NOTICE - Bombay Stock Exchange · 2015. 9. 18. · Email: [email protected]; Website : CIN : L02710CT1990PLC009826 NOTICE is hereby given that the 25thAnnual General Meeting

NOTICE

Notice 2014-15 | 1

MONNET ISPAT & ENERGY LIMITEDRegistered Office: Monnet Marg, Mandir Hasaud, Raipur-492101 (Chhattisgarh)

Corp. Office: Monnet House, 11, Masjid Moth, Greater Kailash-ll, New Delhi-110048 (INDIA)

Phone : +91 11 29218542-46 ; Fax : +91 11 29218541.

Email: [email protected]; Website : www.monnetgroup.com

CIN : L02710CT1990PLC009826

thNOTICE is hereby given that the 25 Annual General Meeting of MONNET ISPAT AND ENERGY LIMITED will be held at the Registered Office of the Company at Monnet Marg, Mandir Hasaud, Raipur-492101 in the State of Chhattisgarh on

thWednesday, the 30 day of September, 2015 at 2:30 p.m. to transact the following businesses:—

ORDINARY BUSINESS

1. To receive, consider and adopt:

a. The Audited Financial Statements for the financial year ended 31st March, 2015 together with the Reports of the Board of Directors and Auditors thereon.

b. The Consolidated Audited Financial Statements for the financial year ended 31st March, 2015 together with the Reports of the Board of Directors and Auditors thereon.

2. To appoint a Director in place of Mr. C.P. Baid (holding DIN 00466414), who retires by rotation and being eligible, offers himself for reappointment.

3. To ratify the appointment of Statutory Auditors of the Company and to fix their remuneration. In this connection, to consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 139 and other applicable provisions, if any, of the Companies Act, 2013 and the Rules framed thereunder, as amended from time to time (including any statutory modification(s) or any re-enactment(s) thereof), the appointment of M/s. O.P. Bagla& Co., Chartered Accountants (Registration No.000018N) who was appointed as Statutory Auditors of the Company for a

thterm of three years i.e. till conclusion of the 27 Annual General Meeting, subject to ratification at every AGM, be

and is hereby ratified to hold the office from the thconclusion of this AGM till the conclusion of 26 AGM of

the Company to be held in the year 2016, at such remuneration plus reimbursement of all out-of-pocket expenses in connection with the audit of accounts of the Company as may be mutually agreed between the Board of Directors of the Company and the Auditors.”

SPECIAL BUSINESS

4. To appoint Ms. Bhavna Thakur (holding DIN 07068339), as an Independent Director and in this regard to consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 149, 150, 152, 160 read with Schedule IV and any other applicable provisions of the Companies Act, 2013 (the Act) and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof) and Clause 49 of the Listing Agreement, Ms. Bhavna Thakur (holding DIN 07068339), who was appointed as an Additional Director of the Company with effect from March 31, 2015 and who hold office till the date of this Annual General Meeting in terms of section 161 of the Act and in respect of whom the Company has received a notice in writing from a Member under Section 160(1) of the Act proposing his candidature for the office of the Director, be and is hereby appointed as an Independent Director of the Company for the period of five(5) consecutive years for a term up to 31st March, 2020, not liable to be retire by rotation.

RESOLVED FURTHER THAT Mr. C.P. Baid, Dy. Managing Director, Mr J.P. Lath, Director and Mr. Hardeep Singh, Company Secretary of the company be and are hereby authorised to do all such acts, deeds, things etc. in order to give effect to this resolution including but not limited to filing of various forms with the Registrar of Companies

Monnet Ispat & Energy Limited

and other statutory authority/ies.”

5. To appoint Mr. Suman Jyoti Khaitan (holding DIN 00023370), as an Independent Director and in this regard to consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 149, 150, 152,160 read with Schedule IV and any other applicable provisions of the Companies Act, 2013 (the Act) and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) and Clause 49 of the Listing Agreement, who was appointed as an Additional Director of the Company with effect from August 14, 2015 and who hold office till the date of Annual General Meeting in terms of section 161 of the Act and in respect of whom the Company has received a notice in writing from a Member under Section 160(1) of the Act proposing his candidature for the office of the Director, be and is hereby appointed as an Independent Director of the Company for the period of five(5) consecutive years for a term up to 14th August, 2020, not liable to be retire by rotation.

RESOLVED FURTHER THAT Mr. C.P. Baid, Dy. Managing Director, Mr J.P. Lath, Director and Mr. Hardeep Singh, Company Secretary of the company be and are hereby authorised to do all such acts, deeds, things etc. in order to give effect to this resolution including but not limited to filing of various forms with the Registrar of Companies and other statutory authority/ies.”

6. To ratify the remuneration to be paid to the Cost Auditors for the Financial year 2015-2016 and in this regard to consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to provision of section 148 read with the Companies (Audit and Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act , 2013 and the rules made thereunder, as amended from time to time, the Company hereby ratifies the remuneration of Rs. 2,50,000/- p.a. + Service Tax + actual out of pocket expenses for Steel Division and Rs. 50,000/- p.a. + Service Tax + actual out of pocket expenses for power division of the Company payable to M/s N. K. Jain and Associates, Cost Accountants (Registration No.101952), who have been appointed by the Board of Directors as the Cost Auditors of the Company, to conduct the audit of the cost records of the Company, for the Financial Year ending 31st March, 2016.”

“RESOLVED FURTHER THAT Mr. C.P. Baid, Dy. Managing Director, Mr. J.P. Lath, Director and Mr. Hardeep Singh, Company Secretary, be and are hereby severally authorized to file necessary forms, returns, approvals and complete all other requisite formalities for

the appointment of M/s N.K. Jain and Associates as Cost Auditors and for obtaining the approval from the Central Government in relation thereto.”

7. To obtain waiver of the excess remuneration paid to Mr. Sandeep Jajodia (holding DIN: 00082869), Chairman and Managing Director, during the period of April 1, 2014 to March 31, 2015 and in this regard to consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 196, 197 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (the Act) read wi th the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) thereof for the time being in force) and subject to the approval of the Central Government, and such other approvals of applicable authority(ies), if any, as may be required and pursuant to the recommendation of Nomination & Remuneration Committee and approval of the Board of Directors at their respective meetings held on14th August, 2015, consent of the members be and is hereby accorded to ratify and confirm the waiver of recovery of excess remuneration of Rs. 544.37 Lacs, paid to Mr. Sandeep Jajodia (holding DIN: 00082869), Chairman and Managing Director, during the period from April 01, 2014 to March 31, 2015 which is over and above the limit prescribed under Section 197 read with Schedule V of the Act.

RESOLVED FURTHER THAT the Board of Directors be and is hereby authorised to accept such modification(s) in the terms and conditions, which the Central Government may direct, if so required, and any Directors or the Company Secretary of the Company be and are hereby authorised severally to do all such acts, deeds, matters and things as may be considered necessary or desirable to give effect to this resolution and matters incidental thereto and also to carry out any change(s), modification(s) or instruction(s) which the Central Government may direct, if so required, whilst granting its approval.”

8. To reappoint and fix the remuneration of Mr. Sandeep Jajodia (holding DIN: 00082869) as Chairman and Managing Director of the Company, and in this regard to consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 196, 197 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (the Act) read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) thereof for the time being in force) and

Notice 2014-15 | 3

subject to the approval of the Central Government, and such other approvals of applicable authority(ies), if any, as may be required and pursuant to the recommendation of Nomination & Remuneration Committee and approval of the Board of Directors at their respective meeting held on 14th August, 2015, approval of the Company be and is hereby accorded for the re-appointment of Mr. Sandeep Jajodia (holding DIN: 00082869), as Chairman and Managing Director of the Company, for a period of 2 (two) years with effect from1stApril, 2015, on the terms & conditions as mentioned below:

SALARY: Rs.10.00 Lac per month.

RESOLVED FURTHER THAT the Board be and is hereby authorised to alter and vary the terms and conditions of appointment and / or remuneration, subject to the same not exceeding the limits specified under Section 197 of the Act including any statutory modification(s) or re-enactment thereof.

RESOLVED FURTHER THAT where in any financial year during the tenure of Mr. Sandeep Jajodia (DIN: 00082869), the Company has no profits or its profits are inadequate, the Company may pay to Mr. Sandeep Jajodia (DIN: 00082869), the above remuneration as the minimum remuneration for a period not exceeding two years from the date of appointment by way of salary, perquisites and other allowances and benefits as specified above subject to receipt of the requisite approvals, if any.

RESOLVED FURTHER THAT the Board be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution."

9. To obtain waiver of the excess remuneration paid to Mr. C.P. Baid (holding DIN:00466414), Dy. Managing Director, during the period of April 1, 2014 to March 31, 2015 and in this regard to consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 196, 197 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (the Act) read wi th the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) thereof for the time being in force) and subject to the approval of the Central Government, and such other approvals of applicable authority(ies), if any, as may be required and pursuant to the recommendation of Nomination & Remuneration Committee and approval of the Board of Directors at their respective meeting held on14th August, 2015, consent of the members be and is hereby accorded to ratify and confirm the waiver of recovery of excess remuneration of Rs. 126.95 Lacs, paid to Mr. C.P. Baid (DIN:00466414), Dy. Managing Director,

during the period from April 1, 2014 to March 31, 2015 which is over and above the limit prescribed under Section 197 read with Schedule V of the Act.

RESOLVED FURTHER THAT, the Board of Directors be and is hereby authorised to accept such modification(s) in the terms and conditions, which the Central Government may direct, if so required, and any Directors or the Company Secretary of the Company be and are hereby authorised severally to do all such acts, deeds, matters and things as may be considered necessary or desirable to give effect to this resolution and matters incidental thereto and also to carry out any change(s), modification(s) or instruction(s) which the Central Government may direct, if so required, whilst granting its approval.”

10. To reappoint Mr. C.P. Baid as Dy. Managing Director and in this regard to consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT in accordance with the provisions of Sections 196, 197 read with Schedule V and all other applicable provisions of the Companies Act, 2013 (the Act) read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, (including any statutory modification(s) or any amendment(s) thereto or any substitution(s) or any re-enactment(s) thereof for the time being in force) and subject to the approval of the Central Government, and such other approvals of applicable authority(ies), if any, as may be required and and pursuant to the recommendation of Nomination & Remuneration Committee and approval of the Board of Directors at their respective meeting held on14th August,2015, approval of the Company be and is hereby accorded for the re-appointment of Mr. C.P. Baid (holding DIN:00466414), as Dy. Managing Director of the Company, for a period of 1(One) years with effect from 8th November, 2015 without any salary.

RESOLVED FURTHER THAT the Board be and is hereby authorised to alter and vary the terms and conditions of appointment and / or remuneration, subject to the same not exceeding the limits specified under Section 197 of the Act including any statutory modification(s) or re-enactment thereof.“

By order of the Board of DirectorsMONNET ISPAT & ENERGY LIMITED

Sd/-Date : 14th August, 2015. Hardeep SinghPlace : New Delhi Company Secretary

Membership Number: FCS-4967

Registered Office:Monnet Marg, Mandir HasaudRaipur-492101Chhattisgarh


NOTES

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY OR PROXIES TO ATTEND AND ON POLL, TO VOTE INSTEAD OF HIMSELF / HERSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE INSTRUMENT APPOINTING PROXY, IN ORDER TO BE EFFECTIVE SHOULD BE DULY COMPLETED, STAMPED, SIGNED AND MUST BE RECEIVED AT THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING. A BLANK PROXY FORM IS ENCLOSED WITH THIS NOTICE.

A person can act as a proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of the total share capital of the company carrying voting rights. A member holding more than ten percent of the total share capital of the company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for any other person or shareholder.

2. The register of Members and Share Transfer Books of the Company will remain closed from Wednesday, 23rd September, 2015 to Wednesday, 30th September, 2015 (both days inclusive).

3. The relative Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 in respect of the Special Business under Item 4 to 10 set out above is annexed hereto and the details under Clause 49 of the Listing Agreement with Stock Exchanges in respect of Director proposed to be appointed and re-appointed at the Annual General Meeting, is also contained in the respective explanatory statement.

4. Corporate members intending to send their authorized representative(s) pursuant to section 113 of the Companies Act 2013 to attend the Meeting are requested to send a duly certified copy of the resolution authorizing their representatives to attend and vote on their behalf at the meeting.

5. Members are informed that in case of joint holders attending the meeting, only such joint holder who is first in the order of names will be entitled to vote.

6. Pursuant to Section 72 of the Companies Act, 2013 share holders holding shares in physical form may file their nomination in the prescribed Form SH-13 with the Company's RTA. In respect of shares held indemat/ electronic form, the nomination form may be filed with the respective Depository Participant. Form SH-13 can be obtained from the Company by sending a request.

7. For proper conduct of the Annual General Meeting, Members/Proxies should fill the attendance slip for attending the Meeting. Members are requested to sign at the place provided on the attendance slip and hand it over at the entrance of the venue. Member who hold share(s) in electronic form are requested to write their DP ID and

Client ID number and those who hold share(s) in physical form are requested to write their folio number in attendance slip for attending the Meeting to facilitate identification of membership at the Meeting.

8. The Members desirous of any information on the Accounts are requested to write to the Company at least seven days before the meeting so as to enable the management keep the desired information ready.

9. Members are requested to quote their Registered Folio Number/Client ID No.& Depository Participant (D.P) ID number on all correspondence with the Company.

10. The Register of Directors and Key Managerial Personnel and their shareholding, maintained under Section 170 of the Act, will be available for inspection by the members at the AGM.

11. The Register of Contracts or Arrangements, in which Directors are interested, maintained under Section 189 of the Act, will be available for inspection by the members at the AGM.

12. All documents referred to in the accompanying Notice and the Explanatory Statement shall be open for inspection at the Registered Office of the Company on any working day between 11:00 A.M and 1:00 P.M, up to and including the date of this Annual General Meeting of the Company.

13. In terms of IEPF (Uploading of information regarding unpaid and unclaimed amounts lying with Companies) Rules, 2012,the said IEPF Rules, the Company has uploaded the information in respect of the Unclaimed Dividends related to the financial years starting from 2007-08, as on the date of the 24th Annual General Meeting (AGM) held on 27th September, 2014, on the website of the IEPF viz.www.iepf.gov.in and under “Investors Section” on the Website of the Company viz. www.monnetgroup.com.

14. The Ministry of Corporate Affairs has taken a 'Green Initiative in Corporate Governance' by issuing circulars allowing paperless compliances by Companies through electronic mode. Further, in line with circular issued by the Securities and Exchange Board of India (SEBI) and consequent changes in the listing agreement, Companies can send Annual Report in electronic mode to Members who have registered their e-mail addresses for the purpose. Members who have not registered their e-mail address with the Company may register their email Ids by sending a request to the Registrars MCS Share Transfer Agents Ltd. Members holding shares in demat form are requested to register their e-mail address with their Depository Participants only. Members of the Company, who have registered their e-mail address, are entitled to receive such communication in physical form, upon request.

15. Members may also note that the Notice of the 25th Annual General Meeting and the Annual Report for

Notice 2014-15 | 5

2014-15 will also be available on the Company's website www.monnetgroup.com for their download. The physical copies of theafore said documents will also be available at the Registered Office at Raipur and at Corporate Office in New Delhi for inspection during normal business hours on working days. Even after registering fore-communication, members are entitled to receive such communication in physical form, upon making a request for the same, by post free of cost. For any communication, the shareholders may also send requests to the Company's investor services email id: [email protected].

16. Members are requested to register/update their e-mail addresses for receiving all communications including Annual Reports, Notices, Circulars, etc. from the Company electronically.

