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MOIL Ltd.

BSE: 533286 Sector: Metals & Mining
NSE: MOIL ISIN Code: INE490G01020
BSE 00:00 | 19 Feb 144.60 -0.05
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146.80

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NSE 00:00 | 19 Feb 144.15 -0.20
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147.00

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OPEN 144.10
PREVIOUS CLOSE 144.65
VOLUME 10098
52-Week high 228.65
52-Week low 142.80
P/E 7.98
Mkt Cap.(Rs cr) 3,725
Buy Price 144.60
Buy Qty 200.00
Sell Price 144.50
Sell Qty 50.00
OPEN 144.10
CLOSE 144.65
VOLUME 10098
52-Week high 228.65
52-Week low 142.80
P/E 7.98
Mkt Cap.(Rs cr) 3,725
Buy Price 144.60
Buy Qty 200.00
Sell Price 144.50
Sell Qty 50.00

MOIL Ltd. (MOIL) - Director Report

Company director report

DEAR SHAREHOLDERS

On behalf of Board of Directors I feel great pleasure in presenting the 56thannual report of your Company together with the auditor's report and financial statementsfor the year ended on 31st March 2018.

> FINANCIAL RESULTS:

Financial results of 2017-18 and of the previous year are highlighted below:

Rs. in crores

Particulars

Standalone

Consolidated

2017-18 2016-17 2017-18 2016-17
Revenue from operations 1323.46 989.84 1323.46 989.84
Other income 177.72 221.13 177.72 221.13
Total income 1501.18 1210.97 1501.18 1210.97
Profit before interest depreciation and tax (EBIDTA) 710.37 516.61 705.81 518.18
Depreciation 62.45 54.71 62.45 54.71
Profit before tax (PBT) 647.92 461.90 643.36 463.47
Less : Provision for taxation 225.93 156.07 225.93 156.07
Profit after tax (PAT) 421.99 305.83 417.43 307.40
Total comprehensive income for the period 398.55 299.28 393.98 300.85
Transfer to general reserve 220.00 125.00 220.00 125.00
Kev financial ratios (Standalone results):
Ratios 2017-18 2016-17
EBIDTA to sales turnover (%) 53.68 52.19
PAT to net worth (%) 15.08 10.90
EBIDTA to average capital employed (%) 27.06 17.04
Earning per share (Face Value RslO each) 21.08 20.21
Book value per share * 108.66 210.63

*Book value per share has been reduced due to increase in number of shares as thecompany has issued bonus shares in the ratio of 1:1 during the year 2017-18.

> DIVIDEND:

MOIL is a dividend paying company since many years. Continuing the same during the year2017-18 an interim dividend @ 30%

i.e. Rs. 3.00 per equity share has been paid in the month of March 2018. The Boardof Directors of your company has further recommended a final dividend @ 25% i.e. Rs.2.50 per equity share for the year. The total dividend for the year 2017-18 thus worksout to Rs. 5.50 per equity share on increased equity shares (Rs. 11.00 previous year). Thedividend for the year is equivalent to last year's dividend on pre-bonus share capital.The total dividend outlay including dividend distribution tax for the year works out toRs. 173.82 crores (Previous year Rs. 176.33 crores).

> FINANCIAL PERFORMANCE:

Your Company has recorded highest-ever gross sales of Rs. 1323.46 crores duringfinancial year 2017-18 as compared to Rs. 989.84 crores in previous year. Profit beforetax (PBT) for the year has increased by 40.27% to Rs. 647.92 crores in comparison toprevious year's PBT of Rs. 461.90 crores. The Company has earned a profit after tax (PAT)of Rs. 421.99 crores as against Rs. 305.83 crores in the previous year. Totalcomprehensive income for the year is Rs. 398.55 crores. Substantial increase in productionleading to availability of higher quantity for sales better product/sales mix increasein average realisations as a result thereof coupled with better market condition during2017-18 are the main factors for the very good performance.

As per the Government Guidelines your Company has deployed surplus funds in fixeddeposits and mutual funds and earned interest income which is included in total interestreceived of Rs.160.92 crores (Previous year Rs.185.60 crores) and clubbed under otherincome. The interest income has come down mainly because cash outflow of Rs. 210.40 croreson account of buy back of shares and also reduction of average rate of interest.

> SALES:

In financial year 2017-18 MOIL has achieved highest-ever turnover of Rs. 1323.46crores registering a growth of more than 33.70% over previous year's turnover of Rs.989.84 crores. During financial year 2017-18 more often then not the prices of importedmanganese ore as well as alloy prices were showing upward trend which gave positivesentiments to the Indian ferro alloy industry. In order to take advantage of such upwardtrend as well as to fetch better sales realizations whenever possible MOIL continuedreviewing the prices on monthly basis instead of quarterly review. During the year theaverage sales realisation has increased from Rs. 8018 to Rs. 10201 and company's salesturnover of manganese ore has increased by 33.74% from Rs. 905.34 crores to Rs.1210.79crores. With a prudent marketing and pricing policy your company has been able toincrease the sales of manganese ore by about 5.13% from 11.29 lakh MT in the financialyear 2016-17 to 11.87 lakh MT in financial year 2017-18which also includes highest eversales of non-fines manganese ore main line of business of the Company. During the yearthe company has continued to take various positive steps in order devine the best out ofmarket conditions to increase the sales such as continuance of partial railway freightreimbursement to the buyers located in far-flung areas etc.

In respect of manufactured products of the company viz. electrolytic manganesedi-oxide (EMD) and ferro manganese the total net sales during the year 2017-18 was Rs.105.65 crores in comparison to Rs. 76.67 crores during previous year. The sales quantityof EMD has slightly decreased from 952 MT in the year 2016-17 to 915 MT in the year2017-18 a result of lesser carry over inventory. However the quantity of sale of FerroManganese has increased by 16.30% from 9540 MT in the year 2016-17 to 11095 MTin the year2017-18.

> PRODUCTION AND PRODUCTIVITY:

Your Company has produced 12.01 Lakh tonnes of various grades of manganese ore duringfinancial year 2017-18 as against 10.05 Lakh tonnes in previous year which is the highestever production in last 10 years. The output per man shift (OMS) at 0.862 tonnes (previousyear 0.722 tonnes) has shown strong improvement during the year. The production of EMD was872 as against the 731 tonnes during the previous year registering growth of 19.70%. Theproduction of ferro manganese was up by 6.26% at 10573 MT as against the 9950 MT in theprevious year.

> CLOSING STOCK :

The Company has a closing stock of 1.21 lakh tonnes of manganese ore valued at Rs.58.70 Crores as on 31.03.2018 as compared to 1.42 lakh tonnes of manganese ore valued atRs. 81.89 Crores as on 31.03.2017. The closing stock of ferro manganese was 2486 tonnesvalued at Rs. 15.74 crores as on 31.03.2018 as against 3008 tonnes valued at Rs. 10.99crores as on 31.03.2017. The closing stock of EMD as on 31.03.2018 was 33 MT (previousyear 73 MT) valued at Rs. 0.29 crores (previous year Rs. 0.58 crores).

