Mar 31, 2014
Dear Members,
The Directors submit the following report on Financial Results for the
year ended 31 st March, 201 4:
Financial Results: For the year For the year
31st March, 31st March,
2014 2013
(Rs in lacs) (Rs in lacs)
Turnover 83.76 3,808.73
Profit / (Loss) before depreciation (6,685.52) (5,266.36)
Depreciation (net of revaluation adjustment) 228.92 1,478.20
Profit / (Loss) before tax (6,914.44) (6,744.56)
Provision for Deferred Tax - Assets 2,785.19 1,747.51
Profit / (Loss) after tax (4,129.25) (4,997.05)
Surplus /(Deficit) brought forward from
previous year (23,757.45) (18,760.40)
Surplus /(Deficit) carried forward to
Statement of Profit & Loss (27,886.70) (23,757.45)
Performance
The plant was shut down for the whole year. Consequently during the
year sponge iron production was Nil as compared to 12430 MT in the
previous year. Billet production was Nil for both years. Power
Generation during the year was Nil as compared to 11,950,647 KWH in the
previous year. The Company generated total revenue of ? 84 lacs
compared to ? 3,809 lacs in the previous year. The Company suffered
loss for this year also amounting to ? 4,129 las as compared to ? 4,997
lacs in the previous year. Future Outlook
Your Directors are pleased to report that after obtaining Forest
Clearance for operating the Iron Ore Mines allotted to the Company from
the Ministry of Environment and Forest (MOEF), your Company has taken
steps for compliance of all conditions and requirements for
commencement of mining operation at the earliest. Grama Sabha Meeting,
which is requirement under the Forest Rights Act, 2006 was held on 20th
July, 2014. Compliance of other conditions of Stage I Clearance is
being attended on top priority. Availability of iron Ore from own mines
will vastly improve production and profitability. Your Directors
express their sincere gratitude to all concerned for bearing with the
Company during the difficult time.
Meanwhile your Company is trying to finalise conversion agreement with
other steel producers for conversion of Iron Ore/Pellets into sponge
iron at our plant which will help the Company to restart the plant
operations. The recent measures taken by the concerned authorities to
facilitate iron ore supply and restoration of coal linkage will improve
the cost economics for plant operations.
Subsidiary Company
Bamra Iron & Steel Company (India) Ltd. is a wholly owned subsidiary of
the Company. Since the said Company has not started its operations,
consolidated financial statement has not been prepared.
Dividend
Your Directors regret their inability to recommend any dividend for the
year in view of losses. Preference Shares
Inter Corporate Loan received by the Company amounting to ? 20 crores
was converted into "Advance received for issue of Preference Shares" as
on 31.03.2014. Subsequently 10% Cumulative Non Convertible Preference
Shares of ? 10 each at par amounting to? 20 crores has been issued and
allotted on private placement by adjusting the said Advance at the
Board Meeting held on 14.08.2014.
Project & Engineering Division
The Project and Engineering (P&E) division is continuing its work of
supplying process know-how and basic engineering to several existing
sponge iron units as well as new units who call for such services. It
has widened its network to include consultancy and supervisory services
for renovation, up- gradation and re-commissioning of the mini steel
plants with Sponge Iron, Power, Steel Melting Shop and Rolling Mills.
It also takes up assignment for carrying out technical audit of
Company''s plant health, process health, quality, safety, energy
efficiency and environment protection on a regular basis and
recommeding corrective measures. During the year under review, this
division has taken up an assignment from a Russian Company for
conversion of their Refractory Kiln to DRI Kiln. The contract, which
also provides for process guarantee for DRI production is presently
under implementation.
Community Development
In line with your Company''s philosophy, your Company continues to
pursue a comprehensive programme of Community Development covering
education, immunization, agricultural & horticultural extension, mother
& child care etc. directly and also through OSIL TRFI Community
Services Trust. However due to financial losses suffered by the Company
not much support could be extended for such activities during the year.
