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Kirloskar Ferrous Industries Ltd.

BSE: 500245 Sector: Metals & Mining
NSE: KIRLOSFERR ISIN Code: INE884B01025
BSE LIVE 15:59 | 08 Dec 107.05 -3.75
(-3.38%)
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OPEN 110.70
PREVIOUS CLOSE 110.80
VOLUME 1808642
52-Week high 115.25
52-Week low 65.50
P/E 34.64
Mkt Cap.(Rs cr) 1,470
Buy Price 0.00
Buy Qty 0.00
Sell Price 107.05
Sell Qty 5867.00
OPEN 110.70
CLOSE 110.80
VOLUME 1808642
52-Week high 115.25
52-Week low 65.50
P/E 34.64
Mkt Cap.(Rs cr) 1,470
Buy Price 0.00
Buy Qty 0.00
Sell Price 107.05
Sell Qty 5867.00

Kirloskar Ferrous Industries Ltd. (KIRLOSFERR) - Director Report

Company director report

Your Directors have pleasure in presenting 26th Annual Report together with the AuditedAnnual Accounts for the year ended 31st March 2017.

I. FINANCIAL PERFORMANCE

The financial results of the Company for the financial year 2016-2017 as compared withthe previous year are as follows -

(Amount in Rs)
2016-2017 2015-2016
Total Revenue 11392617056 11161782223
Profit before tax 1214584270 852256486
Tax Expenses 308911886 274912535
Profit for the year 905672384 577343951
Balance of Profit brought forward from previous year 1895419064 1575423721
Profit available for appropriation 2801091448 2152767672
APPROPRIATIONS
Your Directors propose to appropriate the Profit as under :
Interim Dividend - 171635102
Tax on above Dividend - 35713506
Transfer to General Reserves 50000000 50000000
Balance carried to Surplus in Statement of Profit and Loss 2751091448 1895419064

DIVIDEND

Your Directors have recommended a dividend of 35 percent (Rs 1.75 per equity share).Dividend will be recognized as liability when approved by the members at the forthcomingAnnual General Meeting as per new accounting standard.

II. MANAGEMENT DISCUSSION AND ANALYSIS

A. Economy and Industry Overview

Global Economy:

The global economy accelerated in the fourth quarter of calendar year 2016 due tothe combination of improved conditions in emerging market countries and stronger growth indeveloped economies. Despite the deceleration in 2016 the global economy managed tonavigate its way through troubled waters and perform at a decent growth rate of 2.6percent owing to the good performance in the last quarter.

Global Economy Outlook:

Global growth is projected to pick up modestly in 2017. However uncertainty surroundsthe direction of US macroeconomic policies with potential global spillovers. Growthprospects for emerging market economies (EMEs) are also expected to improve moderately.Inflation is edging up on the back of rising energy prices and a mild firming up ofdemand. However global trade remains subdued due to an increasing tendency towardsprotectionist policies and heightened political tensions. Furthermore financialconditions are likely to tighten as central banks in Advanced Economies normaliseexceptional accommodation in monetary policy.

Indian Economy:

India's economic growth is estimated at 7.1 percent for the fiscal year ending 31stMarch 2017 as compared to 7.6 percent last year. The lower growth isdue to the impact ofthe demonetisation drive. The growth estimates have been reduced in all the sectorsexcept for agriculture (which grew at 4.1 percent due to the positive monsoon season).

The trade deficit for FY 2016-2017 was estimated at US$ 105.72 billion which was 10.95percent lower than the deficit of US$ 118.72 billion in the corresponding period lastyear. Oil imports during FY 2016-2017 were valued at US$ 86.46 billion which was 4.24percent higher than the oil imports of US$ 82.94 billion in the corresponding period lastyear.

Foreign exchange reserves in India stood at US$ 369.95 at the end of 31st March 2017.

India's growth for FY 2017-2018 is expected to rebound to 7.6 percent.

Rupee opened at a level of Rs 66.2430 against US Dollar on 1st April 2016. Rupeestarted depreciating against US Dollar and reached a peak level of Rs 68.72. DuringFebruary and March 2017 rupee started appreciating against US Dollar and closed at a levelof Rs 66.8386 as on 31st March 2017. Rupee appreciation has been due to large inflow ofoverseas funds into equity and debt market.

Sensex which was at 25341.86 on 31st March 2016 closed at 29620.50 on 31st March2017 registering a gain of 16.88 percent for FY 2016-2017.

Steel Industry:

India is the world's third-largest producer of crude steel. The Industry posted a 11percent growth in production in FY 2017 at 101.2 million tonnes but domestic consumptionremained anaemic mainly due to poor off take from end use segments. The growth in theIndian steel sector has been driven by domestic availability of raw materials such as ironore and cost-effective labour. Consequently the steel sector has been a major contributorto India's manufacturing output.

Iron ore Mines:

The Supreme Court in April 2013 had directed the Government to cancel 51 C-categorymining leases for illegal mining.

Department of Mines and Geology listed 14 C-category mining leases for e-auctioning inBallari Chitradurga and Tumakuru districts. The end-users had expressed their interest ingetting the leases of only seven mines and all seven mines of the 14 C-category iron oremine leases have been e-auctioned by the Department of Mines and Geology. Your Companyparticipated in the auction of mines but the mines have been won by other companies at aprice which was not economical to your Company.

Government has informed that 2017-2018 would be an important year for the miningindustry as there are around 300 mineral blocks to be leased (of which Karnataka alonehas about 100 odd leases). These mines would be auctioned in different states during thefiscal. Your Company will pursue in its efforts to acquire iron ore mines from thee-auction.

Iron ore mining is slowly opening up and presently 29 mines have been allowed formining 33 Million tonnes per annum. As demand is higher than the actual mining iron oreprices in Hospet sector are still higher.

Coke :

Availability of metallurgical coke from China improved after removal of somerestrictions by Chinese Government and helped the Indian manufacturers of iron and steelto import coke for their manufacturing operations at competitive prices.

Domestic coke manufacturers requested the Government to levy anti dumping duty on cokeimport from

China as domestic industry was affected due to dumping of coke by China at a cheaperprice.

In response thereto Government has imposed an anti dumping duty of US$ 25 per MT forthe imports from China with effect from 25th November 2016. This resulted in higherlanded cost of metallurgical coke.

Coke prices which were at a level of US$ 117 per MT at the beginning of the year roseto a level of US$ 350 per MT and closed at US$ 285 per MT by the end of the yearalongwith applicable anti-dumping duty of US$ 25 per MT.

Auto Industry:

The Indian auto industry is one of the largest in the world. The industry accounts for7.1 percent of the country's Gross Domestic Product (GDP).

Indian automotive market faced many challenges in 2016. Ordeal for auto industrystarted with ban on diesel cars and SUVs with big engines of 2000 cc and above inDelhi-NCR for eight long months on environmental concerns.

