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Wednesday, June 15, 2011

ACC Cements

COMPANY PROFILE
Cement has proved to be the most versatile and reliable of building materials, standing the exacting tests of time, weather and disaster with marked resilience. ACC embody the versatile qualities of this wonder material. Acknowledge as a pioneer and trend setter in cement, ACC has continued to stand part as an enduring name in the corporate world.

HERITAGE-A CORPORATE SAGA:
Ours has been an interesting story - one that inspired a book. ACC was formed in 1936 when ten existing cement companies came together under one umbrella in a historic merger - the country's first notable merger at a time when the term mergers and acquisitions was not even coined. The history of ACC spans a wide canvas beginning with the lonely struggle of its pioneer F E Dinshaw and other Indian entrepreneurs like him who founded the Indian cement industry. Their efforts to face competition for survival in a small but aggressive market mingled with the stirring of a country's nationalist pride that touched all walks of life - including trade, commerce and business.

The first success came in a move towards cooperation in the country's young cement industry and culminated in the historic merger of ten companies to form a cement giant. These companies belonged to four prominent business groups - Tatas, Khataus, Killick Nixon and F E Dinshaw groups. ACC was formally established on August 1, 1936. Sadly, F E Dinshaw, the man recognized as the founder of ACC, died in January 1936; just months before his dream could be realized.

ACC stands out as the most unique and successful merger in Indian business history, in which the distinct identities of the constituent companies were melded into a new cohesive organization - one that has survived and retained its position of leadership in industry. In a sense, the formation of ACC represents a quest for the synergy of good business practices, values and shared objectives. The use of the plural in ACC's original name, The Associated Cement Companies Limited, itself indicated the company's origins from a merger. Many years later, some stockbrokers in the country's leading stock exchanges continued to refer to this company simply as 'The Merger'.

ACC’s FIRST BOARD MEETING IN 1936 AT ESPLANADE:
Sir Nowroji B Saklatvala was the first chairman of ACC. The first Board included distinguished luminaries of the Indian business world of the time - names like J R D Tata, Ambalal Sarabhai, Walchand Hirachand, Dharamsey Khatau, Sir Akbar Hydari, Nawab Salar Jung Bahadur and Sir Homy Mody among others.

A STRATEGIC ALLIANCE:
The house of Tata was intimately associated with the heritage and history of ACC, right from its formation in 1936 upto 2000.

Between the years 1999 and 2000, the Tata group sold all 14.45 percent of its shareholding in ACC in three stages to subsidiary companies of Gujarat Ambuja cements ltd (GACL), who are now the largest single shareholder in ACC. This has enabled ACC to enter into a strategic alliance with GACL; a company reputed for its brand image and cost leadership in the cement industry.

HOLCIM-A NEW PARTNERSHIP:
The house of Tata was intimately associated with the heritage and history of ACC, right from its formation in 1936 upto 2000. Between the years 1999 and 2000, the Tata group sold all 14.45 per cent of its shareholding in ACC in three stages to subsidiary companies of Gujarat Ambuja Cements Ltd (later called Ambuja Cement Ltd), who then became the largest single shareholder in ACC.

A new association was forged between ACC and the Holcim group of Switzerland in 2005. In January 2005, Holcim announced its plans to enter into a long-term strategic alliance with the Ambuja Group by acquiring a majority stake in Ambuja Cements India Ltd. (ACIL), which at the time held 13.8 per cent of the total equity shares in ACC. Holcim simultaneously announced its bid to make an open offer to ACC shareholders, through Holdcem Cement Pvt Limited and ACIL, to acquire a majority shareholding in ACC. An open offer was made by Holdcem Cement Pvt. Limited along with Ambuja Cements India Ltd. (ACIL), following which the shareholding of ACIL increased to 34.69 per cent of the Equity share capital of ACC. Consequently, ACIL filed declarations indicating their shareholding and declaring itself as a Promoter of ACC.

Holcim is the world leader in cement as well as being large suppliers of concrete, aggregates and certain construction-related services. Holcim is also a respected name in information technology and research and development. The group has its headquarters in Switzerland with worldwide operations spread across more than 70 countries. Considering the formidable global presence of Holcim and its excellent reputation, the Board of ACC welcomed this new association.

ACC’s HEAD OFFICE:
ACC's registered office was first located at Esplanade House in South Mumbai, a graceful edifice that still stands out in its neighborhood. The head office then shifted to its own premises in Cement House shown here. The address of this stately building was then Number 1, Queen's Road, Church gate. An all-India competition in 1938 had invited leading architects of the time to send in their designs of which this elegant design made by Ballardie Thompson & Mathews was chosen as the winning entry. Work on its construction began in 1939 and was completed during the War period. The building was occupied by the Royal Air Force and vacated only in 1946. In 2009, a unique project, has transformed Cement House into a energy efficient environment-friendly building.

CORPORATE GOVERNANCE AT ACC CEMENT LIMITED:
The importance of corporate governance has always been recognized in ACC. Much before corporate governance guidelines became applicable and mandatory for listed companies, ACC had systems in place for effective strategic planning and processes, risk mgt, HRD and succession planning. The Audit Committee in ACC was constituted as far back as in 1986. The shareholders-Investors Grievance Committee was formed way back in 1962 and the compensation committee was convened since 1993.The company’s core values are based on integrity, respect for the law and strict compliance thereof, emphasis on product quality and a caring spirit. Corporate Governance therefore in ACC is a way of life.

ACC is professionally managed company with a majority of its Directors being Independent Directors. The Board of Directors has always consisted of persons who are professionals in their respective fields and with unquestionable integrity and reputation. The role, responsibility and accountability of the Board of Directors is clearly defined. Members of the Board have full freedom to express their views on matters placed before them for deliberation and consideration.

It is the continuous Endeavour of the Board of Directors to achieve the highest standards of Corporate Governance through the adoption of a strategic planning process, succession planning for attracting, motivating and energizing human resources, identification of major risks and the way and means to manage such risks, an effective communication policy and integrity of company’s internal control systems. The Board of Directors are also constantly looking at ways and means to ensure that the most effective use is made of the scarce resources at its disposal and that the mgt and employees have the freedom to take the company forward within the framework of effective accountability.

The annual reports, press releases and other communication have always made full disclosures on various facets of importance to stakeholders, particularly with regard to information relating to financial matters, company’s operations/performance, stock movements etc.

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