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Energy for India
                     DISCOVER




                                       2010-11
                      DELIVER
                   TRANSFORM
                          Annual Report &
                      Financial Statements
02 Management Speak             08 Management Discussion & Analysis   54 Corporate Governance          76 Audited Financial Statements    1




2                               8                                     54                               76
Management                      Management                            Corporate                        Audited Financial
Speak                           Discussion & Analysis                 Governance                       Statements

Board of Directors       2      Introduction                    10    Report on Corporate         56   Auditors’ Report                  78
Chairman’s Letter        4      The Rajasthan Project           20    Governance                       Balance Sheet                     81
Managing Director and    6      Connecting Rajasthan to         22    Additional Shareholder 63        Profit and Loss Account            82
CEO’s Letter                    the Market - Mangala                  Information                      Statement of Cash Flows           83
                                Development Pipeline                  Certificate of the           67   Schedules to the Financial        85
                                Pipeline Laying Process         24    CEO & CFO                        Statements
                                Rajasthan Sales                 28    Auditor’s Certificate        68   Balance Sheet Abstract            106
                                Finance Overview                29    Directors’ Report                and Company’s General
                                                                                                  69
                                                                                                       Business Profile
                                Other Producing Assets          30
                                Using Technology to             32                                     Auditor’s Report on               107
                                Energise India                                                         Consolidated Financial
                                                                                                       Statements
                                Exploring to Discover and 34
                                Add Value                                                              Consolidated Balance Sheet        108

                                Human Resources -                                                      Consolidated Profit and            109
                                                                36
                                Nurturing our Strength                                                 Loss Account

                                HSEA                            38                                     Consolidated Statement of         110
                                                                                                       Cash Flows
                                Internal Controls and their 44
                                Adequacy                                                               Schedules to Consolidated         112
                                                                                                       Financial Statements
                                Abridged Financials             45
                                                                                                       Glossary                          139
                                Business Risks                  46
                                Milestones - FY2011             48
                                Corporate Social                50
                                Responsibilty




                                                                                                                          Contents
                                                                                                                          Annual Report 2011




This section provides details   This section provides a brief         This section provides the        This section contains the
on the Board of Directors,      overview of the Company’s             disclosures pursuant to          audited financial statements
and message from the            operations; developments              Clause 49 of the Listing         and report for Cairn India
Chairman and the Managing       in various areas of the               Agreement                        Limited – standalone and
Director & CEO                  business; its achievements                                             consolidated
                                and future plans
2   CAIRN INDIA ANNUAL REPORT 2010-11




Board of Directors

SIR BILL GAMMELL                                Business School in Pennsylvania. Mr Dhir         Mr Chandra was the Chairman of the
Chairman and Non-Executive Director             started his career as an oil and gas reservoir   Committee on Corporate Governance,
                                                engineer before moving into investment           India’s Ambassador to the USA, Advisor to
Sir Bill Gammell, 58, holds a BA in             banking. He has worked at SBC Warburg,           the Prime Minister, Governor of Rajasthan,
Economics and Accountancy from Stirling         Morgan Stanley and Merrill Lynch. Before         Cabinet Secretary to the Government
University and was awarded a knighthood         joining Cairn India, he was the Managing         of India, and Chief Secretary to the
in 2006 for services to the industry in         Director and Co-Head of Energy and Power         Government of Rajasthan. A reputed
Scotland. He has more than 30 years of          Investment Banking at Merrill Lynch.             administrator and diplomat, Mr Chandra
experience in the international oil and gas                                                      serves as an independent director on the
industry. He founded Cairn Energy PLC and       MR AMAN MEHTA                                    boards of a number of companies.
was appointed Chief Executive on its initial    Non-Executive and Independent Director
listing in 1988. He is the Chairman and Non-                                                     DR OMKAR GOSWAMI
Executive Director of Cairn India Limited       Mr Aman Mehta, 64, is an economics               Non-Executive and Independent Director
and is a member of the Asia Task Force and      graduate from the Delhi University. He was
the UK India Business Council. Sir Gammell,     the Chief Executive Officer of HSBC Asia          Dr Omkar Goswami, 54, holds a MA
who is an ex-Scotland rugby internationalist,   Pacific until 2003. Mr Mehta is currently         in Economics from the Delhi School of
is also Chairman of Winning Scotland            an independent Non-Executive Director of         Economics, and a D.Phil. in Economic
Foundation and a Director of Glasgow 2014       several public companies in India as well as     History from the Oxford University. He has
Limited as well as a member of the British      overseas. He has also served as a member         taught in several academic institutions in
Olympic Advisory Board.                         of the Advisory Council of INSEAD, France,       India and abroad; edited one of India’s best
                                                International Advisory Boards of Prudential      known business magazines; was the Chief
MR RAHUL DHIR                                   Inc., USA and CapitaLand Ltd. of Singapore.      Economist of the Confederation of Indian
Managing Director and CEO                       Besides this, he is a member of Governing        Industry; and is the Executive Chairman of
                                                Body of Indian School of Business,               CERG Advisory Private Limited, a consulting
Mr Rahul Dhir, 45, joined Cairn India as        Hyderabad.                                       and advisory firm. Dr Goswami serves as
an Additional Director and was appointed                                                         an independent director on the board of a
as the CEO and Managing Director on 22          MR NARESH CHANDRA                                number of companies, and has authored
August 2006. He has completed his degree        Non-Executive and Independent Director           various books and research papers on
in Bachelor of Technology from the Indian                                                        economic history, industrial economics,
Institute of Technology, Delhi. He went on      Mr Naresh Chandra, 76, holds an MSc in           public sector, bankruptcy laws and
to complete his M.Sc from the University of     Mathematics from Allahabad University            procedures, corporate governance, public
Texas at Austin and MBA from the Wharton        and is a retired IAS officer. Previously,         finance, tax enforcement and legal reforms.
Management Speak                       3




                                                                                           From Left to right: Sir Bill Gammell, Mr Rahul Dhir,
                                                                                     Mr Aman Mehta, Mr Naresh Chandra, Dr Omkar Goswami,
                                                                                      Mr Indrajit Banerjee, Ms Jann Brown, Mr Edward T Story




MR INDRAJIT BANERJEE                            Board for seven years. She is a member
Executive Director and CFO                      of the Institute of Chartered Accountants
                                                of Scotland and the Chartered Institute
Mr Indrajit Banerjee, 55,was appointed          of Taxation. She is also the Senior Non-
as an Additional Director on 26 February        Executive Director of Hansen Transmissions
2007 and as the Executive Director and          International NV, a Belgian engineering
CFO on 1 March 2007. He graduated from          company, which is listed on the London
the University of Calcutta with a Bachelor’s    Stock Exchange.
Degree in Commerce. An associate member
of the Institute of Chartered Accountants of    MR EDWARD T STORY
India, Mr Banerjee started his career at        Non-Executive and Independent Director
PricewaterhouseCoopers in Calcutta in
1979. He has held several senior positions      Mr Edward T Story, 67, is a science graduate
throughout his career, including 17 years at    from the Trinity University, San Antonio,
the Indian Aluminium Company, formerly          Texas and holds an MBA from the University
part of the Alcan Group, and at Lucent          of Texas. He has been conferred an honorary
Technologies (India). Before joining Cairn      doctorate degree by the Institute of Finance
India, he was President-Finance and             and Economics of Mongolia. He is the
Planning at Lupin Limited.                      Chairman of the North America-Mongolia
                                                Business Council. Mr Story has more than
MS JANN BROWN                                   40 years of experience in the international
Non-Executive Director                          oil and gas industry and is the founder,
                                                President and Chief Executive Officer of
Ms Jann Brown, 56, was appointed Finance        the London Stock Exchange listed SOCO
Director of Cairn Energy PLC in 2006 and        International plc.
is also a Non-Executive Director of Cairn
India Limited. She holds an MA from the
Edinburgh University and joined Cairn
Energy PLC in 1998 after a career in the
accountancy profession, mainly with KPMG.
Prior to her appointment as Finance Director,   Note: Mr Malcolm Shaw Thoms (Deputy Chairman) and Mr Rick Bott (Executive Director and
she served on the Group Management              Chief Operating Officer) stepped down from the Board of Directors in June 2011.
4   CAIRN INDIA ANNUAL REPORT 2010-11




    Chairman’s Letter




       Cairn India’s experience         Dear Shareholder,
       has shown that it is
       possible to build world-         Cairn India is now responsible for the delivery of significant domestic
       class developments               crude production from its operated assets across the country.
       using the latest and most        This has brought significant benefits to the nation, to the states of
       innovative technologies.
                                        Rajasthan and Gujarat, our joint venture partner, Oil and Natural Gas
       It has also demonstrated
       your Company’s ability           Corporation Limited, and to the Company. With Cairn India now
       to operate large scale           accounting for more than a fifth of India’s total crude oil output, it has
       projects in a safe and           contributed significantly to savings in foreign exchange on account of
       efficient manner                  crude oil imports.

