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NMDC Ltd.

BSE: 526371 Sector: Metals & Mining
NSE: NMDC ISIN Code: INE584A01023
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VOLUME 203317
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OPEN 132.00
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VOLUME 203317
52-Week high 152.50
52-Week low 102.80
P/E 13.99
Mkt Cap.(Rs cr) 41,510
Buy Price 0.00
Buy Qty 0.00
Sell Price 131.20
Sell Qty 150.00

NMDC Ltd. (NMDC) - Director Report

Company director report

Dear Members

Your Directors are pleased to present the 59th Annual Report on the performance of yourCompany together with the Audit Report and Audited Accounts for the year ended 31stMarch 2017 and the Report thereon by the Comptroller and Auditor General of India.

1.0 PERFORMANCE HIGHLIGHTS

During the year under review the Company has recorded turnover of Rs.8830 croresachieved Profit Before Tax (PBT) of Rs.4294 crores and achieved Profit After Tax (PAT) ofRs.2589 crores.

The major performance highlights are summarized as under:

• Achieved production of 340.05 LT and sales of 356.21 LT. Highest ever achievedsince inception of the Company.

• Turnover for the year under review was Rs.8830 crores compared to Rs. 6457crores in the previous financial year 2015-16 recording an increase of 37%.

• Profit Before Tax (PBT) from continuing operations was Rs.4294 crores comparedto Rs.4093 crores in the previous financial year 2015-16 recording an increase of 5%.

• Profit After Tax (PAT) was Rs.2589 crores compared to Rs. 2712 crores in theprevious financial year 2015-16 recording a decrease of 4.5%.

• Net worth of the Company stood at Rs.22519 crores as on 31.03.2017 22.66%lower than Rs.29118 crores in the previous financial year 2015-16.

The Company has declared an Interim Dividend of Rs.4.15 per share for FY 2016-17.

• Capital expenditure of Rs.3468 crores has been incurred during the year underreview.

• Completed buyback of 800825526 equity shares of Re.1/- each @ Rs.94/- pershare under tender route involving an outgo of Rs.7527.76 crores.

• Govt. of India has accorded in-principle approval for strategic disinvestment ofNMDC Iron & Steel Plant (NISP) at Nagarnar.

2.0 PHYSICAL PERFORMANCE

2.1 Production

Product Achievement Percentage of change
2015-16 2016-17
Iron Ore
(lakh tonnes) 285.74 340.05 19.00%
Diamond
(Carats) 35558 35636 0.22%
Sponge Iron
(Tonnes) 6614 5474 (-) 17.24%

3.0 SALES OF IRON ORE

Particulars Physical Value
(in lakh tonnes)

(Rs. in crore)

Achievement

% of

Achievement

% of
2015-16 2016-17 change 2015-16 2016-17 change
Domestic 277.13 328.92 18.68% 5975.13 7804.15 30.61%
Export through MMTC 11.26 27.29 142.36% 352.80 904.75 156.45%
Total Sales 288.39 356.21 23.52% 6327.93 8708.90 37.63%

3.1 Other Sales

Products Achievement
2015-16 2016-17
a) Diamond
Sales (carats) 36683 25631
Value (Rs. in crore) 52.61 41.91
b) Sponge Iron
Sales (tonnes) 8365 8579
Value (Rs. in crore) 13.14 13.13
c) Wind Power
Sales (lakh units) 185 220
Value (Rs. in crore) 6.30 7.48

4.0 FINANCIAL PERFORMANCE

4 .1 Operating Results

Parameter

Achievement

Percentage of change
2015-16 2016-17
Profit Before Tax (PBT)
(Rs. in crore) 4093 4294 4.91%
Profit After Tax (PAT)
(Rs. in crore) 2712 2589 (-) 4.54%
Net Worth (Rs. in crore) 29118 22519 (-) 22.66%
Book value per share (Rs.) 73.44 71.17 (-) 3.09%
Earnings per Share (Rs.) 6.84 7.22 5.56%

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

4.2 Profit & Dividend

During the year under review your Company has earned profit before tax from continuingoperations of Rs.4294 crores on a turnover of Rs.8830 crores in comparison with previousyear's achievement of Rs.4093 crores and Rs.6457 crores respectively.

The Company has declared Interim Dividend for FY 2016-17 @ Rs.4.15 per share in themonth of March 2017 involving an outgo of Rs.1313 crores. The share of Government withequity stake of 74.94% is Rs.984 crores.

The Board of Directors at its meeting held on 25th May 2017 has recommendeddeclaration of final dividend of Re.1/- per share subject to approval of the shareholdersat the AGM. The total dividend including final dividend if approved aggregates Rs. 5.15per share.

4.3 TRANSFER TO RESERVES

The Company proposed not to transfer any amount from net profit to General Reserve.

4.4 MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF FINANCIAL YEAR OF THE COMPANY TO WHICH THEFINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT - Nil.

4.5 DEPOSITS

The Company has not accepted any deposits covered under Chapter-V of the Companies Act2013 during the year under review.

5.0 INTERNAL CONTROL SYSTEMS

Necessary disclosure in respect of Internal Control Systems and their adequacy has beenmade in Annexure-C to the Independent Auditors' Report dated 11.07.2017 which forms partof the Annual Report.

6.0 (a) PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF THE

COMPANIES ACT 2013.

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

(b) RELATED PARTY DISCLOSURE

Disclosures on related party transactions forms part of the Notes to the Balance Sheetboth of Standalone and Consolidated.

7.0 (a) STATUTORY AUDITOR'S REPORT

The Audit Report for both Standalone and Consolidated Financial Statements for the FY2016-17 is unmodified and does not contain any qualification reservation or adverseremark.

(b) SECRETARIAL AUDIT REPORT

The Secretarial Audit Report for the FY 2016-17 as done by M/s Hanumanta Raju &Co. Company Secretary in whole time practice does not contain any qualificationreservation or adverse remark.

8.0 NEW PROJECTS & BUSINESS DIVERSIFICATIONS

In line with the Vision plan of augmenting its Production & Evacuation capacitytechnology upgradation diversification &value-added products NMDC has taken up manyambitious projects. Some of the projects have been completed and others nearingcompletion. Action for new projects have been initiated. During the financial year2016-17 the details of Projects undertaken by NMDC are summarized as under:

A Completed Projects

1 Crushing & Downhill system of 11B - Kirandul Complex

2 Crushing Plant & Downhill Conveyor - Kumaraswamy

• 1.2 MTPA Pellet Plant - Donimalai

B Ongoing Projects

1 3 MTPA Iron & Steel Plant - Nagarnar Chhattisgarh

2 Doubling of KK line between Kirandul to Jagdalpur

• Doubling of KK line between Jagdalpur to Ambagaon

4 Additional Screening Line & upgradation of existing conveyors

C Projects awaiting Statutory clearances

1 Screening Plant III - Kirandul Complex

2 Screening Plant II - Donimalai Complex

• 15 MTPA Slurry Pipeline - Kirandul to Nagarnar

D SPVs

1 Rail SPV (IRCON - SAIL - NMDC-CMDC)

2 State of Karnataka (Steel)

• State of Jharkhand (Steel)

E International Projects

1 Tanzania Gold Mine

2. Legacy Iron Ore Limited Australia

11B Crushing Plant with Downhill Conveyor was successfully commissioned in 2015 and isin operation now. The associated facilities like service building and telecommunicationpackages etc are being carried out on the risk and cost of the previous contractors.

