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Lloyds Metals & Energy Ltd.

BSE: 512455 Sector: Metals & Mining
BSE LIVE 15:58 | 22 Sep 19.25 -2.05






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OPEN 20.10
VOLUME 97845
52-Week high 23.00
52-Week low 9.05
P/E 37.75
Mkt Cap.(Rs cr) 429
Buy Price 0.00
Buy Qty 0.00
Sell Price 19.25
Sell Qty 1345.00
OPEN 20.10
CLOSE 21.30
VOLUME 97845
52-Week high 23.00
52-Week low 9.05
P/E 37.75
Mkt Cap.(Rs cr) 429
Buy Price 0.00
Buy Qty 0.00
Sell Price 19.25
Sell Qty 1345.00

Lloyds Metals & Energy Ltd. (LLOYDMETAL) - Director Report

Company director report

Dear Members

Your Directors are pleased to present the Company's Thirty Ninth Annual Report and theCompany's audited financial statement for the financial year ended 31st March2016.


The Company's financial performance for the year ended 31st March 2016 issummarised below:

(Rs. in Lacs)

Particulars Current Year Previous Year
2015-16 2014-15
Sales ( Net ) 37686.98 63891.58
Other Income 1411.21 2242.46
Total Income : 39098.19 66134.04
Profit before Interest Depreciation & Tax 2729.77 (395.02)
Less : Finance Cost 969.98 619.63
Depreciation 1064.74 1067.19
Exceptional Items 622.93 -
Profit/(Loss) before tax 72.12 (2081.84)
Less : Tax Provision - -
Net Profit/ (Loss) after Tax 72.12 (2081.84)


Global Steel Industries Scenario

The outlook for the global economy is mostly positive with growth picking up in the USIndia and Southeast Asia while several emerging markets are experiencing a decelerationin growth. However the structural shift in the transitioning Chinese economy could capthis momentum. Countries and businesses are becoming increasingly interdependent throughtrade investment and financial systems across the world. The risks and opportunities inthe steel business are getting larger in scale and impact with their sources becomingmore diverse and global.

While the Chinese steel sector turns introspective over the next decade to deal withits excess capacity pollution low market concentration and lack of profitability thisis the window of opportunity to build competitive advantage now before supersized moreefficient Chinese steelmakers emerge in the global market. Steel companies that embraceglobalization (in their strategy supply chains knowledge and information processestalent and financial flows) while balancing with customization (of their productsmarketing and stakeholder relationships) will emerge as sector leaders in the long term.

India has emerged as the third-largest steel producer in the world after China andJapan beating the US to the fourth position producing about 89.6 million tons (MT) ofsteel a year even the world steel output went down 2.8% to 1.6 billion tones.

Despite the strong adverse impact of global economic meltdown Indian steel demand inIndia is expected to grow by 5.4 per cent to 83.8 million tons (MT) this year on the backof low oil prices reform momentum that remains better than in many countries. Theconstruction industry is expected to rise further due to government's stimulus plan. Theautomotive sector is doing well. Hence it is expected that domestic steel demand is goingto recover soon and for the long term as well.

The global industry body has also forecasted that demand in the world's third largestproducer will again grow at 5.4 per cent to 88.3 MT in 2017. Globally WSA has forecastedsteel demand to decrease by 0.8 per cent to 1488 MT in 2016 following a contraction of 3per cent in 2015. The global steel market is suffering from insufficient investmentexpenditure and continued weakness in the manufacturing sector. In 2017 the world steeldemand is expected to return to growth of 0.4 per cent to reach 1494 MT.

India's prospects are brightening due to low oil prices the reform momentum andpolicies to increase infrastructure and manufacturing output. India's steel demand willincrease by 5.4 per cent in both 2016 and 2017 reaching 88.3 MT in 2017.

Power Industries Scenario

A robust and thriving Power sector is central to India's sustained economic growth.India's power sector has evolved substantially over the last few decades and is nowwitnessing unprecedented interest and investments across the value chain. With the globaleconomic growth and industrialization power consumption is escalating rapidly creatingdemand for more power and compelling industry players to manage their power portfolioefficiently. In 2015-16 as a whole total power generation in India grew by 8.5% and it isexpected to grow by 8.4% in 2016-17. The power transmission sector in India has not beenable to keep pace with the rising power demand and generation capacity in the country. TheIndian Power Sector faced a challenging year under review as it juggled with increasingpower demand the poor paying capability of power distribution Companies inadequatedomestic coal/gas availability an inefficient power tariff mechanism and rising financingcosts.