                                        FY2011 has been a year of delivery for your     a record turnover of INR 102.8 billion, or
                                        Company. Production from the Rajasthan          USD 2.26 billion in FY2011; and profit after
                                        block reached 125,000 barrels of oil per day    tax of INR 63.3 billion, which translates to
                                        with the crude now being transported to a       USD 1.39 billion.
                                        number of Indian refineries by the world’s
                                        longest continuously heated and insulated       The total Rajasthan resource base supports a
                                        pipeline. This pipeline infrastructure is not   vision for a potential production of 240,000
                                        only a global engineering achievement, but      bopd, subject to further investment and
                                        also a strategically important asset because    approvals from the Government of India and
                                        all the remaining fields and discoveries in      the joint venture partner.
                                        Rajasthan can be quickly connected to the
                                        market.                                         I would like to recognise all the hard
                                                                                        work and commitment the management,
                                        The successful start-up of piped oil            employees and contractor teams working
                                        production from the Mangala Processing          for Cairn India have put in. At the peak of
                                        Terminal has provided a tremendous              construction, more than 16,000 people
                                        platform for future growth, and contributed     were involved in building the Mangala
Management Speak                          5




                                                                                              Vision to develop a world class project in Rajasthan




Processing Terminal, the pipeline and related    Rajasthan resource base in the coming
infrastructure — making it, without doubt,       years.
the biggest onshore oil and gas production
project in India. The successful completion      In the summer of 2010, Cairn Energy PLC
of Phase-I of the project stands testament to    was approached by Vedanta Resources
the skills and ingenuity that the Cairn India    Plc with a proposal to purchase the
team has displayed in creating long lasting      majority of Cairn’s Energy PLC’s equity in
value to you as a shareholder and to other       your Company. The proposed transaction
stakeholders in India.                           was agreed and announced by the two
                                                 companies in August 2010, and approved
Cairn India’s experience has shown that it is    by the shareholders of Cairn Energy PLC
possible to build world-class developments       and Vedanta Resources Plc in Q4 CY2010.
using the latest and most innovative             The transaction is currently awaiting
technologies. The Rajasthan development          approval from the Government of India.
has demonstrated your Company’s ability
to operate large scale projects in a safe and    Irrespective of this transaction, I look
efficient manner and at a low cost.               forward to Cairn India producing more
                                                 hydrocarbons for the nation, and
The support of the Government of India, the      generating more income and profits for
state governments, our joint venture partner     its shareholders.
Oil and Natural Gas Corporation Limited,
local communities and key contractors has
been vital to the Company’s exciting journey.
I would personally like to thank all those who
have played their part in developing this key    Sir Bill Gammell
project for India.                               Chairman

With a strong and sustainable cash flow,          Date: 25 June 2011
Cairn India is well positioned for future
growth. It is now focused on maximising
value from the phased development of the
Corporate Governance             69



Directors’ Report
The Members,

Your Directors have pleasure in presenting the Fifth Annual Report
on the business and operations of the Company and the Audited
Financial accounts for the year ended 31 March, 2011.


FINANCIAL HIGHLIGHTS
                                                                                                  In INR million

                                             Standalone                            Consolidated
                                   For the financial year ended               For the financial year ended

                               31 March, 2011         31 March, 2010      31 March, 2011        31 March, 2010

Total Income                               951                   1,634          104,067                    20,307
Total Expenditure                        3,077                   2,367           35,167                    10,143
Profit/(loss) before tax                (2,126)                   (734)           68,900                    10,163
Taxes                                        -                     (44)           5,556                     (348)
Profit/(loss) after tax                 (2,126)                   (689)           63,344                    10,511



The consolidated statements provide the           CONSOLIDATED FINANCIAL                           employees and Directors of the Company
results of Cairn India Limited together with      STATEMENTS                                       and its subsidiaries. The Company also
those of its subsidiaries for the financial                                                         has cash awards option plan (phantom
year ended 31 March, 2011.                        Your Company is also presenting the              stock options) for expatriate employees of
                                                  audited consolidated financial statements         the Company and its subsidiaries.
DIVIDEND                                          prepared in accordance with the
                                                  Accounting Standard 21 issued by the             During the year, stock/cash options have
In view of inadequacy of profits in Cairn          Institute of Chartered Accountants of            been granted to the executive Directors
India Limited, your Directors regret their        India. Information in aggregate for each         and employees of the Company or of its
inability to recommend any dividend.              subsidiary in respect of capital reserves,       subsidiaries. On exercise of the options so
                                                  total assets, liabilities, investments,          granted, the paid-up equity share capital
CHANGES IN CAPITAL STRUCTURE                      turnover, etc. is disclosed separately and       of the Company will increase in terms of
                                                  forms part of the annual report.                 the Stock Option Plans mentioned above.
During the financial year under review,                                                             The details of stock options granted by
4,942,969 equity shares of INR 10/- each          OPERATIONS                                       the Company are disclosed in compliance
were allotted on exercise of Employee                                                              with Clause 12 of the Securities and
Stock Options by the employees of                 A detailed review of operations has been         Exchange Board of India (Employee Stock
the Company or of its subsidiaries.               included in the Management Discussion            Option Scheme and Employee Stock
Accordingly, the issued and paid up capital       and Analysis Report, which forms a part of       Purchase Scheme) Guidelines, 1999 and
of the Company has increased to INR               this Annual Report.                              set out in Annexure I to this Report.
19,019,171,010 divided into 1,901,917,101
equity shares of INR 10/- each.                   EMPLOYEE STOCK OPTION                            During the period under review,
                                                  SCHEMES                                          4,942,969 equity shares of INR 10/- each
Subsequent to the close of the financial                                                            were allotted pursuant to the exercise of
year, the Company allotted 213,131                Your Company has established share               stock options.
equity shares of INR 10/- each on exercise        incentive schemes viz., Cairn India Senior
of Stock Options by the employees.                Management Plan (CISMP), Cairn India             SUBSIDIARY COMPANIES
Accordingly, the issued and paid up capital       Performance Option Plan (CIPOP) and
of the Company has increased to INR               Cairn India Employee Stock Option Plan           As on 31 March, 2011, the Company
19,021,302,320 divided into 1,902,130,232         (CIESOP) pursuant to which options to            had 30 subsidiaries including indirect
Equity shares of INR 10/- each.                   acquire shares have been granted to select       subsidiaries. All these companies are
70 CAIRN INDIA ANNUAL REPORT 2010-11


