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Beekay Steel Industries Ltd.

BSE: 539018 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE213D01015
BSE 00:00 | 20 Jul 265.00 -2.05
(-0.77%)
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NSE 05:30 | 01 Jan Beekay Steel Industries Ltd
OPEN 263.00
PREVIOUS CLOSE 267.05
VOLUME 5494
52-Week high 555.55
52-Week low 125.00
P/E 7.14
Mkt Cap.(Rs cr) 505
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 263.00
CLOSE 267.05
VOLUME 5494
52-Week high 555.55
52-Week low 125.00
P/E 7.14
Mkt Cap.(Rs cr) 505
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Beekay Steel Industries Ltd. (BEEKAYSTEELIND) - Director Report

Company director report

To

The Members of

Beekay Steel Industries Limited

The Board of Directors are pleased to present the 36th Annual Report on the businessand operations of your Company together with the Company's Audited Financial Statements(standalone and consolidated) for the financial year ended 31st March 2017:

FINANCIAL RESULTS (` in crores)
Standalone Consolidated
Particulars Financial Year Financial Year Financial Year

Financial Year

2016-17 2015-16 2016-17

2015-16

Sales/Income from Operations 779.43 559.52 779.43

559.52

Profit for the Year before Interest Depreciation & Tax 88.45 66.80 88.45

66.80

Less: Finance Cost 18.79 21.24 18.79

21.24

Less: Depreciation 14.81 15.92 14.81

15.92

Profit Before Taxation 54.85 29.64 54.85

29.64

Less: Current Tax 18.16 9.56 18.16

9.56

Less: Deferred Tax 1.21 0.76 1.21

0.76

Profit for the Year 35.48 19.32 36.25

19.28

Add/(Less): Adjustments 0.0010 0.0045 0.0010

0.0045

Share of Profit/(Loss) from Associates - 0.77

(0.029)

Balance of Profit for the Previous Year 95.03 83.01 95.03

83.01

Balance available for appropriation 130.51 102.32 131.28

102.29

APPROPRIATIONS:
Dividend-Equity Shares 1.91 -

1.91

Dividend Tax 0.38 -

0.38

Transfer to general Reserve 5.00 5.00 5.00

5.00

Transfer to Capital Redemption Reserve

Balance of Profit carried over 125.51 95.03 126.28

94.99

FINANCIAL HIGHLIGHTS

Your Company has achieved a gross turnover of Rs.779.43 Crores as against Rs.559.52Crores in the previous year and turnover escalated by 39 %. There is an increase inoperating EBIDTA of Rs. 88.45 Crores against Rs. 66.80 Crores which is higher by 32%. Thenet profit after tax during the year has increased extensively to Rs. 35.48 Crores asagainst Rs. 19.31Crores for the previous year registering a healthy growth of 84 % whichis remarkable in the History of the Company. The increase in turnover is due tofunctioning & operation of new unit/plant " Beekay Structural Steels TMT BarDivision " at Parwada Visakhapatnam Andhra Pradesh which add significantly to thebottom-line. The increase in EBIDTA Margin Net Profit and Profit after Tax has beenachieved mainly due to change in the product mix supported by improvements in operationalefficiencies benefits derived from cost reduction measures and operation of the new unitat Parwada.

DIVIDEND

Your Directors are pleased to recommend a dividend of 10% ( Re. 1/- ) per equity shareof Rs. 10/- each ( Last year Re.1/- ) for the Financial Year ended 31st March 2017subject to approval of the shareholders at the ensuing Annual General Meeting. The totaloutgo on account of dividend will be aggregating to Rs. 228.85 Lacs (including DividendDistribution Taxes).

The unpaid and unclaimed dividend lying in the Unpaid Dividend Account becomes due tobe transferred to Investor Education & Protection Fund ("IEPF") after aperiod of 7 (seven) years. Your Directors therefore suggest you to claim the unpaiddividend before the last date. The unpaid and unclaimed Dividend for the year 2008-09 hasalready been transferred to the Central Government to Investor Education & ProtectionFund ("IEPF") on 3rd December 2016. The unpaid and unclaimed Dividend for theyear 2009-10 is due to be transferred to Investor Education & Protection Fund("IEPF") by 2nd December 2017.

