sail jvp - slag cement plant

21
Information Memorandum STEEL AUTHORITY OF INDIA LIMITED Invitation for Expression of Interest for Joint Venture Participation For Slag Cement Plant at Kulti, West Bengal May 2010 Issued on behalf of Steel Authority of India Limited By Business Planning Department Ispat Bhawan, Lodi Road, New Delhi, India Tel: 91-11-24365701 Fax: 91-11-24367015

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Page 1: SAIL JVP - Slag Cement Plant

Information Memorandum

STEEL AUTHORITY OF INDIA LIMITED

Invitation for Expression of Interest for Joint Venture Participation

For

Slag Cement Plant at Kulti, West Bengal

May 2010

Issued on behalf of

Steel Authority of India Limited

By

Business Planning Department

Ispat Bhawan, Lodi Road, New Delhi, India

Tel: 91-11-24365701 Fax: 91-11-24367015

Page 2: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 2 of 21

Disclaimer ................................................................................................................................. 3

Section I ..................................................................................................................................... 4

1. Proposal ......................................................................................................................... 4

2. Steel Authority of India Limited ..................................................................................... 6

Section II: Investment Overview – Cement Sector ............................................................ 10

1. Industry Structure ......................................................................................................... 10

2. Demand drivers ............................................................................................................ 10

Section III: The Investment Opportunity ......................................................................... 12

1. Introduction .................................................................................................................. 12

2. Slag generation ............................................................................................................ 12

3. Limestone Availability .................................................................................................. 12

4. Land Availability .......................................................................................................... 12

Section IV: Participation in Joint Venture Process ......................................................... 13

1. Eligibility ...................................................................................................................... 13

2. Future Process ............................................................................................................. 14

3. Invitation of bids ........................................................................................................... 14

4. Due Date, Number of copies and Filing Requirements ............................................... 14

5. Disqualification ............................................................................................................ 15

6. Requests for clarification ............................................................................................. 15

7. Further information/ clarifications .............................................................................. 16

8. Modification/Cancellation ........................................................................................... 16

9. Governing Laws/Jurisdiction/Arbitration .................................................................... 16

Section V: Formats ............................................................................................................... 17

1. Expression of Interest ................................................................................................... 17

2. Litigation Impact Statement ......................................................................................... 18

3. Request for Qualification ............................................................................................. 19

4. Proposed Business Plan ............................................................................................... 20

Annexure ................................................................................................................................. 21

Page 3: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 3 of 21

Disclaimer

Steel Authority of India Limited (SAIL) intends to set up a Slag Cement Plant (SCP) at Kulti,

West Bengal using slag generated at its IISCO Steel Plant (ISP) at Burnpur, West Bengal. It is

proposed to set up the Slag Cement Plant as a Joint Venture (JV) between SAIL and a

Strategic Partner (SP). Structure of the proposed alliance and the manner of setting up of the

Slag Cement Plant shall be detailed in the Request for Proposal .

This Information Memorandum (IM) has been prepared on the basis of available information

in SAIL and other publicly available documents which SAIL believe to be reliable. The sole

objective of this IM is to solicit Expression of Interest (EoI) from Interested Parties for taking

part in the future process leading to selection of SP for joint venture participation in the

proposed Joint Venture Company (JVC).

While this document has been prepared in good faith, no representation or warranty, express

or implied, is or will be made, and no responsibility or liability will be accepted by SAIL or

any of their employees, advisors or agents as to or in relation to the accuracy or completeness

of this document and any liability thereof is hereby expressly disclaimed. Interested Parties

may carry out their own study/ analysis/ investigation as required before submitting the EoI.

For any additional information or clarification relating to the IM, please contact:

Mr Dinesh Likhi

General Manager (Business Planning)

Steel Authority of India Limited

Ispat Bhawan

Lodhi Road

New Delhi – 110 003

India

Tel.: +91-11- 2436 5701

Fax.:+91-22- 2436 7015

e-mail: [email protected]

This document does not constitute an offer or invitation, or solicitation of an offer, for

sale of/subscribe to equity shares or any securities nor does this document or anything

contained herein, shall form a basis of any contract or commitment whatsoever.

