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Directors Report of Deccan Gold Mines Ltd.

Mar 31, 2023

DIRECTORS’ REPORT

To

The Members,

Deccan Gold Mines Limited

The Directors of Deccan Gold Mines Limited (‘the Company'') have pleasure in submitting their 39th Annual Report
to the Members of the Company together with the Audited Standalone and Consolidated Statement of Accounts
for the year ended March 31,2023. The financial statements have been presented based on Ind AS requirements.

1. FINANCIAL STATEMENTS & RESULTS:

A. FINANCIAL RESULTS

Particular

2022-23

2021-22

Other Income

3,425

7,650

Total Expenses

3,1028

34,008

Profit / (Loss) before Exceptional and Extraordinary Items and Tax

(27,603 )

(26,358)

Less: Exceptional and Extraordinary Items

-

-

Profit / (Loss) before tax

(27,603 )

(26,358)

Less: Current Tax & Deferred Tax

765

-

Profit / (Loss) after tax

(28,369)

(26,358)

Other Comprehensive Income

227

128

Total Comprehensive Income of the year

(28,142)

(26,230)

b. OPERATIONS AND STATE OF AFFAIRS :

Details on the operations of the Company and status of its projects in India as well as market announcements made
from time to time can be accessed at www.deccangoldmines.com and www.bseindia.com (BSE Scrip Code: 512068).

Significant developments during the year under review are summarized hereunder:

Acquisition of stake in Geomysore Services (India) Private Limited (GMSI):

Pursuant to receiving regulatory and statutory approvals, the Company completed acquisition of 41.81% stake
in GMSI (7,20,373 shares in GMSI at an Issue Price of Rs. 1,606.09 per share) on March 2, 2023 under a share
swap arrangement. As consideration, the Company had issued 3,35,07,789 equity shares of Re.1/- each at an
Issue Price of Rs.33.05/- per share and 1499276 Compulsorily Convertible Debentures (CCDs) of Re.1/- each
at an Issue Price of Rs. 33.05/- per CCD. The Fair Value of equity shares of GMSI and equity shares / CCDs of
DGML and the share swap ratio were arrived at by an independent registered valuer.

As our shareholders are aware, GMSI is a gold exploration company and has a granted and executed Mining
Lease over its Jonnagiri Gold Project in the State of Andhra Pradesh. More details about GMSI and the Jonnagiri
Gold Project are available in our market updates made to BSE from time to time.

Ganajur mining Lease application (Wp No. 17018/2021) and North Hutti Block prospecting Licence (pL) applications (Wp No.
12867/2022):

As shareholders are aware, our wholly-owned subsidiary viz., Deccan Exploration Services Private Limited (DESPL)
had filed a Writ Petition before the Hon''ble High Court of Karnataka on September 13, 2021 seeking setting aside
of the ‘Speaking Order'' dated July 16, 2021 passed by the Central Government (holding its prior approvals for
Ganajur ML as inconsequential and infructuous in the light of the MMDR Amendment Act, 2021) and grant of the
Ganajur Mining Lease. Ministry of Mines, Government of India; Indian Bureau of Mines, Nagpur; Department of
Commerce & Industries (MSME & Mines), Government of Karnataka and the Department of Mines & Geology,
Government of Karnataka are the Respondents to this Writ Petition.

DESPL had also filed an Amendment Application (during 2022) before the Hon''ble High Court of Karnataka
incorporating the salient features of the Judgment dated May 27, 2022 passed by the Hon''ble High Court in an
identical matter in Indocil Silicons Pvt., Ltd., & Ors vs. Union of India & Ors. (W.P. 1920/2021) (“Indocil”)

Further, DESPL had also filed a Writ Petition (12867/2022) before the Hon''ble High Court of Karnataka seeking
quashing of the Order dated 14/02/2022 passed by the Secretary (MSME & Mines), Commerce & Industries
Department, Government of Karnataka (“C & I”). Vide this Order, the C & I had ordered that the 8 PL applications
filed by DESPL over the North Hutti Block in Karnataka have not fulfilled the requirements of Section 10A(2)(b)
of the MMDR Act, 1957 and further the PL applications have lapsed as per Proviso No. 1 to Section 10A(2)(b)
inserted vide MMDR Amendment Act, 2021 with effect from March 28, 2021.

Both the Writ Petitions came up for hearing on January 5, 2023 before the Hon''ble High Court of Karnataka. It was
pointed out to the Court that the State Government has challenged the Judgment dated May 27, 2022 passed by
the Hon''ble High Court in Indocil before the Hon''ble Supreme Court by way of SLP (Civil) No. 15692 of 2022. After
hearing the parties, the Hon''ble High Court directed that (a) the next date of hearing on the Writ Petitions will be
fixed after the decision of the Hon''ble Supreme Court in re: Indocil. In the meanwhile, the interim order passed in
the matter viz., the Respondent State not to take any precipitative action against DESPL would continue till such
time and granted time of 4 weeks'' to the Respondents to file their statement of objections to DESPL''s Writ Petitions.

During May, 2023 DESPL filed its Rejoinder to the joint Statement of Objections filed by two of the Respondents
(Government of India and the Indian Bureau of Mines) to its Ganajur Writ Petition No. 17018/2021.

In order to protect its interests and to state its case / merits, DESPL also filed an Intervention / Impleadment
Application (No. 50253 of 2023) in SLP (Civil) No 15692 of 2022 before the Hon''ble Supreme Court in State of
Karnataka and Another (Petitioner) Vs. Indocil Silicons Pvt., Ltd., and Another. At the hearing held in the matter on
May 15, 2023 the Hon''ble Supreme Court Bench acknowledged the Intervention Application filed by DESPL and
stated that they will hear all the stakeholders including the intervenors and listed the matter for hearing on August
8, 2023. However, the matter did not come up for hearing on the said date and as per the information available
on Hon''ble Supreme Court website is tentatively listed on September 5, 2023.

Bhalukona-Jamnidih Nickel, Chromium and Associated PGE Block in Chhattisgarh

As shareholders are aware, the Company had submitted its Technical Bid and participated in the e-auction held
for the captioned Block on March 6, 2023 conducted through the online portal of MSTC (official agency authorized
by the Government to conduct e-auctions for mineral blocks).

Bhalukona-Jamnidih Block covers an area of 30 sq kms and forms part of Neo-archean Sonakhan Schist Belt
in the NE fringe of Bastar Craton and represents a wide spectrum of volcano-volcanoclastic rocks of Sonakhan
and Bilari Group, mafic-ultramafic intrusives, undeformed granitoids, younger dykes and quartz veine. Based on
initial sampling data of GSI, the area requires further prospecting to facilitate mining operations and was therefore
recommended for grant of Composite Licence through e-auction process.

On May 22, 2023 the Compa ny received an official intimation from Government of Chhattisgarh that the Company
has been selected as the “Preferred Bidder” in respect of the Bhalukona-Jamnidih Block on the basis of the
e-auction conducted on March 6, 2023. As required under the terms and conditions of the tender document,
the Company has furnished Performance Security for an amount of Rs. 1.5 crore in favour of the Government of
Chhattisgarh. We are following up with the Government of Chhattisgarh for completion of the further statutory /
regulatory requirements and procedures.

All the above facts have been disclosed in our periodical market updates made to the BSE and shareholders are
encouraged to refer to the same.

There was no change in nature of the business of the Company, during the year under review.

c. REPORT ON PERFORMANCE OF Subsidiary:

The Company holds 13,555 (100%) shares in Deccan Exploration Services Private Limited (DESPL) and 11,700
shares (99.99%) in Deccan Gold Tanzania Private Limited, Tanzania (DGTPL) as on March 31,2023. In view of
the provisions of the Companies Act, 2013 (‘the Act''), DESPL is a wholly owned subsidiary company and DGTPL
is a subsidiary company. Pursuant to the provisions of Section 129 of the Act, the accounts of DESPL & DGTPL
have been consolidated into the Company''s accounts. Further, consequent to acquisition of 41.81% stake in

Geomysore Services (India) Private Limited, India (GMSI) on March 2, 2023, GMSI has become an associate
company during the year under review. Apart from this, no other Company has become or ceased to be the
Company''s subsidiary(ies), joint venture(s) or associate company during the year under review.

The performance and financial position of DESPL & DGTPL, subsidiary companies for the year ended March 31,
2023 is attached as Annexure 1 (Form AOC-1) to this Report.

d. MATERIAL SUBSIDIARIES:

The Board has adopted a Policy for determining Material Subsidiaries in accordance with the requirements of
Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015. The Policy, as
approved by the Board, is uploaded on the Company''s website and the link for the same is https://deccangoldmines.
com/wp-content/uploads/2018/11/Policy-on-Material-Subsidiaries.pdf. In terms of the criteria laid down in the Policy
and as per the definition of material subsidiary provided in Regulation 16(1)(c) of the SEBI (Listing Obligations and
Disclosure Requirement) Regulations, 2015, the wholly owned subsidiary of the Company i.e. Deccan Exploration
Services Private Limited has been identified as ‘Material'', based on the Company''s Consolidated Financial
Statements for financial year 2022-23.

Further, the Financial Statements along with the Directors'' Report of Deccan Exploration Services Private Limited
and Deccan Gold Tanzania Private Limited, Tanzania for the financial year ended March 31,2023 are available
on the Company''s website at https://deccangoldmines.com/agm-2023-related-documents/.

e. COMPLIANCE WITH SECRETARIAL STANDARDS

The applicable Secretarial Standards issued by the Institute of Company Secretaries of India, i.e. SS-1 and SS-2,
relating to ‘Meetings of the Board of Directors'' and ‘General Meetings'', respectively, have been duly complied by
the Company.

f. DIVIDEND:

Your Directors express their inability to recommend dividend for the financial year under review keeping in mind
the operations of the Company.

g. TRANSFER TO RESERVES:

In view of losses incurred during the year under review, the Board of Directors has not recommended transfer of
any amount to reserves.

h. DECLARATION WITH REGARD TO FINANCIAL STATEMENTS:

Financial Statements for the year ended March 31,2023 are in accordance with the Indian Accounting Standards
(IND-AS) notified by the Ministry of Corporate Affairs, Government of India which have already become applicable
to the Company from the accounting period beginning on April 1,2017.

The Company has not carried out any revision in its financial statements in any of the three preceding financial
years as per the requirement under Section 131 of the Act.

i. DEPOSITS:

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of
the Companies Act 2013 (“the Act”) read with the Companies (Acceptance of Deposit) Rules, 2014 during the
year under review. Hence, the requirement for furnishing of details of deposits which are not in compliance with
Chapter V of the Act is not applicable.

j. DISCLOSURES UNDER SECTION 134(3)(L) OF THE COMPANIES ACT, 2013:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the
Company''s financial position have occurred between the end of the financial year of the Company and date of
this report.

k. DISCLOSURE WITH REGARD TO INTERNAL FINANCIAL CONTROLS:

The internal financial controls with reference to financial statements as designed and implemented by the Company
are adequate considering the nature of its business and the scale of operations. During the year under review, no

material or serious observation has been made by the Statutory Auditors and the Internal Auditors of the Company
regarding inefficiency or inadequacy of such controls. Wherever suggested by the auditors, control measures have
been further strengthened and implemented.

