Exhibit 10.36
 
 DEBU BHATTACHARYA
VICE-CHAIRMAN
 Personal & Confidential
 
   1.
    
    Position TitlePresident & Chief Operating Officer with Novelis Inc.2.
    
    Starting DateThe effective date of this position will be April 16, 2009 or an earlier date mutually
agreeable between us.3.
    
    Base SalaryThe position of President & Chief Operating Officer will have an initial base salary of $700,000
annually. Currently Novelis has two pay periods per month. Your next salary review will be in
July 2010.4.
    
    Annual Incentive PlanIn addition to base salary, this position also includes participation in Novelis annual
incentive plan. The target payout for your position will be 90% of your base salary annually
i.e. $630,000. The performance measures for this plan are based on Novelis business performance
objectives. The performance measures, as of today, are EBITDA, free cash flow and EHS.
Depending on the level of the results, the actual bonus for the year pro-rated for service
could be as high as two times target or as low as zero. However, for the first year ending
March 2010, 50% of the target amount is guaranteed.
 Aditya Birla Novelis




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Please note that you are eligible for AIP, only after completing a full performance year. For
details of the AIP Plan, please refer to the relevant employee communication document issued by
Novelis.5.
    
    Long Term Incentive Plan (LTIP)You will be eligible to participate in the Novelis LTIP. The target opportunity for your level
is $2,000,000 annualized. We anticipate making a LTIP grant for FY 2010 in the form of stock
appreciation rights (SARs) based on Hindalco common shares. It is also anticipated that the SARs
will vest over a period of four years at the rate of 25% per year, subject to meeting
performance requirements linked to Operating EBITDA results.The cash payout per SAR, shall be limited to 2.5 times the target opportunity per SAR if
exercised within one year of vesting or 3 times the target opportunity per SAR if exercised
after first year of vesting.6.
    
    BenefitsNovelis provides a wide range of benefits which are described in the attached Novelis Benefits
Overview as well as an annual company paid executive physical examination. Benefits include:
 t
    
    Savings and Retirementt
    
    Life insurance.t
    
    Medical and prescription drug plan for you and your eligible dependents.t
    
    Dental coverage for you and your eligible dependents.t
    
    Short-Term Disability.t
    
    Long-Term Disability.t
    
    Business Travel and Accident Insurance.t
    
    Flex Perks  You will receive an annual stipend of $11,500, minus
required deductions, paid to you over 12 months. This amount is intended for your
personal use for club memberships, tax preparation services, professional financial
services, or as you may choose. The company does not otherwise pay club dues and/or
other services.
 7.
    
    RelocationThe company will pay for the following for your relocation to Atlanta, Georgia:
 (a)
    
    Miscellaneous relocation allowance in the net amount of $60,000.(b)
    
    For the first four months up to $3000 per month towards single
accommodation or family accommodation of up to $5000 per month.(c)
    
    Return trips (for you or your spouse) in economy class twice per month
during the first four months.
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(d)
    
    Closing costs associated with sale of home  50% of costs including realtors
cost/loss on sale will be reimbursed at actuals up to a maximum of $50,000.(e)
    
    Relocation of household goods to the Atlanta area will be reimbursed
at actuals up to two containers by land/sea.(f)
    
    Federal and state income tax preparation for the year of your move.
 8.
    
    Vacation EntitlementYou will be entitled to 20 days of vacation for the calendar year 2009. Thereafter, your
vacation entitlement will be governed by Novelis vacation policy but will be no less than 25
days annually. You will also be entitled to the paid holidays in Novelis 2009 published
holiday schedule for the Atlanta office which includes nine (9) scheduled holidays and two (2)
personal days.9.
    
    Company VehicleYou will be eligible to participate in the company leased vehicle program. The company will pay
the lease cost for a vehicle of your choosing to a maximum of $37,000 capitalized cost. Fuel,
maintenance, registration and insurance expenses are paid by the company. In accordance with
IRS regulations, use of a company provided vehicle for personal use is a taxable benefit to
you. Alternatively, you may elect to receive an additional $1,000 a month gross pay should you
decide not to have a company vehicle.10.
    
    Change in ControlNovelis will provide you with a separate Agreement that provides protection in the event of a
Change in Control.11.
    
    Severance and Other Termination BenefitsYou shall be entitled to severance and other benefits if the Company terminates your employment
other than for Cause or you terminate your employment for Good Reason defined as follows:
 Cause means only (i) your conviction of any crime (whether or not involving the Company)
constituting a felony in the applicable jurisdiction; (ii) willful and material violation of
the Companys policies, including, but not limited to, those relating to sexual harassment
and confidential information; (iii) willful misconduct in the performance of your duties for
the Company; or (iv) willful failure or refusal to perform your material duties and
responsibilities which is not remedied within ten (10) days after written demand from the
board of directors to remedy such failure or refusal.
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Good Reason means any of the following if it shall occur without your express written
consent: (i) a material reduction in your position, duties, reporting relationships,
responsibilities, authority, or status with the Company; (ii) a reduction in your base salary
and target short term and long term incentive opportunities in effect on the date hereof or as
the same may be increased from time to time during the term of this Agreement; or (iii) any
failure of the Company to comply with its obligations under this Agreement, in each case which
is not remedied within ten (10) days after written demand by you to remedy such reduction or
failure.
  Severance Pay
     Other Benefits
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Code Section 409A
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13.
    
