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The Ramco Cements Ltd.

BSE: 500260 Sector: Industrials
NSE: RAMCOCEM ISIN Code: INE331A01037
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OPEN 1011.00
PREVIOUS CLOSE 1010.50
VOLUME 2290
52-Week high 1043.40
52-Week low 456.50
P/E 34.74
Mkt Cap.(Rs cr) 24,072
Buy Price 1018.90
Buy Qty 27.00
Sell Price 1020.95
Sell Qty 35.00
OPEN 1011.00
CLOSE 1010.50
VOLUME 2290
52-Week high 1043.40
52-Week low 456.50
P/E 34.74
Mkt Cap.(Rs cr) 24,072
Buy Price 1018.90
Buy Qty 27.00
Sell Price 1020.95
Sell Qty 35.00

The Ramco Cements Ltd. (RAMCOCEM) - Director Report

Company director report

Your Directors have pleasure in presenting their 62nd AnnualReport and the Audited Accounts of the Company for the year ended 31st March2020.

Separate Financials

Financial Results Year ended Year ended
31-03-2020 31-03-2019
Revenue (Net of Duties and Taxes) 5405.64 5174.71
Operating Profit: Profit before Interest Depreciation and Tax (PBIDT) 1173.82 1064.97
Less: Interest 71.35 50.87
Profit before Depreciation and Tax (PBDT) 1102.47 1014.10
Less: Depreciation 315.26 298.52
Profit before Tax 787.21 715.58
Less: Tax Expenses
Current Tax 139.02 189.44
Current Tax adjustments of earlier years 0.24 (4.83)
Deferred Tax 74.28 10.97
MAT Credit recognition (36.74) -
Deferred Tax adjustment of earlier years 9.32 14.11
Profit After Tax 601.09 505.89
Other Comprehensive Income for the year (7.81) (2.68)
[Net of tax credit of Rs. 3.68 Crores (PY: Rs. 1.53 Crores)]
Total Comprehensive Income for the year (TCI) 593.28 503.21

Changes in capital and debt structure

The paid-up capital of the Company is Rs. 235576780/- consisting of235576780 shares of Rs. 1/- each. There has been no change in the Capital Structure ofthe Company during the year under review.

The Company does not have any Scheme for issue of sweat equity to theemployees or Directors of the Company. The details of Employees Stock Option Schemes(ESOS) are provided in this Report and in the relevant Annexure. The details of SecuredRedeemable Non-Convertible Debentures issued during the year under review are given below:

(a) Name of the Series 7.12% Series A 7.25% Series B
Debentures TRCL 2021 Debentures TRCL 2021
(b) Date of issue and allotment of the securities 20-12-2019 20-12-2019
(c) Number of securities 1000 950
(d) Type of issue Private Placement Private Placement
(e) Details of the debt restructuring pursuant to which the securities are Not Applicable Not Applicable
Issued
(f) Issue price – per instrument Rs. 10 lakhs Rs. 10 lakhs
(g) Coupon rate 7.12% 7.25%
(h) Maturity date 18-06-2021 20-12-2021
(i) Amount raised Rs. 100 Crores Rs. 95 Crores
(a) Name of the Series 6.90% Series C 7.00% Series D
Debentures TRCL 2022 Debentures TRCL 2023
(b) Date of issue and allotment of the securities 28-02-2020 28-02-2020
(c) Number of securities 1000 1000
(d) Type of issue Private Placement Private Placement
(e) Details of the debt restructuring pursuant to which the securities are Not Applicable Not Applicable
Issued
(f) Issue price – per instrument Rs. 10 lakhs Rs. 10 lakhs
(g) Coupon rate 6.90% 7.00%
(h) Maturity date 26-08-2022 26-05-2023
(i) Amount raised Rs. 100 Crores Rs. 100 Crores

Dividend

Your Directors at the Board Meeting held on 03-03-2020 have approvedpayment of Interim Dividend of Rs. 2.50 per share on the Equity Capital of the Company.Your Directors recommend this to be the total dividend for the year. For the previousyear the Company had paid a dividend of Rs. 3.00 per share. The total dividend for theyear amounts to Rs. 58.95 Crores as against

Rs. 70.74 Crores for the previous year. Inclusive of Dividend Tax of

Rs. 12.12 Crores (PY: Rs. 14.54 Crores) the total outgo is Rs. 71.07Crores (PY: Rs. 85.28 Crores).

The payment of dividend is in accordance with the "DividendDistribution Policy" of the Company. The Policy is available on the website of theCompany under the weblink: http://ramcocements.net/ramcocements/pdffiles/policies/DIVIDEND%20DISTRIBUTION%20POLICY%202016.pdf

The Dividend Distribution Policy forms part of this Report.

Transfer To general reserves

After appropriations a sum of Rs. 200 Crores has been kept as retainedearnings of the Company and a sum of Rs. 437.88 Crores has been transferred to GeneralReserve. As on 31-03-2020 the General Reserve stands at Rs. 4668.74 Crores.

Taxation

For the year ended 31-03-2020 the Company has made current taxprovision of Rs. 139.02 Crores under MAT as against Rs. 189.44 Crores under regular methodin the corresponding period of previous year. Current tax adjustments of earlier years isRs. 0.24 Crore as against Rs. (-) 4.83 Crores during the previous year.

The deferred tax for the year ended 31-03-2020 is Rs. 74.28 Crores asagainst Rs. 10.97 Crores in the previous year. MAT credit recognised during the year ended31-03-2020 is Rs. 36.74 Crores. Deferred tax adjustments during the current yearpertaining to earlier years is Rs. 9.32 Crores as against Rs. 14.11 Crores during theprevious year.

Management discussion & analysis report macroeconomic review Globaleconomy

The global economy grew by 2.9% in Calendar Year (CY) 2019 as comparedto 3.6% in CY 2018. Rising trade barriers weak manufacturing activity and a slowdownamong major emdes (Emerging Markets and Developing Economies) especially India contributedto the moderation in growth. The emdes grew by 3.7% (4.5% in CY 2018) and advancedeconomies by 1.7% (2.2% in CY 2018). Moving into CY 2020 with world faced by anunprecedented crisis COVID-19 pandemic economies of all countries are likely to degrowleading to 4.9% decline in global economy. The impact would be stronger in countriesstruggling to contain the infection rate. Beyond the pandemic global cooperation will beimportant to resolve trade and technology tensions to ensure faster recovery.1

Indian economy

The Indian economy grew by 4.2% in FY 2019-20 as against 6.1% in FY2018-19. The year started with weakness in financial sector low investment andconsumption confidence and eventually culminated with one of the deadliest pandemics whoseimpact was greater than anticipated.

Industrial and services sector reported slower growth at 0.9% and 5.5%respectively as compared to 4.9% and 7.7% respectively in the previous year. Theautomobile sector continued its contraction while bank credit remained tepid confirmingthe weakness of demand.

A sharp decline in oil prices did benefit the economy however itsimpact was short-lived with prices gradually firming up as oil producing countries agreedto cut production. Also with the Government hiking duties and VAT the benefit was notpassed on to consumers.

The only silver lining has been the agriculture and allied sector whichgrew by 4% as compared to 2.4% in FY 2018-19 led by a 3.7% increase in foodgrainsproduction. The forecast of a normal monsoon by the India Meteorological Department (IMD)for 2020 sowing season augurs well for agriculture output and farm incomes.

Going into FY 2020-21 the macroeconomic scenario will continue to bechallenging. With uncertainty about the pandemic and extended lockdown the downside risksto domestic growth remain significant. However positive measures like rollout of stimuluspackage and structural reforms by the Government and proactive liquidity management andeasing of monetary policy by RBI will provide some support. The economic activity isexpected to recover gradually from the second half of the year 2020-21. The IMF expectsthe country's GDP to contract by 4.5% in 2020 and eventually pick up momentum andgrow by 6% in 2021.2

Cement industry review

FY 2019-20 has been a challenging year for the Indian cement industry.The industry produced 334.48 million tonnes (mnt) of cement in FY 2019-20 as compared to337.32 mnt in FY 2018-19. This translates into a de-growth of 0.84% as against13.3% growth witnessed in the previous year. Sales revenue witnessed a marginal growth of1.3% as prices remained firm. Weak macro-economy and real estate sector along withliquidity crisis and lower credit flow resulted in subdued demand. With largecapacity expansion in the previous years the capacity utilisation of the industrydeclined from 70% in FY 2018-19 to around 65-67% in FY 2019-20.3

Future outlook

With COVID-19 pandemic unfolding with such speed and scale manybusinesses across sectors have been disrupted. The cement demand has taken a severesetback since March 2020 as construction activities were hit due to supply chaindisruption and non-availability of labour in urban and semi-urban areas.

The rural demand however remained largely insulated due to goodagriculture output and farm income. For FY 2020-21 the overall cement demand is expectedto contract by ~15%.

On the positive side it is widely anticipated that the industry wouldstart seeing revival from the second half of FY 2020-21 as the pandemic situationgradually eases and economic growth engine starts kicking. Various fiscal monetary andliquidity measures by the Government and restart in execution of key infrastructureprojects like roads irrigation metros and rural housing as per PMAY scheme will helprevive demand. By this time the issue of labour shortage is also expected to normalisewhich along with release of pent-up demand for affordable and other housing projects inurban / semi-urban areas will further bolster the demand. The positive outlook for theagriculture sector augurs well for healthy rural economy and cement demand.4

Company review cement division Production

April 2019 to April 2018 to

Increase over

Particulars March 2020 March 2019

Previous year

(in Tons) (in Tons) (in Tons) (in %)
Clinker 9085253 8618417 466836 5.42
Cement 11411750 11183925 227825 2.04

Sales

During the year the Company had sold 112.03 lakh tons of cementcompared to 111.24 lakh tons of the previous year.

In spite of marginal degrowth of 1% in volume in the cement industrythe Company has grown by 1%. The sales for the Company for the year under review couldhave been even higher but for the impact of COVID-19 in March 2020.