The 4th line in Screening Plant of Deposit-10/11A was also completed in 2016-17 whichhelped in handling of additional ROM upto the tune of 2 MTPA.

Projects / schemes for capacity expansion

To augment the production and to improve the quality of product mix from BailadilaSector the schemes like SP-III Kirandul relocating Crushing Plant-14 and Downhillconveyor additional screening lines Rapid Wagon Loading System (RWLS) etc are envisaged.Waste mining and increase in evacuation capacity being a major area of focus for enhancingthe life of mines the schemes like beneficiation plant in Bacheli and Slurry pipelinefrom Bacheli to Nagarnar has also been taken up.

In the financial year 2016-17 the Company has achieved success in terms of completionof Kumaraswamy Iron Ore Mines Pellet Plant in Donimalai Complex. The constructionactivities for Kumaraswamy Crushing & Downhill conveyor was completed in 2015. TheDownhill conveyor being one of its kind in India for Iron Ore conveying due care wastaken for commissioning of the conveyor and gradually operate it on full load.

The 1.2 MTPA Pellet plant at Donimalai is under advance stage of commissioning andtrial run was taken up during 2016-17.

The upcoming schemes in Donimalai Complex includes a second Screening Plant of 10 MTPAfor handling the ROM from Donimalai & Kumaraswamy mines in addition to the existingScreening Plant. For improving the rake loading capacity in the Donimalai sector anadditional Loading facility of 7 MTPA along with Railway Yard at Ranjitpura is beingplanned. Railway consultant is being appointed to prepare the TEFR & DPR.

NMDC was in the process of setting up a Dead Burnt Magnesite Plant at Katra about 55km from Jammu on Jammu Tikri road through its JV Company JKMDC (a JV of NMDC and JKML withequity ratio 74:26). Required statutory clearances for this project was obtained and workswere started.

NMDC has made an expenditure of about Rs.60 Crores in this project as of now.

But the project activities have been suspended due to the withdrawal of Environmentalclearance by MoEFCC based on feedback from Shrine Board. To resume the project activitiesNMDC has taken up the matter at various levels with State Govt. MoEFCC etc.

Projects / Schemes to enhance evacuation capacity

To augment the evacuation capacity from Bailadila sector many projects & schemesare taken up like doubling of KK line Rowghat-Jagdalpur line Slurry Pipeline etc.Doubling of KK line is executed by Railways as a deposit work and is in advance stage.During the year 2016-17 33.96 km of railway line was completed in section 1 and 17.6 kmwas opened for traffic. The works in other two sections are also in advanced stages and isexpected to be completed in 2018-19. The completion of this project will augment theevacuation capacity of Bailadila sector through Railway line from 20 MTPA to 40 MTPA.

For increasing the rake loading capacity in Kirandul an uniflow system is beingplanned. This will reduce the rake loading time and turnaround time of rakes. The schemefor this project has been prepared and in the process appointing a Railway consultant forpreparation of TEFR and DPR.

NMDC is also participating in the Rowghat-Jagdalpur Rail line project as a major stakeholder with 43% share along with SAIL IRCON & Govt. of Chhattisgarh being other stakeholders with 21% 26% & 10% respectively. This line will be helpful in reduction ofdistance by about 260 Kms and facilitate NMDC in the cost competitiveness of Iron Oresupplies in Raipur region. This line will also be helpful for Steel Plant project atNagarnar for inward & outward traffic and also provide a better customer connectivityfor Iron Ore & Steel customers.

NMDC has taken up an ambitious project of laying Slurry Pipeline from Bailadila toJagdalpur and further upto Visakhapatnam. The capacity of the line 15 MTPA and this willbe associated with facilities like beneficiation Plant at Kirandul & Bacheli PelletPlant at Nagarnar and Vizag. The Slurry Pipeline between Bacheli to Nagarnar is beingexecuted by NMDC and from Nagarnar to Vizag is envisaged to be executed in SPV mode. Theworks for Bailadila to Jagdalpur segment (140 Km) has been taken up. This project ischallenging in terms of obtaining various clearances and permissions from statutory bodiesand complexity of the route.

The project team along with environment department is working hard for obtaining theEnvironment & Forest clearances. The enabling work for Pellet Plant at Nagarnar hasstarted and tendering actions for the technological packages have been initiated. Theenvironment clearance for beneficiation plant at Bacheli has been obtained.

Steel Plant Project

The progress in the Steel Plant in 2016-17 has been quite good as compared to theprevious years in all the fields.

Civil works completed by end March'2016 was 52.6% with an addition of 17.7% during2016-17 resulting in cumulative completion of civil work of about 70.3%.

Structural erection completed by end March'2016 was 28.3% with an addition of 21.5 %during 2016-17 resulting in cumulative completion of structural erection of about 49.8%.

Equipment erection completed by end March'2016 was 10.8% with an addition of 12.2%during 2016-17 resulting in cumulative completion of equipment erection of about 23.1%.

The CAPEX achievement during the financial year 2016-17 was Rs.2845 Crore as comparedto Rs.2507 Crore during 2015-16 with an increase of 13.5%.

The value of works awarded during the Financial year 2016-17 was Rs.617.1 Crore.

The progress in the fourth quarter of 2016-17 was commendable as compared to the otherquarters of the financial year.

The project team at Nagarnar is working hard to complete the construction activities byDecember'2017 and to start the commissioning activities progressively.

Promoting New Steel Plants through SPVs

NMDC is promoting Steel SPVs for setting up new steel plants in the state of Karnatakaand Jharkhand and jointly with SAIL at Chhattisgarh. This initiative is under acollaborative approach of Ministry of Steel GoI and respective State Government. TheSteel SPVs shall acquire land seek water and power allocation and iron ore linkage forsetting up the Steel plant and then invite a strategic partner to develop and constructthe Steel Plant. NMDC shall ensure the ore linkage to the SPVs though JVs with StateMining corporations.

The Steel SPV in Jharkhand has selected the site and has applied for allocation ofland water and power. In the state of Karnataka the land acquisition is in advancedstage through KIADB. NMDC has also sought for iron ore allocation in the state ofChhattisgarh Jharkhand and Karnataka for ore linkage to the steel SPVs.

Implementation of Mine Transport Surveillance System

An MoU was signed between CSIR-CIMFR and NMDC Limited for the following activities atthe different projects of NMDC Limited for a duration of five years:

Phase-I

1. Field assessment and implementation of Mine Transport Surveillance System.

2 . Air Quality assessment and implementation of dust suppression system in CrushingScreening and Loading Plants Stock Piles and transfer points.

Phase-II

1. Slope stability studies

2 . Cost effective and safe blasting solutions

3. Any other activity of mutual interest as per the requirement of NMDC.

Mine Transport Surveillance System (MTSS) has been chosen for implementation at KIOMKumaraswami DIOM Donimalai and Donimalai Pellet Plant in first phase.

