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NMDC

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Directors Report Year End : Mar '19    Mar 18

Directors'' Report

DEAR MEMBERS,

THE DIRECTORS ARE PLEASED TO PRESENT THE 61st ANNUAL REPORT ON THE PERFORMANCE OF YOUR COMPANY, TOGETHER WITH THE AUDIT REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31st MARCH 2019 AND THE REPORT THEREON BY THE COMPTROLLER AND AUDITOR GENERAL OF INDIA.

1. PERFORMANCE HIGHLIGHTS

During the year under review, the Company has recorded turnover of Rs,12,153 crores, achieved Profit Before Tax (PBT) of Rs,7,199 crores and achieved Profit after Tax (PAT) of Rs,4,642 crores.

The major performance highlights are summarized as under:-

- The company achieved record production of 32.36 MT and sales of 32.36 MT.

- Turnover for the year under review was Rs,12,153 crores as against Rs,11,615 crores in the previous financial year 2017-18 - an increase of 4.63%.

- Profit before tax (PBT) from continuing operations was Rs,7,199 crores compared to Rs,6,180 crores in the previous financial year 2017-18 - an increase of 16.50%.

- Profit after tax (PAT) was Rs,4,642 crores compared to Rs,3,806 crores in the previous financial year 2017-18 - an increase of 21.97%.

- Net worth of the Company stood at Rs,25,952 crores as on 31.03.2019 - 6.56 % higher than the previous financial year 2017-18.

- The Company declared an Interim Dividend of '' 5.52 per share for FY 2018-19.

- Capital expenditure of Rs,2,090 crore has been incurred during the year under review.

- Completed Buyback of 10,20,40,815 equity shares of Rs,1/- each @ Rs,98/- per share.

- Granting extension of ML no.2396 in respect of Donimalai for 20 years from 04.11.2018 to 03.11.2038 as per the provision of the Mineral (Mining by Government Company) Rules, 2015

Government of Karnataka issued letter no. CI 78 MMM 2016 dated 2.11.2018 granting extension of ML no.2396 in respect of Donimalai for 20 years from 4.11.2018 to 3.11.2038 as per the provision of the Mineral (Mining by Government Company) Rules, 2015. However, it imposed a condition of ''payment of an amount 80% of the average sale value as published by IBM from time to time on despatch of iron ore being payable along with the royalty and all other applicable taxes''

The impact of the said additional condition makes NMDC’s mining operation at Donimalai unviable, the matter was internally discussed and also discussed at the Board level. Legal opinions were sought from Attorney General for India Shri KK Venugopal and Shri BP Acharya, Sr. Advocate and former Advocate General of the State of Karnataka. Both have opined that the condition being imposed by the Government of Karnataka is without the authority of law.

The matter was taken up with the Government of Karnataka at various levels, including the Chief Minister of the State by CMD. In spite of continuous follow-up, no positive response has come from the Government of Karnataka. Pending the decision on the representation by the Karnataka Govt., the operations have been temporarily suspended . In the circumstances, NMDC was left with no other remedy than approaching the Hon''ble High Court of Karnataka by filing a Writ Petition; and, as directed, the WP No. 53514 of 2018 was filed on 29.11.2018.

After hearing the arguments of both the parties, the Division Bench of Hon''ble High Court of Karnataka on 26-02-2019, reserved the matter for judgment. The Division Bench of the Hon''ble High Court of Karnataka, Bangalore pronounced the judgment on 10.07.2019. The operative portion of the Order is as under:-

Quote

i) Writ Petition is allowed;

ii) The condition imposed to levy premium equivalent to 80% of average sale price of iron ore published by the Indian Burea of Mines while extending the period of lease vide Communication / Order No.CI 78 MMM 2016 dated 02.11.2018 passed by the Secretary Department of Commerce & Industries, Govt. of Karnataka as amended by Corrigendum No.CI 78MMM 2016 dated 15.11.2018 and intimating the same through the letter No.DMG/MLS/ML-2396/2018-19/6360 dated 23.11.2018 passed by the Director, Department of Mines & Geology, Bengaluru is set aside .

No Costs.

Unquote

Impact of the Hon''ble Supreme Court of India Judgment with reference to the Writ Petition (Civil) No.114/2014 dated 02.08.2017

The Company has been legally advised that there is no impact of the Hon''ble Supreme Court of India Judgment with reference to the Writ Petition (Civil) No.114/2014 dated 02.08.2017 on NMDC. However, in case it is found applicable to NMDC at a later date, it may impact the profits of the Company. Meanwhile, the Bailadila Projects of NMDC have received the Show Cause Notices dated 31.07.2018 from District Collector Dantewada as to why NMDC should not be asked to deposit an amount of Rs,7,241.35 crores as compensation as calculated by Collector based on the above judgment. NMDC has been asked to submit its response by 31.08.2018. As per the legal opinion received, the above compensation is not applicable to NMDC and hence NMDC will seek legal recourse and contest before the Collector, Dantewada and other appropriate authorities. The company has contested the Show Cause Notice with District collector, South Bastar, Dantewada.

2. PHYSICAL PERFORMANCE

2.1 Production

Product

Achievement

Percentage of

2017-18

2018-19

change

Iron Ore (Million tonnes)

35.57

32.36

(-)9.02 %

Diamond (Carats)

39,394

38,149

(-)3.16 %

Sponge Iron (Tonnes)

Nil

2,475

Pellets (Tonnes)

58,070

1,15,623

99.11 %

3. SALES OF IRON ORE

Product

Physical (in million tonnes)

Value (Rs, in crore)

Achievement

Percentage

Achievement

Percentage

2017-18

2018-19

of change

2017-18

2018-19

of change

Domestic

33.48

31.18

(-) 6.72%

10,421.00

11,452.33

9.90 %

Export through MMTC

2.60

1.18

(-) 54.62%

1,069.93

545.65

(-) 49.00%

Total Sales

36.08

32.36

(-) 10.31%

11,490.93

11,997.98

4.41 %

3.1 Other Sales

Products

Achievement

2017-18

2018-19

a) Diamond

Sales (carats)

33,175

29,346

Value (Rs, in crore)

35.17

38.86

b) Sponge Iron

Sales (tonnes)

Nil

495.58

Value (Rs, in crore)

Nil

0.94

c) Wind Power

Sales (lakh units)

1.91

1.62

Value (Rs, in crore)

6.50

5.51

4. FINANCIAL PERFORMANCE

4.1 Operating Results

Parameter

Achievement

Percentage of

2017-18

2018-19

change

Profit Before Tax (PBT) (Rs, in crore)

6,180

7,199

16.50 %

Profit After Tax (PAT) (Rs, in crore)

3,806

4,642

21.97 %

Net Worth (Rs, in crore)

24,354

25,952

6.56 %

Book value per share (Rs,

76.97

84.76

10.12 %

Earnings per Share (?)

12.03

14.70

22.20 %

There has been no change in the nature of business for the year under review

4.2 Profit & Dividend

During the year under review, your Company has earned profit before tax from continuing operations of Rs,7,199 crores on a turnover of Rs,12,153 crores in comparison with previous year''s achievement of Rs,6,180 crores and Rs,11,615 crores respectively.

The Company has declared Interim Dividend for FY 2018-19 @ '' 5.52 per share in the month of March 2019 involving an outgo of Rs,1,690.14 crores. The share of Government with equity stake of 72.28 % is Rs,1,222 crores.

4.3 TRANSFER TO RESERVES

The company proposed to transfer Rs,2,000 crore from net profit to General Reserve.

4.4 MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT: NIL

4.5 DEPOSITS

The company has not accepted any deposits covered under Chapter-V of the Companies Act, 2013 during the year under review.

5. INTERNAL CONTROL SYSTEMS

Necessary disclosure in respect of Internal Control System and their adequacy has been made in Annexure-C to the Independent Auditors'' report dated 28th May 2019 which forms part of the Annual Report.

6. (a) PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Necessary details in this regard have been disclosed in the financial statements.

(b) RELATED PARTY DISCLOSURE

Disclosure on related party transactions forms part of the Notes to the Balance Sheet both of Standalone and Consolidated.

(c) MAINTENANCE OF COST RECORDS

Section 148(1) of the Companies Act, 2013 specifies the provisions of maintenance of Cost Records of the company. The company is maintaining such records as per Rule 4(2) of the Companies (Cost Records and Audit) Rules 2014 under both regulatory and non-regulatory services.

7. (a) STATUTORY AUDITOR’S REPORT

The Audit Report for both Standalone and Consolidated Financial Statements for the year 2018-19 is unmodified and does not contain any qualification, reservation or adverse remark.

(b) SECRETARIAL AUDIT REPORT

The Secretarial Audit Report for the FY 2018-19 as done by M/s Hanumanta Raju & Co., Company Secretary in whole time practice does not contain any qualification, reservation or adverse remark.

8. NEW PROJECTS & BUSINESS DIVERSIFICATIONS

In line with the Vision plan of augmenting its Production & Evacuation capacity, technology up gradation, diversification & value-added products, NMDC has taken up many ambitious projects. Some of the projects have been completed and others are nearing completion. Action for new projects have been initiated. During the financial year 2018-19, the details of Projects undertaken by NMDC are summarized as under:

A. ONGOING PROJECTS:

1. Screening Plant III - Kirandul Complex

2. Additional Screening Line & up gradation of existing conveyor at Kirandul.

3. 15 MTPA Slurry Pipeline - Bacheli to Nagarnar

4. Doubling of KK line between Kirandul & Jagdalpur

5. Doubling of KK line between Jagdalpur & Ambagaon

B. PROJECTS IN PIPELINE:

1. Screening Plant II- Donimalai Complex

2. Additional Screening Line & up gradation of existing conveyor at Bacheli.

Projects / Schemes for capacity expansion

To augment the production and to improve the quality of product mix from Bailadila Sector, the schemes like SP-III Kirandul, relocating Crushing Plant of Dep.14 & 11/C and Downhill conveyor, additional screening lines in Bacheli & Kirandul, Rapid Wagon Loading System (RWLS) etc are envisaged. Waste mining and increase in evacuation capacity being a major areas of focus for enhancing the life of mines, schemes like beneficiation plant at Bacheli & Kirandul and Slurry pipeline from Bacheli to Nagarnar has also been taken up.