17. For the convenience of members the route map of the venue of the meeting is depicted at the end of the Notice.

18. Pursuant to Clause 35B and in terms of Section 108 of the Act, read with the Companies (Management and Administration) Rules, 2014, the Company is providing the faci l i ty to i ts members holding shares in dematerialized or physical form as on cut-off date, being Wednesday, 23rdSeptember, 2015 to exercise their right to vote on the businesses specified in the accompanying notice by remote e-voting process through remote e-voting services provided by M/S MCS Share Transfer Agents Ltd.

The instructions and other information relating to remote e-voting are as under:

(a) In case of Members receiving e-mail from NSDL:

(I) Opene-mail and open PDF fileviz;MIEL e-Voting.pdf withyour Client ID or Folio No. as password. The said PDF file contains your user ID and password for e-voting. Please note that the password is an initial password.

(ii) Launch internet browser by typing the following URL: https://www.evoting.nsdl.com/

(iii) Click on “Shareholder” – “Login”

(iv) Put user ID and password as initial password noted in step (i) above. Click Login.

(v) Password change menu appears. Change the password with new password of your choice with minimum 8 digits/characters or combination thereof. Note new password. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

(vi) Homepage ofe-Voting opens. Click on e-Voting : Active Voting Cycles.

(vii) Select EVEN(E Voting Even Number) of Monnet

Ispat & Energy Limited.

(viii) Now you areready fore-Voting asCast Votepage opens.

(ix) Cast your vote by selecting appropriate option and click on “Submit” and also “Confirm” when prompted.

(x) Voting has to be done for each item of the Notice separately for each demat accounts/ folios.

(xi) Institutional shareholders(i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority Letter etc. together with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer through e -mail:[email protected] or [email protected] with a copy marked to [email protected].

(b) In case of share holders other than in (a) above

(i) Initial password is mentioned in the letter from Registrar MCS Share Transfer Agents Ltd. attached with the Notice as below: —

(ii) Please follow all steps from Sl. No. (ii) to Sl. No. (x) as mentioned in (a) above, to cast vote.

(c) In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-Voting User Manual for Shareholders, available at the downloads section of www.evoting.nsdl.com.

(d) If you are already registered with NSDL for e-voting then you can use your existing User ID and Password for casting your vote.

(e) You can also update your mobile number and e-mail id in the user profile details of the folio which may be used for sending future communication(s).

19. Remote e-voting period commences on Sunday, September 27, 2015 at 9:00 A.M. and ends on Tuesday, September 29, 2015 at 5:00 P.M. During this period, the Members of the Company holding shares in physical form orindematerialized form, ason the cut-off date (record date), being 23rd September, 2015, may cast their vote by electronic means in the manner and process set out herein above. The e-voting module shall be disabled for voting thereafter. Once the vote on a resolution is cast by the Member, the Member shall not be allowed to change it subsequently. Further, the Members who have cast their

Even

(E Voting Event

Number)

User ID Password/

PIN


vote by way of remote e-voting prior to meeting may also attend the Annual general Meeting but shall not be entitled to cast theirvote again.

20. The Board of Directors has appointed Shri Sanjay Grover of M/s Sanjay Grover & Associates, Practicing Company Secretaries (Membership Number. FCSNo.4223, CP No. 3850) having address at B-88, 1st Floor, Defence Colony, New Delhi- 110024, as a Scrutinizer to scrutinize the remote e-voting process in a fair and transparent manner.

21. The scrutinizer shall, immediately after the conclusion of the voting through Ballot paper at the General Meeting, first count the votes cast at the meeting vide ballot paper, thereafter unblock the votes cast through remote e-voting in the presence of at least two witnesses not in the employment of the company and make, not later than 48 hours from conclusion of the meeting, a consolidated scrutinizer's report of the total votes cast in favor or against, to Chairman or Director authorized by the Board of the Company.

22. The results of voting will be declared within 48 hours from the conclusion of the AGM. The results declared along

with the Scrutinizer's Report shall be placed on the company's website www monnetgroup.com and on the website of M/s MCS Share Transfer Agent Limited. Further, the results shall be displayed on the Notice Board of the Company at its Registered Office. It shall also be communicated to BSE & NSE.

23. Electronic copy of the Notice of the 25th Annual General Meeting of the Company interalia indicating the process and manner of e-voting along with Attendance Slip and Proxy Form is being sent to all the members whose email Ids are registered with the Company/ Depository Participant(s) for communication purposes unless any member has requested for a hard copy of the same. For members who have not registered their email address, physical copies of the Notice of the 25th Annual General Meeting of the Company inter alia indicating the process and manner of remote e-voting along with Attendance Slip and Proxy Form is being sent in the permitted mode.

SHAREHOLDERS MAY PLEASE NOTE THAT NO GIFTS/ GIFT COUPONS SHALL BE DISTRIBUTED AT THE VENUE OF THE MEETING.

Item No. 4

As per the provisions of Section 149 which has come into force with effect from 1st April, 2014, every listed Company should have at least one woman director. Further, as per Section 149(4),every listed company is required to have at least one-third of the total number of Directors as Independent Directors. Further, Section 149(10) of the Act provides that an Independent Director shall hold office for a term upto five consecutive years on the Board of a company and is not liable to retire by rotation pursuant to Section 149(13) read with Section 152 of the Act.

It is proposed to appoint Ms. Bhavna Thakur as Independent director under Section 149 of the Companies Act, 2013 and Clause 49 of the listing Agreement to hold office for5 (Five) consecutive years. She is not liable to retire by rotation.

The Company has also received a notice in writing under the provisions of Section160 of the Companies Act, 2013, from a member along with a deposit of Rs. 1,00,000/- proposing her candidature for the office of Independent Director, to be appointed as such under the provisions of Section 149 of the Companies Act, 2013.

Ms. Bhavna Thakur is not disqualified from being appointed as director in terms of Section 164 of the Act and has given her

consent to act as Director. The Company has also received declaration from Ms. Bhavna Thakur that she meets with the criteria of independence as prescribed under sub-section (6) of Section 149 of the Act.

In the opinion of the Board of Directors, Ms. Bhavna Thakur fulfill the conditions specified in the Act and the Rules made thereunder and they are independent of the Management. A copy of the draft letter for the appointment Ms. Bhavna Thakur as Independent Directors setting out the terms and conditions is available for inspection without any fee by the members at the Company's registered office during normal business hours on working days and shall be uploaded at the website of the company at www.monnetgroup.com

The resolutions seeks the approval of members for the appointment of Ms. Bhavna Thakur as Independent Director of the Company up to 30th Annual General Meeting pursuant to Section 149 and other applicable provisions of the Companies Act, 2013 and the Rules made thereunder.

Ms. Bhavna Thakur is interested in the resolutions set out at Item Nos. 4 of the Notice, which pertain to her appointment.

None of the relatives of Ms. Bhavna Thakur may be deemed to be interested in the resolution set out at Item No 4 of the Notice, to the extent of their shareholding interest, if any, in the Company.

Explanatory Statement in respect of The Special Business Pursuant to Section 102 of The Companies Act, 2013

thereunder and they are independent of the Management. A copy of the draft letter for the appointment of Mr. Suman Jyoti Khaitan as an Independent Directors setting out the terms and conditions is available for inspection without any fee by the members at the Company's registered office during normal business hours on working days up to the date of the AGM. The Board considers that their continued association would be of immense benefit to the Company.

The resolutions seeks the approval of members for the appointment of Mr. Suman Jyoti Khaitan as an Independent Director of the Company up to 30th Annual General Meeting pursuant to Section 149 and other applicable provisions of the Companies Act, 2013 and the Rules made thereunder.

Brief Profile of Mr. Suman Jyoti Khaitan: Mr. Suman Jyoti Khaitan is an Advocate by profession and having over 30 years of experience in the field of all type of Legal matters. He is associated with PHD Chamber of Commerce and Industry, and the Associated Chamber of Commerce and Industry of India as Director for over 10 years.

Name of the Companies in which Mr. Suman Jyoti Khaitan also holds Directorship, Chairmanship and Membership of Committees of the Board, are as under:-

Mr. Suman Jyoti Khaitan is interested in the resolutions set out at Item Nos. 5 of the Notice, which pertain to their respective appointment.

None of the relatives of Mr. Suman Jyoti Khaitan may be deemed to be interested in the resolution set out at Item Nos. 5 of the Notice, to the extent of their shareholding interest, if any, in the Company.

Save and except Mr. Suman Jyoti Khaitan, none of the other Directors / Key Managerial Personnel of the Company / their relatives is, in any way, concerned or interested, financially or otherwise, in these resolutions.

The Board recommends the resolutions set forth at item no. 5 of the Notice for the approval of the members as ordinary resolution.

Profile of Ms. Bhavna Thakur: Ms. Bhavna Thakur, is LL.B (Honors) from National Law School of India University, Bangalore, India and done her LL.M from Columbia University School of Law, New York. She is working as Managing Director of UWANT a CSR Index with Clinton Global Foundation. Prior to that she was working as Head of Equity Capital Market Origination, Citi group and Head of Corporate Finance Execution, Citi group, Investment Banking Division, etc.

Name of the Companies in which Ms. Bhavna Thakur also holds Directorship, chairmanship and Membership of Committees of the Board, are as under:-

Save and except Ms. Bhavna Thakur, none of the other Directors / Key Managerial Personnel of the Company/ their relatives is, in any way, concerned or interested, financially or otherwise, in these resolutions.

The Board recommends the resolutions set forth at item no. 4 of the Notice for the approval of the members as an ordinary resolution.

Item No. 5

As per Section 149(4), every listed company is required to have at least one-third of the total number of Directors as Independent Directors. Further, Section 149(10) of the Act provides that an Independent Director shall hold office for a term up to five consecutive years on the Board of a company and is not liable to retire by rotation pursuant to Section 149(13) read with Section 152 of the Act.

It is proposed to appoint Mr. Suman Jyoti Khaitan as Independent Director under Section 149 of the Companies Act, 2013 and Clause 49 of the listing Agreement to hold office for 5 (Five) consecutive years. He is not liable to retire by rotation.

In respect of the above director of the Company, the Company has received a notice in writing under the provisions of Section 160 of the Companies Act, 2013, from a member along with a deposit of Rs. 1,00,000/- proposing his candidature for the office of Independent Director, to be appointed as such under the provisions of Section 149 of the Companies Act, 2013.

Mr. Suman Jyoti Khaitan is not disqualified from being appointed as director in terms of Section 164 of the Act and has given his consent to act as Director. The Company has also received declaration from Mr. Suman Jyoti Khaitan that he meets with the criteria of independence as prescribed under sub-section (6) of Section 149 of the Act.

In the opinion of the Board of Directors, Mr. Suman Jyoti Khaitan, Independent Director proposed to be appointed, fulfill the conditions specified in the Act and the Rules made

Sr. No. Directorship Chairmanship Membership

1 Visage Holdings And Finance Private Limited

None None

Sr. No.

Directorship Chairmanship Membership

1 Oriental Carbon & Chemicals Ltd

2 Gopi Nursery Private Limited

3 Jindal Stainless Limited

4 Suman Khaitan Advisory Services Private Ltd

5 Indo Rama Synthetics (India) Limited

6 Monnet Power Company Limited

Notice 2014-15 | 7

Stakeholder relationship CommitteeAudit Committee

Audit CommitteeStakeholder relationship Committee

Audit Committee

The Directors recommend the passing of the resolution set out at Item No. 7 of the accompanying Notice as a special resolution.

Item No.8The Board of Directors had, subject to the approval of the shareholders, re-appointed Mr. Sandeep Jajodia as Chairman and Managing Director of the Company with effect from 1st April, 2015 for a period of 2 years on the remuneration, terms and conditions recommended by the nomination and remuneration committee as set out herein.

The Company has received a notice in writing from a member along with the deposit of requisite amount under Section 160 of the Act proposing the candidature of Mr. Sandeep Jajodia for the office of Managing Director of the Company. Mr. Sandeep Jajodia is not disqualified from being appointed as a Director in terms of Section 164 of the Act and has given his consent to act as a Director.

The Board is of the opinion that his services should continue to be available to the Company to achieve still greater heights, by re-appointing him as Chairman and Managing Director as mentioned in the resolution, subject to the approval of shareholders.

Brief profile of Mr. Sandeep Jajodia:- Mr. Sandeep Jajodia is having an experience of over 25 years and is expert in the core business comprising of sponge iron, steel & power sector.

Nature of his expertise in specific functional areas:- expert in the core business comprising of sponge iron, steel & power sector.

Name of the Companies in which he also holds Directorship, Chairman ship and Membership in Committees-


Item No. 6Section 148 of the Act, inter-alia, provides that the Central Government may direct audit of cost records of class of Companies. In pursuance of Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the Board shall appoint an individual who is a cost accountant in practice or a firm of cost accountants in practice, as cost auditor, on the recommendations of the Audit Committee, which shall also recommend remuneration for such cost auditor. The remuneration recommended by the Audit Committee shall be considered and approved by the Board and ratified subsequently by the shareholders.

On recommendation of the Audit Committee at its meeting held on 29th May 2015 , the Board has considered and approved appointment of M/s. N. K. Jain and Associates, Cost Accountants, as Cost Auditors of the Company to conduct audit of cost accounting records maintained under section 209(1)(d) of the said Act for Company's Steel and Power Divisions for the financial year 2015-16 at a remuneration of Rs. 2,50,000/- p.a. + Service Tax + actual out of pocket expenses for Steel Division and Rs. 50,000/- p.a. + Service Tax + actual out of pocket expenses for power division of the Company for the Financial year ending 31st March 2016.

None of the Directors and Key Managerial Personnel of the Company and any of their relatives is concerned or interested, financial or otherwise, in the resolution set out at Item No. 6.

The Board commends the ordinary resolution set out at Item No. 6 of the notice for your approval and ratification in terms of Section 148 of the Companies Act, 2013.

Item No.7The Company has paid remuneration to Mr. Sandeep Jajodia for the period from 1st April, 2014 to 31st March, 2015 as per the recommendation of the Nomination and Remuneration Committee (formerly known as Remuneration Committee) and as approved by the Board of Directors and shareholders of the Company. However, during the financial year 2014-2015, the Company has incurred losses and remuneration paid to him amounting to Rs 544.37 Lac was in excess of the limits laid down under the provisions of Section 198, 309 and Schedule XIII of the Companies Act, 1956 and is liable to be refunded to the Company unless the Company waives recovery of the said amount by way of a Special Resolution passed by the Members and permission of the Central Government for waiver of recovery of excess remuneration under Section 197(10) of the Companies Act, 2013 is obtained.

The Board of Directors at its meeting held on14th August, 2015, has given its approval to make an application to the Central Government under Section 197(10) of the Companies Act, 2013 for waiver of recovery of excess remuneration paid to Mr. Sandeep Jajodia for the period from 1st April, 2014 to 31st March, 2015.

Save and except Mr. Sandeep Jajodia, none of the other Directors / Key Managerial Personnel of the Company / their relatives is, in any way, concerned or interested, financially or otherwise, in said resolutions.

Sr. No.


1 Monnet Project Developers Limited

2 Monnet Industries Limited

3 AP Coal Washeries Private Limited

4 Monnet Engineering andInfrastructure Limited

5 Monnet Power Company Limited

6 Monnet Cement Limited

7 MP Monnet Mining Company Limited

Taking into consideration the duties and responsibilities of Chairman and Managing Director, the prevailing managerial remuneration in industry and on the recommendation of the nomination and remuneration committee, terms and conditions of re-appointment of Mr. Sandeep Jajodia including remuneration payable is as under:

1. Basis Salary-Rs. 10.00 Lac p.m.

the following:-

unique experience and back ground, which is not easily available in Indian Industry in the field of Coal Industry;

Overall responsible for Procurement and Contracts for the Group.

(4) Remuneration proposed-As mentioned in the Explanatory Statement.