1. DISCLOSURE WITH REGARD TO ORDERS PASSED BY REGULATORS / COURTS / TRIBUNALS:

No adverse orders have been passed by any Regulator or Court or Tribunal which can have impact on the Company''s
status as a Going Concern and on its future operations.

m. PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTIES:

All contracts / arrangements / transactions entered into by the Company during the financial year with its related
parties were in the ordinary course of business and at an arm''s length basis. Accordingly, the disclosure of related
party transactions, as required under Section 134(3)(h) of the Companies Act, 2013 is annexed as Annexure 2
(Form AOC-2) to this Report. The Policy on related party transactions as approved by the Board may be accessed
on the Company''s website at https://deccangoldmines.com/wp-content/uploads/2022/08/DGML_Related-Parties-
Transaction-Policy.pdf
.

Your Directors draw attention of the members to Note No. 24 of Standalone financial statements which sets out
disclosures on related parties and transactions entered into with the said parties during the financial year under
review.

n. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES:

During the year under review, the Company did not provide any loan or give any guarantees. As on March 31,2023
the Company did not have any investments except (a) 100% shareholding in DESPL, its wholly owned subsidiary
company; (b) 99.99% shareholding in DGTPL, its subsidiary company in Tanzania and (c) 40.49% % shareholding
in Geomysore Services (India) Private Limited.

o. DISCLOSURE UNDER SECTION 43(A)(II) OF THE COMPANIES ACT, 2013:

The Company has not issued any shares with differential rights and hence no information is required to be furnished
in terms of provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and
Debenture) Rules, 2014.

p. DISCLOSURE UNDER SECTION 54(1)(D) OF THE COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence the provisions of
Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014
are not applicable.

q. DISCLOSURE UNDER SECTION 62(1)(B) OF THE COMPANIES ACT, 2013:

All the stock options issued under the DGML ESOP 2014 and DGML ESOP 2014 (Amended 2016) have since
been exercised during the financial year 2017-18 and the Company did not have any Scheme of ESOP in force
during the year under review and hence no disclosure is required to be furnished.

p) DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares
purchased directly by employees under a Scheme pursuant to Section 67(3) of the Companies Act, 2013 read with
Rule 16(4) of Companies (Share Capital and Debenture) Rules, 2014. Hence, disclosures pursuant to Section 67

(3) of the Companies Act, 2013 are not required to be furnished.

2. OUTLOOK AND OPPORTUNITIES:

Details on the industry outlook, opportunities, risks and concerns have been provided under ‘Management Discussion
and Analysis'' forming part of this Annual Report.

3. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) board of Directors and Key Management Personnel:

During the year under review, Mr. Andrew Mark Weeks (DIN:08962937) and Mrs. Deepthi Donkeshwar (DIN:
08712113) were appointed as Directors (Independent & Non Executive category) for a period of 2 years on August

9, 2022 and the appointments were approved by the shareholders at their 38th Annual General Meeting (AGM)
held on September 28, 2022.

During the year under review, the term of office of Mr. Natesan Chinnapan (DIN: 08415969) and Ms. Revathi
Thiruvengadam (DIN: 01119311), Independent Directors came to an end with effect from May 31,2022, and June
15, 2022 respectively. Mr. Binay Pandey (DIN: 05343869), Non-Executive Non Independent Director ceased to be
a director with effect from September 30, 2022 upon end of his tenure. The Board places on record its appreciation
for their guidance and support extended during their respective tenure.

Mr. Subramaniam Sundaram (DIN:06389138), Director retires by rotation and being eligible, offers himself for
reappointment. Necessary resolution has been included in the Notice convening the ensuing 39th AGM and your
Directors recommend their appointment.

b) Declaration by Independent Directors:

The Company has received declaration from all the Independent Directors under Section 149(6) of the Companies
Act, 2013 as further amended by the Companies Amendment Act, 2017 and Regulation 16(1)(b) of the SEBI (Listing
Obligations & Disclosure Requirements) Regulations, 2015 confirming their independence vis-a-vis the Company
and its management. There was no change in the circumstances which affected their status as Independent
Director (s) during the year under review.

The Independent Directors have also confirmed that they are not aware of any circumstances or situation which
exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an
objective independent judgment and without any external influence. Further, the Independent Directors of the
Company possess integrity and requisite qualifications, experience and expertise in the field of finance, auditing,
tax, risk advisory service, mineral exploration, mining and law and hold the highest standards of integrity.

Further, declaration on compliance with Rule 6(3) of the Companies (Appointment and Qualification of Directors)
Rules, 2014, as amended by Ministry of Corporate Affairs (“MCA”) Notification dated October 22, 2019, regarding
the requirement relating to enrollment in the Data Bank created by MCA for Independent Directors, have been
received from all the Independent Directors.

c) Company’s Policy on Directors’ appointment and remuneration:

The Board has, as per the recommendation of the Nomination and Remuneration Committee, framed a policy on
selection and appointment of Directors and Senior Managerial personnel and their remuneration which was further
amended by the Board vide their resolution dated March 31,2019 in terms of the SEBI (Listing Obligations and
Disclosure Requirements) Amendment Regulations, 2018. The details of said policy are given in the Corporate
Governance Report which forms part of this Annual Report.

4. DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES:

a) Board Meetings:

The Board of Directors met six (6) times during the year ended March 31,2023 in accordance with the provisions of
the Companies Act, 2013 and rules made there under. All these meetings were held through audio-visual means in
compliance with the provisions of the Act. Detailed information on the Board Meetings is provided in the Corporate
Governance Report which forms part of this Annual Report.

b) Directors’ responsibility Statement:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company
for the year ended March 31,2023, the Board of Directors hereby confirms that:

a. in preparation of the annual accounts, the applicable accounting standards have been followed along
with proper explanation relating to material departures;

b. such accounting policies have been selected and applied consistently and the Directors 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 March 31,2023 and of the loss of the Company for that year;

c. proper and sufficient care was taken for maintenance of adequate accounting records in accordance with
the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities;

d. the annual accounts of the Company have been prepared on a going concern basis;

e. internal financial controls have been laid down by the Company and that such internal financial controls
are adequate and operating effectively;

f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and
that such systems are adequate and operating effectively;

c) Board Committees:

There are four (4) Committees of the Board of Directors of the Company viz. Audit Committee, Nomination and
Remuneration Committee, Stakeholders'' Relationship Committee and Independent Directors'' Committee as on
March 31,2023.

Detailed information on all the above Board Committees is provided in the Corporate Governance Report forming
part of this Annual Report along with the details of extract from Nomination and Remuneration Policy of the Company
with respect to remuneration of Executive Directors, Key Managerial Personnel and other senior employees of
the Company.

Policies framed by the Committees / Board pursuant to the applicable provisions of the Companies Act, 2013 and
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are available on the Company''s
Website (www.deccangoldmines.com).

Disclosure in respect of composition, meetings held, attendance of members, terms of reference and other related
matters in respect of the above Board Committees are furnished in the Corporate Governance Report forming
part of this Annual Report.

d) Policies and Procedures (Mechanism):

Vigil Mechanism Policy for Directors / Employees:

The Board of Directors of the Company has pursuant to the provisions of Section 178(9) of the Companies Act, 2013
read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed a “Vigil Mechanism
Policy” for Directors and employees of the Company to provide a mechanism which ensures adequate safeguards
to employees and Directors from any victimization on raising of concerns of any violations of legal or regulatory
requirements, incorrect or misrepresentation of any financial statements and reports, etc.

The employees of the Company have the right to report their concern/grievance to the Chairman of the Audit
Committee.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business
operations.

Risk Management Policy:

The Board of Directors of the Company has designed Risk Management Policy and Guidelines to avoid events,
situations or circumstances which may lead to negative consequences on the Company''s businesses, and define
a structured approach to manage uncertainty and to make use of these in their decision making pertaining to all
business divisions and corporate functions. Key business risks and their mitigation are considered in the annual/
strategic business plans and in periodic management reviews.

Corporate Social responsibility:

The provisions of Section 135 of the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014
are not applicable to the Company.

e) Annual Evaluation of Directors, board Committees and board:

A statement indicating the manner for evaluation of performance of the Board and its Committees and individual
Directors is attached to this Report as Annexure 3.

f) Internal control systems:

Adequate internal control systems commensurate with the nature of the Company''s business, size and complexity of
its operations are in place and have been operating satisfactorily. Internal control systems comprising of policies and
procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational

and strategic goals, compliance with policies, procedure, applicable laws and regulations and that all assets and
resources are acquired economically, used efficiently and adequately protected.

g) Disclosure under Section 197(12) of the Companies Act, 2013 and other disclosures as per rule 5 of
Companies (Appointment & remuneration) rules, 2014:

The information required pursuant to Section 197 read with Rules 5(1) and 5(2) of the Companies (Appointment
& Remuneration of Managerial Personnel) Rules, 2014 have been attached as Annexure 4 to this Report.

h) Payment of remuneration / commission to managerial personnel from subsidiary company:

The Managing Director of the Company is not in receipt of remuneration / commission from the subsidiary company.
Apart from the Managing Director, the Company did not have any managerial personnel during the year under review.

i) Familiarization Programme for Independent Directors

The Company proactively keeps its Directors informed of the activities of the Company its management and
operations and provides an overall industry perspective as well as issues being faced by the industry. Details for the
year ended March 31,2023 are available on the Company''s website at https://deccangoldmines.com/wp-content/
uploads/2018/11/Independent-Directors-Familiarisation-Programme.pdf.

5. AUDITORS AND REPORTS:

The matters related to Auditors and their Reports for the year ended March 31,2023 are as under:

a) Report of the Statutory Auditors on financial statements for the year ended March 31, 2023:

The Report furnished by the Statutory Auditors on the financial statements of the Company for the year ended
March 31,2023 is free from any observations / qualifications.

b) Secretarial Audit report:

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates to obtain Secretarial
Audit Report in Form MR-3 from a Practicing Company Secretary. M/s. Rathi and Associates, Practicing Company
Secretaries, Mumbai had been appointed as Secretarial Auditors for the financial year March 31,2023 to issue
Secretarial Audit Report for the financial year 2022-23.

The Secretarial Audit Report issued in Form MR-3 by M/s. Rathi & Associates is attached as Annexure 5 and forms
part to this report. The said report is self-explanatory and does not require any further clarification on the matter.

Further, the Secretarial Audit Report in Form MR-3 for DESPL (Material Subsidiary) for the financial year ended
March 31,2023 is attached as Annexure 6 to this Report.

c) Annual Secretarial Compliance report:

In compliance with the Regulation 24A of the Listing Regulations and the SEBI circular CIR/CFD/CMD1/27/2019
dated February 8, 2019, the Company has undertaken an audit for the Financial Year 2022-23 for all applicable
compliances as per Securities and Exchange Board of India Regulations and Circulars/Guidelines issued thereunder.
The Annual Secretarial Compliance Report duly issued by M/s. Rathi & Associates has been submitted to the Stock
Exchanges within the prescribed timelines.

The Annual Secretarial Compliance Report does not contain any qualification, reservation or adverse remark or
disclaimer or modified opinion.

d) Appointment of Statutory Auditors:

M/s. P.R. Agarwal & Awasthi, Chartered Accountants, Mumbai (Firm Registration No. : 117940W) resigned vide
their letter dated September 4, 2023, as Statutory Auditors of the Company w.e.f. the conclusion of the 39th Annual
General Meeting of the Company. The same was taken note of by the Board at its meeting held on September
4, 2023.

Consequent to the resignation of the statutory auditors and pursuant to the provisions of Section 139 of the
Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 and upon the recommendation of the
Audit Committee, the Board of Directors (at their meeting held on September 4, 2023) appointed, subject to the
approval of the shareholders of the Company, M/s. V. K. Beswal & Associates, Chartered Accountants, Mumbai
(Firm Registration No. 101083W), as the Statutory Auditors of the Company for a consecutive term of five (5) years
to hold office from the conclusion of the ensuing 39th AGM till the conclusion of the 44th AGM.