Automakers are already running against time to implement the BS-VI emission norm fromApril 2020 after the Government in January 2016 decided to advance implementation of BS-VIby a year to April 2020 from the earlier plan of April 2021. It also decided to completelyskip BS-V and go straight to BS-VI from BS-IV.

The Supreme Court in its order issued in March 2017 imposed a ban on sales andregistration of vehicles not confirming BS-IV norms from 1st April 2017. This decisionleft auto industry saddled with large inventory of BS-III vehicles at the end of the March2017.

Indian automotive industry saw signs of a sustainable revival in demand for the firsttime in five years in 2016 but sudden announcement of demonetisation brought a steepdecline in auto sales in November 2016.

The auto industry sold 21.86 Million vehicles in domestic market in FY 2016-2017. Theindustries growth improved to 6.81 percent stronger than 3.78 percent reported in FY2015-2016.

Auto Industry outlook:

Government of India encourages foreign investment in the automobile sector and allows100 percent FDI under the automatic route. Some of the major initiatives taken by theGovernment inter alia are as follows:

• to make automobiles manufacturing the main driver of 'Make in India' initiative.

• to promote eco-friendly cars in the country i.e. CNG based vehicle hybridvehicle and electric vehicle. Further Government made it mandatory to blend 5 percentethanol in petrol.

• has formulated a scheme to encourage the progressive induction of reliableaffordable and efficient electric and hybrid vehicles in the country.

• The Government of India plans to introduce a new Green Urban Transport Schemeaimed at boosting the growth of urban transport along a low carbon path for substantialreduction in pollution.

Further Government has also undertaken two large initiatives viz. putting more moneyinto the rural economy especially after demonetisation and putting a renewed focus oninfrastructure development. Government has also estimated specific outlay for thedevelopment of coastal roads for better connectivity to ports and coastal villages. Farmfriendly policies announced by Government will benefit the auto sector.

Tractor industry:

India's tractor industry sold 582000 units registering a growth of 18 percent in thefiscal year 2016-2017 riding a monsoon-led surge in demand that was enough to offset theimpact of demonetisation in the latter half. After two deficient monsoons the countryrecorded a normal south west monsoon performance in the fiscal year 2017. This helpedunleash pent up demand resulting in

October sales seeing a record 44 percent spurt lifting sales for the April to October2016 by a whopping 26 percent due to various incentives.

The fervour could have continued but for the demonetisation move. Transactions in therural areas which account for the bulk of domestic tractor sales are largely cash based.With cash drying up sales registered a de-growth of 13 percent in the month of November2016.

Tractor industry Outlook:

Tractor sales can benefit from favourable budget announcements such as record farmcredit disbursal of Rs 10 Lakh Crore and other rural development initiatives.

The rating forecast for growth is about 6-7 percent for the tractor industry in FY2018. In the long run tractor industry would grow at a CAGR of 5 to 6 percent. TheGovernment of India remains committed towards rural development and agri-mechanization acritical component in improving the state of agriculture in the country. Also continuedsupport towards enhancing additional irrigation penetration would reduce rainfalldependence over long term. This coupled with other factors such as increasing rural wagesand scarcity of farm labour is likely to aid growth in industry volumes over the longterm.

Crude oil prices:

Average crude oil spot price at the end of financial year 2017 was at a level of US$50.90 up from US$ 37.34 one year ago. This is a change of 36.32 percent from one year ago.

The Opec has started reducing production of oil from the beginning of 2017. This canlead to a higher crude oil price regime. Rising oil prices present a challenge to India'sgrowth.

B. Company Performance

Your Company achieved net sales of Rs 11337 Million (previous year Rs 11139 Million).

The profit before tax for the year under review stood at Rs 1214.58 Million ascompared to Rs 852.26 Million of the previous year after providing for depreciation andamortisation.

C. Operational Performance

Your Company sold 253495 MT of pig iron valued at Rs 5889.06 Million during FY2016-2017 as compared to 289485 MT of pig iron valued at Rs 6231.19 Million in theprevious year.

Your Company sold 65892 MT castings aggregating to Rs 5191.38 Million during FY2016-2017 as compared to 56661 MT castings aggregating to Rs 4606.68 Million in theprevious year.

The Company performance in the first quarter of the year under review was good withCompany enjoying the advantage of low coke prices and favourable selling price for pigiron. The demand for castings from both the tractor industry and auto industry wasgood which benefitted the Company.

During the second quarter the Company was able to increase the sale of castings withsustained demand for castings arising from the continued growth in auto and tractorsectors. The market demand for pig iron was stable. There was a spurt in internationalprice of coal and coke which resulted in an increase in price of domestic coke. There wasalso an increase in iron ore prices. Increase in raw material cost resulted in increase ofmanufacturing costs for pig iron. The demand for the pig iron was stable throughout thequarter.

One furnace was shut down from 19th September 2016 for upgradation to increase itsannual capacity from 180000 tons to 211400 tons. Upgradation was aimed to increase thelife of lining to around 8 years. In consequence to the shut down the pig iron productionduring the second and third quarter was reduced.

During the third quarter there was a lot of volatility in the market with coal andcoke prices going to high levels of around US$ 300 and US$ 350 respectively. Subsequentlythe coal prices started coming down

15 and reached a level of US$ 190 per MT but the coke prices did not decrease ascompared to coal prices. Thereafter coke price came to a level of US$ 300 per MT.Further the anti-dumping duty of US$ 25 per MT levied by the Government for imports fromChina (with effect from 25th November 2016) increased the landed price of coke. Duringthis quarter the iron ore prices also started showing an upward trend and there was anincrease in the cost by Rs 500 per MT. Inspite of all these raw material price volatilitythere was not much upward movement in steel and scrap prices and also for pig iron prices.This put the margin / profitability under pressure. However due to procurement strategiesand continuous cost reduction drives your Company was able to manage and maintainreasonable profitability even in volatile market condition. Further Company alsowitnessed a drop in the schedule for supply of pig iron and castings during the thirdquarter owing to the lower demand arising due to the effect of demonetization.

During the fourth quarter upgradation of MBF-1 was completed and production of pigiron resumed from this furnace on 17th January 2017. Your Company could stabilize thefurnace quickly without much disturbances to the production. The fourth quarter witnessedfurther increase in iron ore prices. However prices of coke softened on account ofdecrease in coal prices. The pig iron prices dropped putting pressure on the bottom line.The demand for castings improved due to good market conditions.

Rupee depreciation for a large part of the year resulted in higher input cost.

During the year under review the Company repaid entire outstanding amount of long termloans.

Also the Company has been able to reduce considerably the financing cost of workingcapital facilities by availing facilities at a very competitive rate.

Your Company has undertaken the following projects during the year under review:

1) Commenced the civil work for machine shop at Koppal Plant and is expected to becompleted in first half of financial year 2017-2018. Simultaneously Company is working ongetting the orders for machined castings from its customers and also on procuring machinesfor machining of castings. Machine shop will be commissioned progressively in a phasedmanner based on the order position. The completion of machine shop will facilitate anincrease in business by bringing more value added items for the Company.

