Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Deccan Gold Mines Ltd. Annual Report 2021

Nov 30, 2021

62629_rns_2021-11-30_eb2d4d49-8a64-443c-b7de-bd40e36a5bab.pdf

Annual Report

Open in viewer

Opens in your device viewer

DECCAN MINES LIMITED GOLD ( CIN : L51900MH1984PLC034662 }

Corporate Office & Correspondence Address

No. 1285, 5th Main, 7th Sector, HSR Layout, Bengaluru - 560102. Tel . : +91 80 45384000 Fax : +91 80 45384001 Email : [email protected] Website : www.deccangoldmines.com

November 30, 2021

Corporate Relationship Department BSE Limited Phiroze Jeejeebhoy Tower, Dalal Street, Mumbai - 400 001

Scrip Code: 512068

Dear Sir / Madam,

Sub: Notice of the 37 Annual General Meeting and Annual Report for Financial Year 2020 — 21 in Compliance with Regulation 30 and 34 of the Securities Exchange Board of India isting Oblisation and Disclosure Requirements) Revulations. 2015 ("Listing Regulations")

This is further to our letter dated November 11, 2021 intimating that 37" Annual General Meeting of Deccan Gold Mines Limited ('Company') will be held on Wednesday, December 22, 2021 by Video Conferencing at 11:00 a.m.

Pursuant te Regulation 30 and 34(1) of the Listing Regulations, we enclose herewith the following: made available on the website of the Company at www.deccangoldmines.com.

  1. Notice of the 37" Annual General Meeting of the Company (including e-voting instructions).

  2. Annual Report of the Company for the Financial Year 2020-21.

The Notice of AGM along with the Annual Report for the financial year 2020-21 is also being

Kindly take the above on record and oblige.

Yours truly

({ \ AO senor' ow"

Subramaniam S Company Secretary Membership No.: ACS 12110

Registered Office

Corporate Information2
Profile of Directors and Key Personnel3
Update on Tanzanian Projects6
Directors' Report 11
Management Discussion & Analysis32
Report on Corporate Governance 35
Independent Auditors' Report 51
Balance Sheet 57
Profit and Loss Account58
Cash Flow Statement 59
Notes to Accounts61
Independent Auditors' Report on Consolidated Accounts 76
Consolidated Balance Sheet 81
Consolidated Profit and Loss Account82
Consolidated Cash Flow Statement 83
Notes to Consolidated Accounts85

Corporate Information

Chairman Mr Kailasam Sundaram
Managing Director Dr Hanuma Prasad Modali
(w.e.f. October 1, 2021)
Mr Sandeep Lakhwara
(till September 30, 2021)
Board of Directors Mr Subramaniam Sundaram
Executive Director (w.e.f. October 1, 2021)
Head-Legal & Company Secretary
Mr Govind Subhash Samant
Mr Natesan Chinnapan
Mrs Revathi Thiruvendagam
Mr Binay Prakash Pandey
(w.e.f. September 24, 2021)
Exploration Director of subsidiary company Mr Saradchandra Rao Peshwa
Chief Financial Officer Mr Krishnamurthy Karunakaran
Corporate Identification No L51900MH1984PLC034662
Registered Office Parinee Crescenzo, 803, 8th Floor,
Opp. MCA Ground, C38-39, G Block,
Bandra Kurla Complex, Bandra (E),
Mumbai – 400 051, Maharashtra
Tel : 91-22-61554797
Fax : 91-22-67084655
Email : [email protected]
Web : www.deccangoldmines.com
Corporate Office No. 1285, 5th Main, 7th Sector, HSR Layout,
Bengaluru – 560 102, Karnataka
Tel : 91-80-45384000
Fax : 91-80-45384001
Statutory Auditors P R Agarwal & Awasthi
Chartered Accountants,
Mumbai
(Firm Registration No 117940W)
Registrars & Share Transfer Agents Link Intime India Private Limited
C 101, 247 Park, LBS Marg, Vikhroli West,
Mumbai – 400 083
Tel : 91-22-49186000
Fax : 91-22-49186060
Email: [email protected]
Bankers Kotak Mahindra Bank

PROFILE OF BOARD OF DIRECTORS

Mr KAILASAM SUNDARAM

Chairman, Independent and Non-Executive Director

Kailasam has over 28 years of corporate experience in the field of corporate law, FEMA, finance & taxation, audit (internal & external), legal and HR matters. Areas of expertise include fund raising for short-term and long- term requirements, listing of securities and handling of direct and indirect tax matters, risk assessment, evaluation of internal controls, understanding and evaluation of systems and processes.

Since July, 2015 he is acting as an Independent Advisor to various corporates providing specialised services on capital structuring (within and outside India), FEMA and other corporate law matters. He is a regular speaker and presents papers on corporate law matters at events conducted by professional bodies.

Kailasam is a Fellow Member of the Institute of Company Secretaries of India and an Associate Member of the Institute of Cost & Management Accountants of India.

Dr. HANUMA PRASAD MODALI, M.Sc., Ph.D., MAusIMM

Managing Director

M. Hanuma Prasad has extensive experience in Exploration and Mining industry in India and overseas. In his long career, spanning over 27 years, Hanuma has worked in various capacities in Exploration and Corporate Management. As an Exploration Manager, he has led several greenfield and brown field exploration projects for gold, base metals, nickel-PGE, mineral sands and iron ore. He has held key management positions, including Chief Executive Officer, in which he is involved in fundraising and corporate management.

Hanuma started his career with Geological Survey of India in 1994 where he carried out geological mapping and exploration for gold. His work in Central India has helped in bringing out new regional geological concepts. Hanuma joined Australian Indian Resources Group (AIR) in the year 2001 and continued to work with the Group for the last 20 years. As an Exploration Manager, he has explored Archaean and Proterozoic terrains of central India for gold, base metals, Ni-Cu-PGE and made significant discoveries. He was actively involved in the exploration research on generating new gold and Ni-PGE targets in India. During this period he has also built exploration teams and explored various parts of Africa for other mineral resource companies which have consultancy arrangements with AIR Group.

Since 2008 Hanuma was closely associated with the Business Development team of the AIR Group, during which he carried out due diligence of several precious commodity projects in India, Africa and South America. He has been associated with fund raising into AIR and Geomysore Services (India) Pvt Ltd (GMSI). Hanuma has comanaged NI 43-101 compliant feasibility study on Jonnagiri Gold Project along with a team of international and Indian experts. He is currently part of the senior management of GMSI playing a key role in the development of Jonnagiri gold mining project.

Hanuma has worked widely in Africa, SE Asia, South America and CIS countries as a part of due diligence team to advice various business houses in acquiring mineral projects in these countries. He has been instrumental in setting up gold and other mineral exploration and mining companies in Sudan, Ivory Coast, Togo, Zambia, Malawi and Kyrgyzstan.

He is on the board of many mineral resource companies, including AIM – listed LionsGold Limited which has got interests in mineral prospects in India. He is a member of Australian Institute of Mining and Metallurgy (AusImm). Hanuma has Doctorate in Geology and published number of papers in peer reviewed journals. He is a prolific speaker in national and International conferences.

Mr Subramaniam Sundaram

Executive Director

Subramaniam is an Associate Member of the Institute of Company Secretaries of India (ICSI) and Associate Member of the Chartered Institute of Management Accountants, United Kingdom (CIMA). He also holds a Law Degree (LLB) from Bangalore University.

DECCAN GOLD MINES LIMITED

He has 24 years of experience in the field of Company Law and other corporate laws. Has handled corporate restructuring exercises including mergers / demergers, amalgamations, joint ventures, foreign collaborations, fund raisings & listing of securities on domestic and foreign stock exchanges. He is in charge of the corporate legal and company secretarial matters and also functions as the Compliance Officer of the Company since October, 2006.

Mr NATESAN CHINNAPAN

Independent Non-Executive Director

A Post Graduate in Geology, Natesan has 41 years of experience in all facets of exploration and exploitation activities related to minerals like bauxite, limestone, magnesite and graphite. He has proved 10 bauxite deposits in Chhattisgarh and Tamil Nadu. Natesan served as Head of Mines in Bharat Aluminium Co Limited and Madras Aluminium Co Limited (Vedanta Resources) till 2010. During this period, he was instrumental in obtaining forest and environmental clearances in Kolli Hills bauxite deposits in Tamil Nadu; Mainpat and Kawardha bauxite deposits in Chhattisgarh.

Mr GOVIND SUBHASH SAMANT

Non Executive & Non Independent Director

Govind is an entrepreneur based out of Thailand and is a long-term shareholder of the Company holding a significant stake as on date. Govind has a keen understanding and appreciation of the business model of exploration and mining companies.

Mr. BINAY PRAKASH PANDEY

Non Executive & Non Independent Director

Binay Prakash Pandey holds Bachelor of Technology in Mining and Mineral Engineering, NIT Karnataka Post Graduate Diploma in Marketing Management Diploma in Management. He Enrolled as a Research Scholar under PhD program of the Indian Institute of Technology (Indian School of Mines). Starting his career in Asia's then largest mining complex – Kudremukh Iron Ore Company Limited, Binay moved on to working for one of the largest steel plants in India – JSW Steel Limited, culminating into a total of 28 years of work experience in both public and private sector enterprises. Binay's comprehensive understanding of the Mineral Evidence and Content Rules and Mineral Auction Rules under the new auction regime resulted in JSW successfully bidding on 9 iron ore blocks out of which 4 have begun operations.

Binay is an Member (expert in the field of major minerals) in the Karnataka Mineral Policy Committee.

Since September 2020, Binay is the CEO of Ecomen Laboratories Private Limited (Environment Consultants) and is also the Founder Director of E2E Mining Solutions Private Limited (providing engineering and management consulting services to the mining industry)

Mrs REVATHI THIRUVENGADAM

Independent Non-Executive Director

Presently based in Bangalore, Mrs Revathi is a Senior Partner of Thiru & Thiru, a LEGAL 500 recommended law firm. Mrs. Revathi holds a Bachelor's Degrees in Arts and Education from Sathya Sai University and Law Degree from the University of Bangalore. Upon being called to the Bar in 1992, she joined Thiru & Thiru and played a pivotal role in the development and expansion of the firm. She is a Registered Indian Patent Agent and a Trade Mark attorney and heads the Intellectual Property practice. She also specialises in Real Estate, Debt Recovery and Banking Law. In addition to this she is an accredited trained mediator.

KEY PERSONNEL

SARADCHANDRA RAO PESHWA, FGS (London), MGS (SA)

Director (Exploration), Deccan Exploration Services Private Limited (wholly owned subsidiary of Deccan Gold Mines Limited) & Director, Deccan Gold Tanzania Private Limited

Peshwa has nearly 32 years of experience as a mining and exploration geologist and specializes in gold exploration and resource modeling. He worked as a Mining & Exploration Geologist for 13 years with Bharat Gold Mines Limited. He has the distinction of working in the world famous Champion Reef Mine and carried out detailed exploration of Champion lode system both in deep and shallow levels. This has resulted in delineating new parallel lodes of the Champion Lode system. From 1996 to 2002 he worked as a Project Manager with ACC Limited and was involved in exploration of gold and other minerals. He successfully carried out gold prospecting in the Red Sea hills region of Sudan. Peshwa is responsible for the development of DGML's Gold Projects and has implemented different exploration methods as per international standards including QA/QC programmes. He has international exposure for different styles for gold mineralization. Being a Fellow of Geological Society of London and Member of Geological Society of South Africa qualifies him as a competent person as defined by the JORC Code. Peshwa is also an RQP (Recognition as Qualified Person) awarded by Indian Bureau of Mines.

KARUNAKARAN KRISHNAMURTHY

Chief Finance Officer & Director, Deccan Exploration Services Private Limited

Karunakaran is a Certified Management Accountant from CMA (Australia) and also holds a Diploma in Management Accounting from CIMA, UK. He has a Masters Degree in Commerce. He possesses nearly three decades of experience in the field of Finance, Accounts and Audit and has worked in organisations in India and abroad. He has got wide experience in matters relating to Indian corporate laws, Banking matters and taxation. Apart from working in reputed corporate in India, Karun worked for 5 years in one of the leading multi divisional company in Sultanate of Oman – Muscat, in the internal audit department and advised management on methodologies to strengthen their internal control systems.

Geological Team

Mr. RAJEEV P. HANAMASAGAR (M.Sc IT)

GIS-IT Manager

Rajeev has 16 years of experience in working on Mining & GIS softwares like DataMine, Surpac, Datamine Discover 3D, Auto-Cad and Mapinfo. With his expertise in Database Management of Mining & Exploration data, he is involved in generation of seamless geological and structural maps for exploration & mining projects using GIS platform matching international standards. In the past, he has assisted in preparing necessary geological maps and drill holes sections forming part of Mining Plan of 2 Gold Projects including the Ganajur Gold Project.

Also handles the implementation and maintenance of the Company's technology infrastructure and central information processing system to support efficient data management and communications. Rajeev is also responsible for the secure and effective operation of all computer systems, related applications, hardware and software in the Company.

Update on Tanzanian Projects

Deccan Gold Mines Limited through its subsidiary Deccan Exploration Services Private Limited (DESPL), carried out exploration in India during the last 18 years and was successful in locating several gold prospects in the state of Karnataka particularly in Dharwar-Shimoga and Hutti Maski Greenstone Belts. Significant discoveries were made as a result of exploration that included Ganajur Gold Deposit and its satellite prospects, Mangalagatti and Bhavihal, Hirenagnur, Hutti North etc in the State of Karnataka.

Despite getting approval from the Ministry of Mines, Government of India (MoM), the Ganajur Mining Lease (ML) was not granted under one pretext or the other by the Government of Karnataka / MoM. As shareholders are aware, we have filed a Writ Petition in the High Court of Karnataka for restoring our rights with regard to Ganajur ML and seeking a direction from the Hon'ble High Court to the Central and State Governments for execution of the ML.

On account of the uncertain regulatory regime in India and with a view to de-risk its portfolio, DGML had been looking for acquisition of off-shore gold assets which will add value to the Company and its shareholders in the short to medium-term. After evaluating assets in Cambodia, Madagascar, Zambia and Ghana, DGML ultimately ventured in Tanzania, a mineral rich country with several world class gold mines in operation and reasonable political stability.

Key Milestones:

  • DGML incorporated a subsidiary company under the name of "Deccan Gold (Tanzania) Private Limited" (DGTPL).
  • Based on preliminary evaluation of information and desktop studies, DGTPL identified 5 Blocks for acquisition and made application to the mining authorities in Tanzania as per Section 123 of the Mining Act 2010 on October 9, 2020. This is a major milestone in the DGML's venture into acquiring overseas projects.
  • All the five PL applications covering an area of 113.44 sq kms were granted and executed in February 2021 after we complied with the conditions of the Mining Commission. The details of the PLs are given below:
SL.NO NEW PL NO EXTENT (sq.kms) DISTRICT Date pf Grant of PLs
1 PL/11528/2021 15.81 GEITA 5-2-2021
2 PL/11527/2021 13.99 NZEGA 5-2-2021
3 PL/ 11526/2021 56.88 NZEGA 5-2-2021
4 PL/11525/2021 15 NZEGA 5-2-2021
5. PL/11524/2021 11.76 NZEGA 5-2-2021
113.44

DECCAN GOLD MINES LIMITED

Fig-2: Geological map of Lake Victoria region (part map) showing location of the 5 PL blocks.

Geological Potential of the PL Blocks

All the above 5 PL Blocks are located within the world class Neo Archean Lake Victoria Gold Fields and associated Greenstone belts which are known historically for gold mining activities. Situated within Nzega Greenstone and Sukumaland Greenstone belts which form the southern extension of the Lake Victoria Goldfields (LVG), this area represents a comparatively underexplored area endowed with several world-class gold deposits. The accessibility to the PL blocks is good with camping facilities in the nearby towns of Geita, Nzega and Kahama.

Nzega-Tabora PLs:

All the 4 PL Blocks are located within the world class Nzega-Tabora Greenstone belt of Lake Victoria Gold Fields with several gold occurrences. The Belt also hosts the Buzwagi Gold Mines (3.5 Mil Ozs) and Golden Pride Gold Mines (2.6 Mil ozs). The Buzwagi Gold mine held by Barrick Gold is a single open pit mining operation and is located 20 Kms North West of DGTPL's Licences. The Golden Pride Gold Mine is an open pit gold mine located 25 kms east of the Nzega PL cluster.

The outcomes of our recent studies are presented below:

    1. Study of Airborne Magnetic maps reveal presence of favourable Magnetic anomalies transecting the 4 PL blocks. Some of these Magnetic anomalies could be due to the presence of BIF rocks which are known to carry gold mineralization in the adjoining areas.
    1. Apart from the above, several favourable structures such as lineaments and shear zones are noticed and

one of them is Bulangimirwa Shear Zone that is considered to host Golden Pride gold deposit. All these are important exploration targets.

  1. Small scale mining operations such as Mahene Gold Mine is 1.3 kilometers east of our 11526 PLblock. The structure and rocks carrying gold mineralization in Mahene Gold Mine are extending into DGTPL's licence area. The Igusule artisanal gold mines is located 1.4 km north of our 11525 PL block.

Fig-3: Part Geological Map of Nzega Greenstone belt with DGTPL's PLs.

  1. Rock chip samples collected showed presence of sulphide minerals and other positive indications. All samples were analysed for gold and 32 other elements. The soil samples assayed upto 61ppb while some of the rock chip samples indicated presence of anomalous gold including 0.7 and 1.1 g/t Au and path finder elements.

Field observations and study of maps indicate that the Nzega PLs have a number of favourable geological structures, shear zones, quartz veins and Banded Iron Formations (BIF).

Geita PL: The fifth PL No 11528, covering an area of 15.81 sq,kms is in Sukumaland-Geita greenstone belt and located 40 kms North of Bulyanhulu mine and 8 kms east of Geita Gold Mines. Bulyanhulu is a world class gold deposit with a resource of > 5.0 Million ozs which is owned by Barrick Gold. Geita Mines (> 6 million ounzes), owned by Anglo Gold Ashanti is a multiple open pit operation viz, Nyakanga, Lone Cone, Geita Hill all of which belong to Geita Trend and Matandani, Kukuluma and Area 3 of Kukulama Trend. Kukuluma Mines is the nearest to our PL area located 5 kms towards North West. The gold mineralization in Kukuluma is found within sulphidic iron formation which show a trend towards our PL block.

DECCAN GOLD MINES LIMITED

Fig-4: Part Geological Map of Geita Greenstone belt with DGTPL's PL

Soon after the execution of the PLs DGTPL team embarked on a field visit to the projects despite the prevalent pandemic situation with an objective:

    1. To meet the officials at the Mines Department to complete all administrative formalities and obtain necessary permits to undertake prospecting work within the PL areas.
    1. To carry out a quick reconnaissance in each of the PL blocks in order to understand the terrain, geology and accessibility.
    1. Collect samples where ever possible and to know the geochemical pattern of the suspected mineralized zones.
    1. To plan for future exploration programme.

DGTPL submitted so far 3 reports for the quarters ended April 30, 2021; July 31, 2021 and October 31, 2021 as per the conditions of the Mining Commission, Tanzania. The quarterly reports included observations made during the field visits, literature survey, interpretation of aeromagnetic data etc.

Exploration Strategy:

Now that we have gained a foot hold in Tanzania through grant of 5 PL blocks, the exploration strategy going forward would be as under:

    1. Additional study of historical data and collection of information from the Geological Society of Tanzania and Mines department.
    1. Topographic survey and establishment of control points.
    1. Prospect scale litho structural mapping.
    1. Rock chip sampling and chemical analysis. Detailed multi element geochemical survey and identify potential targets.
    1. Trenching across the strike of the geological formation and expose all possible mineralized zones.
    1. Ground geophysical surveys particularly Induced Polarization (IP) and Resistivity survey at different electrode spacing. Identify potential drill targets.
    1. Reconnaissance RC and diamond drilling in the identified targets.

DIRECTORS' REPORT

To The Members, Deccan Gold Mines Limited

The Directors of Deccan Gold Mines Limited ('the Company') have pleasure in submitting their 37th Annual Report to the Members of the Company together with the Audited Standalone and Consolidated Statement of Accounts for the year ended March 31, 2021. The financial statements have been presented based on Ind AS requirements.

1. FINANCIAL STATEMENTS & RESULTS:

a. FINANCIAL RESULTS

Financial results for the year ended March 31, 2021 are as under: (` in '000)

Particular For the financial year ended
March 31, 2021
For the financial year ended
March 31, 2020
Other Income 7,178 7,958
Total Expenses 37,548 31,291
Profit / (Loss) before Exceptional and Extraordinary Items and Tax (30,370) (23,333)
Less: Exceptional and Extraordinary Items - -
Profit / (Loss) before tax (30,370) (23,333)
Less: Current Tax & Deferred Tax - -
Profit / (Loss) after tax (30,370) (23,333)
Other Comprehensive Income 196 (168)
Total Comprehensive Income of the year (30,174) (23,501)

b. OPERATIONS:

Details on the operations of the Company and status of its projects in India as well as market announcements made from time to time can be accessed at www.deccangoldmines.com and www.bseindia.com (BSE Scrip Code : 512068). An update on our Tanzanian Projects is provided elsewhere in this Annual Report.

Composite Scheme of Arrangement to acquire a significant stake in Geomysore Services (India) Private Limited (GMSI):

The Audit Committee, Committee of Independent Directors and Board of Directors at their separate meeting (s) held on September 24, 2021 approved the draft Scheme of Arrangement, valuation report / share exchange ratio in connection with the acquisition of significant stake in GMSI through a share swap arrangement and authorised the management to do the needful in this regard. GMSI has an executed Mining Lease at Jonnagiri, Andhra Pradesh which is currently in the development stage.

Post approval of the Scheme, DGML will issue 9,64,62,556 equity shares (approx.) of face value Re. 1/- each to the shareholders of Australian Indian Resources Limited, Australia (AIR) and Proposed Shareholders of DGML (i.e. identified existing shareholders of GMSI) in consideration of acquisition of 735,161 equity shares of GMSI. It may be noted that AIR Proposed Shareholders of DGML hold 330,852 equity shares and 404,309 equity shares of GMSI respectively.

The equity shares of DGML are to be allotted to the shareholders of AIR and the Share Exchange Ratio is as under:

"17 (Seventeen) fully paid-up equity shares of the face value of Re. 1/- (Rupee One only) each in DGML for every 88 (Eighty-Eight) fully paid-up shares held in AIR."

The equity shares of DGML are to be allotted to the proposed shareholders of DGML and the Share Exchange Ratio is as under:

DECCAN GOLD MINES LIMITED

"1,650 (One Thousand Six Hundred Fifty) fully paid-up equity share of the face value of Re. 1/- (Rupee One only) each in Company for every 13 (Thirteen) fully paid-up equity shares of the face value of Re. 1/- (Rupee One only) each held in GMSI by the Proposed Shareholders."

The said Scheme, along with other applicable documents has been filed with the BSE Limited for their 'No Objection letter' in accordance with Regulation 37 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and also with the Reserve Bank of India for its approval. Post receipt of these NoC's / approval(s), the Company shall file the Scheme with the National Company Law Tribunal, Mumbai. Your Company shall keep its shareholders updated of further developments in this regard through market updates from time to time as the developments occur.

Your Company is of the view that the arrangement proposed in this Scheme is, in particular, expected to have following benefits:

  • a) Significant equity participation in a gold project with potential to get into revenue stream within the next 2 years, benefitting our shareholders;
  • b) Potential to add further Gold Projects into the Company's portfolio and enhance our fund raising abilities;
  • c) Consolidation of the strengths of both the Companies (in terms of Projects and Personnel) and access to strategic partners and fund raising in India and abroad;
  • d) The Scheme would be in the best interest of all the stakeholders.

For more details shareholders may refer to the market updates made by the Company on the subject which are available on its website (www.deccangoldmines.com) as well as on BSE website (www.bseindia.com) (Scrip Code : 512068)

There was no change in nature of the business of the Company, during the year under review.

c. REPORT ON PERFORMANCE OF SUBSIDIARY:

The Company holds 100% shares in Deccan Exploration Services Private Limited (DESPL). The Company incorporated a subsidiary in Tanzania on October 5, 2020 and holds 990 shares (99.99%) in Deccan Gold Tanzania Private Limited, Tanzania (DGTPL) as on March 31, 2021. In view of the provisions of the Companies Act, 2013 ('the Act'), DESPL is a wholly owned subsidiary company and DGTPL is a subsidiary company. Pursuant to the provisions of Section 129 of the Act, the accounts of DESPL & DGTPL have been consolidated into the Company's accounts. No other Company has become or ceased to be the Company's subsidiary(ies), joint venture(s) or associate company during the year under review.

The performance and financial position of DESPL & DGTPL, subsidiary companies for the year ended March 31, 2021 is attached as Annexure 1 (Form AOC-1) to this Report.

d. Material Subsidiaries :

The Board has adopted a Policy for determining Material Subsidiaries in accordance with the requirements of Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015. The Policy, as approved by the Board, is uploaded on the Company's website and the link for the same is http://deccangoldmines. com/wp-content/uploads/2018/11/Policy-on-Material-Subsidiaries.pdf. In terms of the criteria laid down in the Policy and as per the definition of material subsidiary provided in Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015, the wholly owned subsidiary of the Company i.e. Deccan Exploration Services Private Limited has been identified as 'Material', based on the Company's Consolidated Financial Statements for financial year 2020-21.

Further, the Financial Statements along with the Director' Report of Deccan Exploration Services Private Limited and Deccan Gold Tanzania Private Limited, Tanzania for the financial year ended March 31, 2021 are available on the Company's website at https://deccangoldmines.com/dgml-2021-annual-report-related-documents/..

e. Compliance with Secretarial Standards

The applicable Secretarial Standards issued by the Institute of Company Secretaries of India, i.e. SS-1 and SS-2, relating to 'Meetings of the Board of Directors' and 'General Meetings', respectively, have been duly complied by the Company.

f. Dividend:

Your Directors express their inability to recommend dividend for the financial year under review keeping in mind the operations of the Company.

g. Transfer to reserves:

In view of losses incurred during the year under review, the Board of Directors has not recommended transfer of any amount to reserves..

h. Declaration with regard to financial statements:

Financial Statements for the year ended March 31, 2021 are in accordance with the Indian Accounting Standards (IND-AS) notified by the Ministry of Corporate Affairs, Government of India which have already become applicable to the Company from the accounting period beginning on April 1, 2017.

The Company has not carried out any revision in its financial statements in any of the three preceding financial years as per the requirement under Section 131 of the Act.

i. Deposits:

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act 2013 ("the Act") read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing of details of deposits which are not in compliance with Chapter V of the Act is not applicable.

j. Disclosures under Section 134(3)(l) of the Companies Act, 2013:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company's financial position have occurred between the end of the financial year of the Company and date of this report.

k. Disclosure with regard to internal financial controls:

The internal financial controls with reference to financial statements as designed and implemented by the Company are adequate considering the nature of its business and the scale of operations. During the year under review, no material or serious observation has been made by the Statutory Auditors and the Internal Auditors of the Company regarding inefficiency or inadequacy of such controls. Wherever suggested by the auditors, control measures have been further strengthened and implemented.

l. Disclosure with regard to orders passed by Regulators / Courts / Tribunals:

No adverse orders have been passed by any Regulator or Court or Tribunal which can have impact on the Company's status as a Going Concern and on its future operations.

m. Particulars of contract or arrangement with related parties:

All contracts / arrangements / transactions entered into by the Company during the financial year with its related parties were in the ordinary course of business and at an arm's length basis. Accordingly, the disclosure of related party transactions, as required under Section 134(3)(h) of the Companies Act, 2013 is annexed as Annexure 2 (Form AOC-2) to this Report. The Policy on related party transactions as approved by the Board may be accessed on the Company's website at

https://deccangoldmines.com/wp-content/uploads/2017/07/DGML_Related-Parties-Transaction-Policy.pdf.

Your Directors draw attention of the members to Note No. 21 of standalone financial statements which sets out disclosures on related parties and transactions entered into with the said parties during the financial year under review.

n. Particulars of loans, guarantees, investments and securities:

During the year under review, the Company did not provide any loan or give any guarantees. The Company does not have any investments except 100% shareholding in DESPL, its wholly owned subsidiary company and 99.99% shareholding in DGTPL, its subsidiary company in Tanzania.

o. Disclosure under Section 43(a)(ii) of the Companies Act, 2013:

The Company has not issued any shares with differential rights and hence no information is required to be furnished in terms of provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014.

p. Disclosure under Section 54(1)(d) of the Companies Act, 2013:

The Company has not issued any sweat equity shares during the year under review and hence the provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 are not applicable.

q. Disclosure under Section 62(1)(b) of the Companies Act, 2013:

All the stock options issued under the DGML ESOP 2014 and DGML ESOP 2014 (Amended 2016) have since been exercised during the financial year 2017-18 and the Company did not have any Scheme of ESOP in force during the year under review and hence no disclosure is required to be furnished.

p) Disclosure under Section 67(3) of the Companies Act, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a Scheme pursuant to Section 67(3) of the Companies Act, 2013 read with Rule 16(4) of Companies (Share Capital and Debenture) Rules, 2014. Hence, disclosures pursuant to Section 67 (3) of the Companies Act, 2013 are not required to be furnished.

2. OUTLOOK AND OPPORTUNITIES:

Details on the industry outlook, opportunities, risks and concerns have been provided under 'Management Discussion and Analysis' forming part of this Annual Report.

3. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) Board of Directors and Key Management Personnel:

Mr. Sandeep Lakhwara (DIN: 01049978) was re-appointed as the Managing Director of the Company from May 01, 2021 to September, 2021. His term as the Managing Director ended on September 30, 2021 and he also ceased to be a Director on the Board of the Company with effect from September 30, 2021. Re-appointment of Mr. Sandeep Lakhwara for the said period needs to be approved by the shareholders at the ensuing Annual General Meeting (AGM) pursuant to the requirements of the Companies Act, 2013. Mr. Govind Subhash Samant (DIN: 07984886) retires by rotation and being eligible, offers himself for reappointment.

Further, upon the recommendation of the Nomination & Remuneration Committee, the Board of Directors of the Company have made the following appointments / re-appointments:

  • (i) Re-appointment of Mr. Natesan Chinnapan (DIN: 08415969) as a Director (Independent & Non Executive) for a further period of two years w.e.f. April 12, 2021 subject to approval of shareholders in the ensuing AGM.
  • (ii) Re-appointment of Mr. Kailasam Sundaram (07197319) as a Director (Independent & Non Executive) for a further period of five years w.e.f. August 8, 2021 subject to approval of shareholders in the ensuing AGM.
  • (iii) Appointment of Dr. Hanuma Prasad Modali (DIN: 01817724) as the Managing Director for a period of 3 years with effect from October 1, 2021;
  • (iv) Appointment of Mr. Subramaniam Sundaram (DIN: 06389138) as a Whole-time Director (Executive Director) for a period of 3 years with effect October 1, 2021; and
  • (v) Appointment of Mr. Binay Prakash Pandey (DIN: 05343869) as a Director (Non-Independent and Non-Executive), who was appointed as an Additional Director with effect from September 24, 2021 to hold office upto the ensuing Annual General Meeting.

