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Deccan Cements Ltd. — Annual Report 2024
Aug 28, 2024
61739_rns_2024-08-28_2a0c8442-8b33-4358-9190-faa286aca3eb.pdf
Annual Report
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DCL:SECY:2024
Date: 28[th] August 2024
BSE Limited Corporate Relationship Department Phiroze Jeejebhoy Towers Dalal Street, Mumbai-400 001
National Stock Exchange of India Ltd Exchange Department Exchange Plaza, Plot No. C/1, G Block Bandra Kurla Complex, Bandra (East) Mumbai-400 051
Security Code: 502137
Trading Symbol: DECCANCE
Dear Sir,
Subject: 44[th] Annual Report 2023-24. Notice of 44[th] Annual General Meeting (AGM).
Ref: Regulation 34 of SEBI (LODR) Regulations, 2015
Pursuant to the provisions of Regulation 34 of the SEBI (LODR) Regulations, 2015, please find enclosed 44[th] Annual Report 2023-24 (including Notice of 44[th] Annual General Meeting) of the Company.
Today the Company is going to send the 44[th] Annual Report 2023-24 (including Notice of the 44[th] AGM) to all the shareholders and other eligible persons by e-mail (electronic mode) only.
Thank you,
With regards,
For Deccan Cements Limited
Digitally signed by BIKRAM BIKRAM KESHARI KESHARI PRUSTY PRUSTY Date: 2024.08.28 16:23:50 +05'30' Bikram Keshari Prusty Company Secretary
Enclosure: 44[th] Annual Report 2023-24 (including Notice of the 44[th] AGM).
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44[th] Annual Report 2023-24
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Fondly Remembering.... Sri M B Raju
A visionary, embodied the spirit of innovation and leadership. His indomitable passion, combined with an unwavering commitment to excellence, left an indelible mark on countless individuals.
His legacy shall endure eternally within our hearts, and his unwavering principles shall illuminate our path through life.
Founder Chairman, Deccan Cements Ltd.
Deccan Cements Limited Corporate Information
Board of Directors
Ms. P.Parvathi Mr. S.Venkateswarlu Mrs. Mahpara Ali Mr. Paturi Srinivasa Rao Mr. Rabindra Srikantan Mr. Srivari Chandrasekhar
Chairperson & Managing Director Director (Works) Director Director Director Director
Senior Management
Mr. C.Ramesh Reddy Mr. D.Raghava Chary Mr. Bikram Keshari Prusty
Sr. Vice President (Marketing) Chief Financial Officer (CFO) Company Secretary
Bankers
State Bank of India HDFC Bank Canara Bank Bank of Bahrain and Kuwait B.S.C Axis Bank IndusInd Bank IDBI Bank
Statutory Auditors
M Anandam & Co. Chartered Accountants 7'A', Surya Towers, S.P. Road, Secunderabad - 500 003
Secretarial Auditors
V. Shankar & Co., Company Secretaries 303, Block - A, Legend Commercial Complex, 3-4-770 & 136, Opp ICICI Bank, Barkatpura, Hyderabad - 500027
Registrar and Share Transfer Agent
KFin Technologies Limited. Selenium Tower B Plot number 31 & 32 Financial District, Gachibowli Hyderabad - 500 032 E-mail id: [email protected] Toll free no: 1800-309-4001
Cost Auditors
Aruna Prasad & Co. Cost Accountants Plot No. 802/2, 64[th] Street, 10[th] Sector K K Nagar, Chennai - 600 078
Registered Office
"Deccan Chambers" 6-3-666/B, Somajiguda Hyderabad - 500 082 Tel: 040-23310168 Fax: 040-23318366 E-mail: [email protected] Website: www.deccancements.com CIN: L26942TG1979PLC002500
Contents
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| Page | Nos. |
|---|---|
| Notice | 01 |
| Directors’ Report | 22 |
| Management Discussion and Analysis Report | 44 |
| Business Responsibility Report | 48 |
| Corporate Governance Report | 60 |
| CEO and CFO Certifcation | 84 |
| Independent Auditor’s Report | 86 |
| Balance Sheet | 99 |
| Statement of Proft & Loss | 100 |
| Cash Flow Statement | 101 |
| Statement of Changes in Equity | 103 |
| Notes to the Financial Statements | 104 |
Annual Report 2023-24
NOTICE
NOTICE
NOTICE is hereby given that the 44[th ] Annual General Meeting of the members of Deccan Cements Limited will be held on Friday, 20[th ] September 2024 at 11:00 A.M. through Video Conferencing (“VC”)/ Other Audio-Visual Means (“OAVM”), to transact the following businesses:
ORDINARY BUSINESSES:
1. To consider and adopt the audited financial statements of the Company for the financial year ended 31[st] March 2024 and the reports of the Board of Directors and Auditors thereon, and in this regard, to consider and if thought fit to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT the audited financial statements of the Company for the financial year ended 31[st] March 2024 and the reports of the Board of Directors and Auditors thereon, as circulated to the members, be and are hereby considered and adopted.”
2. To consider declaration of final dividend for FY 2023-24, and in this regard, to consider and if thought fit to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT a final dividend at the rate of 60% i.e. Rs.3/- per equity share of face value of Rs.5/- each, as recommended by the Board of Directors, be and is hereby approved for the financial year 2023-2024, and the same be paid to all the members whose names appear in the Register of Members and Beneficial Owners of the Company as on the Record date (20[th ] September 2024, Friday).”
3. To consider re-appointment of Ms. P. Parvathi (DIN:00016597) as a Director, who retires by rotation, and in this regard, to consider and if thought fit to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013, Ms. P. Parvathi (DIN: 00016597), who retires by
rotation at this meeting, and being eligible, offers herself for re-appointment, be and is hereby re-appointed as a Director of the Company.”
SPECIAL BUSINESSES:
4. To consider and ratify Cost Auditor’s remuneration for the Financial Year 2024-25, and in this regard, to consider and if thought fit to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to Section 148 and other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 as amended from time to time, the Company hereby ratifies the remuneration of Rs.2,00,000/- (Rupees Two Lakhs only) plus reimbursement of travelling and out of pocket expenses payable to M/s. Aruna Prasad & Co., Cost Accountants, Chennai, who have been appointed by the Board of Directors as Cost Auditors of the Company, to conduct the audit of the cost accounting records of the Company for the Financial Year 2024-25.”
5. To re-appoint of Mr. Shonti Venkateswarlu (DIN: 08602254) as a Whole Time Director for November
a period of five years, w.e.f., 11[th] 2024, and in this regard, to consider and if thought fit to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, and pursuant to the provisions of Sections 196, 197, 198 and all other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder [including any statutory modification(s), or re-enactment(s) thereof for the time being in force], read with Schedule V to the Companies Act, 2013 and Articles of Association of the Company, Mr. Shonti Venkateswarlu (DIN: 08602254) be and is hereby re-appointed as a Whole Time Director of the Company for a period of five years, with effect from 11[th] November 2024.”
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Annual Report 2023-24
NOTICE
6. To approve payment of remuneration to Mr. Shonti Venkateswarlu (DIN: 08602254) on his re-appointment as a Whole Time Director for November a period of five years, w.e.f., 11[th] 2024, and in this regard, to consider and if thought fit to pass the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the recommendation of the Nomination and Remuneration Committee and Board of Directors of the Company, and pursuant to provision of Section 197 read with Schedule V of the Companies Act, 2013 and Rules made thereunder, the remuneration payable to Mr. Shonti Venkateswarlu (DIN: 08602254),on his re-appointment as a Whole Time Director of the Company for a period of five years, with effect from 11[th] November 2024, shall be as under:
1. Basic Salary: Rs.3,50,000/(rupees three lakhs fifty thousand only) per month, with an annual increment of Rs.25,000/(rupees twenty five thousand only) per month (annual increment will be effective from 1[st] April of each financial year).
2. House Rent Allowance: 40% of the Basic Salary.
3. Medical Reimbursement: Expenses incurred during the financial year for self and family, subject to a ceiling of one month’s basic salary.
4. Leave Travel Allowance: For self and family, once in a year, incurred in accordance with the Rules specified by the Company, subject to a ceiling of one month’s basic salary per year.
5. Others:
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a. Company’s contribution towards Provident Fund: subject to a ceiling of 12% of basic salary, as per rules of the Company.
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b. Gratuity payable in accordance with an approved scheme and shall not exceed half month’s basic salary for each completed year of service.
Contribution to Provident fund to the extent exempted under the Income Tax Act, 1961 and encashment of leave at the end of tenure will not be included in the computation of the ceiling on perquisites.
Provision of car for use on Company’s business purpose, and telephone and internet at residence will not be considered as perquisites. Earned / Privilege Leave, and ex-gratia, will be as per the rules of the Company. Leave accumulated but not availed during his tenure may be allowed to be encashed as per the rules of the Company.
RESOLVED FURTHER THAT notwithstanding the above, in the absence of or inadequacy of profits in any financial year, Mr. Shonti Venkateswarlu (DIN: 08602254) be paid the above remuneration as minimum remuneration in terms of Section II (A) of Part II of Schedule V of the Companies Act, 2013.
RESOLVED FURTHER THAT any of the Directors or Key Managerial Personnel of the Company, be and are hereby severally authorised to do all acts and take all steps as may be necessary, proper or expedient to give effect to this resolution.”
By Order of the Board Sd/Bikram Keshari Prusty Place: Hyderabad Company Secretary Date: 9[th] August 2024 FCS 7855
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Annual Report 2023-24
NOTICE
Notes:
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The Ministry of Corporate Affairs (“MCA”) has vide its Circular No. 09/2023 dated 25[th ] September 2023 read together with Circular No. 10/2022 dated 28[th] December 2022, Circular No. 02/2022 dated 5[th ] May 2022, Circular No. 21/2021 dated 14[th] December 2021, Circular No. 19/2021 dated 8[th ] December 2021, Circular No. 2/2021 dated 13[th] January 2021, Circular No. 20/2020 dated 5[th ] May 2020 (collectively referred to as “MCA Circulars”), permitted to convene the Annual General Meeting (“AGM” / “Meeting”) through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”), without the physical presence of the members at a common venue. In accordance with the MCA Circulars read with provisions of the Companies Act, 2013 (‘the Act’), the AGM of the Company is being held through VC / OAVM. The deemed venue for the AGM shall be the Registered Office of the Company at “Deccan Chambers, 6-3-666/B, Somajiguda, Hyderabad-500082, Telangana, India.
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In compliance with the above stated MCA Circulars, and SEBI Circular Nos. SEBI/HO/ CFD/PoD-2/P/CIR/2023/4, dated 5[th] January 2023,
SEBI/HO/CFD/CMD2/CIR/P/2022/62,dated 13[th] May 2022,
SEBI/HO/CFD/CMD2/CIR/P/2021/11, dated 15[th] January 2021,
SEBI/HO/CFD/CMD1/CIR/P/2020/79,dated 12[th ] May 2020,
(collectively referred to as “the SEBI Circulars”) read with provisions of the SEBI (LODR) Regulations, 2015, Notice of the 44[th ] AGM along with the Annual Report 2023-24 is being sent through electronic mode only, to those Members whose email addresses are registered with the Company/ Depositories. Members may note that the Notice of the 44[th ] AGM and Annual Report 2023-24 will also be available on the Company’s website www.deccancements. com, websites of the Stock Exchanges, i.e.,
BSE Limited, and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively, and on the website of Company’s Registrar and Transfer Agent, Kfin Technologies Limited (“KFinTech”) at https://evoting.Kfntech.com.
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Generally, a member entitled to attend and vote at the general meeting is entitled to appoint a proxy to attend and vote on a poll instead of him/her and the proxy need not be a member of the Company. Since this 44[th ] AGM is being held through VC/OAVM, pursuant to the MCA and SEBI Circulars, physical attendance of members has been dispensed with. Accordingly, the facility for appointment of proxies by the members will not be available for the 44[th ] AGM and hence the Proxy Form and Attendance Slip are not annexed hereto.
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Since the 44[th ] AGM will be held through VC/ OAVM, the route map of the venue of the Meeting is not annexed hereto.
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In terms of the provisions of Section 152 of the Act, Ms. P. Parvathi (DIN: 00016597), Director, retires by rotation at the Meeting, and being eligible, offers herself for re-appointment. The Board of Directors of the Company recommendsappointing her as a Director.
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Pursuant to Regulations 36(3) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, Section 160 of the Companies Act, 2013 and Secretarial Standards on General Meetings (SS-2), details of Directors retiring by rotation / seeking appointment / reappointment at this Meeting are provided in the “Annexure” to the Notice.
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Pursuant to the provisions of Section 108 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, as amended, and Regulation 44 of SEBI (LODR) Regulations, 2015, and in terms of SEBI circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated 9[th ] December 2020, the Company is providing to its members facility to exercise their right to vote on resolutions proposed to be passed
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Annual Report 2023-24
NOTICE
at 44[th] AGM by electronic means (“e-voting”). For this purpose, the Company has engaged the services of KFin Technologies Limited, (“KFinTech”) Selenium Building, Tower B, Plot No. 31 & 32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad – 500032, Telangana, India, and has made necessary arrangements with RTA to facilitate E-voting. In terms of the MCA and SEBI Circulars, voting can be done only by Remote E-voting/E-voting at the AGM. The Members are advised to go through the E-voting procedure, as provided in the Notice.
- The Board of Directors has fixed 13[th ] September 2024, Friday, as the Cut-off Date to know the eligibility of members entitled to participate and/ or vote at the 44[th ] AGM.
PROCEDURE FOR JOINING THE AGM THROUGH VC / OAVM:
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The Company has made necessary arrangements for the members to participate in the 44[th] AGM through VC / OAVM.
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(a) Members will be able to attend the AGM through VC / OAVM or view the live webcast at https://emeetings.kfntech.com/ by using their e-voting login credentials.
Members are requested to follow the procedure given below:
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(i) Launch internet browser (chrome/ firefox/safari) by typing the URL: https://emeetings.kfntech.com/
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(ii) Enter the login credentials (i.e., User ID and password for e-voting).
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(iii) After logging in, click on “VIDEO CONFERENCE” option
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(iv) Then click on camera icon appearing against AGM event of Deccan Cements Limited to attend the Meeting.
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b) Members who do not have User ID and Password for e-voting or have forgotten the User ID and Password may retrieve the same by following the procedure given in the E-voting instructions.
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c) Members who would like to express their views or ask questions during the AGM may register themselves by logging on to https://emeetings.kfntech.com/ and clicking on the ‘SPEAKER REGISTRATION’ option available on the screen after log in. The Speaker Registration will be open during 9:00 A.M. (IST) on 16[th ] September 2024, Monday to 5:00 P.M. on 18[th ] September 2024, Wednesday. Only those members who have registered themselves will be allowed to express their views or ask questions. The Company reserves the right to restrict the number of questions and number of speakers, depending upon availability of time as appropriate for smooth conduct of the AGM.
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d) Members may post their query by logging on to https://emeetings.kfntech.com/ and clicking on the ‘POST YOUR QUERY’ option available on the screen after log in. The said option will be available during 9:00 A.M. (IST) on 16[th ] September 2024, Monday to 5:00 P.M. on 18[th] September 2024, Wednesday.
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e) Facility to join the meeting shall be opened 30 minutes before the scheduled time of the 44[th] AGM and shall be kept open throughout the proceedings of the 44[th ] AGM.
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f) In case of any query regarding e-voting or technical assistance for VC/OAVM participation, members may contact Mr. G.Sankar, an official of KFintech, at telephone number: 040-67162222 or the toll free number 1800-309-4001 or at email: [email protected]. Kindly quote your name, DP ID-Client ID / Folio no. and E-voting Event Number: 8306 in all your communications.
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In case of joint holders attending the Meeting, only such joint holder who is higher in the order of names will be entitled to vote at the AGM.
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Members attending the AGM through VC/OAVM shall be reckoned for the purpose of quorum under Section 103 of the Act.
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Annual Report 2023-24
NOTICE
- Members of the Company under the category of Institutional Investors are encouraged to attend and vote at the AGM.
PROCEDURE FOR REMOTE E-VOTING
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In compliance with the provisions of the Act, the Rules made thereunder, Listing Regulations and the relevant circular(s) issued by MCA and SEBI, the members are provided with the facility to cast their vote electronically, through the e-Voting services provided by KFintech, on all the resolutions set forth in this Notice. The instructions for e-Voting are given herein below.
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In pursuant to the SEBI circular no. SEBI/HO/ CFD/CMD/CIR/P/2020/242 dated 9[th ] December 2020 on “e-Voting facility provided by Listed Companies”, e-Voting process has been enabled to all the individual demat account holders, by way of single login credential, through their demat accounts/websites of Depositories/ Depository Participant(s) (‘DPs’) in order to increase the efficiency of the voting process.
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Individual demat account holders would be able to cast their vote without having to register again with the e-Voting service provider (ESP) thereby not only facilitating seamless authentication but also ease and convenience of participating in e-voting process. The members are advised to update their mobile number and e-mail ID with their DPs to access e-Voting facility.
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The remote e-voting facility will be available during the following voting period:
| Commencement of remote e-voting |
17thSeptember 2024, Tuesday @ 9:00 A.M. (IST) |
|---|---|
| End of remote e-voting |
19thSeptember 2024, Thursday @ 5:00 P.M. (IST) |
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The voting rights of members shall be in proportion to their shares in the paid-up equity share capital of the Company as on the cut-off date, i.e., 13[th ] September 2024, Friday.
- remote e-voting and e-voting process in a fair and transparent manner and they have communicated their willingness to be appointed and will be available for the said purpose. Scrutinizer’s decision on the validity of the E-voting will be final.
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Any person holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes a member of the Company after sending the Notice and holding shares as of the cut-off date, may obtain the login ID and password by sending a request ”
at “[email protected] . However, if he/she is already registered with KFintech for remote e-voting then he/she can use his/her existing User ID and password for casting the vote.
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In case of individual members holding securities in demat mode and who acquires shares of the Company and becomes a member of the Company after sending the Notice and holding shares as of the cut-off date may follow steps mentioned below under “Login method for remote e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.”
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The options for remote e-voting and voting during annual general meeting (AGM) are explained herein below:
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Option-1: Access to Depositories e-voting system in case of individual members holding shares in demat mode.
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Option-2: Access to KFintech e-voting system in case of members holding shares in physical mode and non-individual members in demat mode.
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Option-3: Access to join virtual AGM of the Company on KFintech system to participate AGM and vote at the AGM.
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The Board of Directors of the Company has appointed Mr. V. Shankar, Practicing Company Secretary (Membership No. FCS:7638 and CP:8446), as Scrutinizer to scrutinize the
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Annual Report 2023-24
NOTICE
Details of Option-1 are mentioned below:
Login method for remote e-Voting for Individual members holding securities in demat mode.
| Type of shareholders | Login Methods | ||
|---|---|---|---|
| Individual members holding securities in demat mode with NSDL |
1. User already registered for IDeAS facility: I. Visit URL:https://eservices.nsdl.com II. Click on the “Benefcial Owner” icon under “Login” under ‘‘IDeAS’’ section. III. On the new page, enterUser IDandPassword. Post successful authentication, click on “Access to e-Voting” IV. Click on “K-Fintech” under “e-Voting service providers (ESPs)” and you will be re-directed to KFintech’s e-Voting Platform. V. Select theEvent No.8306 for “Deccan Cements Limited” from dropdown menu, and click on the “Submit” button during the remote e-Voting period to cast your vote. 2. User not registered for IDeAS e-Services: I. To register: Click on the linkhttps://eservices.nsdl.com,then select “Register Online for IDeAS” on the left hand side of the screen or click on the link “https://eservices.nsdl.com/SecureWeb/IdeasDirectReg.jsp” II. Proceed with completing the required felds. III. Follow steps given in Point 1(User already registered for IDeAS facility)of this Row of the Table. 3. Alternatively by directly accessing the e-Voting website of NSDL I. Click on the link:https://www.evoting.nsdl.com/ II. Click on the icon “Login” which is available under “Shareholder/Member/ Creditor” section. III. A new screen will open. You have to enter your User ID (i.e. yourSixteen Digit Demat Account Numberheld with NSDL), followed by Password / OTP, and a Verifcation Code as shown on the screen. IV. After authentication, you will get message that “You will be redirected to NSDL IDeAS Portal”. Click on the hyperlink “Click hear to Continue”. V. Click on “K-Fintech” under “e-Voting service providers (ESPs)” and you will be re-directed to KFintech’s e-Voting Platform. VI. Select theEvent No. 8306 for “Deccan Cements Limited” from dropdown menu, and click on the “Submit” button during the remote e-Voting period to cast your vote. |
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Annual Report 2023-24
NOTICE
| Individual Shareholders holding securities in demat mode with CDSL |
1. Existing user who have opted for Easi / Easiest I. Visit URL:https://web.cdslindia.com/myeasitoken/home/loginor URL:www.cdslindia.comthen click on “Login” on the right hand side top corner, select the option “My Easi New (Token)”, then click on “Login” II. Login with your registered user id and password. III. You will see the e-Voting Menu. The Menu will have links ofe-Voting service providers (ESPs), select “K-Fintech”, and you will be re-directed to KFintech’s e-Voting Platform. IV. Select theEvent No. 8306for “Deccan Cements Limited” from dropdown menu, and click on the “Submit” button during the remote e-Voting period to cast your vote. 2. User not registered for Easi/Easiest I. Option to register is available at Visit URL:https://web.cdslindia.com/ myeasitoken/home/loginor URL:www.cdslindia.comthen click on “Login” on the right hand side top corner, choose “My Easi New (Token)”, then click on “Login” II. Click on “Register” III. Proceed with completing the required felds. IV. Follow the steps given inPoint 1 (Existing user who have opted for Easi / Easiest)of this Row of the Table. 3. Alternatively, by directly accessing the e-Voting website of CDSL, without taking registeration for Easi/Easiest: I. Visit URL:https://evoting.cdslindia.com/Evoting/EvotingLogin II. Enter your16 digit Demat Account Numberin BOID andPAN Numberon PAN, click onSubmit. III. Enter the OTP received on your Registered Mobile and Email Id, registered with your Demat Account. IV. After successful authentication, select “KFin” under list of “e-Voting service providers (ESPs)”, you will be re-directed to KFintech’s e-Voting Platform. V. Select the event for “Deccan Cements Limited” from dropdown menu, and click on the “Submit” button during the remote e-Voting period to cast your vote. |
|---|---|
| Individual members login through their demat accounts / Website of Depository Participant |
I. You can also login using the login credentials of your demat account through your DP registered with NSDL/CDSL for e-voting facility. II. Once logged-in, you will be able to seeAccess to e-voting option. Once you click on e-voting option, you will be redirected to NSDL / CDSL Depository site. III. After successful authentication, you will see e-voting feature. IV. Click on “K-Fintech” under “e-Voting service providers (ESPs)” and you will be re- directed to KFintech’s e-Voting Platform. V. Select theEvent No. 8306for “Deccan Cements Limited” from dropdown menu, and click on the “Submit” button during the remote e-Voting period to cast your vote. |
Important note: Members who are unable to retrieve User ID / Password are advised to use Forgot user ID and Forgot Password option available at respective websites.
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Annual Report 2023-24
NOTICE
Helpdesk for Individual Members holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.
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Login type Helpdesk details
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| **Login type ** | Helpdesk details | Helpdesk details |
|---|---|---|
| Securities held with NSDL | Please contact NSDL helpdesk by sending a request at call at toll free no.:1800 1020 990and1800 22 44 30 |
“[email protected]”or |
| Securities held with CDSL | Please contact CDSL helpdesk by sending a request athelpdesk.evoting@cd- slindia.comor contact at022-23058738or022-23058542-43 |
Details of Option-2 are mentioned below:
Login method for e-voting for members other than Individuals holding securities in demat mode and members holding securities in physical mode.
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(A) Members whose email IDs are registered with the Company/ Depository Participants(s), will receive an email from KFintech which will include details of E-Voting Event Number 8306 (EVEN), USER ID and password. They will have to follow the following process:
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i. Launch internet browser by typing the URL:https://emeetings.kfntech.com/
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ii. Enter the login credentials (i.e. User ID and password). In case of physical folio, User ID will be EVEN (E-Voting Event Number 8306), followed by folio number. In case of Demat account, User ID will be your DP ID and Client ID. However, if you are already registered with KFintech for e-voting, you can use your existing User ID and password for casting the vote.
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iii. After entering these details appropriately, click on “LOGIN”.
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iv. You will now reach password change Menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A- Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$, etc.,). The system will prompt you to change your password and update your contact details like mobile number, email ID etc. on first login. You may also enter a secret question and answer of your choice to retrieve your
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password in case you forget it. It is strongly recommended that you do not share your password with any other person and that you take utmost care to keep your password confidential.
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v. You need to login again with the new credentials.
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vi. On successful login, the system will prompt you to select the “EVEN” of the AGM” and click on “Submit”
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vii. On the voting page, enter the number of shares (which represents the number of votes) as on the Cut-off Date under “FOR/ AGAINST” or alternatively, you may partially enter any number in “FOR” and partially “AGAINST” but the total number in “FOR/ AGAINST” taken together shall not exceed your total shareholding as mentioned herein above. You may also choose the option ABSTAIN. If the member does not indicate either “FOR” or “AGAINST” it will be treated as “ABSTAIN” and the shares held will not be counted under either head.
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viii. Members holding multiple folios/demat accounts shall choose the voting process separately for each folio/ demat accounts.
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ix. Voting has to be done for each item of the notice separately. In case you do not desire to cast your vote on any specific item, it will be treated as abstained.
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x. You may then cast your vote by selecting an appropriate option and click on “Submit”.
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Annual Report 2023-24
NOTICE
-
xi. A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once you have voted on the resolution (s), you will not be allowed to modify your vote. During the voting period, Members can login any number of times till they have voted on the Resolution(s).
-
xii. Corporate/Institutional Members (i.e. other than Individuals, HUF, NRI etc.) are also required to send scanned certified true copy (PDF Format) of the Board Resolution/ Authority Letter etc., authorizing its representative to attend the AGM through VC / OAVM on its behalf and to cast its vote through remote e-voting together with attested specimen signature(s) of the duly authorised representative(s), to the Scrutinizer at email id 1981shanky@ gmail.com with a copy marked to evoting@ kfntech.com. The scanned image of the above-mentioned documents should be in the naming format "Corporate Name_ Even".
-
(B) Members whose email IDs are not registered with the Company/Depository Participants(s) are requested to register their email ID with the Company’s RTA (for physical shareholders)/ Depository (for demat shareholders). Otherwise, the Annual Report, Notice of AGM and e-voting instructions cannot be serviced.
Shareholders holding shares in physical mode, and who have not registered their email ID, shall go through the “Information for Physical Shareholders” section in the Company’s website link “https://deccancements.com/ shareholders-information.php”.
Details of Options-3 are mentioned below:
Instructions for all the members for attending the AGM of the Company through VC/OAVM and e-voting during the meeting.
- i. Members will be provided with a facility to attend the AGM through VC/OAVM platform provided by KFintech. Members may access the same at https://emeetings. kfntech.com/ by using the e-voting login
credentials provided in the email received from the Company/KFintech. After logging in, click on the Video Conference tab and select the EVEN of the Company. Click on the video symbol and accept the meeting etiquettes to join the meeting. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned above.
-
ii. Facility for joining AGM though VC/OAVM shall open atleast 30 minutes before the commencement of the Meeting.
-
iii. Members are encouraged to join the Meeting through Laptops/Desktops with Google Chrome (preferred browser), Safari, Microsoft Edge and Mozilla Firefox22.
-
iv. Members will be required to grant access to the webcam to enable VC/OAVM. Further, members connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use stable WiFi or LAN Connection to mitigate any kind of aforesaid glitches.
-
v. Members who have not cast their vote through remote e-voting shall be eligible to cast their vote through e-voting system available during the AGM. E-voting during the AGM is integrated with the VC/OAVM platform. The members may click on the voting icon displayed on the screen to cast their votes.
-
vi. A member can opt for only single mode of voting i.e., through Remote e-voting or voting at the AGM. If a Member casts votes by both modes, then voting done through Remote e-voting shall prevail and vote at the AGM shall be treated as invalid.
~~9~~
Annual Report 2023-24
NOTICE
-
vii. Institutional Members are encouraged to attend and vote at the AGM through VC/ OAVM.
-
viii. In case of any query and/or grievance, in respect of voting by electronic means, members may contact Mr. G. Sankar at [email protected] call KFintech’s toll free No. 1-800-3454-001 for any further clarifications.
-
ix. The members, whose names appear in the Register of Members / list of Beneficial Owners as on 13[th ] September 2024, Friday, being the cut-off date, are entitled to vote on the Resolutions set forth in this Notice. A person who is not a member as on the cut-off date should treat this Notice for information purposes only. Once the vote on a resolution(s) is cast by the member, the member shall not be allowed to change it subsequently.
-
x. In case a person has become a member of the Company after sending the AGM Notice but on or before the cut-off date for E-voting, he/she may obtain the User ID and Password in the manner as mentioned below:
-
i. If the mobile number of the member is registered against Folio No./ DP ID Client ID, the member may send SMS: MYEPWD E-Voting Event Number 8306 +Folio No. or DP ID Client ID to 9212993399
-
Example for NSDL:
-
MYEPWD IN12345612345678
-
Example for CDSL:
-
MYEPWD 1402345612345678
-
Example for Physical:
-
MYEPWD XXXX1234567890
-
-
ii. If e-mail address or mobile number of the member is registered against Folio No. / DP ID Client ID, then on the home page of https://evoting.kfntech. com/, the member may click “Forgot Password” and enter Folio No. or DP ID Client ID and PAN to generate a password.
-
iii. Members who may require any technical assistance or support before or during the AGM are requested to contact KFin at toll free number 1-800309-4001 or write to them at evoting@ kfntech.com.
-
The Scrutinizer will, after the conclusion of e-voting at the AGM, scrutinize the votes cast at the AGM (InstaPoll) and votes cast through remote e-voting, make a consolidated Scrutinizer’s Report and submit the same to the Chairperson. The result of e-voting will be declared within forty-eight hours of the conclusion of the Meeting and the same, alongwith the consolidated Scrutinizer’s Report, will be placed on the website of the Company: www. deccancements.com and on the website of KFintech at: https://evoting.kfntech.com. The result will simultaneously be communicated to the stock exchanges, where the shares of the company are listed. Subject to receipt of requisite number of votes, the Resolutions proposed in the Notice shall be deemed to be passed on the date of the Meeting, i.e., 20[th ] September 2024, Friday.
PROCEDURE FOR INSPECTION OF DOCUMENTS:
- The Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014 the Register of Contracts or Arrangements in which the directors are interested, maintained under Section 189 of the Act, and the relevant documents referred to in the Notice will be available electronically for inspection by the members during the AGM.
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Annual Report 2023-24
NOTICE
- All documents referred to in the Notice will also be available electronically for inspection without any fee by the members from the date of circulation of this Notice up to the date of AGM. Members seeking to inspect such documents can send an email to “secretarial@ deccancements.com”.
DIVIDEND RELATED INFORMATION:
-
The Board of Directors recommended final dividend on equity shares at the rate of (60%) i.e. Rs.3/- per Equity Share of face value of Rs.5/- each for the Financial Year 2023-24, subject to approval of the Members at the 44[th ] AGM.
-
The Board of Directors has fixed 20[th ] September 2024, Friday, as the Record Date for determining the names of member(s) eligible for final dividend FY 2023-24.
-
The dividend, if approved, will be paid on 11[th] October 2024, Friday, to the Members whose names appear on the Company’s Register of Members as on the Record Date (i.e., 20[th ] September 2024, Friday), and in respect of the shares held in dematerialised mode, to the Members whose names are furnished by National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) as beneficial owners as on that date. The dividend on equity shares, if approved at the Meeting, shall be credited to the respective bank account of the members of the company on 11[th] October 2024, Friday.
-
As per relevant Circulars, payment of dividend shall be made through electronic mode to the members who have updated their bank account details. Members holding securities in physical form should send a request in Form ISR-1 for updating their bank details to the Company’s Registrar & Share Transfer Agents.
-
Payment of Dividend shall be subject to deduction of tax at source (TDS) at applicable rates as notified by the Government of India.
-
Members are requested to notify immediately any change of address and other relevant correspondence including NECS/ECS/NEFT/ RTGS details and submission of Permanent Account Number (PAN):
-
i. to their Depository Participants (DPs) in respect of their electronic share accounts; and
-
ii. to the Company by writing to the RTA [M/s KFin Technologies Limited, (Unit: Deccan Cements Limited), Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad – 500032] in Form ISR-1 in respect of their physical shares, if any, quoting their folio number, Banker’s name and account number to ensure prompt and safe receipt of dividend warrants.
-
Manner of registering mandate for receiving Dividend:
-
a) with the Depository Participant(s) with whom you maintain your demat accounts if shares are held in dematerialised mode by submitting the requisite documents, and
-
b) with the Company / RTA (KFinTech) by submitting Form ISR-1
-
Pursuant to the amendments introduced by the Finance Act, 2020 the Company will be required to withhold taxes at the prescribed rates on the dividend paid to its members w.e.f. April 01, 2020. No tax will be deducted on payment of dividend to the resident individual members if the total dividend paid does not exceed Rs.5,000/-. The withholding tax rate would vary depending on the residential status of the member and documents registered with the Company as follows
~~11~~
Annual Report 2023-24
NOTICE
A. RESIDENT MEMBERS:
A.1 Tax Deductible at Source for Resident Members:
==> picture [400 x 32] intentionally omitted <==
----- Start of picture text -----
Withholding
Sl No Particulars Documents required (if any)
tax rate
----- End of picture text -----
| Sl No | Particulars | Withholding tax rate |
Documents required (if any) |
|---|---|---|---|
| 1 | Valid PAN updated in the Company’s Register of Members |
10% |
No document required (if no exemption is sought) |
| 2 | No PAN/Valid PAN not updated in the Company’s Register of Members |
20% |
No document required (if no exemption is sought) |
| 3 | Availability of lower/nil tax deduction | Rate specifed in the certifcate |
Lower tax deduction certifcate issued by Income Tax Department u/s 197 of Income Tax Act, 1961 |
- A.2 No Tax Deductible at Source on dividend payment to resident members if the Members submit and register following documents as mentioned below table with the Company / KFinTech (RTA).
| Sl No | Particulars | Withholding tax rate |
Documents required (if any) |
|---|---|---|---|
| 1 | Submission of form 15G/15H | Nil | Declaration in Form No. 15G (applicable to any person other than a company or a frm) / Form 15H (applicable to an Individual who is 60 years and above), fulflling certain conditions |
| 2 | Members to whom section 194 of the IncomeTax,1961 does not apply such as LIC, GIC, etc. |
Nil |
Documentary evidence that the said provisions are not applicable |
| 3 | Member covered u/s 196 of Income Tax Act, 1961 such as Government, RBI, Corporations established by Central Act, and Mutual Funds. |
Nil |
Documentary evidence for coverage u/s 196 of Income Tax Act, 1961 |
| 4 | Category I and II Alternative Investment Fund |
Nil |
SEBI registration certifcate to claim beneft under section 197A (1F) of Income Tax Act, 1961 |
| 5 | • Recognised Provident Funds • Approved Superannuation Fund • Approved Gratuity Fund |
Nil | Necessary documentary evidence as per Circular No. 18/2017 issued by Central Board of Direct Taxes(CBDT) |
| 6 | National Pension Scheme | Nil | No TDS as per section 197A (1E) of Income Tax Act, 1961 |
~~12~~
Annual Report 2023-24
NOTICE
B. NON-RESIDENT MEMBERS:
Withholding tax on dividend payment to non-resident members if the non-resident members submit and register following document as mentioned in the below table with the Company / RTA.
==> picture [418 x 44] intentionally omitted <==
----- Start of picture text -----
With holding
Sl No Particulars Documents required (if any)
tax rate
Foreign Institutional Investors
20% (plus applicable
1 (FIIs) / Foreign Portfolio Investors [FPI registration number / certificate]
----- End of picture text -----
| Sl No | Particulars | With holding tax rate |
Documents required (if any) |
|---|---|---|---|
| 1 | Foreign Institutional Investors (FIIs) / Foreign Portfolio Investors |
20% (plus applicable surchare and cess) |
FPI registration number / certifcate |
| (FPIs) | g | ||
| 2 | Other Non-resident members | 20% (plus applicable surcharge and cess) or tax treaty rate whichever is benefcial |
To avail benefcial rate of tax treaty following tax documents would be required: i. Tax Residency certifcate issued by revenue authority of country of residence of member for the year in which dividend is received ii. PAN iii. Form 10F flled & duly signed iv. Self-declaration for non-existence of permanent establishment/ fxed base in India (Note:Application of benefcial Tax Treaty Rate shall depend upon the completeness of the documents submitted by the Non- Resident member and review to the satisfaction of the Company) |
| 3 | Indian Branch of a Foreign Bank | NIL | Lower tax deduction certifcate u/s 195(3) obtained from Income Tax Authority Self- declaration confrming that the income is received on its own account and not on behalf of the Foreign Bank |
| 4 | Availability of Lower/NIL tax deduction certifcate issued by Income Tax Department u/s 197 of Income Tax Act, 1961 |
Rate specifed in certifcate |
Lower tax deduction certifcate obtained from Income Tax Authority |
Notes:
-
i. The Company will issue soft copy of the TDS certificate to its members through email registered with the Company / RTA (KFinTech) post payment of the dividend. Members will be able to download the TDS certificate from the Income Tax Department’s website https://www. incometax.gov.in/iec/foportal/ (refer to Form 26AS).