The Company continues to expand in Eastern Markets in addition toconsolidating in its core Southern Markets.

During the year under review the Company has exported 2.30 lakh tonsas against 2.24 lakh tons during the previous year. The export turnover of the Company forthe year was Rs. 113.71 Crores as against Rs. 112.48 crores of the previous year.

Ready mix concrete division

The Division has produced 32999 cu.m of concrete during the yearaccounting for a revenue of Rs. 14.16 Crores (Net of duties and Taxes) as against 36960cu.m. Of concrete accounting for a revenue of Rs. 15.97 Crores (Net of duties and Taxes)during the previous year.

Dry mortar division

The Division has produced 38739 tons of Dry Mortar during the year asagainst 40493 tons produced during the previous year. The Division has sold 38329 tonsof Dry Mortar accounting for a revenue of Rs. 30.59 Crores (Net of duties and Taxes)during the year as against 40418 tons of Dry Mortar accounting for a revenue of Rs. 29.72Crores (Net of duties and Taxes) during the previous year.

Wind farm division

The Division has generated 2268 lakh units as compared to 2426 lakhunits in the previous year. Out of this 2189 lakh units were generated from the windfarms in Tamil Nadu and 79 lakh units from the wind farms in Karnataka. Out of the unitsgenerated in Tamil Nadu 332 lakh units were meant for adjustment against the powerconsumed in the Company's plants and balance 1857 lakh units have been sold to TamilNadu Generation and Distribution Corporation Limited (TANGEDCO) for a value of

Rs. 55.68 Crores.

Out of the units generated in Karnataka 75 lakh units were supplied toBangalore Electricity Supply Company Limited (BESCOM) for a value of Rs. 2.20 Crores andthe balance 4 lakh units were supplied to third parties for a value of Rs. 0.18 Crores.

The installed capacity of the wind farm of the Company was 125.95 MW ason 31-03-2020 comprising of 108 Wind Electric Generators.

The income during the year from the Division was Rs. 58.07 Crores asagainst Rs. 61.75 Crores of the previous year.

Power plants

The Company's thermal power plants aggregating to a capacity of175 MW are located at its cement manufacturing plants. The power generated from thethermal power plants were used for self-consumption in the cement manufacturing.

Capital expenditure programmes - new projects

Due to the outbreak of Corona Virus (COVID-19) Central and StateGovernments had imposed lockdown restrictions. Consequently the project implementationactivities had come to a standstill. The labourers of the service providing companies hadleft the site. Because of the above there had been delay in project implementation ofexpansion programmes and consequently there had also been cost escalation. Subsequent tothe relaxation in lockdown the Company is taking all efforts to commission the projectsat the earliest simultaneously ensuring precautionary measures for the safety of men andmaterials. The status of the projects with revised commissioning time frame are givenbelow.

Cement Plants

Thecompanyisestablishinglineiiiattheexistingjayanthipuram Plant with aclinkerisation capacity of 1.5 Million Tonnes Per Annum (MTPA). The plant will have aWaste Heat Recovery System to generate 27 MW of power. The cost of the project is

Rs. 740 Crores. The Phase-1 of Waste Heat Recovery System with acapacity of 9 MW is expected to be commissioned in the second quarter of 2020-2021 and theClinkerisation project is expected to be commissioned in the last quarter of 2020-2021.

The Company is establishing a new cement plant at KalavatalaVillagekolimigundlamandalandhrapradeshwithclinkerisation capacity of 2.25 MTPA andcement manufacturing capacity of 1 MTPA. It is proposed to have a waste heat recoverysystem of 12.15 MW and Thermal power plant of 18 MW aggregating to 30.15 MW so that thecement plant will be self-reliant on power. The Plant will also have railway siding toprovide flexibility in logistics. The cost of the project is Rs. 1600 Crores and isexpected to be commissioned in the last quarter of 2020-2021.

Grinding Units

The Company has expanded its Kolaghat grinding unit with another lineof grinding capacity of 1.05 MTPA. The revised cost of the project is Rs. 386 Crores. TheMill was commissioned in September 2019 and the Railway Siding works are expected to becompleted by October 2020.

The Company has expanded its Vizag grinding unit with another line ofcement grinding capacity of 1.05 MTPA. Cement Mill was commissioned in March 2020. Therevised cost of the project is

Rs. 215 Crores.

The Company is establishing a grinding unit at Haridaspur in JajpurDistrict in the State of Odisha with a cement grinding capacity of 1 MTPA. Among otherthings the project will have Railway Siding and Wagon Tippler which is an addedadvantage. The revised cost of the project is Rs. 717 Crores and is expected to becommissioned in August 2020. On commissioning of Line II in Kolaghat and Vizag theaggregate grinding capacity of the Satellite Grinding Units had increased from 4.20 MTPAto 6.30 MTPA.

On commissioning of the rest of the above projects the Company'scement manufacturing capacity at its integrated cement plants would increase from 12.49MTPA to 13.49 MTPA and cement manufacturing capacity at its satellite grinding units wouldincrease from 6.30 MTPA to 7.30 MTPA.

On completion of the above projects the aggregate cement manufacturingcapacity of the Company is set to reach 20.79 MTPA.

Advantages from new Projects

The additional clinker that would be manufactured from the Line III ofJayanthipuram and the excess clinker from the Kalavatala Cement Plant would meet therequirements of the grinding units.

The cement produced at the grinding units would help the Company tofurther expand its markets in the Coastal Districts of Andhra Pradesh and in the States ofOdisha Jharkhand and West Bengal.

As the grinding units are established closer to the major cementconsumption areas this would not only ensure supply chain efficiency but also betterservice to markets.

The installation of waste heat recovery system in our plants will helpus to reduce the power cost. Besides savings in power emission substantially whichimproves

Cost it also reduces CO2

The environment.

Financial performance review

Profit and Loss analysis - separate financials

31-03-2020 31-03-2019 Variance
Particulars
Rs. in Crores Rs. in Crores Rs. in Crores (%)
Revenue
Sale of products 5310.37 5084.52 225.85 4
Income from wind power 58.07 61.75 (3.68) (6)
Other income 37.20 28.44 8.76 31
Total Revenue 5405.64 5174.71 230.93 4
Operational expenses
Cost of material consumed 921.15 828.59 92.56 11
Change in inventories of finished goods and WIP (47.39) 18.30 (65.69) -
Employee benefit expenses 368.20 329.49 38.71 12
Transportation and handling 1137.90 1187.96 (50.06) (4)
Power and fuel 1050.87 1057.32 (6.45) (1)
Other expenses net of self-consumption 801.09 688.08 113.01 16
Total operational expenses 4231.82 4109.74 122.08 3
Ebitda 1173.82 1064.97 108.85 10
Depreciation & Amortisation Expense 315.26 298.52 16.74 6
Finance Costs 71.35 50.87 20.48 40
Profit Before Tax 787.21 715.58 71.63 10
Tax Expenses 186.12 209.69 (23.57) (11)
Profit after Tax 601.09 505.89 95.20 19
Other Comprehensive Income (7.81) (2.68) (5.13) -
Total comprehensive income 593.28 503.21 90.07 18

Total Revenue

The Company's total revenue has grown by 4% in FY 2019-20 led by amarginal growth in sales to 11.20 mnt and 11.12 mnt in FY 2018-19 and a 4% growthin average net realisable sale price of cement. Revenue from wind power declined by 6% ledby a 7% decline in net generation to 22.68 Crore units. Other income has increased due toincrease in interest income dividend income and exchange difference.

Operational expenses

The total operational expense of the Company increased by 3% from Rs.4109.74 Crores in FY 2018-19 to Rs. 4231.82 Crores in FY 2019-20. It comprises cost ofmaterial consumed change in inventories of finished goods & WIP employee benefitsexpenses transportation and handling power and fuel and other expenses.

Cost of materials consumed

The cost of materials consumed increased by 11% in FY 2019-20 due toincrease in clinker and cement production by 5% and 2% respectively higher use ofcostlier imported gypsum for premium products and increase in OPC production. Cost ofmaterials consumed accounted for 17.04% of revenue in FY 2019-20 as against 16.01%in FY 2018-19.

Change in inventories of finished goods / work-in-progress

The Increase in inventories of finished goods / work-in-progress wasdue to stoppage of despatches from March 25 2020 in view of COVID-19 related lockdownenforced by the Governments.

Employee benefits expenses

The employee cost increased by 12% in FY 2019-20 due to rise inheadcount from 3188 to 3327 and increment in the annual salaries. The Company has alsocharged Rs. 21.52 Crores towards fair value of the employees stock options which is anon-cash item and Rs.1.29 Crores (Nil in FY 2018-19) towards Voluntary Retirementcompensation. Employee benefit expenses accounted for 6.81% of revenue in FY 2019-20 asagainst 6.37% in FY 2018-19.

Transportation and handling expenses

Transportation and handling expenses decreased by 4% in FY2019-20 due to an average reduction of 4% in diesel prices. The road rail mix stood at94:6 as against 92:8 in FY 2018-19. The overall lead distance for cement had been reducedby 3% to 288 kms. Transportation and handling expenses accounted for 21.05% of revenues inFY 2019-20 as against 22.96% in FY 2018-19.

Power and Fuel

Power and fuel cost reduced by 1% in FY 2019-20 despite clinkerproduction increased by 5% and cement production increased by 2% due to a gradual declinein pet coke prices by ~USD 20 per ton and that of imported coal prices have softened byUSD 4 to USD 5 per ton. However rupee depreciation substantially offset this benefit.Power and fuel costs accounted for 19.44% of revenue in FY 2019-20 as against 20.43% inthe previous year.