                                       beneficially owned 100% by Cairn India         April, 2010 and June, 2010 respectively.
                                       Limited. During the year under review,        The Scheme is now subject to receipt
                                       Cairn Energy Developments Pte. Ltd.,          of certain contractual and regulatory
                                       subsidiary Company in Singapore was           approvals. The Scheme when approved is
                                       voluntarily dissolved w.e.f. 8 March, 2011.   proposed to be effective from 1 January,
                                                                                     2010.
                                       The subsidiaries have their own Boards of
                                       Directors having the rights and obligations   OPEN OFFER TO SHAREHOLDERS
                                       to manage such companies in the best          BY VEDANTA RESOUCES PLC
                                       interest of such Companies. The Company
                                       has its representatives on the board of       During the year under review, Cairn Energy
                                       subsidiary Companies and monitors the         PLC and Cairn UK Holdings Limited,
                                       performance of such Companies regularly.      promoters of the Company, agreed to sell
                                                                                     a substantial part of their equity stake in
                                       The Ministry of Corporate Affairs,            the Company to Vedanta Resources PLC
                                       vide its circular nos. 2/2011 & 3/2011        and persons acting in concert (‘Vedanta’)
                                       dated 8 February, 2011 & 21 February,         by way of a share purchase deed dated 15
                                       2011 respectively had granted general         August, 2010. In terms of the provisions
                                       exemption to holding companies from           of SEBI (Substantial Acquisition of Shares
                                       attaching the financial statements of its      and Takeovers) Regulations, 1997, Vedanta
                                       subsidiaries to the company’s Annual          issued a Public Announcement on 17
                                       Report. In accordance with the said           August, 2010 to make an open offer to
                                       circulars, the Balance Sheet, Profit &         the equity shareholders of the Company.
                                       Loss Account and other documents of           Vedanta also filed the draft Letter of Offer
                                       the subsidiary companies are not being        with SEBI, which was received by them
                                       attached with the Balance Sheet of the        on 31 August, 2010. After the receipt of
                                       Company. The Company will make                SEBI’s nod, the offer opened on 11 April,
                                       available the Annual Accounts of the          2011 and closed on 30 April 2011. Vedanta
                                       subsidiary companies to any member of         acquired 155,033,172 number of equity
                                       the Company who may be interested in          shares under the open offer. Vedanta also
                                       obtaining the same. The annual accounts       acquired 200,000,000 equity shares of
                                       of the subsidiary companies will also be      the Company from Petronas International
                                       kept open for inspection at the Registered    Corporation Ltd. Subsequent to these
                                       office of the Company and respective           acquisitions, Vedanta now holds 18.66% of
                                       subsidiary Companies. The consolidated        the equity capital of the Company.
                                       financial statements presented by the
                                       Company include the financial results of       The deal for sale of shares by Cairn Energy
                                       its subsidiary companies.                     PLC and Cairn UK Holdings Limited,
                                                                                     promoters, to Vedanta is pending for
                                       SCHEME OF ARRANGEMENT                         regulatory approvals.

                                       In order to simplify and consolidate the      DIRECTORS
                                       multi layered structure comprising foreign
                                       subsidiaries, your Company had proposed       Mr. Philip Tracy ceased to be an alternate
                                       a scheme of arrangement between               director with effect from 17 August,
                                       Cairn India Limited, Cairn Energy India       2010. He was again appointed as an
                                       Pty Limited, Cairn Energy India West          alternate Director to Ms. Jann Brown on
                                       B.V., Cairn Energy Cambay B.V., Cairn         10 February, 2011 and ceased to be so on
                                       Energy Gujarat B.V. and their Respective      23 May 2011.
                                       shareholders and creditors (the ‘Scheme’).
                                       The members of the Company had                In accordance with the Articles of
                                       approved the scheme with overwhelming         Association of the Company, Mr. Naresh
                                       majority in the Court Convened meeting        Chandra and Mr. Edward T Story, shall
                                       held on 18 February, 2010.                    retire by rotation as Directors at the ensuing
                                                                                     Annual General Meeting and being eligible,
                                       The Hon’ble High Courts of Madras             offer themselves for re- appointment.
                                       and Bombay sanctioned the Scheme in
Corporate Governance             71


A brief profile of the above-named              Company Secretary for the same.               LISTING
directors forms part of the Corporate
Governance report.                             CONSERVATION OF ENERGY,                       The Company has paid the annual listing
                                               TECHNOLOGY ABSORPTION AND                     fee for the year 2011-12 to Bombay Stock
CORPORATE GOVERNANCE                           FOREIGN EXCHANGE EARNINGS                     Exchange Limited and National Stock
                                               AND OUTGO                                     Exchange Limited of India.
The Corporate Governance and
Management Discussion and Analysis             Information on Conservation of Energy         APPRECIATION
reports form an integral part of this report   Technology Absorption and Foreign
and are set out as separate sections to        Exchange Earnings and Outgo is given in       Your Directors wish to place on record
this annual report. The Certificate of S.       Annexure II to this report.                   their sincere appreciation of the
R. Batliboi & Co., chartered accountants,                                                    concerned efforts and dedicated service
the statutory auditors of the Company          DIRECTORS’ RESPONSIBILITY                     of all employees, which contributed to
certifying compliance with the conditions      STATEMENT                                     the continuous growth and consequent
of corporate governance as stipulated in                                                     performance of the Company. Your
clause 49 of the listing agreement with        Pursuant to Section 217(2AA) of the           Directors wish to place on record their
stock exchanges is annexed with the            Companies Act, 1956, the Directors            gratitude for the valuable assistance and
report on corporate governance.                confirm that:                                  co-operation extended to the Company
                                                                                             by the Central Government, State
AUDITORS                                       (i) In the preparation of the annual          Governments, Joint Venture Partners,
                                               accounts, the applicable accounting           Banks, Institutions, Investors and
M/s. S. R. Batliboi & Co., chartered           standards have been followed along with       Customers.
accountants, auditors of the Company,          proper explanation relating to material
retire at the conclusion of the ensuing        departures                                    For and on behalf of the Board of
annual general meeting and being eligible,                                                   Directors
offer themselves for re-appointment. The       (ii) Appropriate accounting policies have
audit committee in its meeting held on 25      been selected and applied consistently        Sir William B.B. Gammell
May, 2011 has also recommended the             and have made judgments and estimates         Chairman
re-appointment of M/s. S. R. Batliboi & Co.,   that are reasonable and prudent so as to
as Statutory Auditors of the Company. Your     give a true and fair view of the state of     Place Gurgaon
directors also recommend their appointment.    affairs of the Company as at 31 March         Date 25 May, 2011
                                               2011 and of the profit of the Company
FIXED DEPOSITS                                 for the year ended 31 March 2011

The Company has not invited any deposits       (iii) Proper and sufficient care has been
from the public under Section 58A of the       taken for maintenance of adequate
Companies Act, 1956.                           accounting records in accordance with the
                                               provisions of the Companies Act, 1956 for
HUMAN RESOURCES                                safeguarding the assets of the Company
                                               and for preventing and detecting fraud
Company’s industrial relations continued       and other irregularities
to be harmonious during the period under
review.                                        (iv) The annual accounts have been
                                               prepared on a going concern basis
PARTICULARS OF EMPLOYEES
                                               CORPORATE SOCIAL
Particulars of employees required to be        RESPONSIBILITY
furnished under Section 217(2A) of the
Companies Act, 1956 (‘the Act’) form           At Cairn, Corporate Social Responsibility
part of this report. However, as per the       (CSR) emcompasses much more than
provisions of Section 219(1)(b)(iv) of the     social outreach programs and is an integral
Act, the report and accounts are being         part of the way the Company conducts
sent to the shareholders of the Company        its business. Detailed information on the
excluding the particulars of employees         initiatives of the Company towards CSR
under Section 217(2A) of the Act. Any          activities is provided in the Corporate
shareholder interested in obtaining a copy     Social Responsibility section of the Annual
of the said statement may write to the         Report.
72 CAIRN INDIA ANNUAL REPORT 2010-11



       Annexures to the Directors’ Report
       ANNEXURE I

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

                                                                                                       Cairn India Performance
                                                                                  Cairn India Senior                                   Cairn India Employee Stock
    S. No.     Particulars                                                                                               Option
                                                                                  Management Plan                                              Option Plan (2006)
                                                                                                                    Plan (2006)
1            Options granted during April 2010 - March 2011                                      Nil                   584,144                           3,027,463
2.           The Pricing Formula                                                 Rs. 33.70 per Share           Rs. 10 per Share     Price determined by the Remu-
                                                                                                                                   neration Committee but not less
                                                                                                                                     than the fair market value of a
                                                                                                                                          share on the date of grant
3.           Options Vested during April 2010 - March 2011                                      NIL                    777,498                           3,903,265
4.           Options Exercised during April 2010 - March 2011                                   NIL                    922,045                           4,020,924
5.           Total number of Shares arising as a result of exercise of options                  NIL                    922,045                           4,020,924
             during April 2010 - March 2011
6.           Options lapsed during April 2010 - March 2011                                     NIL                     141,268                             922,020
7.           Variation of terms of options                                                    None                       None                                None
8.           Money realized by exercise of options during April 2010 -                          NIL               Rs. 9,220,450                    Rs. 661,259,192
             March 2011
9.           Total number of options in force as on 31 March 2011                         2,238,077                  2,147,664                          12,730,726
10.          Employee wise details of options granted during the year to:
                                                                                                        Indrajit Banerjee 41,036
             (i) Senior Managerial Person                                                     None                                                            None
                                                                                                          Manu Kapoor 22,041
                                                                                                               S V Nair 40,308
                                                                                                               P Elango 35,451
                                                                                                       Santosh Chandra 30,231
             (ii) Any other employee who receives a grant in any one year                     None      Venkatesan T K 30,778                                 None
             of option amounting to 5% or more of options granted during                                    Ajay Gupta 35,944
             the year

             iii) Identified employees who were granted options during                         None                        None                                None
             any 1 year, equal to or exceeding 1% of the issued capital
             (excluding outstanding warrants & conversions) of the
             Company at the time of grant

