BHARATIYA NABHIKIYAVIDYUT NIGAM LIMITED

(A GOVERNMENT OF INDIA ENTERPRISE)

th8 Annual Report 2010 - 2011ROOF SLAB ERECTION

Board of Directors

Dr. S.K. Jain, Chairman & Managing Director

Shri A.P. JoshiDirector

Shri V.R. SadasivamDirector

Dr. R.K. SinhaDirector

CS. V. ViswanathanCompany Secretary

Company Information

Registered Office :No. 51, Montieth Road,Egmore, Chennai - 600 008.

Main Banker :State Bank of India

Other Bankers :Indian BankPunjab National BankCanara Bank

Corporate & Project OfficeProject Station Building,Kalpakkam - 603 102Kancheepuram Dist.Tamil Nadu

Statutory Auditors :M/s. M.K. Dandeker & Co.Chartered Accountants,244, Angappa Naicken Street,Chennai - 600 001.

1Web Site : www.bhavini.nic.in

Shri S.C. ChetalDirector

Dr. Arbind PrasadDirector

Dr. Prabhat KumarDirector (Construction)

CA. B.S. GoyalDirector (Finance)

Board of Directors & Company Information

Chairman & Managing Director's Statement --- 2

Directors' Report --- 3

Auditors' Report to the Members --- 11

Accounts for the year 2010 - 2011 --- 14

Comments of the C & AG --- 24

Brief Resume of Board Members --- 25

Project Progress at a glance --- 28

--- 1

Contents

Board of Directors

Dr. S.K. Jain, Chairman & Managing Director

Shri A.P. JoshiDirector

Shri V.R. SadasivamDirector

Dr. R.K. SinhaDirector

CS. V. ViswanathanCompany Secretary

Company Information

Registered Office :No. 51, Montieth Road,Egmore, Chennai - 600 008.

Main Banker :State Bank of India

Other Bankers :Indian BankPunjab National BankCanara Bank

Corporate & Project OfficeProject Station Building,Kalpakkam - 603 102Kancheepuram Dist.Tamil Nadu

Statutory Auditors :M/s. M.K. Dandeker & Co.Chartered Accountants,244, Angappa Naicken Street,Chennai - 600 001.

1Web Site : www.bhavini.nic.in

Shri S.C. ChetalDirector

Dr. Arbind PrasadDirector

Dr. Prabhat KumarDirector (Construction)

CA. B.S. GoyalDirector (Finance)

Board of Directors & Company Information

Chairman & Managing Director's Statement --- 2

Directors' Report --- 3

Auditors' Report to the Members --- 11

Accounts for the year 2010 - 2011 --- 14

Comments of the C & AG --- 24

Brief Resume of Board Members --- 25

Project Progress at a glance --- 28

--- 1

Contents

2CHAIRMAN & MANAGING DIRECTOR'S STATEMENT

Gentlemen,thI welcome you all to the 8 Annual General Meeting of

your Company.

It gives me immense pleasure to inform you that the project activities are at their peak and about 73 % physical progress have been achieved as on date. The civil structural works in the Nuclear Island Connected Buildings have been completed and the finishing works are in progress.

In the procurement front, the manufacturing of challenging nuclear components like the Steam Generators and the Secondary Sodium Pumps and the Additional Inclined Fuel Transfer Machine (IFTM) were completed and delivered at site. As far as installation is concerned, the two Steam Generators were successfully installed in position. The installation of huge diameter critical reactor components like the Thermal Baffle, the Integrated Grid Plate-Primary Pipe Assembly, the Inner Vessel and the Roof Slab have been completed successfully in this year. The installation of four Diesel Generator sets have been completed. The Installation of 6.6 kV switchgear panels and two battery banks have been completed.

The pre-commissioning activities for the raw water / fire water pump house have started. The high voltage testing of all the 13 bays in the Gas Insulated Switchyard (GIS) have been completed. The testing of the Additional IFTM in air for 50 cycles have been successfully completed at IGCAR.

The Pre-project activities for FBR 1&2 have commenced. The Geo-technical investigations, bathometry of sea bed, soil investigation, plan layout

and the conceptual design of Site Assembly Shop have been completed.

Harmonious employee relationship has prevailed in the Project. Not a single man-day was lost due to industrial unrest of any kind.

Continuous efforts are on to ensure transparency in all dealings. The Company has been responding to all the RTI related queries.

Your company is conscious of its social obligations and is trying to improve the quality of life of the people residing in the neighbourhood by carrying out various social programmes mainly focusing on Health care, Education, Infrastructure and Environment.

Atomic Energy Commission (AEC) has issued Guidelines inter-alia on Corporate Governance in the year, 2009. Considering the importance of Corporate Governance, BHAVINI (a non-listed CPSE) generally complies with the Corporate Governance Guidelines issued by AEC.

I would like to express my gratitude to the Department of Atomic Energy, various other Ministries and Departments of the Government of India, Planning Commission, Atomic Energy Regulatory Board for their support. I would also like to place on record the excellent support extended by Indira Gandhi Centre for Atomic Research, Nuclear Power Corporation of India Limited, Bhabha Atomic Research Centre, Nuclear Fuel Complex, Heavy Water Board, Electronics Corporation of India Limited and other units of Department of Atomic Energy in the implementation of PFBR. I am thankful to the Statutory Auditors, the Comptroller and Auditor General of India for their services and valuable advice.

I express my sincere thanks to Directors on the Board, each and every employee, supporting industries, consultants and other stakeholders of your Company.

I now move the Directors' Report and Audited Accounts for the year 2010-11 for your consideration and adoption.

Sd/-(S.K.Jain)

Chairman & Managing Director

Place : ChennaithDate : 4 July 2011

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

3

DIRECTORS' REPORT

PROJECT PROGRESSConstruction Activities :

Dear Members,Your Directors are pleased to present the Eighth Annual Report, together with the Audited Statement of

stAccounts for the year ended 31 March 2011.

The Project has reached advanced stage of construction. With 73% physical progress at current stage, we envisage to complete construction in the financial year 2011 12 and move to commissioning.

The Reactor Vault houses reactor core and critical reactor assembly components. Subsequent to erection of Safety Vessel and Main Vessel in reactor vault; the next major milestone achieved in last financial year was erection of Thermal Baffle which provides annular passage for the cold sodium, which circulates to cool the Main Vessel to bring down the vessel temperature during the normal operation of the reactor. It is made up of stainless steel SS316 LN with two concentric shells of diameter 12.44 metre and 12.67 metre respectively and a height of 5m. The Grid Plate which holds the fuel sub-assemblies was integrated with primary pipe and erected inside Main Vessel. Another major milestone was achieved when erection of Inner Vessel, which acts as barrier between the hot and cold pools of primary sodium inside the reactor, was erected. It is made up of stainless steel SS 316 LN and consists of a lower and upper cylindrical shell of diameter 12 metre with a height of 11 metre, joined together by a conical shell called Redan.

The next major milestone achieved was the erection of Roof Slab. Roof Slab of 12 meter diameter and 5 meter height forms the top cover for main vessel and weighs about 230 MT. This box type structure is made of carbon steel plates and has interconnected radial stiffeners and cylindrical shells for the various component penetrations.

Pre-commissioning works have been completed for 280/85 Tonne EOT crane in reactor containment building. All 10 nos. of roof trusses have been erected on the roof of the reactor containment building at 85 metre elevation and the slab concreting has commenced.

Erection of 6.6kV Switchgear panels and battery banks have commenced. The construction of radioactive waste management building and in-situ

fabrication of effluent treatment tanks have been completed.

First steam generator has been erected in position. This was a challenging activity requiring elaborate planning and mock-ups. Two out of nine steam generators have reached site.

Erection of various equipments and piping related to plant auxiliary service systems are in progress. 70% of Lighting and power sockets works have been completed in nuclear island connected buildings.

Four Diesel generator sets, each rated to supply 50% of the total emergency power supply demand with a rating of 4.5 MVA have been erected and commissioning planning has begun. Liquid waste management plant structural works have been completed and equipment erection are in progress. Software module loading is in progress for stimulator. Training and licensing will commence in the financial year 2011 12.

Piping from raw water reservoir to raw water/ fire water pump house has also been completed. Pre-commissioning works of reservoir and pump house are in progress.

Turbo-Generator Deck concreting has been completed and Turbine Building columns have reached their final elevation. Erection of Turbine Building EOT crane is in progress. Three stages concreting of volute pump has been completed in sea water pump house.