Other expenses

Other expenses increased by 16% from Rs. 688.08 Crores in FY2018-19 to Rs. 801.09 Crores in FY 2019-20. The increase was due to increase inadvertisement / sales promotion expenses by Rs. 74.18 Crores for brand promotion andpremium product launches plant operating expenses by Rs. 24.84 Crores and general andother administrative expenses by Rs. 13.99 Crores. Other expenses accounted for 14.82% ofthe revenues in FY 2019-20 as compared to 13.30% in FY 2018-19.

Depreciation & amortisation

Depreciation and Amortisation has increased from Rs. 298.52 Crores toRs. 315.26 Crores primarily due to depreciation arising out of commissioning of newgrinding lines at Kolaghat and Vizag. Depreciation & Amortisation accounted for 5.83%of revenue in FY 2019-20 as against 5.77% in FY 2018-19.

Finance costs

Finance costs have increased by 40% from Rs. 50.87 Crores in FY 2018-19to Rs. 71.35 Crores in FY 2019-20 due to increase in weighted average cost of totalborrowings from 5.89% to 6.71% Also the total borrowings had increased from Rs. 1618.70Crores to Rs. 3024.09 Crores.

Interest coverage ratio reduced from 9.58 times in FY 2018-19 to 5.56times in FY 2019-20. The gross interest on the borrowings stood at Rs. 154.32 Crores ofwhich Rs. 82.97 Crores was capitalised as part of qualifying assets. Finance costsaccounted for 1.32% of revenues in FY 2019-20 as against 0.98% in FY 2018-19.

Tax expenses

Tax expenses decreased by Rs. 23.57 Crores i.e. 11% from the previousyear. Current tax is provided under MAT for FY 2019-20 as against Regular method in FY2018-19. MAT rate declined from 21.55% to 17.47% in FY 2019-20. The overall effective taxrate also reduced from 29.26% to 23.52% due to deductions available on commissioning ofnew lines. Tax expenses accounted for 3.44% of revenues in FY 2019-20 as against 4.05% inFY 2018-19.

As per Section 115BAA of the Income Tax Act 1961 introduced during theyear the Company has an irrevocable option of shifting to a lower tax rate by foregoingcertain tax incentives deductions and accumulated MAT credit. It has not exercised thisoption for the year ended 31-03-2020 in view of the benefits available under the existingtax regime.

Other comprehensive income (oci)

OCI represents loss arising out of re-measurement of defined benefitplans amounting to Rs. 6.86 Crores. This is mainly due to reduction in the market yield ofgovernment bonds from 7.76% to 6.71%. Besides fair value loss on equity investments ofRs. 0.95 Crore is also recognised in OCI during the year.

Profitability

EBIDTA grew by 10% from Rs. 1064.97 Crores in FY 2018-19 to

Rs. 1173.82 Crores in FY 2019-20. The EBITDA margin stood at 21.71% asagainst 20.58% in FY 2018-19. Blended EBITDA per ton increased by 10% from Rs. 957 per tonto Rs. 1048 per ton.

Profit after Tax (PAT) increased by 19% from Rs. 505.89 Crores to Rs.601.09 Crores led by improved margins and volumes. The PAT margin stood at 11.12% asagainst 9.78% in FY 2018-19. Profitability was to some extent impacted bydisruption of operations due to COVID-19 related lockdown imposed in March 2020.

Analysis of The balance sheet - separate financials

The summary of the financial position as at March 31 2020 is detailedbelow:

As at 31-03-2020 As at 31-03-2019 Variance
Particulars
Rs. in Crores Rs. in Crores Rs. in Crores (%)
Assets
Non-Current Assets 8479.03 6732.37 1746.66 26
Current Assets 1567.97 1375.84 192.13 14
Total assets 10047.00 8108.21 1938.79 24
Equity & Liabilities
Equity 4918.56 4460.11 458.45 10
Non-Current Liabilities 2794.49 1600.38 1194.11 75
Current Liabilities 2333.95 2047.72 286.23 14
Total equity and Liabilities 10047.00 8108.21 1938.79 24

Non-current assets

Non-current assets have increased by Rs. 1746.66 Crores due to thefollowing reasons:

• Capital expenditure of Rs. 1919.94 Crores including forcapacity expansion programme at Kolaghat Vizag Jayanthipuram Kurnool and Haridaspur.This is after adjusting non-cash adjustments / accruals viz. Depreciation of Rs. 315.26Crores recognition of Right-of-use asset of Rs. 14.57 Crores and increase in capitalpayables of Rs. 95.96 Crores.

• Str ategic investments of Rs. 15 Crores in equity shares ofassociate company – Lynks Logistics Limited.

• Increase in loans to subsidiaries and associates by Rs. 23.73Crores.

• Decr ease in other non-current assets by Rs. 7.28 Crores mainlydue to receipt of income tax refund and reduction in prepaid expenses.

Current assets

Current assets have increased during the year by Rs. 192.13 Crores dueto the following reasons:

• In view of lockdown enforced by the Governments on account ofCOVID-19 the despatches were affected and thus inventory of finished goodswork-in-progress and packing materials have increased to the extent of Rs. 54.36 Crores.Raw materials and Stores have increased by

Rs. 38.47 Crores. The Fuel stocks have reduced by Rs. 7.24 Croresmainly due to reduction in pet coke prices. Inventory turnover ratio increased marginallyfrom 40 days to 41 days due to increase in the overall inventory.

• T rade receivables have increased by Rs. 36.88 Crores. Thereceivables turnover pertaining to cement has come down marginally from 28 days in theprevious year to 27 days in the current year. The receivable from Tamil Nadu StateElectricity Board pertaining to wind power is slow in recovery however this isconsidered good.

• Industrial Promotion Assistance receivable from Government ofAndhra Pradesh has increased by Rs. 14.82 Crores.

• Unadjusted input tax credits availed under GST has increased tothe extent of Rs. 85.94 Crores in view of increased capital expenditure which will beavailable for set-off in the subsequent periods.

• Reduction in other current assets by Rs. 31.10 Crores mainly dueto reduction in supplier advances prepaid expenses and recovery of claims from governmentdepartments.

Equity

Share capital remained constant and total comprehensive income is Rs.593.28 Crores for FY 2019-20. The Company has also charged profit and loss and created areserve for

Rs. 21.52 Crores towards ESOP. The dividend pay-outs including dividenddistribution tax was Rs. 156.35 Crores. Return on net worth increased from 12% to 13% ason March 31 2020 due to increase in profitability.

Non-current Liabilities

• Long-t erm Borrowings have increased by Rs. 1131.16 Crores tofund the capital expenditure. Consequently the debt-equity ratio and debt / EBITDA hasincreased to 0.61 and 2.58 respectively as on March 31 2020 as against 0.36 and 1.52respectively as on March 31 2019. Return on capital employed has marginally reduced from10% to 9%. The decline in debt-service coverage ratio from 4.52 as on March 31 2019 to2.90 as on March 31 2020 was due to increase in borrowings for capital expenditureprogrammes.

• Deferred Tax Liabilities have increased by Rs. 46.79 Croresafter netting of MAT credit recognition of Rs. 36.74 Crores and tax adjustments of earlieryears including reversal of MAT credit set-off amounting to Rs. 9.25 Crores.

• Provisions and other liabilities have increased by Rs. 8.34Crores and Rs. 7.82 Crores mainly due to increase in provision for mines restoration andrecognition of lease liability for the non-cancellable leases respectively.

Current Liabilities

• Short-term Borrowings have increased by Rs. 86.48 Crores to meetworking capital requirements.

• Current maturities of long-term borrowings have increased by Rs.187.75 Crores which is due within one year as per repayment schedule.

• Provisions have increased by Rs. 3.75 Crores and otherliabilities by Rs. 8.25 Crores due to increase in provision for compensated absences andinterest accrued for the borrowings respectively.

• Current ratio stood at 1.06 as on March 31 2020 marginallylower than 1.07 in the previous year due to increase in current liabilities.

Movement in key financial ratios

Ratios and explanation 31-03-2020 31-03-2019 Formula adopted
Debtors Turnover Ratio (Days)
Indicates the average collection period and 365 days / (Net Revenue /
34 33
Measures the efficiency of the company in Average Trade Receivables)
Managing its accounts receivables
Inventory Turnover Ratio (Days)
Indicates the average inventory holding period and 365 days / (Net Revenue /
41 39
Measures the efficiency with which the company Average Inventories)
Utilises or manages its inventory
Interest Coverage Ratio
(Profit Before Tax + Interest) /
Indicates the company's ability in terms of earnings 5.56 9.58
(Interest + Interest Capitalised)
To meet the interest obligations
Current Ratio Current Assets / (Total Current
Indicates the level of current assets to meet the Liabilities - Security Deposits
1.06 1.07
Current liabilities Payable on demand - Current
Maturities of Long Term Debt)
Debt-Equity Ratio
Indicates the measure to which the company
0.61 0.36 Total Debt / Total Equity
Is financing its operations through debt versus
Wholly-owned funds
Operating Profit Margin
Indicates the percentage of profit after all expenses
22% 21% EBITDA / Net Revenue
Except for interest depreciation and taxes on the
Total revenue
Net Profit Margin
Indicates the percentage of profit after all expenses
11% 10% Net Profit / Net Revenue
Including interest depreciation and taxes on the
Total revenue
Return on Net Worth
Total Comprehensive Income /
Indicates the percentage of return generated to 13% 12%
Average Net Worth
Equity shareholders
Total Debt / EBITDA
Indicates the relevance of company's operating 2.58 1.52 Total Debt / EBITDA
Profit to its debt
Return on Capital Employed
(Total Comprehensive Income + Interest) /
Indicates the percentage of return generated on 9% 10%
(Average of Equity + Total Debt)
Equity capital and debt capital
Price Earnings Ratio
Market Price per share as at
Indicates the relevance of the company's share 20 34
31st March / Earnings per Share
Price to the earnings per share
Debt Service Coverage Ratio
(EBITDA – Current Tax) /
Indicates the availability of operating profit to pay its 2.90 4.52
(Principal Repayment + Interest)
Current maturities of debts and interest obligations
Blended EBITDA per Ton (In Rs.)
Indicates the operating profit per ton of cement 1048 957 EBITDA / Sale Volume in tons
Sold

 

 

 

HUMAN RESOURCES

The Company believes that employees are the greatest asset to drive theorganisational excellence. The Company focussed on nurturing its talents by adopting ameritocratic caring and transparent work culture. It has undertaken several initiativestowards motivating and rewarding performance of employees.