             Diluted Earnings Per Share (EPS) pursuant to issue of                            (1.12)                     (1.12)                              (1.12)
11.          Shares on exercise of options calculated in accordance
             with Accounting Standard 20

12.          (i) Method of calculation of employee compensation cost                                    Intrinsic Value Method

             (ii) Difference between the employee compensation cost
             so computed at 12(i) above and the employee compensa-
                                                                                                                       456,750
             tion cost that shall have been recognised if it had used the
             fair value of the options (Rs. in thousands)
             (iii) The impact of this difference on profits and on EPS of
             the Company
             Profit after Tax (PAT) (Rs. in thousands)                                                               (2,126,721)
             Less: Additional employee Compensation cost based on
                                                                                                                      456,750
             fair value (Rs. in thousands)
             Adjusted PAT (Rs. in thousands)                                                                       (2,583,471)
             Adjusted EPS Basic (Rs.)                                                                                   (1.36)
             Adjusted EPS Diluted (Rs.)                                                                                 (1.36)
Corporate Governance       73




        Weighted-average exercise prices of options granted
13.                                                                                   NA         10.00                 331.25
        during April 2010 - March 2011
        Weighted-average fair value of each option outstanding as
                                                                                   135.31       248.94                 123.83
        on 31 March 2011
        A description of the method and significant assumptions
14.     used during the year to estimate the fair values of options,
        including the following weighted-average information:
(i)     risk-free interest rate                                                     7.05%        7.28%                  7.61%
(ii)    expected life (in years)                                                      2.45         3.09                   6.50
(iii)   expected volatility                                                        44.08%       44.16%                 42.98%
(iv)    expected dividends                                                             NA           NA                     NA
        price of the underlying Share in market at the time of
(v)                                                                                160.00       256.93                 244.48
        option grant




ANNEXURE II

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

CONSERVATION OF ENERGY                             and was able to maintain emission levels
                                                   within regulatory standards in 2010-11.
Energy conservation
measures taken                                     Measures taken for reduction
                                                   of energy consumption &
As a responsible Corporate Citizen and in          consequent impact
adherence to our climate change strategy,
we are continuously taking effective               During the period under review, several
steps to conserve energy and to reduce             energy conservation initiatives were
methane and other Green House Gas                  adopted, some of which are listed below:
(GHG) emissions, wherever feasible.
GHG emissions in 2010 were within                  • Augmenting renewable energy
targets set at the beginning of the year             harnessing potential. Additional
notwithstanding a rise in energy use.                windmills were installed at Ravva
                                                     offshore platforms in March 2010.
Cairn India recognises the responsibility            Installation of 400 Watt wind mills at
to minimise environmental impact from                the platforms has resulted in energy
its activities. Last year saw on-ground              saving of 0.589 MWH.
implementation of many such planned
measures in Rajasthan upstream as well             • Solar powered lights were installed in
as pipeline projects that were targeted              the plant, living quarters and explosive
at prevention & control of pollution                 magazine area at Ravva in July 2010.
and improvement of environmental                     Installation of the 14 Watt solar
performance. We have also continued                  powered lights have resulted in energy
with our initiatives on energy and resource          saving of 0.1232 MWH.
conservation at our Ravva and Suvali
facilities.                                        • During the ongoing Ravva infill drilling
                                                     campaign new well designs have
The Company regularly monitored air                  been implemented by using different
emission sources and the ambient air quality,        technology to previous campaigns.
74 CAIRN INDIA ANNUAL REPORT 2010-11


                                         These technologies are:                   to reduce the carbon foot print of the
                                         - ‘Stand alone screens with SSD’ for      Company like installation of wind mills
                                            zonal isolation and swell packer for   and solar arrays on platforms, solar water
                                            compartmentalization of open hole      heaters and LED street lights, wherever
                                            section.                               feasible.
                                         - ‘Stand alone screen with ICDs
                                            and swell packers’ in the horizontal   TECHNOLOGY ABSORPTION,
                                            section of RD-10 to provide uniform    ADAPTION & INNOVATION
                                            drainage.
                                         - Slimline TRSVs for 4-1/2” Tubing        Research & Development (R&D)
                                            inside 7” casing.
                                                                                   Specific areas in which R & D was
                                       • Absorption of these technologies has      carried out by the Company
                                         helped us reduce total carbon footprint
                                         and total cost of each well by:           Cairn has been actively pursuing the
                                         - Reduction in Casing size in top hole    application of EOR (Enhanced Oil
                                            section.                               Recovery) technology in the Mangala,
                                         - Replacing the Casing, Cementing,        Bhagyam and Aishwariya Fields. Studies
                                            Perforation and Gravel Packing in      by research institutes to define optimum
                                            the reservoir section with Stand       formulations for increased oil recovery
                                            Alone screens and swell packers for    have been conducted. A field scale EOR
                                            zonal isolation and sand control.      pilot plant has been set up within the
                                         - Saving of 2 days of rig time by         Mangala Processing Terminal. Eight wells
                                            elimination of the above operations.   have been drilled and completed for
                                                                                   the EOR pilot. The injection sequence
                                       • Energy conservation at our Suvali         planned in the pilot is nearly 5 months
                                         plant was achieved by installation of     each of initial water flood followed
                                         new “Energy Efficient” Air compressor      sequentially by polymer slug, alkali-
                                         in February 2011. Determination of        surfactant-polymer (ASP) slug, chase
                                         energy savings and performance            polymer slug and chase water flood. The
                                         monitoring is in progress.                water flood phase of the EOR pilot has
                                                                                   already commenced and the facilities for
                                       • Several energy conservation initiatives   polymer flood are under construction. Re-
                                         at the Cairn’s Gurgaon office have         injection of produced water separated at
                                         resulted in saving of approximately       the Ravva terminal, back into the reservoir
                                         200,708 kwh (units) of electricity.       helps reduce discharge of waste water
                                         These initiatives are:                    to sea and extraction of ground water
                                         - Ensuring that all except the            for injection purposes. Produced Water
                                             emergency lights are turned           Re-Injection (PWRI) has been designed
                                             off after working hours and on        and implemented to treat and handle a
                                             holidays.                             maximum capacity of 45,000 barrels of
                                         - Air handling units start at 7 am and    water per day. The PWRI is presently re-
                                             are turned off when the employees     injecting 50% of the produced water.
                                             leave office.
                                         - Lights in empty cubicles are turned     Various other technology absorption,
                                             off post 6 pm.                        adaption and innovation initiatives/
                                         - On all working days, lights are         methods like Rapid Rig for drilling wells,
                                             turned on only by the employees       customised well designs, multi well pad
                                             when they arrive on duty.             approach reducing the environmental
                                                                                   imprint by 85% over single wells, Rotary
                                       Additional investments and                  steerable drilling and high end Logging.
                                       proposals being implemented for             While Drilling technology, customised
                                       conservation of energy                      compact well head equipment, usage of
                                                                                   environmentally friendly bio degradable
                                       Additional funds were allocated during      base oil in the synthetic oil based mud
                                       the year for energy conservation. New       system on onshore drilling applications
                                       technologies were absorbed & adapted        which is not only environmentally
Corporate Governance   75


