Pidilite Industries Annual Report 2010

Annual Report

2009 – 2010

building bonds

building bonds
???Building Bonds??™ has been the foundation of our interaction with all our internal and external stakeholders. This year we take our philosophy to the next level infusing it with a renewed sense of creativity. Creativity is what excites and drives us. It is a spark that, we believe, will ignite the imagination of those directly and indirectly associated with Pidilite.

Company Information

Board of Directors

B K Parekh S K Parekh M B Parekh N K Parekh R M Gandhi N J Jhaveri Bansi S Mehta Ranjan Kapur Yash Mahajan Bharat Puri D Bhattacharya A B Parekh A N Parekh V S Vasan J L Shah

Chairman Vice Chairman Managing Director Joint Managing Director Director Director Director Director Director Director Director Wholetime Director Wholetime Director Wholetime Director (up to 21.10.2009) Wholetime Director (wef 21.10.2009)

Corporate Office Ramkrishna Mandir Road Off Mathuradas Vasanji Road Andheri (E), Mumbai 400 059 Registered Office Regent Chambers, 7th Floor Jamnalal Bajaj Marg 208, Nariman Point Mumbai 400 021 Registrar & Transfer Agent TSR Darashaw Limited 6-10, Haji Moosa Patrawala Ind. Estate 20, Dr. E Moses Road, Mahalaxmi Mumbai 400 011

President & Company Secretary P C Patel Solicitors & Advocates Wadia Ghandy & Co Auditors Haribhakti & Co Internal Auditors Mahajan & Aibara Bankers Indian Overseas Bank Corporation Bank ICICI Bank The Royal Bank of Scotland N.V.

contents

02 Company Information 04 Management Discussion and Analysis 11 Economic Value Added (EVA) 12 Financial Charts 14 10 Years Financial Performance 16 Directors??™ Report 22 Corporate Social Responsibility Report 24 Annexure I to the Directors??™ Report 27 Auditor??™s Report 30 Balance Sheet 31 Profit & Loss Account 32 Schedules 56 Cash Flow Statement 58 Statement Pursuant to Section 212 60 Corporate Governance Report 65 Corporate Governance Compliance Certificate 66 Information for Shareholders 68 Consolidated Financial Statements

PIDILITE ANNUAL REPORT 2009-10

3

Management Discussion & Analysis
Pidilite Industries Limited on a stand-alone basis achieved 10% growth in net sales. However, excluding the sales from the ???Others??? segment, net sales growth was 15%. Earnings before depreciation, interest, tax and foreign exchange loss increased by 60%, profit before tax (PBT) increased by 102% and profit after tax (PAT) increased by 97% on a stand-alone basis. The profitability of the Company significantly improved in the current year due to lower material costs, strengthening of Indian Rupee, lower duties and control on costs. Sales growth picked up in the second half of the year, due to improvement in economic conditions. The Company??™s sales have grown at a CAGR of 18% over the last five years. On a consolidated basis, Pidilite net sales grew by 10%, PBT increased by 144% and PAT increased by 144%. Overseas Subsidiaries reduced losses in the current year due to reduction in costs and improved economic conditions.

Performance by Industry Segment

Consumer and Bazaar Products Branded Consumer and Bazaar Products Segment contributed to 77% of the total net sales of the Company and grew by 15%. Net sales of branded Adhesives and Sealants grew by 14% and contributed 49% of the total sales of the Company. Construction and Paint Chemicals grew by 17% and Art Materials and other products grew by 13%. Growth rates improved in the second half of the year. Consumer and Bazaar Product sales have grown at a CAGR of 18% over the last 5 years. Exports of Consumer and Bazaar products grew by 11% to Rs 945 million and have grown at a CAGR of 31% over the last 5 years. Profit before interest and tax for the Consumer and Bazaar segment increased by 51%.

BUSINESS SEGMENTS %

18%

CONSUMER & BAZAAR PRODUCTS Adhesives & Sealants Construction / Paint Chemicals Art Materials & Others SPECIALITY INDUSTRIAL CHEMICALS Industrial Resins Industrial Adhesives Organic Pigments & Preparations

49%
10%
8%
6%

1%

8%

OTHERS

2009-10

Speciality Industrial Chemicals Speciality Industrial Chemicals contributed 22% of the total sales of the Company and grew by 14%. Exports of Speciality Industrial Chemicals declined by 12.4% to Rs 856 million due to adverse global economic conditions. Profit before interest and tax for the Speciality Industrial Chemicals segment grew by 72%.

Others This segment largely consists of the Vinyl Acetate Monomer manufacturing unit merged into the Company effective 1st April 2007. Since the pricing of bought out VAM was more advantageous, the Company opted to import rather than operate the plant. Consequently the revenue in this segment was only Rs 157 million as compared to Rs 932 million in the previous year. The Company is evaluating options to manufacture other products in the plant as in the near future import of VAM is likely to be more viable.

PID ILITE ANNUAL RE PORT 2009 -10

5

New products

In the adhesives category the Company has started expanding its range of products by introducing new products for the joinery segment. These products are used in mechanized joinery and modular furniture units. During the year the Company acquired the retail wood working brand of Henkel, i.e. Woodlok. Products under this brand were relaunched in select markets in the second half of the year. The Company has started expanding its range of Dr. Fixit Flooring Solutions for use in industrial and commercial flooring. Superior grades of Tile Fixing Products were introduced under Roff brand during the year. The Company has introduced the SMARTCARE range of products for healthcare & hospitality segments. M Seal Super, a versatile epoxy putty meant for DIY applications which can be used in both wet and dry conditions, was introduced during the year.

In the Arts & Stationary range several innovative products/modifications were introduced to serve consumers better. Fevistik Blue and Fevistik Purple are new introductions. Unlike regular white glue, these coloured sticks, when applied, appear coloured but the colour disappears after a few seconds enabling young children to see and control the application of glue. New products launched during 2009-10 in the Industrial Products segment range include Binders for water based links and overprint varnishes. A high performance binder was introduced for decorative texture paints. In the leather product range an important addition was made in the form of high performance upgradation compound.

Customer relations

Pidilite and Fevicol celebrated their Golden Jubilee Year in 2009-10. There were many initiatives linked with the Golden Jubilee celebration involving dealers, carpenters and trade partners. A special Golden Jubilee Furniture Book was launched and was well appreciated with a print of over 30,000 copies. Dr. Fixit Institute (DFI) of Structural, Protection and Rehabilitation continued the successful Healthy Construction Lecture Series to increase awareness of the Global Best Practices in this field. 3R??™s ??“ A publication for leading experts on Repair, Restoration, Renewal of built environment was initiated to position DFI and the Dr. Fixit brand as an expert in Construction Chemicals. A campaign for free health check up, for terrace waterproofing, was successfully carried out in key markets as an on ground activation programme. This was supported by TV advertising. The response has been overwhelming and the same concept is being extended to other products. The annual International Art and Craft Contest attracted participation from 2250 schools in India and from 5 international locations with an overall participation of 7 lakh students. The theme this year was ???My mother, my world???. The finals were held in Goa where the Honorable Chief Minister of Goa was the chief guest.

?¬ ?¬

Two of our mass consumer contact initiatives entered the Limca Book of Records for maximum participation. On one occasion 2500 students participated in glass painting and on the other occasion 3500 students participated in pot painting with Crackle medium. Both events were covered extensively in print and electronic media.

The year saw release of four new commercials. ???Moochwali??? an advertisement for Fevicol, was released as part of the Golden Jubilee Year celebrations. ???Moochwali??? won three Abby awards at the last Goafest, the annual advertising awards event of Advertising Club, Bombay and Advertising Agencies??™ Association of India. There were two new commercials for Fevikwik with the theme ???Paanch Rupiya Nikal??? and one of these won an ABBY at the abovementioned Goafest. The fourth new advertisement was for Dr. Fixit Newcoat ??“ ???No Breaking News???.

Media & advertising

PIDILITE ANNUAL REPORT 2009-10

9

Book value per share of Re 1 (Rs) Earning per share (EPS) of Re 1 (Rs)

Base Value: 31st March 2006 = 1 Market Capitalisation (Times) BSE Sensex (Times)

2.18
18.55 5.80 14.49 12.63 9.66 8.16 2.37 1.79

1.39

1.55

1.16
3.72 2.89

1 1.08

1.27

0.86
0.80

05-06

06-07

07-08

08-09

09-10

31.3.06

31.3.07

31.3.08

31.3.09

31.3.10

Book value per share & earning per share for the years 2005-06 to 2008-09 have been restated for the 1:1 bonus issue made in 2009-10.

Miscellaneous

The Company??™s net worth (Equity Capital + Reserves) has grown from Rs 4118 million in 2005-06 to Rs 9386 million at the end of 2009-10, giving a Compounded Annual Growth Rate (CAGR) of 22.87%. The market capitalisation of the Company on 31st March 2010 was Rs 57876 million and has grown at a CAGR of 31.82% since the IPO in 1993.

Other matters

The following matters are elaborated in the Directors??™ Report ?¬ Financial Performance ?¬ Industry Structure and Development ?¬ Outlook on Opportunities, Threats, Risks and Concerns ?¬ Risk and Internal Adequacy ?¬ Human Resources

Economic Value Added (EVA)
Computation of EVA
EVA NOPAT Weighted average cost of capital employed Cost of equity = Risk-free return equivalent to yield on long term Government of India (GOI) securities (taken @ 7%) + market risk premium (assumed @ 7.5%) x beta variant for the Company (taken at 0.9), where the beta is a relative measure of risk associated with the Company??™s shares as against the stock market as a whole. Cost of debt = Effective interest applicable to Pidilite based on an appropriate mix of short, medium and long term debt, net of taxes. = Net operating profit after tax (NOPAT) – Weighted average cost of capital employed. = Net profit after tax + post tax interest cost at actual. = (Cost of equity x average shareholder funds) + (cost of debt x average debt).

Economic Value Added Analysis
Item 1. 2. 3. 4. Risk Free Return on Long Term GOI Securities Cost of Equity Cost of Debt (Post Tax) Effective Weighted Average Cost of Capital 2005-06 7.5% 13.5% 7.0% 12.6% 2006-07 8.0% 14.0% 7.3% 12.8% 2007-08 7.9% 13.9% 7.2% 11.5% 2008-09 7.1% 13.1% 6.7% 10.3% 2009-10 7.0% 13.8% 5.9% 10.9%

Economic Value Added (Rupees in million) 5. 6. 7. 8. 9. 10. 11. 12. 13. Average Debt Average Equity (Shareholder Funds) Average Capital Employed (Debt + Equity) Profit After Tax (as per P&L account) Interest (as per P&L account, net of Income Tax) Net Operating Profit After Tax (NOPAT) Weighted Average Cost of Capital (4 x 7) Economic Value Added (10 ??“ 11) EVA as a % of Average Capital Employed (12?7) 581 3843 4424 907 10 917 558 359 8.1% 968 4498 5466 1199 42 1241 700 541 9.9% 3204 5637 * 8841 * 1883 106 1989 1016 973 11.0% 5303 6866 * 12169 * 1464 210 1674 1253 420 3.5% 4897 8360 13257 2935 189 3124 1445 1679 12.7%

* Excluding 6% Redeemable Preference Share Capital of Rs. 28.75 million issued on 31st March 2008 and redeemed on 5th September 2008.

Notes 2 3 Effects have been given in 10 Years??™ Financial Performance for above note. Figures in Financial Charts, 10 Years??™ Financial Performance and EVA are as per the Annual Report of respective years, except where stated otherwise.
PIDILITE ANNUAL REPORT 2009-10

1

Profit After Tax includes Prior Years??™ Tax Provision written back.

11

Financial Charts

DISTRIBUTION OF REVENUE (2009-10)

Material Cost 48.6%

Operating Cost 21.6% Employee Cost 9.6% Interest 1.4% Depreciation 2.3% Foreign Exchange Fluctuation Expense 0.5% Current Tax 1.9%

Deferred Tax -0.1% Dividend 4.3% Retained Earning 10%

CURRENT RATIO
Current Assets (Rs in million) Current Liabilities (Rs in million) Current Ratio

7091

7053 6239

4124 3095 2312 1789 1384 2.2 2.3 3.1 2.5 2835

4279

1.5

05-06

06-07

07-08

08-09

09-10

PBIT & INTEREST COVER
PBIT (Rs in million) Interest Cover (Times) 3575

PBT & PBT AS % OF NET SALES
PBT (Rs in million) PBT as % to Net Sales 3289

2403 1950 1603 1328 88.5 25.4 15.0 6.1 12.5 14.5 13.3 14.6 9.3 1313 1540 2242 1632

17.0

05-06

06-07

07-08

08-09

09-10

05-06

06-07

07-08

08-09

09-10

DEBT EQUITY RATIO
Total Debt (Rs in million) Net Worth (Rs in million)
(Equity + Reserves)

VALUE ADDITION TO BUSINESS THROUGH RESERVES
Reserves less Misc. Expenditure Share Capital (Equity) (Rs in million) 4214 5580 5026 7083 6143 8880

Debt Equity Ratio

1383 553 4118 0.1 4877 0.3 0.8 0.8 7336 9386 0.4

4625 3866
PIDILITE ANNUAL REPORT 2009-10

6396

506 252 252 253 253

05-06

06-07

07-08

08-09

09-10

05-06

06-07

07-08

08-09

09-10

13

10 Years Financial Performance
(Rupees in million) Highlights Operating Results Sales and Other Income Manufacturing & Other Expenses Operating Profit Interest (Net) Depreciation Profit from Ordinary Activities Foreign Exchange Fluctuation Expense/(Income) Profit before Tax Current Tax Deferred Tax Profit after Tax for the year Add: Prior Year??™s Tax Provision written back Profit after Tax Dividend on Equity Shares Dividend on Preference Shares Retained Earning Financial Position Capital-Equity Capital-Preference 252 252 Reserve (Less Revaluation Reserve & Misc. Expenditure) Net Worth Borrowings Deferred Tax Liability (Net) Funds Employed Fixed Assets# Gross Block Depreciation Net Block Investments in – Overseas Subsidiaries – Others Net Current Assets Total Assets
* Includes Tax on Dividend

