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KIC Metaliks Ltd.

BSE: 513693 Sector: Engineering
NSE: N.A. ISIN Code: INE434C01027
BSE 00:00 | 08 Aug 45.45 -0.55






NSE 05:30 | 01 Jan KIC Metaliks Ltd
OPEN 45.00
52-Week high 77.40
52-Week low 40.25
P/E 4.17
Mkt Cap.(Rs cr) 161
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 45.00
CLOSE 46.00
52-Week high 77.40
52-Week low 40.25
P/E 4.17
Mkt Cap.(Rs cr) 161
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

KIC Metaliks Ltd. (KICMETALIKS) - Director Report

Company director report

Dear Members

Your Directors have pleasure in presenting the Thirty Fourth AnnualReport on the affairs of the Company together with the Statement of Accounts for thefinancial year 2020-21. The summarised financial highlights for the financial yearvis-a-vis the previous year are as follows :


(Rs. in Lakhs)




2020-21 2019-20 2020-21 2019-20
Revenue from operations 55062.01 49606.77 55062.01 49606.77
Profit before Finance Cost depreciation and taxes 3391.93 3237.25 3391.80 3234.87
Less:- Finance Cost 1030.73 925.22 1030.78 925.22
Depreciation and amortization 893.97 754.85 893.97 754.85
Profit Before Taxation 1467.23 1557.18 1467.05 1554.80
Provision for Taxation 420.55 731.94 420.55 731.94
Profit After Tax for the year 1046.68 825.24 1046.50 822.86
Other Comprehensive Income (net of tax) 6.76 (7.85) 6.76 (7.85)
Total Comprehensive Income for the year 1053.44 817.39 1053.26 815.01


On Standalone Basis

During the financial year (FY) 2020-21 the Company has achieved revenuefrom operation of Rs. 55062.01 as compared to Rs. 49606.77 in FY 2019-20. TheProfit After Tax (PAT) stood at Rs. 1046.68 Lakhs for FY 2020-21 as compared to Rs.825.24 Lakhs for the previous year even in the backdrop of the continued pandemicCOVID-19.

On Consolidated Basis

The Company's consolidated revenue for FY 2020-21 was Rs.55062.01 as compared to Rs. 49606.77 for the previous year. During the year underreview the consolidated PAT stood at Rs. 1046.50 Lakhs as compared to Rs. 822.86 Lakhsfor the previous year.

Our performance for the year gone by demonstrates our ability to adaptto change our commitment and responsibility towards each and every stakeholder. Amidsttrying times we delivered robust results even when the economy witnessed a massiveslowdown. The primary contributors to such a year were our continued focus on quality arobust and resilient workforce and a visionary management. Our EBITA grew by a marginal4.76 % and PAT grew by 28 %. Q3 and Q4 have been good quarters as compared to the firsthalf and were in line with the growth the Company. Despite the business challenges and theloss of production and sales in Q1 of the year under review your management is confidentof delivering growth along with stronger synergies backed by the recently commissionedstructured cost reduction facilities/plants of the Company.


During the year under the review your Company has commissioned aPulverised Coal Injection (PCI) system for the existing Mini Blast Furnace (MBF) anOxygen plant and a 25m2 Annular Sinter Plant in Q2 of FY 2020-21 which has beena significant development both for increasing hot metal production capacity from 165000MTPA to 235000 MTPA as well as for reduction in hot metal cost. The results of thisinitiative were visible in Q3 and Q4 of FY 2020-21.


Keeping in view the working capital requirements of the Company yourDirectors have ploughed back the profits and express their inability to declare anydividend for Equity and Preference Shares of the Company for the financial year 2020-21.


During the year under review the Government of India had imposedstringent nationwide lockdowns in phases which severely impacted manufacturingactivities. Though the Steel and Mining sectors were allowed to operate under theEssential Services Maintenance Act 1968 they were subject to certain guidelines. Steeldemand was affected as key steel consuming sectors struggled to operate amidst weakeningeconomic activities working capital constraints shortage of manpower and logisticalissues. The outbreak of COVID-19 pandemic has also led to an unprecedented health crisisand has disrupted economic activities and global trade while weighing on consumersentiments and K I C was no exception.

For K I C the health and safety of its employees and the communities inwhich its operates continued to be the foremost priority. To mitigate the risks andchallenges faced by the Company during the pandemic enhanced safety and hygiene norms atall its offices implemented work from home staggered shift timings for safety ofemployees and leveraged digital platforms for its day-to-day operations. At presentalthough there are uncertainties due to the pandemic the global economy has gainedmomentum in the first half of 2021. The good balance sheet position fair profitabilityand inherent resilience of the business model position your Company well to navigate thechallenges ahead and continue growth.