Necessary notices under Section 160 of the Act proposing the candidature / re-appointment of Mr. Kailasam Sundaram, Mr. Natesan Chinnapan, Mr. Subramaniam Sundaram and Mr. Binay Prakash Pandey have been received from shareholder(s). Resolutions for their respective appointments have been included in the Notice convening the ensuing 37th AGM and your Directors recommend their appointment.

b) Declaration by Independent Directors:

The Company has received declaration from all the Independent Directors under Section 149(6) of the Companies Act, 2013 as further amended by the Companies Amendment Act, 2017 and Regulation 16(1)(b) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 confirming their independence vis-à-vis the Company and its management. There was no change in the circumstances which affected their status as Independent Director (s) during the year under review.

The Independent Directors have also confirmed that they are not aware of any circumstances or situation which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence. Further, the Independent Directors of the Company possess requisite qualifications, experience and expertise in the field of finance, auditing, tax, risk advisory service, mineral exploration, mining and law and hold the highest standards of integrity.

Further, declaration on compliance with Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended by Ministry of Corporate Affairs ("MCA") Notification dated October 22, 2019, regarding the requirement relating to enrollment in the Data Bank created by MCA for Independent Directors, have been received from all the Independent Directors.

c) Company's Policy on Directors' appointment and remuneration:

The Board has, as per the recommendation of the Nomination and Remuneration Committee, framed a policy on selection and appointment of Directors and Senior Managerial personnel and their remuneration which was further amended by the Board vide their resolution dated March 31, 2019 in terms of the SEBI (Listing Obligations and Disclosure Requirements) Amendment Regulations, 2018. The details of said policy are given in the Corporate Governance Report which forms part of this Annual Report.

4. DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES:

a) Board Meetings:

The Board of Directors met six (6) times during the year ended March 31, 2021 in accordance with the provisions of the Companies Act, 2013 and rules made there under. All these meetings were held through audio-visual means in compliance with the provisions of the Act. Detailed information on the Board Meetings is provided in the Corporate Governance Report which forms part of this Annual Report.

b) Directors' Responsibility Statement:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended March 31, 2021 the Board of Directors hereby confirm that:

  • a. in preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
  • b. such accounting policies have been selected and applied consistently and the Directors 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 as at March 31, 2021 and of the profit and loss of the Company for that year;
  • c. proper and sufficient care was taken for maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
  • d. the annual accounts of the Company have been prepared on a Going Concern basis;
  • e. internal financial controls have been laid down by the Company and that such internal financial controls are adequate and operating effectively;
  • f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively;

c) Board Committees:

There are three (3) Committees of the Board of Directors of the Company viz. Audit Committee, Nomination and Remuneration Committee and Stakeholders' Relationship Committee as on March 31, 2021.

Detailed information on all the above Board Committees is provided in the Corporate Governance Report forming part of this Annual Report along with the details of extract from Nomination and Remuneration Policy of the Company with respect to remuneration of Executive Directors, Key Managerial Personnel and other senior employees of the Company.

Policies framed by the Committees / Board pursuant to the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are available on the Company's Website (www.deccangoldmines.com).

Disclosure in respect of composition, meetings held, attendance of members, terms of reference and other related matters in respect of the above Board Committees are furnished in the Corporate Governance Report forming part of this Annual Report.

d) Policies and Procedures (Mechanism):

Vigil Mechanism Policy for Directors / Employees:

The Board of Directors of the Company has pursuant to the provisions of Section 178(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed a "Vigil Mechanism Policy" for Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any financial statements and reports, etc.

The employees of the Company have the right to report their concern/grievance to the Chairman of the Audit Committee.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.

Risk Management Policy:

The Board of Directors of the Company has designed Risk Management Policy and Guidelines to avoid events, situations or circumstances which may lead to negative consequences on the Company's businesses, and define a structured approach to manage uncertainty and to make use of these in their decision making pertaining to all business divisions and corporate functions. Key business risks and their mitigation are considered in the annual/ strategic business plans and in periodic management reviews.

Corporate Social Responsibility:

The provisions of Section 135 of the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014 are not applicable to the Company.

e) Annual Evaluation of Directors, Board Committees and Board:

A statement indicating the manner for evaluation of performance of the Board and its Committees and individual Directors is attached to this Report as Annexure 3.

f) Internal control systems:

Adequate internal control systems commensurate with the nature of the Company's business, size and complexity of its operations are in place and have been operating satisfactorily. Internal control systems comprising of policies and procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations and that all assets and resources are acquired economically, used efficiently and adequately protected.

g) Disclosure under Section 197(12) of the Companies Act, 2013 and other disclosures as per Rule 5 of Companies (Appointment & Remuneration) Rules, 2014:

The information required pursuant to Section 197 read with Rules 5(1) and 5(2) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 have been attached as Annexure 4 to this Report.

h) Payment of remuneration / commission to managerial personnel from subsidiary company:

The Managing Director of the Company is not in receipt of remuneration / commission from the subsidiary company. Apart from the Managing Director, the Company did not have any managerial personnel during the year under review.

i) Familiarization Programme for Independent Directors

The Company proactively keeps its Directors informed of the activities of the Company its management and operations and provides an overall industry perspective as well as issues being faced by the industry. Detauks for the year ended March 31, 2021 are available on the Company's website at https://deccangoldmines.com/wpcontent/uploads/2018/11/Independent-Directors-Familiarisation-Programme.pdf.

5. AUDITORS AND REPORTS:

TThe matters related to Auditors and their Reports for the year ended March 31, 2021 are as under:

a) Report of the Statutory Auditors on financial statements for the year ended March 31, 2021:

The Report furnished by the Statutory Auditors on the financial statements of the Company for the year ended March 31, 2021 is free from any observations / qualifications.

b) Secretarial Audit report:

Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates to obtain Secretarial Audit Report in Form MR-3 from a Practising Company Secretary. M/s. Rathi and Associates, Practising Company Secretaries, Mumbai had been appointed as Secretarial Auditors for the financial year March 31, 2021 to issue Secretarial Audit Report for the financial year 2020-21.

The Secretarial Audit Report issued in Form MR-3 by M/s. Rathi & Associates is attached as Annexure 5 and forms part to this report. The said report provides an observation that the Company did not have minimum 6 (Six) Directors (applicable for with effect from April 01, 2020 for Top 2000 Companies) as prescribed under Regulation 17(1)(c) of SEBI Listing Regulations, 2015 for period from April 01, 2020 to June 15, 2020.

The Board has noted that the fall in minimum number of Directors was caused due to expiry of tenure of an Independent Director with effect from March 29, 2020. The casual vacancy was filled up by the Company with appointment of another Independent Director with effect from June 16, 2020. Apart from the said observation, the report does not provide any observation or qualification requiring explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.

Further, the Secretarial Audit Report in Form MR-3 for DESPL (Material Subsidiary) for the financial year ended March 31, 2021 is attached as Annexure 6 to this Report. The said report does not contain any observation or qualification requiring explanation or comments.

c) Annual Secretarial Compliance report

In compliance with the Regulation 24A of the Listing Regulations and the SEBI circular CIR/CFD/CMD1/27/2019 dated February 8, 2019, the Company has undertaken an audit for the Financial Year 2020-21 for all applicable compliances as per Securities and Exchange Board of India Regulations and Circulars/Guidelines issued thereunder. The Annual Secretarial Compliance Report duly issued by M/s. Rathi & Associates has been submitted to the Stock Exchanges within the prescribed timelines.

The Annual Secretarial Compliance Report does not contain any qualification, reservation or adverse remark or disclaimer or modified opinion except that the Board composition fell below minimum Six (6) as required under Regulation 17(1)(c) of SEBI Listing Regulations, 2015, to which the Board noted a similar explanation as provided in the above clause.

d) Ratification of appointment of Statutory Auditors:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014, M/s P R Agarwal & Awasthi, Chartered Accountants, Mumbai (Firm Regn No. 117940W) were appointed as the Statutory Auditors of the Company for a consecutive term of five (5) years at the Annual General Meeting held on November 27, 2017.

e) Cost Auditors:

Presently, the Company is not engaged in any manufacturing activities and hence requirement of appointment of Cost Auditors pursuant to Section 148 of the Companies Act, 2013 is not applicable to the Company.

f) Fraud reporting

During the year under review, Statutory Auditors and Secretarial Auditors have not reported any instances of frauds committed in the Company by its Officers or Employees as specified under Section 143(12) of the Companies Act, 2013.

6. DISCLOSURES UNDER SECTION 134 OF COMPANIES ACT, 2013:

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are furnished as under:

a) Extract of Annual return:

Annual Return (in form MGT-7) for the year 2020-21 in terms of Section 92 (3) of the Companies Act, 2013 is available at https://deccangoldmines.com/dgml-2021-annual-report-related-documents/.

b) Conservation of energy, technology absorption and foreign exchange earnings and outgo:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 have not been furnished considering the fact that the Company is yet to commence its manufacturing operations.

There were no foreign exchange earnings or outgo during the year under review.

c) Remuneration payable by Companies having no profit or inadequate profit (in terms of Section II of Schedule V to the Companies Act, 2013):

The Company has paid remuneration to its Managing Director as per the limits laid down in Section II of Schedule V to the Companies Act, 2013.

d) Change in share capital:

No equity shares were issued by the Company during the year under review and as such there was no change in capital structure of the Company.

e) Disclosure under Sexual Harassment of Women at Workplace (Prevention, Prohibition and redressal) Act, 2013:

The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace and has also established an Internal Complaints Committee, as stipulated by The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder. During the year under review, no complaints in relation to such harassment at workplace have been reported.

7. ACKNOWLEDGMENT AND APPRECIATION:

Your Directors take this opportunity to express their gratitude to all the business associates and to the investors / shareholders for the confidence reposed in the Company and its management. The Directors also convey their appreciation to the employees at all levels for their enormous personal efforts as well as collective contribution.

For and on behalf of the Board of Directors Of Deccan Gold Mines Limited

Kailasam Sundaram

Chairman DIN: 07197319

Date: November 11, 2021 Place: Bengaluru

CIN: L51900MH1984PLC034662

REGISTERED OFFICE:

Parinee Crescenzo, 803, 8th Floor, Opp. MCA, C38-C39, G Block, Bandra Kurla Complex, Bandra (East), Mumbai – 400 051 Tel .No.:022-33040797 Fax No.: 022-26532440 Email.: [email protected] Website.: www.deccangoldmines.com

ANNEXURE-1

FORM AOC-1

PERFORMANCE OF SUBSIDIARY COMPANY

[Pursuant to first proviso to sub-section (3) of Section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]

(Information in respect of subsidiary )

1. Deccan Exploration Services Private Limited

Amount (in ` 000)

1 Name of the subsidiary Deccan Exploration Services Private Limited
2 Reporting period for the subsidiary concerned, if
different from the holding company's reporting period
Not applicable
3 Reporting currency and Exchange rate as on the
last date of the relevant Financial Year in the case of
foreign subsidiaries.
Not applicable
4 Share capital 13,555 equity shares of Rs.10/- each
5 Other Equity 4,35,709
6 Total Assets 4,36,530
7 Total Liabilities 821
8 Investments Nil
9 Turnover Nil
10 Profit before taxation (1,384)
11 Provision for taxation Nil
12 Profit after taxation (1,384)
13 Proposed Dividend Nil
14 % of shareholding 100%

DECCAN GOLD MINES LIMITED

2. Deccan Gold (Tanzania) Private Limited

Amount (in ` 000)

1 Name of the subsidiary Deccan Gold (Tanzania) Private Limited
2 Reporting period for the subsidiary concerned, if
different from the holding company's reporting period
Not applicable
3 Reporting currency and Exchange rate as on the
last date of the relevant Financial Year in the case of
foreign subsidiaries.
Not applicable
4 Share capital 1,000 equity shares of Tzs.15,000/- each
5 Other Equity 484
6 Total Assets 3,689
7 Total Liabilities 3,205
8 Investments Nil
9 Turnover Nil
10 Profit before taxation (369)
11 Provision for taxation Nil
12 Profit after taxation (369)
13 Proposed Dividend Nil
14 % of shareholding 99.99%

Names of subsidiaries which are yet to commence operations : NA

Names of subsidiaries which have been liquidated or sold during the year: NA

The Company did not have any associate / joint venture companies during the year under review.

For and on behalf of the Board of Directors of Deccan Gold Mines Limited

Kailasam Sundaram

Chairman DIN: 07197319

ANNEXURE-2

FORM NO. AOC -2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arms length transaction under third proviso thereto.

  1. Details of contracts or arrangements or transactions not at Arm's length basis.
SL. No. Particulars Details
a) Name (s) of the related party & nature of relationship Nil
b) Nature of contracts/arrangements/transaction Nil
c) Duration of the contracts/arrangements/transaction Nil
d) Salient terms of the contracts or arrangements or transaction
including the value, if any
Nil
e) Justification for entering into such contracts or arrangements
or transactions'
Nil
f) Date of approval by the Board Nil
g) Amount paid as advances, if any Nil
h) Date on which the special resolution was passed in General
meeting as required under first proviso to section 188
Nil
  1. Details of contracts or arrangements or transactions at Arm's length basis.
SL. No. Particulars Details
a) Name (s) of the related party & nature of relationship Deccan Exploration Services Private Limited
(Wholly owned subsidiary company)
b) Nature of contracts/arrangements/transaction Receipt of Exploration & Other expenses
incurred on behalf of the wholly owned
subsidiary company
c) Duration of the contracts/arrangements/transaction 01.04.2020 to 31.03.2021
d) Salient terms of the contracts or arrangements or
transaction including the value, if any
Nil
e) Date of approval by the Board 18.05.2020
f) Amount paid as advances, if any Nil

For and on behalf of the Board of Directors of Deccan Gold Mines Limited

Kailasam Sundaram

Chairman DIN: 07197319

ANNEXURE - 3

STATEMENT ON MANNER OF EVALUATION OF BOARD OF DIRECTORS, COMMITTEE AND INDIVIDUAL DIRECTORS:

The Companies Act, 2013 has prescribed a new set of meeting known as exclusive meeting by Independent Directors to assign more responsibility and power to Independent Directors. As per schedule IV of the Companies Act, 2013, the Independent Directors shall hold at least one meeting in a year, without the attendance of Non-Independent Directors and members of the management and all such directors shall strive to be present at the meeting.

The Independent Directors of the Company held such meeting on April 30, 2020. Amongst other matters, they reviewed the performance of Non-Independent Directors, and the Board as a whole, the performance of the Chairperson of the Company, taking into account the views of Executive Director and Non-executive Directors; and assess the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

Evaluation Criteria of the Board's performance:

During the year under review, the Board evaluated its performance as well as that of its Committees and individual Directors, including the Chairman of the Board. The exercise was carried out through a process covering various aspects of the Board functioning such as composition of the Board and Committees, experience and competencies, performance of specific duties and obligations, governance issues etc., Separate exercise was carried out to evaluate the performance of individual Directors including the Board Chairman who were evaluated on parameters such as attendance, contribution at the meetings and otherwise, independent judgment, safeguarding of minority shareholders interest etc., The evaluation of the Independent Directors was carried out by the entire Board and that of the Chairman and the Non-Independent Directors were carried out by the Independent Directors.

For and on behalf of the Board of Directors of Deccan Gold Mines Limited

Kailasam Sundaram Chairman DIN: 07197319

ANNEXURE - 4

DISCLOSURE FOR RATIO OF REMUNERATION OF EACH DIRECTOR TO THE MEDIAN EMPLOYEE'S REMUNERATION AND OTHER DETAILS AS PER RULE 5 OF THE COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014

Median remuneration for the financial year 2020-21 was Rs. 784,500 /- per annum. Mr. Sandeep Lakhwara, Managing Director is the only Director who was paid a remuneration of Rs. 8,400,000/- per annum. The ratio of the median remuneration to his remuneration is 1 : 11 (approx).

During the financial year, the percentage increase in remuneration of Managing Director, Chief Financial Officer and Company Secretary was 'Nil'.

Mr. Sandeep Lakhwara, Managing Director was re-appointed for a term of one year with effect from May 1, 2020 at a monthly remuneration of Rs. 700,000/- with the approval of the shareholders at their AGM held on December 22, 2020.

The remuneration drawn by Mr. S. Subramaniam, Head-Legal & Company Secretary was Rs. 39.90/- lac per annum. The remuneration drawn by Mr. K. Karunakaran, Chief Financial Officer was Rs. 31.50 lac per annum.

The percentage increase in the median remuneration of employees in the financial year is 'Nil'.

As at the end of the year, there were 16 permanent employees on the rolls of the Company.

Being a gold exploration company and considering the fact that the Company is yet to generate revenues, relationship between average increase in remuneration of employees / key managerial personnel and the Company's performance is not comparable. Further, there has been no salary increases during the year 2020-21.

The ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year - Not applicable

It is affirmed that the remuneration is as per the remuneration policy of the Company.

For and on behalf of the Board of Directors of Deccan Gold Mines Limited

Kailasam Sundaram Chairman DIN: 07197319

ANNEXURE - 5

SECRETARIAL AUDIT REPORT

[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]

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2021

To The Members Deccan Gold Mines Limited The Parinee Crescenzo, 803, 8th Floor, Opp. MCA Ground, C38-C39, G Block, Bandra Kurla Complex, Bandra (East), Mumbai – 400051

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate governance practices by Deccan Gold Mines Limited (CIN: L51900MH1984PLC034662) (hereinafter called as '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, minutes 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 March 31, 2021, 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:

    1. We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company as given in Annexure I, for the financial year ended on March 31, 2021, according to the provisions of:
  • (i) The Companies Act, 2013 ('the Act') and the rules made thereunder;
  • (ii) The Securities Contracts (Regulation) Act, 1956 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 Foreign Direct Investment;
  • (v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 ('SEBI Act'):

    • i. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
    • ii. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; and
    • iii. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations, 2015').
  • Provisions of the following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 were not applicable to the Company under the financial year under report:-

  • i. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;

  • ii. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;
  • iii. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018;
  • iv. 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;
  • v. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; and

  • vi. The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014.

    1. 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 other Acts, Laws and Regulations applicable specifically to the Company, viz.
  • i) The Mines and Minerals (Regulation and Development) Act, 1957
  • ii) The Mines Act, 1952
  • iii) The Mines Rules, 1955
  • iv) The Mineral Concession Rules, 1960
  • v) The Mineral Conservation and Development Rules, 1988
  • vi) Mines Rescue Rules, 1985
  • vii) The Forest (Conservation) Act, 1980
  • viii) The Forest (Conservation) Rules, 1981
  • ix) The Karnataka Shops and Commercial Establishments Act, 1961
  • x) The Karnataka Tax On Professions, Trades, Callings And Employment Act, 1976

We have also examined compliance with the applicable clauses of the Secretarial Standards issued by The Institute of Company Secretaries of India under the provisions of the Companies Act, 2013.

During the financial year under report, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above, except:

  • The Company did not have minimum number of 6 (Six) Directors (applicable for with effect from April 01, 2020 for Top 2000 Companies) as prescribed under Regulation 17(1)(c) of SEBI Listing Regulations, 2015 for period from April 01, 2020 to June 15, 2020. Based on the explanation provided to us, it is noted that the fall in minimum number of Directors was caused due to expiry of tenure of an Independent Director with effect from March 29, 2020. The casual vacancy was filled up by the Company with appointment of another Independent Director with effect from June 16, 2020.

We further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors including one-woman Director. The changes in the composition of the Board of Directors that took place during the year under report were carried out in accordance with the Act.

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.

None of the members have communicated dissenting views, in the matters / agenda proposed from time to time for consideration of the Board and its Committees thereof, during the year under the report, hence were not required to be captured and recorded as part of the minutes.

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.

We further report that during the year under report, the Company has not undertaken any event / action having a major bearing on the Company's affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc.

Date: November 17, 2021 For RATHI & ASSOCIATES Place: Mumbai COMPANY SECRETARIES

JAYESH SHAH PARTNER M. NO.: FCS 5637 COP NO.: 2535 UDIN: F005637C001464919

Note: This report should be read with our letter of even date which is annexed as Annexure-II and forms an integral part of this report.

ANNEXURE - I

List of documents verified

    1. Memorandum & Articles of Association of the Company;
    1. Annual Report for the financial year ended March 31, 2020;
    1. Minutes of the meetings of the Board of Directors, Audit Committee, Nomination & Remuneration Committee and Stakeholders' Relationship Committee of the Company along with the respective Attendance Registers for meetings held during the financial year under report;
    1. Minutes of General Body Meeting held during the financial year under report;
    1. Copies of Notice, Agenda and Notes to Agenda circulated to all the Directors / Members of the Committee Meetings.
    1. Proof of circulation and delivery of notice, agenda and notes to agenda for Board and Committee meetings.
    1. Proof of circulation of draft as well as certified signed Board & Committee meetings minutes as per Secretarial Standards.
    1. Policies framed by the Company viz.:
  • Policy on Related Party Transactions;
  • Whistle Blower Policy;
  • Risk Management Policy;
  • Nomination & Remuneration Policy;
  • Code of Conduct for Independent Directors;
  • Policy for Determining Material Information; and
  • Document Retention and Archival Policy.
    1. Statutory Registers viz.
  • Register of Directors & Key Managerial Personnel and their shareholding
  • Register of loans, guarantees and security and acquisition made by the Company (Form No. MBP-2),
  • Register of Contracts with related party and contracts and Bodies etc. in which directors are interested (Form No. MBP-4), and
    1. Declarations received from the Directors of the Company pursuant to the provisions of Section 184(1), Section 164(2) and Section 149(7) of the Companies Act, 2013;
    1. Intimations received from Directors and other insiders under the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
    1. E-Forms filed by the Company, from time to time, under applicable provisions of the Companies Act, 2013 and attachments thereof during the financial year under report;
    1. Intimations / documents / reports / returns filed with the Stock Exchanges pursuant to the provisions of the SEBI Listing Regulations, 2015 and other SEBI Laws during the financial year under report;
    1. E-mails evidencing dissemination of information related to closure of Trading window;
    1. Internal Code of Conduct for prevention of Insider Trading by Employees / Directors / Designated Persons of the Company;
    1. Compliance Certificate placed before the Board of Directors from time to time;
    1. Details of Sitting Fees paid to all directors for attending the Board Meetings and Committee Meetings.

ANNEXURE - II

To, The Members DECCAN GOLD MINES LIMITED Mumbai

Our report of even date is to be read along with this letter.

    1. 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.
    1. 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.
    1. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
    1. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
    1. 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.
    1. 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.

Date: November 17, 2021 For RATHI & ASSOCIATES Place: Mumbai COMPANY SECRETARIES

JAYESH SHAH PARTNER M. NO.: FCS 5637 COP NO.: 2535 UDIN: F005637C001464919

ANNEXURE-6

SECRETARIAL AUDIT REPORT

[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]

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2021

To The Members Deccan Exploration Services Private Limited No. 1285, HSR Layout, 7th Sector, Bangalore - 560102

As per Regulation 24A of the LODR, every listed entity and its material unlisted subsidiaries incorporated in India shall undertake secretarial audit and shall annex with its annual report, a secretarial audit report, given by a company secretary in practice, in such form as may be specified with effect from the year ended March 31, 2019.

In terms of aforesaid provisions, we have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate governance practices by 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, Minutes 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 March 31, 2021, 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:

    1. We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company as given in Annexure I, for the financial year ended on March 31, 2021, according to the provisions of the Companies Act, 2013 ('the Act') and the rules made thereunder.
    1. Provisions of the following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 ('SEBI Act') were not applicable to the Company under the financial year under report:
  • i. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018;
  • ii. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;
  • iii. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018;
  • iv. 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;
  • v. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
  • vi. The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014;
  • vii. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
  • viii. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; and
  • ix. The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
    1. Provisions of the following Regulations were not applicable to the Company under the financial year under report: -
  • (i) The Securities Contracts (Regulation) Act, 1956 ('SCRA') and the rules made thereunder;
  • (ii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; and

  • (iii) Foreign Exchange Management Act, 1999 and the rules and regulations made there.

    1. 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 other Acts, Laws and Regulations applicable specifically to the Company, viz.
  • i) The Mines and Minerals (Regulation and Development) Act, 1957;
  • ii) The Mines Act, 1952;
  • iii) The Mines Rules, 1955;
  • iv) The Mineral Concession Rules, 1960;
  • v) The Mineral Conservation and Development Rules, 1988;
  • vi) Mines Rescue Rules, 1985;
  • vii) The Forest (Conservation) Act, 1980;
  • viii) The Forest (Conservation) Rules, 1981;
  • ix) The Karnataka Shops and Commercial Establishments Act, 1961; and
  • x) The Karnataka Tax On Professions, Trades, Callings And Employment Act, 1976

We have also examined compliance with the applicable clauses of the Secretarial Standards issued by the Institute of Company Secretaries of India under the provisions of the Companies Act, 2013.

During the financial year under report, the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

We further report that:

The Board of Directors of the Company is duly constituted with proper balance. There were no changes in the composition of the Board of Directors that took place during the year under report.

Adequate notice was 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.

None of the members have communicated dissenting views, in the matters / agenda proposed from time to time for consideration of the Board, during the year under the report, hence were not required to be captured and recorded as part of the minutes.

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.

We further report that during the year under report, the Company has not undertaken any event / action having a major bearing on the Company's affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc.

Place: Mumbai COMPANY SECRETARIES

Date: September 30, 2021 For RATHI & ASSOCIATES

AYESH M. SHAH PARTNER M. NO.: FCS 5637 COP NO.: 2535 UDIN: F005637C001051077

Note: This report should be read with our letter of even date which is annexed as Annexure-II and forms an integral part of this report.

ANNEXURE - I

List of documents verified

    1. Memorandum & Articles of Association of the Company;
    1. Annual Audited accounts for the financial year ended March 31, 2020;
    1. Minutes of the meetings of the Board of Directors of the Company along with the respective Attendance Registers for meetings held during the financial year under report;
    1. Minutes of General Body Meeting held during the financial year under report;
    1. Statutory Registers viz.
  • Register of Directors & Key Managerial Personnel and their shareholding,
  • Register of loans, guarantees and security and acquisition made by the Company (Form No. MBP-2),
  • Register of Contracts with related party and contracts and Bodies etc. in which directors are interested (Form No. MBP-4);
    1. Declarations received from the Directors of the Company pursuant to the provisions of Section 184(1), Section 164(2) and Section 149(7) of the Companies Act, 2013; and
    1. E-Forms filed by the Company, from time to time, under applicable provisions of the Companies Act, 2013 during the financial year under report.

ANNEXURE- II

To, The Members Deccan Exploration Services Private Limited No. 1285, HSR Layout, 7th Sector, Bangalore - 560102

Our report of even date is to be read along with this letter.

    1. 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.
    1. 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.
    1. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
    1. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.
    1. 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.
    1. 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.

Date: September 30, 2021 For RATHI & ASSOCIATES Place: Mumbai COMPANY SECRETARIES

JAYESH M. SHAH PARTNER M. NO.: FCS 5637 COP NO.: 2535 UDIN: F005637C001051077

Management Discussion and Analysis Report

INTRODUCTION

Deccan Gold Mines Limited ("DGML") is the first and only gold exploration Company listed on the Bombay Stock Exchange Limited (BSE). It was established in the year 2003 by Australian promoters with deep roots in the mining and exploration sector. Since its inception, DGML and its wholly owned subsidiary Deccan Exploration Services Private Limited (DESPL) have actively pursued gold exploration activities through adoption of modern methods and latest technology in all of its exploration prospects.

INDUSTRY REVIEW

India continues to be the World's largest consumer of gold after China. India's overall imports of gold during 2020-21 stood at \$ 34.6 billion markedly up from \$ 28.2 billion imported the previous year despite the pandemic. At \$ 16.3 billion, gold from Switzerland accounted for almost half of India's imports of yellow metal in 2020-21. Gold constituted the second biggest import for India with a share of 8.8% in India's overall import basket.

(Source: https://www.timesnownews.com/business-economy/economy/article/50-of-indias-gold-imports-in-2020- 21-came-from-switzerland-saudi-arabia-slips-in-trading-partner-rank/786540)

PERFORMANCE

Details on the operations of the Company and status of its projects in India as well as market announcements made from time to time can be accessed at www.deccangoldmines.com and www.bseindia.com (BSE Scrip Code : 512068). An update on our Tanzanian Projects is provided elsewhere in this Annual Report.

It is pertinent to note that exploration companies by their very nature will not generate mining revenues until commencement of mining operations.

RISKS AND CONCERNS

In the years 2012-2015, the Indian Government started promoting the auction regime for grant of mineral concessions. However, Section 10A(2)(b) was introduced in 2015 to protect the rights of mineral concession applicants who had invested time, effort and money to progress from Reconnaissance Permit to Prospecting Licence or Mining Lease as the case may be. Barring a few cases, practically no mining lease was granted during the period from 2015 – 2021 in

The Indian Government passed the MMDR Amendment Act, 2021 (Amendment Act) which came into effect from March 28, 2021. Whilst a lot of the reforms proposed are required and favourable for growth and mining industry rejuvenation, certain aspects of the reforms are totally counter-productive to the aim of enhancing private investments in the mining sector under the Atmanirbhar Bharat scheme.

Reference is made specifically to the amendment to Section 10A(2)(b) by adding a proviso therein. The Proviso states that for the cases falling under the said Section, including pending cases, the right to obtain a PL or Mining Lease shall lapse from the commencement of the Amendment Act, 2021 i.e., March 28, 2021 and such areas shall be put up for auction. It also seeks to reimburse the expenditure incurred by those applicants towards reconnaissance or prospecting operations in such manner as may be prescribed by the Central Government.

In our view, the aforesaid amendment to section 10A(2)(b) enabling such blocks to be auctioned particularly where the applicants have already prospected the areas and identified mineral resources is immoral and unjust and will hold up development of these blocks due to litigation by applicants whose rights have been taken away.

In the case of precious metals such as gold, timely grant of licences to the applicants who were awaiting grants under Section 10A(2)(b) on already prospected areas could have immediately kick started the process of being self reliant in the metal with local production replacing massive imports which contribute hugely to the current account deficit. As an example, our subsidiary's Ganajur Mining Lease, which received the approval of Central Government in 2015 and again in 2017 under Section 10A(2)(b) was held up by the Government of Karnataka under one pretext or the other for the last 6 years. If grant notification letter had been issued by the Government of Karnataka in time, this Project would have become operational and commenced gold production by now.

In our opinion, the amendment to Section 10A(2)(b) could also severely impact FDI and other investment into the mining sector in the country as potential investors will shy away due to the policy flip flop of the Government and dishonouring of the existing laws. In the process, India's international image as an investor friendly destination will be severely damaged.

While rendering its opinion on 2G Presidential Reference, the Constitution Bench of the Supreme Court clarified that the statement of law in 2G case that while transferring or alienating the natural resources, the State is duty bound to adopt the method of auction was confined to the specific case of spectrum and not for dispensation of all natural resources.

"Different resources may require different treatment. Very often, exploration and exploitation contracts are bundled together due to the requirement of heavy capital in the discovery of natural resources. A concern would risk undertaking such exploration and incur heavy costs only if it was assured utilization of the resource discovered; a prudent business venture, would not like to incur the high costs involved in exploration activities and then compete for that resource in an open auction."

To sum up, the aim of Government should be maximization of mineral production maximisation leading to revenue generation through employment, royalties and taxes and not just revenue maximation through auction.

OUTLOOK AND OPPORTUNITIES

IThe following excerpts from CII's Report (December, 2019) titled "Towards a Globally Competitive Minerals and Mining Industry" are worth noting.