friendly but also re used in multiple wells        of new export markets for products
thus avoiding dumping of thousands                 and services; and export plans
of barrels of drilling fluids. The use of
modern horizontal well technology, sand            India imports approximately 75% of its oil
control technology integral with sleeve            and gas requirement and in this situation,
devices, hydraulic fracturing technology,          the export of crude oil and natural gas,
Sand Jet Perforating, Micro seismic for            which are the main products of Cairn are
frac modelling and multiphase metering             not relevant in this sector.
technology were taken/used for the well
construction for the development of the            However, by discovering new oil & gas
oil fields in Rajasthan.                            finds and bringing them into production,
                                                   Cairn is working towards enhancing
Benefits derived as a result of                     energy security and increasing the self
this R&D                                           sufficiency of the nation which is in line
                                                   with policy of the Indian Government. At
All these initiatives are helping the              peak production rate, Rajasthan block is
Company in improving the overall                   expected to contribute more than 20% of
efficiency, lowering the land impact                domestic crude oil production.
& environmental concerns, cost
effectiveness & project economics thus             Foreign exchange used and earned
leading to drilling and completing the
wells faster than most companies in                During the period ended 31 March, 2011,
the world leading to much less fuel oil            the Company earned INR 23.94 million
and energy consumed / utilised for this            and incurred expenditure of INR 345.76
project than one would normally do in this         million in foreign exchange.
scale of development. Cairn’s research
in EOR applications for the MBA fields              For and on behalf of the Board of
has the potential to unlock additional oil         Directors
reserves within these fields and a long
term strategy for EOR is being developed           Sir William B.B. Gammell
with this end in mind. Cairn’s study with          Chairman
the National Geophysical Research Centre
(NGRI) on salinity changes of ground               Place Gurgaon
water sets an example of ‘good industry            Date 25 May, 2011
practice’. We are also reassured that
our operation in Ravva does not have an
adverse impact on ground water and the
environment.

Expenditure on R&D
Details outlined in the Table below.
                                          In INR
 No. Particulars                       Amount
1    Capital                     1,002,025,131*
2    Recurring                      48,300,192
3    Total                       1,050,325,323
      Total R&D expenditure
4                                       1.01%
      as a % of total turnover
*These are consolidated numbers for the
Twelve months period ended 31 March 2011




FOREIGN EXCHANGE EARNINGS
AND OUTGO

Activities relating to exports; initiatives
taken to increase exports; development
To read or download the full report log on to
                                                                                                           www.cairnindia.com/IR/Pages/IRAnnualReport




Designed by Corporate Communication Department, Cairn India Limited & Printed at HT Burda Media Ltd.

                                                                              Cairn India Limited Annual Report & Financial Statements 2010–11

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Cairn India Ltd Annual Report 2010-11