By virtue of issuance of Commercial Circular No. 154 & 156 dated 23.01.2012 byMaharashtra State Electricity Distribution Company Limited and other laws and circulars ofauthority the scope of distribution/supply/utilization of electricity through Open Accesshas been expanded. Due to this the prospects of the industry is expected to improve inthe nearest future. The company is exploring all the possibilities strictly adhering toand complying with the parameters and conditions laid down in the said circulars &other laws to utilize the power generated by its power generation unit.

The Total Income of the Company was ' 390.98 crores during the year as against ' 661.34crores in the previous year showed decrease of 40.88%. The Company has reported Netprofit of ' 0.72 crores during the year under review as against loss of ' 20.82 crores inthe previous year.


The production of Sponge Iron Division during the year under review was 173745 MTagainst 143384 MT in the previous year showing increase of 21.17%. The total income ofthe division was ' 319.11 Crores (including trading) as against '599.58 Crores during theprevious year showing decrease of 53.22% as a result decreasing in trading of Steel andrealization of lower price of sponge iron.


The production of the division was 22.67 MWH during the year under review as comparedto 17.10 MWH for the previous year. The total income of the division was ' 57.76 Croresduring the year under review as against ' 39.34 Crores during the previous year showing anincrease of 46.85%.


In respect of Iron ore mining activities the company has received all statutorypermissions and necessary sanctions from the concerned authorities to commence miningoperations. Further the mining activities at Surjagarh Iron Ore mines at Gadchirolileased to us which were suspended due to Force Majeure has been resumed. The company hastaken adequate steps to commence mining operations as per mining plan.


The Company has received 71302 CERs (Certified Emission Reductions) from UNFCCC(United Nations Framework Convention on Climate Change). This is issued against the powerproduced at the waste to energy plant during the period from 27th May 2013 to30th June 2014 and the same facts has been informed to the concerned Govt.Authority.


The Company maintains the pollution free environment in and around its plants. TheCompany's plants comply with all norms set up for clean & better environment byCompetent Authorities.


The management of Lloyds Metals and Energy Limited presents its analysis reportcovering performance and outlook of the Company. The core business of the Company ismanufacturing of sponge Iron and generation / distribution of Power. The managementaccepts responsibility for integrity and objectivity of the financial statements.

a) Industry structure and development: Industry structure and development: Spongeiron is an intermediate product; a source of metalics for the secondary steel makingthrough EAF or EOF/IF route. Other sources of metalics are either steel scrap and hotmetal produced in the blast furnace. Steel scrap becomes a direct substitute of spongeiron; since both of them are tradable commodities unlike hot metal.

Further sponge iron industry is also classified into two categories (i) gas based and(ii) coal based using coal as reductant. Lloyds Metals and Energy Limited is a coal basedsponge iron producer.

Domestic sponge iron capacity utilization is showing a downward trend for last year dueto less demand. Lloyds Metals and Energy Limited operate five rotary kilns to producesponge iron. The waste gas from sponge making kilns has significant energy in the form ofheat. This energy is recovered in waste heat recovery boilers to generate steam whichthen passes through the generator for producing power. Iron ore and coal are two importantraw materials in production of sponge iron.

b) Opportunities and threats: Opportunities abound in growing economies and openingof economy in India has created opportunities for India enterprise to move beyond nationalboundaries as well to create productive assets. Presently the Company is consolidatingits gains out of creating additional production capabilities.

Competition in Steel industry is escalating and technological changes will spur or dragthe forward march of individual units in steel industry. Supply side could also be anissue in next few years because of increase in production capacity by steel industry inIndia and expression of interest by foreign companies to set up new steel making units.However coming years are also going to witness substantial additions particularly in theAsian regions. The Company's thrust on improving productivity and reducing cost ofproduction will in such a scenario help in forging ahead in globally competitiveenvironment.

c) Segment-wise performance: The Company is operating two segments Iron and Steeland Power Generation. Segment Wise results are given at Note No. 14 of significantaccounting policies & notes to financial statements. The Company has no activityoutside India.

d) Outlook: The basic aim of the Company is to be able to produce Sponge Iron andSteel Products as per market requirements and be able to manage market trends to itsadvantage. “Opportunities abound in growing economies and opening of economy in Indiahas created opportunities for Indian enterprise to move beyond national boundaries as wellto create productive assets”.