2) Installation of fettling facilities for superior casting finish at Solapur Plant.

3) Upgradation of Mini Blast Furnace I resulting in lower coke consumption andincreasing the production capacity of pig iron.

4) Commenced Railway siding project and the civil work has been completed. The projectis expected to be completed in FY 2017-18. Completion of this project will facilitateinward movement of raw materials and outward movement of pig iron resulting in reductionin cost of transportation and handling losses.

D. Cost Control

Your Company adopted following measures to reduce cost:

strategically sourced raw material and consumables.

improvement projects through Kaizens involvement of cross functional teams to bringcost reductions.

Improved operational efficiencies and cost control measures at both Koppal and SolapurPlant.

Improved the quality of the castings to bring down the rejections in castings.

E. Concerns and Threats

Demand for the auto and tractors have a direct impact on the performance of yourCompany and any adverse market condition for these sectors will result into reducedcapacity utilisation and profitability.

Further depreciation of Rupee vis-a-vis US dollar can lead to an increase in price ofcoke and in the price of crude oil resulting in increased input costs thereby puttingpressure on profitability.

F. Prospects for the Current Year

1. Company proposes to participate again in future e-auction of iron ore mines inKarnataka.

2. Supply more machined castings to increase value of sales.

3. Commissioning of the railway siding near to factory premises.

4. Explore the possibility of pulverized coal injection to reduce raw material cost.

5. Explore the possibility of setting up of coke oven plant and power plant. This willfurther help in reducing the cost of raw material as well as the power cost.

6. Explore the possibility of reducing power consumption at Solapur plant by installingsolar power plant.

Cautionary Statement

Statements in this report particularly those which relate to Management Discussion andAnalysis describing the Company's objectives projections estimates and expectations mayconstitute "forward looking statements" within the meaning of applicable lawsand regulations. Actual results may differ materially from those either expressed orimplied.

G. Internal Control Systems and their adequacy

The Company has a proper and adequate system of controls in order to ensure that allassets are safeguarded against loss from unauthorised use or disposal. All transactionsare properly checked verified recorded and reported correctly.

Regular Internal Audit checks are carried out to ensure that the responsibilities areexecuted effectively and that proper and adequate systems are in place.

H. Safety Health and Environment

Your Company believes in "Safety First" and is committed to provide"Safe Workplace" by addressing safety health and environment related issues byemphasizing safety culture organization. Employees are regularly trained to update theirawareness and skills. New employees are being given intensive safety induction trainingand are being issued with "Safety Passports" related to their work area. All thestatutory requirements related to safety health and environment are being complied with.As a proactive approach the periodical internal safety audit by Safety experts andexternal audit by Regional Labour Institute Chennai is conducted to identify unsafeconditions and take proper safety measures. "Near Miss Report" and "FirstAid Injuries" track has been introduced to report and to take corrective action forensuring zero accidents.

Your Company is having well equipped "Occupational Health Centre" with afull-time Doctor and qualified paramedical staffs. The pre-employment health check-up ofthe employees is being conducted and also regular health checkups conducted on annualbasis during the continuance of the employment. The Company has provided well equipped twoambulances which are available at all times to fulfill the requirement of employees duringemergencies as well as neighbouring community

Your Company is certified for Quality Management Systems under ISO TS 16949:2009Environmental Management System under ISO 14001:2004 and also certified for OccupationalHealth and Safety Assessment Series (OHSAS 18001:2007) by Indian Register Quality Systems(IRQS).

Requirements of environmental acts and regulations are complied with. Monitoring andanalysis of water stack emissions and ambient air quality etc. are undertakenperiodically to verify whether the level of environmental parameters are maintained wellwithin the specified limits.

Sewage Treatment Plant (STP) with 250 KLD (kilo liters per day) capacity is operated totreat domestic wastewater with extended biological aeration system. Sludge generated fromSTP is being used as manure for garden and treated wastewater is used for gardening.

For effective suppression of dust emissions jet type fixed sprinklers are provided.

Under ISO: 14001 and OHSAS: 18001 the following management programs have been taken-upand completed during FY2016-17 at its plant at Koppal.

1. Dust extraction system has been installed in Foundry (Sand Plant DK4 and Shake OutArea).

2. As a part of environmental improvement project the existing 250 meters of porousfence (mesh) of 12 meters height has been extended by another 50 meters in north eastboundary to prevent the fugitive dust emission.

3. Construction of around 170 meters of concrete roads near truck tippler to preventdust emission due to vehicular movement; till date total of 1675 meters concrete road hasbeen provided

4. Ambient Air Monitoring Quality System (AAMQS) connected to Central Pollution ControlBoard as per the KSPCB requirement.

5. Plantation of around 10000 tree saplings in and around the plant premises toincrease the green belt area which comes to a total of around 148000.

6. Truck mounted water tanker (5000 KL) capacity of water tank has been provided roundthe clock in the plant premises attached to safety department to tackle unexpected fireincidents.

I. Social Responsibility

In order to align the Mission and Values of your organization viz. "To be apreferred Employer and responsible neighbor" your Company has taken followingmeasures as a part of its Corporate Social Responsibility. The Company focuses on RuralEducation Health and Hygiene Infrastructure Environment facilities in the localvicinity of the plant. Major activities undertaken during the year are as follows:

Rural Education

• Coaching classes were arranged for 64 students of 10th standard of 2016-2017batch of Bevinahalli Lingadahalli Shahapur villages.

• Company provided school bags and note books to the students of Government HigherPrimary Schools of neighboring villages.

• Financial assistance was given to Government Higher Primary School ofBevinahalli for providing educational tour for children.

• Financial assistance has been given to a Psychological Counseling Centre. Thiscenter has adopted 5 schools for 3 years to give guidance / address the problems ofunemployed youth and students dropping out from High School education.

• Organized 'Personality Development Programme' at 50 schools from Koppal andHospet area.

Health and Hygiene

• Implementing Kirloskar WaSH initiatives at Koppal and Solapur (clean andBeautiful School).

• Organized 'Multispecialty Free Health Checkup Camp' involving PediatricianDentist Gynecologist and General Physician at Shahapur village.

• Arranged visit of specialist doctors to Bevinahalli village once a week andvisit by Company medical officer twice a week. The Company also provided free medicines.

• Provided motorized tricycles for some physically challenged persons.

• Providing nutritional support to Multi Drug Resistant Tuberculosis Patients fromKoppal Taluk (Supported 20 patients for six months).

• Financial support was given for taking higher medical treatment in genuinecases.

Infrastructure

• Constructed storm water drain at Bevinahalli village.

• Provided financial assistance to Shahapur Village for the purchase of additionalland for Government Higher Primary School.

