On behalf of the Board of Directors of your Company, I have the
pleasure in presenting the 40th Annual Report on the business and
operations of the Company together with the Audited Financial
Statements for the Financial Year 2013- 2014.
I am pleased to inform you that your Company has completed the
financial year 2013-14 an affirmative note. Even after so many
constraints on production front, Company has been able to produce 36.36
lakh MT of urea, which is 102% of the installed capacity. This is the
highest ever production of urea in a year by the Company. Another
milestone has been achieved in terms of all time high dispatches of
36.90 lakh MT, sale of 36.87 lakh MT of urea and highest ever
realization of funds. The record sale of 12.65 lakh MT of Neem-coated
urea during the year indicates an upward trend in terms of popularity
of this value added product, which has been pioneered by the Company.
However, the losses incurred by the Company during 2013-14 though lower
than last year. remained a cause of concern. Your Company is the second
largest producer of Urea with market share of 16%.
A positive development for the Company has been on the part of
Government Pricing Policy on urea. The Government has notified the
Modified New Pricing Scheme (NPS-III). Under the modified Scheme,
additional fixed cost and Vintage Allowance shall be reimbursed to the
Company, which will have a positive effect on profitability of the
Company from the financial year 2014-15 onwards.
It is a pleasure to inform you that with declaration of commercial
production of ammonia feedstock changeover project at Nangal in the
year 2013-14, urea produced by your Company at all the Units is now
based on cleaner and greener raw material, Natural Gas.
During the year under review, the Company achieved turnover of Rs. 8017
crore (previous year Rs. 6720 crore). The earnings before interest,
depreciation and tax (EBIDTA) was Rs.171.90 crore againstRs. 74.88 crore of
the previous year. The loss before tax wasRs.161.16 crore (previous year
loss Rs.230.62 crore) and loss after tax was Rs.89.71 crore (previous year
loss Rs. 170.73 crore). The loss is mainly attributed to shut-down taken
at Nangal for feed stock conversion projects, increase in interest due
to delay in receipt of subsidy and increase in input prices.
Deferred Tax Assets amounting to Rs.60.35 crore(net) have been
recognized as on 31st March, 2014 in respect of unabsorbed depreciation
and losses carried forward for set-off against taxable income in future
based on notification dated 3rd April, 2014 of Modified New Pricing
Policy of urea by Government of India thereby having convincing
evidence of certainty of utilization of deferred tax assets.
The short-term borrowings of the company as at 31st March, 2014, stood
at Rs. 4039.67 crore (Rs.1703.29 crore as at 31st March, 2013), which
include cash credit utilization, short-term loans, working capital
demand loan, commercial papers, etc. Delay in receipt of urea subsidy
and increase in input prices lead to more borrowings for meeting
working capital requirements. Short-term borrowings included borrowings
of Rs.1915 crore under Special Banking Arrangement of Government.
Changeover of feed stock from LSHS/FO to Gas at Nangal, Panipat and
Bathinda units was funded by Rupee Term Loan of Rs.3850 crore from
consortium of thirteen Banks with SBI as lead Bank and Rs.216 crore
through own generation of funds. As on 31st March, 2014 long term loans
of Rs.3080 crore were outstanding. These funds are reimbursed by
Government of India under the policy over a period of five years post
declaration of commercial production for changeover of feedstock
Energy Saving and Urea Capacity Augmentation Project at Vijaipur-I,
Urea capacity Augmentation Project at Vijaipur- II and installation of
Carbon-Dioxide Recovery (CDR), were commissioned in the financial year
2012-13. The urea capacity has been enhanced by 20%. For these
projects, long term loan was raised by way of 9.42% Secured Redeemable
Non-Convertible Taxable Bonds of Rs.100.40 crore; Buyer''s credit of USD
15.68 million and External Commercial Borrowing (ECB) of USD 50
million. Buyer''s credit of Rs.61.25 crore has been repaid and amount
ofRs.35.12 crore was outstanding.
