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Deccan Cements Ltd.

BSE: 502137 Sector: Industrials
NSE: DECCANCE ISIN Code: INE583C01021
BSE 00:00 | 12 Aug 524.05 -3.95
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OPEN 529.95
PREVIOUS CLOSE 528.00
VOLUME 1597
52-Week high 813.95
52-Week low 415.50
P/E 8.23
Mkt Cap.(Rs cr) 734
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 529.95
CLOSE 528.00
VOLUME 1597
52-Week high 813.95
52-Week low 415.50
P/E 8.23
Mkt Cap.(Rs cr) 734
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Deccan Cements Ltd. (DECCANCE) - Director Report

Company director report

Dear Shareholders

The Directors of your company are glad to present the 41st Annual Reporttogether with the Audited Financial Statements of the Company for the Financial Year ended31st March 2021.

Financial Results

The Financial Results for the year ended 31st March 2021 are summarized below: (Rs. inLakhs)

Particulars 2020-21 2019-20
Revenue from operations 75795.18 55533.46
Other Income (net) 1010.58 955.66
Total Income 76805.76 56489.12
Operating expenses 58210.04 47703.81
Depreciation and amorti- zation expenses 2317.09 2091.25
Total expenses 60527.13 49795.06
Profit before Finance cost and Tax and Exceptional Item 16278.62 6694.06
Less: Finance cost 742.60 677.62
Exceptional Item 0.00 962.41
Current tax 3890.42 1235.89
Deferred tax 132.86 (1846.24)
Net Profit after Tax 11512.75 5664.38
Other comprehensive income (5.00) (5.06)
Total comprehensive income for the year 11507.75 5659.32
Profit brought forward from previous year 38400.00 34049.42
Less: Dividend (including Corporate Dividend Tax) 0.00 (1308.74)
Closing Balance of Profit 49907.75 38400.00
Earnings Per Share (in Rs.) 82.19 40.44

Results of Operations:

The profit after tax of the Company for the current year was at Rs.11512.75 Lakh ascompared to the previous year profit of Rs.5664.38 Lakh. During the year there is nochange of business.

The Financial statements are required to be presented in accordance with the Ind-ASrequirements from the financial year 2018-19. As per Ind-AS require -ments GST rebatesand discounts are reduced from the Gross revenue. (Rs. in Lakhs)

Particulars 2020-21 2019-20
Sale of products
(a) Cement - Net Revenue 75078.51 54838.63
(b) Power*
(Net of charges for wheel- ing banking)
Wind 18.76 47.68
Hydel 349.67 519.30
Thermal - -
Power Net Revenue 368.43 566.98
Other operating revenues
Scrap sales 119.06 127.85
Sales Tax Incentives** 229.18 -
Revenue ( Net of Taxes
and Rebates) 75795.18 55533.46

* includes unbilled revenue.

** During the year the company has received sales tax incentive of Rs. 229.18lakhs pertaining to FY 2013- 14.

Operational Results are further elaborated in the Management Discussion and AnalysisReport.

Dividend:

In consonance with the Company’s policy of rewarding its shareholders on aconsistent basis your directors have recommended final dividend of Rs.5/- per equityshare i.e. @100% dividend on the Equity Share Capital of the Company for FY 2020-21subject to approval of the members in the ensuing annual general meeting of the Company.

The cash outflow for the final dividend FY 2020-21 if declared by the members will beRs.700.38 Lakh.

The cash outflow for dividend declared for FY 2019- 20 was Rs.560.30 Lakh and Rs.115.19Lakh towards tax on dividend totaling to Rs.675.49 Lakhs.

Your directors have not proposed to transfer any sum to Reserves for the financial year2020-21.

Capital Structure:

There is no change in the capital structure during the year.

Deposits:

During the year under review the Company has not invited / accepted any amount fallingwithin the purview of provisions of Section 73 of the Companies Act 2013 read with theCompanies (Acceptance of Deposits) Rules 2014.

Management Discussion and Analysis Report:

A report on the Management Discussion and Analysis is appended to this Report.

Business Responsibility Report:

Business Responsibility Report as per regulation 34 of the listing regulations formspart of this Annual Report.

Corporate Governance:

The Company’s Report on Corporate Governance is attached and forms part of thisReport.

Certificate -pany M/s. M Anandam & Co. Chartered Accountants confirming thecompliance with the conditions of Corporate Governance as stipulated under the SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015 is appended to thisReport.