• Provided RO Water to Guddadahalli Government Higher Primary School and NationalSchool Koppal.

• Provided financial assistance to Anadaneshwara Education Trust Mundaragi forconstruction of College Building.

• Provided RO system to provide portable drinking water to the Sports Authority ofIndia students at Koppal.

• Extended portable drinking water stations at Gavisiddeshwara Cart festival for 5days. This facility was used by large number of persons.

• Provided 1000 green and 1000 red dustbins to dispose wet and dry waste fromthe respective residences to dispose the village garbage at designated places.

Environment

• Provided tree guards and planted saplings at Ginigera railway station and atvarious areas in Koppal.

• Vasundhara International Film Festival was organized at Hospet Koppal andSolapur in order to bring awareness among people to take care of the environment on thetheme "Smart and Sustainable - It's my City". As a part of the programmeawareness program was organized at various schools and for general public.

• Villagers of Bevinahalli and Lingadahalli were educated on the method toconserve water and utilize for the plantations.

J. Human Resource

Your Company considers human resource to be an important and valuable asset for theorganization. Therefore it constantly strives to attract and retain best"Talents" for the present and future business needs.

The Company has taken-up the following initiatives-

• To develop future leaders Company has organized Management DevelopmentProgrammes (MDP) on various topics.

• In order to enhance competencies and skills of employees training programmes onbehavioral and technical skills were organized on a continuous basis by engaging internalexpertise and external faculties.

• In order to enhance safety culture "Behavioural Based Safety" Trainingprogrammes were conducted.

• Conducted 'Defensive Driving - Road Safety' training programmes.

• Conducted awareness programme on 'Prevention of Sexual Harassment of Women atWorkplace'.

• Organized 'Energy Conservation' competitions for the team to participate andshowcase their energy conservation models / benchmarks. The best team were awarded andmotivated.

• Performance of employees is monitored through an effective performancemanagement system on quarterly basis.

• Communication meet by top management with managerial staff on the 'BusinessScenario' as well as sharing knowledge with young professionals.

• The talented employees are continuously recognized and are motivated throughrewards and recognition.

• Conducted skill development programmes for apprentices / trainees on fitter andelectrical by inviting experts from industrial training institutes.

• Initiated monthly 'Swachh Abhiyan' at Company premises to eliminate waste and tokeep the area clean and aesthetic for better working atmosphere by adopting 5S concepts.

As on 31st March 2017 the total number of salaried employees stood at 1290.

The Employer - Employee relations is cordial throughout the year.

Recognition / Awards received by the Company during the year under review:

• Recognition from Mahindra and Mahindra Limited for 'Quick Stabilization andRamp-up of Dhruv Housing'.

• Mahindra and Mahindra awarded trophies for 'Supplier Business Capacity Building'(SBCB) " and for 'Sustainable Performance' .

• Best Supplier Award for Joint Product Development' from TAFE.

• Green Foundry Award from MMR Events.

• Commendation Certificate for Significant Achievement in CII-EXIM Bank Award forBusiness Excellence.

Further your Company has received the recognition for Koppal plant for in-houseresearch and development for the period 21st March 2017 to 31st March 2019 from theDepartment of Scientific and Industrial Research.

III. PARTICULARS OF INFORMATION FORMING PART OF THE BOARD'S REPORT PURSUANT TO

SECTION 134 OF THE COMPANIES ACT 2013 RULE 8 OF THE COMPANIES (ACCOUNTS) RULES 2014AND RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIALPERSONNEL) RULES2014

1. EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9 are annexedherewith as Annexure "A".

2. NUMBER OF MEETINGS OF THE BOARD

During the Financial Year 2016-2017 five Board Meetings were convened and held thedetails of which are given in Clause 2(b) of the Corporate Governance Report.

3. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirements under Section 134(5) of the Companies Act 2013 in respectof Directors' Responsibility Statement your Directors state that:

a) in the preparation of the annual accounts for the year ended 31st March 2017 theapplicable accounting standards had been followed and there were no material departures;

b) accounting policies as mentioned in Note 2 of the Notes forming part of theFinancial Statements have been selected and applied consistently. Further judgments andestimates made are reasonable and prudent so as to give a true and fair view of the stateof affairs of the Company as at 31st March 2017 and of the profit of the Company for theyear ended on that date;

c) proper and sufficient care has been taken for the maintenance of adequate accountingrecords in accordance with the provisions of the Companies Act 2013 for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

d) the annual financial statements have been prepared on a going concern basis;

e) proper internal financial controls were laid down and such internal financialcontrols were adequate and were operating effectively; and

f) proper systems to ensure compliance with the provisions of all applicable laws werein place and such systems were adequate and operating effectively.

4. STATEMENT ON DECLARATION BY THE INDEPENDENT DIRECTORS

All Independent Directors have given declarations that they meet the criteria ofindependence as laid down under Section 149(6) of the Companies Act 2013 and Regulation16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

5. NOMINATION AND REMUNERATION POLICY

The Board has on the recommendation of the Nomination and Remuneration Committeeframed a policy for selection and appointment of Directors KMPs and Senior ManagementPersonnel and their remuneration. The policy is annexed herewith as Annexure"B".

6. EXPLANATION OR COMMENTS ON AUDITORS' REPORT AND SECRETARIAL AUDIT REPORT

There are no qualifications reservations or adverse remarks or disclaimer made by thestatutory auditors in their audit report or by the practicing company secretary in thesecretarial audit report.

7. PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THECOMPANIES ACT 2013

The Company has granted loans aggregating to Rs 21155000 during the year ended 31stMarch 2017. These primarily consist of loans to employees as per the policies of theCompany and loans to suppliers in the normal course of business of the Company. Theclosing balances of these loans are disclosed under the schedule of Loans and advances inthe financial statements. The Company has not given any guarantees or made any investmentsduring the year which would be covered by Section 186 of the Companies Act 2013.

8. RELATED PARTY TRANSACTIONS

Pursuant to Section 134 of the Companies Act 2013 read with Rule 8(2) of the Companies(Accounts) Rules 2014 the particulars of contracts or arrangements entered into by theCompany with Related Parties have been done at arm's length and are in the ordinary courseof business. Hence no particulars are being provided in Form AOC-2.

9. STATE OF COMPANY'S AFFAIRS

Discussion on state of Company's affairs has been covered as part of the ManagementDiscussion and Analysis.

10. AMOUNTS PROPOSED TO BE CARRIED TO RESERVES

Particulars of the amounts proposed to be carried to reserves have been covered as partof the financial performance of the Company.

11. MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING FINANCIAL POSITION

OF THE COMPANY

There are no adverse material changes or commitments occurring after 31st March 2017which may affect the financial position of the Company or may require disclosure.

12. CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

EARNINGS AND OUTGO

The information on conservation of energy technology absorption and foreign exchangeearnings and outgo stipulated under Section 134(3)(m) of the Companies Act 2013 read withRule 8 of the Companies (Accounts) Rules 2014 is annexed herewith as Annexure"C".