The brief details of Mine Transport Surveillance System (MTSS) are as follows:

1. Weighbridge Automation

2 . Centralized billing and software solution

3. In-motion weigh bridge

4. Perimeter Surveillance/ Virtual Fencing

5. GPS and RFID based tracking

6. Proximity Warning

7. CCTV Surveillance

8. Wireless Networking

Solar Power Projects

With the green energy initiative of Govt. of India focussing more on renewableenergies NMDC has taken up setting up of Solar Power projects (Rooftop & Overland) atits Office premises and at its Paloncha unit. This includes

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

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

(c) 5 MW overland solar power generation at SIU Paloncha a unit of NMDC.

The rooftop solar power unit at Head office has been commissioned and is in operation.The approval for investment decision for other two solar projects have been obtained andinitiated tendering action.

Challenges in Project Execution

The major challenges faced in project implementation are due to delay in obtainingstatutory clearances. The delay in obtaining statutory clearances for any particularpackage affect the integral commissioning of the facilities even if the upstream anddownstream facilities are ready.

It is also seen that the project activities are suffering because of the poor financialconditions of the contractors commercial dispute between the consortium members etc.Project department has taken many pro-active steps to overcome such situations byimplementing time based payment mechanism direct payment to vendors/ sub-contractorspartial taking over of works from the scope of the contractors in line with contractprovisions providing interest bearing advance etc.

8.1 OVERSEAS PROJECTS / NMDC GLOBAL

GOLD MINING PROJECT TANZANIA:

NMDC has got a Mining Lease (ML) of 38.83 km2 at Bulyang 'Ombe (Ntobo)Tanzania. It is planned to setup a Pilot Plant of 12 ton per hour initially. MetallurgicalTests of samples have been done. Selection of agency for Design Engineering andConstruction of the Pilot Plant through tendering process is in progress.

8.1.1 Australia

Legacy Iron Ore Perth Australia

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

Legacy is presently carrying out exploration in its 19 exploration tenements in WesternAustralia in Iron Ore Gold and base metals. Legacy has 60% interest in Mt Bevan Iron OreProject which has a JORC compliant Indicated and Inferred resource of 1.17 billion tonnesmagnesite. Legacy's major gold focus lies in the South Laverton region and base metalsfocus lies in the Koongie Park region of Western Australia.

8.1.2 International Coal Ventures Pvt. Ltd. (ICVL)

ICVL acquired a coking / thermal coal mine in Mozambique in 2014 and operation of thesame was taken over by ICVL. ICVL post acquisition of Benga mine at Mozambique madeefforts to bring down its cost of production and minimize cash loss in operation whichresulted in significant reduction in cost compared to the pre acquisition era. Howeverwith the depressed coking coal prices the operations continued to make losses. In view ofthe same mining operations was stopped from 31st December 2015.

ICVL undertook strategic review of Benga operations by an external consultant toconsider re-starting of operations whilst coking coal prices remained volatile during theyear. ICVL is in the process of appointing new contractors for mining and transportoperations to restart the coking coal mining operations at Mozambique.

8.1.3 Venture into Strategic Raw materials

Tungsten metal is of strategic importance due to its essential requirement in defenceand aerospace sector and currently India meets its entire requirement through imports.NMDC has entered into MoUs with both MIDHANI and DMRL to explore tungsten investmentopportunities in India and abroad.

8.2 Leases for minerals 8.2.1 Iron Ore 8.2.1.1 In Chhattisgarh

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

8.2.1.1.1 Bailadila Iron Ore Deposit No.13

Mining lease was granted for Bailadila Iron Ore Dep-13 over an area of 413.745 Ha infavor of NMDC Ltd. for

50 Years. Performance security has been deposited with the State Government in the formof a bank guarantee for an amount of Rs.426.69 Crores and Mine Development and ProductionAgreement was signed on 10.01.2017. The lease deed was executed and registered on10.01.2017 over an area of 315.813 Ha.

ML Grant Order No.F3-84/95/12 dated 07.01.2017 of Deposit No.13 issued by "MRDGovernment of Chhattisgarh" Para 12 (9) (1) states that "after the execution ofthe lease deed NMDC will transfer the Mining Lease to the Company "NMDC-CMDCLtd." Accordingly NMDC is taking necessary steps to transfer the Mining Lease ofDeposit-13 in favor of "NMDC-CMDC Ltd."

The deposit has mineable reserve of 324.69 MT of lron Ore and the project is having ECof 10 MTPA. The development of Deposit-13 is being undertaken by NMDC-CMDC Ltd.

8.2.1.1.2 Bailadila Iron Ore Deposit No.4

As per the Minutes of FAC held on 26th December 2016 Agenda No.14 (FNo.8-72/2016- FC)FAC deferred the proposal for approval under section 2(iii) of Forest Conservation Act1980 till the submission of inspection report by the team headed by Addl. Director Generalof Forest (FC). Since obtaining FC was one of the conditions of "LoI" issued byGovt. of Chhattisgarh vide its letter No.F2-20/2005/12 Raipur dated 13.01.2012 the MiningLease Grant order was not issued by Government of Chhattisgarh and therefore the leasedeed could not be executed before the due date of 11.01.2017.

The proposal for Forest Clearance of Deposit-4 was again deliberated in the FAC meetingheld on 28.02.2017 (Ref: F No.8-12/2016-FC) under agenda No.7. FAC after thoroughdeliberation on the inspection report submitted by the Committee headed by ADG(FC)decided not to recommend the proposal.

Fresh application will be submitted to the Chhattisgarh State Government by NMDC-CMDCLtd. for allocation of Deposit-4 in favor of NMDC-CMDC Ltd. under reservation as persection 17A(2A) of MM(D&R) Amendment Act 2015.

8.2.1.1.3 In respect of Bailadila-1 & 3

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

8.2.1.2 In Jharkhand

Sasangoda:

A JV Company (NMDC 60% & JSMDC 40%) Jharkhand National Mineral DevelopmentCorporation Limited (JNMDC) has been incorporated with its registered office at Ranchi.DMG Government of Jharkhand has granted PL for iron ore & Manganese in Sasangoda NEarea in favor of JNMDC Limited for a period of 3 years. M/s JNMDC applied for renewal ofPL for a period of two years. Detailed Geological mapping and topographical survey havebeen completed. Lol has been issued for carrying out exploratory drilling in PL area.Forest Clearance application for conducting drilling and other exploration works wassubmitted. FAC of MoEF & CC recommended for Forest Clearance. Drilling will becommenced after grant of renewal of PL.

8.2.1.3 Other PL/ML Applications:

Your Company is pursuing for reservation for Ghatkuri Iron ore area in West SinghbhumDistrict.

8.2.1.4 In Karnataka

Your Company is pursuing for ML for Ramandurg and Kumaraswamy Deposit (contiguous to MLNo.1111). Ramandurg iron ore deposit is subjudice and pending in the Hon'ble Supreme Courtof India. For reservation of Ramandurg deposit under section 17A (2A) of MM (D&R)Amendment Act 2015 NMDC has sent the proposal to Chief Secretary Govt. of Karnataka.MoS Govt. of India also has requested Govt. of Karnataka for reserving Ramandurgdeposit having 5.17 Sq. Km area in favor of NMDC. In addition your Company has appliedfor 3 prospective blocks contiguous to Donimalai ML under reservation. Secretary Ministryof Steel GoI has written a letter to Chief Secretary Govt. of Karnataka for reservationof 3 blocks (154.50 ha) adjacent to Donimalai Iron Ore Mines for PL-cum-ML and one block(196 ha.) contiguous to Kumaraswamy Iron Ore Mines for ML.