(5) Comparative remuneration profile with respect to industry, size of the company, profile of the position and person-Mr. Sandeep Jajodia, having unique experience and back ground which is not easily available in Indian Industry. He has successfully handled various projects throughout his career. Hence, it is not easy to compare such qualifications, experience and background as they are unique. Mr. Sandeep Jajodia is a well-recognised person which elaborated elsewhere in this statement. There are not many persons of such merits and repute available for employment. Such person commands a gross remuneration of upwards of Rs. 40 Lac to Rs. 50 Lac per month.

III. Other information:

(1) Reasons of loss or inadequate profits - Selling price of Steel is down and higher input cost lead to losses in the Company.

(2) Expected increase in productivity and profits in measurable terms- Based on the viable study, the management will contemplate appropriate measures to address the challenges of emerging industry scenario and realignment of debt ascertaining to the future cash flow of the Company.

(3) Steps taken or proposed to be taken for improvement - In view of the change in business scenario of the industry the viable study of the company is under review through third party agencies. Management is not in a position to provide future projections at this stage.

In respect of the above Director of the Company, the Company has received notice in writing under the provisions of Section 160 of the Companies Act, 2013, from a member along with a deposit of Rs. 1,00,000/- proposing his candidature for the office of Independent Directors, to be appointed as such under the provisions of Section 149 of the Companies Act, 2013.

Except Mr. Sandeep Jajodia, there is no concern or interest, financial or otherwise of any other director, key managerial personnel of the Company or their relatives in respect of the said resolution.


I. General Information:

(1) Nature of industry: Steel and Power

(2) Date or expected date of commencement of commercial production: The Company started its commercial production on 6th February, 1994.

(3) In case of new companies, expected date of commencement of activities as per project approved by financial institutions appearing in the prospectus: N.A.

(4) Financial performance based on given indicators

Amount in Rs.Particulars FY 2012-13 2013-14 2014-15

Paid up-Capital 637,316,810 658,256,810 658,316,810

Reserves and Surplus 25,160,118,809 25,988,036,347 17,768,456,810

Revenue from Operations 21,146,801,578 25,187,230,483 34,354,479,576

Total Income 20,282,681,037 23,608,274,476 32,584,085,843

Total Expenditure 16,898,632,435 22,637,010,024 39,942,055,289

(Loss)/Prot Before Tax 3,384,048,601 971,264,452 (7,357,969,446)

Net (Loss)/Prot for the year 2,503,193,075 666,327,106 (9,887,035,505)

(5) Foreign investments or collaborations, if any: N.A.

(6) Export performance and net foreign exchange collaborations: N.A.

II. Information about the appointees: (1) Background details-Qualification: Mr. Sandeep Jajodia is

having an experience of over 24 years and is expert in the core business comprising of sponge iron, steel & power sector.

(2) Past remuneration-

(3) Job profile and suitability-Having regard to the vast experience and expertise of Mr. Sandeep Jajodia, he is a perfect person to handle the following responsibilities:

Overall responsible for Utilities Business and specifically

Information As Required Under

The Companies Act, 2013

Financial Year 2012-13 2013-14 2014-15

Rs. In Lac 404.15 544.37471.50

Notice 2014-15 | 9

The Provisions Of Schedule V To

BALCO, Koncola Copper Mines, Zambia and Sterlite Energy Ltd. and Sesa Goa.

Nature of his expertise in specific functional areas-His expertise is in Metal, Mining & Energy besides unleashing hidden potential & leading multi fold growth of the Companies

Name of the Companies in which he also holds Directorship, Chairmanship and Membership in Committees-

Item No.09The Company has paid remuneration to Mr. C.P. Baid for the period from 1st April, 2014 to 31st March, 2015 as per the recommendation of the Nomination and Remuneration Committee (formerly known as Remuneration Committee) and as approved by the Board of Directors and shareholders of the Company. However, during the financial year 2014-2015, the Company has incurred losses and remuneration paid to him amounting to Rs. 126.95Lacs was in excess of the limits laid down under the provisions of Section 198, 309 and Schedule XIII of the Companies Act, 1956 and is liable to be refunded to the Company unless the Company waives recovery of the said amount by way of a Special Resolution passed by the Members and permission of the Central Government for waiver of recovery of excess remuneration under Section 197(10) of the Companies Act, 2013 is obtained.

The Board of Directors at its meeting held on14th August, 2015, has given its approval to make an application to the Central Government under Section 197(10) of the Companies Act, 2013 for waiver of recovery of excess remuneration paid to Mr. C.P. Baid for the period from 1st April, 2014 to 31st March, 2015.

Save and except Mr. C.P. Baid, none of the other Directors / Key Managerial Personnel of the Company / their relatives is, in any way, concerned or interested, financially or otherwise, in said resolution.


Item No. 10As the present term of Mr. C.P. Baid would be expiring on 8th November 2015, the Board of Directors have, subject to the approval of the shareholders, re-appointed Mr. C.P. Baid as Deputy Managing Director of the Company for a period of 1 years from 8th November 2015 on the nil remuneration and terms and conditions recommended by the nomination and remuneration committee as set out herein.

The Company has received a notice in writing from a member along with the deposit of requisite amount under Section 160 of the Act proposing the candidature of Mr. C.P. Baid for the office of Dy. Managing Director of the Company. Mr. C.P. Baid is not disqualified from being appointed as a Director in terms of Section 164 of the Act and has given his consent to act as a Director.

The Board is of the opinion that his services should continue to be available to the Company to achieve still greater heights, by re-appointing him as Dy. Managing Director as mentioned in the resolution, subject to the approval of shareholders.

Brief profile of Mr. C.P. Baid- His expertise is in Metal, Mining & Energy besides unleashing hidden potential & leading multi fold growth of the Companies.

Mr. Baid has worked with Vedanta Resources Plc, MALCO,

Sr. No.


1 Spac-Tech Services Private Limited

2 Pipal Tech Ventures Private Limited

3

4

Mandakini Coal Company Limited

5

Solace Land Holding Limited

6

Gamma Land Holding Limited

7

Looks21 Lifestyle Services Private Limited

8

Beta Land Holding Limited

Ginger Land Holding Limited

I. General Information:

(1) Nature of industry: Steel and Power

(2) Date or expected date of commencement of commercial production: The Company started its commercial production on 6th February, 1994.

(3) In case of new companies, expected date of commencement of activities as per project approved by financial institutions appearing in the prospectus: N.A.


Information As Required Under

The Companies Act, 2013The Provisions Of Schedule V To

(4) Financial performance based on given indicators

(5) Foreign investments or collaborations, if any: N.A.

(6) Export performance and net foreign exchange collaborations: N.A.

II. Information about the appointees:

(1) Mr C.P. Baid is having over 30 years of experience and worked with Vedanta Resources Plc, MALCO, BALCO, Koncola Copper Mines,Zambia and Sterlite Energy Ltd. and Sesa Goa.

(2) Past remuneration-

(3) Recognition or awards- Mr. C.P. Baid is a Gold Medalist from the 1974 batch of BE(Hons) Mechanical Engineering Practice from B.I.T.S. Pilani with an MBA in Project Management.

(4) Job profile and suitability- Having regard to the vast experience and expertise of Mr. C.P. Baid, he is a perfect person to handle the responsibilities of Deputy Managing Director.

(5) Remuneration proposed-As mentioned in the Explanatory Statement.

(6) Comparative remuneration profile with respect to industry, size of the company, profile of the position and person - Mr. C.P. Baid is being appointed at nil

remuneration. Hence comparison is not possible.

III. Other information:

(1) Reasons of loss or inadequate profits- Selling price of Steel is down and higher input cost lead to losses in the Company.

(2) Expected increase in productivity and profits in measurable terms- Based on the viable study, the management will contemplate appropriate measures to address the challenges of emerging industry scenario and realignment of debt ascertaining to the future cash flow of the Company.

(3) Steps taken or proposed to be taken for improvement- In view of the change in business scenario of the industry the viable study of the company is under review through third party agencies. Management is not in a position to provide future projections at this stage.

In respect of the above directors of the Company, the Company has received notices in writing under the provisions of Section 160 of the Companies Act, 2013, from a member along with a deposit of Rs.1,00,000/- proposing his candidature for the office of Independent Directors, to be appointed as such under the provisions of Section 149 of the Companies Act, 2013.

Except Mr. C.P. Baid, there is no concern or interest, financial or otherwise of any other director, key managerial personnel of the Company or their relatives in respect of the said resolution.


Amount in Rs.Particulars FY 2012-13 2013-14 2014-15

Paid-up Capital 637,316,810 658,256,810 658,316,810

Reserves and Surplus 25,160,118,809 25,988,036,347 17,768,456,810

Revenue from Operations 21,146,801,578 25,187,230,483 34,354,479,576

Total Income 20,282,681,037 23,608,274,476 32,584,085,843

Total Expenditure 16,898,632,435 22,637,010,024 39,942,055,289

(Loss)/Prot Before Tax 3,384,048,601 971,264,452 (7,357,969,446)

Net (Loss)/Prot for the year 2,503,193,075 666,327,106 (9,887,035,505)

Financial Year 2012-13 2013-14 2014-15

Rs. In Lac (176.05) 126.95171.02

Notice 2014-15 | 11

By order of the Board of DirectorsMONNET ISPAT & ENERGY LIMITED

Sd/-Date : 14th August, 2015. Hardeep SinghPlace : New Delhi Company Secretary

Membership Number: FCS-4967

Registered Office:Monnet Marg, Mandir HasaudRaipur-492101Chhattisgarh

I/We, being the member(s) of …...................................……..shares of the above named company, hereby appoint:

1.Name:....................................................................................Address: ....................................................................................................................

E-mail Id:...........................................................................Signature:.................................................................. , or failing him

2.Name:..................................................................................Address: ......................................................................................................................

E-mail Id:...........................................................................Signature:.............................................................. , or failing him

3.Name:......................................................................................Address: ..................................................................................................................

E-mail Id:........................................................................................Signature:..........................................................................................................

as my / our proxy to attend and vote (on a poll) for me / us and on my / our behalf at the 25th Annual General Meeting of the Company scheduled to be held on September 30, 2015 at 2:30 p.m.at Monnet Marg, Mandir Hasaud, Raipur-492101 (Chhattisgarh) or / and at any adjournment thereof in respect of such resolutions as are indicated below:

Shareholder's may vote either for or against each resolution

[Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies (Management and Administration) Rules, 2014]

CIN: L02710CT1990PLC009826 Name of the Company: Monnet Ispat and Energy Limited

Registered office: Monnet Marg, Mandir Hasaud, Raipur-492101 in theState of Chhattisgarh

Name of the member(s)Registered address

DP ID and Client ID / Folio No.

Email ID

Pleaseaffix` 1

RevenueStamp

Phone : +91 11 29218542-46; Fax : +91 11 29218541 Email: [email protected]; Website : www.monnetgroup.com

ADMISSION SLIP

Members or their proxies are requested to present this form for admission, duly signed in accordance with their specimen signatures registered with the Company.

DP Id & Client Id / Regd. Folio No.* No. of Shares

Name(s) and address of the member in full ...............................................................................................................................................................

.........................................................................................................................................................................................................................

.........................................................................................................................................................................................................................

I / we hereby record my / our presence at the 25th Annual General Meeting of the Company being held on 30th September, 2015 at 2:30 p.m. at Monnet Marg,

Mandir Hasaud, Raipur-492101 in the State of Chhattisgarh

Please ( ) in the box

MEMBER PROXYSignature of Member / Proxy

*Applicable for member holding shares in physical form.

Form No. MGT-11

PROXY FORM

Ordinary Business1. To receive, consider and adopt the Financial Statements for the �nancial year ended 31st March, 2015 together with the Reports of the Board of Directors and Auditors thereon2. To appoint a Director in place of Mr. C.P. Baid (holding DIN 00466414), who retires by rotation and being eligible offers himself for re-appointment3. To appoint Auditors and �x their remuneration. In this connection, to consider and, if thought �t, to pass the following resolution as an Ordinary Resolution Special Business4. To appoint Ms. Bhavna Thakur (holding DIN 07068339), as an Independent Director and in this regard to consider and, if thought �t, to pass with or without modi�cation(s), the following resolution as an Ordinary Resolution.5. To appoint Mr. Suman Jyoti Khaitan (holding DIN 00023370), as an Independent Director and in this regard to consider and, if thought �t, to pass with or without modi�cation(s), the following resolution as an Ordinary Resolution.6. To ratify the remuneration to be paid to the Cost Auditors for the Financial year 2015-2016 and in this regard to consider and if thought �t, to pass, with or without modi�cation(s), the following resolution as an Ordinary Resolution.7. To obtain waiver of the Excess remuneration paid to Mr. Sandeep Jajodia (DIN: 00082869), Chairman and Managing Director, during the period of April 1, 2014 to March 31, 2015 and in this regard to consider and if thought �t, to

pass, with or without modi�cation(s), the following resolution as a Special Resolution8. To reappoint and �x the remuneration of Mr. Sandeep Jajodia (DIN: 00082869) as Chairman and Managing director of the company, and in this regard to consider and if thought �t, to pass, with or without modi�cation(s), the

following resolution as a Special Resolution9. To obtain waiver of the Excess remuneration paid to Mr. C.P. Baid (DIN:00466414), Dy. Managing Director, during the period of April 1, 2014 to March 31, 2015 and in this regard to consider and if thought �t, to pass, with or without

modi�cation(s), the following resolution as a Special Resolution.10. To reappoint Mr C.P. Baid as Dy. Managing Director and in this regard to consider and, if thought �t, to pass with or without modi�cation(s), the following resolution as a Special Resolution.

Signed this ………..................................................day of ….....................................…………........2015

Signature of Member(s)..........................................................................................................................

Signature of proxy holder(s) ...................................................................................................................

NOTE:1. This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company situated at Monnet Marg,

Mandir Hasaud, Raipur-492101 in the State of Chhattisgarh, not later than 48 hours before the commencement of the Meeting. 2. The proxy need not be a member of the company.

S.No. Resolutions For Against

Phone : +91 11 29218542-46; Fax : +91 11 29218541 Email: [email protected]; Website : www.monnetgroup.com

CIN : L02710CT1990PLC009826

CIN : L02710CT1990PLC009826

Monnet Ispat & Energy Limited PB 1Annual Report 2014-15

Monnet Ispat & Energy Limited 2 1Annual Report 2014-15

What’s Inside

Corporate Information

Director’s Report

StandaloneFinancial

Chairman Communique

Corporate GovernanceReport

ConsolidatedFinancial

01

03

42

02

29

77


BOARD OF DIRECTORS

Chairman & Managing Director

Sandeep Jajodia

Deputy Managing Director

C. P. Baid

Non Executive Independent Directors

Amit Dixit

Bhavna Thakur

Suman Jyoti Khaitan

Nominee Director - IDBI Bank

Suresh Kishinchand Khatanhar

Other Non Executive Director

J. P. Lath

Chief Financial Officer

Raj Kumar Ralhal

Company Secretary

Hardeep Singh

BOARD COMMITTEES

Audit Committee

Suman Jyoti Khaitan Chairman

Amit Dixit Member

J. P. Lath Member

Hardeep Singh Secretary

Stakeholders Relationship Committee

J. P. Lath Chairman

C. P. Baid Member

Nominations & Remuneration Committee

J. P. Lath Chairman

Amit Dixit Member

Suman Jyoti Khaitan Member

Corporate Social Responsibility Committee

Sandeep Jajodia Chairman

J. P. Lath Member

Suman Jyoti Khaitan Member

Finance Committee

Sandeep Jajodia

C. P. Baid

J. P. Lath

Executive Committee

Sandeep Jajodia

C. P. Baid

J. P. Lath

Share Transfer Committee

J. P. Lath

C. P. Baid

Hardeep Singh

BANKERS Punjab National Bank

State Bank of Bikaner & Jaipur

State Bank of India

State Bank of Patiala

State Bank of Mysore

IDBI Bank Limited

AUDITORS

O.P. Bagla & Company

Chartered Accountants, New Delhi

REGISTERED OFFICE & RAIPUR WORKS

Monnet Marg, Mandir Hasaud, Raipur, Chhattisgarh - 492101

Raigarh Works

Village Naharpali, Tehsil Kharsia, Distt. Raigarh,

Chhattisgarh

Investor Services Centre

Monnet House, 11, Masjid Moth,

Greater Kailash Part - II,

New Delhi - 110 048, India

Ph. : +91-11-2928542-46

Fax : +91-11-2928541

E-mail : [email protected]

CORPORATE OFFICE

Monnet House, 11, Masjid Moth,

Greater Kailash Part - II,

New Delhi - 110 048, India

MIEL Corporate Website

www.monnetgroup.com

Corporate Information


Chairman’s Communiqué

Dear Shareholders’

As you are aware your Company made a steady growth in the last 20 years of its existence and maintained a consistence record of building up the capacities and increase in the revenues of the Company. Transformation Sponge Iron player to a Steel player was possible with the inspiration and support of all the Shareholders and lenders.