-
ii. The aforesaid documents such as Form 15G/15H, documents under section 196, 197A,
FPI Registration Certificate, Tax Residency Certificate, Lower Tax certificate etc. can be uploaded on the link https://ris.Kfntech.com/ form15/ on or before 4:00 P.M. of 20[th ] September 2024, Friday, to enable the Company to determine the appropriate TDS/ withholding tax rate applicable. Any communication on the tax determination/deduction received post 4:00 P.M. of 20[th ] September 2024, Friday shall not be considered.
~~13~~
Annual Report 2023-24
NOTICE
-
iii. Application of TDS rate is subject to necessary verification by the Company of the member details as available in Register of Members as on the Record Date and other documents available with the Company / RTA.
-
iv. In case TDS is deducted at a higher rate, an option is still available with the member to file the return of income and claim an appropriate refund.
-
v. In the event of any income tax demand (including interest, penalty, etc.) arising from any misrepresentation, inaccuracy or omission of information provided by the Member(s), such Member(s) will be responsible to indemnify the Company and also provide the Company with all information/documents and co-operation in any appellate proceedings.
-
vi. This Communication is not exhaustive and does not purport to be a complete analysis or listing of all potential tax consequences in the matter of dividend payment. Members should consult their tax advisors for requisite action to be taken by them.
IEPF RELATED INFORMATION:
- Pursuant to the provisions of Investor Education and Protection Fund (Uploading of information regarding unpaid and unclaimed amounts lying with companies) Rules as amended from time to time, the Company has uploaded the details of unclaimed / unpaid amounts lying with the Company as on 31[st] March 2024 on the website of the Company which can be accessed through the link http://www.deccancements.com/ shareholders-information.php.
The summary of such unclaimed/ unpaid dividend and the last date for claiming the same are given below:
| Financial Year |
Date of Declaration |
Face Value per Share (Rs.) |
% of Dividend Declared |
Dividend per Share (Rs.) |
Unclaimed and unpaid Dividend as on 31.03.2024 (Rs.) |
Due date of transfer to IEPF |
|---|---|---|---|---|---|---|
| 2016-17 | 11.08.2017 | 10.00 | 60 | 6.00 | 7,14,330 | 10.09.2024 |
| 2017-18 | 10.08.2018 | 5.00 | 60 | 3.00 | 4,52,832 | 13.09.2025 |
| 2018-19 | 07.08.2019 | 5.00 | 75 | 3.75 | 4,88,460 | 13.09.2026 |
| 2019-20* | 28.02.2020 | 5.00 | 80 | 4.00 | 5,90,976 | 07.03.2027 |
| 2020-21 | 14.09.2021 | 5.00 | 100 | 5.00 | 8,97,268 | 20.10.2028 |
| 2021-22 | 14.09.2022 | 5.00 | 100 | 5.00 | 5,02,309 | 20.10.2029 |
| 2022-23 | 22.09.2023 | 5.00 | 75 | 3.75 | 3,20,621 | 14.10.2030 |
- Interim Dividend
~~14~~
Annual Report 2023-24
NOTICE
-
Pursuant to Section 124(5) of the Companies Act, 2013 [Section 205C(2) of the Companies Act, 1956] read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 as amended from time to time, the Company has transferred the unpaid and unclaimed dividends declared upto financial years 2015-16, to the Investor Education and Protection Fund (“IEPF”) established by the Central Government. Details of dividends so far transferred to the IEPF Authority are available on the website of IEPF Authority and the same can be accessed through the link: www.iepf.gov.in.
-
During financial year 2023-24 (on 11[th] May 2023) the Company has transferred unclaimed and unpaid dividend amount of Rs.6,52,065/pertaining to the Financial Year 2015-16 to the Investor Education and Protection Fund (IEPF).
on the website of the Company and the same can be accessed through the link: http://www. deccancements.com/shareholders-information. php.The said details have also been uploaded on the website of the IEPF Authority and can be accessed through the link: www.iepf.gov.in.
- Members may note that shares as well as unclaimed dividends transferred to IEPF Authority can be claimed back from the IEPF Authority. The concerned members/investors are advised to visit the weblink http://www. deccancements.com/shareholders-information. php or visit theweblink of the IEPF Authority http://www.iepf.gov.in/IEPF/refund.html, or contact the Company’s RTA (KFin Technologies Ltd.), for detailed procedure to lodge the claim with the IEPF Authority.
OTHER INFORMATION:
-
The unclaimed/unpaid dividend, if any, pertaining to the financial year 2016-17 shall be transferred to the Investor Education and Protection Fund (IEPF) on 10[th] September 2024, unless a claim by the respective member is lodged with the Company/RTA before that date.
-
Pursuant to the provisions of Section 124 and 125 of the Companies Act, 2013 and the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 as amended from time to time, all shares on which dividend has not been claimed/paid for seven consecutive years or more shall be transferred to IEPF Authority.
-
During financial year 2023-24, through Corporate Action on 18[th] May 2023, the Company has transferred 16,310 equity shares belongs to 27 shareholders to the IEPF Authority, in respect of which dividend were remained unpaid or unclaimed for seven consecutive years or more. The Details of such shares are available
-
SEBI vide circular SEBI/HO/MIRSD/MIRSDPoD-1/P/CIR/2023/37, dated 16[th] March 2023 made it mandatory for the all holders of physical securities in listed companies to furnish PAN, Nomination, Contact details, Bank A/c details and Specimen signature for their corresponding folio numbers.
-
Further, SEBI, vide its circular dated November 03, 2021 (subsequently amended by circulars dated December 14, 2021, March 16, 2023 and November 17, 2023) mandated that the security holders (holding securities in physical form), whose folio(s) do not have PAN or Choice of Nomination or Contact Details or Mobile Number or Bank Account Details or Specimen Signature updated, shall be eligible for any payment including dividend, interest or redemption in respect of such folios, only through electronic mode with effect from 1[st ] April 2024, upon their furnishing all the aforesaid details in entirety.
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Annual Report 2023-24
NOTICE
In case of non-updation of PAN or Choice of Nomination or Contact Details or Mobile Number or Bank Account Details or Specimen Signature in respect of physical folios, dividend/interest etc. shall be paid only through electronic mode with effect from 1[st ] April 2024 upon furnishing all the aforesaid details in entirety.
If a security holder updates the PAN, Choice of Nomination, Contact Details including Mobile Number, Bank Account Details and Specimen Signature after 1[st ] April 2024, then the security holder would receive all the dividends/interest etc. declared during that period (from 1[st ] April 2024 till date of updation) pertaining to the securities held after the said updation automatically.
-
Form ISR-1: Request for Registration of PAN, KYC details.
-
Form SH-13: Request for Registration of Nomination.
-
Form SH-14: Request for Cancellation or
Variation of Nomination.
Form ISR-3, along with
- Form SH-14: Declaration to Opt - out of Nomination.
Form ISR-2: Request for Updating the Signature (attestation of the signature by the banker’s) along-with an original cancelled cheque.
-
Further, as an on-going measure to enhance ease of dealing in securities markets by investors, it has been decided by the SEBI that listed companies shall henceforth issue the securities in dematerialized form only (vide Gazette Notification no. SEBI/LAD-NRO/ GN/2022/66 dated January 24, 2022) while processing the following service request:
-
i. Issue of duplicate securities certificate;
-
ii. Claim from Unclaimed Suspense Account;
-
iii. Renewal / Exchange of securities certificate;
-
iv. Endorsement;
-
v. Sub-division / Splitting of securities certificate;
-
vi. Consolidation of securities certificates/ folios;
-
vii. Transmission;
-
viii. Transposition;
The securities holder/claimant shall submit duly filled up Form ISR-4 along with their request for the above stated services. For item nos. iii to viii in above paragraph, the securities holder/ claimant shall submit the original securities certificate(s) to the Company/RTA for processing of service requests.
-
Members holding shares in electronic mode are:
-
a) requested to submit their PAN and bank account details to their respective Depository Participants (“DPs”) with whom they are maintaining their demat accounts.
-
b) advised to contact their respective DPs for registering nomination.
-
Non-Resident Indian members are requested to inform Kfintech/respective DPs, immediately of:
-
a) Change in their residential status on return to India for permanent settlement.
-
b) Particulars of their bank account maintained in India with complete name, branch, account type, account number and address of the bank with pin code number, if not furnished earlier.
-
Members holding shares in electronic form may note that bank particulars registered against their respective depository accounts will be
~~16~~
Annual Report 2023-24
NOTICE
used by the Company for payment of dividend. The Company or its RTA i.e. [Kfin Technologies Limited (“Kfintech”)] cannot act on any request received directly from the members holding shares in electronic form for any change of bank particulars or bank mandates. Such changes are to be advised only to the Depository Participant by the member(s).
-
Members holding shares in electronic form are requested to intimate immediately any change in their address or bank mandates to their Depository Participants with whom they are maintaining their Demat accounts. Members holding shares in physical form are requested to advise any change in their address or bank mandates immediately to the Company / RTA by submitting Form ISR-1.
-
Pursuant to Section 101 and Section 136 of the Companies Act, 2013 read with relevant Rules made there under, Companies can serve Annual Reports and other communications
-
through electronic mode to those members who have registered their e-mail address either with the Company or with the Depository. Those members, who desire to receive notice / documents through e-mail, are requested to communicate their e-mail ID and changes thereto from time to time to his/her Depository Participant / the Company’s Registrar & Share Transfer Agent as the case may be. Members who have not registered their e-mail address either with the Company or with the Depository are requested to register as soon as possible.
-
Members may also note that the 44[th ] Annual Report for the financial year 202324 will also be available on the Company’s website www.deccancements.com. For any communication, the members may also send requeststo the Company’s investor email id: [email protected].
-
The Company has paid the Listing Fees for the Year 2024-25 to both the Stock Exchanges where equity shares of the Company are listed.
~~17~~
Annual Report 2023-24
NOTICE
Explanatory statement under Section 102 of the Companies Act, 2013
The following statement sets out all material facts relating to the Special Businesses mentioned in the accompanying Notice:
Item No. 4: To consider and ratify Cost Auditor’s remuneration for the Financial Year 2024-25:
On the recommendation of the Audit Committee, the Board of Directors of the Company, has appointed M/s. Aruna Prasad & Co., Cost Accountants, as the Cost Auditor to conduct the audit of the cost accounting records of the Company for the Financial Year 2024-25 at a remuneration of Rs.2,00,000/- (Rupees Two Lakhs only) plus reimbursement of travelling and out of pocket expenses.
In accordance with the provisions of Section 148 of the Companies Act, 2013 (“the Act”) read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditors as recommended by the Audit Committee and approved by the Board, has to be ratified by the members of the Company.
Accordingly, ratification by the members is sought for the remuneration payable to the Cost Auditors for the financial year ending 31[st ] March 2025 by passing an Ordinary Resolution as set out at Item No. 4 of the Notice.
None of the Directors / Key Managerial Personnel of the Company / their relatives are, in any way, concerned or interested, financially or otherwise, in the resolution.
The Board commends the Ordinary Resolution set out at Item No. 4 of the Notice for ratification by the members.
Item No. 5 & 6: To re-appoint Mr. Shonti Venkateswarlu (DIN: 08602254) as a Whole Time Director for a period of five years, w.e.f, 11[th] November 2024, and payment of remuneration on his re-appointment:
On the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company (“the Board”), at its meeting held on 9[th] August 2024 has, subject to approval of members, re-appointed Mr. Shonti Venkateswarlu (DIN: 08602254) as a Whole Time Director of the Company for a tenure of 5 years with effect from 11[th] November 2024, on terms and conditions including remuneration as recommended by the Nomination and Remuneration Committee.
Members’ approval is sought for the re-appointment of and remuneration payable to Mr. Shonti Venkateswarlu as a Whole-time Director, in terms of the applicable provisions of the Companies Act, 2013.
Broad particulars of the terms of re-appointment of and remuneration payable to Mr. Shonti Venkateswarlu are stated in the proposed resolutions.
The Whole-time Director shall perform his duties as such with regard to all work of the Company and will manage and attend to such businesses and carry out the orders and directions given by the Board / Chairperson and Managing Director, from time to time, in all respects and confirm to and comply with all such directions and regulations as may, from time to time, be given and made by the Board / Chairperson and Managing Director and the functions of
~~18~~
Annual Report 2023-24
NOTICE
the Whole Time Director will be under the overall authority of the Board / Chairperson and Managing Director.
The Whole-time Director shall act in accordance with the Articles of Association of the Company and shall abide by the provisions contained in Section 166 of the Act with regard to the duties of directors. Further, the Whole Time Director shall adhere to the Company’s Code of Conduct.
Mr. Shonti Venkateswarlu satisfies all the conditions set out in Part-I of Schedule V to the Act as also conditions set out under sub-section (3) of Section 196 of the Act for being eligible for his re-appointment. He is not disqualified from being appointed as a Director in terms of Section 164 of the Act.
The above may be treated as a written memorandum setting out the terms of re-appointment of Mr. Shonti Venkateswarlu under Section 190 of the Act.
Details of Mr. Shonti Venkateswarlu are provided in the “Annexure” to the Notice, pursuant to the provisions of:
-
(i) the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015; and
-
(ii) Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India.
Mr. Shonti Venkateswarlu is interested in the resolution set out at Item No. 5 & 6 of the Notice. The other relatives of Mr. Shonti Venkateswarlu deemed to be interested in the resolution set out at Item No. 5 & 6 of the Notice, to the extent of their shareholding, if any, in the Company.
Save and except the above, none of the other Directors / Key Managerial Personnel of the Company / their relatives is, in any way, concerned or interested, financially or otherwise, in the proposed resolutions.
The Board commends the Ordinary Resolution set out at Item No. 5 & 6 of the Notice for approval by the members.
By Order of the Board
Sd/Bikram Keshari Prusty Place: Hyderabad Company Secretary Date: 9[th ] August 2024 FCS 7855
~~19~~
Annual Report 2023-24
NOTICE
ANNEXURE TO THE NOTICE DATED 9[th] AUGUST 2024
Details of Directors Retiring by Rotation and seeking re-appointment at the Annual General Meeting: Ms. P. PARVATHI (DIN: 00016597):
| Ms. P. PARVATHI (DIN: 00016597): | |
|---|---|
| Date of Birth | 26thAugust 1965 |
| Age | 58 Years |
| Qualifcation | M. Com – Osmania University |
| Brief resume and expertise/ experience in specifc functional area |
Post Graduate in Commerce, with more than 3 decades of experience in business and commerce, most part of which has been in the Cement Industry. As Chairperson and Managing Director of the Company is responsible for overall day to day management of the company under the supervision and control of the Board of Directors of the Company. |
| Terms and conditions of appointment / re-appointment |
Proposed to be re-appointed as a Director on retirement by rotation asper theprovisions of Section 152 of the Companies Act,2013. |
| Remuneration sought to be paid | Eligible to get remuneration not as a Director but as Managing Director of the Company. Remuneration will be as approved by the members by Special Resolution through Postal Ballot on 30thJune 2022. |
| Comparative remuneration profle with respect to industry, size of the company, profle of the position and per- son |
The remuneration is at par with the prevailing remuneration in the industry of similar size for similarly placed persons. |
| Last drawn Remuneration (FY 2023-24) |
Rs.289.90 Lakhs (As Managing Director of the Company as approved by the members by Special Resolution through Postal Bal- lot on 30thJune 2022) |
| Date of First Appointment on the Board | 29thJune 1993 (as Director) 12thAugust 1993 (as Whole Time Director) 1stJuly1998(as ManagingDirector) |
| Shareholding in the company | Direct holding: 38,006 Shares (0.27%) Holding through DCL Exim Private Limited: 12,30,828 Shares (8.79%) Holding through Melvillie Finvest Private Limited: 48,68,712 Shares (34.76%)– As a Joint Shareholder |
| Relationship with other Directors, Manager and other Key Managerial Per- sonnel |
None of the Directors / Key Managerial Personnel of the Company are relatives |
| No. of Meetings of the Board attended during year 2023-24 |
5 out of 5 |
| Directorships in other companies | - Melvillie Finvest Private Limited - DCL Exim Private Limited - Deccan Swarna Cements Private Limited |
~~20~~
NOTICE
Annual Report 2023-24
| Chairmanship/Membership of commit- tees of other companies |
Nil |
|---|---|
| Pecuniary relationship directly or indi- rectly with the company, or relationship with the managerialpersonnel |
One of the Promoters of the Company. No pecuniary relationship with other directors or managerial person- nel of the Company. |
Mr. SHONTI VENKATESWARLU (DIN: 08602254):
| Mr. SHONTI VENKATESWARLU (DIN: | 08602254): |
|---|---|
| Date of Birth | 1stJune 1961 |
| Age | 63 Years |
| Qualifcation | B.Sc. and MBA |
| Brief resume and expertise/ experience in specifc functional area |
More than 40 years of experience, in various positions, including senior positions in Cement Industry. |
| Terms and conditions of appointment / re-appointment |
Proposed to be re-appointed as a Whole Time Director of the Companyfor aperiod of 5years w.e.f. 11thNovember 2024 |
| Remuneration sought to be paid |
As proposed in resolution at Item No. 6 of the Notice convening this Meetingread with explanatorystatement thereto. |
| Comparative remuneration profle with respect to industry, size of the compa- ny, profle of theposition andperson |
The remuneration is at par with the prevailing remuneration in the industry of similar size for similarly placed persons. |
Last drawn Remuneration (FY 2023-24) |
Rs.51.68 Lakhs (As Whole Time Director of the Company, as approved by the members at 41stAnnual General Meeting of the Companyheld on 14thSeptember 2021) |
| Date of First Appointment on the Board | 11thNovember 2019 (as Director and Whole Time Director) |
| Shareholdingin the company | Nil |
| Relationship with other Directors, Man- ager and other Key Managerial Person- nel |
None of the Directors / Key Managerial Personnel of the Company are relatives |
| No. of Meetings of the Board attended during year 2023-24 |
5 out of 5 |
| Directorships in other companies | Deccan Swarna Cements Private Limited |
| Chairmanship/Membership of commit- tees of other companies |
Nil |
| Pecuniary relationship directly or indi- rectly with the company, or relationship with the managerialpersonnel |
No pecuniary relationship with other directors or managerial personnel of the Company. |
By Order of the Board
Place: Hyderabad Date: 9[th] August 2024
Sd/Bikram Keshari Prusty Company Secretary FCS 7855
~~21~~
Annual Report 2023-24
DIRECTORS REPORT
DIRECTORS’ REPORT
Dear Shareholders,
The Directors of your company are glad to present the 44[th] Annual Report together with the Audited Financial Statements of the Company for the Financial Year ended 31[st] March, 2024.
Financial Results:
The Financial Results for the year ended 31[st] March 2024 are summarized below:
(Rs. in Lakhs)
==> picture [211 x 371] intentionally omitted <==
----- Start of picture text -----
Particulars 2023-24 2022-23
Revenue from operations 79,942.50 78,154.48
Other Income (net) 1,599.91 929.45
Total Income 81,542.41 79,083.93
Operating expenses 70,561.38 68,436.50
Depreciation and
amortization expenses 2,763.46 2,739.31
Total expenses
before Finance cost,
Exceptional Item and Tax 73,324.84 71,175.81
Profit before Finance
cost, Exceptional Item
and Tax 8,217.57 7,908.13
Less: Finance cost 1,237.37 1,247.05
-
Exceptional Item 1,632.75
Current tax 1,470.67 1,682.00
Deferred tax 150.51 49.56
Net Profit after Tax 3,726.27 4,929.51
Add: Other comprehensive
income (48.95) (38.74)
Total comprehensive
income for the year 3,677.32 4,890.77
Add: Profit brought forward
from previous year 62,155.41 57,965.01
Less: Dividend paid during
FY 2023-24 / 2022-23 (525.28) (700.38)
Closing Balance of Profit 65,307.45 62,155.40
Earnings Per Share
(in Rs.) 26.60 35.19
----- End of picture text -----
Results of Operations:
The profit after tax of the Company for the current year was at Rs. 3,726.27 Lakhs as compared to the previous year profit of Rs. 4,929.52 Lakhs. During the year there was no change of business.
The Financial statements are required to be presented in accordance with the Ind-AS requirements from the financial year 2018-19. As per Ind-AS requirements GST, rebates and discounts are reduced from the Gross revenue.
(Rs. in Lakhs)
==> picture [211 x 263] intentionally omitted <==
----- Start of picture text -----
Particulars 2023-24 2022-23
Sale of products
(a) Cement - Net
Revenue 79,651.59 77,270.51
(b) Power (Net
of charges
for wheeling,
banking)
Wind 58.63 42.49
Hydel 133.83 685.74
Thermal - 17.75
Power – Net Revenue 192.46 745.98
Other operating
revenues
Scrap sales 98.45 137.99
Revenue (Net of
Taxes and Rebates) 79,942.50 78,154.48
----- End of picture text -----*
- includes unbilled revenue.
Operational Results are further elaborated in the Management Discussion and Analysis Report.
Transfer to Reserves:
Your Directors do not propose to transfer any amount to reserves for the financial year ended 31[st] March 2024.
~~22~~
Annual Report 2023-24
DIRECTORS REPORT
Dividend:
In consonance with the Company’s policy of rewarding its shareholders on a consistent basis, your directors have recommended final dividend of Rs.3/- per equity share i.e. @60% dividend on the Equity Share Capital of the Company for FY 2023-24, subject to approval of the members in the ensuing annual general meeting of the Company.
The web link for Dividend Distribution Policy is available at:
https://deccancements.com/pdf/Dividend-DistributionPolicy.pdf.
Capital Structure:
There is no change in the capital structure during the year.
Deposits:
During the year under review, the Company has not invited / accepted any amount falling within the purview of provisions of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.
The details relating to deposits, covered under Chapter V of the Act,-
| (a) | Nil | |
|---|---|---|
| Accepted during the year | ||
| (b) | Nil |
|
| Remained unpaid or unclaimed as at the end of the year |
||
| (c) | ||
| whether there has been any default in repayment of deposits or payment of interest thereon uring the year and if so, number of such cases and the total amount involved- |
||
| Nil | ||
| (i) At the beginning of the year |
||
| Nil | ||
| (ii) Maximum during the year |
||
| Nil | ||
| (iii) At the end of the year |
The details of deposits which are not in compliance with the requirements of Chapter V of the Act: Not Applicable.
Management Discussion and Analysis Report:
A report on the Management Discussion and Analysis is appended to this Report.
Business Responsibility Report:
Business Responsibility Report as per Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this Annual Report.
Corporate Governance:
The Company’s Report on Corporate Governance is attached, and forms part of this Report.
Certificate from the Statutory Auditors of the Company M/s. M Anandam & Co., Chartered Accountants confirming the compliance with the conditions of Corporate Governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is appended to this Report.
Transfer to Investor Education and Protection Fund (IEPF):
During financial year 2023-24 (on 11[th] May 2023) the Company has transferred unclaimed and unpaid dividend amount of Rs. 6,52,065/- pertaining to the Financial Year 2015-16 to the Investor Education and Protection Fund (IEPF).
The unclaimed/unpaid dividend, pertaining to the financial year 2016-17 shall be transferred to the Investor Education and Protection Fund (IEPF) on 10[th] September 2024, unless a claim by the respective member is lodged with the Company/RTA before that date.
The year wise details of unpaid and unclaimed amounts lying with the Company as on 31[st] March 2024 is available in the Company’s website https:// deccancements.com/shareholders-information.php. Shareholders are advised to check their unpaid and unclaimed dividend status and contact the Company for encashment of the same, if depicting unpaid.
Section 124(6) of the Companies Act, 2013 read with the Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules,
~~23~~
Annual Report 2023-24
DIRECTORS REPORT
2016 mandates companies to transfer shares in respect of which dividends remain unpaid / unclaimed for a continuous period of seven years to the IEPF. Adhering to the various requirements set out in the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, during financial year 2023-24, through Corporate Action on 18[th] May 2023, the Company has transferred 16,310 equity shares belongs to 27 shareholders to the IEPF Authority, in respect of which dividend had remained unpaid or unclaimed for seven consecutive years or more to the demat account of IEPF Authority held with NSDL. Details of shares so far transferred to the IEPF Authority are available on the website of the Company and the same can be accessed through the link: http://www. deccancements.com/shareholders-information.php.
The said details have also been uploaded on the website of the IEPF Authority and can be accessed through the link: www.iepf.gov.in.
Similarly, the shares in respect of which dividend are unpaid / unclaimed for a continues period of seven years, since the dividend declared for Financial Year 2016-17, will be due for transfer to IEPF on 10[th] September 2024.
The concerned members/investors are advised to visit the weblink http://www.deccancements.com/ shareholders-information.php or visit the weblink of the IEPF Authority https://www.iepf.gov.in/IEPF/ refund.html, or contact the Company’s RTA (KFin Technologies Ltd.), for detailed procedure to lodge the claim with the IEPF Authority.
Due dates for transfer to IEPF, of the unclaimed/unpaid dividends for the financial year 2016-17 and thereafter, are as under:
==> picture [438 x 198] intentionally omitted <==
----- Start of picture text -----
Unclaimed
Face % of Dividend per Due date of
Financial Date of and unpaid
Value per Dividend Share transfer to
Year Declaration Dividend as on
Share (Rs.) Declared (Rs.) IEPF
31.03.2024 (Rs.)
2016-17 11.08.2017 10.00 60 6.00 7,14,330 10.09.2024
2017-18 10.08.2018 5.00 60 3.00 4,52,832 13.09.2025
2018-19 07.08.2019 5.00 75 3.75 4,88,460 13.09.2026
2019-20 28.02.2020 5.00 80 4.00 5,90,976 07.03.2027
2020-21 14.09.2021 5.00 100 5.00 8,97,268 20.10.2028
2021-22 14.09.2022 5.00 100 5.00 5,02,309 20.10.2029
2022-23 22.09.2023 5.00 75 3.75 3,20,621 14.10.2030
----- End of picture text -----*
- Interim Dividend
~~24~~
Annual Report 2023-24
DIRECTORS REPORT
Directors and Key Managerial Personnel:
On 19[th] June 2023, Mr. M. B. Raju (DIN: 00016652), Executive Chairman and Promoter of the Company, passed away.
On 11[th] August 2023, the Board of Directors of the Company elected Ms. P. Parvathi (DIN: 00016597), Managing Director of the Company, as the Chairperson of the Board as well as of the Company.
On 4[th] March 2024, Mr. Gopalakrishnan Ramamurthi (DIN: 00296413) passed away.
On 31[st] March 2024, Mr. Jonnalagadda Narayana Murty (DIN: 00026474) and Mr. Umesh Shrivastava (DIN: 00229382) retired from the office of Independent Director of the Company after completion of their 2[nd] term of five Years as an Independent Director at Deccan Cements Limited.
Mr. Paturi Srinivasa Rao (DIN: 01220158) and Mr. Rabindra Srikantan (DIN: 00024584) are appointed to the office of Independent Directors of the Company for a consecutive period of 5 years with effect from 1[st] April 2024. Further, Mr. Srivari Chandrasekhar (DIN: 00481481) is appointed to the office of Independent Directors of the Company for a consecutive period of 5 years with effect from 28[th] May 2024.
Mr. Kanwar Pratap Singh (DIN: 02951522) resigned from the office of Independent Directors of the Company with effect from 11[th] July 2024.
Pursuant to Section 152 of the Companies Act, 2013 Ms. P. Parvathi (DIN: 00016597) is liable to retire by rotation at the forthcoming Annual General Meeting and being eligible has offered herself for re-appointment. The Board recommends her re-appointment.
Mr. S. Venkateswarlu (DIN: 08602254) was appointed as a Whole Time Director of the company for a period of 5 years with effect from 11[th] November 2019. On the recommendation of the Nomination and Remuneration Committee the Board recommends the shareholders to consider the re-appointment of Mr. S. Venkateswarlu as a Whole Time Director, for a further period of 5 years with effect from 11[th] November 2024.
Brief resume of Ms. P. Parvathi (DIN: 00016597), Director retiring by rotation and Mr. S. Venkateswarlu (DIN: 08602254), proposed to be re-appointed as Director and Whole Time Director, respectively including nature of their experience in specific functional areas, names of companies in which they holds directorship and membership of committees of the Board of other companies is appended to the Notice calling the 44[th] Annual General Meeting.
Familiarization program for Independent Directors:
The Company has adopted a familiarization programme prepared in the line of Regulation 25(7) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 for Independent Directors to familiarize them with the Company’s philosophy, vision, mission, strategies, operations and functions. The details of the familiarization programme are available on the Company’s website at www. deccancements.com.
Declaration by Independent Directors:
Your Company has received necessary declaration from each independent director under Section 149 of the Companies Act, 2013, confirming that he/she meets the criteria of independence laid down in Section 149 of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.
Statutory Auditor:
M/s. M. Anandam & Co., Chartered Accountants (FRN 000125S) were re-appointed as Statutory Auditor of the Company for a second term of 5 Consecutive years at the 42[nd] Annual General Meeting held on 14[th] September 2022 to hold office till the conclusion of 47[th] Annual General Meeting of the Company.
The Notes on the financial statements referred to in the Auditors’ Report are self-explanatory and do not call for any further comments. The Auditors’ Report does not contain any qualification, reservation or adverse remark.
~~25~~
Annual Report 2023-24
DIRECTORS REPORT
Cost Auditor:
M/s. Aruna Prasad & Co., Cost Accountants, Chennai, has been re-appointed by the Board of Directors as Cost Auditor of the Company for the Financial Year 2024-25. The remuneration of the cost auditor is required to be ratified by the members in accordance with the provisions of Section 148 of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014. Accordingly, the matter is being placed before the Members for ratification at the ensuing Annual General Meeting.
Secretarial Auditor:
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company engaged the services of M/s. V. Shankar & Co., Company Secretaries, Hyderabad to conduct the Secretarial Audit of the Company for the financial year ended 31[st] March 2024. The Secretarial Audit Report in Form MR-3 is annexed to this Report (Annexure I). There has been no qualification, reservation, adverse remarks or disclaimer in the Secretarial Audit Report, except some observations, the clarification of which is furnished hereunder:
-
Observations in para 2 and 3 are selfexplanatory.
-
Due to delay in receiving information from the Dividend payment banker there was a delay of one day in filing Form IEPF-7.
-
Due to change in the procedure of Corporate Action, there was a delay in approval of Corporate Action by the NSDL for the transfer of Shares to IEPF, in respect of which dividends were unclaimed and unpaid for seven consecutive years. Accordingly, there was delay in filing Form IEPF-4.
Annual Return:
The Annual Return for FY 2023-24 is available on the website of the Company and the same can be accessed through the link: http://www. deccancements.com/shareholders-information.php.
Board Meetings:
During the year, Five (5) meetings of the Board of Directors were convened and held. The details of the meetings of the Board are furnished in the Corporate Governance Report which forms part of this Report.
Directors’ Responsibility Statement:
Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013, relating to Directors’ Responsibility Statement, your Directors, confirm that:
-
a) in the preparation of the annual accounts for the year ended 31[st] March 2024, the applicable accounting standards had been followed and there are no material departure;
-
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 31[st] March 2024 and of the profit of the company for the year ended on that date;
-
c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
-
d) the directors had prepared the annual accounts for the year ended 31[st] March 2024 on a going concern basis;
-
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.
~~26~~
Annual Report 2023-24
DIRECTORS REPORT
CEO/CFO Certification:
The CEO and CFO certification on the Financial Statements for Year 2023-24 is provided elsewhere in this Annual Report.
Policy on Directors’ appointment and remuneration and other details:
The Company’s policy on directors’ appointment and remuneration and other matters has been disclosed in the Corporate Governance Report, which forms part of this Report.
Particulars of loans, guarantees or investments
under Section 186:
The Company has not granted any loans, secured or unsecured, which falls under the provisions of Section 186 of the Companies Act, 2013.
Particulars of Contracts or arrangement with related parties referred under Section 188(1):
The Company had not entered into any arrangement/ transaction with related parties which is material in nature and accordingly, the disclosure of Related Party Transactions in Form AOC-2 is not applicable.
Transactions entered by the Company with its related parties were on an arm’s length basis and suitable disclosures as required under Ind AS-24 have been made in Note No. 33 to the Financial Statements.
In compliance of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company has formulated a Related Party Transactions Policy and the same is available on the Company’s website - https://deccancements.com/corporate governance. php.
Energy Conservation, Technology Absorption
and Foreign Exchange:
Information required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 forming part of the Directors’ Report for the year ended 31[st] March 2024 are given in Annexure II .
Internal Control Systems and its Adequacy:
The details in respect of internal control and its adequacy are included in the Management Discussion & Analysis, which forms part of this report.
Risk Management:
Pursuant to Regulation 21 of the SEBI (LODR) Regulations, 2015 the Board of Directors have constituted the Risk Management Committee which has been entrusted with the responsibility to assist the Board in (a) Overseeing and approving the Company’s enterprise risk management framework; and (b) Overseeing that all the risks that the organization faces such as strategic, financial, credit, market, liquidity, security, property, Information Technology, legal, regulatory, reputational and other risks have been identified and assessed and there is an adequate risk management infrastructure in place capable of addressing those risks.
The Risk Management Policy is disclosed in the company’s website https://deccancements.com/ - corporate governance.php. The Risk Management Policy envisages identification of risk and procedures for assessment and mitigation thereof.
Corporate Social Responsibility (CSR):
Pursuant to Section 135 of Companies Act, 2013, your Company has constituted a Corporate Social Responsibility Committee. The composition of the Committee is provided in the Corporate Governance Report. Your Company has formulated a Corporate Social Responsibility Policy, which has been approved by the Board indicating the projects or programs to be undertaken by the Company, in line with Schedule VII of the Act. The same is available on the website of the Company www.deccancements.com.
A brief outline of the CSR policy of the Company and the Annual Report on CSR activities undertaken during the year 2023-24 in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed to this Report as Annexure III.
~~27~~
Annual Report 2023-24
DIRECTORS REPORT
Board Evaluation:
In compliance of the provisions of the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the annual performance evaluation of individual directors was carried out by the Board.
The detailed criteria in which the performance of the individual directors was carried out has been disclosed in the Corporate Governance Report.
The Performance evaluation of independent directors was done by the entire Board of Directors excluding the director being evaluated.
Particulars of Employees:
The information required pursuant to Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in Annexure IV .
During the financial year under review, none of the Company’s employees are in receipt of remuneration more than the limit prescribed under Section 197(12) read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Prevention of Sexual Harassment Policy:
The Company has formulated a policy on Prevention of Sexual Harassment at workplace for women in the line with the requirements of the ‘The Sexual Harassment of Women at Workplace (Prohibition, Prevention and Redressal) Act, 2013 and the Rules made thereunder.
During the financial year ended 31[st] March 2024, the Company has not received any Complaint pertaining to Sexual Harassment.
Others:
Your company’s affairs are being managed in a fair and transparent manner. There were no material changes and commitments affecting the financial position of the company between the end of the financial year and the date of this report. No application has been
made under the Insolvency and Bankruptcy Code, 2016 during FY 2023-24 and thereafter. For FY 202324 the Auditors of the Company did not report any frauds to the Audit Committee under sub-section (12) of section 143 of the Companies Act, 2013. There was no change in the nature of business of the Company during FY 2023-24 and thereafter. Maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, is required by the Company and accordingly such accounts and records are being made and maintained. No significant and material orders have been passed by the regulators or courts or tribunals impacting the going concern status and company’s operations in future.
Acknowledgement:
Your Directors place on record their sincere appreciation for significant contribution made by the employees through their dedication, hard work and commitment. The enthusiasm and unstinting efforts of the employees have enabled the Company to remain amongst the well performing units of the industry.
Your Directors take this opportunity to express their gratitude to Central and State Governments and their departments and the local authorities, the Banks, Dealers, Stockists and Customers for their continued guidance and support to the Company during the year under review.
Your Directors are also grateful to the shareholders for their confidence and faith reposed in the Company.
For and on behalf of the Board of Directors, Deccan Cements Limited
Sd/P. Parvathi Chairperson and Place: Hyderabad Managing Director Date: 9[th] August 2024 DIN : 00016597
~~28~~
Annual Report 2023-24
DIRECTORS REPORT
Annexure-I
Form No. MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31 , 2024
(Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014)
To
The Members,
Deccan Cements Limited
6-3-666/B, Deccan Chambers, Somajiguda, Hyderabad-500 082
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Deccan Cements Limited (hereinafter called the Company).
Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.
Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on March 31[st] , 2024 (herein after called as Audit Period) complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March 31, 2024 according to the provisions of:
-
i. The Companies Act, 2013 (the Act) and the rules made thereunder;
-
ii. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
-
iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
-
iv. Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of :
-
a) Foreign Direct Investment (Not Applicable during the Audit Period);
-
b) Overseas Direct Investment (Not Applicable during the Audit Period);
-
c) External Commercial Borrowings (Not Applicable during the Audit Period);
-
v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
-
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
-
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
~~29~~
Annual Report 2023-24
DIRECTORS REPORT
-
c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009; (not applicable during the Audit Period) ;
-
d. The Securities and Exchange Board of India (Share Based Benefits) Regulations, 2014; (not applicable during the Audit Period) ;
-
e. The Securities and Exchange Board of India (Issue and listing of Debt Securities) Regulations, 2008; (not applicable during the Audit Period) ;
-
f. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;
-
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 (not applicable during the Audit Period) and;
-
h. The Securities and Exchange Board of India (Buy back of Securities) Regulations, 1998 (not applicable during the Audit Period) ;
Observations:
-
During our audit we have observed that there was one day delay in filing IEPF 7. The due date of filing of form was 12.11.2023 however, the same was filed on 13.11.2023 vide SRN: F80254600.
-
Also, it was observed that though the company is regular in depositing undisputed statutory dues in respect of Provident Fund, there has been a slight delay in payment of Rs. 65,880 for members whose KYC is not updated in EPFO portal due to mismatch of name as per PAN, Aadhaar and bank Account, related to the period April 2023 - March 2024 and to be paid during May 2023 - April 2024. The amount was deposited on 15.05.2024.
-
The Stock Exchange (BSE Ltd.) had issued a query on 15.02.2023 for not furnishing the commencement and end time of the Board Meeting in the Outcome of Board Meeting held on 14.02.2023. Accordingly, on 15.02.2023 the Company had submitted a revised outcome stating the time of commencement and end of Board Meeting held on 14.02.2023. Subsequently, the Stock Exchange (BSE Ltd.) on 04.10.2023 issued an advisory to the Company vis a vis. Further, there was a delay of 2 minutes in reporting the outcome of the Board meeting held on 14.02.2023. In this connection, the Stock Exchange (BSE Ltd.) had sought clarification and explanation from the Company, to which the Company had provided their clarification and explanation for the delay. On the Annual Secretarial Compliance Report (ASCR) the Stock Exchange (BSE Ltd.) had raised a query on 14.09.2023 asking the Company to provide clarification and supporting documents on non-applicability of the SEBI (SAST) Regulations, 2011 to the Company during FY 2022-23. The Company had submitted necessary clarifications on the same vide their letter dated 19.09.2023.
-
There was a delay in filing Form IEPF- 4 as the date of corporate action was 18.05.2023 but the date of filing was 10.07.2023 vide SRN: F62386396.
- However, the delay was due to the late approval received from NSDL on 20.06.2023. Hence, the company has made the Compliance good by filing the form within 30 days from the date of confirmation by NSDL.
-
vi. We further report that having regard to the compliance system prevailing in the Company and on examination of the relevant documents and records in pursuance thereof, on test- check basis, the Company has complied with the following laws applicable specifically to the Company:
~~30~~
Annual Report 2023-24
DIRECTORS REPORT
-
a. Cement (Quality Control) Order, 2003
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b. Cement Cess Rules, 1993
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c. The Electricity Act, 2003
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d. The Mines Act, 1952
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e. Mines and Minerals (Development & Regulation) Act, 1957
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f. The Forest Conservation Act, 1980
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g. Legal Metrology Act, 2009
We have also examined compliance with the applicable clauses of the following:
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(i) Secretarial Standards issued by The Institute of Company Secretaries of India.
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(ii) The Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
We further report that -
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(i) The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act:
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(ii) Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.
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(iii) All decisions at Board Meetings and Committee Meetings were carried out unanimously as recorded in the minutes of the meetings of the Board of Directors or Committees of the Board, as the case may be.
We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
For V Shankar & Co Company Secretaries Sd/Shankar Viswanathan Sole Proprietor FCS. NO. : 7638 Place : Hyderabad C. P. No. : 8446 Date : 08.08.2024 UDIN : F007638F000929735
This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this report
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Annual Report 2023-24
DIRECTORS REPORT
Annexure A
To,
The Members,
Deccan Cements Limited 6-3-666/B, Deccan Chambers, Somajiguda, Hyderabad-500 082
Our report of even date is to be read along with this letter.
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Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.
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We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
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We have not verified the correctness and appropriateness of financial records and Books of Accounts of the company.
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Where ever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
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The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.
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The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the company.
For V Shankar & Co Company Secretaries
Place : Hyderabad Date : 08.08.2024
Sd/Shankar Viswanathan Sole Proprietor FCS. NO. : 7638 C. P. No. : 8446 UDIN : F007638F000929735
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Annual Report 2023-24
DIRECTORS REPORT
Annexure II
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
A. Conservation of Energy:
(i) The steps taken or impact on conservation of energy:
Measures are taken to reduce energy consumption by using energy-efficient equipment. The Company regularly reviews power consumption patterns across all locations and implement requisite improvements/changes in the process in order to optimize energy/ power consumption and thereby achieve cost savings.
(ii) The steps taken by the Company for utilizing alternate sources of energy:
The Company has two non-conventional power plants, one is 2.025 MW capacity Wind Power Project and the other unit is a 3.75 MW Mini Hydel Project. Further, the company has installed 7.00 MW Waste Heat Recovery power plant to generate energy from waste heat generated from the cement kiln.
(iii) Capital investment on energy conservation equipment during the year: Rs.15.31 Lakhs
Disclosure of Particulars with Respect to Conservation of Energy:
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----- Start of picture text -----
Current Year Previous Year
Sl Particulars
2023-24 2022-23
I) Power and Fuel Consumption
1 Electricity
a Purchased
Unit: (KWH - Lakh) 69.49 106.28
Total Amount (Rs.in Lakh) 963.68 1,241.35
Average rate per unit (Rs.) 13.87 11.68
b Own Generation
i Through diesel generator
Units Generated (KWH - Lakh) 0.037 0.004
Total Amount (Rs.in Lakh) 0.67 0.49
Rate per unit (Rs.) 18.22 121.71
Units per Liter of Diesel Oil (Rs.) 5.02 0.80
ii Thermal Generation (CPP)
Units Generated (KWH - Lakh) 1,081.88 998.27
Total Amount (Rs.in Lakh) 7,339.62 6,007.96
Rate per unit (Rs.) 6.78 6.02
iii Waste Heat Recovery (WHR) power plant
Units Generated (KWH - Lakh) 415.31 409.69
Total Amount (Rs.in Lakh) 380.26 427.10
Rate per unit (Rs.) 0.92 1.04
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----- Start of picture text -----
Current Year Previous Year
Sl Particulars
2023-24 2022-23
2 Coal: Used as fuel in kiln
Quantity (Million K Cal) 10,33,968 10,25,912
Total Cost (Rs.in Lakh) 20,464.58 20,893.84
Average Rate (Rs./ Million K Cal) 1,979.23 2,036.61
II) Power and Fuel consumption per unit of production
Electricity (KWH / Tonne of Cement) 71.44 73.78
Coal % 17.77 18.30
----- End of picture text -----
B. Technology Absorption:
| (i) | Eforts made towards technology absorption |
There was no technology absorption during FY 2023-24 |
|---|---|---|
| (ii) | Benefts derived like product improvement, cost reduction, product development or import substitution; |
- |
| (iii) | In case of imported technology (imported during the last three years reckoned from the beginning of the fnancial year) |
There was no import of technology during last three fnancial years |
(a) Details of technology imported; |
||
(b) Year of import; |
||
(c) Whether the technology been fully absorbed; |
||
(d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and |
||
| (iv) | Expenditure incurred on Research and Development | Nil |
C. Foreign Exchange Earnings and Outgo:
- a) Activities relating to exports; initiatives taken to increase exports; development of new export markets or products and services and export plans:
The Company presently has no export business on hand.
- b) Total foreign exchange used and earned: (Rs. in Lakhs)
| Particulars | Current Year 2023-24 | Previous Year 2022-23 |
|---|---|---|
| Used | 135.81 | 1,357.42 |
| Earned | NIL | NIL |
For and on behalf of the Board of Directors, Deccan Cements Limited
Place: Hyderabad Date: 9[th] August 2024
Sd/P. Parvathi Chairperson and Managing Director DIN : 00016597
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Annual Report 2023-24
DIRECTORS REPORT
Annexure III
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY ACTIVITIES
1. A brief outline of the Company’s CSR policy:
The CSR Committee has formulated a CSR Policy indicating the areas in which activities are to be undertaken. As per the Policy, the Company during the year has undertaken the CSR activities in areas of promoting education, making availability of safe drinking water, preventive health care and rural development projects which have benefited the community at large. These projects are in accordance with Schedule VII of the Companies Act, 2013.
2. The composition of the CSR Committee:
In compliance with the requirements of Section 135 of the Companies Act, 2013 your company has constituted a Corporate Social Responsibility (“CSR”) Committee with the following directors:
| Sl. No. |
Name of Director |
Designation / Nature of Directorship |
Number of meetings of CSR Committee held during the year |
Number of meetings of CSR Committee attended during the year |
|---|---|---|---|---|
| 1 | Mr. K. P. Singh | Chairman / Independent Director | 1 | 1 |
| 2 | Mrs. Mahpara Ali | Member / Independent Director | 1 | 1 |
| 3 | Ms. P. Parvathi | Member / Chairperson and Managing Director |
1 |
1 |
3. The web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company are as under:
| Composition of CSR committee | https://deccancements.com/Disclosure-under-Regulation-46(2)- of-the-SEBI(LODR)-Regulations.php |
|---|---|
| CSR Policy | https://deccancements.com/pdf/CSR-Policy.pdf |
| CSR projects approved by the board | https://deccancements.com/shareholders-information.php |
4. Details of Impact assessment of CSR projects carried out in pursuance of sub-rule(3) of rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, if applicable (attach the report): Not Applicable
5. Details of the amount available for set-off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and amount required for set-off for the financial year, if any:
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Annual Report 2023-24
DIRECTORS REPORT
All amounts in Rs. Lakhs, unless otherwise stated
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----- Start of picture text -----
Sl. Financial Amount available for set-off from Amount required to be set-off for the
No. Year preceding financial years financial year, if any
----- End of picture text -----
| Sl. No. |
Financial Year |
Amount available for set-of from preceding fnancial years |
Amount required to be set-of for the fnancial year, if any |
Amount required to be set-of for the fnancial year, if any |
|
|---|---|---|---|---|---|
| 6. 7. |
1 | 2022-23 | 27.93 | 27.93 | |
| 2 | 2021-22 | Nil | Nil | ||
| 3 | 2020-21 | Nil | Nil | ||
| Total | 27.93 | 27.93 | |||
| Average netproft of the companyasper section 135(5) | 113.39 | ||||
| (a) | Twopercent of average netproft of the companyasper section 135(5) | 226.80 | |||
| (b) | Surplus arising out of the CSR projects or programs or activities of the previous fnancialyears. |
- |
|||
| (c) | Amount required to be set-of for the fnancialyear,if any |
27.93 | |||
| (d) | Total CSR obligation for the fnancialyear(7a+7b-7c) |
198.87 |
8. (a) CSR amount spent or unspent for the financial year:
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Amount Unspent
Total Amount Amount transferred to any fund specified
Total Amount transferred to Unspent
Spent for the under Schedule VII as per second proviso
CSR Account as per section 135(6)
Financial Year to section 135(5)
(in Rs.) Name of the
Amount Date of transfer Amount Date of transfer
Fund
212.21 - - - - -
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- (b) Details of CSR amount spent against ongoing projects for the financial year:
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----- Start of picture text -----
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)
- - - - - - - - - - - - -
Location of the project s.) s.) Mode of Implemen- tation- Through Imple- menting Agency
R R
Sl. No project (in (in
VII to the Act
Project duration Direct (Yes/No)
Name of the Project Item from the list of activities in Schedule Local area (Yes/No) State District Amount spent in the current financial Year Amount transferred to Unspent CSR Account for the project as per Section 135(6) (in Rs.) Name CSR Regd. No.
Amount allocated for the Mode of Implementation-
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DIRECTORS REPORT
(c) Details of CSR amount spent against other than ongoing projects for the financial year:
| (1) | (2) | (3) | (4) | (5) | (5) | (6) | (7) | (8) | (8) |
|---|---|---|---|---|---|---|---|---|---|
| Sl. No. | Name of the Project |
m the list of ac- schedule-VII to the Act |
area (Yes/ No) | Location of the project. |
pent for the project | implementation ect (Yes/ No) |
Mode of im- plementation- Through imple- menting agency |
||
| Item fro tivities in |
Local | State | District | Amount s | Mode of -Dir |
Name | CSR Regd. No. |
||
| 1 2 3 4 5 |
Promoting Sanitation |
(i) | Yes | Telangana | Suryapet | 8.33 | Yes | - | - |
| Making available Safe Drinking Water |
(i) | Yes | Telangana | Suryapet | 1.37 | Yes | - | - | |
| Promoting Health Care including Pre- ventive Health Care |
(i) | Yes | Telangana | Suryapet | 0.25 | Yes | - | - | |
| Promoting Edu- cation-DCL High School |
(ii) | Yes | Telangana | Suryapet | 127.07 | Yes | - | - | |
| Promoting Edu- cation-Repair of Anganwadi Center |
(ii) | Yes | Telangana | Suryapet | 5.27 | Yes | - | - | |
| 6 | Promoting Educa- tion-Education for Tribal Students |
(ii) | Yes | Telangana | Suryapet | 1.58 | Yes | - | - |
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| (1) | (2) | (3) | (4) | (5) | (5) | (6) | (7) | (8) | (8) |
|---|---|---|---|---|---|---|---|---|---|
| Sl. No. | Name of the Project |
Item from the list of ac- tivities in schedule-VII to the Act |
Local area (Yes/ No) | Location of the project. |
Amount spent for the project | Mode of implementation -Direct (Yes/ No) |
Mode of im- plementation- Through imple- menting agency |
||
| State | District | Name | CSR Regd. No. |
||||||
| 7 8 9 |
Livelihood Enhance- ment Projects |
(ii) | Yes | Telangana | Suryapet | 0.63 | Yes | - | - |
| Ensuring Enviro- mental Sustain- ability, Ecological Balance |
(iv) | Yes | Telangana | Suryapet | 1.20 | Yes | - | - | |
| Rural Development Projects |
(x) | Yes | Telangana | Suryapet | 65.86 | Yes | - | - | |
| Total | 212.21 |
(d) Amount spent in Administrative Overheads:
(e) Amount spent on Impact Assessment, if applicable:
Nil Nil
(f) Total amount spent for the Financial Year (8b+8c+8d+8e): 212.21
(g) Excess amount for set off, if any:
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Sl. No. Particular Amount (in Rs.)
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| Sl. No. | Particular | Amount (in Rs.) |
|---|---|---|
| (i) | CSR Obligation of the company as per section 135(5) | 198.87 |
| (ii) | Total amount spent for the Financial Year | 212.21 |
| (iii) | Excess amount spent for the fnancial year [(ii)-(i)] | 13.34 |
| (iv) | Surplus arising out of the CSR projects or programs or activities of the previous fnancial years, if any |
- |
| (v) | Amount available for set-of in succeeding fnancial years [(iii)-(iv)] | 13.34 |
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DIRECTORS REPORT
9. (a) Details of Unspent CSR amount for the preceding three financial years:
| Sl. |
Preceding Financial |
Amount transferred to Unspent CSR Account |
Amount spent in the reporting |
Amount transferred to any fund specifed under Schedule VII as per section 135(6), if any |
Amount transferred to any fund specifed under Schedule VII as per section 135(6), if any |
Amount transferred to any fund specifed under Schedule VII as per section 135(6), if any |
Amount remaining to be spent in succeeding Financial years (in Rs.) |
|---|---|---|---|---|---|---|---|
| No. | Year | under section 135(6) (in Rs.) |
Financial Year (in Rs.) |
Name of the Fund |
Amount (in Rs) |
Date of transfer |
|
| 1 | 2022-23 | - | - | - | - | - | - |
| 2 | 2021-22 | - | - | - | - | - | - |
| 3 | 2020-21 | - | - | - | - | - | - |
| Total |
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s):
| (1) | (2) | (3) | (4) | (5) | (6) | (7) | (8) | (9) |
|---|---|---|---|---|---|---|---|---|
| Sl. No. |
Project ID |
Name of the Project |
Financial Year in which the project was commenced |
Project duration |
Total amount allo- cated for the project (in Rs.) |
Amount spent on the proj- ect in the reporting Financial Year (in Rs) |
Cumulative amount spent at the end of reporting Financial Year (in Rs.) |
Status of the proj- ect - Completed / Ongoing |
| 1 | - | - | - | - | - | - | - | - |
| 2 | - | - | - | - | - | - | - | - |
| 3 | - | - | - | - | - | - | - | - |
| Total | - | - | - | - | - | - | - |
10. Details relating to the capital asset created or acquired through CSR spent in the financial year: (asset-wise details): Not Applicable
-
(a) Date of creation or acquisition of the capital asset(s):
-
(b) Amount of CSR spent for creation or acquisition of capital asset:
-
(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc.
-
(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset(s).
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Annual Report 2023-24
DIRECTORS REPORT
11. Specify the reason(s) why the company has failed to spend two per cent of the average net profit as per section 135(5): Not Applicable
Sd/-
P. Parvathi Chairperson and Managing Director DIN: 00016597 Place: Hyderabad Date: 28.05.2024
Sd/K. P. Singh Chairman CSR Committee DIN: 02951522 Place: New Delhi Date: 28.05.2024
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Annual Report 2023-24
DIRECTORS REPORT
Annexure IV
REMUNERATION DETAILS PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
- i) The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year:
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Ratio of remuneration to
Name of Directors Designation
Median Remuneration
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| Name of Directors | Designation | Ratio of remuneration to Median Remuneration |
|---|---|---|
| Mr. M B Raju* | Executive Chairman | 26.02 |
| Mr. U Shrivastava | Independent Director | 1.40 |
| Mr. J Narayanamurty | Independent Director | 1.21 |
| Mr. K P Singh | Independent Director | 1.31 |
| Mrs. Mahpara Ali | Independent Director | 1.08 |
| Mr. R Gopalakrishnan | Non-Executive Director | 1.02 |
| Ms. P Parvathi | Chairperson and Managing Director** |
49.48 |
| Mr. S Venkateswarlu | Director(Works) | 8.82 |
- Mr. M.B.Raju passed away on 19[th] June 2023.
** Ms. P. Parvathi appointed as Chairperson and Managing Director on 11[th] August 2023.
The percentage in increase in remuneration of each director, chief financial officer, Company Secretary, if any, in the financial year:
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----- Start of picture text -----
% increase / (decrease) in
Name of Directors / KMP Designation
Remuneration
----- End of picture text -----
| Name of Directors / KMP | Designation | % increase / (decrease) in Remuneration |
|---|---|---|
| Mr. M B Raju* | Executive Chairman | (121.05) |
| Mr. U Shrivastava | Independent Director | N.A. |
| Dr. S A Dave | Independent Director | N.A. |
| Mr. J Narayanamurty | Independent Director | N.A. |
| Mr. K P Singh | Independent Director | N.A. |
| Mr. R Gopalakrishnan | Non-Executive Director | N.A. |
| Ms. P Parvathi | Chairperson and Managing Director** |
(11.63) |
| Mr. S Venkateswarlu | Director(Works) | 5.16 |
| Mrs. Mahpara Ali | Independent Director | N.A |
| Mr. D. Raghava Chary | Chief Financial Ofcer | 14.82 |
| Mr. Bikram Keshari Prusty | CompanySecretary | 14.37 |
-
Mr. M.B.Raju passed away on 19[th] June 2023.
-
** Ms. P. Parvathi appointed as Chairperson and Managing Director on 11[th] August 2023.
Note: The Independent Directors and Non-Executive Directors of the Company are entitled only for sitting fee and commission as per the statutory provisions and within the limits approved by the shareholders.
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Annual Report 2023-24
DIRECTORS REPORT
-
ii) The percentage increase in the median remuneration of Employees for the financial year: 6.47%
-
iii) There were 396 permanent employees as on 31st March 2024.
-
iv) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration:
The average increase in the remuneration of employees excluding KMPs during FY 2023-24 was 8.17% and the average decrease in the remuneration of KMPs during FY 2023-24 was 5.26% (due to decrease in profit in FY 2023-24, the Commission payable to Executive Chairman and Chairperson and Managing Director was less in comparison to the previous financial year).
-
v) The remuneration of Directors was as per the Remuneration Policy of the Company.
-
vi) Details of Top 10 Employees:
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No. of
Remune- Date of
ration Qualifica- Commen- Shares
Sl. tion & Last Employ- held in
Designa- (Annual) cement of
No. Name Experi- Age ment Details the
tion Rs. in Employ-
ence Com-
Lakhs ment
pany
----- End of picture text -----
| Sl. No. |
Name | Designa- tion |
Remune- ration (Annual) Rs. in Lakhs |
Qualifca- tion & Experi- ence |
Date of Commen- cement of Employ- ment |
Age | Last Employ- ment Details |
No. of Shares held in the Com- pany |
|---|---|---|---|---|---|---|---|---|
| 1 | N. Srinivasa Raju |
Vice President (Works) |
40.26 | B. Tech (Mech) & 31 Years |
07-11-2019 | 55 | Sr.GM (O&M) My Home Ind. Pvt. Ltd |
|
| 2 | D. Raghava Chary |
Vice President (Finance) & CFO |
32.71 | ACA & 36 Years |
15-04-2019 | 61 | GM-(Finance & Admin)- Raycom Eng Systems Lim- ited(Dubai) |
2 |
| 3 | C Ramesh Reddy |
Sr. Vice President (Market- ing) |
32.37 | B. com, MBA, LLB & 29 Years |
10-10-2008 | 53 | Dy. Manager (Sales) - Ultra Tech Cement Ltd. |
|
| 4 | G. Venkata Subbaiah |
Sr. General Manager (Projects & Opera- tions) |
30.54 | Diploma in Mech. Engg.& 34 Years |
02-08-2018 | 62 | GM (Pyro Sec- tion & Op- erations) – Ultra Tech Cement Limited |
|
| 5 | B. Jagan Mohan Rao |
General Manager (Projects) |
27.63 | BE (Mech.) & MBA, 30 Years |
20-01-2022 | 54 | DGM, Unit Head- ACB India Limited |
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----- Start of picture text -----
No. of
Remune- Date of
ration Qualifica- Commen- Shares
Sl. tion & Last Employ- held in
Designa- (Annual) cement of
No. Name Experi- Age ment Details the
tion Rs. in Employ-
ence Com-
Lakhs ment
pany
----- End of picture text -----
| Sl. No. |
Name | Designa- tion |
Remune- ration (Annual) Rs. in Lakhs |
Qualifca- tion & Experi- ence |
Date of Commen- cement of Employ- ment |
Age | Last Employ- ment Details |
No. of Shares held in the Com- pany |
|---|---|---|---|---|---|---|---|---|
| 6 | Bikram Kes- hari Prusty |
General Manager (Legal) & Company Secretary |
27.22 | M.Com, LLB. & 17 Years |
08-07-2019 | 51 | Company Secretary – Nile Limited |
1 |
| 7 | S. Naga- malleswara Rao |
Chief General Manager (P&A) |
26.35 | LLB, MA & 34 Years |
17-07-2015 | 59 | Sr. Manager (HR) – Anjani Port- land Cement Ltd. |
|
| 8 | P. Anirudh Raju |
General Manager (Corporate Services & Projects) |
24.25 |
BE (Mech.), M.Sc. (Material Science) & 6 Years |
01-01-2018 | 33 | - | 23,406 |
| 9 | P. Srinivasa Rao |
General Manager (Mech) |
24.17 | B. Tech (Mech. Eng.) & 28 Years |
06-01-2011 | 56 | Dy. Manager (Mechanical) - India Cements Limited |
|
| 10 | D. Kalyan Chakravar- thy |
General Manager (Mines) |
21.67 | M. Tech, MBA & 30 Years |
08-02-2012 | 57 | Senior Manager (Mines) -Lalitha Cements Lim- ited |
Note:
-
All the above employees are under regular employment contract.
-
None of the above employees is relative of any director of the company, except Mr. P. Anirudh Raju, who is the son of Ms. P. Parvathi, Chairperson and Managing Director of the company.
Place: Hyderabad Date: 9[th] August 2024
For and on behalf of the Board of Directors, Deccan Cements Limited Sd/P. Parvathi Chairperson and Managing Director DIN : 00016597
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Annual Report 2023-24
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
During the year under review, the company has shown an increase off take as well as revenue when compared with previous financial year. Due to increase in the power and fuel costs and certain exceptional matter, the net profit is lower.
We summaries below the Management’s view on the Performance of the Company for the financial year 2024-25 and on the future outlook for the Company:
Indian Economy:
India’s economic activity is gaining momentum amid continuing global uncertainties. The International Monetary Fund (IMF) raised its projection of growth in India’s gross domestic product (GDP) for 202425 by 20 basis points to 7 per cent amid a boost in private consumption, especially in rural areas. With this, India continues to maintain its position as the fastest-growing economy among emerging markets and developing economies. For the year 2025, the IMF projected India’s growth rate at 6.5 per cent. It attributed robustness and strength in domestic demand and a rising working-age population behind its growth projections. The Indian economy exhibits robust fundamental policies by Reserve Bank of India (RBI), which plays a key role in maintaining stability through its adept monetary policy framework. By carefully managing interest rates and liquidity, the RBI aims to control inflation while fostering sustainable economic growth. It ensures a resilient financial sector, contributing to overall economic stability. The resilience of Indian economy has navigated the stock market to all time high. The record spiked stock market reflects investor confidence in India’s long-term growth prospects, driven by reforms, demographic dividends, and technological advancements. Higher economic growth typically correlates with increased job creation and improved social security measures. When a country’s GDP grows faster, businesses tend to expand and invest more.
Industry Structure and Developments:
The demand of Cement during FY 2023-24 was good. However, due to high power and fuel cost, the profit margin was adversely impacted during FY 2023-24 in comparison to previous years.
On 23[rd] July 2024 the Finance Minister in her Budget Speech announced various infrastructure development programs of the Indian Government for FY 2024-25, some of those are:
-
Affordable housing budget outlay rose 56% to Rs 84,700 crore.
-
The government to formulate transit-oriented development plans for 14 large cities with a population above 3 million.
-
30 million additional houses under the PM Awas Yojana (Urban).
-
The government to meet housing needs of 10 million urban families through an investment of Rs 10 lakh crore.
-
Promotion of water supply, sewage treatment and solid-waste management projects and services for 100 large cities.
-
Provision of Rs. 1.5 - lakh - crore long - term interest - free loans to support infra investments by various states.
The central government maintained its focus on infrastructure investment and affordable housing in the Union Budget 2024–25. There were major announcements with respect to housing schemes and a 16% rise in infrastructure allocation to Rs.14.80 lakh crore. The continued momentum in infrastructure spending stands to benefit cement demand. The overall infrastructure development in the country creates demand for all cement players. This will boost the demand for cement in the coming quarters.
Opportunities:
In budget 2024-25, the Central Government proposed to allocate Rs.15,000 Crores in FY 2024-25 and additional amounts in future years to Andhra Pradesh to fulfil the commitments in the Andhra Pradesh Reorganization Act, 2014. Further, the Central Government also committed to finance for the early completion of the Polavaram Irrigation Project, which is the lifeline for Andhra Pradesh and its farmers. For promoting industrial development in Andhra Pradesh, the Central Government has proposed to allocate
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funds for the essential infrastructure such as water, power, railways and roads in Kopparthy node on the Vishakhapatnam-Chennai Industrial Corridor and Orvakal node on Hyderabad-Bengaluru Industrial Corridor. An additional allocation will be provided during FY 2024-25 towards capital investment for economic growth in the reason. The focus on Andhra Pradesh will definitely benefit the cement players with a presence in the south regions.
Threats:
-
Excess production facilities in a region may lead to tougher competition.
-
The cement industry greatly relies on construction activities. Therefore, any problem in construction activities will affect the cement industry to a large extent.
-
Scarcity in supply of raw material, such as limestone, coal.
-
Increase of power and fuel cost.
-
Increase in steel and other building material cost will have impact on cement consumption.
However, at present the demand of cement is encouraging and expected to continue in future.
Segment–wise or product-wise performance:
The Company operates in a single product segment and the product is a generic one with small variations in the form of OPC, PPC, SRC etc., and it does not require much elaboration on segment wise / product wise performance.
Outlook:
Considering the overall situation and the developments taking place in Industry, the outlook for the future is expected to be stable. The management is working on the execution of the expansion project for increasing cement production capacity by 2.2 Million Tonnes. The expansion project is under progress.
During FY 2021-22, your Company had participated in the auction process for the purpose of grant of Limestone Mining Lease in Rata Mandha-1A (RM-1A) Block, Shri Mohangarh Tehsil, Jaisalmer
District, Rajasthan. However, the auction process shall remain subject to the decision of the Hon’ble High Court of Rajasthan in SB Civil WP No.16345/2018. Though, the Company was declared as the preferred bidder in December 2021, the Letter of Intent (LOI) was issued in March 2023. Your company is in the process of obtaining the statutory approvals required for the mining operations.
Risks and Concerns:
The company can be said to have the following risks and concerns which are commonly applicable to any cement unit.
-
Lower demand growth leading to Lower Capacity utilization;
-
Drop in realizations which may impact the margins;
-
Regular increases in cost of inputs leading to impact on margins;
-
Probable Uncertainties in Coal supplies and increase in the prices;
-
Upward revisions in international crude prices leading to Increase in transportation cost, for both input materials and finished goods;
-
Adverse Changes in Government Policies impact the costs, demand and supply;
Internal Control Systems and their Adequacy:
The internal control system in place in the Company has a process designed to take care of various controls and audit requirements. It aims at effectiveness in the operations and protection of the company’s assets from any possible loss and unauthorised use. It also helps proper and correct data being recorded, ensuring transparency. The design of the processes is such that there is an adequate, appropriate and need based control on the activities / business operations of the Company.
The Internal Control system is backed by an established and adequate Internal Audit System which is carried out by an independent firm of Chartered Accountants of repute and experience. The internal auditors review periodically to ensure robust control systems for effective control. The internal
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auditors submit their reports to the Audit Committee of the Board of Directors for their review. The Internal Control system ensures that the Internal Audit Scope is adequate and their reviews are well directed to achieve the desired objectives. The Audit Committee also reviews the adequacy and effectiveness of internal control systems and suggests improvements from time to time.
The compliance of the legal and statutory requirements is given utmost importance to ensure efficiency in operations / reporting and controls. All parameters in all operations / activities are monitored regularly to ensure desired results.
Financial and Operational Performance:
During the year under review, the Company’s operational performance was satisfactory. During FY 2023-24 the Company has sold 19.17 Lakh MT’s of cement, as against 17.92 Lakh MT’s during FY 202223, which is about 6.98% higher in FY 2023-24.
Your Company was able to sell 1,90,314 MTs of cement during the month of March 2024, which was the highest sales in a month, in the history of Deccan Cements.
The revenue from Cement sales in FY 2023-24 stands at Rs.79,651.59 Lakhs, as against Rs.77,270.51 Lakhs in FY 2022-23, which is about 3.08% higher in FY 2023-24. During FY 2023-24 the Company has achieved turnover of Rs.79,942.50 Lakhs from operations which is 2% higher than previous year (FY 2022-23: Rs. 78154.48 Lakhs).
The scenario of demand for the product and the price fluctuations can be gauged from the fact that the volume of cement sale was increased by 6.98%, whereas, the revenue was increased by 3.08% during the year.
Details of the Company’s Performance on the basis of sale of products are given in the Note No.19 to the Financial Statements forming part of this Annual Report.
Major expenses increased during the year were; (i) power and fuel increased by 8.82% (Rs.2,465.23 Lakhs) and (ii) Raw material consumption increased by 4.86% (Rs.420.74 Lakhs) due to continuous increase in rates/price.
Inspite of increase in the Volume of sales by 6.98%, the revenue from operations increased by 2.29% (Rs.1788.02 Lakhs). Further, due to increase in input cost the EBIDTA margin increased by 3.13%, and Profit before exceptional item and tax was increase of 4.79% (Rs.319.12 Lakhs) [FY 2023-24: Rs.6,980.20 Lakhs V/s. FY 2022-23: Rs.6,661.08 Lakhs].
Exceptional Item: On 25[th] April 2024 the Hon’ble High Court for the State of Telangana passed a common order dismissing a batch of writ petitions filed by various Companies, including the Writ Petition No.26340 of 2010 filed by the Company, challenging the G.O.Ms.No.35, Dated 6[th] February 2010 of Environment, Forests, Science & Technology (For.I) Department, of Government of Andhra Pradesh, for amending the Rule 5 (5) of the Andhra Pradesh Forest Produce Transit Rules, 1970 in connection with supply of Form-I permits for Major Mineral/ Minor Mineral/Granite by enhancing the permit fee from Rs.500/- per 100 permits to Rs.10/- per Ton/ Cmt. As per the interim directions of the Hon’ble High Court on 26[th] October 2010 in Writ Petition No.26340 of 2010, the Company was depositing 1/3[rd] of the amount specified in the amended provision. After the dismissal of the Writ Petitions, the District Forest Office issued demands for the balance 2/3[rd] of the amount specified in the amended provision, for a total amount of Rs.1,632.75 Lakhs, pertaining to ML-2 and ML-3, for the period from 6[th] February 2010 to 31[st] March 2024. On 25[th] June 2024 the Company has paid the entire the balance 2/3[rd] of the amount to the Forest Department.
The Profit after Tax for the year stood at Rs.3,726.27 Lakhs compared to Rs.4,929.52 Lakhs for the previous year (a decrease of about 24.40%).
As per the requirement, the company is required to comment upon the changes in the specified ratios beyond a threshold limit (i.e. change of 25% or more as compared to the immediately previous financial year) along-with a detailed explanation thereof.
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The details of ratios and the variance are as given below:
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Particulars (Ratio) 2023-24 2022-23 Variance
Debtors Turnover Ratio 19.43 30.18 (35.62%)
Inventory Turnover Ratio 7.46 8.09 (7.79%)
Interest Coverage Ratio 6.64 6.34 4.73%
Current Ratio 1.46 1.58 (7.59%)
Debt Equity ratio 0.68 0.36 88.89%
Operating profit Margin ratio (%) 10.28% 10.12% 1.59%
Net profit margin ratio (%) 4.66% 6.31% (26.10%)
Return on Equity / Net worth 0.05 0.07 (28.57%)
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Decrease in Debtors Turnover Ratio: Due to increase in debtors, as the collection at the end of the year was decreased.
Increase in Debt Equity Ratio: Due to increase in the borrowings for the expansion projects.
Decrease in Net Profit Margin Ratio, and Return on Equity: This is due to exceptional item with respect to payment of differential amount for the forest transit fees.
Human Resources & Industrial Relations:
The Company believes that the people are its assets and continues its focused attention on nurturing and developing its human resources through continuous training, motivation and engagement initiatives. The relationship with employees continues to be cordial and harmonious and always provides a positive and conducive environment to improve efficiency. Emphasis on competency improvement through skill and capability development, training programs and rationalization of work methods, has improved employees productivity and morale. The Company’s Health and Safety Policy aims at providing a healthy and safe working environment for the employees. As on 31[st] March 2024, the Company has 396 employees who are engaged in its various units and corporate office.
Cautionary Statement:
Statements in the “Management Discussion & Analysis Report” which seek to describe the Company’s objective, projections, estimates, expectations or predictions may be considered to be “forward looking statements” within the meaning of applicable securities laws or regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Company’s operations include demandsupply conditions, increase in installed capacities prices of input materials, cyclical demand, pricing in the Company’s markets, changes in Government regulations, tax regimes etc., besides other factors such as litigation and labour related issues.
For and on behalf of the Board of Directors, Deccan Cements Limited
Sd/P. Parvathi Chairperson and Place: Hyderabad Managing Director Date: 9[th] August 2024 DIN : 00016597
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[See Regulation 34(2)(f)]
SECTION-A: GENERAL INFORMATION ABOUT THE COMPANY:
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S.
Particulars Company Information
No.