> CAPITAL / VALUE ADDITION / DIVERSIFICATION PROJECTS:

In order to meet the future requirement and maintain its leadership in the industryMOIL has planned to enhance its production from present level of around 1.2 million MT to2.0 million MT by 2021 2.5 million MT by 2025 and 3.00 million MT by 2030 for which astrategic management plan is already in place. In this direction your company has plannedinvestments for development of existing mines acquisition of new mines within and outsidethe country acquisition of areas adjoining the mines seffing up value addition/diversification projects etc. Some of the projects have already started and some are inprogress. These projects will require capital of investments of about Rs. 2500 crores by2030.

> Capex and mine expansion projects :

In order to achieve the production target MOIL has taken up various mine developmentand expansion projects which include seffing up of high speed shaft at Balaghat andGumgaon Mines with total investment of about Rs. 460 crores. With a view to diversify itsactivities decision has been taken for seffing up of ferro alloy plant of total 75000 MTcapacity at Balaghat and Gumgaon Mines with total investment of about Rs. 419 crores.

Capex plans of the company envisage investments in vertical shaft sinking/deepeningprojects development of new leases/area for mining regular additions/modiflcations/replacements in fixed assets townships research development etc. Total Capexutilization during the year 2017-18 was Rs. 206.21 crores as against Rs. 120.74 crores inprevious year.

(i) Completed projects/projects under implementation -

a) Deepening of Holmes (vertical) shaft by 135 Mtrs with loading station at a capitalcost of Rs. 28.30 crores - Shaft deepening and lining work has already been completed.Production from lower levels has also started. Ancillary development works are inprogress.

b) Sinking of another vertical shaft of 160 Mtrs at Chikla Mine at a capital cost ofRs. 48.70 crores - Work is in progress and project is advancing as per schedule.

c) Deepening of vertical shaft at Kandri Mine by 60 Mtrs at a capital cost of Rs. 14.82crores - The project is in progress as per schedule.

d) Sinking of another vertical shaft of 160 Mtrs at Munsar Mine at a capital cost ofRs. 51.32 crores - The project is in progress as per schedule.

e) Sinking of another vertical shaft of 324 Mtrs at Ukwa Mine at a capital cost of Rs.77.15 crores - The project is in progress as per schedule.

f) Sinking of high speed vertical shaft of 330 Mtrs at Gumgaon Mine at a capital costof Rs. 194 crores - The project is in progress as per schedule.

g) Sinking of high speed vertical shaft of 750 Mtrs at Balaghat Mine at a capital costof Rs.259 crores - The project is in progress as per schedule.

(ii) UPCOMING / NEW PROJECTS :

(a) 50000 MTPA ferro alloys plant at Balaghat mine with an investment of Rs. 263.82crores

(b) 25000 MTPA ferro alloys plant at Gumgaon mine with an investment of Rs. 155.00crores.

These projects have been approved by the Board subject to JV or off taken agrement withprospective customers. Purchase of land for the same is in progress. After obtainingstatutory clearances implementation will be taken up.

> Acquisition of mines in and outside the Country

In line with Strategic Management Plan of the Company there are plans to havestrategic alliances coupled with offiake agreements with manganese ore producers abroad.An open-ended Expression of Interest (Eol) has been hosted on the website of the companywith a view to seek offers in this regard. Offers received are evaluated for furthercourse of action.

> Joint venture companies (SAIL & MOIL Ferro Alloys Pvt. Ltd. and RINMOIL FerroAlloys Pvt. Ltd.)

MOIL has two separate joint ventures (50:50) with Steel Authority of India Limited(SAIL) and Rashtriya Ispat Nigam Limited (RINL) for seffi'ng up ferro alloys plant. As perrevised TEFR prepared by MECON Ltd. the projects are not viable at the present powertariffs of State Electricity Boards. Thus there is no activity in both the joint venturecompanies during the year. Pursuant to first proviso to sub-section (3) of section 129read with rule 5 of Companies (Accounts) Rules 2014 a statement containing salientfeatures of the financial statement of associate companies (Form AOC-I) are annexed asAnnexure-I.

> Exploration Business

Ministry of Mines Govt of India has notified MOIL for conducting exploration ofvarious minerals on pan-India basis under per section 4(1) of the MMDR Act 1957. Thisprovides an opportunity to MOIL to expand its business in this new area. MOIL has signedMoU with National Remote Sensing Centre (NRSC) Hyderabad on 01.09.2017 for conductingremote sensing study in four districts of Madhya Pradesh state i.e. BalaghatChhindwara Jabalpur and Jhabua to delineate the concealed manganese ore within thedistricts. After completion of the study detail exploration work will be carried out asper MoU signed with Govt of Madhya Pradesh.

> Exploration and Petrography

MOIL is going to establish in-house Remote Sensing and GIS laboratory along withpetrography laboratory for capacity building of R&D and for internal study.

> Research and development (R&D)

MOIL is engaged in exploration exploitation and marketing of various grades ofmanganese ore and also producing value added products such as electrolytic manganesedi-oxide (EMD) and high carbon ferro manganese alloys at mine pit head. MOIL operates tenmines in central India in which three mines are operated by opencast and seven mines byunderground in narrow manganese ore body with varying dip directions with difficultgeo-mining conditions associated with poor rock-mass quality of wall rocks. The companyhas carried out R&D activities to improve the safety productivity and environmentalstandards in the mines by introducing newer technology in consultation with reputedacademic and CSIR-R&D Institutions of the country. MOIL has engaged and has beenassociated with following institutions for various R&D projects;

CSIR - Central Institute of Mining & Fuel Research (CIMFR) Nagpur and Dhanbad

CSIR-National Metallurgical Laboratory(NML)Jamshedpur

CSIR- National Geophysical Research Institution (NGRI) Hyderabad

CSIR -National Environmental and Engineering Research Institute (NEERI) Nagpur

Indian Institute ofTechnology (IIT) Kharagpur

Indian Institute ofTechnology (IIT) (Formerly Indian School of Mines) Dhanbad

National Institute ofTechnology (NIT) Rourkela

Visvesaraya National Institute ofTechnology (VNIT) Nagpur

National Institute of Rock Mechanics (NIRM) Kolar Gold Fields

Indian Institute of Engineering Science and Technology (IIEST) Shibpur

National Remote Sensing Centre (NRSC) Hyderabad Significant R&D projects in MOILare listed below;

1. Mine Environment:

Indian Institute ofTechnology (IIT) Kharagpur has conducted ventilationreorganization studies for deeper levels at Munsar Kandri and Ukwa Mines. Accordinglynew ventilation drifts are now being developed at Kandri and Chikla Mine for installationof large diameter ventilation fans.

2. Mines Safety - Mining Subsidence:

In-house scientific 3-D analysis of subsidence parameters has been carried out by MinePlanning and Design Department for Munsar Mine. With the analysis it is confirmed that nonoticeable movement of any orthogonal direction has been found at the Mine.

3. Mineral conservation:

R&D studies have been conducted at Munsar Mine by NIRM. The suggested stope designhas incorporated placement of haulage drive in foot wall rock with roof bolts in haulagedrive x-cut and in stope. This has totally eliminated the in situ sill pillar in themanganese ore body and thus saved the locked mineral in sill pillar. The modified stopedesign has increased the quantity of manganese ore in underground mines for exploitationby around 20% thus conserving the valuable mineral resource.