A cylindrical steel caisson of 16 metre dia and 17 metre height weighing about 420 Tonne was constructed on off shore platform and was lowered successfully on the sea bed with the help of guide piles using strand jack system (2 x 300 Tonne) in February 2011. Grabbing is in progress for sinking the caisson.

The erection of 230KV Indoor GIS Switchyard has been completed, commissioning is in progress.

Manufacture of major nuclear steam supply components like Secondary Sodium Pump 2 nos., Additional Inclined Fuel Transfer Machine, Steam Generator 2 nos., Intermediate Heat Exchangers 3 nos., Large and Small Rotative Plugs, Cold Trap 7 nos., and Fuel handling equipments like large components storage vessel, under water trolley, transfer chamber carriage, spent SA storage rack, fresh SA transfer chamber, fresh SA inspection facility,

Procurement & Manufacturing :

2CHAIRMAN & MANAGING DIRECTOR'S STATEMENT

Gentlemen,thI welcome you all to the 8 Annual General Meeting of

your Company.

It gives me immense pleasure to inform you that the project activities are at their peak and about 73 % physical progress have been achieved as on date. The civil structural works in the Nuclear Island Connected Buildings have been completed and the finishing works are in progress.

In the procurement front, the manufacturing of challenging nuclear components like the Steam Generators and the Secondary Sodium Pumps and the Additional Inclined Fuel Transfer Machine (IFTM) were completed and delivered at site. As far as installation is concerned, the two Steam Generators were successfully installed in position. The installation of huge diameter critical reactor components like the Thermal Baffle, the Integrated Grid Plate-Primary Pipe Assembly, the Inner Vessel and the Roof Slab have been completed successfully in this year. The installation of four Diesel Generator sets have been completed. The Installation of 6.6 kV switchgear panels and two battery banks have been completed.

The pre-commissioning activities for the raw water / fire water pump house have started. The high voltage testing of all the 13 bays in the Gas Insulated Switchyard (GIS) have been completed. The testing of the Additional IFTM in air for 50 cycles have been successfully completed at IGCAR.

The Pre-project activities for FBR 1&2 have commenced. The Geo-technical investigations, bathometry of sea bed, soil investigation, plan layout

and the conceptual design of Site Assembly Shop have been completed.

Harmonious employee relationship has prevailed in the Project. Not a single man-day was lost due to industrial unrest of any kind.

Continuous efforts are on to ensure transparency in all dealings. The Company has been responding to all the RTI related queries.

Your company is conscious of its social obligations and is trying to improve the quality of life of the people residing in the neighbourhood by carrying out various social programmes mainly focusing on Health care, Education, Infrastructure and Environment.

Atomic Energy Commission (AEC) has issued Guidelines inter-alia on Corporate Governance in the year, 2009. Considering the importance of Corporate Governance, BHAVINI (a non-listed CPSE) generally complies with the Corporate Governance Guidelines issued by AEC.

I would like to express my gratitude to the Department of Atomic Energy, various other Ministries and Departments of the Government of India, Planning Commission, Atomic Energy Regulatory Board for their support. I would also like to place on record the excellent support extended by Indira Gandhi Centre for Atomic Research, Nuclear Power Corporation of India Limited, Bhabha Atomic Research Centre, Nuclear Fuel Complex, Heavy Water Board, Electronics Corporation of India Limited and other units of Department of Atomic Energy in the implementation of PFBR. I am thankful to the Statutory Auditors, the Comptroller and Auditor General of India for their services and valuable advice.

I express my sincere thanks to Directors on the Board, each and every employee, supporting industries, consultants and other stakeholders of your Company.

I now move the Directors' Report and Audited Accounts for the year 2010-11 for your consideration and adoption.

Sd/-(S.K.Jain)

Chairman & Managing Director

Place : ChennaithDate : 4 July 2011

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

3

DIRECTORS' REPORT

PROJECT PROGRESSConstruction Activities :

Dear Members,Your Directors are pleased to present the Eighth Annual Report, together with the Audited Statement of

stAccounts for the year ended 31 March 2011.

The Project has reached advanced stage of construction. With 73% physical progress at current stage, we envisage to complete construction in the financial year 2011 12 and move to commissioning.

The Reactor Vault houses reactor core and critical reactor assembly components. Subsequent to erection of Safety Vessel and Main Vessel in reactor vault; the next major milestone achieved in last financial year was erection of Thermal Baffle which provides annular passage for the cold sodium, which circulates to cool the Main Vessel to bring down the vessel temperature during the normal operation of the reactor. It is made up of stainless steel SS316 LN with two concentric shells of diameter 12.44 metre and 12.67 metre respectively and a height of 5m. The Grid Plate which holds the fuel sub-assemblies was integrated with primary pipe and erected inside Main Vessel. Another major milestone was achieved when erection of Inner Vessel, which acts as barrier between the hot and cold pools of primary sodium inside the reactor, was erected. It is made up of stainless steel SS 316 LN and consists of a lower and upper cylindrical shell of diameter 12 metre with a height of 11 metre, joined together by a conical shell called Redan.

The next major milestone achieved was the erection of Roof Slab. Roof Slab of 12 meter diameter and 5 meter height forms the top cover for main vessel and weighs about 230 MT. This box type structure is made of carbon steel plates and has interconnected radial stiffeners and cylindrical shells for the various component penetrations.

Pre-commissioning works have been completed for 280/85 Tonne EOT crane in reactor containment building. All 10 nos. of roof trusses have been erected on the roof of the reactor containment building at 85 metre elevation and the slab concreting has commenced.

Erection of 6.6kV Switchgear panels and battery banks have commenced. The construction of radioactive waste management building and in-situ

fabrication of effluent treatment tanks have been completed.

First steam generator has been erected in position. This was a challenging activity requiring elaborate planning and mock-ups. Two out of nine steam generators have reached site.

Erection of various equipments and piping related to plant auxiliary service systems are in progress. 70% of Lighting and power sockets works have been completed in nuclear island connected buildings.

Four Diesel generator sets, each rated to supply 50% of the total emergency power supply demand with a rating of 4.5 MVA have been erected and commissioning planning has begun. Liquid waste management plant structural works have been completed and equipment erection are in progress. Software module loading is in progress for stimulator. Training and licensing will commence in the financial year 2011 12.

Piping from raw water reservoir to raw water/ fire water pump house has also been completed. Pre-commissioning works of reservoir and pump house are in progress.

Turbo-Generator Deck concreting has been completed and Turbine Building columns have reached their final elevation. Erection of Turbine Building EOT crane is in progress. Three stages concreting of volute pump has been completed in sea water pump house.

A cylindrical steel caisson of 16 metre dia and 17 metre height weighing about 420 Tonne was constructed on off shore platform and was lowered successfully on the sea bed with the help of guide piles using strand jack system (2 x 300 Tonne) in February 2011. Grabbing is in progress for sinking the caisson.

The erection of 230KV Indoor GIS Switchyard has been completed, commissioning is in progress.

Manufacture of major nuclear steam supply components like Secondary Sodium Pump 2 nos., Additional Inclined Fuel Transfer Machine, Steam Generator 2 nos., Intermediate Heat Exchangers 3 nos., Large and Small Rotative Plugs, Cold Trap 7 nos., and Fuel handling equipments like large components storage vessel, under water trolley, transfer chamber carriage, spent SA storage rack, fresh SA transfer chamber, fresh SA inspection facility,

Procurement & Manufacturing :

management skills of NPCIL in the construction of Nuclear Power Plants are to be synthesized.

stAccordingly as on 31 March, 2011, 24 officials from IGCAR and 56 officials from NPCIL were posted in BHAVINI for construction of PFBR. Total manpower as

ston 31 March, 2011 was 416 which includes336 officials on the rolls of BHAVINI.

SC/ST/OBC reservation policies are being complied with and development of SC/ST personnel is being given paramount importance. The overal l representation of the S.C., S.T. & O.B.C. personnel is as follows:

Pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended, it is hereby informed that none of the employees of the Company was in receipt of remuneration ` 5 lakhs p.m. or ` 60 lakhs p.a. during the year.

During the year, the Industrial Relations at the Project Site were peaceful and cordial.

Official Language Implementation Committee (OLIC) exists in BHAVINI for effective implementation of the Official Language Policy of the Government of India. The Committee ensured the compliance of OL Act and Annual Programme issued by the Department of Official Language, Govt. of India. Hindi House JournalParmanu Vani is being published regularly. Hindi Scientific Seminar and Workshops for noting and drafting were also regularly organized.

BHAVINI being a responsible corporate entity is conscious of its social obligations and sensitive to the needs of the people residing in the neighbourhood.

