................................................. 1,074.06 2,634.25
Fixed deposit held as security ........................................................................... 293.43 35.91
Earmarked for specic purposes (Refer note 2 below)................................... 57.08 24.25
Cash and bank balance as per note 17 ................................................................. 1,696.21 2,853.32
Less : Fixed deposits not considered as cash and cash equivalents ............... 293.43 35.91
Add : Fixed Deposits with Housing Development Finance Corporation
Limited ...................................................................................................... 200.00 100.00
Add : Investment in mutual funds ................................................................... 2,664.55 2,119.23
Cash and cash equivalents at the year end .............................................................. 4,267.33 5,036.64
Notes :
1) Direct taxes paid are treated as arising from operating activities and are not bifurcated between investing and
nancing activities.
2) These balances are not available for use by the Company as they represent corresponding unpaid dividend liabilities
and unclaimed sale proceeds of the odd lot shares belonging to the shareholders of erstwhile ACEL and ACRL.
Signicant accounting policies - note 2
Director Director
Ajay Kapur

Notes to Consolidated Financial Statements
1. Basis of Preparation of Consolidated Financial Statements:
i. The nancial statements of Ambuja Cements Limited (the Company), its subsidiaries (together the group),
associates and its jointly controlled entities have been prepared in accordance with the generally accepted
accounting principles in India (Indian GAAP). The Company has prepared these nancial statements to comply
in all material respects with the accounting standards notied under Section 133 of the Companies Act, 2013
(the Act), read together with Rule 7 of the Companies (Accounts) Rules 2014. The nancial statements have
been prepared on an accrual basis and under the historical cost convention.
ii. The Consolidated Financial Statements comprise the nancial statements of Ambuja Cements Limited (the
Company), its subsidiaries, associates and jointly controlled entities. Reference in these notes to the Company
shall mean to include Ambuja Cements Limited and/or any of its subsidiaries / associates / joint venture,
consolidated in these nancial statements, unless otherwise stated.
iii. Accounting policies adopted in the preparation of nancial statements are consistent with those used in the
previous year.
iv. The preparation of nancial statements in conformity with Indian GAAP requires management to make
estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of
contingent liabilities as at the date of consolidated nancial statements and the results of operations during
the reporting period. Although these estimates are based upon managements best knowledge of current
events and actions, actual result could differ from these estimates.
v. Estimates and underlying assumptions are reviewed on an ongoing basis. Any revision to accounting estimates
is recognised prospectively in the current and future periods.
vi. Principles of Consolidation :
a. The Subsidiaries, Associates and Jointly controlled entities considered in the preparation of these
consolidated nancial statements are :
Country of Effective Holding as on Financial
Name of the Company
Incorporation 31.12.2016 31.12.2015 year ended $
I) Direct Subsidiaries :
1 Kakinada Cements Limited (liquidated during India - 100.00% NA
the year)
2 M.G.T Cements Private Limited India 100.00% 100.00% 31.12.2016
3 Chemical Limes Mundwa Private Limited India 100.00% 100.00% 31.12.2016
4 Dang Cement Industries Private Limited Nepal 91.63% 91.63% 16.07.2016
5 Dirk India Private Limited India 100.00% 100.00% 31.03.2016
6 OneIndia BSC Private Limited* India 100.00% 50.00% 31.12.2016
7 ACC Limited # India 50.05% - 31.12.2016
II) Subsidiaries of ACC Limited :
1 ACC Mineral Resources Limited India 50.05% - 31.12.2016
2 Lucky Minmat Limited India 50.05% - 31.12.2016
3 National Limestone Company Private Limited India 50.05% - 31.12.2016
4 Singhania Minerals Private Limited India 50.05% - 31.12.2016
5 Bulk Cement Corporation (India) Limited India 47.37% - 31.12.2016
III) Associates of ACC Limited :
1 Alcon Cement Company Private Limited India 20.02% - 31.03.2016
2 Asian Concretes and Cements Private Limited India 22.52% - 31.03.2016
3 Aakaash Manufacturing Company Private India 20.02% - 31.03.2016
Limited
IV) Jointly Controlled Entities :
1 Wardha Vaalley Coal Field Private Limited India 27.27% 27.27% 31.03.2016
2 Counto Microne Products Private Limited India 50.00% 50.00% 31.03.2016
V) Jointly Controlled Entities of ACC Limited :
1 MP AMRL(Semaria) Coal Company Limited India 24.52% - 31.03.2016
2 MP AMRL(Bicharpur) Coal Company Limited India 24.52% - 31.03.2016
3 MP AMRL(Marki Barka) Coal Company India 24.52% - 31.03.2016
Limited
4 MP AMRL(Morga) Coal Company Limited India 24.52% - 31.03.2016
* Joint Venture till 11th August, 2016 and subsidiary with effect from 12th August, 2016 (Refer note 47)
# Subsidiary, (erstwhile fellow subsidiary) pursuant to amalgamation of Holcim (India) Private Limited
with the Company with effect from12th August, 2016 (Appointed date 1st April, 2013) (Refer note 42)
$ Financial statements of each of the above company are drawn upto the same reporting date as that
of the parent Company i.e. 31st December, 2016.
Notes to Consolidated Financial Statements (Contd.)
b. The consolidated nancial statements of the Group, associates and jointly controlled entities have been
prepared on the following basis :
i. The Consolidated Financial Statements of the Company and its subsidiaries have been prepared in
accordance with the Accounting Standard 21 (AS-21) Consolidated Financial Statements, on a
line-by-line basis by adding together the book value of like items of assets, liabilities, income and
expenses. The intra-group balances, intra-group transactions and unrealised prots or losses are
fully eliminated.
ii. In cases where the nancial year of Subsidiary, Joint Venture Companies and associates is different
from that of the Company, the consolidated nancial statements of the said Companies have
been drawn up so as to be aligned with the nancial year of the Company.
iii. The consolidated nancial statements have been prepared using uniform accounting policies
for like transactions and other events in similar circumstances and are presented, to the extent
possible, in the same manner as the Companys Standalone nancial statements.
iv. The excess of cost to the Company of its investment in the subsidiaries / jointly controlled entity,
on the acquisition dates over and above the Companys share of equity in the subsidiaries/ jointly
controlled entities, is recognised in the Consolidated Financial Statements as goodwill. This
goodwill is tested for impairment at the close of each nancial year. On the other hand, where
the share of equity in the subsidiaries / jointly controlled entities as on the date of investment is
in excess of cost of investments of the Company, it is recognised as Capital Reserve and shown
under the head Reserves and Surplus in the Consolidated Financial Statements.
v. The nancial statements of an integral foreign operation are translated as if the transactions of
the foreign operation have been those of the Company itself. For non-integral foreign operation,
the assets and liabilities are translated at the closing rate. Income and expense items of the non-
integral foreign operation are translated at exchange rates at the dates of the transactions and
all resulting exchange differences are accumulated in a foreign currency translation reserve on
consolidation until the disposal of the net investment.
vi. Minority Interest in the net assets of consolidated subsidiaries is identied and presented in the
consolidated Balance Sheet separately from liabilities and equity of the Companys shareholders.
Minority interest in the net assets of consolidated subsidiaries consists of:
I. The amount of equity attributable to minority at the date on which investment in a subsidiary
is made; and
II. The minority share of movements in equity since the date parent subsidiary relationship came
into existence.
Minority interests share of Net Prot / Loss for the year of consolidated subsidiaries is identied
and presented separately. The losses applicable to the minority in excess of the minority interest
in the equity of the subsidiary are adjusted against the majority interest except to the extent that
the minority has a binding obligation to and is able to make good the losses. If the subsidiaries
subsequently reports prot, all such prots are allocated to the majority interest until the
minoritys share of losses previously absorbed by the majority has been recovered.
vii. Investment in associates where the Company directly or indirectly through subsidiaries holds
signicant inuence, are accounted for using equity method as per Accounting Standard 23 (AS 23)
Accounting for Investments in Associates in Consolidated nancial Statements notied under
Section 133 of the Companies Act, 2013, read together with Rule 7 of the Companies (Accounts)
Rules 2014. Accordingly, the share of prot/ loss of the associate Company (the loss being restricted
to the cost of investment) has been added to / deducted from the cost of investments.
viii. The excess of cost to the Company of its investment in the associates, on the acquisition dates over
and above the Companys share of net assets in the associate, described as goodwill. This goodwill
is tested for impairment at the close of each nancial year. On the other hand, where the share
of net asset in the associate as on the date of investment is in excess of cost of investments of the
Company, it is described as Capital Reserve and included in the carrying amount of investment
with separate disclosure in the Consolidated Financial Statements.
ix. The Consolidated Financial Statements of the Company reect its share of the Assets, Liabilities,
Income and Expenditure of the Jointly controlled entities which are accounted on the basis of the
audited accounts of the Jointly controlled entities on line-by-line basis with similar items in the
Companys Consolidated Financial Statement to the extent of the participating interest of the
Company as per the Joint Venture Agreements in accordance with the Accounting Standard 27

(AS-27) Financial Reporting of Interests in Joint Ventures. The intra-group balances and intra-
group transactions have been eliminated to the extent of the Companys share in the entity.
2. Signicant Accounting Policies :
a. Fixed Assets :
i. Fixed Assets are stated at their original cost of acquisition / installation (net of Cenvat and VAT credit
wherever applicable), net of accumulated depreciation, amortisation and impairment losses, except
freehold non mining land which is carried at cost less impairment losses. Subsequent expenditures
related to an item of xed assets are added to its gross book value only if it increases the future benets
from the existing asset beyond its previously assessed standard of performance.
ii. Machinery spares which can be used only in connection with a particular item of xed asset and the use
of which is irregular, are capitalised at cost net of Cenvat and VAT credit, wherever applicable.
iii. Fixed assets not ready for the intended use on the date of balance sheet are disclosed as Capital
work-in-progress. Advances given towards acquisition/construction of xed assets outstanding at each
Balance sheet date are disclosed as Capital advances under Long-term loans and advances. Expenditure
during construction period (including nancing cost relating to borrowed funds for construction
or acquisition of qualifying xed assets) incurred on projects under implementation are treated as
Pre-operative expenses, pending allocation to the assets, and are included under Capital work-in-
progress. These expenses are apportioned to xed assets on commencement of commercial production.
iv. Fixed Assets retired from active use and held for disposal are stated at the lower of their net book value
and net realisable value and are disclosed separately under other current assets.
v. Losses arising from the retirement of, and gains and losses arising from disposal of xed assets which
are carried at cost are recognised in the Statement of Prot and Loss.
b. Depreciation and Amortisation :
i. Tangible Assets :
I. Leasehold land including premium is amortised over the period of lease on a straight line basis.
Cost of mineral reserve embedded in the cost of freehold mining land is depreciated in proportion
of actual quantity of minerals extracted to the estimated quantity of extractable mineral reserves.
II. Depreciation is provided as per the useful life prescribed in Schedule II of the Companies Act,
2013, for Captive Power Plant related assets (consisting of Buildings and Plant & Machinery) based
on Written Down Value Method and for other assets based on Straight Line Method. The
Company identies and determines cost of each component/ part of the asset separately, if the
component/ part has a cost which is signicant to the total cost of the asset and has useful life
that is materially different from that of the remaining asset. Estimated useful lives of assets are
determined based on technical parameters/ assessment.
a) Depreciation on additions to xed assets is provided on a pro-rata basis from the date of
acquisition or installation, and in the case of a new project, from the date of commencement
of commercial production.
b) Depreciation on assets sold, discarded, demolished or scrapped, is provided upto the date on
which the said asset is sold, discarded, demolished or scrapped.
c) In respect of an asset for which impairment loss is recognised, depreciation is provided on
the revised carrying amount of the assets over its remaining useful life.
III. Machinery spares, which are capitalised, are depreciated over the useful life of the related xed
asset. The written down value of such spares is charged to the Statement of Prot and Loss, on
issue for consumption.
IV. Fixed assets, constructed by the Company, but ownership of which vests with the Government /
Local Authorities :
a) Expenditure on Power lines is depreciated over the period as permitted in the Electricity
Supply Act, 1948 / 2003 as applicable.
b) Expenditure on Marine structures is depreciated over the period of the agreement.
ii. Intangible Assets :
I. Expenditure to acquire Water drawing rights from Government / Local Authorities / other parties
is amortised on straight line method over the period of rights to use the facilities ranging from
ten to thirty years.

II. Expenditure on Computer software is amortised on straight line method over the period of
expected benet not exceeding ve years.
III. Other intangible assets are amortised over their estimated useful economic life.
IV. Gains or losses from derecognition of intangible assets are measured as the difference between the
net disposal proceeds and the carrying amount of the asset and are recognised in the statement
of Prot and Loss when the asset is derecognised.
V. Goodwill arising on amalgamation as referred to in note 42 is amortised on straight line method
over a period of three years.
c. Impairment of Assets :
The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment
based on internal / external factors. An impairment loss is recognised in the Statement of Prot and Loss
wherever the carrying amount of an asset exceeds its recoverable amount. The recoverable amount is greater
of the assets net selling price and value in use. In assessing value in use, the estimated future cash ows are
discounted to their present value using a pre-tax discount rate that reects current market assessments of
the time value of money and risks specic to the assets. A previously recognised impairment loss is increased
or reversed depending on the changes in circumstances. However, the carrying value after reversal is not
increased beyond the carrying value that would have prevailed by charging usual depreciation / amortisation
if there was no impairment.
d. Investments :
i. Investments that are intended to be held for more than a year, from the date of acquisition, are
classied as long-term investments and are carried at cost. However, provision for diminution in value
of investments is made to recognise a decline, other than temporary, in the value of the investments.
ii. Investments other than long-term investments being current investments are valued at cost or fair value
whichever is lower, determined on an individual basis.
iii. On disposal of an investment, the difference between the carrying amount and the net disposal
proceeds is recognised in the Statement of Prot and Loss.
iv. Investments which are readily realisable and intended to be held for not more than one year from
Balance Sheet date, are classied as current investments. All other investments are classied as
non-current investments. However, that part of long term investments which are expected to be
realised within twelve months from the Balance sheet date is presented under Current Investments in
consonance with the current / non-current classication under Schedule III of the Companies Act, 2013.
e. Inventories :
Inventories are valued as follows:
i. Raw materials, stores & spare parts, fuel and packing material:
Lower of cost less provision for slow and non-moving inventory, if any, and net realisable value. However,
materials and other items held for use in the production of inventories are not written down below cost
if the nished products in which they will be incorporated are expected to be sold at or above cost. Cost
is determined on a moving weighted average basis.
ii. Work-in-progress, nished goods, stock in trade and trial run inventories :
Lower of cost and net realisable value. Cost includes direct materials and labour and a proportion of
manufacturing overheads based on normal operating capacity. Cost of nished goods includes excise
duty. Cost of stock-in-trade includes cost of purchase and other cost incurred in bringing the inventories
to the present location and condition. Cost is determined on a monthly moving weighted average basis.
Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs
of completion and estimated costs necessary to make the sale.
f. Provisions and Contingencies :
i. A provision is recognised for a present obligation as a result of past events if it is probable that an
outow of resources will be required to settle the obligation and in respect of which a reliable estimate
can be made. Provisions (excluding retirement benets) are not discounted to its present value and are
determined based on best estimate of the amount required to settle the obligation at the Balance Sheet
date. These estimates are reviewed at each Balance Sheet date and adjusted to reect the current best
estimate.
ii. A contingent liability is a possible obligation that arises from the past events whose existence will be
conrmed by the occurrence or non-occurrence of one or more uncertain future events beyond the

control of the Company or a present obligation that is not recognised because it is not probable that
an outow of resources will be required to settle the obligation. A contingent liability also arises in
extremely rare cases where there is a liability that cannot be recognised because it cannot be measured
reliably. The Company does not recognise a contingent liability but discloses its existence in the nancial
statements.
g. Foreign Currency Conversion :
Foreign currency transactions are recorded at the rates of exchange prevailing on the date of transaction.
Foreign currency monetary items are reported using the closing rate. Non-monetary items which are carried
in terms of historical cost denominated in a foreign currency are reported using the exchange rate at the date
of the transaction.
Exchange differences arising on the settlement of monetary items or on reporting Companys monetary items
at rates different from those at which they were initially recorded during the year, or reported in previous
consolidated nancial statements, are recognised as income or expenses in the year in which they arise.
Investment in equity capital of overseas Companies registered outside India are carried in the Balance Sheet
at the rates at which transactions have been executed.
h. Revenue recognition :
Revenue is recognised to the extent it is probable that the economic benets will ow to the Company and
the revenue can be reliably measured.
i. Revenue is recognised when the signicant risks and rewards of ownership of the goods have passed to
the buyer. Accordingly, domestic sales are accounted on dispatch of products to customers and Export
sales are accounted on the basis of date of Bill of Lading. Sales are disclosed net of sales tax / value
added tax, discounts and sales returns, as applicable. Sales exclude self-consumption of cement. Excise
duties deducted from sale of products (gross) are the amounts that are included in the amount of sale
of products (gross) and not the entire amount of liability that arose during the year.
ii. Interest income is recognised on a time proportion basis taking into account the amount outstanding
and the rate applicable. Dividend income is recognised when right to receive is established by the
Balance Sheet date.
iii. Revenue from services is recognised (net of service tax, as applicable) pro-rata over the period of the
contract as and when services are rendered.
i. Mines Reclamation Expenses :
The Company provides for the expenses to reclaim the quarries used for mining. The total estimate of
reclamation expenses is apportioned over the estimate of mineral reserves and a provision is made based on
the minerals extracted during the year.
Mines reclamation expenses are incurred on an ongoing basis and until the closure of the mine. The actual
expenses may vary based on the nature of reclamation and the estimate of reclamation expenditure. The
total estimate of restoration expenses is reviewed periodically, on the basis of technical estimates.
j. Employee Benets :
i. Dened Contribution Plan :
Employee benets in the form of contribution to Superannuation Fund, Provident Fund managed
by Government Authorities, Employees State Insurance Corporation and Labour Welfare Fund are
considered as dened contribution plan and the same is charged to the Statement of Prot and Loss for
the year in which the employee renders the related service.
ii. Dened Benet Plan :
The Companys gratuity fund scheme, additional gratuity scheme and post-employment benet scheme
are considered as dened benet plans. The Companys liability is determined on the basis of an
actuarial valuation using the projected unit credit method as at Balance Sheet date. Actuarial gains/
losses are recognised immediately in the Statement of Prot and Loss in the year in which they arise.
Employee Benet, in the form of contribution to Provident Fund managed by a Trust set up by the
Company, is charged to Statement of Prot and Loss for the year in which the employee renders the
related service. The Company has an obligation to make good the shortfall, if any, between the return
from the investment of the trust and interest rate notied by the Government of India. Such shortfall is
recognised in the Statement of Prot and Loss based on actuarial valuation.