2000-01 2001-02 2002-03

2003-04 2004-05 2005-06 2006-07

2007-08

2008-09

2009-10 CAGR %

5269 4373 896 70 165 661 661 182 479 479 125 * 354

5772 4774 998 42 190 766 766 165 80 521 19 540 177 363

6678 5521 1157 30 225 902 902 295 14 593 593 214 * 379

7647 6458 ?§ 1189 18 255 916 916 294 8 614 614 228 * 386

8998 7649 ?§ 1349 17 270 1062 1062 345 (13) 730 36 766 288 * 478

10617 9005 ?§ 1612 15 274 1323 10 !! 1313 409 17 887 20 907 360 * 547

13081

17248

19313 16730 2583 318 472 1793 161 1632 150 18 1464 1464 518 * 1 945

20487 16355 4132 286 464 3382 93 3289 423 (25) 2891 44 2935 885 * 2050

16.29 15.78 18.52 16.98 12.17 19.89 19.52 9.86

11186 ?§ 14489 ?§ 1895 63 302 1530 (10) !! 1540 309 34 1197 2 1199 443 * 756 2759 161 385 2213 (29) !! 2242 223 140 1879 4 1883 518 * – ~ 1365

22.09

22.30 24.27 21.54

252 252 2079 ??  2331 443 279 ??  3053

252 252 2459 ??  2711 416 ??  293 ??  3420

252 252 2835 3087 562 301 3950

252 252 3315 3567 610 288 4465

252 252 3866 4118 553 305 4976

252 252 4625 4877 1383 339 6599

253 29 282 6143 6425 5026 423 11874

253 253 7083 7336 5580 441 13357

506 506 8880 9386 4214 415 14015

8.03 8.03 18.59 17.69 28.26 20.50

1915 2167 449 2616

2255 736 1519 159 938 2616

2772 921 1851 151 1051 3053

3132 ??  1122 2010 ??  148 1262 ??  3420
?§ #

3541 1373 2168 150 1632 3950

4203 1635 2568 30 154 1713 4465

4811 1905 2906 225 134 1711 4976

5554 2182 3372 753 139 2335 6599

8444 2973 5471 1594 30 4779 11874

10166 3433 6733 2197 210 4217 13357

10838 3889 6949 2448 2658 1960 14015

19.06 20.31 18.41 36.71 8.53 20.50

Includes VRS Payment of Rs 2.4 million Excluding Revalued Assets & Depreciation thereon

??  Figures were reclassified/regrouped in 2003-04 !! Included in Other Income/Expenses now reclassified/regrouped ~ Less than Rs 1 million

(Rupees in million) Highlights Funds Flow Sources Internal Generation Increase in Capital & Reserve (Net) on Amalgamation Increase in Loans Decrease in Investment – Others Decrease in Working Capital Decrease in Miscellaneous Expenditure Total Applications Decrease in Preference Capital on redemption Repayment of Loans Capital Expenditure (Net) Investments in – Overseas Subsidiaries – Others Dividend Increase in Working Capital Increase in Miscellaneous Expenditure Total Ratios Return on Average Net Worth % (RONW) (PAT divided by Average Net Worth) Return on Average Capital Employed % (ROCE) (PBIT divided by Average Funds Employed**) Long Term Debt/Cash Flow Gross Gearing % (Debt as a percentage of Debt plus Equity) Current Ratio (Current Assets divided by Current Liabilties) Assets Turnover (times) (Gross Sales divided by Total Assets)
?§ ??  ~ ^ * ** Includes Cost of Brand Acquired Rs 87.3 million Includes Cost of Brand Acquired Rs 133.7 million Includes Proceeds of FCCB bonds Rs 1594.4 million Excluding Deferred Tax Liability (Net) # ??? ?

2000-01 2001-02 2002-03 2003-04 2004-05 2005-06 2006-07 2007-08 2008-09 2009-10

644 70 714

810 7 817

832 3 835

877 146 1023

1023 47 2 1072

1201 21 1 2 1225

1536 830 2 2368

2335 197 3643 ^ 109 3 6287

1949 554 563 3066

3373 2257 5630

341 238 125 10 714 8

19

413 2 228 370 10 1023

57

768 528 5 443 624 2368

29 1734 603 181 519 3066

1366
680

523 ?§ 177 109 817

384 # 214 218 835

669 ??  30 4 288 81 1072

613 ??? 195 360 1225

2484 ~ 841 518 2444 ? 6287

251 2,448 885 5630

24.1

24.0

23.5

21.2

23.0

23.6

26.7

33.4 *

21.3 *

34.6

28.0

30.0

31.6

27.6

27.6

30.0

29.3

27.2 *

16.0 *

27.0

0.1

0.1

0.3

0.2

0.2

0.2

0.4

1.2

2.4

1.2

17.1

16.0

13.3

15.4

14.6

11.8

22.1

44.0

43.2

31.0

2.6

2.3

2.6

3.0

2.5

2.2

2.3

3.1

2.5

1.5
PIDILITE ANNUAL REPORT 2009-10

2.0

1.9

1.9

1.9

2.0

2.1

2.0

1.4

1.4

1.4

Includes Cost of Brands Acquired Rs 90.8 million Includes Cost of Brands Acquired Rs 17.8 million Includes unutilised proceeds of FCCB bonds Rs 1102.4 million

Includes Cost of Brands, Patents and Trademarks Acquired Rs 517.1 million Excluding 6% Redeemable Preference Share Capital of Rs 28.75 million issued on 31st March 2008 and redeemed on 5th September 2008.

15

Directors??™ Report
To The Members Your Directors take pleasure in presenting the Forty First Annual Report together with Audited Statements of Accounts for the year ended 31st March 2010.

Financial Results
(Rupees in million) 2009-10 Gross Turnover Turnover, Net of Excise Profit Before Tax Less: Current Year??™s Tax Profit After Current Year??™s Tax (Add)/Less: Deferred Tax Profit After Current and Deferred Tax Add: Prior Year Tax Provision written back Profit After Tax Profit Brought Forward Profit available for appropriation Appropriations Proposed Dividend on Equity Shares Dividend on Preference Shares Tax on Dividend Transfer to Capital Redemption Reserve Transfer to Debenture Redemption Reserve Transfer to General Reserve Total Balance Carried to Balance Sheet 759 126 323 1500 2708 1006 3714 443 1 75 29 257 600 1405 779 2184 20215 19297 3289 423 2866 (25) 2891 44 2935 779 3714 2008-09 19074 17611 1632 150 1482 18 1464 1464 720 2184

Financial Performance
The Operating Profit and Net Profit, for the year at Rs 4132 million and Rs 2891 million increased by 60% and 97% respectively. Income Tax for the current year at Rs 423 million is higher than Rs 150 million (including Rs 28 million for Fringe Benefit Tax) in the previous year. In the last year??™s report, the Company had highlighted the impact of the economic slowdown in India and abroad and its impact on the overall economic growth rate and on particular segments in which the Company operates. The difficult economic conditions continued in the first six months of current year and improvement in growth rates was witnessed in the second half of the year. However, there was substantial reduction in the input costs due to softening of prices of commodity chemicals and this together with the strengthening of the Indian Rupee, lower duties and cost control measures taken by the Company have helped in improving the year??™s performance.

During the year, foreign exchange gain attributable to loans taken for depreciable assets was Rs 123.6 million and the same has been credited to the value of fixed assets. Out of total unamortized foreign exchange loss of Rs 164 million as on 31st March 2009, an amount of Rs 145 million has been reversed during the year due to foreign exchange gains. Further an amount of Rs 10 million has been amortized in the current year. The balance unamortized foreign exchange loss as on 31st March 2010 is Rs 9 million.
NET SALES & GROWTH %
Net Sales (Rs in million) Growth % 19297 17611 15353 11544 9075 27.2 17.9 14.7 9.6 33.0

05-06

06-07

07-08

08-09

09-10

PBT, PAT & GROWTH (YOY) PBT (Rs in million) (Growth %) PAT (Rs in million) (Growth %) 2242 1883* 1540 1313 # 907 23.6 18.4 1199
???

3289 2935 *** 101.6 100.4

57.0 45.6

1632 ** 1464

32.2 17.3

08-09
-27.2 -22.3

05-06

06-07

#

???
*

After deferred tax of Rs 34 million and prior year??™s tax provision written back of Rs 2 million After deferred tax of Rs 140 million and prior year??™s tax provision written back of Rs 4 million

** After deferred tax of Rs 18 million and prior year??™s tax provision written back of Rs nil. *** After deferred tax of Rs 25 million and prior year??™s tax provision written back of Rs 44 million.

17

PIDILITE ANNUAL REPORT 2009-10

After deferred tax of Rs 17 million and prior year??™s tax provision written back of Rs 20 million

07-08

09-10

Golden Jubilee Year
The year 2009-10 is the Golden Jubilee year of the Company and recognizing its significance, the Company has issued bonus equity shares in the ratio of 1:1 in March 2010. The Board has also recommended a Golden Jubilee Special Dividend of Re 0.50 per equity share on the enhanced share capital after bonus Issue. The Company has reached its present position with the support of its valued customers and all stakeholders. The Company places on record its deep appreciation for their support.

Capital Expenditure
The overall expenditure during the year was Rs 680 million. Out of this approximately Rs 187 million was spent on fixed assets for various manufacturing units, offices, laboratories and warehouses and on information technology. The expenditure on the Synthetic Elastomer Project was approximately Rs 472 million.

Investment in Subsidiaries
During the year, investment of Rs 251 million was made in overseas subsidiaries.

Dividend
The Directors recommend a dividend of Rs 1.50 per equity share of Re 1 each including Golden Jubilee Special Dividend of Re 0.50 per share, out of the current year??™s profit, on 506.1 million equity shares of Re 1 each (enhanced on account of bonus equity shares issued during the year) (previous year @ Rs 1.75 per equity share on 253.1 million equity shares of Re 1 each), amounting to Rs 759.2 million (previous year Rs 442.9 million). The dividend for the current year will be free of tax in the hands of shareholders. The dividend payout amount has grown at a CAGR of 24.7% during the last 5 years.

Synthetic Elastomer Project
As mentioned last year, all equipments have arrived at the project site at Dahej (SEZ). Detailed engineering design of the Monomer and Polymer plant has been completed. Using this facility, small quantity of finished products have been manufactured. Currently work is under way to set up a pilot plant which will enable the Company to streamline key process parameters and to make trial quantities of various grades of elastomers. The total amount spent till 31st March 2010 on this project is Rs 2648 million.

Manufacturing Plants
The adhesives manufacturing capacities at Kalamb in Himachal Pradesh and Daman were expanded during the year. A drive for TPM, aimed at improving performance through greater involvement and participation of employees, was initiated during the year at the manufacturing units. 80% of the manufacturing units are now certified
885

Term Finances
The Company had borrowed US $ 17 million through an ECB Term loan amounting to Rs 796.2 million, repayable in 3 annual installments. During the year the Company has repaid the 1 of the 3 annual installments amounting to
st

US $ 5.67 million equivalent to Rs 262.9 million.
EQUITY DIVIDEND PAYOUT & % OF NET PROFIT Dividend Payout (Rs in million)
(including Tax on Dividend)

under ISO 14000/OHSAS 18000 and the balance units are likely to undergo the certification process during the next year.

Dividend Payout (%) 518 443 360 39.7 36.9 27.5 35.4 30.2 518

Foreign Currency Convertible Bonds (FCCB)
During the financial year 2007-2008, the Company had raised US $ 40 million through issue of zero coupon Foreign Currency Convertible Bonds. As mentioned in last year??™s report, the Company has repurchased bonds of face value of US $ 2.8 million which were cancelled and extinguished.

05-06

06-07

07-08

08-09

09-10

2.5 1.25

2.7 1.50

3.6 1.75

2.8 1.75

3.3 1.50*

Dividend Cover (Times)

Dividend Per Share (Rs)

* Dividend for 2009-10 is on the enhanced capital base on account of bonus equity shares issued during the year.

The FCCB holders are entitled to a right to convert their holdings into equity shares of the Company on or after 16th January 2008. Those FCCB holders who exercised this right till the Record Date i.e. 17th March 2010 were eligible to receive the bonus shares on par with the other shareholders. Furthermore, those FCCB holders who opt for conversion after the Record Date are, under the terms on which the FCCBs were offered, entitled to a proportionately higher number of equity shares as if the conversion had taken place prior to the Record Date.

Performance of the subsidiary in Dubai was impacted by poor trading conditions, resulting in losses. In February 2010, Chemson Asia Pte Ltd merged with Pidilite Innovation Centre Pte. Ltd. (both wholly owned subsidiaries of PIPL). Overall there was significant improvement in the performance of the overseas subsidiaries with substantial reduction in losses due to measures taken to improve sales and reduce costs. Total revenue from overseas subsidiaries for the year was Rs 2695 million, up by 16% over the previous year. The total investment in overseas subsidiaries as on 31st March 2010 stands at Rs 2448 million. A statement pursuant to Section 212 of the Companies Act, 1956, relating to subsidiaries in India and abroad, is attached hereto.