8.2.1.5 In Odisha

Your Company is pursuing for ML for Mankadnacha and Malngtoli iron ore deposits.

8.2.1.6 In Madhya Pradesh

Iron Ore Prospective Blocks:

Three Prospective Blocks were applied for Iron Ore i.e. Sidhi Block Bagrodha PF &Dulchipur RF and Dhaurra Village. GoMP has given permission to NMDC for prospecting worksin Dhaurra area after getting statutory clearances from forest and revenue departmentsunder Sub-section (1) of Section (4) of MM (D&R) Amendment Act 2015. Tripartite MoUamong GoMP (MRD through DGM) MPSMCL & NMDC was signed for geological and geophysicalexploration in various Districts of M.P. Director DMG GoMP granted permission forreconnaitary survey.

8.2.1.7 In Andhra Pradesh

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

8.2.2 Diamond

8.2.2.1 In Andhra Pradesh

Your Company is pursuing for grant of 3 PLs falling in the Forest area (Renewalapplication submitted) in Kalyandurg area Anantapur District. FAC recommended for forestpermission for drilling. NMDC requested Director DMG for grant of renewal of PL's infavor of NMDC. Once the Govt. of Andhra Pradesh grant the renewal of PL's in favor ofNMDC exploration will be commenced in 3 PL areas.

8.2.2.2 In Madhya Pradesh

Your Company has applied for 17 Nos. of areas for Diamond and Iron ore (6 ProspectiveBlocks in Panna Dist.

5 PL's in Tikamgarh Dist. 3 Large Prospective Blocks for Diamond 3 Prospective Blocksfor Iron Ore and

1 Prospective Block for various minerals like Diamond Gold PGE Nickel etc.).

Tikamgarh PL's:

Based on RP works 5 PL applications namely Acharra Dargany Kalan Jalandarpur SunraiKhas & Birorakhet were submitted to Mining Officer Tikamgarh. All 5PLs (DarganyKalan Jalandharpur Birorakhet Sunrai Khas and Acharra) for Diamond in Tikamgarh Districtin Madhya Pradesh were forwarded by MP Govt. to MoM GoI New Delhi. MoM New Delhirequested Secretary MRD GOMP Bhopal Controller General of IBM and Director General ofGSI for their comments for grant of Prospecting License in 5PL's in favour of NMDC under4(2)(a) of Mineral (Evidence of Mineral Content) Rules 2015 and Rule 7 of MCR 1960 &3A to 3E of MCDR 1988. MRD Bhopal sent their comments to MOM New Delhi for all the 5PL's. Your Company will start detailed exploration in these areas after grant of PL's.

Large area Diamond Prospective Blocks:

Your Company has applied for three large area Prospective Blocks namely Damoh BlockChhattarpur Panna Block-1 and Chhattarpur Panna Block-2 for diamond exploration.Tripartite MoU among GoMP (MRD through DGM) MPSMCL & NMDC was signed for geologicaland geophysical exploration for various Districts of M.P. Director DMG GoMP grantedpermission for reconnaitary survey. The team of Geologists visited the large diamondblocks in Chhattarpur Panna Block 1 & 2 Damoh and Stream Sediments Sampling is underprocess in Damoh and Chhattarpur blocks.

8.2.2.3 Panna Prospective Blocks:

Tripartite MoU among GoMP (MRD through DGM) MPSMCL & NMDC was signed forgeological and geophysical exploration for various Districts of M.P. Director DMG GoMPgranted permission for reconnaitary survey. Exploration will be commenced in 5 ProspectiveBlocks namely Karmatiya Lakshmipur Pali Khirwa South and Khirwa West.

Prospective block for various minerals:

One area was applied for various minerals (Diamond Gold PGE Nickel etc.) inJabalpur Katni Block (563 Sq. Km.). Tripartite MoU among GoMP (MRD through DGM) MPSMCL& NMDC was signed for geological and geophysical exploration for various Districts ofM.P. Preliminary exploration started.

8.2.3 Platinum Group of elements

8.2.3.1 In Uttar Pradesh

Your Company is pursuing for Tsganan area Dangli and Dangli RF in Lalitpur District.

8.2.4 Coal

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

As per the Section-5 of the Coal Mines (Special Provision) Act 2015 your Company istrying to get Coking & Non Coking Coal Blocks for captive and commercial miningthrough auction or allocation.

9.0 SUBSIDIARY / ASSOCIATE / JOINT VENTURE COMPANIES MONITORING FRAMEWORK

a) NMDC has 7 subsidiaries and stake in 5 Associates & 5 JV Companies. The names ofthese Companies and percentage of NMDC stake in these companies are as follows: b) Thesubsidiaries of NMDC are Board managed with the primary interest to manage such Companiesin the best interest of the shareholders. The framework for Subsidiary / Associate / JVCompanies are as under:

i) All investments in these Companies are approved by the Board of Directors. ii) TheCompany nominates its representatives on the Board of these Companies. iii) The minutes ofthe meetings of these Companies are placed before the Board.

Notes:

1) Subsidiary / Associate / Joint Venture Companies have been categorized in line withdisclosures as made in the financial statements.

2 ) A step down Subsidiary Company of NMDC-SAIL Ltd. by the name Chhattisgarh MiningVentures Ltd. was incorporated on 08/11/2016.

10.0 ENVIRONMENT MANAGEMENT:

The Company has obtained Environmental Clearance for Screening Plant-III Kirandul on23/12/16 from MOEFCC New Delhi and tree felling permission on 14/2/17 from ForestDepartment Raipur. Consent for Establishment has also been obtained for proposed 2 MTPAPellet Plant at Nagarnar from CECB Raipur on 30/10/16. The Final forest clearance underF.C. Act 1980 obtained for Transmission line of Pellet Plant at Donimalai on 1/2/17 fromRegional Office MOEFCC Bangalore and diversion of 315.813 Ha forest land for Deposit-13Mining Lease area from MOEFCC New Delhi on 9/1/17. The Lease deed for BailadilaDeposit-13 was executed on 10/11/17. The expert appraisal Committee meetings were held forissue of Environmental clearance for capacity expansion of Bailadila Deposit-10 from 4.2to 6.0 MTPA and proposed 10 MTPA Screening

Plant-II at Donimalai and the committee recommended the projects for Environmentalclearance. The draft EIA/ EMP report submitted to CECB Raipur for arranging Publicconsultation for capacity expansion of Bailadila Deposit-14/11C project Kirandul from 12to 20 MTPA.

Carbon foot print studies were conducted for F.Y 2016-17 and Green House Gas emissionswill be disclosed in Carbon disclosure project. Donimalai Panna Diamond Mining ProjectBailadila Deposit-10 obtained FIVE Star rating from IBM Ministry of Mines. SustainableMining Initiative Audit was carried out for iron ore mines located at Bacheli and Kirandulthrough FIMI New Delhi. The recommendations of SMI will be implemented to obtainFive-star rating for Bailadila Deposit-14 11C 11B and 5 mines. Water Audit was alsocarried out at all projects of NMDC and recommendations of audit are under implementationby projects to conserve water and also to improve the efficiency of motors / pumps arrestleakages etc.