The minerals and mines industry is key to India's growth ambition of a USD 5 trillion economy. Despite its obvious importance, the industry has remained fledgling, as evident from its declining contribution to GDP, foreign investment and employment. The industry's share in India's GDP (in real terms) is a low 2.6% in 2018-19 down from 3% in 2011-12. Whilst the industry has had a fairly liberalized investment policy for a while, this has not resulted in large volumes of foreign investment, primarily due to a weak enabling eco-system. Automatic FDI approval needs to be supplemented with predictability in the regulatory environment and policy stability.

Given India's rich mineral reserves, clearly, there is significant potential for growth. Accordingly, it is imperative to urgently ensure expeditious development of the sector. The CII suggests the following vision for the sector: 'contribute 3% of India's GDP by 2024-25, in a socially, environmentally safe and commercially viable manner, taking cognizance of the country's interest.'

The CII Report identifies twelve areas which must be addressed so as to develop and boost the Indian mining industry. One of this is 'Exploration' particularly for non-bulk minerals (eg gold) by the private sector. The Report observes that exploration for non-bulk minerals by the private sector has come to a near stand-still in the last few years on account of 3 major reasons – inadequate incentives, unavailability of financing and limited technology & skills for certain types of exploration.

Exploration for gold is an expensive and high-risk proposition with extremely low success rates. Currently, there is no seamless licensing regime from exploration to mining rendering the value of an exploration licence totally uncertain. Accordingly, most major international mining geographies have adopted the 'first come' route. Auctioning the license at each stage acts as a disincentive for exploration.

Key interventions suggested are:

  • Introduce a seamless transition from exploration to mining license
  • Permit sale of license at any stage, at the sole discretion of the concessionaire with a right to the Government to match the price accepted by the concessionaire within a prescribed time limit. This move is likely to encourage the emergence of junior explorers.
  • Direct SEBI to examine providing special dispensation for prospecting companies.

To sum up, if a proper blend of strategy and policy is adopted, which is attractive, stable and long-term, India's gold production could grow from its current low level and the Company will play a leading role in this direction.

ADEQUACY OF INTERNAL CONTROL

The Company has in place adequate internal control systems commensurate with its size and operations, which assure proper recording of transactions of its operations and also ensure protection against misuse or loss of the Company's assets. The Company has constituted an Audit Committee and has assigned to it tasks that will further strengthen the internal audit system.

SUSTAINABLE DEVELOPMENT

DGML is committed to sustainable development; we believe in creating sustainable values that our employees, business partners and shareholders can uphold and believe in. We strive to meet the needs of all our stakeholders. DGML believes in making a positive contribution to the community in which we are involved.

CAUTIONARY STATEMENT

Statements in the Management Discussion and Analysis Report describing the Company's objectives, projections, estimates, expectations or predictions may be "forward looking statements" within the meaning of the applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Company's operations include the availability of economically viable deposits, changes in Government regulations, tax regimes, economic developments in India and other incidental factors.

REPORT ON CORPORATE GOVERNANCE

for the year ended and as on March 31, 2021

Your Directors are pleased to present the Company's Report on Corporate Governance in compliance with the Corporate Governance disclosure requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI LODR Regulations, 2015') and the Companies Act, 2013 as amended from time to time.

1. COMPANY'S PHILOSOPHY ON CORPORATE GOVERNANCE

Corporate Governance is the system by which companies are directed and controlled. It is based on the principles of integrity, fairness, equity, transparency, accountability and commitment to good governance practices.

Your Company confirms compliance to the Corporate Governance requirements as enshrined in the SEBI LODR Regulations, 2015 as amended from time to time.

2. BOARD OF DIRECTORS

a) Composition and category of Directors, number of other Board and Board Committees in which they are Chairperson / Member

The Company has a balanced Board with a combination of Executive and Non-Executive Directors. As on March 31, 2021, the Board comprised 6 Directors of which one was an Executive Director and the other 5 were Non-Executive Directors.

Out of the 5 Non Executive Directors, 3 were Independent Directors and the other 2 were Non-Independent Directors. The Chairman of the Board was a Non Executive Independent Director. Of the 3 Independent Directors on the Company's Board, 1 Independent Director is a Woman Director.

The Board is well-balanced with members from diverse backgrounds who have long experience and expertise in their respective fields.

The composition of the Board and other relevant details relating to Directors (as on March 31, 2021) are given below:

Category of
Name of the Director
Designation
No. of other No. of other Committee
Memberships #
Directorship Directorships Chairman Member
Mr. Kailasam Sundaram
(DIN: 07197319)
Director Non-executive,
Independent
(Chairman)
Nil Nil Nil
Mr. Sandeep Lakhwara
(DIN: 01049978)
Managing
Director
Executive Nil Nil Nil
Mr. Govind Subhash Samant
(DIN: 07984886)
Director Non-executive,
Non-Independent
Nil Nil Nil
Dr. Modali Hanuma Prasad
(DIN: 01817724)
Director Non-executive,
Non-Independent
Nil Nil Nil
Mr. Natesan Chinnappan
(DIN: 08415969)
Director Non-executive,
Independent
Nil Nil Nil
Ms. Revathi Thiruvengadam*
(DIN: 01119311)
Director Non-executive,
Independent
Nil Nil Nil

*Ms. Revathi Thiruvengadam appointed w.e.f. June 16, 2020.

Notes:

    1. For the purpose of considering the limit of directorship positions in private limited companies, foreign companies and companies under Section 8 of the Companies Act, 2013 have been excluded.
    1. For the purpose of considering the limit of committee chairmanship / membership positions, membership of only Audit Committee and Stakeholders Relationship Committee has been considered.
    1. There are no inter-se relationships amongst the directors.

b) Reappointment of Directors

Detailed profile(s) of Directors seeking appointment / re-appointment are furnished in the Notice convening the 37th Annual General Meeting.

c) Number of Board Meetings held & dates on which held

Six Board Meetings were held during the financial year 2020-21. These meetings were held on April 30, 2020; May 18, 2020; June 16, 2020; July 29, 2020; November 12, 2020 & January 18, 2021. All these meeting were held through audio-visual means.

Attendance of each Director at the Board Meetings and the last Annual General Meeting

The details of attendance of Directors in Board Meetings and in the last Annual General Meeting held on December 22, 2020 are as follows:

Name of the Director No. of Board Meetings
attended
Attendance at the last Annual
General Meeting
(Yes / No)
Mr. Kailasam Sundaram 6 Yes
Mr. Sandeep Lakhwara 6 Yes
Mr Govind Subhash Samant 6 Yes
Dr Modali Hanuma Prasad 6 Yes
Mr. Natesan Chinnapan 6 Yes
Mrs. Revathi Thiruvengadam
(appointed on June 16, 2020)
3 Yes

Independent Directors

In the opinion of the Board all the Independent Directors of the Company fulfil the conditions specified in the SEBI LODR Regulations, 2015, and are independent of the management.

A separate meeting of Independent Directors was held on April 30, 2020

None of the Independent Directors resigned during the year under review.

Code of conduct

The Code for Conduct for Directors and Senior Management is in force and the said Code is also posted on the Company's website.

Skills, Expertise and Competencies of Directors

The Board has identified the key skills, expertise and competencies required in the context of the Company's business for its effective functioning which are currently available with the Board.

The identified skills/expertise/competencies are mining, geology, management, domain expertise, banking, finance, general management, law and compliance.

Further, the details in terms of Para C(2)(h)(ii) of Schedule V of SEBI LODR Regulations, 2015 are as follows:

Name of Director Areas of Skills / Expertise / Competencies
Mr. Kailasam Sundaram Finance & Compliance
Mr. Sandeep Lakhwara Management, Business Strategy & Corporate Affairs
Mr. Govind Subhash Samant Business & Finance
Dr. Modali Hanuma Prasad Geology
Mr. Natesan Chinnappan Geology & Mining
Ms. Revathi Thiruvengadam Law

None of the directors of the Company are related to each other.

3. BOARD COMMITTEES

The Company has the following Committees of the Board of Directors:

  • (a) Audit Committee
  • (b) Nomination and Remuneration Committee
  • (c) Stakeholders' Relationship Committee

4. AUDIT COMMITTEE

The Company's Board has constituted an Audit Committee pursuant to the provisions of the Companies Act, 2013 and SEBI LODR Regulations, 2015.

a) Powers of the Audit Committee:

  • i) To investigate any activity within the scope of this Charter or referred to it by the Board and for this purpose, shall have full access to information contained in the books of accounts and the Company's facilities and personnel.
  • ii) To seek information from and have direct access to any employee, key managerial personnel or director of the Company, to perform its duties effectively.
  • iii) To secure assistance and attendance of outsiders with relevant knowledge/expertise in accounting, legal or other matters, if it considers necessary.
  • iv) To engage independent counsel and other advisors as it deems appropriate to perform its duties and responsibilities.
  • v) To engage a registered valuer taking into consideration such qualification and experience as may be considered appropriate in case of valuations required in respect of any property, stocks, shares, debentures, securities, goodwill, assets, liabilities or networth of a company.
  • vi) To determine the provision of appropriate funding by the Company for compensation to the Statutory auditors, other advisors/experts that the Committee chooses to engage and other ordinary administrative expenses of the Committee.

b) Role and responsibilities of the Audit Committee:

  • i) Review of the Company's accounting policies, internal accounting controls, financial and risk management policies and such other matters as the Audit Committee deems appropriate.
  • ii) Overseeing of the company's financial reporting process and the disclosure of its financial information to ensure that the financial statements are correct, sufficient and credible. Review and discuss the audited financial statements with management and the Independent Auditors and determine whether they are complete and consistent with the information known to committee members; assess whether the financial statements reflect appropriate accounting principles.
  • iii) Recommend to the Board, the appointment, re-appointment, removal of the statutory auditors, fixation of audit fee and also approval for payment for any other services rendered by the Statutory Auditors.
  • iv) Reviewing with management the quarterly / half-yearly and annual financial statements before submission to the Board of Directors, focusing primarily on:
  • Any change in accounting policies and practices
  • Major accounting entries based on exercise of judgment by management
  • Qualifications in draft audit report
  • Significant adjustments arising out of audit
  • The going concern assumption
  • Compliance with accounting standards applicable to the Company
  • Any related party transactions i.e. transactions of the company of material nature with Promoters or the management, their subsidiaries or relatives etc. that may have potential conflict with the interests

  • of the Company at large.

  • Reviewing before release of the financial statements audited or otherwise, the Director's Report, and such other matters which form part of the Annual Report of the Company.
  • v) Discussing with the management and the Independent Auditor the following;
  • Annual audited financial statements
  • Quarterly financial statements
  • Disclosures under "Management's Discussion and Analysis"
  • Results of Operations.
  • Financial statements/forms to be released or submitted to any legal or regulatory authority
  • vi) Discuss and review with the management;
  • Earnings' press releases.
  • financial information provided to analysts
  • Earnings' guidance provided to analysts and rating agencies.
  • policies with respect to risk assessment and risk management.
  • the major financial risk exposures and the steps management has taken to monitor and control such exposures
  • vii) Reviewing;
  • Major issues as to the adequacy of the company's internal controls and any special audit steps adopted in light of material control deficiencies
  • Analyses prepared by the management and/or the independent auditor setting forth significant financial reporting issues and judgments made in connection with the preparation of the financial statements
  • Analyses of the effects of alternative GAAP methods on the financial statements
  • The effect of regulatory and accounting initiatives
  • Off-balance sheet structures on the financial statements
  • Managemet letters/ Letters of Internal Control weakness issued by statutory auditor
  • Internal Audit reports relating to internal control weakness
  • The appointment, removal and terms of remuneration of the Chief Internal Auditor

The Committee's Charter and Policy are available on our website on the following link:

http://deccangoldmines.com/wp-content/uploads/2019/04/DGML_Audit-Committee-Charter_2019.pdf

c) Composition of Audit Committee

As of March 31, 2021 the Committee comprised 3 Non Executive Directors out of which 2 were Independent Directors (including the Chairman of the Committee). All the members of the Committee are financially literate. The Chairman of the Committee is an Independent Director and is the member with accounting / financial management expertise.

The name of members & Chairperson of the Committee are as under:

Name of member Designation
Mr. Kailasam Sundaram Chairman / Member
Mr. Natesan Chinnappan Member
Dr. Hanuma Prasad Modali Member

d) Meetings and attendance during the year

Four meetings of the Audit Committee were held during the financial year 2020-21. These meetings were held on May 18, 2020; July 29, 2020; November 12, 2020; and January 18, 2021.

The details of attendance in Audit Committee Meetings are as follows:

Name of Member No. of Meetings Attended
during tenure
Mr. Kailasam Sundaram 4
Mr. Natesan Chinnappan 4
Dr Modali Hanuma Prasad 4
  • e) The Company Secretary acts as Secretary to the Committee. Further, the Audit Committee invites such of the executives of the Company as it considers appropriate to be present at its meetings. The representatives of the Statutory Auditors are also invited to these meetings.
  • f) The Chairperson of the Audit Committee was present at the last Annual General Meeting held on December 22, 2020.

4. NOMINATION & REMUNERATION COMMITTEE

a) Brief Description of terms of reference

Although a non-mandatory requirement, the Company has constituted a Remuneration Committee and the name of the Committee was changed to Nomination and Remuneration Committee. This Committee functions as the Compensation Committee / Nomination & Remuneration Committee under the supervision and control of the Board of Directors in accordance with the applicable SEBI Guidelines and for the purposes of Section 178 of the Companies Act, 2013.

The purpose of the Committee is:

  • To assist the Board in discharging its responsibilities relating to compensation of the Company's directors and key managerial personnel;
  • To evaluate and approve the adequacy of the compensation plans, policies, programs and succession plans for Company's executive directors and senior management (including recommending to the Board the appointment and removal of senior management;
  • To formulate the criteria for determining qualifications, positive attributes and independence of a director and for performance evaluation of independent directors on the Board;
  • To oversee the Company's nomination process for the top level management and identify, screen and review individuals qualified to serve as executive directors, nonexecutive directors, independent directors and senior management consistent with criteria approved by the Board;
  • To recommend appointment and removal of directors to the Board, for approval at the annual meeting of shareholders;
  • To carry out evaluation of the performance of the Board;
  • To develop leadership;
  • To develop and maintain corporate governance policies applicable to the Company;
  • To recommend to the Board a policy, relating to the remuneration of the Company's directors, key managerial personnel and other employees;
  • To devise a policy on Board diversity.

b) Composition, name of members and Chairperson

As on March 31, 2021, the Committee comprised Non-Executive Independent Directors and details are as under

Name of member Designation
Mr. Natesan Chinnapan Chairman
Dr. Modali Hanuma Prasad Member
Mr. Kailasam Sundaram Member

c) Attendance during the year

The Nomination & Remuneration Committee met twice during the year on April 30, 2020 and June 16, 2020 and the attendance details are as under:

Name of Member No. of Meetings Attended
Mr. Natesan Chinnappan 2
Mr. Kailasam Sundaram 2
Dr. Modali Hanuma Prasad 2

d) Remuneration Policy & details of remuneration to all Directors

i) Management Staff

Remuneration of employees largely consists of basic remuneration and perquisites. The components of the total remuneration vary for different grades and are governed by industry patterns, qualifications and experience of the employee, responsibilities handled, individual performance, etc.

ii) Non-Executive Directors

The Company pays sitting fees to all the Non-executive Directors of the Company for attending Board & Audit Committee Meetings. The sitting fees paid is within the limits prescribed under the Companies Act, 2013.

Details of the sitting fee paid to Non Executive Directors during the year 2017-18 is as under:

Name of the Director / Member Sitting Fees paid for attending meetings of (In Rs.)
Board Audit Committee
Mr. Kailasam Sundaram 120000 20000
Mr. Natesan Chinnapan 120000 20000
Ms. Revathi Thiruvengadam 60000 Nil
Dr. Modali Hanuma Prasad 120000 20000
Total 420000 60000

Apart from sitting fees for attending the Committee Meetings and Board Meetings, Non- executive directors had neither any other pecuniary relationship nor any transactions with the Company.

iii) Executive Directors

Mr. Sandeep Lakhwara was the only Executive Director of the Company during the FY 2020-21. The aggregate of the salary paid in the financial year 2020–21 to Mr. Sandeep Lakhwara, Managing Director was Rs. 84,00,000/-. The said remuneration was paid as per the approval of shareholders of the Company. Apart from the managerial remuneration, the Managing Director did not receive any other monetary benefits from the Company.

Apart from the remuneration, the Managing Director has not been paid:

  • benefits, bonuses, stock options, pension etc;
  • performance linked incentives;

The Managing Director was not entitled to severance fees;

The Committee's Charter and Policy are available on our website on the following link:

http://deccangoldmines.com/wp-content/uploads/2019/04/DGML_Nomination-and-Remuneration-Committee-Charter_2019.pdf

5. STAKEHOLDERS RELATIONSHIP COMMITTEE

a) Chairman of the Committee

Dr. Modali Hanuma Prasad, a Non Executive Director was the Chairman of the Committee as on March 31, 2021.

b) Objectives

The primary objectives of this Committee are as under:

  • Formulation of policies and procedures in line with the statutory guidelines to ensure speedy disposal of various requests received from security holders from time to time;
  • The main objective of the Committee is to consider and resolve the grievances and various aspects of interest of the security holders of the Company;
  • To approve, register, refuse to register transfer / transmission of shares and other securities;
  • To monitor and review any investor complaints received by the Company or through SEBI and SCORES and ensure its timely and speedy resolution, in consultation with the Company Secretary and Compliance officer and RTA of the Company.

c) Composition, meetings and attendance:

The Committee has a Non-executive director as its Chairman.

The Committee met four times during the financial year 2020-21. These meetings were held on .

Details of attendance in meetings of the Committee held during the year are as under:

Name of Director Designation No. of Meetings Attended
Dr Modali Hanuma Prasad Chairman / Member 4
Mr Sandeep Lakhwara Member 4
Mr Natesan Chinnappan Member 4

b) Compliance Officer

Mr. S. Subramaniam, Company Secretary is the Compliance officer of the Company.

c) Shareholder Complaints

During the financial year 2020-21, the Company did not receive any investor complaints. There were no pending complaints as on March 31, 2021. The Company promptly replies to the queries of shareholders on the operations of the Company and requests for list of shareholders that are received frequently through email to info@ deccangoldmines.com / [email protected].

The Committee's Charter and Policy are available on our website on the following link:

http://deccangoldmines.com/wp-content/uploads/2019/04/DGML_Stakeholders-Relationship-Committee-Charter_2019.pdf

6. GENERAL BODY MEETINGS

i) Location, time and date of holding of the last three Annual General Meetings (AGM) are given below:

Financial Year Date Time Location of the Meeting
2017-18 20/12/2018 2.30 pm
IST
Boundary Hall, 1st Floor, Mumbai Cricket Association Recreation
Centre, RG-2, G Block, Bandra-Kurla Complex, Bandra (East),
Mumbai 400 051
2018-19 19/09/2019 2.30 pm
IST
Banquet Hakll, Sher-e-Punjab Gymkhana & Health Club
Association, 368/72, Sher-E-Punjab Society, Off Mahakali Caves
Road, Andheri (East), Mumbai 400093
2019-20 22/12/2020 11.00 am
IST
Meeting was held through Video Conferencing / Other Audio Visual
Means

ii) Special Resolutions during previous three Annual General Meetings:

Date of AGM Particulars of Special Resolutions Passed
December 20, 2018 Reappointment of Mr. Sandeep Lakhwara as Managing Director for a period of 1
year with effect from May 1, 2018
September 19, 2019 Reappointment of Mr. Sandeep Lakhwara as Managing Director for a period of 1
year with effect from May 1, 2019
December 22, 2020 No Special Resolution passed

(iii) During the financial year 2020-21, no resolutions were passed through Postal Ballot.

(iv) During the reporting period, no Extra-Ordinary General Meeting was convened.

7. DISCLOSURES

  • a) The Company did not have any related party transactions, i.e. transactions of the Company of material nature, with its promoters, Directors or the Management, their subsidiaries or relatives, etc., which may have potential conflict with the interests of the Company at large. Related Party transactions have been disclosed in the Notes to Accounts in the financial statements as at March 31, 2021.
  • b) There was no non-compliance in respect any matter related to the capital markets by the Company during the last 3 years. Further, there was no penalty / strictures imposed on the Company by any Stock Exchange, SEBI or any Statutory Authority on any matter related to the capital markets during the last 3 years.
  • c) The Company has complied with all the mandatory requirements as contained in Regulation 17 to 27 and Regulation 46 (2) (b) to (i) of SEBI LODR Regulations, 2015 except as stated otherwise..
  • d) There is no non compliance with any requirement of Corporate Governance Report.
  • e) Disclosures with respect to discretionary requirements the Company has not implemented the non-mandatory/ discretionary requirements as prescribed pursuant to Regulation 27 (1) of SEBI LODR Regulations, 2015.
  • f) The policy for determining 'material' subsidiaries is available at

http://deccangoldmines.com/wp-content/uploads/2018/11/Policy-on-Material-Subsidiaries.pdf

  • g) The policy on dealing with related party transactions is available at http://deccangoldmines.com/wp-content/ uploads/2017/07/DGML_Related-Parties-Transaction-Policy.pdf
  • h) The Company has not carried out any activities related to trading in commodities and has not used any commodities in its operations during the financial year review. Hence, there were no commodities hedging activities. Further, the Company has not carried out hedging of foreign currency transactions.
  • i) M/s. Rathi & Associates, Company Secretaries, have certified that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors, by the SEBI / Ministry of Corporate Affairs or any such other statutory authority. The Certificate issued by M/s. Rathi & Associates, Company Secretaries, forms part of this report.
  • j) The Company has not raised any funds through preferential allotment or qualified institutions placement as specified under Regulation 32(7A) of the SEBI LODR Regulations, 2015, during the year under review.

  • k) All recommendations by the Committees of the Board during the financial year 2020-21 were accepted by the Board.

  • l) Total fees for all services paid by the listed entity and its subsidiaries, on a consolidated basis, to the statutory auditor and all entities in the network firm/network entity of which the statutory auditor is a part is Rs. 165,000/-.
  • m) During the period under review there were no complaints filed, disposed and pending in terms of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

8. MEANS OF COMMUNICATION

  • i. The quarterly results are published in English and Marathi newspapers generally in Free Press Journal (English) and Navshakti (Marathi). Further, they are also submitted to the BSE Limited upon their approval by the Board of Directors and are available on the website of BSE Limited (www.bseindia.com).
  • ii. The website of the Company (www.deccangoldmines.com) also displays official news releases issued on behalf of the Company.
  • iii. No Investors' / Analysts' Meet was held during the year under review.

9. GENERAL SHAREHOLDER INFORMATION

i. Annual General Meeting:

Day / Date Wednesday, December 22, 2021
Time 11.00 A.M. IST
Venue Not applicable since AGM is to be held through Video Conferencing / Other Audio Visual
Means (VC / OAVM)

ii. Financial Year:

The Company follows April-March as its financial year. The audited financial results (stand alone and consolidated) for the year ended March 31, 2021 has been published by the Company upon approval of the Audit Committee and Board of Directors of the Company at their meeting (s) held on May 14, 2021.

The financial calendar would be as under:

Unaudited financial results for quarter/ year ending Reporting Date / Tentative date
June 30, 2021 August 13, 2021
September 30, 2021 November 11, 2021
December 31, 2021 By February 14, 2022
March 31, 2022 By May 30, 2022
Annual General Meeting for the year ending March 31, 2022 By September 30, 2022

iii. Date of Book Closure

December 14, 2021 (Tuesday) to December 22, 2021 (Wednesday) - both days inclusive

iv. Dividend Payment Date

Not applicable

v. Listing on Stock Exchanges

The Company's shares are listed on BSE Limited ("BSE") located at P. J. Towers, ,Dalal Street, Mumbai Maharashtra 400001 The Company has paid the listing fees to the Stock Exchange within the prescribed time.

vi. Stock Code

512068 (BSE)

vii. Market price data – high & low during each month of last financial year

The monthly high and low quotations of the Company's shares traded on the BSE is as follows:

Share Price of Deccan Gold Mines Limited on BSE BSE Sensex
Month & Year Month's Month's Month's Volume of Month's High Month's Low
High (Rs.) Low (Rs.) Closing Price shares traded (Index point) (Index point)
(Rs.) (In no.)
April, 2020 20.55 11.05 19.27 954473 33,887.25 27,500.79
May, 2020 18.8 14.65 15.45 525564 32,845.48 29,968.45
June, 2020 16.45 14.05 14.7 1550918 35,706.55 32,348.10
July, 2020 16.75 13 14.47 1497153 38,617.03 34,927.20
August, 2020 16.75 14 15.52 1723955 40,010.17 36,911.23
September, 2020 16.15 12.85 14.05 1096834 39,359.51 36,495.98
October, 2020 14.75 13.05 14.04 656088 41,048.05 38,410.20
November, 2020 16.23 13.55 16.15 799338 44,825.37 39,334.92
December, 2020 19.25 13.98 17.89 3225224 47,896.97 44,118.10
January, 2021 25.45 15.35 15.95 3978600 50,184.01 46,160.46
February, 2021 18.2 15.25 16.7 1804204 52,516.76 46,433.65
March, 2021 17.8 14.15 15.85 3360240 51,821.84 48,236.35

viii. Performance in relation to broad based indices of BSE Sensex

ix. Registrar and Transfer Agents

Link Intime India Private Limited C 101, 247 Park, LBS Marg, Vikhroli West, Mumbai – 400 083 Tel : 91-22-49186000 Fax : 91-22-49186060 Email: [email protected]

x. Share Transfer System

As per directives issued by SEBI, it is compulsory to trade in the Company's equity shares in dematerialized form. Effective April 1, 2019, transfer of shares in physical form has ceased. Shareholders who had lodged their request for transfer prior to March 31, 2019 and, have received the same under objection can re-lodge the transfer request after rectification of the documents. Request for transmission of shares and dematerialization of shares will continue to be accepted.

Shares held in the dematerialized form are electronically traded in the Depository and the Registrars and Share Transfer Agents of the Company periodically receive from the Depository the beneficiary holdings so as to enable them to update their records for sending all corporate communications, dividend warrants, etc.

Physical shares received for dematerialization are processed and completed within a period of 21 days from the date of receipt, provided they are in order in every respect. Bad deliveries are immediately returned to Depository Participants under advice to the shareholders.

xi. Shareholding Pattern & Distribution of Shareholding

(a) Shareholding Pattern (as at March 31, 2021) –

Sr. No. Category No. of Shares held %
1 Promoter Group 24384731 26.13
2 Foreign Portfolio Investors (Corporate) 4230258 4.53
3 Foreign Nationals 87694 0.09
4 Bodies Corporate 3303263 3.54
5 NBFCs registered with RBI 28100 0.03
6 Public 50295200 53.89
7 Non Resident Indians (Repatriable) 5885106 6.31
8 Non Resident Indians (Non-Repatriable) 1923723 2.06
9 Hindu Undivided Family 2493339 2.67
10 Clearing Members 695961 0.75
Total 93327375 100.00

(b) Distribution of Shareholding (as at March 31, 2021)

Shareholding of Nominal Value (Rs.) No. of Shareholders % of Total Shares % of Total
1 -
500
14521 67.29 2524004 2.71
501 -
1000
2644 12.25 2259128 2.42
1001 -
2000
1672 7.75 2616956 2.80
2001 -
3000
708 3.28 1825872 1.96
3001 -
4000
335 1.55 1208802 1.30
4001 -
5000
317 1.47 1504501 1.61
5001 -
10000
614 2.85 4603492 4.93
10001 and above 769 3.56 76784620 82.27
TOTAL 21580 100.00 93327375 100.00

xii. Dematerialisation of Shares and Liquidity

About 99.86% of the shares have been dematerialized as on March 31, 2021. The equity shares of the Company are traded at BSE Ltd. (BSE).

Sr. No. Name of the Non-Executive Director No. of Shares held
1 Mr. Kailasam Sundaram Nil
2 Mr. Govind Subhash Samant 3,247,207
3 Dr. Modali Hanuma Prasad 183,555
4 Mr. Natesan Chinnappan Nil
5 Ms. Revathi Thiruvengadam Nil

xiii. Details of Shares held by Non-Executive Directors as on March 31, 2021

xiv. Outstanding GDRs / ADRs / Warrants or any Convertible Instruments, conversion date and likely impact on equity:

The Company has not issued any GDRs / ADRs / Warrants or any Convertible instruments which were outstanding as of March 31, 2021.

xv. Credit Rating:

The Company has not obtained any credit ratings for its equity shares and has no outstanding debt instruments.

xv. Plant locations

NIL

xvi. Address for Correspondence:

For any assistance regarding dematerialization of shares, share transfers, transmissions, change of address, non-receipt of dividend or any other query relating to shares:

Link Intime India Private Limited C 101, 247 Park, LBS Marg, Vikhroli West, Mumbai – 400 083 Tel : 91-22-49186000 Fax : 91-22-49186060 Email: [email protected]

For general correspondence

Deccan Gold Mines Limited, No. 1285, 5th Main, 7th Sector, HSR Layout, Bengaluru 560102 Tel : 91-80-45384000 & Fax : 91-80-45384001 e-mail : [email protected]

Neither the Company nor the Registrars have any undelivered equity share certificate (s) lying with them.

Disclosures with respect to demat suspense account/ unclaimed suspense account - Nil

10) Non-mandatory Requirements:

I. The Board

(a) An office for the use of the Chairman is made available whenever required. (b) At present there is no policy fixing the tenure of independent directors.

II. Remuneration Committee

Particulars of constitution of Remuneration Committee and terms of reference thereof have been detailed earlier.

III. Shareholders' Rights

Half yearly financial results including summary of the significant events in last six months are presently not being sent to shareholders of the Company.

IV. Audit Qualifications

The financial accounts of the Company are unqualified.

V. Reporting of Internal Auditor

The Internal Auditor reports directly to the Audit Committee

11) Other disclosures:

Whistle Blower / Vigil Mechanism Policy

The Company has implemented the whistle blower policy and none of the personnel of the Company have been denied access to the Audit Committee.

Performance Evaluation:

Details are furnished in Annexure II to the Director's Report

Familiarization Programme for Independent Directors

The Independent Directors are provided with all the requisite information and updates with regard to the gold exploration and mining industry and other regulatory updates from time to time particularly during Audit Committee and Board Meetings. The same can be accessed from the website of the Company and the link is as under:

http://deccangoldmines.com/wp-content/uploads/2018/11/Independent-Directors-Familiarisation-Programme.pdf

Material Subsidiaries:

As per the requirements of SEBI LODR Regulations, 2015, Deccan Exploration Services Private Limited is a material subsidiary.

Further, the material subsidiary has obtained a Secretarial Audit Report for the financial year ended March 31, 2021, from M/s Rathi & Associates, Company Secretaries, in terms of Regulation 24A SEBI LODR Regulations, 2015.

CODE OF CONDUCT DECLARATION

Pursuant to Para D of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, I hereby declare that the Company has obtained affirmative compliance with the code of conduct from all the Board members and senior management personnel of the Company.

Place: Bangalore Hanuma Prasad Modali Date: November 11, 2021 Managing Director

CERTIFICATE ON 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, Deccan Gold Mines Limited The Parinee Crescenzo, 803, 8th Floor, Opp. MCA Ground, C38-C39, G Block, Bandra Kurla Complex, Bandra (East), Mumbai – 400051

We have examined the relevant register, records, forms, returns and disclosures received from the Directors of Deccan Gold Mines Limited (CIN: L51900MH1984PLC034662) ("the Company") having registered office at The Parinee Crescenzo, 803, 8th Floor, Opp. MCA Ground, C38-C39, G Block, Bandra Kurla Complex, Bandra (East), Mumbai – 400051, produced before us by the Company for the purpose of issuing this certificate, in accordance with Regulations 34(3) read with Schedule V Para C Clause 10(i) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015.