The upcoming scheme in Donimalai Complex includes a Second Screening Plant of 10.0 MTPA capacity for handling the ROM from Donimalai & Kumarswamy mines in addition to the existing Screening Plant. Statutory clearances for 10.0 MTPA Screening Plant-ll are awaited.

For improving the rake loading capacity in the Donimalai sector an additional Stacking & Loading facility of 7.0 MTPA is envisaged. Further, re-modeling of existing Ranjitpura Railway yard is also planned for augmentation of rail despatches. Railway consultant is appointed for the same and TEFR has been submitted to South western Railway, Hubli for approval.

Projects / Schemes to enhance evacuation capacity

To augment the evacuation capacity from Bailadila sector, many projects & schemes are taken up like doubling of KK line, Rowghat-Jagdalpur new rail line, Slurry Pipeline etc.

Doubling of KK line between Kirandul & Jagdalpur (150.462 km) is executed by Railways as a deposit work and is in advance stage. 45.50 kms line between Jagdalpur & Silakjhori, (Section-l) and 7.32 kms line between Dantewada & Gidam (Section-ll) were completed during the FY 2017-18 and opened for traffic. Further, during FY 2018-19, 9.2 Kms line between Silakjhori and Kumharsodra (Section-lll) was completed and opened for traffic. Works are in progress in other reaches of Section ll & Section lll and are scheduled to be completed by FY 2019-20.

Further, Doubling of KK line between Jagdalpur & Ambagaon (25 km) is also taken up through Customer funding model agreement. Work completed during the FY 2018-19, and opened for traffic.

For increasing the rake loading & evacuation capacity at Kirandul, installation of additional rail facilities and line for 2nd RWLS is being planned. Railway consultant is appointed, TEFR approved by East Coast Railway, Bhubaneswar and DPR work is in progress.

Additional Screening Line & up gradation of existing conveyor at Kirandul is expected to be commissioned by December 2019.

NMDC has taken up an ambitious project of laying Slurry pipeline from Bailadila to Jagdalpur and further up to Visakhapatnam. The Capacity of the line 15 MTPA and this will be associated with facilities like beneficiation plant at Kirandul & Bacheli, pellet plant at Nagarnar and Vizag. The slurry pipeline between Bacheli to Nagarnar is being executed by NMDC and from Nagarnar to Vizag is envisaged to be executed in SPV or BOO mode.

Solar Power Projects

With the green energy initiative of Govt. of India focusing more on renewable energies, NMDC has taken up setting up of Solar Power projects (Rooftop) at its Office premises. This includes:-

(a) 30 KW rooftop solar power generation at Head Office.

(b) 1 MW rooftop solar power generation at production units of NMDC.

The rooftop solar power unit at Head office has been commissioned and is in operation since April 2017.

Work awarded for Engineering, Procurement, Supply, Construction and Commissioning of approx. 1MW capacity RTS Photovoltaic Grid connected power projects at various production units of NMDC on turkey basis including Comprehensive Operation & Maintenance for a period of 10 years in Sep''2018. Expected to be completed by July 2019.

a) Steel Plant Project at Nagarnar, Chhattisgarh

Steel Plant project at Nagarnar is moving towards its commissioning stage and the progress of civil works, structural & equipment erection are in advanced stage of its completion.

The operational power supply system is already energized and various sub-stations are also charged to ensure power supply to such units. Further, for the initial inward and outward movement of the materials, plant is already connected with the railway line and procurement action for initial requirement of raw materials, spares, consumables, etc. are under process. The activities of conducting cold trials, Preliminary Acceptance Tests, etc., of equipments of individual facilities are under progress as a preparedness for commissioning of steel plant. The capex achievement w.r.t. steel plant during the financial year 2018-19 is Rs,1,541 Cr. and expenditure incurred so far is about Rs,15,426 Cr.

b) Promoting New Steel Plants through SPVs

NMDC is promoting Steel SPVs for setting up new steel plants in the state of Karnataka and Jharkhand. This initiative is under a collaborative approach of Ministry of Steel, GoI and respective State Governments. The Steel SPVs shall acquire land, seek water and power allocation and iron ore linkage for setting up the Steel plant and then invite a strategic partner to develop and construct the Steel Plant. NMDC shall ensure the ore linkage to the SPVs though JVs with State Mining corporations.

The Steel SPV in Jharkhand has selected the site and has applied for allocation of land, water and power. In the state of Karnataka, NMDC has acquired ~ 2800 acres of land acquisition through KIADB. NMDC has also sought for iron ore allocation in the state of Jharkhand and Karnataka for ore linkage to the steel SPVs.

NMDC will take up the next steps on both the SPVs after allocation of iron ore linkage.

Dust Suppression System at Donimalai OCSL Plant:

a) Dust level be maintained within Fugitive Emission Standards for iron ore processing as specified by Ministry of Environment, Forests & Climate Change (MOEF&CC), i.e. concentration of particulate matter shall be within 1200 |jg/m3.

b) In order to create healthy working environment for the working personnel in and around the OCSL Plant, as per the norms of ISO-14001 (Environment) & OHSAS-18001 and also avoid IR issues, Dust Suppression System is successfully implemented at Crushing and Screening Plant, DIOM through CSIR, CIMFR, Dhanbad during April-2019 and the value of the work is Rs,271.78 lakhs.

Automatic Fire Detection & Suppression System (AFDSS):

a) To effectively control the occurrence of Fire in its incipient stage itself and safeguard the interest of the installed Equipment, deployed manpower and also as per DGMS guidelines and Commissioned in Tunnel Conveyors, BC-203 & BC-204 with a length of 1.4KM at Kirandul Complex at a cost of Rs,472.8 lakhs.

b) AFDSS is also under implementation at Bacheli Complex in Tunnel Conveyor BC-29, approx length of 2.14 KM at a cost of Rs, 534.46 lakhs.

Installation of Protable Sub-station:

Replacement of Existing 33/6.6/3.3 KV Old Conventional Substation of Dep-14 of BIOM Kirandul Complex by 33/6.6/3.3 KV Compact Portable/ Mobile.

This is the first ever Mobile Sub-station of NMDC which includes the followings:-

a. Easter Oil filled Transformers

b. Gas Insulated Switchgears

c. Latest SCADA System

d. Addressable Fire Detectors

e. Automatic Power Factor Controller

f. Utilization of Solar Energy by Hybrid Solar Panels mounted on roof top for Lighting & Control Supply within the E-House.

g. Mounted on temporary structural frame

The said replacement of RLC system of Screening Plant will be beneficial to reduce the down time of plants due to electrical breakdown/ energy savings/ Eco-friendly & green technology.

8.1 OVERSEAS PROJECTS / NMDC GLOBAL

Australia Legacy Iron Ore, Perth, Australia

Legacy Iron Ore Ltd is an ASX listed entity based in Perth, Australia with a focus on iron ore, gold and base metals. NMDC has 78.56% equity in the company.

Legacy is holding 21 exploration tenements in Iron Ore, Gold, Base Metals &Tungsten in Western Australia. Legacy has 60% interest in Mt Bevan Iron Ore Project which has a JORC compliant Indicated and Inferred resource of 1.17 billion tonnes magnetite. Mt Bevan tenement also has potential for nickel-copper mineralization. Currently exploration drilling is being carried out in Nickel Targets.

Legacy''s major gold focus lies in the South Laverton region and base metals focus lies in the Koongie Park region of Western Australia. Mt Celia Gold project has identified two gold occurrences namely Kangaroo Bore and Blue Peter deposits. Total 14,755m (183 holes) drilling was done in these tenements with a total gold resource of 3.41 mn tonnes @ 1.68 g/t (metal content of 184,100 ounces). Pit optimization study conducted by AMC consulting has demonstrated good potential in both these deposits. Further drilling is planned in Mt Celia project to fill the gaps identified by pit optimization study.

International Coal Ventures Pvt. Ltd. (ICVL)

ICVL, a joint venture company of SAIL, RINL & NMDC, acquired a coking/thermal coal mine in Mozambique in 2014 and operation of the same was taken over by ICVL. ICVL undertook strategic review of Benga operations & restarted operations from Dec, 2017. Benga Mine has produced about 1 MT of Coking coal & 0.32 MT of thermal coal in FY''19.

Venture into Strategic Raw materials

Tungsten metal is of strategic importance due to its essential requirement in defence and aerospace sector and currently India meets its entire requirement through imports. NMDC has entered into MoUs with both MIDHANI and DMRL to explore tungsten investment opportunities in India and abroad. NMDC is presently conducting detailed due diligence of a shortlisted tungsten asset for acquisition of minor stake, for defence requirement, subject to committed off-take from defence sector companies.

8.2 Leases for minerals Iron Ore In Chhattisgarh

NMDC-CMDC Ltd., is a subsidiary of NMDC Ltd. with equity share holding of NMDC Ltd. and CMDC Ltd. in the ratio of 51:49. This subsidiary company has been formed to develop, mine, process, raise and sale of iron ore from Deposit No.13 & Deposit No.4 at Bailadila in South Bastar Dantewada, Chhattisgarh. The present Mining Lease Grant status of both the deposits are as follows:

Bailadila Iron Ore Deposit No.13

Mining lease was granted for Bailadila Iron Ore Dep-13 over an area of 413.745 Ha, in favor of NMDC Ltd. for 50 Years. Performance security has been deposited with the State Government in the form of a bank guarantee and Mine Development and Production Agreement was signed on 10.01.2017. The lease deed was executed and registered on 10.01.2017 over an area of 315.813 Ha. As per ML Grant Order No.F3-84/95/12 dated 07.01.2017 Mining lease has been transferred in favor of NMDC - CMDC Limited (NCL) on 04.12.2017. Intimation on transfer of Mining Lease in Form-N under Rule 50 of MCDR, 2017 has been submitted to the Regional Controller of Mines, IBM, Raipur on 29.12.2017.