Transfer to Investor Education and Protection Fund (IEPF):

During the year the Company has transferred a sum of Rs.225606/- the unclaimed andunpaid dividend pertaining to the Financial Year 2012-13 to the Investor Education andProtection Fund (IEPF) in compliance with applicable provisions of the Companies Act2013. The amount supposed to be transferred to the IEPF by 18th October 2020.Accordingly your Company had taken necessary steps to transfer the unclaimed and unpaiddividend to the IEPF on or before 18th October 2020 and the Dividend paymentbanker had transferred the said unclaimed and unpaid dividend to account of the IEPF byNEFT on 14th October 2020. However due to some technical reasons the linkingof the UTR with the Challan couldnot happen. In this connection your Company raised aservice request with the MCA. However the problem was not resolved and on 26thOctober 2020 the dividend payment banker informed your company that due to non-linking ofthe UTR with the SRN the amount returned to the account. On the same day your companyrequested the dividend payment banker to transfer the unclaimed and unpaid dividend to theIEPF and the dividend payment banker transferred the same to the account of the IEPF byNEFT on 26th October 2020 and this time your Company succeeded to link the UTRwith the SRN of the Challan. Due to the above stated reason there was a delay of 8 daysin transferring the unclaimed and unpaid dividend to the IEPF. Further the unclaimed andunpaid dividend amount pertaining to the Financial Year 2013-14 is due for transfer toIEPF on 30th October 2021. The year wise details of unpaid and unclaimed amounts lyingwith the Company as on 31st March 2021 is available in the Company’swebsite "www.deccancements. com". Shareholders are advised to check their unpaidand unclaimed dividend status and contact the Company for encashment of the same ifdepicting unpaid. Section 124(6) of the Companies Act 2013 read with the InvestorEducation and Protection Fund (Accounting Audit Transfer and Refund) Rules 2016mandates companies to transfer shares in respect of which dividends remain unpaid /unclaimed for a continuous period of seven years to the IEPF. Adhering to the variousrequirements set out in the Investor Education and Protection Fund Authority (AccountingAudit Transfer and Refund) Rules 2016 the Com-year 2020-21 panyhasduringfinancialtransferred

6422 equity shares belonging to 27 shareholders to the IEPF Authority in respect ofwhich dividend had remained unpaid or unclaimed for seven consecutive years or more as onthe due date of transfer i.e. 18th September 2020 through corporate action on 28thOctober 2020 to the demat account of IEPF Authority held with NSDL. Details of shares sofar transferred to the IEPF Authority are available on the website of the Company and thesame can be accessed through the link:"http://www.deccancements.com/shareholders-information.php". The said detailshave also been uploaded on the website of the IEPF Authority and can be accessed throughthe link: "www.iepf.gov.in". Similarly the shares in respect of which dividendare unpaid / unclaimed for a continues period of seven years since the dividend declaredfor Financial Year 2013-14are due for transfer to IEPF on 30th October 2021.

The details of unpaid and unclaimed dividends lying with the Company as on March 312021 are uploaded on the website of the Company and can be accessed through the link"https://deccancements. com/shareholders-information.php". The concernedmembers/investors are advised to visit the weblink "http://www.deccancements.com/shareholders-information.php" or visit the weblink of the IEPF Authority"http://www.iepf.gov.in/IEPF/ refund.html" or contact the Company’s RTA(KFin Technologies Pvt. Ltd.) for detailed procedure to lodge the claim with the IEPFAuthority.

Due dates for transfer to IEPF of the unclaimed/unpaid dividends for the financialyear 2013-14 and thereafter are as under:

Financial Year Date of Declara- tion Face Value per Share (Rs.) % of Dividend Declared Dividend per Share (Rs.) Unclaimed and unpaid Dividend as on 31.03.2021 (Rs.) No. of Shares on which dividend un- claimed and unpaid as on 31.03.2021 Due date of transfer to IEPF
2013-14 29.09.2014 10 12 1.20 155938 129887 30.10.2021
2014-15 22.09.2015 10 25 2.50 322754 129102 26.10.2022
2015-16* 16.03.2016 10 50 5.00 657965 131593 20.04.2023
2016-17 11.08.2017 10 60 6.00 735480 122580 10.09.2024
2017-18 10.08.2018 5 60 3.00 473788 157929 13.09.2025
2018-19 07.08.2019 5 75 3.75 515587 137490 13.09.2026
2019-20* 28.02.2020 5 80 4.00 639792 159948 07.03.2027

* Interim Dividend

Directors and Key Managerial Personnel:

Pursuant to Section 152 of the Companies Act 2013 Mr. R Gopalakrishnan (DIN: 00296413)is liable to retire by rotation at the forthcoming Annual General Meeting and beingeligible has offered himself for reappointment. The Board recommends his reappointment.