Necessary resolution with regard to appointment of Statutory Auditors has been included in the Notice convening
the 39th AGM of the Company.

e) Cost Auditors:

Presently, the Company is not engaged in any manufacturing activities and hence requirement of appointment of
Cost Auditors pursuant to Section 148 of the Companies Act, 2013 is not applicable to the Company.

f) fraud reporting:

During the year under review, Statutory Auditors and Secretarial Auditors have not reported any instances of frauds
committed in the Company by its Officers or Employees as specified under Section 143(12) of the Companies
Act, 2013.

6. DISCLOSURES UNDER SECTION 134 OF COMPANIES ACT, 2013:

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are
furnished as under:

a) Extract of Annual return:

Annual Return (Form MGT-7) for the year 2022-23 in terms of Section 92 (3) of the Companies Act, 2013 is available
on the Company''s website at https://deccangoldmines.com/agm-2023-related-documents/

b) Conservation of energy, technology absorption and foreign exchange earnings and outgo:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule
8 of the Companies (Accounts) Rules, 2014 have not been furnished considering the fact that the Company is yet
to commence its manufacturing operations.

c) Expenditure and Earnings in Foreign Currency:

Sr.

No.

Nature

2022-23

2021-22

1.

Exports

NIL

NIL

2.

Professional Consultancy Income

3,254

NIL

Total

3,254

-

Expenditure

Sr.

No.

Nature

2022-23

2021-22

1

Import of Materials

-

-

2

Professional Fees

1,134

245

3

Analysis Charges

-

-

4

Travelling & Other Expenses

485

-

Total

1,619

245

d) Remuneration payable by Companies having no profit or inadequate profit (in terms of Section II of
Schedule V to the Companies Act, 2013):

The Company is paying remuneration to its Managing Director as per the limits laid down in Section II of Schedule
V to the Companies Act, 2013.

e) Change in share capital:

On March 2, 2023, the Company allotted 3,35,07,789 equity shares of Re.1/- each at an Issue Price of Rs. 33.05/-
per equity share and 14,99,276 Compulsorily Convertible Debentures (CCD) of Re.1/- each at an Issue Price of
Rs. 33.05/- per CCD. CCDs are convertible into equivalent number of equity shares within a period of 18 months
of their allotment. The aforesaid equity shares / CCDs were issued towards acquisition of 7,20,373 equity shares
of Geomysore Services (India) Private Limited (GMSI) from its shareholders under a share swap arrangement.

On account of the above, the paid up capital of the Company increased from 9,33,27,375 equity shares of Re.1/-
each to 12,68,35,164 equity shares of Re.1/- each with effect from March 2, 2023 and to 12,83,34,440 equity
shares of Re.1/ each (on a fully diluted basis post conversion of CCDs).

f) Disclosure under Sexual Harassment of Women at Workplace (Prevention, Prohibition and redressal) Act, 2013:

The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace
and has also established an Internal Complaints Committee, as stipulated by The Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder. During the year
under review, no complaints in relation to such harassment at workplace have been reported.

g) Insolvency and Bankruptcy Code, 2016:

During the year under review, no applications were made or any proceeding were pending under the Insolvency
and Bankruptcy Code, 2016.

h) Disclosure with respect to one-time settlement of loan taken from the banks or financial institutions:

During the financial year under review, the Company had not taken any loan from the Banks or Financial Institutions.
Hence, no disclosure is required to be made with respect to difference between amount of valuation done at the
time of one-time settlement and the valuation done while taking the loan.

7. ACKNOWLEDGMENT AND APPRECIATION:

Your Directors take this opportunity to express their gratitude to all the business associates and to the investors
/ shareholders for the confidence reposed in the Company and its management. The Directors also convey their
appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board of Directors of
Deccan Gold Mines Limited
Kailasam Sundaram

Chairman
DIN:07197319

Date: September 4, 2023
Place: Bengaluru

CIN: L51900MH1984PLC034662

REGISTERED OffICE:

No. 501, Ackruti Trade Center,

Road No. 7, MIDC, Andheri (East),

Mumbai 400093

Tel. No.: 91-22-62606800 / 62606800

Email: [email protected] Website: www.deccangoldmines.com


Mar 31, 2018

To

The Members,

Deccan Gold Mines Limited

The Directors of Deccan Gold Mines Limited (‘the Company’) have pleasure in submitting their 34th Annual Report to the Members of the Company together with the Audited Standalone and Consolidated Statement of Accounts for the year ended March 31, 2018. The financial statements have been presented based on Ind AS requirements.

1. FINANCIAL STATEMENTS & RESULTS:

A. FINANCIAL RESULTS

Financial results for the year ended March 31, 2018 are as under:

(Rs. in ‘000)

Particular

For the financial year ended March 31, 2018

For the financial year ended March 31, 2017

Other Income

3,350

4,859

Less: Expenses

27,315

1,01,149

Profit/ (Loss) before tax

(23,965)

(96,290)

Less: Provision for tax

-

-

Profit / (Loss) after Tax

(23,965)

(96,290)

b. OPERATIONS:

Details on the operations of the Company during the period under review are given under the head “Report on Exploration Activities” and the segment titled “Status of mineral concession applications” and in “Management Discussion & Analysis” which forms part of this Report.

More details about the Company’s projects and operations as well as market announcements made from time to time can be accessed at (www.deccangoldmines.com).

There was no change in nature of the business of the Company, during the year under review.

c. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:

The Company holds 100% shares in Deccan Exploration Services Private Limited (DESPL) and in view of the provisions of the Companies Act, 2013 (‘the Act’), DESPL is a subsidiary company. Pursuant to the provisions of Section 129 of the Act, DESPL’s accounts have been consolidated into the Company’s accounts.

The performance and financial position of DESPL, subsidiary company for the year ended March 31, 2018 is attached as Annexure I to this Report.

d. DIVIDEND:

In view of the fact that the Company is yet to commence its commercial operations, your Directors express their inability to recommend dividend for the financial year under review.

e. TRANSFER TO RESERVES:

In view of losses incurred during the year under review, the Board of Directors has not recommended transfer of any amount to reserves.

f. REVISION OF FINANCIAL STATEMENT:

The Company has not carried out any revision in its financial statements in any of the three preceding financial years as per the requirement under Section 131 of the Act.

g. DEPOSITS:

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act 2013 (“the Act”) read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing of details of deposits which are not in compliance with Chapter V of the Act is not applicable.

h. DISCLOSURES UNDER SECTION 134(3)(l) OF THE COMPANIES ACT, 2013:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company’s financial position have occurred between the end of the financial period of the Company and date of this report.

i. DISCLOSURE OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate considering the nature of its business and the scale of operations. During the year under review, no material or serious observation has been made by the Statutory Auditors and the Internal Auditors of the Company regarding inefficiency or inadequacy of such controls. Wherever suggested by the auditors, the control measures have been further strengthened and implemented.

j. DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

No adverse orders have been passed by any Regulator or Court or Tribunal which can have impact on the Company’s status as a Going Concern and on its future operations.

k. PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTIES:

The transactions/contracts/arrangements entered by the Company with related party (ies) as defined under the provisions of Section 2(76) of the Companies Act, 2013, during the financial year under review, are in the ordinary course of business and at arms’ length. Therefore, they are exempt from the provisions of Section 188 of the Companies Act, 2013. However, all such transactions have been approved by the Audit Committee as per the requirement under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

l. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES:

During the year under review, the Company did not provide any loan or give any guarantees. The Company does not have any investments except 100% shareholding in DESPL, its subsidiary company. Details are furnished in Annexure II to this Report.

m. DISCLOSURE UNDER SECTION 43(a)(ii) OF THE COMPANIES ACT, 2013:

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is included in the report.

n. DISCLOSURE UNDER SECTION 54(1)(d) OF THE COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence the provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 are not applicable.

o. DISCLOSURE UNDER SECTION 62(1)(b) OF THE COMPANIES ACT, 2013:

As per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 and other applicable regulations, details of equity shares issued under Employee Stock Option Scheme during the financial year under review is furnished in Annexure III to this Report.

p. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

2. OUTLOOK:

Details are provided under the Section ‘Management Discussion and Analysis’ forming part of this Annual Report.

3. RISKS AND AREAS OF CONCERN:

Details are provided under the Section ‘Management Discussion and Analysis’ forming part of this Annual Report.

4. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL:

Mr K R Krishnamurthy (DIN: 00556641), Ms Pratima Ram (DIN: 03518633) and Prof. Vinod Kumar Gaur (DIN: 00611175) were appointed as Independent Directors to hold office for a consecutive period of five years.

In accordance with the provisions of the Act, none of the Independent Directors is liable to retire by rotation. The Managing Director of the Company is also not liable to retire by rotation pursuant to the Articles of Association of the Company. Further, Mr Govind Subhash Samant (DIN: 0007984886), Dr Modali Hanuma Prasad (DIN: 01817724) and Mr Kaushik Mukherjee (DIN: 02315835) who were appointed as Additional Directors hold office upto the date of ensuing Annual General Meeting and being eligible offer themselves for reappointment. Necessary notices under Section 160 of the Act proposing their candidature for the office of Director have been received from shareholder (s) and your Directors recommend their appointment.

In view of the above, none of the above Directors are liable to retire by rotation at the ensuing Annual General Meeting under the provisions of Section 152 of the Companies Act, 2013.

The tenure of Mr Sandeep Lakhwara (DIN: 01049978) as Managing Director of the Company ended on April 30, 2018. The Company’s Board of Directors in the Meeting held on February 13, 2018 approved re-appointment of Mr Sandeep Lakhwara for a period of one year from May 1, 2018 to April 30, 2019 subject to approval by the shareholders in the forthcoming Annual General Meeting (AGM). Your Board of Directors recommend the reappointment of Mr Sandeep Lakhwara (DIN: 01049978) as Managing Director of the Company from May 1, 2018 to April 30, 2019.

b. DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received declaration from all the Independent Directors under Section 149(6) of the Companies Act, 2013 confirming their independence vis-a-vis the Company.

The Independent Directors meet the Company Management for the purpose of being updated / familiarised with all the requisite information and updates with regard to the gold exploration and mining industry and other regulatory updates from time to time. Details are posted on our website www.deccangoldmines.com.

5. DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES:

a. BOARD MEETINGS:

The Board of Directors met six (6) times during the year ended March 31, 2018 in accordance with the provisions of the Companies Act, 2013 and rules made thereunder.

b. DIRECTOR’S RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended March 31, 2018 the Board of Directors hereby confirm that:

a. in preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b. such accounting policies have been selected and applied consistently and the Directors 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 March 31, 2018 and of the loss of the Company for that year;

c. proper and sufficient care was taken for maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. the annual accounts of the Company have been prepared on a Going Concern basis;

e. internal financial controls have been laid down by the Company and that such internal financial controls are adequate and operating effectively;

f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively;

c. NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee, a sub-committee of Directors is in place in accordance with the requirements of Section 178 of the Act. The present composition of the Committee is as follows:

1. Prof. Vinod Kumar Gaur, Chairman, Independent Director

2. Mr. K R Krishnamurthy, Member, Independent Director; and

3. Ms. Pratima Ram, Member Independent Director

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act, 2013, formulated the policy setting out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and other employees.