The year 2014-15 unraveled unexpected series of events which were beyond our scope of advance preparation and hit the Company from many ends.

First came the decision of Hon’ble Supreme Court of India to de-allocate all Coal mines in the Country, which included five mines in the Monnet forte. It included an operating mine closer to our operation in Raigarh, which was providing a big strength to our operations in terms of stable supply, quality of coal and distinct pricing advantage. Two other mines, which were advance at the stage of approvals, one for our steel plant and another for our upcoming power plant at Angul also got cancelled.

The year also saw steep decline in the demand and pricing of Steel product across the board Iron Ore the principal RM for steel declined in prices across the globe but actually became scare in availability and increased in prices in India on account of closure of many mine in the Iron Ore hub of State of Orissa. Indian industry faced high Iron Ore prices against declining selling prices of end

products at least till December, 2014. The year ended with huge challenges on all fronts. The performance of Company drew no comfort with a loss of Rs.795 Crores, which includes one-time loss of Rs.252 Crores. On account of one time Royalty payment on Coal extracted in the last 10 years of operations of Mines, as per the order of the Hon’bal Supreme Court.

The current conditions in the industry continue to be challenging, the demand for steel is not showing any sign of recovery which calls for a new orientation and approach to run the business of the company. We have recently embarked on major cost cutting exercise and drive, besides constantly focusing on the efficiency of operations to rationalize production cost to realign the operation of plant from time to time according to the market conditions.

I believe the dynamics of Steel industry have under gone a dramatic change which calls for an engagement with the lenders to re-organize the debt profile of the company with a view to establish a viable and sustainable level of debt. The exercise is being initiated at right earnest by soliciting the support of lenders within regulatory permissions to achieve debt rationalization and asset classification.

The Company will keep the Shareholder posted with the developments and assure you my commitment to riggle the Company out of the current emphases.

Sandeep Jajodia Chairman & Managing Director


DIRECTORS’ REPORTTo the Members,

Your Directors are pleased to present the Twenty-Fifth Annual Report on the business and operations of the Company together with the audited accounts for the financial year ended 31st March, 2015.

1. FINANCIAL SUMMARY

Financial Summary and performance Highlights of your Company, for the financial year ended March 31, 2015 are as follows: (` in crores)

Particulars Stand Alone Consolidated

31.03.15 31.03.14 31.03.15 31.03.14

Gorss Sales & Other Income 3,258.41 2,360.83 3,306.82 2,378.20

Profit Before Interest Depreciation & Tax 198.52 475.24 148.60 463.02

Depreciation & Amortisation 281.44 138.73 288.41 143.77

Interest 652.87 239.38 670.46 249.48

Profit/Loss From Operations (735.80) 97.13 (810.27) 69.78

Exceptional Items 252.91 - 252.92 -

Share Of Profit Transferred To Minority - - 12.38 (0.28)

Provision for Taxation (192.83) 30.49 (193.88) 32.46

Profit/Loss After Tax (795.87) 66.63 (856.93) 37.04

Balance of P & L Account B/F 1,450.97 1,412.00 1,373.69 1,339.09

Amount Available For Aprropriation - - - -

Balance of P & L Account C/F to Next Year

655.10 1,450.97 516.76 1,373.69

Reserve & Surplus 1,776.85 2,598.80 1,825.70 2,710.88

Previous year’s figures have been regrouped/ rearranged wherever considered necessary.

FINANCIAL AND OPERATIONAL PERFORMANCE

During the year under review your Company’s gross turnover and net turnover was `3435.45 Crores and `3185.62 Crores respectively. The operating EBITDA was `198.52 Crores. The Company had incurred a loss of ` 795.87 Crores after considering exceptional items of ` 252.91Crores as compared to profit of ` 66.63 Crores during the previous year.

Further, there has been no change in the nature of business during the period under review.

2. DIVIDEND

In view of the losses incurred by the company, Board has not recommended any Dividend for the Financial Year 2014-15.

3. MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments have taken place between the end of financial year of the Company to which balance sheet relates and date of report, which affects the financial position of the Company.

4. SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES

Your Company has sixteen subsidiary companies including subsidiaries of subsidiaries, three joint ventures and one associate company. The consolidated financial statements presented by the Company include financial information of its subsidiaries, Joint Ventures and associate companies and prepared in compliance with applicable Accounting Standards. For further details of these subsidiaries, please refer Note 1 [I] of Consolidated Financial Statements. The Annual Accounts of the subsidiary Companies are open for inspection by any Shareholder at the Company’s Registered Office at Monnet Marg, Mandir Hasaud, Raipur, Chhattisgarh-492101 and the Company will make available these documents and the related detailed information upon request by any Shareholder of the Company or any Shareholder of its subsidiaries, Joint ventures and associate Companies who may be interested in obtaining the same.

A separate statement in form AOC-1, containing the salient features of the financial statement of its subsidiaries, Joint Ventures and associate companies is attached as Annexure – 1.


Further, Black Sea Natural Resources, Abkhazia and Black Sea Natural Resources, Moscow became subsidiaries of the company the during the year under review and Company wound-up its subsidiary Monnet Global Mali S.A. during the year.

The Company had entered into separate JV agreements for the development of Coal Block. While the coal blocks were under development, the Hon’ble Supreme Court of India cancelled the allocation of coal blocks by the Government of India to state and private sectors. Consequently, the allocation of coal blocks alloted to the company and of these three JVs stood cancelled.

5. DIRECTORS RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Companies Act, 2013, your directors hereby state and confirm that:

a. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b. They have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

c. They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d. They have prepared the annual accounts on a going concern basis;

e. They have laid down internal financial controls to be followed by the Company and such internal financial control are adequate and were operating effectively; and

f. They have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.

6. COMMENTS BY THE BOARD ON AUDIT QUALIFICATION

There are no qualifications, reservations or adverse remarks or disclaimers made by Statutory Auditors, in their report. However, the Secretarial Audit Report for the Financial year ended March 31, 2015 contains certain reservation and remarks which are given along with the management reply for the same:

• Due to losses incurred by the Company, remuneration paid to its managing director was in excess of the limit prescribed under Schedule V to the Company and the Company is in process of filing application before the Central Government for seeking waiver of excess remuneration paid during the financial year 2014-15:

In this regard, the Company wishes to inform that Company is in the process of filling of application before the Central Government for seeking waiver of excess remuneration paid to managing director during the financial year 2014-15

• Few e-form(s) were filed with the Registrar of Companies, Chhattisgarh beyond their due dates:

In this regard, the Company wishes to inform that delay in filing of some forms was mainly due to ambiguity and uncertainty in the provisions of the Companies Act, 2013.

• Annual return on foreign liabilities and assets has not been filed by the Company.:

In this regard, the Company wishes to inform that Company is in the process of filling of Annual return on foreign liabilities and assets with Reserve Bank of India.

7. RISK MANAGEMENT

Your Company’s Risk Management Policy is backed by strong internal control systems. The risk management framework consists of policies and procedures framed at management level and strictly adhered to and monitored at all levels. The risk policy defines the risk management handling system vis-à-vis role of various entities. The profiling, a continuously ongoing and evolving process, is done for each risk. The process involves prioritizing, modeling and assigning mitigation process to each type of risk model. The management periodically issues the policies to its divisions. These divisions modify these to make it suitable. A corporate level independently constituted team and a sound internal audit system is in place. The internal audit team periodically visits the divisions and carries out audit. The findings are periodically reviewed by the Board and Audit Committee with emphasis on maintaining its effectiveness in dynamic business environment.

8. ORDERS PASSED BY THE REGULATORS OR COURTS, IF ANY

Except the cancellation of operational coal mine by Hon’ble Supreme Court at Raigarh which has impacted the operation of the company, their is no significant and material orders were passed by the Regulators, Courts or Tribunals impacting the going concern status and Company’s operations in future.


9. INTERNAL CONTROLS & INTERNAL FINANCIAL CONTROLS

Internal Control systems are an integral part of company’s corporate governance. Your Company has effective internal control environment. Control systems have documented policies, checks and balances, guidelines and procedures that are supplemented by robust internal audit processes and monitored continuously by periodical reviews by management which provides reasonable assurance that all assets are safeguarded; transactions are authorized, recorded and reported properly. Your Company has an independent MIS and Audit Department to oversee the day-to-day functioning of the Company. The Company has proper budgeting system and the actual performance is continuously evaluated and the corrective measures are taken from time to time. The internal control system is designed to ensure that all financial and other records are reliable for preparing financial statements, other data and for maintaining accountability of assets.

10. SHARE CAPITAL

There was no change in the Company’s share capital during the year under review.

The Company’s paid up share capital is ` 2,40,84,29,224/- comprising of 6,58,25,681 equity shares of ` 10 each and 1,75,00,000 6.5% Cumulative Non Convertible redeemable preference shares of ` 100 each and shares forfeighted amout of ` 172,414/-.

11. DECLARATION BY INDEPENDENT DIRECTORS

The company has received the necessary declaration from each director in accordance with Section 149(6) of the Companies Act, 2013 that he/she meets the criteria of Independence as laid out in Section 149(6) of the Companies Act, 2013 and clause 49 of the listing agreement.

12. BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and clause 49 of the listing agreement, the Board evaluated the effectiveness of its functioning and that of Committees, Key Managerial Personnel & individual Directors by seeking their inputs on various aspects of Board/ Committee Governance. Further, the Independent Directors at their meeting reviewed the performance of Board, Chairman of the Board and Non- executive Directors.

13. PARTICULARS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP) APPOINTED OR RESIGNED DURING THE FINANCIAL YEAR ENDED MARCH 31, 2015.

In accordance with the provisions of Section 149(2) of the Companies Act,2013 your company is required

to appoint one women Director. Accordingly Ms. Bhavna Thakur was appointed as Independent women Director of the Company on 31.03.2015 and Mr. Suman Jyoti Khetan was appointed as an independent director on 14.8.2015. They will hold the office till the next AGM. Further, Mr. Suresh Kishin Chand Khatanhar was appointed nominee director of IDBI Bank on 29.05.2015.

During the period beginning from the date of last Directors report Mr. Vikram Deswal and Mr. Amulya Charan, Directors ceased to be Directors of the company.

In accordance with the provisions of section 152 of the companies Act, 2013 and In terms of Articles of Association of the company, Mr.C.P. Baid, Director retires by rotation at the forthcoming Annual General Meeting and being eligible, offers himself for re-appointment.

During the period under review the following KMP changes took place-

Mr. Raj Kumar Ralhan was appointed as Chief Financial Officer on 14.11.2014 and Mr. Hardeep Singh, was appointed as company secretary on 31.03.2015. Mr. M.P. Kharbanda, Company Secretary resigned from the post of Company Secretary on 22.01.2015.

As per clause 49 IV(G) of the Listing Agreement, the required details of the Directors appointed/Reappointed during the year is given in “Annexure-2”

14. RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year were on arm’s length basis and were in the ordinary course of business. Further, there have been no materially significant related party transactions between the Company and the Directors, the management, the subsidiaries or the relatives except for those disclosed in the financial statements. Accordingly, particulars of contracts or arrangements with related parties referred to in Section 188(1) along with the justfication for entering into such contract or arrangement in Form AOC-2 does not form part of the report.

15. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

In compliance with Section 135 of the Companies Act, 2013 read with the Rules made thereunder, the Company has formed Corporate Social Responsibility (CSR) Committee. The policy on Corporate Social Responsibility as approved by the Board of Directors is uploaded on the website of the Company i.e. www.monnetgroup.com.

The composition of the Corporate Social Responsibility Committee is as under:


Name of Members

DIN Composition of the CSR Committee

Mr. Sandeep Jajodia

00082869 Chairman

Mr. Amulya Charan *

00007370 Member

Mr. J.P. Lath 00380076 Member

Mr. Suman Jyoti Khaitan **

00023370 Member

* Resigned during the period. ** Appointed on 14.08.2015. The disclosure as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed to this Report as Annexure “3”.

16. AUDITORS

STATUTORY AUDITOR

M/s. O.P. Bagla & Co., Chartered Accountants (Firm Registration No. 000018N) have been appointed as the Statutory Auditors of the Company in the 24th Annual General Meeting of the Company held on Sept 27, 2014, to hold the office till the conclusion of 27th Annual General Meeting of the Company, subject to the ratification of shareholders at every Annual General Meeting.

Further, the ratification in respect with the appointment of M/s. O.P. Bagla & Co. Chartered Accountants as the Statutory Auditors of the Company is proposed in the Notice of 25th Annual General Meeting of the Company.

SECRETARIAL AUDITOR

Pursuant to Section 204 of the Companies Act, 2013, the Company had appointed M/s Sanjay Grover & Associates, Practicing Company Secretaries, New Delhi as its Secretarial Auditor to conduct the Secretarial Audit of the Company for FY 2014-2015. The Report of Secretarial Auditor (Form MR-3) for the FY 2014-2015 is annexed to the report as Annexure – 4.

COST AUDITOR

On the recommendation of Audit Committee, the Board of Directors in its meeting held on May 29, 2015 has appointed M/s. N. K. Jain & Associates, Cost Accountants as the Cost Auditor of the Company for the financial year 2015-16 on the aggregate remuneration of ` 3,00,000/- (Rupees Three Lakhs only) plus taxes, as applicable and out of pocket expenses, in accordance with the provisions under Section 148 of the Companies Act, 2013 read with rules made there under.

The remuneration payable to the Cost Auditor of the Company has been proposed for the ratification by

the members of the Company and form part of the notice of 25th Annual General Meeting.

17. PUBLIC DEPOSITS

Your Company has not accepted any deposits covered under Chapter V of the Companies Act, 2013.

18. DISCLOSURES

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the year, six Board Meetings were convened and held, the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

EXTRACT OF ANNUAL RETURN

In accordance with the provisions of Section 134(3)(a) of the Companies Act, 2013, the extract of the annual return in Form No. MGT – 9 is annexed as Annexure – 5 hereto and forms a part of this report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

Details of Investments, Loans and Guarantees covered under the provisions of Section 186 of the Companies Act, 2013 are given in the note no 12 and 13 and 30 to the Financial Statements.

STATUTORY DISCLOSURES

i) A declaration signed by Chairman & Managing Director as required under Clause 49 (I) (D) of the Listing Agreement is enclosed in the Annual Report.

ii) The Chairman & Managing Director and Chief Financial Officer have given a certificate to the Board of Directors, as required under Clause 49 (V) of the Listing Agreement, for the year ended 31st March, 2015

NOMINATION AND REMUNERATION POLICY

The Board has, on the recommendation of the Nomination and Remuneration Committee framed a policy for selection and appointment of Directors, Key Managerial personnel and their remuneration as well as policy on other employees remuneration.The Brief terms of policy is stated in the Corporate Governance Report.