Subsidiaries – Overseas Subsidiaries
The Company has 13 overseas subsidiaries (4 direct and 9 step-down) including those having significant manufacturing and selling operations in USA, Brazil, Thailand, Singapore, Dubai, Egypt and Bangladesh. Pulvitec, the Brazilian subsidiary reported impressive results with 28% growth in sales. This, together with lower material costs and control on costs helped the Company post cash profits for the year. Operations in USA significantly reduced costs and improved margins. While overall sales remained flat, losses reduced by 38%. The operations in Thailand posted cash profits on the back of 26% growth in sales. Pidilite International Pte. Ltd. (PIPL), a wholly owned subsidiary of the Company acquired the remaining 25% equity shares of Pidilite Bamco Ltd. (PBL) from other shareholders at a cost of US $ 526,675. With this acquisition, all the shares (except 2 shares) of PBL are held by PIPL. During the year, Pidilite Industries Egypt, SAE and Pidilite Specialty Chemicals Bangladesh Pvt Ltd commenced manufacturing operations in Egypt and Bangladesh, respectively. PIL Trading Egypt (LLC), a subsidiary of the Company??™s step down subsidiary (namely Pidilite Industries Egypt SAE), was incorporated during the year for the purpose of carrying on trading activities in Egypt, North Africa and COMESA countries. The subsidiary in Bangladesh recorded profits in its first year of operations on the back of robust sales and good margins.

Consolidated Accounts
In accordance with the requirements of Accounting Standards AS 21 (read with AS 23) issued by the Institute of Chartered Accountants of India, the Consolidated Accounts of the Company and its subsidiaries are annexed to this Annual Report. Additionally, a statement giving prescribed particulars of information, in aggregate for each subsidiary, is attached. By letter No. 47/244/2010-CL-III, of 2010, the Company has obtained from the Government of India, Ministry of Corporate Affairs, New Delhi, under Section 212 of the Companies Act, 1956, an exemption from annexing to this Report, the Annual Reports of subsidiary Companies for the year ended on 31st March 2010. Accordingly, the Annual Reports of the Subsidiary Companies are not annexed to this Report. Members desiring to have a copy of audited Annual Accounts of the above subsidiaries may write to the Company Secretary at the Registered Office of the Company and they will be provided with the same upon such a request. Annual Accounts of these subsidiary Companies will also be kept for inspection of the Members Registered Office of the subsidiary Companies. The Annual Reports of the subsidiary companies are available on the website of the Company.
PID ILITE ANNUAL RE PORT 2009 -10

at the Registered Office of the Company as well as at the

19

Directors
The terms of appointment of Shri A N Parekh as a Wholetime Director will expire on 30 June 2010. Subject to the
th

Corporate Governance
Reports on Corporate Governance and Management Discussion and Analysis, in accordance with Clause 49 of the Listing Agreements with Stock Exchanges, along with a certificate from M/s M M Sheth & Co, Practising Company Secretaries, are given separately in this Annual Report.

approval of members, your Directors at their Meeting held on 16 June 2010 have re-appointed him for a further
th

period of 5 years. Effective from 21st October 2009, Shri V S Vasan, a Wholetime Director resigned from the Board of Directors. Your Directors place on record their sincere appreciation of the valuable contribution made by him during his tenure on the Board. In accordance with the Articles of Association of the Company, Shri A B Parekh, Shri R M Gandhi, Shri Yash Mahajan and Shri N J Jhaveri, Directors of the Company, retire by rotation and being eligible, offer themselves for re-appointment. Subject to approval of members, Shri J L Shah has been appointed as an Additional Director and also Whole-time Director designated as Director (Factories Operations) of the Company with effect from 21st October 2009 and he holds office up to the conclusion of the ensuing Annual General Meeting. A notice in writing, with requisite deposit has been received from a member proposing Shri J L Shah as a candidate for the office of Director.

Auditors
Members are requested to re-appoint M/s Haribhakti & Co, Chartered Accountants, as Auditors of the Company and also for its branches/C & F depots/depots, for the current year and to fix their remuneration.

Cost Auditor
The Company has received the approval of the Central Government for the appointment of M/s. V. J. Talati & Co. as Cost Auditor to conduct cost audit for the financial year 2010??“11.

Conservation of Energy, Technology Absorption, etc.
The particulars under Section 217(1) (e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988, are attached to this Report as Annexure I.

Industry Structure and Development
There is no material change in the industry structure as was reported last year. The Company operates under two major business segments i.e. branded Consumer & Bazaar Products and Speciality Industrial Chemicals. Products such as Adhesives, Sealants, Art Materials, Construction and Paint Chemicals are covered under branded Consumer & Bazaar Products segment. These products are widely used by carpenters, painters, plumbers, mechanics, households, students, offices, etc. Speciality Industrial Chemicals segment covers products such as Industrial Adhesives, Synthetic Resins, Organic Pigments, Pigment Preparations, Surfactants, etc. and caters to various industries like packaging, textiles, paints, printing inks, paper, leather, etc. In both the above business segments, there are a few medium to large companies with national presence and a large number of small sized companies that are active regionally. There is a growing presence of multinationals in

Directors??™ Responsibility Statement
Your Directors confirm that: ??? in the preparation of the Annual Accounts, the applicable accounting standards have been followed; ??? the Directors 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 as at 31 March 2010 and of the profit of
st

the Company for the year ended on that date; ??? the Directors 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; and ??? the Directors have prepared the Annual Accounts on a going concern basis.

many of the segments in which the Company operates. The share of imports is less than 10% of domestic volumes in most of the product segments. The ???Other??? segment covers manufacture and sale of VAM. The Company is the only manufacturer of VAM in the country with an installed capacity of 30,000 MT per annum. As mentioned earlier, due to global demand supply situation it was viable to import VAM rather than manufacture inhouse and accordingly the plant remained shut last year. Going forward, in the near future, import of VAM is likely to remain more viable. The Company is exploring alternative products which can be manufactured in the same plant.

Human Resources
In order to foster collaborative working in addressing Company wide opportunities and issues, task forces titled Corporate Initiative Teams (CITs) were formed. These CITs have successfully completed several projects in the areas of customer service and employee engagement. Competency and capability frameworks, aligned to the values of the Company have been developed. The organizational capability of Business Divisions and Functions has been strengthened and non-family professionals now occupy many key senior positions in the Company. The total number of employees as on 31st March 2010 was 4121. A statement of particulars pursuant to Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, forms part of this report as Annexure II. As per the provisions of Section 219 (1)(b)(iv) of the Companies Act, 1956, the Report, together with Accounts, is being sent to the Members of the Company, excluding statement of particulars of employees under Section 217(2A) of the Act. Members desiring to have a copy of the same may write to the Company Secretary at the Registered Office of the Company and they will be provided with the same upon such a request.

Current Year Outlook
During the current year sales growth is expected to improve. However, margins will be under pressure due to significant increase in input costs. The Company??™s major subsidiaries are in USA, Brazil, UAE, Thailand, Egypt and Bangladesh. The units in Brazil, Thailand, Bangladesh and Egypt are expected to show improved performance. However, the economic scenario in USA & UAE remains uncertain.

Outlook on Opportunities, Threats, Risks and Concerns
Improvement in economic conditions, in India and abroad, is likely to have positive impact on Company??™s sales for the current year. However, significant increase in input cost is likely to put pressure on margins in the near term. The Company??™s overseas business is improving but there is a need to strengthen the management structure to support these businesses.

Appreciation
Your Directors place on record their appreciation of the efficient services rendered by the employees of the Company at all levels.

Internal Control Systems and their adequacy
The Company has adequate internal control procedures commensurate with its size and nature of business. The Company has appointed Internal Auditors who audit the adequacy and effectiveness of internal controls laid down by the management and suggest improvements. For overseas subsidiaries, this is being done by their statutory auditors. The Audit Committee of the Board of Directors periodically reviews the audit plans, internal audit reports, adequacy of internal controls and risk management. Date: 16th June, 2010 CHAIRMAN
PIDILITE ANNUAL REPORT 2009-10

FOR AND ON BEHALF OF THE BOARD

Mumbai

B K PAREKH

21

Corporate Social Responsibility Report
The Company continued to consolidate on existing projects and started several new initiatives in areas of health care, education and rural development. The Hanumant Hospital, Gram Nirman Samaj and Mahuva Education Trust continued to make a strong contribution to society.

Rural Development
Self help groups for development of women and children were established during the year. Other initiatives like Water Resource Management Scheme, Indira Awaas Yojana and Gram Nirman Samaj continued during the year.

Water Resources Management Scheme

Education
Shri Balvant Parekh Science City at Bhavnagar with facilities like conference hall, computer unit, physics laboratory and library was inaugurated by Dr. Pankaj Joshi, an eminent scientist, on 26th January, 2010. The Science City uses novel methods to generate interest among students in science and helps develop analytical skills through simple experiments. The library of the Science City is unique. Books for all ages, CD and DVD on science and culture are the major attractions of the library. The library also has puzzles and scientific toys to develop skills. A custom made Science Mobile Van (Vigyan-Vahini) displaying 35 working science models was launched. 12,000 students of 60 rural schools of Bhavnagar district benefited from this initiative. Kalsar village in Bhavnagar district, had facilities for girls to study only up to class VII. This impeded completion of school education as the girl students had to travel to schools outside the village, which led to drop-outs. Facilities for studies have been extended up to class X, including working knowledge of computers and this will enable girls, in the village, to complete schooling up to Class X. ???Balvant Parekh Centre for General Semantics and Other Human Sciences??? has been established at Vadodara with support from Parekh family. Vision behind this Centre is to facilitate a process for spreading the awareness of the benefits of general semantics among the people in India, which will lessen their social and personal anxieties and stress and enable them to achieve harmony in relationship.
Workshop on Semantics

Gram Nirman Samaj – Gram Vikas Yojana

Science City at Bhavnagar

The Centre works in tandem with the Forum on Contemporary Theory. Knowledge and methodology from diverse academic fields such as language and communication studies, humanities, sciences, sociology and anthropology are incorporated into the academic endeavors of the Centre. The Company is likely to provide support to this Centre as it is carrying out pioneering work in the field of semantics in India.

Healthcare
Hanumant Hospital continued to provide quality healthcare and expanded its reach. Medical camps and educational training programmes were also conducted. Arogya Fund with contributions from donors and other organizations, helps the hospital extend medical assistance to needy patients. A unique multi speciality medical seminar was conducted during the year where renowned faculties from USA conducted sessions. 120 doctors of Mahuva and neighbouring regions participated in the seminar. Health Awareness Booklets were released on five different topics and distributed to libraries of primary schools in the villages.
Hanumant Hospital – Medical camp

Hanumant Hospital Medical seminar

Science City inauguration

23

PIDILITE ANNUAL REPORT 2009-10

Annexure I to the Directors??™ Report
Statement containing particulars pursuant to the Companies (Disclosure of particulars in the Report of the Board of Directors) Rules, 1988 forming part of the report of the Directors.

A a)

CONSERVATION OF ENERGY Energy Conservation Measures taken
1. 2. 3. 4. Campaign based synchronization of utilities with plant operations. Optimization of batch process and size to reduce cycle time. Addition of energy efficient utilities. Retrofitting utilities for alternative fuels.

b)

Additional Investments and Proposals, if any, being implemented for reduction of Consumption of Energy.
1. 2. Installation of renewable energy source for process water heating and emergency lighting. Continuing with energy conservation measures on above lines.

c)

Impact of measures of (a) and (b) above for reduction of energy consumption and consequent impact on the cost of production of goods.
2.5 lakh kwh electricity and 300 MT of fuel oil are expected to be saved annually by above measures.

d)

Total energy consumption and energy consumption per unit of production
As per Form A

FORM A
Disclosure of particulars with respect to Conservation of Energy
A. Power and Fuel consumption / Generation Year ended 31st March 2010 1. Electricity a. Purchased Year ended 31st March 2009

Units Total amount Rate / Unit (Average)
b.

???000 kwh Rs in million Rs

1,76,63 96.42 5.46

1,62,38 89.66 5.52

Own Generation (i) Through Diesel Generator Units Units per litre of diesel oil Cost / Unit (ii) Windmill Generation Units
???000 kwh 86,12 84,39 ???000 kwh Kwh Rs / kwh 2,75 2.59 13.49 5,02 2.65 14.23

2.

Coal Quantity Total Amount Average Rate MT Rs in million Rs ???000 /MT 2,419 10,52 4.35 7,562

26.94 3.56

A.

Power and Fuel Consumption / Generation Year ended 31st March 2010 Year ended 31st March 2009

3.

Natural Gas Quantity Total Amount Average Rate ???000 SCM Rs in million Rs /SCM 23,52 38.19 16.23 21,93 29.77 13.58

4.

Fuel Oil Quantity Total Amount Average Rate MT Rs in million Rs ???000 /MT 16,94 41.14 24.29 20,54 49.77 24.23

5.

Brickquittes Quantity Total Amount Average Rate MT Rs in million Rs ???000 /MT 920 36.92 4.01 819 28.26 3.45

B.

Consumption per unit of production It is not feasible to furnish information in respect of consumption per unit of production

B] TECHNOLOGY ABSORPTION
Efforts made in technology absorption: (as per Form B)

FORM B
Disclosure of particulars with respect to Technology Absorption RESEARCH & DEVELOPMENT (R&D) 1. Specific areas in which R&D is carried out by the Company
R&D activities are carried out for development of new products, improvement of existing products in the category of Synthetic Resins, Adhesives, Sealants, Pigments and Pigment Dispersions, Intermediates, Surfactants, Art Materials, Coatings, Fabric Care Products, Construction Chemicals, Maintenance Chemicals, Emulsion Polymers, Vinyl Acetate Monomer etc.

2.

Benefits derived as a result of the above R&D
optimization, process improvements and cycle time reduction.
PIDILITE ANNUAL REPORT 2009-10

Increase in sales due to product improvements and introduction of new products; reduction in cost due to formulation

3.

Future Plan of Action
Future R&D efforts will continue along present lines.

25

4.