13. RISK MANAGEMENT POLICY

The process of risk management at Company encompasses risk identificationclassification and evaluation. The Company identifies strategic operational and financialrisks that the Company faces. The Company deploys mitigation activities and plans forcurrent and future risks that the Company may face.

The Company has set up a Risk Review Team (‘Team') to review the risks faced bythe Company and monitor the development and deployment of risk mitigation action plans.The Team reports to the Board of Directors and the Audit Committee who provide oversightfor the risk management framework in the Company.

The Directors have reviewed progress on the risk management activities in the currentyear.

14. CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

The Company has been carrying out Corporate Social Responsibility (CSR) activities.These activities are carried out in terms of Section 135 read with Schedule VII of theCompanies Act 2013 and the Companies (Corporate Social Responsibility Policy) Rules2014.

Annual Report on CSR activities includes details about the CSR policy developed andimplemented by the Company. CSR initiatives taken during the year is annexed herewith asAnnexure "D".

15. BOARD EVALUATION

Pursuant to the provisions of the Companies Act 2013 and Regulation 17 of the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 the Board has carriedout an annual performance evaluation of its own performance the Directors individually aswell as the evaluation of the working of its Audit Nomination and Remuneration and otherstatutory committees. Performance evaluation has been carried out as per the Nominationand Remuneration Policy.

16. CHANGE IN THE NATURE OF BUSINESS

During the year under review there has been no change in the nature of business of theCompany.

17. DETAILS OF APPOINTMENT AND RESIGNATION OF DIRECTORS AND KEY MANAGERIAL

PERSONNEL

Mr. Atul C. Kirloskar retires by rotation and being eligible offers himself forre-appointment.

Directors appointed during the FY 2016-2017

Mr. Yashwant S. Bhave was appointed as an Additional Director of the Company witheffect from 23rd January 2017.

Key Managerial Personnel (KMP) appointed during the FY 2016-2017

There was no change in the Key Managerial Personnel during the FY 2016-2017.

Directors and KMP's ceased / resigned during FY 2016-2017

Mr. S. G. Chitnis Independent Director ceased to be a Director of the Company witheffect from 13th August 2016 on completion of his tenure.

Mr. S. N. Inamdar Independent Director has resigned as a Director of the Company witheffect from 24th October 2016.

18. NAMES OF THE COMPANIES WHICH HAVE BECOME/ CEASED TO BE SUBSIDIARIES JOINT VENTURESOR ASSOCIATE COMPANIES DURING THE YEAR

The Company did not have any subsidiaries associates or joint ventures during theyear.

19. DEPOSITS

The Company has not accepted deposits under Chapter V of the Companies Act 2013.

20. SIGNIFICANT ORDERS PASSED BY REGULATORS COURTS OR TRIBUNALS IMPACTING GOINGCONCERN AND COMPANY'S OPERATIONS

To the best of our knowledge the Company has not received any such orders fromRegulators Courts or Tribunals during the year which may impact the going concern statusor the Company's operations in future.

21. INTERNAL FINANCIAL CONTROLS

The Company has deployed controls including defined code of conduct whistle blowerpolicy management review and MIS mechanisms internal audit mechanism. The process levelcontrols have been instituted through Company policies and procedures and continuousmonitoring of efficiency in operations.

There is regular management oversight of the internal controls environment at Company.The Audit Committee along with Management oversees results of the internal audit andreviews implementation on a periodic basis.

22. INFORMATION FORMING PART OF THE DIRECTORS' REPORT PURSUANT TO

RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES2014

Sr. No. Information Required Input
1 The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year. Please refer Annexure 'E-1'
2 The percentage increase in remuneration of each Director Chief Financial Officer Chief Executive Officer Company Secretary or Manager if any in the financial year. Please refer Annexure 'E-2'
3 The percentage increase in the median remuneration of employees in the financial year. 1.54 percent
4 The number of permanent employees on the rolls of the Company. 1290
5 Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration. Percentage increase in salaries of managerial personnel at 50th percentile: 42 percent. Percentage increase in salaries of Non-managerial personnel at 50th percentile: 4 percent . (Note: Percentage increase in salaries of Non-managerial personnel is in the range 1 percent to 23 percent).
The salary increases are a function of various factors like individual performance vis-a-vis individual KPIs industry trends economic situation future growth prospects etc. besides Company performance. There are no exceptional circumstances for increase in the managerial remuneration.
6 Affirmation that the remuneration is as per the remuneration policy of the Company. The remuneration paid to the Directors is as per the Remuneration policy of the Company.
7 Statement showing the names of the top ten employees in terms of remuneration drawn and the name of every employee who- Please refer Annexure 'F'
(I) if employed throughout the financial year was in receipt of remuneration for that year which in the aggregate was not less than one crore and two lakh rupees;
(ii) if employed for a part of the financial year was in receipt of remuneration for any part of that year at a rate which in the aggregate was not less than eight lakh and fifty thousand rupees per month; Please refer Annexure 'F'
(iii) if employed throughout the financial year or part thereof was in receipt of remuneration in that year which in the aggregate or as the case may be at a rate which in the aggregate is in excess of that drawn by the Managing Director or Whole-time Director or Manager and holds by himself or along with his spouse and dependent children not less than two percent of the equity shares of the Company.

IV. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Board of Directors has adopted the Vigil Mechanism / Whistle Blower Policy. Thepolicy has provided a mechanism for Directors Employees and other persons dealing withthe Company to report to the Chairman of the Audit Committee any instance of unethicalbehaviour actual or suspected fraud or violation of the Code of Conduct of the Company.

The details of the policy has been uploaded at the website of the Company viz.www.kfil.com

V. COMPOSITION OF AUDIT COMMITTEE

The composition of the Audit Committee has been mentioned in the Corporate GovernanceReport annexed to this report.

VI. AUDITORS

1. Statutory Auditors

At the 25th Annual General Meeting held on 28th July 2016 M/s. Kirtane & PanditLLP Chartered Accountants [Firm Registration No.: 105215W/W100057] were appointed asStatutory Auditors of the Company to hold office till the conclusion of the 30th AnnualGeneral Meeting to be held in the year 2021. In terms of the first proviso to Section 139of the Companies Act 2013 the appointment of the Statutory Auditors shall be placed forratification at every Annual General

Meeting. Accordingly the appointment of M/s. Kirtane & Pandit LLP CharteredAccountants as Statutory Auditors of the Company will be placed for ratification by theMembers in the ensuing Annual General Meeting. In this regard the Company has received acertificate from the Auditors to the effect that if their appointment is ratified itwould be in accordance with the provisions of Section 141 of the Companies Act 2013.

2. Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Company hadappointed Mr. M. J. Risbud Practicing Company Secretary to undertake the SecretarialAudit of the Company. The Secretarial Audit Report is annexed herewith as Annexure"G".