SHARE CAPITAL

The paid up equity share capital as on March 31 2017 stood at Rs 190909270/-comprising of 19072052 shares of Rs 10/- each fully paid shares and balance of Rs.188750 is the amount of forfeited shares. The Company has not issued any shares duringthe year under review. The company has neither issued shares with differential votingrights nor has granted any stock options or sweat equity.

FINANCE

Cash and cash equivalents as at March 31 2017 was Rs. 998.36 Lakhs ( Last YearRs.366.73 Lakhs) .The company continues to focus on judicious management of its workingcapital receivables inventories and other working capital parameters were kept understrict check through continuous monitoring.

DEPOSITS

Your Company has not accepted any deposits during the year no deposits remained unpaidor unclaimed as at the end of the year and there was no default in repayment of depositsor payment of interest thereon during the year within the meaning of Section 73 of theCompanies Act 2013 and the Companies (Acceptance of Deposits) Rules 2014

AMOUNT TRANSFERRED TO RESERVES

The Company has transferred an amount of Rs.5.00 Crores to the General Reserves out ofthe profit for the financial year ended 31st March 2017.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

The company has neither given any loans or guarantees nor made any investment duringthe year under review. The overall limit is within the powers of the Board as applicableto the Company in terms of the applicable provisions of the Companies Act 2013.

The detail of the investments made loans or guarantees given by company are given inthe notes to the financial statements.

INTERNAL FINANCIAL CONTROLS

The Company has in place an adequate and robust system for internal financial controlscommensurate with the size and nature of its business. Internal control systems areintegral to the Company's corporate governance policy and no reportable material weaknesswere observed in operations.

The internal control systems and procedures are designed to assist in theidentification and management of risks the procedure-led verification of all complianceas well as an enhanced control consciousness.

The Audit Committee of the Company evaluated the adequacy of internal financialcontrol. During the year such controls were tested with reference to financial statementsand no reportable material weakness in the formulation or operations were observed. TheStatutory Auditors of the Company conducted audit on the Company's internal financialcontrol over financial reporting and the report of the same is annexed with Auditor'sReport

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Company has a Corporate Social Responsibility Committee comprising of threedirectors the details of which are mentioned in the Corporate Governance Report whichform part of this Annual Report.

In compliance with section 135 of the Companies Act 2013 read with the Companies(Corporate Social Responsibility Policy) Rules 2014 the company has established CorporateSocial Responsibility (CSR) Committee and statutory disclosures with respect to CSRCommittee forms part of this Report as "Annexure A". The Committee met fourtimes during the year to discharge its responsibilities. The CSR Policy may be accessed onthe Company's website at the web link: https://www.beekaysteel.com .

EXTRACT OF ANNUAL RETURN

In accordance with the provisions of Sections 92 (3) & 134(3)(a) of the CompaniesAct 2013 read with Rule 12 of the Companies(Management and Administration) Rules 2014the details forming part of the extract of the annual return in Form No. MGT – 9 ismarked as ‘Annexure – B' and annexed hereto and forms a part of this report.

NUMBER OF MEETINGS OF THE BOARD

The Board of Directors met 6 (six) times during the year and the maximum intervalbetween two meetings did not exceed 120 days. The details of the number of meetings of theBoard held during the financial year 2016-17 also form part of the Corporate GovernanceReport.

DIRECTORS' RESPONSIBILITY STATEMENT

As required by Sections 134(3) (c) & 134 (5) of the Companies Act 2013 yourDirectors state that:

(a) in the preparation of the annual accounts for the year ended 31st March 2017 theapplicable accounting standards have been followed with proper explanation relating tomaterial departures if any; (b) the accounting policies adopted in the preparation of theannual accounts have been applied consistently except as otherwise stated in the Notes toFinancial Statements and reasonable and prudent judgments and estimates have been made soas to give a true and fair view of the state of affairs of the Company at the end of theFinancial Year 2016-17and of the profit for the year ended 31st March 2017; (c) properand sufficient care has been taken for the maintenance of adequate accounting records inaccordance with the provisions of the Companies Act 2013 for safeguarding the assets ofthe Company and for preventing and detecting fraud and other irregularities; (d) theannual accounts for the year ended 31st March 2017 have been prepared on a going concernbasis. (e) that proper internal financial controls were in place and that the financialcontrols were adequate and were operating effectively.