Major criteria defined in the policy framed for appointment of and payment of remuneration to the Directors of the Company is as under:

a) While appointing a Director, it shall always be ensured that the candidate possesses appropriate skills, experience and knowledge in one or more fields of finance, law, management, sales, marketing, administration, research, corporate governance, technical, operations or other disciplines related to the Company’s business.

b) In case of appointment as an Executive Director, the candidate must have the relevant technical or professional qualification and experience as considered necessary based on the job description of the position. In case no specific qualification or experience is prescribed or thought necessary for the position then, while recommending the appointment, the HR Department shall provide the job description to the Committee and justify that the qualification, experience and expertise of the recommended candidate is satisfactory for the relevant position. The Committee may also call for an expert opinion on the appropriateness of the qualification and experience of the candidate for the position of the Executive Director.

c) In case of appointment as a Non-Executive Director, the candidate must have a post graduate degree, diploma or a professional qualification in the field of his practice/ profession/ service and shall have not less than five years of working experience in such field as a professional in practice, advisor, consultant or as an employee. Provided that the Board may waive the requirement of qualification and/ or experience under this paragraph for a deserving candidate.

d) The Board, while making the appointment of a Director, shall also try to assess from the information available and from the interaction with the candidate that he is a fair achiever in his chosen field and that he is a person with integrity, diligence and open mind.

e) While determining the remuneration of Executive Directors and Key Managerial Personnel, the Board shall consider following factors:

i) Criteria/ norms for determining the remuneration of such employees prescribed in the HR Policy.

ii) Existing remuneration drawn.

iii) Industry standards, if the data in this regard is available.

iv) The job description.

v) Qualifications and experience levels of the candidate.

vi) Remuneration drawn by the outgoing employee, in case the appointment is to fill a vacancy on the death, resignation, and removal etc. of an existing employee.

vii) The remuneration drawn by other employees in the grade with matching qualifications and seniority, if applicable.

f) The remuneration payable to the Executive Directors, including the Commission and value of the perquisites, shall not exceed the permissible limits as mentioned within the provisions of the Companies Act, 2013. They shall not be eligible for any sitting fees for attending any meetings.

g) The Non-Executive / Independent Directors shall not be eligible to receive any remuneration / salary from the Company. However, they shall be paid sitting fees for attending the meeting of the Board or committees thereof and commission, as may be decided by the Board/ Shareholders from time to time. They shall also be eligible for reimbursement of out of pocket expenses for attending Board / Committee Meetings.

d. AUDIT COMMITTEE:

The Audit Committee, a sub-committee of Directors is in place in accordance with the provisions of Section 177 of the Companies Act, 2013. The composition of the Audit Committee is in conformity with the provisions of the said section. The Audit Committee comprises:

1. Ms. Pratima Ram, Chairman, Independent Director

2. Mr. K R Krishnamurthy, Member, Independent Director; and

3. Prof. Vinod Kumar Gaur, Member, Independent Non-Executive Director

The scope and terms of reference of the Audit Committee is in accordance with the Act and it reviews the information as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the year under review, there were no instances of recommendation by the Audit Committee not being accepted by the Board of Directors of the Company.

The Company Secretary acts as Secretary of the Committee.

e. STAKEHOLDERS RELATIONSHIP COMMITTEE:

A Stakeholders’ Relationship Committee is in place in accordance with the provisions of Section 178 of the Companies Act, 2013 and its composition is as under:

1. Mr. K R Krishnamurthy, Chairman, Independent Director

2. Mr. Sandeep Lakhwara, Member (Executive Director)

The Company Secretary acts as Secretary of the Stakeholder’s Relationship Committee.

f. VIGIL MECHANISM POLICY FOR THE DIRECTORS AND EMPLOYEES:

The Board of Directors of the Company has, as per the requirements under Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed the Vigil Mechanism / Whistle Blower Policy for the employees of the Company to raise concerns of any violations of legal or regulatory requirements, incorrect or misrepresentations of any financial statements and reports etc.,

The employees of the Company have the right / option to report their concerns / grievance to the Chairman of the Audit Committee and adequate safeguards have been provided to employees from any victimization.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.

g. RISK MANAGEMENT POLICY:

The Board of Directors of the Company has designed Risk Management Policy and Guidelines to avoid events, situations or circumstances which may lead to negative consequences on the Company’s businesses. It defines a structured approach to manage uncertainty and to make use of these in decision making pertaining to the business and corporate functions. Key business risks and their mitigation are considered in the annual/strategic business plans and in periodic management reviews.

h. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014, were not applicable to the Company.

i. ANNUAL EVALUATION OF DIRECTORS, COMMITTEE AND BOARD:

A statement indicating the manner for evaluation of performance of the Board and its Committees and individual Directors is attached to this Report as Annexure IV.

j. INTERNAL CONTROL SYSTEMS:

Adequate internal control systems commensurate to the size of the Company’s business, the nature of business and its complexities are in place and operating satisfactorily. The adequacy and their functioning are reviewed by the Internal Auditors from time to time and wherever necessary the corrective measures are taken.

Internal control systems consisting of policies and procedures are designed to ensure reliability of financial reporting, timely feedback of achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations and that all assets and resources are acquired economically, used efficiently and protected adequately.

k. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014:

The required details have been attached as Annexure V to this Report.

l. PAYMENT OF REMUNERATION / COMMISSION TO MANAGERIAL PERSONNEL FROM SUBSIDIARY COMPANY:

The Managing Director of the Company is not in receipt of remuneration / commission from the subsidiary company. Apart from the Managing Director, the Company does not have any managerial personnel.

6. AUDITORS AND REPORTS

The matters related to Auditors and their Reports are as under:

a. OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED MARCH 31, 2018:

There are no Audit Observations on the Standalone and Consolidated Financial Statements of the Company for the year ended March 31, 2018.

b. SECRETARIAL AUDIT REPORT FOR THE YEAR ENDED MARCH 31, 2018:

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates to obtain Secretarial Audit Report from a Practicing Company Secretary. Accordingly, the Company has obtained Secretarial Audit Report for the year ended March 31, 2018 from M/s Rathi and Associates, Company Secretaries.

The Secretarial Audit Report issued in Form MR-3 is attached and forms part of this report. The said report does not contain any observation or qualification requiring explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.

c. RATIFICATION OF APPOINTMENT OF AUDITORS:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, M/s P R Agarwal & Awasthi, Chartered Accountants, Mumbai (Firm Regn No. 117940W) have been appointed as the Statutory Auditors of the Company for a period of five years in the Annual General Meeting held on November 27, 2017 subject to ratification of their appointment by the Members at every Annual General Meeting.

However, the Ministry of Corporate Affairs vide Notification dated G.S.R. 432(E)-Part dated May 7, 2018 withdrawn the requirement of ratification of appointment of auditors. Accordingly, no approval of shareholders will be required for ratification of appointment of Statutory Auditors at the ensuing Annual General Meeting.

d. COST AUDITORS:

The Company is presently not engaged in any manufacturing activities and hence requirement of appointment of Cost Auditors pursuant to Section 148 of the Companies Act, 2013 is not applicable to the Company.

7. OTHER DISCLOSURES:

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are furnished as under:

a. EXTRACT OF ANNUAL RETURN:

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, Extract of the Annual Return for the year ended March 31, 2018 made under the provisions of Section 92(3) of the Act is attached as Annexure VI to this Report.

b. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 have not been furnished considering the nature of activities undertaken by the Company during the year under review.

During the year under review, the Company has neither earned nor used any foreign exchange.

c. REMUNERATION PAYABLE BY COMPANIES HAVING NO PROFIT OR INADEQUATE PROFIT (in terms of Section II of Schedule V):

The Company is paying remuneration to its Managing Director as per the limits laid down in Section II of Schedule V of the Companies Act, 2013.

d. CHANGE IN SHARE CAPITAL:

During the year 2017-18, the Company had issued and allotted 2,650,000 equity shares of Re. 1/- each under its ESOP 2014 and ESOP 2014 (Amended 2016).

e. DISCLOSURES UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace and has also established an Internal Complaints Committee, as stipulated by The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules thereunder. During the year under review, no complaints in relation to such harassment at workplace have been reported.

f. FRAUD REPORTING:

During the year under review, there were no instances of material or serious fraud falling under Rule 13(1) of the Companies (Audit and Auditors) Rules, 2014, by officers or employees reported by the Statutory Auditors of the Company during the course of the audit.

8. ACKNOWLEDGEMENT AND APPRECIATION:

Your Directors take this opportunity to express their gratitude to all the business associates and to the investors / shareholders for the confidence reposed in the Company and its management. The Directors also convey their appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board

K R Krishnamurthy

Chairman

DIN: 00556641

Date: October 29, 2018

Place: Bengaluru

CIN: L51900MH1984PLC034662

REGISTERED OFFICE:

Parinee Crescenzo, 803, 8th Floor, Opp. MCA,

C38-C39, G Block, Bandra Kurla Complex, Bandra (East),

Mumbai - 400 051

Tel .No.:022-33040797 Fax No.: 022-26532440

Email.: [email protected]

Website.: www.deccangoldmines.com


Mar 31, 2015

The Directors present the 31st Annual Report of the Company together with the Audited Statement of Accounts for the year ended March 31, 2015.

1. FINANCIAL STATEMENTS & RESULTS:

a. FINANCIAL SUMMARY :

The Company's performance during the year ended March 31, 2015 as compared to the previous financial year, is summarized below:

(Rs in '000)

For the financial year For the financial year Particular ended March 31, 2015 ended March 31, 2014

Income 3803 5895

Less: Expenses 19852 9254

Profit/(Loss) before tax (16049) (3359)

Less: Provision for tax - -

Profit / (Loss) after Tax (16049) (3359)

Balance brought forward (66826) (63467)

Balance carried to Balance Sheet (82899) (66826)

b. OPERATIONS:

Details on the operations of the Company during the period under review are given under the head "Report on Exploration Activities" and the segment titled "Status of mineral concession applications" and in "Management Discussion & Analysis" which forms part of this Report.

Rights Issue

Your Directors are pleased to note that the Company had successfully completed fund raising of Rs 50.33 crores through a rights issue. The rights issue was subscribed over 1.3 times which shows the confidence of our shareholders in the Company's long-term strategy.

The Company had offered 1 rights share for every 2 shares held on the Record Date (September 5, 2015) to the existing shareholders of the Company at an Issue Price of Rs17/- per equity share (including premium). Accordingly, 29,609,125 equity shares were offered on rights basis and the issue was kept open during October 14- 30, 2015. On November 6, 2015, the Company issued and allotted the aforesaid equity shares as per the basis of allotment approved by the BSE Limited. The new shares were admitted for listing and trading on the floor of the BSE with effect from November 11,2015.

The money raised will help the Company to focus on continued growth through development of its projects which include the Ganajur Gold Project in Karnataka.

There was no change in nature of the business of the Company, during the year under review.

c. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:

The performance and financial position of Deccan Exploration Services Private Limited, subsidiary company for the year ended March 31, 2015 is attached and marked as Annexure I and forms part of this Report.

d. DIVIDEND:

In view of the fact that the Company is yet to commence its commercial operations, your Directors express their inability to recommend dividend for the financial year under review.

e. TRANSFER TO RESERVES:

In view of the fact that the Company is yet to commence its commercial operations, your Directors express their inability to recommend dividend for the financial year under review.

f. REVISION OF FINANCIAL STATEMENT:

There was no revision of the financial statements for the year under review.

g. DEPOSITS :

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing of details of deposits which are not in compliance with the Chapter V of the Act is not applicable.

h. DISCLOSURES UNDER SECTION 134(3)(l) OF THE COMPANIES ACT, 2013:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company's financial position, have occurred between the end of the financial year of the Company and date of this report.

i. DISCLOSURE OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observation has been received from the Internal Auditors of the Company for inefficiency or inadequacy of such controls.

j. DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

No orders have been passed by any Regulator or Court or Tribunal which can have impact on the going concern status and the Company's operations in future.

k. PARTICULARS OF CONTRACT OR ARRANGEMENT WITH RELATED PARTIES :

During the year under review, the Company has not entered into any contracts or arrangements with related parties that fall within the purview of Section 188 of the Companies Act, 2013.

1. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES:

During the year under review, the Company did not provide any loan or furnish any guarantees or made any investments.

m. DISCLOSURE UNDER SECTION 43(a)(ii) OF THE COMPANIES ACT, 2013:

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

n. DISCLOSURE UNDER SECTION 54(1)(d) OF THE COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1 )(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

o. DISCLOSURE UNDER SECTION 62(1)(b) OF THE COMPANIES ACT, 2013:

As per provisions of Section 62(1 )(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 and other applicable Regulations, details of equity shares issued under Employees Stock Option Scheme during the financial year under review is furnished in Annexure II attached herewith which forms part of this Report.

p. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

2. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL

a. BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

Ms. Pratima Ram (DIN: 03518633) was appointed as an Additional Director of the Company, as Independent Director, on March 30, 2015 to hold office up to the date of ensuing Annual General Meeting. The Company has received notice from a shareholder along with requisite deposits proposing the candidature of Ms. Pratima Ram for appointment as an Independent Director at the ensuing Annual General Meeting.

Mr. K. Karunakaran was appointed as Key Managerial Person designated as Chief Financial Officer of the Company with effect from February 16, 2015.

In accordance with the provisions of the Act, none of the Independent Directors is liable to retire by rotation.

As per the provisions of Section 152 of the Companies Act, 2013, Mr. Charles Edward English Devenish retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment. Your Directors recommend his re-appointment.

b. DECLARATIONS BY INDEPENDENT DIRECTORS:

The Company has received declarations form all the Independent Directors under Section 149(6) of the Companies Act, 2013 confirming their independence vis-a-vis the Company.

3. DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES :

a. BOARD MEETINGS:

The Board of Directors met eight (8) times during the financial year ended March 31, 2015 in accordance with the provisions of the Companies Act, 2013 and rules made thereunder.

b. DIRECTOR'S RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended 31st March, 2015, the Board of Directors hereby confirms that:

a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. such accounting policies have been selected and applied consistently and the Directors 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 31st March, 2015 and of the loss of the Company for that year;

c. proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. the annual accounts of the Company have been prepared on a going concern basis;

e. internal financial controls have been laid down to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively;

c. NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee of Directors as constituted by the Board of Directors of the Company in accordance with the requirements of Section 178 of the Act.

The composition of the committee is as under:

1. Mr. K.R. Krishnamurthy, Chairman,

2. Dr. M. Ramakrishnan, Director and

3. Prof V.K. Gaur, Director.

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act, 2013, formulated the policy setting out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and other employees.

Major criteria defined in the policy framed for appointment of and payment of remuneration to the Directors of the Company, are based upon their experience, qualifications, capability to make independent judgment and value addition.

d. AUDIT COMMITTEE:

The Audit Committee of Directors was constituted pursuant to the provisions of Section 177 of the Companies Act, 2013. The composition of the Audit Committee is in conformity with the provisions of the said section. The Audit Committee comprises of:

1. Mr. K.R. Krishnamurthy, Chairman,

2. Dr. M. Ramakrishnan, Independent Director and

3. Prof V.K. Gaur, Independent Director.

The scope and terms of reference of the Audit Committee have been amended in accordance with the Act and the Listing Agreement entered into with the Stock Exchanges.

During the year under review, the Board of Directors of the Company had accepted all the recommendations of the Committee.

e. STAKEHOLDERS RELATIONSHIP COMMITTEE:

During the year under review, pursuant to Section 178 of the Companies Act, 2013, the Board of Directors of the Company has constituted the Stakeholder's Relationship Committee, comprising of Mr. K.R. Krishnamurthy and Mr. Sandeep Lakhwara as its members.

Mr. K.R. Krishnamurthy has been appointed the Chairman of the Stakeholders' Relationship Committee. The Company Secretary acts as the Secretary of the Stakeholders' Relationship Committee.

f. VIGIL MECHANISM POLICY FOR THE DIRECTORS AND EMPLOYEES: (if applicable)

The Board of Directors of the Company has, pursuant to the provisions of Section 178(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed "Vigil Mechanism Policy" for Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any, financial statements and reports, etc.

The employees of the Company have the right/option to report their concern / grievance to the Chairman of the Audit Committee.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.

g. RISK MANAGEMENT POLICY:

The Board of Directors of the Company has, pursuant to the provisions of Section 178(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed "Vigil Mechanism Policy" for Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any, financial statements and reports, etc.

The employees of the Company have the right/option to report their concern / grievance to the Chairman of the Audit Committee.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.

h. CORPORATE SOCIAL RESPONSIBILITY POLICY:

Section 135 of the Companies Act, 2013, mandates the constitution of a Corporate Social Responsibility Committee by companies having net worth of Rs. 500 crore or more OR turnover of Rs. 1000 crore or more OR a net profit of Rs. 5 crore or more during any financial year. However, considering the said applicability criteria, this provision is presently not applicable in the case of the Company.

i. ANNUAL EVALUATION OF DIRECTORS, COMMITTEE AND BOARD:

A statement indicating the manner for evaluation of performance of the Board and its committee, individual Directors is attached with the Board Report as Annexure III and forms part of this Report.

j. INTERNAL CONTROL SYSTEMS:

Adequate internal control systems commensurate with the nature of the Company's business and size and complexity of its operations are in place and have been operating satisfactorily. Internal control systems comprising of policies and procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations and that all assets and resources are acquired economically, used efficiently and adequately protected.

k. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014:

The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year under review has been marked as Annexure IV.

l. PAYMENT OF REMUNERATION / COMMISSION TO DIRECTORS FROM HOLDING OR SUBSIDIARY COMPANIES:

The Managing Director of the Company is not in receipt of remuneration/commission from the Holding or Subsidiary Company of the Company. Apart from the Managing Director, the Company does not have any other managerial personnel.

4. AUDITORS AND REPORTS :

The matters related to Auditors and their Reports are as under:

a. OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED MARCH 31, 2015:

The observations made by the Statutory Auditors in their report for the financial year ended March 31, 2015 read with the explanatory notes therein are self-explanatory and therefore, do not call for any further explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.

b. SECRETARIAL AUDIT REPORT FOR THE YEAR ENDED MARCH 31, 2015:

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates to obtain Secretarial Audit Report from Practicing Company Secretary. M/s Rathi and Associates, Company Secretaries had been appointed to issue Secretarial Audit Report for the financial year 2014-15.

Secretarial Audit Report issued by M/s Rathi and Associates, Company Secretaries in Form MR-3 for the financial year 2014-15 forms part to this report. The said report does not contain any observation or qualification requiring explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.

c. RATIFICATION OF APPOINTMENT OF AUDITORS:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, M/s. V. K. Beswal & Associates, Chartered Accountants, Mumbai, the Statutory Auditors of the Company, hold office up to the conclusion of the ensuing Annual General Meeting. The consent of the Auditors along with certificate under Section 139 of the Act have been obtained from the Auditors to the effect that their appointment, if made, shall be in accordance with the prescribed conditions and that they are eligible to hold the office of Auditors of the Company. The Board recommends the appointment of M/s. V.K. Beswal & Associates, Chartered Accountants, Mumbai, as the Statutory Auditors of the Company.

Necessary resolution for reappointment of the said Auditors is included in the Notice of AGM for seeking approval of members.

d. COST AUDITORS:

The provisions of Section 148 of the Companies Act, 2013 relating to cost audit are not applicable to the Company..

5. OTHER DISCLOSURES

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are furnished as under:

a. EXTRACT OF ANNUAL RETURN:

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, Extract of the Annual Return for the financial year ended March 31, 2015 made under the provisions of Section 92(3) of the Act is attached as Annexure V which forms part of this Report.

b. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule

8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have not been furnished considering the nature of activities undertaken by the Company during the year under review.

During the year under review, the Company has neither earned nor used any foreign exchange.

c. CORPORATE GOVERNANCE:

As per the provisions of Section II of the Scheduel V of the Companies Act, 2013, the details of remuneration paid to Mr. Sandeep Lakhwara, Managing Director are furnished as under:

All elements of remuneration package such as salary, Rs. 7 lakhs per month (w.e.f. January 1, 2015) benefits, bonuses, stock options Details of fixed component and performance linked Nil incentives along with the performance criteria Service contracts, notice period, severance fees Notice period of 3 months. No stipulation of severance fee.

Stock option details, if any, and whether the same has Granted 1,500,000 stock options under the Deccan been issued at a discount as well as the period over which Gold Mines Employee Stock Option Scheme, 2014. accrued and over which exercisable The said Options have been granted at the price of til- per option and the Managing Director shall have right to subscribe for shares within the period of 12 months from the date of vesting.

6. ACKNOWLEDGEMENTS AND APPRECIATION:

Your Directors take this opportunity to express their gratitude to all the business associates and to the investors / shareholders for the confidence reposed in the Company and its management. The Directors also convey their appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board

Charles E.E. Devenish

Chairman

DIN: 01252091

Date: November 13, 2015

Place: Bengaluru

CIN: L51900MH1984PLC034662

REGISTERED OFFICE:

Parinee Crescenzo, C38-C39, G Block,

Bandra Kurla Complex, Bandra (East),

Mumbai -400 051.

Tel .No.:022-33040797

Fax No.: 022-33040779.

Email.: [email protected]

Website.: www.deccangoldmines.com


Mar 31, 2014

Dear Shareholders,

We have pleasure in presenting the Thirtieth Annual Report on the business operations of the Company along with the Statement of Audited Accounts for the year ended 31 March, 2014.

1. Financial Results

Particulars (`Rs in ''000s) 2013-14 2012-13

Total Income 5,895 1,571

Profit/(Loss) before Taxation (3,359) (10,205)

Profit/(Loss) after Tax (3,359) (10,205)

Balance brought forward (63,467) (53,262)

Balance transferred to Balance Sheet (66,826) (63,467)

During the year, the Company incurred Rs. 204.45 lac on exploration activities and Rs. 92.54 lac on administrative and other expenses. The cumulative amount spent on exploration activities of Rs. 1266.95 lac as on 31 March, 2014 has been transferred to pre-operative expenses.

2. BUSINESS OPERATIONS AND OUTLOOK

Details on the operations of the Company during the period under review are given under the head "Report on Exploration Activities" and the segment titled "Status of important applications for Reconnaissance Permit (RP) / Prospecting Licence (PL) / Mining Lease (ML)" and in "Management Discussion and Analysis Report" which forms part of this report.

A detailed write-up on "Outlook and Opportunities" for the mineral exploration sector in general is also given in the section "Management Discussion and Analysis Report".

3. UPDATE ON TAKEOVER OF GEOMYSORE SERVICES INDIA PRIVATE LTD GMSI

The Company had completed considerable work on the Scheme of Arrangement, for takeover of GMSI, including appointment of various agencies viz. lawyers, valuer and merchant banker and also working on finalization of the mechanism of the proposed takeover as advised by the said Agencies.

While, your Directors acknowledge the multifarious advantages that the proposed takeover would bring in terms of consolidation of gold assets to create a large Indian listed gold company, your Directors opined that further drilling in the Jonnagiri Gold Project, which is the key gold project of GMSI, would be necessary to assist in finalization of the valuation sought for GMSI for takeover purposes.