The Company is currently engaged in steel and steel related products activity and islooking for new avenues of business in various areas like infrastructure and trading.Since Infrastructure has linkages to other industries like cement brick and steel throughbackward and forward linkages. The outlook for the industry looks reasonable since Indiahas good iron ore deposits skilled manpower and growing demand for steel. The improveddemand is expected to continue in the current fiscal as well on the back of ongoinggovernment funded infrastructure projects. In spite of a downturn in the Global Steeldemand Indian steel demand could survive showing a upward trend setting a road ahead forthe growth of the domestic steel industry in the long run. The upward trend is expected tobe continued on account of fiscal measures taken by the Government such as infusion offunds for development of infrastructure sector introduction of stimulus packages forrevival of industry besides factors like increase in consumption and production of steelupcoming infrastructure and Greenfield projects stabilization of prices etc. The NationalSteel Policy has a target for taking Indian Steel production upto 110 MT by 2019-20.

e) Risk and concerns: Global economic uncertainties have affected India's economyKey risks synonymous to industry include the global recessionary trend economic slowdownincrease in financial charges non-availability (or undue increase in cost) of rawmaterials such as iron ore coal and labour etc. coupled with market fluctuations. TheCompany does not apprehend any inherent risk in the long run with the exception ofcertain primary concerns that have afflicted the progress of our industry in generallike:

• Shortage of Labour

• Rising manpower and material costs

• Approvals and procedural difficulties.

• Lack of adequate sources of finance.

Apart from this Industry is highly labour intensive and is subject to stringent labourlaws. Your Company has identified the major thrust areas to concentrate on which itbelieves to be critical to achievement of organizational goals. Company annually re-viewsthe ‘List of Risk Area' to identify potential business threats and suitablecorrective actions are initiated. Confirmations of compliance with appropriate statutoryrequirements are obtained from the respective units/divisions. Corporate Governance Policyclearly laying down roles duties and responsibilities of various entities in relation torisk management is in place.

f) Mitigation of Risks: The Company in order to mitigate the risks threats andconcerns is taking necessary short term and long term steps like exploring Open AccessMarket for sale of power expanding customer base forward integration and energymanagement etc. The Company has already taken effective steps for raw material security inthe long term.

g) Internal control system and Audit: The Company believes in systematic workingand placing of proper checks. Proper systems are in place and regular reviews are held athigher levels to check efficacy and relevance of these systems. These reviews alsoprescribe changes wherever required. The internal auditors of the company conducts auditof various department and areas. Their reports are placed before the Audit Committeewhich reviews these reports and comments/suggestions of the Internal Auditors. The AuditCommittee also oversees financial systems/procedures and internal controls and iscompetent to call for any information/document from any department.

h) Discussion on financial performance with respect to operating performance: Theoperating performance of the Company has been discussed in Directors Report under the headFinancial Performance' & Operations and Overall Performance' in thecurrent year.

i) Human resources and industrial relations: Human Resources Department(“HRD”)works continuously for maintaining healthy working relationship with theworkers and other staff members. The underlying principle is that workers and staff at alllevels are equally instrumental in attaining the Company's goals. Training programmes areregularly conducted to update their skills and apprise

them of latest techniques. Senior management is easily accessible for counseling andredressal of grievances. The HR department continuously strives to maintain and promoteharmony and co-ordination among workers staff and members of the senior management. Thetotal number of employees as on 31st March 2016 was 390.

j) Cautionary Statement: The Management Discussions and Analysis describe Company'sprojections expectations or predictions and are forward looking statements' within themeaning of applicable laws and regulations. Actual results could differ materially fromthose expressed or implied. Important factors that could make a difference to theCompany's operations include economic conditions affecting demand and supply and priceconditions in domestic and international market changes in Government regulations taxregimes economic developments and other related and incidental factors.


With a view to conserve the resources in long run your Directors have not recommendedany dividend for the year ended 31st March 2016.


The Company is not required to consolidate its Financial Statements for the year ended31st March 2016 as Company do not have any subsidiary.


The Company and its Registrar M/s. Bigshare Services Private Limited who is lookingafter the physical as well as Demat work and also shareholders correspondence in terms ofSEBI direction for having a common Registrar and Share Transfer Agent endeavored theirbest to service the Investors satisfactorily.


The Company did not propose to transfer any amount to any reserves.


There have been no material changes and commitments affecting the financial position ofthe Company which have occurred between the end of the financial year of the Company towhich the financial statements relate and the date of this report.


