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NILE Ltd.

BSE: 530129 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE445D01013
BSE 00:00 | 18 Jul 432.75 16.35
(3.93%)
OPEN

417.05

HIGH

444.00

LOW

417.05

NSE 05:30 | 01 Jan NILE Ltd
OPEN 417.05
PREVIOUS CLOSE 416.40
VOLUME 6510
52-Week high 1164.00
52-Week low 409.80
P/E 5.63
Mkt Cap.(Rs cr) 130
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 417.05
CLOSE 416.40
VOLUME 6510
52-Week high 1164.00
52-Week low 409.80
P/E 5.63
Mkt Cap.(Rs cr) 130
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

NILE Ltd. (NILE) - Director Report

Company director report

To

The Members

Your Directors take pleasure in presenting the 34th Annual Report onthe operations of your Company and the Audited Accounts for the financial year ended 31stMarch 2018 together with the Auditors' Report thereon.

Financial Results:

Your Company's results for the year and the comparative figures forthe previous year are given below in a summarized format:

(Rs. in Lakhs)

Particulars

2017-18

2016-17

Net Sales

63312.01

57935.98

Other Income

110.60

93.81

Total Revenue

63422.61

58029.79

Profit before interest and depreciation

4677.32

5314.52

Less: Interest

740.71

945.55

Depreciation

387.94

341.90

Profit before exceptional & extraordinary items and tax

3548.67

4027.07

Profit before Tax

3548.67

4027.07

Profit after Tax

2304.72

2632.36

Less: Other Comprehensive

19.25

9.09

Income
Total Comprehensive

2285.47

2623.27

Income
Add: Opening balance in

7757.61

5242.73

Statement of Profit & Loss
Amount available for appropriation

10043.09

7866.00

Appropriations:
Transfer to General Reserve

-

-

Interim Dividend on equity shares

150.10

90.06

Dividend Distribution Tax on

30.56

18.33

Interim Dividend
Surplus/(Deficit) carried to

9862.44

7757.61

Balance Sheet

Note: Previous year's figures are regrouped and presented wherevernecessary.

Dividend:

Your Directors declared and paid interim dividends for the financialyear 2017-18 as per the following details:

Dividend

Date of declaration

Amount per share

Paid in
Interim

11th November

Rs 3/-

November
Dividend

2017

2017
2nd Interim

10th February

Rs 2/-

February /
Dividend

2018

March 2018

The Directors do not recommend any final dividend.

Operations:

Operations of the Company's two divisions for the year under reviewwere as follows:

Lead Division:

This year the Lead division recorded sales of Rs 63263 lakhs asagainst Rs 57883 lakhs in the previous year an increase of 9.29%. However an increasein raw material prices coupled with a drop in international Lead prices resulted inlower profit.

Windmills:

The entire energy generated at Ramagiri was sold to Andhra PradeshSouthern Power Distribution Company Ltd. The total revenue was Rs 49 lakhs against Rs 53lakhs in the previous year.

Total:

The combined turnover of the Company thus was Rs 63312 lakhs for theyear under review as against Rs 57936 lakhs for the previous year.

Corporate Governance:

Your Company has complied with all provisions of Corporate Governanceas required under the SEBI (LODR) Regulations 2015. A report on Corporate Governancealong with the certificate on its compliance from the Auditors forms part of this report.

Quality System:

Your Company's certificates for Quality Systems under ISO 9001 for theLead Division continue to be valid.

Management Discussion and Analysis Report:

A detailed discussion on the industry structure as well as on thefinancial and operational performance is contained in the ‘Management Discussion andAnalysis Report' enclosed hereto and which forms an integral part of this Report (ReferAnnexure-A).

Information as required under Section 134(3)(m) of the Companies Act2013 read with Rule 8(3) of Companies(Accounts) Rules 2014: A. Conservation of Energy:

As a result of the energy conservation measures undertaken yourcompany was able to reduce the contracted electrical demand at the Choutuppal facility by25 %.

B. Technology Absorption:

No new technology has been obtained during the year and the existingtechnology in use has been fully absorbed.