During the year under the review the Company has not transferred anyamount to the general reserve.


During the financial year 2020-21 there was no change in the issuedand subscribed capital of your Company.


During the year under review there was no change in the nature ofbusiness of the Company.


10.1. Retirement by Rotation

Pursuant to the provisions of the Companies Act 2013 Mr. Radhey ShyamJalan (DIN: 00578800) Chairman and Director of the Company retires by rotation at theensuing Annual General Meeting and being eligible offers himself for re-appointment. Theinformation as required to be disclosed under the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 [hereinafter referred to as Listing Regulations] in caseof reappointment of Directors is provided in the Notice of the ensuing Annual GeneralMeeting.

10.2. Appointment

Mr. Mukesh Bengani (DIN : 08892916) and Mr. Kanhaiyalal Didwania (DIN: 07746160) were appointed as Directors of the Company respectively w.e.f. August 25 2020for a period of 5 (five) years. The Members have already approved the said appointments atthe 33rd Annual General Meeting of the Company held on September 29 2020.

Mr. Rajarshi Ghosh (DIN : 05270177) was appointed as AdditionalDirector designated as Non Executive and Independent Director of the Company w.e.f.October 21 2020 for a period of 5 (five) years subject to the approval of the Members atthe ensuing Annual General Meeting of the Company.

10.3. Resignation

Mr. Suresh Kumar Singhal (DIN : 00058501) Director designated asNon-Executive Independent Director of the Company resigned from the directorship of theCompany w.e.f. October 21 2020. Your Board places on record its appreciation for valuableservices rendered by him during his tenure as a Director of the Company.

10.4. Declaration of Independent Directors

All the Independent Directors have given declarations that they meetthe criteria of independence as laid down under Section 149(6) of the Companies Act 2013and Regulation 25 of Listing Regulations.

10.5. Key Managerial Personnel

Following officials are appointed as the Key Managerial Personnel‘KMP' of the Company:

• Mr. Radhey Shyam Jalan (DIN : 00578800) Chairman and ManagingDirector;

• Mr. Mukesh Bengani (DIN : 08892916) Director (Finance) andChief Financial Officer;

• Mrs. Ruchika Fogla Company Secretary and Compliance Officer.

Remuneration and other details of the KMP are mentioned in the extractof the Annual Return (Form No. MGT – 9) which forms part of this Report.

10.6. Meetings of the Board

As required under Section 134 of the Companies Act 2013 the Board ofDirectors met 5 (five) times during the financial year 2020-21 the details of which aregiven in the Corporate Governance Report that forms part of this Annual Report. Theintervening gap between any two meetings was within the period prescribed by the CompaniesAct 2013 and the Listing Regulations.

10.7. Board Evaluation

Pursuant to the provisions of the Companies Act 2013 and the ListingRegulations the Board of Directors has carried out the annual performance evaluation ofits own performance the Directors individually as well as the evaluation of the workingof its Committees. A structured questionnaire was prepared after taking into considerationthe inputs received from the Directors covering various aspects of the Board'sfunctioning such as adequacy of the composition of the Board and its Committees Boardculture execution and performance of specific duties obligations and governance etc.

A separate exercise was carried out to evaluate the performance ofindividual Directors including the Chairman of the Board who were evaluated on parameterssuch as level of engagement and contribution independence of judgement safeguarding theinterest of the Company and its minority shareholders etc. The performance evaluation ofthe Independent Directors was carried out by the entire Board of Directors. Theperformance evaluation of the Chairman and the Non Independent Directors was carried outby the Independent Directors who also reviewed the performance of the SecretarialDepartment. The Directors expressed their satisfaction with the evaluation process.


Information on conservation of energy technology absorption andforeign exchange earnings and outgo as required under Section 134(3)(m) of the CompaniesAct 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 is annexed herewith as ‘Annexure–A' and forms part of this Report.


As per Regulation 34(3) read with Schedule V of the ListingRegulations a separate Report on Corporate Governance is annexed as ‘Annexure– B' and forms part of this Report. A certificate from the PracticingCompany Secretary regarding compliance as per Listing Regulations is annexed to the Reporton Corporate Governance. The declaration by the Managing Director stating that all theBoard members and Senior Management Personnel have affirmed their compliance with theCompany's Code of Conduct for the year ended March 31 2021 is given in the CorporateGovernance Report.