During the year under review there are no changes in the nature of the business of thecompany.


The Company has in place adequate internal financial controls with reference tofinancial statements. During the year such controls were tested and no reportablematerial weaknesses in the design or operation were observed.


Your Directors state that:

1. in the preparation of the annual accounts for the year ended 31st March2016 the applicable accounting standards have been followed and there are no materialdepartures from the same;

2. the Directors have selected such accounting policies and applied them consistentlyand made judgements and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at 31st March 2016 and ofthe profit of the Company for the year ended on that date;

3. the Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

4. the Directors have prepared the annual accounts on a ‘going concern' basis;

5. the Directors have laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and are operatingeffectively; and

6. the Directors have devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems are adequate and operating effectively.


Four meetings of the Board of Directors were held during the year on 10thApril 2015 31st July 2015 06th November 2015 and 15thJanuary 2016. In respect of such meetings proper notices were given and the proceedingswere properly recorded and signed in the Minutes book maintained for the purpose. Nocircular resolutions were passed by the Company during the financial year under review.


Mr. Rajesh R. Gupta (DIN 00028379)

In accordance with the provisions of Companies Act 2013 and the Articles ofAssociation of the Company Mr. Rajesh R. Gupta (DIN 00028379) Director of the Companyretires by rotation at the ensuing Annual General Meeting and being eligible offershimself for reappointment.

Mr. Bharat Bhushan Chadha (DIN 00298713)

Mr. Bharat Bhushan Chadha (DIN 00298713) resigned from the directorship of the Companywith effect from 03rd November 2015 and board of directors noted the same inboard meeting held on 06th November 2015.


The Independent Directors have submitted the Declaration of Independence as requiredpursuant to section 149(7) of the Companies Act 2013 stating that they meet the criteriaof independence as provided in sub-section 149(6) of Companies Act 2013.


The Nomination and Remuneration Committee has laid down the criteria for performanceevaluation of the individual Directors and the Board.

The framework of performance evaluation of the Independent Directors captures thefollowing points:

A. Key attributes of the Independent Directors that justify his / her extension /continuation on the Board of the Company;

B. Participation of the Directors in the Board proceedings and his / her effectiveness;

The evaluation was carried out by means of the replies given / observations made by allthe Directors on the set of questions developed by them which brought out the keyattributes of the Directors quality of interactions among them and its effectiveness.


The Company does not have any employee whose particulars are required to be givenpursuant to the provisions of section 197 of the Companies Act 2013 read with Rule 5(2)& (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014.

Disclosures pertaining to remuneration and other details as required under Section197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 are annexed hereto marked as Annexure “D”and forms part of this report.


Particulars of Investments made pursuant to Section 186 of the Companies Act 2013 areprovided in Note 10 to the Financial Statement. The Company has not given any loan orguarantee or provided security during the year under review.


The Company did not enter into any transactions / contracts or arrangement with any ofthe related party during the financial year ended 31st March 2016 pursuant tosection 188(2) of the Companies Act 2013.


Audit Committee

The Audit Committee was reconstituted at the Board Meeting held on 6thNovember 2015 due to the resignation of Mr. Bharat Bhushan Chadha from the post ofDirectorship of the Company. Presently the Committee comprises of Mr. Shantanu Mohapatraas the Chairman and Mr. Mukesh R. Gupta Dr. B.R. Singh and Mr. Devidas Kambale as theMembers.

All the recommendations made by the Audit Committee are accepted and implemented by theBoard of Directors. More details on the committee are given in the Corporate GovernanceReport.

Nomination and Remuneration Committee

The Nomination and Remuneration Committee was reconstituted at the Board Meeting heldon 6th November 2015 due to the resignation of Mr. Bharat Bhushan Chadhafrom the post of Directorship of the Company. Presently the Committee comprises of Dr.B.R. Singh as the Chairman and Mr. Mukesh R. Gupta and Mr. Devidas Kambale as the members.During the financial year 2015-2016 no meetings of Nomination and Remuneration Committeewere held.

Stakeholders Relationship Committee

The Stakeholders Relationship Committee is entrusted with the responsibility ofredressing the shareholders'/ investors' complaints with respect to transfer of sharesnon-receipt of Annual Report non-receipt of dividend etc. The Committee comprises of Mr.Mukesh R. Gupta as the Chairman and Mr. Devidas Kambale and Dr. B.R. Singh as the Members.