Total debt equity ratio as on 31st March, 2014 has increased to 2.36:1
as compared to 2.47:1 of CPLY mainly due to repayment of long term
To comply with the Securities and Exchange Board of India (SEBI) norms
disinvestment of 7.64% GoI shares was carried out on 31st July, 2013
through offer for sale route thereby reducing GOI shareholding to 90%
from 97.64%. The Government equity was further reduced to 89.71% when
the Government sold shares to the employees of the Company in June,
RELATED PARTY DISCLOSURES
Accounting Standard-18 relating to ''Related Party Disclosure'' issued by
ICAI requires disclosure of relationship and transactions between a
reporting enterprise and its related party. Pursuant to the said
requirement, Company for the purpose of related party disclosure has
identified the whole time Directors as the Key Management Personnel
(KMP) and disclosure of relationship with joint venture Company i.e.
M/s. UVL. Accordingly, related party disclosures in respect of key
management personnel, joint ventures and transaction with related
parties has been made in the Notes to Accounts.
In view of the loss incurred by the Company and future capital
expenditure, Board of Directors have not recommended any dividend for
the financial year 2013-14.
The company produced 36.36 lakh Metric Tonnes of Urea during the
financial year 2013-14, which was 102 % of the revamped capacity and
the highest ever production achieved in a year by the Company so far.
Vijaipur unit as a whole produced 21.69 lakh MT of urea during the
year, which is also the highest-ever production achieved in a year.
Vijaipur I and Vijaipur II achieved a capacity utilization of 100.66%
and 109.06% of their revamped capacity respectively.
The new front end ammonia plant on natural gas feed under feed stock
change over project at Nangal was successfully commissioned and after
stabilization of the plant, commercial production was declared with
effect from 18th July 2013. The annual production at Nangal unit
remained lower than installed capacity due to limitations during
commissioning and stabilization of the plant and extended shutdown from
January to March 2014 for maintenance jobs. There had been a shortfall
of 83670 MT of urea at Nangal during 2013-14, which has been partly
compensated through additional production of 49,030 MT from Bathinda
Company achieved record production and despatch of 12.637 lakh MT of
Neem Coated Urea during the year.
Due to decline in the availability of Administered Pricing Mechanism
(APM)/ Non-APM and Panna Mukta Tapti (PMT) Gases, spot gas was procured
during the year to sustain production at optimum levels. Domestic gas
is yet to be allocated for three Fuel-oil Units converted to gas. As an
interim arrangement, Company is purchasing high cost spot RLNG for
Bathinda, Panipat and Nangal Units. Allocation of indigenous gas supply
to these Units is being followed up regularly with the Department of
Fertilizers. Out of total requirement of 0.9 mmscmd gas at Bathinda,
domestic gas of 0.7 mmscmd is under allocation.
SALES & MARKETING
Company achieved ever-best urea sale of 36.87 lakh tonnes of Urea
(including 12.66 lakh tonnes of Neem coated Urea) against previous
ever-best of 34.73 lakh MT in 2004 and 31.62 lakh MT of CPLY.
The sale of Industrial Products was of Rs.50.53 crore against Rs.72.34
crore of CPLY. Lower turnover of Industrial Products is attributed to
high market prices of ammonia for production of nitric acid, ammonium
nitrate, etc. and with conversion to natural gas, generation and sale
of industrial gases, argon has stopped.
The Company has been making regular forays into diverse agri-based
business viz. trading of seeds, Bentonite Sulphur, Zinc Sulphate
pesticides, etc. During the year, Company has traded agriculture
product of Rs.32.78 crores, marginally higher than previous year.
NFL is playing a pivotal role in not only providing quality fertilizers
to the farmers but educating them on judicious use of fertilizers along
with total know how on improved and scientific methods of cultivation
to improve soil productivity. The adoption of technology for increasing
crop yield and land productivity is facilitated by training and
adequate dissemination of knowledge to all stakeholders like dealers,
retailers, farmers, etc. In line with this, 50 Dealer''s/Retailer''s
Orientation Programmes were conducted during the year. Also 110 farmer
training programmes were organized in Company''s marketing territory
spread across 17 states and union territories with overall
participation of 6540 farmers.
During the year, a project was undertaken by NFL in 25 farmer fields to
promote soil test based and efficient use of fertilizers and other
agriculture inputs that is crucial in enhancing agriculture production.
During the year 330 demonstrations were also carried out at farms to
demonstrate the effect of balanced use of fertilizers and
bio-fertilizers on crop growth and yield as compared to farmer''s own
practices. More than 38,000 soil samples were analyzed and
recommendations given through the Company''s captive five static and
four mobile soil testing laboratories.