The Company has participated in Chhattisgarh Hariyar plantation programme during theyear 2016-17 and contributed Rs.25 Crore to Hariyar Kosh for undertaking block plantationin the State of Chhattisgarh. The Company is undertaking all environmental pollutioncontrol works such as de-silting of check dams / check bunds tailing dams constructionof buttress walls at toe of waste dumps and geo-coir matting on waste rock dumps forstabilization of dumps. The Company is organizing monitoring studies covering allenvironmental parameters by recognized laboratories. The studies indicated that allenvironmental parameters are found to be well within the limits.

10.1 Sustainable Development Performance

Under S.D. programme your Company has awarded the work orders for construction of STPwith SBR technology at Bacheli (2 MLD) Kirandul (3 MLD) Donimalai (3 MLD) and the workis under progress. Your Company has also deposited an amount of Rs.28.15 Crore towardsBio-diversity conservation plan expenditure at Bailadila Iron Ore Mines with ForestDepartment in CAMPA AC.

11.0 SAFETY

Mine Safety - Activities

NMDC has its training centers in all its projects. They are equipped withinfrastructure as required under Mines Vocational Training Rules. These centers cater tothe needs of basic training refresher training and training for skilled workers and alsofor those injured on duty.

In each mining project of NMDC sufficient number of workmen inspectors arenominated/appointed for mining operations mechanical and electrical installations as perstatutory requirements.

27th Corporate Level Tripartite Safety Committee Meeting of Bailadila Iron Ore Mines /Diamond Mining Project and Donimalai Iron Ore Mine / Kumarswamy Iron Ore Mine wasconducted at Head Office.

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

Corporate Level Tripartite Safety Committee Meetings are being held regularly once in ayear at Head Office. 27th Corporate Level Tripartite Safety Committee Meeting of BailadilaIron Ore Mines / Diamond Mining Project was conducted on 24.10.2016 and Donimalai Iron OreMine / Kumarswamy Iron Ore Mine was conducted on 03.02.2017.

Safety Committees have been constituted in every operating mine and pit safety meetingsare held every month discussing the safety matters and corrective actions related to workatmosphere.

Man days lost per 1000 man days worked for the year 2016-17 is 0.20 and 0.34 for theyear 2015-16.

Integrated Management System (IMS) i.e. Quality Management System - ISO 9001:2008;Environmental Management System - ISO 14001:2004; Occupational Health & SafetyManagement System - OHSAS 18001:2007

& Social Accountability - SA 8000 Certification Standards.

All the NMDC Production Projects viz. BIOM KC; BIOM BC; DIOM; DMP Panna including R& D Centre are accredited with Integrated Management System (IMS).

OHS Activities:

Occupational Health Services have been provided with adequate manpower andinfrastructure and are functioning in full-fledged manner at all the projects headed byQualified Doctors trained in OHS at Central Labour Institute Mumbai. Periodical MedicalExamination under statute is carried out regularly in all the projects with a plannedprogramme.

Safety Management System:

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

12.0 IMPLEMENTATION OF INTEGRITY PACT:

With an objective of improving transparency in public procurement andcontracts NMDC Ltd. have entered into MOU with Transparency International India forimplementation of Integrity Pact Programme on 24th September 2007.

• We are one of the first Mining Navratna Company to have entered into theIntegrity Pact Programme during the year 2007.

• We are among the first 10 public sector companies having entered into MOU withTransparency International for implementation of Integrity Pact Programme among thevarious PSU's with Integrity Pact compliance.

• For covering the majority of the procurements initially in 2007 the thresholdvalues for entering into the Integrity Pact have been fixed as follows:

Civil Works Rs.50.00 Crores
Contracts Rs.50.00 Crores
Procurement Rs.15.00 Crores
3 To widen the coverage of Integrity Pacts the threshold limits have been revised from 2009 onwards as follows:
Civil Works Rs.20.00 Crores
Contracts Rs.20.00 Crores
Procurement Rs.10.00 Crores

 

I Batch of IEMs
1. Shri M. Gopalakrishna IAS (Retd.)
} from 04.10.2007 to 30.09.2010
2. Dr. S. Ramnarayan Prof. ISB Hyderabad
II Batch of IEMs
1. Shri S. Anwar IAS (Retd.) From 21-09-2010 to 30-09-2013
2. Dr. J.S. Juneja Former Chairman NSIC From 01-10-2010 to 30-09-2013
III Batch of IEMs
1. Shri Ajit Kumar Jain IAS (Retd.) From 26-12-2013 to 25-12-2016
2. Shri Ramesh Chandra Panda IAS (Retd.) From 19-12-2013 to 18-12-2016
IV Batch (Present) of IEM
1. Shri Ramesh Chandra Panda IAS (Retd.) From
19-12-2016 onwards

Review Meetings

Review meetings with IEMs are held on quarterly basis.

13.0 NMDC'S R&D CENTRE AT HYDERABAD

NMDC has an R&D Centre at Hyderabad which has been bestowed with "Centre ofExcellence" by UNIDO. The centre has capabilities for undertaking studies onmineralogy batch ore dressing mineral beneficiation pilot plant agglomeration pyro andhydro metallurgy bulk solids flowability with facilities for chemical analysiselectronic data processing and development of new products.

14.0 GLOBAL EXPLORATION CENTRE RAIPUR

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

15.0 IMPLEMENTATION OF OFFICIAL LANGUAGE POLICY

Your Company successfully implemented Official Language Policy of Government of Indiain its Headquarters Projects and Units.

A new course devised by Govt of India "Hindi Parangat" was started at HindiTraining Centre of Head Office to make Officers and employees work in Hindi efficiently.In addition Hindi Workshops were conducted in every quarter at Head Office and all theProjects/Units for practical training of doing day-to-day official work in Hindi. Trainingin "Hindi Unicode" was imparted to work in Hindi on computers. Regular classeswere held to impart Hindi Stenography training to all the English Stenographers.

Incentive Schemes for writing noting letters Registers in Hindi and giving dictationin Hindi were implemented throughout the year. Hindi Fortnight was celebrated. VariousHindi competitions were conducted and prizes distributed to the participants. To promoteuse of Hindi "Monthly Hindi Competitions" were conducted. To encourage usage ofRajbhasha in Projects and units "NMDC Rajbhasha Shield" Scheme was started.

Meetings of Official Language Implementation Committees were held in every quarter atHead Office and all the Projects. To monitor use of Rajbhasha and suggest measures toaugment the same inspections and Desk trainings programs were conducted at variousprojects and units. Rajbhasha contact programs which were held every month at variousdepartments of HO by Officers of Rajbhasha Departments at Head Office to increaseawareness towards Official Language. Desk training in Hindi was also imparted during suchprograms.

A Joint Hindi workshop for small undertakings of Twin cities was conducted at HeadOffice under the aegis of Town Official Language Committee (Undertakings)Hyderabad-Secunderabad. Also an "Inter-Undertaking Hindi Competition" wasorganized for employees of all the undertakings. All India Conference of RajbhashaOfficers was also conducted at Head Office. House journal dedicated to Official language"Khanij Bharati" was published. Various Hindi/Bilingual magazines newsmagazines were also published from Head Office and Projects viz Sarjana Takaneeki SopanTakaneeki Khitiz Baila Samachar Bacheli Samachar Doni Samachar NISP Patrika She Newsetc.