4. Mining Technology

(a) Decline:

R&D project for entry to the underground stoping area by decline has been preparedby CSIR-CIMFR Nagpur for Gumgaon Mine. Feasibility studies are going on for economicevaluation. This may help in improved production safety and productivity by mechanizationof stoping operations.

(b) Alternative to Cartage Explosives:

To reduce the ground vibrations fly rock and noise Site Mix Emulsion (SME) explosiveshave been used with shock tubes at Dongri Buzurg Opencast Mine. The post blast result ofthe SME is found satisfactory and it has reduced noise level ground vibrations and flyrock substantially besides increasing operational efficiency.

5. Collaborative work with Academic and Research Institutions:

(a) MOIL is carrying out joint collaborative research & development project withNIRM Bangaluru for installation of modern scientific rock mechanics instruments atBalaghat Mine.

(b) A collaborative research for slope stabilization with National Institute ofTechnology Raurkela for Modern Slope Monitoring Instruments -Time Domain Reflectometry(TDR) using Wireless Sensor Network is going on at Dongri Buzurg Mine for better safety.

6. In house -R&D works:

(a) Substituteoffillmaterial:

Mine Planning and Design Department has conducted the in-house R&D study onoverburden material to use as a fill material in underground by hydraulic transportationat Munsar Mine on experimental basis and filed a patent.

(b) Pre-cast RCC Columns & Sections:

In house developed pre-cast RCC columns and sections have been rapidly erected in driftdevelopment and thus improved the safety standard of drift development in underground.

Further details regarding research and development activities are given in Annexure -II

> CONSERVATION OF ENERGY:

Various energy saving projects are in progress at different locations of the company.Energy saving will be achieved by implementation of new technology equipment reducingelectricity consumption by proper monitoring and avoiding wastage.

Measures taken or proposed for reduction in energy consumption and the future plans tothis effect are as under.

(i) 5 MW Solar power project in Maharashtra mines and 5.5 MW in Madhya Pradesh mines isnearing completion.

(ii) 20 MW Solar power project is proposed at Rajgarh Khas in Madhya Pradesh.

(iii) Installation of 54 KW solar power tree is proposed at MOIL Bhawan Nagpur.

(iv) Installation of energy saving luminaries fan air conditioners etc. atadministrative blocks of all mines and plants is in progress.

(v) Automation of pumping operation for underground mine is in progress at Chikla Mine.

(vi) Replacement of conventional lights with LED lights at Dongri Buzurg mine.

(vii) Energy efficient transformers motors high mast lamps are proposed to beprocured in this year.

(viii) Installation of regenerative control system for one number battery locomotivesprovided at Balaghat mine.

Electricity consumption per ton of production for mines/plants of the Company is asunder:

Particulars

KWh consumption PMT

2017-18 2016-17
1. Manganese ore 22.92 23.54
2. Ferro manganese 3074.92 3062.76
3. Electrolytic manganese di-oxide (EMD) 3069.00 3425.86

Details regarding conservation of energy have been given in Annexure -II.

• Windpowergeneration

MOIL has wind farms of 4.8 MW and 15.2 MW situated at Nagda Hills and Ratedi Hillsrespectively in District Dewas near Indore (M.P.). Power generated from 4.8 MW wind farmis being wheeled to Balaghat mine and is consumed in the mine as well as ferro manganeseplant of the company. Power generated from 15.2 MW wind farm is sold to utility i.e.Madhya Pradesh Power Management Company Limited. The company has generated 2.9 crore KWhelectricity during 2017-18 (previous year 3.23 crore KWh).

> MINING LEASES AND EXPLORATION:

MOIL is having total 1743.77 Ha lease area as on 31.03.2018 in Maharashtra and MadhyaPradesh (excluding of Forest area of Ukwa Balaghat Tirodi and Dongri Buzurg which areyet to be executed). An area of 814.71 Ha has been reserved by Maharashtra Government infavour of MOIL for prospecting of Manganese ore in Nagpur and Bhandara districts. Out ofthis the State Government has granted prospecting license (P.L.) over 11 areasaggregating to 597.44 Ha and balance is in process.

Geophysical survey by gravity and magnetic method was conducted within 11 P.L. areas byNational Geo-Physical Research Institute (NGRI) Hyderabad. Based on the results of thesurvey core drilling was conducted by MOIL within 3 P.L. areas and the presence ofmanganese ore has been proved within these areas. Accordingly the Company has applied forMining Lease (M.L.) over 211.60 Ha. Out of 3 M.L. applications the Government hascommunicated in-principal approval of two M.L. areas covering 132.46 Ha and oneapplication is under process. Core drilling for remaining P.L. areas is to be taken upafter requisite approvals from Govt authorities.

In addition to the above Government of Madhya Pradesh has also reserved an area of372.701 Ha in favour of MOIL in village Tawejhari Manjhara District Balaghat (M.P.) forexploitation of manganese ore. MOIL has also carried out explaration by core drillingwithin the mining leave are a of MOIL. During 2017-18 total 25147 mtr core driling hasbeen done out of which 6197 mtr driling was done by MOIL's departmetal ring: and remaining18950 mtr driling done by contractual means.

With continuous driling and expeoration works your Company has been able to add to itsreserves and resources maganese are which has increased to 90.66 millions tonnes with thisMOIL is very well positional to copitalize on India's Steel demand growth given it'sdominant position medium to high grade are reserves centrally mines low cost ofproducting and stong customer ties.

> DEVELOPMENT OF INFORMATION TECHNOLOGY AND USAGE:

The Company has set-up a full-fledged Systems department in order to ensure aneffective computerization of all its functional areas. In order to have adequate ITinfrastructure steps taken by the Company are as under:

• Installation of computers at all its offices and mines/plants.

• Ethernet based Local Area Networks (LAN) on Windows and Linux platform is inplace at Head Office Nagpur. LAN has also been designed and developed at all the minesofthe Company.

• Designed developed and hoisted a dynamic internet website on NIC server andalso an in-house Intranet server

• For effective sharing of applications databases/ information and otherresources on regular basis all the mines and head office are connected through MPLS VPNand VPN over leased line and broadband.

• For gaining continuous knowledge e-mailing and for inter unit data transferfacilities all the concerned officials of head office have been provided with internetconnection through a 40 Mbps (1:1) internet leased line on OFC. All mines ofthe Companyare provided with leased line/broad band internet connections.

• All procurement of goods valuing Rs. 2 lakhs and above is through e-procurementportal of MSTC to bring transparency in procurement process.

• ImplementedERPintheCompany.

• Implemented video conferencing solution in the Company.

> ENTERPRISE RESOURCE PLANNING (ERP):

ERP at MOIL envisages seamless integration of all business processes enable decisionmaking based on information that is visible and transparent across all levels. With asingle transaction base that is shared updated and drawn upon by the entire organizationstandardization of all the master data across business functions is achieved.

State of the art data centre for ERP is designed and commissioned at corporate officeNagpur.

In addition to core modules (viz. finance and controlling materials managementsales and distribution production and planning plant maintenance human resourcemanagement) ofSAP the company has also implemented document management systems.

All the routine business transactions are shifted to SAP from the legacy systems fromJanuary 2017 and the system is now stabilised. With this new MIS is also developed forbetter monitoring and transparency in operations.