Quality
Your Company continues to follow the Quality Management System for
production and supply of Sponge Iron and Steel Billets and possesses
Certificate of Registration of ISO 9001:2008 from British Certification
Inc. Your Company is proud of maintaining the clean environment in the
vicinity of the Plant and your Company''s Environmental Management
System applicable to production and supply of Sponge Iron and Steel
Billets has been certified under ISO 14001:2004 by British
Certification Inc. The Occupational Health and Safety Management System
of your Company has also been certified by the same Agency and your
Company complies with the requirements of OHSAS 18001:2007.
Listing Fees
The annual listing fees have been paid to the Stock Exchanges where the
Company''s shares are listed. Your Company''s application to National
Stock Exchange (NSE) for listing and Calcutta Stock Exchange for
de-listing is pending before the respective Exchanges.
Reconciliation of Share Capital
In compliance of the directions of Securities and Exchange Board of
India (SEBI), reconciliation of share capital is being carried out
quarterly by a Practising Company Secretary. The findings of the
reconciliation of share capital were satisfactory.
Directors
Pursuant to Section 149,152 and other applicable provisions of the
Companies Act, 2013 and Rules made there under, your Directors are
seeking appointment of Mr. A. K. Mukherjee, Mr. S. K. Khetan and
Mr. B. K. Sarkar, as independent Directors for period of 5 years
from the date of the ensuing Annual General Meeting. The above
Directors meet the criteria for indepndence as provided in Section
149(6) of the Companies Act, 2013. Details of the proposal for
appointment of the above Independent Directors are mentioned in
the Notice of the 34th Annual General Meeting and the Explanatory
Statement under Section 102 of the Companies Act, 2013.
Mr. P. C. Mohanty retires by rotation at the ensuing Annual General
Meeting and being eligible offers himself for re appointment.
Your Directors recommend the appointments/reappointment as mentioned
above for approval of the Shareholders.
Conservation of energy, technology absorption, foreign exchange earning
and outgo
The information required under Section 217 (1) (e) of the Companies
Act, 1956 read with the Companies (Disclosure of Particulars in the
Report of Board of Directors) Rules, 1988 as amended are set out in
Annexure, which forms part of this Report.
Particulars of Employees
There were no employees drawing the requisite remuneration whose names
are required to be disclosed as required under sub-section 2A of
Section 217 of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules, 1975 as amended from time to time.
Industrial Relations
Lock out declared at the plant on 14.10.2012 was lifted on 30.12.2013
following amicable settlement with the Workers'' union on 27.12.2013.
Directors'' Responsibility Statement
In accordance with the provisions of sub-section 2AA of Section 217 of
the Companies Act, 1956, your Directors state that:
(a) In the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
(b) Accounting policies selected are applied consistently. Judgments
and estimates that are reasonable and prudent are made, so as to give a
true and fair view of the state of affairs of the Company as at 31 st
March, 2014 and of the loss of the Company for the year ended on that
date.
(c) Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities.
(d) The Accounts for the financial year ended 31st March, 2014 have
been prepared on a ''going concern'' basis. Auditors
The Statutory Auditors, M/s L. N. More & Co., Chartered Accountants,
Cuttack, will retire at the conclusion of the ensuing Annual General
Meeting
and being eligible offer themselves for re-appointment.
The Audit Committee and the Board has recommended their re-appointment.
The necessary Resolution is being placed before the shareholders for
approval. The Company has received confirmation that their appointment
will be within the limits prescribed under Section 224 (1B) of the
Companies
Act, 1956.
Auditors'' Report
Reference to Annexure to the Audit Report vide Para 9 (a), your
Directors submit that due to shut down of plant operations for the last
two years and
the absence of regular flow of funds, fund situation has become
critical. Consequently the undisputed liability on account of Central
Sales Tax, Orissa
Sales Tax and Entry Tax could not be paid due to fund constraints.
There are no other qualifications or adverse remarks in the Auditor''s
Report which require any clarification/explanation. The Notes on
Accounts forming
part of the financial statements are self-explanatory and needs no
further explanation.