  • 1. Energy for India DISCOVER 2010-11 DELIVER TRANSFORM Annual Report & Financial Statements
  • 2. 02 Management Speak 08 Management Discussion & Analysis 54 Corporate Governance 76 Audited Financial Statements 1 2 8 54 76 Management Management Corporate Audited Financial Speak Discussion & Analysis Governance Statements Board of Directors 2 Introduction 10 Report on Corporate 56 Auditors’ Report 78 Chairman’s Letter 4 The Rajasthan Project 20 Governance Balance Sheet 81 Managing Director and 6 Connecting Rajasthan to 22 Additional Shareholder 63 Profit and Loss Account 82 CEO’s Letter the Market - Mangala Information Statement of Cash Flows 83 Development Pipeline Certificate of the 67 Schedules to the Financial 85 Pipeline Laying Process 24 CEO & CFO Statements Rajasthan Sales 28 Auditor’s Certificate 68 Balance Sheet Abstract 106 Finance Overview 29 Directors’ Report and Company’s General 69 Business Profile Other Producing Assets 30 Using Technology to 32 Auditor’s Report on 107 Energise India Consolidated Financial Statements Exploring to Discover and 34 Add Value Consolidated Balance Sheet 108 Human Resources - Consolidated Profit and 109 36 Nurturing our Strength Loss Account HSEA 38 Consolidated Statement of 110 Cash Flows Internal Controls and their 44 Adequacy Schedules to Consolidated 112 Financial Statements Abridged Financials 45 Glossary 139 Business Risks 46 Milestones - FY2011 48 Corporate Social 50 Responsibilty Contents Annual Report 2011 This section provides details This section provides a brief This section provides the This section contains the on the Board of Directors, overview of the Company’s disclosures pursuant to audited financial statements and message from the operations; developments Clause 49 of the Listing and report for Cairn India Chairman and the Managing in various areas of the Agreement Limited – standalone and Director & CEO business; its achievements consolidated and future plans
  • 3. 2 CAIRN INDIA ANNUAL REPORT 2010-11 Board of Directors SIR BILL GAMMELL Business School in Pennsylvania. Mr Dhir Mr Chandra was the Chairman of the Chairman and Non-Executive Director started his career as an oil and gas reservoir Committee on Corporate Governance, engineer before moving into investment India’s Ambassador to the USA, Advisor to Sir Bill Gammell, 58, holds a BA in banking. He has worked at SBC Warburg, the Prime Minister, Governor of Rajasthan, Economics and Accountancy from Stirling Morgan Stanley and Merrill Lynch. Before Cabinet Secretary to the Government University and was awarded a knighthood joining Cairn India, he was the Managing of India, and Chief Secretary to the in 2006 for services to the industry in Director and Co-Head of Energy and Power Government of Rajasthan. A reputed Scotland. He has more than 30 years of Investment Banking at Merrill Lynch. administrator and diplomat, Mr Chandra experience in the international oil and gas serves as an independent director on the industry. He founded Cairn Energy PLC and MR AMAN MEHTA boards of a number of companies. was appointed Chief Executive on its initial Non-Executive and Independent Director listing in 1988. He is the Chairman and Non- DR OMKAR GOSWAMI Executive Director of Cairn India Limited Mr Aman Mehta, 64, is an economics Non-Executive and Independent Director and is a member of the Asia Task Force and graduate from the Delhi University. He was the UK India Business Council. Sir Gammell, the Chief Executive Officer of HSBC Asia Dr Omkar Goswami, 54, holds a MA who is an ex-Scotland rugby internationalist, Pacific until 2003. Mr Mehta is currently in Economics from the Delhi School of is also Chairman of Winning Scotland an independent Non-Executive Director of Economics, and a D.Phil. in Economic Foundation and a Director of Glasgow 2014 several public companies in India as well as History from the Oxford University. He has Limited as well as a member of the British overseas. He has also served as a member taught in several academic institutions in Olympic Advisory Board. of the Advisory Council of INSEAD, France, India and abroad; edited one of India’s best International Advisory Boards of Prudential known business magazines; was the Chief MR RAHUL DHIR Inc., USA and CapitaLand Ltd. of Singapore. Economist of the Confederation of Indian Managing Director and CEO Besides this, he is a member of Governing Industry; and is the Executive Chairman of Body of Indian School of Business, CERG Advisory Private Limited, a consulting Mr Rahul Dhir, 45, joined Cairn India as Hyderabad. and advisory firm. Dr Goswami serves as an Additional Director and was appointed an independent director on the board of a as the CEO and Managing Director on 22 MR NARESH CHANDRA number of companies, and has authored August 2006. He has completed his degree Non-Executive and Independent Director various books and research papers on in Bachelor of Technology from the Indian economic history, industrial economics, Institute of Technology, Delhi. He went on Mr Naresh Chandra, 76, holds an MSc in public sector, bankruptcy laws and to complete his M.Sc from the University of Mathematics from Allahabad University procedures, corporate governance, public Texas at Austin and MBA from the Wharton and is a retired IAS officer. Previously, finance, tax enforcement and legal reforms.
  • 4. Management Speak 3 From Left to right: Sir Bill Gammell, Mr Rahul Dhir, Mr Aman Mehta, Mr Naresh Chandra, Dr Omkar Goswami, Mr Indrajit Banerjee, Ms Jann Brown, Mr Edward T Story MR INDRAJIT BANERJEE Board for seven years. She is a member Executive Director and CFO of the Institute of Chartered Accountants of Scotland and the Chartered Institute Mr Indrajit Banerjee, 55,was appointed of Taxation. She is also the Senior Non- as an Additional Director on 26 February Executive Director of Hansen Transmissions 2007 and as the Executive Director and International NV, a Belgian engineering CFO on 1 March 2007. He graduated from company, which is listed on the London the University of Calcutta with a Bachelor’s Stock Exchange. Degree in Commerce. An associate member of the Institute of Chartered Accountants of MR EDWARD T STORY India, Mr Banerjee started his career at Non-Executive and Independent Director PricewaterhouseCoopers in Calcutta in 1979. He has held several senior positions Mr Edward T Story, 67, is a science graduate throughout his career, including 17 years at from the Trinity University, San Antonio, the Indian Aluminium Company, formerly Texas and holds an MBA from the University part of the Alcan Group, and at Lucent of Texas. He has been conferred an honorary Technologies (India). Before joining Cairn doctorate degree by the Institute of Finance India, he was President-Finance and and Economics of Mongolia. He is the Planning at Lupin Limited. Chairman of the North America-Mongolia Business Council. Mr Story has more than MS JANN BROWN 40 years of experience in the international Non-Executive Director oil and gas industry and is the founder, President and Chief Executive Officer of Ms Jann Brown, 56, was appointed Finance the London Stock Exchange listed SOCO Director of Cairn Energy PLC in 2006 and International plc. is also a Non-Executive Director of Cairn India Limited. She holds an MA from the Edinburgh University and joined Cairn Energy PLC in 1998 after a career in the accountancy profession, mainly with KPMG. Prior to her appointment as Finance Director, Note: Mr Malcolm Shaw Thoms (Deputy Chairman) and Mr Rick Bott (Executive Director and she served on the Group Management Chief Operating Officer) stepped down from the Board of Directors in June 2011.
  • 5. 4 CAIRN INDIA ANNUAL REPORT 2010-11 Chairman’s Letter Cairn India’s experience Dear Shareholder, has shown that it is possible to build world- Cairn India is now responsible for the delivery of significant domestic class developments crude production from its operated assets across the country. using the latest and most This has brought significant benefits to the nation, to the states of innovative technologies. Rajasthan and Gujarat, our joint venture partner, Oil and Natural Gas It has also demonstrated your Company’s ability Corporation Limited, and to the Company. With Cairn India now to operate large scale accounting for more than a fifth of India’s total crude oil output, it has projects in a safe and contributed significantly to savings in foreign exchange on account of efficient manner crude oil imports. FY2011 has been a year of delivery for your a record turnover of INR 102.8 billion, or Company. Production from the Rajasthan USD 2.26 billion in FY2011; and profit after block reached 125,000 barrels of oil per day tax of INR 63.3 billion, which translates to with the crude now being transported to a USD 1.39 billion. number of Indian refineries by the world’s longest continuously heated and insulated The total Rajasthan resource base supports a pipeline. This pipeline infrastructure is not vision for a potential production of 240,000 only a global engineering achievement, but bopd, subject to further investment and also a strategically important asset because approvals from the Government of India and all the remaining fields and discoveries in the joint venture partner. Rajasthan can be quickly connected to the market. I would like to recognise all the hard work and commitment the management, The successful start-up of piped oil employees and contractor teams working production from the Mangala Processing for Cairn India have put in. At the peak of Terminal has provided a tremendous construction, more than 16,000 people platform for future growth, and contributed were involved in building the Mangala
  • 6. Management Speak 5 Vision to develop a world class project in Rajasthan Processing Terminal, the pipeline and related Rajasthan resource base in the coming infrastructure — making it, without doubt, years. the biggest onshore oil and gas production project in India. The successful completion In the summer of 2010, Cairn Energy PLC of Phase-I of the project stands testament to was approached by Vedanta Resources the skills and ingenuity that the Cairn India Plc with a proposal to purchase the team has displayed in creating long lasting majority of Cairn’s Energy PLC’s equity in value to you as a shareholder and to other your Company. The proposed transaction stakeholders in India. was agreed and announced by the two companies in August 2010, and approved Cairn India’s experience has shown that it is by the shareholders of Cairn Energy PLC possible to build world-class developments and Vedanta Resources Plc in Q4 CY2010. using the latest and most innovative The transaction is currently awaiting technologies. The Rajasthan development approval from the Government of India. has demonstrated your Company’s ability to operate large scale projects in a safe and Irrespective of this transaction, I look efficient manner and at a low cost. forward to Cairn India producing more hydrocarbons for the nation, and The support of the Government of India, the generating more income and profits for state governments, our joint venture partner its shareholders. Oil and Natural Gas Corporation Limited, local communities and key contractors has been vital to the Company’s exciting journey. I would personally like to thank all those who have played their part in developing this key Sir Bill Gammell project for India. Chairman With a strong and sustainable cash flow, Date: 25 June 2011 Cairn India is well positioned for future growth. It is now focused on maximising value from the phased development of the