Page 4: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 4 of 21

Section I

11.. PPrrooppoossaall

As a part of its efforts for sustainable development of the environment and economic disposal

of blast furnace slag, SAIL plans to implement certain environmental management measures

at its various plants. The plan envisages setting up of cement plants for manufacture of slag

cement using slag generated at its Integrated Steel Plants and would enable SAIL to find a

long term solution for disposal of slag generated at these plants. The capacity of the proposed

cement plants shall be decided on case to case basis. Possibility of enhancement of capacity of

the cement plant exists in view of future expansion plans of SAIL.

To ensure regular disposal of slag of Bhilai Steel Plant, a Joint Venture company (JVC)

(Bhilai Jaypee Cement Limited) with equity contribution of SAIL at 26% of paid-up share

capital was formed in April, 2007 for setting up a cement plant of 2.2 million tonnes per

annum capacity with split location at Bhilai and Satna. SAIL has incorporated another Joint

Venture Company (Bokaro Jaypee Cement Ltd) to set up a 2.1 MT cement plant at Bokaro.

The project implementation is under progress with commencement of cement production

likely by July 2011. Further, in case of Rourkela Steel Plant, SAIL is in advance stage of

creating another Joint Venture Company.

Current proposal is for taking care of slag from IISCO Steel Plant, Burnpur, West Bengal.

SAIL currently intends to setup a cement plant in a Joint Venture (JV) with cement

manufacturers. The capacity of the proposed plant will be in the range of 2 Million ton per

annum. There is no provision of a limestone mine in the current proposal and the Strategic

Partner (SP) will have to source clinker from its existing operations or from the free market.

SAIL proposes to identify the most appropriate bidder, as the Strategic Partner (SP) in the

proposed JVC. The selection of the successful SP shall be made through a transparent bidding

process, details of which would be contained in the detailed Request For Proposal (RFP) to be

issued later.

An advertisement (as in Annexure) has been issued by SAIL in the print media informing the

details relating to eligibility, manner and place of submission of Expression of Interest (EoI).

Information relating to the proposal is available in Information Memorandum (IM) which

may be accessed at the website, www.sailtenders.co.in. Objective of this IM is to solicit EoI

from interested parties, who satisfy the eligibility criteria set out in this IM for setting up of

the Slag Cement Plant (SCP) at Kulti, West Bengal.

A brief outline of the Joint Venture (JV) formation process and the information that may be

provided by the interested parties while submitting their EoI, are also provided in this IM.

Page 5: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 5 of 21

Based on an evaluation of EoI received, interested parties found acceptable by SAIL, will be

shortlisted to participate in the subsequent bidding process. Interested parties shortlisted by

SAIL would be provided with the detailed RFP after signing of confidentiality agreement and

will be eligible to site-visits for due diligence.

SAIL reserves the right to withdraw from the JV formation process or to alter any of its terms

and /or the process at any stage without assigning any reason whatsoever.

Page 6: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 6 of 21

22.. SStteeeell AAuutthhoorriittyy ooff IInnddiiaa LLiimmiitteedd

SAIL, a Navratna Public Sector Undertaking (PSU) of Government of India (GoI), is a

leading steel making company in India. SAIL was incorporated in January 1973 as a holding

company for steel and associated input industries. From 1973 to 1978, several steel and alloy

manufacturing companies and iron ore mines were merged into and combined with SAIL’s

operations, while GoI transferred the ownership of certain consulting, construction, mining

and fire bricks operations from SAIL to other entities. At present, SAIL has five Integrated

Steel Plants and three Special Steel Plants and is a holding Company for one operating

subsidiary in related business.

During FY 2009-10, SAIL has achieved production of 12.63 Million tonnes of saleable steel

Production of hot metal and crude steel stood at 14.50 and 13.51 million tonnes.

Operations

SAIL is a fully integrated, one of the low-cost iron and steel producer engaged in

manufacturing, developing and marketing of iron and steel products of all major qualities and

grades. It produces wide range of both basic and specialty steels for engineering, construction,

power, railways, automotive and defense sector for domestic as well as international market.

SAIL makes semis and finished products as flats (such as hot and cold rolled coils and sheets,

plates, galvanized sheets, electrolytic tin plates, pipes etc.) and longs (such as rails,

structurals, bars and rods etc.) at its five Integrated Steel Plants and three Special Steel Plants.