In our opinion and to the best of our information and according to the verifications (including Directors Identification Number (DIN) status of the portal www.mca.gov.in) as considered necessary and explanation furnished to us by the Company & its officers, we hereby certify that none of the Directors on the Board of the Company as stated below for the financial year ending March 31, 2021 have been debarred or disqualified from being appointed or continuing as a Director of the Company by the Securities Exchange Board of India, Ministry of Corporate Affairs or any such statutory authority.

Sr.
No.
Name of the Director DIN Nature of Directorship Date of Appointment
in the Company
1. Kailasam Sundaram 07197319 Non-Executive - Independent
Director (Chairman)
08/08/2019
2. Natesan Chinnapan 08415969 Non-Executive - Independent
Director
12/04/2019
3. Revathi Thiruvendagam 01119311 Non-Executive - Independent
Director
16/06/2020
4. Sandeep Lakhwara 01049978 Managing Director 01/05/2007
5. Hanuma Prasad Modali 01817724 Non-Executive - Non
Independent Director
12/12/2017
6. Govind Subhash Samant 07984886 Non-Executive - Non
Independent Director
12/12/2017

This certificate is issued at the request of the Company for necessary disclosure in the Annual Report of the Company to be submitted to the Stock Exchange(s) and the Shareholders of the Company, and should not be used for any other purpose.

For RATHI & ASSOCIATES COMPANY SECRETARIES

JAYESH M. SHAH Place: Mumbai M. NO.: FCS 5637 COP NO.: 2535 UDIN: F005637C001474698

Date: November 18, 2021 PARTNER

CERTIFICATE ON COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

(Pursuant to Schedule V read with Regulation 34(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To The Members, Deccan Gold Mines Limited

We have examined the compliance of all the conditions of Corporate Governance by Deccan Gold Mines Limited (CIN: L51900MH1984PLC034662) ("the Company") having its registered office situated at The Parinee Crescenzo, 803, 8th Floor, Opp. MCA Ground, C38-C39, G Block, Bandra Kurla Complex, Bandra (East) Mumbai – 400051 for the Financial Year ended March 31, 2021, as stipulated in Chapter IV of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI Listing Regulations, 2015').

The compliance of conditions of Corporate Governance is the responsibility of the Management of the Company. Our examinations have been limited to the review of procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the Financial Statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us and representations made by the management of the Company, we certify that the Company has complied with the conditions of Corporate Governance for the year ended March 31, 2021 as stipulated under Chapter IV of SEBI Listing Regulations, 2015; except that the Company did not have minimum 6 (Six) Directors (applicable with effect from April 01, 2020 for Top 2000 Companies) as prescribed under Regulation 17(1)(c) of SEBI Listing Regulations, 2015 for period from April 01, 2020 to June 15, 2020. Based on the explanation provided, it is noted that the fall in minimum number of Directors was caused due to expiry of tenure of an Independent Director with effect from March 29, 2020. The casual vacancy was filled up by the Company with appointment of another Independent Director with effect from June 16, 2020.

We further 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 RATHI & ASSOCIATES COMPANY SECRETARIES

Date: November 18, 2021 PARTNER

JAYESH M. SHAH Place: Mumbai M. NO.: FCS 5637 COP NO.: 2535 UDIN: F005637C001474698

INDEPENDENT AUDITOR'S REPORT

To,

The Members of Deccan Gold Mines Limited

Report on the Standalone Financial Statements

1. Opinion

We have audited the accompanying standalone Ind AS financial statements of Deccan Gold Mines Limited ("the Company"), which comprise the Balance Sheet as at 31 March 2021, and the Statement of Profit and Loss (including other comprehensive income), the statement of Cash Flows and the statement of changes in equity for the year then ended, and notes to the financial statement including a summary of significant accounting policies and other explanatory information (herein after referred to as "standalone Ind AS financial statements")

  1. In our opinion and to the best of our information and according to the explanation given to us, the aforesaid Ind AS standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including the Ind AS, of the state of affairs of the Company as at 31 March 2021, and its financial performance including comprehensive income, its cash flows and the change in equity for the year ended on that.

3. Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards 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 Companies Act, 2013 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.

4. Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. There 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.

5. Management's Responsibility for the Standalone Ind AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone Ind AS financial statements, that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind As) specified under Section 133 of the Act, read with relevant rules issued thereunder. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act; for safeguarding the assets of the Company; for preventing and detecting frauds and other irregularities; selection and application of appropriate implementation and maintenance of 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 standalone Ind AS financial statements 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.

6. Auditors Responsibility

Our objective are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatements, 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.

Report on Other Legal and Regulatory Requirements

    1. As required by the Companies (Auditor's Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section 11 of section 143 of the Companies Act 2013, we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable..
    1. As required by Section143(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 purpose of our audit;
  • 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.
  • c. The Balance sheet, the statement of profit and loss including other comprehensive income, the statement of cash flow and the statement of changes in equity dealt with by this report are in agreement with the books of account.
  • d. In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Accounting Standards (Ind As) specified under Section 133 of the Act, read with relevant rule issued thereunder.
  • e. On the basis of the written representations received from the directors as on 31 March, 2021 and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2021 from being appointed as a director in terms of Section 164(2) of the Act;
  • f. We have also audited the internal financial controls over financial reporting (IFCoFR) of the Company as of 31 March 2021 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date and our report dated 14/05/2021 as per Annexure II expressed.
  • g. 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 provisions of section 197 of the Act.
  • h. 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 as amended, in our opinion and to the best of our information and according to the explanations given to us:
    • i. The Company does not have any pending litigations which may impact its standalone Ind AS financial statements;
    • ii. The company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
    • iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the company.

For P R Agarwal & Awasthi

Chartered Accountants Firm Registration No 117940W

CA Pawan KR Agarwal Partner M No-034147 UDIN: 21034147AAAACB5757

Place: Mumbai Date: 14th May 2021

DECCAN GOLD MINES LIMITED

Annexure I to the Auditor's Report OF even date (Referred to in paragraph 1 thereof)

    1. In respect of Fixed Assets:
  • a) The Company has maintained proper records showing full quantitative details and situation of its fixed assets.
  • b) The fixed assets have been physically verified by the management at reasonable intervals during the year. We are informed that no material discrepancies were noticed by the management on such verification.
  • c) The Company does not have any immovable properties.2.Based on our scrutiny of the company's books of accounts and other records and according to the information and explanations given to us, we are of the opinion that the company has neither purchased/sold goods during the year nor is there any opening stocks, therefore, requirement on reporting on physical verification of stocks or maintenance of inventory records, in our opinion, does not arise.
    1. Based on our scrutiny of the company's books of accounts and other records and according to the information and explanations given to us, we are of the opinion that the company has neither purchased/sold goods during the year nor is there any opening stocks, therefore, requirement on reporting on physical verification of stocks or maintenance of inventory records, in our opinion, does not arise.
    1. The Company has not granted any loans, secured or unsecured to the companies, firms or other parties covered in the register maintained under Section 189 of the Companies Act, 2013.
    1. The Company has complied with the provisions of Section 185 and 186 of the Companies Act 2013 for investments made. The Company has not granted any loans, provided any guarantees or security during the year.
    1. According to the information and explanations given to us, the Company has not accepted any deposits from public.
    1. As informed to us, the Central Government has not prescribed the maintenance of Cost records under section 148 of the Companies Act, 2013 for any of the activities of the company.
    1. In respect of Statutory Dues:
  • (a) According to record of the Company produced before us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education and protection fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess and other statutory dues applicable to it.
  • (b) According to the information and explanations given, no undisputed amounts payable in respect of Income-Tax, sales tax, wealth tax, service tax, customs duty, excise duty/cess were outstanding as at 31.03.2020 for a period of more than six months from the date they became payable.
  • (c) According to the records of the company there are no dues of Income-Tax, sales tax, wealth tax, service tax, customs duty, excise duty/cess which have not been deposited on account of any dispute
    1. As per the information and explanations given to us the company has not obtained any loan from any financial institutions or banks and issued debentures.
    1. According to the records of the Company, the Company has not raised any money raised by way of right issue during the year.
    1. Based upon the audit procedures performed and information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the course of our audit.

DECCAN GOLD MINES LIMITED

    1. According to the records of the Company, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act 2013.
    1. In our opinion, and to the best of our information and according to the explanations provided by the management, we are of the opinion that the company is not a Nidhi Company. Hence, in our opinion, the requirements of para3 (xii) of the Order do not apply to the company.
    1. According to the information and explanations given to us, the Company in respect to transactions with related parties has complied provisions of sections 177 and 188 of Companies Act, 2013 and has disclosed all particulars in Financial Statements.
    1. The company has not made any preferential allotment or private placement of shares during the year, therefore comments under this clause are not called for.
    1. In our opinion, and to the best of our information and according to the explanations provided by the management, we are of the opinion that the company has not entered into any non-cash transaction with directors or persons connected with him and no provisions of section 192 have been contravened.
    1. In our opinion, and to the best of our information and according to the explanations provided by the management, we are of the opinion that the company is not required to be registered under section 45-IA of the Reserve Bank of India Act,1934.

For P R Agarwal & Awasthi Chartered Accountants Firm Registration No 117940W

CA Pawan KR Agarwal Partner M No-034147 UDIN: 21034147AAAACB5757

Place: Mumbai Date: 14th May 2021

Annexure II

Independent Auditor's report on the Internal Financial Controls with reference to financial statements and its operative effectiveness under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

  1. In conjunction with our audit of the standalone financial statements of Deccan Gold Mines Limited ("the Company") as of and for the year ended 31st March, 2021, we have audited the internal financial controls over financial reporting (IFCoFR) of the company of as of that date.

Management's Responsibility for Internal Financial Controls

  1. The Company's Board of Directors is responsible for establishing and maintaining internal financial controls based on the criteria being specified by management. These responsibilities include the design, implementation and maintenance of adequate internal financial controls with reference to financial statements, that were operating effectively for ensuring the orderly and efficient conduct of the company's 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 Act.

Auditors' Responsibility

      1. Our responsibility is to express an opinion on the Company's IFCoFR based on our audit. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute of Chartered Accountants of India (ICAI) and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of IFCoFR, and the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the ICAI. 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 IFCoFR were established and maintained and if such controls operated effectively in all material respects.
    1. Our audit involves performing procedures to obtain audit evidence about the adequacy of the IFCoFR and their operating effectiveness. Our audit of IFCoFR included obtaining an understanding of IFCoFR, 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 judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
    1. 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 IFCoFR.

Meaning of Internal Financial Controls over Financial Reporting

  1. A company's IFCoFR 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 including the Accounting Standards. A company's IFCoFR 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 including Accounting Standards, 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.

Inherent Limitations of Internal Financial Controls over Financial Reporting

  1. Because of the inherent limitations of IFCoFR, 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 IFCoFR to future periods are subject to the risk that IFCoFR may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

DECCAN GOLD MINES LIMITED

Opinion

  1. In our opinion, the Company has, in all material respects, adequate internal financial controls over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2021, based on the criteria being specified by management.

For P R Agarwal & Awasthi

Chartered Accountants Firm Registration No 117940W

CA Pawan KR Agarwal Partner M No-034147 UDIN: 21034147AAAACB5757

Place: Mumbai Date: 14th May 2021

DECCAN GOLD MINES LIMITED CIN: L51900MH1984PLC034662

Balance Sheet as at 31st March, 2021

(Amount in '000)
PARTICULARS Note 31st March, 2021 31st March, 2020
ASSETS
Non-current assets
a) Property, Plant & Equipment 2 A 68 68
b) Intangible Assets 2 B 4 16
c) Intangible Assets under development 2 C 32,675 27,951
d) Financial Assets
(i) Investments 3 4,41,946 4,41,467
(ii) Advance against equity (DGTPL) 3,483 -
(iii) Loans & Advance 4 2,017 1,767
4,80,194 4,71,268
Current assets
a) Financial Assets
(i) Trade receivables 5 - 4,232
(ii) Cash and cash equivalents 6 2,644 3,133
b) Current Tax Asset 7 1,018 1,913
c) Other current assets 8 3,865
7,527
10,198
19,477
TOTAL ASSETS 4,87,721 4,90,745
EQUITY AND LIABILITIES
Equity
a) Share Capital 9 93,327 93,327
b) Other Equity 10 3,59,905 3,90,079
4,53,232 4,83,406
LIABILITIES
1) Non-current liabilities
Deferred tax liabilities (Net)
Other Long term liabilities
a) Provisions 11 2,833 2,386
2,833 2,386
2) Current liabilities
a)
Financial Liabilities
(i) Other Financial Liabilities 12 1,595 2,301
b)
Other Current Liabilities
c)
Provisions
13
14
27,915
2,146
522
2,130
31,655 4,953
TOTAL EQUITY AND LIABILITIES 4,87,721 4,90,745
Significant accounting policies
Notes are integral part of the balance sheet & profit & loss account
1
As per our report of even date
For P.R. Agarwal & Awasthi
For and on behalf of Board of Directors
Chartered Accountants Kailasam Sundaram Sandeep Lakhwara
Firm Reg No.:117940W Chairman Managing Director
C.A.P.R. Agarwal
Partner
K.Karunakaran S.Subramaniam
Membership Number- 34147 Chief Financial Officer Company Secretary
UDIN: 21034147AAAACB5757
Place : Mumbai Place : Bengaluru
Date : 14th May, 2021 Date : 14th May, 2021

DECCAN GOLD MINES LIMITED

CIN: L51900MH1984PLC034662

Statement of Profit and Loss for the year ended 31st March, 2021

(Amount in '000)
Particulars Note No. For the year ended
31-03-2021
For the year ended
31-03-2020
INCOME :
Other income 15 7,178 7,958
Total Revenue 7,178 7,958
EXPENDITURE :
Cost of raw materials consumed - -
Purchases of Stock-in-Trade 20 - -
Employee benefits expenses 16 16,858 14,264
Finance costs 17 787 12
Depreciation and amortization expenses 18 12 19
Other expenses 19 19,891 16,995
Total Expenditures 37,548 31,291
Profit before exceptional and extraordinary items and tax
Exceptional items
(30,370)
-
(23,333)
-
Profit before extraordinary items and tax (30,370) (23,333)
Extraordinary Items :
Prior year adjustments
- -
Profit before tax (30,370) (23,333)
Tax expenses :
Current tax (Wealth Tax) - -
Current Tax
-
-
Deferred tax
-
-
Short/(Excess) Provision of Tax - -
Mat Credit Entitlement - -
Profit (Loss) for the period from continuing operations (30,370) (23,333)
Profit/(Loss) from discontinuing operations
Tax expenses of discontinuing operations
-
-
-
-
Profit/(Loss) from discontinuing operations (after tax) - -
Profit (Loss) for the year (30,370) (23,333)
Other Comprehensive Income
Items that will not be reclassified to profit or loss:
Defined benefit plan acturial gains (loss) 20 196 (168)
Total Comprehensive Income of the year (30,174) (23,501)
Earnings per equity share: Basic (in Rs.) (0.32) (0.25)
Earnings per equity share: Diluted (in Rs.) (0.32) (0.25)
Significant accounting policies
Notes are integral part of the Balance Sheet and Profit & Loss Account
1
As per our report of even date For and on behalf of Board of Directors
For P.R. Agarwal & Awasthi
Chartered Accountants
Kailasam Sundaram Sandeep Lakhwara
Firm Reg No.:117940W Chairman
Managing Director
C.A.P.R. Agarwal K.Karunakaran S.Subramaniam
Partner Chief Financial Officer Company Secretary
Membership Number- 34147
UDIN: 21034147AAAACB5757
Place : Mumbai Place : Bengaluru

Date : 14th May, 2021 Date : 14th May, 2021

Cash Flow Statement for the year ended 31st March, 2021

(` in '000)
PARTICULARS 31st March, 2021 31st March, 2020
A. CASH FLOW FR
OM OPERATING ACTIVITIES
Net Profit / (Loss) before Tax and after Extraordinary items (30,370) (23,333)
Adjustment For :
Depreciation 12 19
Provisions for gratuity 660 660
Interest & Finance charges
Interest received
787
(103)
12
(928)
Expenseson Employee Stock Option - -
Operative Profit before Working Capital Changes (29,015) (23,570)
Adjustment For :
Trade Receivables 4,232 (4,232)
- Other Receivables, Loans & Advances 6,334 656
Trade & Other payable 26,686 1,522
Cash Generation from Operations 8,237 (25,623)
Direct Taxes 895 (231)
Net Cash Flow from operating activities 9,132 (25,854)
B. CASH FLOW FR
OM INVESTING ACTIVITIES
Purchase of Fixed Assets and Advances (250) 5,050
Increase in Intangible Assets under development (4,726) (7,386)
Purchase/Sale of Investment (Net) - -
Dividend received
Interest Received
-
103
-
928
Net Cash used in investing activities (4,873) (1,408)
C. CASH FLOW FR
OM FINANCING ACTIVITIES
Proceeds from Share Issue (479) -
Investment In Equity (advance against equity)
Share Application Money Received
(3,483)
-
-
-
Finance charges & Others (787 (12)
Net Cash used in financing activities (4,749) (12)
D. Net Change In Cash And Cash Equivalents (A+B+C) (490) (27,274)
Cash and Cash Equivalents (Opening) 3,133 30,408
Cash and Cash Equivalents (Closing) 2,644 3,133

For P.R. Agarwal & Awasthi Chartered Accountants Kailasam Sundaram Sandeep Lakhwara Firm Reg No.:117940W Chairman Managing Director

Partner Chief Financial Officer Company Secretary Membership Number- 34147 UDIN: 21034147AAAACB5757 Place : Mumbai Place : Bengaluru Date : 14th May, 2021 Date : 14th May, 2021

As per our report of even date For and on behalf of Board of Directors

C.A.P.R. Agarwal K.Karunakaran S.Subramaniam

Statement of Changes in Equity for the year ended 31st March, 2021

A. Equity share capital

Number Amount ('000)
Balance as at 31 March 2019 9,33,27,375 93,327
Changes in equity share capital during 2019-20 - -
Balance as at 31 March 2020 9,33,27,375 93,327
Balance as at 1 April 2020
Changes in equity share capital during 2020-21
9,33,27,375
-
93,327
-
Balance as at 31 March 2021 9,33,27,375 93,327
B. Other equity (Rs. In '000)
Reserves and surplus
Share Application
Money Pending
Allottment
Securities
premium
Retained
earnings
Capital
Reserves
Employee
Stock Option
Outstanding
Total other
Equity
Balance as at 1 April 2019 - 7,37,095 (3,40,241) 16,726 - 4,13,580
Received Further - - - - - -
Further Granted - - - - - -
Shares Issued - - -
Profit for the year - - (23,333) - - (23,333)
Other comprehensive income - - (168) - - (168))
Total comprehensive income for the year - - (23,501) - - (23,501)
Balance as at 31 March 2020 - 7,37,095 (3,63,742) 16,726 - 3,90,079
Balance as at 1 April 2020 - 7,37,095 (3,63,742) 16,726 - 3,90,079
Received Further - - - -
Further Granted - - - - - -
Shares Issued - - - -
Profit for the year - - (30,370) - - (30,370)
Other comprehensive income - - 196 - - 196
Total comprehensive income for the year - - (30,174) - - (30,174)
Balance as at 31st March 2021 - 7,37,095 (3,93,916) 16,726 - 3,59,905

For P.R. Agarwal & Awasthi Chartered Accountants Kailasam Sundaram Sandeep Lakhwara Firm Reg No.:117940W Chairman Managing Director

Partner Chief Financial Officer Company Secretary Membership Number- 34147 UDIN: 21034147AAAACB5757

Place : Mumbai Place : Bengaluru Date : 14th May, 2021 Date : 14th May, 2021

As per our report of even date For and on behalf of Board of Directors

C.A.P.R. Agarwal K.Karunakaran S.Subramaniam

Notes to financial statements for the year ended 31st March 2021.

Note-1: SIGNIFICANT ACCOUNTING POLICIES FOR THE YEAR ENDED 31.03.2021

A. Basis of preparation of financial Statements

The standalone Ind AS financial statements of the company have been prepared in accordance with Indian Accounting Standards (Ind AS) under the historical cost convention on the accrual basis, the provisions of the Companies Act, 2013 (to the extent notified) and guideline issued by Securities and Exchange Board of India (SEBI). The Ind AS are prescribed under section 133 of the Act read with rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment rules, 2016.

The accounting policies adopted in the preparation of standalone Ind AS financial statement are consistent with those of previous year.

B. Use Of Estimates

The preparation of the financial statements in conformity with Ind AS requires management to make estimates, judgements and assumptions. These estimates, judgements and assumptions effect the application of the accounting policies and the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenue and expenditure during the period. Application of accounting policies that require critical accounting estimates involving complex and subjective judgements and the use of assumptions in these financial statements have been disclosed below. Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as management becomes aware of changes in circumstances surrounding these estimates. Changes in estimates are reflected in the financial statements in the period in which changes are made and, if material, their effects are disclosed in the notes to the financial statements. .

C. Revenue Recognition

Revenue is recognized to the extent it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.

  • i. Exploration Income is recognized when services are rendered.
  • ii. Interest Income is recognized on accrual basis
  • iii. Dividend Income is accounted on accrual basis when the right to receive the dividend is established
  • iv. Consultancy Income is recognized as and when services are rendered.

D. Property, plant and equipment:

Fixed assets are stated at cost of acquisition less accumulated depreciation if any. Costs directly attributable to acquisition are capitalized until the property, plant and equipment are ready to use, as intended by management. The company depreciates property, plant and equipment over their estimated useful lives using the straight-line method. The estimated useful lives are as follows:

Vehicles 8 Years
Computers 3 Years
Furniture 10 Years
Office Equipment 10 Years
Plant & Machinery 10 Years
Software 3 Years

Depreciation methods, useful lives and residual value are reviewed periodically, including at each financial year end.

"Based on technical evaluation, the management believes that the useful lives as given above best represent the period over which management expects to use the assets. Hence the useful lives for these assets are different from the useful lives as prescribed under Part C of Schedule II of the Companies Act 2013".

Advances paid towards the acquisition of property, plant and equipment outstanding at each balance sheet date is classified as capital advances under other non-current assets and the cost of assets not put to use before such date are disclosed under 'Capital work – in - progress' .Subsequent expenditures relating to property, plant and equipment is capitalized only when it is probable that future economic benefits associated with these will flow to the company and the cost of the

Notes to financial statements for the year ended 31st March 2021.

item can be measured reliably .Repairs and maintenance costs are recognized in net profit in the Statement of Profit and Loss when incurred .The cost and related accumulated depreciation are eliminated from the financial statements upon sale or retirement of the asset and the resultant gains or losses are recognized in the Statement of Profit and Loss. Assets to be disposed off are reported at the lower of the carrying value or the fair value less cost to sell.

E. Exploration and Evaluation Assets

Exploration and evaluation assets comprise capitalised costs which are attributable to the search for gold and related resources, pending the determination of technical feasibility and the assessment of commercial viability of an identified resource which comprises inter alia the following:

  • researching and analysing historical exploration data;
  • gathering exploration data through topographical, geo chemical and geo physical studies;
  • exploratory drilling, trenching and sampling;
  • determining and examining the volume and grade of the resource;
  • surveying transportation and infrastructure requirements;
  • Conducting market and finance studies.

The above includes employee remuneration, cost of materials and fuel used, payments to contractors etc. As the intangible component represents an insignificant/indistinguishable portion of the overall expected tangible costs to be incurred and recouped from future exploitation, these costs along with other capitalised exploration costs are recorded as exploration and evaluation asset.

Exploration and evaluation costs are capitalised on a project by project basis pending determination of technical feasibility and commercial viability of the project and disclosed as a separate line item under non-current assets. They are subsequently measured at cost less accumulated impairment/provision. Once proved reserves are determined, exploration and evaluation assets are transferred to "Development" under capital work in progress. However, if proved reserves are not determined, the exploration and evaluation asset is derecognised.

F. Development Expenditure

When proved reserves are determined, capitalised exploration and evaluation cost is recognised as assets under construction and disclosed as a component of capital work in progress under the head "Development". All subsequent development expenditure is also capitalised.

G. Intangible assets:

Intangible assets are stated at cost less accumulated amortization and impairment .Intangible assets are amortized over the irrespective individual estimated useful lives on a straight – line basis ,from the date that they are available for use .The estimated useful life of an identifiable intangible asset is based on a number of factors including the effects of obsolescence ,demand ,competition ,and other economic factors (such as the stability of the industry ,and known technological advances ), and the level of maintenance expenditures required to obtain the expected future cash flows from the asset. Amortization methods and useful lives are reviewed periodically including at each financial year end.

H. Impairment of Assets

An asset is treated as impaired when the carrying cost of assets exceeds its recoverable value. An impairment loss is charged to the profit & loss account as and when an asset is identified as impaired. The impairment loss recognized in prior accounting period is reversed if there has been a change in the estimate of recoverable amount.

I. Investments

    1. Financial instruments
  • I. Financial assets
  • II. Initial recognition and measurement

All financial assets and liabilities are initially recognized at fair value. Transaction cost that are directly attributable to the acquisition or issue of financial assets and financial liabilities which are not at fair value through profit or loss, are adjusted to the fair value on initial recognition. Purchase and sale of financial assets are recognized using trade date accounting.

Notes to financial statements for the year ended 31st March 2021.

2. Subsequent measurement

a. Financial assets carried at amortised costs: (AC)

Financial assets are subsequently measured at amortised costs if it is held within a business model and whose objective is to hold the asset in order to collect the contractual cash flows and contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal interest on the principal amount outstanding.

b. Financial assets at fair value through other comprehensive income: (FVTOCI)

A financial assets 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 assets give rise on specified dates to cash flows that are solely payments of principal interest on the principal amount outstanding.

c. Financial assets at fair value through profit and loss (FVTPL)

Financial assets which are not classified in any of the above categories are subsequently fair valued through profit or loss.

3. Equity instruments

All equity investments are measured at fair value, with value changes recognised in the statement of profit and loss, except for those equity investments for which the company has elected to present the value changes in 'other comprehensive income'.

4. Investment in Subsidiaries and Associates and Joint Venture :

The company has accounted for its investments in Subsidiaries and Associates and Joint Venture at cost and at amortised cost.

J. Foreign Currency

Functional Currency

The functional currency of the company is the Indian Rupee. The financial statements are presented in Indian Rupees (Rounded off to Thousands).

Transactions and translations

Foreign-currency denominated monetary assets and liabilities are translated into the relevant functional currency at exchange rates in effect at the balance sheet date. The gains or losses resulting from such translations are included in net profit in the Statement of Profit and Loss. Non-monetary assets and non-monetary liabilities denominated in a foreign currency and measured at fair value are translated at the exchange rate prevalent at the date when the fair value was determined. Non-monetary assets and non-monetary liabilities denominated in a foreign currency and measured at historical cost are translated at the exchange rate prevalent at the date of the transaction.

Transaction gains or losses realized upon settlement of foreign currency transactions are included in determining net profit for the period in which the transaction is settled. Revenue, expense and cashflow items denominated in foreign currencies are translated into the relevant functional currencies using the exchange rate in effect on the date of the transaction.

K. Employee Benefits

  • a. Short Term Employee Benefits are recognized as an expense at the undiscounted amount in the profit and loss account of the year in which the related service is rendered.
  • b. Post employment benefits are recognized as an expense in the Profit and Loss account for the year in which the employee has rendered services. The defined benefit obligation is provided for on the basis of an actuarial valuation on projected unit cost method.
  • c. Long Term employee benefits are recognized as an expense in the Profit and Loss account for the year in which the employee has rendered services.

L. Taxation

a. Provision for current tax is made with reference to taxable income computed for the accounting period, for which the financial statements are prepared by applying the tax rates as applicable.

Notes to financial statements for the year ended 31st March 2021.

b. The Company has carried forward losses under Tax Laws. In absence of virtual certainty of sufficient future taxable income, deferred tax asset has not been recognized by way of prudence in accordance with Indian Accounting Standard 12 " Income Taxes" issued by The Institute of Chartered Accountants of India.

M. Borrowing Cost:

Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for intended use. All other borrowing costs are charged to revenue.

N. Provisions, Contingent Liabilities and Contingent Assets:

Provisions involving substantial degree of estimation in measurement are recognised when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognised but are disclosed in the notes to the accounts. Contingent Assets are neither recognised nor disclosed in the financial statements.

O. Segmental Reporting:

The Company is mainly engaged in the business of gold exploration and mining. Considering the nature of business and financial reporting of the Company, the Company has only one segment viz; Gold Mining & Exploration.

Notes to financial statements for the year ended 31st March 2021.

