The Directors have great pleasure in presenting the Eleventh Annual
Report of the Company together with the Audited Accounts for the
financial year ended 31st March, 2013.
Financial Highlights (Rs.in Lacs)
Particulars Current year Previous Year
Revenue from Operation (net) 1,19,276.81 92,578.31
Other Income 117.86 130.97
Total Revenue 11,19,394.67 92,709.28
Profit before Finance
Cost, Depreciation and Tax 17,737.29 8,927.17
Less: Depreciation & Amortisation 4,111.23 1,423.43
Less: Finance Cost 7,137.39 3,509.88
Less: Tax Expenses 1,369.87 669.78
Net Profit after Tax 5,118.80 3,324.08
Add : Balance brought
forward from previous year 11,971.71 8,647.63
Balance carried over to Balance Sheet 17,090.51 11,971.71
Financial Operational Review
Net Sales/Income from operation for the year stood to Rs. 119,276.81 Lacs
registering a growth of 28.84% over previous year. The Profit after
Tax (PAT) grew by 53.99% to Rs. 5,118.80 Lacs in 2012-13. The Cash Profit
before tax for the year stood at < 10,599.90 Lacs compared with Rs.
5,417.29 Lacs in the year 2011-12.
Your Directors have not recommended any dividend on Equity Shares for
the year under review.
Issue of Equity Shares on Preferential Basis
The Board of Directors in their meeting held on 29th August, 2013,
subject to the approval of the members in the ensuing Annual General
Meeting, has decided to raise the sum of Rs. 80.10 Crores by issuing
26,700,000 Equity Shares of Rs. 10/- each at a premium of Rs. 20/- per
share on preferential basis to the entities belonging to promoter group
and strategic investors belonging to non-promoter group.
The amount raised will be utilised towards long term working capital
requirement, capital expenditure for expansion and modernisation
activities and other corporate purposes.
Changes in Share Capital
To accommodate the allotment of Equity Shares consequent to proposed
preferential issue, the board has recommended to increase the
Authorised Share Capital from Rs. 100 Crores to Rs. 122.25 Crores.
New Project and Expansion
The capex plans under implementation consisting of 6,00,000 TPA Iron
Ore Pellet Plant, 30 TPD DRI Kiln, Capacity addition to Wire Rod Mill,
RM Pre-Heater, AOD Convertor, etc. has been successfully implemented
and started commercial production.
Listing of Equity Shares of the Company with National Stock Exchange of
India Limited (NSE)
The Director of your Company are pleased to inform that the Equity
Shares of the Company got listed with National Stock Exchange of India
Limited (NSE) w.e.f. 14th March, 2013.
The Company has not accepted any deposits during the year.
The Company has retained CARE BBB- (Triple B minus ) credit rating for
its long term and medium term debts/facilities and CARE A3 (A Three)
credit rating for its short term debts/facilities accorded by the
credit rating agency Credit Analysis & Research Ltd. (CARE).
The properties and insurable assets and interests of the Company, like
building, plant and machinery and stocks, among others, are adequately
Mr. Jatindra Nath Rudra, retires by rotation and being eligible, offers
himself for re-appointment.
Mr. Vijay Kumar Jain has resigned from the Directorship of the Company
with effect from 29th September, 2012. The Board of Directors recorded
its appreciation for the valuable services rendered by Mr. Vijay Kumar
Jain to the Company.
Mr. Jay Shanker Shukla has been appointed as an Additional Director
w.e.f. 29th September, 2012 to hold office up to the date of the next
Annual General Meeting. The Company has received notice under Section
257 of the Companies Act, 1956 proposing the candidature of Mr. Jay
Shanker Shukla as Director of the Company.
Mr. Kailash Chand Jain has resigned from the Directorship of the
Company with effect from 9th October, 2012. The Board of Directors
recorded its appreciation for the valuable services rendered by Mr.
Kailash Chand Jain to the Company.
Mr. Jayanta Kumar Chatterjee has been appointed as an Additional
Director w.e.f. 9th October, 2012 to hold office up to the date of the
next Annual General Meeting. The Company has received notice under
Section 257 of the Companies Act, 1956 proposing the candidature of Mr.
Jayanta Kumar Chatterjee as Director of the Company.
None of the Directors of the Company are disqualified for being
appointed as Directors, as specified in Section 274(l)(g) of the
Companies Act, 1956. As required under Clause 49 of the Listing
Agreement the additional information on the Directors seeking
appointment/re-appointment is annexed as additional information to the
Management Discussion and Analysis and Corporate Governance Report
Reports relating to Management Discussion and Analysis, Corporate
Governance along with the certificate from the Company Secretary in
Practice regarding compliance of Clause 49 of the Listing Agreement
with the Stock Exchanges forms part of this report.
Pursuant to Section 217(2AA) of the Companies Act, 1956, the Board of
Directors of the Company confirms :
a) That in the preparation of the annual accounts, the applicable
accounting standards have been followed and no material departure have
been made from the same;
b) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the financial year and of the
profit or loss of the Company for that period;
c) That Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956, for safeguarding the assets of
the Company and for preventing and detecting fraud and other
d) That the accounts have been prepared on a ''going concern'' basis.
Auditors and Auditors''Report
M/s. R. Kothari & Company, Statutory Auditors of the Company, hold
office till the conclusion of the ensuing Annual General Meeting and
being eligible, offer themselves for re-appointment. The Company has
received a letter from them to the effect that their appointment, if
made, would be within the limits prescribed under Section 224 (1-B) of
the Companies Act, 1956 and they are not otherwise disqualified within
the meaning of sub section (3) of Section 226 of the Companies Act,
1956 for such appointment.
There are no qualifications or adverse remarks in the Auditors'' Report
which require any clarification/explanation. The Notes to accounts
referred to in the Auditors'' Report are self-explanatory, and
therefore, do not call for any further comments/explanation.
As per the requirement of the Central Government and pursuant to the
provision of Section 233B of the Companies Act, 1956, the Company has
re-appointed Mr. S. Banerjee, Cost Auditors to audit the cost accounts
of the Company for the year 2012-13 from 1st April, 2012 to 31st March,
2013, for which necessary approval from Central Government has been
received. The Cost Audit Report in respect of the financial year
2012-13 will be filed on or before the due date. The Company has
re-appointed Mr. S. Banerjee as Cost Auditors for the financial year
Particulars of Employees
Details of employee drawing remuneration in excess of the limit
specified under Section 217(2A) of the Companies Act, 1956 read with
Companies (Particulars of Employees) Amendment Rules, 2011 is given
Particulars of Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo
Particulars of energy, technology absorption and foreign exchange
earning and outgo as required under Section 217(l)(e) of the Companies
Act, 1956, read with Companies (Disclosures of Particulars in the
report of Board of Directors) Rules, 1988, are given in the annexure
attached hereto and forms part of the report.
Your Directors take this opportunity to express their appreciation for
the assistance and co-operation received from the Central Government,
State Governments, Financial Institutions, Corporate Authorities,
Banks, Customers, Vendors and Shareholders during the year under
review. Your Directors also wish to place on record their deep sense of
appreciation for the committed services of executives, staffs and
workers of the Company.
For and on behalf ofthe Board
Suresh Kumar Patni
Kolkata, 29th August, 2013 Chairman