iii. Short term employee Benets :
I. Short term employees benets are recognised as an expense at the undiscounted amount in the
Statement of Prot and Loss of the Year in which the related service is rendered.
II. Accumulated Compensated absences, which are expected to be availed or encashed within 12
months from the end of the year are treated as short term employee benets. The Company
measures the expected cost of such absences as the additional amount that it expects to pay as a
result of the unused entitlement that has accumulated at the reporting date.
iv. Other long-term benets :
Silver jubilee and long service awards and accumulated compensated absences which are expected
to be availed or encased beyond 12 months from the end of the year, are treated as other long term
employee benets for measurement purposes. Compensated absences are provided for on the basis
of an actuarial valuation, using the projected unit credit method, as at the date of the Balance Sheet.
Actuarial gains / losses, if any, are immediately recognised in the Statement of Prot and Loss.
v. Termination benets :
Expenses incurred towards voluntary retirement scheme are charged to Statement of Prot and Loss as
and when they accrue.
vi. Presentation and disclosure :
For the purpose of presentation of Dened benet plans and other long term benets, the allocation
between the short term and long term provisions has been made as determined by an actuary. The
Company presents the entire compensated absences as short term provisions, since employee has an
unconditional right to avail the leave at any time during the year.
k. Employee Stock Compensation cost :
The Company measures compensation cost relating to employee stock option using the fair value method.
Discount on Equity Shares as compensation expenses under the Employee Stock Option Scheme, is amortised
in accordance with Employee Stock Option Scheme and Employee Stock Purchase Scheme Guidelines, 1999
issued by the Securities and Exchange Board of India and the Guidance Note on Accounting for Employee
Share-based payments, issued by the Institute of Chartered Accountants of India.
l. Borrowing Costs and Share Issue Expenses :
i. Borrowing cost attributable to acquisition and construction of assets that necessarily takes substantial
period of time are capitalised as part of the cost of such assets up to the date when such assets are ready
for intended use.
ii. Expenses on issue of Shares, Debentures and Bonds as well as Premium on Redemption of Debentures
are adjusted to Securities Premium Account in accordance with the Companies Act, 2013.
iii. Borrowing cost such as discount or premium and ancillary costs in connection with arrangement of
borrowings are amortised over the period of borrowings.
iv. Other borrowing costs are charged as expense in the year in which these are incurred.
m. Taxation :
Tax expense comprises of current income and deferred income tax and includes any adjustments related
to past periods in current and / or deferred tax adjustments that may become necessary due to certain
developments or reviews during the relevant period. Current income tax is measured at the amount expected
to be paid to the tax authorities in accordance with the Income Tax Act, 1961.
Deferred income taxes reect the impact of current years timing differences between taxable income and
accounting income for the year and reversal of timing differences of earlier years.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the
Balance Sheet date. Deferred tax assets are recognised only to the extent that there is reasonable certainty
that sufcient future taxable income will be available against which such deferred tax assets can be realised.
The carrying amount of deferred tax assets are reviewed at each Balance Sheet date. The Company writes
down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain that
sufcient future taxable income will be available against which deferred tax asset can be realised. Any such
write-down is reversed to the extent that it becomes reasonably certain that sufcient future taxable income
will be available.
Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the
recognised amounts and there is an intention to settle the asset and the liability on a net basis.

Minimum alternate tax (MAT) paid in a year is charged to Statement of Prot and Loss as current tax. The
Company recognises MAT credit available as an asset only to the extent that there is convincing evidence
that the Company will pay normal income tax during the specied period i.e. the period for which MAT
credit is allowed to be carried forward. In the year in which the Company recognises MAT credit as an asset in
accordance with the Guidance note on Accounting for Credit available in respect of Minimum Alternate Tax
under the Income tax Act, 1961, the said asset is created by way of credit to the Statement of Prot and Loss
and shown MAT Credit Entitlement under the head loans and advances. The Company reviews the MAT
Credit Entitlement asset at each reporting date and writes down the asset to the extent the Company does
not have convincing evidence that it will pay normal tax during the specied period.
n. Leases :
Where the Company is the lessee:
Leases where the lessor effectively retains substantially all the risks and benets of ownership of the leased
item, are classied as operating leases. Operating lease payments are recognised as an expense in the
Statement of Prot and Loss on a straight-line basis over the lease term.
Where the Company is the lessor :
i. Assets given under nance lease are recognised as a receivable at an amount equal to the net investment
in the lease. Lease rentals are apportioned between principal and interest on the internal rate of return
method. The principal amount received reduces the net investment in the lease and interest is recognised
as revenue. Initial direct costs such as legal costs, brokerage costs etc. are recognised immediately in the
ii. Assets subject to operating leases are included in xed assets. Lease income is recognised in the
Statement of Prot and Loss on a straight-line basis over the lease term. Costs, including depreciation,
are recognised as an expense in the Statement of Prot and Loss. Initial direct costs such as legal costs,
brokerage costs, etc. are recognised immediately in the Statement of Prot and Loss.
o. Segment Reporting :
Primary Segment is identied based on the nature of products and services, the different risks and returns
and the internal business reporting system. Secondary segment is identied based on geography in which
major operating divisions of the Company operate.
p. Cash and Bank Balances :
Cash and Cash equivalents for the purpose of cash ow statement comprise cash in hand, cash at bank,
demand deposits with banks and other short-term highly liquid investments / deposits with an original
maturity of three months or less.
q. Government Grants and Subsidies :
i. Grants and subsidies from the Government are recognised when there is reasonable certainty that the
grant / subsidy will be received and all attaching conditions will be complied with.
ii. Where the government grants / subsidies relates to revenue, it is recognised as income on a systematic
basis in the Statement of Prot and Loss over the periods necessary to match them with the related
costs, which they are intended to compensate. Government grants and subsidies receivable against an
expense are deducted from such expense.
iii. Where the grant or subsidy relates to an asset, its value is deducted from the gross value of the asset
concerned in arriving at the carrying amount of the related asset.
iv. Government grants in the nature of Promoters contribution are credited to capital reserve and treated
as a part of Shareholders Funds.
r. Earnings Per Share :
Basic earnings per share are calculated by dividing the net prot or loss for the period attributable to equity
shareholders by the weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net prot or loss for the period attributable to
equity shareholders and the weighted average number of shares outstanding during the period are adjusted
for the effects of all dilutive potential equity shares.
s. Classication of Current/Non-Current Assets and Liabilities
All assets and liabilities are presented as Current or Non-Current as per the Companys normal operating cycle
and other criteria set out in Schedule III of the Companies Act, 2013. Based on the nature of products and the
time between the acquisition of assets for processing and their realisation, the Company has ascertained its
operating cycle as 12 months for the purpose of Current / Non current classication of assets and liabilities.

As at As at
31.12.2016 31.12.2015
3. Share capital
Authorised
40,000,000,000 (previous year - 2,500,000,000) Equity shares of ` 2 each * ............. 8,000.00 500.00
150,000,000 (previous year - 150,000,000) Preference shares of ` 10 each ............... 150.00 150.00
Total ....................................................................................................................... 8,150.00 650.00
Issued
1,985,971,749 (previous year - 1,552,223,941) Equity shares of ` 2 each fully paid-up 397.19 310.45
Subscribed and fully paid up

1,985,645,229 (previous year - 1,551,897,421) Equity shares of ` 2 each fully paid-up 397.13 310.38
* Consequent to and as part of the amalgamation of Holcim (India) Private Limited (HIPL) with the Company, the
Authorised equity share capital of the Company stands increased to ` 8,000 crore made up of 40,000,000,000 equity
shares of ` 2 each from effective date 12th August, 2016. (Refer note 42)
Additional information :
As at 31.12.2016 As at 31.12.2015
No. of shares ` in crore No. of shares ` in crore
a) Reconciliation of equity shares outstanding
At the beginning of the year ........................... 1,551,897,421 310.38 1,549,745,786 309.95
Add : Issued against Employee Stock Option
Schemes (ESOS) ...................................... - - 2,151,635 0.43
Less : Shares of the Company held by HIPL,
cancelled pursuant to the Scheme of
amalgamation (Refer note 42) .............. 150,670,120 30.13 - -
Add : Shares issued pursuant to the Scheme
of amalgamation (Refer note 42) ......... 584,417,928 116.88 - -
At the end of the year ...................................... 1,985,645,229 397.13 1,551,897,421 310.38
b) Rights, preferences and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of ` 2 per share. Each shareholder is entitled
to one vote per equity share. The dividend proposed by the Board of Directors is subject to the approval of
the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of
liquidation of the Company, the equity shareholders are eligible to receive remaining assets of the Company,
in proportion to their shareholding, after distribution of all preferential amounts.
As at As at
31.12.2016 31.12.2015
c) Equity shares held by holding Company, ultimate holding Company and their
subsidiaries
i) Holderind Investments Limited, Mauritius (HIL), the holding Company
(Refer note 42)
1,253,156,361 (previous year - 629,638,433) Equity shares of ` 2 each fully
paid-up ............................................................................................................... 250.63 125.93
ii) Holcim (India) Private Limited (HIPL), amalgamated with the Company
(Refer note 42)
Nil (previous year - 150,670,120) Equity shares of ` 2 each fully paid-up ...... - 30.13

As at 31.12.2016 As at 31.12.2015
No. of shares % holding No. of shares % holding
d) Details of equity shares held by shareholders
holding more than 5% shares in the Company
i) Holderind Investments Limited, Mauritius
(Refer note 42) ........................................... 1,253,156,361 63.11% 629,638,433 40.57%
ii) Holcim (India) Private Limited amalgamated
with the Company (Refer note 42) ............. - - 150,670,120 9.71%
iii) Life Insurance Corporation of India ......... 131,404,954 6.62% 124,434,343 8.02%
As per the records of the Company, including its register of shareholders / members and other declarations
received from shareholders regarding benecial interest, the above shareholding represent both legal and
benecial ownership of shares.
e) Outstanding tradable warrants and right shares kept in abeyance exercisable into 186,690 (previous year -
186,690) and 139,830 (previous year - 139,830) equity shares of ` 2 each fully paid-up respectively.
f) Aggregate number of shares issued for consideration other than cash during the period of ve years
immediately preceding the reporting date:
Pursuant to the Scheme of amalgamation of Holcim (India) Private Limited (HIPL) with the Company,
584,417,928 equity shares were allotted as fully paid up to the Equity Shareholders of HIPL, without payment
being received in cash.
As at As at
31.12.2016 31.12.2015
4. Reserves and surplus
Subsidies :
a) Cash subsidies from Government and other authorities :
Balance as per the last nancial statements.................................. 5.13 5.28
Repayment during the year ............................................................ - 0.15
5.13 5.13
b) Grant-in-aid subsidy from DANIDA ..................................................... 0.12 0.12
5.25 5.25
Capital reserve :
Balance as per the last nancial statements ...................................... 132.35 132.35
Add : Addition on amalgamation (Refer note 42) ............................ 4.00 -
136.35 132.35
Capital redemption reserve ........................................................................ 9.93 9.93
Securities premium account :
Balance as per the last nancial statements ...................................... 1,508.31 1,474.67
Add : Employee stock options exercised during the year................. - 25.17
Add : Transferred from employee stock options outstanding ......... - 8.47
Add : Premium on Issue of equity shares pursuant to the Scheme of
amalgamation (Refer note 42) ................................................. 10,967.19 -
Add : Premium on shares issued out of held in abeyance, addition
on amalgamation (Refer note 42)............................................ 0.10 -
Less : Share issue expenses (net of tax expense of ` 3.82 crore)
pursuant to the Scheme of amalgamation (Refer note 42) ... 7.25 -
12,468.35 1,508.31
Carried forward .......... 12,619.88 1,655.84

As at As at
31.12.2016 31.12.2015
Brought forward......... 12,619.88 1,655.84
Employee stock options outstanding :
Balance as per the last nancial statements ...................................... - 9.24
Less : Transferred to securities premium account on exercise of
employee stock options ............................................................ - 8.47
Less : Transferred to general reserve on lapse of employee stock
options ....................................................................................... - 0.77
- -
General Reserve :
Add : Addition on amalgamation (Refer note 42) ............................ 140.14 -
Add : Transferred from employee stock options outstanding for
lapsed employee stock options ................................................ - 0.77
Add : Transferred from surplus in the Statement of Prot and Loss 15.02 -
Less : Transferred to surplus in the Statement of Prot and Loss (u/s
123 of the Companies Act, 2013 and rules thereof) ............... 850.00 -
5,493.21 6,188.05
Surplus in the Statement of Prot and Loss :
Add : Net Prot of HIPL from appointed date till 31st December,
2015 (Refer note 42) ................................................................. 41.19 -
Add : Net prot of ACC Limited and its subsidiaries, jointly
controlled entities and associates from appointed date till
31st December, 2015 (Refer note 42) ....................................... 188.41 -
Less : Adjustment for Depreciation and amortisation expenses
(current year Refer note 42 and previous year Refer note 44) 2,591.85 108.91
Add : Prot for the year ..................................................................... 1,121.13 807.88
Add : Transferred from General Reserve (u/s 123 of the Companies
Act, 2013 and rules thereof) ..................................................... 850.00 -
Less : Appropriations
Interim equity dividend - ` 1.60 per equity share (previous
year - ` 1.60) per equity share .................................................. 248.30 248.30
Tax on interim equity dividend ................................................ 50.55 50.55
Proposed nal equity dividend ` 1.20 per equity share
(previous year ` 1.20 per equity share (Refer note 34) ........... 238.28 186.23
Tax on proposed nal equity dividend .................................... 37.03 37.91
Tax on proposed nal equity dividend by ACC Limited
(subsidiary)................................................................................. 11.48 -
Tax on equity dividend paid by subsidiary and jointly
controlled entity........................................................................ 21.18 -
Transferred to General Reserve ................................................ 15.02 -
Interim equity dividend paid by HIPL including tax thereon
(Refer note 42) .......................................................................... 199.96 -
821.80 522.99
Add : Inter-Company elimination of dividend pursuant to
amalgamation of HIPL with the Company (Refer note 42) .... 131.02 -
Total Appropriations ................................................................. 690.78 522.99
1,035.23 2,117.13
Total ........................................................................................... 19,148.32 9,961.02

Non-current Current
31.12.2016 31.12.2015 31.12.2016 31.12.2015
5. Long-term borrowings
Secured
Interest free loan from State Government 1... 23.58 9.45 - -
2
Term loan from bank ..................................... - 0.87 - -
Unsecured
Sales tax deferment loan 3 ............................... - 13.23 13.47 11.15
Total ........................................................... 23.58 23.55 13.47 11.15
Less : Amount disclosed under the head Other
current liabilities (Refer note 10) .................... - - 13.47 11.15
Total ........................................................... 23.58 23.55 - -
1. Interest free loans from State Government, secured by bank guarantees and each loan repayable in single
instalment, starting from February 2020 to December 2023 of varying amounts from ` 3.59 crore to ` 8.83
crore.
2. Loan carrying oating interest rate @ 11 % p.a., secured against assets of a joint venture, repayable in monthly
instalment ranging from ` 0.03 crore to ` 0.10 crore.
3. Sales tax deferment loan is interest free and payable in 10 annual instalments starting from April 2007 to
April 2017 of varying amounts from ` 1.52 crore to ` 13.23 crore.
As at As at
31.12.2016 31.12.2015
6. Deferred tax liabilities (net)
Deferred tax liabilities, on account of :
Depreciation and amortisation ........................................................................... 1,482.49 732.86
Total ............................................................................................................... 1,482.49 732.86
Deferred tax assets, on account of :
Employee benets................................................................................................ 82.73 33.91
Provision for slow and non moving spares ......................................................... 24.24 12.85
Expenditure debited in Statement of Prot & Loss but allowed for tax
purposes in the following years .......................................................................... 162.53 29.25
Others ................................................................................................................... 159.64 91.25
Total ............................................................................................................... 429.14 167.26
Deferred tax liabilities (net) ........................................................................................ 1,053.35 565.60
7. Other long-term liabilities