Note - 2 : A) Property, plant and equipment

Details of the property, plant and equipment and their carrying amounts are as follows: (Rs in '000)

Particulars Plant & Furniture & Office
Equipment Fixtures Vehicles Equipment Computer TOTAL
Gross carrying amount
Balance as at 1 April 2019 1,161 563 502 554 274 3,054
Additions - - - - - -
Acquisition through business combination - - - - - -
Held for sale or included in disposal group - - - - - -
Net exchange differences - - - - - -
Balance as at 31 March 2020 1,161 563 502 554 274 3,054
Depreciation and impairment
Balance as at 1 April 2019 1,096 563 502 544 274 2,978
Net exchange differences - - - - - -
Held for sale or included in disposal group - - - - - -
Depreciation 7 - - 1 - 7
Balance as at 31 March 2020 1,103 563 502 544 274 2,986
Carrying amount as at 31 March 2020 58 - - 10 0 68
Particulars Plant & Furniture & Office
Equipment Fixtures Vehicles Equipment Computer TOTAL
Gross carrying amount
Balance as at 1 April 2020 1,161 563 502 554 274 3,054
Additions - - - - - -
Acquisition through business combination - - - - - -
Held for sale or included in disposal group - - - - - -
Net exchange differences - - - - - -
Balance as at 31 March 2021 1,161 563 502 554 274 3,054
Depreciation and impairment
Balance as at 1 April 2020 1,103 563 502 544 274 2,986
Net exchange differences - - - - - -
Held for sale or included in disposal group - - - - - -
Depreciation - - - - - -
Balance as at 31 March 2021 1,103 563 502 544 274 2,986
Carrying amount as at 31 March 2021 58 - - 10 0 68

Note - 2 : B) Intangible Assets

Details of the Intangible Assets and their carrying amounts are as follows:

C omputer Software
Gross carrying amount
Balance as at 1 April 2019 409
Additions -
Acquisition through business combination -
Disposals -
Revaluation increase -
Net exchange differences -
Balance as at 31 March 2020 409

Notes to financial statements for the year ended 31st March 2021. (Rs in '000)

Depreciation and impairment
Balance as at 1 April 2019 381
Disposal -
Net exchange differences -
Depreciation 12
Balance as at 31 March 2020 393
Carrying amount as at 31 March 2020 16
Gross carrying amount
Balance as at 1 April 2020 409
Additions -
Acquisition through business combination -
Held for sale or included in disposal group -
Net exchange differences -
Balance as at 31 March 2021 409
Depreciation and impairment
Balance as at 1 April 2020 393
Net exchange differences -
Held for sale or included in disposal group -
Depreciation 12
Balance as at 31 March 2021 405
Carrying amount as at 31 March 2021 4

Note - 2 : C) Intangible Assets under Development

Details of the Intangible Assets under development and their carrying amounts are as follows:

E xploration and Evaluation Assets
Balance as at 1 April 2019 20,564
Additions 7,386
Balance as at 31 March 2020 27,950
Carrying amount as at 31 March 2020 27,950
Gross carrying amount
Balance as at 1 April 2020 27,950
Additions 4,726
Balance as at 31 March 2021 32,675
Carrying amount as at 31 March 2021 32,675
31st March, 2021 31st March, 2020
Note - 3 : Non-current investments
Investment in Equity instruments :
In Subsidiaries
Unquoted : (Fully paid up) Equity Shares of Rs. 10/- each of
Deccan Exploration Services Pvt.Ltd. 4,41,467 4,41,467
Unquoted : 990 Equity Shares of @TZ Shilling 15000/- each of
Deccan Gold Tanzania Pvt Ltd 479
Total 4,41,946 4,41,467
Aggregate Value of Quoted Investment - -
Market Value of Quoted Investment - -
Aggregate Value of Unquoted Investment 4,41,946 4,41,467
Advance against equity: Deccan Gold Tanzania Pvt Ltd 3,483 -
3,483 -
Notes
to
financial
statements
for the
yea
r ended
(Rs in '000)
31st March, 2021 31st March, 2020
Note - 4 : Loans
Security Deposits
Unsecured, considered good 2,017 1,767
Total 2,017 1,767
Loans and advances to Holding Company
Secured, considered good - -
Unsecured, considered good - -
Doubtful
Less: Provision for doubtful loans and advances
-
-
-
-
- -
Total 2,017 1,767
Note - 5 : Trade Receivables
Unsecured, Considered Good
Due from Subsidiary Co. - 4,232
Total - 4,232
Note - 6 : Cash and cash equivalents
Balances with banks
a. Balance with Banks 2,630 3,123
Bank deposits with more than 12 months maturity
b. Cheques, drafts on hand
c. Cash on hand
-
14
10
d. Others - -
Total 2,644 3,133
Note - 7 : Current Tax Assets
Balance with Income Tax Authorities 1,018 1,913
Total 1,018 1,913
Note - 8 : Other current assets
Advances other than Capital Advances
- To Subsidiary Company
- To Others 169.50 6,411
Balance with Government authorities:
- Other than Income Tax 3,224 3,529
Prepaid Expenses 471 258
Preliminary Expenses - -
Interest Receivable - -
Total 3,865 10,198

Notes to financial statements for the year ended 31st March 2021.

Note - 9 : Share Capital

Equity Share Preference Shares
Authorised Share Capital Number Amount ('000) Number Amount ('000)
Beginning of the year at 1 April 2019
Increase/(decrease) during the year
25,00,00,000
-
2,50,000
-
-
-
-
-
Total shares authorised as at 31 March 2020 25,00,00,000 2,50,000 - -
Total shares authorised as at 1 April 2020
Increase/(decrease) during the year
25,00,00,000
-
2,50,000
-
-
-
-
-
Total authorised share capital as at 31 March 2021 25,00,00,000 2,50,000 - -

Terms/rights attached to equity shares

The company has only one class of equity shares having par value of INR 1 per share.

B I ssued, Subscribed & fully Paid Up Equity Share
Number
Amount ('000) Number Preference Shares
Amount ('000)
Balance as at 1 April 2019
Changes during the period
9,33,27,375
-
93,327
-
-
-
-
-
Balance as at 31 March 2020 9,33,27,375 93,327 - -
Balance as at 1 April 2020
Changes during the period
9,33,27,375
-
93,327
-
-
-
-
-
Shares issued and fully paid as at 31 March 2021 9,33,27,375 93,327 - -
C Shares held by holding/ultimate holding company 31st March, 2021 31st March, 2020

including shares held by subsidiaries or associates of the holding company/ultimate holding company - -

D Details of shareholders holding more than 5% shares in the company

Name of the shareholder 31st March, 2021 31st March, 2020
No. of Shares % of Holding No. of Shares % of Holding
Rama Mines (Mauritius) Limited 2,43,84,731 26.13% 2,48,49,127 26.63%

E Disclosure pursuant to Part I of Schedule III to the Companies Act, 2013

Particulars Aggregate No. of Shares (for
last 5 Financial Years)
Equity Shares :
Fully paid up pursuant to contract(s) without payment being received in cash
NIL
Fully paid up by way of bonus shares NIL
Shares bought back NIL

Notes to financial statements for the year ended 31st March 2021.

As at 31 March 2021
As at 31 March 2020
16,726
16,726
-
-
16,726
16,726
7,37,095
7,37,095
-
-
7,37,095
7,37,095
(3,63,742)
(3,40,241)
(30,370)
(23,333)
196
(168)
(3,93,916)
(3,63,742)
3,59,905
3,90,079
2,833
2,386
2,833
2,386
1,595
2,301
1,595
2,301
559
522
27,355
-
-
-
27,915
522
2,146
2,130
2,146
2,130
-
928
103
110
7,074
4,350
-
2,570

Notes to financial statements for the year ended 31st March 2021. (Rs in '000)

As at 31 March 2021 As at 31 March 2020
Note - 16 : Employee benefit expenses
Salaries & wages * 15,796 13,072
Contributions to Gratuity 660 660
Expenses on Employee Stock Option Scheme - -
Staff welfare expenses 402 533
Total 16,858 14,264
Note - 17 : Finance costs
Interest expense 728 -
Bank Charges 58 12
Total 787 12
Note - 18 : Depreciation & Amortization Expenses
Depreciation on Tangible Assets - 7
Depreciation on Intangible Assets 12 12
Total 12 19
Note - 19 : Other expenses
Electricity Expenses 94 126
Listing Fees 528 533
Rent 2,043 1,985
Rates and taxes 9 142
Repair and maintenance 80 30
Director Remuneration 8,400 8,400
Advertising and business promotion 77 82
Traveling and conveyance 240 343
Traveling overseas 184 -
Communication Expenses 269 338
Legal and professional fees 796 829
Business Valuation Expenses Incurred - 2,570
Office maintenace expenses 25 74
Director Sitting Fees 480 500
Auditor's remuneration 130 130
Membership & Subscription 48 40
Vehicle Insurance 11 12
Miscellaneous Assets written off 6,476 -
Miscellaneous expenses - 861
Total 19,891 16,995
Payments to auditor
For Audit Fee 130 130
For Certification & Others - -
Total 130 130

Notes to financial statements for the year ended 31st March 2021. (Rs in '000)

Note - 20: Employee Benefits

As per Indian Accounting Standard 19 "Employee Benefits", the disclosure of Employee benefits as defined in the Indian Accounting Standard are given below:

Defined Benefit Plan:

Gratuity

1) Reconciliation of opening and closing balances of Defined Benefit Obligation (Rs. in '000)
Gratuity
Particulars 2020-21 2019-20
Defined Benefit Obligation at the beginning of the year 4,516 3,688
Current Service Cost 437 392
Interest Cost 223 268
Past Service Cost - -
Actuarial (Gain)/Loss (196) 168
Defined Benefit Obligation at the end of the year 4,980 4,516

2) Reconciliation of opening and closing balances of fair value of Plan Assets

Gratuity
Particulars 2020-21 2019-20
Fair Value of Plan Assets at the beginning of the year - -
Expected Return of Plan Assets - -
Actuarial (Gain)/Loss - -
Employer Contribution - -
Benefits Paid -
Fair Value of Plan Assets at the end of the year - -
Actual Return of Plan Assets - -

3) Reconciliation of Fair Value of Assets and Obligations

Gratuity
Particulars 2020-21 2019-20
Fair Value of Plan Assets - -
Present Value of Obligation 4,980 4,156
Amount recognised in Balance Sheet (Surplus/(Deficit)) 4,980 4,156

4) Expenses recognised during the year

Gratuity
Particulars 2020-21 2019-20
In Income Statement
Current Service Cost 437 392
Interest Cost 223 268
Return on Plan Assets - -
Past Service Cost - -
Net Cost 660 660
31st March
Notes
to
financial
statements
for the
yea
r ended
(Rs in '000)
In Other Comprehensive Income -
Acturial (Gain)/Loss (196) 168
Net(Income)/Expense for the period Recognised in OCI 464 828

5) Acturial Assumptions

Gratuity
Particulars 2020-21 2019-20
Discount Rate(per annum) 6.50% 6.45%
Rate of Escalation in Salary(per annum) 6.00% 6.00%

6) Sensitivity Analysis

Significant Actuarial Assumptions for the determination of the defined benefit obligation are discount trade, expected salary increase and employee turnover. The sensitivity analysis below, have been determined based on reasonably possible changes of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The result of Sensitivity analysis is given:

Particulars As at 31st March, 2021 As at 31st March, 2020
Decrease
Increase
Decrease Increase
Change in discounting rate(delta effect of +/-0.5%) 5,127 4,842 4,658 4,383
Change in rate of Salary increase (delta effect of +/-0.5%) 4,914 5,055 4,442 4,612

These plans typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.

  • a) Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds.
  • b) Interest risk: A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan debt investments.
  • c) Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan's liability.
  • d) Salary risk: The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan's liability.

Note 21- Related party disclosure

a) Name of related parties and relationship

S. No. Name of the party Relationship
1 Deccan Exploration Services Private Limited Wholly owned subsidiary
2 Deccan Gold Tanzania Pvt Ltd Subsidiary (w.e.f .5th October, 2020)
3 Sandeep Lakhwara Managing Director
4 Pratima Ram Chairman (End of Tenure -1st May, 2020)
5 Govind Samant Director
6 Dr. Modali Hanuma Prasad Director
7 Natesan Chinnapan Independent Director
8 Kailasam Sundaram Chairman (w.e.f. 12th November, 2020)
9 Mrs.Revathi Thiruvengadam Independent Director (w.e.f 16th June, 2020)
10 K. Karunakaran Chief Financial Officer
11 S. Subramaniam Company Secretary

Notes to financial statements for the year ended 31st March 2021.

b) Transactions with related parties:- (Rs in '000)

Sr.No. Nature Year ended
31st March 2021
Year ended
31st March 2020
1 Reimbursement of Exploration Expenses Received from
Subsidiary (Excluding Taxes)
7,074 6,920
2 Investment in Shares of Subsidiary 479 NIL
3 Advance Against equity to Subsidiary 3,483 NIL
4 Advances received back from Subsidiary(Loan) 27,356 NIL
5 Managerial Remuneration paid to director 8,400 8,400
6 Directors Sitting Fees & Audit Committee fees 480 500
7 Remuneration paid to CFO 3,150 3,150
8 Remuneration paid to CS 3,990 3,990

Note -22 Expenditure and Earnings in Foreign Currency:

Earnings:

Sr. No. Nature Year ended 31st March 2021 Year ended 31st March 2020
1. Exports NIL NIL

Expenditure:

Sr. No. Nature Year ended 31st March 2021 Year ended 31st March 2020
1 Import of Materials - -
2 Professional Fees - 2,570
3 Analysis Charges - -
4 Travelling & Other Expenses 184 -
Total 184 2,570

Note – 23 Contingent Liabilities not provided for:

Sr. No. Particulars March 31, 2021 March 31, 2020
a) Capital Commitments NIL NIL
b) Claims against company not acknowledged as debts NIL NIL
c) Contingent Liabilities NIL NIL

Note- 24 Earning Per Share

Particulars March 31, 2021 March 31, 2020
a) Net Profit available for Equity Shareholders (Rs in
Thousands)
(29,971) (23,501)
b) Weighted Average Number of Shares 9,33,27,375 9,33,27,375
c) Basic Earning Per Share (in Rs.) -0.32 -0.25
d) Diluted Earning Per Share (in Rs.) -0.32 -0.25

Notes to financial statements for the year ended 31st March 2021.

Note 25:

Acquiring significant stake in Geomysore Services (India) Private Limited (GMSI) primarily through takeover of Australian Indian Resources Limited, Australia (AIR):

At their meeting held on February 5, 2019, the Board of Directors of the Company authorised the management to initiate the process of obtaining valuations for GMSI and the Company and come back to it with a firm proposal for its consideration. Whilst on the subject, the Board noted that GMSI had approached the Company in the past and the Company had indicated its openness to consider the proposal on merits as it believed that the proposed takeover of GMSI would result in consolidation benefits in terms of creating the largest portfolio of gold assets held by one Company within India.

The Board of Directors had also recalled that as stated in the Company's 2018 Annual Report, the takeover of GMSI was sought to be achieved through a takeover of AIR which is a key shareholder of GMSI and a 'buy-out' of other interested GMSI shareholders. Further, the proposal was to be put to the Board of the Company and GMSI for their final approval as regards the terms and conditions of the transaction including but not limited to relevant valuation of shares and share exchange ratio at the appropriate time following which applicable shareholder and regulatory approvals will be sought.

By way of background, GMSI is a multi-metal exploration company based in Bangalore, India and has got a portfolio of mineral prospects which include mineral concession applications over the Kolar Gold Belt and the key Jonnagiri Gold Project in Andhra Pradesh over which it holds a granted and executed Mining Lease (ML) and has obtained all statutory permits and licenses for the Project.

Note 26: Fair Value measurement

Financial Instrument by category and hierarchy

The fair values of the financial assets and liabilities are 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.

The following methods and assumptions were used to estimate the fair values:

    1. Fair value of cash and short-term deposits, trade and other short-term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short term maturities of these instruments.
    1. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to account for expected losses of these receivables. Accordingly, fair value of such instruments is not materially different from their carrying amounts.

The fair values for loans, security deposits and investment in preference shares were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.

The fair values of non-current borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.

For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values

Note 27: Financial Risk Management

Financial risk management objectives and policies

The Company's financial risk management is an integral part of how to plan and execute its business strategies. The Company's financial risk management policy is set by the Managing Board.

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates,foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and loans and borrowings.

The Company manages market risk through the managing board, which evaluates and exercises independent control over the entire process of market risk management. The managing board recommend risk management objectives and policies, which are approved by Senior Management.

Notes to financial statements for the year ended 31st March 2021.

Market Risk- Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimize the Company's position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

Note 28: Capital risk management

(a) Risk Management

The Company aim to manages its capital efficiently so as to safeguard its ability to continue as a going concern and to optimise returns to our shareholders.

The capital structure of the Company is based on management's judgement of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares.

The Company's policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditors and market confidence and to sustain future development and growth of its business. The Company will take appropriate steps in order to maintain, or if necessary, adjust, its capital structure.

Note 29: The outbreak of Coronavirus (COVID-19) pandemic globally and in India is causing significant disturbance and slowdown of economic activity. In many countries, businesses are being forced to cease or limit their operations for long or indefinite period of time. Measures taken to contain the spread of the virus, including travel bans, quarantines, social distancing, and closures of non-essential services have triggered significant disruptions to businesses worldwide, resulting in an economic slowdown.

As the company is yet to commence mining operations there has been no impact of COVID19 on the company's day to day operations. However, the recent Covid-19 lockdown coupled with the inordinate delay in grant of mineral concessions has had a significant impact on the Company's development of its Projects.

Note 30: Previous year figures have been re-grouped/reclassified wherever/necessary to make them comparable with current year.

For P.R. Agarwal & Awasthi Chartered Accountants Kailasam Sundaram Sandeep Lakhwara Firm Reg No.:117940W Chairman Managing Director

C.A.P.R. Agarwal K.Karunakaran S.Subramaniam Partner Chief Financial Officer Company Secretary Membership Number- 34147 UDIN: 21034147AAAACB5757

As per our report of even date For and on behalf of Board of Directors

Place : Mumbai Place : Bengaluru Date : 14th May, 2021 Date : 14th May, 2021

CONSOLIDATED FINANCIAL STATEMENTS

INDEPENDENT AUDITOR'S REPORT

To the Members of Deccan Gold Mines Limited,

Report on the Consolidated Financial Statements

We have audited the accompanying consolidatedInd ASfinancial statements of Deccan Gold Mines Limited (herein referred to as "the Holding Company") and its subsidiary (the holding company and its subsidiary together referred to as " the Group"), comprising of the consolidated Balance Sheet as at March 31, 2021, the consolidated Statement of Profit and Loss(including other comprehensive income ),the consolidated Cash Flow Statement and the consolidated statement of changes in equityfor the year then ended, and a summary of significant accounting policies and other explanatory information( herein referred to as the consolidated Ind AS financial statements")..

Management's Responsibility for the Consolidated Financial Statements

The Holding Company's Board of Directors is responsible for the preparation of these Ind AS financial statements in terms of the requirements of the companies Act, 2013(herein referred to as "the act") that give a true and fair view of the consolidated financial position, consolidated financial performance including other comprehensive income and consolidated cash flows and changes in equity of the group in accordance with the accounting principles generally accepted in India, including the accounting standards specified under section 133 of the Act, read with the rule 7 of the companies (accounts) rules, 2014. The respective board of directors of the companies included in the group are responsible for maintenance of adequate accounting records in accordance with the provisions of the act for safeguarding the assets of the group and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for insuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatements, whether due to fraud or error, which has been used for the purpose of preparation of the Ind AS consolidated financial statements by the Board of directors of the holding company, as aforesaid.

Auditor's Responsibility

Our responsibility is to express an opinion on these consolidated Ind AS financial statements based on our audit. While conducting the audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the rules made there under.

We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India, as specified under section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated Ind AS financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the consolidated Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the holding Company's preparation of the consolidated Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the holding company's board of Directors, as well as evaluating the overall presentation of the consolidated Ind AS financial statements.

We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditor's in terms of their reports referred to in sub-paragraph (a) of the other matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the consolidated Ind AS financial statements.

CONSOLIDATED FINANCIAL STATEMENTS

Opinion

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors, referred to in the other matters paragraph below, the aforesaid consolidatedInd AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including Ind AS, of the consolidated state of affairs of the group as at 31st March, 2021 and their consolidated loss and their consolidated cash flows and the consolidated changes in equity for the year ended on that date.

Other Matters

We did not audited the financial statements/financial information of two subsidiaries, whose financial statement/ financial information reflect the total assets of Rs.4,40,219thousandas at 31st March, 2021, total revenues of Rs.313thousand and net cashinflows amounting to Rs.11,633thousand for the year ended on that date, as considered in the consolidated Ind AS financial statements.Out of the two subsidiaries, one financial statements has been audited by other auditors whose report(s) have been furnished to us by the management. Further for the other one subsidiary we have been provided management certified accounts for the purpose of consolidation and our opinion on the consolidated Ind AS financial statements, in so far as it relate to the amounts and disclosures included in respect of subsidiary and ourreports in terms of sub section (3) & (11) of section 143 of the Act in so far as it relates to the aforesaid subsidiary is based solely on the report of the other auditors.

Our opinion on the consolidated Ind AS financial statements, and our report on other legal and regulatory requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors.

Report on Other Legal and Regulatory Requirements

  1. As required by section 143(3) of the Act, we report, to the extent applicable, that:

  2. a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the aforesaid consolidated Ind AS financial statements;

  3. b) In our opinion proper books of account as required by law relating to preparation of the aforesaid consolidated Ind AS financial statements have been kept so far as it appears from our examination of those books and the reports of the other auditors;
  4. c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss(including other comprehensive income ), and the Consolidated Cash Flow Statement and the consolidated statement of changes in equity dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated Ind AS financial statements;
  5. d) In our opinion, the aforesaid consolidated Ind AS financial statements comply with the Accounting Standards specified under section 133 of the Act, read with rule 7 of the Companies (Accounts) rules,2014 as amended;
  6. e) On the basis of written representations received from the directors of the Holding Company as on March 31, 2021, and taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsidiary companies incorporated in India, none of the directors of the Group companies incorporated in India is disqualified as on March 31, 2021, from being appointed as a director in terms of section 164(2) of the Act;
  7. f) With respect to the adequacy of the internal financial controls over financial reporting and the operating effectiveness of such controls, refer to our report dated 14/05/2021in "Annexure I", which is based on the auditor's report of the subsidiary companies incorporated in India.
  8. g) 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) Amendment Rules,2014 as amended, in our opinion and to the best of our information and according to the explanations given to us;

DECCAN GOLD MINES LIMITED

CONSOLIDATED FINANCIAL STATEMENTS

  • i) There were no pending litigations which would impact the consolidated financial position of the Group.
  • ii) The Group did not have any material, foreseeable losses on long-term contracts including derivative contracts.
  • iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Holding Company and its subsidiary companies incorporated in India.

For P R Agarwal & Awasthi

Chartered Accountants Firm Registration No 117940W

CA Pawan K. Agarwal Partner

M No-034147 UDIN: 21034147AAAACC1937

Place: Mumbai Date: 14th May 2021

Annexure I

Independent Auditor's report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

  1. In conjunction with our audit of the consolidated Ind AS financial statements of Deccan Gold Mines Limited ("the Holding Company") and its Subsidiary companies (the holding company and its subsidiaries together referred to as "the Group"), as of and for the year ended 31 March 2021, we have audited the internal financial controls over financial reporting (IFCoFR) of the holding company and its one subsidiary incorporated in India as of that date.

2. Management Responsibility for Internal Financial Controls

The respective Board of Directors of the Holding Company and its subsidiary companies, which are the companies incorporated in India are responsible for establishing and maintaining internal financial controls based on the criteria being specified by management. 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 the company's 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 Act.

3. Auditor's Responsibility

  1. Our responsibility is to express an opinion on the Group's IFCoFR based on our audit. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute of Chartered Accountants of India (ICAI) and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of IFCoFR, and the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the ICAI. 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 IFCoFR were established and maintained and if such controls operated effectively in all material respects.

    1. Our audit involves performing procedures to obtain audit evidence about the adequacy of the IFCoFR and their operating effectiveness. Our audit of IFCoFR included obtaining an understanding of IFCoFR, 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 judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
    1. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Group's IFCoFR.

6. Meaning of Internal Financial Controls over Financial Reporting

A company's IFCoFR is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone Ind AS financial statements for external purposes in accordance with generally accepted accounting principles including the Ind AS. A company's IFCoFR 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 standalone Ind AS financial statements in accordance with generally accepted accounting principles including Ind AS, 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 standalone Ind AS financial statements.

7. Inherent Limitations of Internal Financial Controls over Financial Reporting

  1. Because of the inherent limitations of IFCoFR, 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 IFCoFR to future periods are subject to the risk that IFCoFR may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

8. Opinion

  1. In our opinion, the Holding Company has, in all material respects, adequate internal financial controls over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2021, based on the criteria being specified by management.

For P R Agarwal & Awasthi Chartered Accountants Firm Registration No 117940W

CA Pawan K. Agarwal

Partner M No-034147 UDIN: 21034147AAAACC1937

Place: Mumbai Date: 14th May 2021

DECCAN GOLD MINES LIMITED CIN: L51900MH1984PLC034662

Consolidated Balance Sheet as at 31st March, 2021

(Amount in '000)
Particulars Note No. 31st March, 2021 31st March, 2020
ASSETS
Non-current assets
a) Property, Plant & Equipment 2A 1,234 1,579
b) Capital Work In Progress 2B 3,43,357 3,29,798
c) Intangible Assets 2C 4 410
d) Intangible Assets under development 2D 47,980 37,926
e) Financial Assets
(i) Investments 3 - -
(ii) Advance against Equity (DGTPL) - -
(iii) Loans & Adavance 3 3,159 2,659
f) Other Non-current Assets 4 6,834 68,204
4,02,568 4,40,575
Current assets
a) Financial Assets
(i) Trade receivables 5 156 156
(ii) Cash and cash equivalents 6 16,039 4,895
b)
c)
Current Tax Assets
Other current assets
7
8
1,986
33,738
2,957
38,616
51,919 46,624
TOTAL ASSETS 4,54,487 4,87,199
EQUITY AND LIABILITIES
Equity
a) Share Capital 9 93,327 93,327
b) Other Equity 10 3,53,906
4,47,233
3,85,841
4,79,168
LIABILITIES
1) Non-current liabilities
Deferred tax liabilities (Net)
Other Long term liabilities
a) Employee Benefit obligation 11 3.003 2,530
b) Deferred Tax Liability 12 -
2) Current liabilities 3.003 2,530
a) Financial Liabilities
(i) Trade payables 13 - -
(ii)Other Financial Liabilities 14 1,423 2,735
b) Other Current Liabilities 15 679 635
c) Provisions 16 2,149 2,131
4,251 5,501
TOTAL EQUITY AND LIABILITIES 4,54,487 4,87,199
Significant Accounting Policies 1
Notes are integral part of the balance sheet & profit & loss account
As per our report of even date For and on behalf of Board of Directors
For P.R. Agarwal & Awasthi
Chartered Accountants
Firm Reg No.:117940W
Kailasam Sundaram
Chairman
Sandeep Lakhwara
Managing Director
C.A.P.R. Agarwal K.Karunakaran S.Subramaniam
Partner Chief Financial Officer Company Secretary
Membership Number- 34147
UDIN: 21034147AAAACC1937
Place : Mumbai
Date : 14th May, 2021
Place : Bengaluru
Date : 14th May, 2021

CONSOLIDATED FINANCIAL STATEMENTS

DECCAN GOLD MINES LIMITED

CIN: L51900MH1984PLC034662

Consolidated Statement of Profit and Loss for the year ended 31st March, 2021

(Amount in '000)
Particulars Note No. For the year ended
31-03-2021
For the year ended
31-03-2020
INCOME :
Other income 17 416 1,378
Total Revenue 416 1,378
EXPENDITURE :
Cost of raw materials consumed
Purchases of Stock-in-Trade 20
Employee benefits expenses 18 10,279 10,673
Finance costs 19 96 21
Depreciation and amortization expenses 20 751 1,161
Other expenses 21 21,438 16,214
Total Expenditures 32,563 28,070
Profit before exceptional and extraordinary items and tax
Exceptional items
(32,147)
-
(26,692)
-
Profit before extraordinary items and tax (32,147) (26,692)
Extraordinary Items :
Exceptional/Prior Period Items 22 - -
Profit before tax (32,147) (26,692)
Tax expenses :
Current tax (Wealth Tax) - -
Deferred tax 23 - -
Profit (Loss) for the period from continuing operations (32,147) (26,692)
Profit/(Loss) from discontinuing operations
Tax expenses of discontinuing operations
-
-
-
-
Profit/(Loss) from discontinuing operations (after tax) - -
Profit (Loss) for the year (32,147) (26,692)
Other Comprehensive Income - -
Defined benefit plan acturial gains (loss) 221 (171)
Exchange differences on translation of foreign operation (13) -
Total Comprehensive Income of the year (31,939) (26,863)
Profit attributable to
Owners of the Company (32,144) -
Non controlling Interests
Earnings per equity share: Basic
(in Rs.)
(4)
(0.34)
-
(0.29)
Earnings per equity share: Diluted (in Rs.) (0.34) (0.29)
Significant Accounting Policies 1
Notes are integral part of the balance sheet & profit & loss account
As per our report of even date
For P.R. Agarwal & Awasthi
For and on behalf of Board of Directors
Chartered Accountants Kailasam Sundaram Sandeep Lakhwara
Firm Reg No.:117940W Chairman Managing Director
C.A.P.R. Agarwal K.Karunakaran S.Subramaniam
Partner Chief Financial Officer Company Secretary
Membership Number- 34147
UDIN: 21034147AAAACC1937
Place : Mumbai
Place : Bengaluru
Date : 14th May, 2021 Date : 14th May, 2021

Consolidated Cash Flow Statement For the year ended 31st March, 2021

(Amount in '000)
PARTICULARS 31st March, 2021 31st March, 2020
A. CASH FLOW FR
OM OPERATING ACTIVITIES
Net Profit / (Loss) before Tax and after Extraordinary items
Adjustment For :
(32,147) (26,692)
Depreciation 751 1,161
Provision for Gratuity 713 706
Interest & Finance charges 96 21
Interest received (416) (1,268)
Exchange differences on translation of assets and liabilities
Expenses on Employee Stock Option
(13)
-
-
-
Operative Profit before Working Capital Changes
Adjustment For :
(31,017) (26,071)
Trade Receivables - -
Other Receivables, Loans & Advances 65,747 4,737
Trade & Other payable (1,266) 946
Cash Generation from Operations 33,464 (20,388)
Direct Taxes 971 (265)
Net Cash Flow from operating activities 34,435 (20,654)
B. CASH FLOW FR
OM INVESTING ACTIVITIES
Purchase of Fixed Assets and Advances - -
Increase in Intangible Assets under development (10,052) (7,386)
Increase in Capital Work in Progress (13,559) (13,555)
Purchase/Sale of Investment (Net) -
Capital Advances Given
Interest Received
-
416
1,268
Net Cash used in investing activities (23,195) (19,673)
C. CASH FLOW FR
OM FINANCING ACTIVITIES
Proceeds from Share Issue - -
Share Application Money Received - -
Finance charges & Others (96) (21)
Net Cash used in financing activities (96) (21)
D. Net Change In Cash And Cash Equilants (A+B+C) 11,144 (40,348)
Cash and Cash Equivalents (Opening) 4,895 45,244
Cash and Cash Equivalents (Closing) 16,039 4,895

For P.R. Agarwal & Awasthi Chartered Accountants Kailasam Sundaram Sandeep Lakhwara Firm Reg No.:117940W Chairman Managing Director

C.A.P.R. Agarwal K.Karunakaran S.Subramaniam

Partner Chief Financial Officer Company Secretary Membership Number- 34147 UDIN: 21034147AAAACC1937

Place : Mumbai Place : Bengaluru Date : 14th May, 2021 Date : 14th May, 2021

As per our report of even date For and on behalf of Board of Directors

Consolidated Statement of Changes in Equity for theyear ended 31st March,2021

A. Equity share capital

Number Amount ('000)
Balance as at 1 April 2019 9,33,27,375 93,327
Changes in equity share capital during 2019-20 - -
Balance as at 31 March 2020 9,33,27,375 93,327
Balance as at 1 April 2020
Changes in equity share capital during 2020-21
9,33,27,375
-
93,327
-
Balance as at 31 March 2021 9,33,27,375 93,327

B. Other equity (Rs. In '000)

Share Reserves and surplus
Application
Money
Pending
Allottment
Securities
premium
Retained
earnings
Capital
Reserves
Employee
Stock Option
Outstanding
Exchange
difference
onTranslation
of foreign
Operation
Non
Controling
Interest
Total other
Equity
Balance as at 1 April 2019 - 7,37,095 (3,41,120) 16,726 - - 4,12,701
Recived Further - - - - - -
Further Granted - - - - - -
Shares Issued - - - - - -
Profit for the year - - (26,692) - - (26,692)
Other comprehensive income - - (171) - - (171)
Total comprehensive income
for the year
- - (26,863) - - - (26,863)
Balance as at 31 March 2020 - 7,37,095 (3,67,983) 16,726 - - 3,85,840
Balance as at 1 April 2020 - 7,37,095 (3,67,983) 16,726 - - 3,85,838
Recived Further - - - - - -
Further Granted - - - - - -
Shares Issued - - - - - -
Non Controling Interest on
Investment in Subsidiary
5 5
Profit for the quarter/ year - - (32,144) - - (4) (32,144)
Other comprehensive income - - - - - -
Exchange Gain Loss on
Translation of foreign
Operation
(13)
Defined benefit plan acturial
gains / losses
221 221
Total comprehensive income
for the quarter/year
- - (31,922) - - (13) 1 (31,934)
Balance as at 31st March,
2021
- 7,37,095 (3,99,905) 16,726 - (13) 1 3,53,906

1. SIGNIFICANT ACCOUNTING POLICIES FOR THE YEAR ENDED 31.03.2021

A. PRINCIPLES OF CONSOLIDATION

The Consolidated Ind AS financial statements relate to Deccan Gold Mines Limited. ("the company") and its Subsidiary.