As per Regulation 34(3) read with Schedule V of Listing RegulationsManagement Discussion and Analysis Report is annexed herewith as ‘Annexure–C' and forms part of this Report.


In accordance with Section 134(3)(a) of the Companies Act 2013 anextract of Annual Return of the Company in Form MGT - 9 is annexed herewith as ‘Annexure–D' and forms part of this Report.


15.1. Statutory Auditors

M/s. B. N. Agrawal & Co. Chartered Accountants (Firm RegistrationNo. 320312E) were appointed as Statutory Auditors of your Company for a term of five yearsfrom the conclusion of the 30th Annual General Meeting until the conclusion ofthe 35th Annual General Meeting to be held in the year 2022.

The Statutory Auditor's Report for the financial year 2020-21 doesnot contain any qualifications reservations adverse remarks or disclaimer and no fraudswere reported by the Auditors to the Company under sub-section (12) of Section 143 of theAct.

15.2. Cost Auditors

The Board of Directors had appointed M/s. Patangi & Co. (FirmRegistration No. 101919 Membership No. 30818) as Cost Auditors of the Company for thefinancial year 2021-22 in its meeting held on June 25 2021. Their remuneration is subjectto ratification by members at the ensuing Annual General Meeting. Cost Audit Report forthe financial year 2019-20 was filed within due date.

15.3. Secretarial Auditors

Pursuant to Section 204 of the Companies Act 2013 read with Rule 9 ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 theCompany has appointed M/s. B G Lahoti & Associates Practicing Company Secretaries(Membership No. 37056) as Secretarial Auditors of the Company. The Secretarial AuditReport in Form MR-3 is annexed herewith as ‘Annexure – E' and formspart of this Report. The Report does not contain any qualification reservation or adverseremark.

15.4. Internal Auditors

Your Company has appointed M/s. Agarwal Maheswari & Co. CharteredAccountants (Firm Registration No. 314030E) as Internal Auditors to carry out theInternal Audit of various operation areas of the Company. Their scope of work and the planfor audit is approved by the Audit Committee. The Report submitted by them is regularlyreviewed and their findings are discussed with the process owners and suitable correctiveaction is taken on an ongoing basis to improve efficiency in operations.


The Auditors of the Company have not reported any fraud as specifiedunder Section 143(12) of the Companies Act 2013.


The Board has received the Compliance Certificate as required to begiven by the Chief Executive Officer and the Chief Financial Officer under Regulation17(8) of Listing Regulations is annexed herewith as‘Annexure– F' andforms part of this Report.


Pursuant to Section 177(9) of the Companies Act 2013 read with Rule 7of the Companies (Meetings of Board and its Powers) Rules 2014 the Board of Directorshad approved the Policy on Vigil Mechanism/Whistle Blower and the same has been hosted onthe website of the Company at the web link


The Company follows a policy on remuneration of Directors and SeniorManagement Personnel. The policy is approved by the Nomination and Remuneration Committeeand the Board of Directors had approved the policy and the same has been hosted on thewebsite of the Company at the web link


The Company has in place a Policy for Prohibition and Redressal ofSexual Harassment at work place which is in line with the requirements of the SexualHarassment of women at the Workplace (Prevention Prohibition and Redressal) Act 2013 andRules made thereunder. All employees (permanent contractual temporary and trainees) arecovered under this policy. The Company has constituted an Internal Complaint Committee forits Registered Office and Corporate Office under Section 4 of the captioned Act. Nocomplaint has been filed before the said committee till date. The Company has filed anAnnual Report with the concerned Authority.


Your Company has an Audit Committee in terms of Section 177 of theCompanies Act 2013 and Regulation 18 of the Listing Regulations. Further details of AuditCommittee are given in the Corporate Governance Report annexed as a part of theDirectors' Report.


22.1. Public Deposits

Your Company has not accepted any deposits during the year under thereview nor does the Company have any outstanding deposits under Section 73 of theCompanies Act 2013 read with the Companies (Acceptance of Deposit) Rules 2014 as on thedate of the Balance Sheet.

22.2. Particulars of loans guarantees or investments under Section 186of the Companies Act 2013

The Company has not given any loan or guarantee covered under Section186 of the Companies Act 2013 during the year under the review. However your Company hasinvested in its Wholly Owned Subsidiary Company within the limit of Section 186 of theCompanies Act 2013.