Liability for capital expenditure .................................................................................. 2.24 2.81
Others ........................................................................................................................... 5.71 3.18
Total ...................................................................................................................... 7.95 5.99

Long-term Short-term
31.12.2016 31.12.2015 31.12.2016 31.12.2015
8. Provisions
Provision for employee benets
Provision for gratuity and staff benet Schemes....... 130.00 17.87 23.45 0.44
Long service award and other benet plans .............. 6.75 - 0.88 -
Provision for compensated absences .......................... - - 116.07 82.68
136.75 17.87 140.40 83.12
Other provisions
Provision for Income tax, net of advances.................. - - 1,306.36 777.25
Provision for mines reclamation expenses*................ 41.10 18.30 - -
Proposed equity dividend ............................................ - - 238.28 186.23
Provision for tax on proposed equity dividend .......... - - 59.97 37.91
41.10 18.30 1,604.61 1,001.39
Total ...................................................................... 177.85 36.17 1,745.01 1,084.51
As at As at
31.12.2016 31.12.2015
* Movement during the year
Opening balance .......................................................................................................... 18.30 16.52
Add: Addition on amalgamation (Refer note 42) ...................................................... 20.46 -
Add : Provision during the year .................................................................................. 3.56 2.63
42.32 19.15
Less : Utilisation during the year ................................................................................. 1.22 0.85
Closing balance ............................................................................................................ 41.10 18.30
Mines reclamation expenses are incurred on an ongoing basis until the closure of
mines. The actual expenses may vary based on the nature of reclamation and the
estimate of reclamation expenses.
9. Short-term borrowings
Secured Cash Credit facility ......................................................................................... 0.29 0.30
Total ...................................................................................................................... 0.29 0.30
10. Other current liabilities

Current maturities of long-term borrowing (Refer note 5) ...................................... 13.47 11.15
Interest accrued but not due on borrowings ............................................................. 0.08 0.05
Unclaimed dividends** ................................................................................................ 54.53 21.70
Unclaimed sale proceeds of the odd lot shares belonging to the shareholders of
erstwhile ACEL and ACRL** ........................................................................................ 2.54 2.55
Liability for capital expenditure .................................................................................. 146.66 55.33
Security deposits........................................................................................................... 854.53 305.56
Advance received from customers .............................................................................. 284.78 51.59
Statutory dues .............................................................................................................. 621.20 251.74
Other Payables (including Rebates to customers, Employees dues, etc.) ................. 1,673.08 765.21
Total ...................................................................................................................... 3,650.87 1,464.88
** Amount to be transferred to the Investor education and protection fund shall be determined on the respective
due dates.

11. Tangible and Intangible assets ` in crore
Tangible assets Intangible assets
Freehold Freehold Leasehold Buildings, Marine Plant and Railway Furniture Ofce Ships Vehicles Total Water Computer Goodwill Total
non mining land roads and structures machinery sidings and and equipment drawing software
mining land water (b) (c) locomotives xtures rights
land works (a) (d)
Gross carrying value, at cost
Opening as on 1st January, 2015............ 346.58 402.94 136.07 1,719.60 95.58 8,077.98 84.15 46.60 134.35 248.93 125.63 11,418.41 6.18 61.65 47.37 115.20
Additions ................................................. 2.89 48.65 1.88 143.56 2.88 456.60 - 5.08 15.19 1.37 10.12 688.22 - - - -

Deductions / Transfers ............................. 2.23 0.14 - 0.64 - 89.81 - 0.17 3.66 0.23 5.81 102.69 - - - -
As at 31st December, 2015 ...................... 347.24 451.45 137.95 1,862.52 98.46 8,444.77 84.15 51.51 145.88 250.07 129.94 12,003.94 6.18 61.65 47.37 115.20
Acquired pursuant to Scheme of
amalgamation (f) (Refer note 42) .......... 92.69 299.09 86.06 1,467.49 - 9,060.09 181.67 46.15 133.41 - 61.97 11,428.62 - 59.14 10,685.80 10,744.94
Additions ................................................. 15.20 58.82 24.59 764.98 - 2,294.90 101.12 6.99 25.24 - 42.66 3,334.50 - 3.75 - 3.75
Deductions / Transfers ............................ 0.01 - 5.43 0.98 - 133.61 - 0.71 9.55 0.04 17.53 167.86 - - - -
As at 31st December, 2016 ..................... 455.12 809.36 243.17 4,094.01 98.46 19,666.15 366.94 103.94 294.98 250.03 217.04 26,599.20 6.18 124.54 10,733.17 10,863.89
Depreciation / amortisation
Opening as on 1st January, 2015............ - 37.02 20.21 368.27 67.37 4,324.65 40.04 29.52 77.25 116.41 76.00 5,156.74 5.83 61.42 - 67.25
Charge for the year (e) ........................... - 4.65 3.15 155.10 6.70 557.90 11.99 4.51 33.44 7.52 8.44 793.40 0.02 0.14 - 0.16
Deductions / Transfers ............................. - 0.14 - 0.29 - 58.92 - 0.16 3.56 0.17 5.34 68.58 - - - -
As at 31st December, 2015 ...................... - 41.53 23.36 523.08 74.07 4,823.63 52.03 33.87 107.13 123.76 79.10 5,881.56 5.85 61.56 - 67.41
Acquired pursuant to Scheme of
amalgamation (Refer note 42) ............... - 2.24 46.01 538.93 - 5,296.67 72.64 26.48 102.46 - 28.19 6,113.62 - 58.89 - 58.89
Charge for the year (e) and (f) ............... - 8.27 6.21 154.51 3.82 969.43 21.30 8.59 29.24 7.62 18.44 1,227.43 0.02 0.41 2,827.48 2,827.91
Deductions / Transfers ............................ - - 0.25 0.63 - 90.66 - 0.52 9.22 0.04 15.64 116.96 - - - -
As at 31st December, 2016 ..................... - 52.04 75.33 1,215.89 77.89 10,999.07 145.97 68.42 229.61 131.34 110.09 13,105.65 5.87 120.86 2,827.48 2,954.21
Net carrying value
As at 31st December, 2015 ...................... 347.24 409.92 114.59 1,339.44 24.39 3,621.14 32.12 17.64 38.75 126.31 50.84 6,122.38 0.33 0.09 47.37 47.79
As at 31st December, 2016 ..................... 455.12 757.32 167.84 2,878.12 20.57 8,667.08 220.97 35.52 65.37 118.69 106.95 13,493.55 0.31 3.68 7,905.69 7,909.68
Notes :
(a) Includes :
i) Premises on ownership basis of ` 102.37 crore (previous year - ` 102.37 crore) and ` 19.41 crore (previous year - ` 17.8 crore) being the depreciation thereon and cost of shares in co-operative societies are ` 16,750
(previous year - ` 12,630 ).
ii) ` 29.77 crore (previous year - ` 28.86 crore) being cost of roads constructed by the Company, the ownership of which vests with the Government / Local Authorities and ` 19.53 crore (previous year - ` 14.46 crore) being
the depreciation thereon.
(b) Cost incurred by the Company, ownership of which vests with the State Maritime Boards.
(c) i) Includes ` 34.91 crore (previous year - ` 6.43 crore) being cost of railway wagons given on lease to the railway under Own Your Wagon Scheme and ` 22.05 crore (previous year - ` 6.43 crore) being the depreciation
thereon.
ii) Includes ` 99.92 crore (previous year - ` 99.92 crore) being cost of power lines by the Company, the ownership of which vests with the State Electricity Boards and ` 32.17 crore (previous year - ` 29.96 crore) being the
depreciation thereon.
(d) Includes ` 18.10 crore (previous year - ` 18.10 crore) being cost of railway sidings constructed by the Company, the ownership of which vests with the Railway authorities and ` 8.12 crore (previous year - ` 6.35 crore) being
the depreciation thereon.
(e) Includes :
i) ` Nil (previous year ` 163.81 crore) being depreciation adjusted in Surplus in the Statement of Prot and Loss (Refer note 44).
ii) ` 2,591.85 crore (previous year ` Nil) being amortisation of goodwill arising on amalagamation of HIPL adjusted in Surplus in the Statement of Prot and Loss. (Refer note 42).
iii) ` 0.32 crore (previous year - ` Nil) capitalised as pre-operative expenses.
(f) Includes ` 7,858.32 crore (previous year - ` Nil) being goodwill on consolidation and ` 2,827.48 crore (previous year - Nil) being goodwill pursuant to amalgamation of HIPL with the Company (Refer note 42).
As at As at
31.12.2016 31.12.2015
12. Non-current investments (valued at cost, unless stated otherwise)
Trade Investments
Unquoted Equity Instruments - Investments in associates
408,001 (-) equity shares of ` 10 each in Alcon Cement
Company Private Limited (includes goodwill of
` 8.07 crore) ....................................................................... 21.92 -
Add: Share of Prot .......................................................... 0.88 -
Less: Dividend received ..................................................... 2.04 -
20.76 -
8,100,000 (-) equity shares of ` 10 each in Asian Concretes and
Cement Company Private Limited (includes goodwill of
` 10.87 crore) ..................................................................... 57.31 -
Add: Share of Prot .......................................................... 5.17 -
57.98 -
4,401 (-) equity shares of ` 10 each in Aakaash Manufacturing
Company Private Limited (includes goodwill of ` 2.18
crore) .................................................................................. 11.06 -
Add: Share of Prot .......................................................... 2.74 -
12.70 -
91.44 -
Non trade investments
Quoted Equity Instruments
23,650,000 (-) equity shares of ` 2 each in Shiva Cement Limited .... 23.65 -
Less: Provision for diminution in value of investment .... 17.86 -
5.79 -
Unquoted Equity Instruments
In fully paid equity shares of ` 10 each
4 * (-) Kanoria Sugar & General Mfg. Company Limited ... - -
60 * (-) Gujarat Composites Limited...................................... - -
220 * (-) Rohtas Industries Limited .......................................... - -
120 * (-) The Jaipur Udyog Limited ......................................... - -
90 * (-) Digvijay Finlease Limited........................................... - -
100 * (-) The Travancore Cement Company Limited .............. - -
50 * (-) Ashoka Cement Limited ............................................ - -
In fully paid equity shares of ` 5 each
100 * (-) The Sone Valley Portland Cement Company Limited - -
- 5.79 -
Other investments
Government and trust securities
* National Savings Certicate ` 36,500 (previous year -
` 36,500) deposited with Government department as
security ............................................................................... - -
Equity shares
1,000,000 (1,000,000) equity shares of ` 10 each in Gujarat
Goldcoin Ceramics Limited ............................................... 1.00 1.00
Less: Provision for diminution in value of investment .... 1.00 1.00
- -
Carried forward ...................................... 97.23 -

As at As at
31.12.2016 31.12.2015
Brought forward..................................... 97.23 -
Public sector bonds
333 (296) 5.13% taxable redeemable bonds of ` 1,000,000
each of Himachal Pradesh Infrastructure Development
Bonds ................................................................................. 33.30 29.60
33.30 29.60
Total ................................................................................... 130.53 29.60
Book value as at Market value as at

31.12.2016 31.12.2015 31.12.2016 31.12.2015
Aggregate amount of quoted investments....................... 23.65 - 28.36 -
Aggregate amount of unquoted investments .................. 125.74 30.60 - -
Less : aggregate provision for diminution in value of
investments ............................................................... 18.86 1.00 - -
Total .............................................................................. 130.53 29.60 28.36 -
*Denotes amount less than ` 50,000
Non-current Current
31.12.2016 31.12.2015 31.12.2016 31.12.2015
13. Loans and advances
Capital advances............................................................ 400.13 372.35 - -
Security and other deposits (Refer note 29 (I) (iv)) ..... 674.90 213.53 23.19 0.18
related parties (Refer note 31 (2)(A to D)) .................. 34.74 - - -
Deposit given to Housing Development Finance
Corporation Limited...................................................... - - 200.00 100.00
Income tax advances (net of provisions)...................... 381.28 79.79 2.21 0.31
MAT credit entitlement ................................................ 117.70 - - -
Advances recoverable in cash or kind .......................... 54.61 47.63 546.64 205.23
1,663.36 713.30 772.04 305.72
Capital advances............................................................ 33.93 4.86 - -
related parties (Refer note 31 (2)(A to D)) .................. - 0.61 - -
Security and other deposits .......................................... 8.33 - - -
Advances recoverable in cash or kind .......................... 7.16 7.16 - -
49.42 12.63 - -
Less : Provision ............................................................... 49.42 12.63 - -
- - - -
Total ........................................................................ 1,663.36 713.30 772.04 305.72

Non-current Current
31.12.2016 31.12.2015 31.12.2016 31.12.2015
14. Trade receivable and other assets
14.1 Trade receivables
Outstanding for a period exceeding six months from
the date they are due for payment
Secured, considered good .......................................... - - 1.60 1.31
Unsecured, considered good ...................................... - - 18.81 12.79
Unsecured, considered doubtful ................................ - - 35.29 8.60
- - 55.70 22.70
Less : Provision for doubtful receivables.................... - - 35.29 8.60
- - 20.41 14.10
Others
Secured, considered good .......................................... - - 169.23 78.22
Unsecured, considered good ...................................... - - 573.89 198.14
Unsecured, considered doubtful ................................ 1.69 -
- - 744.81 276.36
Less : Provision for doubtful receivables.................... - - 1.69 -
- - 743.12 276.36
Total ...................................................................... - - 763.53 290.46
14.2 Other assets

Schemes ....................................................................... 745.43 256.52 8.48 29.63
Non-current bank balance (Refer note 17)................ 49.83 25.96 - -
Interest accrued on xed deposit............................... 0.02 - 17.36 21.01
Interest accrued on investments ................................ - - 2.44 1.11
Assets awaiting disposal (lower of carrying value
and net realisable value) ............................................ - - 46.59 0.85
Others .......................................................................... 10.32 - 12.27 1.90
805.60 282.48 87.14 54.50
Schemes ....................................................................... 36.43 31.84 14.29 -
Less : Provision ............................................................. 36.43 31.84 14.29 -
- - - -
Total ...................................................................... 805.60 282.48 87.14 54.50
As at As at
31.12.2016 31.12.2015
15. Current investments
(Valued at lower of cost and fair value, unless stated otherwise)
Investment in Certicate of Deposits - Fully paid-up (unquoted) of ` 100,000 each
15,000 ICICI Bank ............................................................................................................. 147.95 -
20,000 Canara Bank ........................................................................................................ 197.15 -
20,000 Corporation Bank ................................................................................................ 197.44 -
10,000 Kotak Mahindra Bank Limited ........................................................................... 98.54 -
20,000 Andhra Bank........................................................................................................ 197.19 -
838.27 -
Unquoted
In units of mutual funds, fully paid-up ........................................................................... 1,826.28 2,119.23
Total .................................................................................................................... 2,664.55 2,119.23

As at As at
31.12.2016 31.12.2015
16. Inventories
(At cost, less provision for slow and non moving inventory and net realisable value
whichever is lower)
Raw materials (including in transit - ` 4.13 crore; previous year - ` 1.14 crore) .......... 197.26 62.93
Work-in-progress .............................................................................................................. 446.42 203.78
Finished goods.................................................................................................................. 250.18 84.84
Stock in trade ................................................................................................................... 0.02 -
Stores and spares (including in transit - ` 14.56 crore; previous year - ` 3.51 crore) ... 510.22 195.34
Coal and fuel (including in transit - ` 59.24 crore; previous year - ` 0.61 crore).......... 726.73 336.93
Packing materials (including in transit - ` 0.09 crore; previous year - ` 0.26 crore)..... 33.73 13.94
Total ................................................................................................................... 2,164.56 897.76
Non-current Current
31.12.2016 31.12.2015 31.12.2016 31.12.2015
17. Cash and bank balances
Cash and cash equivalents :
Balances with bank :
In current accounts...................................................... - - 271.55 158.54
Deposit with original maturity upto 3 months ......... - - 1,074.06 2,634.25
- - 1,345.61 2,792.79
Cash on hand .................................................................... - 0.09 0.37
Earmarked balances with banks...................................... - - 57.08 24.25
- - 1,402.78 2,817.41
Other bank balances :
Fixed deposit with banks *
Original maturity more than 3 months and upto
12 months .................................................................... - - 293.43 35.91
Original maturity more than 12 months ................... 49.83 25.96 - -
49.83 25.96 293.43 35.91
Less : Amount disclosed under non-current asset
(Refer note 14.2) ......................................................... 49.83 25.96 - -
- - 293.43 35.91
Total ...................................................................... - - 1,696.21 2,853.32
* Given as security against bank guarantees and others.