C. Foreign Exchange earnings and outgo:

Total foreign exchange used and earned: (Rs. in Lakhs)

Particulars

2017-18

2016-17

a) Foreign Exchange earnings on exports

227.09

0.00

b) Foreign Exchange used on account of:
i) Foreign Travel

4.41

3.22

ii) Professional Charges

8.97

1.36

iii) Subscription charges

4.07

3.65

iv) Others / Delegate

4.16

0.09

Fees
v) CIF value of imports of raw material & others

16297.43

17736.59

vi) Dividend for 2017-18 / 2016-17

3.00

1.80

Directors:

Pursuant to Section 152 and other applicable provisions if any of theCompanies Act 2013 Sri Vuyyuru Ramesh will retire by rotation at the ensuing annualgeneral meeting and being eligible offers himself for reappointment.

Sri Yeswanth Nama Venkateswwaralu was co-opted as an additionaldirector (independent director category) of the company with effect from 1st March2018. An application to appoint him as a Director (independent director category) wasreceived by the Company.

Statutory Auditors:

M/s. Gokhale & Co. Chartered Accountants Hyderabad wereappointed as Statutory Auditors of the Company at the 32nd Annual General Meeting held on30th September 2016 to hold office till the conclusion of the 37th Annual GeneralMeeting.

Number of meetings of the Board:

Details of the same are disclosed in the Corporate Governance Report.

Declaration of Independence:

All the Independent Directors have affirmed their compliance with thecriteria for Independence as provided in Section 149(6) of the Companies Act 2013.

Risk Management Policy:

The Board has adopted and is implementing a suitable Risk ManagementPolicy for the company which identifies therein different elements of risk which maythreaten the existence of the company.

Particulars of investments under Section 186 of the Companies Act2013:

Your company completely wrote off its investment in GLW Limited andsubmitted the necessary documents to the Reserve Bank of India.

Deposits:

No deposits under Chapter V of the Companies Act 2013 were accepted orrenewed during the year.

Composition of Audit Committee and Vigil Mechanism/ Whistle BlowerPolicy:

Details of the same are disclosed in the Corporate Governance Report.

Information as required under Section 134(3)(e) Section 178(3) of theCompanies Act 2013 and Rule 8(4) of the Companies (Accounts) Rules 2014:

Refer Annexure B

Disclosures pursuant to Section 197(12) and Rule 5 of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014:

Refer Annexure C

Annual Report on Corporate Social Responsibility (CSR) activities inaccordance with Rule 8 of Companies (CSR Policy) Rules 2014:

Refer Annexure D

Extract of Annual Return (Form MGT-9) [Pursuant to Section 92(3) andSection 134(3) (a) of the Companies Act 2013 and Rule 12 of Companies (Management andAdministration) Rules 2014]:

Refer Annexure E

Evaluation:

The Board evaluated the effectiveness of its functioning and that ofthe Committees and of individual Directors. The Board sought the feedback of Directors onvarious parameters such as:

• Degree of fulfillment of key responsibilities

• Clarity on the functional requirements of the Directors on theBoard as well as on the Committees

• Co-operation between the Directors

• Quality and dynamics of the relationship between Management andIndependent Directors.

The Chairman met each of the Directors individually and obtained thefeedback.

The Directors then discussed these inputs and also reviewed theperformance of the Directors and the Committees as well as the Board as a whole.

There was consensus that the performances of the Directors theCommittees and the Board were entirely satisfactory. There was also satisfaction regardingthe co-operation and co-ordination among the Directors.

The Directors resolved to continue to guide the Company in the path ofgrowth with a social conscience.

Directors' Responsibility Statement:

Your Directors in terms of Section 134(5) of the Companies Act 2013state that:

(a) In the preparation of the annual accounts the applicableaccounting standards had been followed along with proper explanation relating to materialdepartures; (b) The Directors had selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the company at the end of thefinancial year and of the profit and loss of the company for that period; (c) TheDirectors had taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of this Act for safeguarding the assets of thecompany and for preventing and detecting fraud and other irregularities; (d) The Directorshad prepared the annual accounts on a going concern basis; and (e) The Directors had laiddown internal financial controls to be followed by the company and that such internalfinancial controls are adequate and were operating effectively.

(f) The Directors had devised proper systems to ensure compliance withthe provisions of all applicable laws and that such systems were adequate and operatingeffectively.

Industrial Relations:

The industrial relations in the Company continue to be very cordial andstable. Your Directors would like to place on record their appreciation of the dedicationand commitment of all employees of your Company.

Acknowledgement:

Your Directors thank the customers vendors investors as well as HDFCBank and Kotak Mahindra Bank for their continued support during the year.

For and on behalf of the Board

Sd/-

V. Ramesh

Chairman and Managing Director

DIN: 00296642

Place : Hyderabad Date : 14-05-2018