The details of location and product profile of the plants is given below:

Page 7: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 7 of 21

Integrated Steel Plants

a) Bhilai Steel Plant (BSP)

(Chattisgarh) Long Products – Wire rods, Rails,

Merchant Products, Structurals

Flat Products – Heavy Plates

Pig Iron and Semis

b) Durgapur Steel Plant (DSP)

(West Bengal) Long Products – Structurals, Merchant

Products, Wheels and Axles

Flat Products – Skelp

Pig Iron and Semis

c) Rourkela Steel Plant (RSP)

(Orissa) Flat Products – Plates, Hot Rolled and

Cold Rolled Coils/Sheets, Pipes, Silicon

Steel sheets, Galvanized Sheets and

Electrolytic Tin Plates

d) Bokaro Steel Plant (BSL)

(Jharkhand) Flat Products – Hot Rolled coils, Plates

and Sheets, Cold Rolled Coils and Sheets

and Galvanized sheets

Pig Iron and Semis

e) IISCO Steel Plant (ISP)

(West Bengal) Long Products – Structural, Bars and

Rod

Pig Iron & Semis

Special Steel Plants

a) Alloy Steels Plant (ASP)

(West Bengal)

Special Grade Alloy Steels

b) Salem Steel Plant (SSP)

(Tamil Nadu)

Hot Rolled and Cold Rolled Stainless Steel

Coils and sheets, and hot rolled mild steel

Coils

c) Visvesvaraya Iron & Steel

Plant (VISL) (Karnataka)

Alloy and special steel and pig iron

SAIL markets and sells most of its products through the Central Marketing Organization

(CMO), with a wide network of branch sales offices, customer contact offices and warehouses

(including dealers network and consignment agency yards) located in major cities and towns

throughout India. International Trade Division of SAIL looks after export of steel products to

various countries worldwide. Raw Materials Division manages operations of captive mines

and quarries of SAIL. These mines/ quarries provide for most of iron ore requirement and

about 50% of flux requirement of SAIL. Further, about 65% of SAIL’s power requirement is

met through Joint Venture/ captive power plants located at its ISPs.

Board of Directors

SAIL is a professionally managed company with each of its ISPs headed by a Managing

Director who is also a member on the Board of SAIL. As on 31st March, 2010, SAIL has 4

functional directors, 2 non-official part-time Directors who are eminent professionals and 2

nominee directors of GoI on its Board, apart from full time Chairman. The day to day

Page 8: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 8 of 21

management of SAIL rests with the Chairman and full-time Directors. As on March 31, 2010

Board of Directors had 14 members, with Mr S.K.Roongta as its Chairman.

The management of SAIL by virtue of its Navratna status has been enjoying considerable

autonomy from GoI. It enters into a Memorandum of Understanding (MoU) with GoI at the

beginning of each financial year, outlining the key performance targets.

Share Holding Pattern

As on March 31, 2010 the authorised capital of SAIL is Rs.50 Billion and the paid-up capital

is Rs.41.3 Billion. The equity shares of SAIL are listed at the Bombay Stock Exchange and

the National Stock Exchange, while the GDRs are listed at London Stock Exchange.

The share holding pattern as on March 31, 2010 was as follows:

Category Number Of

Shareholders

% Of Equity

Government of India 1 85.82

Foreign Institutions 30 6.04

Banks 47 0.68

Mutual Funds 95 0.74

Foreign Institutional Investors 310 4.48

Global Depository Receipts 2 0.02

Companies (including Trusts

and Clearing Members)

3221 0.47

Individuals etc 292235 1.75

Total 295941 100.00

Installed Capacity

(Mtpa)

Products Integrated Steel

Plants

Special Steel Plamts

Main Steel Plants

Hot Metal 13.82 0.21

Crude Steel 12.83 0.35

Saleable Steel 11.07 0.45

Page 9: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 9 of 21

Financial Performance

The financial results of the company from 2002-03 to 2008-09 are as follows:

(Rs in Crore)

Year Turnover

(Gross)

Gross Margin

(EBIDTA)

Interest Depreciation Profit/ Loss (-)

before tax

(PBT)

Tax Net Profit/

Loss (-) after

tax (PAT)