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

DECLARATION BY INDEPENDENT DIRECTORS

Mr. Brijesh Kumar Dalmia Mr. Bhal Chandra Khaitan Mr. Ravishankar Sridharan Mr.Srikumar Banerjee Mr. Tapan Kumar Banerjee and Mrs. Shyanthi Sengupta are IndependentDirectors on the Board of the Company. The Company has received declarations from all theIndependent Directors of the Company confirming that they meet the criteria ofindependence as prescribed both under the Companies Act 2013 and Securities and ExchangeBoard of India ( Listing Obligations & Disclosure Requirements) Regulations 2015 (hereinafter ‘ SEBI LODR Regulations 2015').

COMPANY'S POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

Pursuant to provisions of Section 178 of the Companies Act 2013 and SEBI LODRRegulations 2015 the Board of Directors of the Company based on the recommendation ofthe Nomination and Remuneration Committee has formulated a Remuneration Policy.

The remuneration policy of the Company inter alia includes the aims and objectivesprinciples of remuneration guidelines for remuneration/ sitting fees to ExecutiveDirectors and Non-Executive Directors fixed and variable components in the remunerationpackage criteria for identification of the Board Members and appointment of seniormanagement personnel.

The criteria for identification of the Board Members including that for determiningqualification positive attributes independence etc. are summarily given hereunder:

The Board Member shall possess appropriate skills qualification characteristics andexperience. The objective is to have a Board with diverse background and experience inbusiness government academics technology human resources social responsibilitiesfinance law etc. and in such other areas as may be considered relevant or desirable toconduct the Company's business in a holistic manner.

Independent Director shall be person of integrity and possess expertise and experienceand/or someone who the

Committee/Board believes could contribute to the growth/philosophy/strategy of theCompany.

In evaluating the suitability of individual Board Members the Committee takes intoaccount many factors including general understanding of the Company's business dynamicsglobal business social perspective educational and professional background and personalachievements.

Director should possess high level of personal and professional ethics integrity andvalues. He should be able to balance the legitimate interest and concerns of all theCompany's stakeholders in arriving at decisions rather than advancing the interests of aparticular section.

Director must be willing to devote sufficient time and energy in carrying out theirduties and responsibilities effectively. He must have the aptitude to critically evaluatemanagement's working as part of a team in an environment of collegiality and trust.

The Committee evaluates each individual with the objective of having a group that bestenables the success of the Company's business and achieves its objectives.

CREDIT RATING

India Rating and Research Private Limited (Ind-Ra) a wing of international ratingagency FITCH Group has upgraded your company Long-Term Issuer Rating to ‘IND BBB+'from ‘IND BBB'. The Outlook is Stable.

RELATED PARTY TRANSACTIONS

All transactions entered with Related Parties during the financial year were on anarm's length basis and were in the ordinary course of business and the provisions ofSection 188 of the Companies Act 2013 are not attracted. Further there are no materiallysignificant related party transactions during the year under review. The necessarydisclosures regarding the transactions as required in Form AOC 2 are given in the notes toaccounts. The Company has also formulated a policy on dealing with the Related PartyTransactions and necessary approval of the Audit Committee and Board of Directors weretaken wherever required in accordance with the Policy. The Company has not entered intoany specific contract with related parties.

RISK MANAGEMENT

The Company has a robust Risk Management framework to identify evaluate businessrisks and opportunities. This framework seeks to minimize adverse impact on the businessobjectives and enhance the Company's competitive advantage. The framework also defines therisk management approach across the enterprise at various levels. Risk Management forms anintegral part of the Company's planning process.

BOARD EVALUATION & CRITERIA FOR EVALUATION

Pursuant to the provisions of the Companies Act 2013 and SEBI LODR Regulations 2015the Board carried out an annual performance evaluation of its own performance theindividual Directors as well as the working of the Committees of the Board. The evaluationprocess inter alia considers attendance of Directors at Board and committeemeetings acquaintance with business compliance with code of conduct vision andstrategy which is in compliance with applicable laws regulations and guidelines. Theperformance evaluation of the Independent Directors was carried out by the entire Board.The performance evaluation of the Chairman and the Non- Independent Directors was carriedout by Independent Directors. Details of the same are given in the Report on CorporateGovernance annexed hereto.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

(i) Directors – Retirement by Rotation:

In accordance with the provisions of the Act and the Articles of Association of theCompany Mr. Vikas Bansal Executive Director & Mr. Gautam Bansal Wholetime Directorretires from the Board by rotation and being eligible offers them for re-appointment.