Cost Auditors
Pursuant to the provision of Section 233B of the Companies Act, 1956
and The Companies (Cost Accounting Records) Rules, 2011, M/s. B. Ray &
Associates, Cost Accountants, Kolkata has been re-appointed as Cost
Auditor of the Company for the year 2014-15 to conduct audit of cost
records maintained by the Company.
Corporate Governance
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, the following documents form part of the Annual Report:
(a) Management Discussion and Analysis
(b) Report on Corporate Governance along with Certificate for
compliance of conditions of Corporate Governance
(c) Managing Director''s declaration regarding compliance of code of
conduct by Board Members and senior management personnel.
Acknowledgement and Appreciation
The Directors acknowledge with gratitude the co-operation extended by
Indian Renewable Energy Development Agency Ltd. (IREDA), Banks, State
Government, Suppliers, Customers and Shareholders and solicit their
continued support. The Directors also wish to place on record their
sincere appreciation of the dedicated services put in by the Company''s
workers, staff and executives under difficult conditions.
For and on behalf of the Board
Munir Mohanty, Director
Dr. P. K. Mohanty, Vice Chairman
& Managing Director
Place: Kolkata
Dated: 14th August, 2014
Mar 31, 2013
The Directors are pleased to report that after nearly 10 years of
sustained effort, Forest Clearance for operating the Iron Ore Mines
alloted to the Company has been granted on 3rd June, 2013 by the
Ministry of Environment and Forest (MOEF). The Company will do its
utmost to expedite compliance of all conditions and requirements
leading to commencing mining operation as early as possible.
Availability of Iron Ore from own mines will vastly improve production
and profitability. Your Directors express their sincere gratitude to
all concerned for bearing with the company during the difficult times.
Your Directors submit the following report on Financial Results for the
year ended 31 st March, 2013:
Financial Results:
For the
year ended For the
year ended
31st March,
2013 31st March,
2012
(Rs. in lacs) (Rs. in lacs)
Turnover 3,808.73 10,055.62
Profit / (Loss) before depreciation (5,266.36) (6,433.95)
Depreciation (net of revaluation
adjustment) 1,478.20 1,218.07
Exceptional Items 530.91
Profit / (Loss) before tax (6,744.56) (8,182.93)
Tax for earlier years 190.79
Provision for Deferred Tax - Assets 1,747.51 1,846.98
Profit / (Loss) after tax (4,997.05) (6,526.74)
Surplus/(Deficit) brought forward
from previous year (18,760.40) (12,233.66)
Surplus /(Deficit) carried forward
to Statement of Profit & Loss (23,757.45) (18,760.40)
Performance
The Company could operate the plant for only four months during the
year. Nonavailability of iron ore of required quality and quantity at
affordable prices and the continuing losses left the Company with no
alternative but to shut down plant operations from 17th July, 2012 to
reduce rapid erosion of net worth.
Production of sponge iron for the year was 12,430 MT as compared to
42,872 MT recorded last year. Revenue from sponge sales and power sales
dropped to Rs. 3,897 lacs and Rs. 165 lacs respectively. Billet Plant
was not operated during the year. The Company suffered losses for this
year also.
Subsidiary Company
Bamra Iron & Steel Company (India) Ltd. is a wholly owned subsidiary of
the Company. Since the said Company has not started its operations as
the project is under implementation, consolidated financial statement
has not been prepared.
Dividend
Your Directors regret their inability to recommend any dividend for the
year in view of losses.
Project & Engineering Division
The Project and Engineering (P&E) division is continuing its work of
supplying process know-how and basic engineering to several existing
sponge iron units as well as new units who call for such services. It
has widened its network to include consultancy and supervisory services
for renovation, up- gradation and re-commissioning of the mini steel
plants with Sponge Iron, Power, Steel Mill Shop and Rolling Mills. It
also takes up assignment for carrying out technical audit of Company''s
plant health, process health, quality, safety, energy efficiency and
environment protection on a regular basis and recommeding corrective
measures.
Community Development
In line with your Company''s philosophy, your Company continues to
pursue a comprehensive programme of Community Development covering
education, immunization, agricultural & horticultural extension, mother
& child care etc. directly and also through OSIL TRFI Community
Services Trust.