2002-03 19207 2165 1334 1147 (-)316 (-)12 (-)304

2003-04 24178 4650 901 1123 2628 116 2512

2004-05 31805 11097 605 1127 9365 2548 6817

2005-06* 32280 7381 468 1207 5706 1693 4013

2006-07 39189 10966 332 1211 9423 3220 6202

2007-08 45555 12955 251 1235 11469 3932 7537

2008-09 48681 10942 253 1285 9404 3229 6175

* 2005-06 onward financial results of SAIL includes IISCO steel plant results

consequent to its merger with SAIL w.e.f. 1.4.2005

The latest financial results of SAIL are available at www.sail.co.in

Future Expansion Plans

In order to maintain its predominance in the domestic steel sector and to face global

competitiveness, SAIL has drawn up an Expansion Plan for its five integrated steel plants and

special steels plants. Besides capacity enhancement, the growth plan adequately addresses the

need of SAIL Plants towards eliminating technological obsolescence, energy saving,

enriching product mix, pollution control, developing mines and collieries to meet higher

requirement of key inputs, introduce customer centric processes and have matching

infrastructure facilities in the Plant to support higher production volumes.

Page 10: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 10 of 21

Section II: Investment Overview – Cement Sector

The contents of this section has been prepared based upon publicly available material and

is given for general information only.

11.. IInndduussttrryy SSttrruuccttuurree

The Indian cement industry, had an estimated turnover of more than 18,500 Million USD in

2008. It is ranked the second largest in the world with an installed capacity of around 232

MTPA in September 2009, spread over 140 large plants and more than 365 mini cement

plants. It has very high operating rates (around 88% in 2008-09) driven by tremendous

demand in housing and infrastructure. Most of the plants are located close to the limestone

reserves and the units are concentrated in clusters, with around 50% capacity in 7 clusters.

Seven states (Madhya Pradesh, Andhra Pradesh, Rajasthan, Gujarat, Karnataka, Tamil Nadu

and Maharashtra) accounts for around 75% of the capacity.

Key Characteristics of Indian Cement Industry

Seasonal in Nature: Demand is highest in January-March quarter and declines during the

monsoons due to a slowdown in construction activity and price variations are strongly

linked to the monsoons, summer and festive seasons.

Standardized Technology: The industry is characterized by mature and stable technology

with minor improvements taking place over the years

Cost Structure: Coal and power costs account for around 30-35% of the total cost of sales,

raw material costs are around 25-30 %, selling and distribution expenses account for 20-

25% of cost of sales% with the remaining being other costs. Companies accordingly strive

to maintain proximity to limestone quarries to rationalize costs. Industry, being capital

intensive, debt levels are usually high.

Limited import threat: Imports are limited due to high freight rates.

22.. DDeemmaanndd ddrriivveerrss

The demand for cement has grown at a Cumulative Average Growth Rate (CAGR) of 9.3 %

over the last 5 years driven primarily by a boom in the housing and real estate sectors. The

current per capita cement consumption in India is 135 kg against the world standard of 300

kg. Cement demand varies across regions in response to demand-supply imbalances, per

capita income and level of industrial development in each state. During the period April –

December 2009, the South accounted for about 37% of cement production followed by the

North and West each with 25% share, - and finally the East with 13 % share. Prices also vary

region wise due to dynamics endemic to a particular region such as demand-supply situation,

number of players, extent of consolidation and demand growth. According to Crisil Research,

the demand for Cement in the Indian industry is expected to grow at a CAGR of 7.8 % over

the next five years. A capacity of 90 million tons is expected to be added over the next five

years till 2014 to meet the increasing demand levels.

Page 11: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 11 of 21

The key demand drivers are

Infrastructure: Accounts for around 17% of total demand. Industry has been riding the

crest of the cycle owing to the thrust on infrastructure projects by the government and

private sector. Cement demand from infrastructure projects is expected to grow at a CAGR

of around 17 % over the next 5 years due to increased consumption of cement in road

projects, continuing investments in power sector and increasing spends on urban

infrastructure projects.

Upswing in the Capex cycle: The capital expenditure cycle is on upswing, with

investments across most commodity sectors.

Housing: Housing has remained upbeat due to favorable policies and witnessed significant

growth. The sector is the largest demand driver and contributes around 64 % of the total

cement demand.

Government Policies: Supportive governmental policies have led to higher private

participation in infrastructure projects and foreign direct investment making the industry

more competitive.

Commercial and industrial construction: Strong growth in commercial construction

consisting of retail, office space, hotels.

Page 12: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 12 of 21

Section III: The Investment Opportunity

11.. IInnttrroodduuccttiioonn

Slag is produced at the IISCO Steel Plant (ISP) at Burnpur, West Bengal and shall be made

available to the Joint Venture Company (JVC) for the purpose of the proposed Slag Cement

Plant at Kulti, West Bengal.