22.3. Contracts and arrangements with related parties

During the financial year ended March 31 2021 all transactions withthe Related Parties as defined under the Companies Act 2013 ‘Act' read withRules framed thereunder were in the ‘ordinary course of business' and ‘atarm's length' basis and hence do not fall under the ambit of Section 188(1) ofthe Act. In view of the above the disclosure required under the Act in Form AOC-2 is notapplicable for financial year 2020-21. Your Company does not have a ‘MaterialSubsidiary' as defined under Regulation 16(1)(c) of the Listing Regulations.

During the year under review your Company did not enter into anyRelated Party Transactions (RPT's) which require prior approval of the members. AllRPT's of your Company had prior approval of the Audit Committee and the Board ofDirectors as required under the Listing Regulations. Subsequently the Audit Committeeand the Board have reviewed RPT's on a quarterly basis. Your Company has an internalmechanism for the purpose of identification and monitoring of RPT's.

The Policy on Materiality of Related Party Transactions and dealingwith related party transactions as approved by the Board of Directors may be accessed onthe Company's website at the web link

There were no other material RPT's entered into by the Companywith Promoters Directors KMP or other designated persons during financial year 2020-21except those reported in the financial statements. Necessary disclosures required underthe Ind AS 24 have been made in Note No. 35 of the Notes to the financialstatements for the year ended March 31 2021.

22.4. Internal Financial Control

The Company has in place adequate internal financial control withreference to financial statements. During the year such controls were tested and noreportable material weakness in the design or operations of the same were observed.

22.5. Insurance

Adequate insurance cover has been taken for properties of the Companyincluding buildings plant and machineries and stocks against fire earthquake and otherrisks as considered necessary.


Risk management is an integral part of the strategic management of yourCompany. The process involves periodic identification of risk likely to affect thebusiness from operating smoothly and adoption of appropriate measures to address theconcerns. In this regard your Company has identified inherent risks in its operations andrecord residual risk after taking specific risk mitigation steps. The Policy on RiskManagement as approved by the Board of Directors may be accessed on the Company'swebsite at the web link

Further details regarding the same are given in the Management andDiscussion Analysis Report.


In compliance with Section 135 of the Act the Company has under takenCSR activities projects and programs as provided in the CSR policy of the Company and asidentified under Schedule VII to the Act and excluding activities undertaken in pursuanceof its normal course of business. Your Company remains focused to improve the quality oflife and engage with various communities through interventions in areas of healtheducation sanitation infrastructure development etc. Your Company aspires to createsustainable leadership in its production unit through focus on zero waste to use ofrenewable energy and rain water harvesting etc.

During the year under review the Company spent Rs. 27.77 lakhson CSR activities on projects qualifying as per Section 135 of the Act duly approved bythe CSR Committee of the Company. Salient features of the CSR Policy and details ofactivities as required under Companies (Corporate Social Responsibility Policy) Rules2014 is provided in ‘Annexure – G' and forms part of this Report.The Company's CSR Policy may be accessed at the link


Your Directors would like to inform the members that the AuditedAccounts containing the financial statements for the year 2020-21 are in conformity withthe requirements of the provisions of Section 134(3)(c) read with Section 134(5) and allother applicable provisions of the Companies Act 2013 and they believe that thefinancial statements reflect fairly the form and substance of transactions carried outduring the year and reasonably present the Company's financial condition and resultsof operations.

Based on the same your Directors further confirm according to thebest of their knowledge and belief that:

a) in the preparation of the Annual Accounts for the financial yearended March 31 2021 the applicable Accounting Standards have been followed and there areno material departures from the same;

b) the Directors have selected such accounting policies and appliedthem consistently and made judgments and estimates that are reasonable and prudent so asto give a true and fair view of the state of affairs of the Company at the end of thefinancial year 2020-21 and of the profit and loss of the Company for that period;

c) the Directors have taken proper and sufficient care for themaintenance of adequate accounting records in accordance with the provisions of theCompanies Act 2013 for safeguarding the assets of the Company and for preventing anddetecting fraud and other irregularities;

d) the Directors have prepared the Annual Accounts on a ‘goingconcern basis';

e) the Directors have laid down internal financial controls to befollowed by the Company and that such internal financial controls are adequate and areoperating effectively;

f ) the Directors have devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems are adequate and operatingeffectively.


K I C Metaliks Limited has formed a wholly Owned Subsidiary Company inthe name of KIC Minerals Private Limited on November 15 2019. The Consolidated FinancialStatements of the Company and its subsidiary prepared in accordance with IndianAccounting Standards notified under the Companies (Indian Accounting Standards) Rules2015 (‘Ind AS') form part of the Annual Report. The Statement containingsalient features of the financial statement of subsidiary of the Company pursuant to firstprovisio to Section 129(3) read with Rule 5 of Companies (Accounts) Rules 2014 isprovided in ‘Annexure – H' and forms part of this Report.