PARTICULARS OF EMPLOYEES:

INDUSTRIAL RELATIONS:

IMPLEMENTATION OF OFFICIAL LANGUAGE POLICY:

CORPORATE SOCIAL RESPONSIBILITY:

4

carriage for fresh SA transport cask, shielding doors, partition door, trailing cable system, liquid honing machine and around 2700 MT of materials forTG including rotor casing, IP turbines, HP turbines, generator exciter have been received at site.

Geo technical investigations, bathometry of sea bed, soil investigation, plan layout, conceptual design of site assembly shop, scheme of integration of reactor equipments in site assembly shop and their transportation into reactor vault as integrated assembly have been completed.

During the year 2010-11; ` 345 Crores was drawn as equity against the revised estimate of ` 757 Crores.

stThe total equity drawn till 31 March 2011 is ` 3047.85 Crores. The total capital expenditure upto March 2011 is ` 2942.45 Crores, includes ` 603.58 Crores spent during the year 2010-11.

stValue of assets capitalised from inception till 31 March 2011 is ` 212.33 Crores, which includes the Fixed Assets capitalized during the year ` 33.28 Crores.

stValue of Capital Work-in-progress as on 31 March 2011 is ` 2858.98 Crores, which includes ` 54.40 Crores, spent during 2010-11 as expenditure during construction, pending allocation.

The proposal for cost revision to ` 5,677 Crores has been considered by Atomic Energy Commission (AEC) and is under consideration of Government of India for approval.

Dr. Ratan Kumar Sinha, Director, Bhabha Atomic Research Centre and Dr. Arbind Prasad, Senior Adviser (Power & Energy), Planning Commission have been appointed as Part-time Director w.e.f.

th th18 November 2010 and 17 June 2011 respectively. Board welcomes them.

Dr. Baldev Raj relinquished office of Directorthon 30 April 2011 on superannuation. Board place on

record its sincere appreciation for the services rendered by Dr. Baldev Raj during his tenure at BHAVINI.

As per policy, for implementation of PFBR, Fast Reactor technological expertise of IGCAR and the

FBR 1 & 2 Pre Project Activities :

FINANCIAL PROGRESS:

DIRECTORS :

HUMAN RESOURCES :

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

5

BHAVINI is therefore trying to improve the quality of life of these people by carrying out various social welfare programmes mainly focusing on Health care, Education, Infrastructure development and Environment. The requests of local villagers are scrutinized and after making personal visit by the high level Neighbourhood Development Committee constituted by BHAVINI recommends the activities. The activities carried out during the period 2010-11 are as follows:

1 Construction of class rooms at Natham Kariacheri village.

2. Construction of Primary Health Centre at Vada Kadambadi.

3. Construction of crematorium at Neikuppi village.

4. Providing sanitation facilities to Govt. Girls Higher Secondary School, Thirukkalukundram.

Further BHAVINI is also participating in DAE programmes and welfare activities such as vocational training to educated unemployed youth, community Radio Station Voice for the Voiceless, medical camps, empowering women by creating women self help groups, supporting mentally challenged children, providing laboratory equipments and library books,

providing saplings to the neighbourhood for environmental protection etc.

Information required to be published as per Right to Information Act is uploaded in the BHAVINI official web site and its relevant parts of section IV of the act are updated. As per the provisions of the act one appellant authority, one central public information officer, one assistant public information officer are functioning at BHAVINI. Four requests were received during the year 2010-11 under the act which have been replied in prescribed time. One appeal has been made to appellant authority which was promptly addressed.

BHAVINI relentlessly strived towards evolving a culture of honesty, purity and transparency in the organization, integrating the system of vigilance with business. A high degree of ethics is being instilled amongst the officers and staff of the Company to attain values such as honesty, purity, integrity and transparency. Surprise as well as regular inspections were carried out by Vigilance Officers.

Tenders are published and updated using BHAVINI website www.bhavini.nic.in for giving wide publicity and for maintaining transparency.

A) Company's first project is under construction. Design and engineering has taken adequate measures to implement Energy Conservation Measures at the construction stage and later on during reactor operation phase.

B) Additional investments and proposals for reduction of consumption of energy:

Importance of energy conservation is continuously being emphasized on employees and contractors. These measures have yielded positive results.

(` in Crores)2010-11 2009-10

Foreign Exchange Earning NIL NIL Foreign Exchange Outgo 103.90 61.50

THE RIGHT TO INFORMATION ACT, 2005:

VIGILANCE:

CONSERVATION OF ENERGY:

FOREIGN EXCHANGE EARNINGS AND OUT GO:

management skills of NPCIL in the construction of Nuclear Power Plants are to be synthesized.

stAccordingly as on 31 March, 2011, 24 officials from IGCAR and 56 officials from NPCIL were posted in BHAVINI for construction of PFBR. Total manpower as

ston 31 March, 2011 was 416 which includes336 officials on the rolls of BHAVINI.

SC/ST/OBC reservation policies are being complied with and development of SC/ST personnel is being given paramount importance. The overal l representation of the S.C., S.T. & O.B.C. personnel is as follows:

Pursuant to the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended, it is hereby informed that none of the employees of the Company was in receipt of remuneration ` 5 lakhs p.m. or ` 60 lakhs p.a. during the year.

During the year, the Industrial Relations at the Project Site were peaceful and cordial.

Official Language Implementation Committee (OLIC) exists in BHAVINI for effective implementation of the Official Language Policy of the Government of India. The Committee ensured the compliance of OL Act and Annual Programme issued by the Department of Official Language, Govt. of India. Hindi House JournalParmanu Vani is being published regularly. Hindi Scientific Seminar and Workshops for noting and drafting were also regularly organized.

BHAVINI being a responsible corporate entity is conscious of its social obligations and sensitive to the needs of the people residing in the neighbourhood.

PARTICULARS OF EMPLOYEES:

INDUSTRIAL RELATIONS:

IMPLEMENTATION OF OFFICIAL LANGUAGE POLICY:

CORPORATE SOCIAL RESPONSIBILITY:

4

carriage for fresh SA transport cask, shielding doors, partition door, trailing cable system, liquid honing machine and around 2700 MT of materials forTG including rotor casing, IP turbines, HP turbines, generator exciter have been received at site.

Geo technical investigations, bathometry of sea bed, soil investigation, plan layout, conceptual design of site assembly shop, scheme of integration of reactor equipments in site assembly shop and their transportation into reactor vault as integrated assembly have been completed.

During the year 2010-11; ` 345 Crores was drawn as equity against the revised estimate of ` 757 Crores.

stThe total equity drawn till 31 March 2011 is ` 3047.85 Crores. The total capital expenditure upto March 2011 is ` 2942.45 Crores, includes ` 603.58 Crores spent during the year 2010-11.

stValue of assets capitalised from inception till 31 March 2011 is ` 212.33 Crores, which includes the Fixed Assets capitalized during the year ` 33.28 Crores.

stValue of Capital Work-in-progress as on 31 March 2011 is ` 2858.98 Crores, which includes ` 54.40 Crores, spent during 2010-11 as expenditure during construction, pending allocation.

The proposal for cost revision to ` 5,677 Crores has been considered by Atomic Energy Commission (AEC) and is under consideration of Government of India for approval.

Dr. Ratan Kumar Sinha, Director, Bhabha Atomic Research Centre and Dr. Arbind Prasad, Senior Adviser (Power & Energy), Planning Commission have been appointed as Part-time Director w.e.f.

th th18 November 2010 and 17 June 2011 respectively. Board welcomes them.

Dr. Baldev Raj relinquished office of Directorthon 30 April 2011 on superannuation. Board place on

record its sincere appreciation for the services rendered by Dr. Baldev Raj during his tenure at BHAVINI.

As per policy, for implementation of PFBR, Fast Reactor technological expertise of IGCAR and the

FBR 1 & 2 Pre Project Activities :

FINANCIAL PROGRESS:

DIRECTORS :

HUMAN RESOURCES :

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

5

BHAVINI is therefore trying to improve the quality of life of these people by carrying out various social welfare programmes mainly focusing on Health care, Education, Infrastructure development and Environment. The requests of local villagers are scrutinized and after making personal visit by the high level Neighbourhood Development Committee constituted by BHAVINI recommends the activities. The activities carried out during the period 2010-11 are as follows:

1 Construction of class rooms at Natham Kariacheri village.

2. Construction of Primary Health Centre at Vada Kadambadi.

3. Construction of crematorium at Neikuppi village.

4. Providing sanitation facilities to Govt. Girls Higher Secondary School, Thirukkalukundram.

Further BHAVINI is also participating in DAE programmes and welfare activities such as vocational training to educated unemployed youth, community Radio Station Voice for the Voiceless, medical camps, empowering women by creating women self help groups, supporting mentally challenged children, providing laboratory equipments and library books,

providing saplings to the neighbourhood for environmental protection etc.