Intimation on transfer of records to transferee regarding Mining Lease under Rule 52 of MCDR, 2017 has been submitted to the Secretary, Mineral Resource Department, Govt. of Chhattisgarh on 29.12.2017. 3D Ore Body Modeling & resource estimation has been completed by using Surpac mine planning software and Geo-statistical tools in WGS 84 datum. MDO has been appointed. The modified mining plan has been approved by IBM Raipur. Action has been initiated for transfer of existing EC & FC in favour of NCL.

Bailadila Iron Ore Deposit No.4

M/s NMDC - CMDC Ltd. (NCL) has submitted the proposal to Secretary, MRD, Govt. of Chhattisgarh through DMG, Govt. of Chhattisgarh on 26.09.2017 for reservation of Bailadila Deposit No. 4 (646.597 ha) in favor of M/s. NCL under section 17A (2A) of MM (D&R) Amendment Act, 2015 for grant of ML. MRD, Govt. Chhattisgarh forwarded application to Ministry of Mines, GoI. The matter is being pursued with MoM, GoI

In respect of Bailadila-1 & 3

Your Company has filed Writ Petition before the Hon''ble High Court of Delhi against allotment of Deposit-1 in favor of Tata Steel & PL of Deposit-3 in favor of ESSAR Steels. The Writ Petitions are being heard before the Hon''ble High Court of New Delhi.

In Jharkhand Sasangada

A JV Company (NMDC 60% & JSMDC 40%), Jharkhand National Mineral Development Corporation Limited (JNMDC) has been incorporated, with its registered office at Ranchi. DMG, Govt of Jharkhand has granted PL for iron ore & Manganese in Sasangada NE area in favor of JNMDC Ltd for a period of 3 years. M/s JNMDC applied for renewal of PL for a period of two years. Detailed Geological mapping and topographical survey has been completed. Lol has been issued for carrying out exploratory drilling in PL area. Forest Clearance application for conducting drilling and other exploration works was submitted. FAC of MoEF & CC recommended for Forest Clearance subject to renewal of ML. MoM, GOI has returned the proposal to grant relaxation under section 31 of MMDR Act, 1957 for renewal of PL to State Govt. Further, MoM GoI has also stated that since JV partners of JNMDC are PSUs, State Govt. may consider a proposal for reservation of Sasangada block to JNMDC under Section 17A of MMDR Act 1957. JNMDC requested to the Secretary, Dept of Industries Mines & Geology, GoJ, for reservation of Sasangada Iron ore and Manganese deposit (1.1546 Sq.Km) under Section 17A(2A) of MM(D&R) Amendment Act 2015 for grant of Prospecting and Mining. The matter is being pursued with Govt. of Jharkhand for reservation.

Other PL/ML Applications:

Your Company is pursuing for reservation for Ghatkuri Iron ore area in West Singhbhum District. JNMDC (a JV company of NMDC & JSMDC) submitted a proposal to the Secretary, Department of Industries Mines & Geology, Govt. of Jharkhand, for reservation of Ghatkuri Iron ore deposit, West Singhbum District, Jharkhand, under Section 17A(2A) of MM(D&R) Amendment Act 2015 for grant of Prospecting and Mining operation to provide iron ore linkage to upcoming Jharkhand Kolhan Steel Limited. The matter is being pursued with Govt. of Jharkhand for reserving Ghatkuri iron Ore deposit in favor of JNMDC.

In Karnataka

Your Company is pursuing for ML for Ramandurg and Kumaraswamy Deposit (contiguous to ML No.1111). Ramandurg iron ore deposit is subjudice and pending in the Hon''ble Supreme Court of India.

In addition, your company has applied for 3 Prospective blocks contiguous to Donimalai ML under reservation route.

In Odisha

Your Company is pursuing for reservation for Mankadnacha , Malangtoli, Khandadhar, Rakma iron ore deposits and Panduliposi Iron Ore & Manganese Deposit

In Madhya Pradesh Iron Ore Prospective Blocks

Tripartite MoU among GoMP (MRD, through DGM), MPSMCL & NMDC was signed for geological and geophysical exploration in various Districts of M.P.

Govt. of Madhya Pradesh issued Gazette Notifications of Sidhi-Singrauli, Dhuarra and Sagar Iron Ore prospective blocks, which are applied under MoU for exploration and subsequent reservation.

Sidhi Block (2279 Sq. km.) in Sidhi & Singrauli, Districts:

Geological Mapping in 1:2000 scale has been completed in one block in large Iron ore project. Completed Ground Geophysical Survey (VLF-EM) in Lohkhanti area of Sidhi-Singrauli Iron Ore Block and acquired Ground Magnetic data in (30 line & 20.7 line km). Processed the data to generate 30 nos 2 D depth sections for VLF EM & Magnetic profiles. This indicated a depth of 30 meters of iron ore body in Lohkhanti.

Geological Mapping was completed in identified blocks -Katri Kadi, Chitrangi North, Chitragi South and Mahuriya blocks. 877 nos. of samples are collected and analysis is under progress in Sidhi - Singroli Iron Ore Block.Chemical analysis of 500 samples of Lohkhanti, Mauhariya and 2 Katrikadi areas using HH XRF, are completed.

In Dhaurra block, the team of NMDC Geologists visited the block and geological traverses was taken and Ground Geophysical Survey (Magnetic survey) completed. Anomaly map prepared depicting the iron ore formation. Geological mapping at 1:10000 scale completed and 100 chip/soil samples collected in grid pattern along the iron ore formation and sent to R &D for analysis.

In Dulchipur-Bagroda block, Geological field traverses are completed and 146 nos. of rock / chip samples were collected and the same are sent to R & D Centre for chemical analysis.

In Andhra Pradesh

Your Company has applied for Ramgiri prospective block for Iron Ore in Anantapur district. NMDC has requested State Govt. to reserve this block in favour of NMDC under 17A (2A) of MM (D&R) Amendment Act, 2015.

Diamond In Andhra Pradesh

Your Company is pursuing for grant of 3 PLs falling in the Forest area (Renewal application submitted) in Kalyandurg area, Anantapur District. FAC recommended for forest permission for drilling.

NMDC requested Director, DMG for grant of renewal of PL''s in favor of NMDC. Once the Govt. of Andhra Pradesh grants the renewal of PL''s in favor of NMDC, exploration will be commenced in 3 PL areas.

In Madhya Pradesh Large area Diamond Prospective Blocks

Your company has applied for three large area Prospective Blocks namely Damoh Block, Chhattarpur Panna Block-1 and Chhattarpur Panna Block-2 for diamond exploration. Tripartite MoU among GoMP (MRD, through DGM) MPSMCL & NMDC was signed for geological and geophysical exploration for various Districts of M.P. Govt. of Madhya Pradesh issued Gazette Notifications for above large prospective blocks, which are applied under MoU for exploration and subsequent reservation.

Panna Prospective Blocks:

Tripartite MoU among GoMP (MRD, through DGM) MPSMCL & NMDC was signed for geological and geophysical exploration for various Districts of M.P Govt. of Madhya Pradesh issued Gazette Notifications for Karmatiya, Lakshmipur, Pali, Khirwa South and Khirwa West prospective blocks, which are applied under MoU for exploration and subsequent reservation. Exploration will be commenced in 5 Prospective Blocks.

Additional 12 Diamond Prospective Blocks

Your company has applied for 12 additional Diamond Prospective Blocks in Panna, Damoh, Sagar and Chhatarpur districts for exploration under Section 4(1) of MMDR Act, 1957. GoMP granted permission for carrying out exploration works. Forest permission has been obtained for Reconnaissance Survey. Total 418 SSS collected and it is under process. 800-line kms Magnetic & 400 line kms VLF-EM data acquired in proposed 45 target areas for suspected kimberlite rocks and Gravity survey in 3 blocks is completed and in other blocks is under progress.

NMDC is processing and interpreting the Raw Aeromag data using Geosoft software (acquired by M/s Geoken Kazakithan).

Prospective block for various minerals:

Your company has applied for prospecting of various minerals (Diamond, Gold, PGE, Nickel, etc.) in Jabalpur Katni Block (563 Sq. Km.). Tripartite MoU among

GoMP (MRD, through DGM) MPSMCL & NMDC was signed for geological and geophysical exploration for various Districts of M.P. Govt. of Madhya Pradesh issued Gazette Notifications for prospective block, which is applied under MoU for exploration and subsequent reservation.

Reconnaissance Survey started in Jabalpur -Katni Block for various Minerals (Iron, PGE, Gold, Base metals, etc).Remote Sensing Studies started and some potential areas identified for iron ores. Detailed Geological traverse have been taken and identified potentials areas for Iron Ore, Manganese and Gold. Geological mapping completed in 5 Iron ore & Manganese areas. Forest permission obtained from APCCF, Bhopal for exploration and also from CCF, Jabalpur. A total of 550 nos. of rock samples are collected for Fe-Mn analysis and 25.20 line kilometer of ground magnetic survey completed within the two potential areas and under progress. The geochemical mapping is under progress in potential blocks.

Diamond in Chhattisgarh

Baloda - Belmundi Diamond Block - Your company has submitted the proposal to the Secretary, MRD, Govt. of Chhattisgarh vide letter dated 12.12.2017 for Baloda - Belmundi Diamond Block over an area of 156.80 sq km in Saraipali Tehsil, Mahasamund Dist. for reservation under section 17(A) (2A) of MM (D&R) Amendment Act, 2015 for Diamond for Prospecting and Exploitation. The matter is being pursued with Govt. of Chhattisgarh.

Copper in Chhattisgarh

NMDC submitted the proposal to the Secretary, Govt. of Chhattisgarh vide letter dated 29.03.2019 for Nodenar-Modenar Copper Block over an area of 21.24 sq km for prospecting and exploitation in Bastar & South Bastar Dist. for reservation under section 17(A) (2A) of MM (D&R) Amendment Act, 2015. The matter is being pursued with Govt. of Chhattisgarh.