During the year, your Company participated in 30 krishi melas organized
by leading agriculture universities in Punjab, Haryana, Uttar Pradesh,
Uttarakhand, Madhya Pradesh, evaluating effective direct communication
MOBILE FMS (mFMS)
Government of India, Department of Fertilizers has introduced Mobile
based Fertilizer Monitoring System (mFMS) to monitor and track the
movement of fertilizers from the manufacturing unit to the farm gate as
a step towards facilitating implementation of Direct Cash Transfer of
Subsidy to farmers. Company has successfully implemented the mFMS i.e.
tracking of first point sale upto wholesalers and the second point sale
upto retailers. With this, the Company till 31st March, 2014 is
entitled for balance 5% subsidy w.e.f. 1st November, 2012 withheld by
Government of India for implementing this system.
Company has been entrusted to implement Phase-II pilot project of the
mFMS i.e. capturing and digitilizing the sales transactions from
retailers to farmers for the district of Nawanshehar in Punjab.
NFL Marches Towards Cleaner Feedstock
Company has implemented the capital schemes for change over of
feedstock from Fuel Oil to Natural gas at Panipat, Bathinda and Nangal
involving a total investment of 4066 Crore. The projects have been
implemented by M/s Larsen & Toubro Mumbai with Technology License from
M/s HTAS Denmark at Panipat & Bathinda and by Consortium of M/s
Tecnimont SpA Italy & M/s Tecnimont ICB Mumbai with Technology License
from M/s KBR USA at Nangal on Lump Sum Turnkey (LSTK) basis. M/s
Projects & Development India Limited (PDIL) has provided the Project
Management Consultancy services for all the three conversion projects.
The Urea production from the plants post feedstock changeover was
declared Commercial on 28th March 2013 at Panipat, 11th March 2013 at
Bathinda and 18th July 2013 at Nangal. The plants are now fully
operational and envisaged reduction in energy consumption has been
Joint Venture with KRIBHCO & RCF
Company has a Joint Venture Urvarak Videsh Limited with M/s. KRIBHCO
and RCF as promoters. The main object of the joint venture company is
to explore investment opportunity abroad and within the country in
nitrogenous, phosphatic and potassic sectors and to render consultancy
services for setting up projects in India and abroad.
REVIVAL OF CLOSED UNITS OF FCIL
Consequent upon nomination of NFL and EIL, by Government of India, for
the revival of Ramagundam plant of Fertilizer Corporation of India, it
has been planned to set up a 2200 MTPD Ammonia and 3850 MTPD Urea
plant. The project is envisaged to be undertaken at the existing
Fertilizer complex of Ramagundam unit at an estimated cost of INR 4700
Pre-project activities towards setting-up of Joint Venture between
NFL/EIL/FCIL, lining-up of Process Licensor for Ammonia / Urea,
finalization of Concessionaire agreement and Joint Venture Agreement
are in progress. Environment impact and risk assessment is being
carried out. Department of Fertilizers (DoF) has accorded approval for
26% equity investment by the Company in joint venture Company.
HUMAN RESOURCE MANAGEMENT
The Company considers its Human Resources as most important assets and
makes sustained efforts for the development of its manpower. Company
has a well-established Human Resource Department to cater to the
training needs of employees, keeping in view the changing technology
and overall business environment.
The Company has manpower strength of 4068 employees as on 31st March,
2014, which comprise of 1803 Executives and 2265 Non- Executives.
Company has 222 women employees on its roll, which is 5.46% of the
total work force.
To improve skills and instill behavioural and personality development
traits in all supervisory staff and managerial cadre, Company organized
a number of training programmes (in-house as well as external) on
contemporary subjects during the year. The training programmes were
identified through Performance Management System by systematizing
organizational needs with individual needs. In these diverse
programmes, 13722 man-days training was imparted to employees.
Employees'' participation in Management is an essential ingredient of
industrial democracy, which implies mental and emotional involvement of
employees in the management of enterprise. Company always supported
the participative culture in the management through consultative
approach. The efforts to promote employees'' participation in various
activities like Suggestion Scheme, Welfare, Safety, interactions
between Management and employees'' representatives on various issues
continued during the year.