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| S. No. |
Particulars | Company Information |
|---|---|---|
| 1 | Corporate Identity Number (CIN) of the Company | L26942TG1979PLC002500 |
| 2 | Name of the Company | Deccan Cements Limited |
| 3 | Registered address | 6-3-666/B, Deccan Chambers, Somajiguda, Hyderabad, Telangana-500082 |
| 4 | Website | www. deccancements.com |
| 5 | E-mail id | [email protected] |
| 6 | Financial Year reported | 01.04.2023- 31.03.2024 |
| 7 | Sector(s) that the Company is engaged in (industrial activity code-wise) |
1. Manufacture of clinkers and cement (23941 and 23942) 2. Generation of Electricity (35101, 35102 and 35106) |
| 8 | List three key products/ services that the Company manufactures/ provides (as in balance sheet): |
1. Ordinary Portland Cement (OPC). 2. Portland Pozollana Cement (PPC). 3. Sulphate Resistance Portland Cement (SRC). |
| 9 | Total number of locations where business activity is undertaken by the Company |
|
| (a) | Number of International Locations (Provide details of major 5) |
Nil |
| (b) | Number of National Locations | 5 States (Andhra Pradesh, Telangana, Tamilnadu, Karnataka and Odisha) |
| 10 | Markets served by the Company –Local/State/National/ International |
Local, State and National |
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SECTION-B: FINANCIAL DETAILS OF THE COMPANY:
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S. No. Particulars Company Information
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| S. No. | Particulars | Company Information |
|---|---|---|
| 1 | Paid up Capital (Rs. in Lakhs) | 700.375 |
| 2 | Total Turnover (Rs. in Lakhs) | 79,942.50 |
| 3 | Total Proft after Taxes (Rs. in Lakhs) | 3,726.27 |
| 4 | Total Spending on Corporate Social Responsibility (CSR) as percentage of proft after tax (%) |
The Company has spent Rs. 212.21 lakhs during the Financial Year 2023-24 on CSR activities, which is more than the minimum requirement after adjustment of brought forward excess amount spent in previous FY 2022-23 from 2% of average proft after tax 3 preceding years. |
| 5 | List of activities in which expenditure in 4 above has been incurred |
1. Promoting Education 2. Rural Development projects 3. Promoting Health Care including Preventive Health Care, Sanitation and making available safe drinking water 4. Plantation in Surrounding Villages 5. Livelihood Enhancement for diferently abled persons |
SECTION-C: OTHER DETAILS:
| S. No. | Particulars | Company Information |
|---|---|---|
| 1 | Does the Company have any Subsidiary Company/Companies |
Yes |
| 2 | Do the Subsidiary Company/ Companies participate in the BR Initiatives of the parent company? If yes, then indicate the number of such subsidiary company(s) |
No |
| 3 | Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business with, participate in the BR initiatives of the Company? If yes, then indicate the percentage of such entity/entities? [Less than 30%, 30-60%, More than 60%] |
No. The other entities with whom the Company does business with, viz. suppliers, distributors etc., do not participate in the BR initiatives of the Company. |
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SECTION-D: BR INFORMATION:
1. Details of Director/Directors responsible for BR:
- (a) Details of the Director/Director responsible for implementation of the BR policy/policies:
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No. Particulars Details
1 DIN Number (if applicable) 00016597
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| No. 1 |
Particulars DIN Number (if applicable) |
Details 00016597 |
|---|---|---|
| 2 | Name | Parvathi Penmetcha |
| 3 | Designation | Chairperson and Managing Director |
(b) Details of the BR head:
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No. Particulars Details
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| No. | Particulars | Details |
|---|---|---|
| 1 | DIN Number (if applicable) | 00016597 |
| 2 | Name | Parvathi Penmetcha |
| 3 | Designation | Chairperson and Managing Director |
| 4 | Telephone number | 040-23310168 |
| 5 | e-mail id | [email protected] |
2. Principle-wise (as per NVGs) BR Policy/policies:
The National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business released by the Ministry of Corporate Affairs has adopted nine areas of Business Responsibility. These are as follows:
| P 1 | Businesses should conduct and govern themselves with Ethics, Transparency and Accountability |
|---|---|
| P 2 | Businesses should provide goods and services that are safe and Contribute to sustainability throughout their life cycle |
| P 3 | Businesses should promote the wellbeing of all employees |
| P 4 | Businesses should respect the interests of and be responsive towards all stakeholders, especially those who are disadvantaged, vulnerable and marginalized |
| P 5 | Businesses should respect and promote human rights |
| P 6 | Business should respect, protect and make eforts to restore the environment |
| P 7 | Businesses, when engaged in infuencing public and regulatory policy should do so in a responsible manner |
| P 8 | Businesses should support inclusive growth and equitable development |
| P 9 | Businesses should engage with and provide value to their customers and consumers in a responsible manner |
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(a) Details of compliance (Reply in Y/N):
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P P P P P P P P P
No. Questions
1 2 3 4 5 6 7 8 9
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| No. | Questions | P 1 |
P 2 |
P 3 |
P 4 |
P 5 |
P 6 |
P 7 |
P 8 |
P 9 |
|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Doyou have apolicy/policies for | Y | Y | Y | Y | Y | Y | Y | Y | Y |
| 2 | Has the policy being formulated in Consultation with the relevant stakeholders? |
Y |
Y | Y | Y | Y | Y | Y | Y | Y |
| 3 | Does the policy conform to any national/ international standards? Ifyes,specify?(50 words) |
Y |
Y | Y | Y | Y | Y | Y | Y | Y |
| 4 | Has the policy being approved by the Board? Is yes, has it been signed by MD/ owner/ CEO/ appropriate Board Director? |
Y |
Y | Y | Y | Y | Y | Y | Y | Y |
| 5 | Does the company have a specifed committee of the Board/ Director/ Ofcial to oversee the implementation of thepolicy? |
Y |
Y | Y | Y | Y | Y | Y | Y | Y |
| 6 | Indicate the link for the policy to be viewed online? | http://www.deccancements.com/ corporate-governance.php |
||||||||
| 7 | Has the policy been formally communicated to all relevant internal and external stakeholders? |
Y |
Y | Y | Y | Y | Y | Y | Y | Y |
| 8 | Does the company have in-house structure to implement thepolicy/policies. |
Y |
Y | Y | Y | Y | Y | Y | Y | Y |
| 9 | Does the Company have a grievance redressal mechanism related to the policy/ policies to address stakeholders’grievances related to thepolicy/policies? |
Y |
Y | Y | Y | Y | Y | Y | Y | Y |
| 10 | Has the company carried out independent audit/ evaluation of the working of this policy by an internal or external agency? |
Y |
Y | Y | Y | Y | Y | Y | Y | Y |
- (b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why: (Tick up to 2 options)
| No. | Questions | P 1 |
P 2 |
P 3 |
P 4 |
P 5 |
P 6 |
P 7 |
P 8 |
P 9 |
|---|---|---|---|---|---|---|---|---|---|---|
| 1 | The company has not understood the Principles | - | - | - | - | - | - | - | - | - |
| 2 | The company is not at a stage where it fnds itself in a position to formulate and implement the policies on specifed principles |
- | - | - | - | - | - | - | - | - |
| 3 | The company does not have fnancial or manpower resources available for the task |
- |
- | - | - | - | - | - | - | - |
| 4 | It is planned to be done within next 6 months | - | - | - | - | - | - | - | - | - |
| 5 | It is planned to be done within the next 1 year | - | - | - | - | - | - | - | - | - |
| 6 | Any other reason (please specify) | - | - | - | - | - | - | - | - | - |
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3. Governance related to BR:
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No. Particulars Details
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| No. | Particulars | Details |
|---|---|---|
| (a) | Indicate the frequency with which the Board of Directors, Committee of the Board or CEO to assess the BR performance of the Company. Within 3 months, 3-6 months, Annually, More than 1 year |
The performance on aspects of BR is reviewed by the Chairperson and Managing Director on periodical basis and at least once a year put up to the CSR Committee as well as to the Board. |
| (b) | Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report? How frequently it is published? |
The Company publishes the information on Business Responsibility which forms part of the Annual Report of the Company. The same will be disclosed on the website of the Company at “www.deccancements. com”. |
SECTION-E: PRINCIPLE-WISE PERFORMANCE:
Principle-1:
Businesses should conduct and govern themselves with Ethics, Transparency and Accountability
1. Does the policy relating to ethics, bribery and corruption cover only the company? Yes/No. Does it extend to the Group/ Joint Ventures/ Suppliers/ Contractors/ NGOs/ Others?
Yes. The policies relating to ethics, bribery and corruption as well as the Whistleblower Policy covers the Directors, Employees, Vendors and Customers of the Company.
The Board of the Company has also adopted a Code of Conduct (Code) which applies to the Directors, Key Managerial Personnel and the senior management of the Company. The Company obtains an annual confirmation affirming compliance with the Code from the Directors Key Managerial Persons and the senior management every year.
2. How many stakeholder complaints have been received in the past financial year and what percentage was satisfactorily resolved by the management? If so, provide details thereof, in about 50 words or so .
| Pending as on 01-04-2023 |
Received during the Year |
Redressed during the year |
Pending as on 31-03-2024 |
|
|---|---|---|---|---|
| Customer Complaints | Nil | Nil | Nil | Nil |
| Investor Complaints | Nil | 47 | 47 | Nil |
| Consumer cases | Nil | Nil | Nil | Nil |
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Principle-2:
Businesses should provide goods and services that are safe and Contribute to sustainability throughout their life cycle
1. List up to 3 of your products or services whose design has incorporated social or environmental concerns, risks and/or opportunities .
-
(a) The Company is aware of its obligations on its environmental concerns, risk & opportunities appropriately and formulated the cement manufacturing process by considering of its aspects and obligations.
-
(b) The company has installed world class machinery and State of Art technology for manufacturing of cement by taking care of energy conservation in the process and reduction in natural resources like 6 Stage pre-heater, Vertical roller mills, Reverse Air Bag House for Kiln Exit Gasses and Advanced PLC with FUZI Logic System for Pyro process optimization, Waste Heat recovery for Kiln & Cooler exit gasses, Railway siding for Cement transportation, Wagon tippler for coal unloading, etc., which are known best for the energy conservation and advanced technologies using as on date.
-
(c) During the year Clinker factor was 65.51% with Fly Ash utilization of 30.43% in PPC, which impacts saving of natural resources like limestone and coal, etc.
2. For each such product, provide the following details in respect of resource use (energy, water, raw material, etc.) per unit of product (optional):
-
(a) Reduction during sourcing/ production/ distribution achieved since the previous year throughout the value chain?
-
(b) Reduction during usage by consumers (energy, water) has been achieved since the previous year?
The company continuously putting its best efforts to reduce the Power/Coal and other fuels consumed per unit of cement produced. The details are as follows:
| Consumption per MT of production | Industry Norms |
Current Year (FY 2023-24) |
Previous Year (FY 2022-23) |
|---|---|---|---|
| Electricity (KWH/MT of Cement) | 100 | 71.44 | 72.40 |
| HSD(LTRS/T of Clinker) | NA | 0.889 | 0.990 |
| Specifc Heat(K.Cal/KgClinker) | 800 | 746.78 | 744.50 |
3. Does the company have procedures in place for sustainable sourcing (including transportation)?
If yes, what percentage of your inputs was sourced sustainably? Also, provide details thereof, in about 50 words or so.
Yes. The company has implemented ISO Policy for Quality, Environment, Health & Safety, which covers continual improvement, operational efficiency, people orientation, customer focus, fulfillment of stakeholders’ interests, and, discharge of corporate responsibilities.
The company has been focusing in sustainability of environment, water conservation as well as energy conservation, and implemented the same like treating of domestic sewage water and usage of Fly Ash and Gypsum in Cement Manufacturing process, Power generation from Waste Heat Recovery technology, Railway sliding for Cement Loading at Plant, Cement transportation and unloading facility using wagon
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tippler. Our company has long term leases for limestone, agreements with Power Plants for supply of fly ash, agreements with Singareni Calories Limited for supply of Coal, etc.
- Has the company taken any steps to procure goods and services from local &small producers, including communities surrounding their place of work?
If yes, what steps have been taken to improve their capacity and capability of local and small vendors?
Yes. Our Company encourages procurement of goods and services from local and small producers surrounding its plant locations, to encourage the local employment to the society. Our contractors who are engaged in operational and maintenance of plants mostly employ workmen from nearby villages.
5. Does the company have a mechanism to recycle products and waste?
If yes, what is the percentage of recycling of products and waste (separately as <5%, 5-10%, >10%). Also, provide details thereof, in about 50 words or so.
Yes. Our Captive Power Plant generates Bottom Ash and Fly Ash, and 100% of the same is being used during manufacturing of PPC.
Waste water generated from our plant and residential colony is recycled and reused for green belt development purpose.
Waste heat generated from the Kilns are being used to generate energy.
Waste generated from the residential colony are being used as alternative fuel in Kilns.
Principle-3:
Businesses should promote the well-being of all employees
-
Please indicate the Total number of employees: 396
-
Please indicate the Total number of employees hired on temporary/ contractual/ casual basis : 1177
-
Please indicate the Number of permanent women employees : 9
-
Please indicate the Number of permanent employees with disabilities : Nil
-
Do you have an employee association that is recognized by management : Yes, we have recognized trade unions affiliated to either of TNTUC, INTUC.
-
What percentage of your permanent employees is members of this recognized employee association? 35%
-
Please indicate the Number of complaints relating to child labour, forced labour, involuntary labour, sexual harassment in the last financial year and pending, as on the end of the financial year.
| No. | Category | No of complaints fled dur- ing the fnancial year |
No of complaints pending as on end of the fnancial year |
|---|---|---|---|
| 1 | Child labour/ forced labour/ involuntary labour |
Nil | Nil |
| 2 | Sexual harassment | Nil | Nil |
| 3 | Discriminatoryemployment | Nil | Nil |
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- What percentage of your under mentioned employees were given safety & skill up-gradation training in the last year?
| (a) | Permanent Employees | 100% Safety training and skill up gradation (by way of working) |
|---|---|---|
| (b) | Permanent Women Employees | 100% Safety training and skill up gradation (by wayof working) |
| (c) | Casual/Temporary/Contractual Employ- ees |
100% Safety training by way working OJT |
| (d) | Employees with Disabilities | Not Applicable |
Principle-4
Businesses should respect the interests of and be responsive towards all stakeholders, especially those who are disadvantaged, vulnerable and marginalized.
1. Has the company mapped its internal and external stakeholders? Yes/No
- Yes, the company has mapped its internal as well as external stakeholders.
2. Out of the above, has the company identified the disadvantaged, vulnerable & marginalized stakeholders?
The company has further identified the disadvantaged, vulnerable and marginalised stakeholders, namely the communities around its manufacturing sites and its workers/contractual workers.
3. Are there any special initiatives taken by the company to engage with the disadvantaged, vulnerable and marginalized stakeholders. If so, provide details thereof, in about 50 words or so.
A comprehensive stakeholder engagement program operates to facilitate several initiatives for engagement of different stakeholders.
Continuous training on safety are held with employees, contract workers and the community to ensure ‘Zero Harm’ level. The communities and its people are being identified as important stakeholders. All the programs have defined goal and objectives and aim to specially focus the underprivileged and marginalized section of communities. Our team promotes communication between the plant, stakeholders and its neighboring community.
Principle-5
Businesses should respect and promote human rights.
1. Does the policy of the company on human rights cover only the company or extend to the Group/ Joint Ventures/Suppliers/Contractors/NGOs/Others?
All aspects of the human rights are in built and covered under the Code of Business Conduct as well in various human resource practices.
2. How many stakeholder complaints have been received in the past financial year and what percent was satisfactorily resolved by the management?
The Company has received 47 stakeholder (Shareholders) complaints in during FY 2023-24 and 100% of the complaints were satisfactorily resolved by the management.
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Except the above, the Company did not receive any other stakeholder complaint pertaining to human rights during the financial year 2023-24.
Principle-6
Business should respect, protect and make efforts to restore the environment.
1. Does the policy related to Principle 6 cover only the company or extends to the Group/Joint Ventures/Suppliers/Contractors/NGOs/others.
The Company’s Corporate Environment Policy covers the Company only.
2. Does the company have strategies/ initiatives to address global environmental issues such as climate change, global warming, etc? Yes/No.
- If yes, please give hyperlink for web page etc.
Yes. The Company has taken initiatives for reduction of CO2 by installing Waste Heat Recovery Power Plant, procuring coal through wagons, increased blended cements production up to 80% of the total cement production by using Fly Ash, implemented continuous Energy Monitoring systems, which are ” addressed in our website “www.deccancements.com .
3. Does the company identify and assess potential environmental risks? Yes/No
Yes. The Management is well aware of its environmental risks both internal and external and formulated the ment manufacturing process by considering its aspects and obligations.
4. Does the company have any project related to Clean Development Mechanism? If so, provide details thereof, in about 50 words or so. Also, if yes, whether any environmental compliance report is filed?
Yes. The company is under PAT Cycle-II which is one of the programme of NMEEE (National Mission for Enhanced Energy Efficiency) under the project of National Action Plan on Climate Change. We have filed our compliance and met the targets given in the PAT Cycle- II.
5. Has the company undertaken any other initiatives on – clean technology, energy efficiency, renewable energy, etc.? Yes/No.
If yes, please give hyperlink for web page etc.
Yes, The company is trying to adopt the global latest technologies. Further, the company has installed 7.00 MW Waste Heat Recovery power plant to generate energy from waste heat generated from the cement kiln, 3.75 MW Hydel Power plant in Nagarjunasagar Canal, integrating the plant with rail connectivity, installation of Wind Energy, and continuous up-gradation of equipment to improve energy efficiency.
6. Are the Emissions/Waste generated by the company within the permissible limits given by CPCB/ SPCB for the financial year being reported?
The emissions/waste generated from the plant are well within the limits of the norms prescribed by the SPCB/CPCB. The emission data of the stacks are being uploaded to the State and Central Pollution Control Board Websites regularly. In this connection, the Company is also submitting the said reports to the SPCB every year.
7. Number of show cause/ legal notices received from CPCB/SPCB which are pending (i.e. not resolved to satisfaction) as on end of Financial Year. Nil.
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Principle-7
Businesses, when engaged in influencing public and regulatory policy should do so in a responsible manner.
1. Is your company a member of any trade and chamber or association? If Yes, Name only those major ones that your business deals with:
-
(a) Cement Manufacturing Association (CMA)
-
(b) Confederation of Indian Industry (CII)
-
(c) Federation of Telangana Chambers of Commerce and Industry (FTCCI)
2. Have you advocated/lobbied through above associations for the advancement or improvement of public good? Yes/No;
If yes specify the broad areas (drop box: Governance and Administration, Economic Reforms, Inclusive Development Policies, Energy security, Water, Food Security, Sustainable Business Principles, Others)
Yes, the Company actively works with above associations and advocate in the following broad areas which impact the Cement Industry:
-
Sustainable Mining Practices
-
Extended Producers Responsibility and safe management of plastic waste
-
New environmental regulations
-
Co-processing of municipal & industrial hazardous & non-hazardous wastes
-
Use of recycled waste materials (construction & demolition waste) in cement and concrete
-
Manufactured Sand and aggregate from industrial waste
-
RPO-REC regulations for cement and power plants, PAT regulations
-
Green Energy status for Waste Heat Recovery System
-
Development of new product standards for low carbon cement and concrete products
-
Environment Product Declaration and Green pro-label of Products
-
Green Buildings
-
Fly ash based pre-fab building materials
-
Promotion of Concrete Roads
Principle-8
Businesses should support inclusive growth and equitable development
1. Does the company have specified programmes/initiatives/projects in pursuit of the policy related to Principle 8? If yes details thereof.
- Yes, the Company has the specific programmes/initiatives/projects in pursuance of its CSR policy.
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The Company carried out CSR projects in pursuance of inclusive development, primarily focusing on:
-
(a) Promoting Education
-
(b) Rural Development
-
(c) Promoting Health Care including Preventive Health Care, Sanitation and making available safe drinking water
-
(d) Ensuring Environmental Sustainability, Ecological Balance
-
(e) Livelihood Enhancement for differently abled persons.
2. Are the programmes/projects undertaken through in-house team/own foundation/external NGO/ government structures/any other organization?
The Company’s CSR projects are mostly implemented through in-house team. In some cases we are implementing through external NGO, other organisation and with the help of local Government Authorities.
3. Have you done any impact assessment of your initiative?
As per the CSR amendment Rule, 2021 the impact assessment studies are not required by the Company. However, internally the Company performs an impact assessment of its initiatives at the end of each year to understand the efficacy of the programme in terms of delivery of desired benefits to the community and to gain insights for improving the design and delivery of future initiatives.
4. What is your company’s direct contribution to community development projects- Amount in INR and the details of the projects undertaken?
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----- Start of picture text -----
Expenditure
S. No. CSR Projects
(Rs. In Lakhs)
----- End of picture text -----
| S. No. | CSR Projects | Expenditure (Rs. In Lakhs) |
|---|---|---|
| 1 | Promoting Education | 134.57 |
| 2 | Rural Development projects | 65.86 |
| 3 | Promoting Health Care including Preventive Health Care, Sanitation and makingavailable safe drinkingwater |
9.95 |
| 4 | Ensuring Environmental Sustainability, Ecological Balance | 1.20 |
| 5 | Livelihood Enhancement for diferently abled persons | 0.63 |
| Total | 212.21 |
Details of the same are provided in ‘ Annexure-III’ of the Directors Report, which forms part of the Annual Report.
5. Have you taken steps to ensure that this community development initiative is successfully adopted by the community? Please explain in 50 words, or so.
Yes, all the community development initiatives of the Company are implemented through participatory approach. The portfolio of CSR projects are drawn from need assessments done by our internal team through participatory rural appraisal method with the help of local government officials. A panel comprising
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of different stakeholders from community representatives and functional at plant location, regularly monitors the implementation of CSR initiatives and suggests measures for course corrections. The community ownership and sustainability are the criteria that are built in CSR initiatives from the start by creating community managed organisations. Community contribution is always a priority as that ensures continuance of the project through self-governance model.
Principle-9
Businesses should engage with and provide value to their customers and consumers in a responsible manner.
1. What percentage of customer complaints/consumer cases are pending as on the end of financial year.
No customer complaints/ consumer cases are pending as on the end of the financial year.
2. Does the company display product information on the product label, over and above what is mandated as per local laws? Yes/No/N.A./Remarks (additional information)
No, the Company only displays information as mandated by local laws. No additional information is being provided on the cement bags.
3. Is there any case filed by any stakeholder against the company regarding unfair trade practices, irresponsible advertising and/or anti-competitive behavior during the last five years and pending as on end of financial year. If so, provide details thereof, in about 50 words or so.
No cases filed by any stakeholder against the company regarding unfair trade practices, irresponsible advertising and/or anti-competitive behavior during the last five years.
4. Did your company carry out any consumer survey/ consumer satisfaction trends?
The Company carries out consumer survey and satisfaction survey from time to time based on commercial needs.
For and on behalf of the Board of Directors, Deccan Cements Limited
Sd/-
Place: Hyderabad Date: 9[th] August 2024
P. Parvathi Chairperson and Managing Director DIN : 00016597
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CORPORATE GOVERNANCE REPORT
CORPORATE GOVERNANCE REPORT
A report on Corporate Governance is set out in compliance with the Corporate Governance requirements as stipulated in Regulation 34(3) read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations).
1. STATEMENT ON COMPANY’S PHILOSOPHY ON CODE OF GOVERNANCE:
The Company’s philosophy on Corporate Governance strives to meet its business objectives efficiently and accomplishing its responsibility towards its stakeholders. The Company has been consistently practicing good Corporate Governance. The Company creates an environment for the efficient conduct of the business, enables the management to meet its obligations towards all its stakeholders, including amongst others, customers, employees and the community in which the Company operates.
The Company believes that Corporate Governance provides a structure through which:
-
Objectives of the Company are set, means for achieving and monitoring performance are determined;
-
Long term value of the enterprise is maximized;
-
The business complies with legal and regulatory frameworks; and
-
Offers better value to shareholders / stakeholders and the society at large.
2. BOARD OF DIRECTORS:
Composition and Category of Directors:
As on 1[st] April 2023, the Board comprises of eight directors of whom three were executive including one woman director, five were non-executive (one non independent and four were independent).
On 19[th] June 2023 Mr. M. B. Raju, Executive Chairman of the Company passed away. On 4[th] March 2024 Mr. R. Gopalakrishnan, Non-Executive and Non-Independent Director passed away.
As on 31[st] March 2024 the Board comprises of six directors of whom two were executive including one woman director, four were Non-Executive Independent including one woman independent director.
Directors as on 31[st] March 2024:
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----- Start of picture text -----
Name of the Director Category
----- End of picture text -----
| Name of the Director | Category |
|---|---|
| Ms. P. Parvathi | Chairperson and Managing Director |
| Mr. S. Venkateswarlu | Whole Time Director |
| Mr. Umesh Shrivastava | Non-Executive Independent Director |
| Mr. Kanwar Pratap Singh | Non-Executive Independent Director |
| Mr. J. Narayanamurti | Non-Executive Independent Director |
| Mrs. Mahpara Ali | Non-Executive Independent Director |
On 31[st] March 2024 Mr. J Narayanamurty and Mr. Umesh Shrivastava retired from the office of Independent Directors on completion of their 2[nd] term of 5 years as Independent Directors of the company.
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Mr. Paturi Srinivasa Rao and Mr. Rabindra Srikantan were appointed as Non-Executive Independent Directors with effect from 1[st] April 2024. Mr. Srivari Chandrasekhar was appointed as Non-Executive Independent Director with effect from 28[th] May 2024. Mr. Kanwar Pratap Singh, Non-Executive Independent Director of the Company took retirement on 11[th] July 2024.
Directors as on 9[th] August 2024, the date of the report:
==> picture [418 x 21] intentionally omitted <==
----- Start of picture text -----
Name of the Director Category
----- End of picture text -----
| Name of the Director | Category |
|---|---|
| Ms. P. Parvathi | Chairperson and Managing Director |
| Mr. S. Venkateswarlu | Whole Time Director |
| Mrs. Mahpara Ali | Non-Executive Independent Director |
| Mr. Paturi Srinivasa Rao | Non-Executive Independent Director |
| Mr. Rabindra Srikantan | Non-Executive Independent Director |
| Mr. Srivari Chandrasekhar | Non-Executive Independent Director |
The composition of the Board is in conformity with the Regulations 17 of the Listing Regulations read with Section 149 of the Companies Act, 2013.
Pursuant to provisions of the Listing Regulations all the Board Members have disclosed about the board and the committee positions held by them in other companies.
Board Meetings:
Meetings of the Board of Directors were scheduled well in advance and generally held at the Registered Office of the Company at Hyderabad. Notices of the Board Meeting with the detailed agenda were sent at least seven days in advance to all the Directors. Senior members of the Management of the Company were invited to attend the Board Meetings to provide clarifications as and when required. The Board met at least once in a quarter to review the quarterly performance and unaudited financial results.
The Board of Directors of your company met 5 (five) times during the financial year 2023-24 on the following dates to transact various businesses:
-
27[th] May 2023;
-
11[th] August 2023;
-
07[th] November 2023;
-
13[th] February 2024.
-
28[th] March 2024
The gap between two meetings did not exceed one hundred and twenty days. Necessary quorum was present for all the meetings.
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Composition, Attendance, Board and Committee Position, as on 31[st] March 2024
| Name of the |
gory | No. of Board Meetings during FY 2023-24 |
No. of Board Meetings during FY 2023-24 |
Whether attended last AGM |
ectorships* | Name of the listed entity and Category |
No. of Committees Position held*** |
No. of Committees Position held*** |
|---|---|---|---|---|---|---|---|---|
| Directors | Cate | Held | Attended | held on 22.09.2023 |
No. of Dir | of Director ship ** |
Member | Chairman |
| Mr. M B Raju# | Executive Chairman |
1 | 1 | NA | 1 | - | - | - |
| Ms. P Parvathi## | Chairperson and Managing Director |
5 | 5 | Yes | 1 | - | 1 | - |
| Mr. Umesh Shrivastava$ |
Independent Director |
5 | 5 | Yes | 1 | - | 1 | - |
| Mr. J Narayanamurty$ |
Independent Director |
5 | 4 | Yes | 2 | Dynavision Limited - Independent Director |
2 | 1 |
| Mr. K P Singh | Independent Director |
5 | 5 | Yes | 1 | - | 1 | - |
| Mr. R Gopalakrishnan@ |
Non- Executive Director |
5 | 4 | Yes | 1 | - | 1 | 1 |
| Mrs. Mahpara Ali | Independent Director |
5 | 5 | Yes | 2 | Ramky Infrastructure Limited |
1 | - |
| Mr. S. Venkateswarlu |
Executive Director |
5 | 5 | Yes | 1 | - | - | - |
-
All Public Limited Companies including Deccan Cements Limited.
-
** All listed entities other than Deccan Cements Limited .
-
*** Chairmanship/membership in Audit and Stakeholders Relationship Committee of all public limited companies whether listed or not, including Deccan Cements Limited are considered.
-
# Mr. M. B. Raju, Executive Chairman, passed away on 19[th] June 2023.
-
## Ms. P. Parvathi was elected as the Chairperson and Managing Director of the Board as well as the Company on 11[th] August 2023.
-
@ Mr. R. Gopalakrishnan, Non-Executive and Non-Independent Director, passed away on 4[th] March 2024.
-
$ Mr. J Narayanamurty and Mr. Umesh Shrivastava retired as on 31[st] March 2024 from the office of Non-Executive Independent Director after completion of their 2[nd] term of 5 years.
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Disclosure of Relationship between directors inter-se:
Mr. M B Raju, Former Executive Chairman was the father of Ms. P Parvathi, Chairperson and Managing Director.
None of the other directors are related to any other Director.
No. of Shares held by Non-Executive Directors:
==> picture [418 x 18] intentionally omitted <==
----- Start of picture text -----
Name of the Director No. of Equity Shares Held on 31.03.2024
----- End of picture text -----
| Name of the Director | No. of Equity Shares Held on 31.03.2024 |
|---|---|
| Mr. Umesh Shrivastava | 7,160 |
| Mr. J Narayanamurty | - |
| Mr. K P Singh | - |
| Mr. R Gopalakrishnan | - |
| Mrs. Mahpara Ali | - |
Familiarisation programme:
The details of the familiarisation programme of the Independent Directors are available on the website of the Company “http://www.deccancements.com/pdf/Details-of-Familiarization-Programme.pdf”
List of core skills/ expertise/ competencies identified by the Board of Directors as required in the context of its business and sector for it to function effectively and those available with the Board:
| Name of the Director |
Qualifcation | Profle | Field of Specialization/ Existing skills/ expertise/ competence |
|---|---|---|---|
| Mr. M B Raju# | Honours Graduate in Mechanical Engineering |
Technocrat Entrepreneur and eminent Industrialist, with more than 46 years of experience in the Cement Industry. |
Expert in Cement Operations |
| Ms. P Parvathi_##_ | Post Graduate in Commerce |
More than 29 years of experience in business and commerce, most part of which has been in the Cement Industry. |
Management, Finance and Operations |
| Mr.Umesh Shrivastava$ |
BSc (Eng) from Banaras Hindu University, Advanced Management Programme (AMP) at Harvard Business School, USA |
Eminent Cement Technologist, with Over 4 decades experience in the Cement Industry and in Consulting. Also, is the Executive Chairman of Holtec Consulting (P) Limited, a premier consulting frm in the country, engaged in implementing modern cement plants. |
Eminent Cement Technologist |
| Mr. J Narayanamurty$ |
M.A. and CAIIB Certifcate |
Retired Chief General Manager of IDBI with over 40 years of rich experience in Project Financing, Implementation & Monitoring |
Finance and Banking |
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----- Start of picture text -----
Field of
Name of the Specialization/
Director Qualification Profile Existing skills/
expertise/
competence
----- End of picture text -----
| Name of the Director |
Qualifcation | Profle | Field of Specialization/ Existing skills/ expertise/ competence |
|---|---|---|---|
| Mr. K P Singh | M.A. and IAS Ofcer (Retd.) |
Earlier worked in various capacities in the Central as well as State Governments, including as Chairman of Karnataka Electricity Board; as Secretary, Defence Production; and, as Secretary, Internal Security & Intelligence |
Management & Administration, Power Projects |
| Mr. R Gopalakrishnan@ |
Fellow Member of Institute of Company Secretaries of India (ICSI), B.Com (Hons), LL.B, PG Diploma in Alternate dispute resolution (ADR), NALSAR, Hyderabad |
38 years of experience in corporate sector in areas of General Management, Financial, Legal and Secretarial compliance. Was associated with DCL Group for over 20 years |
Statutory compliance and fnance |
| Mrs. Mahpara Ali | Master Degree in Arts and Bachelor of Arts (Hons) and Diploma in International Banking and Finance from Indian Institute of Banking and Finance |
Served in various capacities in the State Bank of India (SBI) for 39 years and retired as a Chief General Manager of Bangalore circle of SBI. |
Finance and Banking |
| Mr. S. Venkateswarlu |
B.Sc. and MBA | More than 39 years of experience, in various positions, including senior positions in Cement Industry |
Operation and Management |
| Mr. Paturi Srinivasa Rao% |
FCS, LLB, M.Com | More than two and half decades of experience in Corporate Laws and other Secretarial & Legal assignments with special focus on public oferings, takeovers, mergers and amalgamations, acquisitions, corporate restructuring, capital market transactions, due diligence audits and secretarial audits. Also deals with domestic and foreign joint ventures, foreign collaborations, and other capital market related transactions. |
Corporate Laws, Capital Markets |
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----- Start of picture text -----
Field of
Name of the Specialization/
Director Qualification Profile Existing skills/
expertise/
competence
----- End of picture text -----
| Name of the Director |
Qualifcation | Profle | Field of Specialization/ Existing skills/ expertise/ competence |
|---|---|---|---|
| Mr. Rabindra Srikantan% |
MS in Computer Engineering and Computer Science, and BE in Electrical and Electronics |
A successful entrepreneur with over 35 years’ of experience in the areas of ER & D and Design Led Manufacturing |
Management & Administration, of ER & D and Design Led Manufacturing |
| Mr. Srivari Chandrasekhar& |
B. Sc (Botany, Zoology & Chemistry), M. Sc (Specialization in Organic Chemistry), Ph.D (Chemistry, work at lICT) |
An internationally recognized research leader in organic chemistry with over 25 years of rich experience. Known for building an interface between academia and industry. Led, developed and nurtured talent across disciplines. |
Scientifc Research with academic and industrial applications |
-
# Mr. M. B. Raju, Executive Chairman, passed away on 19[th] June 2023.
-
## Ms. P. Parvathi was elected as the Chairperson and Managing Director of the Board as well as the Company on 11[th] August 2023.
-
@ Mr. R. Gopalakrishnan, Non-Executive and Non-Independent Director, passed away on 4[th] March 2024.
-
$ Mr. J Narayanamurty and Mr. Umesh Shrivastava retired as on 31[st] March 2024 from the office of Non-Executive Independent Director after completion of their 2[nd] term of 5 years.
-
% Mr. Paturi Srinivasa Rao and Mr. Rabindra Srikantan were appointed as Non-Executive Independent Director of the Company with effect from 1[st] April 2024 for a term of 5 years.
-
& Mr. Srivari Chandrasekhar was appointed as Non-Executive Independent Director of the Company with effect from 28[th ] May 2024 for a term of 5 years.
We confirm that in the opinion of the board, the independent directors fulfill the conditions specified in the listing regulations and are independent of the management.
3. COMMITTEES OF THE BOARD:
In order to carry out the responsibilities and decision making more smoothly and in prudent manner the Board has formed 5 committees. Appointments of Directors on various committees are as per the guidelines of the Listing Regulations. The decisions and recommendations of the Committees are placed before the Board. The Committees are:
-
Audit Committee
-
Nomination and Remuneration Committee
-
Stakeholders’ Relationship & Share Transfer Committee
-
Corporate Social Responsibility Committee
-
Risk Management Committee
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A. AUDIT COMMITTEE:
The Audit Committee of the Company is constituted pursuant to provisions of Section 177 of the Companies Act, 2013 read with Regulation 18 of the Listing Regulations. All members of the Audit Committee are financially literate and more than one member possesses accounting / related financial management expertise.