Gold: In Jharkhand

Gold & associated mineral Deposit: Vide letter dt. 1.1.2019, NMDC submitted application to the Secretary cum Commissioner, DMG, GoJH for proposal to reserve 24.80 Sq. Km. area in Kuchai Tehsil, District Saraikela-Kaswan, Jharkahnd, under Section 17A (2A) of MM(D&R) Amend. Act, 2015 for prospecting and mining operation of Gold & associated minerals. Director (Mines) has sent the proposal to District Mining officer (DMO), Saraikela-Kharswan district, the matter is being pursued with DMO.

Various minerals: In Jharkhand

Tambadungri Copper, Nickel, cobalt and molybdenum mineral -NMDC submitted the proposal to the Secretary-cum-Commissioner, Dept. of Mines &

Geology, Govt. of Jharkhand, vide letter dated 30.01.2019 to reserve an area of 16.70 Sq. Km in Saraikela-Kharswan district, Jharkhand under Section 17A(2A) of MM(D&R) Amendment Act 2015 for grant of Prospecting and Mining operation of Copper, Nickel, cobalt and molybdenum mineral

Nickel: In Odisha

Kansa Block-Vide letter dt. 1.1.2019, NMDC has submitted application to the, DMG, Govt. of Odisha for proposal to reserve 8.0 Sq. Km. area Jajpur,District, Odisha under Section 17A(2A) of MM(D&R) Amendment Act, 2015 for prospecting and mining operation of Nickel

Tungsten: In Maharashtra

Khobna Tungsten Block - Your Company has submitted the proposal for reservation of Khobna Tungsten Block, Nagpur District, Maharashtra under section 17(A) (2A) of MM (D&R) Amendment Act, 2015 for Tungsten for Prospecting and Exploitation. The matter is being pursued with Govt. of Maharashtra.

Coal

Coal Blocks allocation under Section-5 of the Coal Mines (Special Provision) Act, 2015.

As per the Section-5 of the Coal Mines (Special Provision) Act, 2015, Your Company is trying to get Coking & Non Coking Coal Blocks for captive and commercial mining through auction or allocation.

Exploration under Sub-section (1) of Section (4) of MM (D&R) Act, 1957 in MoM, GoI allotted Blocks.

Your company has been allocated 5 blocks (2 iron ore blocks in Jharkhand & Maharashtra and 3 Gold blocks

2 in Karnataka & 1 in M.P.) by Ministry of Mines, GoI for G4 level exploration. Exploration work is under progress.

e-auction

Your company has successfully bidded for Chigargunta-Bisanatham gold block for Mining Lease (ML area 263.01 Ha.) located in Chittoor district in Andhra Pradesh through e-auction route with a final bid offer of 38.25%.

10. ENVIRONMENT MANAGEMENT:

The Company has obtained Amendment to Environment Clearance for Nagarnar Integrated Steel Plant (NISP) for changes in configuration of some of the units and product mix from Ministry of Environment Forests and Climate Change (MOEFCC) on 4.08.2018. The Company has also obtained Environment Clearance for increase in built up area of NISP Township from 1.95 to 2.82 lakh sq.m from State Environment Impact Assessment Authority (SEIAA) on

03.12.2018.

The Company has obtained Consent to Operate under Air (Prevention & Control of Pollution) Acts 1981 and Water (Prevention & Control of Pollution) Act 1974 from Chhattisgarh Environment Conservation Board for the following Projects.

(i) Deposit-5 for 10 MTPA RoM Iron ore on 03/04/2018 for

3 years from 01/04/2017 to 31/03/2020.

(ii) Deposit-14/11C for 12 MTPA ROM Iron ore on 3/04/2018 for 4 years from 01/01/2016 to 31/12/2019.

(iii) Consent to operate for Central Workshop, Bacheli on 23/03/2019 for 3 years period from 1/4/2019 to 31/3/2022.

The Company also obtained Consent to Establish and Consent to Operate for railway siding cum dispatch facilities at Kumarmarenga Railway Siding for 10 Lakh Ton per Annum on 30.03.2019. The Company got valid operating consents for all production projects under Air and Water Acts.

The Company has engaged Indian Council of Forestry Research and Education (ICFRE), Dehradun for preparation of EMP and R&R plans for 3 mining leases of Kirandul complex.

The Company has participated in Chhattisgarh Hariyar plantation programme during the year 2018-19 and contributed Rs, 5.00 Cr to Hariyar Kosh for undertaking block plantation in the state of Chhattisgarh. The Company is undertaking all environmental pollution control works such as de-silting of check dams / check bunds, tailing dams, construction of buttress walls at toe of waste dumps and geo-coir matting on waste rock dumps for stabilization of dumps. The Company is organizing monitoring studies covering all environmental parameters by recognized laboratories. The studies indicated that all environmental parameters are found to be well within the limits.

10.1 Sustainable Development Performance

Under SDP Program, the company is undertaking construction of STP at Kirandul (3 MLD) and Donimalai (3 MLD). Carbon foot print studies are also conducted for F.Y 2018-19 and Green House Gas emissions disclosed in Carbon disclosure project.

11.SAFETY Mine Safety - Activities

NMDC has its training centers in all its projects. They are equipped with infrastructure as required under Mines Vocational Training Rules. These centers cater to the needs of basic training, refresher training and training for skilled workers and also for those injured on duty.

In each mining project of NMDC sufficient number of workmen inspectors are nominated / appointed for mining operations, mechanical and electrical installations as per statutory requirements.

Mine Level Tripartite Safety Committee Meetings have been conducted in each of the operating mines. This meeting is conducted once in a year at project level with senior officials, Union Representatives and DGMS Officials in which Safety Performance and its appraisal are made and the recommendations are implemented.

Corporate Level Tripartite Safety Committee Meetings are being held regularly once in a year at Head Office. 29th Corporate Level Tripartite Safety Committee Meeting of Bailadila Iron Ore Mines / Diamond Mining Project and Donimalai Iron Ore Mine / Kumarswamy Iron Ore Mine was conducted on 21.01.2019.

Safety Committees have been constituted in every operating mine and pit safety meetings are held every month discussing the safety matters and corrective actions related to work atmosphere.

Man days lost per 1000 man days worked for the year 2018-19 is 7.04 as against 0.43 for the year 2017-18

Integrated Management System (IMS)

All the NMDC Production Projects viz. BIOM, KC; BIOM, BC; DIOM; KIOM; DMP, Parma including R&D Centre are accredited with Integrated Management System (IMS) which comprises of Quality Management System (QMS) - ISO 9001:2015; Environmental Management System (EMS) - ISO 14001:2015; Occupational Health & Safety Management System (OHSMS) OHSAS 18001:2007 & Social Accountability -SA 8000:2014 Certification Standards.

OHS Activities:

Occupational Health Services have been provided with adequate manpower and infrastructure and are functioning in full-fledged manner at all the projects, headed by Qualified Doctors trained in OHS at Central Labour Institute, Mumbai.

Periodical Medical Examination under statute is carried out regularly in all the projects.

Safety Management System:

Safety Management System has been implemented in all our mines. Risk Assessment studies are being conducted regularly.

12. IMPLEMENTATION OF INTEGRITY PACT:

With the objective of improving transparency in procurement, NMDC had entered into MOU with Transparency International India for implementation of Integrity Pact Programme during September 2007. NMDC is the first Mining Navratna Company entered into Integrity Pact Programme in the year 2007.

Initially, the threshold value for procurement & contracts for entering into the Integrity Pact have been fixed as follows :-Contracts : Rs, 50.00 crores Procurements : Rs,15.00 crores

To widen the coverage of procurements / contracts under Integrity Pact, the threshold limits have been revised during 2009 as under:

Contracts : Rs,20.00 crores Procurements : Rs,10.00 crores

Subsequently, to cover majority of cases under Integrity Pact, the threshold limits have been reduced to Rs,1.00 crore for procurements / contracts w.e.f September 2018.

12.1 Transparency in procurements handled

In order to enhance transparency in procurements & increasing competitiveness, your company adopted the following modes of tendering:-

- e-Procurement:

All procurements of value above Rs,2 lakh are tendered through e-mode at HO & Projects. Reverse e-auctions are conducted for high value spares & consumables, wherever possible, by declaring upfront in the tender document

- Broad basing of vendors done for high value items viz. Milled Ferro Silicon, Crusher Spares, Under Carriage parts of Excavators, TCRR bits which resulted in substantial savings in cost.

- Mode of Tendering: Efforts are continuously taken to minimize proprietary & single tender purchases. Instead, open/global tenders are resorted to by giving generalized specifications & drawings, wherever possible or with OEM Part Numbers.

- Pre-qualifying conditions: PQC for conveyor belts & HEM equipments tenders have been revisited and a structured PQCs have been made keeping in view wider participation.

- GeM Portal: Procurement through GeM portal as per the guidelines of GOI, is being done for the Materials which are available in the Portal.

- CPP Portal: MM Dept. is posting tenders in the CPP portal inviting offers from other interested parties subject to fulfillment of PQC & can supply as per our specifications/ requirement.

13. NMDC’S R&D CENTRE AT HYDERABAD

NMDC has an R&D Centre at Hyderabad which has been bestowed with Centre of Excellence by UNIDO. The centre has capabilities for undertaking studies on mineralogy, batch ore dressing, mineral beneficiation pilot plant, agglomeration, pyro and hydro metallurgy, bulk solids flow ability with facilities for chemical analysis, electronic data processing and development of new products and is endowed with state of art laboratory equipment to analyse optimum use of minerals. The lab equipment are WD-XRF, ICP-AES, GFAAS, SEM, CS, TGA, ring shear tester, dry & wet abrasion tester, automatic mineral analyzer, sink-float analysis, petrological / stereo microscope, density tester, batch & pilot plant facilities for mineral processing, agglomeration etc. For further details reference may be made to Annexure-I attached to the Directors'' Report.

14. GLOBAL EXPLORATION CENTRE, RAIPUR

NMDC''s Global Exploration Centre at Raipur is continuously doing exploration in the mines of NMDC and adding new reserves every year. NMDC has offered to State Governments to undertake free exploration to quantify mineral resources in the State.

15. IMPLEMENTATION OF OFFICIAL LANGUAGE POLICY

NMDC remained in the forefront of effectively implementing Official Language Policy of Government of India in its Headquarters, Projects and Units.