During September, 2014 GMSI indicated that it has drawn up a drilling programme of 15,800 m in the Jonnagiri Gold Project, of which at least 5000 m drilling is expected to be completed by the end of January, 2015.

Accordingly, at the meeting held on 23 September, 2014, your Directors have decided that the proposed takeover of GMSI would be revisited as and when the drilling data becomes available from GMSI in respect of the 5000 m drilling at the Jonnagiri Gold Project and an appropriate decision be taken at that time. The said data is expected to be made available to the Company by April, 2015.

4. SUBSIDIARY COMPANY

In accordance with Accounting Standard 21, issued by the Institute of Chartered Accountants of India, Consolidated Financial Statements have been provided in the Annual Report. These Consolidated Financial Reports provide financial information about your Company and its subsidiary company as a single economic entity. The Consolidated Financial Statements form part of this Annual Report.

5. SUBSIDIARY COMPANY

As required under Section 212 of the Companies Act, 1956, the audited Profit and Loss Account for the year ended 31 March, 2014 along with the Balance Sheet as at that date and the Reports of the Directors and Auditors thereon of Deccan Exploration Services Private Limited, a subsidiary company is attached.

6. CORPORATE GOVERNANCE

The Company has complied with all the mandatory requirements of Corporate Governance specified by the Securities and Exchange Board of India through the then Clause 49 of the Listing Agreement. As required by the said Clause, a separate Report on Corporate Governance forms part of this Annual Report. A Certifcate from M/s. Rathi & Associates, Practicing Company Secretaries, Mumbai regarding compliance with the conditions of Corporate Governance is attached and forms part of this Annual Report.

Further, in terms of the then Clause 49(IV)(F) of the Listing Agreement, a separate report titled "Management Discussion and Analysis" is attached and forms part of this Annual Report.

7. DECCAN GOLD MINES EMPLOYEE STAOCK OPTION PLAN 2008

The disclosures required to be made under the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are given in the Annexure to the Report.

8. BOARD OF DIRECTORS

As per the provisions of Section 152 of the Companies Act, 2013, Mr. Charles E.E. Devenish shall retire by rotation at the ensuing Annual General Meeting and being eligible, offers himself for reappointment.

As per provisions of Section 149 of the Companies Act, 2013, independent directors shall hold office for a term up to five consecutive years on the board of a company, but shall be eligible for re-appointment for another term up to five years on passing of a special resolution by the company and disclosure of such appointment in Board''s Report. Further, Section 152 of 2013 Act provides that the independent directors shall not be liable to retire by rotation in the Annual General Meeting (''AGM'') of the Company. In view of the said provisions, contained in 2013 Act, it would be necessary to appoint independent directors in the ensuing AGM for a period of five years.

The Board has conducted the performance evaluation of Mr. Krishnamurthy Ramaswamy Kuduvalli (DIN:00556641), Dr. Moni Ramakrishnan (DIN:01193152), and Prof. Vinod Kumar Gaur (DIN:0611175), present Independent Directors and on the basis of the same, recommends to the shareholders the appointment of these three persons as Independent Directors of the Company for a term of five years from the date of ensuing AGM. Further, the said Independent Directors fulfll the conditions specified in the Companies Act, 2013 and the Rules made thereunder and are independent of the management.

The Nomination Committee and the Board of Directors have approved the variation in the terms and conditions of appointment including remuneration of Mr. Sandeep Lakhwara, Managing Director.

Necessary resolutions seeking the approval of the shareholders for all the above proposals form part of the Notice convening the Annual General Meeting. In terms of the then Clause 49(IV)(G)(i) of the Listing Agreement entered into with the BSE Limited, all the requisite details about the Directors seeking re-appointment / appointment at the ensuing Annual General Meeting forms part of the Notice convening the Annual General Meeting.

Further, pursuant to the then Clause 49(IV)(E)(iv) of the Listing Agreement, the shareholders may take note that none of the Non Executive Directors hold any shares/convertible instruments in the Company as on the date of this Report.

9. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors confirm:

- that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

- that they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year ended 31 March, 2014 and of the loss of the Company for that year.

- that they have taken proper and suffcient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

- that they have prepared the attached Statement of Accounts for the year ended 31 March, 2014 on a going concern basis.

10. PERSONNEL

Your Directors place on record, their appreciation for the continuous and untiring support received from the employees of the Company at all levels.

During the year under review, none of the employees of the Company was in receipt of remuneration in excess of the limits prescribed under the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

11. AUDITORS

The Statutory Auditors M/s. V. K. Beswal & Associates, Chartered Accountants, Mumbai retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

M/s. V. K. Beswal & Associates, Chartered Accountants, Statutory Auditor is eligible and offer themselves for reappointment. In accordance with third proviso of Section 139(2) of the Companies Act, 2013, read with Rule 6 of the Companies (Audit and Auditors) Rules, 2014, M/s. V. K. Beswal & Associates can be appointed as Statutory Auditors for next three financial years. Your Company has received necessary certifcate pursuant to the provisions of Section 139 (1) of the Companies Act, 2013 from the said Statutory Auditors confirming that their re-appointment, if made, will be in accordance with Section 141 of the Companies Act, 2013.

As per the recommendation of the Audit Committee, the Board of Directors proposes the reappointment of M/s. V. K. Beswal & Associates, Chartered Accountants as Statutory Auditor of the Company for a period from the conclusion of the ensuing Annual General Meeting till the conclusion of next Annual General Meeting.

12. STATUTORY AUDITORS REPORT

Observations made by the Statutory Auditors in their Report for the financial year ended 31st March 2014 are self-explanatory and therefore, do not call for any further comments under Section 217(3) of the Companies Act, 1956.

13. FIXED DEPOSITS

The Company has not accepted or renewed any deposit from public during the year under review.

14. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FORIEGN EXCHAGE EARNINGS & OUTGO

The Company has not accepted or renewed any deposit from public during the year under review.

a. Conservation of Energy and Technology absorption

Considering the nature of the Company''s existing business activities, your Directors have nothing to state in connection with conservation of energy and technology absorption.

B. foreign exchange earnings and outgo

It may be noted that during the year under review, the Company did not have any foreign exchange earnings or outgo.

14. ACKONOWLEDGEMENT

The Directors wish to express their gratitude to all the business associates and to the Investors / Shareholders for the confdence reposed in the Company and its management. The Directors also convey their appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board,

Place : Bangalore Charles E.E. Devenish Date : 19 November, 2014 Chairman DIN : 01252091

CIN: L51900mh1984pLC034662

Registered office:

Parinee Crescenzo, C38-C39, G Block, Bandra Kurla Complex, Bandra (E), Mumbai – 400 051. Tel No. : 022-33040797 Fax No. : 022-33040779 Web site: www.deccangoldmines.com Email. : [email protected]


Mar 31, 2013

Dear Shareholders,

The have pleasure in presenting the Annual Report on the business operations of the Company along with the Statement of Audited Accounts for the year ended 31 March, 2013.

1. FINANCIAL RESULTS

Particulars (Rs in ''000s)

2012-13 2011-12

Total Income 1,571 3,028

Proft/(Loss) before Taxation (10,205) (10,618)

Proft/(Loss) after Tax (10,205) (10,618)

Balance brought forward (53,262) (42,644)

Balance transferred to Balance Sheet (63,466) (53,262)

During the year, the Company incurred Rs. 94.85 lac on exploration activities and Rs. 115.10 lac on administrative and other expenses. The cumulative amount spent on exploration activities of Rs. 1062.51 lac as on 31 March, 2013 has been transferred to pre-operative expenses.

2. BUSINESS OPERATIONS AND OUTLOOK

For full details on the operations of the Company during the period under review, please refer the segment titled "Report on Exploration Activities" and the segment titled "Status of important applications for Reconnaissance Permit (RP) / Prospecting Licence (PL) / Mining Lease (ML)" published elsewhere in this Annual Report.

In line with the jurisdictions across the world, the Indian Government initiated several measures including introduction of Mines and Minerals (Development & Regulation) Act, 2011 (MMDRA) with the objective of reforming the mining sector. The MMDRA continues to await the approval of the Indian Parliament. The Parliamentary Standing Committee before whom the MMDRA was referred for review has submitted its Report to the Parliament.

However, the areas of concern continue to be introduction of a complex system of grant of exploration licences; huge increase in fee and security deposits for exploration and prospecting operations; auctioning for grant of prospecting licences and mining leases in respect of under-explored areas; and introduction of a fnancial contribution equivalent to Royalty payable by the Mining Lease holders into the District Mineral Foundation etc., Further, the mining sector also needs to address the issues arising out of the Land Acquisition Act, 2011 which prescribes the compensation to be paid on land acquisition for industrial purposes.

It may be observed that the National Mineral Policy of 1993 was updated with a new Policy in 2008 which clearly incentivizes private sector investment in exploration and its seeks to ensure increased transparency in allocation of mineral concessions; gives thrust on building infrastructure for mining and seeks to promote R&D in minerals and establish education facilities for human resource development.

The global mining trends and the reactions of the various Governments point to a case for India to fast-track adoption of progressive policy measures for the mineral exploration and mining sector. The Company keenly awaits and expects that the fnal version of the MMDRA would positively address the concerns expressed by the Company and the industry associations like FIMI.

A detailed write-up on "Outlook and Opportunities" for the mineral exploration sector in general forms part of the section "Management Discussion and Analysis Report" published elsewhere in this Annual Report.

3. OFFER FROM GEOMYSORE SERVICES (INDIA) PRIVATE LIMITED

During August, 2013 the Company was approached by Geomysore Services (India) Private Limited (GMSI), a Bangalore-based gold exploration company for being taken over as a wholly-owned subsidiary. The Board of Directors considered the offer of GMSI and advised undertaking of a due diligence on GMSI. The due diligence exercise has been completed and the Company is evaluating various options in this regard in consultation with its legal and taxation advisors to structure the transaction in a manner that best serves the interest of all stakeholders.

It may be noted that GMSI is an unlisted private limited company that has been actively engaged in exploration activities in India since 1994. GMSI''s large portfolio of mineral concession applications and licences, covers most of the important gold bearing Archaean and Proterozoic belts of India. GMSI''s assets include a granted and executed Mining Lease in respect of its Jonnagiri Gold Project in Andhra Pradesh.

4. SUBSIDIARY COMPANY

As required under Section 212 of the Companies Act, 1956, the audited Proft and Loss Account for the year ended 31 March, 2013 along with the Balance Sheet as at that date and the Reports of the Directors and Auditors thereon of Deccan Exploration Services Private Limited, a subsidiary company is attached.

5. CORPORATE GOVERNANCE

The Company has complied with all the mandatory requirements of Corporate Governance specifed by the Securities and Exchange Board of India through Clause 49 of the Listing Agreement. As required by the said Clause, a separate Report on Corporate Governance forms part of this Annual Report. A Certifcate from M/s. Rathi & Associates, Practising Company Secretaries, Mumbai regarding compliance with the conditions of Corporate Governance also forms part of this Annual Report.

Further, in terms of Clause 49(IV)(F) of the Listing Agreement, a separate report titled "Management Discussion and Analysis" forms part of this Annual Report.

6. DECCAN GOLD MINES EMPLOYEE STOCK OPTION PLAN, 2008

The disclosures required to be made under the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are given in the Annexure to the Report.

7. BOARD OF DIRECTORS

Mr. Charles E.E. Devenish and Dr. M. Ramakrishnan are the Directors who retire by rotation and being eligible, offer themselves for reappointment. Further, Mr. Sandeep Lakhwara has been re-appointed as the Managing Director of the Company for a period of 3 years with effect from 1 May, 2013 subject to the approval of the shareholders.