Your Company continues to make efforts for improving employees'' health,
well-being and welfare. For achieving these objectives, various welfare
schemes exists in the Company related to subjects such as education,
medical, benevolence, housing, Social security scheme, NFL Employees
Family Economic & Social Rehabilitation Scheme, Defined Contribution
Superannuation Pension Scheme, etc. Company has also put in place
mediclaim policy for providing medical facilities to the retired
PROMOTION OF OFFICIAL LANGUAGE
The Company is making all efforts for the propagation and
implementation of official language policy of the Government of India.
The quarterly meeting of Official Language Implementation Committee
(OLIC) is regularly held in all the Units/Offices of the Company to
review the progress of official language. 28 Meetings of OLIC were held
during the year.
To promote Official Language Hindi, 27 Hindi Workshops were organized
during the year in which 591 employees participated. Hindi Pakhwara was
organized in all the Units/Offices of the Company to mark the Hindi
Day. During the year 45 programmes/competitions were held for the
promotion of Hindi in which 1095 employees participated. 52 employees
were awarded cash prizes under the ''Cash Incentive Scheme'' for doing
their official work in Hindi.
Corporate Office received 2nd Prize (Rajbhasha Shield) from Town
Official Language Implementation Committee, NOIDA. Panipat Unit was
awarded 3rd prize ''Rajbhasha Shield'' by the Office of the Regional
Implementation (North Region), Department of Official Language.
Initiatives taken for development of employees belonging to Scheduled
Castes /Scheduled Tribes / Other Backward Classes (SC/ST/OBC
An Implementation Cell is functional in all Units / Offices of the
Company to oversee the implementation of Presidential Directives on
Reservation Policy for SCs/STs. Liaison Officer of appropriate status
has been appointed in each Unit/Office to ensure due compliance of
orders and instructions pertaining to reservation for SCs and STs and
other concessions admissible to them. Meetings are periodically held at
Unit level and at Corporate level with the SC/ST Welfare Associations
by the Management for redressal of grievances of SC/ST employees. As a
mark of respect to Dr. B.R. Ambedkar, his birth anniversary and
Parinirvan Diwas are observed at all Units/Offices of the Company in a
befitting manner. The programmes on implementation of Presidential
Directives are held at Units and SC/ST employees are also deputed for
such programmes conducted by external agencies. During 2013-14, 3517
man-days training (in-house as well as external training programmes)
was imparted to SC/ST employees. A statement showing representation of
employees belonging to Scheduled Castes / Scheduled Tribes / Backward
Classes / Physically Disabled categories is appended as Annexure-VIII
to this report.
Your Company is making use of information technology in various
business functions. Most of the applications are on line.
Implementation of Enterprise Resources Planning (ERP) software are in
progress in the Company to seamlessly integrate all functional areas
across the company for a speedy & accurate decision making process. A
secured and robust data center shall be set up to house the ERP
application, subsequently followed by a Disaster recovery Center to
ensure interruption free operations.
All the Units, Corporate Office and Zonal Offices are interconnected
through secured MPLS based Virtual Private Network (Wide Area Network)
and access to various facilities like e-Mail, Internet, web based
applications has been provided to the employees. The Company is
envisaging to establish video conferencing facility amongst corporate
office and its units.
Across the Company e-procurement, e-payment and e-receipt facilities
are in use extensively, which has brought about efficiency and
transparency in the business system.
INDUSTRIAL SAFETY, ECOLOGY & POLLUTION CONTROL
Your Company remained focused towards achieving sustained energy
efficiency operation of its ageing manufacturing facilities while
maintaining pollution free environment and process safety. All
manufacturing units continue to be ISO 9001-2008, ISO 14001-2004 and
OHSAS-18001 certified which indicates company''s commitment to Quality
Management System, Environment Management System and Occupational
Health and Safety System. Your Company has won numbers of safety
awards, which have been enumerated later.