Giving a thrust on training in Hindi language Hindi Parangat training continued during the year at Hindi training centre of Head Office. Four batches of employees have already completed the course. Hindi Workshops were conducted in every quarter at Head Office and Projects for practical training of doing day-to-day official work in Hindi. Training in Hindi Unicode was imparted to work in Hindi on computers. Regular classes were held in its premises with the help of Hindi Teaching Scheme of Govt. of India to impart Hindi Stenography training to English Stenographers.

Incentive Schemes for writing noting, letters, Registers in Hindi and giving dictation in Hindi were implemented throughout the year. Hindi Fortnight was celebrated. Various Hindi competitions were conducted and prizes distributed to the participants.

Meetings of Official Language Implementation Committees were held in every quarter at Head Office and all the Projects. To monitor use of Rajbhasha and suggest measures to augment the same, inspections and Desk training programs were conducted at various projects and units. Rajbhasha contact programs were held every month at various departments of HO by Officers of Rajbhasha Department to increase awareness towards Official Language. Desk training in Hindi was also imparted during such programs. Rajbhasha Karya Sahayika booklet was uploaded on the website of NMDC as ready reference for routine work in Hindi. A trilingual glossary NMDC Trilingual Glossary (English-Hindi-Telugu) has been prepared in-house.

NMDC also continued its efforts for propagation of Rajbhasha at town level. A Joint Hindi workshop for small undertakings of Twin cities of Hyderabad-Secunderabad was conducted at Head Office under the agis of Town Official Language Committee (Undertakings), Hyderabad-Secunderabad. Also, an Inter-Undertaking Hindi Competition was organized for employees of all the undertakings.

Rajbhasha Vichar Goshthee was organised at Head Office for officers of various undertakings in presence of honourable members of Hindi Salahakar Samiti of MOS. All India Conference of NMDC Rajbhasha Officers was also conducted at Head Office. Rajbhasha Technical Seminars were conducted at Donimalai Iron Ore Project, SIU, Paloncha and Diamond Mining Project, Panna. House journal dedicated to Official language Khanij Bharati was published. Various Hindi / Bilingual / Trilingual magazines, news magazines were also published from Head Office and Projects viz, Sarjana, Baila Samachar, Bacheli Samachar,

Doni Samachar, Heera Samachar, She News etc. To encourage usage of Rajbhasha in Projects and units, shields were distributed under NMDC Rajbhasha Shield Scheme.

NMDC was awarded Rajbhasha Samman - First Prize by Ministry Of Steel, Govt. of India for excellent implementation of Rajbhasha for the Year 2017-18. Rajbhasha Kirti Puraskar (Second) for PSU''s in ''C'' region was conferred on NMDC by Government of India, Ministry of Home Affairs for the year 2017-18. NMDC also received First Prize-Rajbhasha Shield from Town Official Language Implementation Committee (U), Hyderabad-Secunderabad in mid-sized category for outstanding implementation of Rajbhasha during 2017-18. NMDC''s Hindi Magazine Khanij Bharati was awarded Best Magazine Award in printed magazine category among all the PSUs of Hyderabad-Secunderabad.

16. DETAILS REQUIRED TO BE FURNISHED IN TERMS OF MICRO, SMALL AND MEDIUM ENTERPRISES DEVELOPMENT ACT, 2006 (MSMED).

Your company has taken the following steps to procure goods and services from MSE firms, MSE SC/ST & Women entrepreneurs. NMDC has conducted exclusive MSE SC / ST vendor meets at its projects in Chhattisgarh and Karnataka to understand the tendering process and our requirement. NMDC has participated in the various vendor meets organized by Ministry of Micro, Small & Medium Enterprises in association with FICCI. Besides NMDC has organized a Vendor Meet at Raipur during June 2018 and also at Head Office during December 2018. The projects at Bailadila and Donimalai Sectors have also conducted meets / programmes. NMDC has participated in 11 programmes in total during 2018-19. NMDC interacted with prospective MSE entrepreneurs encouraging them for supply of goods for various plants at Bailadila & Donimalai.

For encouraging MSE SC/ST firms, exclusive trials are being conducted and after successful trials the firms are given tender enquiry in Limited Tender.

Moreover, against the qualification criteria in tenders we have not received any complaint / request with regard to relaxing tender terms & conditions. For the last 3 years NMDC is achieving the targets as per Public Procurement Policy.

Further it is to state that, NMDC received Best Performer under the Navratna Category during the year 2019 for our exemplary work towards promotion of SC/ST entrepreneurs based on the performance parameters namely (i) procurement from SC/ST entrepreneurs, (ii) No. of Vendor Development Programs for SC/ST and (iii) Number of SC/

ST entrepreneurs benefitted as per the data uploaded on Sambandh Portal.

17. MANPOWER

17.1 Employee-Employer relations

The overall industrial relations situation was peaceful and cordial during the year. There was no strike/ lockout against the Company''s policies affecting production and productivity

17.2 Scheduled Castes & Scheduled Tribes

32 candidates belonging to Scheduled Caste and 118 candidate belonging to Scheduled Tribes were appointed in the year 2018 against 319 posts filled by direct recruitment.

17.3 Strength of SCs & STs as on 31st March 2019

1.

Total number of employees

5887

2.

Scheduled Castes amongst them

922

3.

Scheduled Tribes amongst them

1446

4.

Total SCs and STs

2368

5.

Physically challenged employees

100

17.4 Particulars of employees drawing remuneration of Rs,8.5 lakhs per month or Rs,1.02 crores per annum under Section 197 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended. - NIL

17.5 Staff Welfare activities

Adequate facilities for education, health, accommodation and recreation were in place.

Various Bipartite fora have been functioning satisfactorily.

17.6 Promotion of Sports

Inter Project tournaments, both indoor and outdoor, for employees and games & sports for the wards of employees were held in different Projects and Corporate Office during the year apart from promoting sports events under CSR.

17.7 Disclosure under Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act 2013

NMDC has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. It has constituted Internal Complaints Committees at Corporate Office and its Projects. These Committees are headed by senior level woman officers and have been constituted in accordance to the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal Act, 2013.

18. HUMAN RESOURCES DEVELOPMENT

At NMDC Limited, people are our biggest strength. They are driven by purpose and are fully empowered to excel in the fast-changing environment. We continuously strive to develop the right capabilities and skills needed for different ways of working and new entrepreneurial leadership qualities. To strengthen the People''s agenda through Human Resources Development, we are creating a more flexible and agile mindset in the organization. It involves more collaboration, experimentation through test-and-learn, embracing failure to gain insight. An ''owner''s mindset'' empowers our people to take responsibility for delivering business results. They are empowered and provided with the resources to develop innovations with speed. Our success depends largely on our ability to attract and retain the most talented individuals. We motivate and inspire them with a mission and a purpose that resonates with the long-term aims and the values of the Company.

Capability Building Programmes:

NMDC Limited believes that education, training, mentoring, and ongoing skill development are each important elements contributing to the continual growth of our employees. NMDC provides world class learning opportunities to all levels of executives in different disciplines commencing with induction training for new Executive trainees, Capability Building programmes to middle and senior level executives in technical, techno-managerial and managerial domains, certification programmes, project management training and leadership development programmes through a planned calendar of training programmes with pre-identified training partners. In addition to the calendar of programmes arranged in India, executives are also being nominated for a vast number of training programmes, seminars and workshops organized in India and abroad.

Capability Building at NMDC endeavors to create value for the business functions through progressive learning’s and building capabilities of employees. The key focus areas of the Human Resource Development Department at NMDC include enhancement of competencies, strengthening the leadership pipeline, cultural interventions to enhance collaboration and leveraging technology for learning & development. To enhance the competencies of workforce and make them future ready, NMDC has partnered with various reputed Training Partners like ASCI, Hyderabad, COD, Hyderabad, ESCI, Hyderabad, ni-msme, Hyderabad, IPE, Hyderabad and ISB, Hyderabad for programs aligned to the business requirements.

Corporate HRD has Organized 19 Nos of Customized In House Training Programmes covering 308 Executives during 2018-19, 171 Nos of External Training Programmes covering 494 executives on various subjects, 44 Nos of Executives were sent abroad for Foreign Training Programmes / AMP.

Leadership Development:

General Management Programmes:

To develop leaders at various levels of Management Cadre, 42 executives at different level have undergone one week long training such as Advanced Leadership Programme and General Management Programme in the centers of excellence like IIT -ISM, Dhanbad and ASCI Hyderabad

Advanced Management Programmes for Senior Management

To develop the perspectives and skills necessary for managing organization effectively in a rapidly changing business environment, 10 senior executives in the level of Jt.GM and above were nominated to attend Advanced Management Programs conducted by Administrative Staff College of India (ASCI) - Hyderabad, Management Development Institute (MDI)-Gurgaon, Indian Institute of Public Administration (IIPA) - New Delhi, SCOPE-New Delhi and LEAD centre - Gurgaon and IPE, Hyderabad.

Succession Management Policy:

Board approved Succession Management Policy is in place in NMDC Limited to create Leadership Pipeline that would address the envisioned business growth, upcoming vacancies in leadership roles due to Superannuation and Potential contingency scenarios of the future.

Assessment of Level of People Capability Maturity Model (PCMM):

The company has carried out the exercise of Assessment of the level of People Capability Maturity Model (PCMM) in NMDC Limited and the framework has helped to guide our organization in improving processes for managing and developing human workforces. It also helped the organization to characterize the maturity of our workforce practices, establish a program of continuous workforce development, set priorities for improvement actions, integrate workforce development with Process Improvement, and to establish a culture of excellence.

Employee Engagement Initiatives for Young Executives (You Thrive):

To develop a sense of camaraderie amongst the Young Executives at NMDC who are from across the Projects/ Units/ROs, You'' Thrive'' - A unique Engagement Initiative for Young Executives have been implemented at NMDC. Under the You Thirve Platform, NMDC Diamond Jubilee Young Executives Business Quiz is organized for the Young executives across the Organization.