2016 2015
18. Revenue from operations
Sale of products
Finished goods ............................................................................................................. 22,787.32 10,691.19
Traded goods ............................................................................................................... 92.71 -
Sale of services.................................................................................................................. 13.14 -
Total ............................................................................................................................. 22,893.17 10,691.19
19. Other operating revenues

Sale of Power.................................................................................................................... 13.33 0.26
Provisions no longer required written back ................................................................... 27.80 19.32
Sale of scrap (net of excise duty)..................................................................................... 50.28 23.52
Insurance Claims ............................................................................................................... 14.72 5.47
Miscellaneous income ...................................................................................................... 143.75 44.77
Total ............................................................................................................................. 249.88 93.34
20. Other income

Interest income on
Bank deposits .............................................................................................................. 225.32 186.71
Long-term investments ............................................................................................... 1.52 1.52
Income tax refund ....................................................................................................... 0.08 -
Others .......................................................................................................................... 8.52 5.75
235.44 193.98
Prot on sale of current investments.............................................................................. 226.43 148.20
Dividend income from joint venture company .............................................................. 0.62 -
Others (Refer note 40 (a)) ................................................................................................ 55.65 11.04
Total ............................................................................................................................. 518.14 353.22
21. Cost of raw material consumed (Refer note 39(i))

Opening stock .................................................................................................................. 62.93 63.50
Add: pursuant to Scheme of amalgamation (Refer note 42) ........................................ 132.01 -
Add: purchases ................................................................................................................. 2,344.41 800.87
Less: closing stock ............................................................................................................. 197.26 62.93
Total ............................................................................................................................. 2,342.09 801.44
Break-up of raw materials consumed

Fly ash ............................................................................................................................... 689.70 345.99
Gypsum ............................................................................................................................. 472.40 217.20
Others* ............................................................................................................................. 1,179.99 238.25
Total ............................................................................................................................. 2,342.09 801.44
* includes no item which in value individually accounts for 10 percent or more of the
total value of raw materials consumed.

2016 2015
22. Changes in inventories of nished goods,work-in-progress and stock-in-trade
Closing stock :
Work-in-progress ......................................................................................................... 446.42 203.78
Finished goods............................................................................................................. 250.18 84.84
Stock-in-Trade.............................................................................................................. 0.02 -
696.62 288.62
Opening stock :
Work-in-progress ......................................................................................................... 203.78 225.83
Finished goods............................................................................................................. 84.84 87.22
Stock-in-Trade.............................................................................................................. - 0.97
Pursuant to Scheme of amalgamation (Refer note 42) ............................................ 394.75 -
683.37 314.02
(Increase) / Decrease.................................................................................................... (13.25) 25.40
23. Employee benets expense

Salaries and wages ........................................................................................................... 1,186.74 514.41
Contribution to provident and other funds ................................................................... 118.89 36.81
Staff welfare expenses ..................................................................................................... 91.58 42.83
Total ............................................................................................................................. 1,397.21 594.05
24. Freight and forwarding expenses (Refer note 39 (ii))

On internal material transfer .......................................................................................... 1,035.89 634.48
On nished products........................................................................................................ 4,076.03 1,877.30
Total ............................................................................................................................. 5,111.92 2,511.78
25. Finance costs

Interest :
On Income tax (net of interest income on refund - ` 51.80 crore; previous year -
` 61.30 crore) ............................................................................................................... 51.41 53.03
Others .......................................................................................................................... 89.13 39.44
Total ........................................................................................................................ 140.54 92.47
26. Depreciation and amortisation expense

Depreciation on tangible assets ...................................................................................... 1,227.13 629.68
Amortisation on intangible assets .................................................................................. 236.05 0.08
Total ............................................................................................................................. 1,463.18 629.76

2016 2015
27. Other expenses
Royalty and cess ....................................................................................... 451.42 231.92
Stores and spares consumed.................................................................... 677.38 303.63
Packing materials consumed ................................................................... 672.54 349.81
Repairs and maintenance :
Building................................................................................................ 20.64 12.47
Plant and machinery ........................................................................... 277.41 139.87
Others .................................................................................................. 44.84 15.74
342.89 168.08
Excise duty :
Excise duty on captive consumption of clinker ................................. 27.94 29.97
Excise duty variation on opening / closing stock............................... 5.79 (0.33)
33.73 29.64
Rent (Refer note 38)................................................................................. 68.03 32.33
Rates and taxes......................................................................................... 250.21 95.57
Insurance................................................................................................... 46.49 17.89
Technology and Know-How fee .............................................................. 198.87 92.50
Advertisement and publicity ................................................................... 157.06 86.76
Discount on sales ...................................................................................... 119.89 44.45
Donation ................................................................................................... 60.31 39.49
Loss on assets sold, discarded and written off (net) .............................. 5.93 25.84
Miscellaneous expenses ........................................................................... 1,222.96 430.88
Total ..................................................................................................... 4,307.71 1,948.79
2016 2015
28. Earnings per equity share :
(i) Prot attributable to equity shareholders for basic and diluted EPS .................. 1,121.13 807.88
(ii) Weighted average number of equity shares for basic EPS ................................... 1,985,645,229 1,551,188,572
Add : Potential equity shares on exercise of rights and warrants kept in
abeyance out of the rights issue in 1992 .................................................... 288,377 282,985
Weighted average number of shares for diluted EPS ........................................... 1,985,933,606 1,551,471,557
(iii) Nominal value of equity share (in `) ...................................................................... 2.00 2.00
(iv) Earnings per equity share (in `)..............................................................................
Basic .............................................................................................................. 5.65 5.21
Diluted .......................................................................................................... 5.65 5.21

As at As at
31.12.2016 31.12.2015
29. Contingent liabilities and commitments (to the extent not provided for)
(I) Contingent liabilities and claims against the Company not acknowledged as debts
related to *
(i) Labour ................................................................................................................... 26.83 23.47
(ii) Land ...................................................................................................................... 21.20 17.64
1
(iii) Royalty on Limestone ........................................................................................ 8.01 143.12
2
(iv) Sales tax .............................................................................................................. 294.00 267.64
(v) Excise and Customs .............................................................................................. 97.24 67.99
3
(vi) Demand from Competition Commission of India ............................................ 2,464.89 -
4
(vii) Collector of Stamps ............................................................................................ 287.88 -
(viii) Others ................................................................................................................... 306.39 157.41
3,506.44 677.27
* In respect of items above, future cash outows are determinable only on receipt of judgements / decisions
pending at various forums / authorities.
1 Royalty on limestone represents additional royalty, consequent to the order passed by Madhya Pradesh
State Mining Department, based on the ratio of 1.6 tonnes of limestone to 1.0 tonne of cement produced
at its factory in Chhattisgarh, in case of the Company and its factory in Chhattisgarh and Tamilnadu in
case of its subsidiary ACC Limited. Subsequent to year end, both the Companies have received favourable
Orders from Honble High Court of Chhattisgarh, Bilaspur.
2 Includes a matter relating to 75% exemption from sales tax granted by Government of Rajasthan. However,
the eligibility of exemption in excess of 25% was contested by the State Government in a similar matter
of another Company. In year 2014, pursuant to the unfavourable decision of the Supreme Court in that
similar matter, the sales tax department has initiated proceedings for recovery of differential sales tax and
interest thereon on the ground that the Company had given an undertaking to deposit the differential
amount of sales tax, in case the Supreme Courts decision goes against the matter referred. Against
the total demand of ` 247.97 crore (including interest of ` 134.45 crore), the Company has deposited
an amount of ` 143.52 crore (including interest ` 30.00 crore) (previous year ` 143.52 crore, including
interest ` 30.00 crore), towards sales tax under protest and led a Special Leave Petition in the Honble
Supreme Court with one of the ground that the tax exemption was availed by virtue of the order passed
by the Board for Industrial & Financial Reconstruction during the relevant period. On Companys petition,
the Honble Supreme Court has granted an interim stay on the balance interest amount. Based on the
advice of external legal counsel, the Company believes that, it has good grounds for a successful appeal.
Accordingly, no provision is considered necessary.
3 a) In 2012, the Competition Commission of India (CCI) issued an order imposing penalty on
certain cement manufacturers, including the Company and ACC Limited concerning alleged
contravention of the provisions of the Competition Act, 2002 and imposed penalty of
` 1,163.91 crore on the Company and ` 1,147.59 crore on ACC Limited, aggregating to ` 2,311.50
crore. On appeal by the Company and ACC Limited, the Competition Appellate Tribunal (COMPAT),
initially stayed the penalty and by its nal order dated 11th December, 2015, set aside the order of
the CCI, remanding the matter back to the CCI for fresh adjudication and for passing a fresh order.
After hearing the matter afresh, the CCI has again, by its order dated 31st August, 2016, imposed
penalty of ` 1,163.91 crore on the Company and ` 1,147.59 crore on ACC Limited, aggregating to
` 2,311.50 crore. The Company and ACC Limited have led appeals against the said Order before
the COMPAT. The COMPAT, vide its order dated 21st November, 2016 has stayed the penalty with a
condition to deposit 10% of the penalty amount, which has been deposited. Pending nal disposal
of the appeal, the matter has been disclosed as contingent liability along with interest of ` 88.23
crore.

b) In a separate matter, pursuant to a reference led by the Director, Supplies and Disposals, Government
of Haryana, the CCI by its Order dated 19th January, 2017 has imposed penalty of ` 29.84 crore on
the Company and ` 35.32 crore on ACC Limited, aggregating to ` 65.16 crore. The Company and ACC
Limited are in the process of ling appeals with COMPAT against the said Order.
Based on the advice of external legal counsels, the Company and ACC Limited believe they have good
grounds on merit for a successful appeal in both the aforesaid matters. Accordingly, no provision is
considered necessary and the same is disclosed as contingent liability.
4 The Collector of Stamps, Delhi vide its Order dated 7th August, 2014, directed erstwhile Holcim (India)
Private Limited (HIPL), (now merged with the Company), to pay stamp duty (including penalty) of ` 287.88
crore (previous year ` Nil) on the merger order passed by Honble High Court of Delhi, approving the
merger of erstwhile Ambuja Cement India Private Limited with HIPL. HIPL had led a writ petition and
the Honble High Court of Delhi has granted an interim stay. Based on the advice of external legal counsel,
the Company believes that it has good grounds for success in writ petition. Accordingly, no provision is
considered necessary.
As at As at
31.12.2016 31.12.2015
(II) Commitments
Estimated amount of contracts remaining to be executed on capital account and
not provided for (net of advances) ............................................................................. 436.22 327.26
30. Material Demand and dispute considered as remote by the Company
a) The Cement manufacturing plants of the Company and ACC Limited, located in Himachal Pradesh were eligible,
under the State Industrial Policy for deferral of its sales tax liability arising on sale of cement manufactured
in the said plants. The Excise and Taxation department of the Government of Himachal Pradesh, disputed
the eligibility of the Companies to such deferment on the ground that the Companies also manufacture an
intermediate product, viz. Clinker, arising in the manufacture of cement, and such intermediate product
was in the negative list. A total demand of ` 149.31 crore (previous year ` 66.94 crore) was raised. Both the
Companies have led writ petitions before Honble High Court of Himachal Pradesh against the demand and
believe they have a strong case and the demand shall not sustain under law.
b) ACC Limited, a subsidiary of the Company, had availed Sales Tax Incentives in respect of its new 1 MTPA
Plant at Gagal (Gagal II) under the HP State Industrial Policy, 1991. The Company had accrued Sales Tax
Incentives aggregating ` 56.00 crore. The Sales Tax Authorities had introduced certain restrictive conditions
after commissioning of the unit stipulating that incentive is available only for incremental amount over the
base revenue and production (of Gagal I) prior to the commissioning of Gagal II. The Company contends that
such restrictions are not applicable to the unit as Gagal II is a new unit, as decided by the HP High Court and
conrmed by the Supreme Court while determining the eligibility for Transport Subsidy. The Department
had recovered ` 64.00 crore (tax of ` 56.00 crore and interest of ` 8.00 crore) and the same is accounted as
an amount recoverable. The HP High Court, had, in 2012, dismissed the Companys appeal. The Company
believes the Honble High Courts judgment is based on an erroneous understanding of certain facts and legal
positions and that it also failed to consider certain key facts. The Company has been advised by legal experts
that there is no change in the merits of the Companys case. Based on such advice, the Company led a Special
Leave Petition (SLP) before the Honble Supreme Court in, which is pending.
c) ACC Limited, a subsidiary of the Company, was eligible for certain incentives (in the nature of One Time Lump
Sum Capital Subsidy and refund of incremental VAT paid) in respect of its investment towards modernization
and expansion of the Chaibasa Cement Unit pursuant to conrmation received under the State Industrial
Policy of Jharkhand. Accordingly, the Company has made claims for refund of VAT paid in each nancial
year. However, no disbursals were made (except an amount of ` 7.00 crore representing part of the One Time
Lump Sum capital Subsidy Claim of ` 15.00 crore) as the authorities have raised various new conditions and
restriction, that were extraneous to the approvals and conrmations expressly received by the Company. The
Company had led two writ appeals before the Jharkhand High Court against the restrictions and disputes
on the extent of the eligible claims now being sought to be effected / raised by the Government.
The Division Bench of the Jharkhand High Court, while dealing with appeals by both, the Company and the
State Government, against a single bench order only partially allowing the Companies claim, in its order
dated 14th February, 2015, allowed the Companies Appeal in totality while dismissing the Governments
Appeal, thereby conrming that the entire amount claimed by the Company is correct and hence payable

immediately. Pursuant to this order, a cumulative amount of ` 235.00 crore was accrued in the books upto
31st December, 2015.
The Government of Jharkhand has led a SLP in the Supreme Court against the order of the division bench,
which was admitted. In its interim order, the Supreme Court had, while not staying the Division Bench Order,
had only stayed disbursement of 40% of the amount due.
The Company also pursued a contempt petition led in the High Court of Jharkhand against non disbursal
of amounts due by the Government. Consequently, as of date, the Company received ` 64.00 crore in part
disbursement in the previous year from the Government of Jharkhand.
The Company is pursuing the matter of disbursement of further amounts outstanding. The Company is of the
view, and also has been advised, that the merits are strongly in its favour and it expects that the SLP shall be
rejected upholding the order of the Division bench of the Jharkhand HC by the Apex Court.
d) ACC Limited, a subsidiary of the Company had set up a captive power plant (Wadi TG 2) in the year 1995-96.
This plant was sold to Tata Power Co Ltd., in the year 1998-99 and was subsequently repurchased from it in the
year 2004-05. The Company had purchased another captive power plant (Wadi TG 3, set up by Tata Power Co
Ltd in the year 2002-03) in 2004-05. Both these power plants were eligible for tax holiday under the provisions
of Section 80IA of the Income Tax Act, 1961. The Income tax department has disputed the Companys claim of
deduction under Section 80IA of the Act, on the ground that the conditions prescribed under the section are
not fullled. In case of Wadi TG 2, in respect of the demand of ` 56.66 crore (net of provision), the Company is
in appeal before the Income Tax Appellate Tribunal (ITAT) and in case of Wadi TG 3 in respect of the demand of
` 115.62 crore, which was set aside by the ITAT, the Department is in appeal against the decision in favour of
the Company. The Company believes that the merits of the claims are strong and will be allowed in favour
of ACC Limited.
e) ACC Limited, a subsidiary of the Company is eligible for incentives for one of its cement plants situated
in Maharashtra, under a Package Scheme of Incentives of the Government of Maharashtra. The Scheme
inter alia, includes refund of royalty paid by the Company on extraction or procurement of various raw
materials (Minerals). The Department of Industries has disputed the Companys claim for refund of royalty
on an erroneous technical interpretation of the sanction letter issued to the Company, that only the higher
of the amount of (i) VAT Refund and (ii) Royalty refund claim amounts, each year, shall be considered. The
Company maintains that such annual restriction is not applicable as long as the cumulative limit of claim does
not exceed the amount of eligible investment. The Company has accrued an amount of ` 133.00 crore till 31st
December, 2016 on this account. The Company has led an appeal before the Bombay High Court challenging
the stand of the Government, which is admitted & pending before the Court for hearing on merit. The
Company believes that the merits of the claim are strong.
f) Consequent upon the Supreme Courts judgement in Goa Foundation case, restricting the deemed renewal
provision of captive mining leases to the rst renewal period, ACC Limited, a subsidiary of the Company,
had received demand from District Mining Ofcer for ` 881.00 crore being penalty for alleged illegal mining
activities carried out by the Company during January 1991 to September 2014. The aforesaid demands were
challenged by the Company and Writ Petition with High Court of Jharkhand. The petition has been admitted
subject to a token deposit of ` 48.00 crore which shall be refundable in case the matter is decided in the
favour of ACC Limited. The Company is of the considered view based on legal advice, that this demand
does not have merit, and shall not stand the test of judicial scrutiny, considering that the said mining, leases
pending State Governments approval, have been automatically extended upto March 31, 2030 by Mines and
Minerals (Development and Regulation) (Amendment) Act, 2015 without any recourse being made available
to the State Government.