Information required to be published as per Right to Information Act is uploaded in the BHAVINI official web site and its relevant parts of section IV of the act are updated. As per the provisions of the act one appellant authority, one central public information officer, one assistant public information officer are functioning at BHAVINI. Four requests were received during the year 2010-11 under the act which have been replied in prescribed time. One appeal has been made to appellant authority which was promptly addressed.

BHAVINI relentlessly strived towards evolving a culture of honesty, purity and transparency in the organization, integrating the system of vigilance with business. A high degree of ethics is being instilled amongst the officers and staff of the Company to attain values such as honesty, purity, integrity and transparency. Surprise as well as regular inspections were carried out by Vigilance Officers.

Tenders are published and updated using BHAVINI website www.bhavini.nic.in for giving wide publicity and for maintaining transparency.

A) Company's first project is under construction. Design and engineering has taken adequate measures to implement Energy Conservation Measures at the construction stage and later on during reactor operation phase.

B) Additional investments and proposals for reduction of consumption of energy:

Importance of energy conservation is continuously being emphasized on employees and contractors. These measures have yielded positive results.

(` in Crores)2010-11 2009-10

Foreign Exchange Earning NIL NIL Foreign Exchange Outgo 103.90 61.50

THE RIGHT TO INFORMATION ACT, 2005:

VIGILANCE:

CONSERVATION OF ENERGY:

FOREIGN EXCHANGE EARNINGS AND OUT GO:

6CORPORATE GOVERNANCE :

MANAGEMENT DISCUSSION AND ANALYSIS:

DIRECTORS' RESPONSIBILITY STATEMENT:

A compliance report on Corporate Governance is given as Annexure-A.

Compliance of Guidelines issued by Atomic Energy Commission has been verified and certified byShri G.P.Venkateswaran, Practicing Company Secretary. A copy of the certificate is annexed to this report as Annexure-B.

PFBR, a techno commercial venture of Fast Breeder Reactor technology, represents the commencement of the second stage of country's Nuclear Power Programme. By the year 2020, four more fast reactors of 500 MWe each are planned to be constructed. The FBR programme can sustain a significant generation capacity of about 42,231 GWe and is expected to provide energy security to our country. Your Company has a strategic role to play in the nuclear power sector in the future.The endeavor of your Company is to complete PFBR maintaining high standards of quality so that a strong foundation is laid for the FBR programme. The Indian industry is also playing a major role in the construction of PFBR, a first of a kind reactor.

The Directors confirm:1. that in the preparation of the annual accounts, the

applicable accounting standards have been followed, along with proper explanation relating to material departures;

2. that they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that period;

3. that they have taken proper and sufficient care for the maintenance of adequate accounting records, in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

4. that they have prepared the annual accounts on a going concern basis.

OBSERVATIONS OF AUDITORS: a) Observations of the Statutory Auditors:

b) Comments of the Comptroller & Auditor General of India:

APPRECIATION:

The Directors inform the Stakeholders with pleasure ththat for the 8 successive year, this year also there is no

qualification in the report of the Statutory Auditors on the accounts of the Company for the year ended

st31 March 2011.

Principal Director of Commercial Audit and Ex-Officio Member Audit Board, Chennai, after conducting a supplementary audit, on the financial statements for

stthe year ended 31 March 2011, under Section 619(3) (b) of the Companies Act 1956, has conveyed, vide their letter No PDCA/CA-Cord-I/BHAVINI/4-239/2011-

rd12/41 dated 3 June 2011 that On the basis of my audit nothing significant has come to my knowledge which would give rise to any comment upon or supplement to Statutory Auditors' report under Section 619(4) of the

thCompanies Act 1956. This is the 8 successive year that a 'Nil' comment report has been received.

The Board would like to express its gratitude to the Department of Atomic Energy, various other Ministries/Departments of the Government, Planning Commission, Atomic Energy Regulatory Board for their support. The Board of Directors would also like to place on record with gratitude for the excellent support provided by Indira Gandhi Centre for Atomic Research, Nuclear Power Corporation of India Limited, Heavy Water Board, Bhabha Atomic Research Centre, Nuclear Fuel Complex, Electronic Corporation of India Limited and other units of DAE and Indian Industries and consultants for implementation of PFBR. The Board would further like to place on record its appreciation for the services rendered by Auditors.

The Board wishes to express its special appreciation of hard work put in by each and every employee of the Company which gives confidence that the PFBR Project can be built and commissioned within the targeted schedule.

For and on behalf of Board of Directors

Sd/-(S.K.Jain)

Chairman & Managing DirectorPlace : Chennai

thDate : 4 July 2011

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

7

1. COMPANY's PHILOSOPHY ON CORPORATE GOVERNANCE:

2. BOARD OF DIRECTORS:

BHAVINI's business philosophy appreciates the need for upholding the highest standard of Corporate Governance in its operations. The management of the Company believes that strong and sound Corporate Governance is an important instrument for the protection of stakeholders and good Corporate Governance practices would enable it to face the challenges of growth effectively and successfully.

Presently Board comprises Chairman & Managing

Report on Corporate Governance

Director, two whole time Directors and five Non-Executive Directors. All Directors are professionals and have wide experience in their respective fields. A brief resume of all the Directors is given at the end of this Annual Report.Four Meetings of Board of Directors have been held

th thduring the year 2010-2011 on 7 May 2010, 9 August th2010, 22nd December 2010 and 18 March 2011. A

table showing the composition of the Board and the attendance of the members of the Board at Board Meetings and Annual General Meeting held during the year is given below:-

1 Dr.S.K.Jain, CMD 00044649 4 Yes 1

2 Shri A.P.Joshi 02328306 3 Yes 1

3 Shri V.R.Sadasivam 01734028 4 Yes 4

4 Dr. Baldev Raj(ceased to be Director w.e.f.30.04.2011) 00044813 3 No None

5 Shri S.C.Chetal 00001707 4 Yes None

6 Dr. R.K. Sinha (w.e.f. 18.11.2010) 03311031 2 No 1

7 Dr. Arbind Prasad (w.e.f.17.6.2011) 00995865 NA NA 1

8 Dr. Prabhat Kumar, Director (Construction) 00001683 4 Yes None

9 CA. B.S.Goyal, Director (Finance) 00001382 4 Yes None

No. of otherDirectorship

Sl.No Name

DirectorIdentification

NumberMeetingAttended

Attendanceat the last AGM

(9/8/2010)

Directors under Sl. No.2 and 3 are Part Time Government Directors. Directors under Sl. No. 4 to 7 areNon-Executive Directors.

None of the Directors is a member in more than 10 committees or acts as Chairman of more than five committees across all the companies in which he is a Director. Committees here mean Audit Committee & Shareholder's Grievance Committee only.

Shri T.K. Mitra, Associate Director (Technical), Shri K.A. David, Officiating Station Director and Director (Finance), NPCIL are Permanent Invitees.

The Board has constituted the following Committees:-1. Audit Committee2. Board Sub Committee (Contracts & Purchases)3. Share Allotment & Transfer Committee4. Board Sub Committee on Resource Mobilisation

Annexure - A

6CORPORATE GOVERNANCE :

MANAGEMENT DISCUSSION AND ANALYSIS:

DIRECTORS' RESPONSIBILITY STATEMENT:

A compliance report on Corporate Governance is given as Annexure-A.

Compliance of Guidelines issued by Atomic Energy Commission has been verified and certified byShri G.P.Venkateswaran, Practicing Company Secretary. A copy of the certificate is annexed to this report as Annexure-B.

PFBR, a techno commercial venture of Fast Breeder Reactor technology, represents the commencement of the second stage of country's Nuclear Power Programme. By the year 2020, four more fast reactors of 500 MWe each are planned to be constructed. The FBR programme can sustain a significant generation capacity of about 42,231 GWe and is expected to provide energy security to our country. Your Company has a strategic role to play in the nuclear power sector in the future.The endeavor of your Company is to complete PFBR maintaining high standards of quality so that a strong foundation is laid for the FBR programme. The Indian industry is also playing a major role in the construction of PFBR, a first of a kind reactor.

The Directors confirm:1. that in the preparation of the annual accounts, the

applicable accounting standards have been followed, along with proper explanation relating to material departures;

2. that they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that period;

3. that they have taken proper and sufficient care for the maintenance of adequate accounting records, in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

4. that they have prepared the annual accounts on a going concern basis.