A. Basis of preparation of financial statements

These consolidated financial statements are prepared in accordance with Indian Accounting Standards (Ind AS) under the historical cost convention on the accrual basis except for certain financial instruments which are measured at fair values, the provisions of the Companies Act, 2013 ('Act') (to the extent notified) and guidelines issued by the Securities and Exchange Board of India (SEBI). The Ind AS are prescribed under Section 133 of the Act read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016.

Accounting policies have been consistently applied except where a newly issued accounting standard is initially adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use.

As the quarter and year-to-date figures are taken from the source and rounded to the nearest digits, the quarter figures in these financial statements added up to the figures reported for the previous quarters might not always add up to the year-to-date figures reported in these financial statements.

B. Basis of consolidation

Deccan Gold Mines Limited consolidates entities which it owns or controls. The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as disclosed in Note:31. Control exists when the parent has power over the entity, is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns by using its power over the entity. Power is demonstrated through existing rights that give the ability to direct relevant activities, those which significantly affect the entity's returns. Subsidiaries are consolidated from the date control commences until the date control ceases.

The financial statements of the Group companies are consolidated on a line-by-line basis and intra-group balances and transactions including unrealized gain / loss from such transactions are eliminated upon consolidation. These financial statements are prepared by applying uniform accounting policies in use at the Group. Non-controlling interests which represent part of the net profit or loss and net assets of subsidiaries that are not, directly or indirectly, owned or controlled by the company, are excluded.

Associates are entities over which the Group has significant influence but not control. Investments in associates are accounted for using the equity method of accounting. The investment is initially recognized at cost, and the carrying amount is increased or decreased to recognize the investor's share of the profit or loss of the investee after the acquisition date. The Group's investment in associates includes goodwill identified on acquisition.

C. Use of estimates

The preparation of the financial statements in conformity with Ind AS requires management to make estimates, judgements and assumptions. These estimates, judgements and assumptions affect the application of accounting policies and the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the period. Application of accounting policies that require critical accounting estimates involving complex and subjective judgements and the use of assumptions in these financial statements have been disclosed in the notes. Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates are reflected in the financial statements in the period in which changes are made and, if material, their effects are disclosed in the notes to the consolidated financial statements.

B. SIGNIFICANT ACCOUNTING POLICIES

A. Revenue Recognition

Revenue is recognized to the extent it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured.

  • i. Exploration Income is recognized when services are rendered.
  • ii. Interest Income is recognized on accrual basis
  • iii. Dividend Income is accounted on accrual basis when the right to receive the dividend is established
  • iv. Consultancy Income is recognized as and when services are rendered.

B. Property, plant and equipment:

Fixed assets are stated at cost of acquisition less accumulated depreciation if any. Costs directly attributable to acquisition are capitalized until the property, plant and equipment are ready to use, as intended by management. The company depreciates property, plant and equipment over their estimated useful lives using the straight-line method. The estimated useful lives are as follows:

Vehicles 8 Years
Computers 3 Years
Furniture 10 Years
Office Equipment 10 Years
Plant & Machinery 10 Years
Software 3 Years

Depreciation methods, useful lives and residual value are reviewed periodically, including at each financial year end.

"Based on technical evaluation, the management believes that the useful lives as given above best represent the period over which management expects to use the assets. Hence the useful lives for these assets are different from the useful lives as prescribed under Part C of Schedule II of the Companies Act 2013".

Advances paid towards the acquisition of property, plant and equipment outstanding at each balance sheet date is classified as capital advances under other non-current assets and the cost of assets not put to use before such date are disclosed under 'Capital work – in - progress' .Subsequent expenditures relating to property, plant and equipment is capitalized only when it is probable that future economic benefits associated with these will flow to the company and the cost of the item can be measured reliably .Repairs and maintenance costs are recognized in net profit in the Statement of Profit and Loss when incurred .The cost and related accumulated depreciation are eliminated from the financial statements upon sale or retirement of the asset and the resultant gains or losses are recognized in the Statement of Profit and Loss. Assets to be disposed off are reported at the lower of the carrying value or the fair value less cost to sell.

C. Exploration and Evaluation Assets

Exploration and evaluation assets comprise capitalised costs which are attributable to the search for gold and related resources, pending the determination of technical feasibility and the assessment of commercial viability of an identified resource which comprises inter alia the following:

  • researching and analysing historical exploration data;
  • gathering exploration data through topographical, geo chemical and geo physical studies; exploratory drilling, trenching and sampling;
  • determining and examining the volume and grade of the resource;
  • surveying transportation and infrastructure requirements;
  • Conducting market and finance studies.

The above includes employee remuneration, cost of materials and fuel used, payments to contractors etc. As the intangible component represents an insignificant/indistinguishable portion of the overall expected tangible costs to be incurred and recouped from future exploitation, these costs along with other capitalised exploration costs are recorded as exploration and evaluation asset.

Exploration and evaluation costs are capitalised on a project-by-project basis pending determination of technical feasibility and commercial viability of the project and disclosed as a separate line item under non-current assets. They are subsequently measured at cost less accumulated impairment/provision. Once proved reserves are determined, exploration and evaluation assets are transferred to "Development" under capital work in progress. However, if proved reserves are not determined, the exploration and evaluation asset is derecognised.

D. Development Expenditure

When proved reserves are determined, capitalised exploration and evaluation cost is recognised as assets under construction and disclosed as a component of capital work in progress under the head "Development". All subsequent development expenditure is also capitalised.

E. Intangible assets:

Intangible assets are stated at cost less accumulated amortization and impairment .Intangible assets are amortized over the irrespective individual estimated useful lives on a straight – line basis ,from the date that they are available for use .The estimated useful life of an identifiable intangible asset is based on a number of factors including the effects of obsolescence ,demand ,competition ,and other economic factors (such as the stability of the industry ,and known technological advances ), and the level of maintenance expenditures required to obtain the expected future cash flows from the asset. Amortization methods and useful lives are reviewed periodically including at each financial year end.

F. Impairment of Assets

An asset is treated as impaired when the carrying cost of assets exceeds its recoverable value. An impairment loss is charged to the profit & loss account as and when an asset is identified as impaired. The impairment loss recognized in prior accounting period is reversed if there has been a change in the estimate of recoverable amount.

G. Investments

    1. Financial instruments
  • i. Financial assets
  • ii. Initial recognition and measurement

All financial assets and liabilities are initially recognized at fair value. Transaction cost that are directly attributable to the acquisition or issue of financial assets and financial liabilities which are not at fair value through profit or loss, are adjusted to the fair value on initial recognition. Purchase and sale of financial assets are recognized using trade date accounting.

2. Subsequent measurement

a. Financial assets carried at amortised costs: (AC)

Financial assets are subsequently measured at amortised costs if it is held within a business model and whose objective is to hold the asset in order to collect the contractual cash flows and contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal interest on the principal amount outstanding.

b. Financial assets at fair value through other comprehensive income: (FVTOCI)

A financial assets 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 assets give rise on specified dates to cash flows that are solely payments of principal interest on the principal amount outstanding.

c. Financial assets at fair value through profit and loss (FVTPL)

Financial assets which are not classified in any of the above categories are subsequently fair valued through profit or loss.

3. Equity instruments

All equity investments are measured at fair value, with value changes recognised in the statement of profit and loss, except for those equity investments for which the company has elected to present the value changes in 'other comprehensive income'.

4. Investment in Subsidiaries and Associates and Joint Venture :

The company has accounted for its investments in Subsidiaries and Associates and Joint Venture at cost and at amortised cost.

H. Foreign Currency

Functional Currency

The functional currency of the company is the Indian Rupee. The financial statements are presented in Indian Rupees(Rounded off to Thousands).

Functional Currency

Transactions and translations.

Foreign-currency denominated monetary assets and liabilities are translated into the relevant functional currency at exchange rates in effect at the balance sheet date. The gains or losses resulting from such translations are included in net profit in the Statement of Profit and Loss. Non-monetary assets and non-monetary liabilities denominated in a

foreign currency and measured at fair value are translated at the exchange rate prevalent at the date when the fair value was determined. Non-monetary assets and non-monetary liabilities denominated in a foreign currency and measured at historical cost are translated at the exchange rate prevalent at the date of the transaction.

Transaction gains or losses realized upon settlement of foreign currency transactions are included in determining net profit for the period in which the transaction is settled. Revenue, expense and cash flow items denominated in foreign currencies are translated into the relevant functional currencies using the exchange rate in effect on the date of the transaction.

I. Employee Benefits

  • a. Short Term Employee Benefits are recognized as an expense at the undiscounted amount in the profit and loss account of the year in which the related service is rendered.
  • b. Post employment benefits are recognized as an expense in the Profit and Loss account for the year in which the employee has rendered services. The defined benefit obligation is provided for on the basis of an actuarial valuation on projected unit cost method.
  • c. Long Term employee benefits are recognized as an expense in the Profit and Loss account for the year in which the employee has rendered services. The liabilities on account of leave encashment have been provided on basis of an actuarial valuation on projected unit cost method.

J. Taxation

  • a. Provision for current tax is made with reference to taxable income computed for the accounting period, for which the financial statements are prepared by applying the tax rates as applicable.
  • b. The Company has carried forward losses under Tax Laws. In absence of virtual certainty of sufficient future taxable income, deferred tax asset has not been recognized by way of prudence in accordance with Indian Accounting Standard 12 " Income Taxes" issued by The Institute of Chartered Accountants of India.

K. Borrowing Cost:

Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily takes substantial period of time to get ready for intended use. All other borrowing costs are charged to revenue.

L. Provisions, Contingent Liabilities and Contingent Assets:

Provisions involving substantial degree of estimation in measurement are recognised when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognised but are disclosed in the notes to the accounts. Contingent Assets are neither recognised nor disclosed in the financial statements.

M. Segmental Reporting:

The Company is mainly engaged in the business of gold exploration and mining. Considering the nature of business and financial reporting of the Company, the Company has only one segment viz; Gold Mining & Exploration.

Note - 2 : A) Property, plant and equipment

Details of the property, plant and equipment and their carrying amounts are as follows: (Rs. in '000)
Particulars Plant & Furniture & Office
Equipment Fixtures Vehicles Equipment Computer TOTAL
Balance as at 1 April 2019 1,161 905 3,673 739 1,728 8,206
Additions - - - - - -
Acquisition through business combination - - - - - -
Disposals - - - - - -
Held for sale or included in disposal group - - - - - -
Net exchange differences - - - - - -
Balance as at 31 March 2020 1,161 905 3,673 739 1,728 8,206
Depreciation and impairment
Balance as at 1 April 2019 1,096 656 2,214 657 1,599 6,220
Disposal
Net exchange differences
-
-
-
-
-
-
-
-
- -
Depreciation 7 33 287 19 62 407
Balance as at 31 March 2020 1,103 688 2,500 676 1,660 6,627
Carrying amount as at 31 March 2020 58 217 1,173 63 68 1,579
Particulars Plant & Furniture & Office
Equipment Fixtures Vehicles Equipment Computer TOTAL
Gross carrying amount
Balance as at 1 April 2020 1,161 905 3,673 739 1,728 8,206
Additions - - - - - -
Acquisition through business combination - - - - - -
Held for sale or included in disposal group
Net exchange differences
-
-
-
-
-
-
-
-
-
-
-
-
Balance as at 31 March 2021 1,161 905 3,673 739 1,728 8,206
Depreciation and impairment
Balance as at 1 April 2020
Net exchange differences
1,103
-
688
-
2,500
-
676
-
1,660
-
6,627
-
Held for sale or included in disposal group - - - - - -
Depreciation - 32 286 13 14 345
Balance as at 31 March 2021 1,103 720 2,786 689 1,674 6,972
Carrying amount as at 31 March 2021 58 185 887 50 54 1,234

Note - 2 : B) Capital Work In Progress

Particulars (Amount in Rs. In '000)
Development of Ganajur Gold Projects
Opening Balance as on 01/04/2019
Expenditure during the year
3,16,243
13,555
Less: Adjustement during the year -
Closing balance as on 31/03/2020 3,29,798
Opening Balance as on 01/04/2020 3,29,798
Expenditure during the year 13,559
Less: Adjustement during the year -
Closing balance as on 31/03/2021 3,43,357

C) Intangible Assets

Details of the Intangible Assets and their carrying amounts are as follows:

C omputer Software
Gross carrying amount
Balance as at 1 April 2019 5,843
Additions -
Acquisition through business combination -
Held for sale or included in disposal group -
Net exchange differences -
Balance as at 31 March 2020 5,843
Depreciation and impairment
Balance as at 1 April 2019 4,678
Net exchange differences -
Held for sale or included in disposal group -
Depreciation 755
Balance as at 31 March 2020 5,433
Carrying amount as at 31 March 2020 410
Gross carrying amount
Balance as at 1 April 2020 5,843
Additions -
Acquisition through business combination -
Held for sale or included in disposal group -
Net exchange differences -
Balance as at 31 March 2021 5,843
Depreciation and impairment
Balance as at 1 April 2020 5,433
Net exchange differences -
Held for sale or included in disposal group -
Depreciation 406
Balance as at 31 March 2021 5,839
Carrying amount as at 31 March 2021 4

Note - 2 : D) Intangible Assets under Development

Details of the Intangible Assets under development and their carrying amounts are as follows:

Exploration and Evaluation Assets
Gross carrying amount
Balance as at 1 April 2019 30,540
Additions 7,386
Balance as at 31 March 2020 37,926
Carrying amount as at 31 March 2020 37,926
Gross carrying amount
Balance as at 1 April 2020 37,926
Additions 10,054
Balance as at 31 March 2021 47,980
Carrying amount as at 31 March 2021 47,980

Note - 2 : (Rs. in '000)

ANNUAL REPORT 2021

Notes to consolidated Ind AS Financial Statements for the year ended 31st March 2021.
(Rs. in '000)
31st March, 2021 31st March, 2020
Note - 3 : Non-current investments
Investment in Equity instruments :
In Subsidiaries
Unquoted : (Fully paid up)
Total
Aggregate Value of Quoted Investment
Market Value of Quoted Investment
Aggregate Value of Unquoted Investment
Advance against equity:
Note - 3 : Loans
Security Deposits - -
Unsecured, considered good 3,159 2,659
Total 3,159 2,659
Loans and advances to Holding Company
Secured, considered good
Unsecured, considered good
Doubtful
Less: Provision for doubtful loans and advances
Total 3,159 2,659
Note - 4 : Other Non-Current Assets
Capital Advances 6,820 68,204
Preliminary Expenses 14 -
Total 6,834 68,204
Note - 5 : Trade Receivables
Unsecured, Considered Good 156 156
Due from Directors - -
Due from Others - -
Total 156 156
Note - 6 : Cash and cash equivalents
Balances with banks
i. Balance with Banks 3,822 4,704
ii. Bank deposits with more than 12 months maturity 181 171
iii. Bank deposits not having maturity more than 12 months 12,000 -
iv. Cheques, drafts on hand
Cash on hand
-
35
-
21
Total 16,039 4,895
Note - 7 : Current Tax Assets
Income Tax Authorities 1,986 2,957
Total 1,986 2,957
Note - 8 : Other current assets
Advances other than Capital Advances
-To Subsidiary Company - -
-To Others 459 6,700
Balance with Government authorities:
-Other than Income Tax 32,734 31,627
Prepaid Expenses 498 287
Interest Receivable 47 2
Total 33,738 38,616

Note 9: Share Capital

Equity Share
Authorised Share Capital Number Amount ('000)
Beginning of the year at 1 April 2019
Increase/(decrease) during the year
25,00,00,000
-
2,50,000
-
Total shares authorised as at 31 March 2020 25,00,00,000 2,50,000
Total shares authorised as at 1 April 2020
Increase/(decrease) during the year
25,00,00,000
-
2,50,000
-
Total authorised share capital as at 31 March 2021 25,00,00,000 2,50,000

Terms/rights attached to equity shares

The company has only one class of equity shares having par value of INR 1 per share.

Equity Share
ssued, Subscribed & fully Paid Up Number Amount ('000)
Balance as at 1 April 2019
Changes during the period
9,33,27,375
-
93,327
-
Balance as at 31 March 2020 9,33,27,375 93,327
Balance as at 1 April 2020
Changes during the period
9,33,27,375
-
93,327
-
Shares issued and fully paid as at 31 March 2021 9,33,27,375 93,327

C. Shares held by holding/ultimate holding company including shares held by subsidiaries or associates of the holding company/ ultimate holding company

31st March, 2021 31st March, 2020
- -

D Details of shareholders holding more than 5% shares in the company

Name of the shareholder 31st March, 2021 31st March, 2020
No. of Shares % of Holding No. of Shares % of Holding
Rama Mines (Mauritius) Limited 2,43,84,731 26.13% 2,48,49,127 26.63%

E. Disclosure pursuant to Part I of Schedule 3 to the Companies Act :

Particulars Aggregate No. of Shares (for last 5 Financial Years)
Equity Shares :
Fully paid up pursuant to contract(s) without payment being received in cash NIL
Fully paid up by way of bonus shares NIL
Shares bought back NIL

(Rs.in '000)

Notes to consolidated Ind AS Financial Statements for the year ended 31st March 2021.

Note 10 - Other Equity:

As at 31 March 2021 As at 31 March 2020
Capital Reserves
Opening Balance 16,726 16,726
(+)/(-) Transfer - -
Closing Balance 16,726 16,726
Securities Premium Account
Opening Balance 7,37,095 7,37,095
(+)/(-) Transfer - -
Closing Balance 7,37,095 7,37,095
Retained Earnings
Opening balance (3,67,982) (3,41,119)
(+) Net Profit / (Net Loss) for the current year (32,144) (26,692)
Defined benefit plan acturial gains(losses) 221 (171)
Closing Balance (3,99,904) (3,67,982)
Non Controlling Interest
Opening balance
(+) during the Year 5 -
(+)/(-) Share of Profit/(Loss) (4) -
Closing Balance 1 -
Exchange difference on Translation of foreign Operation
Opening balance -
(+)/(-) during the Year (13) -
Closing Balance (13) -
Total 3,53,906 3,85,841
Note - 11 : Employee Benefits
Gratuity 3,003 2,530
Total 3,003 2,530
Note - 12 : Deferred tax Liability (Net)
Deferred tax liability (A)
Net Block as per Companies Act - -
Net Block as per Income Tax Act
Difference
-
-
-
-
Deferred tax liability - -
Deferred tax assets (B)
Disallowances u/s 40(a) & 43B - -
-
Deferred tax assets (A-B) -
Net Deferred Tax (Liability) (Closing) - -

(Rs.in '000)

As at 31 March 2021 As at 31 March 2020
Note - 13 : Trade payables
Unsecured :
Micro, Small and Medium Enterprises -
-
Due to Holding Company
Due to Others
-
-
-
-
Total -
-
Note - 14 : Other Financial Liabilities
Outstanding Expenses 1,423 2,735
1,423 2,735
Note - 15 : Other Current Liabilities
Statutory dues 679 635
Advance from Holding Co. -
-
Total 679 635
Note - 16 : Provisions
Provision for employee benefits :
Gratuity 2,149 2,131
Total 2,149 2,131
For the year ended F or the year ended
31st March 2021 31st March 2020
Note - 17 : Other income
Interest Income 311 1,268
Interest on IT refund 105 -
Interest on Loan
Other Income
-
-
-
110
Exploration Contract Income
Total 416 1,378
Note - 18 : Employee benefit expenses
Salaries & wages
9,083 9,319
Contributions to provident and other fund 713 706
Expenses on Employee Stock Option Scheme - -
Staff welfare expenses 483 648
Total 10,279 10,673
Note - 19 : Finance costs
Interest expense 0.38 -
Bank Charges 95.35 21
Total 96 21

ANNUAL REPORT 2021

(Rs.in '000)
For the year ended F
31st March 2021
or the year ended
31st March 2020
Note - 20 : Depreciation & Amortization Expenses
Depreciation on Tangible Assets 345 407
Depreciation on Intangible Assets 406 754
Total 751 1,161
Note - 21 : Other expenses
Electricity Expenses 184 236
Listing Fees 528 533
Rent 2,667 2,862
Rates and taxes 210 152
Repair and maintenance 121 55
Director Remuneration 8,400 8,400
Advertising and business promotion 77 82
Traveling and conveyance 295 498
Travelling overseas 184 -
Communication Expenses 298 406
Legal and professional fees 968 899
Director Sitting Fees
Auditor's remuneration
480
165
500
165
Insurance Charges 63 66
Office Maintaince 197 333
Membership & Subscription 58 43
Miscellaneous Assets written off 6,439 -
Miscellaneous expenses 104 984
Total 21,438 16,214
Payments to auditor
For Audit Fee 165 165
For Certification & Others - -

Notes to consolidated Ind AS Financial Statements for the year ended 31st March 2021.

Total 165 165

DECCAN GOLD MINES LIMITED

Notes to consolidated Ind AS Financial Statements for the year ended 31st March 2021.

(Rs.in '000)

Note - 22: As per Indian Accounting Standard 19 "Employee Benefits", the disclosure of Employee benefits as defined in the Indian Accounting Standard are given below:

Defined Benefit Plan:

Gratuity

1) Reconciliation of opening and closing balances of Defined Benefit Obligation

Particulars Gratuity Funded
2020-21 2019-20
Defined Benefit Obligation at the beginning of the year 4,661 3,784
Current Service Cost 480 431
Interest Cost 232 275
Past Service Cost - -
Actuarial (Gain)/Loss (221) 171
Defined Benefit Obligation at the end of the year 5,152 4,661

2) Reconciliation of opening and closing balances of fair value of Plan Assets

Particulars Gratuity Funded
2020-21 2019-20
Fair Value of Plan Assets at the beginning of the year - -
Expected Return of Plan Assets - -
Actuarial Gain/Loss - -
Employer Contribution - -
Benefits Paid - -
Fair Value of Plan Assets at the end of the year - -
Actual Return of Plan Assets - -

3) Reconciliation of Fair Value of Assets and Obligations

Particulars Gratuity Funded
2020-21 2019-20
Fair Value of Plan Assets - -
Present Value of Obligation 5,152 4,661
Amount recognised in Balance Sheet (Surplus/(Deficient)) 5,152 4,661

4) Expenses recognised during the year

Particulars Gratuity Funded
2020-21 2019-20
In Income Statement
Current Service Cost 480 431
Interest Cost 232 275
Return on Plan Assets - -
Past Service Cost - -
Net Cost 712 706

(Rs.in '000)

In Other Comprehensive Income - -
Acturial (Gain)/Loss (221) 171
Net(Income)/Expense for the period Recognised in OCI 491 877

5) Acturial Assumptions

Particulars Gratuity Funded
2020-21 2019-20
Discount Rate(per annum) 6.50% -6.05% 6.45% -6.60%
Rate of Escalation in Salary(per annum) 6.00% 6.00%

6) Sensitivity Analysis

Significant Acturial Assumptions for the determination of the defined benefit obligation are discount trade, expected salary increase and employee turnover. The sensitivity analysis below, have been determined based on reasonably possible changes of the assumptions occuring at the end of the reporting period, while holding all other assumptions constant. The result of Sensitivity analysis is given :

Particulars As at 31st March,2021 As at 31st March,2020
Decrease Increase Decrease Increase
Change in discounting rate (delta effect of +/-0.5%) 5,127-178 4,842-169 4,658-151 4,383-140
Change in rate of Salary increase (delta effect of +/-0.5%) 4,914-169 5,055-178 4,442-141 4,612-150

These plans typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.

  • a) Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds.
  • b) Interest risk: A decrease in the bond interest rate will increase the plan liability; however, this will be partially offset by an increase in the return on the plan debt investments.
  • c) Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan's liability.
  • d) Salary risk: The present value of the defined plan liability is calculated by reference to the future salaries of plan participants . As such, an increase in the salary of the plan participants will increase the plan's liability.

Note - 23. Related party disclosure

a) Name of related parties and relationship

S. No. Name of the party Relationship
1 Deccan Exploration Services Private Limited Wholly owned subsidiary
2 Deccan Gold Tanzania Private Limited Subsidiary (w.e.f .5th October, 2020)
3 SandeepLakhwara Managing Director
4 Pratima Ram Chairman (End of Tenure -1st May, 2020)
5 GovindSamant Director
6 Dr. ModaliHanuma Prasad Director
7 NatesanChinnapan Independent Director
8 KailasamSundaram Chairman (w.e.f. 12th November, 2020)
9 Mrs. RevathiThiruvengadam Independent Director (w.e.f 16th June, 2020)
10 K. Karunakaran Chief Financial Officer
11 S. Subramaniam Company Secretary

b) Transactions with related parties:-

(Amount in'000)

Sr.No. Nature Year ended
31st March,2021
Year ended
31st March,2021
1 Managerial Remuneration paid to director 8,400 8,400
2 Directors Sitting Fees & Audit Committee fees 480 500
3 Remuneration paid to CFO 3,150 3,150
4 Remuneration paid to CS 3,990 3,990

Note - 24:The particulars of Foreign Exchange Earnings and Expenditure are:

Earnings:

Particulars 31st March, 2021 31st March, 2020
i Exports Nil Nil

Expenditure:

Sr.No. Particulars 31st March, 2021 31st March, 2020
1 Import of Materials - -
2 Professional Fees - 2,570
3 Analysis Charges - -
4 Travelling & Other
Expenses
184 -
Total 184 2,570
Note-25 CONTINGENT LIABILITIES NOT PROVIDED FOR: (Amount in'000)
SL Particulars March 31, 2021 March 31, 2020
a. Capital Commitments Nil Nil
b. Claims against company not acknowledged as debts Nil Nil
c Contingent Liabilities Nil Nil

Note-26 Earning Per Share

SL Particulars March 31, 2021 March 31, 2020
a) Net Profit available for Equity Shareholders (Rs in Thousands) (31,939) (26,863)
b) Weighted Average Number of Shares 9,33,27,375 9,33,27,375
c) Basic Earning Per Share (in Rs.) (0.34) (0.29)
d) Diluted Earning Per Share (in Rs.) (0.34) (0.29)

Note- 27: Acquiring significant stake in Geomysore Services (India) Private Limited (GMSI) primarily through takeover of Australian Indian Resources Limited, Australia (AIR):

At their meeting held on February 5, 2019, the Board of Directors of the Company authorised the management to initiate the process of obtaining valuations for GMSI and the Company and come back to it with a firm proposal for its consideration. Whilst on the subject, the Board noted that GMSI had approached the Company in the past and the Company had indicated its openness to consider the proposal on merits as it believed that the proposed takeover of GMSI would result in consolidation benefits in terms of creating the largest portfolio of gold assets held by one Company within India.

The Board of Directors had also recalled that as stated in the Company's 2018 Annual Report, the takeover of GMSI was sought to be achieved through a takeover of AIR which is a key shareholder of GMSI and a 'buy-out' of other interested GMSI shareholders. Further, the proposal was to be put to the Board of the Company and GMSI for their final approval as regards the terms and conditions of the transaction including but not limited to relevant valuation of shares and share exchange ratio at the appropriate time following which applicable shareholder and regulatory approvals will be sought.

By way of background, GMSI is a multi-metal exploration company based in Bangalore, India and has got a portfolio of mineral prospects which include mineral concession applications over the Kolar Gold Belt and the key Jonnagiri Gold Project in Andhra Pradesh over which it holds a granted and executed Mining Lease (ML) and has obtained all statutory permits and licenses for the Project.

Note-28: Fair Value measurement

Financial Instrument by category and hierarchy

The fair values of the financial assets and liabilities are 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.

The following methods and assumptions were used to estimate the fair values:

    1. Fair value of cash and short-term deposits, trade and other short-term receivables, trade payables, other current liabilities, short term loans from banks and other financial institutions approximate their carrying amounts largely due to short term maturities of these instruments.
    1. Financial instruments with fixed and variable interest rates are evaluated by the Company based on parameters such as interest rates and individual credit worthiness of the counterparty. Based on this evaluation, allowances are taken to account for expected losses of these receivables. Accordingly, fair value of such instruments is not materially different from their carrying amounts.

The fair values for loans, security deposits and investment in preference shares were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.

The fair values of non-current borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk. For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

Note-29: Financial Risk Management Financial risk management objectives and policies

The Company's financial risk management is an integral part of how to plan and execute its business strategies. TheCompany's financial risk management policy is set by the Managing Board.

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from a change in the priceof a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates,foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments.Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreigncurrency receivables, payables and loans and borrowings.

The Company manages market risk through the managing board, which evaluates and exercises independent controlover the entire process of market risk management. The managing board recommend risk management objectives andpolicies, which are approved by Senior Management

Market Risk- Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate becauseof changes in market interest rates. In order to optimize the Company's position with regards to interest income andinterest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate riskmanagement by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

Note-30: Capital risk management

(a) Risk Management

The Company aim to manages its capital efficiently so as to safeguard its ability to continue as a going concern and to optimise returns to our shareholders.

The capital structure of the Company is based on management's judgement of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares.

The Company's policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditors and market confidence and to sustain future development and growth of its business. The Company will take appropriate steps in order to maintain, or if necessary, adjust, its capital structure.

Note-31: Previous year figures have been re-grouped/reclassified wherever/necessary to make them comparable with current year.

Note-32: The outbreak of Coronavirus (COVID-19) pandemic globally and in India is causing significant disturbance and slowdown of economic activity. In many countries, businesses are being forced to cease or limit their operations for long or indefinite period of time. Measures taken to contain the spread of the virus, including travel bans, quarantines, social distancing, and closures of non-essential services have triggered significant disruptions to businesses worldwide, resulting in an economic slowdown.

As the company is yet to commence mining operations there has been no impact of COVID19 on the company's day to day operations. However, the recent Covid 19 lockdown coupled with the inordinate delay in grant of mineral concessions has had a significant impact on the Company's fund raising efforts and development of its Projects.

Note-33: Additional Information pursuant to Para 2 of General Instructions for preparation of consolidated financial statements.

Name of the Entity in
the Group
Net Assets, i.e., total assets
minus total liabilities
Share in Profit/Loss Share in Other Comprehensive
Income
Share in Total
Comprehensive Income
As % of
Consolidated
Net Assets
Amount (Rs.in
'000)
As % of
Consolidated
Profit/Loss
Amount
(Rs.in
'000)
As % of
Consolidated Other
Comprehensive
Income
Amount
(Rs.in
'000
As % of
Consolidated
Other
Comprehensive
Income
Amount
(Rs.in
'000)
Deccan Exploration
Services Private Limited
97.45 4,35,845 4.38 (1,409) 11.99 25 4.33 (1,384)
DECCAN GOLD
(TANZANIA) PRIVATE
LIMITED
0.80 3,586 1.14 (368) 6.23 (13) 1.19 (381)

For P.R. Agarwal & Awasthi Chartered Accountants Kailasam Sundaram Sandeep Lakhwara Firm Reg No.:117940W Chairman Managing Director

Partner Chief Financial Officer Company Secretary Membership Number- 34147 UDIN: 21034147AAAACC1937

Place : Mumbai Place : Bengaluru

As per our report of even date For and on behalf of Board of Directors

C.A.P.R. Agarwal K.Karunakaran S.Subramaniam

Date : 14th May, 2021 Date : 14th May, 2021

NOTICE OF ANNUAL GENERAL MEETING

NOTICE is hereby given that the Thirty Seventh (37th) Annual General Meeting of the Members of Deccan Gold Mines Limited (CIN: L51900MH1984PLC034662) ('the Company') will be held at 11.00 a.m. IST on Wednesday, December 22, 2021 through Video Conferencing (VC) / Other Audio Visual Means (OAVM), to transact the following business:

AS ORDINARY BUSINESS:

1. Adoption of Financial Statements

To receive, consider and adopt the Audited Financial Statements, including the Consolidated Financial Statements of the Company, for the financial year ended March 31, 2021 together with the Board's Report and Auditors' Report thereon.