Board level Health and Safety Committee is meeting at regular intervals
to address the health and safety issues of all the Units. Quarterly
review meetings are conducted regularly at all units. Modern method and
latest technologies such as ''International Sustainable Rating System'',
Total Quality Management'' and ''Hazard and Operability Study'' are being
implemented to improve process safety. At all the Units workshops on
safety were conducted by in-house and outside experts. In addition,
monthly meetings of Central Safety Committee were also conducted at all
Recognizing the need to balance human economic development with
environment protection, Company has adopted the concept of sustainable
development. A separate chapter at Annexure-VI in this report deals at
length with your Company''s initiatives and commitment to environment
conservation and sustainable development.
CORPORATE SOCIAL RESPONSIBILITY
The Company is committed towards upliftment of under privileged
sections of the society and has supported various social and community
initiatives touching the lives of a large number of people. Under the
umbrella of CSR, Company is engaged in undertaking farmer friendly
activities that have helped in improving their socio economic status.
The major focus of these programmes is on creating awareness about
health and hygiene, children education, women empowerment, skill
development for self-employment, rain-water harvesting and ground water
recharging, promotion of non-conventional energy resources. During the
year, Company incurred an expenditure of Rs.76 lakhs on CSR activities
against. Company has started a project for installation solar street
lights in various remote villages of Uttarkashi Chamoli and Tehri
Garwal cloud burst, flood affected districts of Uttarakhand Company has
also taken initiatives to help the Phailin affected areas of Odisha.
The major CSR initiatives undertaken by your Company are detailed in a
separate report as Annexure-VII.
THE RIGHT TO INFORMATION ACT 2005
Keeping up the spirit of Right to Information Act, the Company has
created necessary mechanism as required under the Act. The Public
Information Officers and Appellate Authorities are effectively
responding to the requests and appeals of the applicants. The names of
all PIOs / Appellate Authorities/ Transparency Officer are displayed on
company''s website. During the year, 315 applications were received and
the information was provided to the applicants within the prescribe
time limit. Further, in order to promote institutional transparency
within the Company, a
Your Company relies in transparency and propriety in its business
dealings. To take this object further, Company has put in place a
Whistle Blower Policy providing for a mechanism to the employees and
other stakeholders to report concerns about unethical behaviour, actual
or suspected fraud or violation of Code of Conduct or Ethics Policy.
The policy provides for adequate safeguards against victimization of
whistle blowers. The policy is reviewed periodically. No employee has
been denied access to the Audit Committee.
Integrity Pact is a tool developed during 1990 by Transparency
International to help Governments'' Businesses and Civil Society to
fight corruption in the field of public contracting and procurement. To
maintain the highest standards of transparency and governance, your
Company has entered into an Integrity Pact with Transparency
International. All contracts valuing above Rs.1 crore are covered under
the Integrity Pact. Company has appointed Independent External
Monitors, persons of impeccable integrity, with the approval of Central
Vigilance Commission, to oversee the implementation and effectiveness
of the Integrity Pact. Company is sure that this will help to bring
more transparency in the contracting and procurement operations.
In vigilance, the focus was on promoting good governance, Apart from
streamlining the systems and providing flexibility to the Units to
perform better, effort was made to build confidence across the
organization to facilitate faster decision making. Due thrust was given
to maintain high degree of awareness amongst the employees. In order to
impart proper training to the employees, a calendar was prepared for
organizing training programme/workshops, relating to vigilance
activities at various offices/units of the Company. Involvement of all
employees in these programmes helped to create an environment of
ethical growth in the Company. Interactions were organized between the
vigilance functionaries and the line managers on regular basis.
NFL has signed the MoU for 2013-14 with Department of Fertilizers,
which is the 24th year of the Company under MoU system. Company
received 12 EXCELLENT ratings for the MoU continuously upto 2011-12.
MoU rating for the fiscal year 2012-13 has been Good since projects
undertaken by the Company were under commissioning and post
stabilization stage affecting the production performance of the
AWARDS & ACCOLADES
a) Panipat Unit has won National Level Safety Award SHRESHTHA SURAKSHA
PURASKAR by National Safety Council (NSC), Mumbai (India) for 2012.
b) NFL Bathinda Unit won the NSC safety award Parsansa Patra for
c) Panipat unit has received National Safety Award (Runner-Up) for
the performance year 2011, from DGFASLI under Ministry of Labour &
Employment. The Award was presented by Union Minister for Labour &
Employment 18th September 2013 at Vigyan Bhawan, New Delhi.