The Company had no employee during the financial year ended March 312021 who was drawing remuneration in excess of limits set out under Rule 5(2) and (3) ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014. Henceno disclosure is required for the same.

A. Disclosures pertaining to remuneration and other details asrequired under Section 197(12) of the Companies Act

2013 read with Rule 5(1) of the Companies (Appointment and Remunerationof Managerial Personnel) Rules 2014 are provided here below : i) The ratio ofremuneration of each Director/KMP to the median remuneration of the employees of theCompany for the financial year 2020-21 :

Sl. No. Name of Directors/KMP and Designation Remuneration for financial year 2020-21 (Rs. in Lakhs) % increase in remuneration in the financial year 2020-21 Ratio of remuneration of each Director/KMP to median remuneration of employees
1. Mr. Radhey Shyam Jalan
DIN: 00578800 96.00 28.51 % 25.65 x
(Chairman and Managing Director)
2. Mr. Mukesh Bengani a
DIN : 08892916 10.89 (-) 8.69 % 2.91 x
[Director (Finance) and Chief Financial Officer]
3. Mr. Kanhaiyalal Didwania b
DIN : 07746160 - - -
(Non - Executive Non Independent Director)
4. Mr. Laxmi Narayan Sharma
DIN : 00356855 - - -
(Non - Executive Independent Director)
5. Mrs. Manjula Poddar
DIN : 08158445 - - -
(Non - Executive Independent Director)
6. Mr. Suresh Kumar Singhal c
DIN : 00058501 - - -
(Non - Executive Independent Director)
7. Mr. Rajarshi Ghosh d
DIN : 05270177 - - -
(Non - Executive Independent Director)
8. Mrs. Ruchika Fogla 2.90 2.98 % 0.78 x
(Company Secretary)

Notes : a. Mr. Mukesh Bengani Chief Financial Officer of theCompany was also appointed as Director (Finance) of the Company w.e.f. August 25 2020.

b. Mr. Kanhaiyalal Didwania was appointed as a Non Executive NonIndependent Director of the Company w.e.f. August 25 2020.

c. Mr. Suresh Kumar Singhal ceased to be a Director of the Companyw.e.f. October 21 2020.

d. Mr. Rajarshi Ghosh was appointed as an Independent Director of theCompany w.e.f. October 21 2020.

ii) The median remuneration of employees of the Company during thefinancial year 2020-21 was Rs. 3.74 Lakhs.

iii) In the financial year 2020-21 there was a increase of 1.20 % inthe median remuneration of employees.

iv) There were 324 permanent employees on the rolls of Company as onMarch 31 2021.

v) Average percentage increase made in the salaries of employees otherthan the Managerial Personnel in the financial year under review i.e. 2020-21 was 2.91 %whereas the increase in the managerial remuneration for the same period was 22.75 %.

vi) It is hereby affirmed that the remuneration paid is as per theRemuneration Policy for Directors KMP and other Employees.

B. Disclosures pertaining to remuneration and other details asrequired under Section 197(12) of the Companies Act 2013 read with Rule 5(2) and (3) ofthe Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 areprovided in ‘Annexure – I' and forms part of this Report.


There have been no significant and material orders passed by the courtor regulators or tribunals impacting the going concern status and Company'soperations. Your attention is drawn to the Contingent Liabilities and commitments shown inthe Notes to Financial Statements forming part of this Annual Report.


No material changes and commitments have occurred after the close ofthe financial year till the date of this Report which affect the financial position ofthe Company. However the impact of the pandemic COVID-19 on the operations of the Companyis mentioned in Point No. 6 of this report.


The Company has proper and adequate systems and processes in place toensure compliance with all applicable Secretarial Standards issued by The Institute ofCompany Secretaries of India.

No disclosure or reporting is made in respect of the following items asthere were no transactions or change during the year under review:

• Details relating to deposits covered under Chapter V of the Act;

Issue of Equity Shares with differential rights as todividend voting or other wise;

• Issue of Shares to the employees of the Company under any scheme(Sweat Equity or Stock Options)

• The Company does not have any scheme or provision of money forthe purchase of its own shares by employees or by trustees for the benefit of employees;

There was no revision in the financial statements other than asrequired to be done as per Ind AS.


Your Directors would like to place on record its appreciation for thecommitted services put in by the employees of the Company. Your Directors would also liketo convey its sincere gratitude to the members bankers regulatory bodies clients andother business constituents for their continued co-operation and support received.