Necessary resolutions seeking the approval of the shareholders for the reappointment of the aforesaid Directors / Managing Director forms part of the Notice convening the Annual General Meeting. In terms of Clause 49(IV)(G) (i) of the Listing Agreement entered into with the Bombay Stock Exchange Limited, all the requisite details about the Directors seeking re-appointment at the ensuing Annual General Meeting forms part of the Notice convening the Annual General Meeting.

Further, pursuant to Clause 49(IV)(E)(iv) of the Listing Agreement, the shareholders may take note that none of the Non Executive Directors hold any shares/convertible instruments in the Company as on the date of this Report.

8. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors confrm:

- that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

- that they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the fnancial year ended 31 March, 2013 and of the loss of the Company for that period.

- that they have taken proper and suffcient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

- that they have prepared the attached Statement of Accounts for the year ended 31 March, 2013 on a going concern basis.

9. PERSONNEL

Your Directors place on record, their appreciation for the good work done by all the employees.

During the year under review, none of the employees of the Company was in receipt of remuneration in excess of the limits prescribed under the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

10. AUDITORS

The Statutory Auditors M/s. V.K. Beswal & Associates, Chartered Accountants, Mumbai retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

11. STATUTORY AUDITORS'' REPORT

Observations made in the Statutory Auditors'' Report are self-explanatory and therefore, do not call for any further comments under Section 217(3) of the Companies Act, 1956.

12. FIXED DEPOSITS

The Company has not accepted or renewed any deposit from public during the year under review.

13. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO

A. Conservation of Energy and Technology Absorption

Considering the nature of the Company''s existing business activities, your Directors have nothing to state in connection with conservation of energy and technology absorption.

B. Foreign exchange earnings and outgo

It may be noted that during the year under review, the Company did not have any foreign exchange earnings or outgo.

14. ACKNOWLEDGEMENT

The Directors wish to express their gratitude to all the business associates and to the Investors / Shareholders for the confdence reposed in the Company and its management. The Directors also convey their appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board,

Place : Bangalore Charles E.E. Devenish

Date : 13 November, 2013 Chairman


Mar 31, 2012

The have pleasure in presenting the Annual Report on the business operations of the Company along with the Statement of Audited Accounts for the year ended 31 March 2012.

1. Financial Results (Rs in '000)

Particulars 2011-12 2010-11

Total Income 3,028 3,274

Profit/(Loss) before Taxation (10,618) (11,537)

Profit/(Loss) after Tax (10,618) (11,537)

Balance brought forward (42,644) (31,133)

Balance transferred to Balance Sheet (53,262) (42,644)

During the year, the Company incurred Rs. 207.88 lacs on exploration activities and Rs. 127.61 lacs on administrative and other expenses. The cumulative amount spent on exploration activities of Rs. 967.65 lacs as on 31 March, 2012 has been transferred to pre-operative expenses.

2. BUSINESS OPERATIONS AND OUTLOOK

For full details on the operations of the Company during the period under review, please refer the segment titled "Report on Exploration Activities" and the segment titled "Status of important applications for Reconnaissance Permit (RP) / Prospecting Licence (PL) / Mining Lease (ML)" published elsewhere in this Annual Report.

India has initiated several progressive policy measures, putting itself in a good starting position to undertake the transformation of the mining and mineral exploration sector. The National Mineral Policy of 1993 was updated with a new Policy in 2008 which clearly incentivizes private sector investment in exploration and seeks to ensure increased transparency in allocation of mineral concessions; gives thrust on building infrastructure for mining and seeks to promote R&D in minerals and establish educational facilities for human resource development.

The proposed Mines and Minerals (Development & Regulation) Act, 2011 (MMDRA, 2011) is presently awaiting the approval of the Parliament of India. While it contains certain positive measures like reduction of time limit for disposal of applications by 50%; assured transition of licences; dedicated mining tribunal for grievance redressal etc., there are certain areas which cause concern. For example, introduction of a complex system of grant of exploration licences; auctioning of metal anomalies for grant of prospecting licences; and imposition of super tax on mining. During June 2012, the Company was able to put forth its views and comments on the proposed MMDRA, 2011 before the Parliamentary Standing Committee to whom it has been sent for review by the Indian Parliament.

The global mining trends and the reactions of the various Governments point to a case for India to fast-track adoption of progressive policy measures for the mineral exploration and mining sector. The Company keenly awaits and expects that the final MMDRA, 2011 would positively address the concerns expressed by the Company and the industry associations like FIMI.

A write-up on "Outlook and Opportunities" for the mineral exploration sector in general forms part of the section "Management Discussion and Analysis Report" published elsewhere in this Annual Report.

3. SUBSIDIARY COMPANY

As required under Section 212 of the Companies Act, 1956, the audited Profit and Loss Account for the year ended 31 March, 2012 along with the Balance Sheet as at that date and the Reports of the Directors and Auditors thereon of Deccan Exploration Services Private Limited, a subsidiary company is attached.

4. CORPORATE GOVERNANCE

The Company has complied with all the mandatory requirements of Corporate Governance specified by the Securities and Exchange Board of India through Clause 49 of the Listing Agreement. As required by the said Clause, a separate

Report on Corporate Governance forms part of this Annual Report. A Certificate from M/s. Rathi & Associates, Practising Company Secretaries, Mumbai regarding compliance with the conditions of Corporate Governance also forms part of this Annual Report.

Further, in terms of Clause 49(IV)(F) of the Listing Agreement, a separate report titled "Management Discussion and Analysis" forms part of this Annual Report.

5. DECCAN GOLD MINES EMPLOYEE STOCK OPTION PLAN, 2008

The disclosures required to be made under the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are given in the Annexure to the Report.

6. BOARD OF DIRECTORS

Mr. K.R. Krishnamurthy and Prof V.K. Gaur are the Directors who retire by rotation and being eligible, offer themselves for reappointment.

Necessary resolutions seeking the approval of the shareholders for the reappointment of the aforesaid Directors forms part of the Notice convening the Annual General Meeting. In terms of Clause 49(IV)(G)(i) of the Listing Agreement entered into with the Bombay Stock Exchange Limited, all the requisite details about the Directors seeking re-appointment at the ensuing Annual General Meeting forms part of the Notice convening the Annual General Meeting.

Further, pursuant to Clause 49(IV)(E)(iv) of the Listing Agreement, the shareholders may take note that none of the Non Executive Directors hold any shares/convertible instruments in the Company as on the date of this Report.

7. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors confirm:

- that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

- that they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year ended 31 March, 2012 and of the loss of the Company for that period.

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

- that they have prepared the attached Statement of Accounts for the year ended 31 March, 2012 on a going concern basis.

8. PERSONNEL

Your Directors place on record, their appreciation for the good work done by all the employees.

During the year under review, none of the employees of the Company was in receipt of remuneration in excess of the limits prescribed under the provisions of Section 217 (2A) of the Companies Act, 1956 read with Companies (Particulars of Employees) Rules, 1975.

9. AUDITORS

The Statutory Auditors M/s. V.K. Beswal & Associates, Chartered Accountants, Mumbai retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

10. STATUTORY AUDITORS' REPORT

Observations made in the Statutory Auditors' Report are self-explanatory and therefore, do not call for any further comments under Section 217(3) of the Companies Act, 1956.

11. FIXED DEPOSITS

The Company has not accepted or renewed any deposit from public during the year under review.

12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO

A. Conservation of Energy and Technology Absorption

Considering the nature of the Company's existing business activities, your Directors have nothing to state in connection with conservation of energy and technology absorption.

B. Foreign exchange earnings and outgo

It may be noted that during the year under review, the Company did not have any foreign exchange earnings or outgo.

13. ACKNOWLEDGEMENT

The Directors wish to express their gratitude to all the business associates and to the Investors / Shareholders for the confidence reposed in the Company and its management. The Directors also convey their appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board

Place: Bangalore Charles E.E. Devenish

Date: 13 August, 2012 Chairman


Mar 31, 2011

Dear Shareholders,

We have pleasure in presenting the Annual Report on the business operations of the Company along with the Statement of Audited Accounts for the year ended 31st March 2011.

1. Financial Results (Rs in '000)

Particulars 2010-11 2009-10

Total Income 3,274 4,188

Profit/(Loss) before Taxation (11,537) (6,118)

Profit/(Loss) after Tax (11,537) (6,118)

Balance brought forward (31,133) (24,873)

Balance transferred to Balance Sheet (42,644) (31,133)

During the year, the Company incurred Rs. 183.53 lacs on exploration activities and Rs. 137.78 lacs on administrative and other expenses. The cumulative amount spent on exploration activities of Rs. 759.77 lacs as on 31 March, 2011 has been transferred to pre-operative expenses.

2. BUSINESS OPERATIONS AND OUTLOOK

For full details on the operations of the Company during the year under review, please refer to the segment titled "Report on Exploration Activities" and the segment titled "Status of important applications for Reconnaissance Permit (RP) / Prospecting Licence (PL) / Mining Lease (ML)" published elsewhere in this Annual Report.

The highlights of the operations undertaken by the Company during the year under review are summarized hereunder:

Ganajur Main Gold Prospect:

- During November, 2010 the Mining Lease application of Deccan Exploration Services Private Limited (DESPL), a wholly-owned subsidiary of the company for 0.29 sq km covering the Ganajur Main Gold Prospect was recommended by the Government of Karnataka to the Ministry of Mines, Government of India (MoM) for final approval.

- In February, 2011 the company appointed SRK Mining Services (India) Private Limited, Engineers and Consultants (SRK), to undertake a comprehensive scoping (pre-feasibility) study to assess the mining potential of Ganajur Main Gold Prospect located in the Ganajur-Karjagi Block of Haveri District in the State of Karnataka.

- Other than studying the financial economics of establishing an open pit mining operation, the scoping study will also address technical issues such as mine optimization, process design and future work programs. Further, the scoping study will also provide an updated resource statement.

- Our shareholders would be aware that in May, 2010 SRK completed an initial resource estimate and compilation of a technical report according to the internationally approved JORC (Joint Ore Reserves Committee, Australia) Guidelines for the Ganajur Main Gold Prospect.

- The ML application in respect of the Ganajur Main Gold Prospect is being pursued vigorously by the company.

Update on Hutti Gold Projects :

- The company has been updating the shareholders on this matter from time to time. The announcements made by the company in this regard are available on the company's website as well as on the website of the BSE.

- Upon the direction of the Hon'ble High Court of Karnataka, the Ministry of Mines, Government of India (Central Government) had considered and rejected the recommendation of the State Government of Karnataka to reserve an area of 16,109 hectares in the Hutti Belt, Karnataka in favour of Hutti Gold Mines Limited, a State Government PSU and had instead directed the State Government to consider the pending Prospecting Licence (PL) applications of DESPL. It may be noted that DESPL had lodged PL applications for gold in the Hutti Belt after successfully carrying out exploration under Reconnaissance Permit.

- Hutti Gold Mines Limited has now filed a Writ Petition in the Hon'ble High Court of Karnataka challenging the aforesaid decision of the Central Government. The matter is now pending before the Hon'ble High Court which has fixed 29 August, 2011 as the next date of hearing.

3. SUBSIDIARY COMPANY

As required under Section 212 of the Companies Act, 1956, the audited Profit and Loss Account for the year ended 31 March, 2011 along with the Balance Sheet as at that date and the Reports of the Directors and Auditors thereon of Deccan Exploration Services Private Limited, a subsidiary company is attached.