OBSERVATIONS OF AUDITORS: a) Observations of the Statutory Auditors:

b) Comments of the Comptroller & Auditor General of India:

APPRECIATION:

The Directors inform the Stakeholders with pleasure ththat for the 8 successive year, this year also there is no

qualification in the report of the Statutory Auditors on the accounts of the Company for the year ended

st31 March 2011.

Principal Director of Commercial Audit and Ex-Officio Member Audit Board, Chennai, after conducting a supplementary audit, on the financial statements for

stthe year ended 31 March 2011, under Section 619(3) (b) of the Companies Act 1956, has conveyed, vide their letter No PDCA/CA-Cord-I/BHAVINI/4-239/2011-

rd12/41 dated 3 June 2011 that On the basis of my audit nothing significant has come to my knowledge which would give rise to any comment upon or supplement to Statutory Auditors' report under Section 619(4) of the

thCompanies Act 1956. This is the 8 successive year that a 'Nil' comment report has been received.

The Board would like to express its gratitude to the Department of Atomic Energy, various other Ministries/Departments of the Government, Planning Commission, Atomic Energy Regulatory Board for their support. The Board of Directors would also like to place on record with gratitude for the excellent support provided by Indira Gandhi Centre for Atomic Research, Nuclear Power Corporation of India Limited, Heavy Water Board, Bhabha Atomic Research Centre, Nuclear Fuel Complex, Electronic Corporation of India Limited and other units of DAE and Indian Industries and consultants for implementation of PFBR. The Board would further like to place on record its appreciation for the services rendered by Auditors.

The Board wishes to express its special appreciation of hard work put in by each and every employee of the Company which gives confidence that the PFBR Project can be built and commissioned within the targeted schedule.

For and on behalf of Board of Directors

Sd/-(S.K.Jain)

Chairman & Managing DirectorPlace : Chennai

thDate : 4 July 2011

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

7

1. COMPANY's PHILOSOPHY ON CORPORATE GOVERNANCE:

2. BOARD OF DIRECTORS:

BHAVINI's business philosophy appreciates the need for upholding the highest standard of Corporate Governance in its operations. The management of the Company believes that strong and sound Corporate Governance is an important instrument for the protection of stakeholders and good Corporate Governance practices would enable it to face the challenges of growth effectively and successfully.

Presently Board comprises Chairman & Managing

Report on Corporate Governance

Director, two whole time Directors and five Non-Executive Directors. All Directors are professionals and have wide experience in their respective fields. A brief resume of all the Directors is given at the end of this Annual Report.Four Meetings of Board of Directors have been held

th thduring the year 2010-2011 on 7 May 2010, 9 August th2010, 22nd December 2010 and 18 March 2011. A

table showing the composition of the Board and the attendance of the members of the Board at Board Meetings and Annual General Meeting held during the year is given below:-

1 Dr.S.K.Jain, CMD 00044649 4 Yes 1

2 Shri A.P.Joshi 02328306 3 Yes 1

3 Shri V.R.Sadasivam 01734028 4 Yes 4

4 Dr. Baldev Raj(ceased to be Director w.e.f.30.04.2011) 00044813 3 No None

5 Shri S.C.Chetal 00001707 4 Yes None

6 Dr. R.K. Sinha (w.e.f. 18.11.2010) 03311031 2 No 1

7 Dr. Arbind Prasad (w.e.f.17.6.2011) 00995865 NA NA 1

8 Dr. Prabhat Kumar, Director (Construction) 00001683 4 Yes None

9 CA. B.S.Goyal, Director (Finance) 00001382 4 Yes None

No. of otherDirectorship

Sl.No Name

DirectorIdentification

NumberMeetingAttended

Attendanceat the last AGM

(9/8/2010)

Directors under Sl. No.2 and 3 are Part Time Government Directors. Directors under Sl. No. 4 to 7 areNon-Executive Directors.

None of the Directors is a member in more than 10 committees or acts as Chairman of more than five committees across all the companies in which he is a Director. Committees here mean Audit Committee & Shareholder's Grievance Committee only.

Shri T.K. Mitra, Associate Director (Technical), Shri K.A. David, Officiating Station Director and Director (Finance), NPCIL are Permanent Invitees.

The Board has constituted the following Committees:-1. Audit Committee2. Board Sub Committee (Contracts & Purchases)3. Share Allotment & Transfer Committee4. Board Sub Committee on Resource Mobilisation

Annexure - A

83) AUDIT COMMITTEE:

Brief Terms of Reference of Audit Committee:-

Board reconstituted the Audit Committee adhering the thDPE Guidelines on Corporate Governance at its 20

thMeeting held on 27 November, 2007. Presently Audit Committee comprises of two Independent Directors and one Part time Government Director.All are experienced professionals and have fair financial knowledge. Director (Finance), Statutory Auditors & Internal Auditors are invitees.Four Meetings of Audit Committee have been held

th thduring the year 2010-2011 on 7 May 2010, 9 August th th2010, 29 November 2010 and 18 March 2011. A

table showing the composition of the Audit Committee and the attendance of the Members of the Audit Committee at its Meetings held during the year is given below:-

a. Oversight of the companys financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible.

b. Recommending to the Board the fixation of audit fees.

c. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.

d. Reviewing, with the management, the annual financial statements before submission to the Board for approval, with particular reference to:i. Matters required to be included in the

Directors Responsibility Statement to be included in the Boards report in terms of clause (2AA) of section 217 of the Companies Act, 1956.

ii. Changes, if any, in accounting policies and practices and reasons for the same;

iii. Major accounting entries involving estimates

1 Shri S.C.Chetal 42 Dr.Baldev Raj,

(ceased to be memberw.e.f. 30.4.2011) 3

3 Shri V.R.Sadasivam 44 Dr. R.K. Sinha (w.e.f. 28.4.2011) N.A.

No. ofMeetingsattended

Sl.No. Name

based on the exercise of judgment by management.

iv. Significant adjustments made in the financial statements arising out of audit findings;

v. Compliance with legal requirements relating to financial statements.

vi. Disclosure of any related party transactions; andvii. Qualifications in the draft audit report.

e. Reviewing, with the management, the quarterly financial statements before submission to the Board for approval.

f. Reviewing, with the management, performance of internal auditors and adequacy of the internal control systems.

g. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit.

h. Discussion with internal auditors and / or auditors any significant findings and follow up thereon.

i. Reviewing the findings of any internal investigations by the internal auditors / auditors / agencies into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board.

j. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern.

k. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non payment of declared dividends) and creditors.

l. To review the functioning of the Whistle Blower Mechanism.

m. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.

n. To review the follow up action on the audit observations of the C&AG audit.

o. To review the follow up action taken on the recommendations of Committee on Public Undertakings (COPU) of the Parliament.

p. Provide an open avenue of communication between the independent auditor, internal auditor and the Board of Directors.

q. Review and pre-approve all related party transactions in the company. For this purpose, the

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

9

Audit Committee may designate a member who shall be responsible for pre-approving related party transactions.

r. Review with the independent auditor the coordination of audit efforts to assure completeness of coverage, reduction of redundant efforts, and the effective use of all audit resources.

s. Consider and review the following with the independent auditor and the managementThe adequacy of internal controls including computerized information system controls and s e c u r i t y, a n d r e l a t e d f i n d i n g s a n d recommendations of the independent auditor and internal auditor, together with the management responses.

t. Consider and review the following with the management, internal auditor and the independent auditor: - Significant findings during the year, including the status of previous audit recommendations- Any difficulties encountered during audit work including any restrictions on the scope of activities or access to required information.

This Sub Committee is entrusted with the responsibility of approving the Contracts & Purchases for the Company, which are above the delegated powers to Chairman & Managing Directors but upto the limit of ` 100 Crores. The Committee met once during the

thfinancial year on 18 March 2011. Presently this committee comprises of:-

(i) Dr.S.K.Jain .. Chairman(ii) Shri A.P.Joshi .. Member(iii) Shri V.R.Sadasivam .. Member(iv) CA.B.S.Goyal .. Member

Dr. Prabhat Kumar is a permanent invitee.