The modernization and Expansion Plan of ISP is under implementation and production build-

up at ISP after expansion is given below:

Item Installed Capacity (MTPA) After Expansion (MTPA)

Hot Metal 0.85 2.91

Crude steel 0.50 2.47

Saleable Steel 0.42 2.39

22.. SSllaagg ggeenneerraattiioonn

A natural byproduct of iron making by the Blast Furnace route is generation of slag. The slag

generated can be economically utilized in manufacturing blended cement. SAIL shall make

available 1 MTPA of slag to the JVC for the purpose of the proposed Slag Cement Plant post

modernization of the IISCO Steel Plant. The quality of the slag shall be available after the

modernization of ISP.

It may be noted that the Slag will be given on “as it where is and on no complaint basis”.

3. Limestone Availability

There is no provision of a mine in the current proposal and the SP will have to source clinker

from its existing operations or from the free market.

4. Land Availability

For setting-up the Slag Cement Plant, SAIL will facilitate land on lease/sub-lease to the JVC

at Kulti, West Bengal.

Page 13: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 13 of 21

Section IV: Participation in Joint Venture Process

11.. EElliiggiibbiilliittyy

EoI may be submitted by Corporate Bodies. Please note that consortium bidding shall not be

allowed for the purpose of bidding. The interested party should satisfy the following criteria

to be eligible for participating in the process. All financial criteria are based on audited

statements of accounts for the relevant Financial Year(s) (FY). FY ended March 31, 2010, is

henceforth referred to as “latest FY”.

a. Should have produced an aggregate quantity of not less than 2 MTPA of cement in each

of the last three Financial Years.

b. Should have had a turnover of not less than Rs 5000 million in each of the last three

Financial Years.

c. Should have Networth (paid up share capital and free reserves, excluding revaluation

reserves, less accumulated losses and miscellaneous expenses not written off, if any) of

not less than Rs.2000 million as at the end of the Latest FY.

Where the financial statement is expressed in a currency other than Indian Rupee, the eligible

amount as described above shall be computed by taking the equivalent US Dollars at the

exchange rates (as available on Reserve Bank of India website) prevailing on the date(s) of

such financial statement. In the event the dates of the financial statements are not co-terminus,

the last of audited statement shall be reckoned for the purpose.

The Interested Party not satisfying the above eligibility and qualification criteria are not

eligible to participate in the Joint Venture Participation process. However, SAIL reserves the

right to modify the eligibility criteria and accept / reject all or any EoIs at its sole discretion.

Page 14: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 14 of 21

22.. FFuuttuurree PPrroocceessss

Based on an evaluation of EoI received, interested parties will be shortlisted to participate in

the subsequent bidding process. Shortlisted parties would be provided with the RFP (Request

for Proposal) after signing of Confidentiality Agreement.

However, this IM along with its enclosures, constitute no form of commitment on the part of

SAIL, whether in respect of the JV formation process or otherwise. Furthermore, this

invitation confers neither any right nor expectation to any party to participate in the JV

formation process. SAIL reserves the right to reject any or all bids, if it considers necessary to

do so, and/or to withdraw from the JV formation process or any part of the process or to vary

any of its terms and/ or the process without assigning any reason whatsoever.

33.. IInnvviittaattiioonn ooff bbiiddss

Following the completion of the initial process, all shortlisted parties, before submission of

bids will be provided with an opportunity to

hold further discussions with the senior management of SAIL and

under take site visits to collect relevant information and carryout technical assessment

for setting up of cement plant

They will also be furnished with further information, if required. However, information will

be provided at the sole discretion of SAIL.

The terms relating to submission of bids will be set out in the RFP and other document(s) to

be prepared for the purpose.

44.. DDuuee DDaattee,, NNuummbbeerr ooff ccooppiieess aanndd FFiilliinngg RReeqquuiirreemmeennttss

The Interested party may submit, in duplicate, EoI as per format(s), duly signed by the

authorized signatory.

The EoI should reach no later than 1200 hours (Indian Standard Time) on 7th

June , 2010

at the following address:

Mr Dinesh Likhi,

General Manager (BP)

Steel Authority of India Limited

Ispat Bhawan

Lodhi Road

New Delhi – 110 003

India

Page 15: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 15 of 21

The EoI must be in English and each copy shall be bound in a separate volume. Submission

of the aforesaid documents by fax, e-mail or other electronic means will not be acceptable.