2. Re-appointment of Mr. Govind Subhash Samant (DIN: 07984886) who retires by rotation To appoint a Director in place of Mr Govind Subhash Samant (DIN: 07984886), who retires by rotation and being eligible, has offered himself for reappointment.

AS SPECIAL BUSINESS:

3. Appointment of Dr. Hanuma Prasad Modali (DIN: 01817724) as Managing Director of the Company for a period of 3 years from October 1, 2021 and approve payment of remuneration

To consider and if thought fit, pass with or without modification(s) the following as an Ordinary Resolution

"RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with Schedule V to the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any other Rules framed there under (including any statutory modification(s) or re-enactment or amendments thereof for the time being in force), pursuant to the recommendation of Nomination and Remuneration Committee ('NRC') and approval of the Board, consent of the Members of the Company be accorded for appointment of Dr. Hanuma Prasad Modali (DIN: 01817724) as Managing Director of the Company for a period of 3 years from October 1, 2021 on the terms and conditions including those relating to remuneration as set out under the Statement setting out the material facts annexed to this Notice dated November 11, 2021 for Item No. 3.

RESOLVED FURTHER THAT the Board of Directors ("Board") / Nomination and Remuneration Committee of Directors ("NRC") of the Company be authorised to alter and vary the terms and conditions of the said appointment including authority from time to time to determine the amount of salary, Performance Linked Incentive as also the type and amount of perquisites, other benefits and allowances payable to Dr. Hanuma Prasad Modali in such manner as may be agreed to between the Board / NRC and Dr. Hanuma Prasad Modali subject to the limits prescribed under Section 197 and Schedule V to the Act (including any amendment, modification, variation or re-enactment thereof) and to do all such acts, deeds, matters and things and execute all such agreements, documents, instruments and writings as may be required in regard to the said appointment as it may in its sole and absolute discretion deem fit, to give effect to this resolution without being required to seek any further consent or approval of the shareholders."

4. Appointment of Mr. Subramaniam Sundaram (DIN: 06389138) as Whole-time Director of the Company for a period of 3 years from October 1, 2021 and approve payment of remuneration

To consider and if thought fit, pass with or without modification(s) the following as an Ordinary Resolution

"RESOLVED THAT pursuant to the provisions of Sections 152, 161 and other applicable provisions, if any, of the Companies Act, 2013 ("Act") read with the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), Mr. Subramaniam Sundaram (DIN: 06389138), who was appointed as an Additional Director of the Company with effect from October 1, 2021 and who holds office up to the date of this Annual General Meeting of the

DECCAN GOLD MINES LIMITED

Company, and who is eligible for being appointed and has consented to act as a Director of the Company and in respect of whom the Company has received a notice in writing from a Member under Section 160 of the Act proposing his candidature for the office of Director of the Company, be and is hereby appointed as a Director of the Company;

"RESOLVED FURTHER THAT pursuant to the provisions of Sections 196, 197, 203 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with Schedule V to the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any other Rules framed there under (including any statutory modification(s) or re-enactment or amendments thereof for the time being in force), pursuant to the recommendation of Nomination and Remuneration Committee ('NRC') and approval of the Board, consent of the Members of the Company be accorded for appointment of Mr. Subramaniam Sundaram (DIN: 06389138) as Whole-time Director of the Company for a period of 3 years from October 1, 2021 on the terms and conditions including those relating to remuneration as set out under the Statement setting out the material facts annexed to this Notice dated November 11, 2021 for Item No. 4.

RESOLVED FURTHER THAT the Board of Directors ("Board") / Nomination and Remuneration Committee of Directors ("NRC") of the Company be authorised to alter and vary the terms and conditions of the said appointment including authority from time to time to determine the amount of salary, Performance Linked Incentive as also the type and amount of perquisites, other benefits and allowances payable to Mr Subramaniam Sundaram in such manner as may be agreed to between the Board / NRC and Mr Subramaniam Sundaram, subject to the limits prescribed under Section 197 and Schedule V to the Act (including any amendment, modification, variation or re-enactment thereof) and to do all such acts, deeds, matters and things and execute all such agreements, documents, instruments and writings as may be required in regard to the said appointment as it may in its sole and absolute discretion deem fit, to give effect to this resolution without being required to seek any further consent or approval of the shareholders

5. Appointment of Mr. Binay Prakash Pandey (DIN: 05343869) as Non-Executive Non-Independent Director

To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and 160 read with Schedule IV and all other applicable provisions, if any, of the Companies Act, 2013, Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Rules framed there under (including any statutory modifications or re-enactment thereof for the time being in force), Mr. Binay Prakash Pandey (DIN: 05343869) who was appointed as an Additional Director (Non- Executive Non-Independent Director) of the Company w.e.f. October 1, 2021 and who holds office till the date of ensuing Annual General Meeting, and for whom the Company has received a notice under Section 160 of the Act from a shareholder proposing his candidature for the office of Director of the Company, be appointed as a Director of the Company liable to retire by rotation to hold office for a period of 1 (One) year up to September 30, 2022."

RESOLVED FURTHER THAT the Board of Directors of the Company and Company Secretary of the Company be and are hereby authorized to do all such acts, deeds and things as are necessary to give effect to this Resolution."

6. Appointment of Mr. Kailasam Sundaram (DIN: 07197319) as a Non-Executive Independent Director To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with Schedule IV and all other applicable provisions, if any, of the Companies Act, 2013, Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Rules framed there under (including any statutory modifications or re-enactment thereof for the time being in force), Mr. Kailasam Sundaram (DIN: 07197319) who was appointed as an Additional Director (Non- Executive Independent Director) of the Company w.e.f. August 8, 2021 and who holds office till the date of ensuing Annual General Meeting, and who fulfills the qualifications for being appointed as an Independent Director for a second term, and for whom the Company has received a notice under Section 160 of the Act from a shareholder proposing his candidature for the office of an Independent Director of the Company, be appointed as an Independent Director of the Company not liable to retire by rotation to hold office for a period of 5 (Five) years up to August 7, 2026."

RESOLVED FURTHER THAT the Board of Directors of the Company and Company Secretary of the Company be and are hereby authorized to do all such acts, deeds and things as are necessary to give effect to this Resolution."

7. Appointment of Mr. Natesan Chinnapan (DIN: 08415969) as a Non-Executive Independent Director To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with Schedule IV and all other applicable provisions, if any, of the Companies Act, 2013, Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Rules framed there under (including any statutory modifications or re-enactment thereof for the time being in force), Mr. Natesan Chinnapan (DIN: 08415969) who was appointed as an Additional Director (Non- Executive Independent Director) of the Company w.e.f. April 12, 2021 and who holds office till the date of ensuing Annual General Meeting, and who fulfills the qualifications for being appointed as an Independent Director, and for whom the Company has received a notice under Section 160 of the Act from a shareholder proposing his candidature for the office of an Independent Director of the Company, be appointed as an Independent Director of the Company not liable to retire by rotation to hold office for a period of 2 (Two) years up to April 11, 2023.

RESOLVED FURTHER THAT the Board of Directors of the Company and Company Secretary of the Company be and are hereby authorized to do all such acts, deeds and things as are necessary to give effect to this Resolution."

8. Re-appointment of Mr. Sandeep Lakhwara (DIN: 01049978) as Managing Director of the Company for the period from May 1, 2021 to September 30, 2021

To consider and if thought fit, pass with or without modification(s) the following as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 196, 197, 203 and other applicable provisions, if any, of the Companies Act, 2013 ("the Act") read with Schedule V to the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any other Rules framed there under (including any statutory modification(s) or re-enactment or amendments thereof for the time being in force), pursuant to the recommendation of Nomination and Remuneration Committee and approval of the Board, consent of the Members of the Company be accorded for re-appointment of Mr. Sandeep Lakhwara (DIN: 01049978) as Managing Director of the Company from May 1, 2021 to September 30, 2021 on the terms and conditions including those relating to remuneration as set out under the Statement setting out the material facts annexed to this Notice dated November 11, 2021 for Item No. 8.

RESOLVED FURTHER THAT the Board of Directors ("Board") / Nomination and Remuneration Committee of Directors ("NRC") of the Company be authorised to alter and vary the terms and conditions of the said appointment including authority from time to time to determine the amount of salary, Performance Linked Incentive as also the type and amount of perquisites, other benefits and allowances payable to Mr. Sandeep Lakhwara in such manner as may be agreed to between the Board / NRC and Mr. Sandeep Lakhwara, subject to the limits prescribed under Section 197 and Schedule V to the Act (including any amendment, modification, variation or re-enactment thereof) and to do all such acts, deeds, matters and things and execute all such agreements, documents, instruments and writings as may be required in regard to the said appointment as

DECCAN GOLD MINES LIMITED

it may in its sole and absolute discretion deem fit, to give effect to this resolution without being required to seek any further consent or approval of the shareholders."

By order of the Board of Directors For Deccan Gold Mines Limited

Subramaniam S. Company Secretary ACS No 12110

Registered Office: Parinee Crescenzo, 803, 8th Floor, Opp. MCA Ground, C38-39, G Block, Bandra Kurla Complex, Bandra (East), Mumbai 400051 CIN: L51900MH1984PLC034662

Place : Bengaluru Date : November 11, 2021

Notes:

    1. An Explanatory Statement pursuant to Section 102 (1) of the Companies Act, 2013 ('the Act'), relating to the Special Business as set out in the Notice and Secretarial Standard on General Meetings (SS-2), wherever applicable, are annexed hereto.
    1. In view of the continuing restrictions placed due to the outbreak of Covid-19 pandemic, the Ministry of Corporate Affairs ('MCA') vide its General Circular No. 14/2020 dated April 08, 2020 read with General Circular No. 17/2020 dated April 13, 2020 and General Circular No. 20/2020 dated May 05, 2020 (collectively referred to as 'MCA Circulars') permitted the holding of the Annual General Meeting ('AGM') through Video Conferencing ('VC') facility or other audio visual means ('OAVM'),without the physical presence of the Members at a common venue. The MCA vide its General Circular No. 02/2021 dated January 13, 2021 and the Securities and Exchange Board of India ('SEBI)' vide its Circular No. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 extended the above exemptions till December 31, 2021.

In compliance with the provisions of the Companies Act, 2013 ('Act'), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI LODR') and the MCA Circulars, the AGM of the Company is being held through VC/OAVM on Wednesday, December 22, 2021 at 11.00 a.m. (IST).

  1. SINCE THIS AGM IS BEING HELD PURSUANT TO THE MCA CIRCULARS THROUGH VC/OAVM, THE REQUIREMENT OF PHYSICAL ATTENDANCE OF MEMBERS HAS BEEN DISPENSED WITH. ACCORDINGLY, IN TERMS OF THE MCA CIRCULARS, THE FACILITY FOR APPOINTMENT OF PROXIES BY THE MEMBERS WILL NOT BE AVAILABLE FOR THIS AGM AND HENCE THE PROXY FORM AND ATTENDANCE SLIP ARE NOT ANNEXED TO THIS NOTICE.

Corporate Members intending to appoint their authorised representatives to attend the meeting through VC/ OAVM are requested to send a duly certified copy of the Board Resolution authorizing their representative to attend and vote on their behalf at the AGM.

  1. The Members can join the AGM in the VC/OAVM mode 15 minutes before and 15 minutes after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice.

The facility of participation at the AGM through VC/OAVM will be made available to at least 1,000 Members on a first come first served basis as per the MCA Circulars. It may be noted that the large Shareholders (i.e. Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders' Relationship Committee, Auditors are allowed to attend the AGM without restriction on account of first come first served basis.

    1. In line with the SEBI Circular dated May 12, 2020, the Notice of the AGM along with the Annual Report for the financial year 2020-21, indicating the process and manner of voting through electronic means along with the process to attend the meeting through VC/OAVC is being sent only through electronic mode to those Members whose e-mail addresses are registered with the Company/Depositories. The Notice convening the 37th AGM along with Annual Report has been uploaded on the website of the Company at www.deccangoldmines. com under 'Investor Relations' section and may also be accessed on the websites of the Stock Exchanges i.e. BSE Limited at www.bseindia.com. Members can attend and participate in the Annual General Meeting through VC/OAVM facility only.
    1. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Act.
    1. Pursuant to Regulation 36 (3) of the SEBI LODR and the Secretarial Standards on General Meetings issued by the Institute of Company Secretaries of India ('ICSI') a statement providing brief details of the Directors seeking re-appointment/ appointment at the ensuing AGM is annexed herewith.
    1. Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Companies Act, 2013 and the Register of Contracts or Arrangements in which Directors are interested maintained under Section 189 of the Companies Act, 2013 and all other relevant documents referred to in the

Explanatory Statement will be available for electronic inspection by the members. Members are requested to write to the Company on [email protected] for such inspection prior to the AGM.

    1. SEBI, vide its Circular No. SEBI/LAD-NRO/GN/2018/24 dated June 8, 2018 amended Regulation 40 of SEBI LODR pursuant to which from 1st April, 2019 transfer of securities of listed companies could not be processed unless the securities are held in the dematerialized form with a depository except in case of request received for transmission or transposition of securities. In view of the same and to avail the benefits of dematerialization and ease portfolio management, Members are requested to consider and dematerialize shares held by them in physical form.
    1. Members holding shares in demat mode may kindly note that any request for change of address or change of E-mail ID or registration of nomination are to be instructed to their Depository Participant only, as the Company or its RTA cannot act on any such request received directly from the Members holding shares in demat mode.
    1. Members holding shares in physical form are requested to lodge transmission request and intimate changes, if any, in their name, registered address, Permanent Account No. (PAN), telephone/mobile numbers etc. quoting their folio number(s) to Company's RTA at Link Intime India Private Limited, Unit – Deccan Gold Mines Limited, C-101, 247 Park, L. B. S Marg, Vikhroli (West), Mumbai - 400083, Tel.: 022 – 49186270, Fax : 022 - 49186060, E-mail ID : [email protected].
    1. Members holding shares in physical mode may avail the facility of nomination by nominating a person to whom their shares in the Company shall vest in the event of their death pursuant to Section 72 of the Companies Act, 2013. Members desirous of making a nomination, pursuant to the Rule 19 (1) of the Companies (Share Capital and Debentures) Rules, 2014, are requested to send their requests in Form No. SH-13 to the RTA of the Company. Further, Members desirous of cancelling/varying nomination pursuant to the Rule 19 (9) of the Companies (Share Capital and Debentures) Rules, 2014, are requested to send their requests in Form No. SH-14 to the RTA of the Company. These forms are available on the Company's RTA website at the link https://linkintime.co.in/client-downloads.html (under the General Tab).
    1. Members who hold shares in physical form in multiple folios in identical names or joint names in the same order of names are requested to send the share certificates to the Company's RTA for consolidation into single folio.
    1. In view of the Ministry of Corporate Affairs' Green Initiative measures, the Company hereby requests the Members who have not registered their e-mail addresses so far, to register their e-mail addresses with the RTA in case the shares are held in physical mode and with Depository Participants in case the shares are held in demat mode for receiving all communication including Annual Report, Notices, Circulars etc. from the Company electronically.
    1. Electronic copy of the Notice of the Meeting, inter alia, indicating the process and manner of voting through electronic means, manner to attend the meeting through VC/OAVM and the Annual Report for FY 2020-21 is being sent to all the Members whose e-mail addresses are registered with the Company's RTA/Depository Participants(s) as on Friday, November 26, 2021.

16. Instructions for e-voting and joining the Annual General Meeting are as follows:

A. Voting Through Electronic Means:

i) In compliance with provisions of Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended read with Regulation 44 of SEBI LODR, the Company is pleased to provide to the Members facility to exercise their right to vote on resolutions proposed to be considered at the AGM by electronic voting system provided by Depositories/ Depository participants/ Link Intime India Private Limited ("LIIPL") system as per the instructions provided at serial nos. (v), (vi), (vii) and (viii).

Pursuant to SEBI circular dated December 9, 2020 on e-Voting facility to be provided by Listed Companies, please note that Individual shareholders holding shares in demat mode can now cast their vote by way of a single login credential through their demat accounts/ websites of Depositories/ Depository Participants without having to register again with the E-voting Service Providers ("ESPs") thereby facilitating seamless authentication and enhancing ease and convenience of participating in e-voting process. ESPs such as Link Intime India Private Limited may continue to provide the facility of e-voting as per the existing process to all shareholders holding shares in physical mode and shareholders other than individuals viz. Institutions/ Corporate Shareholders.

  • ii) The facility for voting electronically shall be made available at the AGM and the Members attending the meeting, who have not cast their vote by remote e-voting and are otherwise not barred from doing so, shall be eligible to exercise their right to vote through e-voting systems during the Meeting.
  • iii) The Members who have cast their vote by remote e-voting prior to the AGM may also attend/ participate in the AGM through VC/OAVC but shall not be entitled to cast their vote again or change it subsequently.
  • iv) The remote e-voting facility will be available during the following voting period:

Commencement of remote e-voting: From 9.00 a.m. IST of Sunday, December 19, 2021

End of remote e-voting: Up to 5.00 p.m. IST of Tuesday, December 21, 2021

During this period Members' of the Company, holding shares either in physical form or in dematerialized form, as on the cut-off date of Wednesday, December 15, 2021 may cast their vote by remote e-voting.

Any person, who acquires shares of the Company and become member of the Company after dispatch of the Notice and holding shares as of the cut-off date i.e. Wednesday, December 15, 2021 may refer the remote e-voting instructions given below to obtain the login ID and password.

The Register of Members and Share Transfer Books of the Company will be closed from Tuesday, December 14, 2021 to Wednesday, December 22, 2021 (both days inclusive)

Remote e-Voting Instructions for shareholders post change in the Login mechanism for Individual shareholders holding securities in demat mode, pursuant to SEBI circular dated December 9, 2020:

  • v) The process and manner to vote electronically for Individual Shareholders holding securities in demat mode with National Securities Depository Limited ("NSDL"):
  • If you have already registered for NSDL IDeAS facility, open the web browser and launch the following URL: https://eservices.nsdl.com.
  • Click on the "Beneficial Owner" icon under "Login" which is available under 'IDeAS' section. A new screen will open. You will have to enter your User ID and Password.
  • After successful authentication, you will be able to see e-Voting services. Click on "Access to e- Voting" under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider name and you will be re-directed to e-Voting service provider website for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
  • If you are not registered for IDeAS e-Services, option to register is available at https://eservices.nsdl.com. Select "Register Online for IDeAS" on the main webpage or click at the following URL: https://eservices.nsdl. com/SecureWeb/IdeasDirectReg.jsp and register yourself. Post registrations please follow the instructions as mentioned above to vote.
  • Alternately, you can open the web browser and launch the following URL: https://www.evoting.nsdl.com/ Click on the icon "Login" which is available under 'Shareholder/Member' section. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.

  • vi) The process and manner to vote electronically for Individual Shareholders holding securities in demat mode with Central Depository Services (India) Limited ("CDSL"):

  • Existing users who have opted for Easi / Easiest, they can login through their user id and password. Option will be made available to reach e-Voting page without any further authentication. The URL for users to login to Easi / Easiest is https://web.cdslindia.com/myeasi/home/login or www.cdslindia.com and click on New System Myeasi.
  • After successful login of Easi / Easiest the user will be also able to see the e-Voting Menu. The Menu will have links of e-Voting service provider i.e. NSDL, KARVY, LINK NTIME, CDSL. Click on e-Voting service provider name to cast your vote.
  • If the user is not registered for Easi/Easiest, option to register is available https://web.cdslindia.com/myeasi/ Registration/EasiRegistration
  • Alternatively, the user can directly access e-Voting page by providing demat Account Number and PAN No. from a link in www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the demat Account. After successful authentication, user will be provided links for the respective e-Voting service provider where the E Voting is in progress.
  • Individual Shareholders holding securities in demat mode with NSDL/ CDSL have forgotten the password:

Shareholders/ members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at above mentioned depository/depository participants website.

• In case shareholders/ members holding securities in demat mode have any technical issues related to login through Depository i.e. NSDL/ CDSL, they may contact the respective helpdesk given below:

Login type Helpdesk details
Individual Shareholders holding
securities in demat mode with NSDL
Members facing any technical issue in login can contact NSDL
helpdesk by sending a request at [email protected] or call at
toll free no.: 1800-1020-990 and 1800-224-430
Individual Shareholders holding
securities in demat mode with CDSL
Members facing any technical issue in login can contact CDSL
helpdesk by sending a request at helpdesk.evoting@cdslindia.
com or contact at 022-23058738 or 022-23058542/43.

vii) The process and manner to vote electronically for Individual Shareholders (holding securities in demat mode) & login through their respective depository participants:

  • You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility.
  • Once login, you will be able to see e-Voting option. Once you click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider name and you will be redirected to e-Voting service provider website for casting your vote during the remote e-Voting period.
  • viii) The process and manner to vote electronically for Individual Shareholders holding securities in Physical mode and Shareholders other than individuals holding shares of the Company in demat mode by using Link Intime India Private Limited ("LIIPL") system:
    1. Open the web browser and launch the following URL: https://instavote.linkintime.co.in Those who are first time users of LIIPL e-voting platform or holding shares in physical mode have to mandatorily generate their own Password, as under:

Click on "Sign Up" tab, available under "Shareholders" section and register with the following details.

A. USER ID :- Enter your User ID details as given below:

• Shareholders/members holding shares in Physical Form (i.e. Share Certificate): Your User ID is Event No + Folio Number registered with the Company

B. PAN:- Enter your 10-digit Permanent Account Number (PAN)

(Members who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.)

C. DOB/DOI: Enter the Date of Birth (DOB) / Date of Incorporation (DOI) (As recorded with your DP / Company - in DD/MM/YYYY format)

D. Bank Account Number: Enter your Bank Account Number (last four digits), as recorded with your DP/Company.

• Shareholders/members holding shares in physical form but have not recorded 'C' and 'D', shall provide their Folio number in 'D' above

Set the password of your choice (The password should contain minimum 8 characters, at least one special Character (@!#\$&*), at least one numeral, at least one alphabet and at least one capital letter).

Click "confirm" (Your password is now generated).

To register your vote - Click on "login" under the "Shareholder" Section.

    1. Enter your User ID, Password and Image Verification (CAPTCHA) Code and click on 'Submit'.
    1. After successful login, you will be able to see the notification for e-voting on the home page of INSTAVote. Select 'View' icon of the Company you choose to vote.
    1. E-voting page will appear.
    1. Refer the Resolution description and cast your vote by selecting your desired option 'Favour / Against' (If you wish to view the entire Resolution details, click on the 'View Resolution' file link).
    1. After selecting the desired option i.e. Favour / Against, click on 'Submit'. A confirmation box will be displayed. If you wish to confirm your vote, click on 'Yes'. To change your vote, click on 'No' and accordingly modify your vote.
    1. Institutional shareholders (i.e. other than Individuals, HUF, NRI etc.) and Custodians are required to log on the e-voting system of LIIPL at https://instavote.linkintime.co.in and register themselves as 'Custodian / Mutual Fund / Corporate Body'. They are also required to upload a scanned certified true copy of the board resolution /authority letter/power of attorney etc. together with attested specimen signature of the duly authorised representative(s) in PDF format in the 'Custodian / Mutual Fund / Corporate Body' login for the Scrutinizer to verify the same. Further, they would also require to email the scrutinizer a scanned certified true copy of the board resolution /authority letter/power of attorney etc. at [email protected].
    1. Once you confirm your vote on the resolution, you will not be allowed to modify or change your vote subsequently.
    1. You can also take the printout of the votes cast by you by clicking on "Print" option on the Voting page. Individual Shareholders holding securities in Physical mode have forgotten the password:
  • o Click on 'Login' under 'SHARE HOLDER' tab and further Click 'forgot password?'
  • o Enter User ID, select Mode and Enter Image Verification (CAPTCHA) Code and Click on 'Submit'.
  • √ In case shareholders/members is having valid email address, Password will be sent to his / her registered e-mail address.
  • √ Shareholders/members can set the password of his/her choice by providing the information about the particulars of the Security Question and Answer, PAN, DOB/DOI, Bank Account Number (last four digits) etc. as mentioned above.
  • √ The password should contain minimum 8 characters, at least one special character(@!#\$&*), at least one numeral, at least one alphabet and at least one capital letter.
  • √ For shareholders/members holding shares in physical form, the details can be used only for voting on the resolutions contained in this Notice. During the voting period, shareholders/members can login any number of

time till they have voted on the resolution(s) for a particular "Event". Shareholders/members holding multiple folios/demat account shall choose the voting process separately for each of the folios/demat account.

√ In case shareholders/members have any queries regarding e-voting, they may refer the Frequently Asked Questions ('FAQs') and InstaVote e-Voting manual available at https://instavote.linkintime.co.in under Help section or send an email to [email protected] or contact on: - Tel.: 022 –49186175.

B. INSTRUCTIONS FOR SHAREHOLDERS/MEMBERS TO ATTEND THE ANNUAL GENERAL MEETING THROUGH INSTAMEET:

Instructions for Shareholders/Members entitled to attend the Annual General Meeting through InstaMeet (VC/ OAVM) provided by Link InTime India Private Limited are as under:

    1. Shareholders/Members are requested to participate on first come first serve basis as participation through VC/OAVM is limited and will be closed on expiry of 15 (fifteen) minutes from the scheduled time of the Annual General Meeting. Shareholders/Members with >2% shareholding, Promoters, Institutional Investors, Directors, KMPs, Chair Persons of Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee and Auditors etc. may be allowed to the meeting without restrictions of first come-first serve basis. Members can log in and join 15 (fifteen) minutes prior to the schedule time of the meeting and window for joining shall be kept open till the expiry of 15 (fifteen) minutes after the schedule time. Participation is restricted upto 1000 members only.
    1. Shareholders/ Members will be provided with InstaMeet facility wherein Shareholders/ Member shall register their details and attend the Annual General Meeting as under:
    1. Open the internet browser and launch the URL for InstaMeet: https://instameet.linkintime.co.in and register with your following details:
  • √ Select the "Company" and 'Event Date' and register with your following details:

A. Select - Demat Account No. or Folio No. as the case may be depending on the mode of your holding

  • Shareholders/members holding shares in demat account with NSDL: Please enter 8 Character DP ID followed by 8 Digit Client ID
  • Shareholders/members holding shares in demat account with CDSL: Please enter 16 Digit Beneficiary ID
  • Shareholders/members holding shares in Physical Form (i.e. Share Certificate): Please enter your Folio Number registered with the Company.
  • B. PAN : Enter your 10-digit Permanent Account Number (PAN) (Members who have not updated their PAN with the Depository Participant (DP)/ Company shall use the sequence number provided to you, if applicable.
  • C. Mobile No. : Enter your mobile number.
  • D. Email ID : Enter your email id, as recorded with your DP/Company.
  • Note : In case shareholders/ members have any queries regarding login/ e-voting, they may send an email to [email protected] or contact on: - Tel.: 022-49186175.

√ Click "Go to Meeting" (You are now registered for InstaMeet and your attendance is marked for the meeting).

C. INSTRUCTIONS FOR SHAREHOLDERS/MEMBERS TO REGISTER THEMSELVES AS SPEAKERS DURING ANNUAL GENERAL MEETING:

    1. Shareholders/ Members who would like to express their views/ask questions during the meeting may register themselves as a speaker by sending their request from their registered email id dgmlagm@deccangoldmines. com mentioning their name, demat account number/folio number, email id, mobile number before 6.00 p.m. on December 15, 2021. Further, Shareholders are requested to send their questions to the aforesaid email id before 6.00 p.m. on December 15, 2021 to enable the Company to answer their question (s).
    1. Shareholders will get confirmation on first cum first basis.
    1. Shareholders will receive "speaking serial number" once they mark attendance for the meeting.
    1. Other shareholders may ask questions to the panellist, via active chat-board during the meeting.
    1. Please remember speaking serial number and start your conversation with panellist by switching on video mode and audio of your device.
    1. Shareholders are requested to speak only when moderator of the meeting/ management will announce the name and serial number for speaking.
    1. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM.
    1. Those shareholders/members who have registered themselves as a speaker will only be allowed to express their views/ask questions during the meeting.

D. INSTRUCTIONS FOR SHAREHOLDERS/ MEMBERS TO VOTE DURING THE ANNUAL GENERAL MEETING THROUGH INSTAMEET:

Once the electronic voting is activated by the scrutiniser during the meeting, shareholders/ members who have not exercised their vote through the remote e-voting can cast the vote as under:

    1. On the Shareholders VC page, click on the link for e-Voting "Cast your vote".
    1. Enter your 16 digit Demat Account No. / Folio No. and OTP (received on the registered mobile number/ registered email Id) received during registration for InstaMeet and click on 'Submit'.
    1. After successful login, you will see "Resolution Description" and against the same the option "Favour/ Against" for voting.
    1. Cast your vote by selecting appropriate option i.e. "Favour/Against" as desired. Enter the number of shares (which represents no. of votes) as on the cut-off date under "Favour/Against'.
    1. After selecting the appropriate option i.e. Favour/Against as desired and you have decided to vote, click on "Save". A confirmation box will be displayed. If you wish to confirm your vote, click on "Confirm", else to change your vote, click on "Back" and accordingly modify your vote.
    1. Once you confirm your vote on the resolution, you will not be allowed to modify or change your vote subsequently.

Note:

Shareholders/ Members, who will be present in the Annual General Meeting through InstaMeet facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting facility during the meeting.

Shareholders/ Members who have voted through Remote e-Voting prior to the Annual General Meeting will be eligible to attend/participate in the Annual General Meeting through InstaMeet. However, they will not be eligible to vote again during the meeting.

Shareholders/ Members are encouraged to join the Meeting through Tablets/ Laptops connected through broadband for better experience. Shareholders/ Members are required to use Internet with a good speed (preferably 2 MBPS download stream) to avoid any disturbance during the meeting.

Please note that Shareholders/Members connecting from Mobile Devices or Tablets or through Laptops connecting via Mobile Hotspot may experience Audio/Visual loss due to fluctuation in their network. It is therefore recommended to use stable Wi-FI or LAN connection to mitigate any kind of aforesaid glitches.

In case shareholders/ members have any queries regarding login/ e-voting, they may send an email to instameet@ linkintime.co.in or contact on: - Tel.: 022-49186175.

General Guidelines for Shareholders:

    1. The voting rights of Members shall be in proportion to their shares of the paid up equity share capital of the Company as on the cut-off date of Wednesday, December 15, 2021.
    1. Members who have not registered their e-mail ID and also have not updated PAN with the Company/Depository

DECCAN GOLD MINES LIMITED

are requested to approach Link Intime India Pvt. Ltd. at their e-mail ID [email protected] or calling on 022-49186175 for e-voting related queries. Any person who is not a Member as on the cut-off date should treat this Notice for information purposes only.