This Committee considers the allotment and transfer of shares and issuance of share certificates and other matters incidental thereto. Presently this committee comprises of:-(i) Dr.S.K.Jain .. Chairman(ii) Shri A.P.Joshi .. Member

4) BOARD SUB COMMITTEE (CONTRACTS & PURCHASES):

5) SHARE ALLOTMENT AND TRANSFER COMMITTEE :

(iii) Shri V.R.Sadasivam .. Member(iv) Dr. Prabhat Kumar .. Member

th thBoard at its 27 Meeting held on 8 May, 2009 has constituted Board Sub Committee on Resource Mobilization to oversee and decide the borrowings on its behalf. Presently this committee comprises of :-

(i) Dr.S.K.Jain .. Chairman(ii) Shri A.P.Joshi .. Member(iii) Shri V.R.Sadasivam .. Member(iv) CA.B.S.Goyal .. Member

The Company has not entered into any materially significant transactions, during the year 2010-2011 with Promoters, Directors, Senior Management personnel etc. other than the transactions, if any entered into, in the normal course of Companys business.Report on Statutory Compliances are placed before the Board annually at the first meeting of the financial year. No penalties, strictures imposed on the Company by any statutory authority on any matter related to any guidelines issued by Government of India.It is confirmed that no presidential directives have been issued by the Central Government during the financial year.It is confirmed that items of expenditure debited in books of accounts are for the purpose of the business only except amount spent on corporate social responsibility activities.It is confirmed that no personnel has been denied access to the Audit Committee.

The Companys website (www.bhavini.nic.in) provides information on the Company and its performance.Matters of interest to employees are circulated internally through intranet in the form of Notices, Office Orders and Circulars.Companys first project is under construction. Entire shareholding of the Company is held by President of India and Nuclear Power Corporation of India Limited. Hence, publication of financial results is not applicable.

thFor the 8 successive year, this year also there is no audit qualification/comment in the Report of the

6) BOARD SUB COMMITTEE ON RESOURCE MOBILIZATION:

7) DISCLOSURES:

8) MEANS OF COMMUNICATION:

9) AUDIT QUALIFICATION:

83) AUDIT COMMITTEE:

Brief Terms of Reference of Audit Committee:-

Board reconstituted the Audit Committee adhering the thDPE Guidelines on Corporate Governance at its 20

thMeeting held on 27 November, 2007. Presently Audit Committee comprises of two Independent Directors and one Part time Government Director.All are experienced professionals and have fair financial knowledge. Director (Finance), Statutory Auditors & Internal Auditors are invitees.Four Meetings of Audit Committee have been held

th thduring the year 2010-2011 on 7 May 2010, 9 August th th2010, 29 November 2010 and 18 March 2011. A

table showing the composition of the Audit Committee and the attendance of the Members of the Audit Committee at its Meetings held during the year is given below:-

a. Oversight of the companys financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible.

b. Recommending to the Board the fixation of audit fees.

c. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.

d. Reviewing, with the management, the annual financial statements before submission to the Board for approval, with particular reference to:i. Matters required to be included in the

Directors Responsibility Statement to be included in the Boards report in terms of clause (2AA) of section 217 of the Companies Act, 1956.

ii. Changes, if any, in accounting policies and practices and reasons for the same;

iii. Major accounting entries involving estimates

1 Shri S.C.Chetal 42 Dr.Baldev Raj,

(ceased to be memberw.e.f. 30.4.2011) 3

3 Shri V.R.Sadasivam 44 Dr. R.K. Sinha (w.e.f. 28.4.2011) N.A.

No. ofMeetingsattended

Sl.No. Name

based on the exercise of judgment by management.

iv. Significant adjustments made in the financial statements arising out of audit findings;

v. Compliance with legal requirements relating to financial statements.

vi. Disclosure of any related party transactions; andvii. Qualifications in the draft audit report.

e. Reviewing, with the management, the quarterly financial statements before submission to the Board for approval.

f. Reviewing, with the management, performance of internal auditors and adequacy of the internal control systems.

g. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit.

h. Discussion with internal auditors and / or auditors any significant findings and follow up thereon.

i. Reviewing the findings of any internal investigations by the internal auditors / auditors / agencies into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the Board.

j. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern.

k. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non payment of declared dividends) and creditors.

l. To review the functioning of the Whistle Blower Mechanism.

m. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.

n. To review the follow up action on the audit observations of the C&AG audit.

o. To review the follow up action taken on the recommendations of Committee on Public Undertakings (COPU) of the Parliament.

p. Provide an open avenue of communication between the independent auditor, internal auditor and the Board of Directors.

q. Review and pre-approve all related party transactions in the company. For this purpose, the

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

9

Audit Committee may designate a member who shall be responsible for pre-approving related party transactions.

r. Review with the independent auditor the coordination of audit efforts to assure completeness of coverage, reduction of redundant efforts, and the effective use of all audit resources.

s. Consider and review the following with the independent auditor and the managementThe adequacy of internal controls including computerized information system controls and s e c u r i t y, a n d r e l a t e d f i n d i n g s a n d recommendations of the independent auditor and internal auditor, together with the management responses.

t. Consider and review the following with the management, internal auditor and the independent auditor: - Significant findings during the year, including the status of previous audit recommendations- Any difficulties encountered during audit work including any restrictions on the scope of activities or access to required information.

This Sub Committee is entrusted with the responsibility of approving the Contracts & Purchases for the Company, which are above the delegated powers to Chairman & Managing Directors but upto the limit of ` 100 Crores. The Committee met once during the

thfinancial year on 18 March 2011. Presently this committee comprises of:-

(i) Dr.S.K.Jain .. Chairman(ii) Shri A.P.Joshi .. Member(iii) Shri V.R.Sadasivam .. Member(iv) CA.B.S.Goyal .. Member

Dr. Prabhat Kumar is a permanent invitee.

This Committee considers the allotment and transfer of shares and issuance of share certificates and other matters incidental thereto. Presently this committee comprises of:-(i) Dr.S.K.Jain .. Chairman(ii) Shri A.P.Joshi .. Member

4) BOARD SUB COMMITTEE (CONTRACTS & PURCHASES):

5) SHARE ALLOTMENT AND TRANSFER COMMITTEE :

(iii) Shri V.R.Sadasivam .. Member(iv) Dr. Prabhat Kumar .. Member

th thBoard at its 27 Meeting held on 8 May, 2009 has constituted Board Sub Committee on Resource Mobilization to oversee and decide the borrowings on its behalf. Presently this committee comprises of :-

(i) Dr.S.K.Jain .. Chairman(ii) Shri A.P.Joshi .. Member(iii) Shri V.R.Sadasivam .. Member(iv) CA.B.S.Goyal .. Member

The Company has not entered into any materially significant transactions, during the year 2010-2011 with Promoters, Directors, Senior Management personnel etc. other than the transactions, if any entered into, in the normal course of Companys business.Report on Statutory Compliances are placed before the Board annually at the first meeting of the financial year. No penalties, strictures imposed on the Company by any statutory authority on any matter related to any guidelines issued by Government of India.It is confirmed that no presidential directives have been issued by the Central Government during the financial year.It is confirmed that items of expenditure debited in books of accounts are for the purpose of the business only except amount spent on corporate social responsibility activities.It is confirmed that no personnel has been denied access to the Audit Committee.

The Companys website (www.bhavini.nic.in) provides information on the Company and its performance.Matters of interest to employees are circulated internally through intranet in the form of Notices, Office Orders and Circulars.Companys first project is under construction. Entire shareholding of the Company is held by President of India and Nuclear Power Corporation of India Limited. Hence, publication of financial results is not applicable.

thFor the 8 successive year, this year also there is no audit qualification/comment in the Report of the

6) BOARD SUB COMMITTEE ON RESOURCE MOBILIZATION:

7) DISCLOSURES:

8) MEANS OF COMMUNICATION:

9) AUDIT QUALIFICATION:

10

Statutory Auditors/Supplementary Audit Report of Comptroller and Auditor General of India on the accounts of the Company for the year ended

st31 March 2011.

Guidelines on Corporate Governance (para 6.3.2) issued by Department of Public Enterprises (DPE) requires that the Board should implement policies and procedures which should include :-(a) Staff responsibilities in relation to fraud prevention

and identification(b) Responsibility of fraud investigation once a fraud

has been identified(c) Process of reporting of fraud related matters to

management

10) RISK MANAGEMENT FRAUD PREVENTION POLICY (WHISTLE BLOWER POLICY) :

(d) Reporting and recording process to be followed to record allegations of fraud

(e) Requirements of training to be conducted on fraud prevention and identification.

Accordingly BHAVINI has framed Risk Management Fraud Prevention Policy which is in force w.e.f.

th15 January, 2008. The said policy has been posted in the website of the Company.