The above appointments are subject to the approval of the shareholders in the ensuingAnnual General Meeting of the Company.

Mr. Mukesh Chand Bansal was re-appointed as the Managing Director of the Company w.e.f.01.01.2017 for a period of Five (5) years and the shareholders has approved hisappointment in the Annual General Meeting held on 17.09.2016. The Company has receiveddeclarations from all the Independent Directors of the Company confirming that they meetthe criteria of independence prescribed under the Act and the Listing Regulations.

(ii) Wholetime Key Managerial Personnel (KMP):

In view of the provisions of Section 203 of the Companies Act 2013 Shri Mukesh ChandBansal Managing Director Shri Manav Bansal Whole time Director & CFO and ShriRabindra Kumar Sahoo Company Secretary were identified as Key Managerial Personnel of theCompany.

During the year under review there was no change in the composition of the Board ofDirectors.

None of the Directors of the Company are disqualified as per section 164(2) of theCompanies Act 2013 and rules made thereunder. The Directors have also made necessarydisclosures to the extent as required under provisions of section 184(1) as applicable.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS COURTS ANDTRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

No significant and material order has been passed by the regulators courts tribunalsimpacting the going concern status and company's operations in future.

ADOPTION OF INDIAN ACCOUNTING STANDARDS (IND AS)

The Ministry of Corporate Affairs (MCA) vide its notification in the Official Gazettedated February 16 2015 notified the Indian Accounting Standards (Ind AS) applicable tocertain classes of companies. Ind AS has replaced the existing Indian GAAP prescribedunder section 133 of the Companies Act 2013 read with rule 7 of the Companies (Accounts)Rules 2014. As mandated by the MCA Ind AS is applicable to your Company w.e.f. 1stApril 2017.

MATERIAL CHANGES AFFECTING THE COMPANY

There have been no material changes and commitments affecting the financial position ofthe Company between the end of the financial year and date of this Report. There has beenno change in the nature of business of the Company.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

In compliance with provisions of Section 177(9) of the Companies Act 2013 and SEBILODR Regulation the Company has framed a Vigil Mechanism/Whistle Blower Policy to dealwith unethical behavior actual or suspected fraud or violation of the company's code ofconduct or ethics. The Vigil Mechanism/Whistle Blower Policy has also been uploaded on thewebsite of the Company.

The Audit committee oversees the vigil mechanism and the persons who avail themechanism are encouraged to escalate to the level of the Audit Committee for any issue ofconcerns impacting and compromising with the interest of the Company and its stakeholdersin any way. This policy also allows the direct access to the Chairperson of the AuditCommittee.

DETAILS RELATING TO REMUNERATION OF DIRECTORS KEY MANAGERIAL PERSONNEL AND EMPLOYEES

Disclosure pertaining to remuneration and other details as required under Section197(12) of the Companies Act 2013 read with Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 is marked as ‘Annexure– C'which is annexed hereto and forms part of the Directors' Report.

PARTICULARS OF EMPLOYEES

There is no such employee in the Company the information of which is required to befurnished under provisions of the Companies Act 2013 and Rule 5(2) and 5(3) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014. Havingregard to the provisions of Section 136 of the Companies Act 2013 the Annual Reportexcluding the aforesaid information is being sent to the members of the Company.

COMPANY'S WEBSITE

The website of your Company www.beekaysteel.com has been designed to present theCompany's businesses up-front on the home page. The site carries a comprehensive databaseof information including the Financial Results of your Company Shareholding patternDirector's & Corporate profile details of Board Committees Corporate Policies andbusiness activities of your Company. All the mandatory information and disclosures as perthe requirements of the Companies Act 2013 and Companies Rules 2014 and as per the SEBILODR Regulations 2015 (erstwhile Listing agreement ) has been uploaded.