> SAFETY AND OCCUPATIONAL HEALTH :

Your Company lays special emphasis to ensure safety in the mines/plants and also takescontinuous efforts to reduce the accidents by constantly improving the standards of safetyequipments through introduction of latest mining techniques and mechanization of miningoperations. Following steps have been taken to improve the safety standards at the mines:

• Training and re-training of workers to inculcate safety consciousness.

• Regular meetings of Safety Committees in which accident analysis are mademeticulously with a view to reduce the injury rate.

• A close inter-action with employees at all levels to prevent accidents to themaximum extent possible.

• Vocational and refresher training is imparted to each employee regularly apartfrom specialized training.

• Training programs on role of safety in sustainable development and mining andenvironmental law.

• In the area of occupational health and management system MOIL received OHSAS18001:2007 certificate for Balaghat Dongri Buzurg Chikla Kandri Munsar GumgaonTirodi and Ukwa mines.

• Conducting risk assessment study for all its underground as well as opencastmine by outside experts and safety management plan as per the requirement of DGMS.

• Puffing in place a disaster management plan for mines plants school hospitaland administrative offices.

• Prestigious National Safety Awards (Mines) are conferred to various Mines ofMOIL.

> ENVIRONMENTAL PROTECTION AND RENEWABLE ENERGY:

Ecology conservation is crucial in today's era. It is imperative that the developmentprocess in a community is compatible with its environment as well as with the particularculture of that community. All the mines of MOIL including sand ghats have got environment

clearance from the MoEF or designated offices. Your company with a goal of achievingsustainable development has taken proactive measures to reduce global warming. TheCompany is conscious of its responsibility towards environmental protection in and aroundits leasehold areas. The cumulative plantation at various Mines as on 31.03.2018 is 19.46lakhs saplings. In order to be eco-friendly organization MOIL has set upWind Energy Farmof total 20 MW capacity at Dewas in Madhya Pradesh. It has also installed 48 KW roof topsolar panel at MOIL Bhawan Nagpur and the same is also in process for its mines. Thecompany is also in process of installation of 10.50 MW capacity solar power projects atits mines. It has replaced conventional lights with LED lights in most of the workingplaces. The company is also in process to install 20 MW capacity solar power at RajgarhKhas (M P).

> VIGILANCE ACTIVITIES / EVENTS FOR THE YEAR 2017-18

The functioning of vigilance department includes preventive as well as proactivevigilance having the main thrust on systems improvement in the organization with theobjective to ensure that the management gets the maximum out of its various efforts andtransaction. Some of the important activities of the vigilance department during the year2017-18 are as under:

(1) ISO-9001:2015 certification: Vigilance department is awarded ISO-9001:2015certificate by the International Certification Services Pvt. Ltd Mumbai accredited byJoint Accreditation System of Australia and New Zealand for Quality Management System toprovide vigilance services to the management of MOIL Certificate is valid till 21.05.2020.

(2) Inspections: General / surprise and CTE type inspections are being carried outregularly to ensure adherence to norms during execution and to suggest improvements in thesystem. During 2017-18 total 61 periodic/surprise and 3 CTE type inspections and studieswere carried out.

(3) E-procurement: E-procurement is being done for purchases and work contracts abovethreshold value (Rs. 2 lakhs at present).

(4) Structured meetings of Vigilance : As per the instructions of CVC and Ministry ofSteel structured meetings of vigilance with CMD are conducted regularly. During theperiod 3 meetings were conducted. Issues related to e-governance leveragingtechnologies tendering management awards of work recruitment policies were discussed.

(5) Leveraging Technology : With reference to commission's circular emphasis is on theeffective use of website and leveraging technology in discharge of regulatory enforcementactivities and dealing with complaints. The main thrust areas for leveraging technologiesare procurement of goods and contracts. Also the status of bill payments to contractors /suppliers is posted on website. All tender documents promotion lists transfer lists CSRworks seniority-list in recruitments notices and other proforma are posted on thewebsite.

(6) Updation of Manuals : Various manuals such as purchase manual works and contractmanual personnel manual etc. have been prepared and put in practice. Purchase manualworks and contract manual personnel manual are posted on the Company's website /intranet. Updation of manuals is carried out on a continuous basis as a part of proactivevigilance and is being pursued with the management wherever necessary.

(7) Training Programmes: During 2017-18 vigilance department conducted 06 trainingprograms at Corporate Training Center and at MunsarTraining Center covering 209 employees(832Hrs) on vigilance awareness.

(8) Job Rotation: Sensitive posts have been identified for rotation of officialsworking on sensitivity posts for more than 3 years and are being rotated by themanagement.

(9) Vigilance Newsletier : Vigilance department is publishing monthly newsletter"Vigilance Vani" to communicate vigilance activities and updating theinformation regarding various guidelines and circulars issued from CVC DoPT Ministryetc. Also annual vigilance journal "Shuchita'"ts published during VigilanceAwareness Weeks.

(10) Vigilance profile of employee: Vigilance profile of employees were issued in 1085cases during 2017-18 for different purposes.

(11) System Improvements: As an outcome of investigations relating to complaintsstudy inspection etc. advisories and suggestions are given to the management for systemimprovement in the following areas:

• Useoftechnology

• Preparation of estimates and rate schedules in works contracts.

• Online submission and refund of EMD.

• Regular updation of personal files and service books of employees.

• Protection of information system i.e. ERP/SAP and data recourses managementcontrols.

• Installation of CCTV for surveillance

• Biometric system for attendance at mines.

(12) Annual property returns: As per CVC guidelines all executives in the organizationhave submitted their annual property returns and 20% of the same are scrutinized everyyear. Accordingly 72 executives' returns have been scrutinized during the year.

(13) Vigilance awareness week: Vigilance awareness week was observed from 30thOctober to 4th November 2017 at all Mines / offices of MOIL. On this occasionvigilance department came out with the 6th annual issue of vigilance magazine"Shuchita" which was released by Divisional Commissioner Nagpur with CMD andDirector (Commercial) of MOIL. Various competitions workshops seminars and vigilanceawareness rally were organized during the week for employees students of school andcolleges and public at large.

(14) As required vide OM No. F. No. 28(1)/2016-Leg.l dated 24.01.2018 details relatedto disposed off and pending vigilance cases during the year 2017-18 are as follows:

Cases during 2017-18

Nature of cases

Total

Having vigilance angle Administrative
Cases disposed off 31 04** 35
Pending* 04 NIL 04

* At present all pending cases are disposed off

** All administrative cases are forwarded to management to deal at their end

> IMPLEMENTATION OF RTI

With the advent of the Right to Information Act 2005 in India MOIL has taken majorinitiatives towards its effective implementation.

MOIL has appointed CPIOs at the Corporate Office and PIOs/APIOs have also beenappointed at all its Mines. Chief General Manager (Personnel) has beenappointed/designated as Appellate Authority under the Act. The names of all the PIOs/APIOsand the Appellate Authority has been also hoisted in Company's website

The information in respect of company its employees etc. has been prepared under 17heads as prescribed in Section 4(1) (b) of the RTI Act and the same been hosted onCompany's portal. MOIL has been submiffing necessary information and returns to theprescribed authorities and updating the same regularly.