Quality
Your Company continues to follow the Quality Management System for
production and supply of Sponge Iron and Steel Billets and possesses
Certificate of Registration of ISO 9001:2008 from British Certification
Inc. Your Company is proud of maintaining the clean environment in the
vicinity of the Plant and your Company''s Environmental Management
System applicable to production and supply of Sponge Iron and Steel
Billets has been certified under ISO 14001:2004 by British
Certification Inc. The Occupational Health and Safety Management System
of your Company has also been certified by the same Agency and your
Company complies with the requirements of OHSAS 18001:2007. Listing
Fees
The annual listing fees have been paid to the Stock Exchanges where the
Company''s shares are listed. Your Company''s application to National
Stock
Exchange (NSE) for listing and Calcutta Stock Exchanges for de-listing
is pending before the respective Exchanges.
Reconciliation of Share Capital
In compliance of the directions of Securities and Exchange Board of
India (SEBI), Reconciliation of Share Capital is being carried out
quarterly by a
Practising Company Secretary. The findings of the Reconciliation of
Share Capital were satisfactory.
Directors
Mr. G. Mathi Vathanan, IAS was nominated by Industrial Promotion and
Investment Corporation of Odisha Limited (IPICOL) in place of Mr. C. ].
Venugopal, IAS as Director cum Chairman. Accordingly he was appointed
by the Board as Additional Director to hold the position of Director
and
Chairman on the Board with effect from 03.10.2012. Mr. S. H. Gupta was
nominated by Torsteel Research Foundation in India (TRFI) on the Board.
Accordingly he was appointed as Additional Director with effect from
10.01.2013. Having been appointed as Additional Directors, they vacate
office conclusion of the ensuing Annual General Meeting. Notices under
Section 257 of the Companies Act, 1956 have been received from some
members for appointing them as Directors at the ensuing Annual General
Meeting.
Mr. C. J. Venugopal, IAS was withdrawn from the Board as Director and
Chairman by IPICOL with effect from 03.10.2012. Mr. M. A. Khan was
withdrawn from the Board as Director byTRFI with effect from
10.01.2013. Mr. S. N. Nayak resigned as Director from the Board having
been withdrawn as Director on the Board by IPICOL vide letter dated
10.05.2013.
Your Directors place on record its deep appreciation of the valuable
guidance and services of Mr. C. ]. Venugopal, IAS as Director cum
Chairman,
Mr. M. A. Khan and Mr. S. N. Nayak as Directors during their tenure of
office.
Mr. S. K. Khetan and Mr. B. K. Sarkar retire by rotation at the ensuing
Annual General Meeting and being eligible offer themselves for re
appointment.
Dr. P. K. Mohanty was re appointed as Vice Chairman and Managing
Director by the Board for a period of three years with effect from
23.06.2013 subject to all necessary approvals.
Mr. Munir Mohanty was re appointed as Whole-time Director by the Board
for a period of five years with effect from 31.05.2013 subject to all
necessary approvals.
Proposal for re appointment of Dr. P. K. Mohanty as Vice Chairman and
Managing Director and Mr. Munir Mohanty as Whole-time Director are
included in the Notice of the ensuing Annual General Meeting for the
approval of Shareholders. Your Directors recommend all the
appointments and re appointments as mentioned above for approval of the
Shareholders.
Conservation of energy, technology absorption, foreign exchange earning
and outgo
The information required under Section 217(1) (e) of the Companies Act,
1956 read with the Companies (Disclosure of Particulars in the Report
of Board of Directors) Rules, 1988 as amended are set out in Annexure,
which forms part of this Report.
Particulars of Employees
There were no employees drawing the requisite remuneration whose names
are required to be disclosed as required under sub-section 2A of
Section
217 of the Companies Act, 1956 read with the Companies (Particulars of
Employees) Rules 1975 as amended from time to time.
Industrial Relations
The Company was constrained to declare lockout of its plant with effect
from 1410.2012 following illegal strike by the Workers Union with
effect from 12.10.2012, which is still continuing. Deliberations and
negotiations are going on with the Union for arriving at an amicable
settlement soon.