Terms of Reference:
The terms of reference of the Audit Committee are in line with the provisions of the Regulation 18 of the Listing Regulations read with Part C of Schedule II of the said Regulations. The terms of reference are broadly as follows:
-
1 oversight of the company’s financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;
-
2 recommendation for appointment, remuneration and terms of appointment of auditors of the company;
-
3 approval of payment to statutory auditors for any other services rendered by the statutory auditors;
-
4 reviewing, with the management, the annual financial statements and auditor’s report thereon before submission to the board for approval, with particular reference to:
-
a) matters required to be included in the Director’s Responsibility Statement to be included in the Board’s report in terms of clause (c) of sub-section 3 of section 134 of the Companies Act, 2013;
-
b) changes, if any, in accounting policies and practices and reasons for the same;
-
c) major accounting entries involving estimates based on the exercise of judgment by management;
-
d) significant adjustments made in the financial statements arising out of audit findings;
-
e) compliance with listing and other legal requirements relating to financial statements;
-
f) disclosure of any related party transactions;
-
g) modified opinion(s) in the draft audit report;
-
5 reviewing, with the management, the quarterly financial statements before submission to the board for approval;
-
6 reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document / prospectus / notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue or preferential or QIP, and making appropriate recommendations to the Board to take up steps in this matter;
-
7 review and monitor the auditor’s independence and performance, and effectiveness of audit process;
-
8 approval or any subsequent modification of transactions of the company with related parties;
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-
9 scrutiny of inter-corporate loans and investments;
-
10 valuation of undertakings or assets of the company, wherever it is necessary;
-
11 evaluation of internal financial controls and risk management systems;
-
12 reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems;
-
13 reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;
-
14 discussion with internal auditors of any significant findings and follow up there on;
-
15 reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;
-
16 discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;
-
17 to look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;
-
18 to review the functioning of the Whistle Blower or Vigil Mechanism;
-
19 approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience and background, etc. of the candidate;
-
20 carrying out any other function as authorised by the Board from time to time.
-
21 reviewing the utilization of loans and/ or advances from/investment by the holding company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances / investments existing as on the date of coming into force of this provision.
-
22 consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger, amalgamation etc., on the listed entity and its shareholders.
Composition, Meetings and Attendance of the Audit Committee:
During the year 2023-24, the Audit Committee met 4 (Four) times on 27[th] May 2023; 11[th] August 2023; 7[th] November 2023 and 13[th] February 2024. Composition of the committee and details of attendance at the meetings are given below:
| N f th Dit | Diti | Ct | Number of Meetings | Number of Meetings |
|---|---|---|---|---|
| ame o e recor | esgnaon | aegory | Held | Attended |
| Mr. J Narayanamurty | Chairman | Independent Director | 3 | 3 |
| Mr. Umesh Shrivastava | Member | Independent Director | 4 | 4 |
| Mr. K P Singh | Member | Independent Director | 4 | 4 |
The necessary quorum was present for all the meetings.
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Meetings of Audit Committee were also attended by the Chief Financial Officer, the Statutory and Internal Auditors. Senior Management Executives of the Company are generally invited to attend the meetings. The Company Secretary acts as Secretary of the Audit Committee.
B. NOMINATION AND REMUNERATION COMMITTEE:
Terms of Reference:
The terms of reference of Nomination and Remuneration Committee are in line with the provisions of Regulation 19 of the Listing Regulations read with Para A of Part D of Schedule II of the said Regulations, broadly as follows:
-
formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;
-
formulation of criteria for evaluation of performance of independent directors and the board of directors;
-
devising a policy on diversity of board of directors;
-
identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the board of directors their appointment and removal;
-
whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors;
-
recommend to the board, all remuneration, in whatever form, payable to senior management;
-
Such other matters that may be authorised by the Board from time to time.
The function of the Committee is to perform the duties as mentioned in the “Terms of Reference”, including but not limited to determining and making recommendations with respect to all forms of compensation to be granted to the Directors and senior management of the Company.
Composition, Meetings and Attendance of the Nomination and Remuneration Committee:
During the year 2023-24, the Nomination and Remuneration Committee met 3 (Three) times on 11[th] August 2023, 13[th] February 2024 and 28[th] March 2024.
Composition of the committee and details of attendance at the meetings are given below:
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Numbers of Meetings
Name of the Director Designation Category
Held Attended
----- End of picture text -----
| Name of the Director | Designation | Category | Numbers of Meetings | Numbers of Meetings |
|---|---|---|---|---|
| Held | Attended | |||
| Mr. Umesh Shrivastava | Chairman | Independent Director | 3 | 3 |
| Mr. J. Narayanamurty | Member | Independent Director | 3 | 3 |
| Mr. R. Gopalakrishnan* | Member | Non- Executive Director | 2 | 2 |
| Mrs. Mahpara Ali** | Member | Independent Director | 1 | 1 |
-
Mr. R. Gopalakrishnan passed away on 4[th] March 2024.
-
** Mrs. Mahpara Ali was appointed as a member of Nomination and Remuneration Committee on 18[th] March 2024.
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Performance Evaluation Criteria for Independent Directors:
Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations, the Nomination and Remuneration Committee determines the performance evaluation criteria for independent directors of the Company. An indicative list of the factors that are considered for evaluation includes, attendance and participation in the meetings and timely inputs on the minutes of the meetings; adherence to integrity and ethical standards; raising of valid concerns to the Board and constructive contribution to resolution of issues at meetings; interpersonal relations with other directors and management; objective evaluation of Board’s performance; rendering independent/unbiased opinion; understanding of the Company and the external environment in which it operates; contribution to strategic direction and safeguard of confidential information.
Nomination and Remuneration Policy:
The Key Objectives of the Nomination and Remuneration Policy as framed by the Nomination and Remuneration Committee are:
-
i. to guide the Board in relating to appointment and removal of Directors (including the Executive Directors),
-
ii. to evaluate the performance of the Board members and provide necessary report to the Board for further evaluation of the Board.
-
iii. to recommend to the Board for the remuneration payable to the Directors, including the Executive Directors.
REMUNERATION TO DIRECTORS:
The Non-Executive Directors, in addition to the sitting fees payable for attending the meeting of Board of Directors and committees thereof, are collectively entitled for a commission of not exceeding 1% per annum of the net profits of the company calculated in accordance with the provisions of Section 198 of the Companies Act, 2013, as may be determined by the Board. The Board of Directors fix the ceiling of the total commission to all the Non-Executive Directors to Rs. 20,00,000/- per annum.
The Non-Executive Directors, for each of the Board and Committee Meetings attended are paid sittings fees as under:
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----- Start of picture text -----
Type of Meetings Sitting Fees per meeting
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| Type of Meetings | Sitting Fees per meeting |
|---|---|
| Board Meeting | Rs.40,000/- |
| Audit Committee | Rs.40,000/- |
| Other Committees | Rs.10,000/- |
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Details of Sitting Fees paid and Commission payable to the Non-Executive Directors for the financial year 2023-24:
(Rs. in Lakhs)
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----- Start of picture text -----
Name of the Directors Sitting Fees Commission Total
----- End of picture text -----
| Name of the Directors | Sitting Fees | Commission | Total |
|---|---|---|---|
| Mr. Umesh Shrivastava | 4.20 | 4.00 | 8.20 |
| Mr. J. Narayanamurty | 3.10 | 4.00 | 7.10 |
| Mr. K. P. Singh | 3.70 | 4.00 | 7.70 |
| Mr. R. Gopalakrishnan | 2.00 | 4.00 | 6.00 |
| Mrs. Mahpara Ali | 2.30 | 4.00 | 6.30 |
| TOTAL | 15.30 | 20.00 | 35.30 |
The Remuneration structure of the executive directors comprises of basic salary, perquisites and allowances, contribution to provident fund etc., and Commission on Net Profits in case of Chairman, and Managing Director. The remuneration is determined considering various factors such as qualification, experience and expertise and as per approval from the shareholders as per the provisions of the Companies Act, 2013. The executive directors are not paid sitting fees for attending any Board/Committee meetings.
Details of Remuneration of the Executive Directors during the Financial Year 2023-24:
(Rs. in Lakhs)
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----- Start of picture text -----
Name of the Perquisites & Other
Salary Commission Total
Executive Directors Benefits
Mr. M B Raju 32.45 94.08 25.94 152.47
Ms. P Parvathi 137.70 35.80 116.40 289.90
Mr. S. Venkateswarlu 49.70 1.98 - 51.68
----- End of picture text -----*
*Mr. M. B. Raju, Former Executive Chairman, passed away on 19[th] June 2023.
The Company has not granted any stock options to any of its directors.
C. STAKEHOLDERS’ RELATIONSHIP & SHARE TRANSFER COMMITTEE:
The Stakeholders’ Relationship & Share Transfer Committee is constituted in line with the provisions of Section 178 of the Companies Act, 2013 read with the Regulation 20 of the Listing Regulations.
Composition, Meetings and Attendance of the Committee:
During the year 2023-24 the Stakeholders’ Relationship & Share Transfer Committee met 2 (Two) times on 27[th] May 2023; and 7[th] November 2023.
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Composition of the committee and details of attendance at the meetings are given below:
| f | Numbers of Meetings | Numbers of Meetings | ||
|---|---|---|---|---|
| Name o the Director | Designation | Category | Held | Attended |
| Mr. R. Gopalakrishnan_*_ | Chairman | Non-Executive Director | 2 | 2 |
| Mrs. Mahpara Ali_**_ | Chairperson | Independent Director | 2 | 2 |
| Ms. P. Parvathi | Member | Chairperson and Managing Director |
2 | 2 |
| Mr. S. Venkateswarlu | Member | Whole Time Director | - | - |
-
Mr. R. Gopalakrishnan passed away on 4[th] March 2024.
-
** Mrs. Mahpara Ali was appointed as Chairperson and Mr. S. Venkateswarlu was appointed as member of the Stakeholders’ Relationship & Share Transfer Committee on 18[th] March 2024.
-
Mr. Bikram Keshari Prusty, Company Secretary, is the Compliance Officer of the Company.
Details of complaints/grievances received and resolved during the year 2023-24:
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----- Start of picture text -----
Pending at the Received Resolved Pending at
Nature Beginning of the during the during the the End of the
Year Year Year Year
----- End of picture text -----
| Nature | Pending at the Beginning of the Year |
Received during the Year |
Resolved during the Year |
Pending at the End of the Year |
|---|---|---|---|---|
| Non-receipt Dividend Warrants |
0 | 38 | 38 | 0 |
| Non-receipt of Securities | 0 | 7 | 7 | 0 |
| SEBI/BSE/NSE Complaints | 0 | 0 | 0 | 0 |
| Non-receipt of Annual Report | 0 | 0 | 0 | 0 |
| Others | 0 | 2 | 2 | 0 |
| TOTAL | 0 | 47 | 47 | 0 |
D. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:
The Corporate Social Responsibility (CSR) Committee is constituted in line with the provisions of Section 135 of the Companies Act, 2013 and Rules made thereunder.
Composition, Meetings and Attendance of the CSR Committee:
During the year 2023-24, the Committee met once on 27[th] May 2023.
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Composition of the committee and details of attendance at the meetings are given below:
| N f h Di | Dii | C | Number of Meeting | Number of Meeting |
|---|---|---|---|---|
| ame o te rector | esgnaton | ategory | Held | Attended |
| Mr. K P Singh | Chairman | Independent Director | 1 | 1 |
| Ms. P Parvathi | Member | Chairperson and Managing Director |
1 | 1 |
| Mrs. Mahpara Ali | Member | Independent Director | 1 | 1 |
E. RISK MANAGEMENT COMMITTEE:
The Risk Management Committee is constituted in line with the provisions of Regulation 21 of the SEBI (LODR) Regulations, 2015 which has been entrusted with the responsibility to assist the Board in (a) Overseeing and approving the Company’s enterprise risk management framework; and (b) Overseeing that all the risks that the organization faces such as strategic, financial, credit, market, liquidity, security, property, Information Technology, legal, regulatory, reputational and other risks have been identified and assessed and there is an adequate risk management infrastructure in place capable of addressing those risks.
Composition, Meetings and Attendance of the Committee:
During the year 2023-24, the Committee met 2 (two) times on 26[th] October 2024 and 13[th] February 2024. Composition of the committee and details of attendance at the meetings are given below:
| Number of Meeting | Number of Meeting | |||
|---|---|---|---|---|
| Name of the Director | Designation | Category | Held | Attended |
| Mr. Umesh Shrivastava | Chairman | Independent Director | 2 | 2 |
| Mr. S. Venkateswarlu | Member | Director(Works) | 2 | 2 |
| Mr. D. Ragava Chary | Member | CFO | 2 | 2 |
Risk Management Policy:
The Committee had been entrusted to review the existing risk management policy and to suggest a comprehensive Risk Management Policy for dealing with different kinds of risks which may threaten the existence of the company as well as the Company is facing in day to day operations.
After reviewing the existing risk management policy and a number of discussions, assessments, the Risk Management Committee had suggested the revised comprehensive Risk Management Policy to the Board for adoption. After a lengthy discussion, the Board approved the revised comprehensive Risk Management Policy of the Company. The Risk Management Policy is disclosed in the company’s website www.deccancements.com. The Risk Management Policy envisages identification of risk and procedures for assessment and mitigation thereof.
3. SEPARATE MEETING OF INDEPENDENT DIRECTORS:
In compliance of provisions of the Regulation 25 of the Listing Regulations, during the year 2023-24, the Independent Directors of the Company met on 13[th] February 2024 without the presence of Executive Directors or members of the Management.
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4. GENERAL BODY MEETINGS:
The number, date, time and venue of AGMs held during last three years and the special resolution(s) passed thereat, are given below:
| Financial Year | 2022-23 |
|---|---|
| AGM No. | 43rd |
| Date | 22nd September 2023 |
| Time | 11:00AM |
| Venue | Registered Ofce at Deccan Chambers, 6-3-666/B, Somajiguda, Hyderabad, Telangana–500082, through Video Conferencing / Other AudioVisual means. |
| Special Resolutions | Nil |
| Financial Year | 2021-22 |
| AGM No. | 42nd |
| Date | 14th September 2022 |
| Time | 11:00AM |
| Venue | Registered Ofce at Deccan Chambers, 6-3-666/B, Somajiguda, Hyderabad, Telangana–500082, through Video Conferencing / Other AudioVisual means. |
| Special Resolutions | To consider payment of commission to the Non-Executive Directors of the Company. |
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Financial Year 2020-21
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| Financial Year | 2020-21 |
|---|---|
| AGM No. | 41st |
| Date | 14thSeptember 2021 |
| Time | 11:00 AM |
| Venue | Registered Ofce at Deccan Chambers, 6-3-666/B, Somajiguda, Hyderabad, Telangana – 500082,through Video Conferencing/ Other Audio Visual means. |
| Special Resolutions | Nil |
Note:
-
1 All the resolutions set out in the respective notices were passed by the Shareholders.
-
2 No Extra-Ordinary General meeting was held during the Financial Year 2023-24.
-
3 One Special Resolution was passed through Postal Ballot during the Financial Year 2023-24, as stated under:
stated under: |
|||
|---|---|---|---|
| Date of passing Resolution |
Particulars of Resolution proposed andpassed |
Number & percentage of votes cast in favour |
Number & percentage of votes cast against |
| 21stMarch 2024 | To appoint Mr. P. S. Rao (DIN: 01220158) to the ofce of Independent Director of the Company for a term of 5 (fve) consecutive years with efect from 1st April 2024 to 31stMarch 2029. |
88,45,612 99.4273% |
50,947 0.5727% |
Mr. V. Shankar, Practicing Company Secretary, was appointed as Scrutinizer to conduct the Postal Ballot exercises.
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5. MEANS OF COMMUNICATION:
-
Quarterly financial results of the Company are forwarded to the Stock Exchanges and published in Business Standard, Andhra Prabha newspapers in line with the provisions of the Listing Regulations.
-
The Financial Results and other official news of the Company are displayed on the Company’s website www.deccancements.com.
-
The Company has not made any presentations to any Institutional Investors / Analysts during the last financial year.
6. GENERAL SHAREHOLDER INFORMATION:
a) Annual General Meeting : 44[th] Annual General Meeting Date : 20[th] September 2024 (Friday) Time : 11.00 A.M. Venue : Registered Office: Deccan Chambers, 6-3-666/B Somajiguda, Hyderabad - 500082. Though VC/OAVM b) Financial Year : 2023-24 c) Dividend payment date : 11[th] October 2024 (Friday) d) Listing with Stock Exchanges : BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 National Stock Exchange of India Ltd. Exchange Plaza, Plot No. C/1, G Block, Bandra - Kurla Complex, Bandra (East), Mumbai – 400 051 Listing Fee paid to both the stock Exchanges for the Financial Year 2024-25. e) Stock Code : BSE – 502137 NSE – DECCANCE
- f) Market Price Data during each month in last financial year 2023-24:
| High(Rs.) | High(Rs.) | Low(Rs.) | Low(Rs.) | |
|---|---|---|---|---|
| Month and Year | NSE | BSE | NSE | BSE |
| April 2023 | 463.00 | 463.30 | 416.70 | 418.95 |
| May2023 | 474.75 | 476.00 | 445.00 | 429.00 |
| June 2023 | 535.00 | 540.00 | 445.10 | 445.00 |
| July2023 | 509.95 | 523.95 | 469.60 | 470.00 |
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High (Rs.) Low (Rs.)
Month and Year
NSE BSE NSE BSE
August 2023 545.00 545.00 473.50 472.95
September 2023 577.00 578.60 520.00 513.95
October 2023 578.00 577.95 495.00 487.80
November 2023 550.00 550.25 485.00 483.20
December 2023 614.00 613.95 514.60 514.95
January 2024 629.60 629.00 562.00 564.00
February 2024 668.45 668.00 600.00 601.00
March 2024 635.35 639.95 524.20 525.60
Performance of Company Share in comparison to BSE Small Cap Index:
5000.00
4500.00
4000.00
3500.00
3000.00
2500.00 BSE Small Cap
2000.00 DCL
1500.00
1000.00
500.00
0.00
Apr-23 May-23 Jun-23 Jul-23 Aug-23 Sep-23 Oct-23 Nov-23 Dec-23 Jan-24 Feb-24 Mar-24
Apr-23 May-23 Jun-23 Jul-23 Aug-23 Sep-23 Oct-23 Nov-23 Dec-23 Jan-24 Feb-24 Mar-24
BSE Small
28917.07 30524.82 32602.14 35002.32 37143.67 37562.23 36919.10 40371.61 42673.76 45722.58 45225.10 43166.34
Cap
DCL 448.25 453.45 497.35 475.55 522.35 538.40 510.00 514.20 564.20 616.10 607.05 590.50
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g) Performance of Company Share in comparison to BSE Small Cap Index:
* Comparison of monthly closing price of Company Share and BSE Small Cap Index.
** Scale: DCL Re.1 = 1; BSE Small Cap Rs.10 = 1
h) Registrars and Share Transfer Agent : KFin Technologies Limited Selenium Tower B, Plot No.31 & 32, Financial District, Nankramguda, Serilingampally, Gachibowli, Hyderabad- 500 032 Toll Free Number is 1800 3094 001 Email id: [email protected], Website: https://www.kfintech.com/
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i) Share Transfer System:
As per the provisions of Regulation 40 of the SEBI (LODR) Regulations, 2015, requests for transfer, transmission or transposition of shares were not entertained in physical mode.
Pursuant to Regulation 40(9) of the Listing Regulations, the Company has obtained certificates from a practicing Company Secretary on a yearly basis. Copy of such certificate was submitted to both the Stock Exchanges, where the shares of the Company are listed.
j) Distribution of Shareholding as on 31[st] March, 2024:
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----- Start of picture text -----
Category Number of % to total no. of Number of % to paid up
(Amount in Rs) Shareholders shareholders Shares share capital
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| Category (Amount in Rs) |
Number of Shareholders |
% to total no. of shareholders |
Number of Shares |
% to paid up share capital |
|---|---|---|---|---|
| 1 - 5,000 | 13,984 | 96.567917 | 13,43,308 | 9.589920 |
| 5,001 - 10,000 | 241 | 1.664250 | 3,72,586 | 2.659904 |
| 10,001 - 20,000 | 122 | 0.842483 | 3,53,377 | 2.522770 |
| 20,001 - 30,000 | 30 | 0.207168 | 1,53,095 | 1.092950 |
| 30,001 - 40,000 | 23 | 0.158829 | 1,59,234 | 1.136777 |
| 40,001 - 50,000 | 22 | 0.151923 | 2,03,725 | 1.454399 |
| 50,001 - 1,00,000 | 29 | 0.200262 | 4,10,547 | 2.930908 |
| 1,00,001 & Above | 30 | 0.207168 | 1,10,11,628 | 78.612372 |
| Total | 14,481 | 100.000000 | 1,40,07,500 | 100.000000 |
k) Dematerialization of Shares and Liquidity:
The Company has arrangements with National Securities Depositories Ltd (NSDL) and Central Depository Services India Ltd (CDSL) to establish electronic connectivity of its shares for script-less trading.
As on 31[st] March 2024 the positions of dematerialized and physical shares under ISIN- INE583C01021 were as under:
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----- Start of picture text -----
No. of Share-
Particulars No. of Shares % of Shares
holders
----- End of picture text -----
| Particulars | No. of Share- holders |
No. of Shares | % of Shares |
|---|---|---|---|
| National Securities Depository Limited | 5,838 | 1,09,93,992 | 78.4865 |
| Central Depository Services Limited | 8,334 | 28,84,116 | 20.5898 |
| Total No. of Shares in Dematerialised form |
14,172 | 1,38,78,108 | 99.0763 |
| Total No. of Shares in Physical form | 309 | 1,29,392 | 0.9237 |
| TOTAL SHARES | 14,481 | 1,40,07,500 | 100.0000 |
l) Outstanding GDR’s/ADR’s/Warrants or any Convertible Instruments, Conversion date and likely impact on equity:
The Company has not issued any of the above instruments and therefore the impact on equity does not arise.
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m ) Location of Company’s Plants:
Bhavanipuram, Janpahad (Post), Palakaveedu (Mandal); Suryapet Cement Plant Dist, Telangana State - 508 218 Bhavanipuram, Janpahad (Post), Palakaveedu (Mandal); Suryapet Thermal Power Plant Dist, Telangana State - 508 218 GBC-1, Head Regulator, Nekarikallu Adda Road; Narsaraopet, Guntur Hydel Power Plant Dist, Andhra Pradesh - 522 601 Polepalli Village, Ramagiri Mandal, Ananthapur Dist., Wind Farms Andhra Pradesh - 515101
n) Address for Correspondence:
Shareholders can correspond with the Company or Registrars and Share Transfer Agent as per the following:
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----- Start of picture text -----
Company RTA
----- End of picture text -----
| Company | RTA |
|---|---|
| Deccan Cements Limited Secretarial Department “Deccan Chambers”, 6-3-666/B, Somajiguda, Hyderabad – 500 082 Phone - 040 - 23310168/552 Fax - 040 – 23318366 Email Id: [email protected] Website: www.deccancements.com |
KFin Technologies Limited (Unit: Deccan Cements Limited) Selenium Tower B Plot No: 31 & 32, Financial District, Gachibowli, Hyderabad - 500 032 Toll Free Number is 1800 3094 001 email id : [email protected] website: www.kfntech.com |
- o) Credit Ratings:
The Company obtained credit rating of its bank credit facilities from CRISIL, and details of credit ratings as are under:
ings as are under: |
|
|---|---|
| LongTerm Rating | CRISIL A/Stable |
| Short Term Rating | CRISIL A1 |
There was no change in credit rating during the year.
7. OTHER DISCLOSURES:
-
a. The details of related party transactions are disclosed in Note No. 33 of Notes to the Financial Statements. None of the business transactions with any of the related parties was in conflict with the interests of the Company during the financial year 2023-24.
-
b. During the last three years there were no strictures or penalties imposed either by the SEBI or the Stock Exchanges or any statutory authority for non-compliance of any matter related to the capital markets.
-
c. The Company has formulated and adopted ‘Vigil Mechanism/Whistle Blower Policy’ and the same is placed on the company’s website www.deccancements.com. Further, it is hereby affirmed that no personnel has been denied access to the Audit Committee.
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-
d. The Company has complied with the mandatory requirements of the Listing Regulations and the following discretionary requirements specified in Part E of Schedule II as detailed below:
-
i. The Board: Maintenance of Office to the Non-executive Chairperson at the Company’s expense: This is not applicable as the Chairperson of the Company is an Executive Director.
-
ii. Shareholders’ rights: All the quarterly financial results are placed on the Company’s Website: “www.deccancements.com”, apart from publishing the same in the Newspapers.
-
iii. Modified opinion(s) in audit report: There are no modified opinions in the Audit Reports.
-
iv. Separate Posts of Chairman and CEO: The Company had separate posts of Chairman and Managing Director till the demise of Mr. M. B. Raju. On 11[th] August 2023 the Board has elected Ms. P. Parvathi, Managing Director as the Chairperson of the Board as well as the Company.
-
v. Reporting of internal auditor: The Internal auditor reports to the Chairman of the Audit Committee directly.
-
e. Web link where policy for determining ‘material’ subsidiaries is disclosed- Not Applicable (There is no subsidiary to the Company).
-
f. The Company has formulated and adopted a policy for determining the material related party transactions. The web link for Related Party Transactions policy and the details of such policy are available at http://www.deccancements.com/pdf/RPTPolicy.pdf.
-
g. Commodity Price Risk or Foreign exchange risk and hedging activities:
-
Commodity Price Risk: The major commodities which the Company uses in the production process are Coal, Laterite, Iron Ore, Gypsum. Any increase in prices of all these items will have an impact adversely on cost of production and if the market cannot compensate for such price hike, profitability may be affected.
-
Foreign Exchange Risk: The Company does not have any forex exposure whether it is for term loans or working capital loans etc. Only forex risk is with reference to remittances to be made for imports of spares and components which is not material for the Company to opt for hedging.
-
h. Details of utilization of funds raised through preferential allotment or qualified institutions placement as specified under Regulation 32 (7A) - Not Applicable.
-
i. The Company has obtained a Certificate from a company secretary in practice that none of the directors on the board of the company have been debarred or disqualified from being appointed or continuing as directors of companies by the Board/Ministry of Corporate Affairs or any other statutory authority. A copy of such certificate is enclosed to the Annual Report.
-
j. Where the board had not accepted any recommendation of any committee of the board which is mandatorily required, in the relevant financial year- There is no such instance during the year, and the Board considered and accepted the recommendations made by the Committees.
-
k. The Statutory Auditors of the company have neither provided any services nor have been paid any fees by any one of the group entities of the company. Detail of fees paid to the Statutory Auditors is given in Note 26(a) to the Financial Statements.
-
l. During the financial year ended 31[st] March 2024, the Company has not received any Complaint pertaining to Sexual Harassment.
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- m. Loans and advances in the nature of loans to firms/companies in which directors are interested by name and amount: Not Applicable
8. NON-COMPLIANCES OF ANY REQUIREMENT OF CORPORATE GOVERNANCE REPORT:
The Company has complied with all the requirements of the Corporate Governance Report for the Financial Year 2023-24.
9. DISCLOSURES OF THE COMPLIANCE WITH CORPORATE GOVERNANCE REQUIREMENTS SPECIFIED IN REGULATION 17 TO 27 AND CLAUSES (b) TO (i) OF SUB-REGULATION (2) OF REGULATION 46
The Company has complied with all the applicable provisions of the Listing Regulations on Corporate Governance for the Financial Year 2023-24.
10. DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT / UNCLAIMED SUSPENSE ACCOUNT: Not Applicable
For and on behalf of the Board of Directors, Deccan Cements Limited
Sd/-
Place: Hyderabad Date: 9[th] August 2024
P. Parvathi Chairperson and Managing Director DIN : 00016597
DECLARATION ON CODE OF CONDUCT
This is to confirm that all the Directors and Senior Management Personnel of the Company have affirmed compliance with the Code of Conduct of the Company for the Financial Year ended 31st March 2024 as envisaged under Schedule V(D) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Place: Hyderabad Date: 09[th] August 2024
Sd/P. Parvathi Chairperson and Managing Director DIN: 00016597
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CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS
[Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]
To
The Members of Deccan Cements Limited 6-3-666/B, Deccan Chambers, Somajiguda, Hyderabad-500 082
I, V Shankar, Company Secretary in Practice, CP No.8446, FCS7638, proprietor of V. Shankar & Co., Company Secretaries, have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Deccan Cements Limited having CIN L26942TG1979PLC002500 and having registered office at 6-3-666/B, Deccan Chambers, Somajiguda, Hyderabad - 500 082 , Telangana India (hereinafter referred to as ‘the Company’), produced before me by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended.
In my opinion and to the best of my information and according to the verifications [including Directors Identification Number (DIN) status at the portal www.mca.gov.in] as considered necessary and explanations furnished to me by the Company and its officers, I hereby certify that none of the Directors on the Board of the Company as stated below have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority.
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S. No. Name of the Director DIN Designation
----- End of picture text -----
| S. No. | Name of the Director | DIN | Designation |
|---|---|---|---|
| 1. | Parvathi Penmetcha* | 00016597 | Chairperson and Managing Director |
| 2. | Kanwar Pratap Singh^ | 02951522 | Independent Director |
| 3. | Mahpara Ali | 06645262 | Independent Director |
| 4. | Venkateswarlu Shonti | 08602254 | Whole Time Director |
| 5. | Jonnalagadda Narayana Murthy# | 00026474 | Independent Director |
| 6. | Umesh Shrivastava# | 00229382 | Independent Director |
| 7. | Paturi Srinivasa Rao@ | 01220158 | Independent Director |
| 8. | Rabindra Srikantan@ | 00024584 | Independent Director |
| 9. | Srivari Chandrasekhar$ | 00481481 | Independent Director |
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-
Ms. P. Parvathi, DIN-00016597, Managing Director is appointed as the Chairperson of the Board as well as of the Company with effect from 11[th] August 2023.
-
Retired on 31[st] March 2024, on completion of their 2[nd] Term of 5 years as Independent Director of the Company.
-
^ Resigned from the office of Independent Director of the Company on 11[th] July 2024. @ Appointed as Independent Director of the Company with effect from 1[st] April 2024. $ Appointed as Independent Director of the Company with effect from 28[th] May 2024.
For V. Shankar & Co., Company Secretaries
Sd/- Place: Hyderabad V.Shankar Date: 09.08.2024 Partner FCS No.: 7638 C P No.: 8446 UDIN: F007638F000938691
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Annual Report 2023-24
INDEPENDENT AUDITOR’S CERTIFICATE
TO THE MEMBERS OF DECCAN CEMENTS LIMITED
CERTIFICATE ON CORPORATE GOVERNANCE
This certificate is issued in accordance with the terms of our engagement letter dated
8[th] August, 2024.
We, M. Anandam & Co., Chartered Accountants, the Statutory Auditors of Deccan Cements Limited (the “Company”), have examined the compliance of conditions of Corporate Governance by the Company, for the year ended on March 31, 2024, as per the relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) as referred to in Regulation 15(2) of the Listing Regulations.
Managements’ Responsibility
The compliance of conditions of Corporate Governance is the responsibility of the Management. This responsibility includes the design, implementation and maintenance of internal control and procedures to ensure the compliance with the conditions of the Corporate Governance stipulated in Listing Regulations.
Auditor’s Responsibility
Our responsibility is limited to examining the procedures and implementation thereof, adopted by the Company for ensuring compliance with the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
We have examined the books of account and other relevant records and documents maintained by the Company for the purposes of providing reasonable assurance on the compliance with Corporate Governance requirements by the Company.
We have carried out an examination of the relevant records of the Company in accordance with the Guidance Note on Certification of Corporate Governance issued by the Institute of the Chartered Accountants of India (the ICAI), the Standards on Auditing specified under Section 143(10) of the Companies Act 2013, in so far as applicable for the purpose of this certificate and as per the Guidance Note on Reports or Certificates for Special Purposes issued by the ICAI which requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI.
We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
Opinion
Based on our examination of the relevant records and according to the information and explanations provided to us and the representations provided by the Management, we certify that the Company has complied with the conditions of Corporate Governance as per the relevant provisions of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’) as referred to in Regulation 15(2) of the Listing Regulations during the year ended March 31, 2024.
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We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the Management has conducted the affairs of the Company.
For M. Anandam & Co., Chartered Accountants (FRN: 000125S)
Place: Secunderabad Date: 9[th] August, 2024
Sd/B.V. Suresh Kumar Partner Membership Number: 212187 UDIN: 24212187BKCICM1404
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CERTIFICATE
[Pursuant to Regulation 33(2)(a)of the SEBI (LODR) Regulations, 2015]
We, P. Parvathi, Chairperson and Managing Director and D. Raghava Chary, Chief Financial Officer of the Company, certify that the Financial Results of the Company for the Quarter and year ended 31[st] March 2024 do not contain any false or misleading statement or figures and do not omit any material fact which may make the statements or figures contained therein misleading.
Sd/Sd/- Place: Hyderabad D Raghava Chary P Parvathi Date: 28.05.2024 Chief Financial Officer Chairperson and Managing Director -------------------------------------------------------------------------------------------------------------------------------------------------
DECLARATION
[Pursuant to Regulation 33(3)(d) of the SEBI (LODR) Regulations, 2015]
We hereby declare that M/s. M. Anandam & Co., Chartered Accountants, Statutory Auditors of the Company, have issued Audit Report with unmodified opinion on the Audited Financial Results of the Company for the year ended 31[st] March 2024.
Sd/Sd/- Place: Hyderabad D Raghava Chary P Parvathi Date: 28.05.2024 Chief Financial Officer Chairperson and Managing Director
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COMPLIANCE CERTIFICATE
[Pursuant to Regulation 17(8) of the SEBI (LODR) Regulations, 2015]
We have reviewed financial statements and the cash flow statement for the year FY 2023-24 and that to the best of our knowledge and belief:
-
(1) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;
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(2) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.
To the best of our knowledge and belief, no transactions entered into by the Company during the year which is fraudulent, illegal or violative of the Company’s code of conduct.
We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the auditors and the audit committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.
We have indicated to the auditors and the Audit committee
-
(1) significant changes in internal control over financial reporting during the year;
-
(2) significant changes in accounting policies during the year and that the same have been disclosed in the
-
notes to the financial statements; and
-
(3) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the listed entity’s internal control system over financial reporting.
Place: Hyderabad Date: 28.05.2024
Sd/Sd/D Raghava Chary P Parvathi Chief Financial Officer Chairperson and Managing Director
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INDEPENDENT AUDITOR'S REPORT
Independent Auditor’s Report
To the Members of Deccan Cements Limited
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Deccan Cements Limited (“the Company”), which comprise the Balance Sheet as at 31[st] March 2024, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of material accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 (“Act”) in the manner so required and give a true and fair view in conformity with Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024, and its profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
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Sr.No. Key Audit Matter Auditor’s Response
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| Sr.No. | Key Audit Matter | Auditor’s Response |
|---|---|---|
| 1. | Revenue Recognition – Price Discounts • Revenue is measured net of discounts earned by customers on the Company’s sales. • Due to the Company’s presence across diferent marketing regions within the country and the competitive business environment, price discounts vary based on the customer and market it caters to and recognised based on sales made during the year. These discounts are calculated based on the market study reports which reports are collated periodically by the management and are prone to manual interventions. • Therefore, there is a risk of revenue being misstated as a result of incorrect computation of price discounts. • Given the complexity involved in the assessment of price discounts and their periodic recognition against sales, the same is considered as key audit matter. Refer Note – 2((iv) of Material Accounting Policies |
Principal Audit Procedures • Assessed the appropriateness of the Company’s accounting policy relating to price discounts by comparing with applicable Indian Accounting Standard. • Assessed the design and tested the implementation and operating efectiveness of Company’s internal controls over the approvals, calculation, accounting and issuance of credit notes. • Obtained and inspected, on a sample basis, supporting documentation for price discounts recorded and credit notes issued during the year as well as credit notes issued after the year end date to determine whether these were recorded appropriately. • Compared the historical trend of price discounts to sales made to determine the appropriateness of current year’s discount charge. |
| 2. | The Company has material litigations which involve signifcant judgement to determine the possible outcome of these litigations. Refer Note 31 of the fnancial statements. |
Principal Audit Procedures • We understood from the management, assessed and tested the design and operating efectiveness of the Company’s key controls surrounding assessment of litigations relating to the relevant laws and regulations. • We have reviewed the legal and other professional expenses and enquired with the management for recent developments and the status of the material litigations which were reviewed. • We performed our assessment on a test basis on the underlying calculations supporting the contingent liabilities/ other signifcant litigations disclosed in the fnancial statements. |
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| • Discussing the status of the cases with the legal team regarding the progress and probability assessment of the outcomes. • We used auditor’s experts/specialists to gain an understanding and to evaluate the disputed tax matters. • Evaluating the evidence supporting the judgement of the management about possible outcomes and the reasonableness of the estimates. • We evaluated management’s assessments by understanding precedents set in similar cases and assessed the reliability of the management’s past estimates/judgements. • Evaluating appropriateness of adequate disclosures in accordance with the applicable Indian accounting standards. |
||
|---|---|---|
| 3. | Inventories as disclosed in Note 6 to the fnancial statements include: • Raw materials comprising iron-ore, gypsum, limestone, laterite and fy ash; • Work-in-progress mainly comprising clinker • Coal The above items of inventory are stored in sheds, stockpiles and silos. As the weighing of these inventories is not practicable, management assesses the reasonableness of the quantities on hand by obtaining measurements of stockpiles and converting these measurements to unit of volumes by using angle of repose and bulk density. The Company involves its team in the inventory count process. Due to the signifcance of inventory balances and related estimations involved, this is considered as a key audit matter. |
Principal Audit Procedures The Company performs annual inventory counts at the year end and issues prior notifcation of procedures to be performed for such inventory counts. Our audit procedures to assess the existence of such items of inventory included the following: • Assessed the management’s process of measurement of stockpiles and the determination of values using conversion of volumes and density to total weight and the related yield. • Obtained and reviewed the inventory count report of the management’s team and assessed its accuracy on a sample basis. |
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Other Information
The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Company’s annual report, but does not include the financial statements and our auditor’s report thereon. The Company’s annual report is expected to be made available to us after the date of this auditor’s report.
Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the Annual report if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with Governance.
Management’s Responsibility for the Financial Statements
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including Indian Accounting Standards specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
-
As required by Section 143(3) of the Act, we report that:
-
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
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(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books except for the matter stated in the paragraph 1(i) (vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.
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(c) The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account.
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(d) In our opinion, the aforesaid financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act.
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(e) On the basis of the written representations received from the directors as on March 31, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a director in terms of Section 164 (2) of the Act.
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(f) The modification relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph 1(b) above.
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(g) With respect to the adequacy of the internal financial controls with reference to the financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”.
-
(h) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended, in our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provision of section 197 of the Act.
-
(i) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
-
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements (Refer Note 31 of the financial statements);
-
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
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iii. There has been no delay in transferring the amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
-
iv. (a) The Management has represented (Refer Note 43 of the financial statements) that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
- (b) The Management has represented (Refer Note 43 of the financial statements) that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including
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foreign entity (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
- (c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
-
v. As stated in Note 36(B) to the financial statements,
-
(a) The dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.
-
(b) The Board of Directors of the Company have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with section 123 of the Act, as applicable.
-
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vi. Based on our examination which included test checks, the Company has used accounting software for maintaining its books of account, which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software impacting books of account at application level. Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with. The database of the accounting software is operated by third party service provider and based on the information and explanations given to us the feature of recording audit trail (edit log) facility was not enabled at the database level. (Refer Note 44 to the financial statements).
-
As required by the Companies (Auditor’s Report) Order, 2020, (‘the Order’) issued by the Central Government of India in terms of Section 143 (11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
For M. Anandam & Co., Chartered Accountants (Firm’s Registration No. 000125S)
Place: Hyderabad Date: 28[th] May, 2024
Sd/M.V.Ranganath Partner Membership No. 028031 UDIN: 24028031BKBUKL9691
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Annexure “A” to the Independent Auditor’s Report
(Referred to in paragraph 1(g) under ‘Report on Other Legal Regulatory Requirements’ section of our report to the Members of the Company of even date)
Report on the Internal Financial Controls with reference to Financial Statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
Opinion
We have audited the internal financial controls with reference to financial statements of Deccan Cements Limited (“the Company”) as of March 31, 2024 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to the financial statements and such internal financial controls with reference to the financial statements were operating effectively as at 31 March 2024, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
Management’s Responsibility for Internal Financial Controls
The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Inherent Limitations of Internal Financial Controls with reference to the financial statements
Because of the inherent limitations of internal financial controls with reference to the financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to the financial statements to future periods are subject to the risk that the internal financial control with reference to the financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Auditor’s Responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls with reference to the financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to the financial statements was established and maintained and if such controls operated effectively in all material respects.
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Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system with reference to the financial statements and their operating effectiveness. Our audit of internal financial controls with reference to the financial statements included obtaining an understanding of internal financial controls with reference to the financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls with reference to the financial statements.
Meaning of Internal Financial Controls with reference to the financial statements
A company’s internal financial control with reference to the financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control with reference to the financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
For M. Anandam & Co., Chartered Accountants (Firm’s Registration No. 000125S)
Place: Hyderabad Date: 28[th] May, 2024
Sd/M.V.Ranganath Partner Membership No. 028031 UDIN: 24028031BKBUKL9691
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Annexure “B” to the Independent Auditor’s Report
With reference to Paragraph 2 under ‘Report on Other Legal Regulatory Requirements’ section of our report to the Members of the Company, we report that:
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i. In respect of the Company’s Property, Plant and Equipment and Intangible Assets:
-
(a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment.
- (B) The Company has maintained proper records showing full particulars of intangible assets.
-
(b) According to the information and explanations given to us and the records of the company examined by us, the property, plant and equipment have been physically verified by the management in a periodical manner, which in our opinion is reasonable, having regard to the size of the Company and the nature of its business. No material discrepancies were noticed on such physical verification.
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(c) Based on our examination of registered sale deeds and other documents, the title deeds of all the immovable properties disclosed in the financial statements are held in the name of the Company.
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(d) The Company has not revalued any of its Property, Plant and Equipment (including right-of-use assets) and intangible assets during the year.
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(e) No proceedings have been initiated during the year or are pending against the Company as at March 31, 2024 for holding any benami property under the Prohibition of Benani Property Transactions Act, 1988 and rules made thereunder.
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ii. (a) The inventory has been physically verified by the management during the year. In our opinion, the coverage, frequency and procedure of such verification is reasonable and adequate in relation to the size of the Company and the nature of its business. The discrepancies noticed on verification between the physical stocks and the book records were not exceeding 10% in the aggregate for each class of inventory and have been properly dealt with in the books of accounts.
-
(b) The Company is sanctioned working capital limits in excess of Rs.5 Crore from banks on the basis of security of current assets. Further, the quarterly statements filed by the Company with such banks are in agreement with the books of account of the Company.
-
iii. During the year, the Company has made investment in wholly owned subsidiary company. The Company has not provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other parties.
-
(a) During the year, the Company has not provided loans or advances in the nature of loans, or stood guarantee, or provided security to any other entity. Hence, reporting under clause 3(iii)(a) of the Order is not applicable.
-
(b) During the year, the company has made investment in wholly owned subsidiary company and the same is not prejudicial to the company’s interest. The company has not granted loans or advances in the nature of loans and provided guarantees.
-
(c) The Company has not provided loans or advances in the nature of loans. Hence, reporting under clause 3(iii)(c) to (f) of the Order is not applicable.
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iv. In our opinion and according to the information and explanations given to us, the Company has made investments which are in compliance with Section 186 of the Act. The Company has not granted loans, not provided guarantees and securities as specified under Section 185 of the Companies Act, 2013.
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v. The Company has not accepted any deposits or amounts which are deemed to be deposits. Hence, reporting under clause 3(v) of the Order is not applicable.
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vi. We have broadly reviewed the cost records maintained by the Company as prescribed under subsection (1) of section 148 of the Act, and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
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vii. In respect of statutory dues:
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a) In our opinion, the Company is generally regular in depositing undisputed statutory dues in respect of Provident Fund, though there has been a slight delay in a few cases, and is regular in depositing undisputed statutory dues, including Goods and Services tax, Employees’ State Insurance, Income Tax, and other statutory dues applicable to it with the appropriate authorities.
The extent of the arrears of undisputed statutory dues outstanding as at March 31, 2024, for a period of more than six months from the date they became payable are as follows:
| Name of the statute |
Nature of the dues |
Amount (in Rs.) |
Period to which the amount relates |
Due date |
Date of payment |
Remarks, if any |
|---|---|---|---|---|---|---|
| Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 |
Provident fund |
65,880 | April 2023 - March 2024 |
May 2023 - April 2024 |
15-05-2024 | Due to non - linking of Aadhaar with employees PF account. |
- b) Details of statutory dues referred to in sub-clause (a) above which have not been deposited as on March 31, 2024 on account of disputes are given below:
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Amount Not Period to Forum where
Nature of Amount
Name of the Statute Deposited which the the dispute is
the Dues (In Lakhs)
(In Lakhs) amount relates pending
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| Name of the Statute | Nature of the Dues |
Amount (In Lakhs) |
Amount Not Deposited (In Lakhs) |
Period to which the amount relates |
Forum where the dispute is pending |
|---|---|---|---|---|---|
| Andhra Pradesh General Sales Tax Act,1957 / AP VAT Act, 2005 |
Sales tax/ VAT |
85.68 | 85.68 | 1999-00 & 2000-01 |
Hon’ble High Court of Telangana |
| AP Electricity Duty Amendment Act, 2003 |
Electricity Duty |
230.00 | 230.00 | 2003-04 to 2013-14 |
Hon’ble High Court of Telangana |
| Telangana Tax on Entry of Goods into Local Areas Act, 2001 |
Entry Tax | 18.38 | 9.19 | 2012-13 To 2016-17 |
Appellate Tribunal, Hyderabad |
| Customs Act, 1962 | Customs Duty |
24.12 | 24.12 | August 2020 | Commissioner of Customs (Appeals -II), Chennai. |
| Income Tax Act, 1961 | Income Tax |
Not quantifable |
Not quantifable |
2014-2015 | National Faceless Appeal Centre, New Delhi |
~~96~~
Annual Report 2023-24
INDEPENDENT AUDITOR'S REPORT
-
viii. There were no transactions relating to previously unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).
-
ix. a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings or in the payment of interest thereon to any lender.
-
b) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.
-
c) According to the information and explanations given to us and procedures performed by us, we report that the Company has applied the term loans for the purpose for which the loans were obtained.
-
d) On an overall examination of the financial statements of the Company, funds raised on short-term basis have, prima facie, not been used during the year for long-term purposes by the Company.
-
e) On an overall examination of the financial statements, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiary. The Company does not have associates or joint ventures.
-
f) According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiary. The Company does not have associates or joint ventures.
-
x. a) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year and hence reporting under clause 3(x)(a) of the Order is not applicable.
-
b) During the year, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully or partly or optionally) and hence reporting under clause 3(x)(b) of the Order is not applicable.
-
xi. a) No fraud by the Company and no material fraud on the Company has been noticed or reported during the year.
-
b) No report under sub-section (12) of section 143 of the Companies Act has been filed in Form ADT4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and upto the date of this report.
-
c) As represented to us by the management, there are no whistle blower complaints received by the company during the year.
-
xii. The Company is not a Nidhi Company and hence reporting under clause 3(xii) of the Order is not applicable.
-
xiii. In our opinion, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013 with respect to applicable transactions with the related parties and the details of related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.
-
xiv. a) In our opinion the Company has an adequate internal audit system commensurate with the size and the nature of its business.
-
b) We have considered, the internal audit reports of the company issued till date, for the year under audit.
-
xv. In our opinion during the year the Company has not entered into any non-cash transactions with its Directors or persons connected with its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.
~~97~~
Annual Report 2023-24
INDEPENDENT AUDITOR'S REPORT
-
xvi. a) In our opinion, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Hence, reporting under clause 3(xvi)(a) of the Order is not applicable.
-
b) The Company is not engaged in any non-banking financial housing finance activities. Accordingly, the requirement to report on clause 3(xvi)(b) of the Order is not applicable to the Company.
-
c) The Company is not a core investment company as defined in the regulations made by the Reserve Bank of India. Accordingly, the requirement to report on clause 3(xvi)(c) of the Order is not applicable to the Company.
-
d) In our opinion, there is no core investment company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly reporting under clause 3(xvi)(d) of the Order is not applicable.
-
xvii. The Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.
xviii. There has been no resignation of the statutory auditors of the Company during the year.
-
xix. On the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.
-
xx. a) There is no unspent amount in respect of other than ongoing projects towards Corporate Social Responsibility (CSR). Hence, reporting under clause 3(xx)(a) of the Order is not applicable.
-
b) The Company does not have ongoing projects relating to CSR. Hence reporting under clause 3(xx)(b) of the Order is not applicable.
For M. Anandam & Co., Chartered Accountants (Firm’s Registration No. 000125S)
Place: Hyderabad Date: 28[th] May, 2024
Sd/M.V.Ranganath Partner Membership No. 028031 UDIN: 24028031BKBUKL9691
~~98~~
Annual Report 2023-24
FINANCIAL STATEMENTS
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----- Start of picture text -----
BALANCE SHEET AS AT 31st March 2024 Rs. in lakhs
As at As at
Particulars Note
31 [st] March 2024 31 [st] March 2023
I. ASSETS
Non-current assets
(a) Property, plant and equipment 3.1 39,994.28 41,509.32
(b) Intangible assets 3.2 2,228.00 2,360.50
(c) Right-of-use assets 3.3 75.64 2.80
(d) Capital work-in-progress 3.4 51,367.44 24,100.09
(e) Investment property 3.5 8.12 99.24
(f) Financial assets
(i) Investments 4.1 18.12 14.21
(ii) Other financial assets 4.2 2,605.76 1,685.82
(g) Other non-current assets 5 7,000.48 6,152.03
Current assets
(a) Inventories 6 10,107.14 11,335.26
(b) Financial assets
(i) Trade receivables 7.1 5,409.40 2,820.98
(ii) Cash and cash equivalents 7.2 23,015.71 21,236.97
(iii) Bank balances other than (ii) above 7.3 46.45 124.36
(iv) Loans 7.4 8.76 9.16
(v) Other financial assets 7.5 518.04 459.91
(c) Current tax assets (net) 8 408.96 -
(d) Other current assets 9 1,791.93 3,611.78
TOTAL ASSETS 1,44,604.23 1,15,522.43
II. EQUITY AND LIABILITIES
Equity
(a) Equity share capital 10 700.38 700.38
(b) Other equity 11 71,197.11 68,045.07
Liabilities
Non-current liabilities
(a) Financial liabilities
(i) Borrowings 12.1 38,447.87 15,847.70
(ii) Lease liabilities 3.2 46.43 1.68
(b) Provisions 13 593.99 505.37
(c) Deferred tax liabilities (net) 14 5,420.95 5,286.90
Current liabilities
(a) Financial liabilities
(i) Borrowings 15.1 13,484.63 10,683.53
(ii) Trade payables 15.2
a) Total outstanding dues of micro enterprises and 716.15 805.33
small enterprises
b) Total outstanding dues of creditors other than 3,357.65 4,680.15
micro enterprises and small enterprises
(iii) Lease liabilities 3.2 31.68 1.22
(iv) Other financial liabilities 15.3 7,054.06 7,343.36
(b) Other current liabilities 16 3,367.86 1,389.64
(c) Provisions 17 185.47 216.44
(d) Current tax liabilities (net) 18 - 15.66
TOTAL EQUITY AND LIABILITIES 1,44,604.23 1,15,522.43
Summary of material accounting policies 2
The accompanying notes are an integral part of the financial statements.
----- End of picture text -----
As per our report of even date For M.Anandam & Co., Chartered Accountants (Firm Registration Number: 000125S) Sd/-
M.V.Ranganath Partner Membership Number: 028031
Place: Hyderabad Date: 28[th] May, 2024
On behalf of Board of Directors
Sd/-
P.Parvathi
Chairperson & Managing Director DIN : 00016597
Sd/-
D. Raghava Chary Chief Financial Officer PAN: ABKPD6101E
Sd/-
S.Venkateswarlu Whole-time Director DIN : 08602254
Sd/- Bikram Keshari Prusty Company Secretary PAN: AOCPP6191F
~~99~~
Annual Report 2023-24
FINANCIAL STATEMENTS
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31st March 2024
Rs. in lakhs
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----- Start of picture text -----
Year ended Year ended
Particulars Note
31 [st] March 2024 31 [st] March 2023
I. Income
Revenue from operations 19 79,942.50 78,154.48
Other income 20 1,599.91 929.45
Total income 81,542.41 79,083.93
II. Expenses
Cost of materials consumed 21 9,078.70 8,657.96
Changes in inventories of work-in-progress and finished goods 22 (33.26) (1,775.46)
Employee benefits expense 23 3,292.28 3,414.58
Finance costs 24 1,237.37 1,247.05
Depreciation and amortization expenses 25 2,763.46 2,739.31
Power and fuel 30,403.74 27,938.51
Freight charges 15,846.82 17,797.49
Other expenses 26 11,973.10 12,403.42
Total expenses 74,562.21 72,422.86
III. Profit before exceptional items and tax (I - II) 6,980.20 6,661.07
IV. Exceptional items
Forest transit fee 27 1,632.75 -
V. Profit before tax (III-IV) 5,347.45 6,661.07
VI. Tax expense:
(1) Current tax 1,470.67 1,683.48
(2) Earlier year’s tax - (1.48)
(3) Deferred tax 150.51 49.56
VII. Profit for the year (V- VI) 3,726.27 4,929.51
VIII. Other comprehensive income
Items that will not be reclassified to profit or loss
a) Remeasurement of defined benefit plans (65.41) (51.77)
b) Income tax relating to item (a) above 16.46 13.03
Other comprehensive income/(loss) (net of tax) (48.95) (38.74)
IX. Total comprehensive income for the year 3,677.32 4,890.77
X. Earnings per equity share (Face value of Rs. 5/- each)
(1) Basic (in Rs.) 34 26.60 35.19
(2) Diluted (in Rs.) 26.60 35.19
Summary of material accounting policies 2
The accompanying notes are an integral part of the financial statements.
----- End of picture text -----
As per our report of even date For M.Anandam & Co., Chartered Accountants (Firm Registration Number: 000125S) Sd/-
M.V.Ranganath Partner Membership Number: 028031
Place: Hyderabad Date: 28[th] May, 2024
On behalf of Board of Directors
Sd/-
P.Parvathi
Chairperson & Managing Director DIN : 00016597
Sd/-
D. Raghava Chary Chief Financial Officer PAN: ABKPD6101E
Sd/-
S.Venkateswarlu Whole-time Director DIN : 08602254
Sd/-
Bikram Keshari Prusty Company Secretary PAN: AOCPP6191F
~~100~~
Annual Report 2023-24
FINANCIAL STATEMENTS
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31[st] March 2024
Rs. in lakhs
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Cash flow from operating activities
Profit before tax 5,347.45 6,661.07
Adjustments for:
Depreciation and amortisation expenses 2,763.46 2,739.31
Net loss on sale of property, plant and equipment 168.17 20.21
Net gain on sale of investment property (80.08) -
Amortisation of revenue grant (23.63) (35.34)
Interest income on deposits and others (1,395.13) (789.99)
Rental income - (2.19)
Dividend income (0.29) (1.35)
Bad debts written off - 0.60
Liabilities no longer required written back (66.41) (35.88)
Provision for bad and doubtful debts (6.18) 10.37
Finance costs 1,237.37 1,247.047
Net (gain)/loss on fair value changes of investment designated at VTPL (2.91) 2.35
Operating Profit before working capital changes 7,941.82 9,816.21
Changes in operating assets and liabilities
(Increase) / decrease in Trade Receivables (2,582.24) (473.86)
(Increase)/ decrease in financial assets other than trade
(729.56) (199.46)
receivables
(Increase) / Decrease in other assets 1,431.94 (1,938.61)
(Increase) / Decrease in Inventories 1,228.12 (3,358.35)
Increase/(Decrease) in Trade payables (1,345.27) 2,496.36
Increase / (Decrease) in other financial liabilities (583.50) 1,286.75
Increase / (Decrease) in provisions (13.23) (11.41)
Increase / (Decrease) in other liabilities 2,001.85 (572.25)
Cash Generated from Operations 7,349.93 7,045.36
Income taxes paid (1,680.00) (1,550.00)
Net cash flow from/(used in) operating activities 5,669.93 5,495.36
Cash flows from investing activities
Purchase of property, plant and equipment (1,127.29) (887.71)
Purchase of intangible assets and intangible assets under
- (651.94)
development
(Increase) / decrease in capital work-in-progress (27,494.36) (21,967.85)
(Increase) / decrease in capital advances (675.83) 959.11
(Increase) / decrease in capital creditors 149.90 (307.67)
Proceeds from sale of property, plant and equipment 93.52 87.70
Proceeds from sale of investment property 170.00 -
Interest received on deposits and others 1,224.93 841.34
Dividend received 0.29 1.35
Rent received - 2.19
Investment in wholly owned subsidiary (1.00) -
Net cash flow from/ (used in) investing activities (27,659.84) (21,923.47)
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Continue...
~~101~~
Annual Report 2023-24
FINANCIAL STATEMENTS
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Cash flow from financing activities
Proceeds from non-current borrowings 23,328.66 11,180.76
Repayment of non-current borrowings (406.34) -
Proceeds from/ (repayment) of current borrowings 2,446.74 (1,307.10)
Dividend paid (525.28) (700.38)
Interest paid (1,043.81) (1,196.56)
Interest on lease liabilities (5.79) (0.92)
Payment for principal component of lease liabilities (25.53) (10.60)
Net cash flow from/ (used in) financing activities 23,768.65 7,965.19
Net increase (decrease) in cash and cash equivalents 1,778.74 (8,462.92)
Cash and Cash equivalents at the beginning of the year 21,236.97 29,699.88
Cash and Cash equivalents at the end of the year (Note 7.2) 23,015.71 21,236.96
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Reconciliation of cash and cash equivalents as per the cash flow statement Cash and Cash equivalents as per above comprise of the following:
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
a) Balances with banks
in current accounts 72.25 11.59
in deposit accounts 21,596.80 18,822.15
in margin money deposit accounts - 16.41
debit balance in cash credit accounts 1,343.14 2,379.99
b) Cash on hand 3.52 6.83
Total 23,015.71 21,236.97
Statement of Cash Flows has been prepared under the indirect method as set out in Ind AS - 7 specified under Section 133 of the Companies Act, 2013.
15.1(a) Net Debt Reconciliation
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----- Start of picture text -----
|||||||
|---|---|---|---|---|---|
|As at|As at|
|Particulars|
|31|[st]|March, 2024|31|[st]|March, 2023|
|Opening balance of borrowings|26,554.87|1,6671.96|
|Add:- Net Proceeds from non-current borrowings|23,328.66|11,408.56|
|Less: (Repayment) of non-current borrowings|(406.34)|-|
|Proceeds/ (repayment) from current borrowings|2,446.73|(1,366.52)|
|Fair value adjustments|8.58|(159.13)|
|Closing balance of borrowings|51,932.50|26,554.87|
----- End of picture text -----
Summary of material accounting policies (refer Note 2) The accompanying notes are an integral part of the financial statements.
As per our report of even date For M.Anandam & Co., Chartered Accountants (Firm Registration Number: 000125S) Sd/-
M.V.Ranganath Partner Membership Number: 028031
Place: Hyderabad Date: 28[th] May, 2024
On behalf of Board of Directors
Sd/-
P.Parvathi
Chairperson & Managing Director DIN : 00016597
Sd/-
D. Raghava Chary Chief Financial Officer PAN: ABKPD6101E
Sd/-
S.Venkateswarlu Whole-time Director DIN : 08602254
Sd/-
Bikram Keshari Prusty Company Secretary PAN: AOCPP6191F
~~102~~
Annual Report 2023-24
FINANCIAL STATEMENTS
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31[st] March 2024
Rs. in lakhs
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----- Start of picture text -----
a. Equity share capital
Particulars Note 31 [st] March 2024 31 [st] March 2023
Balance at the beginning of the year 10 700.38 700.38
Add: Changes in equity share capital due to prior period errors - -
Restated balance at the beginning of the year 700.38 700.38
Changes in equity share capital during the year - -
Balance at the end of the year 700.38 700.38
----- End of picture text -----
b. Other equity
Year ended 31[st] March, 2024
| Reserves and surplus | Reserves and surplus | Reserves and surplus | ||
|---|---|---|---|---|
| Particulars | Note Securities premium |
General reserve |
Retained earnings |
Total |
| Balance as at 01st April, 2023 | 11 1,250.14 |
4,639.52 | 62,155.41 | 68,045.07 |
| Proft for the year | - | - | 3,726.27 | 3,726.27 |
| Dividend | - | - | (525.28) | (525.28) |
| Other comprehensive income/(loss) (net of tax) | - | - | (48.95) | (48.95) |
| Balance as at 31st March 2024 | 1,250.14 | 4,639.52 | 65,307.45 | 71,197.11 |
| Year ended 31st March, 2023 |
| Reserves and surplus | Reserves and surplus | Reserves and surplus | ||
|---|---|---|---|---|
| Particulars | Note Securities premium |
General reserve |
Retained earnings |
Total |
| Balance as at 1st April, 2022 | 11 1,250.14 |
4,639.52 | 57,965.01 | 63,854.67 |
| Proft for the year | - | - |
4,929.52 |
4,929.52 |
| Dividend | - | - |
(700.38) |
(700.38) |
| Other comprehensive income/(loss) (net of tax) | - | - |
(38.74) |
(38.74) |
| Balance as at 31st March, 2023 | 1,250.14 | 4,639.52 | 62,155.41 | 68,045.07 |
| Summary of material accounting policies | 2 |
The accompanying notes are an integral part of the financial statements.
As per our report of even date For M.Anandam & Co., Chartered Accountants (Firm Registration Number: 000125S) Sd/-
M.V.Ranganath Partner Membership Number: 028031
Place: Hyderabad Date: 28[th] May, 2024
On behalf of Board of Directors
Sd/-
P.Parvathi Chairperson & Managing Director DIN : 00016597
Sd/-
D. Raghava Chary Chief Financial Officer PAN: ABKPD6101E
Sd/-
S.Venkateswarlu Whole-time Director DIN : 08602254
Sd/- Bikram Keshari Prusty Company Secretary PAN: AOCPP6191F
~~103~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
Notes forming part of the financial statements for the year ended 31[st] March, 2024
1 Company Information:
Deccan Cements Limited (‘the Company’) is a public limited company incorporated in India having its registered office at Hyderabad, Telangana. The Company is engaged in the manufacturing and selling of Cement and production and selling of power from hydel and wind sources.
2 Material Accounting Policies:
This note provides a list of the material accounting policies adopted in the preparation of the financial statements. These policies have been consistently applied to all the years presented, unless otherwise stated.
i) Statement of Compliance:
The financial statements have been prepared in accordance with the Indian Accounting Standards (Ind AS) as per the Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time, notified under section 133 of the Companies Act, 2013, (“Act”) and other relevant provisions of the Act.
ii) Basis of preparation:
The financial statements have been prepared under the historical cost convention with the exception of certain assets and liabilities that are required to be carried at fair values as per Ind AS. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
iii) Use of estimates and critical accounting judgements:
In preparation of the financial statements, the Company makes judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and the associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and the underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and future periods affected.
Significant judgements and estimates relating to the carrying values of assets and liabilities include useful lives of property, plant and equipment and intangible assets, impairment of property, plant and equipment, intangible assets and investments, provision for employee benefits and other provisions, recoverability of deferred tax assets, commitments and contingencies.
iv) Revenue Recognition:
i) Sale of Products
Revenue is recognised when the performance obligations have been satisfied, which is once control of the goods is transferred from the Company to the customer.
Cement: Revenue related to the sale of goods is recognised when the product is delivered to the destination specified by the customer, and the customer has gained control through their ability to direct the use of and obtain substantially all the benefits from the asset.
~~104~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
Revenue is measured based on consideration specified in the contract with a customer which is measured at the fair value of the consideration received or receivable, net of returns and allowances, trade discounts and volume rebates and excludes amounts collected on behalf of third parties.
Power: Revenue from sale of power is recognized net of wheeling and banking charges, line losses and the selling costs.
ii) Other income
Interest income is recognized on time proportion basis taking into account the amount outstanding and the rate applicable.
v) Borrowing Costs:
Borrowings costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for the intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing cost eligible for capitalization
Other borrowing costs are expensed in the period in which they are incurred.
vi) Employee Benefits:
(i) Short-term obligations
Liabilities for wages and salaries, including non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognized in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet.
(ii) Other long-term employee benefit obligations
The liabilities for earned leave is not expected to be settled wholly within 12 months after the end of the period in which the employees render the related service. They are therefore measured at the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the market yields at the end of the reporting period that have terms approximating to the terms of the related obligations. Remeasurements as a result of the experience adjustments and changes in actuarial assumptions are recognized in profit or loss. The obligations are presented as current liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months after the reporting period, regardless of when the actual settlement is expected to occur.
(iii) Gratuity obligations
The liabilities or assets recognized in the balance sheet in respect of gratuity plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.
~~105~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.
The net interest cost is calculated by applying the discount rate to the net balance of the defined
benefit obligation and the fair value of plan assets.
This cost is included in employee benefit expense in the statement of profit and loss. Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognized in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet. Changes in the present value of the defined benefit obligation resulting from plan amendments or curtailments are recognized immediately in profit or loss.
(iv) Defined contribution plans
The Company pays provident fund contributions to publicly administered funds as per local regulations and super annuation fund to LIC of India. The Company has no further payment obligations once the contributions have been paid. The contributions are accounted for as defined contribution plans and the contributions are recognized as employee benefit expense when they are due.
(v) Bonus plans
The Company recognizes a liability and an expense for bonuses. The Company recognizes a provision where contractually obliged or where there is a past practice that has created a constructive obligation.
vii) Income Taxes:
Tax expense for the year comprises current and deferred tax.
Current Tax is the amount of tax payable on the taxable income for the year as determined in accordance with the applicable tax rates and the provisions of the Income-tax Act, 1961 and other applicable tax laws that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary differences arise from the initial recognition (other than in a business combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In addition, deferred tax liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
~~106~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
Tax relating to items recognized directly in equity or other comprehensive income is recognised in equity or other comprehensive income and not in the Statement of Profit and Loss.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets and they are related to income taxes levied by the same tax authority, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realized simultaneously.
viii) Property, plant and equipment (PPE):
Property, plant and equipment are carried at cost less accumulated depreciation and impairment losses, if any. The cost of property, plant and equipment comprises of purchase price, applicable duties and taxes, any directly attributable expenditure on making the asset ready for its intended use, other incidental expenses and interest on borrowings attributable to acquisition of qualifying fixed assets, upto the date the asset is ready for its intended use. All other repair and maintenance costs, including regular servicing, are recognised in the statement of profit and loss as incurred. When a replacement occurs, the carrying value of the replaced part is de-recognised. Where an item of property, plant and equipment comprises major components having different useful lives, these components are accounted for as separate items.
Property, Plant and equipment retired from active use and held for sale are stated at the lower of their net book value and net realizable value and are disclosed separately.
An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in profit or loss.
ix) Intangible Assets:
Intangible assets acquired separately are measured on initial recognition cost
x) Depreciation and amortisation expenses:
Depreciation is the systematic allocation of the depreciable amount of PPE over its useful life and is provided on the straight line method over the useful lives as prescribed in Schedule II to the Act.
Intangible assets are amortized on straight line method based on the estimated useful lives.
The amortized period and amortization method are reviewed at each financial year end.
Cost of compensatory land (intangibles) paid / transferred to Government in lieu of forest land diverted for mining and free hold land for mining is amortized over the tenure of the mining lease. Cost of ERP Software is amortized over a period of four years.
xi) Expenditure during construction period:
Expenditure during construction period (including finance cost related to borrowed funds for construction or acquisition of qualifying PPE) is included under Capital Work-in-Progress and the same is allocated to the respective PPE on the completion of their construction. Advances given towards acquisition or construction of PPE outstanding at each reporting date are disclosed as Capital Advances under “Other non-current Assets”.
~~107~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
xii) Inventories:
Raw Materials, Fuel, Stores & Spares and Packing Materials
These inventories are valued at lower of cost and net realizable value (NRV). However, these items are considered to be realizable at cost, if the finished products, in which they will be used, are expected to be sold at or above cost, Cost is determined on weighted Average basis.
Materials in Transit:
Valuation of Inventories of Materials in Transit is done at Cost.
Work-in-Progress (WIP) and Finished Goods
These inventories are valued at lower of cost and NRV. Cost of Finished Goods and WIP includes cost of raw materials, cost of conversion and other costs incurred in bringing the inventories to their present location and condition. Cost of inventories is computed on weighted average basis.
xiii) Provisions, Contingent Liabilities and Contingent Assets :
The Company recognises provisions when there is present obligation as a result of past event and it is probable that there will be an outflow of resources and reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows to net present value using an appropriate pre-tax discount rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Unwinding of the discount is recognised in the Statement of Profit and Loss as a finance cost. Provisions are reviewed at each reporting date and are adjusted to reflect the current best estimate.
A present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made, is disclosed as a contingent liability. Contingent Liabilities are also disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the Company.
Contingent assets are not recognized in financial statements since this may result in the recognition of income that may never be realised.
xiv) Financial instruments:
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.
~~108~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
Financial assets
(i) Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
(ii) Financial assets at fair value through other comprehensive income
A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Further, in case where the company has made an irrevocable selection based on its business model, for its investments which are classified as equity instruments, the subsequent changes in fair value are recognized in other comprehensive income.
(iii) Financial assets at fair value through profit or loss
A financial asset which is not classified in any of the above categories are subsequently fair valued through profit or loss.
- (iv) The Company recognizes loss allowances using the expected credit loss (ECL) model for the financial assets which are not fair valued through profit or loss. Loss allowance for trade receivables with no significant financing component is measured at an amount equal to lifetime ECL. For all other financial assets, expected credit losses are measured at an amount equal to the 12-month ECL, unless there has been a significant increase in credit risk from initial recognition in which case those are measured at lifetime ECL. The amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognised is recognized as an impairment gain or loss in statement of profit or loss.
Financial liabilities and equity instruments
Classification as debt or equity
Financial liabilities and equity instruments issued by the Company are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability and an equity instrument.
Equity Instruments
An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Equity instruments are recorded at the proceeds received, net of direct issue costs.
Financial Liabilities
Trade and other payables are initially measured at fair value, net of transaction costs, and are subsequently measured at amortised cost, using the effective interest rate method where the time value of money is significant.
Interest bearing bank loans, overdrafts and unsecured loans are initially measured at fair value and are subsequently measured at amortised cost using the effective interest rate method. Any difference between the proceeds (net of transaction costs) and the settlement or redemption of borrowings is recognised over the term of the borrowings in the statement of profit and loss.
~~109~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
Derecognition of financial instruments
The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the financial asset and the transfer qualifies for derecognition under Ind AS 109. A financial liability (or a part of a financial liability) is derecognized from the Company’s balance sheet when the obligation specified in the contract is discharged or cancelled or expires.
Fair value of financial instruments
In determining the fair value of its financial instruments, the Company uses a variety of methods and assumptions that are based on market conditions and risks existing at each reporting date. The methods used to determine fair value include discounted cash flow analysis, available quoted market prices and dealer quotes. All methods of assessing fair value result in general approximation of value, and such value may or may not be realized.
Offsetting financial instruments
Financial assets and liabilities are offset and the net amount is reported in the balance sheet where there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counterparty.
xv) Earnings Per Share :
The basic earnings per share is computed by dividing the profit/(loss) for the year attributable to the equity shareholders by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted earnings per share, profit/(loss) for the year attributable to the equity shareholders and the weighted average number of the equity shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares.
xvi) Cash and cash equivalents:
Cash and cash equivalents include cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.
xvii) Government Grants:
Grants from the government are recognised at fair value where there is a reasonable assurance that the grant will be received and the Company will comply with all attached conditions.
Government grants relating to income are deferred and recognised in the profit or loss over the period necessary to match them with the costs they are intended to compensate and presented within other income.
Government grants relating to the purchase of property, plant and equipment are included in noncurrent liabilities as deferred income and are credited to profit and loss on a straight line basis over the expected lives of the related assets and presented within other income.
The benefit of a government loan at below current market rate of interest is treated as a government grant.
xviii) Leases
As a lessee:
The Company assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to
~~110~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
control the use of an identified asset, the company assesses whether:
-
(1) The Contract involves the use of an identified asset;
-
(2) The Company has substantially all the economic benefits from use of the asset through the period of the lease and
-
(3) The Company has the right to direct the use of the asset.
The Company recognizes a right-of-use asset (“ROU”) and a corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the lease. Certain lease arrangements includes the options to extend or terminate the lease before the end of the lease term.
ROU assets and lease liabilities includes these options when it is reasonably certain that they will be exercised.
The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct costs less any lease incentives.
They are subsequently measured at cost less accumulated depreciation and impairment losses.
Right-of-use assets are depreciated from the commencement date on a straight-line basis over the balance lease term of the underlying asset. Right of use assets are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable.
The lease liability is initially measured at amortized cost at the present value of the future lease payments. The lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the incremental borrowing rates in the country of domicile of the leases. Lease liabilities are re-measured with a corresponding adjustment to the related right of use asset if the company changes its assessment if whether it will exercise an extension or a termination option.
Lease liability and ROU asset shall be separately presented in the Balance Sheet and lease payments shall be classified as financing cash flows.
xix) Dividend Distribution
Dividends paid (including income tax thereon) is recognised in the period in which the interim dividends are approved by the Board of Directors, or in respect of the final dividend when approved by shareholders.
xx) Rounding off amounts
All amounts disclosed in the financial statements and notes have been rounded off to the nearest lakh as per the requirement of Schedule III, unless otherwise stated.
xxi) Standards issued but not yet effective
There is no such notification is applicable from April 1, 2024.