Awareness has been generated in order to enlighten the Company's employees about theintention and true spirit of this Act. The various provisions of the Act have beenhighlighted by issue of the circulars with a request to keep transparency in day-to-daywork and maintain all the records in a proper/systematic manner. Further the Company hasalso been hoisting/updating in Company's website certain matters suo-moto at regularintervals for the public so that public has minimum resort to use the various pro visionsunder the RTI Act to obtain information.

At the beginning of the year 2 RTI applications were pending during the year 68 RTIapplications received out of which 39 applications were disposed 23 were rejected and 8applications are pending as on 31.03.2018. Appellate authority has received 32 RTI appealsandallof them were disposed of during the period.

> TRAINING PROGRAMMES AND SKILL DEVELOPMENT:

During the year 2017-2018 total 68 programs (internal and external) were conducted foremployees at Munsar Training Centre Corporate Training Centre-Nagpur and OutsideTraining. The participants who were imparted training during the year in various programsinclude:

Program Details No. of Programs Total Participants Total Mandays
Munsar Training Program 24 671 711
In-Company Training Program 24 526 1108
Outside Training Program 20 75 339
TOTAL 68 1272 2158

In addition to this the company has also imparted training to apprentices underApprentices Act 1961. MOIL has been encouraging trade apprentices to show their inherentskills and has been providing various platforms to exhibit their skills.

The Company has signed Moll with National Skill Development Corporation (NSDC) tocollaborate and support skill development initiatives in the vicinity of MOIL mines tomake available skilled manpower for the development of the industrial ecosystem in thearea. Under this programme training is imparted by channel partners of NSDC to 424 on rollemployees 127 contractual and 119 local youths residing nearby villages of the mines.Accordingly total 670 participants were imparted Skill Development Training.

> SWACHHATA ABHIYAN

Swachh Bharat Abhiyan (Clean India Campaign) is a national level campaign where MOILtook active part on the call given by our Hon'ble Prime Minister for the biggestcleanliness mission of our country.

In this mega drive of cleanliness campaign MOIL joined hand with in fulfilling thedream of Mahatma Gandhi of "Swachha Bharat". MOIL has been actively involved inplanning and implementing the "Swachha Bharat Abhiyan" and re-engineering itsmanpower towards the noble deed.

In MOIL "Cleanliness Day" (Swachhta Diwas) is observed every month on 1stWednesday at all its mines. The Company observes swachhata pakhwada from 1st to15th of every month.

> USHERING IN CASHLESS TRANSACTIONS:

As per the Ministry's directives efforts have been made to promote cashless transactionenvironment by conducting various activities at the mines ofthe company. The action takenby MOILfor promotion of cashless transaction environment is as follows:-

• Propagating cashless transaction by organizing programmes at unit level bysocial groups.

• "Nukkad natak" / short workshops held at adjoining villages near theoperating areas of MOIL mines so as to spread message to the villagers regarding thesame.

• Collaborations with bankers in the region to promote cashless transactionthrough ATM (debit/credit card) mobile wallet mobile app net banking ECS NEFT RTGSe-payment etc.

• Banners/posters and advertisements showing advantages of cashless transactionshave been displayed at all prominent locations.

• All employees are being paid wages/salary and other payments through bankaccount only. Maximum number of employees are already using debit card and chequefacilities. Also 100% of contractual workers have opened their individual bank accountsand their wages are being paid through bank.

• Payments to employees through electronic mode.

> WELFARE SCHEMES AND FACILITIES

MOIL is carrying out numerous welfare schemes like housing drinking waterelectricity hospital health camps schools home loans and interest subsidies on homeloans etc. for the benefit of its employees as well as people residing in the adjacentareas of mines which are situated in the remote areas. Salient features of such schemesare as follows:-

• For improvement of living standard and taking into consideration of aspirationofthe employees residential quarters have been constructed and allotted to majority ofthe employees.

• adequate supply of drinking has been provided to the employees residing in themines' colonies.

• The colonies and streets of the camps are well illuminated. The employees havebeen provided with electricity for their residence at concessional rates.

• Hospitals/Dispensaries have been setup at all the mines maintained by qualifieddoctors and are supported by trained paramedical staff. The arrangement of OPD as well asindoor ward separately for male and female are provided. Ambulance is also provided to allthe hospitals for attending to emergencies. The patients are also being referred formedical treatments to specialized hospital as perthe requirement.

• The scheme of post retirement medical insurance for retired employees isexisting in the company for extending the medical facility.

• Pension scheme is also in operation for all its employees w.e.f. 01.01.2007.

• Assistance is extended in running primary schools at some of the mines wherefree education is imparted. School buses are provided at all the mines so as to takechildren to nearby areas for schools/colleges.

• Scheme of reimbursement of tuition fees and scholarship to meritorious studentsis also framed. Reimbursement of tuition fees to the children of staff and workers areprovided for taking education in professional courses.

> WELFARE MEASURES TAKEN FOR SC/ST:

MOIL is a labour intensive organization with 6080 employees on its rolls as on31.03.2018 ofwhich about 80% belongs to SC/ST/OBC (SC 20.23% ST 25.72% OBC 34.34%). YourCompany is also taking keen interest in development of the tribal population living in thevicinity ofthe mines situated in remote areas by following means:

• Adopting villages near the mines and provided drinking water facilities roadmaintenance.

• periodical medical checkups and treatment to the people living in thesevillages.

• Providing financial aid stationery books etc. to schools adjacent to themining areas.

• Skill development training programmes for SC/ST local youth under skilldevelopment programmes.

• Providing training to the physically challenged persons under Person withDisabilities Act 1995.

> EMPOWERMENT OF WOMEN:

MOIL has 738 women employees which constitute 12.14% of its total workforce of 6080 ason 31.03.2018.

In compliance of the directives of the Supreme Court guidelines relating to preventionof sexual harassment of women workers at work place were issued by Govt of IndiaMinistry of Human Resources Development. Accordingly a complaints committee has beenconstituted in the year 1999 and reconstituted in May 2014. No case of any harassment hassince been reported at any of the Mines of the Company or its Corporate Office. Thedirectives have been widely circulated to bring awareness amongst the women workers.

Mahila mandals are working effectively at all the mines of the Company. Variouscultural social educative and community activities such as adult education blooddonation camps eye camps family planning etc. are being organized regularly mostlyfor the benefit of women residing in the remote mine areas. Every year 8th March iscelebrated as International Womens Day and various programmes are organized to mark theday. Company also grants maternity leave and special casual leave for family planning.

As part of its CSR activities self help groups have been created at the mines whichcomprise of women hailing from the remote villages. They are trained to make candleswashing powder washing soaps bamboo baskets tailoring and various other vocationalactivities in order to make them self-reliant. This programme in MOIL has got very goodresponse and a huge success.