The Company has a robust talent acquisition mechanism devised toattract and retain best of talents who fit into its culture. The Company undertakesvarious learning and development initiatives to improve the skills and knowledge of theemployees in technical behavioural and work-life balance parameters to enhance theirperformance and potential towards attaining organisation's goals. Leadershipdevelopment programmes are conducted in association with prestigious institutions likeHarvard Business School and Michigan ROSS School of Education to unleash and enrich thepotential of senior employees. Besides the Company ensures fair remuneration through itsunique performance reward system which encourages employees to demonstrate their fullestpotential.

The Company is strongly focussed on the health and safety (H&S) andwelfare of employees. It regularly undertakes various awareness and safety trainingprogramme to improve performance on H&S parameters. It has also implementedemployee-friendly welfare policies like housing loans various types of soft loansinsurance coverage for medical treatment life and personal accident. Additionally it hasa unique specialist medical reimbursement scheme which is one of the best in the industry.The Company has also institutionalised engagement initiatives like quality circle 5SIMS suggestion scheme and Kaizen improvements.

The Company has established online HR systems with well-definedprocesses. The Company's conducive policies and HR excellence is evident in its 95%retention ratio of employees for three consecutive years. The most experienced seniorleaders have been with the Company for over 30 years some having joined as traineesindicating the opportunities offered to employees. 75% of Leadership team (GM & above)have served the Company for more than 10 years. The Company practices recognising longserving employees through an award to create a sense of belongingness. In the past tenyears 1075 employees have been felicitated with this award representing ~30% of itsemployee strength of 3327 as on March 31 2020.

HR continuously supports the business in giving the right talent at theright time to build organisational capabilities and achieve goals.

Risk management

The Company's risk management system is designed to identify thepotential risks that can impact the business and device a framework for its mitigationalong with periodical reviews to reflect changes in market conditions and theCompany's activities. The

Company's Board of Directors has the overall responsibility forthe establishment and oversight of risk management framework. The Audit committee and Riskmanagement committee periodically review the execution of risk management plan and advicethe management wherever necessary. The key risks and their mitigation measures aredetailed below:

Fuel availability and prices risk

The Company uses non-calcined petroleum coke a downstream by-productof the oil refinery as fuel for cement kiln. It is available from indigenous sources aswell as from Middle East and USA thus exposing the risk of availability and prices.

Mitigation

The Company adopts both structured and unstructured procurementstrategies to mitigate the risk. It has fuel supply arrangements with manufacturers understructured plan and also procures from spot or open markets during favourable pricingconditions to stay dynamic in fluctuating market.

The Company uses non-coking or thermal coal as a fuel at its captivethermal power plants (TPP). It is mainly imported from Indonesia the world's largestexporter of coal on spot basis. The Company's plants being close to the East Coastensures proximity to Indonesia making it economical to import. In case of supplydisruption of imported coal the Company can choose alternates from indigenous sources oruse lignite.

Besides the Company's production process is fungible and supportsusage of different types of fuels like pet coke coal lignite and other alternate fuels;it facilitates the usage of most economical fuel. The Company is establishing waste heatrecovery plants to produce power which will help reduce overall power costs whileinsulating from the overall risks on fuel. The Company also has the option to switch overto green power generated from its windmills in case of any exigencies which are presentlyconnected to grid.

Currency fluctuation risk

The Company has exposure to USD and other foreign currency denominatedtransactions for import of capital goods spares and fuel besides exports of finishedgoods and borrowings in foreign currency. Any unfavourable movement in currency prices canimpact profitability.

Mitigation

The Company has policies to ensure that the decisions are driven tokeep the cost comparable while borrowing in foreign currency and hedging thereof bothinterest and exchange rate risk and the quantum of coverage. The Company practices hedgingforeign currency loans imports and exports transactions by forward contracts after takinginto consideration the anticipated foreign exchange inflows/outflows timing of cashflows tenure of the forward contract and prevailing foreign exchange market conditions.

Market risk

The cement industry is prone to the innate risk of demand-supplymismatch. So cement is susceptible to the price volatility which sometimes slips tounviable levels.

 

Mitigation

The Company prudently plans and builds fresh capacities in marketswhere demand-supply conditions are relatively favourable. Its strategy of segmenting themarket by offering right products for right applications facilitates in creating nichemarkets. The Company also strongly focusses on creating loyalty among the customers byoffering high-quality value-added products backed by innovative R&D andefficient supply chain.

Moreover the Company is undertaking steps to tackle the demanddisruption due to COVID-19 pandemic. It has rolled out contingency plans such as socialdistancing work from home and enhanced safety measures at all workplaces as perregulatory advisory to minimise the risk of spread. It continues to closely monitor thedevelopments in economic conditions and assess its impact.

Information Technology Risk

The Company's operations are increasingly dependent on IT systemswhich requires careful management of the information that is in our possession to ensuredata privacy. The cyber-attack threat of unauthorised access and misuse of sensitiveinformation or disruption to operations continue to increase across the world. Such anattack would affect the business operations in a number of ways including disruption tosales production and cash flows ultimately impacting our results.

Mitigation

To reduce the impact of cyber-attacks on our business we havefirewalls and threat monitoring systems in place with immediate response capabilities tomitigate identified threats. The Company also maintains a system for the control andreporting of access to our critical IT systems which is supported by a periodical testingof access controls. The Company has IT security policy covering the protection of bothbusiness and personal information as well as the use of IT systems and applications byour employees. The hardware that runs and manages core operating data is fully backed upin satellite locations with separate systems to provide real-time backup operations.

Subsidiary companies

The Company has two subsidiaries viz. Ramco Windfarms Limited andRamco Industrial and Technology Services Limited.

Ramco Windfarms Limited (RWL)

The Share Capital of RWL is Rs. 1 Crore out of which 71.50% is held bythe Company. The rest of the share capital is held by Ramco Group of Companies.

The installed capacity of RWL was 39.835 MW as on 31-03-2020comprising of 127 Wind Electric Generators.

The Company had generated 358.65 lakh units of power as compared to371.26 lakh units of power during the previous year.

The decrease in generation was due to delayed onset of monsoon for theyear under review.

The revenue and profit after tax for the Company for the year ended31-03-2020 were Rs. 14.38 Crores and Rs. 3.16 Crores compared to

Rs. 14.92 Crores and Rs. 2.70 Crores respectively of the previous year.

The increase in profit after tax for the year under review was mainlydue to reduction in the interest cost consequent to reduction in overall borrowings.

Ramco industrial and Technology services Limited (ritsl)

The Share Capital of RITSL is Rs. 4.78 Crores out of which 94.11% isheld by the Company. The rest of the share capital is held by Ramco Group of Companies.

The Company provides Transport services Manpower services andInformation Technology related services mainly involving Software Implementationservices.

The IT services division of the Company is the Preferred partner forRamco Systems ERP products suites. The division is implementing Core ERP (Finance andDistribution) Project Costing/Billing Supply Chain Management CRM Budgeting andPlanning and Analytics for domestic and international customers of Ramco Systems Limited.

Ramco ERP is a comprehensive cloud ERP solution catering to the needsof fast-growing enterprises embarked on digital transformation. Ramco's cognitive andmost-modern ERP software help optimise complex business processes and enablesorganisations to thrive digitally.

In addition to its core offerings in the ERP space RITSL provides endto end transformational solutions in HCM covering Employee Information Management TalentAcquisition and Management Global Payroll and Benefits Learning Management WorkforcePlanning and optimisation and People Analytics.

The division had executed transformational assignments in differentverticals including Automobile Retail Cement Petro Chemical Risk Services etc.

The revenue of the Company for the year ended 31-03-2020 was

Rs. 40.94 Crores as against Rs. 35.85 Crores for the previous year. TheCompany had earned a profit after tax of Rs. 0.35 Crore as against the loss of Rs. 1.29Crores for the previous year.

In accordance with Rule 5 of Companies (Accounts) Rules 2014 astatement containing the salient features of the Financial Statements of the Subsidiariesand Associates is attached in Form AOC-1 as Annexure-1.

The Company has no material subsidiaries.

Consolidated financial statements

The Company has 5 Associate Companies viz. Rajapalayam Mills LimitedRamco Industries Limited Ramco Systems Limited Lynks Logistics Limited and Madurai TransCarrier Limited.

As per provisions of Section 129(3) of the Companies Act 2013 andRegulation 34 of LODR Companies are required to prepare consolidated financial statementsof its Subsidiaries and Associates to be laid before the Annual General Meeting of theCompany.

Accordingly the consolidated financial statements incorporating theaccounts of Subsidiary Companies and Associate Companies along with the Auditors'Report thereon forms part of this Annual Report.

As per Section 136(1) of the Companies Act 2013 the financialstatements including consolidated financial statements are available at the Company'swebsite at the following link at http://www.ramcocements.in/financial-performance.aspxSeparate audited accounts in respect of the subsidiary companies are also made availableat the Company's website. The Company shall provide a copy of separate auditedfinancial statements in respect of its Subsidiary Companies to any shareholder of theCompany who asks for it.

The consolidated net profit after tax of the Company amounted to Rs.604.14 Crores for the year ended 31st March 2020 as compared to Rs. 510.72Crores of the previous year.

The consolidated total comprehensive income for the year under reviewis Rs. 599.18 Crores as against Rs. 509.64 Crores of the previous year.

Directors

Shri.P.R.Venketrama Raja Chairman and Managing Director retires atthe ensuing Annual General Meeting and being eligible has offered himself forreappointment.