Expenditure on R & D
(Rs in million) Year ended 31st March 2010 Year ended 31st March 2009 5.23 77.81 83.04 0.43

i) ii)

Capital Recurring Total

5.35 87.60 92.95 0.45

iii)

Total R&D Expenditure as a Percentage of total turnover

5.

Technology Absorption, Adaptation and Innovation
i) Technologies and processes developed by the R&D Department are being continuously absorbed and adopted on a commercial scale. ii) Benefits derived as a result of the above efforts : Improvement in products and processes. iii) Information regarding Technology imported during the last 5 years : No technology imported during last 5 years.

C] FOREIGN EXCHANGE EARNINGS & OUTGO f) Activities relating to exports, initiatives taken to increase exports, development of new export markets for products and services and export plans.
Export earnings during 2009-10 have shown an increase of Rs 19 million over 2008-2009. The Company regularly participates in international exhibitions and has appointed additional representatives for overseas business development work.

g)

Total foreign exchange used and earned
(Rs in million) Year ended 31st March 2010 Year ended 31st March 2009

Foreign exchange earned Foreign exchanged used * *

1,842 2,678

1,823 2,882

Out of the above, exchange used for import of materials which are either not manufactured in India and / or not easily available in India, amounted to Rs 1,889 million for the year ended 31st March 2010 (Previous year Rs 2,181 million).

Disclosure of particulars in the report of Board of Directors Under Health, Safety & Environment for the year 2009-2010 Sixteen out of nineteen Pidilite locations are now certified for OHSAS 18001 ??“ 2007 and ISO 14001 ??“ 2004. The executives of all major units have certified themselves as Lead Auditors for ISO 14001 ??“ 2004. The Company is preparing for compliance to CLP (Classification Labeling and Packaging) & GHS (Globally Harmonized System) legislations which will become effective from end 2010. The Company is exploring avenues for certification of the manufacturing locations for Green Carbon Foot Print.

Auditors??™ Report
To the Members of Pidilite Industries Limited

1.

We have audited the attached Balance Sheet of Pidilite Industries Limited (???the Company??™) as at 31st March 2010 and also the Profit and Loss account and the Cash Flow statement for the year ended on that date annexed thereto. These financial statements are the responsibility 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 disclosures 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, as amended by the Companies (Auditor??™s Report) (Amendment) Order, 2004, issued by the Central Government of India in terms of sub-section (4A) of Section 227 of ???The Companies Act, 1956??™ of India (the ???Act??™) and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order. Further to our comments in the paragraph 3 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; 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; The Balance Sheet, Profit and Loss account and Cash Flow statement dealt with by this report are in agreement with the books of account;

iv. In our opinion, Balance Sheet, Profit and Loss account and Cash Flow statement 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. On the basis of the written representations received from the directors, as on 31st March 2010, and taken on record by the Board of Directors, we report that none of the directors is disqualified as on 31st March 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

2.

vi. In our opinion and to the best of our information and according to the explanations given to us, the said accounts 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 of affairs of the Company as at 31st March 2010;

3.

b) in the case of the Profit and Loss account, of the profit for the year ended on that date; and c) in the case of Cash Flow statement, of the cash flows for the year ended on that date.

For HARIBHAKTI & CO Chartered Accountants CHETAN DESAI Partner Membership No. 17000 Place: Mumbai Date: 19th May 2010

4.

ii.

iii.

27

PIDILITE ANNUAL REPORT 2009-10

Annexure to Auditors??™ Report
[Referred to in paragraph 3 of the Auditors??™ Report of even date to the members of Pidilite Industries Limited on the financial statements for the year ended 31st March 2010] i. (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets. (b) All the fixed assets have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. As informed, no material discrepancies was noticed on such verification. (c) In our opinion and according to the information and explanations given to us, a substantial part of fixed assets has not been disposed off by the Company during the year. ii. (a) The management has physically verified the stocks of stores, spares, raw materials, packing materials and finished goods. In our opinion, the frequency of verification is reasonable. In respect of inventories lying with third parties, these have been confirmed by them. (b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business. (c) The Company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification carried out at the end of the year. iii. (a) As informed, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956 and hence clauses 4(iii)(b), 4(iii)(c) and 4(iii)(d) of the Companies (Auditor??™s Report) Order, 2003 (as amended) are not applicable to the Company. (b) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956 and hence clauses 4(iii)(f) and 4(iii)(g) of the Companies (Auditor??™s Report) Order, 2003 (as amended) are not applicable to the Company. iv. In our opinion and according to the information and explanations given to us, there exists an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods and services. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system of the Company. v. (a) According to the information and explanations given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 that need to be entered into the register maintained under section 301 have been so entered. (b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of such contracts or arrangements exceeding value of Rupees five lakhs have been entered into during the financial year at prices which are reasonable having regard to the prevailing market prices at the relevant time. vi. The Company has not accepted any deposits from the public within the meaning of Sections 58A and 58AA of the Act and the rules framed there under. vii. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business. viii. We have broadly reviewed the books of account maintained by the Company in respect of production of Synthetic Resins where, pursuant to the Rules made by the Central Government of India, the maintenance of cost records has been prescribed under clause (d) of sub-section (1) of Section 209 of the Act and we are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. ix. (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees??™ state insurance, income-tax, sales-tax, wealth-tax, service tax, customs duty, excise duty, cess and other material statutory dues applicable to it. (b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, investor education and protection fund, employees??™ state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and other undisputed statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

(c) According to the records of the Company, the dues outstanding of income-tax, sales-tax, wealth-tax, service tax, customs duty, excise duty and cess on account of any dispute, are as follows :

Name of the Statute
Sales Tax Act Sales Tax Act Sales Tax Act Central Excise Act Central Excise Act

Nature of dues
Sales tax in various states Sales tax in various states Sales tax in various states Excise duty in various states Excise duty in Panvel

Amount (Rs in million)
292.13 30.01 3.77 0.39 0.03

Period to which the amount relates
for various years for various years for various years For various years For various years

Forum where dispute is pending
Deputy Commissioner of sales tax Sales tax Tribunal High Court CESTAT Commissioner (Appeals)

x.

The Company has neither accumulated losses as at 31st March 2010, nor it has incurred any cash losses either in the financial year under audit and in the immediately preceding financial year.

sheet of the Company, we report that no funds raised on short-term basis have been used for long-term investment. xviii. The Company has not made preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. xix. According to the information and explanations given to us, the Company has not issued debentures during the year. xx. The Company has not raised any money by pubic issue during the year. xxi. During the course of our examination of the books and records of the company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the company, noticed or reported during the year, nor have we been informed of such case by the management.

xi. In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders. xii. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. xiii. In our opinion, the Company is not a chit fund or a nidhi / mutual benefit fund / society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditor??™s Report) Order, 2003 (as amended) are not applicable to the Company. xiv. In our opinion, the Company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor??™s Report) Order, 2003 (as amended) are not applicable to the Company. xv. In our opinion and according to the information and explanations given to us, the terms and conditions of the guarantees given by the company, for loans taken by others from banks or financial institutions during the year, are not prejudicial to the interest of the Company. xvi. In our opinion, the term loans have been applied for the purpose for which the loans were raised. xvii. According to the information and explanations given to us and on an overall examination of the balance

For HARIBHAKTI & CO Chartered Accountants CHETAN DESAI Partner Membership No. 17000 Place: Mumbai Date: 19th May 2010

29

PIDILITE ANNUAL REPORT 2009-10

Balance Sheet
As at 31st March 2010
(Rs in million) As at 31st March 2010 As at 31st March 2009

Schedule I. SOURCES OF FUNDS 1. Shareholders??™ Funds a. b. Share Capital Reserves and Surplus 1 2 506.13 8879.66

253.07 7083.08 9385.79 7336.15

2.

Loan Funds a. b. Secured Loans Unsecured Loans 3 4 2184.50 2029.80 4214.30 2593.09 2987.05 5580.14 440.87 13357.16

3.

Deferred Tax Liability (Net)

415.36 14015.45

TOTAL II. APPLICATION OF FUNDS 1. Fixed Assets a. b. c. d. Gross Block Less : Accumulated Depreciation Net Block Capital work in progress 5 8063.91 3889.19 4174.72 2774.02

7778.35 3432.81 4345.54 2387.47 6948.74 6733.01 2407.10

2. 3.

Investments Current Assets, Loans and Advances a. b. c. d. e. Inventories Sundry Debtors Cash and Bank Balances Other Current Assets Loans and Advances

6 7 2506.31 2387.59 331.16 51.51 962.19 6238.76

5106.64

2288.93 2413.03 1270.76 211.15 868.93 7052.80

Less : Current Liabilities and Provisions a. b. Liabilities Provisions

8 3301.93 976.76 4278.69 2241.16 594.59 2835.75 1960.07 14015.45 12 4217.05 13357.16

Net Current Assets TOTAL Notes forming part of the Accounts

AS PER OUR ATTACHED REPORT OF EVEN DATE For HARIBHAKTI & CO. Chartered Accountants CHETAN DESAI Partner Membership No. 17000 Mumbai Date : 19th May 2010 P C PATEL President & Secretary

FOR AND ON BEHALF OF THE BOARD B K PAREKH Chairman S K PAREKH Vice Chairman

M B PAREKH Managing Director

Profit and Loss Account
For The Year Ended 31st March 2010
(Rs in million)

Schedule INCOME Turnover ( Gross) Less : Excise Duty Net Sales Other Income EXPENDITURE Materials Other Expenses Depreciation Profit before Taxation Income Tax Expense Current Tax Less : MAT Credit Entitlement Deferred Tax Fringe Benefit Tax Profit for the year Prior year Tax Provision written back (Net) Balance brought forward from previous year Profit available for appropriation Dividend on Preference Share Capital Proposed Dividend on Equity Share Capital Corporate Tax on Dividend Transfer to Capital Redemption Reserve Transfer to Debenture Redemption Reserve Transfer to General Reserve Balance carried to Balance Sheet Earnings per share: (Refer note 15 of Schedule 12) Basic (Rs) Diluted (Rs) Face Value of Share (Re) Notes forming part of the Accounts 12 565.29 142.29 423.00 (25.49) 10 11 9958.16 5858.47 463.86 9 20215.34 917.89

2009-10

2008-09

19073.50 1462.28 19297.45 271.77 19569.22 17611.22 238.92 17850.14 10328.35 5417.62 472.16 16280.49 3288.73 16218.13 1632.01 182.45 59.90 122.55 17.96 27.71 397.51 2891.22 43.73 779.13 3714.08 759.20 126.10 885.30 322.46 1500.00 1006.32 168.22 1463.79 720.27 2184.06 0.75 442.87 75.38 519.00 28.75 257.18 600.00 779.13

5.80 5.64 1.00

2.89 2.81 1.00

For HARIBHAKTI & CO. Chartered Accountants CHETAN DESAI Partner Membership No. 17000 Mumbai Date : 19th May 2010 P C PATEL President & Secretary

B K PAREKH Chairman S K PAREKH Vice Chairman

M B PAREKH Managing Director

31

PIDILITE ANNUAL REPORT 2009-10

AS PER OUR ATTACHED REPORT OF EVEN DATE

FOR AND ON BEHALF OF THE BOARD

Schedules
Numbers 1 to 12 annexed to and forming part of the Balance Sheet as at 31st March 2010 and Profit and Loss Account for the year ended 31st March 2010
As at 31st March 2010 (Rs in million) As at 31st March 2009

SCHEDULE 1 SHARE CAPITAL
Authorised 70,00,00,000 (39,00,33,999) Equity Shares of Re 1 each Nil (50,00,000) 6% Cumulative Redeemable Preference Shares of Rs 10 each Nil (2,50,00,000) Unclassified Shares of Re 1 each TOTAL Issued, Subscribed and Paid up Capital : 50,61,34,612 (25,30,61,306) Equity Shares of Re 1 each, fully paid-up (Notes 1 to 3) Bonus Shares Issue (Note 4) TOTAL NOTES: Out of the above 1. 2. 3. 4. 74,75,880 Equity Shares of Re 1 each have been issued for consideration other than cash pursuant to various schemes of amalgamation in earlier years. 47,94,81,646 (22,64,14,340) Equity Shares of Re 1 each have been allotted as fully paid-up Bonus Shares by way of capitalisation of General Reserve, Securities Premium Account and Capital Redemption Reserve. The Equity Shares of the face value of Rs 10 each were sub-divided into ten Equity Shares of the face value of Re 1 each w.e.f. 27th September 2005. Bonus Shares Issue Account transferred to Equity Share Capital on account of settlement of dispute for title of 6000 fully paid bonus shares. 700.00 700.00 390.03 50.00 25.00 465.03

506.13 506.13

253.06 0.01 253.07

SCHEDULE 2 RESERVES AND SURPLUS
Capital Reserve Balance as per last Balance Sheet Capital Redemption Reserve Balance as per last Balance Sheet Less: Capitalised during the year for bonus issue Cash Subsidy Reserve Balance as per last Balance Sheet Special Reserve Balance as per last Balance Sheet Less: Transferred to General reserve Debenture Redemption Reserve Balance as per last Balance Sheet Add : Transferred from Profit and Loss Account General Reserve Balance as per last Balance Sheet Less : Earlier year??™s Foreign Exchange Fluctuation Add : Transferred from Special Reserve Less : Capitalised during the year for bonus issue Add : Transferred from Profit and Loss Account

3.37

3.37

28.75 28.75 9.47

28.75 28.75 9.47

1.19 1.19 327.46 322.46 649.92 5933.71 1.19 224.32 1500.00 7,210.58

1.19 1.19 70.28 257.18 327.46 5,338.41 4.70 600.00 5,933.71 779.13 7,083.08

Profit and Loss Account TOTAL

1,006.32 8,879.66

(Rs in million) As at 31st March 2010 As at 31st March 2009

SCHEDULE 3 SECURED LOANS
750 (750) 11.9% Secured Redeemable Non Convertible Debentures of Rs 10,00,000 Each (Note.1) 750 (750) 10.2% Secured Redeemable Non Convertible Debentures of Rs 10,00,000 Each (Note.1) Term Loans from Banks (Note.2) Working Capital Loans from Banks (including Working Capital Demand Loan) (Note.3) TOTAL 1. 750.00 750.00 466.92 217.58 2,184.50 750.00 750.00 796.23 296.86 2,593.09

Secured Redeemable Non Convertible Debentures are secured by way of mortgage and charge (by First pari passu charge) on the immovable property in Gujarat and all movable properties of the Company. 750 Secured Redeemable Non Convertible Debentures with interest @ 11.9% p.a. will be redeemed at par on 5th December 2013. 750 Secured Redeemable Non Convertible Debentures with interest @ 10.2% p.a. will be redeemed at par on 19th December 2011. Term Loan from Banks is secured by way of hypothecation of all movable Plant and Machinery of the Company. Working Capital Loans from Banks are secured by way of first charge on the stock of Raw Materials, Finished Goods, Packing Material, Stock in Process, Bills Receivable and Book Debts and by way of second charge on the entire Plant and Machinery of the Company including Stores and Spares. Further, these loans are secured by way of an Equitable Mortgage on the Land and Building of the Company??™s unit at Kondivita, Mumbai.