AUDIT COMMITTEE

The Company complies with the provisions related to Audit Committee, as provided under Clause 49 of the Listing Agreement and Section 177 of the Companies


Act, 2013. The composition of the Audit Committee is as under:

Name of Members

DIN Composition of the Audit Committee

Mr. Amulya Charan* 00007370 Chairman,

Mr. Amit Dixit 01798942 Member


Mr. Suman Jyoti Khai-tan **

00023370 Member

* Resigned during the period. ** Appointed on 14.08.2015.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a vigil mechanism named Vigil Mechanism Cum Whistle Blower Policy to deal with instances of fraud and mismanagement, if any. Details of the same are given in the Corporate Governance Report. The same has also been displayed on the website of the Company and the link for the same is http://www.monnetgroup.com

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013.

The Company has in place a policy on Gender Equality, Gender Protection, Prevention of Sexual Harrasment and Redressal System in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

No complaints pertaining to sexual harassment were received during FY 2014-15.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed to this report as Annexure 6.

In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,2014, a statement showing the names and other particulars of employees drawing remuneration in excess of the limits set out in the said Rules forms part of the Report .However, having regard to the provisions of the first proviso of Section 136(1) of the Companies Act 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said

information is available for inspection at Registered Office of the Company during working hours, any member interested in obtaining said such information may write to the Company Secretary, at the registered office and the same will be furnished on request.

19. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Information under Section 134(3)(m) of the Companies Act, 2013, read with rule 8(3) of the Companies (Accounts) Rules, 2014 is given below:

A. Conservation of Energy

The Company has taken a number of steps to improve the conservation of energy by increasing the efficiency of raw material inputs in power generation and by reducing/eliminating consumption wastages. Conservation of energy and improving the efficiency of existing resources are continuing processes and form an integral part of responsibilities of departmental heads. Various steps taken in this direction are as follows:-

1. SMS- Charge mix change Hot metal: DRI from 55:45 to 80:20. Energy saving 330 kwh/mt.

2. Sinter plant- Using calcined lime reduced coke consumption from 110 kg.mt to 85 kg/mt.

3. Blast furnace- by using single blower in spite of two blower, steam consumption reduced by 65 mt/hr to 45 mt/hr.

4. Bar mill- By using gas fired furnace ( earlier Furnace oil based) , furnace oil consumption in bar mill stopped

B. TECHNOLOGY ABSORPTION

i. Efforts are being made in technology absorption: the Raigarh plant is using 85 % efficient TPH CFBC Boiler Technology in place of conventional 80 % efficient AFBC Boiler Technology.

ii. Benefits derived as a result of the above efforts: the efficient Bioler Technology has resulted in saving of coal which is a scarce mineral.

iii. Details of technology imported during last five years: NA

iv. Expenditure incurred on Research and Development.: NA

C. FOREIGN EXCHANGE EARNINGS AND OUTGO

The Foreign Exchange earned in terms of actual inflows and the Foreign Exchange outgo in terms of actual outflows, during financial year 2014-15 are as follow :-


The efforts are being made.

1. Activities relating to exports initiatives taken to increase exports development of new export markets for products and services and export plans.

2. Total Foreign Exchange used and earned (` In Crores)

2014-15 2013-14 - Used 173.24 273.34 - Earned 217.13 185.36

20. MANAGEMENT DISCUSSION & ANALYSIS REPORT - Pursuant to clause 49 of the Listing Agreement the Management Discussion and Analysis Report is enclosed in this Directors Report in Annexure-7

21. CORPORATE GOVERNANCE

The Company has complied with requirements of Clause 49 of the Listing Agreement regarding Corporate Governance. A report on the Corporate Governance practices, the Auditors’ Certificate on compliance of mandatory requirements thereof are form part of this report.

22. LISTING OF SHARES

Presently the Equity Shares of the Company are listed on BSE Limited and National Stock Exchange of India Limited. The Listing Fees for the financial year

2015-16 has been paid.

CAUTIONARY NOTE

Certain statements in the ‘Management Discussion and Analysis’ section may be forward-looking and are stated as required by applicable laws and regulations. Many factors may affect the actual results, which would be different from what the Directors envisage in terms of the future performance and outlook. Investors are cautioned that this discussion contains forward looking statement that involve risks and uncertainties including, but not limited to, risks inherent in the Company’s growth strategy, dependence on certain businesses, dependence on availability of qualified and trained manpower and other factors discussed. The discussion and analysis should be read in conjunction with the Company’s financial statements and notes on accounts.

ACKNOWLEDGEMENT

Your Directors take this opportunity to offer their sincere thanks to the various Departments of the Central and State Governent, Financial Institutions, Bankers to the Company, all Customers, Suppliers and contractors for their continued valued assistance and support. Your Directors also wish to place on reord their appreciation for dedicated services rendered by all officers, staff and workers of the Company at all levels.

By Order of the BoardFor Monnet Ispat & Energy Limited

Place: New DelhiDate: 14.08.2015 Sd/- Sandeep Jajodia

Chairman & Managing Director DIN: 00082869


An

nex

ure

1

FO

RM

NO

. AO

C -

1(P

ursu

ant t

o fir

st p

rovi

so to

sub

-sec

tion

(3)

of s

ectio

n 12

9 re

ad w

ith r

ule

5 of

Com

pani

es (

Acc

ount

s) R

ules

, 201

4)

Sta

tem

ent c

onta

inin

g sa

lient

feat

ures

of t

he fi

nanc

ial s

tate

men

t of s

ubsi

diar

ies/

asso

ciat

e co

mpa

nies

/join

t ven

ture

s

Par

t “A

”: S

ub

sid

iari

es

SI.

No.

12

34

56

78

Nam

e of

su

bsid

iary

M

onne

t C

emen

t Li

mite

d

Mon

net D

anie

l C

oal W

ashe

ries

Ltd

Cho

mal

E

xpor

ts

Pvt

Ltd

Mon

net P

ower

Co

Ltd

Mon

net

Spo

rt

Fou

ndat

ion

Mon

net G

loba

l Ltd

(C

onso

lidat

ed)

Mon

net O

vers

eas

Ltd

(Con

solid

ated

)M

onne

t Ent

erpr

ises

PT

E

Rep

ortin

g pe

riod

for

the

subs

idia

ry

conc

erne

d

Sam

eS

ame

Sam

eS

ame

Sam

eS

ame

Sam

eS

ame

Rep

ortin

g C

urre

ncy

in `

in `

in `

in `

in `

In U

SD

In

Ìn

US

D

In `

In U

SD

In

`

Exc

hang

e ra

te

as o

n la

st d

ate

of th

e

finan

cial

yea

r in

ca

se o

f for

eign

su

bsid

iarie

s

--

--

62.5

9-

62.5

9-

62.5

9-

Sha

re c

apita

l 2,

19,0

0,00

0.00

2076

0000

0.00

9540

00.0

07,

87,4

7,59

,310

.00

1,00

,000

.00

50,0

7,79

7.00

20,5

3,82

,257

.00

16,1

9,40

2.00

8,32

,40,

187.

001.

0045

.00

Res

erve

s an

d su

rplu

s(9

4631

7.00

)(1

5735

8160

.53)

20,6

0,00

0.00

1,80

,81,

79,6

21.0

089

,423

.00

(1,7

4,97

,636

.00)

(98,

71,3

1,27

2.04

)14

7863

2.00

7,44

,29,

308.

9227

1592

3.57

16,9

9,91

,846

.96

Tota

l ass

et2,

09,7

4,32

8.00

2,95

,72,

41,7

24.8

432

,44,

000.

0056

,33,

97,5

9,14

4.47

72,5

22.0

06,

21,3

2,03

1.00

3,88

,88,

93,5

25.7

618

4755

.00

1,15

,63,

934.

4228

0866

7.21

17,1

2,92

,944

.38

Tota

l lia

bilit

ies

2,09

,74,

328.

002,

95,7

2,41

,724

.84

32,4

4,00

0.00

56,3

3,97

,59,

144.

4772

,522

.00

6,21

,32,

031.

003,

88,8

8,93

,525

.76

1847

55.0

01,

15,6

3,93

4.42

2808

667.

2117

,12,

9294

4.38

Inve

stm

ents

-

--

1,86

,000

.00

--

--

--

-

Turn

over

-

67,0

9,33

,085

.00

--

--

--

--

-

Pro

fit b

efor

e ta

xatio

n(5

3,62

0.00

)(2

6,00

,15,

547.

61)

(10,

68,0

00.0

0)(3

,89,

49,9

41.0

0)(1

0,41

8.00

)(4

5153

31.0

0)(2

7,69

,94,

328.

66)

(2,1

7,21

4.00

)(1

,33,

19,5

36.9

2)(3

12.3

3)(1

9,15

9.98

)

Pro

visi

on fo

r ta

xatio

n-

--

55,0

0,00

0.00

--

--

--

-

Pro

fit a

fter

taxa

tion

(53,

620.

00)

(26,

00,1

5,54

7.61

)(1

0,68

,000

.00)

(4,5

3,94

,709

.00)

(10,

418.

00)

(451

5331

.00)

(27,

69,9

4,32

8.66

)(2

,17,

214.

00)

(1,3

3,19

,536

.92)

(312

.33)

(19,

159.

98)

Pro

pose

d D

ivid

end

--

--

--

--

--

-

% o

f sha

reho

ldin

g 99

.97

%51

.65

%51

.00

%88

.31

%94

.15

%10

0%10

0%10

0%10

0%10

0%10

0%


Part “B”: Associates/Joint venturesStatement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures

Name of Associates/Joint Ventures

MP Monnet Mining Company Ltd.

Mandakini Coal Company Ltd.

Urtan North Mining Company Ltd.

Monnet Ecomaster Enviro Pvt. Ltd.

1. Latest audited Balance Sheet Date

31.03.2015 31.03.2015 31.03.2015 31.03.2015

2. Shares of Associate/Joint Ventures held by the company on the year end

980000 39300000 5751084 14211363

No. Amount of Investment in Associates/Joint Venture

Extend of Holding %

98,00,000.00

49.00%

39,30,00,000.00

33.33%

5,75,10,835.01

33.33%

14,21,13,630.00

50.00%

3. Description of how there is significant influence

4. Reason why the associate/joint venture is not Consolidated

N.A. N.A. N.A. N.A.

5. Networth attributable to Shareholding as per latest audited Balance Sheet

1633211 1153682160 172549760 285798118

6. Profit / Loss for the year

i. Considered in Consolidation

(21,190.83) (8,80,993.00) - 2,14,734.60

ii. Not Considered in Consolidation

(22,056.17) (17,91,693.15) - 2,14,734.60

Total (43,247.00) (26,72,686.15) - (4,29,469.20)


Place: New DelhiDate: 14.08.2015

Sd/- Sandeep Jajodia Chairman & Managing Director

DIN: 00082869


Annexure-2

DETAILS OF DIRECTORS SEEKING APPOINTMENT/REAPPOINT-MENT IN 25TH ANNUAL GENERAL MEETING(Pursuant to clause 49 of the Listing Agreement)

Name Of Director Shri Sandeep Jajodia Ms. Bhavna Thakur Shri Suman Jyoti Khaitan

Date of Birth 14/03/1966 18/03/1976 09/02/1959

Date of Appointment 01/02/1990 31/03/2015 14/08/2015

Qualification Graduate LL.B (Honors), LL.M B.A. (Hons) Economics and LLB

Relationship with Directors/ Manager/ Key Managerial Personnel

None None None

Expertise in specific functional area

Shri Sandeep Jajodia is having anexperience of over 25 years and is expert inthe core business comprising of spongeiron, steel & power sector

Ms. Bhavna Thakur, is LL.B (Honors) from National Law School of India University, Bangalore, India and done her LL.M from Columbia University School of Law, New York. She is working as Managing Director of UWANT a CSR Index with Clinton Global Foundation. Prior to that she was working as Head of Equity Capital Market Origination, Citigroup and Head of Corporate Finance Execution, Citigroup, Investment Banking Division, etc.

Mr. Khaitan is an advocate by profession and having over 30 years of experience in the field of all type of legal matters. He is associated with PHD Chamber of Commerce and Industry, and The Associated Chambers of Commerce and Industry of India as Director for over 10 years.

Directorship held in other companies (excluding foreign companies, private Limited companies & section 8 Companies)

1. AP Coal Washeries Private Limited

2. Monnet Power Company Limited

3. Monnet Engineering And Infrastructure Limited

4. Monnet Cement Limited

5. MP Monnet Mining Company Limited

6. Monnet Sports Foundation

7. Monnet Project Developers Limited

1. Visage Holdings And Finance Private Limited

1. Oriental Carbon & Chemicals Limited

2. Jindal Stainless Limited3. Indo Rama Synthetics

(India) Limited4. Monnet Power Company

Limited

Membership/Chairmanship of Committees of other publicCompanies (includes only Audit Committeesand Stakeholders relationshipCommittee)

NIL NIL 5

Shareholding in the company

Holding 1110289 equity shares.

NIL NIL


Annexure-3

REPORTING ON CORPORATE SOCIAL RESPONSIBILITY 1. A brief outline of the company’s CSR policy, including overview of projects or programs proposed to be undertaken

and a reference to the web-link to the CSR policy and projects or programs- The Company is committed to the cause of empowering communities and bringing a radical transformation through its CSR initiatives in Education, Health and Sustainable Livelihood. CSR activities are a reflection of our desire for holistic and responsible growth as well as of our pioneering spirit and leadership. Improving the lives of the communities in which we operate through integration of economic prosperity, social development and environmental protection is vital to our overall success.

Monnet has framed a CSR Policy in compliance with the provisions of the Companies Act, 2013 and the same is placed on the Company’s website and the web link for the same is http://www.monnetgroup.com/pdfs/csr/CSR_Policy.pdf.

The details of the CSR activities undertaken at Monnet can be accessed at http://www.monnetgroup.com/monnet-foun-dation.php

2. The Composition of the CSR Committee

Name of Members DIN Composition of the CSR Committee

Mr. Sandeep Jajodia 00082869 Chairman

Mr. Amulya Charan * 00007370 Member


Mr. Suman Jyoti Khaitan ** 00023370 Member

* Resigned during the period. ** Appointed on 14.08.2015.