31. Related party disclosure (As per Accounting Standard 18 specied under Section 133 of the Companies Act, 2013)
1. Name of related parties
(A) Names of the related parties where control exists Nature of Relationship
(i) LafargeHolcim Limited (Formerly known as Holcim
Ltd.), Switzerland ............................................................ Ultimate Holding Company
(ii) Holdern B.V., Netherlands ............................................ Intermediate Holding Company
(iii) Holderind Investments Limited, Mauritius .................... Holding Company
(B) Others-with whom transactions have taken place during the year
(I) Names of other related parties Nature of Relationship
(a) Holcim (India) Private Limited ................................. Fellow Subsidiary amalgamated with the
Company w.e.f. 12.08.2016 (Refer note 42)
(b) Holcim (Lanka) Limited, Sri Lanka ........................... Fellow Subsidiary (Upto 10.08.2016 )
(c) Holcim Group Services Limited, Switzerland .......... Fellow Subsidiary
(d) Holcim Technology Limited, Switzerland ............... Fellow Subsidiary
(e) Holcim Philippines, Inc., Philippines ........................ Fellow Subsidiary
(f) Holcim Services (South Asia) Limited ...................... Fellow Subsidiary
(g) Holcim Trading FZCO, UAE ...................................... Fellow Subsidiary
(h) LH Trading Pte Limited, Singapore (Formerly
known as Holcim Trading Pte Limited) ................... Fellow Subsidiary
(i) PT Holcim Indonesia Tbk., Indonesia ...................... Fellow Subsidiary
(j) Holcim Cement (Bangladesh) Limited, Bangladesh Fellow Subsidiary
(k) Holcim (Romania) S.A., Romania............................. Fellow Subsidiary
(l) LafargeHolcim Energy Solutions S.A.S, France ....... Fellow Subsidiary (w.e.f. 01.07.2015)
(m) Holcim Technology (Singapore) Pte Limited,
Singapore.................................................................. Fellow Subsidiary
(n) Thalamar Shipping AG, Switzerland ....................... Fellow Subsidiary
(o) Lafarge India Private Limited .................................. Fellow Subsidiary
( w.e.f. 10.07.2015 and upto 04.10.2016)
(p) Holcim (Liban) S.A.L, Liban ...................................... Fellow subsidiary
(q) Geocycle (Deutschland) Gmbh, Deutschland.......... Fellow Subsidiary
(r) Siam City Cement (Lanka) Ltd., Sri Lanka ............... Fellow Subsidiary
(s) Wardha Vaalley Coal Field Private Limited............. Joint Venture
(t) Counto Microne Products Private Limited ........... Joint Venture
(u) Alcon Cement Company Private Limited ................ Associate of Subsidiary
(v) Aakaash Manufacturing Company Private Limited Associate of Subsidiary
(w) Asian Concretes and Cements Private Limited ....... Associate of Subsidiary
(x) MP AMRL (Semaria) Coal Company Limited........... Joint Venture of Subsidiary
(y) MP AMRL (Bicharpur) Coal Company Limited ........ Joint Venture of Subsidiary
(z) MP AMRL (Marki Barka) Coal Company Limited.... Joint Venture of Subsidiary
(aa) MP AMRL (Morga) Coal Company Limited ............. Joint Venture of Subsidiary
(II) Key Management Personnel
Name of the related parties Nature of Relationship
Mr. Ajay Kapur ................................................................ Managing Director & Chief Executive Ofcer
Pursuant to amalgamation of Holcim (India) Private Limited with the Company, ACC Limited and OneIndia
BSC Limited have become the subsidiaries of the Company. In the previous year ACC Limited was a fellow
subsidiary and OneIndia BSC Limited was a Joint venture of the Company.

31. Related party disclosure (As per Accounting Standard 18 specied under Section 133 of the Companies Act, 2013) (Contd.)
2. Details of related party transactions

A) Transactions with fellow subsidiaries
1 Purchase of goods
LafargeHolcim Energy Solutions S.A.S, France ............................................ 335.38 -
Lafarge India Private Limited ....................................................................... 0.72 -
ACC Limited ................................................................................................... - 4.80
336.10 4.80
2 Sale of goods
LH Trading Pte Limited, Singapore .............................................................. 31.11 4.81
PT Holcim Indonesia Tbk., Indonesia ........................................................... - 0.52
Lafarge India Private Limited ....................................................................... 31.39 18.70
ACC Limited ................................................................................................... - 61.42
62.50 85.45
Holcim Cement (Bangladesh) Limited, Bangladesh .................................... - 0.05
Holcim Technology Limited, Switzerland .................................................... - 0.86
ACC Limited ................................................................................................... - 28.16
- 29.07
Holcim Group Services Limited, Switzerland ............................................... 9.76 2.75
Holcim Technology Limited, Switzerland .................................................... 200.67 92.44
Holcim Technology (Singapore) Pte Limited, Singapore ............................ - 0.02
Holcim Services (South Asia) Limited ........................................................... 86.52 43.17
LH Trading Pte Limited, Singapore .............................................................. - 2.17
Thalamar Shipping AG, Switzerland ............................................................ 3.71 -
ACC Limited ................................................................................................... - 43.67
300.66 184.22
5 Other recoveries
Holcim (Lanka) Limited, Sri Lanka ................................................................ 0.38 0.18
Holcim Services (South Asia) Limited ........................................................... 0.73 -
LH Trading Pte Limited, Singapore .............................................................. 0.12 0.08
LafargeHolcim Energy Solutions S.A.S ......................................................... 0.03 -
Siam City Cement (Lanka) Ltd., Sri Lanka .................................................... 0.15 -
ACC Limited ................................................................................................... - 1.67
1.69 2.72
6 Other payments
LH Trading Pte Limited, Singapore .............................................................. - 4.02
Holcim (Lanka) Limited, Sri Lanka ................................................................ 0.05 0.01
LafargeHolcim Energy Solutions S.A.S ......................................................... 1.50 -
Geocycle (Deutschland) Gmbh, Deutschland............................................... 0.01 -
Holcim Technology Limited, Switzerland .................................................... 0.16 -
Holcim (Liban) S.A.L, Liban ........................................................................... 0.11 -
1.83 4.03

A) Transactions with fellow subsidiaries (Contd.)
Holcim (Lanka) Limited, Sri Lanka ................................................................ - 0.18
Holcim Cement (Bangladesh) Limited, Bangladesh .................................... 0.11 0.05
PT Holcim Indonesia Tbk., Indonesia ........................................................... 0.15 0.06
Holcim Technology Limited, Switzerland .................................................... - 0.33
Lafarge India Private Limited ....................................................................... - 11.72
Holcim Philippines, Inc., Philippines ............................................................. 0.02 -
ACC Limited ................................................................................................... - 31.13
0.28 43.47
Holcim Philippines, Inc., Philippines ............................................................. 0.02 0.02
Holcim Technology (Singapore) Pte Limited, Singapore ............................ - 0.02
Holcim Services (South Asia) Limited ........................................................... 13.19 8.67
Holcim (Romania) S.A., Romania.................................................................. 0.03 0.03
Holcim Trading FZCO, UAE ........................................................................... 0.18 0.17
Holcim Group Services Limited, Switzerland ............................................... 0.08 -
Geocycle (Deutschland) Gmbh, Deutschland............................................... 0.01 -
LafargeHolcim Energy Solutions S.A.S, France ............................................ 118.65 -
ACC Limited ................................................................................................... - 23.30
175.48 53.29
9 Interest income
ACC Limited ................................................................................................... - 0.02
10 Dividend Paid
Holcim (India) Private Limited ...................................................................... - 72.32
B) Transactions with Holding Companies

1 Dividend paid
Holderind Investments Limited, Mauritius .................................................. 177.22 302.23
2 Acquisition of equity shares

Holderind Investments Limited, Mauritius (Refer note 42) ........................ 3,500.27 -
3 Issue of equity shares (including premium)

Holderind Investments Limited, Mauritius (Refer note 42) ........................ 11,084.07 -

LafargeHolcim Limited.................................................................................. 1.03 -

C) Transactions with Associates
1 Purchase of goods
Alcon Cement Company Private Limited (Refer note 50) ........................... 69.33 -
Aakaash Manufacturing Company Private Limited .................................... 92.36 -
Asian Concretes and Cements Private Limited ............................................ 31.11 -
192.80 -
2 Sale of goods
Aakaash Manufacturing Company Private Limited .................................... 19.70 2.98
Alcon Cement Company Private Limited (Refer note 50) ........................... 23.17 -
42.87 2.98
Alcon Cement Company Private Limited ..................................................... 1.04 -
Alcon Cement Company Private Limited ..................................................... - 0.04
50.36 0.04
5 Other recoveries
14.57 -
6 Other payments
Asian Concretes & Cements Private Limited ................................................ 2.07 -
5.47 -
7 Dividend received
7.64 -
Aakaash Manufacturing Company Private Limited .................................... 2.96 0.44
9.49 0.44
37.94 -
D) Transactions with joint ventures
1 Sale of xed assets
Counto Microne Products Private Limited ................................................ 0.01 -

D) Transactions with joint ventures (Contd.)
Counto Microne Products Private Limited ................................................ 0.95 0.89
3 Dividend Received
4 Interest income
Wardha Vaalley Coal Field Private Limited.................................................. 0.10 0.09
5 Purchase of Goods
6 Sale of goods

MP AMRL (Semaria) Coal Company Limited................................................ 0.02 -
MP AMRL (Bicharpur) Coal Company Limited ............................................. 0.18 -
MP AMRL (Marki Barka) Coal Company Limited......................................... 0.01 -
MP AMRL (Morga) Coal Company Limited .................................................. 0.01 -
0.83 0.21
8 Other payments
5.31 -
Wardha Vaalley Coal Field Private Limited.................................................. - 0.61
MP AMRL (Semaria) Coal Company Limited................................................ 0.73 -
MP AMRL (Marki Barka) Coal Company Limited......................................... 4.77 -
13.61 0.61
10 Guarantees given outstanding at the year end
Wardha Vaalley Coal Field Private Limited.................................................. - 7.14

Counto Microne Products Private Limited ................................................ 0.23 0.37
0.44 0.50
E) Transactions with key management personnel*

1 Remuneration
Mr. Ajay Kapur .............................................................................................. 5.56 6.35

Mr. Ajay Kapur .............................................................................................. - 0.57
* This does not includes performance incentive to Managing Director & Chief Executive Ofcer for the year
2016, pending nalisation.

32. Employee benets:
a) Dened Contribution Plans
Dened Contribution Plans - Amount recognised and included in note 23 Contributions to Provident and
other Funds of Statement of Prot and Loss ` 43.41 crore (previous year - ` 27.71 crore).
b) Dened benet plans - as per actuarial valuation
Funded plan include gratuity benet to employee who has completed ve years or more of service on
departure, at 15 days salary (on last drawn basic salary) for each completed year of service.
Other non funded plan include death & disability benet, non-funded gratuity and post employment
healthcare benets to certain employees.
The following tables summarise the components of net benet / expense recognised in the Statement of
Prot and Loss and the funded status and amounts recognised in the Balance Sheet for the respective plans:
` in crore
Funded Other Non Funded Other Non
funded funded
I Expense recognised in the Statement of Prot
and Loss
1 Current service cost ............................................ 20.99 7.95 9.34 0.97
2 Interest cost ........................................................ 22.50 8.96 8.84 1.20
3 Employee contrubutions.................................... - (0.32) - -
4 Past service cost .................................................. - - - -
5 Expected return on plan assets ......................... (23.97) - (9.58) -
6 Actuarial (gains)/ losses ...................................... 27.99 0.73 (5.06) 0.07
7 Total expenses .................................................... 47.51 17.32 3.53 2.24
8 Total expenses - Capitalised............................... - - 0.01 -
II Net Asset / (Liability) recognised in the Balance
Sheet
1 Present value of dened benet obligation 139.34 11.89 118.42 16.91
2 Addition on amalgamation (Refer note 42) ..... 204.21 112.64 - -
3 Fair value of plan assets ..................................... 315.38 - 117.02 -
4 Funded status [surplus / (decit)] ...................... (28.17) (124.53) (1.39) (16.90)
5 Net asset / (liability)............................................ (28.17) (124.53) (1.39) (16.90)
III Change in obligation during the year
1 Present value of dened benet obligation at
the beginning of the year ................................. 118.42 16.91 116.79 14.87
2 Addition on amalgamation (Refer note 42) ..... 188.74 101.75 - -
3 Current service cost ............................................ 20.99 7.95 9.34 0.97
4 Interest cost ........................................................ 22.50 8.96 8.84 1.20
5 Actuarial (gains) / losses ..................................... 31.74 0.73 (5.10) 0.07
6 Employee contrubutions.................................... - (0.32) - -
7 Benets payments .............................................. (38.84) (11.45) (11.45) (0.20)
8 Present value of dened benet obligation at
the end of the year ............................................ 343.55 124.53 118.42 16.91

32. Employee benets: (Contd.) ` in crore
Funded Other Non Funded Other Non
funded funded
IV Change in assets during the year
1 Plan assets at the beginning of the year .......... 117.02 - 117.93 -
2 Addition on amalgamation (Refer note 42) ..... 187.61 - - -
3 Expected return on plan assets ......................... 23.97 - 9.58 -
4 Contribution by employer ................................. 23.07 - 1.00 -
5 Actual benet paid ............................................ (40.04) - (11.45) -
6 Actuarial gains / (losses) ..................................... 3.75 - (0.04) -
7 Plan assets at the end of the year ..................... 315.38 - 117.02 -
8 Actual return on plan assets .............................. 27.72 - 9.54 -
V Expected contribution to gratuity fund in the
next year .................................................................. 31.00 - 9.00 -
VI Effect of one percentage point change in the
assumed medical ination rate :
1% Increase on aggregate service and interest
cost ...................................................................... - 0.23 - 0.20
1% Decrease on aggregate service and interest
cost ...................................................................... - (0.25) - (0.21)
1% Increase on present value of dened
benet obligation .............................................. - 1.93 - 1.65
1% Decrease on present value of dened
benet obligation .............................................. - (1.91) - (1.45)
VII Qualifying insurance policy with Life Insurance
Corporation of India .......................................... 100% - 100% -
As at As at
31.12.2016 31.12.2015
VIII Actuarial assumptions:
1 Discount rate ...................................................... 6.60 % p.a. to 7.05% p.a. 7.90% p.a.
2 Expected rate of return on plan assets ............. 8.50% p.a. 8.50% p.a.
3 Mortality ............................................................. LIC (2006-08) mortality LIC (2006-08) mortality
tables tables
4 Turnover rate ...................................................... Age 21-44 - 2%, Age 45 Age 21-44 - 2%, Age 45
-57 - 1% -57 - 1%
5 Medical premium ination ................................ 12% p.a. in the rst 5 12% p.a. in the rst 5
years and 8% thereafter years and 8% thereafter
6 Salary escalation ................................................. 7% p.a. 7% p.a.
IX Basis used to determine expected rate of return on assets:
To develop the expected long-term return on assets assumption, the Company considered the current
level of returns declared on its insurance policy. This resulted in the selection of the 8.50 % assumption
for gratuity (funded) plan.
X The estimates of future salary increases, considered in actuarial valuation, take account of ination,
seniority, promotion and other relevant factors, such as supply and demand in the employment market.

32. Employee benets: (Contd.)
XI Amount for the current and previous four years are as follows :
As at As at As at As at As at
31.12.2016 31.12.2015 31.12.2014 31.12.2013 31.12.2012
` in crore ` in crore ` in crore ` in crore ` in crore
i) Funded
Dened benet obligation...... 343.55 118.42 116.79 97.46 95.09
Plan assets ................................. 315.38 117.02 117.93 94.73 95.09
Surplus / (decit) ...................... (28.17) (1.40) 1.14 (2.73) -
Experience adjustments on
plan assets................................. (2.82) 0.04 (0.26) (0.55) 0.55
plan liabilities ........................... 8.99 6.07 (8.72) 3.64 6.15
ii) Non Funded
Dened benet obligation...... 124.52 16.91 14.87 10.30 10.19
Surplus / (decit) ...................... (124.52) (16.91) (14.87) (10.30) (10.19)
plan liabilities ........................... (7.27) (0.10) 0.35 0.61 0.17
c) Amount recognised as expense in respect of compensated absences is ` 39.61 crore (previous year - ` 12.02
crore).
d) Provident fund managed by a trust set up by the Company
The Company has contributed ` 30.72 crore (previous year - ` 7.29 crore) towards provident fund liability.
Decit of ` 0.73 crore (previous year - ` Nil) in the accumulated corpus fund is recognised in the Statement of
Prot and Loss.
As at As at
31.12.2016 31.12.2015
Details of the fund and asset position :
Plan assets at the year end, at fair value ............................................................. 754.80 106.57
Present value of benet obligation at year end ................................................. 747.05 102.40
Net Liability / (Asset)* ........................................................................................... (7.75) (4.17)
Assumption used in determining the present value obligation of the interest
rate guarantee under the deterministic approach
Discount rate ......................................................................................................... 7.05% 7.90%
Interest rate guarantee ......................................................................................... 8.65% 8.75%
Expected rate of return of assets ......................................................................... 9.00% 8.73%
*Only liability is recognised in the books.