> DISCLOSURE REQUIREMENTS UNDER THE PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT THEWORKPLACE (PREVENTION PROHIBITION & REDRESSAL) ACT 2013:

The company has complied with provisions relating to the constitution of InternalComplaints Committee under the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013. As per the provisions of the Act a SexualHarassment Prevention Committee has been set up in the Company to deal with the casesreceived under sexual harassment. The Committee members are as under:-

1. Smt. Preeti Joshi DGM (Legal) : Head ofthe Committee
2. Smt. (Dr.) Bharti Rangari DGM (M.S.) : Secretary
3. Shri Nitin Pagnis DGM (Per.) : Member
4. Shri NeerajPandey Company Secretary : Member
5. Smt. Ujwala Abhyankar Sr. Manager (Per.) : Member
6. Smt.AshaSinghEx-Principal : Independent Member

The names of the Committee Members have been uploaded on Company's web site (www.moil.nic.in ). The summary of the Sexual Harassmentcomplaints received during the year 2017-18 are as under:

Number of complaints received Number of complaints disposed of Number of complaints pending
NIL Not applicable Not applicable

> PERSONNEL

The manpower as on 31.03.2018 ofthe Company is given below:

Gender Executives Non-Executives Workers Total
Male 321 2128 2893 5342
Female 23 103 612 738
Total 344 2231 3505 6080

Category-wise details of employees' strength as on 31.03.2018 are as under:

Group Scheduled caste Scheduled tribe O.B.C. Others Total
A 58 11 75 159 303
B 28 9 50 77 164
C 298 199 408 374 1279
D 782 1345 1555 588 4270
Safai Karmachari 64 0 0 0 64
Total 1230 1564 2088 1198 6080
Total % 20.23% 25.72% 34.34% 19.70% 100%

> CITIZEN'S CHARTER AND GRIEVANCE REDRESSAL MECHANISM :

(a) Employees' grievances - MOIL has its own grievance redressal system for executivesas well as non-executive employees. The grievances of employees are accordingly dealt withas per the rule.

(b) Public Grievance - Any citizen can submit his grievance through online CentralizedPublic Grievance Redressal and Monitoring System (CPGRAMS). All grievance officers havebeen apprised of the manner in which the public grievances received are to be disposedoff. The system adopted for dealing the grievance of public was constituted on the basisof instructions received from various authorities in the past.

(c) The redressal of grievance machinery in MOIL consists of one grievance officernominated at each unit/mine. The grievance officer nominated for head office coordinateswith grievance officers at the units/mines for their effective performance.

(d) Monthly/quarterly grievances are reviewed and dealt with by designated publicgrievance officers at mines and corporate office and are disposed off within stipulatedperiod ofone month.

(e) The data related to grievances at the units/mines are submitted by unit/minesgrievance Officers in monthly/quarterly returns to the Head Office. The same are examinedand submitted to Ministry.

Status of Public Staff Grievances for the period 01.04.2017 to 31.03.2018

Sr. Grievances No. Grievances outstanding as on 01.04.2017 Number of grievances received during the year Number of cases disposed of Number of cases pending as on 31.03.2018
1] Public ---- 6 6
2] Staff Nil 8 8 0
TOTAL Nil 14 14 0

> CORPORATE SOCIAL RESPONSIBILITY (CSR) AND SUSTAINABILITY:

CSR in MOIL is a continuous process. MOIL has been carrying out CSR activities in aresolute manner for several years. The Company

has framed a CSR Policy duly approved by the Board of Directors. Several schemes havebeen taken up and being implemented under

CSR in the current year which broadly include the following:

• In the Education and skill development initiative MOIL is supporting variousschools near its mine in District Balaghat of Madhya Pradesh and Bhandara District ofMaharashtra.

• In a major step towards providing quality education to rural children MOIL inassociation with DAV Group of Schools has constructed a large school at VillageSitasaongi in Bhandara district.

• With the overwhelming response for DAV-MOIL school of Sitasaongi Company is inprocess to open one more branch of this of tis school at Munsar Dist. Nagpur which willcater the need of quality of education of the rural children.

• Skill development program: Training on logistic skills Mine mate and Blasterstraining has been imparted to 119 local youths and 127 contractor workers as per NSDC(National Skill Development Council) guidelines

• Providing drinking water to villages in remote areas through bore wells.

• Company has tied up with Mahatme Eye Bank and Eye Hospital run by S.M.M. Eyewelfare trust LataMangeshkar Hospital etc. for carrying out free cataract surgeries forneedy people.

• Company has associated with a professional agency BAIF and Maharashtra Instituteof Technology Transfer for Rural Areas (MITTRA) an associate organization of BAIF Punehaving vast experience in rural development programmes. MOIL has entered into MoU withMITTRA who has prepared a detailed project report for the project. Initially 21 villageshave been identified in Nagpur (5 villages) Bhandara (11 villages) districts inMaharashtra and Balaghat (5 villages) district in Madhya Pradesh. Major areas ofdevelopmental activities are as under:-

• Livelihood • Education
• Women Empowerment • Anganwadi based intervention
• Water Resources Management • Community Resources Dev.
• AgriculturalTraining • Infrastructure Development
• LivestockDevelopmentTraining • HealthCleanliness&Sanitation
• QualityofLife

• Company has also constructed 534 toilets under Swachha Bharat Abhiyan andinstalled integrated solar street lights in the identified villages.

• MOIL has taken up various infrastructural development works like construction ofvillage roads personal toilets community halls support for plantations etc. in thevicinity of the operational area of MOIL mines. A report on CSR activities as requiredunder Companies Act2013 is attached as Annexure-lll

> PROCUREMENT FROM MICRO SMALLAND MEDIUM ENTERPRISES DEVELOPMENT (MSMED) ACT 2006

As per requirement of Micro Small and Medium Enterprises Development (MSMED) Act 2006and notification issued by Central Government in this regard PSUs are required topurchase minimum 20% of total annual purchase of products produced and services renderedby MSEs. It further requires that 4% out of 20% shall be earmarked for procurement fromMSE owned by Scheduled Castes or Scheduled Tribes entrepreneurs. It also requires the PSUsto report goals set with respect to aforesaid procurement and achievement made thereto inits Annual Report.

Total procurement of goods during 2017-18 has been at Rs. 70.53 crores (previous yearRs. 47.99 crores) out of which total value of goods procured from MSE (including MSE ownedby scheduled castes or scheduled tribes entrepreneurs) is Rs. 29.68 crores (previous yearRs. 20.86 crores) which amount to 42% of total annual procurement of products produced byMSE.

Thus the Company is complying with requirement of Micro Small and Medium EnterprisesDevelopment (MSMED) Act 2006. For financial year 2018-19 MOIL has a goal to procureproducts produced / services rendered by MSME as mentioned in the first para above.

> PROGRESSIVE USE OF HINDI:

In MOIL mines about 97% work is being done in Hindi. The Unicode system has beeninstalled in all computers of the company. The company has provided Hindi languagesoftware in computers and for imparting training to its employees so that MOIL's employeescan use the same in their day to day working.

For propagating and implementation of the provisions of Official Language Act 1963the company is continuously organizing Hindi competitions like essay writing notingdrafting poetry and articles etc. and the same are published in different magazines.Employees are being given re-training under the Hindi education scheme of the HomeMinistry; so far 312 employee have already been given training for Pragya ( high level)which is continuous process in the company

Company also promoted/contributed towards Hindi magazines like "Vainganga"published by Nagar Rajbhasha Karyanven Samiti Balaghat and "Rajbhasha Darpan"published by Nagar Rajbhasha Karyanven Samiti Nagpur.