PERFORMANCE & FINANCIAL POSITION OF ASSOCIATE

A K C Steel Industries Ltd. is a listed Company dealing in manufacturing and trading ofsteel and has reported total revenue of Rs. 4.62 Crores and has earned a net profit of Rs.4.97 Lakhs during the year under review.

The Revenue and the profit earned by the Associate Company have not directlycontributed since they have not passed on any profit to the Company earned by them.

AUDITORS & AUDITORS' REPORT Statutory Auditors:

Pursuant to the provisions of the Act the period of the Office of the Auditors M/s.Rustagi & Associates Chartered Accountants expires at the conclusion of the ensuingAnnual General Meeting of the Company. As per the provisions of Section 139 of theCompanies Act 2013 and rules made thereunder it is mandatory for the Company to rotatethe current Statutory Auditors on completion of maximum term as permitted under the Actand rules made thereunder. Accordingly based on the recommendation of Audit Committeethe Board of Directors has proposed to appoint M/s. LIHALA & CO. CharteredAccountants as Statutory Auditors of the Company for a term of 5 (five) consecutiveyears from the conclusion of the Annual General Meeting of the Company to be held for thefinancial year 2016-17 till the Sixth Annual General Meeting of the Company subject to theapproval of the Shareholders in the Annual General Meeting and ratification in each of thesubsequent AGMs. M/s. LIHALA & CO. Chartered Accountants has confirmed theireligibility and qualification required under the Act for holding the office as StatutoryAuditors of the Company. The members are requested to appoint the auditors and to fixtheir remuneration.

The Notes on financial statement referred to in the Auditors' Report areself-explanatory and do not call for any further comments. The Auditors' Report does notcontain any qualification reservation adverse remark or disclaimer.

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 hadappointed Mr. Santosh Kumar Tibrewalla Practicing Company Secretary to conductSecretarial Audit of the Company for the Financial Year 2016-17. The Secretarial AuditReport for the Financial Year ended 31st March 2017 is annexed herewith and marked as‘Annexure -D'. The Report is self-explanatory and do not call for any furthercomments. The Secretarial Auditors Report does not contain any qualification reservationadverse remark or disclaimer.

Cost Auditors:

Pursuant to Section 148 of the Companies Act 2013 in terms of the CentralGovernment's approval the Board of Directors on the recommendation of the Audit Committeere-appointed M/s. Musib & Co. Cost Accountants as the Cost Auditor of the Companyfor the year 2017-18. The remuneration proposed to be paid to the Cost Auditor requiresratification of the shareholders of the Company. In view of this your ratification forpayment of remuneration to the Cost Auditor is being sought at the ensuing Annual GeneralMeeting.

The Audit Committee has also received a Certificate from the Cost Auditors certifyingtheir independence and arm's length relationship with the Company.

The Company submits it's Cost Audit Report with the Ministry of Corporate Affairswithin the stipulated time period and the Cost Audit Report for the financial year 2015-16has already been filed with MCA.

CORPORATE GOVERNANCE

Your Company has initiated by providing the shareholders to avail the option ofreceiving online the requisite documents i.e. notices annual reports disclosures and allother communications by registering their e-mail Ids. For the success of ‘GreenInitiative' as per MCA circular no. 17/2011 & No. 18/2011.

The Company continues to comply with the requirements of SEBI LODR Regulations 2015regarding Corporate Governance. The Report on Corporate Governance together with acertificate from Mr. S.K. Tibrewalla Practicing Company Secretary regarding Compliance ofConditions of Corporate Governance certification by M.D. /CEO and the ManagementDiscussion & Analysis Report are attached herewith which form part of this AnnualReport.

STOCK EXCHANGE LISTING

The Equity Shares of your Company are listed on BSE Limited (nation-wide tradingterminal) under direct listing route the trading of shares have started w.e.f. 25thMarch 2015. The Company's Equity Shares have already been voluntarily delisted from theCalcutta Stock Exchange Ltd. w.e.f. 1st April 2016 under SEBI Delisting Regulation. VideSEBI exit notice to Kanpur Stock Exchange on June 2015; the Kanpur Stock Exchange hasstopped its operation as a Stock Exchange. The applicable annual listing fees have beenpaid to the Stock Exchange till financial year 2017-18.