33. Employee stock option Schemes (ESOS) :
a) The Company has provided various share based payments to its employees. During the year, following
Schemes were in operation :
Particulars 2010
a) Date of grant ............................................................................................................................ 22.04.2010
b) Date of Board approval ........................................................................................................... 04.02.2010
c) Date of Shareholders approval ............................................................................................... 05.04.2010
d) Number of options granted .................................................................................................... 9,998,900
e) Method of settlement (cash / equity) ..................................................................................... Equity
f) Vesting period from the date of grant ................................................................................... 1 year
g) Exercise period from the date of vesting ............................................................................... 4 years
b) The details of activity under the ESOS are as below :

Number of Weighted Number of Weighted
shares average shares average
exercise exercise
price (`) price (`)
a) Outstanding at the beginning of the year ..... - - 2,344,400 119.00
b) Forfeited during the year ................................ - - - -
c) Exercised during the year ................................ - - 2,151,635 119.00
d) Expired during the year ................................... - - 192,765 119.00
e) Outstanding at the end of the year ................ - - - -
f) Exercisable at the end of the year .................. - - - -
g) Weighted average remaining contractual life
(in years) ........................................................... - - - -
The weighted average share price at the date of exercise for stock options was ` Nil (previous year ` 242.29)
The weighted average share price for the period over which stock option were exercised was ` Nil (previous
year ` 228.84)
34. Proposed Dividend :

The nal dividend proposed for the year is as follows :
On Equity Shares of ` each
Amount of dividend proposed .............................................................................. 238.28 186.23
Dividend per Equity Share (`) ................................................................................ 1.20 1.20
35. Unhedged foreign currency exposure :
As at 31.12.2016 As at 31.12.2015
Particulars Foreign ` in crore Foreign ` in crore
Currency Currency
1 Trade payables and in CHF ....................................... 29,618 0.20 57,567 0.38
other liabilities in DKK ...................................... - - 38,400 0.04
in EURO .................................... 2,146,084 15.37 573,308 4.14
in GBP....................................... 21,583 0.18 - -
in JPY........................................ 1,324,519 0.08 3,989,886 0.22
in SEK ....................................... 584 - 86,398 0.07
in SGD ...................................... 73 - 3,254 0.02
in USD ...................................... 20,900,201 142.39 291,859 1.93
2 Trade receivables, 10,490 0.07 68,185 0.45
loans & advances in USD ......................................
and other assets

As at As at
31.12.2016 31.12.2015
36. Disclosure of trade payables as dened under the Micro, Small and Medium Enterprises
Development Act, 2006 is based on the information available with the Company
regarding the status of the suppliers.
a) The principal amount and the interest due thereon remaining unpaid to any
supplier as at the end of the year.
Principal ................................................................................................................... 8.28 0.52
Interest ..................................................................................................................... 0.04 -
b) The amount of interest paid by the buyer in terms of Section 16 along with the
amount of the payment made to the supplier beyond the appointed day during
the year.
Principal ................................................................................................................... 14.80 3.42
Interest ..................................................................................................................... 0.13 0.03
c) The amount of interest due and payable for the period of delay in making
payment (which has been paid but beyond the appointed day during the year)
but without adding the interest specied ................................................................. - -
d) The amount of interest accrued and remaining unpaid at the end of the year...... 0.04 -
e) The amount of further interest remaining due and payable even in the succeeding
years, until such date when the interest dues as above are actually paid to the
small enterprise for the purpose of disallowance as a deductible expenditure
under Section 2 ............................................................................................................ - -
37. ACC Mineral Resources Limited. (AMRL), a wholly-owned subsidiary of ACC Limited, through its joint-venture had
secured development and mining rights for four coal blocks allotted to Madhya Pradesh State Mining Corporation
Ltd. These allocations stand cancelled pursuant to the order of the Supreme Court ruling that allocation of various
coal blocks, including these, was arbitrary and illegal. The Government of India has commenced auctioning process
for all such blocks in a phased manner. The auctioning for Bicharpur, being one of the four blocks, was completed,
with the block being awarded to the successful bidder. Pursuant to a vesting order in this regard, possession of the
coal mine has been handed over to the successful bidder, with which the Company is in discussions for transfer of
remaining assets. In respect of other three blocks, auctioning dates have not yet been announced.
38. Operating lease :
As at As at
31.12.2016 31.12.2015
a) Future Lease Rental payments
(i) Not later than one year................................................................................... 33.94 -
(ii) Later than one year and not later than ve years ........................................ 70.04 -
(iii) Later than ve years ........................................................................................ - -
b) Operating lease payment recognised in Statement of Prot & Loss amounting to ` 167.23 crore (previous
year - Nil)
c) General description of the leasing arrangement:
(i) Leased Assets: Grinding facility, Concrete pumps, Godowns, Transit mixer, Flats, Ofce premises and
other premises.
(ii) Future lease rentals are determined on the basis of agreed terms.
(iii) There is no escalation clause in the lease agreement. There are no restrictions imposed by lease
arrangements. There are no subleases.
(iv) At the expiry of the lease term, the Company has an option either to return the asset or extend the
term by giving notice in writing.
39. The Company is eligible for receipt of transport subsidy on inter-state transport of raw materials, clinker and
cement in certain units. Accordingly, the Company has accrued an amount and adjusted against the respective
expenses as under :
2016 2015
(i) Cost of raw materials consumed .............................................................................. - 0.34
(ii) Freight and forwarding expenses ............................................................................ - 6.80
Total .................................................................................................................... - 7.14
40. (a) Other income includes ` 21.04 crore (previous year ` Nil) written back towards interest on income tax relating
to earlier years.
(b) Tax expense for earlier years represents write back upon completion of assessments and change in estimate
of allowability of certain deductions.
2016 2015
41. Capital work-in-progress includes :
a) Machinery-in-transit..................................................................................................... 7.79 7.66
b) Expenditure during construction for projects as under :
Opening balance .......................................................................................................... - 9.82
Addition on amalgamation (Refer note 42) ............................................................... 197.43 -
Addition during the year ............................................................................................. 39.45 2.12
236.88 11.94
Less : Capitalised during the year................................................................................ 218.32 11.94
Balance included in capital work-in-progress ............................................................ 18.56 -
42. Amalgamation of Holcim (India) Private Limited (HIPL) with Ambuja Cement Limited (the Company):
a) HIPL was primarily engaged in the cement business, through its downstream investment in cement
manufacturing ventures in India. The Board of Directors and members of the Company had approved the
Scheme of amalgamation (the Scheme) between the Company and HIPL from the appointed date, 1st April,
2013. The Scheme was sanctioned by the Honble High Courts of Gujarat and Delhi vide their orders dated
7th April, 2014 and 18th March, 2014, respectively.
b) On 1st August, 2016, Foreign Investment Promotion Board has approved the transaction for acquisition of
24% equity shares of HIPL by the Company and subsequent merger of HIPL through share swap, being the
conditions precedent to the Scheme. Pursuant to FIPB approval, the Scheme came into effect on 12th August,
2016 (effective date) when all the conditions precedent to the Scheme were complied with. Accordingly,
HIPL has been amalgamated with the Company from the effective date. The Company has followed the
purchase method of accounting in accordance with Accounting Standard 14, Accounting for Amalgamations,
accordingly all the assets and liabilities of HIPL have been transferred to and vested in the Company at their
respective fair values on the appointed date.
Pursuant to above, the Company has :
i) purchased 24% equity shares of HIPL for a cash consideration of ` 3,500.27 crore;
ii) cancelled 150,670,120 equity shares of ` 2 each, fully paid up, of the Company held by HIPL; and
iii) issued 584,417,928 equity shares of ` 2 each, fully paid up to the equity shareholder of HIPL for the
remaining 76% equity shares (without consideration being received in cash) and credited an amount of
` 10,967.20 crore to securities premium Account.
c) The excess of the consideration viz. fair value of new shares issued and cost of shares in HIPL cancelled over
the fair value of net assets taken over and the face value of the shares of the Company cancelled amounting
to ` 2,827.48 crore has been recognised as Goodwill and is amortised over a period of three years from the
appointed date in accordance with Accounting Standard AS 14 Accounting for Amalgamations.

d) Pursuant to the amalgamation, ACC Limited has become the subsidiary of the Company with effect from
appointed date 1st April, 2013 for the purpose of consolidation of ACC Limited with the Company and
accordingly net balances under Reserve and Surplus from the appointed date till 31st December, 2015 has
been added line by line in Consolidated Financial Statements. Further, consequent to amalgamation, the
following adjustments by way of debit / (credit) have been made in the Surplus in the Statement of Prot
and Loss under Reserve and surplus:
i) ` 2,591.85 crore being amortization of goodwill from the appointed date till 31st December, 2015;
ii) ` (41.19) crore, being the net surplus in the Statement of Prot and Loss of HIPL from the appointed
date till 31st December, 2015;
iii) ` 199.96 crore, being interim dividend and tax thereon paid by HIPL during the year;
iv) ` (131.02) crore being inter Company elimination of dividend paid by the Company, HIPL and ACC
Limited during the year; and
v) ` (188.41) crore being the net surplus in the Statement of Prot and Loss as per Consoldiated Financial
statement of ACC limited from the appointed date till 31st December, 2015 (including adjustment
towards alignment of accounting policy).
43. During the previous year, the Board of Directors had approved the amalgamation of Dirk India Private Limited,
a wholly owned subsidiary, with the Company w.e.f. 1st April, 2015, in terms of the Scheme of amalgamation.
During the year, the Board of Directors, in their meeting held on 28th April 2016, decided not to pursue the Scheme
and not to le it with the Honble High Courts for their approval. There is no material implication of this decision
on the nancial statements of the Company.
44. During the previous year, pursuant to the enactment of the Companies Act 2013 (the Act), the Company has,
effective 1st January, 2015, reviewed and revised the estimated useful lives of xed assets, as per the life indicated
in the Act. Accordingly, as per the transitional provisions of the Act, the Company has adjusted ` 108.91 crore
(net of tax of ` 54.90 crore) in opening balance of Surplus in the Statement of Prot and Loss as on 1st January,
2015, in respect of assets, whose useful life is exhausted as at 1st January, 2015. Further, as a result of this change,
depreciation for the year ended 31st December, 2015 was higher by ` 108.56 crore.

45. Additional information as required by Paragraph 2 of the General Instructions for the Preparation of Consolidated
Financial Statements to Schedule III to the Companies Act, 2013.
Name of the entity Net Assets i.e. total assets minus total Share in prot / (loss)
Liabilities
As % of consolidated Amount ` in crore As % of consolidated Amount ` in crore
net assets prot / (loss)
2016 2015 2016 2015 2016 2015 2016 2015
Parent........................................................... 77.46% 100.06% 15,140.21 10,277.44 73.07% 100.16% 819.09 809.16
Subsidiaries Indian :
ACC Limited ................................................. 45.26% - 8,846.52 - 57.22% - 641.47 -
Kakinada Cements Limited (Liquidated
during the current year) ............................. - - - - - 0.00% - (0.03)
M.G.T. Cements Private Limited ................. 0.00% 0.00% 0.01 0.01 0.00% 0.00% (0.01) (0.02)
Chemical Limes Mundwa Private Limited .. 0.00% 0.01% 0.97 1.17 -0.02% -0.02% (0.20) (0.13)
Dirk India Private Limited ........................... -0.15% -0.28% (28.52) (28.92) 0.04% -0.15% 0.42 (1.25)
OneIndia BSC Private Limited (Refer note
47) ................................................................ 0.03% 0.01% 6.12 1.41 0.30% -0.14% 3.32 (1.10)
Subsidiaries foreign :
Dang Cement Industries Private Limited ... 0.04% 0.08% 8.42 8.49 -0.01% -0.01% (0.07) (0.05)
Subsidiaries of Subsidiary Indian :
Bulk Cement Corporation (India) Limited 0.06% - 10.78 - 0.19% - 2.18 -
ACC Mineral Resources Limited.................. -0.19% - (37.51) - -3.52% - (39.50) -
Lucky Minmat Limited ................................ -0.18% - (35.74) - -0.38% - (4.25) -
National Limestone Company Private
Limited ......................................................... -0.05% - (9.37) - -0.16% - (1.75) -
Singhania Minerals Private Limited ........... -0.01% - (2.19) - -0.05% - (0.58) -
Minority interest in all subsidiaries ........... -22.40% 0.01% (4,377.77) (0.72) -27.35% - (306.67) -
Joint Venture Indian :
Counto Microne Products Private Limited 0.08% 0.13% 14.70 12.93 0.22% 0.18% 2.51 1.46
Wardha Vaalley Coal Field Private Limited 0.00% 0.00% (0.51) (0.41) -0.01% -0.02% (0.11) (0.16)
Joint Venture of Subsidiary Indian :
MP AMRL(Bicharpur) Coal Company
Limited ......................................................... -0.02% - (3.09) - -0.01% - (0.07) -
MP AMRL(Marki Barka) Coal Company
Limited ......................................................... 0.00% - (0.63) - - - - -
MP AMRL(Morga) Coal Company Limited . 0.00% - (0.17) - - - - -
MP AMRL(Semaria) Coal Company Limited 0.00% - (0.35) - 0.00% - (0.02) -
Associates of subsidiary Indian
(Investment as per the equity method) :
Alcon Cement Company Private Limited ... -0.04% - (7.56) - -0.07% - (0.74) -
Asian Concretes and Cements Private
Limited ......................................................... 0.08% - 15.36 - 0.32% - 3.62 -
Aakaash Manufacturing Company Private
Limited ......................................................... 0.03% - 5.77 - 0.22% - 2.49 -
Total ............................................................. 100.00% 100.00% 19,545.45 10,271.40 100.00% 100.00% 1,121.13 807.88
Net assets and share in prots / (loss) reported in the above table have been considered from the respective audited
nancial statements of above entities.

46. Interest in Joint Venture - Aggregate amounts of interest in Joint Venture Companies are as under :
2016 2015
LIABILITIES
Long-term borrowings .................................................................................................. - 0.87
Deferred tax liabilities (net) ......................................................................................... 1.22 0.70
Long-term provisions .................................................................................................... 0.08 0.05
Short-term borrowings ................................................................................................. 32.11 0.53
Trade payables............................................................................................................... 1.55 1.59
Other current liabilities................................................................................................. 0.66 1.87
Short-term provisions.................................................................................................... 0.76 0.03
ASSETS
Fixed assets .................................................................................................................... 17.67 12.29
Deferred tax assets (net) ............................................................................................... 0.05 -
Long-term loans and advances..................................................................................... 3.26 1.04
Other non-current assets .............................................................................................. 0.35 0.05
Current investment ....................................................................................................... 0.66 -
Inventories ..................................................................................................................... 1.05 1.24
Trade receivables ........................................................................................................... 2.81 2.68
Cash and bank balances................................................................................................ 0.45 1.05
Short-term loans and advances .................................................................................... 1.46 1.22
Other current assets ...................................................................................................... 20.55 -
Total revenue...................................................................................................................... 13.28 12.80
Total expenses .................................................................................................................... (10.98) (12.60)
Prot ................................................................................................................................... 2.30 0.20
47. During the previous year, the Company had subscribed for ` 2.50 crore in equity shares of OneIndia BSC Private
Limited (OIBPL). OIBPL was a joint venture Company till previous year, and has now become a subsidiary in the
current year, consequent to amalgamation pursuant to which ACC Limited, became a subsidiary of the Company
during the year.
48. The Company has only one business segment Cement and cement related products as primary segment. The
export turnover is not signicant in the context of total turnover of the Company and further the risk and returns
are not signicantly different from that of India. As such there is only one geographical segment.
49. Provision of ` 38.59 crore made in respect of advances and other current assets relating to a subsidiary Company
considering inordinate delay in realising investments made in cancelled coal blocks.
50. ACC Limited a subsidiary of the Company, has arrangements with its associate Company whereby it sells clinker
and purchase Cement manufactured out of such clinker. While the transactions are considered as individual sale /
purchase transactions for determination of taxable turnover and tax under VAT laws, considering the accounting
treatment prescribed under various accounting guidance, revenue for sale of such clinker of ` 20.35 crore (previous
year ` Nil) has not been recognised as a part of the Turnover but has been adjusted against cost of purchase of
cement so converted.
51. The Companies (Indian Accounting Standards) Rules, 2015 (Ind-AS) would be applicable to the Company from
nancial year commencing on 1st January, 2017. Accordingly, the nancial statements have been prepared in
compliance with Companies (Accounting Standards) Rules, 2006.
52. Figures below ` 50,000 have not been disclosed.
53. Previous years gures have been regrouped / reclassied wherever necessary, to conform to current years
classication. Further, the current year gures are not comparable with those of the previous year due to
amalgamation of HIPL (Refer note 42).
Signatures to Notes 1 to 53
Director Director
Ajay Kapur