2. 3.

SCHEDULE 4 UNSECURED LOANS
Short term Commercial Paper & Others Long Term Interest free Sales Tax loan from Government of Maharashtra Foreign Currency Convertible Bonds (US $ 37.2 million

The First Inter Party Government

The First Inter-Party Government 1948-51

Why is it important

??? It brought an end to 16 years of Fianna Fail being in charge

??? It was the 1st Coalition (more than 1 party) Government in Ireland

What parties were involved Fine Gael ??“ Labour ??“ National Labour ??“ Clann na Talmhan (farmers party) ??“ Clann na Poblachta (peoples party) ??“ Independent T.D??™s

Some of the main people involved

John A. Costello (Fine Gael) Taoiseach

William Norton (Labour) Tanaiste

Richard Mulcahy (Fine Gael) Minister for Education

Sean MacBride (Clann na Poblachta) Minister for External Affairs

Dr. Noel Browne (Clann na Poblachta) Minister for Health

Archbishop John Charles McQuaid (Against the Mother and Child Scheme)

Important things that took happened

??? The Declaration of an Irish Republic, 1949

– Changed the name of the country from the Irish Free State to the Irish Republic

– Happened in Easter 1949

– Northern Ireland still under British rule ??“ De Valera is unhappy

– Ireland was a fully sovereign, independent state

– However the issue of partition would still dominate politics for many years to come

??? Dr. Noel Browne and the TB Crisis

– Tuberculosis (TB) was one of the worst diseases in Ireland at the time

– Over ? who caught it died from it

– All ages but especially teens and those in their 20??™s

– Catching TB was often considered a source of shame & people tried to hide the fact that family members had the disease

– Dr. Noel Browne??™s parents & other family members had died from TB

– Sanatoria which were special hospitals to cater for TB patients were built

– 5500 special hospital beds were provided & new drugs were developed

– Between 1947 & 57 the death rate from TB fell from 124 per 100,000 to 24 per 100,000

??? Dr. Noel Browne and the Mother and Child Scheme (see notes)

The First Dream I Had Months Ago and It Stays with Me, I Know There Is a Meaning but IM Not Getting It.

Do i believe science has been effective in helping to unlock and preserve the past Yes i do! I strongly believe we need to unlock, we need to preserve that which went before.
With fundamental questions such as where What When How Why, science can start to unravel that burning, inquisitive desire to know. This applies to both unlocking and preserving the past.
Definitions of the key words are as follows;
EFFECTIVE – ADEQUATE TO ACCOMPLISH A PURPOSE; PRODUCING THE INTENDED OR EXPECTED RESULT
UNLOCKING – TO LAY OPEN; DISCLOSE
PRESERVE – TO KEEP ALIVE OR IN EXISTENCE; MAKE LASTING

An example of how effective science has been in unlocking the past is that of Otzi the Ice Man. He was discovered in 1991 by a German couple walking in the high Alps between Austria and Italy. After the initial media and governmental ???hoo ha??™ the science community were allowed to take a look at him. Through the different branches of science the fundamental questions in which i wrote about above can and have been answered;
Radiocarbon dating has otzi at about 5 300yrs old. Living in the Neolithic age about 3 300-3 200BC.
Botanists believe he came from the valleys of Italy. This was based on the charcoal remains in a wooden container found with him
A Palaeoanatomist found bones scraps lying beside him and identified them as ibex bone, and based on the remains of sloeberries also found with him, concluded he died between late summer and early autumn.
Scholars have been provided with a very clear window into a prehistoric age. Prior to Otzi no one knew how late Stone Age people looked and dressed, how they made and used their tools or how effective the tools were. These questions have answers.
Another key part of my assessment is the extent at which science has helped in preserving the past.
There has been a lot of debating about whether to preserve, restore or allow nature to do what has probably been done for millennia and that is to let the monuments return to the earth.
Science has an obligation to try and preserve for future generations.
We must always keep things for the future, many of things we find we are not yet qualified enough to understand. We keep them for the next generations, for the next scientists. (dr nasry iskander, cairo museum)
An example of how effective science has been in preserving the past would have to be the Buddhist temple called Borobudur on the island of java in Indonesia. What a monumental undertaking.
This 1 000yr old monument was discovered by a Dutch engineer in 1814, though Sir Thomas Stamford Raffles was told of the site he instructed the engineer to check it out. It lay hidden under shrubbery and earth for centuries.
What??™s staggering is that even back in 1814 the scientific world knew the value of preservation. The extent to which they went to was amazing. They had no great technologies like todays scientists what they started with was pen and paper. 28 long and arduous years in the jungle (1845-1873) an extensive account of every aspect of the chandi was detailed. Detailed drawings and a complete photographic documentation (1907) of every block of stone, every flaw, every broken slab. Archaeologists, techno-archaeologists, chemico-archaeologists and civil engineers decided to literally pull the temple apart stone by stone, clean them up patch up what they could and put the whole thing back together again. Through the detailed photographs the monument was put back together exactly how it was found.
All up it took 169yrs to preserve this temple, from the initial discovery in 1814 to the completion in 1983. That is some dedication.
In conclusion the more i study the extent to which science has gone to effectively (producing the intended or expected result) unlock (- to lay open; disclose) and preserve (to keep alive or in existence; make lasting) the past the more I??™m in awe of what science could do and has done so far. Has science produced expected results Yes. Has science disclosed information needed to answer the fundamental questions Yes. Has science kept alive or in existence the past Yes.
Science is the key to unlocking and preserving the past for the future.

U.S. Grant


U.S. Grant”

The Rise of  Unconditional Surrender Grant He sat opposite
the impeccably dressed Lee, in plain clothes and muddy boots. His overall
appearance did little to suggest that he was the highest ranking general in the
union army. How such an unlikely hero attained this position then managed to
outmaneuver the most talented general of both armies, is a question worthy of
investigation. Ulysses Simpson Grant™s rise through the ranks of the union army
was nothing short of remarkable. The following pages will reveal how Grant
achieved that ascent, as well as providing a glimpse into Grant™s character,
and war philosophy.

The onset of
the war found Grant working as a clerk in his father™s leather shop. Some
viewed him as a failure, although it is apparent that Grant never saw himself
in that light. A West Point graduate and Mexican War veteran, he entered the
union volunteers a colonel. By a political fluke he was promoted to brigadier
general, of which his father gave him some practical advice.Be careful, Ulysses,
you™re a general now: it™s a good job, don™t lose it?(Foote, Vol 1 196). Grant
gained notoriety in the western theatre, where most of the fighting was waged
for control of arteries of commerce, such as rivers and railroads. His first
action would be at Belmont on the Mississippi River. Instead of a
demonstration, as was suggested to him, he made an all out assault. They routed
the enemy, then were surrounded by the enemy, then cut their way back out
through the enemy. It was an indecisive battle but it decisively defined Grant
as a soldier. He was calm under fire, poised, confident, and aggressive (Grant,
Encarta). Ever eager to go on the offensive, Grant finally convinced his
superior officer, Halleck, to permit him to attack Fort Henry, then Fort Donelson.

The result was
two impressive victories. The victory at Fort Donelson lifted Grant onto the
national stage. An old friend of Grant™s, general Buckner, commanded the
confederate soldiers at Fort Donelson. He was forced to accept Grant™s
conditions of ?no terms except unconditional and immediate surrender?(Foote,
Vol.1 214). This earned U.S. Grant the nickname of Unconditional Surrender Grant.
Buckner took offense at the strict terms, referring to them as unchivalrous. In
war, chivalry was of no consequence to Grant. He was not a man who reveled in
the glory found in war, as many of his fellow officers did. He was described
instead as a ?plain businessman of the Republic?(Foote, Vol.2 343). During the
Mexican War, Grant had written to his wife.

If we have to
fight, I would like to do it all at once, and then make friends?(Foote, Vol.1
215). On the war that he was currently engaged in, he said, ?It was one of the
worst for which a people ever fought, and one for which there was the least
excuse?(Jordan 153). In reply to what his philosophy was on how to fight a war,
he once stated, ?find out where your enemy is, get at him as soon as you can
and strike him as hard as you can, and keep moving on?(Jordan 153). Simplicity
was a virtue to him. Following the victory at Fort Donelson, where Grant had
captured more prisoners than all the other Union generals combined (Foote,
Vol.2 212). He was promoted major general of the volunteers (Grant, Encarta).
At Shiloh, the union army was attacked while it was spread out too thin. Grant
commanded one-third of his army known as the Army of Tennessee.

Though it was
viewed a Union victory, the federals suffered more casualties than the three
previous American Wars combined. Of the 24,000 casualties, many were Grant™s
(Foote, Vol.1 350). Halleck blamed Grant for poor generalship, and personally
took command of the army. Grant retained his position in name only. Rumors
surfaced tied to Grant™s past, that he had been drunk and negligent. Halleck
never totally trusted Grant, finding him to be rash in judgment. Grant grew
impatient. He was a man of action, and Halleck had put a leash around his neck.
He considered resigning, but an old friend, General Sherman convinced him
otherwise. Pressure was amounting in Washington to take action against Grant.
Lincoln quickly put an end to this, stating that he could not be spared,
because ?he fights?(Grant, Encarta). After Shiloh, Gran! t was also forced to
change his prewar thoughts of the confederates. He had believed that their
cause would falter quickly.

Now he realized
that there was ?no hope of saving the Union except by complete conquest?(Foote,
Vol.1 351). His next major object of conquest would be Vicksburg. It provided a
complex challenge, due to its location, as well as being heavily fortified. He
devised several plans, adjusting each new plan to correct the shortcomings of
the previous attempt. He was ever persistent, always believing he was closer to
victory than defeat. He never seemed to allow himself to entertain a gloomy
prospect. After his fifth such attempt ended without success, the grumbling
started once again about his alleged problem with the bottle. Lincoln™s
response was classic, ?If I knew what brand of whiskey he drinks, I would send
a barrel or so to some other generals.? He then added ? What I want, and what
the people want, is a general who will fight battles, and win victories. Grant
has done this, and I propose to stand by him?(Foote, Vol.2 217).

However, others
in the war department sent journalists to cover the Vicksburg campaign and
check up on Grant at the same time. Their findings served to give credence to
Lincoln™s faith in his western general. As Grant moved among his men chewing
restlessly on the end of his unlighted cigar, journalists were puzzled because ?he
seemed to amount to a good deal more than the sum of all his parts?(Foote,
Vol.2 218). He projected a quiet confidence and his men believed in him. One
reporter wrote, ?his equinimity is becoming a curious spectacle to me?(Foote,
Vol.2 219). Often quiet, one staffer described him as ?a man who could be
silent in several languages?(Foote, Vol.2 218). As to his drinking, the stories
were always conflicting, never conclusive. Grant™s seventh plan of attack on
Vicksburg proved successful. After a six-week siege, 30,000 confederates
surrendered on July 4th, 1863. The Mississippi was now controlled by the union,
and Grant was promoted to major general of the regular army (Grant, Encarta)
Grant™s next heroic task was to rescue the federals bottled up at Chattanooga.
He cut through the enemy lines to free the besieged army of Ohio, for which he
was promoted supreme commander in the west.

After the
battles of Chattanooga and Knoxville, Grant had put together quite an
impressive resume; he had won 17 battles, captured 100,000 prisoners, and had
taken 500 pieces of artillery (Foote, Vol.2 918). In recognition of his
accomplishments, In February of 1864, Congress revived the rank of Lt. General,
held only by George Washington and Winfield Scott before him. The former tanner
living in obscurity, was now the supreme commander of all union soldiers. When
Grant met with Lincoln after his promotion, he asked what was expected of him.
Lincoln replied ?The taking of Richmond?(Foote, Vol.3 8). Grant promised he
could do it with sufficient troops. Lincoln agreed to supply the troops, as
well as not to interfere militarily. All Lincoln ever wanted was someone who
would not procrastinate, but take responsibility and act.