NMDC was awarded First Prize "Rajbhasha Shield" by Ministry of Steel Govt.of India for excellent implementation of Rajbhasha. NMDC was also conferred with FirstPrize-"Rajbhasha Shield" by Town Official Language Implementation Committee (U)Hyderabad-Secunderabad in mid-sized category for outstanding implementation of Rajbhasha.

16.0 DETAILS REQUIRED TO BE FURNISHED IN TERMS OF MICRO SMALL AND MEDIUM ENTERPRISES

DEVELOPMENT ACT 2006 (MSMED).

NMDC is looking to improve its Vendor base under MSE Category in procurement of goodsand services. It always supports and encourages the participation of MSEs in variousprocurements duly indicating the concessions applicable for MSEs as per Govt. guidelinesin all the tender documents. NMDC is continuously registering MSE vendors to enhance thevendor base.

During the FY 2016-17 NMDC has participated in various National and State Level VendorDevelopment Programmes / MSME Expos for Buyer - Seller meet at Hyderabad TirupatiJagdalpur Raipur Bilaspur Mathura Belgaum Kolar Goa and Donimalai.

17.0 MANPOWER

17.1 Employee-Employer relations

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

17.2 Scheduled Castes & Scheduled Tribes

37 candidates belonging to Scheduled Caste and 56 candidates belonging to ScheduledTribes were appointed in the year 2016 against 259 posts filled by direct recruitment.

17.3 Strength of SCs & STs as on 31st March 2017

1. Total number of employees = 5572
2. Scheduled Castes amongst them = 956
3. Scheduled Tribes amongst them = 1195
4. Total SCs and STs = 2151
5. Physically challenged employees = 100

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

NIL

17.5 Staff Welfare activities

Adequate facilities for education health accommodation and recreation were in place.Various Bipartite fora have been functioning satisfactorily.

17.6 Promotion of Sports

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

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

No complaint has been received and no case has been filed under the Sexual Harassmentof Women at Workplace (Prevention Prohibition and Redressal) Act 2013 during thefinancial year 2016-17.

18.0 HUMAN RESOURCES DEVELOPMENT

An ever changing highly competitive business landscape necessitates NMDC to placesignificant thrust on harnessing the potential of the people within the organization as akey differentiator for sustained growth. The Human Resources Development (HRD) function atNMDC is an integral part of the business aimed at actively conceptualizing andimplementing contemporary and customized HR initiatives policies and practices in linewith organizational vision.

Human Resources Development at NMDC has embarked upon creating a robust HR ecosystem byestablishing strong linkages between its people systems & processes by adopting novelhigh impact HR Initiatives in areas like Leadership Development Culture Building robustPerformance Management Skill Development and Employee Engagement.

Capability Building Programmes:

NMDC's HRD Team has crafted initiatives include core programmes straddling variousdimensions of Leadership Capability Enhancement and Skill(s) Development along withcustomised programmes that address diverse capability-building needs at various levels ofthe organization. These programmes cover not just functional competencies but behavioralinputs as well to ensure comprehensive development of our human resources. Training isdelivered both internally and via external bodies to meet the specific requirements ofroles or to target professional development. Such training ensures that employees areaware of their personal and Company obligations related to their workplace safety andenvironment standards as well as industry and international standards. Corporate HRD hasOrganized 24 Nos of Customised In House Training Programmes covering 690 Executives during2016-17 193 Nos of External Training Programmes covering 483 executives on varioussubjects 28 Nos of Executives are sent abroad for Foreign Training Programmes/ AMP.

Leadership Development:

To create & sustain leadership pipeline programmes like AMP GMP & tailor-madecustomized interventions on leadership development are organized. 8 senior Executives arenominated for AMP and 53 Executives are imparted Training in GMP and Other Leadershipdevelopment Programmes held during 2016-17.

High Potential Leadership Development Programme (HI-POs) for AGMs/DGMs:

Corporate HRD has planned a progressive intervention for creating a robust leadershippipeline by taking High Potential Leadership Development Programme for middle levelManagers covering around 258 Executives. It will bridge the gap in pool of leaders in nearfuture and also will create the necessary efficient leadership pipeline in long term forbetter business results.

• Conducted ADC and Psychometric Assessment for 241 Executives out of 258Executives available in the E-5 and E-6 Grades.

• Prepared Merit List based on ADC Psychometric assessment and Performance Ratingfor three Years and submitted to Top Management for Approval.

• Identified 28 Coaches and trained them under Coaching Skills Workshop.

• Detailed IDP and Training Plan is envisaged for identified high potentials.

AAROH-II:

A Strategic Orientation Workshop (HR Conclave) for Management and Trade UnionRepresentatives is organized on 3rd & 4th April 2017 at Kodaikanal covering ManagementRepresentatives and Trade Union Representatives.

Project Management/Risk Management:

25 Nos of Executives in the level of E-5 &E-6 are imparted 6 Days Training in"Project Management".

Mentoring and Coaching:

HRD has continued its thrust on Mentoring & Coaching programme which is anessential element for developing executives within the Organization.

24 Nos of Senior Executives are imparted Training on Mentoring and Coaching during2016-17.

Strengthening of Quality Circles:

To further strengthen the Quality Circles Movement in NMDC HRD has given more thruston Quality Circles activities by adding 5% more QCs this year. 43 nos. of Quality Circles(QCs) are formulated and working in various conventions.

Executive Development Programmes:

• Nos of EDP (one month) & 3 Nos MDP (one week) for Executive Trainees (ETs)selected under NMDC & NISP are conducted at ASCI Hyderabad during FY 2016-17.

HRD AWARDS:

• Corporate HRD has bagged Green Tech Gold Award in Training Excellence.

• NMDC has won BEST HR Practices Case study Contest Award by SCOPE New Delhi.

19.0 VIGILANCE

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

Vigilance Department in NMDC is certified under ISO 9001:2008 conforming to the QualityManagement System. Surveillance Audit of Vigilance Department has been conducted by M/s.Integrated Quality Certification Pvt. Limited on 07.02.2017 and recommended forCertification which is valid up to 14.09.2018.

During the year (Apr 2016 - March 2017) 92 surprise checks 107 regular inspectionsand 15 CTE type inspections were conducted. During period 61 grievances were addressed inthe CPGRAMS Portal. Complaints received were taken up for investigation and necessarydisciplinary action wherever required was recommended. Apart from these the thrust areastudies were conducted on following activities:

1. Study of Cost Cap - HEM equipments

2. Study of Asset Register

3. Study of Mining Contracts

As part of implementation of "Leveraging of Technology for transparency" inall the transactions information about limited tender enquiries above Rs. 30 lakhsdetails of contracts concluded above Rs. 10 lakhs works awarded on nomination basissingle tender basis above Rs. 1 lakh information regarding bill payments to thecontractors etc. are provided on the Company's website. Efforts to encouragee-procurement e-tender e-auction are being made continuously.