AMBUJA CEMENTS LIMITED
Registered Ofce: P. O. Ambujanagar, Taluka: Kodinar, District: Gir Somnath, Gujarat - 362 715
Corp. Ofce: Elegant Business Park, MIDC Cross Road B, Off Andheri Kurla Road, Andheri (East), Mumbai 400 059,
CIN: L26942GJ1981PLC004717 Email: [email protected] Website: www.ambujacement.com
Notice
NOTICE is hereby given that the THIRTY FOURTH are hereby appointed as Statutory Auditors of
ANNUAL GENERAL MEETING of the Members of the Company in place of M/s SRBC & Co. LLP,
the Company will be held on Friday, 31st March, Chartered Accountants, Mumbai (Membership
2017 at 10.30 a.m. at the Registered Ofce of the No. 324982E) whose tenure expires at the
Company at P.O. Ambujanagar, Taluka: Kodinar, ensuing Annual General Meeting, at such
District: Gir Somnath, Gujarat - 362 715, to transact remuneration plus reimbursement of out-of-
the following business:- pocket, travelling and living expenses etc., as
Ordinary Business may be mutually agreed between the Board
of Directors of the Company and the said
1. To receive, consider and adopt: Auditors.
(a) the Audited Standalone Financial RESOLVED further that M/s Deloitte Haskins
Statements of the Company for the & Sells, Chartered Accountants, if appointed as
Financial Year ended 31st December, the Statutory Auditors of the Company, shall
2016, together with the Reports of the hold ofce for a period of ve years, from the
Directors and the Auditors thereon; and conclusion of this Thirty Fourth Annual General
(b) the Audited Consolidated Financial Meeting till the conclusion of Thirty Ninth
Statements of the Company for the Annual General Meeting of the Company
Financial Year ended 31st December, 2016 (subject to ratication of the appointment by
and the Report of the Auditors thereon. Members at every Annual General Meeting
held after this Annual General Meeting).
2. To declare Dividend on equity shares for the
Financial Year ended 31st December, 2016. RESOLVED FURTHER THAT the Board
of Directors of the Company (including
3. To appoint a Director in place of Mr. B.L. its Committee thereof), be and is hereby
Taparia (DIN: 00016551), who retires by authorised to do all such acts, deeds, matters
rotation and being eligible, offers himself for and things as may be considered necessary,
re-appointment. desirable or expedient to give effect to this
4. To appoint a Director in place of Mr. Ajay Resolution.
Kapur (DIN: 03096416), who retires by rotation Special Business
and being eligible, offers himself for re-
appointment. 6. Ratication of remuneration to the Cost
Auditors
5. Appointment of Statutory Auditors
To consider and if thought t, to pass, with
To consider and if thought t, to pass, with or without modication(s), the following
or without modication(s), the following Resolution as an Ordinary Resolution:-
Resolution as an Ordinary Resolution:-
RESOLVED THAT pursuant to the provisions
RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions,
of Section 139, 142 and other applicable if any, of the Companies Act, 2013 and the
provisions, if any, of the Companies Act, 2013 Companies (Audit and Auditors) Rules, 2014,
(the Act), and the Companies (Audit and M/s. P.M. Nanabhoy & Co., Cost Accountants
Auditors) Rules, 2014 (including any statutory appointed as the Cost Auditors of the Company
modication(s) or re-enactment thereof, by the Board of Directors for the conduct of
for the time being in force) and pursuant to the audit of the cost records of the Company
recommendation of the Audit Committee and for the nancial year 2017 at a remuneration
the Board of Directors, M/s Deloitte Haskins of ` 7,00,000/- (Rupees Seven Lakhs Only) plus
& Sells, Chartered Accountants, Mumbai reimbursement of the travelling and other
(Membership No. 117366W/W-100018) be and out-of-pocket expenses incurred by them in

connection with the aforesaid audit be and is Notes:
hereby ratied and conrmed. 1. The Explanatory Statement setting out the
RESOLVED FURTHER THAT the Board of material facts pursuant to Section 102 of the
Directors of the Company (including its Companies Act, 2013 (the Act), in respect of
Committee thereof), be and is hereby Item nos. 5, 6 and 7 set out in the Notice is
authorised to do all acts and take all such steps annexed hereto and forms part of this Notice.
as may be necessary, proper or expedient to 2. A MEMBER ENTITLED TO ATTEND AND VOTE
give effect to this resolution. IS ENTITLED TO APPOINT A PROXY TO ATTEND
7. Alteration of Article 149 (2) of the Articles of AND VOTE INSTEAD OF HIMSELF AND THE
Association of the Company. PROXY NEED NOT BE A MEMBER. PROXIES IN
ORDER TO BE VALID MUST BE RECEIVED BY
To consider and if thought t, to pass, with THE COMPANY NOT LESS THAN 48 HOURS
or without modication(s), the following BEFORE THE COMMENCEMENT OF MEETING.
Resolution as a Special Resolution:-
A PERSON CAN ACT AS PROXY FOR ONLY 50
RESOLVED THAT pursuant to the provisions MEMBERS AND HOLDING IN AGGREGATE
of Section 14 and other applicable provisions NOT MORE THAN 10 PERCENT OF THE TOTAL
of the Companies Act, 2013 (including any SHARE CAPITAL OF THE COMPANY CARRYING
statutory modication(s) or re-enactment VOTING RIGHTS. MEMBER HOLDING MORE
thereof, for the time being in force), and THAN 10 PERCENT OF THE TOTAL SHARE
subject to the necessary registration approvals, CAPITAL OF THE COMPANY CARRYING VOTING
consents, permissions and sanctions required, RIGHTS MAY APPOINT A SINGLE PERSON AS
if any, by the Registrar of Companies, and PROXY AND SUCH PERSON SHALL NOT ACT
any other appropriate authority and subject AS PROXY FOR ANY OTHER MEMBER.
to such terms, conditions, amendments or 3. Corporate Members intending to send their
modications as may be required or suggested authorised representatives to attend the
by any such appropriate authorities, Annual General Meeting (AGM) are requested
which terms, conditions, amendments to send a duly certied copy of their Board
or modications, the Board of Directors Resolution authorising their representatives
(hereinafter referred to as the Board, to attend and vote at the AGM.
and shall include any of its Committees) is
authorised to accept as it may deem t, the 4. In case of joint holders attending the Meeting,
Article 149(2) of the Articles of Association of only such joint holder who is higher in the
the Company be altered and substituted by order of names will be entitled to vote.
the following new Article: 5. Members / Proxies / Authorised Representatives
should bring the enclosed Attendance Slip, duly
Article 149(2)
lled in, for attending the Meeting. Copies of
The Managing Director shall be a professional the Annual Report or Attendance Slips will not
person and he shall not be liable to retire by be made available at the AGM venue.
rotation. 6. The Register of Members and the Share
RESOLVED FURTHER THAT the Board of Transfer Books of the Company shall remain
Directors and/ or Company Secretary of the closed from Monday, 20th March, 2017 to
Company be and are hereby authorised to do Friday, 24th March, 2017 (both days inclusive)
all acts, deeds, things and take all such steps for payment of nal dividend.
as may be necessary, proper expedient or 7. The nal dividend, as recommended by the
incidental for the purpose of giving effect to Board, if approved at the AGM, in respect of
this aforesaid resolution. equity shares held in electronic form will be
payable to the benecial owners of shares
By Order of the Board of Directors as on 19th March, 2017 as per the downloads
furnished to the Company by Depositories for
this purpose. In case of shares held in physical
Rajiv Gandhi form, dividend will be paid to the shareholders,
Place : Mumbai Company Secretary whose names shall appear on the Register of
Date : 20th February, 2017 (Membership No. A11263) Members as on 24th March, 2017.
8. a) Members holding the shares in electronic 10. The details of the Directors seeking re-
mode may please note that their appointment under item nos. 3 and 4 of
dividend would be paid through National this Notice, is annexed hereto in terms of
Electronic Clearing System (NECS) or Regulation 36(3) of the SEBI(Listing Obligation
Electronic Clearing Services (ECS) at the and Disclosure Requirement) Regulations,
available RBI locations. The dividend 2015 and Secretarial Standard 2 on General
would be credited to their bank account Meetings.
as per the mandate given by the members
to their DPs. In the absence of availability 11. In terms of Section 101 and 136 of the
of NECS/ECS facility, the dividend would Companies Act, 2013 read with the relevant
be paid through warrants and the Bank Rules made thereunder, the copy of the
details as furnished by the respective Annual Report including Financial statements,
Depositories to the Company will be Boards report etc. and this Notice are being
printed on their dividend warrants as per sent by electronic mode, to those members
the applicable Regulations. who have registered their email ids with their
b) Members are requested to send their respective depository participants or with the
Bank Account particulars (viz. Account share transfer agents of the Company, unless
No., Name & Branch of the Bank and any member has requested for a physical copy
the MICR Code) to their Depository of the same. In case you wish to get a physical
Participants (DPs) in case the shares are copy of the Annual Report, you may send
held in electronic mode or to the Registrar your request to [email protected]
and Share Transfer Agents in case the mentioning your Folio/DP ID & Client ID.
shares are held in physical mode for
12. Members may also note that the Notice
printing on dividend warrant to ensure
that there is no fraudulent encashment of this Annual General Meeting and the
of the warrants. Annual Report for the year 2016 will also be
available on the Companys website www.
9. GREEN INITIATIVE:- SEBI & the Ministry of ambujacement.com for their download.
Corporate Affairs encourages paperless
communication as a contribution to greener All the documents referred to in the
environment. accompanying Notice are available for
inspection at the Registered Ofce of
Members holding shares in physical mode are
the Company on all working days (except
requested to register their e-mail IDs with
Saturdays, Sundays and Public holidays)
M/s. Link Intime India Pvt. Ltd., the Registrars
between 10.00 a.m and 1.00 p.m. up to the
& Share Transfer Agents of the Company and
Members holding shares in demat mode are date of Annual General Meeting.
requested to register their e-mail IDs with 13. Pursuant to Section 72 of the Companies Act,
their respective DPs in case the same is still not 2013, members holding shares in physical form
registered. are advised to le nomination in the prescribed
If there is any change in the e-mail ID already Form SH-13 with the Companys share transfer
registered with the Company, members agent. In respect of shares held in electronic/
are requested to immediately notify such demat form, the members may please contact
change to the Registrars & Share Transfer their respective depository participant.
Agents of the Company in respect of shares
held in physical form and to their respective 14. Members are requested to send all
depository participants in respect of shares communications relating to shares and
held in electronic form. unclaimed dividends, change of address etc. to
the Registrar and Share Transfer Agents at the
Members who wish to register their email following address:
ID can download the Green Initiative form
from the Companys website viz. www. LINK INTIME INDIA PVT. LTD. (Unit: Ambuja
ambujacement.com/Upload/Content_Files/ Cements Ltd. C-101, 247 Park, L B S Marg,
Images/e-communication-registration-Form. Vikhroli (West), Mumbai 400 083. Tel. No.
pdf. (022) 4918 6000 Fax No. (022) 4918 6060.

If the shares are held in electronic form, then The Company has initiated the process for
change of address and change in the Bank transfer of shares underlying the unclaimed
Accounts etc. should be furnished to their dividend pending clarication from the MCA
respective Depository Participants (DPs). in compliance with the aforesaid Rules.
15. Unclaimed/Unpaid Dividend: Members are requested to take note of the
aforesaid newly notied sections of the
Members are informed that the nal dividend
Companies Act, 2013 and claim their unclaimed
amount for the year ended 31st December,
dividends immediately to avoid transfer of the
2009 and the interim dividend amount for the
underlying shares to the IEPF.
year ended 31st December, 2010, remaining
unclaimed shall become due for transfer on The shares transferred to the IEPF can be
3rd May 2017 and 20th August, 2017 respectively claimed back by the concerned shareholders
to the Investor Education and Protection Fund from IEPF Authority after complying with the
established by the Central Government in procedure prescribed under the Rules.
terms of Section 124 of the Companies Act, 17. Voting:-
2013 on expiry of 7 years from the date of its
All persons whose names are recorded in
declaration.
the Register of Members or in the Register
Members are requested to note that no claim of Benecial Owners maintained by the
shall lie against the Company in respect of Depositories as on the cut-off date namely
any amount of dividend remaining unclaimed 24th March, 2017 only shall be entitled to vote
/ unpaid for a period of 7 years from the at the General Meeting by availing the facility
dates they became rst due for payment. of remote e-voting or by voting at the General
Any member, who has not claimed nal Meeting.
dividend in respect of the nancial year ended
(I) Voting Through Electronic Means
31st December, 2009 onwards is requested
to approach the Company/the Registrar and 1. Pursuant to Section 108 of the Companies
Share Transfer Agents of the Company for Act 2013, Rule 20 of the Companies
claiming the same as early as possible but not (Management & Administration) Rules,
later than 31st March, 2017 for nal dividend 2014, Secretarial Standard 2 on General
of F.Y. 2009 and 30th June, 2017 for interim Meeting and Regulation 44 of the SEBI
dividend of F.Y. 2010. The Company has already (Listing Obligations and Disclosure
sent reminders to all such members at their Requirements) Regulations, 2015, the
registered addresses in this regard. Company has provided e-voting facility to
the members using the Central Depository
16. Compulsory transfer of Equity Shares to Services Ltd. (CDSL) platform. All business
Investor Education and Protection Fund (IEPF) to be transacted at the Annual General
Suspense Account: Meeting can be transacted through the
Pursuant to the provisions of Section 124 and electronic voting system. The members
125 of the Companies Act and the Investor may cast their votes using an electronic
Education and Protection Fund Authority voting system from a place other than
(Accounting, Audit, Transfer and Refund) the venue of the Meeting (remote
Rules, 2016, (Rules) all shares on which e-voting).
dividend has not been paid or claimed for 2. A member can opt for only one mode of
seven consecutive years or more shall be voting i.e. either in person or through
transferred to an IEPF suspense account after proxy at the meeting or through e-voting
complying with the procedure laid down or by ballot. If a member casts votes by
under the Rules. all the three modes, then the vote casted
There is lack of clarity on certain issues relating through e-voting shall prevail and the
to this transfer of shares provided for under vote casted through other means shall be
the Rules for which representations have treated as invalid.
been made to the Ministry of Corporate Affairs 3. The members who have cast their vote
(MCA). The MCA vide General Circular no. 15- by remote e-voting may also attend the
2016 has claried that the revised Rules shall Meeting but shall not be entitled to cast
be notied in due course. their vote again.
4. The Company has appointed Mr. (vi) If you are holding shares in demat form
Surendra Kanstiya and Associates, and had logged on to www.evotingindia.
Practicing Company Secretary, to act com and voted on an earlier voting of any
as the Scrutiniser to scrutinise the poll company, then your existing password is
and remote e-voting process in a fair to be used.
and transparent manner and he has
(vii) If you are a rst time user follow the
communicated his willingness to be
steps given below:
appointed and will be available for the
same purpose. For Members holding shares
5. The Results shall be declared within 48 in Demat Form and Physical
hours after the Annual General Meeting Form
of the Company. The results declared PAN Enter your 10 digit alpha-
along with the Scrutinisers Report shall numeric PAN issued by Income
be placed on the companys website Tax Department (Applicable
www.ambujacement.com and on the for both demat shareholders as
website of CDSL www.evotingindia.com well as physical shareholders)
and the same shall also be communicated s Members who have not
to BSE Limited and NSE, where the shares updated their PAN with
of the Company are listed. the Company/Depository
6. Any person who becomes a member of Participant are requested
the Company after dispatch of the Notice to use the sequence
of the meeting and holding shares as on number which is printed on
the cut-off date i.e. 24th March, 2017 may Postal Ballot / Attendance
obtain the User ID and password in the Slip indicated in the PAN
manner as mentioned below. eld.
Dividend Bank Enter the Dividend Bank
The instructions for shareholders voting
Details OR Details or Date of Birth (in dd/
electronically are as under:
Date of Birth mm/yyyy format) as recorded
(i) The voting period begins on Monday, (DOB) in your demat account or in
27th March, 2017 at 10.00 a.m. and ends the company records in order
on Thursday, 30th March, 2017 at 5.00 to login.
p.m. During this period shareholders of s If both the details are
the Company, holding shares either in not recorded with the
physical form or in dematerialized form, depository or company
as on the cut-off date (record date) please enter the member
of <Record Date> may cast their vote id / folio number in the
electronically. The e-voting module shall Dividend Bank details eld
be disabled by CDSL for voting thereafter. as mentioned in instruction
(ii) The shareholders should log on to the (iv).
e-voting website www.evotingindia.com. (viii) After entering these details appropriately,
(iii) Click on Shareholders. click on SUBMIT tab.
(iv) Now Enter your User ID (ix) Members holding shares in physical form
will then directly reach the Company
a. For CDSL: 16 digits beneciary ID, selection screen. However, members
b. For NSDL: 8 Character DP ID followed holding shares in demat form will now
by 8 Digits Client ID, reach Password Creation menu wherein
they are required to mandatorily enter
c. Members holding shares in Physical their login password in the new password
Form should enter Folio Number eld. Kindly note that this password is
registered with the Company. to be also used by the demat holders
(v) Next enter the Image Verication as for voting for resolutions of any other
displayed and Click on Login. company on which they are eligible to