After being
frustrated by five different eastern commanders, Lincoln believed he had
finally found his man. Grant™s plan was simple. Sherman would go after Johnston™s
army as he moved from west to east and in effect, cutting the confederacy in
half. Grant would go with the Army of the Potomac as they pursued Lee™s Army of
Virginia. He would face an adversary like none he had ever faced. Robert E. Lee
had become a legend in the north, as well as the south. Veteran northern
soldiers wondered aloud what Bobby Lee would do to their new general from the
west. After crossing the Rapidan River, Grant™s army became engaged with Lee™s
at the Wilderness. Lee almost turned both of his flanks, but his army managed
to maneuver out of their predicament. Following the Wilderness, the union
troops expected to head back across the Rapidan, as so many times before, but
instead they headed south. Retreat for Grant was never a consideration. After
learning of Grant joining the Army of the Potomac, Longstreet told Lee ?We must
make up our minds to get into a line of battle and stay there for that man will
fight us everyday and every hour ?till the end of the war?(Foote, Vol.3 123).
Grant ordered a sidling movement to get around Lee™s army, but Lee beat them to
Spotsylvania where another ferocious battle was fought. The southerners were dug
in behind entrenchments and the federal assaults were repelled. One of Lee™s
staffers referred to Grant™s tactics as butchery. Lee defended Grant, saying,
?General Grant had managed his affairs remarkably well up to the present
time?(Foote, Vol.3 214). Later, Lee made a comment of Grant that was less
flattering saying ?

His talent and
strategy consist in accumulating overwhelming numbers?(Dowdey 373). Again,
Grant tried to force Lee™s army out in the open where he was confident he could
defeat them. He tried to get between Lee and Richmond, and again, as if reading
Grant™s mind, Lee beat him to Cold Harbor. Here, behind earthen works, the
confederates slaughtered the on-rushing union soldiers. Grant later stated that
?I always regretted that last assault at Cold Harbor was ever made?(Grant,
Memoirs). The casualties suffered from the Wilderness to Cold Harbor were
appalling; almost 40,000. He received 40,000 reinforcements (Grant, Memoirs).
Lee™s losses were half that amount, but his manpower was limited and his
reinforcements were few. Although Grant had not defeated Lee™s army, he had
managed to get within ten miles of Richmond. He decided to cross the James
where he had access to Petersburg and Richmond. There he could starve Lee™s
army of food and supplies. Finally Grant stole a march on Lee. He skillfully
executed the crossing of the river before Lee was aware that he had left his
front, and in effect sealed the fate of the confederate army. Grant did not
want a siege due to not wanting to prolong the war, but that is what he had to
settle for. His army branched out around Petersburg, and settled in for the
winter. Lee™s army attempted to escape Petersburg in the spring, and General
Sheridan smashed into its right flank at Five Forks, allowing Grant to get in
front of his army instead of pursuing.

 As Lee had anticipated Grant™s every move from
the Wilderness to Cold Harbor, now it was Grant who caused, and knew
beforehand, every movement that Lee made. With his army decimated and no where
left to turn, Lee decided to surrender at Appomatox Courthouse. When Grant
first received the letter from Lee indicating his willingness to discuss terms
of surrender, he was ?jubilant?(Grant, Memoirs). But as he sat opposite of Lee,
he ?felt anything other than rejoicing at the downfall of a foe who had fought
so valiantly for so long?(Grant, Memoirs). His terms for surrender were
generous, even compassionate. All officers were aloud to retain their sidearms,
and at Lee™s request any soldier owning a mule or horse was permitted to keep
them for farming. Lee, in turn, was appreciative saying ? this will have the
best possible effect on the men?(Foote, Vol.3 948). Lee™s secretary later paid
tribute to Grant™s liberal terms stating ?as far as it was possible, General
Grant took away the sting of defeat from the confederate army. He triumphed?without
exultation, and with a noble respect for his enemy?(Jordan 200). In so doing,
he set the stage for the beginning of reconciliation. Most importantly, he had
enabled Lincoln to preserve the Union.-M

The First Crusade

During the end of the eleventh century, all of Europe was caught up in territory disputes. Nations argued where previous wars and imperialism left borders, but every nation wanted one territory in particular (Crusades). Jerusalem, the most sought after land in the eastern hemisphere, became a perpetual battleground for crusades and jihads. Because of high religious tensions between the Christian nations of Europe and the Islamic nations in the Middle East, a series of wars were fought over the ???holy land.??™ The Christians desired it because the Messiah, Jesus, was believed to be born there and the Islamic people believe that the prophet, Muhammad, was sighted here. The first of these holy wars took place from 1096 to 1099 (History Learning Site).
Several acts fueled the Eastern nations of Europe. The first of these was the capturing of Jerusalem by Muslims in 1076 (History Learning Site). The second was the preaching of both Pope Urban II and Peter the Hermit. The Pope was notified of the threat by the king of the Byzantine Empire, which lies near Turkish territory. The Pope then traveled throughout the European countries rallying armies to take back the holy land. (The First Crusade) Urban also held a council at Clermont-Ferrand in Auvergne on Tuesday 27, November 1096. The assembly consisted of archbishops, bishops, abbots, knights and peasants alike. (Council of Clermont)
Letters were sent to all Christian nations to aid in the crusade. The call was appeased by so many that the church was not able to control the crowd. The most renown of the crusade leaders were Count Raymond of Toulouse, Godfrey and Baldwin Bouillon who led the French and Germans from the Rhineland, Robert, the eldest son of William the Conqueror, from Normandy, Bohemond, son of Robert Guiscard and his nephew, Tancred. Many peasants began to leave with accompaniment of nobles. (Council of Clermont)
The majority that ventured prematurely were lead by Peter the Hermit, a monk who had made speeches in France to the public. He led 80,000 poor, penniless and mostly weaponless peasants to Constantinople, the designated rendezvous city for crusading armies. Peter could not keep his army together, as those who grew impatient abandoned him. This unorganized march was dubbed ???The People??™s Crusade.??™ Many lost their lives before reaching Jerusalem. Almost all in The People??™s Crusade had perished in the journey or by disease.
The crusading armies met at the Constantinople, the capitol of the Byzantine Empire. The emperor, Alexuis I, agreed to house the armies so long as the crusade leaders gave him the regions they would conquer. The emperor grew apprehensive of the large amount of soldiers in this city and hastily transported them to Asia Minor. (Crusades)

The first battle of the crusade took form of a siege at Nicaea on May 6, 1097. The crusaders surrounded the city??™s north and east walls, awaiting the French who had not arrived at Constantinople. The head of the city, Kilij Arslan, was off on a war of his own, leaving the city without a commander. Once the southern wall was besieged, Raymond??™s forces began to set up camp just as Arslan returned with his army. Raymond held fast against the Turks until he was assisted by Godfrey. The Turks retreated and the siege was continued. The walls of the city were dug out, but they fell inconveniently late, leaving the crusaders unable to attack. The Turks had rushed out of the city, destroying the siege equipment and those inside. Emperor Alexius shipped boats by land to the crusaders, which were constructed on site and blockaded Nicaea??™s ports. Byzantium diplomats entered the city in an attempt to persuade its leaders to surrender so as the crusaders were not required to destroy what would become their property. New, more adequate siege equipment was constructed and used to enter the city. Nicaea had surrendered everything to Alexius who distributed supplies and soldiers to the crusaders. (The Crusades Bookstore)
The second battle took place not at a city, but on the journey. Crusading armies were traveling through Anotolia, territory that had been lost by the Byzantine Empire almost 30 years earlier. Arslan counterattacked the crusaders with mounted archers from all sides on the first of July. Bohemond??™s army was ambushed and he quickly lost control of his men, many pursued the Turks but perished in their attempt. Bohemond was forced to retreat back to his camp where Arslan was preparing to strike again. Fortunately, Godfrey arrived before the Turks were able to charge the camp. Arslan, again, routed but was caught by the crusaders who captured and looted their camp. (History of War)
The decisive battle of the first crusade was held at Antioch, a city of great stature formerly owned by Christians in the base of a valley. The city was besieged for more than seven months, starting on the 21st of October, with three attempts of being driven off. The first two came from the Syrians in December and February the following year. Both efforts failed in relinquishing the holy armies. Emir Kerboga of Mosul then brought an estimated 75,000 men to rescue the city but was still en route when the city was captured. A family who owned a tower at the base of the mountain agreed to allow passage for the crusaders into the city in return for the ownership of the city once it had been conquered. The citadel, positioned upon the hill of the valley, remained subject to Muslim power. Two days later, however, Kerboga arrived and placed Antioch back into a state of siege. (History of War)
The second siege of Antioch, also known as the Battle of Orontes (the region in which Antioch resided), took way on the fifth of June, 1098. Kerboga??™s army surrounded
the city while the crusaders suffered of supply shortage inside the walls. Meanwhile, a Byzantine army was marching to take control of Antioch, but received word of the new, hopeless situation of the crusaders. The army turns back, leaving the holy warriors for dead. The warriors themselves had all but given up. But in the crusaders??™ darkest hour, Peter Bartholomew, a preacher who was traveling with the army, saw a vision of the Holy Lance, the lance said to have pierced the body of Christ as he lay dying on the cross. Peter proclaimed to have seen it buried under a church in Antioch. Eventually, the lance was found, indeed buried under a church. This lifted the morale of the crusaders immensely, enough to help them defeat the army of Turks five times more massive than their own. Witnessing the death of their rescuers, the citadel surrendered. (History of War)
On July ninth of 1099, the crusaders reached their object, the holy city of Jerusalem. Yet another ill-timed supply shortage found its way to the crusading armies, the Turkish forces behind the walls of Jerusalem having the only water source in the area. Not only that, but the crusaders had lost a significant percentage of their forces, leaving them without the necessary number to lay ideal siege to the city. Without the required numbers, thorough strategizing needed to be made to take the city. The crusaders waited until the entire city was completely surrounded by all their available forces, all of which would simultaneously breach the walls of Jerusalem. The assault was a complete success, the crusaders had reclaimed the holy city and founded the Kingdom of Jerusalem. (History of War)

The Union

“The
Union”

In colonial
America, most of the manufacturing was done by hand in a home. Labor took place
in workshops attached to the side of a home. As towns grew into cities, the
demand for manufactured goods increased. Some workshop owners began hiring
helpers to increase production. Relations between the employer and helper were
generally harmonious. They worked side by side, had the same interests and The
factory system that began around the mid 1800s brought great changes. The
employers no longer worked beside their employees. They became executives and
merchants who rarely saw their workers. They were less concerned with their
welfare than with the cost of their labor. Many workers were angry about the
changes brought by the factory system.

In the past,
they had taken great pride in their handicraft skills, and now machines did
most of the work, and they were reduced from the status of craft workers to
common laborers. The were also replaced by workers who would accept lower
wages. The Industrial Revolution meant degradation rather than progress. As the
factory system grew, many workers began to form labor unions to protect their
interests. The first union to hold regular meetings and collect dues was organized
by Philadelphia shoemakers in 1792.

Soon after,
carpenters and leather workers in Boston and printers in New York also
organized unions. Labors tactics in those early times were simple. Members of
a union would agree on the wages they thought were fair. They pledged to stop
working for employers who would not pay that amount. “M

The First Amendment and the American Judiciary

The Bill of Rights are the sets of laws that all others are compared and argued against. They are the building blocks of American society and they remain the most debated laws today. The case of the Snyder Family and the members of the Westboro Baptist Church is no different. The case brought before the Supreme Court in October 2010 is rooted in the basic precepts of the First Amendment. The Supreme Court??™s responsibility was to decide to what extent state tort law may impose liability for the case against the Westboro Baptist Church without infringing on the guarantees afforded to them by the First Amendment.
In March 2006, Matthew Snyder was killed in the line of duty in Iraq. His family planned for his funeral some days later. Upon learning of the funeral, members of the Westboro Baptist Church in Topeka, Kansas flew to Massachusetts and protested the funeral carrying signs with statements such as ???God hates the USA,??? ???God hates you,??? ???Fag troops,??? and ???Thank God for dead soldiers.??? It is necessary to note that over the past 20 years Westboro, founded by Fred Phelps has picketed nearly 600 military funerals as to ???communicate its belief that God hates the United States for its tolerance of homosexuality, particularly in America??™s military.??? Westboro??™s picketing also condemns the Catholic Church and its clergy scandal. The protests often occur whether the soldier(s) were gay or not. In response to Westboro??™s activities over the past 20 years, nearly forty states including the federal government have enacted legislation addressing protests and picketing at funerals. On the day of the funeral, Phelps and a handful of his parishioners picketed on public property approximately 1,000 feet away from the church, which was in accordance with local law enforcement directives.
In statements from Albert Snyder, Matthew??™s father, he stated that he saw the protests but was unaware of the subject until watching the news that evening. In light of those events, Snyder successfully sued Phelps and the church for intentional infliction of emotional distress, defamation, and invasion of privacy among others to the tune of approximately $10 million. However on appeal, the US Court of Appeals overturned the judgment because the ???defendants were expressing views on a matter of public concern and did not seriously assert anything provably false about the Snyder??™s or their son.??? In March 2010, the Supreme Court granted Snyder??™s petition for certiorari. Later that year, the Supreme Court upheld the US Court of Appeals decision with eight judges affirming and one judge dissenting.
Because Westboro??™s signs ???plainly relate to broad issues of interest to society??? and that there was no evidence that Westboro??™s protests prevented or interrupted the funeral service, the case for invasion of privacy held no merit. As for defamation, Westboro??™s speech has never changed and the context and nature of their protests remain the same regardless of whose funeral they happen to be protesting. The pickets never mentioned the Snyder family outright. A few days after the funeral an online message was posted on Westboro??™s website that did mention the Snyder??™s by name but Mr. Snyder did not use the ???epic??? as a basis for his case. Interestingly, Justice Breyer who filed the concurring opinion noted that the case might warrant different treatment if Snyder had used the online text as evidence, but as he failed to do so it could not factor into the Court??™s decision.
The sole dissenting opinion came from Justice Alito in which he vigorously denounced the ???vicious verbal assault??? conducted at the protest. He asserted that, in accordance with the First Amendment the church and its parishioners have an almost limitless opportunity to express their views yet the First Amendment does not entirely ???preclude liability for the intentional infliction of emotional distress by means of speech,??? which in his opinion, Phelps??™ church was certainly guilty. Alito concluded that ???in order to have a society in which public issues can be openly and vigorously debated, it is not necessary to allow the brutalization of innocent victims like petitioner (Snyder).???
The fact is that Westboro Baptist Church peacefully protested on public property and did so in full accordance with the local laws of Westminster, Massachusetts. Their rights to protest and to state their views publicly, however derogatory or incendiary are the precepts of the First Amendment canon. ???Speech is powerful. It can stir people to action, move them to tears of both joy and sorrow.??? It is my firm belief that however insensitive the actions or incendiary the diatribe of Westboro Baptist Church, a censorship of their right to petition, assemble, concurrently with their freedoms of religion and most importantly speech should never be restricted or culled. As Chief Justice Roberts noted in the majority opinion, ???speech on public issues occupies the highest rung of hierarchy if the First Amendment values.??? Speech should be uninhibited and robust especially when issues of public concern are brought to fore. It is the essence of American government and our commitment to self-governance.