3. Average net profit of the company for the last three financial years- ` In crs.

F.Y. 2011-12 F.Y. 2012-13 F.Y. 2013-14

Net Profit 288.86 250.32 66.63

Average Profit 201.94

4. Prescribed CSR Expenditure (two per cent off the amount as in item 3 above) - 4.04 Crs

5. Period for which CSR is being reported – 1st April, 2014 To 31st March, 2015

a. *Whether information includes information about subsidiary company(s) - No

b. *Whether information includes information about any other entity(s) - No

6. Does the company have a written CSR policy - Yes

7. Details of CSR spent during the financial year

a. Total amount to be spent for the financial year - 4.04

b. Amount unspent, if any: - NIL

c. Manner in which the amount spent during the financial year is detailed below. -

S. No.

CSR project or activity identified

Projects or programs (1) Local area or other (2)Specify the State and district where projects or program was undertaken

Sector in which the project is covered

Amount spent on the projects or programs Sub heads: (1) Direct expenditure on projects or programs (2) Overheads:

Cumulative expenditure upto the reporting period

Amount spent: Direct or through implementing agency *

1 LEAP (Linking Education to Employement by providing Access to Progressive Education)

Covering villages near the Plant Sites 1) Raigarh- Chhattisgarh 2)Raipur-Chhattisgarh

Education 18,473,378 18,473,378 Spent through the CSR arm of the Monnet namely Monnet Foundation / Amount Directly spent by Monnet


2 MILE (Monnet’s Income generation and Livelihoods programme for Economic well-being


Training & Livelihood Generation

200,000 200,000 Spent through the CSR arm of the Monnet namely Monnet Foundation / Amount Directly spent by Monnet

3 HEAL (Monnet’s comprehensive Healthcare Iniative to Encourage Healthy and Active Lifestyle)

Covering villages near Plant Sites 1) Raigarh- Chhattisgarh 2)Raipur-Chhattisgarh

Healthcare initiatives

1,681,393 1,681,393 Spent through the CSR arm of the Monnet namely Monnet Foundation / Amount Directly spent by Monnet

4 Monnet Sports - Monnet’s Holistic Sports Model for a healthy India


Training & Sports Development

1,241,742

1,241,742 Spent through the CSR arm of the Monnet namely Monnet Foundation / Amount Directly spent by Monnet

5 Rishta Hariyali ka- Monnet’s Environmental Program


Environment initiatives

1,403,545

1,403,545 Spent through the CSR arm of the Monnet namely Monnet Foundation / Amount Directly spent by Monnet

6 Others Others 101,325

101,325 Spent through the CSR arm of the Monnet namely Monnet Foundation / Amount Directly spent by Monnet

7 Contribution to Monnet Foundation, an entity formed for the purpose of carrying out CSR activities in line with the Monnet’s CSR policy and activities covered in schedule VII of Companies Act, 2013.


a)Education b)Vocational Training & Livelihood c)Health Care Initiatives d)Sports e) Environment

17,755,000 17,755,000 Spent through the CSR arm of the Monnet namely Monnet Foundation / Amount Directly spent by Monnet

CSR activities have been carried out directly or through CSR arm of the Company namely Monnet Foundation.

8. In case the company has failed to spend the two percent of the average net profit of the last three financial years or any part thereof, the reasons for not spending the amount in its Board report. N.A.

9. The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy, is in com-pliance with CSR objectives and Policy of the Company.

For and behalf of Board and CSR Committee of Monnet Ispat and Energy Limited


DIN: 00082869

Place: New Delhi Date: 14.08.2015


FOR THE FINANCIAL YEAR ENDED 31st MARCH, 2015

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,The Members,

Monnet Ispat and Energy Limited

L02710CT1990PLC009826

Monnet Marg, Mandir Hasaud Raipur, Chattisgarh-492101

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Monnet Ispat and Energy Limited (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

We report that

a) Maintenance of secretarial records is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.

b) We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts are reflected in the secretarial records. We believe that the processes and practices, we followed, provide a reasonable basis for our opinion.

c) We have not verified the correctness and appropriateness of the financial statements of the Company.

d) Wherever required, we have obtained the Management representation about the compliances of laws, rules and regulations and happening of events etc.

e) The compliance of the provisions of the Corporate and other applicable laws, rules, regulation, standards is the responsibility of the management. Our examination was limited to the verification of procedures on test basis.

f) The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Based on our verification of the Company’s books, papers, minute books, forms and returns filed and

other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the company has, during the audit period covering the financial year ended on 31st March, 2015 (“Audit Period”) complied with the statutory provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the company for the financial year ended on 31st March, 2015 according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;

(c) *The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

(d) *The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999;

(e) *The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993;

(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and

Annexure-4

SECRETARIAL AUDIT REPORT


(h) *The Securities and Exchange Board of India (Buy back of Securities) Regulations, 1998;

* No event took place under these regulations during the Audit period.

We have also examined compliance with the applicable clauses of the Listing Agreements entered into by the Company with Madhya Pradesh Stock Exchange Limited, Calcutta Stock Exchange Limited, BSE Limited & National Stock Exchange of India Limited.

During the audit period under review, the Company has complied with the provisions of the Act, Rules, Regulations and Guidelines, to the extent applicable, except the followings-

Due to losses incurred by the Company, remuneration paid to its managing director and Dy. Managing Director were in excess of the limit prescribed under Schedule V to the Company and the Company is in process of filing application before the Central Government for seeking waiver of excess remuneration paid during the financial year 2014-15;

Few e-form(s) were filed with the Registrar of Companies, Chhattisgarh beyond their due dates;

Annual return on foreign liabilities and assets has not been filed by the Company.

(vi) The Company is engaged in the business of conducting coal mining operations, manufacturing coal based sponge iron and various other steel/iron based products and having its plants at Raipur and Raigarh, Chhattisgarh. As informed by the Management, following are some of the laws which are specifically applicable to the company, viz.:-

Mines Act, 1952 and rules made thereunder;

Mines and Minerals (Development & Regulation) Act, 1957;

Coal Mines (Nationalization) Act, 1973;

Coal Bearing Areas (Acquisition and Development) Act, 1957;

Coal Mines (Conservation and Development) Act, 1974;

We have checked the compliance management system of the Company to obtain reasonable assurance about the adequacy of systems in place to ensure compliance of specifically applicable laws and this verification was done on test basis. We believe that the Audit evidence which we have obtained is sufficient and appropriate to provide a basis for our audit opinion. In our opinion and to the best of our information and according to explanations given to us, we believe that the compliance management system of the Company is adequate to ensure compliance of laws specifically applicable to the Company, which can be further strengthened.

We further report that the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act subject to the reporting herein above.

Adequate seven days notice is given to all directors to schedule the Board Meetings. Agenda and detailed notes on agenda are sent in advance of the meetings and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting for meaningfull participation at the meeting.

Board decisions are carried out with unanimous consent and therefore, no dissenting views were required to be captured and recorded as part of the minutes.

We further report that there are adequate systems and processes in the company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines, which can be further strengthened.

We further report that on the application for voluntary delisting filed by the Company, the Company has received delisting confirmation of its Equity Shares from Madhya Pradesh Stock Exchange Limited vide Letter Ref: MPSE/54/2015. Further, the Company has applied for voluntary delisting from Calcutta Stock Exchange Limited and application is pending for the same.

For Sanjay Grover & AssociatesCompanies Secretaries

Date : 14.08.2015Place : New Delhi

Sd/- Sanjay Grover

CP No.: 3850


Annexure 5

FORM NO. MGT 9EXTRACT OF ANNUAL RETURN

As on financial year ended on 31.03.2015Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules, 2014.

I. REGISTRATION & OTHER DETAILS:

1. CIN L02710CT1990PLC009826

2. Registration Date 01/02/1990

3. Name of the Company Monnet Ispat And Energy Limited

4. Category/Sub-category of the Company Public Company Limited by shares/Non-Government Company

5. Address of the Registered office & contact details Monnet Marg, Mandir Hasaud, Raipur, Chattisgarh 492101Contact No 0771-2471 334 to 339 FAX No.- 0771-2471 [email protected] www.monnetgroup.com

6. Whether listed company Yes

7. Name, Address & contact details of the Registrar & Transfer Agent, if any.

MCS Share Transfer Agent Limited Address – F-65, First Floor, Okhla Industrial Area, Phase-1, New Delhi- 110020Phone No. 011-41406149-50-51-52FAX No.- 011-41709881E-mail-helpdeskdelhi@mcsregistrars.comWebsite-www.mcsregistrar.com

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 % or more of the total turnover of the company shall be stated)

S. No. Name and Description of main products / services

NIC Code of the Product/service

% to total turnover of the company

1 Steel 241 98.29

2 Power 35102 1.71


III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANY:

SL.No. Name and Description of Company

CIN/GLN Subsidiary/ Subsidiary of Subsidiary

% of Shares held

1. Monnet Cement Ltd. U26941DL2007PLC170880 Subsidiary 99.97%

2. Monnet Daniels Coal Washeries Ltd.

U74999CT2002PLC000144 Subsidiary 51.64%

3. Monnet Power Co. Ltd. U01403CT2007PLC020179 Subsidiary 88.31%

4. Monnet Sports Foundation U74900DL2011NPL228633 Subsidiary 94.15%

5. Chomal Exports Pvt. Ltd. U74899DL1990PTC042166 Subsidiary 51.00%

6. Monnet Global Ltd. Not Applicable Subsidiary 100%

7. Monnet Overseas Ltd. Not Applicable Subsidiary 100%

8. Monnet enterprises PTE Ltd. Not Applicable Subsidiary 100%

9. Pt Monnet Global Not Applicable Subsidiary of Subsidiary -

10. Monnet Enterprises DMCC Not Applicable Subsidiary of Subsidiary -

11. Pt Sarwa Sembada Karya Bumi

Not Applicable Subsidiary of Subsidiary -

12. Monnet Global Liberia Ltd. Not Applicable Subsidiary of Subsidiary -

13. Monnet Global Guinea S.A. Not Applicable Subsidiary of Subsidiary -

14. Monnet Global Colombia S.A. Not Applicable Subsidiary of Subsidiary -

15. Black Sea Natural Resources, Abkhazia


16. Black Sea Natural Resources, Moskow


17. MP Monnet Mining Company Ltd.

U10100MP2009SGC022639 Associate 49.00%

18. Mandakini Coal Company Ltd. U10100DL2008PLC175417 Associate 33.33%

19. Urtan North Mining Company Ltd.

U10100DL2010PLC199690 Associate 33.33%

20. Monnet EcomaisterEnviro Pvt. Ltd.

U74900DL2011PTC216741 Associate 50.00%


IV. S

HA

RE

HO

LD

ING

PA

TT

ER

N (

Eq

uit

y S

har

e C

apit

al B

reak

up

as

per

cen

tag

e o

f To

tal E

qu

ity)

Cat

egor

y-w

ise

Sha

re H

oldi

ng

Cat

ego

ry o

f S

har

eho

lder

sN

o. o

f S

har

es h

eld

at

the

beg

inn

ing

of

the

year

[As

on

31-

Mar

ch-2

014]

No

. of

Sh

ares

hel

d a

t th

e en

d o

f th

e ye

ar

[A

s o

n 3

1-M

arch

-201

5]%

Ch

ang

e d

uri

ng

th

e ye

ar

D

emat

Phy

sica

lTo

tal

% o

f To

tal

Sh

ares

Dem

atP

hysi

cal

Tota

l%

of T

ota

l S

har

es

A. P

rom

ote

rs

(1)

Indi

an

a) In

divi

dual

/ HU

F25

4448

0.00

2544

480.

3925

4448

0.00

2544

480.

390.

00

b) C

entr

al G

ovt

c) S

tate

Gov

t(s)

d) B

odie

s C

orp.

2568

2225

0.00

2568

2225

39.0

225

6822

250.

0025

6822

2539

.02

0.00

e) B

anks

/ F

I

f) A

ny o

ther

(D

irect

ors

And

thei

r re

lativ

es)

6046

168

0.00

6046

168

9.19

6046

168

0.00

6046

168

9.19

0.00

Tota

l sha

reho

ldin

g of

Pro

mot

er (

A)

3198

2841

0.00

3198

2841

48.5

931

9828

410.

0031

9828

4148

.59

0.00

B. P

ub

lic S

har

eho

ldin

g

1. In

stitu

tions

a) M

utua

l Fun

ds77

4319

0096

430.

0176

1719

0095

170.

010.

00

b) B

anks

/ F

I62

000

0.00

6200

00.

0950

626

0.00

5062

60.

080.

01

c) C

entr

al G

ovt

d) S

tate

Gov

t(s)

e) V

entu

re C

apita

l Fun

ds

f) In

sura

nce

Com

pani

es39

6443

0.00

3964

430.

6039

6443

0.00

3964

430

0.60

0.00

g) F

IIs23

0578

430.

0023

0578

4335

.03

1535

4705

0.00

1535

4705

23.3

3(1

1.7)

h)

For

eign

Ven

ture

Cap

ital F

unds

i) O

ther

s (s

peci

fy)

Sub

-tot

al (

B)(

1):-

2352

4029

1900

2352

5929

35.7

415

8093

9119

0015

8112

9124

.02

(11.

72)

2. N

on-I

nstit

utio

ns

a) B

odie

s C

orp.

5977

961

6723

5984

684

9.09

8472

153

6393

8478

546

12.8

83.

79

i) In

dian


a) In

divi

dual

s

i) In

divi

dual

sha

reho

lder

s ho

ldin

g no

mi-

nal s

hare

cap

ital u

p to

` 1

lakh

3228

616

4065

8736

3520

35.

5265

7588

039

6285

6972

165

10.5

95.

07

ii) In

divi

dual

sha

reho

lder

s ho

ldin

g no

mi-

nal s

hare

cap

ital i

n ex

cess

of R

s 1

lakh

2600

120.

0026

0012

0.40

1793

200

0.00

1793

200

2.72

2.32

c) O

ther

s (s

peci

fy)

Hin

du U

ndiv

ided

Fam

ilies

19

6430

0.00

1964

300.

3045

9171

0.00

4591

710.

700.

40

Non

Res

iden

t Ind

ians

1145

7623

696

1382

720.

2130

2475

2369

632

6171

0.50

0.29

Dire

ctor

s an

d th

eir

Rel

ativ

es22

960.

0022

960.

0022

960.

0022

960.

000.

00

Trus

ts a

nd F

ound

atio

ns10

0014

0.00

1000

140.

150.

000.

000.

000.

00(0

.15)

Sub

-tot

al (

B)(

2):-

9879

905

4370

0610

3169

1115

.67

1760

5175

4263

7418

0315

4927

.39

11.7

2

Tota

l Pub

lic S

hare

hold

ing

(B)=

(B)(

1)+

(B

)(2)

3340

3934

4389

0633

8428

4051

.41

3341

4566

4282

7433

8428

4051

.41

0.00

C. S

hare

s he

ld b

y C

usto

dian

for

GD

Rs

& A

DR

s

Gra

nd

To

tal (

A+B

+C)

6538

6775

4389

0665

8256

8110

0.00

6539

7407

4282

7465

8256

8110

0.00

0.00


B).

Sha

reho

ldin

g of

Pro

mot

er-

S.N

o.S

hare

hold

er’s

Nam

e

Sha

reho

ldin

g at

the

begi

nnin

g of

the

year

31

.03.

2014

Sha

reho

ldin

g at

the

end

of th

e ye

ar31

.03.

2015

% c

hang

e in

sh

areh

oldi

ng

durin

g th

e ye

arN

o. o

f Sha

res

% o

f tot

al

Sha

res

of th

e co

mpa

ny

%of

Sha

res

Ple

dged

/ e

ncum

bere

d to

to

tal s

hare

s

No.

of S

hare

s%

of t

otal

S

hare

s of

the

com

pany

%of

Sha

res

Ple

dged

/ en

-cu

mbe

red

to to

tal

shar

es

1M

ahen

dra

Kum

ar J

ajod

ia25

0000

0.38

025

0000

0.38

00.

00

2S

ande

ep J

ajod

ia44

480.

010

4448

0.01

00.

00

3M

onne

t Pro

pert

ies

Priv

ate

Lim

ited

4640

0.01

046

400.

010

0.00

4P

aras

Tra

ders

Priv

ate

Lim

ited

1243

20.

020

1243

20.

020

0.00

5H

arsh

war

dhan

Lea

sing

Ltd

. 33

20.

000

332

0.00

00.

00

6M

onne

t Int

erna

tiona

l Lim

ited

3810

960.

580

3810

960.

580

0.00

7U

dhya

m M

erch

andi

se P

vt. L

td.

2512

3675

38.1

70

2512

3675

38.1

70

0.00

8M

onne

t Ind

ustr

ies

Ltd.

500.

000

500.

000

0.00

9A

peks

ha S

ecur

ities

Ltd

.16

0000

0.24

016

0000

0.24

00.

00

10S

ande

ep J

ajod

ia11

1028

91.

690

1110

289

1.69

00.

00

11S

eem

a Ja

jodi

a88

010.

010

8801

0.01

00.

00

12N

ikun

j Jaj

odia

2684

558

4.08

026

8455

84.