~~111~~
Annual Report 2023-24
| 3.1 (a) Property, plant and equipment Rs. in lakhs |
Net carry- ing amount |
As at 31st March 2024 |
3,242.68 5,365.50 28,647.20 87.85 235.60 11.08 56.94 2,347.43 |
39,994.28 | 3.1 (b) Property, plant and equipment Rs. in lakhs |
Net carry- ing amount |
As at 31st March 2023 |
Land 3,196.93 - - 3,196.93 - - - - 3,196.93 Buildings 7,029.30 416.02 - 7,445.32 1,519.62 314.85 - 1,834.47 5,610.85 Plant and equipment 41,333.38 310.16 854.41 40,789.13 9,996.43 1,910.71 756.29 11,150.85 29,638.28 Furniture and fxtures 101.95 36.00 22.78 115.17 38.75 10.2 21.47 27.48 87.69 Vehicles 543.15 16.05 12.92 546.28 204.34 65.98 4.76 265.56 280.72 Computers 119.85 1.57 - 121.42 81.17 20.57 - 101.74 19.68 Ofce equipment 88.10 31.89 6.39 113.60 51.04 10.42 6.07 55.39 58.21 Railway sidings 3,792.75 76.02 - 3,868.77 988.56 263.25 - 1,251.81 2,616.96 |
TOTAL 56,205.41 887.71 896.50 56,196.62 12,879.91 2,596.00 788.59 14,687.30 41,509.32 |
|---|---|---|---|---|---|---|---|---|---|
| tion | As at 31st March 2023 |
||||||||
| tion | As at 31st March 2024 |
- 2,165.59 13,065.24 39.12 252.59 112.95 69.71 1,521.34 |
17,226.54 |
||||||
| deprecia | On dis- posals |
||||||||
| d deprecia | On dis- posals |
- - - 1,834.47 331.12 - 11,150.85 1,914.39 - 27.48 11.64 - 265.56 55.45 68.42 101.74 11.21 - 55.39 14.32 - 1,251.81 269.53 - |
14,687.31 2,607.66 68.42 |
||||||
| cumulated | For the Year |
||||||||
| cumulate | For the Year |
||||||||
| Ac | As at 1stApril 2022 |
||||||||
| Ac | As at 1st April 2023 |
||||||||
| nt | As at 31st March 2023 |
||||||||
| t | As at 31st March 2024 |
3,242.68 7,531.09 41,712.44 126.97 488.19 124.03 126.65 3,868.77 |
57,220.82 |
||||||
| ying amou | Deletions | ||||||||
| ying amoun | Deletions | Land 3,196.93 45.75 - Buildings 7,445.32 85.77 - Plant and equipment 40,789.13 923.31 - Furniture and fxtures 115.17 11.80 - Vehicles 546.28 45.01 103.10 Computers 121.42 2.61 - Ofce equipment 113.60 13.05 - Railway sidings 3,868.77 - - |
TOTAL 56,196.62 1,127.30 103.10 |
||||||
| Gross carr | Additions | ||||||||
| Gross carr | Additions | ||||||||
| As at 1st April 2022 |
|||||||||
| As at 1st April 2023 |
|||||||||
| Particulars | |||||||||
| Particulars |
~~112~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
| 3.1 (c) The details of assets pledged as borrowings, refer note no.12.1 and 15.1 to the fnancial statements. 3.1 (d) The Company has not revalued any property, plant and equipment after initial recognition, during the current and previous fnancial year. 3.2 (a) Intangible assets Rs. in lakhs |
Net carrying amount |
As at 31st March 2024 |
2,151.97 76.03 |
2,228.00 | 3.2 (b) Intangible assets Rs. in lakhs |
Net carry- ing amount |
As at 31st March 2023 |
Compensatory land & aforestation expenses 2,020.65 651.94 - 2,672.59 381.25 69.68 - 450.93 2,221.66 Computer software 264.46 - - 264.46 62.81 62.81 - 125.62 138.84 |
TOTAL 2,285.11 651.94 - 2,937.05 444.06 132.49 - 576.55 2,360.50 |
3.3 Right-of-use assets Following are the changes in the carrying value of right of use assets: Rs. in lakhs |
Particulars As at 31st March 2024 As at 31st March 2023 |
Opening Balance 2.80 12.93 Add: Additions during the year 96.50 6.26 Less: Deletions during the year 1.54 6.84 Less: Amortisation during the year 22.12 9.55 |
Closing Balance 75.64 2.80 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| tion | As at 31st March 2024 |
450.93 69.68 - 520.62 125.62 62.81 - 188.43 |
576.55 132.49 - 709.05 |
ation | As at 31st March 2023 |
||||||||
| d amortis | On dis- posals |
||||||||||||
| d amortisa | On dis- posals |
||||||||||||
| ccumulate | For the Year |
||||||||||||
| ccumulate | For the Year |
||||||||||||
| A | As at 1st April 2022 |
||||||||||||
| A | As at 1st April 2023 |
||||||||||||
| nt | As at 31st March 2023 |
||||||||||||
| unt | As at 31st March 2024 |
2,672.59 264.46 |
2,937.05 |
||||||||||
| ing amou | Dele- tions |
||||||||||||
| rying amo | Dele- tions |
Compensatory land & aforestation expenses 2,672.59 - - Computer software 264.46 - - |
TOTAL 2,937.05 - - |
||||||||||
| ross carry | Addi- tions |
||||||||||||
| Gross car | Addi- tions |
||||||||||||
| G | As at 1st April 2022 |
||||||||||||
| As at 1st April 2023 |
|||||||||||||
| Particulars | Particulars |
~~113~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
| The aggregate depreciation expense on ROU assets is included under depreciation and amortisation expense in the Statement of Proft and Loss. The following is the break-up of current and non-current lease liabilities: Rs. in lakhs |
As at 31st March 2023 | 1.22 1.68 |
2.90 | As at 31st March 2023 | 13.16 6.26 0.92 6.84 10.60 |
2.90 | unted basis: Rs. in lakhs |
As at 31st March 2023 | 2.30 0.79 - |
3.09 | Rs. in lakhs | As at 31st March 2023 | 0.92 | 9.55 | The Company does not face a signifcant liquidity risk with regard to its lease liabilities as the current assets are sufcient to meet the obligations related to lease liabilities as and when they fall due. The incremental borrowing rate used for the measurement of lease liability is 9.6% per annum which is the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions. |
|
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| As at 31st March 2024 | 31.68 46.43 |
78.11 | As at 31st March 2024 | 2.90 96.50 5.79 1.55 25.53 |
78.11 | s of lease liabilities on an undisco | As at 31st March 2024 | 37.81 36.45 13.26 |
87.52 | As at 31st March 2024 | 5.79 | 22.12 | ||||
| Particulars | Current lease liabilities Non-current lease liabilities |
Total | The following is the movement in lease liabilities: | Particulars | Balance at the beginning of the year Additions during the year Finance Cost accrued during the year Deletions Payment of lease liabilities |
Balance at the end of the year | The table below provides details regarding the contractual maturitie | Particulars | Less than one year One to two years Two to three years |
Total | Amount recognised in the Statement of Proft and Loss: | Particulars | Interest expenses | Amortisation of right- of- use assets |
~~114~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
==> picture [352 x 516] intentionally omitted <==
----- Start of picture text -----
- - 8.12 - 8.12
Rs. in lakhs Total 5,1367.44 5,1367.44 Total 24,100.09 24,100.09 Rs. in lakhs amount As at st March 2024
31
Net carrying
- - - 59.19 - 59.19 - - -
As at st March 2024
31
-
More than 3 years More than 3 years 10.30 10.30
On
- -
disposals
-
512.27 512.27 382.57 382.57
1.20 1.20
Year
2 - 3 years 2 - 3 years For the
- - Accumulated depreciation -
9.10 9.10
Amount in CWIP for a period of 21,327.08 21,327.08 Amount in CWIP for a period of 1,181.59 1,181.59 As at April 2023
st
1 - 2 years 1 - 2 years 1
- - 8.12 - 8.12
2,9489.09 2,9489.09 2,2476.74 2,2476.74 As at st March 2024
31
Less than 1 year Less than 1 year 26.34 73.88 100.22
- - -
Additions Deletions
Gross carrying amount
34.46 73.88 108.34
As at
April 2023
st
1
CWIP ageing schedule as at 31 March, 2024 CWIP ageing schedule as at 31 March, 2023
Particulars Projects in progress Projects temporarily suspended TOTAL Particulars Projects in progress Projects temporarily suspended TOTAL 3.5 (a) Investment property Particulars Land Buildings TOTAL
----- End of picture text -----
~~115~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
| 3.5 (b) Investment property Rs. in lakhs Particulars Gross carrying amount Accumulated depreciation Net carrying amount As at 1st April 2022 Additions Deletions As at 31st March 2023 As at 1stApril 2022 For the Year On disposals As at 31st March 2023 As at 31st March 2023 Land 34.46 - - 34.46 - - - - 34.46 Buildings 73.88 - - 73.88 7.81 1.29 - 9.10 64.78 TOTAL 108.34 - - 108.34 7.81 1.29 - 9.10 99.24 3.5(c) Disclosures - Ind AS 40 Rs. in lakhs |
2022-23 | 2.19 0.04 - |
2.15 | Fair value of the investment property as at 31 March, 2024 based on the valuation by a registered valuer as defned under rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017 is Rs. 8.12 lakhs. (P.Y. 184 lakhs) The Company has no restrictions on the disposal of its investment properties and no contractual obligations to purchase, construct or develop investment properties or for repairs, maintenance and enhancements. |
|---|---|---|---|---|
| 2023-24 | - - - |
- | ||
| Particulars | Rental income from investment property Less: Direct operating expenses arising from investment property that generated rental income during the year Less: Direct operating expenses arising from investment property that did not generate rental income during the year |
Income from investment property (net) |
~~116~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
March 2024 Notes forming part of the financial statements for the year ended 31[st]
All amounts in Rs. Lakhs, unless otherwise stated
4.1. Investments
==> picture [418 x 262] intentionally omitted <==
----- Start of picture text -----
As at As at
Particulars
31 [st] March, 2024 31 [st] March, 2023
Investments in equity instruments (quoted - fully paid up)
Fair value through profit and loss (FVTPL)
Tata Consultancy Services Limited 17.02 14.11
440 (P.Y - 440) Equity Shares of Re. 1 /- each
Investments in equity instruments (unquoted - fully paid up)
At amortised cost
Wholly owned subsidiary
Deccan Swarna Cements Private Limited 1.00 -
10,000 (P.Y - Nil) Equity Shares of Rs. 10 /- each
Investment in others (unquoted - fully paid up)
At amortised cost
DCFEMAC Co-operative Stores Limited 0.10 0.10
236 (P.Y - 236) Equity Shares of Rs. 100 /- each
TOTAL 18.12 14.21
Aggregate amount and market value of quoted investments 17.02 14.11
Aggregate amount of unquoted investments 1.10 0.10
Aggregate amount of impairment in value of investments - -
----- End of picture text -----
The Company has not traded or invested in Crypto currency or Virtual currency during the current year and previous year.
The Company incorporated a wholly owned subsidiary company “Deccan Swarna Cements Private Limited” at Hyderabad on 13th March, 2024.
4.2. Other financial assets (non-current)
==> picture [417 x 96] intentionally omitted <==
----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Earmarked balances with banks
Margin money deposits with banks against bank guarantees 276.35 179.40
Others
Deposits with government companies and others 2,329.41 1,506.42
TOTAL 2,605.76 1,685.82
----- End of picture text -----*
*includes upfront payment made to Government of Rajasthan of Rs. 1845.14 lakhs on successful bidding of mine as on 31st March, 2024 (P.Y: 922.57 lakhs)
~~117~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
5. Other non-current assets
==> picture [419 x 110] intentionally omitted <==
----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Unsecured, considered good
Capital advances 6,406.20 5,730.37
Advances other than capital advances
Taxes paid under protest 421.66 421.66
Prepaid Expenses 172.62 -
TOTAL 7,000.48 6,152.03
----- End of picture text -----
6. Inventories (Valued at lower of cost and net realisable value)
==> picture [417 x 146] intentionally omitted <==
----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
a) Raw materials (Includes material in transit Rs. 17.44 lakhs
241.77 340.92
(P.Y Nil))
b) Work-in-progress 1,852.79 1,954.29
c) Finished goods 448.24 313.48
d) Stores and spares 4,397.32 3,957.93
e) Packing materials 145.57 151.60
f) Coal (Includes RDF and material in transit Rs. 72.05 lakhs
3,021.45 4,617.04
(P.Y 65.55 Lakhs))
TOTAL 10,107.14 11,335.26
----- End of picture text -----
6.1 For inventories secured against borrowings, refer note no.15.1 to the financial statements.
7.1. Trade receivables
==> picture [417 x 114] intentionally omitted <==
----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
a) Secured, considered good 2,645.59 2,055.50
b) Unsecured, considered good 2,767.56 797.46
Less: Allowance for credit losses (6.92) (31.98)
c) Credit impaired 22.05 -
Less: Allowance for credit losses (18.88) -
TOTAL 5,409.40 2,820.98
----- End of picture text -----
- 7.1 Trade receivables are non-interest bearing and generally on credit term of 30 to 120 days.
7.2 For Trade receivables secured against borrowings, refer note no. 15.1 to the financial statements.
- 7.3 For Company’s exposure to the market risk and credit risk, refer note no. 34 to the financial statements.
~~118~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
Trade Receivables ageing schedule As at 31[st] March, 2024
==> picture [418 x 33] intentionally omitted <==
----- Start of picture text -----
Outstanding for following periods from date of transaction
Particulars Less than 6 months 1 - 2 2 - 3 More than
Total
6 months - 1 year years years 3 years
----- End of picture text -----
| (i) | Undisputed Trade receivables – considered good |
5,333.81 | 25.83 | 21.05 | 21.09 | 11.38 | 5,413.15 |
|---|---|---|---|---|---|---|---|
| (ii) | Undisputed Trade receivables – which have signifcant increase |
- | - | - | - | - | - |
| in credit risk | |||||||
| (iii) | Undisputed Trade receivables – | ||||||
| credit impaired | - | - | - | - | - | - | |
| (iv) | Disputed Trade receivables – | ||||||
| considered good | - | - | - | - | - | - | |
| (v) | Disputed Trade receivables – which have signifcant increase |
- | - | - | - | - | - |
| in credit risk | |||||||
| (vi) | Disputed Trade receivables – credit impaired |
- | - | - | - | 22.05 | 22.05 |
| (vii) | Expected credit loss rate (in %) | - | - | - | 32.84% | 85.62% | - |
| (viii) | Expected credit loss |
- | - | - | (6.92) | (18.88) | (25.80) |
| TOTAL | 5,333.81 | 25.83 | 21.05 | 14.17 | 14.55 | 5,409.40 |
Trade Receivables ageing schedule As at 31[st] March, 2023
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----- Start of picture text -----
Outstanding for following periods from date of transaction
Particulars Less than 6 months 1 - 2 2 - 3 More than
Total
6 months - 1 year years years 3 years
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| (i) | Undisputed Trade receivables – considered good |
2,725.69 | 22.30 | 28.14 | 38.31 | - | 2,814.44 |
|---|---|---|---|---|---|---|---|
| (ii) | Undisputed Trade receivables – which have signifcant |
- | - | - | - | - | - |
| increase in credit risk | |||||||
| (iii) | Undisputed Trade receivables – | ||||||
| credit impaired | - | - | - | - | - | - | |
| (iv) | Disputed Trade receivables– | ||||||
| considered good | - | - | - | - | - | - | |
| (v) | Disputed Trade receivables – which have signifcant increase |
- | - | - | - | - | - |
| in credit risk | |||||||
| (vi) | Disputed Trade receivables – credit impaired |
- | - | - | - | 38.51 | 38.51 |
| (vii) | Expected credit loss rate (in %) | - | - | - | 49.80% | 33.50% | - |
| (viii) | Expected credit loss |
- | - | - | (19.08) | (12.90) | (31.98) |
| TOTAL | 2,725.69 | 22.30 | 28.14 | 19.23 | 25.60 | 2,820.98 |
~~119~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
7.2. Cash and cash equivalents
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
a) Balances with banks
in current accounts 72.25 11.59
in deposit accounts 2,1596.80 18,822.15
in margin money deposit accounts - 16.41
debit balance in cash credit accounts 1,343.14 2,379.99
b) Cash on hand 3.52 6.83
TOTAL 23,015.71 21,236.97
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*The deposits maintained by the company with the banks comprise time deposits, which can be withdrawn without prior notice or penalty on the principal.
7.3. Other bank balances
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Earmarked balances with banks
Unpaid dividend accounts 39.67 43.49
Margin money deposit accounts 6.78 80.87
TOTAL 46.45 124.36
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7.4. Loans (current)
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Unsecured, considered good
Staff Loans 8.76 9.16
TOTAL 8.76 9.16
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7.5. Other financial assets (current)
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Interest accrued on deposits and others 314.05 143.85
Power and Sales tax incentive receivable 19.65 19.65
Banked energy 184.34 296.41
TOTAL 518.04 459.91
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~~120~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
8. Current tax assets (net)
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Advance tax (net of provision) 408.96 -
TOTAL 408.96 -
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9. Other current assets
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Prepaid expenses 324.42 266.03
Advances to suppliers 1,460.94 3,281.24
Earnest money deposits 3.60 25.51
Deposits with government 2.97 39.00
TOTAL 1,791.93 3,611.78
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*includes excess amount of Rs. 13.35 lakhs relating to CSR which is carried forward to FY 24-25 (P.Y: 27.93 lakhs) Refer Note 26b.
10. Equity share capital
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
AUTHORIZED
2,00,00,000 equity shares of Rs. 5/- each 1,000.00 1,000.00
(P.Y - 2,00,00,000 equity shares of Rs. 5/- each)
TOTAL 1,000.00 1,000.00
ISSUED, SUBSCRIBED & PAID-UP CAPITAL
1,40,07,500 equity shares of Rs. 5/- each 700.38 700.38
(P.Y - 1,40,07,500 equity shares of Rs. 5/- each)
TOTAL 700.38 700.38
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(A) Movement in equity share capital:
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----- Start of picture text -----
Number of
Particulars Amount
shares
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| Balance at April 1, 2022 | 14,007,500 | 700.38 |
|---|---|---|
| Movement during the year | - | - |
| Balance at March 31, 2023 | 14,007,500 | 700.38 |
| Movement during the year | - | - |
| Balance at March 31, 2024 | 14,007,500 | 700.38 |
~~121~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
(B) Details of shareholders holding more than 5% shares in the company
As at 31[st] March, 2024
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Name of the shareholder No. of Shares % holding
Melvillie Finvest Private Limited 4,868,712 34.76
DCL Exim Private Limited 1,230,828 8.79
Lakshmi Manthena 1,692,256 12.08
Fidelity Investment Trust Fidelity Emerging Market’s
745,139 5.32
Discovery Fund
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As at 31[st] March, 2023
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----- Start of picture text -----
Name of the shareholder No. of Shares % holding
----- End of picture text -----
| Melvillie Finvest Private Limited | 4,868,712 | 34.76 |
|---|---|---|
| Fidelity Investment Trust Fidelity Emerging Market’s Discovery Fund |
834,916 | 5.96 |
| Satyasai Investments and Leasing Limited | 1,055,228 | 7.53 |
| M.B. Raju | 1,407,921 | 10.05 |
| Keswani Haresh | 834,916 | 5.96 |
(C) Terms/Rights attached to equity shares
The company has only one class of equity shares having a face value of Rs. 5/- each (P.Y Rs. 5/each). Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the company, the equity shareholders will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.
(D) (i) Shareholding of promoters at the end of March 31, 2024
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----- Start of picture text -----
% of total % of change dur-
Name of the promoter No. of shares
shares ing the year
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| Lakshmi Manthena | 16,92,256 | 12.08% | 83.19% |
|---|---|---|---|
| Parvathi Penmetcha | 38,006 | 0.27% | 0.00% |
| Melvillie Finvest Private Limited | 48,68,712 | 34.76% | 0.00% |
| DCL Exim Private Limited | 12,30,828 | 8.79% | 85.73% |
| Anirudh Raju Penmetcha | 23,406 | 0.17% | 0.00% |
| Aishwarya Penmetcha | 21,500 | 0.15% | 0.00% |
| P Varun Raju Kumar | 2,000 | 0.01% | 0.00% |
| P V R Raju | 1,600 | 0.01% | 0.00% |
| Venugopal Raju Penmetcha | 600 | 0.00% | 0.00% |
| TOTAL | 78,78,908 | 56.24% | 168.93% |
~~122~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
(ii) Shareholding of promoters at the end of March 31, 2023
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----- Start of picture text -----
Name of the promoter No. of shares % of total shares [ % of change dur-]
ing the year
----- End of picture text -----
| Bangar Raju Manthena | 14,07,921 | 10.05% | 1.76% |
|---|---|---|---|
| Lakshmi Manthena | 2,84,335 | 2.03% | 0.00% |
| Parvathi Penmetcha | 38,006 | 0.27% | 0.00% |
| Melvillie Finvest Private Limited | 48,68,712 | 34.76% | 1.89% |
| Satyasai Investments & Leasing Limited |
10,55,228 | 7.53% | 0.00% |
| DCL Developers Limited | - | 0.00% | 3.66% |
| DCL Exim Private Limited | 1,75,600 | 1.25% | 0.00% |
| Anirudh Raju Penmetcha | 23,406 | 0.17% | 0.01% |
| Aishwarya Penmetcha | 21,500 | 0.15% | 0.00% |
| P Varun Raju Kumar | 2,000 | 0.01% | 0.00% |
| P V R Raju | 1,600 | 0.01% | 0.00% |
| Venugopal Raju Penmetcha | 600 | 0.00% | 0.00% |
| TOTAL | 78,78,908 | 56.23% | 7.32% |
11. Other equity
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As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Reserves and surplus
Securities premium 1,250.14 1,250.14
General reserve 4,639.52 4,639.52
Retained earnings 65,307.45 62,155.42
TOTAL 71,197.11 68,045.08
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Retained earnings
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Opening balance 62,155.41 57,965.01
Add: Profit for the year 3,726.27 4,929.52
Less: Dividend (525.28) (700.38)
Add: Items of other comprehensive income/(loss) recognised
directly in retained earnings
- Remeasurements of defined benefit plans (net of tax) (48.95) (38.74)
Closing balance 65,307.45 62,155.41
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~~123~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
Nature and purpose of other reserves
(i) Securities premium
Securities premium is used to record the premium on issue of shares. The reserve can be utilized in accordance with the provisions of the Companies Act, 2013.
(ii) General reserve
General reserve is used for strengthening the financial position and meeting future contingencies and losses.
(iii) Retained earnings
Retained earnings represents the cumulative profits of the Company and effects of remeasurement of defined benefit obligations. This reserve can be utilized in accordance with the provisions of the Companies Act, 2013.
12.1. Borrowings (Non- current)
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12.1. Borrowings (Non- current) Rs. In Lakhs
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
a) Secured loans
Equipment Loans from Banks 292.99 465.76
Term Loans from Banks 37,154.88 14,209.79
b) Unsecured loans
From directors 850.00 850.00
Inter corporate deposits from related parties 150.00 -
Deferred payment liabilities- sales tax deferred loan - 322.15
TOTAL 38,447.87 15,847.70
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i) Term loans from banks:
The company has availed term loans from HDFC Bank and Bank of Bahrain & Kuwait (BBK). The loan from HDFC is repayable in 16 equal quarterly installments starting from June 2020 and from Bank of Bahrain & Kuwait is repayable in 20 equal quarterly installments starting from Feb 2022.
The loans from HDFC Bank and Bank of Bahrain & Kuwait are availed for the purchase of dumpers and machinery.
During the financial year 2022-23, company was sanctioned a term loan of Rs. 73000.00 lacs for setting up of clinker production unit (1.2 million tonnes per annum), Cement Grinding Unit (0.8 million tonnes per annum) and a split grinding unit (1 million tonnes per annum) at different locations, from State Bank of India, IDBI Bank Limited, Canara Bank and IndusInd Bank Ltd. The term loan is repayable in 28 equal quarterly instalments starting from the quarter June’25 and ending March’32 to all the bankers. Out of total loan sanctioned, the company has drawn an amount of Rs. 37292.30 lacs upto 31st March’24.
ii) Security:
The term loans from HDFC Bank Ltd, State Bank of India, IDBI Bank Limited, Canara Bank and IndusInd Bank Limited are secured by paripassu first charge on Property, Plant and Equipment and second charge (pari passu) on the current assets. The term loan from Bank of Bharain & Kuwait is secured by exclusive charge on equipments and dumpers purchased out of loan proceeds.
~~124~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
iii) Repayment Schedule with rate of interest:
| Name of the bank | Rate of interest |
2024-25 | 2025-26 | 2025-26 | 2026-27 | |
|---|---|---|---|---|---|---|
| Bank of Bahrain & Kuwait | 6.70% | 75.16 | 75.16 | 56.37 | ||
| Bankof Bahrain&Kuwait | 7.05% | 92.26 | 92.26 | 69.20 | ||
| Name of the bank | Rate of interest |
2025-26 2026-27 |
2027-28 | 2028-29 | ||
| State Bank of India | 8.55% | 5,357.00 | 5,357.00 | 5,357.00 | 5,357.00 | |
| IDBI Bank Limited | 8.85% | 1,784.00 | 1,784.00 | 1,784.00 | 1,784.00 | |
| Canara Bank | 8.80% | 1,786.00 | 1,786.00 | 1,786.00 | 1,786.00 | |
| IndusIndBank Limited | 8.35% | 1,500.00 | 1,500.00 | 1,500.00 | 1,500.00 | |
| Name of the bank | Rate of interest |
2029-30 | 2030-31 | 2031-32 | ||
| State Bank of India | 8.55% | 5,357.00 | 5,357.00 | 5,357.00 | ||
| IDBI Bank Limited | 8.85% | 1,784.00 | 1,784.00 | 1,784.00 | ||
| Canara Bank | 8.80% | 1,786.00 | 1,786.00 | 1,786.00 | ||
| IndusIndBank Limited | 8.35% | 1,500.00 | 1,500.00 | 1,500.00 |
Unsecured loans:
The Company has availed unsecured loans from Ms. P. Parvathi, Chairperson and Managing Director and the enterprises in which the key management personnel are interested and interest is paid at monthly floating rate of the bank.
Deferred payment liabilities:
The Company in earlier years availed interest free sales tax deferred loan aggregating to Rs.1631.54 lakhs under a scheme of the State Government, for its enhanced capacity implemented in 2000-01. The balance is repayable during the financial year 2024-25.
13. Provisions (non-current)
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As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Employee benefits
Gratuity 373.89 328.40
Leave encashment 1,58.50 120.85
Others
Mine closure activities 61.60 56.12
TOTAL 593.99 505.37
Movement in Other provisions
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st ] March 2023
Opening balance 56.12 51.14
Add : Interest added during the year 5.47 4.98
Closing balance 61.59 56.12
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~~125~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
14. Deferred tax liabilities (net)
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
(i) Deferred tax liabilities on account of:
WDV of assets 5,449.46 5,455.22
(ii) Deferred tax assets on account of:
Employee benefits, investments etc., 28.51 168.33
Deferred tax liabilities (net) (i) -(ii) 5,420.95 5286.90
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Movement in deferred tax liabilities (net)
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----- Start of picture text -----
Expenses allowable
WDV of
Particulars on payment basis and Total
assets
investments
As at 31st March, 2022 5,399.69 149.32 5,250.37
(Charged )/Credited
to Statement of profit and loss 55.53 32.03 23.50
to Other comprehensive income - (13.03) 13.03
As at 31st March, 2023 5,455.22 168.33 5,286.90
(Charged )/Credited
to Statement of profit and loss (5.76) (123.35) 117.59
to Other comprehensive income - (16.46) 16.46
As at 31st March, 2024 5,449.46 28.51 5,420.95
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15.1. Borrowings
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Secured
Repayable on demand
Working capital loans from banks 9,903.42 6,869.07
Unsecured
Repayable on demand
Corporate bill discounting
From Banks 1,356.76 -
From Others 1,096.85 -
Credit card payable 605.81 1,855.10
Current maturities of long term debt
Equipment loans from banks 167.42 1,790.99
Sales tax deferment loan 354.37 168.37
TOTAL 13,484.63 10,683.53
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~~126~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
The cash credit facilities/working capital loans which are obtained from various banks, are secured by hypothecation of stocks of raw materials, stock in process, finished goods , spares and book debts and second charge on property,plant and equipment and further secured by the personal guarantee of Ms. P. Parvathi, Chairperson and Managing Director.
The company has taken corporate credit card from HDFC Bank Ltd.
During the current financial year, the company has availed corporate bill discounting facility from South Indian Bank and from Receivables Exchange of India Ltd for making payments to the suppliers with a credit period of upto 90 days. For the Company’s exposure to the interest rate risk and liquidity risk, refer note no.34 to the financial statements.
15.2.Trade payables
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Dues to micro enterprises and small enterprises (Refer Note be- 716.15 805.33
low)
Dues to creditors other than micro enterprises and small enter- 3,357.65 4,680.15
prises
TOTAL 4,073.80 5,485.48
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Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
i) Principal amount and the interest due thereon remaining
unpaid to each supplier at the end of each accounting year
Principal amount 716.15 805.33
Interest due - -
ii) Amount of interest paid by the Company under MSMED Act,
2006 along with the amounts of the payment made to the
supplier beyond the appointed day during the accounting - -
year
iii) Amount of interest due and payable for the period of delay
in making payment (which has been paid but beyond the
appointed day during the year) but without adding the - -
interest specified under the MSMED Act, 2006.
iv) Amount of interest accrued and remaining unpaid at the end
of accounting year - -
v) Amount of further interest remaining due and payable even
in the succeeding year, until such date when the interest
dues as above are actually paid to the small enterprises, - -
for the purpose of disallowance of a deductible expenditure
under section 23 of MSMED Act, 2006.
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Dues to micro and small enterprises have been determined to the extent such parties have been identified on the basis of information collected by the management.
~~127~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
Trade payables aging schedule As at March 31,2024
| Particulars | Outstanding for following periods from date of transaction |
|---|---|
| Unbilled Less than 1year 1-2 years 2-3 years More than 3years Total |
|
| (i) MSME (ii) Others (iii) Disputed Dues - MSME (iv) Disputed Dues - Others |
7.65 708.50 - - - 716.15 223.23 3,124.42 - - - 3,347.65 - - - - 10.00 10.00 - - - - - - |
| Total | 230.88 3,832.92 - - 10.00 4,073.80 |
Trade payables aging schedule
As at March 31, 2023
| Particulars | Outstanding for following periods from date of transaction |
|---|---|
| Unbilled Less than 1year 1-2 years 2-3 years More than 3years Total |
|
| (i) MSME (ii) Others (iii) Disputed Dues - MSME (iv) Disputed Dues - Others |
- 805.33 - - - 805.33 884.44 3,757.91 15.05 12.75 - 4,670.15 - - - 10.00 - 10.00 - - - - - - |
| Total | 884.44 4,563.24 15.05 22.75 - 5,485.48 |
15.3. Other Financial Liabilities (Current)
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As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Unpaid dividend 39.67 43.49
Interest accrued and but not due on borrowings 183.39 39.09
Employee benefits payable 276.92 457.78
Expenses payable 298.89 351.91
Other recoveries payable 15.53 16.89
Security deposits from transporters and suppliers 756.26 793.03
Security deposits from stockists and dealers 5,275.67 5,283.53
Capital creditors 207.73 357.64
TOTAL 7,054.06 7,343.36
----- End of picture text -----*
- includes dues to micro and small enterprises of Rs. 8.55 lakhs (P.Y: 43.46 lakhs) and outstanding for less than 45 days.
~~128~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
16. Other current liabilities
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31st March 2023
Advances from customers 906.87 757.57
Earnest money deposits 6.26 -
Statutory liabilities 821.98 608.44
Forest transit fee payable (Refer Note 27) 1,632.75 -
Deferred revenue grant - sales tax deferment loan - 23.63
TOTAL 3,367.86 1,389.64
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17. Provisions (current)
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Employee benefits
Gratuity 131.80 160.53
Leave encashment 53.67 55.91
TOTAL 185.47 216.44
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18. Current tax liabilities (Net)
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Provision for tax (net of advance tax) - 15.66
TOTAL - 15.66
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19. Revenue from operations
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Sale of products
(a) Cement 7,9651.59 77,270.51
(b) Power
(Net of charges for wheeling and banking)
Wind 58.63 42.49
Hydel 133.83 685.74
Thermal - 17.75
Other operating revenues
Scrap sales 98.45 137.99
TOTAL 7,9942.50 78,154.48
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- includes unbilled revenue
~~129~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
20. Other income
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st ] March 2023
Interest income on bank deposits and others at amortised cost 1,395.13 789.99
Dividend income 0.29 1.35
Liabilities no longer required written back 66.41 35.88
Miscellaneous income 28.92 64.70
Rental income 2.54 2.19
Amortisation of revenue grant 23.63 35.34
Net gain on fair value changes of investment designated at
2.91 -
FVTPL
Net gain on sale of investment property 80.08 -
TOTAL 1,599.91 929.45
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21. Cost of materials consumed
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Raw materials consumed:
Lime stone 2,248.00 2,210.04
Iron ore 1,254.79 1,255.08
Gypsum 1,949.97 1,948.86
Fly ash 3,820.51 3,014.31
Laterite 242.67 413.78
Sub Total 9,515.94 8,842.07
Less : Internal Consumption 437.24 184.1
TOTAL 9,078.70 8,657.96
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22. Changes in inventories of work-in-progress and finished goods
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Opening inventories
Finished goods 313.48 257.57
Work-in-progress 1,954.29 234.74
(A) 2,267.77 492.31
Closing inventories
Finished goods 448.24 313.48
Work-in-progress 1,852.79 1,954.29
(B) 2,301.03 2267.77
TOTAL (A-B) (33.26) (1,775.46)
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~~130~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
23. Employee benefits expense
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Salaries, wages and bonus 2,792.95 3,039.99
Contribution to provident and other funds 366.36 224.97
Staff welfare expenses 132.97 149.62
TOTAL 3,292.28 3,414.58
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24. Finance costs
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Interest on borrowings 1,082.53 1,136.95
Interest on lease liabilities 5.79 0.92
Other borrowing costs 143.58 101.32
Interest cost on mine closure 5.47 4.98
Interest on shortfall of advance tax - 2.88
TOTAL 1,237.37 1,247.05
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25. Depreciation and amortization expense
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Depreciation of property, plant and equipment 2,607.65 2,595.98
Depreciation on investment property 1.20 1.29
Amortisation of intangible assets 132.49 132.49
Amortisation of right-of-use assets 22.12 9.55
TOTAL 2,763.46 2,739.31
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26. Other expenses
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Consumption of stores and spares 3,876.67 3,876.23
Consumption of packing materials 3,010.57 3,261.29
Labour charges 729.49 439.04
Operating and maintenance charges 609.36 732.22
Repairs and maintenance
Buildings 178.00 382.75
Plant and equipment 300.12 408.78
Others 822.18 1,269.05
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~~131~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
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Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Travelling and conveyance 150.38 160.59
Printing and stationery 16.86 17.25
Communication expenses 26.20 22.25
Legal and professional charges 289.20 215.88
Bank charges 16.51 10.24
Insurance 128.46 124.87
Auditor’s remuneration (Refer note 26a) 13.64 13.60
Rent 8.91 14.18
Rates and taxes 92.05 279.38
Donations 1.00 -
Security service charges 192.07 162.07
Corporate social responsibility expenses (Refer note 26b) 226.80 178.94
Sales promotion and other selling expenses 556.50 530.20
Net loss on fair value changes of investment designated
- 2.35
at FVTPL
Provision for bad and doubtful debts (6.18) 10.38
Net loss on sale of property, plant and equipment 168.17 20.21
Environmental protection expenses 427.86 172.84
Miscellaneous expenses 138.28 98.83
TOTAL 11,973.10 12,403.42
26 a. Payments to auditor
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
(a) To Statutory auditors
Statutory audit fees 8.50 8.50
Quarterly review fees 3.60 3.60
(b) To others
Cost audit fees 1.50 1.50
Reimbursement of expenses 0.04 -
TOTAL 13.64 13.60
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26 a. Payments to auditor
~~132~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
26 b. Corporate social responsibility expenses
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Gross amount required to be spent by the company during the
226.80 178.94
year
Amount spent during the year on:
1. Construction/ acquisition of any asset - -
2. On purposes other than (1) above 240.14 206.87
Excess considered for carry forward to subsequent year^ 13.34 27.93
CSR Expenditure for the year 226.80 178.94
Total of previous years’ shortfall - -
Reason for shortfall NA NA
Nature of CSR activities under Sec 135 read with Schedule VII Promoting Promoting
of Companies Act, 2013 Healthcare (i), Healthcare (i),
Promotion of Promotion of
Education(ii), Education(ii), Rural
Environmental Development (x)
development(iv),
Rural Development
(x)
Details of related party transactions in relation to CSR expendi-
NA NA
ture
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^Amount excess spent will be utilized for set-off against CSR Obligation for FY 2024-25 and has been disclosed under Prepaid expenses in Note 9.