CODE OF CONDUCT

The Code of Conduct for Directors KMPs and Senior Executive of the Company is alreadyin force and the same has been placed on the Company's website: www.beekaysteel.com.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING

In terms of the Securities and Exchange Board of India (Prohibition of Insider Trading)Regulations 2015 your Company has adopted the Code of Conduct for Prevention of InsiderTrading and the same is also placed on the Company's website: www.beekaysteel.com.

ENERGY CONSERVATION TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Information in accordance with the provisions of Section 134(3)(m) of the CompaniesAct 2013 read with 8(3) of the Companies (Accounts) Rules 2014 regarding conservationof energy technology absorption and foreign exchange earnings and outgo are given in the‘Annexure E' annexed hereto and forms a part of this report.

CONSOLIDATED FINANCIAL STATEMENTS

The Audited Consolidated Financial Statements of your Company for the Financial Year2016-17 is prepared in compliance with the applicable provisions of the Companies Act2013 Accounting Standards as laid down by the Institute of Chartered Accountants of Indiaand the Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015 and forms part of this Annual Report. Form AOC-1 isannexed hereto and marked as ‘Annexure-F'.

Further a statement containing the salient features of the financial statement of theassociate Company in the prescribed format Form AOC-1 and forms part of this AnnualReport.

In accordance with Section 136 of the Companies Act 2013 the audited financialstatements including the consolidated financial statements and related information willbe available on our website. These documents will also be available for inspection duringbusiness hours at the Registered office of the Company. The Company will also makeavailable copy on specific request by any member of the Company interested in obtainingthe same.

In accordance to regulation 33 of Securities & Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 the Company opts to submitconsolidated financial results only on Annual basis and the same has been intimated to therespective Stock exchanges.

DISCLOSURES AS PER APPLICABLE ACT AND SEBI LODR REGULATIONS 2015 i) Composition ofAudit Committee:

The Board has constituted the Audit Committee under the Chairmanship of Mr. BhalChandra Khaitan. Complete details of the Committee are given in the Corporate GovernanceReport attached as Annexure to this Board's Report. ii) Post Balance Sheet events: Thereis no other material changes in commitments affecting the financial position of theCompany occurred since the end of the financial year 2016-17.

iii) Subsidiaries Associates or Joint Ventures:

Your Company has only one Associate Company i.e. M/s. AKC Steel Industries Ltd. anddoes not have any subsidiaries or joint ventures during the year under review. iv)Nomination Remuneration and Evaluation Policy: The Company on recommendation of itsNomination & Remuneration Committee has laid down a Nomination Remuneration andEvaluation Policy in compliance with the provisions of the Companies Act 2013 read withthe Rules made therein and the Listing Agreement with the stock exchanges (as amended fromtime to time). This Policy is formulated to provide a framework and set standards inrelation to the followings: a. Criteria for appointment and removal of Directors KeyManagerial Personnel (KMP) and Senior

Management Executives of the Company. b. Remuneration payable to the Directors KMPsand Senior Management Executives. c. Evaluation of the performance of the Directors. d.Criteria for determining qualifications positive attributes and independence of aDirector.

There has been no change in the policy since last fiscal. The remuneration/ sittingfees paid to the Directors is as per the terms laid out in the Nomination and RemunerationPolicy of the Company.

INDUSTRIAL RELATIONS

The industrial relation during the year 2016-17 had been cordial. The Directors take onrecord the dedicated services and significant efforts made by the Officers Staff andWorkers towards the progress of the Company.

APPRECIATION

Your Directors take this opportunity to express their appreciation for the cooperationand assistance received from the Government of India; the State Governments of AndhraPradesh Tamil Nadu West Bengal and Jharkhand; the financial institutions banks as wellas the shareholders and debenture holders during the year under review. The Directors alsowish to place on record their appreciation of the devoted and dedicated services renderedby all employees of the Company.

Registered Office: For and on behalf of the Board
'Lansdowne Towers' 4th Floor For Beekay Steel Industries Ltd.
2/1A Sarat Bose Road Sd/-
Kolkata – 700 020 Suresh Chand Bansal - Executive Chairman
(DIN : 00103134)
Place : Kolkata Mukesh Chand Bansal- Managing Director
Date: 12th August 2017 (DIN : 00103098)