Shri.M.S.Krishnan (DIN: 08539017) has been co-opted on 03-09-2019 asan Additional Director under Independent Director category. He will hold the office tillthe date of the forthcoming Annual General Meeting. It is proposed to appointShri.M.S.Krishnan as a Director under Independent Director category at the Annual GeneralMeeting to hold office for 5 consecutive years with effect from 03-09-2019 without beingsubject to retirement by rotation.

The Independent Directors hold office for a fixed term of 5 years andare not liable to retire by rotation.

Smt. Justice Chitra Venkataraman (Retd.) Independent Director had beenre-appointed for another period of 5 years from 20-03-2020 to 19-03-2025.

Pursuant to Rule 8(5)(iii) of Companies (Accounts) Rules 2014 it isreported that there have been no changes in the Key Managerial Personnel during the yearunder review.

The Company has received necessary declarations from all theIndependent Directors under Section 149(7) of the Companies Act 2013 that they meet thecriteria of independence as provided in Section 149(6) of the Companies Act 2013.

Independent Directors have complied with the Code for IndependentDirectors prescribed in Schedule IV of the Companies Act 2013.

The Company had formulated a Code of Conduct for the Directors andSenior Management personnel and the same has been complied with.

The Company has a policy relating to appointment and remuneration ofDirectors Key Managerial Personnel and other employees duly approved by the Board ofDirectors based upon the recommendation of Nomination and Remuneration Committee inaccordance with Section 178(3) of the Companies Act 2013.

As per Proviso to Section 178(4) of the Companies Act 2013 thesalient features of the Nomination and Remuneration Policy should be disclosed in theBoard's Report. Accordingly the following disclosures are given:

Salient Features of the Nomination and Remuneration Policy:

The objective of the Policy is to ensure that:

(a) the level and composition of remuneration is reasonable andsufficient to attract retain and motivate directors of the quality required to run thecompany successfully;

(b) relationship of remuneration to performance is clear and meetsappropriate performance benchmarks;

(c) remuneration to directors key managerial personnel and seniormanagement shall be appropriate to the working of the company and its goals and

(d) to carry out any other function as is mandated by the Board fromtime to time and / or enforced by any statutory notification amendment or modificationas may be applicable.

The Nomination and Remuneration Committee and this Policy are incompliance with the Companies Act 2013 and LODR. During the year under review there hasbeen no change in the policy. The web address of the Policy is–http://ramcocements.net/ramcocements/pdffiles/policies/NOMINATION%20AND%20REMUNERATION%20POLICY.pdf

As required under Regulation 25(7) of LODR the Company has programmesfor familiarisation for the Independent Directors about the nature of the industrybusiness model roles rights and responsibilities of Independent Directors and otherrelevant information. As required under Regulation 46(2)(i) of LODR the details of theFamiliarisation Programme for Independent Directors are available at the Company'swebsite at the following link –https://ramcocements.net/ramcocements/pdffiles/DIRECTORS%20FAMILIARISATION%20PROGRAMME.pdf The details of familiarisation programme areexplained in the Corporate Governance Report also.

Board evaluation

Pursuant to Section 134(3)(p) of the Companies Act 2013 andRegulation 25(4) of LODR Independent Directors have evaluated the quality quantity andtimeliness of the flow of information between the Management and the Board performance ofthe Board as a whole and its Members and other required matters.

Pursuant to Schedule II Part D of LODR the Nomination andRemuneration Committee has laid down evaluation criteria for performance evaluation ofIndependent Directors which will be based on attendance expertise and contributionbrought in by the Independent Director at the Board and Committee Meetings which shall betaken into account at the time of reappointment of Independent Director.

Pursuant to Regulation 17(10) of LODR the Board of Directors haveevaluated the performance of Independent Directors and observed the same to besatisfactory and their deliberations beneficial in Board / Committee meetings.

Pursuant to Regulation 4(2)(f)(ii)(9) of LODR the Board of Directorshave reviewed and observed that the evaluation framework of the Board of Directors wasadequate and effective.

The Board's observations on the evaluations for the year underreview were similar to their observations for the previous year. No specific actions havebeen warranted based on current year observations.

The Company would continue to familiarise its Directors on theindustry technology and statutory developments which have a bearing on the Company andthe industry so that Directors would be effective in discharging their expected duties.

Meetings

During the year six Board Meetings were held. The details of Meetingsof the Board and Committees held during the financial year including the number ofMeetings attended by each Director are given in the Corporate Governance Report.

Secretarial standards

As required under Clause 9 of Secretarial Standard 1 the Board ofDirectors confirm that the Company has complied with both mandatory as well asnon-mandatory Secretarial Standards.

Public deposits a. The Company has decided not to accept depositsfrom 01-04-2014. B. Deposits remaining unclaimed as at the end of the year amountedto Rs. 0.54 lakhs aggregating to 3 numbers.

C. During the year there has been no default in repayment of depositsor payment of interest thereon.

No deposit has been claimed from 01-04-2020 till the date of thisreport.

Orders Passed BY regulators

Pursuant to Rule 8(5)(vii) of Companies (Accounts) Rules 2014 it isreported that no significant and material orders have been passed by the Regulators orCourts or Tribunals impacting the going concern status and Company's operations infuture.

Internal financial controls

In accordance with Section 134(5)(e) of the Companies Act 2013 theCompany has Internal Financial Controls by means of Policies and Procedures commensuratewith the size & nature of its operations and pertaining to financial reporting. Inaccordance with Rule 8(5)(viii) of Companies (Accounts) Rules 2014 it is herebyconfirmed that the Internal Financial Controls are adequate with reference to thefinancial statements.

Particulars of Loans guarantees and investments

Pursuant to Section 186(4) of the Companies Act 2013 the details ofloans guarantees and investments along with the purposes are provided under Notes No. 1112 13 20 and 47 of Notes to the Separate financial statements.

Audits statutory audit

M/s.Ramakrishna Raja And Co. Chartered Accountants (FRN:005333S) andM/s.SRSV & Associates Chartered Accountants (FRN:015041S) who have been appointedas the Statutory Auditors of the Company at the 59th Annual General Meetingwould be the Auditors of the Company till the conclusion of the 64th AnnualGeneral Meeting of the Company to be held in the year 2022.

The report of the Statutory Auditors for the year ended 31stMarch 2020 does not contain any qualification reservation or adverse remark. No fraud hasbeen reported by the Company's Auditors.

Cost audit

As per Rule 3 of Companies (Cost Records and Audit) Rules 2014 theCompany is required to maintain cost records and accordingly such records and accounts aremade and maintained.

The Board of Directors had approved the appointment of M/s. Geeyes& Co. Cost Accountants as the Cost Auditors of the Company to audit theCompany's Cost Records for the year 2020-21 at a remuneration of Rs. 450000/-(Rupees Four lakhs fifty thousand only) exclusive of GST and out-of-pocket expenses.

The remuneration of the cost auditor is required to be ratified by themembers in accordance with the provisions of Section 148(3) of the Companies Act 2013 andRule 14 of Companies (Audit and Auditors) Rules 2014. Accordingly the matter relating totheir remuneration had been included in the Notice convening the 62nd AnnualGeneral Meeting scheduled to be held on 07-09-2020 for ratification by theMembers.

The Cost Audit Report for the financial year 2018-19 due to be filedwith Ministry of Corporate Affairs by 06-09-2019 had been filed on 03-09-2019. The CostAudit Report for the financial year 2019-20 due to be submitted by the Cost Auditor within180 days from the closure of the financial year will be filed with the Ministry ofCorporate Affairs within 30 days thereof.

Secretarial audit

M/s.S.Krishnamurthy & Co. Company Secretaries have been appointedto conduct the Secretarial Audit of the Company. Pursuant to Section 204(1) of theCompanies Act 2013 the Secretarial Audit Report submitted by the Secretarial Auditorsfor the year ended 31st March 2020 is attached as Annexure-2. The report doesnot contain any qualification reservation or adverse remark.

Annual return

In accordance with Section 92(3) of the Companies Act 2013 read withRule 12(1) of Companies (Management and Administration) Rules 2014 an extract of theAnnual Return in Form MGT-9 for the year ended 31st March 2020 is attachedherewith as Annexure-3.

In accordance with Clause 22 of Secretarial Standard on Report of theBoard of Directors (SS 4) a copy of the Annual Return for the year ended 31stMarch 2019 has been placed on the website of the Company and the web link of such AnnualReturn is –http://ramcocements.net/ramcocements/pdffiles/ANN%20 RETURN%202019.pdf

Corporate governance

The Company has complied with the requirements regarding CorporateGovernance as stipulated in LODR. As required under Schedule V(C) of LODR a Report onCorporate Governance being followed by the Company is attached as Annexure-4.

No complaints had been received pertaining to sexual harassment duringthe year under review. The relevant statutory disclosure pertaining to the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013 areavailable at Point No.10(l) of Corporate Governance Report.

As required under Schedule V(E) of LODR a Certificate from theSecretarial Auditors confirming compliance of conditions of Corporate Governance is alsoattached as Annexure-5.

As required under Regulation 34(3) read with Schedule V Para C (10)(i)of LODR Certificate from the Secretarial Auditor that none of the Company'sDirectors have been debarred or disqualified from being appointed or continuing asDirectors of Companies is enclosed as Annexure-5A.

Csr – initiatives and impacts

In terms of Section 135 and Schedule VII of the Companies Act 2013the Board of Directors have constituted a Corporate Social Responsibility (CSR) Committeeand adopted a CSR Policy which is based on the philosophy that "As the Organisationgrows the Society and Community around it also grows."

The Company believes that CSR is not just a set of programmes it iswhat the Company does and how it does to maximise positive impact. In FY 2019-20 the CSRobligations pursuant to Section 135(5) of the Companies Act 2013 was Rs. 15.60 Croresagainst which Rs. 14.99 Crores were spent. The marginal shortfall of Rs. 0.61 Crore wasdue to COVID-19 situation that had arisen in the month of March 2020. However the Companyhad spent a sum of Rs. 3.99 Crores on other social causes and projects which do notqualify as CSR expenditure under the classifications listed in Schedule VII of theCompanies Act 2013.