27. Exceptional items:
The Company was paying 1/3[rd] (Rs.3.33) per tonne of Limestone produced from the mines, and remaining 2/3 rd (Rs.6.67) per tonne was disclosed as contingent liability in the Notes to Accounts as per the interim order passed in view of the writ petition filed before the Hon’ble High Court. On 25-04-2024, the Hon’ble High Court passed their final order dismissing the batch of writ petitions filed by different parties, including WP No. 26340 of 2010 filed by the Company, challenging the validity of the GOMs No.35 dated 06-022010. Accordingly, the provision for the same is made in books of accounts.
28. Reconciliation of tax expenses and the accounting profit multiplied by tax rate
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st ] March 2023
Profit before income tax expense 5,347.45 6,661.08
Enacted tax rate in India 25.168% 25.168%
Computed tax expense 1,345.85 1,676.46
Effect of non-deductible expense 825.25 763.94
Effect of allowances for tax purpose (700.43) (756.92)
Effect of deferred tax 150.51 49.56
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~~133~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st ] March 2023
Effect of earlier year’s tax - (1.48)
Tax expense 1,621.18 1,731.56
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29. Ind AS 115 – Revenue from Contracts with Customers
- (A) Reconciliation of revenue as per contract price and as recognised in statement of profit and loss:
| Particulars | Year ended 31st March 2024 Year ended 31st March 2023 |
|---|---|
| Revenue from contract with customer as per contract price | 1,00,442.07 96,056.26 |
| Less: Discounts and Incentives | 20,764.86 18,768.72 |
| Less: Sales Returns/Credits/Reversals | 25.62 17.03 |
| Revenue from contract with customer as per statement of proft and loss |
79,651.59 77,270.51 |
The amounts receivable from customers become due after expiry of credit period which on an average is 30 to 120 days. There is no significant financing component in any transaction with the customers.
The Company does not provide performance warranty for products, therefore there is no liability towards performance.
The Company does not have any material performance obligations which are outstanding as at the year end as the contracts entered for sale of goods are for short term in nature.
(B ) Contract balances
The following table provides information about the receivables, contract assets and contract liabilities from contracts with customers:
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Year ended Year ended
Particulars
31 [st] March 2024 31 [st] March 2023
Trade receivables 5409.40 2820.98
Contract liabilities 906.87 757.57
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Trade receivables are the amounts receivable by the Company from the Revenues from Contracts with customers and other revenues.
The contract liabilities primarily relate to the advance consideration received from customers.
~~134~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
30. Notes forming part of the financial statements for the year ended 31st March 2024
(i) Leave obligations
The leave obligation covers the company’s liability for earned leave which is unfunded.
The company has defined contribution plans namely provident fund. Contributions are made to provident fund at the rate of 12% of basic salary plus DA as per regulations. The contributions are made to registered provident fund administered by the Government. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation. The expense recognised during the year towards defined contributions plan is as follows:(ii) Defined contribution plans
The following table sets out the amounts recognised in the financial statements in respect of gratuity plan
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----- Start of picture text -----
Particulars 31 [st] March 2024 31 [st] March 2023
Company’s contribution to provident fund 150.37 150.94
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(iii) Post- employment obligations
a) Gratuity
The company provides for gratuity for employees as per the Payment of Gratuity Act, 1972. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary plus Dearness allowance per month computed proportionately for 15 days salary multiplied with the number of years of service. The company operates post retirement gratuity plan with LIC of India. The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognises each period of service giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.
The following table sets out the amounts recognised in the financial statements in respect of gratuity plan
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st ] March 2023
Change in defined benefit obligations:
Obligation at the beginning of the year 556.28 538.48
Current service costs 51.03 38.21
Interest costs 39.92 36.85
Remeasurement (gains)/losses 64.79 7.39
Benefits paid (46.49) (64.65)
Obligation at the end of the year 665.53 556.28
Change in plan assets:
Fair value of plan assets at the beginning of the year 67.36 68.64
Interest income 7.86 6.34
Remeasurement (gains)/losses (0.62) (44.38)
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~~135~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st] March 2024 31 [st ] March 2023
Employer’s contributions 131.75 101.41
Benefits paid (46.49) (64.65)
Fair value of plan assets at the end of the year 159.86 67.36
Expenses recognised in the statement of profit and loss consists of:
Employee benefits expense:
Current service costs 51.03 38.21
Net interest expenses 32.06 30.52
Benefits paid 121.37 -
204.46 68.73
Other comprehensive income:
(Gain)/loss on plan assets 0.62 44.38
Actuarial (gain)/loss arising from changes in financial 120.07 (5.34)
assumptions
Actuarial (gain)/loss arising from changes in experi-
(55.28) 12.73
ence adjustments
65.41 51.77
Expenses recognised in the statement of profit 269.87 120.50
and loss
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Amounts recognised in the balance sheet consist of
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----- Start of picture text -----
Year ended Year ended
Particulars
31 [st ] March 2024 31 [st ] March 2023
Fair value of plan assets at the end of the year 159.86 67.36
Present value of obligation at the end of the year 665.53 556.28
Recognised as
Retirement benefit liability - Non-current 373.89 328.40
Retirement benefit liability - Current 131.80 160.53
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Fair value of plan assets --- 100% with LIC of India
Expected contribution to post-employment benefit plan of gratuity for the year ending 31 March 2025 is Rs. 150 Lakhs.
~~136~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
iv) Significant estimates and sensitivity Analysis
The sensitivity of the defined benefit obligation to changes in key assumptions is:
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----- Start of picture text -----
Defined benefit obligation
Key assumptions
Increase in assumption Decrease in assumption
by by
Particulars
31 [st] 31 [st] 31 [st] 31 [st] 31 [st] 31 [st]
March March Rate March March Rate March March
2024 2023 2024 2023 2024 2023
Discount rate 7.21% 7.49% 1% 628.19 532.52 1% 707.86 582.89
Salary growth rate 7.00% 4.00% 1% 711.50 586.97 1% 624.18 528.41
Attrition rate 3.00% 3.00% 1% 665.34 561.39 1% 665.75 550.63
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The above sensitivity analysis is based on a change in each assumption while holding all other assumptions constant. In practice, this is unlikely to occur and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions, the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.
v) Risk exposure
Through its defined benefit plans, the company is exposed to a number of risks, the most significant of which are detailed below:
Interest rate risk:
The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.
Salary inflation risk:
Higher than expected increases in salary will increase the defined benefit obligation.
Demographic risk:
This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The effect of these decrements on the defined benefit obligation is not straight forward and depends upon the combination of salary increase, discount rate and vesting criteria. It is important not to overstate withdrawals because in the financial analysis the retirement benefit of a short career employee typically costs less per year as compared to a long service employee.
~~137~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
31. Contingent Liabilities
(a) Other money for which the company is contingently liable:
| Particulars | As at 31st March 2024 |
As at 31st March 2023 |
|
|---|---|---|---|
| (i) | Sales tax: Sales tax demand for the deemed excess production based on the Energy audit for the years 1999-2000 & 2000-01. Stay has been granted by the High court of Telangana inSPLA 1/2007 andSPLA 2/2007, matters arependingfor hearing. |
85.68 |
85.68 |
| (ii) | Water Usage Rate: The A.P. Government has issued a G.O. Ms.No 39, levying water cess on the quantum of water used in the generation of power and demanded payment of Rs.723.29 Lakhs for the period 1997 to February 2008. Company has fledWrit Petition 2816/2003* before the Hon’ble Andhra Pradesh, and the matter is pending. An amount of Rs.39,16,506/- had been paid out of Total demand of Rs.7,62,45,560. Balance amount of Rs.7,23,29,054/- was shown as Contingent Liability. Further, the Irrigation & CAD Department, Govt. of AP vide their letter dated 15.06.2017 to the Company have stated that total demand upto February 2017 was Rs.15,92,21,667/- calculated as per the GOMs.No 39, out of which Rs.63,91,508/- had been paid as per the old calculations, and Balance Rs.15,28,30,159/- was shown as contingent liability. On the basis of units generated upto 31stMarch 2024 and plant capacity the diferential amount (New Rate V/s. Old Rate) calculated as upto 31stMarch 2024 was Rs.2043.39 Lakhs, which is shown as contingent liability. |
2,043.39 (Upto Mar 2024) |
1,528.30 (Upto Feb 2017 |
| * | Note: Ministry of Power, Government of lndia, vide File No. 15127 12023-Hydel-ll (MoP), Dated 25th April 2023 addressed to The Chief Secretaries - All the State Governments & UTs, in connection with imposition of Water Tax / Cess by various State Government on HEPs, stated that “Hydro Power Projects do not consume water to produce electricity. Electricity is generated by directing the fow of water through a turbine which generates electricity- on the same principle as electricity from wind projects where wind is utilized to turn the turbine to produce electricity. Therefore, there is no rationale for levy of “water cess” or “air cess”. The levy of water cess is against the provisions of the Constitution Entry-17 of List-ll, does not authorize the State to levy any tax or duty on water. ln light of the above constitutional provisions no taxes / duties may be levied by any State under any guise on generation of electricity and if any taxes / duties have been so levied, it may be promptly withdrawn.” However, the Government of Andhra Pradeshyet to take decision on this matter. |
~~138~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
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As at As at
Particulars 31 [st] March 31 [st] March
2024 2023
(iii) Electricity Duty:
Duty on electricity generated and consumed was levied by the
AP Govt at 25 paise per unit from 17-07-2003 to 23-5-2013.
As per the directions of Hon’ble Supreme Court, subject to 230.00 230.00
outcome of the SLP 18363/2016 (WP 6340/2004), the company
has paid 15 paisa per unit generated and consumed out of total
duty of 25 paisa per unit. (22,97,61,497 Units x 10 paisa per unit
= Rs.2,29,76,150)
(iv) Voltage Surcharge Matter:
Difference in the voltage surcharge charged by AP Transco for the
period from Jan 1999 to Mar 2000 for which the company has filed
WP 25326/1999, WP 595/2000, WP 2635/2000, WP 6802/2000
before the Hon’ble Telangana High Court, wherein the Hon’ble
single judge bench passed the order favouring to APTRANSCO.
Accordingly, the Company has paid entire demand of Rs.109.94
Lakhs and filed Writ Appeals. Nil Nil
After hearing the Writ Appeals the division bench of Hon’ble
Telangana High Court has set aside the order of single judge
and remanded the matter for fresh adjudication.
Accordingly, the Writ Petitions are active and pending for hearing.
As the entire demand of Rs.109.94 lakhs has already been paid
under protest, there is no contingent liabilities.
(v) Entry Tax:
Levy of entry tax on the purchase of certain goods from financial
year 2012-13 to financial year 2016-17. Appeals are pending 18.38 18.38
before Appellate Tribunal. 50% of the disputed amount has been
paid before filing the appeals.
(vi) Wheeling and Transmission Charges:
Consequent to the judgement passed by the Hon’ble Supreme
court, the Company had made a provision of Rs.962.41 Lakhs
towards wheeling charges during the financial year 2019–2020.
(A) The company has received demand notice from TSSPDCL
for Rs.2,336.05 Lakhs (including interest of Rs.1,725.76
Lakhs). The Company has filed Writ Petition 31170/2021
challenging the levy of interest. The Hon’ble High Court of
Telangana put a stay on the interest portion of Rs.1,725.76
Lakhs till further order, whereas, as per the directions of the
Hon’ble High Court of Telangana, the Company has paid
the entire differential Wheeling Charges of Rs.726.64 Lakhs
to TSSPDCL.
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~~139~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
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----- Start of picture text -----
As at As at
Particulars 31 [st] March 31 [st] March
2024 2023
(B) The Company had received demand of Rs.101.62 Lakhs from
APCPDCL for differential Wheeling Charges for the period
2014-15 to 2018-19. However, on the representation of
the Company, APCPDCL revised the demand to Rs.22.04
Lakhs, subject to verification/reconciliation. Accordingly,
the Company has paid Rs.22.04 Lakhs to APCPDCL on
18.09.2020.
(C) The Company had received demand of Rs.10.03 Lakhs
from APSPDCL for the differential Wheeling Charges for
FY 2015-16. The Company has paid the said amount on
11.11.2022.
(D) APTRANSCO has issued an Invoice for Rs.138.19 Lakhs
towards Transmission Charges from 2004-14. The Company
had made a provision for the said amount in FY 2020-21.
However, the company raised a dispute on method of
calculation of Transmission Charges. In this connection, an
application (OP 33/2022) was filed by APTRANSCO before
the Hon’ble APERC to decide on method of calculation
of Transmission Charges. Pending the matter before the
APERC, M/s. Sudha Agro Oils & Chemicals Ltd. has filed a
Writ Petition before the Hon’ble High Court of AP questioning
the action of the APTRANSCO. Therefore, on 29.11.2023,
the APERC closed the matter in OP 33 of 2022 stating that
as the issues raised in this OP are the subject matter of the
Writ Petition before the Hon’ble High Court and also the fact 1,725.76 1,725.76
that the petitioners are seeking to revise the demands, it is
not appropriate to decide this OP, on merits, at this stage.
Accordingly, the OP is closed.
(E) As per APTRANCO Letter Lr.No./CGM/Comml/GM/Comml/
DGM-Comm/ DEE-OA/F-Wheeling Gen /D.No. 270/23, dt:
12.07.2023, on 4th August 2023 we have paid an amount
of Rs.53,02,224/- to APTRANSCO towards Undisputed
Transmission charges on delivered energy during FY
2004-05 to FY 2013-14: Rs.24,63,324/-, and 25% on
the Balance Total Demand of Rs.1,38,18,924/- towards
Transmission charges pertaining to the period FY 2004-05 to
FY 2013-14 calculated on installed capacity [25% on
(Rs.1,38,18,924 – Rs.24,63,324) = Rs.28,38,900/-]
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~~140~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
==> picture [418 x 339] intentionally omitted <==
----- Start of picture text -----
As at As at
Particulars 31 [st] March 31 [st] March
2024 2023
(vii) Income tax:
T he Company received re-assessment order for AY 2015-16
Not
by making an addition of Rs. 3,97,68,148/-. The Company has quantifiable -
filed an appeal before the National Faceless Appeal Centre, New
Delhi against the order passed by the assessing officer.
(viii) Wheel Loader Matter:
The Joint Commissioner, Office of the Commissioner of
Customs, Chennai-II (Imports) in their adjudication order F.No.
ADJ/ADC/677/2022-GR 5 DATE:09-03-2023, have confirmed
the demand of differential duty amounting to Rs.14,35,420/-
, confirmed the accrued interest of Rs.2,76,659/-, imposed
redemption fine of Rs.5,00,000/- in terms of provisions of 125(1) of
the Customs Act, 1962, and imposed a penalty of Rs.17,12,079/- 24.12 24.12
under section 114A of the Customs Act, 1962, and imposed a
penalty of Rs.2,00,000/- in terms of 114AA of the Customs Act,
1962, and appropriated of the amount of Rs.17,12,079/- paid vide
TR-6 Challan No. MCM 1001810 dated 10.01.2022 deposited by
the Company towards differential duty and interest.
The Company has filed appeal before the Commissioner of
Customs (Appeals-II).
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32. Commitments
Capital and Other commitments
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----- Start of picture text -----
As at As at
Particulars
31 [st] March 2024 31 [st] March 2023
Estimated amount of contracts remaining to be executed on
33,104.47 22,402.77
capital account not provided for (net of advances)
Other commitments
- As per action plan of MoEF 15.00 -
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~~141~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
33. Related party transactions
Names of related parties and nature of relationship
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----- Start of picture text -----
Names of the related parties Nature of relationship
----- End of picture text -----
| i) | Key Management Personnel (KMP): | |
|---|---|---|
| Mr. M.B.Raju | Executive Chairman (upto 18.06.2023) | |
| Ms. P.Parvathi | Managing Director (upto 18.06.2023) | |
| Chairperson & Managing Director | ||
| (From 19.06.2023) | ||
| Mr. S.Venkateswarlu | Whole Time Director | |
| Mr. D.Raghava Chary | Chief Financial Ofcer | |
| Mr. Bikram Keshari Prusty | Company Secretary | |
| Mr.Umesh Shrivastava | Independent Director | |
| Mr.K.P.Singh | Independent Director | |
| Mr.J Narayana Murty | Independent Director | |
| Mr.R.Gopalakrishnan | Non-Executive Director (upto 03.03.2024) | |
| Mrs.Mahpara Ali | Independent Director | |
| ii) | Enterprises in which KMP and/or their close members have signifcant infuence/control: | |
| Satyasai Investments and Leasing Limited | ||
| Melvillie Finvest Limited | ||
| DCL Developers Limited | ||
| DCL Exim Private Limited | ||
| iii) | Close members of key management personnel: | |
| Ms. M.Lakshmi | Mother of Ms. P.Parvathi | |
| Mr. P.Anirudh Raju | Son of Ms. P.Parvathi | |
| Mr. P.Venugopal Raju | Son-in-law of Mr. M.B.Raju | |
| Ms. P.Aishwarya | Daughter of Ms. P.Parvathi | |
| Mr. P V R Raju | Spouse of Ms. P.Parvathi | |
| Mr. P Varun Raju Kumar | Grandson of Mr. M.B.Raju | |
| iv) | Wholly owned subsidiary: | |
| Deccan Swarna Cement Private Limited | ||
| (w.e.f., 13-03-2024) | ||
| v) | Enterprises in which non-whole time director is | |
| interested: | ||
| Holtech Consulting Private Limited |
~~142~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
Details of transactions during the year where related party relationship existed:
==> picture [418 x 404] intentionally omitted <==
----- Start of picture text -----
Nature of Year ended Year ended
Names of the related parties
Transactions 31 [st] March 2024 31 [st] March 2023
Key Management Personnel Short-term employee benefits 506.97 795.32
Key Management Personnel Post employment benefits 82.31 -
Mr. M.B.Raju Dividend - 58.05
Melvillie Finvest Limited Dividend 182.58 230.19
Satyasai Investments and Leasing Ltd. [$] Dividend 39.57 52.76
Ms. P.Parvathi Dividend 1.43 1.90
Ms. M Lakshmi Dividend 63.46 14.22
Mr. P.Anirudh Raju Dividend 0.88 1.14
DCL Developers Limited Dividend - 25.60
DCL Exim Private Limited Dividend 6.59 8.78
Mr. P.Venugopal Raju Dividend 0.02 0.03
Ms. P.Aishwarya Dividend 0.81 1.08
Mr. P V R Raju Dividend 0.06 0.08
Mr.Umesh Shrivastava Dividend 0.27 0.36
Dr.S.A.Dave Dividend 0.06 0.15
Mr. P.Varun Raju Kumar Dividend 0.08 0.10
Mr. P.Anirudh Raju Salary 25.51 21.71
Mr. M.B.Raju Interest on unsecured loan [@] - 17.38
Repayment of unsecured loan - 500.00
Ms. P.Parvathi Interest on unsecured loan [@] 75.00 64.37
Unsecured loan outstanding 850.00 850.00
Melvillie Finvest Limited Interest on unsecured loan [@] - 11.30
Repayment of unsecured loan - 325.00
Satyasai Investments and Leasing Ltd. [$] Interest on unsecured loan [@] - 18.43
Repayment of unsecured loan - 250.00
DCL Exim Private Limited Interest on unsecured loan [@] 11.14 -
Receipt of unsecured loan 150.00 -
Unsecured loan outstanding 150.00 -
Deccan Swarna Cement Limited Investment made 1.00 -
Ms. M Lakshmi Rent paid 22.55 -
Holtec Consulting Private Limited Consultancy charges 132.33 101.03
Mr.Bikram Keshari Pruty Staff Advance - 0.60
----- End of picture text -----*
-
Post employment benefits are actuarially determined on overall basis and hence not separately provided
-
@ Interest is paid at monthly floating rate of the bank.
-
$ Satyasai Investments and Leasing Ltd. amalgamated with DCL Exim Private Limited w.e.f., 1[st] April 2021 as per the scheme of amalgamation approved by H'ble NCLT on 31[st] January 2023.
~~143~~
Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
Details of outstanding balances as at the year end where related party relationship existed:
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As at As at
Names of the related parties Nature 31 [st] March 31 [st] March
2024 2023
Key Management Personnel Short-term employee benefits 163.96 318.30
payable
Holtec Consulting Private Limited Trade Payable - 19.15
Mr. Bikram Keshari Pruty Staff Advance - 0.36
Short-term employee benefits to be settled in cash with no credit period.
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34. Earnings per equity share (EPS)
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Particulars 31 [st] March 2024 31 [st] March 2023
Profit for the year (Rs. in lakhs) 3,726.27 4,929.51
Number of equity shares (in number) 1,40,07,500 1,40,07,500
Weighted average number of equity shares in calculating 1,40,07,500 1,40,07,500
basic and diluted EPS
Face value per share (Rs.) 5.00 5.00
Basic and diluted earnings per share (EPS) (Rs.) 26.60 35.19
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35. Financial instruments and risk management
Fair values
- The carrying amounts of trade payables, other financial liabilities (current), borrowings (current), lease liabilities, trade receivables, cash and cash equivalents, other bank balances, other financial assets and loans are considered to be the same as fair value due to their short term nature.
The fair value of financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
Set out below, is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments, other than those with carrying amounts that are reasonable approximation of fair values:
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NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
(i) Categories of financial instruments
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31 [st] March 2024 31 [st] March 2023
Particulars Level Fair Carrying Fair
Carrying amount
value amount value
Financial assets
Measured at amortised
cost:
Non-current
Investments 3 1.10 1.10 0.10 0.10
Other financial assets 3 2605.76 2605.76 1685.82 1685.82
Current
Trade receivables 3 5,409.40 5,409.40 2,820.98 2,820.98
Cash and cash equivalents 3 23,015.71 23,015.71 21,236.97 21,236.97
Other bank balances 3 46.45 46.45 124.36 124.36
Loans 3 8.76 8.76 9.16 9.16
Other financial assets 3 518.04 518.04 459.91 459.91
Measured at fair value
through profit and loss
Non-current
Investments 1 17.02 17.02 14.11 14.11
Total 31,622.24 31,622.24 26,351.42 26,351.42
Financial liabilities
Measured at amortised
cost
Non-current
Borrowings 3 38,447.87 38,447.87 15,847.70 15,847.70
Lease liabilities 3 46.43 46.43 1.68 1.68
Current
Borrowings 3 13,484.63 13,484.63 10,683.53 10,683.53
Trade payables 3 4,073.80 4,073.80 5,485.48 5,485.48
Lease liabilities 3 31.68 31.68 1.22 1.22
Other financial liabilities 3 7,054.06 7,054.06 7,343.36 7,343.36
Total 63,138.48 63,138.48 39,362.97 39,362.97
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Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
*Fair value of instruments is classified in various fair value hierarchies based on the following three levels:
-
Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.
-
Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques, which maximise the use of observable market data and rely as little as possible on entity specific estimates. If significant inputs required to fair value an instrument are observable, the instrument is included in Level 2.
-
Level 3: If one or more of the significant inputs are not based on observable market data, the instruments are included in Level 3.
Management uses its best judgement in estimating the fair value of its financial instruments. However, there are inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented above are not necessarily indicative of the amounts that the Company could have realized or paid in sale transactions as of respective dates. As such, the fair value of financial instruments subsequent to the reporting dates may be different from the amounts reported at each reporting date.
The Company is exposed to market risk (fluctuation in foreign currency exchange rates, price and interest rate), liquidity risk and credit risk, which may adversely impact the fair value of its financial instruments. The Company assesses the unpredictability of the financial environment and seeks to mitigate potential adverse effects on the financial performance of the Company.
(A) Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises of currency risk, interest rate risk and price risk. Financial instruments affected by market risk include loans and borrowings, trade receivables and trade payables involving foreign currency exposure. The sensitivity analyses in the following sections relate to the position as at March 31, 2024 and March 31, 2023.
The analysis excludes the impact of movements in market variables on the carrying values of financial assets and liabilties .
The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31[st] March 2024 and 31[st] March 2023.
(i) Foreign currency exchange rate risk
Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the capital advances. The risks primarily relate to fluctuations in Euros against the functional currencies of the Company. The Company’s exposure to foreign currency changes for all other currencies is not material. The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange rate risks.
The following tables demonstrate the sensitivity to a reasonably possible change in Euros exchange rates, with all other variables held constant. The impact on the Company’s profit before tax is due to changes in the fair value of monetary assets and liabilities.
(ii) Sensitivity
The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments and from foreign forward exchange contracts:
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Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
Foreign currency exposure (EURO)
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As at As at
Particulars
March 31 2024 March 31 2023
Capital advances 2,645.58 187.82
Net exposure to foreign currency risk 2,645.58 187.82
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Increase/(decrease) in Increase/(decrease) in other
Particulars profit before tax components of equity
31 [st] March 2024 31 [st] March 2023 31 [st] March 2024 31 [st] March 2023
Change in EURO
1% increase 26.46 1.88 19.80 1.41
1% decrease (26.46) (1.88) (19.80) (1.41)
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The movement in the pre-tax effect is a result of a change in the fair value of monetary assets and liabilities denominated in Euros, where the functional currency of the entity is a currency other than Euros.
(ii) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of change in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s debt obligations with floating interest rates. As the Company has certain debt obligations with floating interest rates, exposure to the risk of changes in market interest rates are dependent of changes in market interest rates.
As the Company has no significant interest bearing assets, the income and operating cash flows are substantially independent of changes in market interest rates.
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings affected. With all other variables held constant, the Company’s profit before tax is affected through the impact on floating rate borrowings, as follows:
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Increase/(decrease) in
Increase/(decrease) in
Particulars profit before tax other components of equity
31 [st] March 31 [st] March 31 [st] March 31 [st] March
2024 2023 2024 2023
Change in interest rate
increase by 100 basis points (107.31) (125.25) (80.30) (93.73)
decrease by 100 basis
107.31 125.25 80.30 93.73
points
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The assumed increase/decrease in interest rate for sensitivity analysis is based on the currently observable market environment.
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Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
(B) Credit Risk
Credit risk is the risk arising from credit exposure to customers, cash and cash equivalents held with banks and current and non-current held-to financial assets of the Company include trade receivables, employee advances, security deposits held with government authorities and bank deposits which represents Company’s maximum exposure to the credit risk.
With respect to credit exposure from customers, the Company has a procedure in place aiming to minimise collection losses. Credit Control team assesses the credit quality of the customers, their financial position, past experience in payments and other relevant factors. The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including default risk associate with the industry and country in which customers operate. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. With respect to other financial assets viz., loans & advances, deposits with government and banks, the credit risk is insignificant since the loans & advances are given to employees only and deposits are held with government bodies and reputable banks. The credit quality of the financial assets is satisfactory, taking into account the allowance for credit losses.
Credit risk on trade receivables and other financial assets is evaluated as follows: (i) Expected credit loss for trade receivable under simplified approach:
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Particulars 31 [st] March 2024 31 [st] March 2023
Gross carrying amount 5,413.15 2,852.96
Expected credit loss (6.92) (31.98)
Carrying amount of trade receivables 5,406.23 2,820.98
(ii) Expected credit loss for financial assets where general model is applied
The financial assets which are exposed to credit are loans to employees.
Particulars 31 [st] March 2024 31 [st] March 2023
Estimated gross Estimated gross
Asset group carrying amount carrying amount
at default at default
Gross carrying amount
Staff Loans 8.76 9.16
8.76 9.16
Expected credit losses - -
Net carrying amount
Staff Loans 8.76 9.16
Total 8.76 9.16
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Annual Report 2023-24
NOTES TO THE FINANCIAL STATEMENTS
All amounts in Rs. Lakhs, unless otherwise stated
(ii) Reconciliation of loss allowance provision
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Particulars Trade receivables
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| Loss allowance as at 01 April 2022 | 21.61 |
|---|---|
| Changes in loss allowance during the year | 10.37 |
| Loss allowance as at 01 April 2023 | 31.98 |
| Changes in loss allowance duringtheyear | (25.06) |
| Loss allowance as at 31 March 2024 | 6.92 |
(iii) Significant estimates and judgements
Impairment of financial assets:
The impairment provisions for financial assets disclosed above are based on assumptions about risk of default and expected loss rates. The company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the company’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.
(C) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash and the availability of funding to meet obligations when due and to close out market positions. Company’s treasury maintains flexibility in funding by maintaining availability under deposits in banks.
Management monitors cash and cash equivalents on the basis of expected cash flows.
(i) Financing arrangements:
The company had access to the following undrawn borrowing facilities at the end of the reporting period
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As at
Particulars
31 [st] March 2024 31 [st] March 2023
Expiring within one year (bank overdraft and other
6,360.00 5,755.30
facilities)
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(ii) Maturities of financial liabilities
Contractual maturities of financial liabilities as at :
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31 [st] March 2024 31 [st] March 2023
Particulars Less than 12 More than 12 Less than 12 More than 12
months months months months
Borrowings 13,484.63 38,447.87 10,683.53 15,847.70
Trade payables 4,073.80 - 5,485.48 -
Lease liabilities 31.68 46.43 1.22 1.68
Other financial liabilities 7,054.06 - 7,343.36 -
Total 24,644.18 38,494.30 23,513.59 15,849.38
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(iii) Management expects finance cost to be incurred for the year ending 31[st] March 2025 to be Rs. 2,552.03 Lakhs.
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NOTES TO THE FINANCIAL STATEMENTS
36. Capital management
A. Capital management and gearing ratio
For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders. The primary objective of the company’s capital management is to maximise the shareholder value.
The company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The company monitors capital using a gearing ratio, which is debt divided by total capital. The company includes within debt, interest bearing loans and borrowings.
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Particulars 31 [st] March 2024 31 [st] March 2023
Borrowings
Current 13,484.63 10,683.53
Non current 38,447.87 15,847.70
Sales tax deferrment loan - 23.63
Debt 51,932.50 26,554.86
Equity
Equity share capital 700.38 700.38
Other equity 71,197.11 68,045.07
Total capital 71,897.49 68,745.45
Gearing ratio in % (debt/ equity) 72.23% 38.63%
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In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings.
No changes were made in the objectives, policies or processes for managing capital during the years ended 31[st] March 2024 and 31[st] March 2023.
B. Dividends
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Particulars 31 [st] March 2024 31 [st] March 2023
Dividends recognised
For the year ended, the directors have recommended final
dividend of INR 3.00/- per fully paid equity share (March
31, 2023 - INR 3.75/-). This proposed dividend is subject to 420.23 525.29
the approval of shareholders in the ensuing annual general
meeting, hence the same is not recognised.
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37. Segment information:
- a) The Company’s Executive Chairperson & Managing Director and Chief Financial Officer examine the Company’s performance from a product perspective and have identified two operating segments viz., Cement Division and Power Division. Operations of both the segments are based in India. As per the threshold limits prescribed under Ind AS 108 “Operating Segments”, the management has identified one reportable segment “Cement Division”. Other segment “Power Division” is below the threshold limits prescribed under Ind AS 108. Hence, segment reporting is not given.
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NOTES TO THE FINANCIAL STATEMENTS
b) Information about products:
Revenue from external customers - Sale of Cement : Rs. 79651.59 Lakhs (P.Y: 77270.051 Lakhs) Revenue from external customers - Sale of Power: Rs. 192.46 Lakhs (P.Y: 745.98 Lakhs)
- c) The Company has not made external sales to a single customer meeting the criteria of 10% or more of the entity’s revenue.
38. Additional Regulatory Information
a. Ratios
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Ratio Numerator/ 31-Mar-24 31-Mar-23 [Variance ] Reasons for variance
Denominator %
(a) Current Ratio Current Assets/ 1.46 1.58 -7.59% -
Current Liabilities
(b) Debt-Equity Ratio Total Debt/Total 0.68 0.36 88.89% This is on account of
equity increase in the borrowings
for the expansion project.
(c) Debt Service Earnings 0.54 0.75 -28.00% Due to increase in Cost
Coverage Ratio available for debt of RM and coal there is
service/Debt a decrease in Profit and
Service also there is an increase
in Borrowings during the
year.
(d) Return on Equity Net Income/ 0.05 0.07 -28.57% This is on account of
Ratio Average exceptional item forest
Shareholder’s transit fees
Equity
(e) Inventory Sales/Average 7.46 8.09 -7.79% -
turnover Ratio Inventory
(f) Trade Net Credit 19.43 30.18 -35.62% This is on account of
Receivables Sales/Average increase in debtors as
Turnover Ratio receivables collection at the year end
decreased.
(g) Trade Payables Net Credit 14.08 15.71 -10.38% -
Turnover Ratio Purchases/
Average
Payables
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Ratio Numerator/ 31-Mar-24 31-Mar-23 [Variance ] Reasons for variance
Denominator %
(h) Net Capital Net Sales/ 6.10 5.40 12.96% -
Turnover Ratio Working Capital
(i) Net Profit Ratio Net Profit/Net 0.05 0.06 -16.67% -
Sales
(j) Return on Capital EBIT/Capital 0.05 0.08 -37.50% This is on account of
Employed Employed exceptional item forest
transit fees.
(k) Return on Income 0.07 0.03 133.33% Due to increase in deposits
Investment generated during the year.
from investing
activities/Average
invested funds
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-
Reason for variance is given for ratios having % change more than 25%.
-
b. The Company has borrowings from banks on the basis of security of current assets. The quarterly statements of current assets filed by the Company with banks are in agreement with the books of accounts.
-
c. Registration of charges or satisfaction with Registrar of Companies :
-
As on 31[st] March 2024, there are no charges that are to be created or satisfied.
However, in past the Company had availed credit facilities from ICICI Bank Ltd, for which charge was created with the Registrar of Companies, and as on 31[st] March 2024, in the books of the Company there were no dues towards the following charge
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Date of crea-
Amount
Charge ID Charge created in favour of tion as per
(in Rs.)
MCA website
The Industrial Credit and Investment Corp. of India Lim-
90337693 ited, 163; Backbay Reclamation, Bombay, Maharashtra 8,400,000 24/09/1981
400020
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The Company has approached the Bank to ensure filing of Satisfaction of Charges with the MCA. However, as per the records of the Ministry of Corporate Affairs the above charge is still outstanding though the same was cleared/satisfied by the company.
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39. Expenditure during construction period (included in CWIP):
Amount in Rs.
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Particulars 31 [st] March 2024 31 [st] March 2023
Balance brought forward (A) 4,86,35,782 22,27,677
Expenditure incurred during the year
Employee benefits expense 2,10,55,585 101,09,294
Power and fuel 42,46,454 12,26,265
Interest on Term loan 22,95,55,653 32,94,596
Rates and taxes 7,93,868 34,30,207
Insurance 25,72,168 25,73,842
Professional, consultancy and legal expenses 43,70,003 6,60,000
Travelling and conveyance 56,07,847 89,757
Other borrowing costs - 2,47,50,000
Miscellaneous 37,08,260 2,74,144
Total expenditure during construction period (B) 27,19,09,838 4,64,08,105
Less: Turnover (C) - -
Less: Stocks of finished goods out of trial run production (D) - -
Total (A+B-C-D) 32,05,45,620 4,86,35,782
Allocated to property, plant and equipment
Balance carried forward 32,05,45,620 4,86,35,782
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40. The Board of Directors approved the financial statements for the year ended March 31[st] , 2024 and authorised for issue on May 28[th] , 2024.
41. As the wholly owned subsidiary was incorporated on 13[th] March 2024 and is in existence for less than 15 months, there is no requirement of publishing consolidated financial statements for the financial year ended 31[st] March, 2024.
42. Code on Social Security
The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stakeholders which are under active consideration by the Ministry. The Company will assess the impact and its evaluation once the subject rules are notified and will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.
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43. No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
- The Company has used accounting software for maintaining its books of account, which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software impacting books of account at application level. Further, the audit trail is not disabled. The feature of recording audit trail (edit log) facility at database level is not enabled.
The accompanying notes are an integral part of the financial statements.
As per our report of even date For M.Anandam & Co., Chartered Accountants (Firm Registration Number: 000125S)
On behalf of Board of Directors
Sd/-
M.V.Ranganath Partner Membership Number: 028031
Sd/-
P.Parvathi Chairperson & Managing Director DIN : 00016597
Sd/-
S.Venkateswarlu Whole-time Director DIN : 08602254
Place: Hyderabad Date: 28[th] May, 2024
Sd/-
D. Raghava Chary Chief Financial Officer PAN: ABKPD6101E
Sd/- Bikram Keshari Prusty Company Secretary PAN: AOCPP6191F
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Annual Report 2022-23
Notes
~~154~~
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