080

0.00

13N

ikita

Jaj

odia

4688

00.

070

4688

00.

070

0.00

14M

ahen

dra

Kum

ar J

ajod

ia94

7490

1.44

094

7490

1.44

00.

00

15S

udha

Jaj

odia

1243

150

1.89

012

4315

01.

890

0.00

16S

abin

a R

ungt

a50

000.

010

5000

0.01

00.

00

Tota

l31

9828

4148

.59

031

9828

4148

.59

00.

00


C)

Cha

nge

in P

rom

oter

s’ S

hare

hold

ing

(ple

ase

spec

ify, i

f the

re is

no

chan

ge)

SL.

N

o.P

artic

ular

sS

hare

hold

ing

at th

e

begi

nnin

g of

the

year

Cum

ulat

ive

Sha

reho

ldin

g du

ring

the

year

No.

of s

hare

s%

of t

otal

sha

res

of th

e co

mpa

nyN

o. o

f sha

res

% o

f tot

al s

hare

s of

the

com

pany

At t

he b

egin

ning

of t

he y

ear

3198

2841

48.5

931

9828

4148

.59

Cha

nge

in th

e pr

omot

ers

shar

ehol

ding

.N

.A.

N.A

.

At t

he e

nd o

f the

yea

r31

9828

4148

.59

3198

2841

48.5

9


D) Shareholding Pattern of top ten Shareholders: (Other than Directors, Promoters and Holders of GDRs and ADRs):

SLNo.

For Each of the Top 10 Shareholders

Shareholding at the beginningof the year

Cumulative Shareholding during theYear

No. of shares % of totalshares of thecompany

No. of shares

% of totalshares of thecompany

1 Vistabrook Limited 5087418 7.73 0.00 0.00

2 Deutsche Securities Mauritius Limited 5018300 7.62 5018300 7.62

3. Blackstone GPV Capital Partners Mauritius V- Altd

4567647 6.944567647

6.94

4 Mavi Investment Fund Limited 1536857 2.33 0.00 0.00

5 Copthall Mauritius Investment Limited 1146002 1.74 1107927 1.68

6 J Caird BMD MB 908630 1.38 0.00 0.00

7 J. Caird MB 851504 1.29 0.00 0.00

8 Religare Finvest Ltd. 654285 0.99 0.00 0.00

9 Retail Employees Superannuation Pvt. Ltd. 642095 0.98 0.00 0.00

10 CLSA (Mauritius) Ltd. 621000 0.95 0.00 0.00

E) Shareholding of Directors and Key Managerial Personnel:

Shareholding at the beginning of the year Cumulative Shareholding during the year

Directors/ Key Managerial Personnel

No. of Shares

%of total shares of the Company

No. of Shares%of total shares of the Company

1. Jagdamba Prasad LathAt the beginning of the year

1696 0.00 1696 0.00

Date wise Increase/De-crease in shareholding during the year specifying the reasons for increase/ decrease

NIL NIL NIL NIL

At the end of the year 1696 0.00 1696 0.00

2. Sandeep Kumar JajodiaAt the beginning of the year

1110289 1.68 1110289 1.68

Date wise Increase/De-crease in shareholding during the year specifying the reasons for increase/ decrease

NIL NIL NIL NIL

At the end of the year 1110289 1.68 1110289 1.68

Total 1111985 1.68 1111985 1.68


F) INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for payment.

Secured Loans excluding deposits

Unsecured Loans

Deposits Total Indebtedness

Indebtedness at the beginning of the financial year

i) Principal Amount 65,111,139,349 3,374,025,731 0 68,485,165,080

ii) Interest due but not paid 0 0 0 0

iii) Interest accrued but not due 300,238,602 2,777,318 0 303,015,920

Total (i+ii+iii) 65,411,377,951 3,401,803,049 0 68,813,181,000

Change in Indebtedness during the financial year

* Addition 22,209,504,944 5,086,140,126 0 27,295,645,070

* Reduction 11,783,373,455 4,150,550,399 0 15,933,923,854

Net Change 10,426,131,489 935,589,727 0 11,361,721,216

Indebtedness at the end of the financial year

i) Principal Amount 75,537,270,190 4,309,615,459 0 79,846,885,649

ii) Interest due but not paid 594,492,485 0 0 594,492,485

iii) Interest accrued but not due 663,497,106 43,854,397 0 707,351,503

Total (i+ii+iii) 76,795,259,781 4,353,469,856 0 81,148,729,637

V. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

Sl.No. Particulars of Remuneration

Name of MD/WTD/ Manager Total Amount

Sandeep Jajodia

C.P. Baid

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

4,80,00,000 1,20,25,040 6,00,25,040

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 39,600 39,600 79,200

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

- - -

2 Stock Option - - -

3 Sweat Equity - - -

4 Commission - as % of profit - others, specify…

- - -

5 Others, (Contribution to provident Fund)

6,397,708 630,399 7,028,107

Total (A) 54,437,308 12,695,039 67,132,347

Ceiling as per the Act

As per schedule V of the Companies Act 2013

(`)

(`)


B. Remuneration to other directors

SN. Particulars of Remuneration Name of Directors Total Amount

Amulya Charan

Vikram-Deswal

1 Independent Directors

Fee for attending board/committee meetings - 129,000 1,50,000 2,79,000

Total (1) - 1,29,000 1,50,000 2,79,000

2 Other Non-Executive Directors J.P.Lath

Fee for attending board committee meetings 88,000 -

Total (2) 88,000 - - -

Total (B)=(1+2) 88,000 1,29,000 1,50,000 367000

Total Managerial Remuneration (A+B) 67499347

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

SN

Particulars of Remuneration

Key Managerial Personnel

CS(M.P.Khar-banda)*

CFO(R.K.Ral-han)

Total

1 Gross salary

(a) Salary as per provisions con-tained in section 17(1) of the Income-tax Act, 1961

14,67,945 56,39,293 71,07,238

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

37,224 232,884 2,70,108

2 Stock Option - - -

3 Sweat Equity - - -

4 Commission - - -

- as % of profit - - -

others, specify.. - - -

5 Others (PF) 1,02,542 3,12,192 4,14,734

Total 16,07,711 61,84,369 77,92,080

*Mr. M.P. Kharbanda resigned w.e.f. 22/01/2015

VI. Penalties / Punishment/ Compounding of Offences under The Companies Act, 1956 And Companies Act, 2013 - NIL


Place: New DelhiDate: 14.8.2015


DIN: 00082869

(`)

(`)


Annexure-6

DETAILS PERTAINING TO REMUNERATION AS REQUIRED UNDER SECTION 197(12) OF THE COMPANIES ACT. 2013 READ WITH RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

1. The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary during the financial year 2014-15 and the comparison of remuneration of each Key Managerial Personnel (KMP) against the per-formance of the Company are as under:

S r .No.

Name of Director/KMP and Designation

Remuneration of Direc-tor/KMP for financial year 2014-15

% Increase in Remu-neration in the Finan-cial Year 2014-15

Ratio remuner-ation of each Director/ to median remu-neration of employees

Comparison of the Remu-neration of the KMP against the performance of the Company

1. Sandeep JajodiaChairman and Managing Di-rector

4,80,00,000 14.29 228:1

The Company incurred loss of ` 795 Crore against profit of ` 66.63 in 2013-14.

2. Chandra PrakashBaidWhole-Time Director

1,20,25,040 (26.89) 57:1

3. M.P. Kharbanda*Company Secretary

NA NA NA

4. R.K. Ralhan*Chief Financial Officer

NA NA NA

*Mr. M.P. Kharbanda and Mr. R.K. Ralhan were employee for part of the FY 2014-15. Hence, comparison cannot be made.

2. The median remuneration of employees of the Company during the financial year was Rs 2.1 lacs.

3. There was an average decrease of 14.95 % in median remuneration of employees.

4. There were 4396 permanent employees on the rolls of the company as on 31st March, 2015 and was 3208 in the pre-vious year.

5. Relation between average increase in remuneration and company performance-There was a profit after tax of ` 66.63 crores in 2013-14 and Loss of ` 795.87 crores in 2014-15 whereas the decrease in median remuneration was 14.95%.

6. Comparison of remuneration of the Key Managerial Personnel(s) against the performance of the Company

The Company incurred a losses of ` 795.87 crores during the year. Hence, comparison of remuneration of the Key Managerial Personnel(s) against the performance of the Company can not be made.

a) Market capitalization of the Company & Price Earning ratio:

Date Market Price EPS in ` P/E Ratio Market Capitalisation(`)

31.03.2015 50.10 (122.98) -- 329.78 Cr

31.03.2014 89.05 8.25 10.79 586.18 Cr

7. Average percentage increase made in the salaries of employees other than the managerial personnel in FY 2014-15 was 15.15%.

8. The Key parameter for the variable component of remuneration in case of Chairman and Managing Director – Not Applicable

9. The ratio of remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year- Not Applicable and;

10. It is hereby affirmed that the remuneration paid is as per the Remuneration Policy for Directors. Key Managerial Personnel and other Employees.

(`)


1. GLOBAL

The world economic growth remained modest at 3.4% in CY 2014 amidst divergent growth trends in advanced and emerging economies. While the developed economies led by the US & UK continued to strengthen the growth, most emerging economies slowed down during the year. Many oil exporting economies were under stress due to a sharp drop in oil prices. Despite their slower growth, emerging markets and developing economies still accounted for three fourths of global growth in CY 2014. China’s economy continued to moderate as the pace of investments slowed down impacting the growth in the economy.

The world economy continued to face risks related to geopolitical tensions, disruptive asset price shifts in financial markets, and stagnation/deflation in advanced economies during CY 2014. During CY 2014 slowing demand in some of the major developing economies coupled with shell gas production in US which lessened the demand of oil in global markets due to fall in imports of crude by US led to the softening in crude and other global commodity prices. Though the price correction created financial stress in oil exporting countries and also resulted in disinflationary environment in many oil importing economies, it is expected to be a net positive to world economy in the short to medium term – especially for oil/commodity importing economies like India.

2. INDIA

The Indian economy, supported by lower oil prices, improved FDI inflows and pro-growth economic reforms initiated by new Government saw a moderate improvement in growth momentum during FY 2014-15; some of the key macroeconomic indicators also strengthened over the year.

A SNAPSHOT

• The Indian economic growth improved to 7.3% in FY 2014-15 as compared to 6.9% in FY 2013-14. While the agriculture sector grew at 0.2%, it is manufacturing and service sector that led the growth at 7.1% during FY 2014-15.

• Several policy measures taken by the Reserve Bank of India (RBI) and the Government, supported by lower global crude oil prices, resulted in:

Decline in inflation during the year; consumer price inflation is expected to be between 5.0 - 5.5% range during 2015-16.

The Current Account Deficit (CAD) narrowed to 1.3% of GDP during FY 2014-15 compared to 1.7% in FY 2013-14.

The Government had strong focus on fiscal consolidation. As a result, the Gross Fiscal Deficit (GFD) declined to 4.1% in FY 2014-15 and is budgeted to decline further to 3.9% in FY 2015-16.

The Government in order to enhance is of doing business and attract new investment, took several policy measures. These include hiking the foreign direct investment limits

in defence, Railways and Insurance, labour reforms, transparent and faster environment clearances, transparent auction-based natural resources allocation policy and rationalisation/ simplification of tax regime. The other important reform measures taken by the new Government such as deregulation of diesel and petrol prices, direct transfer of subsidies and initiatives for employment growth (“Make in India, Skill India and Digital India” campaigns) are the steps taken to create a framework for sustainable growth.

Global Steel Demand

In 2014, global steel demand expanded by a mere 0.6% to 1.537 billion tonnes, primarily due to contraction of demand in emerging economies like China, Brazil, Russia and Turkey. Chinese demand fell by 3.3% in the year to 710.8 million tonnes, with the outlook for 2015 and 2016 showing signs of reducing further by 0-5% year-on-year (yoy). Developed nations like USA, Germany, South Korea and Japan continued to show growth support during the year. The global steel demand for 2015 and 2016 is forecast to grow by 0.5% and 1.6% respectively to a level of 1.544 and 1.565 billion tonnes.

A critical point that affected the industry was the slowdown of demand in China. Huge investments in infrastructure had increased Chinese demand from 2000 to 2010. However, as a consequence of the Chinese Government changing its stance to pursue sustainable economic growth, steel demand and supply began slowing down. Highlighted environmental concerns and curtailing of debt to the

chinese steel industry have led to a number of inefficient and polluting units shutting down operations permanently. Slowing demand due to limitations on infrastructure growth and slowing down of overall consumer sentiments, has effectively pushed down the growth of the Chinese steel industry. Oversupply, falling raw material prices and record high exports have emerged as a result of the same. This scenario is likely to persist in 2015 with a high impact on the global steel trade markets.

3. STEEL INDUSTRY IN INDIA

In 2014, India retained its position as the 4th largest steel producing country in the world, behind China, Japan and the USA. The crude steel production grew by 2.3% to 83.2 million tonnes, while steel demand grew by 2.2% to 75.3 million tonnes

The Indian GDP growth expanded to 7.2% in 2014 due to improving economic sentiments post the election of a new government. Consequently, steel demand grew at 2.2% in

Annexure-7

MANAGEMENT DISCUSSION AND ANALYSIS REPORT ECONOMIC SCENARIO


the year, though the domestic steel industry suffered due to the influx of cheap imported products, especially from China. This led to India becoming a net importer of steel in the year, a trend which had been successfully reversed in 2013. During the year, steel exports from India were at 5.3 million tonnes while imports registered at 7.8 million tonnes

Indian GDP is likely to grow at a rate higher than 7.5% in 2015, while steel demand is expected to grow by 6.2% in the year. The automobile sector is on the path to recovery and likely to grow from 3.8% in 2014 to 11.4% in 2015. Meanwhile, the construction sector is expected to grow by 6.9%, compared to a growth rate of 4.1% in 2014.

4. OUTLOOK a. GLOBAL

Global economic growth indicators are moderately positive, but the volatility in energy prices, currency adjustments threat of hike in interest rates in USA and swings in capital flows can potentially impact emerging economies. The IMF forecasts world economy to expand at 3.5% this year and 3.8% in 2016, terming global growth prospects as moderate and uneven. The growth in advanced economies, aided by fall in oil prices, is projected to strengthen, for the third year in a row. The growth in emerging markets and developing economies, on the other hand, is expected to weaken to 4.3% in CY 2015 compared to 4.6% in the previous year.

The global steel demand in CY 2015 is expected to increase by 0.5% to 1,544 MnT, while in CY 2016 it is projected to grow by 1.4% to 1,566 MnT. Steel demand in the developed economies is projected to grow by 0.2% in CY 2015 and by 1.8% in CY 2016. Chinese steel demand is projected to record a negative growth of 0.5% in CY 2015 as well as in CY 2016.

b. INDIA

The Indian economy is on a path of gradual recovery. The government has undertaken several steps to unplug the bottlenecks and to revive the business confidence. The Indian economy stands to benefit from the correction in global crude oil prices, will have positive impact on the macro economy in form of lower inflation, reduced current account deficit, healthier fiscal accounts, increased consumption and a stable INR. IMF has forecasted India as one of the rare economies to grow among the global economies. The IMF has raised its India GDP growth estimates for FY 2015-16 to 7.5%. India is expected to be Asia’s biggest turnaround economy and also one of the fastest growing economies in 2016. However, India has its own set of challenges with tepid activity in the infrastructure and manufacturing sectors. During the year, the overall balance of payments showed considerable improvement backed by a higher growth in merchandise exports, a fall in oil prices and a sizeable increase in net financial flows which enabled a reduction in the current account deficit and a build- up of reserves. Assuming a further moderation in the average annual price of crude petroleum and other products, the current account deficit is expected to decrease further. Though it may take time to see the full benefits of policy changes in India, declining inflation, improved current account balance and stable-to-improving fiscal deficit provide a better picture than previous years. India’s growth, relative to the world’s growth, is expected to move upward. Infrastructure development, increased urbanisation and revival in the manufacturing sector is

expected to provide necessary triggers for acceleration in steel demand.