3. Cost Auditor

The Board of Directors at its meeting held on 28th April 2017 has appointed M/s.Parkhi Limaye and Co Cost Accountants as the Cost Auditors of the Company to conduct theaudit of cost records maintained by the Company for the financial year ending 31st March2018.

VII. CORPORATE GOVERNANCE

The Company conforms to the norms of Corporate Governance as envisaged in the ListingRegulations with the BSE Limited. Pursuant to Regulation 34(3) of the SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 a Report on the CorporateGovernance and the Auditors Certificate on Corporate Governance are annexed to thisreport.

VIII. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION PROHIBITION AND REDRESSAL) ACT 2013

During the year under review there were no cases filed pursuant to the aforesaid Act.

IX. APPRECIATION

The Board of Directors places on record its sincere appreciation for contribution byMr. S. G. Chitnis.

He was associated with the Company since January 2005. He had been an advisor to theKirloskar Group on techno-commercial projects and on world class manufacturing practices.

The Board of Directors also places on record its sincere appreciation for contributionby Mr. S. N. Inamdar. He was associated with the Company for more than two decades. Hisknowledge and experience in legal and taxation matters have helped the Company immensely.

Your Directors wish to place on record their appreciation towards the contribution ofall the employees of the Company and their gratitude to the Company's valued customersbankers vendors and members for their continued support and confidence in the Company.

For and on behalf of the Board of Directors
ATUL C. KIRLOSKAR
Chairman
Pune : 28th April 2017 DIN: 00007387

ANNEXURE "B"

NOMINATION AND REMUNERATION POLICY OF KIRLOSKAR FERROUS INDUSTRIES LIMITED

I. INTRODUCTION

This Policy applies to the Board of Directors Key Managerial Personnel and SeniorManagement Personnel of Kirloskar Ferrous Industries Limited ('the Company').

The policy envisages the framework for nomination remuneration and evaluation of Boardof Directors Key Managerial Personnel and Senior Management Personnel in accordance withprovisions of Companies Act 2013 ('the Act') including rules thereof and the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 ('ListingRegulations').

The Company aims to achieve balance of merits experience and skills amongst itsDirectors Key Managerial Personnel and Senior Management Personnel.

II. DEFINITIONS

1. "Board" means Board of Directors of the Company.

2. "Committee" means Nomination and Remuneration Committee of the Company asconstituted or re-constituted by the Board from time to time.

3. "Key Managerial Personnel" (KMP) means : a) Chief Executive Officer orManaging Director or the Manager b) Whole-time Director c) Chief Financial Officer d)Company Secretary and e) such other officers as may be prescribed under the Act from timeto time

4. "Senior Management Personnel" (SMP) means personnel of the Company who aremembers of the core management team excluding Board of Directors and are one level belowthe Executive Directors including all Functional Heads.

III. APPOINTMENT AND REMOVAL OF DIRECTOR KMP AND SMP

1. The Committee shall consider criteria such as qualifications skills expertise andexperience of the person to be appointed as Director KMP or at Senior Management leveland accordingly recommend to the Board his / her appointment.

2. The age of person to be appointed as a Non Executive Director shall not be less than21 years and more than 75 years. The Committee at its discretion may recommend to theBoard continuation of Director for further term of appointment who has completed 75 years.

The age of person to be appointed as an Executive Director shall not be less than 21years and not more than 70 years.

3. The Company should ensure that the person so appointed as Director is notdisqualified under the Companies Act 2013 rules made thereunder Listing Regulations orany other enactment for the time being in force.

4. The Director/ Independent Director / KMP / Senior Management Personnel shall beappointed as per the provisions and procedure laid down under the Companies Act 2013rules made thereunder Listing Regulations or any other enactment for the time being inforce.

5. The Committee may recommend to the Board for removal of a Director on account of anydisqualification mentioned in the Companies Act 2013 rules made thereunder or under anyother applicable Act rules and regulations or any other reasonable ground. The Committeemay also recommend to the Board for removal of KMP or SMP subject to the provisions andcompliance of the applicable Act rules and regulations.

6. Term and tenure of a Director shall be in accordance with the provisions of theCompanies Act 2013 rules thereof and the Listing Regulations as amended from time totime.

IV. BOARD DIVERSITY

The Board shall have an optimum composition of Directors by comprising of experts fromdifferent fields viz. finance law management sales marketing engineering researchtechnical operations or any other areas related to the Company's business.

The Board shall ensure that there is appropriate balance of skills experience andknowledge so as to enable the Board to discharge its functions and duties effectively.

V. REMUNERATION OF DIRECTOR KMP AND SMP

A) DIRECTORS

The Board of Directors of the Company shall decide the remuneration of Executive /Non-Executive Directors on the basis of recommendation of the Committee subject to theoverall limits provided under the Companies Act 2013 and rules made thereunder includingany amendments modifications and re-enactments thereto ('the Act') and in compliance withthe provisions of the Listing Regulations as applicable from time to time.

The remuneration of Directors shall be approved by the shareholders of the Company asand when required.

i. EXECUTIVE DIRECTORS:

The Company shall enter into a contract with every Executive Director which will setout the terms and conditions of appointment and tenure as recommended by the Committeeand approved by the Board.

The Board may vary any terms or conditions of the contract from time to time within thetenure subject to such approvals as may be required under the Act.

The remuneration components shall include inter alia :

a. Fixed salary:

Each Executive Director shall be paid fixed salary consisting of basic salary and suchallowances and perquisites as may be recommended by the Committee and decided by the Boardand performance evaluation of each Executive Director from time to time subject tooverall limits as prescribed under the Act.

Option 1 : The salary may be reviewed annually. or

Option 2 : The salary shall remain fixed for the tenure of the Executive Director.

b. Commission:

The Board may approve payment of commission subject to the limits provided in the Act.The eligibility and the amount of commission to be paid to each Director shall berecommended by the Committee on the basis of the performance evaluation of the Directorundertaken by the Committee and the Board.

c. Non-monetary benefits:

Executive Directors may be entitled to club membership company vehicle with driverpetrol reimbursement vehicle maintenance telephone fax internet at residencereimbursement of mobile phone bills fully furnished accommodation (in case of use of ownresidential property for accommodation) or house rent allowance in lieu thereof soft andhard furnishings reimbursement of house maintenance expenditure reimbursement of gaselectricity bill water and other utilities and repairs at residence reimbursement ofmedical expenditure including hospitalization expenses for self and family and leavetravel assistance.

Executive Director may also be entitled to personal accident insurance group accidentinsurance coverage medical insurance coverage term insurance or any other benefit as perCompany policy.

d. Separation / Retirement benefits :

Executive Director shall be eligible to the following perquisites which shall beincluded in the computation of the ceiling on remuneration provided in the Act: (a)Contribution to provident fund superannuation fund or annuity fund to the extent theseeither singly or put together are not taxable under the Income tax Act 1961 or anyamendment thereof;

(b) Gratuity payable at a rate not exceeding one month's salary for each completed yearof service and (c) Encashment of leave at the end of the tenure.