Barnes, R. (2011, March 02). Supreme court rules first amendment protects churchs

right to picket funerals .Washington Post. Retrieved from

http://www.washingtonpost.com/wp-

dyn/content/story/2010/10/04/ST2010100406679.htmlsid=ST20101004

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Liptak, A. (2011, March 02). Justices rule for protests at military funerals. New York

Time. Retrieved from

http://www.nytimes.com/2011/03/03/us/03scotus.html_r=1

Snyder v. Phelps, 580 U.S. 206 (2010)

Picture of the Insight to Moral Issues

(Cover page)
TITLE:
DATE:
NAME:
TEACHERS NAME:
TASK DESCRIPTION:
DATE DUE:
Opening paragraph:
Subheadings:
Christianity as the major religious tradition:
In 1947, majority of Australia population was Anglo-Celtic (either English, Scottish, Irish, Walsh or British) and most of them were identified as Christians (88%). The decrease of Christian and the rise of other religions or non-religious population was due to:
Immigration in 30s and 40s, especially from Asia and Middle East introduced Buddhist, Hindu and Muslims and the Jewish immigrants who emphasised the democratic society
Denominational switching, thus the rise of Pentecostalism, and the New Age Movement influenced the population of Christians
Increase of ???non religion??™ population, such as Secularist or Atheists
The political/policies in society is depended on ???human rights??™, not religious reference
Immigration:
Immigration, especially during WW2 increased the rate of Catholic members; Europeans grew the numbers of Orthodox, Protestant and Catholics
Immigration from Asia and Middle East expended Buddhist, Hindu and Muslim members that influenced on the number of Christian adherents; increased ethnic diversity; Christian denomination
Increase of ethnic diversity caused increase of Denominational switching which increased the Pentecostalism
Denominational switching:
Pentecostalism
A fundamentalist religious movement
A term including a wide range of different theological and organizational perspectives, thus there is no central organisation or church which directs the movement
Emphasise on the direct personal experience of God through the Baptism of the Holy Spirit
Individual??™s decision whether to experience Pentecostalism
Often identified as Protestant or Evangelicals
No religious hierarchy, thus there is no one below God
Glossolalia or speaking with tongues for a proof or evidence of the Holy Spirit Baptism
Fastest growing Christian group of today due to denominational switching (yet quick exit rate)
Denominational switching
Only implies to those who change ???within??™ Christian community
Adherents who moved membership from an Christian church to another Christian church
Common trend in Protestant churches
Catholic and Orthodox Christian do not tend to switch to another church
The rise of new religions:
A term gathering a disparate group of spiritual experiments and beliefs; indicating variety of spiritual/religious practice
Eclectic (choosing or accepting from various sources) social movement having a wide variety of forms, thus difficult to describe or define
Allows individuals to belong to an involvement or a group
Achieve on spiritual/psychological or personal fulfilment; transformation
Individual experience; personal satisfaction
People do this to fulfil their sense of emptiness; inner sense of meaning (this is why New Age religion is popular and get people??™s attention and interest)
Examples are trot card, astrology, dream analysis and fortune telling
Secularism:
???worldly; not religious or spiritual???
25% of contemporary world (1/4 of population)
View of non-religious world
Either consider themselves to be ???no-religion??™ or purely say nothing; just live in the society (e.g. atheist, humanist)
Developed due to scientific answers
Refers to a belief that human activities and decisions should be based on scientific evidence and reasoning
Purely accepting what is ???true??™ rather than superstitious/supernatural being aka religion.
Believe that public policy should be free from religious influence (e.g. homosexual marriage, women??™s rights on pregnancy); not depended on religion but depend on science/medicine/technology
React against authoritarian organisations (e.g. churches)
Western societies are usually secular
Secularist increased largely in the younger generations; 19.4% of 40-49 year old while 26.9% for 20-29 year old
3 reasons why Secularism developed:
Replacement of science on religious practice/belief
Multiculturalism through immigration that embraced variety of religions and relative religions
Modern society began to refuse authoritarian organisations
The increase of Secularism is evident through:
Low number of people attending to church (approximately 12% attends church every Sunday)
Society??™s laws are no longer depended on religion but on ???human rights??™

Union Strength Within Progressive Era

“Union
Strength Within Progressive Era”

Union Strength
Within Progressive Era The Progressive Era was a period in which Progressives
sought to re-establish the marketplace amongst poor people. In effect they
would be able to consume more and elevate the strain of their dependency on
both the progressives and elitist. Though it was evident that their plight was
mainly for their own benefit it made people more aware that they could have
some kind of effect on the situation surrounding them.

Many unions
began to form fighting for the amelioration of their working conditions. The
main thing that they were trying to establish was a basic economic freedom and
stability for the lower class society. One of the major issues fought to be
improved was the economic status of women in society. Single mothers, being
looked down upon for going out and working, were forced to send their children
to go and work. However, laws prohibiting child labor led to the first form of
child support. Women continued to lead the majority of unions during the
period. Race was integrated into arguments made by some unions in the form of
referring the system of wages that they were working under, to slavery. One
union leader in particular, Mary (Mother) Jones, said, the black man knows what
liberty is (Foner, 142).

Though not a
comment of malice, it illustrates the incognizant manner in which white people
refer to the black man™s struggle. How is it, that if low class whites cannot
fully enjoy the liberties of being an American citizen, that a black man who is
supposedly (at this time) below whites of any class can take pleasure in any
liberties. What started out as being an aided evolution of economic condition
ended up as a basic want for freedom associated with American citizenship and
innate human rights.

This era not
only showed that the people could accomplish goals for themselves but it also
created a more unified society in America. It portrayed capitalism as an entity
that could manifest itself resulting in the majority being failures and poor
and the minority being rich and successful, and that the only way to regulate
it is for the majority to coalesce against it.-M

 ;,?