Directors'' Responsibility Statement
In accordance with the provisions of sub-section 2AA of Section 217 of
the Companies Act, 1956, your Directors state that:
(a) In the preparation of the Annual Accounts, the applicable
accounting standards have been followed along with proper explanation
relating to material departures.
(b) Accounting policies selected are applied consistently. Judgments
and estimates that are reasonable and prudent are made, so as to give a
true and fair view of the state of affairs of the Company as on 31st
March, 2013 and of the Profit/ Loss of the Company for the year ended
on that date.
(c) Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities.
(d) The Accounts for the financial year ended 31st March, 2013 have
been prepared on a ''going concern'' basis. Auditors
The Statutory Auditors, M/s L. N. More & Co., Chartered Accountants,
Cuttack, will retire at the conclusion of the ensuing Annual General
Meeting and being eligible offer themselves for re-appointment.
The Audit Committee and the Board has recommended their re-appointment.
The necessary resolution is being placed before the shareholders for
approval. The Company has received confirmation that their appointment
will be within the limits prescribed under Section 224 (1B) of the
Companies Act, 1956.
Auditors'' Report
There are no qualifications or adverse remarks in the Auditors'' Report
which require any clarification/explanation. The Notes on Accounts
forming part of the financial statements are self-explanatory and needs
no further explanation. Cost Auditors
Pursuant to the provision of Section 233B of the Companies Act, 1956
and The Companies (Cost Accounting Records) Rules, 2011, M/s. B. Ray &
Associates, Cost Accountants, Kolkata has been re-appointed as Cost
Auditor of the Company for the year 2013-1 k to conduct audit of cost
records maintained by the Company.
Corporate Governance
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, the following documents form part of the Annual Report:
(i) Management Discussion and Analysis
(ii) Report on Corporate Governance along with Certificate for
compliance of conditions of Corporate Governance
(iii) Vice-Chairman & Managing Director''s declaration regarding
compliance of code of conduct by board members and senior management
personnel. Acknowledgement and Appreciation
The Directors acknowledge with gratitude the co-operation extended by
Indian Renewable Energy Development Agency Ltd. (IREDA), Banks, State
Government, Suppliers, Customers and Shareholders and solicit their
continued support. The Directors also wish to place on record their
sincere appreciation of the dedicated services put in by the Company''s
workers, staff and executives under difficult conditions.
For and on behalf of the Board
Munir Mohanty, Director
Place: Bhubaneswar Dr. P. K. Mohanty,
Vice Chairman
Dated: 13th August, 2013 & Managing Director
Mar 31, 2012
The Directors submit the following report on Financial Results for the
year ended 31 st March, 2012:
Financial Results: For the year ended For the year ended
31st March 2012 31st March 2011
(Rs. in lacs) (Rs.in lacs)
Turnover 10,055.62 15,214.41
Profit / (Loss)
before depreciation (6,433.95) (6,866.96)
Depreciation (net of
revaluation adjustment) 1,218.07 1,436.63
Exceptional Items 530.91 -
Profit / (Loss) before tax (8,182.93) (8,303.59)
Tax for earlier years 190.79 -
Provision for Deferred
Tax - Assets 1,846.98 3,017.23
Profit / (Loss) after tax (6,526.74) (5,286.36)
Surplus /(Deficit) brought
forward from previous year (12,233.66) (6,947.30)
Surplus /(Deficit) carried
forward to Statement of
Profit & Loss (18,760.40) (12,233.66)
Performance
Your Company incurred heavy losses in this year too due to
un-remunerative selling price of finished products and high cost of
iron ore and coal prevailing throughout the year leading to a situation
where higher production meant higher loss. As a result, production was
at the lowest in the history of the Company and was limited to 42,872
MT in the sponge iron unit (17.15 % capacity utilization) and was 6,778
MT in the billet unit (6.78 % capacity utilization). Revenue from power
sales dropped substantially from Rs. 1,259.54 lacs in 2010-11 to Rs. 365.49
lacs in 2011-12 due to lower capacity utilization in the sponge iron
unit. Production will not be remunerative until the cost of iron ore
and coal reduce and selling price of finished product improves.