  • 7. Corporate Governance 69 Directors’ Report The Members, Your Directors have pleasure in presenting the Fifth Annual Report on the business and operations of the Company and the Audited Financial accounts for the year ended 31 March, 2011. FINANCIAL HIGHLIGHTS In INR million Standalone Consolidated For the financial year ended For the financial year ended 31 March, 2011 31 March, 2010 31 March, 2011 31 March, 2010 Total Income 951 1,634 104,067 20,307 Total Expenditure 3,077 2,367 35,167 10,143 Profit/(loss) before tax (2,126) (734) 68,900 10,163 Taxes - (44) 5,556 (348) Profit/(loss) after tax (2,126) (689) 63,344 10,511 The consolidated statements provide the CONSOLIDATED FINANCIAL employees and Directors of the Company results of Cairn India Limited together with STATEMENTS and its subsidiaries. The Company also those of its subsidiaries for the financial has cash awards option plan (phantom year ended 31 March, 2011. Your Company is also presenting the stock options) for expatriate employees of audited consolidated financial statements the Company and its subsidiaries. DIVIDEND prepared in accordance with the Accounting Standard 21 issued by the During the year, stock/cash options have In view of inadequacy of profits in Cairn Institute of Chartered Accountants of been granted to the executive Directors India Limited, your Directors regret their India. Information in aggregate for each and employees of the Company or of its inability to recommend any dividend. subsidiary in respect of capital reserves, subsidiaries. On exercise of the options so total assets, liabilities, investments, granted, the paid-up equity share capital CHANGES IN CAPITAL STRUCTURE turnover, etc. is disclosed separately and of the Company will increase in terms of forms part of the annual report. the Stock Option Plans mentioned above. During the financial year under review, The details of stock options granted by 4,942,969 equity shares of INR 10/- each OPERATIONS the Company are disclosed in compliance were allotted on exercise of Employee with Clause 12 of the Securities and Stock Options by the employees of A detailed review of operations has been Exchange Board of India (Employee Stock the Company or of its subsidiaries. included in the Management Discussion Option Scheme and Employee Stock Accordingly, the issued and paid up capital and Analysis Report, which forms a part of Purchase Scheme) Guidelines, 1999 and of the Company has increased to INR this Annual Report. set out in Annexure I to this Report. 19,019,171,010 divided into 1,901,917,101 equity shares of INR 10/- each. EMPLOYEE STOCK OPTION During the period under review, SCHEMES 4,942,969 equity shares of INR 10/- each Subsequent to the close of the financial were allotted pursuant to the exercise of year, the Company allotted 213,131 Your Company has established share stock options. equity shares of INR 10/- each on exercise incentive schemes viz., Cairn India Senior of Stock Options by the employees. Management Plan (CISMP), Cairn India SUBSIDIARY COMPANIES Accordingly, the issued and paid up capital Performance Option Plan (CIPOP) and of the Company has increased to INR Cairn India Employee Stock Option Plan As on 31 March, 2011, the Company 19,021,302,320 divided into 1,902,130,232 (CIESOP) pursuant to which options to had 30 subsidiaries including indirect Equity shares of INR 10/- each. acquire shares have been granted to select subsidiaries. All these companies are
  • 8. 70 CAIRN INDIA ANNUAL REPORT 2010-11 beneficially owned 100% by Cairn India April, 2010 and June, 2010 respectively. Limited. During the year under review, The Scheme is now subject to receipt Cairn Energy Developments Pte. Ltd., of certain contractual and regulatory subsidiary Company in Singapore was approvals. The Scheme when approved is voluntarily dissolved w.e.f. 8 March, 2011. proposed to be effective from 1 January, 2010. The subsidiaries have their own Boards of Directors having the rights and obligations OPEN OFFER TO SHAREHOLDERS to manage such companies in the best BY VEDANTA RESOUCES PLC interest of such Companies. The Company has its representatives on the board of During the year under review, Cairn Energy subsidiary Companies and monitors the PLC and Cairn UK Holdings Limited, performance of such Companies regularly. promoters of the Company, agreed to sell a substantial part of their equity stake in The Ministry of Corporate Affairs, the Company to Vedanta Resources PLC vide its circular nos. 2/2011 & 3/2011 and persons acting in concert (‘Vedanta’) dated 8 February, 2011 & 21 February, by way of a share purchase deed dated 15 2011 respectively had granted general August, 2010. In terms of the provisions exemption to holding companies from of SEBI (Substantial Acquisition of Shares attaching the financial statements of its and Takeovers) Regulations, 1997, Vedanta subsidiaries to the company’s Annual issued a Public Announcement on 17 Report. In accordance with the said August, 2010 to make an open offer to circulars, the Balance Sheet, Profit & the equity shareholders of the Company. Loss Account and other documents of Vedanta also filed the draft Letter of Offer the subsidiary companies are not being with SEBI, which was received by them attached with the Balance Sheet of the on 31 August, 2010. After the receipt of Company. The Company will make SEBI’s nod, the offer opened on 11 April, available the Annual Accounts of the 2011 and closed on 30 April 2011. Vedanta subsidiary companies to any member of acquired 155,033,172 number of equity the Company who may be interested in shares under the open offer. Vedanta also obtaining the same. The annual accounts acquired 200,000,000 equity shares of of the subsidiary companies will also be the Company from Petronas International kept open for inspection at the Registered Corporation Ltd. Subsequent to these office of the Company and respective acquisitions, Vedanta now holds 18.66% of subsidiary Companies. The consolidated the equity capital of the Company. financial statements presented by the Company include the financial results of The deal for sale of shares by Cairn Energy its subsidiary companies. PLC and Cairn UK Holdings Limited, promoters, to Vedanta is pending for SCHEME OF ARRANGEMENT regulatory approvals. In order to simplify and consolidate the DIRECTORS multi layered structure comprising foreign subsidiaries, your Company had proposed Mr. Philip Tracy ceased to be an alternate a scheme of arrangement between director with effect from 17 August, Cairn India Limited, Cairn Energy India 2010. He was again appointed as an Pty Limited, Cairn Energy India West alternate Director to Ms. Jann Brown on B.V., Cairn Energy Cambay B.V., Cairn 10 February, 2011 and ceased to be so on Energy Gujarat B.V. and their Respective 23 May 2011. shareholders and creditors (the ‘Scheme’). The members of the Company had In accordance with the Articles of approved the scheme with overwhelming Association of the Company, Mr. Naresh majority in the Court Convened meeting Chandra and Mr. Edward T Story, shall held on 18 February, 2010. retire by rotation as Directors at the ensuing Annual General Meeting and being eligible, The Hon’ble High Courts of Madras offer themselves for re- appointment. and Bombay sanctioned the Scheme in
  • 9. Corporate Governance 71 A brief profile of the above-named Company Secretary for the same. LISTING directors forms part of the Corporate Governance report. CONSERVATION OF ENERGY, The Company has paid the annual listing TECHNOLOGY ABSORPTION AND fee for the year 2011-12 to Bombay Stock CORPORATE GOVERNANCE FOREIGN EXCHANGE EARNINGS Exchange Limited and National Stock AND OUTGO Exchange Limited of India. The Corporate Governance and Management Discussion and Analysis Information on Conservation of Energy APPRECIATION reports form an integral part of this report Technology Absorption and Foreign and are set out as separate sections to Exchange Earnings and Outgo is given in Your Directors wish to place on record this annual report. The Certificate of S. Annexure II to this report. their sincere appreciation of the R. Batliboi & Co., chartered accountants, concerned efforts and dedicated service the statutory auditors of the Company DIRECTORS’ RESPONSIBILITY of all employees, which contributed to certifying compliance with the conditions STATEMENT the continuous growth and consequent of corporate governance as stipulated in performance of the Company. Your clause 49 of the listing agreement with Pursuant to Section 217(2AA) of the Directors wish to place on record their stock exchanges is annexed with the Companies Act, 1956, the Directors gratitude for the valuable assistance and report on corporate governance. confirm that: co-operation extended to the Company by the Central Government, State AUDITORS (i) In the preparation of the annual Governments, Joint Venture Partners, accounts, the applicable accounting Banks, Institutions, Investors and M/s. S. R. Batliboi & Co., chartered standards have been followed along with Customers. accountants, auditors of the Company, proper explanation relating to material retire at the conclusion of the ensuing departures For and on behalf of the Board of annual general meeting and being eligible, Directors offer themselves for re-appointment. The (ii) Appropriate accounting policies have audit committee in its meeting held on 25 been selected and applied consistently Sir William B.B. Gammell May, 2011 has also recommended the and have made judgments and estimates Chairman re-appointment of M/s. S. R. Batliboi & Co., that are reasonable and prudent so as to as Statutory Auditors of the Company. Your give a true and fair view of the state of Place Gurgaon directors also recommend their appointment. affairs of the Company as at 31 March Date 25 May, 2011 2011 and of the profit of the Company FIXED DEPOSITS for the year ended 31 March 2011 The Company has not invited any deposits (iii) Proper and sufficient care has been from the public under Section 58A of the taken for maintenance of adequate Companies Act, 1956. accounting records in accordance with the provisions of the Companies Act, 1956 for HUMAN RESOURCES safeguarding the assets of the Company and for preventing and detecting fraud Company’s industrial relations continued and other irregularities to be harmonious during the period under review. (iv) The annual accounts have been prepared on a going concern basis PARTICULARS OF EMPLOYEES CORPORATE SOCIAL Particulars of employees required to be RESPONSIBILITY furnished under Section 217(2A) of the Companies Act, 1956 (‘the Act’) form At Cairn, Corporate Social Responsibility part of this report. However, as per the (CSR) emcompasses much more than provisions of Section 219(1)(b)(iv) of the social outreach programs and is an integral Act, the report and accounts are being part of the way the Company conducts sent to the shareholders of the Company its business. Detailed information on the excluding the particulars of employees initiatives of the Company towards CSR under Section 217(2A) of the Act. Any activities is provided in the Corporate shareholder interested in obtaining a copy Social Responsibility section of the Annual of the said statement may write to the Report.