The Board of Directors has laid down a Code of Conduct for the Board Members and Sr. Management personnel of the Company. A copy of the code is available on the website of the Company. All the members of the Board and Senior Management Personnel have affirmed compliance of the Code of Conduct for the financial year ended on March, 31, 2011.

11) CODE OF CONDUCT :

To,The Members,Bharatiya Nabhikiya Vidyut Nigam Limited,No. 51, Montieth Road,Egmore, Chennai 600 008.I have examined the compliance of the conditions of Corporate Governance by Bharatiya Nabhikiya Vidyut

stNigam Limited for the year ended 31 March 2011 as stipulated in the Guidelines for Bharatiya Nabhikiya Vidyut Nigam Limited issued by the Atomic Energy Commission in 2009.

The compliance of the conditions of Corporate Governance is the responsibility of the management. My examination was limited to review of the procedures and implementation thereof, adopted by the Company for ensuring the compliance with the condi t ions of the Corporate Governance recommended by the Atomic Energy Commission in their Guidelines. It is neither an audit nor an expression of opinion on the financial statements of the Company.

Annexure B

CERTIFICATE OF THE PRACTISING COMPANY SECRETARY ON CORPORATE GOVERNANCE

In my opinion and to the best of my information and according to the explanation given to me and the representation made by the management, I certify that the Company has generally complied with conditions of Corporate Governance to the extent possible as stipulated by Atomic Energy Commission in the Guidelines for Bharatiya Nabhikiya Vidyut Nigam Limited issued in 2009 except for the recommendation for appointment of independent directors on the Board.

I further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency with which the management has conduced the affairs of the Company.

Sd/-G.P. VenkateswaranCompany SecretaryF.C.S. 1208 C.P. 1746

Place : ChennaiDate : 20.4.2011

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

11

AUDITOR'S REPORT

TO THE MEMBERS OF BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

We have audited the attached Balance Sheet of stBharatiya Nabhikiya Vidyut Nigam Ltd. as at 31 March

2011 and the Statement of expenditure during construction period pending allocation for the year ended on that date, prepared along with Profit and Loss Account, annexed thereto. These financial s tatements are the responsib i l i ty of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosure in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

Further to our comments in the Annexure referred to above, we report that:

i. We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit;

ii. In our opinion, proper books of account as required by law have been kept by the company so far as appears from our examination of those books;

iii. The Balance Sheet, Profit & Loss Account and Statement of Expenditure during construction

period pending allocation dealt with by this report are in agreement with the books of account;

iv. In our opinion, the Balance Sheet, Profit & Loss Account and Statement of Expenditure during construction period pending allocation dealt with by this report comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956;

v. As explained to us, in terms of circular datednd22 March 2002 issued by the Department of

Company Affairs, provisions of Sec 274(1)(g) regarding disqualification of the Directors are not attracted by the Company;

vi. In our opinion and to the best of our information and according to the explanations given to us, the said Financial Statements give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state stof affairs of the Company as at 31 March,

2011; and

b) in the case of Profit & Loss Account, of the stprofit for the year ended 31 March 2011.

c) in the case of the Statement of Expenditure during construction period pending allocation, of the expenditure pending allocation for the year ended on that date.

For M.K. DANDEKER & CO. (lCAl Reg. No. 000679S)

Sd/-S. NEELAKANTAN

PartnerChartered Accountants Membership No.018961

PLACE : KALPAKKAMthDATED : 28 April 2011

10

Statutory Auditors/Supplementary Audit Report of Comptroller and Auditor General of India on the accounts of the Company for the year ended

st31 March 2011.

Guidelines on Corporate Governance (para 6.3.2) issued by Department of Public Enterprises (DPE) requires that the Board should implement policies and procedures which should include :-(a) Staff responsibilities in relation to fraud prevention

and identification(b) Responsibility of fraud investigation once a fraud

has been identified(c) Process of reporting of fraud related matters to

management

10) RISK MANAGEMENT FRAUD PREVENTION POLICY (WHISTLE BLOWER POLICY) :

(d) Reporting and recording process to be followed to record allegations of fraud

(e) Requirements of training to be conducted on fraud prevention and identification.

Accordingly BHAVINI has framed Risk Management Fraud Prevention Policy which is in force w.e.f.

th15 January, 2008. The said policy has been posted in the website of the Company.

The Board of Directors has laid down a Code of Conduct for the Board Members and Sr. Management personnel of the Company. A copy of the code is available on the website of the Company. All the members of the Board and Senior Management Personnel have affirmed compliance of the Code of Conduct for the financial year ended on March, 31, 2011.

11) CODE OF CONDUCT :

To,The Members,Bharatiya Nabhikiya Vidyut Nigam Limited,No. 51, Montieth Road,Egmore, Chennai 600 008.I have examined the compliance of the conditions of Corporate Governance by Bharatiya Nabhikiya Vidyut

stNigam Limited for the year ended 31 March 2011 as stipulated in the Guidelines for Bharatiya Nabhikiya Vidyut Nigam Limited issued by the Atomic Energy Commission in 2009.

The compliance of the conditions of Corporate Governance is the responsibility of the management. My examination was limited to review of the procedures and implementation thereof, adopted by the Company for ensuring the compliance with the condi t ions of the Corporate Governance recommended by the Atomic Energy Commission in their Guidelines. It is neither an audit nor an expression of opinion on the financial statements of the Company.

Annexure B

CERTIFICATE OF THE PRACTISING COMPANY SECRETARY ON CORPORATE GOVERNANCE

In my opinion and to the best of my information and according to the explanation given to me and the representation made by the management, I certify that the Company has generally complied with conditions of Corporate Governance to the extent possible as stipulated by Atomic Energy Commission in the Guidelines for Bharatiya Nabhikiya Vidyut Nigam Limited issued in 2009 except for the recommendation for appointment of independent directors on the Board.

I further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency with which the management has conduced the affairs of the Company.

Sd/-G.P. VenkateswaranCompany SecretaryF.C.S. 1208 C.P. 1746

Place : ChennaiDate : 20.4.2011

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

11

AUDITOR'S REPORT

TO THE MEMBERS OF BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

We have audited the attached Balance Sheet of stBharatiya Nabhikiya Vidyut Nigam Ltd. as at 31 March

2011 and the Statement of expenditure during construction period pending allocation for the year ended on that date, prepared along with Profit and Loss Account, annexed thereto. These financial s tatements are the responsib i l i ty of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosure in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

As required by the Companies (Auditor's Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

Further to our comments in the Annexure referred to above, we report that:

i. We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit;

ii. In our opinion, proper books of account as required by law have been kept by the company so far as appears from our examination of those books;

iii. The Balance Sheet, Profit & Loss Account and Statement of Expenditure during construction

period pending allocation dealt with by this report are in agreement with the books of account;

iv. In our opinion, the Balance Sheet, Profit & Loss Account and Statement of Expenditure during construction period pending allocation dealt with by this report comply with the accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956;

v. As explained to us, in terms of circular datednd22 March 2002 issued by the Department of

Company Affairs, provisions of Sec 274(1)(g) regarding disqualification of the Directors are not attracted by the Company;

vi. In our opinion and to the best of our information and according to the explanations given to us, the said Financial Statements give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state stof affairs of the Company as at 31 March,

2011; and

b) in the case of Profit & Loss Account, of the stprofit for the year ended 31 March 2011.

c) in the case of the Statement of Expenditure during construction period pending allocation, of the expenditure pending allocation for the year ended on that date.

For M.K. DANDEKER & CO. (lCAl Reg. No. 000679S)

Sd/-S. NEELAKANTAN

PartnerChartered Accountants Membership No.018961

PLACE : KALPAKKAMthDATED : 28 April 2011

12

1. In respect of its fixed assets: a. The Company has maintained records showing full

particulars, including Quantitative details and situation of fixed assets.

b. The Fixed Assets have been physically verified by the Management at regular Intervals. No material discrepancies were noticed on such verification.

c. No substantial part of Fixed Assets has been disposed off during the year.

2. In respect of its inventories:As explained to us, inventories have been physically verified by the management at regular intervals during the year.In our opinion and according to the information and explanation given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business. The company has maintained proper records of inventories. As explained to us, no material discrepancies were noticed on physical verification of inventory as compared to stock records.

3. The Company has neither granted nor taken any loans, secured or unsecured to or from companies, firms or other parties covered in the register maintained u/s.301 of the Act.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of the business for the purchase of inventory and fixed assets. As the project is under construction there is no sales activity.

5. According to the information and explanations given to us, we are of the opinion that there are no transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 and therefore paragraph 4(v) of the said order is not applicable.