Your Company had approached its lenders for a corporate debt
restructuring to address the irregularity in the borrowings in view of
difficult market situations which is under consideration.
Your Company is confident to receive forest clearance and permission to
mine from the iron ore mines allotted to the Company shortly.
Availability of iron ore from captive mines will vastly improve both
production and profitability. Availability of coal from captive mine
will still take a few years and will result in even higher
profitability.
Open offer formalities are over, which will help consolidate Company's
planning and operations.
Subsidiary Company
Bamra Iron & Steel Company (India) Ltd. is a wholly owned subsidiary of
the Company. As the Company has not started operations and project is
under implementation, consolidated financial statement has not been
prepared.
Dividend
Your Directors regret their inability to recommend any dividend for the
year in view of losses.
Project & Engineering Division
Project and Engineering (P & E) Division has supplied process know-how
and basic engineering to M/s. Super Smelters Limited, Durgapur for 350
TPD DRI Plant which has been commissioned in August, 2011 and running
successfully. The second unit of the said Company is also being built
under OSIL Technology. 100,000 TPA Sponge Iron Plant, 16 MW Power Plant
and 100,000 TPA Steel Billet Plant of M/s. Crackers India (Alloys)
Limited, Barbil, Keonjhar is being built under overall consultancy
services of this Division. Consultancy and supervisory services for
renovation, up-gradation and re- commissioning of the mini steel plant
with Sponge Iron, Power and Steel Mill Shop and Rolling Mill of
Dinabandu Steel & Power Ltd., Kalinganagar, Odisha, have been completed
during the year.
The P & E Division supplied process know-how, basic and detailed
engineering, erection and commissioning, supervision as well as
operational training for three units of 350 TPD plant to M/s. Usha
Martin Ltd., which was funded by the World Bank (IFC) and German
Development Bank (DEG) after worldwide technology selection. The third
kiln recently completed 600 days of continuous operation.
The P & E Division is also carrying out technical audit of Company's
plant health, process health, quality, safety, energy efficiency, and
environment protection, on a regular basis and recommending corrective
measures.
Community Development
In line with your Company's philosophy, your Company continues to
pursue a comprehensive program of Community Development covering
education, immunization, agricultural & horticultural extension, mother
& child care etc. directly and also through OSIL TRFI Community
Services Trust. Quality Your Company continues to follow the Quality
Management System for production and supply of Sponge Iron and Steel
Billets and possesses Certificate of Registration of ISO 9001:2008 from
British Certification Inc. Your Company is proud of maintaining the
clean environment in the vicinity of the Plant and your Company's
Environmental Management System applicable to production and supply of
Sponge Iron and Steel Billets has been certified under ISO 14001:2004
by British Certification Inc. The Occupational Health and Safety
Management System of your Company has also been certified by the same
Agency and your Company complies with the requirements of OHSAS
18001:2007.
Orissa Sponge Iron & Steel Limited
Listing Fees
The annual listing fees have been paid to the Stock Exchanges where the
Company's shares are listed. Your Company's application to National
Stock Exchange (NSE) for listing and Calcutta Stock Exchange for
de-listing is pending before the respective Exchanges.
Reconciliation of Share Capital
As directed by Securities and Exchange Board of India (SEBI),
Reconciliation of Share Capital is being carried out quarterly by a
Practising Company Secretary. The findings of the Reconciliation of
Share Capital were satisfactory.
Directors
Mr. P. C. Mohanty was nominated by Industrial Promotion & Investment
Corporation of Orissa Ltd (IPICOL) as Additional Director with effect
from 23.11.2011. Mr. A. K. Mukherjee was appointed as Additional
Director with effect from 04.08.2012. Having been appointed as
Additional Directors. Mr. P. C. Mohanty and Mr. A. K. Mukherjee shall
be vacating their office at the ensuing Annual General Meeting. Notices
under Section 257 of the Companies Act, 1956 have been received from
some members proposing the candidature of Mr. P. C. Mohanty and Mr. A.