Brief resume of the Director(s) retiring by rotation seeking appointment includingnature of their experience in specific functional areas names of companies in which theyhold directorship and membership of committees of the Board is appended to the Noticecalling the 41stAnnual General Meeting.

Familiarization program for Independent Directors:

The Company has adopted a familiarization programme prepared in the line of Regulation25(7) of the Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015 for Independent Directors to familiarize them with theCompany’s philosophy vision mission strategies operations and functions. Thedetails of the familiarization programme are available on the Company’s website at"www.deccancements.com".

Declaration by Independent Directors:

Your Company has received necessary declaration from each independent director underSection 149 of the Companies Act 2013 confirming that he/she meets the criteria ofindependence laid down in Section 149 of the Companies Act 2013 and Regulation 25 of SEBI(Listing Obligations & Disclosure Requirements) Regulations 2015.

Statutory Auditor:

M/s. M Anandam & Co. Chartered Accountants Secunderabad were appointed asStatutory Auditors of the Company in the 37th annual general meeting of theCompany held on 11th August 2017 for a period of five years i.e. till the conclusion ofthe 42nd annual general meeting to be held in the year 2022 for FY 2021-22.

The Notes on the financial statements referred to in the Auditors’ Report are selfexplanatory and do not call for any further comments. The Auditors’ Report does notcontain any qualification reservation or adverse remark except delay in transferring theunclaimed and unpaid dividend for FY 2012-13 to the IEPF. Your Director reiterates thereasons stated in "Transfer to Investor Education and Protection Fund (IEPF)"for the delay of 8 days in transferring the unclaimed and unpaid dividend for FY 2012-13to the IEPF.

Cost Auditor:

M/s. Aruna Prasad & Co. Cost Accountants Chen-nai has been reappointed by theBoard of Directors as Cost Auditor of the Company for the Financial Year 2021-22. Theremuneration of the cost auditor is required to be ratified by the members in accordancewith the provisions of Section 148 of the Companies Act 2013 read with Rule 14 of theCompanies (Audit and Auditors) Rules 2014. Accordingly the matter is being placed beforethe Members for ratification at the ensuing Annual General Meeting.

Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act 2013 read with Rule 9of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 yourCompany engaged the services of M/s. V. Shankar & Co. Company Secretaries Hyderabadto conduct the Secretarial Audit of the Company for the financial year ended 31st March2021. The Secretarial Audit Report in Form MR-3 is annexed to this Report (Annexure I).There has been no qualification reservation adverse remarks or disclaimer in theSecretarial Audit Report except delay in transferring the unclaimed and unpaid dividendfor FY 2012-13 to the IEPF. Your Director reiterates the reasons stated in "Transferto Investor Education and Protection Fund (IEPF)" for the delay of 8 days intransferring the unclaimed and unpaid dividend for FY 2012-13 to the IEPF.

Annual Return:

The Annual Return for FY 2020-21 is available on the website of the Company and thesame can be accessed through the link: "http://www.deccancements.com/shareholders-information.php".

Board Meetings:

During the year Four (4) meetings of the Board of Directors were convened and held.The details of the meetings of the Board are furnished in the Corporate Governance Reportwhich forms part of this Report.

Directors’ Responsibility Statement:

Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act 2013relating to Directors’ Responsibility Statement your Directors confirm that:

a) in the preparation of the annual accounts for the year ended 31st March 2021 theapplicable accounting standards had been followed and there are no material departure;

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 31stMarch 2021 and of the profit of the company for the year ended on that date;

c) the directors had taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the company and for preventing and detecting fraud and otherirregularities;

d) the directors had prepared the annual accounts for the year ended 31st March 2021on a going concern basis;

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 provisions ofall applicable laws and that such systems were adequate and operating effectively.

CEO/CFO Certification:

The CEO and CFO certification on the Financial Statements for Year 2020-21 is providedelsewhere in this Annual Report.

Policy on Directors’ appointment and remuneration and other details:

The Company’s policy on directors’ appointment and remuneration and othermatters has been disclosed in the Corporate Governance Report which forms part of thisReport.

Particulars of loans guarantees or investments under Section 186:

The Company has not granted any loans secured or unsecured which falls under theprovisions of Section 186 of the Companies Act 2013.