It is the responsibility of the interested party to ensure that its EoI is delivered at the above

address by the stated time and date. The covering envelope containing aforesaid documents

submitted should be clearly marked

“Private and Confidential – Cement Plant at Kulti, West Bengal : Expression of Interest

for JV Participation”

55.. DDiissqquuaalliiffiiccaattiioonn

SAIL shall not consider for the purpose of qualification an EoI, which has been found to be

incomplete in content and/or attachments and/or authentication etc.

Without prejudice to any other rights or remedies available to SAIL, an interested party may

be disqualified and its EoI dropped from further consideration for any of the reasons listed

below:

material misrepresentation by such interested party whether in the EoI along with RFP

or otherwise;

failure by such interested party to provide the information required to be provided in

the EoI along with RFP pursuant to relevant sections of this IM;

If information becomes known after the interested party has been qualified to receive the IM

and participate in the further process, which would have entitled SAIL to reject or disqualify

the relevant interested party, SAIL reserves the right to reject the interested party at the time,

or at any time after, such information becomes known to SAIL.

The decision of SAIL that above events have occurred would be final and binding on the

parties and SAIL do not owe any explanation to any party.

66.. RReeqquueessttss ffoorr ccllaarriiffiiccaattiioonn

If at any time during the evaluation process, SAIL requires any clarification on the EoI

submitted by the interested party in order to carry out the evaluation, it reserves the right to

request such information from any or all of the interested party(ies) and such party will be

obliged to respond to any reasonable request for such information and to supply the same

within such reasonable timeframe as SAIL may require.

Page 16: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 16 of 21

77.. FFuurrtthheerr iinnffoorrmmaattiioonn// ccllaarriiffiiccaattiioonnss

Any request for further information or clarification relating to the contents of this IM or the

JV formation process, may be submitted in writing to:

Mr Dinesh Likhi

General Manager (BP)

Steel Authority of India Limited

Ispat Bhawan

Lodhi Road

New Delhi – 110 003, India

SAIL reserves the right not to respond, to questions raised or provide clarifications sought, in

its sole discretion, if it considers that it would be inappropriate to do so. Nothing in this

section shall be taken or read as compelling or requiring SAIL to respond to any question or

to provide any clarification. No extension of any time and date referred to in this IM shall be

granted on the basis or grounds that SAIL has not responded to any question/provided any

clarification.

88.. MMooddiiffiiccaattiioonn//CCaanncceellllaattiioonn

SAIL will be at liberty to amend/modify/delete any of the above conditions and/ or the

process as may be deemed necessary in the light of the facts and circumstances of the

case.

SAIL reserves the sole right to refuse any or all bids without assigning any reasons

thereof.

SAIL reserves the right to proceed with/ cancel the bidding process irrespective of the

response to its invitation.

SAIL at its discretion may extend the last date for submission of EoI.

Interested parties are advised to keep themselves informed of any such modification/

cancellation that may be notified. SAIL shall not be notifying any such modification

separately through any other media.

Decision of SAIL in respect of the above would be final and binding on the parties.

99.. GGoovveerrnniinngg LLaawwss//JJuurriissddiiccttiioonn//AArrbbiittrraattiioonn

All matters relating to the JV formation process and the bidding procedure shall be governed

by the laws of Union of India. Only courts at New Delhi (with exclusion of all other courts)

shall have the jurisdiction to decide or adjudicate on any matter, which may arise out of or in

connection with the JV formation process.

Page 17: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 17 of 21

Section V: Formats

11.. EExxpprreessssiioonn ooff IInntteerreesstt

(To be forwarded on the letter head of the interested party submitting the EoI)

Ref. Date

To

Board of Directors

Steel Authority of India Limited

New Delhi – 110 003

INDIA

Sirs

Sub: Cement Plant Joint Venture - Kulti, West Bengal : Expression of Interest

for Joint Venture Participation

Please refer to your advertisement no. ______________dated ______________ and your

Information Memorandum (IM).

We have read and understood the contents of IM and are desirous of participating in the above

Joint Venture process. In this context, we propose to submit this Expression of Interest (EoI).

Our EoI is for participating in JV in respect of the Slag Cement Plant – Kulti, West Bengal.

We believe that our Company satisfies the eligibility criteria set out in the relevant sections of

the IM. The litigation impact statement of legal capacity and Request for Qualification as per

format, indicated in the IM duly signed by us are enclosed.