Pick Up Lines

DO YOU HAVE A QUARTER DAMN, I WAS GONNA CALL MY MOM AND TELL HER I MET THE GIRL OF MY DREAMS.
KISS ME IF IM WRONG, BUT IS YOUR NAME IS…..
DO YOU HAVE A BAND AID CAUSE I JUST SCRAPPED MY KNEE WHEN I FELL FOR YOU.
DID IT HURT WHEN YOU FELL FROM HEAVEN.
CAN I SEARCH YOUR POCKETS CAUSE STOLE MY HEART.
YOU LOOK TIRED. CAUSE YOU HAVE BEEN RUNNING THROUGH MY MIND ALL NIGHT.
HOW MUCH DOES A POLAR BEAR WHEY ENOUGH TO BREAK THE ICE, MY NAME IS …
WHAT HAS 164 TEETH AND HOLDS BACK THE INCREDIBLE HULK MY ZIPPER.
YOU MUST WORK AT SUBWAY CAUSE YOUR GIVING ME A FOOTLONG.
NICE LEGS.. WHAT TIME DO THEY OPEN
DID YOU FART CAUSE YOU BLEW ME AWAY!!!
A song from your lips is an aria from heaven.
All this could be yours for one low, low price!
Apart from being sexy, what do you do for a living
Are you a parking ticket (What) You got fine written all over you.
Are you a tamale Cause youre hot.
As shes leaving….Hey arent you forgetting something She: What Me!
Ask a woman for the time. “10:30 So today is January 10,1999, at 10:30 PM, thanks I just wanted to be able to remember the exact moment that I met you.”
Baby did you fart, cause you blow me away!
Baby, if you were words on a page, youd be what they call fine print
Baby, somebody better call God, cuz hes missing an angel!
Baby, you must be a broom, cause you just swept me off my feet.
Baby, youre so sweet, you put Hersheys outta business.
Baby, youre the next contestant in the game of love.
Can i get your picture to prove to all my friends that angels really do exist
Champaign can be tickly, and so can I.
(Close hand with nothing inside and give it to her) Its my breath from when you took it away (open palm while saying this).
Damn, if being sexy was a crime, youd be guilty as charged!
Did the sun come out or did you just smile at me
Did you have Campbells soup today (she answers yes/no) Because youre lookin mmm… mmm… good!
Do you have room in your life for another friend
Do you have the time [Gives the time] No, the time to write down my number
Do you know karate Cause your body is really kickin.
Does Levis pay you for wearing those and looking that good
Does my breath smell okay
Does your watch have a second hand I want to know how long it took for me to fall in love with you.
Dont walk into that building — the sprinklers might go off!
Dont you know me from somewhere
Ever since I met you, youve lived in my heart without paying any rent.
Excuse me miss, I dont mean to stare, but um I think youre really Beautiful”
Excuse me miss… Do you have a cigarette Actually, I dont want one, I just wanted to start a conversation with you.
Excuse me miss You dropped something back there (As you look around you ask “where”) Over there! (Ask again: “What did I drop”) He answers back: My jaw!
Excuse me, but did you happen to find my Nobel Peace Prize
Excuse me, I dont want you to think Im ridiculous or anything, but you are the most gorgeous girl/guy I have ever seen. I just felt like I had to tell you.
Excuse me, I just noticed you noticing me and I just wanted to give you notice that I noticed you too.
Excuse me, I think you have something in your eye. Nope, its just a sparkle.
Excuse me, Id like to have kids someday, and I wanted to know how your parents created such a beautiful creature.
Excuse me, Im looking for a friend…do you want to be my friend
Excuse me, is that your perfume that you are wearing
The word of the day is “legs.” Lets go back to my place and spread the word. 287
A cat falls into the water & the rooster laughs. Whats the moral of the story A wet pu*y alwaysmakes a happy cck. 226
Im not Fred Flintstone, but I can make your bedrock! 173
What has 148 teeth and holds back the incredible hulk My Zipper! 298
My magic watch says that you dont have on any underwear. (She says yes I do) Damn! itmust be 15 minutes fast 529
Crap. Something is wrong with my cell phone. {Oh Really. What is that} Itsjust that…your numbers not in it. 152
I dont know much about pies but DAMN you make my banana cream. 115
You may fall from the sky, you may fall from a tree, but the best way to fall… is in love with me. 168
If I received a nickel for everytimeI saw someone as beautiful as you, Id have five cents. 168
I lost my teddy bear, will you sleep with me 271
There are 206 bones in the human body… do you want another one 220
My love for you is like diarrhea, I just canthold it in! 30
My socks are having a party, do your pants want to come down 22
Youre like a prize winning fish. I dontknow whether to eat you or mount you. 67
If a fat man puts you in a bag at night, dont worry I told Santa I wanted you for Christmas. 50
A boy gives a girl 12 roses. 11 fake, 1 real and he says to her ” Iwill stop loving you when all the roses die” 192
Do you work at subway Because you just gave me a footlong! 135
Do you believe in love at first sight, or should I walk by again 75
Do you work for UPS I could have sworn I saw you checking out my package. 47
Do you want to do math Lets add a bed, subtract your clothes, divide your legs and multiply! 91
Screw me if I am wrong, but havent we met before 57
See my friend over there He wants to know if you think Im cute. 81
If I told you that you had a beautiful body, would you hold it against me 22
Do you have a keg in your pants (No!Why) Cause Id like to tap that! 53
If your left leg is Thanksgiving, and your right leg is Christmas, can I visit you between the holidays 66
That shirt is very becoming on you, but if I was on you Id be coming too! 53
Its a good thing that I have my library card. Why Because I am totally checking you out!! 29
Was your Dad a baker Because youve got a nice set of buns. 26
Say “I bet I can kiss you on the lips without touching you.” and kiss her, then tell her you lost the bet. 70
I own a rocket. First stop your moons, then Uranus! 18
You know what would look good on you Me! 19
If I followed you home, would you keep me 27
Are those space pants Because your ass is out of this world! 40
Do you work for Cingular, Cause youre raisenmy bar! 26
I want to tell you your fortune. [Take her hand and write your phone number on it.] Your future is clear. 37
Hey Girl lets play lion tamer…you get down on all fours and Ill stick my head in your mouth! 56
You turn my software into hardware! 46
Lets play carpenter. First we get hammered, thenIll nail you! 16
Do you have a mirror in your pocket Cause I could see myself in your pants. 26
Do I know you Cause you look a lot like my next girlfriend. 25
Are you a parking ticket Because youve got FINE written all over you. 34
Dou sleep on your belly at night If no, can I 19
Are you a pirate Cause I want chobooty. 26
People call me John, but you can call me Tonight! 23
Ive noticed you noticing me and Im just giving you notice that Ive noticed you! 37
Did you have lucky charms for breakfast Because you look magically delicious! 28
Is that a ladder in your pants… or the stairway to heaven 19
Do you know karate Cause your bodys kickin! 18
If I could rearrange the alphabet, Id put U and I together. 28
Can I buy you a drink, or do you just want the money 47
Lets have breakfast together tomorrow; shall I call you or nudge you 22
Your eyes are bluer than the Atlantic ocean, and baby Im lost at sea! 17
You might as well sleep with me because Im going to tell everybody we did it anyway. 40
I may not be the best-looking guy in here, but Im the only one talking to you. 23
Hi, will you help me find my lost puppy I think he went into this cheap motel room across the street. 27
Would you sleep with a stranger [No] Then Hi, my name is… 18
Roses Are Red, Candle Light Flickers, After TheMeal, Its off With The Knickers. 24
Can you take me to the bakery Because, I want a Cutiepielike you! 23
I have a snake and he wants to enter your garden. 26
[man] Excuse me, would you like to dance [women] NO! [man] Maybe u didnt hear me…. I said u look really fat in those pants! 46
If I had a garden Id put your two lips and my two lips together. 34
Did the sun come up or did you just smile at me 30
Can you kiss me on the cheek so I can at least say a cute girl kissed me tonight 55
If you were a new hamburger at McDonalds, you would be a McGorgeous. 43
If you were a burger at McDonalds youd be the McGorgeous. 55
Polar Bear (HUh) I just wanted to break the ice. 12
Excuse me, if I go straight this way, will I be able to reach your heart 16
If you were a booger I would pick you first. 41
I must be in heaven because Im looking at an angel! 15
I must be a snowflake, because Ive fallen for you. 14
Violets are blue, roses are red, whatis it going to take to get you into bed 31
There are 20 angels in the world 11 are playing, 8 are sleeping and 1 of them is standing in front of me. 23
Do your legs hurt from running through my dreams all night 15
Heres $10. Drink until I am really good looking, then come and talk to me. 20
My names [your name]. Thats so you know what to scream in bed. 21
Hi, my names Fred, would you like to test my bed 12
Are you form Tennessee Causeyoure the only ten I see!!! 32
What do you and the weather have in common Youre both Hot! 16
You must be Jamaican, because Jamaican me crazy. 38
If you were a car, Id wax and ride you all over town. 22
Youre ugly, but you intrigue me… 27
Im gay, think you can convert me 32
I would die a million deaths if it meant I could be with you! 16
Could you please step away from the bar Youre melting all the ice! 20
Is your shirt felt (No)Do you want it to be 20
Do you have any raisins No How about a date 31
Can I fish in your pond since all the others seem to be dry or closed 14
Damn boy theres only 2 things I like riding up my ass, my G-String and you! 30
Im the 6,do you want to be the 9 41
Somebody call the cops, because its got to be illegal to look that good! 25
Lets play house, you be the screandoor and iIllbang you all night long. 34
Did it hurt when you fell [Girl: Huh]When you fell from heaven 18
You dont sweat much for a fat chick. 39
Can you lick your nipples
[No] Can I
[Yes] Can you show me 43
Im going outside to make out… care to join me 29
Are you a hooker Cause Im hooked on you. 22
Are you a clock Cause youre ticking me off. 14
If you were a laser you would be set on stunning. 14
Go up to a girl, ask her: “Do you know what winks and screws like a tiger” [No] Then wink. 21
Girl youre like a car accident, causeI just cant look away. 18
Damn girl, you make me feel like a loaf of bread…I wannarise up in your oven! 20
Are you a gardener I have a bush that needs a trim. 24
(stepson some ice) Now that the ice is broken, whats your name 17
Hi, I??™m Mr. Right–I heard you were looking for me. 29
(To someone working somewhere where a counter seperatesyou) Youre like a drug to me. Good thing youre over the counter. 32
Are you a Hurricane [name] Cause youre blowing me away. 16
Girl you so fine I wish I could plant you and grow a whole feildof yall! 27
A tall man to a short woman: “Youre perfect height for what you want.” 28
Im going to need a tall glass of cold water, cuzbaby your making me HOT! 15
Were like Little Ceasars, were Hotand Ready. 34
(She asks you the time) Its two flirty and the dateswith you and me. 21
Excuse me, did you just fart 41
Good evening. May a thorn sit down amongst the roses
Good news, the test results are negative!
Got me Ill do your body good.
Grab them in the butt and ask, “Pardon me, is this seat taken”
Great choice of clothes, they match the trim in the Jag
Guy: Whats your name Girl: Danielle Guy: Oh… I thought it was Aphrodite.
Ive seen till I gazed into your eyes
He: You look like my third wife. She: Oh, how many time have you been married He: Twice.
Hello, Im a thief, and Im here to steal your heart.
Hello. Are you taking any applications for a boy/girlfriend
Hello. Cupid called. He says to tell you that he needs my heart back.
Hey, come here often You could, with me.
Hey, dont frown – youll never know who might be falling in love with your smile.
Hey, dont I know you Yeah, youre the girl/guy with the beautiful smile.
Hey, havent I seen you before I remember, it was in my dreams!
Hey, how did you do that (What) Look so good
Hey, I lost my phone number … Can I have yours
Hey, Laura! (Big hug). I havent seen you forEVER!! (huge kiss) Wow, youve really changed! (Im not Laura) What Oh my God, you even changed your name!
Hey, somebody farted. Lets get out of here.
Hi, Im a fashion photographer. Would you like to be in my next photo shoot
Hi, Im Batman. Wanna see my batmobile
Hi, Im Mr. Right. Someone said you were looking for me.
Hi, my names Right…Mr. Right.
Hi, the voices in my head told me to come over and talk to you.
Hi. Are you cute
Hi. Can I domesticate you
Hi. I suffer from amnesia. Do I come here often
Hi. My name is {name}. Im running for president in 2012. And I could sure use your vote. Here…write down your number and Ill call you to discuss my platform.
I dont know you, but I think I love you already.
I dropped a tear in the ocean, the day I find it is the day Ill stop loving you.
I envy your lipstick.
I have a cat. She would really like to meet you.
I have had a really bad day and it always makes me feel better to see a pretty girl smile. So, would you smile for me
I have only three months to live.
I must be a snowflake, cuz Ive fallen for you.
I must be in heaven because Im standing next to you!
I must be lost. I thought paradise was further south.
I never thought that heaven would be so close to me”
I play the field, and it looks like I just hit a home run with you.
I saw you, I had an asthma attack because you took my breath away!
I think I feel like Richard Gere – Im standing next to you, the Pretty Woman.
I think I must be dying because Im looking at Heaven.
I think my medication is wearing off.
I think youve got something in your eye. Oh never mind, its just a sparkle.
I tried to find the perfect line to make you mine, sweetheart, but after searching all I could come up with was this look in my eyes and your hand in mine, and the words, will you be mine
If a star fell for every time i thought of you, the sky would be empty.
If beauty were a grain of sand, youd be a million beaches.
If beauty were sunlight, youd shine from a million light-years away.
If beauty were time, youd be an eternity.
If God made anything more pretty, Im sure hed keep it for himself.
If I could be anything Id be a tear: Born in your eye, live on your cheek, and die at your lips.
If water were beauty youd be the ocean.
If you know a persons name: “Hi, [name].” How did you know my name “Isnt every beautiful girl named that”
If you were a booger Id pick you first.
If you were a chicken, youd be impeccable.
If you were a laser, youd be set on “stunning”.
If you were a library book, I would check you out.
If you were a new hamburger at McDonalds, you would be McGorgeous.
If you were a tear in my eye I would not cry for fear of losing you.
If you were ice cream and I were hot chocolate Id pour all my love onto you.
Im addicted to yes, and Im allergic to no. So whats it gonna be
Im feeling kind of insecure right now. Could I have a hug
Im invisible. (Really) Can you see me (Yes) How about tomorrow night
Im looking for a friend…do you want to be my friend
Is that baby oil on your forehead Cause you shine like an angel.
Is there a rainbow today I just found the treasure Ive been searching for!
Is there an airport nearby or is that my heart taking off
Is your daddy a thief [“No.”] Then how did he steal the sparkle of the stars and put it in your eyes [Be ready with a snappy answer in case they say “yes.”]
Is your name Gillette Because youre the best a man can get
It must be a day off in heaven for an angel like you to be amongst us.
It must be dark outside. Cause all the sunshine in the world is right here.
Its always good for you to see me again.
Its my birthday! How about a birthday kiss [Is it really your birthday]No, but how about a kiss anyway
Its not my fault I fell in love. You are the one that tripped me.
Ive been noticing you not noticing me.
Ive gotta thirst, baby, and you smell like my Gatorade.
[Look at his/her shirt label. When they say, “What are you doing”, say “Checking to see if you were made in heaven.”
Man, you sure are bright girl! Were you raised by the stars
Man: “Would you like to dance” Woman:(looks at you up and down) “No thank you.” Man: “Sorry, you mustve misunderstood me. I said: “you look fat in those pants!”
Man: excuse me did you just feel my ass Girl: no you: why not
Man:”Girl, you are so rude!” Girl:”How am I being rude” Man:”Because youre looking so fine and not telling me youre name.”
Many people will walk in and out of your life. But only lovers will leave a footprint on your heart. And you my dear have left one great leap on mine!
May I have the distinguished honor and privilege of sitting next to you
My name isnt Elmo, but you can tickle me anytime you want to.
My psychiatrist sent me for an MRI because she thinks I have a magnetic personality.
Nice to meet you, Im (your name) and you are…gorgeous!
Oh my god, I thought I was gay… then I met you.
Oh no, Im choking! I need mouth to mouth, quick!
Ok, Im here, what do you want for your next wish
Oooh, youre lookin fine. Not in the good way, in the “youll do” way.
Please dont go or else I will have to make a report to the cops….u stole my heart
Pull my finger.
Really like your peaches and I wanna shake your tree.
Say, didnt we go to different schools together
Shall we talk or continue flirting from a distance
Smile if you want me!.
So, are you going to give me your phone number, or am I going to have to stalk you
Thats a nice watch [Thank you] Actually, thats a nice dress. [Again, thank you] Come to think of it, everything is nice on you.
The only thing your eyes havent told me about you is your name.
There arent enough “O”s in the word “smooth” to describe how smooth you are.
Turn to the girl sitting next to you at the bar and say, “Im not really this tall….Im sitting on my wallet.”
(Walk over to her)”Ok, you can stand next to me, as long as you dont talk about it.”
Walk up and say, “Yes” “What” “Oh, my friend told me that you wanted to make out with me because Im the inest thing you have seen all night.”
Walk up to a guy/girl hold up a $100 (or more if youre desperate) dollar bill and rip it in half in front of his/her face write your phone number on half of it and hand it to them. Then say, “how about you call me tomorrow and well figure out a way to spend this money”
Was you Father an Alien Cos honey on planet earth theres nothing else like you!
Was your dad king for a day He must have been to make a princess(or prince) like you.
Well, here I am. What were your other two wishes
What does it feel like to be the most beautiful girl in this room
What is your favorite color (Answer) Mine too!
What is your first name Hmm, that goes kinda well with my last name. (switch if female asking a male)
What sort of person are you looking Wait- dont tell me: medium height, blue eyes, etc…
What time do you have to be back in heaven
What would you do if I kissed you right now
Whats a nice girl like you doing in a place like this
Whats a nice girl like you doing talking to a loser like me
Whats that on your face Oh, must just be beauty. Here, let me get it off. Hey, its not coming off!
Whats the name of your perfume “Catch of the Day”
Whats your sign
When God made you, he was showing off.
When I look into your eyes, it is like a gateway into the world of which I want to be a part.
When I marry I wonder if God will be mad that I stole one of his angels.
When I saw you from across the room, I passed out cold and hit my head on the floor…so Im going to need your name and number for insurance reasons.
When you look into the mirror holding up a dozen roses, you see the 13 most beautiful things in the world
Whens our wedding date
(While looking at stars) Baby, I didnt see any stars in the sky tonight, the most heavenly body was sitting right next to me.
Whos your daddy
Why do you have to be so damn fine every single day Cant you take a break and let me concentrate on something else for a change
Woman, I hate to see you go, but I LOVE watching you leave….
Would buy you a drink but I would be jealous of the glass.
You are a 9.9999. Youd be a perfect 10 if you were with me.
You are a beautiful girl, you have probably heard all the great pick up lines, so why dont you just tell me the ones that worked so we can get past all that….”
You are like a candy bar: half sweet and half nuts.
You are not a woman, you are an essence
You are so beautiful that I would marry your brother just to get into your family.
You are so beautiful that you give the sun a reason to shine.
You are so sweet…Im getting a toothache just looking at you…
You are the hottest thing since sunburn.
You know the more I drink, the prettier you get!
You know what Your eyes are the same color as my Porsche.
You know, you might be asked to leave soon. Youre making the other women look really bad.
You look beautiful today, just like every other day.
You look just like my mother.
You look like a big glass of water and I sure am thirsty!
You look like the type of girl who has heard every line in the book … So whats one more
You look so good, I could put you on a plate and sop you up with a biscuit!
You make me melt like hot fudge on a sundae.
You might not be the best looking girl here, but beauty is only a light switch away.
You must be going to hell cause it must be a sin to look that good.
You MUST have a nice personality.
You remind me of a magnet, because you sure are attracting me over here!
You remind me of a pop tart. (Why) Youre cool cause youre hot!
You Say: Looks like were late.” She Says: “For what” You Say: “For dinner.
Your choice this time, Im buying.”
You see my friend over there [Point to friend who sheepishly waves from afar] He wants to know if YOU think IM cute.
Your dad must have been retarded, cuz you are special.
Your daddy must be a terrorist, because baby- you da bomb!
Your earrings are the mirrors which reflect the moonlight into your eyes
Your eyes are as blue as my toilet water at home.
Your eyes have touched my soul
Youre hotter than a Bunsen burner set to full power!
Youre like a dictionary – you add meaning to my life!
Youre so hot you would make the devil sweat.
Youre ugly but you intrigue me.
Youve been a bad girl/boy. Go to my room.
Youve got to refer me to your plastic surgeon.