NMDC has adopted implementation of Integrity Pact since November 2007. The thresholdlimit of Rs.20 crores in case of civil works and contracts and Rs.10 crores in case ofprocurement is being followed. Till date the Integrity Pact is entered into 109 contractswith a value of Rs.19102 crores. As such more than 90% of the total value of thecontracts is covered under Integrity Pact. In addition procurements through e-procurementand sales are in place.

The Vigilance Awareness Week 2016 was celebrated from 31.10.2016 to 05.11.2016 with theadministration of pledge to all the employees by Dr. N.K. Nanda Director (Technical) on31.10.2016. The theme for this year was "Public participation in promoting Integrityand eradicating Corruption".

Units of NMDC at - Kirandul Bacheli Donimalai Panna NISP Nagarnar Sponge IronUnit and Regional Offices at New Delhi Bangalore Kolkata Vizag etc. have observed theVigilance Awareness Week and similar programmes were conducted there also. CVC's AnnualSectoral Review Meeting with Chief Executives/CMDs and CVOs of Steel and Mines and DefenceSector was held on 1.02.2017 at NMDC Hyderabad.

20.0 DIRECTORS' RESPONSIBILITY STATEMENT

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

(a) in the preparation of the annual accounts for the financial year ended 31.03.2017the applicable accounting standards had been followed along with proper explanationrelating to material departures;

(b) the Directors had selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company at the end of the financial year and ofthe profit and loss of the Company for that period;

(c) the Directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

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

(e) the Directors had laid down internal financial controls to be followed by theCompany and that such internal financial controls are adequate and were operatingeffectively.

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

21.0 DECLARATION ON MEETING THE CRITERIA OF INDEPENDENCE AS PER THE COMPANIES ACT 2013

The Independent Directors have given a declaration on meeting the criteria ofindependence as stipulated in Section 149(6) of the Companies Act 2013 in the FY 2017-18.The Board of Directors at its 503rd meeting held on 25.05.2017 has noted the declarationas made by the Independent Directors.

22.0 COMPANY'S POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

All Directors are appointed by Govt. of India.

23.0 NUMBER OF BOARD MEETINGS HELD

During the year under review 9 meetings of the Board were held. For further detailsreference may kindly be made to Corporate Governance Section of the Annual Report.

24.0 IMPLEMENTATION OF RISK MANAGEMENT POLICY

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

During the year under review four meetings of the Board level Risk ManagementCommittee were held.

25.0 NMDC STRATEGIC MANAGEMENT

PLAN (NMDC VISION 2025)

A long-term strategic management plan (SMP) 'Vision 2025' was formulated in 2015 asper which its Iron ore Mining capacity was envisaged to be increased to 75 million tonnesper annum (MTPA) by 2018-19 and 100 MTPA by FY 2021-22.

Since the formulation of SMP the business environment for commodities/iron orewitnessed severe downturn necessitating a re-look at the ambitious growth agenda. Theprices of steel products and iron ore have come down significantly and global surplusscenario is likely to prevail in the foreseeable future for both the steel and the ironore industry globally.

Taking into account the market scenario the SMP was reviewed by NMDC in March 2016and expansion targets have been re-worked 50 MTPA by 2018-19 and 67 MTPA by 2021-22.

The above expansion plan of NMDC takes into account the high prospects of the growth ofthe Indian Steel Industry in the coming years with several factors indicating the samesuch as thrust of the government on infrastructure development growing urbanizationextensive plans of rail network expansion improving power generation etc. Low per capitasteel consumption in the country at 63 kg/t vis--vis the world average of 208 kg/t alsoindicate the huge growth potential the Indian steel industry has.

Besides the expansion plan the SMP approved by the Board in June 2015 also envisagedintroduction of systemic interventions in six strategic transformation areas - BusinessOperations Sustainability Capital Projects Human Resource and IT. Several initiativesin this respect are under implementation such as License-to-Operate computer-based model(in which all the statutory approvals will be brought under one umbrella driving costreduction and other business-improvement initiatives etc.

26.0 DETAIL OF DIRECTORS OR KMP APPOINTED OR RESIGNED DURING THE YEAR.

The following Director ceased to be Director on the Board of the Company:

Smt. Bharathi S. Sihag Govt. Nominee Director w.e.f. 08.02.2017 The followingDirectors were appointed on the Board of the Company: i) Shri R. Sridharan CMD w.e.f.07.12.2016 ii) Shri Saraswati Prasad Govt. Nominee Director w.e.f. 08.02.2017

The Board places on record its deep appreciation for the valuable contribution made bySmt. Bharathi S. Sihag during her tenure on the Board of the Company.

27.0 AUDIT

a. Statutory Auditors

On the advice of the Comptroller and Auditor General of India New Delhi your Companyappointed the following firms of Chartered Accountants as Statutory Auditors of theCompany for the year 2016-17:

S.No. Unit Statutory Auditors
1 Head Office M/s. Tej Raj & Pal
R&D Centre Chartered Accountants
SIU & Consolidation Plot No. 1278/2256/4294
Govinda Prasad
Bomikhal
Bhubaneswar - 751 010 Odisha
2 Kirandul M/s. O P Totla & Co.
Bacheli Chartered Accountants
NISP Jagdalpur C-16 First Floor Shyam Market
Vizag Office Near LIC Building Pandri
Raipur-492 004(C.G)
3 Donimalai M/s. Vijay Panchappa & Co.
Chartered Accountants
Maruti Complex
II Floor Line Bazar
Dharwad Dharwad-580 001 Karnataka.
4 Panna M/s. Amit OM & Co.
Chartered Accountants
2nd Floor Dr. Bajaj Complex
17/12 Tashkhand Marg-SP
Next to PVR Campus Civil Line
Allahabad-211001(UP)
b. Cost Auditors
M/s Prasad Bharathula & Associates
Cost and Management Consultants
House No.2-4-911 Road No.6
Samatapuri Colony Post. Saroornagar
Hyderabad - 500 035
c. Secretarial Auditors
M/s D. Hanumanta Raju & Co.
Company Secretaries
B-13 F1 P.S. Nagar
Vijaynagar Colony
Hyderabad - 500 057

28.0 IMPLEMENTATION OF RIGHT TO INFORMATION ACT 2005

All the provisions of the RTI Act 2005 are being complied with by the Company. Inorder to ensure timely disposal of RTI applications PIOs have been appointed in each ofNMDC's Units. A close monitoring of the RTI applications received is done to ensure thatthe replies are sent in time.

The details of RTI applications received in Head Office and all the Units of theCompany during the period 01.04.2016 to 31.03.2017 are as follows:

Month No of Applications received Information Provided Rejected
April 2016 (Pending as on 01.04.2016 - 08) 17 03
May 2016 26 13 04
June 2016 22 24 05
July 2016 44 37 02
August 2016 25 21 01
September 2016 20 26 01
October 2016 14 22 02
November 2016 11 07 01
December 2016 14 14 Nil
January 2017 05 04 02
February 2017 11 07 Nil
March 2017 18 11 02
TOTAL 241 203 23

Pending as on 31.03.2017 - 14 Requests 01 Applications have been transferred to otherCPIOs.

29.0 DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR

TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATION IN FUTURE -NIL

30.0 AWARDS RECEIVED BY THE COMPANY

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

• Bailadila-10/11A Bailadila Iron Ore Mine Chhattisgarh; Donimalai Iron OreMine Donimalai & Diamond Mining Project Panna MP received Five Star Rating from theIBM for Sustainable Development practices.