Risk Management Committee

The Risk Management Committee of the company comprises of Mr. Mukesh R. Gupta as theChairman and Mr. Babulal Agarwal Mr. Rajesh R. Gupta and Mr. Jagannath Dange as theMembers.

Risk Management Policy

The Risk Management policy is formulated and implemented by the company. The policyhelps to identify the various elements of risks faced by the company which in the opinionof the Board threatens the existence of the Company. The Risk Management Policy asapproved by the Board is uploaded on the company's website at the web link: policies.html.

Remuneration Policy

The Remuneration policy provides guidelines to the Nomination & RemunerationCommittee relating to the Appointment Removal & Remuneration of Directors and KMP. Italso provides criteria for determining qualifications positive attributes andindependence of a director.

The Nomination and Remuneration policy as approved by the Board is uploaded on thecompany's website at the web link:

Whistle Blower Policy & Vigil Mechanism

The Company has formulated Whistle Blower Policy & established Vigil Mechanism forthe directors and employees of the Company to report serious and genuine unethicalbehavior actual or suspected fraud and violation of the Company's code of conduct orethics policy. It also provides adequate safeguards against victimization of persons whouse such mechanism and makes provision for direct access to the chairperson of the AuditCommittee in appropriate or exceptional cases. None of the employees of the Company hasbeen denied access to the Audit Committee.

Mr. Nitesh Tanwar Company Secretary and Compliance officer of the company has beendesignated as Vigilance and Ethics Officer for various matters related to Vigil Mechanism.

The Policy on Vigil Mechanism and Whistle Blower Policy as approved by the Board isuploaded on the company's website at the web link: .


The Company has taken adequate steps to ensure that all mandatory provisions ofCorporate Governance as prescribed under SEBl (Listing Obligations and DisclosureRequirements) Regulations 2015 are complied with. The report on Corporate Governance asstipulated under SEBl (Listing Obligations and Disclosure Requirements) Regulations 2015forms an integral part of this Report. The requisite certificate from the Auditors of theCompany confirming compliance with the conditions of corporate governance is annexedhereto marked as Annexure “E” and forms part of this report.


Statutory Auditor

Pursuant to Section 139 of the Companies Act 2013 rules made thereunder and subjectto approval of the members of the company at the Annual General Meeting the Board ofdirectors on the recommendation of the Audit Committee appointed M/s Todarwal &Todarwal Chartered Accountants (Firm Registration No.111009W) as the Statutory Auditorsof the company for the period of three financial years commencing from 1stApril 2014 to 31st March 2017.

The Board based on the recommendation of the Audit Committee recommends theratification of the appointment of M/s Todarwal & Todarwal Chartered Accountants(Firm Registration No.111009W) as the Statutory Auditors. The members are thus requestedto ratify the appointment of aforesaid Statutory Auditors for the next ffnancial year20162017 at the ensuing Annual General Meeting.

The Statutory Auditors have not reported any incident of fraud to the Audit Committeeof the Company in the year under review.

Cost Auditor

In terms of provisions of Section 148 of the Companies Act 2013 and in accordance withnotification issued by the Ministry Of Corporate Affairs F.No.52 /26/ CAB - 2010 dated 2ndMay 2011 M/s Manisha & Associates Nagpur Cost Accountants was appointed as CostAuditor of the Company for the financial year 2015-16 and they have offered themselves forre-appointment for the financial year 2016-17. The Company has filed Cost Audit Report forthe financial year ended 31 st March 2015 with the Central Government withinthe time limit prescribed under the Companies Act 2013.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 the Board hasappointed Mr. K. C Nevatia of K. C Nevatia & Associates a firm of Company Secretariesin Practice to undertake the Secretarial Audit of the Company for the financial year ended31 st March 2017. The Secretarial Audit Report does not contain anyqualification reservation or adverse remark. The Secretarial Audit Report is annexedhereto marked as “Annexure B” and forms part of this Report.


The Information on conservation of energy technology absorption foreign exchangeearnings and out go which is required to be given pursuant to the provisions of section134(3)(m)of the Companies Act 2013 read with Rule 8 of

Companies (Account) Rules 2014 is annexed hereto marked as Annexure ‘A* andforms part of this report.


The Extract of the Annual Return for the Financial Year 201516 is enclosed with thisreport pursuant to section 92(3) of the Companies Act 2013 as Annexure ‘C'and forms part of this report.