d) Panipat Unit has also bagged National Level Safety Award Shreshtha
Suraksha Puraskar from National Safety Council, Mumbai (India) among
manufacturing sector (Group-B) for the year 2012.
e) Bathinda Unit has been awarded two Prashansha Patra for Safety in
Manufacturing Sector and construction for Ammonia Feedstock Changeover
Project (AFCP) on 4th October 2013 at New Delhi on behalf of National
Safety Council (NSC) of India.
f) NFL has been awarded running Rajbhasha shield (First Prize) from
Town Officials Language Implementation Committee, Noida for doing
outstanding performance in the use of Rajbhasha Hindi during 2011-12
g) Panipat Unit has received FAI award for excellence in Safety for
h) National safety Council of India (NSCI) awarded fourth level safety
Award Prashansa Patra (Certificate) for 2013 to Bathinda Unit in
recognition of effective implementation of Occupational Safety Hazard
Management System & Procedures.
i) Ms Neeru Abrol, C&MD, National Fertilizers Limited has been
conferred with The Greatest Corporate Leaders of India'' Award by World
HRD Congress in a ceremony held at Mumbai.
j) Bathinda Unit has received first prize Punjab State Safety award
2013 from the Department of Labour, Punjab in recognition of largest
reduction in Accident Frequency Rate in Chemical Industry.
MANAGEMENT DISCUSSION & ANALYSIS REPORT
Management Discussion & Analysis Report covering the operations and
future prospects of the Company is appended as Annexure-I to this
STATUTORY AUDITORS & STATUTORY AUDITORS REPORT
The Statutory Audit of your Company was conducted by M/s. DSP &
Associates and M/s. Prem Gupta & Co., Chartered Accountants, who were
appointed as Joint Statutory Auditors for the financial year 2013-14 by
Comptroller & Auditor General of India (C&AG). Auditors'' Report on the
Accounts of the Company for the financial year ended 31st March, 2014
is at Annexure-II.
The review of Annual Accounts of your Company for the year ended 31st
March, 2014 by the C&AG under Section 619(4) of the Companies Act, 1956
forms part of this report as Annexure-III.
As prescribed under the Cost Accounting Records (Report) Rules, 2011,
the cost accounting records are being maintained by all the Units of
the Company. Consolidated Cost Audit Report and Compliance Report for
the financial year 2012-13 was filed on 20th December, 2013. The
following cost auditors have been appointed for the financial year
2013-14 for the NFL Units:-
(i) Vijaipur I and II - M/s. Sanjay Gupta & Associates.
(ii) Nangal - M/s. Shome & Bannerjee
(iii) Panipat - M/s. Ravi Sahni & Company
(iv) Bathinda - M/s. V.P Gupta & Co.
M/s. Shome & Bannerjee, Cost Accountants have been nominated as lead
The Company is committed to maintain the highest standards of Corporate
Governance being the fountain head of value creation for all
stakeholders especially shareholders. The Company has in place a well
defined Corporate Governance Mechanism which considers the interests
of all stakeholders. A separate section on Corporate Governance forming
part of this Directors'' Report alongwith the Auditors'' Certificate
conforming to the Compliance of Corporate Governance Code as provided
in Clause 49 of the Listing Agreement is at Annexure-IV.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO
Disclosures in terms of Companies (Disclosure of Particulars in the
Report of the Board of Directors) Rules, 1988, in respect of
conservation of Energy, Technology Absorption and Foreign Exchange
earnings & outgo are at Annexure-V.
PARTICULARS OF EMPLOYEES
During the year under review, none of employees of the Company has
drawn remuneration in excess of the limits prescribed under section
217(2A) of the Companies Act, 1956 read with Companies (Particulars of
Employees) Rules, 1975.
PROCUREMENT FROM MICRO AND SMALL ENTERPRISES (MSEs)
Public Procurement Policy for Micro and Small Enterprises notified by
the Government of India, under the Micro, Small and Medium Enterprises
Development Act, 2006, mandates that at least 20% of the total annual
procurement of goods and services shall be made by Central Ministries /
Departments / CPSUs from Micro and Small Enterprises. Within this
mandated percentage, a sub target of 4% procurement is to be made from
MSEs owned by SC/ST entrepreneurs. Requisite information for the year
2013-14 is annexed as Annexure-IX.