During the year the Company undertook various CSR projects in ruraldevelopment improving ecosystem promoting education and health and hygiene in remoteunderdeveloped areas. Some of the key initiatives undertaken include:

Environment Protection measures

Agroforestry – Replicating farmer's best practices –Initiative towards global warming mitigation and farmer's empowerment.

Agroforestry is a land use management system in which trees and cropsare grown together. An intentional combination of agriculture and forestry providesvarious benefits like continued carbon sequestration by trees more food crops in betweenthe trees increased biodiversity reduced soil erosion and sustainable multiple incomesto the farmers from trees and food crops.

The Ariyalur unit had planted 20000 trees through the efforts ofFarmers community and trained the farmers who were living within 15 kms of radius from thefactory on tree cultivation and conservation farming. 17 villages and over 35 acres ofland have been covered under this agroforest initiative.

Many landless farmers were also indirectly benefited throughjobs/incomes in making seedlings pits excavation planting work watering and working onintercrops & tree care works. Four different tree species namely Indian LilacRosewood Red Sandal and Teak have been planted. The project ensures sustainabledevelopment in the surrounding areas.

The Company had also collaborated with Auroville Puducherry andtrained many new generation professionals in the Ecological horticulture course in themission to protect and enhance biodiversity.

Education

The Company is committed to create and enable an environment that isconducive for children and young people to develop and evolve as responsible citizens.Through initiatives in education sector the Company is creating excellent infrastructurenear its manufacturing facilities for rural children to have access to quality education.The educational institutions established and run by the Company are standing testimonialsto this.

Some of the initiatives are:

• The Company had provided supports to government schools in theform of financial assistance for building of new classrooms construction of compoundwalls renovation of existing classrooms building toilets.

• Lif e enhancement programmes are organised with experts toprovide health hygiene and motivational classes to 10th and 12thstandard children of Government Schools.

• Skill Development Programme for educated rural youth to enhanceemployability skills.

• Extension of financial assistance for the R & D Projects of

Chennai Mathematical Institute a centre of excellence for teaching andresearch in the mathematical sciences.

• Financial Assistance for establishing Jaigopal Vidyalaya

School Paruthipattu Tamil Nadu.

• Donation to Bagaria Foundation and Arus Foundation foreducational purposes.

• Contribution to Aram Valartha Nayaki Sevai Mayyam foreducational support for the children in the slums of Chennai.

• C onstruction of Class Room at Zilla Parishad School

Narasingapalli Vizag District.

• Financial assistance - Reach for The Stars Scholarship

Program to develop educational skills in young people in villagessurrounding Auroville Puducherry.

• F inancial assistance to Auroville Institute of Applied

Technology Puducherry.

Healthcare

With regard to health the Company focusses enhancing the facilities inGovernment Hospitals conducting medical camps building community toilets and addressingsanitation needs and inspiring healthy lifestyles.

Within this larger objective the Company has undertaken severalinitiatives in rural areas focussed on promoting integrated healthcare.

The Company has been successful in imbibing the practice of preventivehealthcare among the beneficiaries and inculcate health awareness in and around the nearbyvillages where its manufacturing facilities are located. The provision of toilets and aconcentrated ‘Behaviour Change' strategy towards the usage has improved healthstandards of the communities.

Some of the initiatives are:

* Donation of Maruti Eeco Care Ambulance to Ariyalur Police Station.

* Arrangement of Health Care Guides for educating the pregnant motherson child care.

* Donation for sanitary napkin incinerators to Government Schools.

* Donation of hearing aid machines for Deaf Students.

* Construction of toilets and SMART toilets to eliminate opendefecation through which more than 350 families have benefited.

* Training adolescent girls & women on menstrual hygiene practices.

* Addressing child nutrition sanitation and agricultural livelihoodamong the tribals of Kalrayan Hills.

* Installation of RO Plants for providing safe drinking water to morethan 1 lakh people in rural areas.

Inspiring Young minds

The Ariyalur unit had organised two initiatives in the year 2019-20 forthe encouragement of the young minds namely: -

A. Veettukku Oru Vignaani (A Scientist in Each Home) in associationwith Puthiya Thalaimurai TV Channel.

In this programme 400 Students from Government and Private Schools inAriyalur District had participated and around 200 models were exhibited by them. The youngminds came up with unique ways of saving and improving the environment and road safetymeasures.

B. Inter school painting competition in association with The Hindu.

More than 250 students from 73 schools from Ariyalur Districtparticipated in the painting competition on varying topics like Save Water GlobalWarming Garbage Free Ariyalur Plogging Roof Garden in my house etc.

Both these programmes brought out the thoughts of youngsters abouttheir understanding of science and environment.

Support during natural calamities

The Company is always on the forefront during any natural calamity foroffering relief and recovery support activities. The Company supports the Governmentduring the crisis times by aligning with government officials to bring immediate reliefsto the people affected by the disasters.

During the floods in Kerala caused by Cyclones the Company with itsofficials and with the help of its extensive dealer and transport network providedvarious relief measures including door to door distribution of drinking water food andother essential items. The Company also contributed for restoration of homes ravagedduring floods.

Rural development

The Company had contributed by way of donation of cement for theGovernment of India's Pradhan Mantri Awaas Yojana scheme implemented for providingaffordable housing to below poverty line people. This support had benefited 120 familiesin Adhanakurichi Dalavoi Alathiyur Manakkudayan and Tular panchayat in AriyalurDistrict.

The Annual Report on CSR activities as prescribed under Companies(Corporate Social Responsibility Policy) Rules 2014 is attached as Annexure-6.

Covid-19

The outbreak of COVID-19 had given yet another opportunity to theCompany to demonstrate its commitment for Corporate Social Responsibility.

The Company not only contributed directly to the society by variousmeans but also proactively partnered with government administrations in the fight againstthe Coronavirus in its operating states of Tamil Nadu Kerala Andhra Pradesh TelanganaKarnataka Bengal and Odisha.

In all the factories to ensure the highest degree of safety and healthto the Company's employees and the employees of transport contractors etc. thefollowing measures were put in place since the beginning of March 2020:

* All vehicles leaving the factory were disinfected and the driverswere checked for body temperature and other symptoms of Coronavirus and provided MedicalCertificate by the doctor at the factory exit for their safe passage.

* All vehicles coming into the factories were disinfected thoroughly.

* Every person entering the factory was checked and certified that hewas free from symptoms of the virus.

* Food arrangements were done for doctors and paramedics who were inthe forefront of fighting against COVID-19.

* Also food packets were distributed in rural areas around the factoryand mines for people who had been economically affected due to outbreak.

The Company had contributed to the Relief Funds of various StateGovernments for carrying out relief works towards COVID-19 besides providing reliefmaterials comprising of Thermal Scanners Oxygen Concentrators Private ProtectionEquipment (PPE) Kits Masks Gloves Sanitisers etc.

The Company also mobilised and distributed basic amenities such aswater shelter food and ration kits containing rice wheat flour oil and vegetables toall the needy families staying in villages around its factories and mines by workingalongside district collectors police public health departments and panchayats.Disinfectants were sprayed extensively in villages around the factories as a safetymeasure.

Isolation centres

The Company has also set up Isolation Centres for treating the patientsaffected with COVID-19 at Kadukur and Thamaraikulam in Tamil Nadu and near theCompany's plant at Haridaspur in Odisha.

The Company had also donated Electrical Accessories Steel Cots BedPillows Awareness Posters Flex Boards etc. To the Government Established IsolationCentres in Ariyalur and Virudhunagar Districts.

Masons architects contractors & engineers (mace)

While movement of personnel were restricted during the lockdown periodthe Company seriously considered opportunities in the emerging situation. With SocialDistancing meeting of construction professionals architects engineers builders andgeneral public were ruled out.

At this juncture the Company's MACE Division pioneered aninitiative by launching a series of online webinar programmes on various constructiontopics by inviting structural consultants and experts to speak online and has conductedmore than 50 such webinars.

The topics for the webinars included Blended Cement Concrete MixDesign Practical aspects in Concreting Smart City Ready Mix Concrete Risk ManagementProcurement and Contract Management Reinforcement Detailing Sustainability and otherScientific Construction Practices.

The speakers included award-winning architects senior professors ofleading institutions of Indian Institute of Technology and structural consultants. On anaverage of 700 professionals attended each of these webinars.

This is yet another instance of Ramco Cements rising in the crisissituation and delivering in the COVID-19 environment.

Vigil mechanism / whistle blower policy

In accordance with Section 177(9) and (10) of the Companies Act 2013and Regulation 22 of LODR the Company has established a Vigil Mechanism and has a WhistleBlower Policy. The Policy provides the mechanism for the receipt retention and treatmentof complaints and to protect the confidentiality and anonymity of the stakeholders. Thecomplaints can be made in writing to be dropped into the Whistle Blower Drop Boxes orthrough E-Mail to dedicated mail ids. The Corporate Ombudsman shall have the sole accessto these. The Policy provides to the complainant access to the Chairman of the AuditCommittee. The weblink for the Vigil Mechanism is disclosed in the Corporate GovernanceReport.

Risk management policy

Pursuant to Section 134(3)(n) of the Companies Act 2013 and Regulation17(9) of LODR the Company has developed and implemented a Risk Management Policy. ThePolicy envisages identification of risk and procedures for assessment and strategies tomitigate / minimisation of risk thereof. The Risk Management Policy of the Company isavailable at the Company's website at the following weblink –

Http://ramcocements.net/ramcocements/pdffiles/policies/RISK%20%20MANAGEMENT%20POLICY.pdf

Related party transactions

Prior approval / omnibus approval is obtained from the Audit Committeefor all Related Party Transactions and the transactions are also periodically placedbefore the Audit Committee for its approval. The details of contracts required to bedisclosed in Form AOC-2 are given in Annexure-7. No transaction with the related party ismaterial in nature in accordance with Company's "Related Party TransactionPolicy" and Regulation 23 of LODR. In accordance with Ind AS-24 the details oftransactions with the related parties are set out in the Notes to the FinancialStatements.