The Company also publishes in-house bilingual magazine Sankalp in Hindi/Englishhighlighting its performance achievements activities etc. The officers and employees ofMOIL participate in various competitions organized by the coordination committee.Employees ofthe Company are also encouraged to participate in various competitions inHindi conducted by other institutes.

Ministry of Home Affairs has organized Nagar Rajbhasha Karyanvan Samiti annual daycelebration on 27.02.2018 at Power Grid Corporation Nagpur. Various organizations inpublic and private sector participated in the event. MOIL's vigilance in-house magazineSuchita has won the 3rd Prize for its excellent contents and was appreciated bythe Deputy Director of Ministry of Home Affairs.

> AWARDSANDACCOLADES:

MOIL is one of the public sector enterprises in the country known for its continuousexcellent performance. The Company has been geffing national /regional recognition for itsgood work in almost all the spheres of activities. The following are some of recognitions;the company has received at the national level.

• 5-Star certificate has been awarded to Dongri Buzurg opencast mine and Chiklaunderground mine of MOIL by Hon'ble Minister of State - Mines Govt of India ShriHaribhai Chaudhary at New Delhi in 3rd National Mining conclave organized byMinistry of Mines.

• 2nd Prize for best fresh air base category in metals sector and 2ndPrize for best rescue and recovery team in All India Mines Rescue Competition held atJambadoba Mines Dhanbad.

• 3rd Prize for MOIL's in-house magazine Suchita periodically publishedby vigilance department under category of excellent contents in Nagar RajBhasha KaryavaenSamiti Award celebrated by Ministry of Home Affairs.

• In 31st National Convention on Quality cocepts-2017 (NCQC-2017) heldat JSS Science and Technology University Mysure (Karnataka State) MOIL receivedfollowing prizes.

a. Par Excellence Award in Quality Circle and First Prize in Skit Competition to TirodiMine

b. Par Excellence Award in Quality Circle and First Prize in Model Competition to FerroManganese Plant Balaghat Mine

c. Par Excellence Award in Quality Circle to IMD Plant Dongri Buzurg Mine

d. Excellence Award in Quality Circle to EMD Plant Dongri Buzurg Mine

> DIRECTORS:

During the year under review Smt. Urvilla Khati (Nominee Director Govt of India) andShri. M.L. Dubey (Nominee Director Govt of MP) have ceased to be Directors of thecompany. The Board places on records its sincere appreciation of their invaluablecontribution and guidance during their tenure.

The Government of India has appointed (a) Shri Dipankar Shome as Director (Productionand Planning) for a period of five years (b) Shri. Rakesh Tumane as Director (Finance)for a period of five years in place of Shri D.S.Ahluwalia - Additional charge Director(Finance) (c) Shri T. Srinivas (Nominee Director Govt of India) (d) Shri V.M. Chariaras Independent Director for a period of 3 years and (e) Shri Sunil Porwal (NomineeDirector Govt. of Maharashtra).

All Independent Directors have given declarations that they meet the criteria ofindependence as laid down under Section 149(6) of the Companies Act 2013 and SEBI(Listing Obligations and Disclosure Requirements) Regulations 2015. Independent Directorsare generally appointed for a period of three years.

Pursuant to section 134(3)(q) read with rule (8)(5)(iv) of Companies (Accounts) Rules2014 and section 203(1) the Board has designated Chairman-cum-Managing Director [ChiefExecutive Officer] Director (Finance)-[Chief Finance Officer (CFO)] and Company Secretaryas Key Managerial Personnel.

> APPOINTMENT PERFORMANCE EVALAUTION AND REMUNERATION POLICY:

Being a Central Public Sector Undertaking the appointment tenure performanceevaluation remuneration etc. of Directors are made/fixed by the Government of India.

Ministry of Corporate Affairs vide its notification dated June 5 2015 has exemptedGovernment companies from applicability of some of provisions/sections of the CompaniesAct 2013. As per the above notification the Nomination and Remuneration Committee is notrequired to formulate the criteria for appointment of Directors their remuneration policyand carrying out their performance evaluation. In MOIL being a Government Company theappointment of Directors and their performance evaluation are undertaken by administrativeministry i.e. Ministry of Steel Government of India as such performance evaluation bythe Board of its own performance that of its Committees and individual directors are notapplicable/required.

The remuneration of officers (executives) is decided as per Government guidelines onpay revision and remunerations of the nonexecutives are decided as per Wage SettlementAgreement entered into periodically with their Union. Appointments/promotions etc. ofthe employees are made as per Recruitment and Promotion Policy approved by the Board.

> RISK MANAGEMENT POLICY:

MOIL recognizes that risk is inherent to any business activity and that managing riskeffectively is critical to the immediate and future success of the Company. The RiskManagement Policy of the company establishes a system which helps in overseeing the risksmanagement of material business risks and also helps in internal control of the company.The same is also uploaded in the company's website

> DIRECTORS' RESPONSIBILITY STATEMENT :

Your Directors state that:

(i) in the preparation of the financial statements the applicable accounting standardshave been followed and there are no material departures from the same;

(ii) they have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the company as at March 31 2018 and of the profit and loss ofthe company for the year ended on that date;

(iii) they have 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 frauds or otherirregularities;

(iv) they have prepared the financial statements on a going concern basis;

(v) they have laid down internal financial controls to be followed by the company andthat such internal financial controls are adequate and were operating effectively;

(vi) They have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively.

> STATUTORY AUDITORS :

In terms of Section 143 (5) of the Companies Act 2013 M/s J. S. Uberoi & Co.Chartered Accountants Nagpur have been appointed by the Comptroller & Auditor Generalof India as Statutory Auditors of the Company for the year 2017-18. There is no fraudreported by auditors of the company under sub-section (12) of section 143 of the Act. TheStatutory Auditors' Reports are attached which are self-explanatory. CAG has given NILcomment. CAG vide thair letter dated 19.07.2018 has appointed M/s Demble Ramani & Co.Chartered Accountant as statutory Auditor for the financial year 2018-19.

> SECRETARIAL AUDITORS :

The Board had appointed M/s A. Mehta and Co. Indore as Secretarial Auditors for2017-18. Their Report is enclosed herewith which is self-explanatory. There is noqualification in the report except on composition of the Board of the company. Being aGovernment Company all the directors are appointed by the Government of India. Your Boardbelieves that the Government of India will make appointment of requisite number ofdirectors on the Board of MOIL.

> RELATED PARTY TRANSACTIONS:

The Company has not entered into any materially significant related party transactionsthat may have potential conflict with the interests of the company at large. Nonethelesstransactions with related parties have been disclosed in Point No. 23 of Note No. 1.1 ofnotes to the accounts. Hence no disclosure is made in form AOC-2 as required in Section134(3) read with Rule 8 of Companies (Accounts) Rules 2014.The Company has Related PartyTransaction Policy and the same is uploaded in its website www.moil.nic.in .

> VIGIL MECHANISM:

The Company has a Whistle Blower Policy and the same is uploaded in its websitewww.moil.nic.in . The company has a competent and independent vigilance department headedby Chief Vigilance Officer (CVO) for monitoring any unethical behaviour actual orsuspected fraud or violation of the company's code of conduct or ethics policy. All thepersonnel are having the access to the vigilance department for their complaintsgrievances etc. Vigil mechanism has been established for directors and employees toreport genuine concerns. The vigil mechanism provides for adequate safeguards againstvictimization of persons who use such mechanism.