K. Mukherjee as Directors in the ensuing Annual General Meeting.
Mr. S. N. Nayak and Mr. M. A. Khan shall retire by rotation at the
ensuing Annual General Meeting and being eligible offer themselves for
re-appointment. Conservation of energy, technology absorption, foreign
exchange earning and outgo
The information required under Section 217 (1) (e) of the Companies
Act, 1956 read with the Companies (Disclosure of Particulars in the
Report of Board of Directors) Rules, 1988 as amended are set out in
Annexure, which forms part of this Report.
Particulars of Employees
There were no employees drawing the requisite remuneration whose names
are required to be disclosed as required under sub-section 2A of
Section 217 of the Companies Act, 1956 read with the Companies
(Particulars of Employees) Rules 1975 as amended from time to time.
Directors' Responsibility Statement
In accordance with the provisions of sub-section 2AA of Section 217 of
the Companies Act, 1956, your Directors state 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) Accounting policies selected are applied consistently. Judgments
and estimates that are reasonable and prudent are made, so as to give a
true and fair view of the state of affairs of the Company as at 31 st
March, 2012 and of the Profit/ Loss of the Company for the year ended
on that date.
(c) Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities.
(d) The Accounts for the financial year ended 31st March 2012 have been
prepared on a 'going concern' basis.
Auditors
The Statutory Auditors, M/s L. N. More & Co., Chartered Accountants,
Cuttack, will retire at the conclusion of the ensuing Annual General
Meeting and being eligible offer themselves for re-appointment.
The Audit Committee and the Board has recommended their re-appointment.
The necessary resolution is being placed before the shareholders for
approval. The Company has received confirmation that their appointment
will be within the limits prescribed under Section 224(1 B) of the
Companies Act, 1956.
Auditors' Report
There are no qualifications or adverse remarks in the Auditor's Report
which require any clarification/explanation. The Notes on Financial
Statements are self explanatory and needs no further explanation.
Cost Auditors
Pursuant to the provision of Section 233B of the Companies Act,1956 and
The Companies (Cost Accounting Records) Rules, 2011, M/s. B. Ray &
Associates, Cost Accountants, Kolkata was reappointed as Cost Auditor
of the Company for the year 2012-13 to conduct audit of cost records
maintained by the Company.
Corporate Governance
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, the following form part of the Annual Report:
(i) Management Discussion and Analysis
(ii) Report on Corporate Governance along with Certificate for
compliance of conditions of Corporate Governance.
(iii) Managing Director's declaration regarding compliance of Code of
Conduct by Board Members and Senior Management personnel.
Acknowledgement and Appreciation
The Directors acknowledge with gratitude the co-operation extended by
Indian Renewable Energy Development Agency Ltd. (IREDA), Banks, State
Government, Suppliers, Customers and Shareholders and solicit their
continued support. The Directors also wish to place on record their
sincere appreciation of the dedicated services put in by the Company's
workers, staff and executives under difficult conditions.
For and on behalf of the Board Munir Mohanty, Director
Place: Kolkata Dr. P. K. Mohanty, Vice Chairman
Dated: 4th August, 2012 & Managing Director
Mar 31, 2010
A. Conservation of energy
(a) Energy conservation measures taken:
Power is generated by utilizing the off-gas of the Sponge Iron Plants.
(b) Additional investments and proposals, if any, being implemented for
reduction of consumption of energy:
There are plans to improve the utilization of waste coal fines and coal
char in the Boilers, to generate steam and thereafter electric power.
(c) Impact of the measures at (a) and (b) above for reduction of energy
consumption and consequent impact on the cost of production of goods:
(i) The Company is not purchasing any power from the Grid, for normal
operations.
(ii) Improved utilization of waste heat and waste coal fines and coal
char for power generation will improve the total power availability for
production as well as generate surplus for sale. (iii) Reduction in
cost of production of Sponge Iron & Billet. (iv) Increase generation
of waste gas based power will increase carbon credit generation.
(d) Total energy consumption and energy consumption per unit of
production as per Form A of the Annexure in respect of industries
specified in the Schedule thereto.
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