6. According to the information and explanations given to us the Company has not accepted deposits from the public and the provisions of Section 58A and 58AA of the Act, rules framed there under and other relevant directives issued by the Reserve Bank of India are not applicable to the Company.

7. In our opinion the Company has an internal Audit System which is commensurate with its size and nature of business.

8. The Central Government has prescribed the maintenance of cost records as per Notification dated

st21 December 2001 issued by the Department of

ANNEXURE TO THE AUDITORS REPORT (Referred to in our Report of even date)

Company Affairs, Govt of India, under section 209(1) (d) of the Companies Act, 1956, in relation to the activities of the Company. In our opinion and as explained to us, the companys plant and machinery is still under construction and yet to be installed and has no turnover during the year, therefore maintenance of cost records is not required as per proviso to the clause 3 of para 2 of the said Notification. Hence, paragraph 4(viii) of the Order is not applicable.

9. (a) In our opinion and according to the information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Income Tax, Sales Tax with the appropriate authorities. There are no arrears of outstanding statutory dues as at 31.03.2011 for a period of more than six months from the date they became payable. (b) According to the information and explanations given to us there are no dues of Income Tax /Sales taxlWealth tax/Service tax/Customs Dutyl Excise Duty/Cess which have not been deposited on account of any dispute.

10. The Company has not commenced commercial operations and therefore paragraph 4(x) of the said Order is not applicable.

11. The company has not borrowed funds from any financial institution, bank or by way of debentures and therefore paragraph 4(xi) of the said Order is not applicable.

12. The Company has not granted any loans and advances on the basis of security by way of pledge of share, debentures and other securities and therefore paragraph 4(xii) of the said Order is not applicable.

13 The provisions of any special statute applicable to chit fund and nidhi mutual benefit fund society are not applicable to the company and therefore paragraph 4(xiii) of the said Order is not applicable.

14. The company is not dealing in or trading in shares, securities, debentures and other investments and therefore paragraph 4(xiv) of the said Order is not applicable.

15. According to information and explanation given to us, the company has not given guarantee for loans taken by others from banks or financial institution and therefore paragraph 4(xv) of the said Order is not applicable.

16. The Company has not availed any Term Loans during the period and therefore paragraph 4(xvi) of the said Order is not applicable.

17. The Company has not borrowed any funds either on short term basis or on long term basis and therefore paragraph 4(xvii) of the said Order is not applicable.

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

13

18. The Company has not made any preferential allotment of shares other than shares allotted to Govt. of India during the year and therefore paragraph 4(xviii) of the said Order is not applicable.

19. During the year covered by our Audit Report, the Company has not issued any debentures and therefore paragraph 4(xix) of the said Order is not applicable.

20. During the year covered by our Audit Report, the Company has not raised any money by public issue and therefore paragraph 4(xx) of the said Order is not applicable.

21. Based upon the audit procedures performed and as per the information and explanations given to us by the management, we report that no fraud on or by the

company has been noticed during the period covered by our Audit Report and therefore paragraph 4(xxi) of the said Order is not applicable.

For M.K. DANDEKER & CO. (ICAI Reg. No. 000679S)

Sd/- S. NEELAKANTAN

Partner Chartered Accountants Membership No.018961

PLACE : KALPAKKAMthDATED : 28 April 2011

12

1. In respect of its fixed assets: a. The Company has maintained records showing full

particulars, including Quantitative details and situation of fixed assets.

b. The Fixed Assets have been physically verified by the Management at regular Intervals. No material discrepancies were noticed on such verification.

c. No substantial part of Fixed Assets has been disposed off during the year.

2. In respect of its inventories:As explained to us, inventories have been physically verified by the management at regular intervals during the year.In our opinion and according to the information and explanation given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business. The company has maintained proper records of inventories. As explained to us, no material discrepancies were noticed on physical verification of inventory as compared to stock records.

3. The Company has neither granted nor taken any loans, secured or unsecured to or from companies, firms or other parties covered in the register maintained u/s.301 of the Act.

4. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of the business for the purchase of inventory and fixed assets. As the project is under construction there is no sales activity.

5. According to the information and explanations given to us, we are of the opinion that there are no transactions that need to be entered into the register maintained under section 301 of the Companies Act, 1956 and therefore paragraph 4(v) of the said order is not applicable.

6. According to the information and explanations given to us the Company has not accepted deposits from the public and the provisions of Section 58A and 58AA of the Act, rules framed there under and other relevant directives issued by the Reserve Bank of India are not applicable to the Company.

7. In our opinion the Company has an internal Audit System which is commensurate with its size and nature of business.

8. The Central Government has prescribed the maintenance of cost records as per Notification dated

st21 December 2001 issued by the Department of

ANNEXURE TO THE AUDITORS REPORT (Referred to in our Report of even date)

Company Affairs, Govt of India, under section 209(1) (d) of the Companies Act, 1956, in relation to the activities of the Company. In our opinion and as explained to us, the companys plant and machinery is still under construction and yet to be installed and has no turnover during the year, therefore maintenance of cost records is not required as per proviso to the clause 3 of para 2 of the said Notification. Hence, paragraph 4(viii) of the Order is not applicable.

9. (a) In our opinion and according to the information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Income Tax, Sales Tax with the appropriate authorities. There are no arrears of outstanding statutory dues as at 31.03.2011 for a period of more than six months from the date they became payable. (b) According to the information and explanations given to us there are no dues of Income Tax /Sales taxlWealth tax/Service tax/Customs Dutyl Excise Duty/Cess which have not been deposited on account of any dispute.

10. The Company has not commenced commercial operations and therefore paragraph 4(x) of the said Order is not applicable.

11. The company has not borrowed funds from any financial institution, bank or by way of debentures and therefore paragraph 4(xi) of the said Order is not applicable.

12. The Company has not granted any loans and advances on the basis of security by way of pledge of share, debentures and other securities and therefore paragraph 4(xii) of the said Order is not applicable.

13 The provisions of any special statute applicable to chit fund and nidhi mutual benefit fund society are not applicable to the company and therefore paragraph 4(xiii) of the said Order is not applicable.

14. The company is not dealing in or trading in shares, securities, debentures and other investments and therefore paragraph 4(xiv) of the said Order is not applicable.

15. According to information and explanation given to us, the company has not given guarantee for loans taken by others from banks or financial institution and therefore paragraph 4(xv) of the said Order is not applicable.

16. The Company has not availed any Term Loans during the period and therefore paragraph 4(xvi) of the said Order is not applicable.

17. The Company has not borrowed any funds either on short term basis or on long term basis and therefore paragraph 4(xvii) of the said Order is not applicable.

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

13

18. The Company has not made any preferential allotment of shares other than shares allotted to Govt. of India during the year and therefore paragraph 4(xviii) of the said Order is not applicable.

19. During the year covered by our Audit Report, the Company has not issued any debentures and therefore paragraph 4(xix) of the said Order is not applicable.

20. During the year covered by our Audit Report, the Company has not raised any money by public issue and therefore paragraph 4(xx) of the said Order is not applicable.

21. Based upon the audit procedures performed and as per the information and explanations given to us by the management, we report that no fraud on or by the

company has been noticed during the period covered by our Audit Report and therefore paragraph 4(xxi) of the said Order is not applicable.

For M.K. DANDEKER & CO. (ICAI Reg. No. 000679S)

Sd/- S. NEELAKANTAN

Partner Chartered Accountants Membership No.018961

PLACE : KALPAKKAMthDATED : 28 April 2011

14

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

15

Sd/-(S.K. Jain)

Chairman & Managing Director

Sd/-(S.K. Jain)

Chairman & Managing Director

14

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

15

Sd/-(S.K. Jain)

Chairman & Managing Director

Sd/-(S.K. Jain)

Chairman & Managing Director

16 17

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

16 17

BHARATIYA NABHIKIYA VIDYUT NIGAM LIMITED

18

SCHEDULE - 4CURRENT ASSETS, LOANS AND ADVANCES (In Rupees)

As at As at 31.03.2011 31.03.2010

A : CURRENT ASSETS1. Inventories (Including material in transit) (At cost as certified by the Management) i) Stores and Spares 124,491,439 53,065,095

124,491,439 53,065,095 2. Cash and Bank Balances Cash in hand - - Cash at Bank i) With Scheduled Banks - In Current accounts 38,302,811 3,148,326,951 - In Deposit accounts 2,007,522,724 1,280,000,000

2,045,825,535 4,428,326,951 3. Other Current Assets i) Interest accrued on Deposits/Advances 13,853,887 14,521,897 ii) Interest accrued but not due on loans to staff 463,708 346,689 iii) Others 902,528