As required under Regulation 46(2)(g) of LODR the Related PartyTransaction Policy is disclosed in the Company's website and its weblink is–http://ramcocements.net/ramcocements/pdffiles/policies/RELATED%20PARTY%20TRANSACTION%20POLICY%20 2015.pdf As required under 46(2)(h) of LODR theCompany's Material Subsidiary Policy is disclosed in the Company's website andits weblink is –http://ramcocements.net/ramcocements/pdffiles/policies/MATERIAL%20SUBSIDIARY%20POLICY%202015.pdf material changes since 1st april2020

The outbreak of COVID-19 had an adverse impact with regard toCompany's production and sales during the year 2019-2020. Subsequent to therelaxations announced by the Statutory Authorities in 2020-2021 the Company's plantshave started operations. With the expected revival of demand the capacity utilisationlevels are also expected to increase.

There have been no other material changes affecting the financialposition of the Company between the end of the financial year and till the date of thisreport.

External environment Threats

Due to the outbreak of COVID-19 there had been a complete lockdown.The construction activity has come to a halt. Government has started relaxing therestrictions. Wherever such relaxations are in economic activities have started resuming.

New construction activity is minimal and is primarily seen in the ruralmarkets. Since the country had good monsoons last year the rural markets look morepromising compared to urban markets. The Company is well positioned in the rural marketsand expects to reap the benefit of demand growth there.

Projects and Infrastructure segments face huge challenges due tonon-availability of workers logistics constraints uncertainties in imports and stress inthe financial sector. The Company expects slowdown in the builder and commercial segmentswhich will have a bearing on the cement industry.

Worldwide the economy is expected to contract for the year 2020-2021.Indian economy is also expected to follow suit. The rating agencies have projected anegative growth rate ranging from 2% to 5% for the year ahead for India. This is also tobe seen by the severity and duration of COVID-19 and its aftermath.

Opportunities

Government of India has already given thrust for various infrastructureactivities including Urban Rejuvenation Mission Amrut and Smart Cities Mission andUpgradation of more than 1 lakh kms of road length in the next five years. Government hasextended income-tax benefits under Section 80(1)(b)(a) of the Income-Tax Act 1961 topromote affordable housing in India. These measures are expected to mitigate thecontraction expected in the economy due to COVID-19. Commercial and industrialconstruction are expected to get revived because of the measures announced by Governmentof India which would result in increase in the demand for cement.

The Company launched RAMCO Supercrete as a Speciality Cement forConcrete and RAMCO Infra a Speciality Cement for High Strength Concrete and forInfrastructure Project Works as premium products in 2019-20 in all the Southern Markets.The products have not only gained quick acceptance but also the customers and users haveexperienced value addition. The Company expects to make substantial inroads with itsspeciality cements including RAMCO Supercrete and RAMCO Infra and increase the share ofthe premium products.

Conservation of energy technology absorption and foreign exchangeearnings and outgo

Pursuant to Section 134(3)(m) of the Companies Act 2013 and Rule 8(3)of Companies (Accounts) Rules 2014 the information relating to Conservation of EnergyTechnology Absorption and Foreign Exchange Earnings and Outgo is attached as Annexure-8.

Particulars of employees and related disclosures

The disclosures in terms of provisions of Section 197(12) of theCompanies Act 2013 read with Rule 5(1) (2) & (3) of Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 relating to remuneration are providedin Annexure-9.

Industrial relations & personnel

The Company has 3327 employees as on 31-03-2020. Industrial relationsin all the Units continue to be cordial and healthy. Employees at all levels are extendingtheir full support and are actively participating in the various programmes for energyconservation and cost reduction. There is a special thrust on Human Resources Developmentwith a view to promoting creative and group effort.

Employee stock option scheme

At the Annual General Meeting held on 03-08-2018 the Members hadapproved the following Employee Stock Option Schemes.

Name of the scheme Total no. Of options Exercise Price Vesting Period Maximum Term Source Variation in terms
31st December of
ESOS 2018 – Plan A 500000 Rs. 1/- per share One year from the Primary Nil
Date of grant The immediately
Succeeding Financial
Rs. 100/- per One year from the
ESOS 2018 – Plan B 700000 Year in which the Primary Nil
Share Date of grant
Vesting was done.

The purpose of this plan is to facilitate Eligible Persons (Employeeswith Long Service and Contributed to the growth of the Company) through ownership ofShares of the Company to participate and gain from the Company's performance therebyacting as a suitable reward. Participation in the ownership of the Company through sharebased compensation schemes will be a just reward for the employees for their continuoushard work dedication and support which has led the Company to be what it is today.

The Plan is intended to:

* Create a sense of ownership within the organisation;

* Encourage Employees to continue contributing to the success andgrowth of the organisation;

* Retain and motivate Employees;

* Encourage Eligible Persons to align their performance with Companyobjectives;

* Reward Eligible Persons with ownership in proportion to theircontribution;

* Align interest of Eligible Persons with those of the organisation.

The schemes are in compliance with the SEBI Regulations. During theyear under review no changes were made in the schemes.

A certificate from the Company's Statutory Auditors with respectto implementation of the above Employee Stock Option Schemes in accordance with SEBIGuidelines and the resolution passed by the Members of the Company would be placed beforethe Members at the ensuing AGM and a copy of the same shall be available for inspection atthe Corporate Office of the Company during normal business hours on any working day.

The relevant disclosures in terms of Companies Act 2013 and inaccordance with SEBI (Share Based Employee Benefits) Regulations 2014 are attached asAnnexure-10.

Relevant disclosures in accordance with ‘Ind AS 102 Share-basedPayments' issued by ICAI and Diluted EPS on issue of shares pursuant to the schemescovered under the regulations are disclosed in accordance with Ind AS 33 - Earnings PerShare issued by ICAI.

The disclosure required to be made under SEBI (Share Based EmployeeBenefits) Regulations 2014 is available in the Company's website at the followinglink – http://www.ramcocements.in/shareholder-information.aspx credit rating

The ratings for the Company's borrowing are available in CorporateGovernance Report.

Awards received during The year environmental awards

The Ramasamy Raja Nagar Unit had been awarded "Green Award2018" among the Industries of Tamil Nadu. The Green Award is being conferred by TamilNadu Pollution Control Board in recognition of the excellent contribution towardsprotection of environment by Industries in Tamil Nadu. Special focus is given to bestpractices adopted in achieving environmental quality in emission discharge of wastewater solid and hazardous waste management and green belt development.

The Ramco Vidyalaya School situated at Ramasamy Raja Nagar Unit hadalso been awarded "Green Award 2018" among Educational Institutions of TamilNadu. Green award is being conferred by Tamil Nadu Pollution Control Board to EducationalInstitutions in Tamil Nadu in recognition of their excellent contribution towardsprotection of environment. Special focus is given to practices adopted in Green beltdevelopment rain water harvesting water conservation measures waste water managementenergy conservation measures solid waste management environmental awareness programmesand use of renewable source of energy.

The awards were presented by Honourable Chief Minister of Tamil NaduShri. Edappadi K. Palaniswami on 13th June 2019.

The Alathiyur unit had won "Best Environmental Excellence inLimestone Mines for the year 2017-18" and "Second Best Environmental Excellencein Cement Plants for the year 2018-19" from National Council for Cement and BuildingMaterials (NCCBM). The Ariyalur unit had won "Special Award" and"Commendation Certificate for Environmental Excellence in Mines Operations for theyear 2017-18 and 2018-19" from NCCBM. The awards were presented by Shri.Piyush GoyalHonourable Minister of Commerce & Industry and Railways on 3rd December2019 at New Delhi.

The Ariyalur unit had been awarded "Platinum Award" under EcoInnovation Category and "Gold Awards" under Water Stewardship and OccupationalHealth & Safety Categories by Apex India Foundation at the Apex India SustainabilityConference held at Goa on 24th September 2019. The Ramasamy Raja Nagar andAlathiyur units had also won "Gold Awards" under Environment ExcellenceCategory.

The Ariyalur unit's Pudupalayam Mines had won the "JurySpecial Environment Award" for its efforts towards Environment Protection andManagement from Federation of Indian Mineral Industries at New Delhi on 24thSeptember 2019.

The Ariyalur unit had won "5 Star" and "Special Awardfor Water Management" in the Environment Health & Safety Excellence Awards 2019conferred by Confederation of Indian Industry.

The Alathiyur and Ariyalur units had been awarded "19thAnnual Greentech Environment Award 2019". The awards were conferred by GreentechFoundation on 11th July 2019 at New Delhi during the 19th AnnualGreentech Sustainability Conference on "Sustainability Environment ProtectionWaste Management Water Treatment and CSR issues being faced by industries and corporatesand the ways to overcome the challenges."

Energy efficiency awards

The Ramasamy Raja Nagar unit had received "National EnergyLeader" award and "Excellent Energy Efficient Unit" award. The Alathiyurunit had also been awarded "National Energy Leader" award and "ExcellentEnergy Efficient Unit" award for energy conservation energy efficiency andimplementation of energy saving projects. The Alathiyur unit is receiving the NationalEnergy Leader award for the second time. The awards were presented by Confederation ofIndian Industry at Hyderabad at the 20th National Energy Summit held between 17thand 19th September 2019.

The Ramasamy Raja Nagar unit had received "National Award"for Energy Efficiency in Indian Cement Industry conferred by National Council for Cementand Building Materials. The award was presented to the Company on 4th December2019 at New Delhi.

The Ramasamy Raja Nagar and Alathiyur units had been awarded"Platinum Awards" under Energy Efficiency Category by Apex India Foundation atthe Apex India Sustainability Conference held at Goa on 24th September 2019.