Knowledge Management Framework (Samanvay):

Department of Public Enterprises (DPE) has developed Common Knowledge Management Portal Samanvay for 54 selected CPSEs in collaboration with ONGC with the intent to generate a platform for all CPSEs to collaborate and learn.

The Knowledge Management Portal (https://samanvay. cpse.in) was smoothly implemented in NMDC Limited on which we can share our Best Practices, Case Studies, tacit knowledge, breakthrough innovations etc. This portal also has a separate section on Infrastructure facilities such as R&D, Training, and Equipment etc which can be shared with other CPSEs.

Strengthening of Quality Circles:

To further strengthen the Quality Circles Movement, the company has given more thrust on Quality Circles activities by adding 5% target population (workers Only). Total 43 Quality Circles participated in CCQC, out of which 37 Teams won Gold Awards and 6 Teams won Silver Awards.

CMD Trophy for Young Managers:

With an Objective to hone the Technical and managerial excellence among the Young Managers in NMDC by encouraging self development, a new scheme CMD''s

Trophy for Young Managers has been implemented across the Company. This scheme is a Competition based on a Research Paper and Its presentation for Young Managers under the age of 40. This initiative has been designed to promote literature- survey, research & innovative thinking among the Young Managers along with their presentation skills.

REWARDS & RECOGNITION FOR HRD INITIATIVES (2018-19)

- NMDC was conferred Best Supporting Organization Award in Quality Movement during 32nd Annual Chapter Convention held during 06-07 Sep 2018 in Hyderabad.

- NMDC limited was conferred with Platinum Award from Green Tech Foundation New Delhi for Training Excellence -2018 for Customizing and Excelling in its Innovative interventions in 8th Annual Green Tech HR Conference in Feb 2019.

- NMDC Was Conferred with National level Best Supporting Organization Award in Quality Movement during 32nd Annual National Convention on Quality Circles (NCQC) held during 21-24 December 2018 in Gwalior.

- ISTD, New Delhi in FY 2018-19 conferred Certificate of Merit to NMDC limited, Hyderabad for Innovative Training Practices adopted and Implemented in NMDC on 26th June 2018 at SCOPE Complex, New Delhi

19.VIGILANCE

NMDC Vigilance Department guides and facilitates impartial, fair and transparent decision making and gives priority to preventive vigilance, with proactive measures. Department had taken several initiatives during the year. Emphasis was laid on adequate checks and balances in the form of well-defined systems and procedures. Various programmes were conducted for awareness on vigilance matters for the employees of the Corporation. The vigilance functionaries at the projects have conducted regular training classes for the employees on the vigilance matters. Executives of Vigilance Department were nominated for training / workshops being organized in India.

Vigilance Department in NMDC was upgraded to ISO 9001:2015 standards of Quality Management System (QMS) and certificate issued by the certifying authority was received which is valid up to Feb''2022.

As part of implementation of Leveraging of Technology for transparency in all the transactions, details of contracts concluded above Rs,10 lakhs, all works awarded on nomination basis, single tender basis above Rs,1 lakh, information regarding bill payments to the contractors etc., are provided on the company''s website. Efforts to encourage e-procurement, e-tender & e-auction are being made continuously.

NMDC has adopted implementation of Integrity Pact since November 2007. As per the suggestions given by Vigilance

Department, the threshold value has been brought down to 1.0 Crore w.e.f. 07.09.2018 for both Procurement and Contracts as against the earlier threshold limit of Rs,20 crores in case of Civil works and Contracts and Rs,10 crores in case of Procurement on approval of NMDC Board. The Integrity Pact has been entered into 193 contracts with a value of Rs,24,445.82 Crores. All the contracts wherein the Integrity Pact was to be signed as per the threshold limit was adhered to and more than 90% of the total values of the contracts are covered under Integrity Pact.

The Vigilance Awareness Week 2018 was celebrated from 29.10.2018 to 03.11.2018.

Awareness among the employees to take Integrity Pledge online was created by sending SMS. A link was also provided on NMDC website for taking online Integrity Pledge.

During the Vigilance Awareness Week, as desired by the Commission, Integrity Club was formed at Schools and Colleges and competitions were conducted at Projects and Head Office. Competitions included Debate, Panel Discussions, Poster Competitions, Elocution and Essay Writing on topics like Eradicate corruption- Build a New India, Moral Values and Ethics, My Vision - Corruption Free India, Role of Youth in Fighting Corruption, Importance of morals and ethics in students etc. for inculcating greater awareness on prevention of corruption and anti-corruption measures. Similar competitions were also held for employees in HO and Projects.

Display of Banners and Slogans related to Vigilance Awareness were done at Offices and Plant / Mine areas and also at various places in the School / College premises during the entire Week.

Outreach activities like Seminar on Combating Corruption

- Technology as an enabler and Workshop on Procurement through GeM Portal, Marathon Race etc. at BIOM Kirandul Complex, Workshop on GST and Tendering at DIOM, Donimalai, Workshop on Eradicate Corruption - Build a New India at NISP Nagarnar etc. were successfully conducted.

Shri N. Baijendra Kumar, CMD, NMDC in his address had urged for the need of serious will for zero tolerance for corruption, effective implementation of laws, public responsiveness towards corruption free society and ended his message by a quote It is better to light a candle than curse the darkness

A Quarterly meeting of Vigilance Officers in NMDC is being conducted regularly and the last meeting was conducted on 26th & 27th, March 2019.

Initiatives / studies / system improvements / suggestions / recommendations made during the period:-

As per the Action Plan, surprise and regular checks were conducted besides study of files. Irregularities and omissions under the provisions of the rules are identified and improvements in the systems suggested wherever required. Based on the observations of Vigilance, recoveries from the contractor''s bills, for not conforming to the contractual terms were suggested.

The initiatives / system improvements studies / suggestions / recommendations made during the period are briefed as below:-

1) Manuals / Policies and its review / updating

i. Recruitment & Promotion

Given the history of issues cropped up during past phases of recruitment and promotions and in view of recommendations given by Vigilance Department from time to time in this connection it was suggested to frame policy and detailed guidelines for Recruitment & Promotion. Accordingly, NMDC Recruitment & Promotion Policy, 2018 and the rules framed there under in the Company was approved by the Competent Authority and O.O. No. 1(7)/R/2015 dt. 12.09.2018 has been issued by Personnel Department to this effect.

ii. NMDC Fraud Prevention Policy

NMDC Fraud Prevention Policy with an objective to provide a system for detection, prevention and reporting of a fraud detected or suspected and handling of such matters pertaining to fraud was approved by NMDC Board on 13.11.2018.

iii. SOP for Diamond Mining Project, Panna

The Standard Operating Procedure for handling of rough Diamonds, incorporating the suggestions given by Vigilance department, was approved by Competent Authority and was circulated on 17.09.2018.

iv. Amendment in CDA Rules

It was suggested to form a Committee consisting of members from Personnel Department, representatives from Contracts, Materials, Vigilance and Finance Departments. Representative from the Finance Department may head the Committee.

v. Rotation in sensitive posts

As per CVC guidelines, rotation of Personnel in sensitive posts is being done on regular basis to avoid generation of vested interest.

vi. Online Vigilance Clearance System

Online Vigilance Clearance System for Executives below board level was started in July 2017. During the Year 2018 strengthening of the system was done by carrying out modifications to simplify the system and by incorporating various modules such as Vigilance clearance for HBA, deputation, foreign travel etc.

vii. Online Complaint Registration Facility

Strengthening of Online Complaint Registration facility by incorporating additional features to authenticate the complainant was done and is made available on the NMDC website.

viii. Panel of Inquiry Officers and Presenting Officers

It was suggested to develop a panel for Inquiry Officers and Presenting Officers by Personnel Department in consultation with Vigilance Department and appropriate training is to be imparted to these Inquiry Officers as well as Presenting Officers so that any inquiry is conducted impartially and as per norms of CVC and CDA Rules of NMDC.

In this regard a Workshop on Disciplinary Matters was conducted from 4th to 6th September 2018. The action to form Panel of Inquiry Officers and Presenting Officers is being taken up.

2) Leveraging Technology for Transparency

i. Surveillance of weighment, sampling & Transport in Mining Areas

On Vigilance observation it was suggested to initiate urgent steps for installing surveillance equipment to cover round the clock, the area of weighment instruments as well as whole process of sampling and analysis for quality control at Kirandul, Bacheli, Donimalai and Kumaraswamy Mines. Further, it was suggested that the non-working Automatic sampling machine at Kirandul Complex should be brought into service and if any problem is there in using it, a committee comprising Personnel from Geology, Mining, Mechanical and Vigilance Departments in addition to personnel from concerned manufacturer of machine be constituted and in their presence its functioning be tested. Further it was suggested to install the weight meter on NMDC conveyor instead of Essar Conveyor at Kirandul Complex.

Mine Transport and Surveillance System (MTSS) has been installed in all Production Weigh Bridges of Donimalai Mines and MTSS is proposed to be installed at Mines of Bailadila.

To sort out the issue of non-working Automatic Sampling Machine committee has been formed and the issue is being taken up. Weight meter has been installed on NMDC Conveyor for weighment of material dispatched to Essar.

ii. Vigilance Inspection Management System (VIMS)

Vigilance Inspection Management System (VIMS), a software application has been developed to facilitate processing of the studies/ inspections carried out by the Vigilance Officers and action taken there upon.

iii. System for Online submission of Certificates

System for online submission of Certificate regarding award of contracts on nomination basis has been implemented.

iv. Study on Estate Matters

Based on an elaborate and corrective study, Vigilance department had submitted suggestions for streamlining the Estate Matters so that valuable resources like Mining Areas, Potential Mines (Green field areas), Boundaries etc., are not embroiled in legal tangle.

In view of the Vigilance recommendations Domain experts were appointed for dealing with matters pertaining to Estate in the organization.

v. Sanctioned posts and Vacancy position in NMDC

In order to bring in transparency it was suggested that total sanctioned posts and vacancy position along with details such as place, designation of the sanctioned as well as vacancy position may be exhibited on NMDC website in public domain.

Action in this regard is being taken up.

20. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013 with respect to Directors Responsibility Statement it is hereby confirmed that:-

(a) in the preparation of the annual accounts for the financial year ended 31.03.2019, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) 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 and of the profit and loss of the Company for that period;

(c) the Directors had 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;

(d) the Directors had prepared the annual accounts on a going concern basis; and

(e) the Directors, had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

(f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

21. DECLARATION ON MEETING THE CRITERIA OF INDEPENDENCE AS PER THE COMPANIES ACT, 2013 AND SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015.

The Independent Directors have given a declaration on meeting the criteria of independence as stipulated in Section 149(6) of the Companies Act, 2013 and Regulation 25(8) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in the FY 2019-20. The Board of Directors at its 519th meeting held on 28.05.2019 has taken on record the declaration as made by the Independent Directors.

22. COMPANY’S POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

All Directors are appointed by Govt. of India including fixation of their remuneration.

23. NUMBER OF BOARD MEETINGS HELD

During the year under review 8 meetings of the Board were held. For further details, reference may kindly be made to Corporate Governance Section of the Annual Report.

24. NMDC STRATEGIC MANAGEMENT PLAN (NMDC VISION 2025).

A long-term strategic management plan (SMP), ''Vision 2025'' has been formulated which envisages iron ore production capacity of 67 MTPA by 2021-22. This expansion plan includes Brownfield expansion of existing mines and developing Greenfield mines in partnership with Chhattisgarh Mineral Development Corporation. A joint venture of NMDC & CMDC (NCL) is in process of starting operations from Dep-13 Iron Ore Mine in Bailadila Region.

The above expansion plan of NMDC takes into account the high prospects of the growth of the Indian Steel Industry in the coming years with several factors indicating the same, such as, thrust of the government on infrastructure development, growing urbanization, smart cities, housing for all, extensive plans of rail network expansion, improving power generation, etc. Low per capita steel consumption in the country at 63 kg vis-a-vis the world average of 208 kg in 2016 has increased to 70.9 Kg and 224 Kg in 2018, which indicate the huge growth potential the Indian steel industry has.

In the financial year 2018-19, the Company has progressed significantly on various activities to enhance its production capacity and there is extensive progress in the construction of the fifth line in Screening Plant II, Rapid Wagon Loading System (RWLS-I) and Site Development work for New Screening Plant (SP-III) at BIOM Kirandul Complex. Work on the 5th line in Screening Plant Dep-5 & up-gradation of the downhill conveyor system in BIOM Bacheli Complex is likely to commence in 2019-20.

To augment the evacuation capacity from Bailadila sector, many projects & schemes are taken up like doubling of KK line, Rowghat-Jagdalpur line, Slurry Pipeline, etc. Doubling of KK line is being executed by Railways as a deposit work. In 2017-18, the entire Section I Jagdalpur to Silakjhori 45.5 km of railway line was completed and was opened for traffic. In 2018-19, the section between Silakjhori & Kumharsodra (9.2 Kms) was completed in October 2018 and opened for traffic. The completion of this project will augment the evacuation capacity of Bailadila sector through Railway line from 28 MTPA to 40 MTPA.

Activities for Phase-1 of Slurry Pipe Line has also been initiated. This includes 2 MTPA capacity Ore Processing Plant (OPP) at Bacheli, 15 MTPA capacity Slurry Pipeline System (130 km) from Bacheli to Nagarnar and 2 MTPA capacity Pellet Plant at Nagarnar. Site Levelling work for Pellet Plant at Nagarnar & Ore processing plant has been almost completed.

Besides the expansion plan, the SMP also envisaged the introduction of systemic interventions in six strategic transformation areas - Business, Operations, Sustainability, Capital Projects, Human Resource and IT. NMDC has implemented License-to-Operate (the computer-based model in which all the statutory approvals will be brought under one umbrella) and implementation of ERP has also started across all Mining Projects and Steel Plant. Implementation of Mines Transport Surveillance System (MTSS)- Weighbridge automation/ Virtual Fencing/ Geo Fencing/ GPS/ Proximity Warning Device for dumpers/

CCTV Surveillance/ Wireless Networking has been completed at Donimalai and will be implemented across all Mines in a phased manner.

NMDC has also published its second Sustainability Report Expanding Horizons as per the Global Reporting Initiative (GRI) Standards. The report captures the initiatives taken by NMDC over the years in Economic, Environmental and Social aspects. The report also ushers in a new resolve in the organization to take Sustainable Development to greater heights. The report highlights the efforts done by NMDC in transforming people and societies in the vicinities of its operating mines. Five Mines of NMDC Donimalai, Bailadila Deposit-5, Deposit -10, Deposit-14 and Deposit-11C have also been conferred 5-star ratings by Indian Bureau of Mines, which is testimony to the Sustainable practices deployed by NMDC ushering in a new resolve in the organization to take Sustainable Development to greater heights by leveraging the efforts in achieving triple bottom line excellence and our commitment to achieve greater heights in future to come.

25. DETAILS OF DIRECTORS OR KMP APPOINTED OR RESIGNED DURING THE YEAR.

The following Directors ceased to be Directors on the Board of the Company:-

up to

i)

Shri D.S. Ahluwalia, Director (Finance)

30.04.2018

ii)

Shri Sunil Barthwal, Govt. Nominee Director

23.05.2018

iii)

Shri Puneet Kansal, Govt. Nominee Director

15.07.2018

iv)

Shri Rajesh Kumar Mangal, Independent Director

12.11.2018

v)

Shri Bahram Navroj Vakil, Independent Director

18.06.2018

The following Directors were appointed on the Board of the Company:-

w.e.f.

i)

Shri Amitava Mukherjee, Director

20.11.2018

(Finance)

ii)

Smt. Rasika Chaube, Govt.

16.07.2018

Nominee Director

The Board places on record its deep appreciation for the valuable contribution made by Shri D.S. Ahluwalia, Shri Sunil Barthwal, Shri Puneet Kansal, Shri Rajesh Kumar Mangal and Shri Bahram Navroj Vakil during their tenure on the Board of the Company.

26. AUDIT

a. Statutory Auditors

On the advice of the Comptroller and Auditor General of India, New Delhi, your Company appointed the following firms of Chartered Accountants as Statutory Auditors of the Company for the year 2018-19

Sl.

No.

Unit

Statutory Auditors

1

Head Office,

R & D Center SIU & Consolidation

M/s TEJ RAJ & PAL Chartered Accountants Plot No. 1278/2256/4294 Govinda Prasad, Bomikhal Bhubaneswar- 751 010 Odisha

2

Kiradul Complex Bacheli Complex NISP, Jagdalpur Vizag Office

M/s O P Totla & Co Chartered Accountants C-16, First Floor, Shyam Market Near LIC Building. Pandri Raipur :- 492 004 (CG)

3

Donimalai Complex

M/s Vijay Panchappa & Co Chartered Accountants Maruthi Complex, II Floor Line Bazar Dharwad, Dharwad-580 001 Karnataka

4

Panna Project

M/s Amit OM & Co Chartered Accountants 2nd Floor, Dr. Bajaj Complex 17/12, Tashkhand Margh-SP Next to PVR Campus, Civil Line Allahabad-211 001(UP)

b. Cost Auditors

M/s. Tanmaya S Pradhan & Co Cost Accountants ''SWASTHAN'' Brooks Hill Sambalpur, Odisha- 768001

c. Secretarial Auditors

M/s D. Hanumanta Raju & Co.

Company Secretaries B-13, F1, P.S. Nagar Vijaynagar Colony Hyderabad - 500 057

27. IMPLEMENTATION OF RIGHT TO INFORMATION ACT, 2005

All the provisions of the RTI Act 2005 are being complied with by the Company. In order to ensure timely disposal of RTI applications, PIOs have been appointed in each unit of NMDC. A close monitoring of the RTI applications received is done to ensure that the replies are sent in time.

The details of RTI applications received in Head Office and all the Units of the Company during the period

01.04.2018 to 31.03.2019 are as follows:

Month

No of Applications received

Information Rejected Provided

April

23

17

1

May

29

13

3

June

20

12

0

July

19

17

0

August

23

34

1

September

15

15

0

October

17

7

2

November

7

9

0

December

15

3

0

January

14

19

0

February

32

19

0

March

14

34

0

TOTAL

228

199

7

Pending applications as on 01.04.2019: 4 Nos. Eighteen (18) applications transferred u/s 6(3) to other PIOs during the FY 2018-19.

28. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’S OPERATION IN FUTURE - NIL

29. AWARDS RECEIVED BY THE COMPANY

The details of awards received by the Company are as follows:-

i) NMDC received the prestigious S&P Platts Global Metal Award 2018 under CSR category, organized by Platts at London.

ii) NMDC received Hindustan Ratan Award in the category of Best Financial Performing PSE.

iii) NMDC received Rajbhasha Samman (First Prize) amongst PSEs of Ministry of Steel during the meeting of Hindi Advisory Committee of Ministry of Steel.

iv) NMDC received Finalist Award in Cloud Migration & Data Centre Operation at Webscale Conference organized by Data Centre Dynamics, Bengaluru.

v) NMDC received Dun & Bradstreet PSU Award 2018 under the sector Mining - Metals & Minerals category organized by Dun & Bradstreet.

vi) NMDC''s Bacheli Complex received Tata Steel Mining Sustainability Award for the year 2017-18 during 52nd AGM of Federation of Indian Mineral Industries.

vii) NMDC received India Green Energy Award - 2018 in the category of Outstanding Renewable Energy Generation Projects by Public Sector-Wind Organized by Indian Federation of Green Energy (IFGE).

viii) NMDC received Rajbhasha Award (2nd Prize) in PSU category of ''C'' Region.

ix) NMDC received four Awards from Public Relations Society of India(PRSI) in the category of Corporate Sustainability Report, CSR Project of Women Empowerment, Best PSU Organization and Corporate Film.

x) NMDC received Quality Circle Forum of India (QCFI) Award in the category of Best Supporting Organization Award in Public Sector

xi) NMDC received two Governance Now PSU awards for Best Performer (Financial) and Best Performer (CSR) under Navratna category.

xii) NMDC received Swachh Abhiyaan Award (First Prize) amongst PSEs of Ministry of Steel.

xiii) NMDC received Public Relations Council of India (PRCI) Excellence Awards 2019 for its CSR Brochure, Corporate Advertising Campaign, Corporate Diary 2017, Wall Calender & Television Commercials.

xiv) NMDC awarded with 8th Annual Greentech HR Platinum Award 2018 under Training Excellence category during 8th Annual Greentech HR conference.