In case of loss or inadequacy of profits of the Company the aforesaid perquisitesshall not be included in computation of the ceiling on remuneration provided in the Act.

ii. NON-EXECUTIVE DIRECTORS:

The Company shall issue a letter of appointment to every Non-Executive IndependentDirector.

The components of payment of remuneration to Non-Executive Directors shall include :

a. Sitting fees :

Sitting fees shall be paid for Board Meetings and any Committee Meetings attended bythe Director. Different amount of sitting fees may be paid for different types of meetingswithin limits as prescribed under the Act.

Committee shall include Audit Committee Nomination and Remuneration CommitteeStakeholders' Relationship Committee Corporate Social Responsibility Committee or suchCommittees as may be constituted by the Board from time to time.

b. Commission :

The Board may approve payment of commission subject to the limits provided in the Act.The eligibility and the amount of commission to be paid to each Director shall berecommended by the Committee on the basis of annual performance evaluation of theDirector.

c. Professional fees :

Non Independent Directors may be paid fees for services of professional nature if inthe opinion of Committee the Director possesses the requisite qualification for thepractice of the profession. Such professional fees shall not be considered as remunerationfor the purpose of Act.

B) KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT PERSONNEL

The Company shall issue an appointment letter to every KMP and SMP.

The remuneration components payable to KMP / SMP may be:

a. Fixed salary :

Each KMP / SMP shall be paid fixed salary consisting of basic salary and suchallowances and perquisites as per service rules of the Company. The band of the salaryshall be determined according to the industry standards market conditions scale ofCompany's business relating to the position educational qualification parameters andexperience in the industry as detailed in the service rules of the Company and such otherfactors as may be prescribed therein.

The same shall be reviewed annually based on the Company's annual appraisal policy.

b. Variable pay :

A portion of the overall salary may be paid as Variable pay to every KMP/SMP. Thisshall be as per the Performance Linked Pay Scheme of the Company which is designed tobring about increase in overall organizational effectiveness through alignment of CompanyFunctional and Individual objectives.

c. Perquisites / Other Benefits:

Perquisites / Other Benefits are benchmarked with Industry practices from time to timekeeping an overall salary structure in mind. These may include petrol reimbursementvehicle maintenance telephone reimbursement of mobile phone bills leave travelassistance and reimbursement of medical expenditure for self and family and such otherbenefits as per Company Policy.

KMP / SMP may be entitled to personal accident insurance group accident insurancecoverage medical insurance coverage term insurance and such other benefits as perCompany policy.

d. Annual Pay Revision / Promotion

Evaluation of KMP / SMP shall be based on appraisal against stated Objectives / Goalsof the individual which in turn shall be aligned to the Functional and Enterprise ScoreCard. Key Result Areas (KRAs) are set at the beginning of the year in consultation withthe Executive Director.

Pay revisions / promotions will be achievement oriented and will also have reference toIndustry benchmarks where appropriate.

e. Separation / Retirement benefits:

Separation / retirement benefits as per Company policy which shall include contributionto provident fund superannuation gratuity and leave encashment.

C) DIRECTORS AND OFFICERS LIABILITY INSURANCE :

The Company will take Directors and Officers Liability Insurance or such insurance oflike nature for indemnifying any of the Directors KMP and SMP against any liability inrespect of any negligence default misfeasance breach of duty or trust for which theymay be guilty in relation to the Company.

The premium paid on such insurance shall not be treated as part of remuneration payableto Managing Director Whole Time Director Chief Executive Officer Chief FinancialOfficer or Company Secretary. Provided that if any such person is proved to be guilty thepremium paid shall be treated as part of the remuneration.

D) STOCK OPTIONS :

The Committee may recommend issue of stock options to Directors (other than IndependentDirectors and Promoter Directors) KMP / SMP which may be granted by the Board subject tothe compliance of the provisions of applicable laws.

VI. CRITERIA FOR EVALUATION OF BOARD

The evaluation of Board shall be carried out annually as per the provisions of theCompanies Act 2013 rules thereof and the Listing Regulations.

Performance evaluation of each Director will be based on the criteria as laid down fromtime to time by the Nomination and Remuneration Committee.

Criteria for performance evaluation shall include aspects such as attendance for themeetings participation and independence during the meetings Interaction with Managementrole and accountability knowledge and proficiency and any other factor as may be decidedby the Nomination and Remuneration Committee.

Further performance evaluation of an Executive Director will also be based on businessachievements of the Company.

VII. AMENDMENT

Based on the recommendation of the Committee the Board reserves its right to amend ormodify this Policy in whole or in part at any time when it deems appropriate inaccordance with any amendment to the applicable provisions of the Companies Act 2013including rules thereof and the Listing Regulations.

ANNEXURE "C"

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

A. CONSERVATION OF ENERGY

a) Energy conservation measures taken during the FY 2016-2017 :

1 Replacement of 500 KVAR old capacitor bank with new bank for power factor autocontrol system at MBF 1.

2 Replacement of identified old pumps with energy efficient pumps.

3 Replacement of old motors with energy efficient motors.

4 Power trading through Indian energy exchange resulting in lower power cost.

5 Changing the Lighting in shop area CFL /40 Watt tube light to LED lighting.

6 Purchase of renewable energy certificates from Indian Energy Exchange.

7 Reduction in power import from diesel generator sets by doing proper redistributionof loads and thereby utilising the turbo generator power for compressor operation system.

8 Installation of capacitor bank 500kVAR for achieving 0.995 power factor at Solapurplant.

9 Replaced 400W MH lamp by 250W induction lamp wherever MH lamp required replacement orwherever there was new requirement at Solapur plant.

TG Generation and Fuel consumption has reduced in 2016-2017 due to MBF 1 Upgradationshutdown for 120 days.

b) Proposals for the year 2017-2018:

1 Installation of 1 MW solar power plant at Koppal plant.

2 Replacement of old pumps with energy efficient pumps at plant level.

3 Replacement of old motors with energy efficient motors.

4 Plant level energy audit.

5 Commencement of coke oven plant with power plant and coal injection project.

6 Installation of 10 MW solar power plant at Solapur plant.

7 Changing the lighting in shop area CFL /40 Watt tube light to LED lighting at Solapurplant.

8 Power procurement through open access.

9 Purchase of renewable energy certificates from Indian Energy Exchange.

10 To replace 400W MH lamp by 250W induction lamp.

11 Installation of Cupola at Foundry to reduce power consumption at Koppal plant.

c) Impact of the above measures:

1 Reduction in energy consumption.

2 Reduction in coke consumption.

3 Conservation of non-renewable energy resources.

4 Improvement in operational efficiency and widening the scope for energy conservation.

B. TECHNOLOGY ABSORPTION:

Successfully developed Euro 6 and BS-IV compliant engine blocks and engine heads tocontrol emissions.