4. CORPORATE GOVERNANCE

The Company has complied with all the mandatory requirements of Corporate Governance Code specified by the Securities and Exchange Board of India through Clause 49 of the Listing Agreement. As required by the said Code, a separate Report on Corporate Governance forms part of this Annual Report. A Certificate from M/s. Rathi & Associates, Practising Company Secretaries, Mumbai regarding compliance with the conditions of Corporate Governance also forms part of this Annual Report.

Further, in terms of Clause 49(IV)(F) of the Listing Agreement, a separate report titled "Management Discussion and Analysis" forms part of this Annual Report.

5. DECCAN GOLD MINES EMPLOYEE STOCK OPTION PLAN, 2008

The disclosures required to be made under the SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 are given in the Annexure to the Report.

6. BOARD OF DIRECTORS

Mr. Charles E.E. Devenish and Dr. M. Ramakrishnan are the Directors who retire by rotation and being eligible, offer themselves for reappointment.

Necessary resolutions seeking the approval of the shareholders for the reappointment of the aforesaid Directors forms part of the Notice convening the Annual General Meeting. In terms of Clause 49(IV)(G)(i) of the Listing Agreement entered into with the Bombay Stock Exchange Limited all the requisite details about the Directors seeking re-appointment at the ensuing Annual General Meeting forms part of the Notice convening the Annual General Meeting.

Further, pursuant to Clause 49(IV)(E)(iv) of the Listing Agreement, the shareholders may take note that none of the Non Executive Directors hold any shares / convertible instruments in the Company as on the date of this Report.

7. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors confirm :

- that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

- that they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year ended 31 March, 2011 and of the loss of the Company for that period.

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

- that they have prepared the attached Statement of Accounts for the year ended 31 March, 2011 on a going concern basis.

8. PERSONNEL

Your Directors place on record, their appreciation for the good work done by all the employees.

During the year under review, none of the employees of the Company was in receipt of remuneration in excess of the limits prescribed under the provisions of Section 217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975.

9. AUDITORS

The Statutory Auditors M/s. V.K. Beswal & Associates, Chartered Accountants, Mumbai retire at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

10. STATUTORY AUDITORS' REPORT

Observations made in the Statutory Auditors' Report are self-explanatory and therefore, do not call for any further comments under Section 217(3) of the Companies Act, 1956.

11. FIXED DEPOSITS

The Company has not accepted or renewed any deposit from public during the year under review.

12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO

A. Conservation of Energy and Technology Absorption

Considering the nature of the Company's existing business activities, your Directors have nothing to state in connection with conservation of energy and technology absorption.

B. Foreign exchange earnings and outgo

It may be noted that during the year under review, the Company did not have any foreign exchange earnings, but had a foreign exchange outgo of Rs. 0.22 lac.

13. ACKNOWLEDGEMENT

The Directors wish to express their gratitude to all the business associates and to the Investors / Shareholders for the confidence reposed in the Company and its management. The Directors also convey their appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board

Place: Bangalore Charles E.E. Devenish

Date: 10 August, 2011 Chairman


Mar 31, 2010

We have pleasure in presenting the Annual Report on the business operations of the Company along with the Statement of Audited Accounts for the year ended 31st March 2010.

1. Financial Results (Rs in 000)

Particulars 2009-10 2008-09

Total Income 4,188 13,282

Profit/(Loss) before Taxation (6,118) (2,364) Profit/(Loss) after Tax (6,118) (2,424)

Balance brought forward (24,873) (22,236)

Balance transferred to Balance Sheet (31,133) (24,873)

During the year, the Company incurred Rs. 141.49 lac on exploration activities and Rs. 88.19 lac on administrative and other expenses. The cumulative amount spent on exploration activities of Rs. 576.23 lac as on 31 March, 2010 has been transferred to pre-operative expenses.

2. BUSINESS OPERATIONS AND OUTLOOK

For full details on the operations of the Company during the period under review, please refer the segment titled "Report on Exploration Activities" and the segment titled "Status of Exploration Permits and Applications" published elsewhere in this Annual Report.

Soon after taking office in June, 2009 the Union Government approved a 100 day Agenda for the Ministry of Mines to enable focus on key items affecting the Mining Sector for fast track implementation. The new MMDR Act incorporating the key features of the National Mineral Policy, 2008 was placed on the Ministrys Website and was discussed with State Governments, Central Ministries, Confederation of Indian Industry and other Stakeholders. It is expected that the Legislation would be introduced in the Parliament soon after clearance from the Union Cabinet.

Some of the steps that have already been taken by the Union Government include operationalisation of a mineral concession approval software to make it simple and investor friendly; creation of a Techno Economic Think Tank which has started functioning from January, 2010 to provide policy inputs for decision making on mineral policy etc.,

It is expected that the Government would come out with the much awaited legislative and regulatory initiatives which would enable India to play a leading role in the mining and mineral exploration sector.

The highlights of the operations undertaken by the Company during the year under review are summarized hereunder:

* Appointment of SRK Mining Services (India) Private Limited (SRK), for carrying out Independent Mineral Resource Evaluation and preparation of a Technical Report for the most promising Ganajur Main Gold Prospect of Deccan Exploration Services Private Limited (DESPL), a wholly owned subsidiary of the company. SRK submitted its Report during May, 2010 as per the internationally accepted JORC standards.

* SRK in their conclusions note that "DESPL was successful in delineating an Indicated Mineral Resource estimated at total 1.8 million tonnes grading an average of 4.07 grams per tonne gold and an additional 0.32 million tonnes grading 2.61 grams per tonne gold in the Inferred Category".

* The summary of the resource estimated by SRK is given in the section Report on Exploration Activities.

* Results of some of the drill holes of the Ganajur Prospect received to date indicate extension of the ore body further North West by another 150 metres making the overall length of the Ganajur Main ore body to 600 metres. One of the drill holes, GMC-16 passed through high grade gold mineralization of 8.91 grams/tonne over significant width of 42.84 m. Further, the analytical results of GMC-11, 12, 16 and 20 received to date are also very positive. Phase I and II drilling results have brought to light the existence of a high grade zone in the central portion of the Ganajur Main ore body for nearly 200 metres which is expected to increase the overall economics of the deposit.

* DESPL, a subsidiary of the company signed an MoU with the Government of Karnataka during the Global Investors Meet at Bangalore on 4 June, 2010 for commencement of a gold mine and setting up of a processing plant at Ganajur village. The signing of the MoU captures our commitment for the establishment of a gold mine at Ganajur and the State Government of Karnatakas commitment to assist us in doing so.

* Mining Lease (ML) application for Ganajur is being pursued actively and is in the process of being forwarded to the Ministry of Mines, New Delhi by the Government of Karnataka.

* Mangalur-Janiapur Reconnaissance Permit was granted by the Government of Karnataka over an area of 243.34 sq. kms., and the RP Deed was executed on 30 June, 2010. This RP block covers the western portion of the Mangalur greenstone belt and has several promising exploration targets.

* The companys consultancy wing, comprising a strong technical team and being operated through DESPL, a subsidiary of the company made steady progress during the last year and the future looks promising.

3. SUBSIDIARY COMPANY

As required under Section 212 of the Companies Act, 1956, the audited Profit and Loss Account for the year ended 31 March, 2010 along with the Balance Sheet as at that date and the Reports of the Directors and Auditors thereon of Deccan Exploration Services Private Limited, a subsidiary company is attached.

4. CORPORATE GOVERNANCE

The Company has complied with all the mandatory requirements of Corporate Governance specified by the Securities and Exchange Board of India through Clause 49 of the Listing Agreement. As required by the said Clause, a separate Report on Corporate Governance forms part of this Annual Report. A Certificate from M/s. Rathi & Associates, Practising Company Secretaries, Mumbai regarding compliance with the conditions of Corporate Governance also forms part of this Annual Report.

Further, in terms of Clause 49(IV)(F) of the Listing Agreement, a separate report titled "Management Discussion and Analysis" forms part of this Annual Report.

5. GRANT OF STOCK OPTIONS

Pursuant to the approval accorded by the shareholders at their Annual General Meeting held on 28 November, 2008, the Company had introduced the Deccan Gold Mines Employee Stock Option Plan, 2008 (Plan) for the benefit of the Eligible Employees of the Company and its subsidiaries providing for issue of up to a maximum of 30,00,000 Stock Options. The Bombay Stock Exchange Limited (BSE) had granted its in-principle approval for listing of the 30,00,000 equity shares that are likely to arise out of the exercise of the Stock Options under the Plan.

It may be noted that the Compensation Committee of the Board, at its meeting held on 2 June, 2010 had granted 30,00,000 Options at an Exercise Price of Rs. 16.95 per Option / Equity Share to certain Eligible Employees of the Company and its wholly-owned subsidiary viz., Deccan Exploration Services Private Limited. In terms of the Plan, the Options were granted at a 25% discount to the latest available closing price of Rs.22.60 at the BSE on 1 June, 2010 (a day prior to the date of the Compensation Committee meeting).

The disclosures required to be made under SEBI (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 as applicable are given in the Annexure to the Report.

6. BOARD OF DIRECTORS

Prof. V.K. Gaur and Mr. V. Sivakumar are the Directors who retire by rotation and being eligible, offer themselves for reappointment.

Mr. Sandeep Lakhwara was reappointed as the Managing Director of the Company for a period of 3 years with effect from 1 May 2010 subject to the approval of the shareholders.

Necessary resolutions seeking the approval of the shareholders for the reappointment of the aforesaid Directors/Managing Director forms part of the Notice convening the Annual General Meeting. In terms of Clause 49(IV)(G)(i) of the Listing Agreement entered into with the Bombay Stock Exchange Limited, all the requisite details about the Directors/Managing Director seeking re-appointment at the ensuing Annual General Meeting forms part of the Notice convening the Annual General Meeting.

Further, pursuant to Clause 49(IV)(E)(iv) of the Listing Agreement, the shareholders may take note that none of the Non Executive Directors hold any shares/convertible instruments in the Company as on the date of this Report.

7. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 217(2AA) of the Companies Act, 1956, your Directors confirm:

* that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

* that they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year ended 31 March, 2010 and of the loss of the Company for that period.

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

* that they have prepared the attached Statement of Accounts for the year ended 31 March, 2010 on a going concern basis.

8. PERSONNEL

During the year under review, none of the employees of the Company was in receipt of remuneration aggregating Rs. 24,00,000/- or more per annum, if employed throughout the year, or Rs. 2,00,000/- or more per month, in case employed for part of the year. Hence, there are no particulars to be annexed to this report as required under Section 217 (2A) of the Companies Act, 1956 and the rules made there under.

9. AUDITORS

The Statutory Auditors M/s. V.K. Beswal & Associates, Chartered Accountants, Mumbai retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

10. STATUTORY AUDITORS REPORT

Observations made in the Statutory Auditors Report are self-explanatory and therefore, do not call for any further comments under Section 217(3) of the Companies Act, 1956.

11. FIXED DEPOSITS

The Company has not accepted or renewed any deposit from public during the year under review.

12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO

A. Conservation of Energy and Technology Absorption

Considering the nature of the Companys existing business activities, your Directors have nothing to state in connection with conservation of energy and technology absorption.

B. Foreign exchange earnings and outgo

It may be noted that during the year under review, the Company did not have any foreign exchange earnings, but had a foreign exchange outgo of Rs. 0.95 lac.

13. ACKNOWLEDGEMENT

The Directors wish to express their gratitude to all the business associates and to the Investors / Shareholders for the confidence reposed in the Company and its management. The Directors also convey their appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board

Place : Bangalore Sandeep Lakhwara K.R. Krishnamurthy

Date : 12 August, 2010 Managing Director Director

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