> COST AUDIT

Maintenance of cost records as specified by the Central Government under sub-section(1) of section 148 of the Companies Act 2013 is required by the Company and accordinglysuch accounts and records are made and maintained. M/s Phatak Paliwal & Co. CostAccountants Nagpur have been appointed as the Cost Auditor of the Company to conductaudit of cost accounting records maintained by the Company for the year ended 31.03.2018.The due date for filing the Cost Audit Reports for the financial year ended 31stMarch 2018 is 27th September 2018. The report will be submitted withinprescribed time limit. The Cost Audit Report and Compliance Report for the year 2016-17were filed within the time limit as prescribed by the Ministry of Corporate Affairs.

> CONSOLIDATED FINANCIAL STATEMENTS

Your company has no subsidiary company. However it has two Joint Ventures namelyRINMOIL Ferro Alloys Pvt. Ltd and SAIL & MOIL Ferro Alloys Pvt. Ltd.

Pursuant to provisions of Section 129 (3) of the Companies Act 2013 duly AuditedConsolidated Financial Statements are also placed herewith together with necessary notesannexures and disclosures as applicable and required.

Both the joint ventures have not yet commenced project/operations.

> OTHER DISCLOSURES:

(i) Particulars with respect to R&D and technology absorption etc.: Particularswith respect to R&D and technology absorption as required under the provisions ofSection 134(3) (m) of the Companies Act 2013 read with the Companies (Accounts) Rules2014 forming part of this report are enclosed as Annexure-ll to this report.

(ii) Foreign Exchange earnings and outgo: The Company has not made any export ofmanganese ore or its other products during the financial year 2017-18. During the yearunder review the Company has incurred expenditure of Rs. 14.14 lakhs in foreign currencyas against Rs. 13.50 lakhs in the previous year.

(iii) Particulars of employees: There are no employees covered within the purview ofSection 134(3) of the Companies Act 2013 read with Companies (Appointment andRemuneration of Managerial Personnel) 2014 as amended from time to time.

(iv) Deposits: During the year under review MOIL has not accepted any deposits asprovided under the Act.

(v) Loans guarantees and investments: There are no loans guarantees and investmentunder section 186 of the Act.

(vi) Composition of Audit Committee: The details regarding composition of AuditCommittee are mentioned in Clause No. 3.1(A) of the Corporate Governance Report which is apart of this Report.

(vii) Number of meetings of the Board: The details in this respect are given in ClauseNo. 2.2 of the Corporate Governance Report which is a part of this Boards' Report.

(viii) Extract of Annual Return: Pursuant to section 92(3) of the Companies Act 2013and rule 12(1) of the Companies (Management and Administration) Rules 2014 an Extract ofAnnual Return (Form MGT-9) as on the financial year ended on 31.03.2018 is annexed asAnnexure- IV.

(ix) In order to save papers and contribute in green initiatives of the Government thecompany is opting for sending Abridged Financial Statement (AOC- 3A).

> DETAILS OF SHARES IN SUSPENSE ACCOUNT:

The details of shares in suspense account are as follows:

Description No. of Shareholders No. ofShares
Aggregate number of shareholders and the outstanding shares in the suspense account lying as on 01.04.2017 12 204
Shareholders who approached the company for transfer of shares from suspense account during the year 04 68
Shareholders to whom shares were transferred from suspense account during the year 04 68
Shares transferred to unclaimed suspense account 0 0
Aggregate number of shareholders and the outstanding shares in the suspense account lying as on 31.03.2018 08 272

Note:-During the year company has issued bonus shares in the ratio of 1:1. Accordinglynumbers of the shares have increased.

The voting rights on these shares in suspense account as on 31.03.2018 shall remainfrozen till the rightful owner of such shares claims the shares.

> MEMORANDUM OF UNDERSTANDING (MoU):

MOIL has been signing Memorandum of Understanding (MoU) with Ministry of Steel sincemore than 20 years. The MoU sets forth various targets and parameters of performancewhich are assessed against actual achievements after close of financial year. From theyear 1995-96 the company has been continuously geffing excellent ratings (except for theyear 2015-16 and 2016-17 due to worst/ poor market condition of the decade). The ratingfor 2017-18 has not been issued so far. Continuing the practice MOIL has signed MoU withthe Ministry of Steel for the year 2018-19 also.

> CORPORATE GOVERNANCE:

The Company strives to attain high standards of Corporate Governance. A separatesection on Corporate Governance is annexed and forms part of the Boards' Report andenclosed as Annexure-V. Certificate of Corporate Governance is also attached withCorporate Governance Report which is self-explanatory. There is no other qualification inthe certificate except on composition of the Board of the company during the year. Being aGovernment Company all the directors are appointed by the Government of India. The Boardbelieves that whenever there is requirement the Government of India will make appointmentof requisite number of directors on the Board of MOIL.

> MANAGEMENT DISCUSSION AND ANALYSIS AND BUSINESS RESPONSIBILITY REPORT :

A report on Management Discussion and Analysis is placed at Annexure-VI. In compliancewith Regulation 34 of SEBI (Listing obligations and Disclosure Requirements Regulations)2015 Business Responsibility Report is also annexed at Annexure-VII.

> INDUSTRIAL RELATIONS:

Industrial relations in MOIL continued to be cordial and peaceful during the year2017-18. There has not been any stoppage of work or any such labour agitation in theCompany. The tempo for better production and productivity was maintained. VariousCommittees are constituted at the mine level and corporate level for discussing variousissues for smooth functioning of the organization and expeditious decisions for thesettlement of grievances had been functioning satisfactorily.

> BONUS SHARES

Your Company has issued bonus shares in the ratio of 1:1 by capitalizing Rs.1331878040 out of accumulated reserves as per audited financial statements of theCompany for the financial year ended March 31 2017 and said amount is transferred to theshare capital and applied for issue and allotment of Bonus share of Rs 10 each.

> BUYBACK OF SHARES

Your Company had done buyback of fully paid equity shares of Rs. 10 each of 8766720equity shares (representing 3.29% of the total number of equity shares) at a price of Rs.240 per share payable in cash for an aggregate consideration not exceeding Rs.2104012800 during 2017-18. The buyback was done in accordance with provisions containedin Companies Act 2013 and SEBI (Buyback ofSecurities) Regulation 1998. Govt of India(Promoter ofthe Company) had participated in the buyback ofShares.

> ACKNOWLEDGEMENT:

Your Directors acknowledge the support cooperation and guidance received from theGovt of India Ministry of Steel Ministry of Environment and Forest State Governmentsof Maharashtra and Madhya Pradesh all Government Departments Company's shareholdersBankers valued customers suppliers and all other stakeholders.

The employees of the Company have continued to display their commitment towards thepursuit of excellence. Your Directors take this opportunity to place on record theirappreciation for the valuable contribution made by the employees and look forward to theirservices with zeal and dedication in the years ahead to enable the Company to scale evengreater heights.

On behalf of the Board of Directors

Date: 02.08.2018 M. P. Chaudhari

Place: New Delhi Chairman-cum-Managing Director