Use of Simulation software CAE/ CAM white light scanning and 3D modellingtechnologies for efficient and effective casting development.

Use of robotic facilities for improved productivity and quality of castings.

Carbon Block Relining in blast furnace to improve refractory campaign life.

Stave coolers technology with energy efficient automatic valve less gravity filter tocontrol Total Suspended Solids (TSS) and turbidity of the cooling water for effectivecooling of refractories in the blast furnace.

Non Drainable Launders for hot metal taping to improve life of launders in the blastfurnace cast house.

Change in the top equipment from Rotary Hopper to REBD (Rotary Eccentric BurdenDistributor) for better distribution of the burden in the blast furnace.

C. FOREIGN EXCHANGE EARNINGS AND OUTGO :

(Rs in Million) Earnings - Outgo 2045.80

D. RESEARCH AND DEVELOPMENT :

1. Specific areas in which R&D carried out by the Company.

Developed in-house concept design and process design capability.

Developed new core coating technology to improve the internal cleanliness of thecylinder block and cylinder head castings.

Value engineering initiatives for optimizing weights and yield improvement.

Initiation of prototype casting development through 3D core printing technology.

In house development of robotic accessories.

Initiating development of castings in Compacted Graphite (CG) Iron.

Reduced the casting development cycle time.

Introduced substitute materials to optimise the product cost.

Gas Cleaning Plant (GCP) slurry mixing for improved density and reduced moistureabsorption in the granulated slag during tapping of hot metal. This has resulted inimproved quality and increased sales of granulated slag.

2. Benefits derived as result of the above R&D :

Acquired capability of developing critical castings.

Reduction of development cycle time.

Improved quality and consistency.

Increase in refractory lining life from 3 years to 7 years.

3. Future Plan of Action:

New 4 cylinder block casting development for Euro 6 application.

Prototype casting development through core 3D printing technology.

Value engineering solutions to OEMs (Original Equipment Manufacturers).

Continuous improvements to make the processes more efficient.

4. Expenditure on R&D:

Particulars 2016-2017 2015-2016
Capital - 31.23
Recurring 437.01 672.48
Total R&D expenditure 437.01 703.71

ANNEXURE "E-1"

Sr. No. Name of the Director Ratio of remuneration of each director to the median remuneration of the employees of the Company
1 Mr. Atul Chandrakant Kirloskar 1.88
2 Mr. Rahul Chandrakant Kirloskar 1.75
3 Mr. Ravindranath Venkatesh Gumaste 118.81
4 Mr. Anil Narayan Alawani 4.91
5 Mr. Ashok Ramkrishna Jamenis 3.90
6 Mrs. Nalini Venkatesh 2.92
7 Mr. Sampathkumar Rangachary 3.63
8 Mr. Bindiganavale Sreenivasan Govind 2.15
9 Mr. Yashwant Shreepad Bhave (Note 1) Not Applicable
10 Mr. Sudhakar Ganesh Chitnis (Note 2) Not Applicable
11 Mr. Shrikrishna Narhar Inamdar (Note 3) Not Applicable

ANNEXURE "E-2"

Sr. No. Name of the Director/KMP Deslignation % Increase/(Decrease)in the Remuneration
1 Mr. Atul Chandrakant Kirloskar Director 40
2 Mr. Rahul Chandrakant Kirloskar Director 35
3 Mr. Ravindranath Venkatesh Gumaste Managing Director and KMP 28
4 Mr. Anil Narayan Alawani Director 83
5 Mr. Ashok Ramkrishna Jamenis Director 44
6 Mrs. Nalini Venkatesh Director 171
7 Mr. Sampathkumar Rangachary Director 69
8 Mr. Bindiganavale Sreenivasan Govind Director 70
9 Mr. Yashwant Shreepad Bhave (Note 1) Director Not Applicable
10 Mr. Sudhakar Ganesh Chitnis (Note 2) Director Not Applicable
11 Mr. Shrikrishna Narhar Inamdar (Note 3) Director Not Applicable
12 Mr. Raviprakash Srinivasa Srivatsan KMP 16
13 Mr. Chandrashekhar Panicker KMP 10

Note:

1. Mr. Y. S. Bhave appointed as an Additional Director with effect from 23rd January2017.

2. Mr. S. G. Chitnis retired from the Directorship with effect from 13th August 2016.

3. Mr. S. N. Inamdar resigned from the Directorship with effect from 24th October2016.

ANNEXURE "F"

Sr. No. Name of the Employee Designation Remuneration Received (in Rs) Nature of employment (Whether Contractual or Otherwise) Quali cation Experience Years Date of Commencement of Employment Age (Years) Last employment before joining the Company Percentage of equity shares held Whether any such employees is a relative of any Director if so name of such Director
1 Mr. R. V. Gumaste Managing Director 44199304 Regular Employee B. Tech (Met.) 35 08.11.2001 59 Chief Executive (Works) - Indian Seamless Metal Tubes Limited 0.07 No
2 Mr. N. B. Ektare COO 8566479 Regular Employee B.E. (Elec.) 34 12.01.1994 57 Manager - Electrical - Usha Ispat Limited Nil No
3 Mr. Srivatsan R. S. CFO 6916772 Regular Employee B.Com. CA 33 12.01.1998 54 Sr.Manager- Finance - Vasavadatta Cement Unit of Kesoram Industries Limited Nil No
4 Mr. Chandrasekhar Panicker Company Secretary 6217709 Regular Employee B.Com (Hon's)CA and CS 37 14.12.1999 63 Finance Controller- Magnetti Marelli Automotive Components India Limited Nil No
5 Mr. Suresh Laxman Kulkarni SVP 5818388 Regular Employee DME DBM 40 28.06.2004 61 Senior Manager - The Indian Seamless Metal Tubes Ltd. Nil No
6 Mr. Inturi Chandrasekhar VP-QA 4114409 Regular Employee B.E (Mech.) and MBA- Mktg. 29 16.10.2013 53 GM-Design & Development - Neosym Industry Limited Nil No
7 Mr. Nagaraj M. G. VP-PIP 3873054 Regular Employee B.E (Mettalurgy) 24 01.10.1993 48 Not applicable Nil No
8 Mr. Ramesh C. VP-Fdy. 3836063 Regular Employee B.E (Mech.) 23 26.09.1994 46 Not applicable 0.001 No
9 Mr. Pravin Manohar Tale Sr.GM-Fdy. 3483596 Regular Employee B.E (Mech.) 33 15.04.2014 54 AGM -Tata Motors Limited Nil No
10 Mr. Narayana VP-HR 3123136 Regular Employee B.Com. PG- Dip-HRM LLB 29 09.06.2016 54 DGM - JSW Steels Limited Nil No