vote, provided that company opts for (xix) Note for Non Individual Shareholders
e-voting through CDSL platform. It is and Custodians
strongly recommended not to share your s .ON )NDIVIDUAL SHAREHOLDERS IE
password with any other person and other than Individuals, HUF, NRI etc.)
take utmost care to keep your password and Custodian are required to log
condential. on to www.evotingindia.com and
(x) For Members holding shares in physical register themselves as Corporates.
form, the details can be used only for s !SCANNEDCOPYOFTHE2EGISTRATION
e-voting on the resolutions contained in Form bearing the stamp and sign
this Notice. of the entity should be emailed to
(xi) Click on the EVSN for the relevant [email protected].
<Company Name> on which you choose s !FTER RECEIVING THE LOGIN DETAILS A
to vote. Compliance User should be created
using the admin login and password.
(xii) On the voting page, you will see
The Compliance User would be able
RESOLUTION DESCRIPTION and against
to link the account(s) for which they
the same the option YES/NO for voting.
wish to vote on.
Select the option YES or NO as desired.
The option YES implies that you assent s 4HE LIST OF ACCOUNTS LINKED IN THE
to the Resolution and option NO implies login should be mailed to helpdesk.
that you dissent to the Resolution. [email protected] and on
approval of the accounts they would
(xiii) Click on the RESOLUTIONS FILE LINK be able to cast their vote.
if you wish to view the entire Resolution
details. s ! SCANNED COPY OF THE "OARD
Resolution and Power of Attorney
(xiv) After selecting the resolution you have (POA) which they have issued in
decided to vote on, click on SUBMIT. favour of the Custodian, if any,
A conrmation box will be displayed. If should be uploaded in PDF format
you wish to conrm your vote, click on in the system for the scrutinizer to
OK, else to change your vote, click on verify the same.
CANCEL and accordingly modify your
(xx) In case you have any queries or issues
vote. regarding e-voting, you may refer the
(xv) Once you CONFIRM your vote on the Frequently Asked Questions (FAQs)
resolution, you will not be allowed to and e-voting manual available at www.
modify your vote. evotingindia.com, under help section
or write an email to helpdesk.evoting@
(xvi) You can also take a print of the votes cdslindia.com.
cast by clicking on Click here to print
option on the Voting page. (II) Voting Through Ballot:-
The Company is providing the facility of
(xvii) If a demat account holder has forgotten
ballot form in terms of the Companies
the login password then Enter the User ID
(Management & Administration) Rules,
and the image verication code and click
2014 and Regulation 44 of the Listing
on Forgot Password & enter the details as
Regulations, 2015 to those shareholders,
prompted by the system.
who do not have access to e-voting
(xviii) Shareholders can also cast their vote facility to send their assent or dissent in
using CDSLs mobile app m-Voting writing in respect of the resolutions as set
available for android based mobiles. The out in this Notice. The Ballot form and the
m-Voting app can be downloaded from instruction are enclosed along with the
Google Play Store, Apple and Windows Annual Report. The last date for receiving
phone. Please follow the instructions as the ballot form will be 23rd March, 2017
prompted by the mobile app while voting at 5.00 p.m. Ballot forms received after
on your mobile. this date shall not be considered.

(III) Voting at AGM:- Permanent Account Number (PAN) by
every participant in securities market
The members who have not casted their
for transaction of transfer, transmission/
votes either electronically or through
Ballot Form, can exercise their voting transposition and deletion of name of
rights at the AGM. deceased holder. Members holding shares
in demat form are, therefore, requested
18. Members holding shares in more than one to submit PAN details to the Depository
folio in the same name(s) are requested Participants with whom they have demat
to send the details of their folios along accounts. Members holding shares in
with share certicates so as to enable the physical form can submit their PAN details
Company to consolidate their holding
to the Registrar & Share Transfer Agents,
into one folio.
M/s. Link Intime India Pvt. Ltd.
19. The Register of Directors and Key
21. Members desiring any information
Managerial Personnel and their
relating to the accounts are requested
shareholding maintained under Section
to write to the Company well in advance
170 of the Companies Act, 2013, the
so as to enable the management to keep
Register of Contracts or Arrangements in
which the Directors are interested under the information ready.
Section 189 of the Companies Act, 2013 22. Route Map showing directions to reach to
will be available for inspection at the the venue of the 34th AGM is given at the
AGM. end of this Notice as per the requirement
20. The Securities and Exchange Board of the Secretarial Standards-2 on
of India has mandated submission of General Meetings.
EXPLANATORY STATEMENT
(Pursuant to Section 102 of the Companies Act, 2013)
The following Explanatory Statement sets out all audit rm (including its afliate rms) as auditors
the material facts relating to the Item Nos. 5 to 7 of for more than two terms of ve consecutive years.
the accompanying Notice dated 20th February, 2017. The Act also provided for additional transition
period of three years from the commencement of
In respect of item No. 5
the Act i.e. 1st April, 2014. M/s SRBC & Co. LLP (along
This Explanatory Statement is provided though with its network Firms) have completed period of
strictly not required as per Section 102 of the Act. ten years and will also be completing the additional
transition period of three years at the conclusion of
M/s S.R. Batliboi & Associates, Chartered Accountants
the forthcoming Annual General Meeting.
were appointed as the Statutory Auditors of the
Company by the Members at their Annual General Accordingly, the term of the present Auditors, M/s
Meeting held in October, 2003 and thereafter SRBC & Co. LLP (taken together with its network
each year till the year 2011. Subsequently in April, rms) expires at the conclusion of the forthcoming
2011 M/s S.R. Batliboi & Co. and in April, 2013 M/s Annual General Meeting. The Audit Committee and
SRBC & Co. LLP, (the present Auditors) both being the Board of Directors have placed on record their
the network rms of M/s S.R. Batliboi & Associates appreciation for the professional services rendered
were appointed as the Statutory Auditors of the by M/s SRBC & Co. LLP and its network Firms during
Company. The present Auditors were last re- their association with the Company as its auditors.
appointed by the Members at their Thirty Third
For the purpose of appointment of new Auditors,
Annual General Meeting held on April 14, 2016 to
the Audit Committee along with the Management
hold the Ofce from the conclusion of the Thirty
invited proposals from the reputed rms of
Third Annual General Meeting till the conclusion of
Chartered Accountants and had detailed discussion
this Thirty Fourth Annual General Meeting.
with representatives of those rms. The Committee
As per the provisions of the Companies Act, 2013 considered various parameters such as reputation of
(the Act), no listed company shall appoint an the rm, knowledge and experience of the partners,

understanding of Cement business, technical for the nancial year 2017 at a remuneration of
assessment of the Audit skills and the Audit fees ` 7,00,000/- per annum plus reimbursement of all out
and based on these detailed analysis, recommended of pocket expenses incurred, if any, in connection
M/s Deloitte Haskins & Sells, Chartered Accountant, with the cost audit. The remuneration of the cost
Membership No. 117366W/W-100018, Mumbai as auditor is required to be ratied subsequently in
the Companys new Statutory Auditor. The Board accordance to the provisions of the Act and Rule 14
of Directors based on the recommendation of the of the Rules.
Audit Committee proposes the appointment of the
Accordingly, the Directors recommend the
M/s Deloitte Haskins & Sells, Chartered Accountant,
Resolution at item no. 6 of this notice for your
Membership No. 117366W/W-100018, Mumbai
as the Statutory Auditors of the Company to the approval.
Members for their approval. None of the Directors, Key Managerial Personnel
If approved by the Members, the appointment of and their relatives are concerned or interested in
Deloitte Haskins & Sells, Chartered Accountants as a the Resolution at Item No. 6 of the Notice.
Statutory Auditor will be for a period of ve years In respect of item No. 7
commencing from the conclusion of Thirty Fourth
Annual General Meeting till the conclusion of the Article 149(1) of the Articles of Association of the
Thirty Ninth Annual General Meeting (subject Company provides for the appointment of the
to ratication of the appointment by Members Managing Director for the xed term not exceeding
at every Annual General Meeting held after this ve years. At the same time Article 149 (2) of the
Annual General Meeting). Articles provides that the Managing Director shall
M/s. Deloitte Haskins & Sells, Chartered Accountants be liable to retire by rotation.
have conrmed that their appointment, if made, Section 196 of the Companies Act, 2013 also provides
would be within the limits specied under for the appointment of the Managing Director for
Section 141(3)(g) of the Act and that they are not the xed term not exceeding ve years.
disqualied to be appointed as statutory auditor
in terms of the provisions of the proviso to Section Since the Managing Director is appointed for the
139(1), Section 141(2) and Section 141(3) of the Act xed term and his appointment is contractual in
and the provisions of the Companies (Audit and nature, it is now proposed to alter the existing
Auditors) Rules, 2014. Article 149(2) of the Articles of Association to
include the ofce of the Managing Director as not
The Board of Directors recommend the Resolution
liable to retire by rotation.
at Item No. 5 of the Notice for your approval.
None of the Directors, Key Managerial Personnel The Board of Directors recommend the Resolution
and other relatives are concerned or interested in at Item No. 7 of the Notice for your approval.
the Resolution at Item No. 5 of the Notice. None of the Directors, except Mr. Ajay Kapur,
In respect of item No. 6 Managing Director & CEO, other Key Managerial
Personnel of the Company or their relatives, are
In accordance with the provisions of Section 148
of the Companies Act, 2013 (the Act) and the in any way concerned or interested in the said
Companies (Audit and Auditors) Rules, 2014 (the Resolution.
Rules), the Company is required to appoint a cost By Order of the Board of Directors
auditor to audit the cost records of the Company.
On the recommendation of the Audit Committee,
the Board of Directors of the Company has approved Rajiv Gandhi
the appointment of M/s. P.M. Nanabhoy & Co., Cost Place : Mumbai Company Secretary
Accountants as the Cost Auditor of the Company Date : 20th February, 2017 (Membership No. A11263)

ANNEXURE TO ITEM NOS. 3, & 4 OF THE NOTICE
Details of Directors seeking appointment and re-appointment at the forthcoming Annual General Meeting
[Pursuant to Regulation 36(3) of the SEBI (Listing Obligation and Disclosure Requirement) Regulations,
2015 and Secretarial Standard 2 on General Meetings]
Name of the Director Mr. B.L.Taparia Mr. Ajay Kapur

Date of Birth 5th July, 1950 11th November, 1965
Nationality Indian Indian
Date of Appointment on the 1st September, 2012 25th July, 2013
Board
Qualications B.Com, L.L.B, F.C.S. Bachelors in Economics, MBA in
Marketing.
Advanced Management
Programme, Wharton Business
School
Expertise in specic functional Vast and rich experience in Health & Safety, Business Strategy,
area Corporate Law and other Legal Manufacturing Excellence,
elds, Accounts, Finance and Marketing & Sales, Corporate
Corporate Management Communications, Logistics &
Supply Chain, Human Resources
Management and Sustainability
Number of shares held in the 3,07,284 shares 1,85,500 shares
Company
List of the directorships held in Everest Industries Ltd. Creative Propack Ltd.
other companies* Holcim Services (South Asia) Ltd.
Number of Board Meetings 6 of 6 6 of 6
attended during the year
Chairman/ Member in the Chairman Chairman
Committees of the Boards
None None
of companies in which he is
Director* Member Member
Audit Committee Audit Committee
Everest Industries Ltd. Creative Propack Ltd.
Relationships between Directors None None
inter-se
Remuneration details Refer Corporate Governance Refer Corporate Governance
Report Report
* Directorship includes Directorship of other Indian Public Companies and Committee memberships
includes only Audit Committee and Stakeholders Relationship Committee of Public Limited Company
(whether Listed or not).

Route Map - AGM
1. From Diu - Airport to Ambujanagar
The approximate distance from Diu Airport to Ambujanagar is 45-50 KM by road. Ample Taxis are
available at the Airport. Time taken is approximately 1 hour.
2. Veraval Railway station to Ambujanagar
The approximate distance from Veraval to Ambujanagar is about 45/50 KM by road. Local Taxis are
available at the Railway Station. State transport buses are also available. Time taken is approximately
1 hour.
3. Kodinar to Ambujanagar
The distance from Kodinar to Ambujanagar is about 8 KM by road. Ample public transport is available
from Kodinar to Ambujanagar. Time taken is approximately 15/20 Minutes.
4. Road Map from Highway entry point - Ambujanagar to Meeting Venue

CIN L26942GJ1981PLC004717
Corporate Ofce: Elegant Business Park, MIDC Cross Road B, Off Andheri Kurla Road, Andheri (East), Mumbai - 400 059
Tel. 022-4066 7000, E mail - [email protected], Website: www.ambujacement.com
ATTENDANCE SLIP
(To be presented at the entrance)
Annual General Meeting of the Company held on Friday, the 31st March, 2017 at 10.30 a.m.
at P. O. Ambujanagar, Taluka: Kodinar, District: Gir Somnath, Gujarat - 362 715
Folio No.........................................................DP ID No........................................................ Client ID No ..................................................
Name of the Member ..........................................................................................................Signature ......................................................
Name of the Proxyholder ....................................................................................................Signature ......................................................
1. Only Member/Proxyholder can attend the Meeting

2. Member/Proxyholder should bring his/her copy of the Annual Report for reference at the Meeting
TEAR HERE

CIN L26942GJ1981PLC004717
Corporate Ofce: Elegant Business Park, MIDC Cross Road B, Off Andheri Kurla Road, Andheri (East), Mumbai - 400 059
TEAR HERE
Tel. 022-4066 7000, E mail - [email protected], Website: www.ambujacement.com
PROXY FORM
(Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies
(Management and Administration) Rules, 2014)
Name of the Member(s) :.......................................................................................................................................................................
Registered address : ...............................................................................................................................................................................

....................................................................................................... E-mail Id : ......................................................................................
Folio No. / Client ID No. : ............................................................. DP ID No........................................................................................
I/We, being the member(s) of .................................... shares of Ambuja Cements Limited, hereby appoint
1. Name : ................................................................................................................................................................................
Address : ................................................................................................................................................................................
...........................................................................................................
E-mail ID : ........................................................................................................... Signature : .............................................
or failing him
2. Name : ................................................................................................................................................................................
Address : ................................................................................................................................................................................
...........................................................................................................
or failing him
3. Name : ................................................................................................................................................................................
Address : ................................................................................................................................................................................
...........................................................................................................
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the Annual General Meeting of the
Company to be held on Friday, the 31st March, 2017 at 10.30 a.m. at P. O. Ambujanagar, Taluka: Kodinar, District: Gir Somnath,
Gujarat - 362 715 and at any adjournment thereof in respect of such resolutions as are indicated below :
Resolution No. ( )
1 5
2 6
3 7
Signed this .................................. day of .................................. 2017 Afx

Revenue
Stamp
Signature of Shareholder ....................................................... Signature of Proxyholder.........................................................................
NOTES:
1 This Form in order to be effective should be duly completed and deposited at the Registered Ofce of the Company at
P. O. Ambujanagar, Taluka: Kodinar, District: Gir Somnath, Gujarat - 362 715 not less than 48 hours before the commencement
of the Meeting.
2 Those Members who have multiple folios with different joint holders may use copies of this Attendance Slip/Proxy.
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Ambuja Cement Annual Report 2016

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Contents 65

Annexure to Directors Report

Ambuja Cements Limited | 65

6 Expenditure Statement as per Schedule - VII for the year 2016

66 | Ambuja Cements Limited

Form No. MGT-9

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

Ill. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sr. Name and Address of the Company CIN/GIN Holding/ % of Applicable

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68 | Ambuja Cements Limited

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VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

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Form No. AOC-2

Particulars of contracts / arrangements made with related parties

Details of contracts or arrangements or transactions not at arms length basis

Details of material contracts or arrangement or transactions at arms length basis

Nature of Contract and Nature of Duration of Silent Terms Amount

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Abstract of the Policy for selection and appointment of Directors

1. Criteria of selection of Non Executive Directors

a. Qualication, expertise and experience of the Directors in their respective elds;

b. Personal, Professional or business standing

c. Diversity of the Board

2. Criteria of selection/appointment of Managing Director & CEO

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Name of Director and KMP Ratio of remuneration to % increase in

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For and on behalf of the Board

Suresh Joshi Rajiv Gandhi Ajay Kapur

Mumbai, 20th February, 2017

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Sr. Name of the Directors Category No. of Meetings

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Sr. Name of the Directors Category No. of Meetings

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Sr. Name of the Director Category No. of

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