The Alathiyur unit's thermal power plant was awarded Second Prizefor "Power Plant Performer 2019" under Captive Power Plant – CementCategory during the 4th Thermal Power Operations and Maintenance Award 2019held on 28th June 2019. The award was organised by Mission Energy Foundationsupported by Ministry of Environment and Forest & Climate Change Ministry of PowerCoal and Renewable Energy and Ministry of Science & Technology.

The Alathiyur unit had won "National Energy Leader" and"Excellent Energy Efficient Unit" at the National level competition for NationalAward for Excellence in Energy management – 2019 conducted by Confederation of IndianIndustry. The award was presented by Shri.D.Prabhakar Rao Chairman & ManagingDirector of Transmission Corporation of Telengana Limited and Telengana State PowerGeneration Corporation Limited at Hyderabad.

Manufacturing competitiveness

The Ramasamy Raja Nagar unit had received "Gold Medal" at theNational Awards for Manufacturing Competitiveness 2019 organised by International ResearchInstitute for Manufacturing at Mumbai. The unit had also received "Special Apex Award– First Runner Up" in All India Level for demonstrating commitment andexcellence in its journey towards improving manufacturing competitiveness. The Alathiyurunit had also received "Silver Medal" in this regard.

Csr aw ards

The Ramasamy Raja Nagar unit had received Certificate of Appreciationfor its CSR Activity on 15th August 2019 from the District Collector TuticorinDistrict.

The Ramasamy Raja unit had received the "Best CSR PracticesAward" and "Best Environment Management Award" from Economic Times duringthe World CSR Day Congress & Awards Ceremony held on 18th February 2020 atMumbai.

The Ariyalur unit had won "Best CSR Impact Award" from UBSForums at the Corporate Social Responsibility Summit & Awards 2019 on 9thAugust 2019 at New Delhi.

The Alathiyur unit also had won "Winner Award" instituted byUBS Forums in the CSR Leadership Category for community development projects on 29thNovember 2019 at Mumbai.

The Ariyalur unit had won the "Overall CSR Excellence Award"organised by ZEE Business at the National CSR Leadership

Congress at Bengaluru on 18th September 2019.

The Ariyalur unit had won "Asia's Best CSR PracticesAward" from CMO Asia for the Company's commitment and respect for communitiesenvironment and the people. The award was presented on 16th August 2019 atSingapore.

Quality control

The Ramasamy Raja Nagar unit had participated in the 29thChapter convention of Quality Circle hosted by Madurai Chapter of Quality Circle Forum ofIndia and 10 teams had received "Gold Award".

The Ramasamy Raja Nagar unit had received "5S CertificationAward" conferred by Quality Circle Forum of India on 6th December 2019.

The Ramasamy Raja Nagar unit had received "JUSE (Union of JapaneseScientists & Engineers) 5S Recertification Award" at the National Convention onQuality Concepts organised by Quality Circle Forum of India held at Varanasi from 26thto 30th December 2019. The Unit had also won 5 Nos. Of "ParExcellence" awards and 4 Nos. Of "Excellence" awards. The Jayanthipuramunit had won 5 Nos. Of "Par Excellence" awards and 1 No. Of"Excellence" award. The Alathiyur unit had won 4 Nos. Of "ParExcellence" awards and 2 Nos. Of "Excellence" awards. The Ariyalur unit hadwon 9 Nos. Of "Par Excellence" awards and 4 Nos. Of "Excellence"awards. The Chengalpattu grinding unit had won 2 Nos. Of "Par Excellence" awardand 2 Nos of "Excellence" award.

The Jayanthipuram unit had been awarded "5S RecertificationAward" with "Par Excellence" grade for Workplace Management System on 2ndMay 2019 by Quality Circle Forum of India.

The Jayanthipuram unit had been awarded "Par Excellence"grade for the KAIZEN presented at the 5S Conclave conducted at Surat on 21stMay 2019 by the Quality Circle Forum of India.

The Jayanthipuram unit had been awarded certificate for WorkplaceManagement System on 21st May 2019 by Quality Circle Forum of India jointlywith Union of Japanese Scientists & Engineers.

The Jayanthipuram unit had been awarded "Best SupportingOrganisation for Quality Circle Movement for the year 2019" at the Quality CircleConvention held at Hyderabad in August 2019. The unit is receiving such an award for the10th consecutive time. A total of 17 teams from the unit had participated andall the 17 teams had won "Gold Award".

The Jayanthipuram unit had participated in the Quality CircleConvention conducted by Quality Circle Forum of India Visakhapatnam Chapter and 7 teamshad won "Gold Award".

The Alathiyur unit had received Second Place in the "CII SR 5SExcellence Award – 2019" under the Large Scale Manufacturing Category fromConfederation of Indian Industry Southern Region on 14th June 2019 at Chennai.

The Ariyalur unit had participated in the Chapter Convention on QualityConcepts organised by Quality Circle Forum of India Coimbatore Chapter at KumarakomKerala on 13th October 2019. All the 13 teams who had participated had wonGold Award.

The Chengalpattu grinding unit had participated in the ChapterConvention on Quality Concepts organised by Quality Circle Forum of India CoimbatoreChapter at Kumarakom Kerala on 11-11-2019 and 12-11-2019. The unit had presented 2Quality Circle Projects and 2 Kaizen Projects. All the four projects had won the GoldAward.

Safety awards

The Alathiyur unit had won State Safety Award under Long Term LowAccident Rate Low Accident Rate and Long Time No Accident Happened Categories for theyear 2014.

The Ariyalur unit had also won State Safety Award under HighestReduction in Accident Rate Lowest Weighted Frequency Rate and Longest Accident Freeperiod in Man Hours categories for the year 2015.

The Ramasamy Raja Nagar unit had received First Prize for IndustrialSafety under Highest Reduction in Accident Rate for the year 2015. The plant had alsoreceived First Prize under Highest Reduction in Accident Rate Lowest Weighted

Frequency Rate in Accidents in Cement Industry and Longest AccidentFree Period in Man Hours for the year 2016.

The awards were instituted by Ministry of Labour Government of TamilNadu and presented by Dr.Nilofer Kafeel Minister for Labour Government of Tamil Nadu.

The Ariyalur unit's mines had won First and Second prizesaggregating to 17 Nos. At the Mines Safety Observance Week 2019 organised by Tamil NaduMines Safety Association under the aegis of Directorate General of Mines Safety ChennaiRegion.

The Ramasamy Raja Nagar Unit's Pandalgudi mines had won SecondPrize in the Overall Performance in "A" Class Mines Category in the Mines SafetyObservance Week held on 11th August 2019.

Professional excellence award

The Company's Chief Executive Officer Shri.A.V.Dharmakrishnan hasbeen awarded "Professional Excellence Award" on the occasion of CorporateGovernance Summit 2019 organised by Institute of Directors Tamil Nadu Region on 14thSeptember 2019.

Shares

The Company's shares are listed in BSE Limited and National StockExchange of India Limited.

Investor education and protection fund (iepf)

Dividend amount remaining unclaimed/unpaid for a period of over 7 yearswas transferred to IEPF as detailed below:

Amount Date of Transfer
Dividend details
Transferred - Rs. To iepf
Interim Dividend for the
4779004 15-04-2019
Year 2011-2012
Final Dividend for the
1262154 27-08-2019
Year 2011-2012
Interim Dividend for the
2218610 27-11-2019
Year 2012-2013
Second Interim Dividend
2080004 05-03-2020
For the year 2012-2013

Shares corresponding to the said dividend were transferred to IEPF asdetailed below:

No. Of shares Date of Transfer to iepf
132304 29-08-2019
2757 31-08-2019

Year-wise amount of unpaid/unclaimed dividend lying in the unpaidaccount and corresponding shares which are liable to be transferred to IEPF and due datesfor such transfer are tabled below:

Year Type of Dividend Date of Declaration of Last date for Claiming Unpaid Due date for Transfer No. Of shares Amount of Unclaimed / Unpaid dividend as
Of Rs. 1/- each
Dividend Dividend To iep Fund On 31-03-2020 – Rs.
2012-13 Final Dividend 29-07-2013 28-07-2020 26-08-2020 2137371 2137371
2013-14 Dividend 28-07-2014 27-07-2021 25-08-2021 2236295 2236295
2014-15 Dividend 06-08-2015 05-08-2022 01-09-2022 1912184 2868276
2015-16 Dividend 11-03-2016 10-03-2023 08-04-2023 1748935 5246805
2016-17 Dividend 04-08-2017 03-08-2024 01-09-2024 1901609 5704827
2017-18 Dividend 03-08-2018 02-08-2025 31-08-2025 1049389 3148167
2018-19 Dividend 08-08-2019 07-08-2026 06-09-2026 950762 2852286
2019-20 Interim Dividend 03-03-2020 02-03-2027 01-04-2027 628457 1571142

Directors' responsibility statement

Pursuant to Section 134(5) of the Companies Act 2013 the Directorsconfirm that

(a) they had followed the applicable accounting standards along withproper explanation relating to material departures if any in the preparation of theannual accounts for the year ended 31st March 2020;

(b) they 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 as on 31stMarch 2020 and of the profit of the Company for the year ended on that date;

(c) theyhadtakenproperandsufficientcareforthemaintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

(d) the y had prepared the annual accounts on a going basis;

(e) they had laid down internal financial controls to be followed bythe Company and that such internal financial controls are adequate and were operatingeffectively; and

(f) they had devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operatingeffectively.

Acknowledgement

The Directors are grateful to the various Departments and agencies ofthe Central and State Governments for their help and co-operation. They are thankful tothe Financial Institutions and

Banks for their continued help assistance and guidance. The Directorswish to place on record their appreciation of employees at all levels for their commitmentand their contribution.

On behalf of the Board of Directors
For The Ramco cements limited
Chennai P.R.venketrama raja
19-06-2020 Chairman & Managing Director

.