• Bailadila Iron Ore Complex awarded FIMI Golden Jubilee Award for excellence inEnvironment & CSR.

• Most Efficient PSU Award from Dalal Street Journal.

• Governance Now PSU Award for Strategic Performance under financial category fromGovernance Now Magazine.

• Ispat Rajbhasha Shield (First Prize) amongst PSUs of MoS for Implementation ofRajbhasha.

• India Pride Award in Mining category from Dainik Bhaskar Group.

• Kirandul Bacheli Doniamalai & Panna Projects got Green Tech Award (Silver)in the field of Environment & CSR.

• NIPM Award for Best HR Practices.

• Best CSR Practices Award and Most Caring Company Award by World CSR Congress.

• Global HR Excellence Award for Best HR Strategic Plan by Planman HR.

31.0 VIGIL MECHANISM

NMDC being a PSU the guidelines of Central Vigilance Commission (CVC) are applicablewhich provides adequate safeguard against victimization of the employees. No person hasbeen denied access to the Audit Committee. The Board of Directors at its 451st meetingheld on 20.09.2012 approved the internal Whistle Blower Policy of NMDC. In terms of thesaid Policy CVO NMDC has been designated as the Nodal Officer for implementation ofInternal Whistle Blower Policy. The internal Whistle Blower Policy has also been uploadedon the intranet of the Company for information of all the employees. In terms of WhistleBlower Policy the Screening Committee will comprise of CMD and Chairman of AuditCommittee. No complaint has been received by the Company under Whistle Blower Mechanismfor the year under review. In order to spread awareness about Whistle Blower Policyawareness programmes were conducted during the Vigilance Awareness Week 2016 at Projects.

32.0 DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION 143(12) OF THE

COMPANIES ACT 2013 OTHER THAN WHICH ARE REPORTABLE TO CENTRAL GOVT. - Nil.

33.0 BUYBACK OF EQUITY SHARES BY THE COMPANY

As informed in the Director's Report for the Financial Year 2015-16 approval of theshareholders of the Company was sought by way of Special Resolution through postal ballotvide Postal Ballot notice dated 7th June 2016 the results of which were declared on 4thAugust 2016. Public Announcement dated 4th August 2016 was published in newspapers on 8thAugust 2016. The Draft Letter of Offer (DLOF) was filed with SEBI on 16th August 2016 forcomments. The Letter of Offer incorporating the comments along with the Tender Form wasdespatched on 15th September 2016 to the Shareholders as on record date i.e. 19th August2016. Buyback offer opened on 19th September 2016 and closed on 30th September 2016.

The details of Buyback offers received are summarized as under:

Category of Investor No. of Equity Shares reserved in Buyback No. of Valid Bids Total Equity Shares Validly tendered % Response
General category of other Shareholders 759022334 2 991179425 130.59
Reserved category for Small Shareholders 41803192 44 4993 0.01
Total 800825526 46 991184418 123.77

All Equity Shares validly tendered by Small Shareholders i.e. 4993 Equity Shares havebeen accepted in full. As regards Equity Shares tendered by Shareholders in the GeneralCategory the Additional Equity Shares tendered by them over and above their BuybackEntitlement have been accepted on a proportionate basis. Accordingly out of 991179425Equity Shares validly tendered by the Shareholders in General Category 800820533Equity Shares have been accepted for the Buyback Offer out of which the share ofGovernment of India is 800820108 Equity Shares.

The total amount utilized in the Buyback of Equity Shares is Rs.75277599444excluding transaction costs viz. brokerage applicable taxes such as securitiestransaction tax service tax stamp duty etc. Government of India receivedRs.75277090152 out of the buyback transaction.

The settlement of all valid bids have been completed by the Clearing Corporation / BSEon October 07 2016. Demat Equity Shares accepted under the Buyback have been transferredto the Company's demat escrow account on October 7 2016. The extinguishment of800825526 Equity Shares accepted under the Buyback in dematerialized form has beencompleted on 10th October 2016. The paid-up capital of the Company post Buyback is Rs.3163890474 (pre shareholding was Rs. 3964716000).

34.0 STRATEGIC DISINVESTMENT OF NMDC IRON & STEEL PLANT (NISP) AT NAGARNAR.

The Government of India has accorded in-principle approval for strategic disinvestmentof NMDC's Iron & Steel Plant (NISP) at Nagarnar on 27.10.2016. The entire process ofstrategic disinvestment would be overseen by an Inter-Ministerial Group (IMG) constitutedby Ministry of Steel. The Board of NMDC has accorded approval for engagement of thefollowing intermediaries:

i) M/s SBI Capital Markets Ltd. as Transaction Advisor. ii) M/s J. Sagar Associates asLegal Advisor. iii) M/s Protocol Insurance Surveyors & Loss Assessors Pvt. Ltd. asAsset Valuer.

35.0 FORMAL ANNUAL EVALUATION OF BOARD COMMITTEES AND INDIVIDUAL DIRECTORS.

All the Directors are appointed by Govt. of India.

36.0 REPORT ON CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE

EARNINGS AND OUTGO UNDER THE COMPANIES (ACCOUNTS) RULES 2014 IS AT ANNEXURE-I.

37.0 CORPORATE GOVERNANCE

Report on Corporate Governance is at Annexure-II

38.0 REPORT ON MANAGEMENT DISCUSSION AND ANALYSIS

A Report on Management discussion and Analysis as required in terms of Regulation 34 ofSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 is atAnnexure-III.

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

The extract of Annual Return as provided under Sub-Section (3) of Section 92 read withRule 12(1) of the Companies (Management & Administration) Rules 2014 is atAnnexure-IV.

40.0 SECRETARIAL AUDIT REPORT

Secretarial Audit Report in Form No.MR-3 pursuant to Section 204(1) of the CompaniesAct 2013 is at Annexure-V.

41.0 BUSINESS RESPONSIBILITY REPORT

In compliance with Regulation 34 of SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 Business Responsibility Report (BRR) is at Annexure-VI.

42.0 GLOBAL COMPACT - COMMUNICATION ON PROGRESS

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

43.0 STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF

SUBSIDIARIES / ASSOCIATE COMPANIES / JOINT VENTURES (FORM AOC-1) IS ENCLOSED ATANNEXURE-VIII.

44.0 REPORT ON CSR ACTIVITIES

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

45.0 ACKNOWLEDGEMENT

Your Directors gratefully acknowledge the support cooperation and guidance receivedfrom the Ministry of Steel Ministry of Mines and Ministry of Forests & Environmentand other Departments of Government of India and the State Governments of Andhra PradeshChhattisgarh Karnataka Madhya Pradesh Jharkhand and Telangana.

Your Directors acknowledge the support extended by the valued and esteemedinternational and domestic customers Shareholders stakeholders MMTC Chennai PortTrust Visakhapatnam Port Trust Railways and other Departments of the Central and StateGovernments. We believe that our long-term success is dependant on our domestic customerrelationship and responsiveness. We will do everything possible to provide our customersbetter timely and value added services.

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

Place : Hyderabad (R. Sridharan)
Date : 21st August 2017 Chairman-cum-Managing Director