Particulars of Contracts or arrangement with related parties referred under Section188(1):

The Company had not entered into any arrangement/ transaction with related partieswhich is material in nature and accordingly the disclosure of Related Party Transactionsin Form AOC-2 is not applicable. Transactions entered by the Company with its relatedparties were on an arm’s length basis and suitable disclosures as required under IndAS-24 have been made in Note No. 32 to the Financial Statements. In compliance of theSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 the Company has formulated a Related Party Transactions Policy and thesame is available on the Company’s website "www. deccancements.com".

Energy Conservation Technology Absorption and Foreign Exchange:

Information required under Section 134(3)(m) of the Companies Act 2013 read with Rule8(3) of the Companies (Accounts) Rules 2014 forming part of the Directors’ Reportfor the year ended 31st March 2021 are given in Annexure II.

Internal Control Systems and its Adequacy:

The details in respect of internal control and its adequacy are included in theManagement Discussion & Analysis which forms part of this report.

Risk Management:

The Company has framed a Risk Management Policy and details of policy are disclosed inthe company’s website "www.deccancements.com".The Risk Management Policyenvisages identification of risk and procedures for assessment and mitigation thereof.

Corporate Social Responsibility (CSR):

Pursuant to Section 135 of Companies Act 2013 your Company has constituted aCorporate Social Responsibility Committee. The composition of the Committee is provided inthe Corporate Governance Report. Your Company has formulated a Corporate SocialResponsibility Policy which has been approved by the Board indicating the projects orprograms to be undertaken by the Company in line with Schedule VII of the Act. The sameis available on the website of the Company "www.deccancements.com". A briefoutline of the CSR policy of the Company and the Annual Report on CSR activitiesundertaken during the year 2020-21 in the format prescribed in the Companies (CorporateSocial Responsibility Policy) Rules 2014 is annexed to this Report (Annexure III).

Board Evaluation:

In compliance of the provisions of the Companies Act 2013 and the Securities andExchange Board of India (Listing Obligations and Disclosure Requirements) Regulations2015 the annual performance evaluation of individual directors was carried out by theBoard.

The detailed criteria in which the performance of the individual directors was carriedout has been disclosed in the Corporate Governance Report.

The Performance evaluation of independent directors was done by the entire Board ofDirectors excluding the director being evaluated.

Particulars of Employees:

The information required pursuant to Section 197 of the Companies Act 2013 read withRule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014is given in Annexure IV.

During the financial year under review none of the Company’s employees are inreceipt of remuneration more than the limit prescribed under Section 197(12) read withRule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014.

Prevention of Sexual Harassment Policy:

The Company has formulated a policy on Prevention of Sexual Harassment at workplace forwomen in the line with the requirements contribution of the made by the employ‘The Sexual Harassment of Women at Workplace (Prohibition Prevention and Redressal)Act 2013 and the Rules made thereunder.

During the financial year ended 31st March 2021 the Company has not received anyComplaint pertaining to Sexual Harassment.

Impact assessment of the global health pandemic COVID-19 and related estimationuncertainty:

As per the directives of both the Central and State Governments in the wake of COVID-19pandemic your Company had suspended operations w.e.f. 23rd March 2020. Takinginto account directives from the Government operations have commenced in a phased mannerfrom 20th April 2020.The Company’s operations were impacted in the month of March andApril 2020. The Company has made an assessment on measurement of assets and liabilitiesincluding recoverability of carrying values of its assets it liquidity position andability to repay its debts for the next year and concluded that no material adjustmentsare considered necessary. The Company has not availed moratorium allowed by RBI forpayment of its debt obligations and the Company continues to service all its paymentobligations in time. The Company has adequate liquidity in the form of cash and creditfacilities/lines for meeting its funds requirements.

Acknowledgement:

Your Directors place on record their sincere appreciation for significant -ees throughtheir dedication hard work and commitment. The enthusiasm and unstinting efforts of theemployees have enabled the Company to remain amongst the well performing units of theindustry.

Your Directors take this opportunity to express their gratitude to Central and StateGovernments and their departments and the local authorities the Banks Dealers Stockistsand Customers for their continued guidance and support to the Company during the yearunder review.

Your Directors are also grateful to the shareholders for their confidence and faithreposed in the Company.

For and on behalf of the Board
Sd/-
M B Raju
Place: Hyderabad Executive Chairman
Date: 11th June 2021 DIN: 00016652

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