We shall be glad to receive further communication on the subject.

Yours faithfully,

( __________________)

Authorised signatory

for and on behalf of

(_____________)

Page 18: SAIL JVP - Slag Cement Plant

Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 18 of 21

22.. LLiittiiggaattiioonn IImmppaacctt SSttaatteemmeenntt

(To be forwarded on the letter head of the interested party submitting the EoI)

Ref. Date

To

Board of Directors

Steel Authority of India Limited

New Delhi – 110 003

INDIA

Sirs

Sub: Cement Plant Joint Venture - Kulti, West Bengal : Expression of Interest

for Joint Venture Participation

We refer to the Information Memorandum (IM). We have read and understood the contents of

the IM and pursuant to this hereby confirm that we satisfy the eligibility criteria laid out in the

IM.

We hereby confirm that save as may be set out in the schedule attached to this statement,

there is no litigation (including court, arbitration and other proceedings), inquiry or order from

any regulatory authority, current or pending against us, which if adversely determined might

have material adverse impact on our ability to carry on our business or pay our debts as they

fall due or on our ability to enter into any of the transactions contained in or contemplated in

respect of the formation of JV with SAIL .

Further, the authorized signatory is vested with requisite powers to furnish such letter and

Request for Qualification and authenticate the same

Yours faithfully,

( __________________)

Authorised signatory

for and on behalf of

(_____________)

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Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 19 of 21

33.. RReeqquueesstt ffoorr QQuuaalliiffiiccaattiioonn

Name of the Interested Party:

Whether incorporated in India Y / N

Constitution: Public Sector: Public Sector

Private Joint Sector

Co-op Society Private Sector

Partnership Others

Nature of Business / Products dealt with:

Date of Incorporation: / /

Date of Commencement of Business: / /

Full Address including Telephone nos./ Fax nos. / e-mail addresses

Registered Office

Head office

Address for communication

Manufacturing Facility(ies)

Basis of Eligibility for participation in Joint Venture Process

Cement capacity as on ________ (latest audited account) is _____________ million

tones per annum (MTPA)

FY 2009-10 FY 2008-09 FY 2007-08

Financial Year ending on (DD/MM/YY)

a. Cement Production (MTPA)

b. Turnover (Rs Million)

c. Networth* (Rs Million) as on ________ (latest audited account) is ____________

* Basis of the calculations to be provided

Please attach supporting documents e.g. Audited statement of account/ annual report etc for

all relevant years.

Contact Persons

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Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 20 of 21

Yours faithfully,

( __________________)

Authorised signatory

for and on behalf of

(_____________)

Place_____________

Dated_____________

44.. PPrrooppoosseedd BBuussiinneessss PPllaann

A brief write up on the business plan for the proposed joint venture company to be provided

by the party submitting the EoI.

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Joint Venture Participation : Slag Cement Plant –Kulti, West Bengal Information Memorandum

Page 21 of 21

Annexure

Steel Authority of India Limited

(Corporate Office)

Ispat Bhawan, Lodi Road, New Delhi-110 003, INDIA

“INVITATION FOR EXPRESSION OF INTEREST FOR JOINT VENTURE

PARTICIPATION”- SLAG CEMENT PLANT –KULTI, WEST BENGAL

Steel Authority of India Limited (SAIL) proposes to set up a Slag based Cement Plant (SCP)

to utilize the slag generated at its IISCO Steel Plant (ISP) at Burnpur, West Bengal. The

capacity of the proposed cement plant shall be in the range of 2 Million tonne per annum with

a view to optimize the use of slag generated to the extent of 1 Million tonne per annum at ISP,

Burnpur, West Bengal.

SAIL invites Expression of Interest (EoI) from interested parties for setting up of SCP as a

Joint Venture.

Last date for submission of EoI is 1200 hours on 7th

June, 2010. Details relating to eligibility,

manner and place of submission of EoI and some brief information is available in the

Information Memorandum (IM), which may be accessed at the website www.sailtenders.co.in

Interested parties, if needed, may contact : Mr Dinesh Likhi GM(BP) Steel Authority of India

Limited, Ispat Bhawan, Lodi Road,New Delhi – 110 003(Tel: 24365701)

This announcement is neither a prospectus nor an offer/invitation for sale of equity shares or

any securities to any institution/public.

Regd. Office : Ispat Bhawan, Lodi Road, New Delhi 110 003