Your Directors state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under review:

1. Details relating to deposits covered under Chapter V of the Act.

2. Issue of equity shares with differential rights as to dividend voting or otherwise.

3. Issue of shares (including sweat equity shares) to employees of the Company underany scheme save or ESOS.

4. No significant or material orders were passed by the Regulators or Courts orTribunals which impact the going concern status and Company's operations in future.

Your Directors further state that during the year under review there were no casesfiled pursuant to the Sexual Harassment of Women at Workplace (Prevention Prohibition andRedressal) Act 2013.


Your Directors place on record their sincere appreciation and gratitude for theassistance and generous support extended by all Government authorities FinancialInstitutions Banks Customers and Vendors during the year under review. Your Directorswish to express their immense appreciation for the devotion commitment and contributionshown by the employees of the company while discharging their duties.

For and on behalf of the Board

Date : 14th April 2016 Mukesh R. Gupta
Place : Mumbai Chairman



Energy Conservation Measures Taken:-

Following are the measures on account of energy conservation :

1. Keeping minimum RPM of 24 nos of shell air fan maximum air volume is achieved by100% damper opening of individual fans which saved significant amount of power.

2. By reducing 50% of operation hours in product separation system substantial savingpower is achieved.



1. Substantial reduction of direct fuel like coal by increasing campaign life.

2. Yearly steam generation has been increased due to continual operation of DRI Kilns .

3. By Re-using Blow down water from CPP for DRI plant utility we have saved around 5%power consumption.



1. Automatic control of field lighting by providing Timer switches at differentLocation.

2. De-arator make-up was done from DM transfer pump directly. Now DM water is taken inHotwell with natural recirculation without DM pump running.

3. Conversional lightings are replaced with LED lamp.


1. Replacement of Steam traps with Thermodynamic type Stream Traps in Main Steam lineto reduce the steam loss

2. Draig Chain Modification in Boiler - The length of Draig Chain feeder is reduced by3 mtr from its 16 mtr. Length. From this modification its travelling time is reduced andthe advantages of this are -

a) Power saving achieved because of low RPM set.

b) Reduction in breakdown period because of low length of Chain.

c) Low maintenance cost.

3. Fills replacement in Cooling Tower - The PVC fill are replaced with new one. The airflow got increased due to which effectiveness of cooling tower got increased and therequirement of running of standby cooling tower fan to maintain required parameters goteliminated. Now we are achieving operating parameters with running of two cooling towerfans only instead of three cooling tower fans. Thus there is 110kW power saving hourly.

4. Earlier Hotwell level was maintained through two Condensate Extraction Pumps at Fullload of turbine. The impeller of one of CEP pump is modified to increase the flow ofCondensate Extraction Pump. Now hotwell level is maintained through single pump.


Total Foreign exchange Earned and Used

(Rs. in Lacs)

Foreign Exchange earned in terms of Actual Inflows Nil
Foreign Exchange outgo in terms of Actual Outflows '43.94


For and on behalf of the Board
Date: 14th April 2016 Mukesh R Gupta
Place: Mumbai Chairman


Auditors' Certificate regarding compliance of conditions of Corporate Governance To theMembers of Lloyds Metals and Energy Limited

We have examined the compliance of conditions of Corporate Governance by Lloyds Metalsand Energy Limited for the year ended on 31st March 2016 as mentioned in Regulation 27and other related Corporate Governance Regulations of the SEBI (Listing Obligations andDisclosure Requirements) Regulation 2015 of the said Company with Stock Exchange.

The compliance of conditions of Corporate Governance is the responsibility of theCompany's Management. Our examination has been limited to a review of the procedures andimplementation thereof adopted by the Company for ensuring compliance with the conditionsof the Corporate Governance as mentioned in Regulation 27 and other related CorporateGovernance Regulations of the SEBI (Listing Obligations and Disclosure Requirements)Regulation 2015. It is neither an audit nor an expression of opinion on the financialstatements of the Company.

In our opinion and to the best of our information and according to the explanationsgiven to us and based on the representations made by the Directors and the Management wecertify that the Company has complied with the conditions of Corporate Governance asmentioned in Regulation 27 and other related Corporate Governance Regulations of SEBI(Listing Obligations and Disclosure Requirements) Regulation 2015.

We state that such compliance is neither an assurance as to future viability of theCompany nor of the efficiency or effectiveness with which the management has conducted theaffairs of the Company.

For and on behalf of TODARWAL & TODARWAL Chartered Accountants

Kunal Todarwal


M. No. 137804

Date : 14th April 2016

Place : Mumbai