    Non-Competition13.1
    
    Competing Entities: In this Agreement, Competing Entities includes any entity whose major
business operations consist of manufacturing or recycling of aluminum, alumina, or downstream
rolled aluminum products.13.2
    
    Competitive Activities: You covenant and agree that, while employed with the Company and for
24 months thereafter, you shall not, directly or indirectly, in any manner whatsoever
including, without limitation, either individually, or in partnership, jointly or in
conjunction with any other person, or as employee, principal, agent, consultant, director,
shareholder, lender or otherwise:
 (a)
    
    be engaged actively in or by any Competing Entities in order to provide
products or services similar to the products and services provided by the Company;(b)
    
    have any financial or other interest including, without limitation, an interest
by way of royalty or other compensation arrangements, in or in respect of any Competing
Entities, excluding the ownership of not more than 5% of the issued shares of any such
Competing Entities, the shares of which are listed on a recognized stock exchange or
traded in the over-the-counter market; or(c)
    
    advise, lend money to or guarantee the debts or obligations of any Competing
Entities.
 14.
    
    Non-Solicitation14.1
    
    Customers and Suppliers: You covenant and agree that, while employed with the Company and
for 24 months thereafter, you will not, in any manner, directly or indirectly, by any means,
in any capacity, in order to direct away from the Company, approach, solicit, or contact any
customers or suppliers of the Company who have actively done business with the Company in the
preceding 24 months, or any prospective customer or supplier that the Company approached,
solicited or contacted in the preceding 24 months, or attempt to do any of the foregoing, in
order to offer or obtain services or products that compete with the business of the Company
(or any material part thereof) as conducted at the time of the cessation of the your
employment or during the twelve-month period prior to such date or contemplated to be carried
on in its most recent annual business plan.14.2
    
    Employees: You covenant and agree that, while employed with the Company and for 24 months
thereafter, you will not induce or solicit, or attempt to induce or solicit, or assist any
person to induce or solicit, any management or higher employee, contractor or advisor of the
Company, or assist or encourage any management or higher employee, contractor or advisor of
the Company, to accept employment or engagement elsewhere that competes with the business of
the Company (or any material part thereof) as conducted at the time of the cessation of your
employment or any other business conducted by the Company
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during the twelve-month period prior to such date or contemplated to be carried on in its
most recent annual business plan.
 15.
    
    Governing Law
  16.
    
    This offer is conditional upon all of the following:
 (a)
    
    Your passing a pre-placement drug screen test to ensure your suitability for the required
tasks. Information about the drug screen test is enclosed.(b)
    
    Completion of an Employment Application. Please complete and return the enclosed Employment
Application with your signed copy of this offer letter. The employment application is for
internal data collection purposes only.(c)
    
    In order for the Company to comply with the Immigration Reform and Control Act of 1986, you
must provide documentation of your identity and legal eligibility for employment by Novelis in
the United States. You must bring this documentation with you on your first day of employment.(d)
    
    This offer/future employment is further contingent upon your maintaining your Employment
Authorization in the United States with the Immigration and Naturalization Service. You will
be required to annually show proof of renewal of the Employment Authorization.
 17.
    
    No Obligation to Mitigate Damages; No Effect on Other Contractual Rights.(a)
    
    You shall not be required to mitigate damages or the amount of any payment provided for
under this Agreement by seeking other employment or otherwise, nor shall the amount of any
payment provided for under this Agreement be reduced by any compensation earned by you as the
result of employment by another employer after your termination of employment, or otherwise.(b)
    
    The provisions of this Agreement, and any payment provided for hereunder, shall not reduce
any amounts otherwise payable, or in any way diminish your existing rights, or rights which
would accrue solely as a result of the passage of time, under any employee benefit plan or
arrangement providing retirement benefits or health, life, disability or similar welfare
benefits.18.
    
    Successor to the Company.
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19.
    
    Indemnification.
  20.
    
    General.20.1
    
    All the information in this letter, including eligibility for participation in compensation
and benefit plans, is subject to the terms of the applicable plan documents and policies,
which are subject to change during the normal course of Novelis business, but shall not
result in an overall reduction of your compensation or terms and conditions of your
employment. Your employment at Novelis is at-will and either you or Novelis may decide to
terminate the employment relationship at any time and for any reason, except as provided by
law. The terms of this letter, therefore, do not and are not intended to create either an
express or implied contract of employment with Novelis for any particular duration.20.2
    
    In carrying out the Companys business, employees often learn confidential or proprietary
information about the Company, its customers, suppliers, or joint venture parties. Employees
must maintain the confidentiality of all information so entrusted to them, except when
disclosure is authorized or legally mandated. Confidential or proprietary information of the
Company, and of other companies, includes any non-public information that would be harmful to
the relevant company or useful or helpful to competitors if disclosed. You will find more
information about this in the Code of Conduct. By signing below, you acknowledge you have
received a copy of the Novelis/Aditya Birla Group Code of Conduct. You are also required to
complete the Novelis Inc. Employee Information Agreement. Please return the enclosed Novelis
Inc. Employee Information Agreement with your signed copy of this offer letter.
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Accepted:
    
    /s/ Philip R. Martens(name & signature)Date:
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