    1. A person, whose name is recorded in the Register of Members or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date only shall be entitled to avail the facility of remote e-voting as well as voting at the AGM electronically.
    1. The Company has appointed Mr. Himanshu S Kamdar, (Membership No. FCS 5171), Partner of M/s. Rathi & Associates, Company Secretaries, Mumbai as the Scrutinizer to scrutinize the voting and remote e-voting process for the AGM in a fair and transparent manner.
    1. The Scrutinizer shall after the conclusion of voting at the AGM, will first count the votes cast at the Meeting and thereafter unblock the votes cast through remote e-voting and shall make, not later than two working days of the conclusion of the AGM, a consolidated Scrutinizer's Report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing.
    1. The Notice of the AGM shall be placed on the website of the Company till the date of AGM. The Results declared, along with the Scrutinizer's Report shall be placed on the Company's website www.deccangoldmines. com and on the website of Link Intime India Private Limited immediately after the declaration of results by the Chairman or a person authorized by him. The results shall also be immediately forwarded to BSE Limited, where the shares of the Company are listed.
    1. Since the AGM will be held through VC / OAVM, the Route Map is not annexed in this Notice.

By order of the Board of Directors For Deccan Gold Mines Limited

Subramaniam S. Company Secretary ACS No 12110

Registered Office: Parinee Crescenzo, 803, 8th Floor, Opp. MCA Ground, C38-39, G Block, Bandra Kurla Complex, Bandra (East), Mumbai 400051 CIN: L51900MH1984PLC034662

Place : Bengaluru Date : November 11, 2021

STATEMENT SETTING OUT MATERIAL FACTS UNDER SECTION 102 OF THE COMPANIES ACT, 2013

Item No. 3

The Board of Directors in their meeting held on September 24, 2021 approved appointment of Dr Hanuma Prasad Modali (DIN: 01817724) as Managing Director of the Company for a period of three years from October 1, 2021 subject to the approval of shareholders.

Dr. Hanuma Prasad has 21 years of experience in exploration and mining industry, as exploration manager as well as part of the corporate management team. He has Doctorate in Geology and worked with Geological Survey of India from 1994 to 2001 in geological mapping and mineral exploration projects. Dr. Hanuma joined Australian Indian Resources Group (AIR) in the year 2001 as an Exploration Manager and along with his team explored 15000 sq.km area in central India for gold, base metals, Ni-Cu-PGE and made significant discoveries. He was actively involved in the exploration research on generating new gold and Ni-PGE targets in India.

Besides exploration, since 2008 Hanuma was closely associated with the Business Development team of the AIR Group, during which he carried out due diligence of several precious commodity projects. He has been associated with fund raising into AIR and Geomysore Services (India) Pvt Ltd. Dr. Hanuma has co-managed NI 43-101 compliant feasibility study on Jonnagiri Gold Project along with a team of international and Indian experts. He is currently part of the senior management of Geomysore Services India Private Limited ("GMSI") as Technical Adviser and Consultant in developing Jonnagiri gold mining project and will continue to do so post his appointment as MD of DGML. In this capacity, he will continue to draw a monthly remuneration from GMSI in addition to his remuneration as MD of DGML.

Dr. Hanuma has worked widely in Africa, SE Asia, South America and CIS countries as a part of due diligence team to advice various business houses in acquiring mineral projects in these countries. He has been instrumental in setting up gold and other mineral exploration and mining companies in Sudan, Ivory Coast, Togo, Zambia, Malawi and Kyrgyzstan.

Dr. Hanuma was a Board Member of Lionsgold Limited, earlier listed on AIM Board and now sits on the Board of Australian Indian Resources Limited, Australia (AIR) and its group companies in India. He is a member of Australian Institute of Mining and Metallurgy (AusImm).

It is proposed to appoint Dr. Hanuma Prasad Modali as Managing Director of the Company for a period of three years from October 1, 2021 as per the terms and conditions set out below:

Salary & Allowances (Remuneration): INR 350,000 per month

In the event of loss or inadequacy of profits during the tenure of the Managing Director, he shall be entitled for a minimum remuneration of Rs. 350,000 per month as per the provisions of Section II of Schedule V of the Companies Act, 2013.

No sitting fee shall be paid to Dr. Hanuma Prasad Modali for attending Board Meetings of the Company.

The above particulars may be treated as an abstract pursuant to Section 190 of the Companies Act, 2013.

Dr Hanuma Prasad Modali is interested/ concerned in the resolution regarding his appointment and terms and conditions.

Name of the Director Financial interest Other interest
Dr. Hanuma Prasad Modali Remuneration details as mentioned in the
Explanatory Statement of this Notice
183,555 equity shares held in the
Company (as on November 11, 2021)

DECCAN GOLD MINES LIMITED

Apart from the aforesaid persons, none of the other persons specified in Section 102 of the Companies Act, 2013 namely the Promoters, Directors, Key Managerial Persons, Relatives of Promoters, Directors and Key Managerial Persons are concerned or interested in the above resolution.

In view of the above, the Board of Directors, on the recommendation of Nomination and Remuneration Committee, recommends Ordinary Resolution as set out at Item No. 3 of the Notice for approval of the Members of the Company.

Item No. 4

The Board of Directors in their meeting held on September 24, 2021 approved appointment of Mr Subramaniam Sundaram (DIN: 06389138) as Whole-time Director of the Company for a period of three years from October 1, 2021 subject to the approval of shareholders.

Mr Subramaniam has 24 years of experience in the field of Company Law and other corporate laws. Has handled corporate restructuring exercises including mergers / demergers, amalgamations, joint ventures, foreign collaborations, fund raisings & listing of securities on domestic and foreign stock exchanges. He has worked in the energy, pharma and banking sector. He is in charge of the corporate legal and company secretarial matters and also functions as the Compliance Officer of the Company since October, 2006. Mr Subramaniam is a qualified Chartered Management Accountant and Company Secretary and holds a Law Degree from Bangalore University.

It is proposed to appoint Mr. Subramaniam Sundaram as Whole-time Director of the Company for a period of three years from October 1, 2021 as per the terms and conditions set out below:

Salary & Allowances (Remuneration): INR 400,000 per month

In the event of loss or inadequacy of profits during the tenure of the Whole-time Director, he shall be entitled for a minimum remuneration of Rs. 400,000 per month as per the provisions of Section II of Schedule V of the Companies Act, 2013.

No sitting fee shall be paid to Mr Subramaniam Sundaram for attending Board Meetings of the Company.

The above particulars may be treated as an abstract pursuant to Section 190 of the Companies Act, 2013.

Mr. Subramaniam is interested/ concerned in the resolution regarding his appointment and terms and conditions.

Name of the Director Financial interest Other interest
Mr Subramaniam Sundaram Remuneration details as mentioned
in the Explanatory Statement of this
Notice
174,000 equity shares held in the Company
(as on November 11, 2021)

Apart from the aforesaid persons, none of the other persons specified in Section 102 of the Companies Act, 2013 namely the Promoters, Directors, Key Managerial Persons, Relatives of Promoters, Directors and Key Managerial Persons are concerned or interested in the above resolution.

In view of the above, the Board of Directors, on the recommendation of Nomination and Remuneration Committee, recommends Ordinary Resolution as set out at Item No. 4 of the Notice for approval of the Members of the Company.

Item No. 5:

Since the date of last Annual General Meeting, based on the recommendation of the Nomination & Remuneration Committee and pursuant to Regulation 16 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the Board of Directors on September 24, 2021 had appointed Mr Binay Prakash Pandey (DIN: 05343869) as Additional Director (Non Independent & Non-Executive) to hold office up to the date of the ensuing Annual General Meeting and he is eligible for appointment as a Non-Independent (Non-executive) Director of the Company liable to retire by rotation.

The Board of Directors believe that the vast experience and knowledge of the aforesaid director in the field of mining laws and mining industry shall be beneficial for the progress of the Company. Hence in the interest of the Company, the Board recommends the appointment of Mr Binay Prakash Pandey as a Non-Independent (Nonexecutive) Director liable to retire by rotation.

Apart from Mr. Binay Prakash Pandey, none of the other persons specified in Section 102 of the Companies Act, 2013, namely the Promoters, Directors, Key Managerial Persons, Relatives of Promoters, Directors and Key Managerial Persons or the entities comprising the interest of Promoters, Directors or Key Managerial Persons, are concerned or interested financially or otherwise in the resolutions included under Item No. 5.

In view of the above, the Board of Directors, on the recommendation of Nomination and Remuneration Committee, recommends Ordinary Resolution as set out at Item No. 5 of the Notice for approval of the Members of the Company.

Item No. 6:

Since the date of last Annual General Meeting, based on the recommendation of the Nomination & Remuneration Committee and pursuant to Regulation 16 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the Board of Directors on August 6, 2021 had appointed Mr. Kailasam Sundaram (DIN: 07197319) as an Additional Director (Independent Non-Executive) to hold office up to the date of the ensuing Annual General Meeting and he is eligible for appointment as an Independent Director of the Company for a second term of 5 years.

Pursuant to the provisions of Section 149 and other applicable provisions of the Companies Act, 2013 with respect to appointment and tenure of Independent Directors which came into effect from April 1, 2014, Independent Directors shall be appointed for not more than two terms of five years each and shall not be liable to retire by rotation.

Mr. Kailasam has given a declaration that he meets the criteria of independence as provided under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 . In the opinion of the Board, Mr Kailasam fulfils the conditions specified in the Companies Act, 2013 and Rules made thereunder for his appointment as Independent Director of the Company.

The Board of Directors believe that the vast experience and knowledge of Mr Kailasam Sundaram in the field of finance, taxation and FEMA shall be beneficial for the progress of the Company and based on the outcome of his performance evaluation, the Nomination and Remuneration Committee recommended and the Board of Directors of the Company approved at their respective meetings held on, August 06, 2021, his appointment as a Non-Executive Independent Director for the second term period of 5 (Five) years up to August 7, 2026.The draft letter of appointment of aforesaid Independent Director, setting out the terms and conditions is available for inspection by the Members electronically from the date of dispatch of Notice of Annual General Meeting (AGM) onwards till the conclusion of the AGM.

Apart from Mr.Kailasam Sundaram, none of the other persons specified in Section 102 of the Companies Act, 2013, namely the Promoters, Directors, Key Managerial Persons, Relatives of Promoters, Directors and Key Managerial Persons or the entities comprising the interest of Promoters, Directors or Key Managerial Persons, are concerned or interested financially or otherwise in the resolutions included under Item No. 6.

In view of the above, the Board of Directors, on the recommendation of Nomination and Remuneration Committee, recommends a Special Resolution as set out at Item No. 6 of the Notice for approval of the Members of the Company.

Item No. 7:

Since the date of last Annual General Meeting, based on the recommendation of the Nomination & Remuneration Committee and pursuant to Regulation 16 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the Board of Directors on April 10, 2021 had appointed Mr. Natesan Chinnapan (DIN: 08415969) as an Additional Director (Independent Non-Executive) to hold office up to the date of the ensuing Annual General Meeting and he is eligible for appointment as an Independent Director of the Company for a second term of 2 years.

Pursuant to the provisions of Section 149 and other applicable provisions of the Companies Act, 2013 with respect to appointment and tenure of Independent Directors which came into effect from April 1, 2014, Independent Directors shall be appointed for not more than two terms of five years each and shall not be liable to retire by rotation.

Mr. Natesan has given a declaration that he meets the criteria of independence as provided under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 . In the opinion of the Board, Mr Natesan fulfils the conditions specified in the Companies Act, 2013 and Rules made thereunder for his appointment as Independent Director of the Company.

DECCAN GOLD MINES LIMITED

The Board of Directors believe that the vast experience and knowledge of Mr. Natesan Chinnapan in the field of mineral exploration and mining industry shall be beneficial for the progress of the Company and based on the outcome of his performance evaluation, the Nomination and Remuneration Committee recommended and the Board of Directors of the Company approved at their respective meetings held on, April 10, 2021, his appointment as a Non-Executive Independent Director for the second term period 2 (Two) years up to April 11, 2023.The draft letter of appointment of aforesaid Independent Director, setting out the terms and conditions is available for inspection by the Members electronically from the date of dispatch of Notice of Annual General Meeting (AGM) onwards till the conclusion of the AGM.

Apart from Mr. Natesan Chinnapan, none of the other persons specified in Section 102 of the Companies Act, 2013, namely the Promoters, Directors, Key Managerial Persons, Relatives of Promoters, Directors and Key Managerial Persons or the entities comprising the interest of Promoters, Directors or Key Managerial Persons, are concerned or interested financially or otherwise in the resolutions included under Item No. 7.

In view of the above, the Board of Directors, on the recommendation of Nomination and Remuneration Committee, recommends a Special Resolution as set out at Item No. 7 of the Notice for approval of the Members of the Company.

Item No. 8

The Board of Directors in their meeting held on April 30, 2021 approved re-appointment of Mr Sandeep Lakhwara (DIN: 01049978) as Managing Director of the Company for the period from May 1, 2021 to September 30, 2021 subject to the approval of shareholders.

Mr Sandeep was the Managing Director of the Company from July, 2002 till September 30, 2021. He has several years of experience advising junior Australian exploration and mining companies on development strategies. Educated at Curtin University in Western Australia and a member of the Australian Society of Certified Practising Accountants (CPAs), Mr Sandeep was been a principal and partner of several Australian based accounting practices specializing in capital raisings for the mineral industry, financial planning and corporate regulatory requirements for publicly listed companies. He lived in Australia for 25 years, headed various organisations in the past, at times taking small start-ups to fully developed successful businesses and moved to Bangalore, India during 2002 to oversee the development of the Company's mineral exploration projects in India.

The approval of the shareholders is sought for the re-appointment of Mr Sandeep Lakhwara as Managing Director from May 1, 2021 to September 30, 2021 as per the terms and conditions set out below:

Salary & Allowances (Remuneration): INR 700,000 per month

In the event of loss or inadequacy of profits during the tenure of the Managing Director, he shall be entitled for a minimum remuneration of Rs. 700,000 per month as per the provisions of Section II of Schedule V of the Companies Act, 2013.

No sitting fee was paid to Mr Sandeep Lakhwara for attending Board Meetings of the Company.

The above particulars may be treated as an abstract pursuant to Section 190 of the Companies Act, 2013.

Mr Sandeep Lakhwara is interested/ concerned in the resolution regarding his appointment and terms and conditions.

Name of the Director Financial interest Other interest
Mr Sandeep Lakhwara Remuneration details as mentioned in the
Explanatory Statement of this Notice
647,000 equity shares held in the
Company (as on November 11, 2021)

Apart from the aforesaid person, none of the other persons specified in Section 102 of the Companies Act, 2013 namely the Promoters, Directors, Key Managerial Persons, Relatives of Promoters, Directors and Key Managerial Persons are concerned or interested in the above resolution.

In view of the above, the Board of Directors, on the recommendation of Nomination and Remuneration Committee, recommends Special Resolution as set out at Item No. 8 of the Notice for approval of the Members of the Company.

Disclosure required in terms of Part II, Section II of Schedule V of the Companies Act, 2013 is given hereunder as regards Item Nos 3, 4 & 8 of the Notice.

I. General Information:

1.Nature of Industry Gold Exploration
2. Date or expected date of commencement of
commercial production
Report forming part of the Annual Report. The Company will be able to commence commercial
production only after grant of its mineral concessions to
Deccan Exploration Services Private Limited (DESPL),
its wholly-owned subsidiary in India. Status of the key
Ganajur Gold Project of DESPL is given in its Directors'
3. In case of new companies, expected date of
commencement of activities as per project approved
by financial institutions appearing in the prospectus
Not applicable
4. Financial performance based on given indicators
Particulars Rs. in '000s
2020-2021 2019-2020 2018-2019
Total Income 7178 7158 2465
Profit / (Loss) before tax (30370) (23333) (24047)
Profit / (Loss) after tax (30174) (23501) (24330)
Balance brought forward
(363742)
(340241) (315911)
Balance transferred to Balance
Sheet
(393916) (363742) (340241)
Paid-up capital (No of shares) 93327375 93327375 93327375
  1. Foreign Investments or collaborations, if any:

Rama Mines Mauritius Limited, Mauritius (RMML) is the promoter company and as on November 11, 2021, it holds 24161450 equity shares of Re.1/- each (25.89% stake) in the Company.

II. Information about the appointee(s):

The background details and information about appointee(s) like detailed job profile / suitability, remuneration proposed etc. have been given in the explanatory statement pertaining to Item Nos (3),(4) & (8) in respect of Dr Modali Hanuma Prasad, Mr Subramaniam S and Mr Sandeep Lakhwara respectively.

Comparative remuneration & Pecuniary relationship: Since the Company is the only gold exploration company that is listed on BSE Limited, there is no comparative remuneration profile available in India. Further, the appointee(s) do not have any pecuniary relationship directly or indirectly with the company, or relationship with the managerial personnel.

III. Other information:

1. Reasons of loss or inadequate profits Company not being able to commence commercial production of gold
for the reasons noted above.
2. Steps taken or proposed to be taken
for improvement
The Company has been actively looking for acquisition of gold prospects
in India / overseas and has recently ventured into Tanzania where it
has been granted 5 Prospecting Licences (PL) for gold. Further, the
Company also has initiated action to get accreditation as an exploration
agency with the Ministry of Mines, Government of India and undertake
exploration consultancy work for clients in India and overseas as well.
3. Expected increase in productivity and
profits in measurable terms
Post the grant of Mining Lease (ML) for DESPL's key Ganajur Gold
Project, the Company would be able to estimate the productivity and
profits in measurable terms. Presently, DESPL has filed a Writ Petition
before the Hon'ble High Court of Karnataka with regard to its key
Ganajur ML and details are available on the periodical updates made
by the Company which are available on the website of the Company
and BSE.
On September 24, 2021, the Company's Board of Directors approved
a Composite Scheme of Arrangement to acquire a significant stake
in Geomysore Services (India) Private Limited which holds a granted
and executed ML for Gold in Jonnagiri, Andhra Pradesh which is in
development stage. More details are furnished in the Director's Report
of the Company forming part of the Annual Report.
As regards Tanzanian PL Blocks, the Company will be able to estimate
the productivity and profits once it carries out exploration activities in
those blocks.

IV. Disclosures

The remuneration proposed to be paid to Dr Modali Hanuma Prasad, Mr Subramaniam S and Mr Sandeep Lakhwara has been given hereinabove in the Explanatory Statement pertaining to Item Nos 3, 4 & 8 respectively. The term of appointment for Mr Sandeep Lakhwara was for 5 months and for the other two Directors is for a period of 3 years and notice period is 3 months and no severance fee is payable. No stock options have been granted / outstanding to either Mr Sandeep Lakhwara, Dr Modali Hanuma Prasad or Mr Subramaniam S.

Profile of the Directors being appointed / re-appointed as required under Regulation 36 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 and Secretarial Standards – 2

(1) Govind Subhash Samant:
----------------------------
Age (Date of Birth) July 20, 1978
Date of appointment on the Board December 12, 2017
Term Liable to retire by rotation
Educational Qualification Engineer
Background details, Recognition or awards and
Experience & Expertise in functional areas
Mr. Samant is an entrepreneur based in Thailand and is a long
term shareholder of the Company holding a significant stake.
Mr. Samant has a keen understanding and appreciation of the
business model of exploration and mining companies.
Shareholding in the Company 3,147,207 shares (as on November 11, 2021)
Terms and Condition of appointment (Other brief
terms also required to be stated)
Non-executive & Non-Independent Director
Details of Remuneration sought to be paid Nil
Remuneration last drawn NA
Number of Meetings attended during the year 6 meetings attended through Audio / Visual means
Relationship with other Director, Manager
and other Key Managerial Personnel of the
Company
Mr. Samant is not related to any other director of the Company.
Other membership / Chairmanship of
Committees of the Boards
Nil
Directorship in other Indian Public Limited
Companies as on March 31, 2021
Nil

(2) Hanuma Prasad Modali:

Age (Date of Birth) July 18, 1965
Date of appointment on the Board December 12, 2017
Term October 1, 2021 to September 30, 2024
Educational Qualification M.Sc., Ph.D., MAusIMM
Background details, Recognition or awards
and Experience & Expertise in functional
areas
Dr. Hanuma Prasad has 21 years of experience in exploration
and mining industry, as exploration manager as well as part of
the corporate management team. He has Doctorate in Geology
and worked with Geological Survey of India from 1994 to 2001 in
geological mapping and mineral exploration projects. Dr. Hanuma
joined Australian Indian Resources Group (AIR) in the year 2001
as an Exploration Manager and along with his team explored
15000 sq.km area in central India for gold, base metals, Ni-Cu
PGE and made significant discoveries. He was actively involved
in the exploration research on generating new gold and Ni-PGE
targets in India.
Besides exploration, since 2008 Hanuma was closely associated
with the Business Development team of the AIR Group, during
which he carried out due diligence of several precious commodity
projects. He has been associated with fund raising into AIR and
Geomysore Services (India) Pvt Ltd. Dr. Hanuma has co-managed
NI 43-101 compliant feasibility study on Jonnagiri Gold Project
along with a team of international and Indian experts.
He is
currently part of the senior management of Geomysore Services
India Private Limited ("GMSI") as Technical Adviser and Consultant
in developing Jonnagiri gold mining project and will continue to do
so post his appointment as MD of DGML. In this capacity, he will
continue to draw a monthly remuneration from GMSI in addition
to his remuneration as MD of DGML.
Dr. Hanuma has worked widely in Africa, SE Asia, South America
and CIS countries as a part of due diligence team to advice various
business houses in acquiring mineral projects in these countries.
He has been instrumental in setting up gold and other mineral
exploration and mining companies in Sudan, Ivory Coast, Togo,
Zambia, Malawi and Kyrgyzstan.
Dr. Hanuma was a Board Member of Lionsgold Limited, earlier
listed on AIM Board and now sits on the Board of Australian Indian
Resources Limited, Australia (AIR) and its group companies
in India. He is a member of Australian Institute of Mining and
Metallurgy (AusImm).
Shareholding in the Company 183,555 shares (as on November 11, 2021)
Terms and Condition of appointment (Other
brief terms also required to be stated)
Managing Director for a period of 3 years from October 1, 2021
Details of Remuneration sought to be paid Rs.350,000 per month
Remuneration last drawn Rs. 140,000/- (Sitting Fees) towards attending Board / Board
Committee meetings of the Company.
Number of Meetings attended during the
year
6

DECCAN GOLD MINES LIMITED

Relationship with other Director, Manager
and other Key Managerial Personnel of the
Company
Dr. Hanuma Prasad is not related to any other director of the
Company.
Other membership / Chairmanship of
Committees of the Boards
Nil
Directorship in other Indian Public Limited
Companies as on March 31, 2021
Nil

(3) Mr. Binay Prakash Pandey:

Age (Date of Birth) June 1, 1967
Date of appointment on the Board September 24, 2021
Term Liable to retire by rotation
Educational Qualification Bachelor of Technology in Mining and Mineral Engineering,
NIT Karnataka
Post Graduate Diploma in Marketing Management
Diploma in Management
Enrolled as a Research Scholar under PhD program of the
Indian Institute of Technology (Indian School of Mines)
Background details, Recognition or awards and
Experience & Expertise in functional areas
Starting his career in Asia's then largest mining complex –
Kudremukh Iron Ore Company Limited, Binay moved on to
working for one of the largest steel plants in India – JSW
Steel Limited, culminating into a total of 28 years of work
experience in both public and private sector enterprises.
Binay's comprehensive understanding of the Mineral
Evidence and Content Rules and Mineral Auction Rules under
the new auction regime resulted in JSW successfully bidding
on 9 iron ore blocks out of which 4 have begun operations.
Binay is an Member (expert in the field of major minerals) in
the Karnataka Mineral Policy Committee.
Since September 2020, Binay is the CEO of Ecomen
Laboratories Private Limited (Environment Consultants) and
is also the Founder Director of E2E Mining Solutions Private
Limited (providing engineering and management consulting
services to the mining industry)
Shareholding in the Company 'Nil' shares (as on November 11, 2021)
Terms and Condition of appointment (Other brief
terms also required to be stated)
Non-executive & Non-Independent Director
Details of Remuneration sought to be paid Nil
Remuneration last drawn N.A.
Number of Meetings attended during the year N.A.
Relationship with other Director, Manager and
other Key Managerial Personnel of the Company
Mr. Binay Prakash Pandey is not related to any other director
of the Company.
Other membership / Chairmanship of Committees
of the Boards
Nil
Directorship in other Indian Public Limited
Companies as on 31st March, 2021
Nil
(4) Subramaniam S
Age (Date of Birth) November 19, 1969
Date of appointment on the Board October 01, 2021
Term October 1, 2021 to September 30, 2024
Educational Qualification Associate Member of Institute of Company Secretaries of
India (ICSI)
Associate Member of Chartered Institute of Management
Accountants, UK (CIMA)
Bachelors' Degree in Law from Bangalore University, India
Background details, Recognition or awards and
Experience & Expertise in functional areas
Mr. Subramaniam has 24 years of experience in the field of
functional areas Company Law and other corporate laws.
Has handled corporate restructuring exercises including
mergers / demergers. amalgamations, joint ventures,
foreign collaborations, fund raisings & listing of securities
on domestic and foreign stock exchanges.
He is in charge of the corporate legal and company
secretarial matters and also functions as the Compliance
Officer of the Company since
Shareholding in the Company 174,000 shares (as on November 11, 2021)
Terms and Condition of appointment (Other brief
terms also required to be stated)
Whole-time Director (Executive Director) for a period of
3 years w.e.f October 1, 2021. He shall also continue to
function as the Company Secretary & Compliance Officer
of the Company.
Details of Remuneration sought to be paid Rs.400,000 per month
Remuneration last drawn Rs. 332,500/- per month in his capacity as Head Legal and
Company Secretary.
Number of Meetings attended during the year Nil
Relationship with other Director, Manager and other
Key Managerial Personnel of the Company
Mr. Subramaniam is not related to any other director of the
Company.
Other membership / Chairmanship of Committees
of the Boards
Nil
Directorship in other Indian Public Limited
Companies as on 31st March, 2021
Nil

(5) Mr Kailasam Sundaram:

Age (Date of Birth) July 19, 1964
Date of appointment on the Board August 8, 2019
Term Five years from August 8, 2021
(not liable to retire by rotation)
Educational Qualification Post Graduate in Commerce
Fellow Member of the Institute of Company Secretaries
of India
Associate Member of the Institute of Cost & Management
Accountants of India
Background details, Recognition or awards and
Experience & Expertise in functional areas
Presently based in Bangalore, Mr Kailasam has
over 28 years of corporate experience in the field of
corporate law, FEMA, finance & taxation, audit (internal
& external), legal and HR matters. Areas of expertise
include fund raising for short-term and long-term
requirements, listing of securities and handling of direct
and indirect tax matters, risk assessment, evaluation
of internal controls, understanding and evaluation of
systems and processes.
Since July, 2015 he is acting as an Independent Advisor
to various corporates providing specialised services on
capital structuring (within and outside India), FEMA and
other corporate law matters. He is a regular speaker
and presents papers on corporate law matters at events
conducted by professional bodies.
Shareholding in the Company Nil (as on November 11, 2021)
Terms and Condition of appointment (Other brief terms
also required to be stated)
Independent & Non-executive Director
Details of Remuneration sought to be paid Sitting Fees will be paid for attending Board and
Committee Meetings as determined by the Board of
Directors of the Company
Remuneration last drawn Rs. 140,000/- (Sitting Fees)
Number of Meetings attended during the year 6
Relationship with other Director, Manager and other Key
Managerial Personnel of the Company
Mr. Kailasam is not related to any other director of the
Company.
Other membership / Chairmanship of Committees of
the Boards
Nil
Directorship in other Indian Public Limited Companies
as on 31st March, 2021
Nil

(6) Mr Natesan Chinnapan:

Age (Date of Birth) June 1, 1947
Date of appointment on the Board April 12, 2019
Term Two years from April 12, 2021 (not liable to retire by
rotation)
Educational Qualification M.Sc., (Geology)
Background details, Recognition or awards and
Experience & Expertise in functional areas
Mr Natesan has 41 years of experience in all facets of
exploration and exploitation activities related to minerals
like bauxite, limestone, magnesite and graphite.
He
has proved 10 bauxite deposits in Chhattisgarh and
Tamil Nadu. Mr Natesan served as Head of Mines in
Bharat Aluminium Co Limited and Madras Aluminium
Co Limited (Vedanta Resources) till 2010. During this
period, he was instrumental in obtaining forest and
environmental clearances in Kolli Hills bauxite deposits
in Tamil Nadu; Mainpat and Kawardha bauxite deposits
in Chhattisgarh.
Shareholding in the Company 'Nil' shares (as on November 11, 2021)

ANNUAL REPORT 2021

Terms and Condition of appointment (Other brief terms
also required to be stated)
Independent & Non-executive Director
Details of Remuneration sought to be paid Sitting Fees will be paid for attending Board and
Committee Meetings as determined by the Board of
Directors of the Company.
Remuneration last drawn Rs. 140,000/- (Sitting Fees)
Number of Meetings attended during the year 6
Relationship with other Director, Manager and other Key
Managerial Personnel of the Company
Mr Natesan is not related to any other director of the
Company.
Other membership / Chairmanship of Committees of
the Boards
Nil
Directorship in other Indian Public Limited Companies
as on 31st March, 2021
Nil

(7) Mr Sandeep Lakhwara:

Age (Date of Birth) September 5, 1955
Date of appointment on the Board July 31, 2002
Term May 1, 2021 to September 30, 2021
Educational Qualification B.Bus., CPA (Australia)
Background details, Recognition or awards and
Experience & Expertise in functional areas
Mr Sandeep has been the Managing Director of the
Company since July, 2002 and is primarily responsible
for the acquisition, growth and development of Deccan
Gold Mines Limited. He has several years of experience
advising junior Australian exploration and mining
companies on development strategies. Educated at
Curtin University in Western Australia and a member of
the Australian Society of Certified Practising Accountants
(CPAs), Mr Sandeep has been a principal and partner
of several Australian based accounting practices
specializing in capital raisings for the mineral industry,
financial planning and corporate regulatory requirements
for publicly listed companies. He lived in Australia for
25 years, headed various organisations in the past, at
times taking small start-ups to fully developed successful
businesses and moved to Bangalore, India during 2002
to oversee the development of the Company's mineral
exploration projects in India.
Shareholding in the Company 647,000 shares (as on November 11, 2021)
Terms and Condition of appointment (Other brief terms
also required to be stated)
Managing Director
Details of Remuneration sought to be paid Rs.700,000 per month
Remuneration last drawn Rs. 700,000 per month
Number of Meetings attended during the year 6
Relationship with other Director, Manager and other Key
Managerial Personnel of the Company
Mr Sandeep is not related to any other director of the
Company.
Other membership / Chairmanship of Committees of
the Boards
Member of Stakeholders Relationship Committee.
Directorship in other Indian Public Limited Companies
as on March 31, 2021
Nil

By order of the Board of Directors For Deccan Gold Mines Limited

Subramaniam S. Company Secretary ACS No 12110

Registered Office: Parinee Crescenzo, 803, 8th Floor, Opp. MCA Ground, C38-39, G Block, Bandra Kurla Complex, Bandra (East), Mumbai 400051 CIN: L51900MH1984PLC034662

Place : Bengaluru Date : November 11, 2021