  • 10. 72 CAIRN INDIA ANNUAL REPORT 2010-11 Annexures to the Directors’ Report ANNEXURE I Disclosure pursuant to the provisions of Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines,1999 Cairn India Performance Cairn India Senior Cairn India Employee Stock S. No. Particulars Option Management Plan Option Plan (2006) Plan (2006) 1 Options granted during April 2010 - March 2011 Nil 584,144 3,027,463 2. The Pricing Formula Rs. 33.70 per Share Rs. 10 per Share Price determined by the Remu- neration Committee but not less than the fair market value of a share on the date of grant 3. Options Vested during April 2010 - March 2011 NIL 777,498 3,903,265 4. Options Exercised during April 2010 - March 2011 NIL 922,045 4,020,924 5. Total number of Shares arising as a result of exercise of options NIL 922,045 4,020,924 during April 2010 - March 2011 6. Options lapsed during April 2010 - March 2011 NIL 141,268 922,020 7. Variation of terms of options None None None 8. Money realized by exercise of options during April 2010 - NIL Rs. 9,220,450 Rs. 661,259,192 March 2011 9. Total number of options in force as on 31 March 2011 2,238,077 2,147,664 12,730,726 10. Employee wise details of options granted during the year to: Indrajit Banerjee 41,036 (i) Senior Managerial Person None None Manu Kapoor 22,041 S V Nair 40,308 P Elango 35,451 Santosh Chandra 30,231 (ii) Any other employee who receives a grant in any one year None Venkatesan T K 30,778 None of option amounting to 5% or more of options granted during Ajay Gupta 35,944 the year iii) Identified employees who were granted options during None None None any 1 year, equal to or exceeding 1% of the issued capital (excluding outstanding warrants & conversions) of the Company at the time of grant Diluted Earnings Per Share (EPS) pursuant to issue of (1.12) (1.12) (1.12) 11. Shares on exercise of options calculated in accordance with Accounting Standard 20 12. (i) Method of calculation of employee compensation cost Intrinsic Value Method (ii) Difference between the employee compensation cost so computed at 12(i) above and the employee compensa- 456,750 tion cost that shall have been recognised if it had used the fair value of the options (Rs. in thousands) (iii) The impact of this difference on profits and on EPS of the Company Profit after Tax (PAT) (Rs. in thousands) (2,126,721) Less: Additional employee Compensation cost based on 456,750 fair value (Rs. in thousands) Adjusted PAT (Rs. in thousands) (2,583,471) Adjusted EPS Basic (Rs.) (1.36) Adjusted EPS Diluted (Rs.) (1.36)
  • 11. Corporate Governance 73 Weighted-average exercise prices of options granted 13. NA 10.00 331.25 during April 2010 - March 2011 Weighted-average fair value of each option outstanding as 135.31 248.94 123.83 on 31 March 2011 A description of the method and significant assumptions 14. used during the year to estimate the fair values of options, including the following weighted-average information: (i) risk-free interest rate 7.05% 7.28% 7.61% (ii) expected life (in years) 2.45 3.09 6.50 (iii) expected volatility 44.08% 44.16% 42.98% (iv) expected dividends NA NA NA price of the underlying Share in market at the time of (v) 160.00 256.93 244.48 option grant ANNEXURE II CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO CONSERVATION OF ENERGY and was able to maintain emission levels within regulatory standards in 2010-11. Energy conservation measures taken Measures taken for reduction of energy consumption & As a responsible Corporate Citizen and in consequent impact adherence to our climate change strategy, we are continuously taking effective During the period under review, several steps to conserve energy and to reduce energy conservation initiatives were methane and other Green House Gas adopted, some of which are listed below: (GHG) emissions, wherever feasible. GHG emissions in 2010 were within • Augmenting renewable energy targets set at the beginning of the year harnessing potential. Additional notwithstanding a rise in energy use. windmills were installed at Ravva offshore platforms in March 2010. Cairn India recognises the responsibility Installation of 400 Watt wind mills at to minimise environmental impact from the platforms has resulted in energy its activities. Last year saw on-ground saving of 0.589 MWH. implementation of many such planned measures in Rajasthan upstream as well • Solar powered lights were installed in as pipeline projects that were targeted the plant, living quarters and explosive at prevention & control of pollution magazine area at Ravva in July 2010. and improvement of environmental Installation of the 14 Watt solar performance. We have also continued powered lights have resulted in energy with our initiatives on energy and resource saving of 0.1232 MWH. conservation at our Ravva and Suvali facilities. • During the ongoing Ravva infill drilling campaign new well designs have The Company regularly monitored air been implemented by using different emission sources and the ambient air quality, technology to previous campaigns.
  • 12. 74 CAIRN INDIA ANNUAL REPORT 2010-11 These technologies are: to reduce the carbon foot print of the - ‘Stand alone screens with SSD’ for Company like installation of wind mills zonal isolation and swell packer for and solar arrays on platforms, solar water compartmentalization of open hole heaters and LED street lights, wherever section. feasible. - ‘Stand alone screen with ICDs and swell packers’ in the horizontal TECHNOLOGY ABSORPTION, section of RD-10 to provide uniform ADAPTION & INNOVATION drainage. - Slimline TRSVs for 4-1/2” Tubing Research & Development (R&D) inside 7” casing. Specific areas in which R & D was • Absorption of these technologies has carried out by the Company helped us reduce total carbon footprint and total cost of each well by: Cairn has been actively pursuing the - Reduction in Casing size in top hole application of EOR (Enhanced Oil section. Recovery) technology in the Mangala, - Replacing the Casing, Cementing, Bhagyam and Aishwariya Fields. Studies Perforation and Gravel Packing in by research institutes to define optimum the reservoir section with Stand formulations for increased oil recovery Alone screens and swell packers for have been conducted. A field scale EOR zonal isolation and sand control. pilot plant has been set up within the - Saving of 2 days of rig time by Mangala Processing Terminal. Eight wells elimination of the above operations. have been drilled and completed for the EOR pilot. The injection sequence • Energy conservation at our Suvali planned in the pilot is nearly 5 months plant was achieved by installation of each of initial water flood followed new “Energy Efficient” Air compressor sequentially by polymer slug, alkali- in February 2011. Determination of surfactant-polymer (ASP) slug, chase energy savings and performance polymer slug and chase water flood. The monitoring is in progress. water flood phase of the EOR pilot has already commenced and the facilities for • Several energy conservation initiatives polymer flood are under construction. Re- at the Cairn’s Gurgaon office have injection of produced water separated at resulted in saving of approximately the Ravva terminal, back into the reservoir 200,708 kwh (units) of electricity. helps reduce discharge of waste water These initiatives are: to sea and extraction of ground water - Ensuring that all except the for injection purposes. Produced Water emergency lights are turned Re-Injection (PWRI) has been designed off after working hours and on and implemented to treat and handle a holidays. maximum capacity of 45,000 barrels of - Air handling units start at 7 am and water per day. The PWRI is presently re- are turned off when the employees injecting 50% of the produced water. leave office. - Lights in empty cubicles are turned Various other technology absorption, off post 6 pm. adaption and innovation initiatives/ - On all working days, lights are methods like Rapid Rig for drilling wells, turned on only by the employees customised well designs, multi well pad when they arrive on duty. approach reducing the environmental imprint by 85% over single wells, Rotary Additional investments and steerable drilling and high end Logging. proposals being implemented for While Drilling technology, customised conservation of energy compact well head equipment, usage of environmentally friendly bio degradable Additional funds were allocated during base oil in the synthetic oil based mud the year for energy conservation. New system on onshore drilling applications technologies were absorbed & adapted which is not only environmentally
  • 13. Corporate Governance 75 friendly but also re used in multiple wells of new export markets for products thus avoiding dumping of thousands and services; and export plans of barrels of drilling fluids. The use of modern horizontal well technology, sand India imports approximately 75% of its oil control technology integral with sleeve and gas requirement and in this situation, devices, hydraulic fracturing technology, the export of crude oil and natural gas, Sand Jet Perforating, Micro seismic for which are the main products of Cairn are frac modelling and multiphase metering not relevant in this sector. technology were taken/used for the well construction for the development of the However, by discovering new oil & gas oil fields in Rajasthan. finds and bringing them into production, Cairn is working towards enhancing Benefits derived as a result of energy security and increasing the self this R&D sufficiency of the nation which is in line with policy of the Indian Government. At All these initiatives are helping the peak production rate, Rajasthan block is Company in improving the overall expected to contribute more than 20% of efficiency, lowering the land impact domestic crude oil production. & environmental concerns, cost effectiveness & project economics thus Foreign exchange used and earned leading to drilling and completing the wells faster than most companies in During the period ended 31 March, 2011, the world leading to much less fuel oil the Company earned INR 23.94 million and energy consumed / utilised for this and incurred expenditure of INR 345.76 project than one would normally do in this million in foreign exchange. scale of development. Cairn’s research in EOR applications for the MBA fields For and on behalf of the Board of has the potential to unlock additional oil Directors reserves within these fields and a long term strategy for EOR is being developed Sir William B.B. Gammell with this end in mind. Cairn’s study with Chairman the National Geophysical Research Centre (NGRI) on salinity changes of ground Place Gurgaon water sets an example of ‘good industry Date 25 May, 2011 practice’. We are also reassured that our operation in Ravva does not have an adverse impact on ground water and the environment. Expenditure on R&D Details outlined in the Table below. In INR No. Particulars Amount 1 Capital 1,002,025,131* 2 Recurring 48,300,192 3 Total 1,050,325,323 Total R&D expenditure 4 1.01% as a % of total turnover *These are consolidated numbers for the Twelve months period ended 31 March 2011 FOREIGN EXCHANGE EARNINGS AND OUTGO Activities relating to exports; initiatives taken to increase exports; development
  • 14. To read or download the full report log on to www.cairnindia.com/IR/Pages/IRAnnualReport Designed by Corporate Communication Department, Cairn India Limited & Printed at HT Burda Media Ltd. Cairn India Limited Annual Report & Financial Statements 2010–11