30. VIGIL MECHANISM

NMDC being a PSU, the guidelines of Central Vigilance Commission (CVC) are applicable which provides adequate safeguard against victimization of the employees. The Board of Directors at its 451st meeting held on 20.09.2012 approved the internal Whistle Blower Policy of NMDC. In terms of the said Policy, CVO NMDC has been designated as the Nodal Officer for implementation of Internal Whistle Blower Policy. The internal Whistle Blower Policy has also been uploaded on the website and intranet of the Company for information of all the employees. In terms of Whistle Blower Policy, the Screening Committee will comprise of CMD and Chairman of Audit Committee. No complaint has been received by the Company under Whistle Blower Mechanism for the year under review. In order to spread awareness about Whistle Blower Policy, awareness programmes were conducted during the Vigilance Awareness Week 2018 at Projects and Head Office.

31. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION 143(12) OTHER THAN WHICH ARE REPORTABLE TO CENTRAL GOVT - NIL

32. MOU SIGNED BETWEEN NMDC AND CHIPS, RAIPUR

An MoU has been signed on 24.04.2018 between NMDC and Government of Chhattisgarh through CHiPS, Raipur for innovation in Information Technology and Electronic Systems Driven Automation in the area of Mining and Plant.

The following initiatives have been taken up as part of this MOU:-

i. Fleet Management System (FMS)

ii. Digital Secretariat Software implementation

iii. Draft of IT policies and IT roadmap for NMDC

iv. Quickwins that can be implemented in the short term that include:

a. Conveyor or Belt Monitoring System

b. Real time Energy Monitoring

c. Workers Health & Safety

d. Asset Management System

v. Enterprise Data Hub

vi. ERP Implementation

33. BUYBACK OF EQUITY SHARES OF THE COMPANY

The Board of Directors of the Company at its meeting held on 8th January 2019 approved buyback of not exceeding 10,20,40,815 (Ten Crore Twenty Lakh Forty Thousand Eight Hundred Fifteen) fully paid-up equity shares of face value of Rs,1 each (representing 3.23% of the total number of Equity Shares in the paid-up share capital of the Company) from all the existing shareholders / beneficial owners of Equity Shares as on the record date i.e. 18th January 2019, on proportionate basis, through the Tender Offer route at a price of Rs,98 (Rupees Ninety Eight only) per Equity Share payable in cash for an aggregate consideration not exceeding Rs,1,000 Crore (Rupees One Thousand Crore).

The Buyback shall be not exceeding 10% of the aggregate of fully paid up share equity capital and free reserves of the Company as per audited financial statements of the Company for the financial year ended 31st March 2018.

Public Announcement dated 8th January 2019 was published in newspapers on 10th January 2019. The Draft Letter of Offer (DLOF) dated 15th January 2019 was filed with SEBI on 17th January 2019 for comments. The Letter of Offer dated 4thFebruary 2019 was dispatched to the Shareholders as on record date. Buyback offer opened on 13th February 2019 and closed on 27th February 2019.

All valid bids were considered for the purpose of acceptance in accordance with the Buyback Regulations. The total number of Equity Shares bought back under the Buyback Offer are 10,20,40,815 at a price of Rs,98 per Equity Share. The total cash outflow in the Buyback of Equity Shares is Rs,999,99,99,870 (Rupees Nine Hundred Ninety Nine Crore Ninety Nine Lakh Ninety Nine Thousand Eight Hundred Seventy only) excluding transaction costs viz. brokerage, applicable taxes such as securities transaction tax, GST, stamp duty, etc. Government of India received Rs,769,65,12,222 out of the buyback transaction.

The settlement of all valid bids was completed on 7th March 2019. The extinguishment of 10,20,40,815 Equity Shares accepted under the Buyback has been completed on 8th March 2019. The paid-up capital of the Company post Buyback is Rs,306,18,49,659 (pre buyback paid-up capital was Rs,3,16,38,90,474). Post completion of the Buyback, the share of Govt. of India in NMDC stands at 72.28%.

The details of Buyback offers received are summarized as under:

Category of Investor

Number of Equity Shares reserved in Buyback

Number of Valid Bids

Total Equity Shares validly tendered

% Response

Reserved category for Small Shareholders

1,53,06,123

17,725

1,39,81,064

91.34

General category of other Shareholders

8,67,34,692

886

12,51,23,856

144.26

TOTAL

10,20,40,815

18,611

13,91,04,920

136.32

34. INCORPORATION OF NMDC CSR FOUNDATION

During the year under review, a 100% subsidiary of the Company by the name ''NMDC CSR Foundation'' was incorporated on 10th May 2018, under Section 8 of the Companies Act, 2013 (Company Limited by Shares Not for Profit). The Authorized and Paid-up Share Capital of the Company is Rs,2 Crores. The objects of the Company are to undertake the CSR activities in terms of Schedule VII of the Companies Act, 2013 and the CSR activities as provided in the MOA of the Company.

35. FORMAL ANNUAL EVALUATION OF BOARD, COMMITTEES AND INDIVIDUAL DIRECTORS.

All the Directors on the Board of NMDC are appointed by Govt. of India. In the previous financial year as desired by Ministry of Steel, Govt. of India, assessment / evaluation of performance of 6 Non-official Directors (Independent) was submitted to Ministry of Steel, Govt. of India.

Ministry of Steel, Government of India, vide Order No.1/10/2015-BLA(Vol-III)(Pt) dated 19.11.2018 has communicated that the following officials are re-appointed as Non-Official Independent Directors on the Board of NMDC Ltd. for a period of one year from the date of completion of their existing tenure or until further orders, whichever is earlier:-

i) Shri A.K. Srivastava

ii) Smt. Bhagwati Mahesh Baldewa

iii) Shri Pradip Bhargava

iv) Dr. Syamal K. Sarkar

v) Shri S.M. Nigam

36. IMPLEMENTATION OF RISK MANAGEMENT POLICY

The Board at its 442nd meeting held on 19.01.2012 has approved the Risk Assessment and Risk Mitigation Policy / Enterprise Risk Management (ERM) of the Company. Accordingly, the Company has constituted a Board level Risk Management Committee comprising of Functional Directors (excluding CMD). The Company as a part of its current Risk Management Policy has identified top 15 Risks That Matters (RTMs) and documented Mitigation Plan / Strategy for the same

During the year under review, four meetings of the Board level Risk Management Committee were held.

37. DIVIDEND DISTRIBUTION POLICY

The Board of Directors has approved Dividend Distribution Policy which has been uploaded in the website of the company under the link https://www.nmdc.co.in/Docs/ Dividend%20Distribution%20 Policy.pdf.

38. REPORT ON MANAGEMENT DISCUSSION AND ANALYSIS

A Report on Management discussion and Analysis as required in terms of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is at Annexure-I.

39. REPORT ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO UNDER THE COMPANIES (ACCOUNTS) RULES, 2014 IS AT - ANNEXURE-II.

40. CORPORATE GOVERNANCE

Report on Corporate Governance is at Annexure-III

41. EXTRACT OF ANNUAL RETURN UNDER SECTION 92(3) OF THE COMPANIES ACT, 2013.

The extract of Annual Return as provided under Subsection (3) of Section 92 read with Rule 12(1) of the Companies (Management & Administration) Rules, 2014 is at Annexure-IV. The extract is also placed on the website of the company under the link https://www.nmdc.co.in/ Financial%20 Information/Default.aspx

42. BUSINESS RESPONSIBILITY REPORT

In compliance with Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Business Responsibility Report (BRR) is at Annexure-V.

43. SECRETARIAL AUDIT REPORT

Secretarial Audit Report in Form No.MR-3 pursuant to Section 204(1) of the Companies Act, 2013 and Regulation 24A SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is at Annexure-VI.

44. GLOBAL COMPACT - COMMUNICATION ON PROGRESS

Report on compliance with principles of Global Compact is at Annexure-VII.

45. STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES / ASSOCIATE COMPANIES / JOINT VENTURES (FORM AOC-1) IS ENCLOSED AT ANNEXURE-VIII.

46.REPORT ON CSR ACTIVITIES

Report in terms of the Companies (Corporate Social Responsibility Policy) Rules, 2014 is at Annexure-IX.

47. RECOMMENDATIONS MADE BY THE COMMITTEE ON PAPERS LAID ON THE TABLE (RAJYA SABHA) IN ITS 150TH REPORT - DETAILS TO BE PROVIDED IN THE ANNUAL REPORT.

Details to be provided in the Annual Report in terms of recommendations made by the Committee on Papers laid on the Table (Rajya Sabha) in its 150th Report is enclosed at Annexure-X.

48. ACKNOWLEDGEMENT

Your Directors gratefully acknowledge the support, cooperation and guidance received from the

Ministry of Steel, Ministry of Mines and Ministry of Forests & Environment and other Departments of Government of India and the State Governments of Andhra Pradesh, Chhattisgarh, Karnataka, Madhya Pradesh, Jharkhand and Telangana.

Your Directors acknowledge the support extended by the valued and esteemed international and domestic customers, Shareholders stakeholders, MMTC, Chennai Port Trust, Visakhapatnam Port Trust, Railways and other Departments of the Central and State Governments. We believe that our long-term success is dependent on our domestic customer relationship and responsiveness. We will do everything possible to provide our customers better, timely and value added services.

The success of your Company is due to the commitment and dedicated efforts of the managers and employees at all levels. Your Directors place on record their appreciation and also acknowledge the support and co-operation of All India NMDC Workers'' Federation and their members for the smooth functioning of the Company''s operations.

Place: Hyderabad N. BAIJENDRA KUMAR

Date: 16th July, 2019 Chairman-cum-Managing Director

Source : Dion Global Solutions Limited
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