Ms. Neeru Abrol, Director (Finance) was relieved from the Company on
31st December, 2012 and subsequently on reinstatement by Department of
Fertilizers on 2nd May, 2014 rejoined on 10th May, 2013. She held the
additional charge of Chairperson & Managing Director from 22nd August,
2013 and regular charge with effect from 15th May, 2014.
Shri R.G. Rajan, Chairman & Managing Director, Rashtriya Chemicals &
Fertilizers Limited held additional charge of Chairman & Managing
Director of the Company till 22nd August, 2013.
Shri C.M.T. Britto, Director (Technical), Rashtriya Chemicals &
Fertilizers Limited held the additional charge as Director (Technical)
of the Company w.e.f. 7th May, 2013 to 31st October, 2013.
Shri M. Sagar Mathews has joined as Director (Technical) on 1st
Shri Vikram Srivastava, Ex-DG, Bureau of Police Research & Development
(BPR&D), CRPF / ITBP was appointed as Part-time Non-official
Independent Additional Director w.e.f. 6th May, 2013 and was elected as
Director at the AGM held on 17th September, 2013 liable to retire by
rotation. Further, notice has been received u/s 160 of Companies Act,
2013 for appointment of Shri Srivastava as an Independent Director at
the Annual General Meeting.
Shri M. Raman, Ex-Secretary to the Government of India, was appointed
as Part-time Non-official Independent Additional Director we.f. 6th
May, 2013 and was elected as Director at the AGM held on 17th
September, 2013 liable to retire by rotation. Further, notice has been
received u/s 160 of Companies Act, 2013 for appointment of Shri Raman
as an Independent Director at the Annual General Meeting.
Shri Gurinderjit Singh Sandhu, IAS (Retd.) has been appointed as
Part-time Non-official Independent Additional Director w.e.f. 21st
February, 2014 and shall be holding office till the ensuing Annual
General Meeting. Further, notice has been received u/s 160 of Companies
Act, 2013 for appointment of Shri Sandhu as an Independent Director at
the Annual General Meeting.
Shri Rajiv Yadav, Additional Secretary & Financial Adviser, Department
of Fertilizers, Government of India, has been appointed Additional
Director on 17th July, 2014 and shall be holding office till the
ensuing Annual General Meeting. Further, Notice has been received u/s
160 of Companies Act, 2013 for appointment of Shri Yadav as Director at
the Annual General Meeting liable to retire by rotation.
Shri Munikoti Niranjan Rao ceased to be a Director of the Company on
5th May, 2014.
Shri Suresh Chander Gupta, ceased to be a Director of the Company on
22nd May, 2014.
Shri Satish Chandra ceased to be a Director of the Company on 30th
Code Of Conduct
In line with the requirements of Clause 49 of Listing Agreement, the
Board Members and the Senior Management Personnel have affirmed
compliance with the Code of Conduct for the financial year ended 31st
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the requirement of Section 217(2AA) of the Companies Act
1956, your Directors confirm that: -
i. in the preparation of the Annual Accounts, the applicable Accounting
Standards have been followed and no material departure has been made
therefrom by the Company;
ii. the Directors had 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 2013-14 and of the
profit of the Company for that period;
iii. the Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
iv. the Directors have prepared the Annual Accounts on a going concern
The Board of Directors acknowledge their gratitude for the valuable
guidance and support received from the various wings of Government of
India, in particular Department of Fertilizers, Fertilizer Industry
Coordination Committee (FICC), various State Governments, Financial
Institutions, Banks, stakeholders and all others whose continued
support has been a source of strength to the Company.
Your Directors also acknowledge the suggestions received from Statutory
Auditors, Cost Auditors and Comptroller and Auditor General of India
and are grateful for their continued support and cooperation.
Board places of record its appreciation to the contributions made by
the retiring directors. The Board would also like to place also on
record its appreciation to the hard work, commitment and unstinting
efforts put in by the employees at all levels.
For and on behalf of the Board of Directors
Registered Office: (Neeru Abrol)
Scope Complex, Core 3, Chairperson & Managing Director
7 Institutional Area,
Lodhi Road, DIN 01279485
Date : 31st July, 2014