In 2015-16, steel demand is expected to grow by 6% to 7%. However, a much sharper than expected increase in inflation and higher than budgeted fiscal consolidation are the key downside risks to the outlook, highlights World Steel Association.

Risk Opportunities and Threats

The steel sector is intrinsically linked with the economic growth of a nation. High economic growth in India in the last 10 years has led to an increase in demand for steel and moved the Indian steel industry into a new stage of growth and development. An increase in production has resulted in India becoming the 4th largest producer of crude steel and the largest producer of sponge iron/DRI in the world. Per capita steel consumption also improved from 35 kgs in 2005 to 59 kgs in 2014. However, it is still significantly below world and developed economies averages of 217 Kg/capita and 395 Kg/capita respectively and thus presents a large opportunity for the Indian steel sector. The projected increase in demand by sectors like construction and infrastructure, automobiles and railways are expected to contribute to this demand. At the same time, in the current depressed global environment, Indian steel industry faces many headwinds. Globally, the steel industry is affected by significant oversupply. Sharp currency depreciation of some of the steel exporting countries has further compounded the problem. The major risk facing the Indian steel industry is uncorrelated steel prices with the indigenous raw material prices. Thermal coal and Iron ore prices are still high in India compared to global prices. The dynamics of global and Indian steel have changed and its long term sustainability of operations would be dependent on competitive raw material prices and sustainable debt levels in the Company.

In the above context of challenges facing the industry, Monnet has put in place several building blocks to enhance operating efficiency, optimize costs, shift to better product mix for higher value addition with a clear focus on quality improvement, expand its dealer network for deeper market penetration, in order to capitalise on the long-term opportunities as well as mitigate short-term challenges. Its long-term strategy includes globally competitive operations, cost competitiveness and sustained operational excellence.

5. HUMAN RESOURCE MANAGEMENT

In the ever changing business environment where people are key differentiator, Monnet Ispat & Energy Limited believes it is essential to have credible, transparent and uniform people management practices. Driven by this belief and to keep ourselves abreast of the changing external scenario, our People Management Practices get continually reviewed and renewed to make them more competitive and employee- friendly.

We are proud to have a talent pool with varied qualification and a wide experience in the domains of engineering, management and finance.

The rich experience of our Leadership Team combined with the exuberance of our young workforce makes our talent pool even more vibrant.


CERTIFICATETo The Members ofMONNET ISPAT & ENERGY LIMITED,

We have examined the compliance of conditions of Corporate Governance procedures by MONNET ISPAT & ENERGY LIMITED, for the year ended on 31st March, 2015, with the relevant records and documents maintained by the Company, as stipulated in clause 49 of the Listing Agreement of the said Company with stock exchange(s).

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was lim-ited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For O.P. BAGLA & CO.,Chartered Accountants

Sd/-Atul BaglaPartnerM. No. 091885Firm Regd. No. 000018N

Place: New Delhi Date : 14th August, 2015

Annexure-8

Annexure-9

DECLARATION BY CHAIRMAN & MANAGING DIRECTORIt is hereby declared that all Board Members and senior management personnel have affirmed compliance with the Code of Conduct within 30 days for and from the beginning of current financial year.

Sd/-(Sandeep Jajodia)Chairman & Managing DirectorNew Delhi : 14th August, 2015


1. Corporate Governance Philosophy

Monet believes in conducting its affairs in a fair and professional manner and in maintaining the high standards. The Company is committed to following good Corporate Governance practices through a series of measures which include having professional Directors on the Board, adopting pragmatic policies and effective systems and procedures, sharing of information with shareholders on a regular basis through newspapers, audits and checks.

The policies and actions of the Company, while being in full compliance of applicable laws and regulations, are dictated by the underlying objective of maximizing shareholder value on a long-term basis.

2. Board of Directors

The Company has a strong and a broad-based Board consisting of Seven Directors with adequate blend of

professionals, executive, non-executive and independent Directors Your Company also has a woman Director which brings diversity on the Board. Independent Directors fulfils all the conditions for being Independent to the Company, as stipulated under Clause 49 of the Listing Agreement and the Companies Act, 2013. The maximum tenure of Independent Directors is determined in accordance with the Companies Act, 2013 and clarifications/ circulars issued by the Ministry of Corporate Affairs, from time to time.

The Company has issued formal letter of appointment to Independent Directors in the manner as provided in the Companies Act, 2013 and the terms and conditions of such appointment is disclosed on the website of the Company i.e. www.monnetgroup.com

The Board of Directors meets at least once in a quarter to review the Company’s performance and more often, if considered necessary, to transact any other business.

Name of directors Category Designation No of Direc-torships in

other public companies

No. of Committee Memberships and Chairmanship in other C o m p a n i e s ( ex cl u d i n g Private Companies, Section 8 & Foreign Companies)

Chairman Member

Shri Sandeep JajodiaDIN-00082869

Non IndependentExecutive

Chairman& Managing Director

5 0 0

Shri C.P. Baid DIN-00466414

NonIndependentExecutive

Dy. Managing Director 5 0 1

Shri Amit Dixit DIN-01798942

IndependentNon Executive

Director 7 0 3

Shri J. P. LathDIN-00380076

Non IndependentNon Executive

Director 4 2 4

Shri Suresh Khatanhar* DIN-03022106

Non IndependentNon Executive

Nominee Director 1 0 0

Ms. Bhavna Thakur**DIN-07068339

Independent,Non Executive

Additional Director 1 0 0

Shri Suman Jyoti Khaitan***DIN-00023370

Independent,Non Executive

AdditionalDirector

4 2 3

Shri Vikram Deswal****DIN-05277967


Director 0 0 0

Shri Amulya Charan****DIN- 00007370


Director 2 2 0

CORPORATE GOVERNANCE REPORT

The details relating to Composition & Category of Directors, Directorships held by them in other companies and their membership and chairmanship on various Committees of Board of other companies is as follows:


Notes:

1. Other Directorships and Committee Memberships, based on the disclosures received from the directors, are as on 31st March, 2015.

2. Directorships in other Companies exclude Private Limited Companies, Foreign Companies, Membership of Associations etc/Professional Bodies and Alternate Directorship.

3. Committee Membership is in respect of Audit Committee and Stakeholder’s Relationship Committee of Indian Public Limited Companies.

4. None of the directors is a member of more than ten committee or acts as the chairman of more than five committees in all Public companies in which they are directors.

5. Information in respect of appointment / re-appointment of Directors as required under Listing Agreement is given in Annexure –2.

6. There is no relationship between directors inter-se.

7.* Shri Suresh Khatanhar was appointed as Nominee Director w.e.f. 29.05.2015.

8. ** Ms. Bhavna Thakur was appointed as Additional Director w.e.f. 31.03.2015.

9. ***Shri Suman Jyoti Khaitan was appointed as Additional Director w.e.f. 14.08.2015.

10 .****Shri Vikram Deswal and Shri Amulya Chara resigned during the period.

As required under Section 149(3) of the Companies Act, 2013, & Clause 49 of Listing Agreement, Ms. Bhavna Thakur, has been appointed as an Independent woman Director on the Board w.e.f 31.03.2015. Her appointment is subject to the approval of members in next General Meeting.

The last Annual General Meeting was held on 27th September 2014. Following are the details of attendance of Directors in the Board Meetings and at the Annual General Meeting held during the year:—

Name of Director(s) 11/06/2014 11/08/2014 14/11/2014 13/02/2015 31/03/2015Whether attended AGM held on 27th September, 2014

Shri Sandeep Jajodia P P P P P NP

Shri C.P. Baid P P A P P NP

Shri Amit Dixit P P P P P NP

Shri Vikram Deswal A P P NA NA NP

Shri Amulya Charan P P P A A NP

Shri J.P. Lath P P P P P P

The Company has also formulated familiarization programmes to familiarize the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates etc. The details of such familiarization programmes are also available on the website of the Company i.e. www.monnetgroup.com

2.1 PERFORMANCE EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has carried out the annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Audit, Nomination and Remuneration and Compliance Committees. A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Board’s functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance.

A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution, independence of judgement safeguarding the interest of the Company and its minority shareholders etc. The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non Independent Directors was carried out by the Independent Directors who also reviewed the performance of the Secretarial Department. The Directors expressed their satisfaction with the evaluation process.

3. BOARD COMMITTEES

The Board has constituted the Audit Committee, corporate social responsibilty committee, the Stakeholder Relationship Committee and Nomination and Remuneration Committee. The Board is responsible for constituting, assigning, co-opting and fixing the terms of reference for the committees. Recommendations/decisions of the committee are submitted to the Board for approval. The quorum for meetings is either two members or one third of the members of the committees, whichever is higher.


3.1 AUDIT COMMITTEE

The Audit Committee of the Company is constituted in line with the provisions of Clause 49 of the Listing agreement read with Section 177 of the Companies Act, 2013.

The Audit Committee continued working under Chairmanship of Shri Amulya Charan with Shri Amit Dixit and Shri J.P. Lath as co-members during the last financial year. The Company Secretary of the Company acts as Secretary to the Committee.

The Committee is governed by a Charter which is in line with the regulatory requirements mandated by the Companies Act, 2013 and Clause 49 of the Listing Agreement. The terms of reference of the Committee are: -

Financial Reporting and Related Processes

• Oversight of the Company’s financial reporting process and financial information submitted to the Stock Exchanges, regulatory authorities or the public.

• Reviewing with the Management the quarterly unaudited financial statements and the Auditors’ Limited Review Report thereon/audited annual financial statements and Auditors’ Report thereon before submission to the Board for approval. This would, inter alia, include reviewing changes in the accounting policies and reasons for the same, major accounting estimates based on exercise of judgement by the Management, significant adjustments made in the financial statements and / or recommendation, if any, made by the Statutory Auditors in this regard.

• Review the Management Discussion & Analysis of financial and operational performance.

• Discuss with the Statutory Auditors its judgement about the quality and appropriateness of the Company’s accounting principles with reference to the Generally Accepted Accounting Principles in India (IGAAP).

• Review the investments made by the Company.

All the Members on the Audit Committee have the requisite qualification for appointment on the Committee and possess sound knowledge of finance, accounting practices and internal controls.

During the year under review, the Audit Committee held a separate meeting with the Statutory Auditors and the Internal Auditor to get their inputs on significant matters relating to their areas of audit.

Audit committee meetings held during the year

Name of Director

Category 11/06/ 2014

11/08/ 2014

14/11/ 2014

13/02/ 2015

Shri Amulya Charan*

Chairman P P P A

Shri Amit Dixit Member P P P P

Shri J.P. Lath Member P P P P

*Srhi Amulya Charan has resigned and Srhi Suman Jyoti Khaitan has been appointed as Chairman of Audit Committee.

3.2 NOMINATION AND REMUNERATION COMMITTEE

In compliance with Section 178 of the Companies Act, 2013 and Clause 49 of the Listing Agreement, the Board has constituted its Nomination and Remuneration Committee, The Nomination and Remuneration Committee consists of three directors i.e. Shri J.P. Lath with Chairman, Shri Amit Dixit and Shri Amulya Charan as co-members. The Company Secretary of the Company acts as Secretary to the Committee.

The brief terms of reference of the Committee, inter alia, includes the following:

• Succession planning of the Board of Directors and Senior Management Employees;

• Identifying and selection of candidates for appointment as Directors / Independent Directors based on certain laid down criteria;

• Identifying potential individuals for appointment as Key Managerial Personnel and to other Senior Management positions;

• Formulate and review from time to time the policy for selection and appointment of Directors, Key Managerial Personnel and senior management employees and their remuneration;

• Review the performance of the Board of Directors and Senior Management Employees based on certain criteria as approved by the Board.

The composition of the Nomination and Remuneration Committee as at March 31, 2015 and details of the Members participation at the Meetings of the Committee

are as under:

Name of Director

Category 14.11. 2014

31.3. 2015

Srhi J.P. Lath Chairman P P

Srhi Amulya Charan

Member P A

Srhi Amit Dixit Member P P

Nomination and Remuneration Policy

The Board of the Company has also adopted the Nomination and Remuneration Policy for the Company in compliance with Clause 49 and the applicable provisions of the Companies Act, 2013. The said policy of the Company is available on the website of the company i.e www.monnetgroup.com.

The Objective and Purpose of this policy is as follows:

• To lay down criteria and terms and conditions with regard to identifying persons who are qualified to become Directors (Executive and Non-Executive) and persons who may be appointed in Senior Management and Key Managerial positions and


to determine remuneration of Directors, Key Managerial personnel and Other employees.

• To determine remuneration based on the Company’s size and financial position and trends and practices on remuneration prevailing in peer companies in the steel industry.

• To provide them reward linked directly to their efforts, performance, dedication and achievement relating to the Company’s operations.

• To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create competitive

advantage.

The Non-Executive Directors are being paid sitting fees only for attending the Board Meetings and audit committees in compliance with the relevant applicable provisions of the Companies Act, 2013.

Directors Sitting Fees (`)

ESOP granted (No. of Shares)

Shri Amit Dixit NIL NIL

Shri Amulya Charan 129,000 NIL

Shri J.P. Lath 88,000 NIL

Shri Vikram Deswal 1,50,000 NIL

Remuneration paid to Executive Directors is as under:

Directors Salary (`)

Notice Period

ESOP granted (No. of Shares)

Shri Sandeep Jajodia

54,437,308 1 Month NIL

Shri C.P. Baid

12,695,039 1 Month NIL

Shareholding and Pecuniary Relationship Of Non-Executive Directors

The non-executive directors have disclosed that they hold 1696 shares in the Company

Details of their shareholding as under:

1. Jagdamba Prasad Lath holding 1696 shares.

There has been no pecuniary relationship or transactions of the non-executive directors’ vis-à-vis the Company during the year except the sitting fees and Remuneration paid to them as detailed above.

Employee Stock Option Scheme

The Company does not have any employee stock option scheme for its employees and Directors.

3.3. Corporate Social Responsibility (CSR) Committee -

The terms of reference of the Corporate Social Responsibility Committee (CSR) broadly comprises:

• To review the existing CSR Policy and to make it more comprehensive so as to indicate the activities to be undertaken by the Company as specified in Schedule VII of the Companies Act, 2013;

• To provide guidance on various CSR activities to be undertaken by the Company and to monitor its progress;

• To Monitor the corporate social responsibility policy of the company from time to time.

The composition of the CSR Committee as at March 31, 2015 and details of the Members participation at the Meetings of the Committee are as under:

Name of Director Category 14/11/2014

Shri Sandeep Jajodia Chairman P

Shri J.P. Lath Member P

Shri Amulya Charan* Member A

*Shri Amulya Charan resigned and Shri Suman Jyoti Khaitan has been appointed as member of CSR Committee.

3.4 Stakeholders’ Relationship Committee

In compliance with the provisions of Section 178 of the Companies Act, 2013 and the Listing Agreement, the Board has renamed the existing “Shareholders’/Investors’ Grievance Committee” as the “Stakeholders’ Relationship Committee”.

The Company Secretary of the Company acts as Secretary to the Committee. The terms of reference of the Committee are:

• transfer/transmission of shares/debentures and such other securities as may be issued by the Company from time to time;

• issue of duplicate share certificates for shares/debentures and other securities reported lost, defaced or destroyed, as per the laid down procedure;

• issue new certificates against subdivision of shares, renewal, split or consolidation of share certificates / certificates relating to other securities;

• issue and allot right shares / bonus shares pursuant to a Rights Issue / Bonus Issue made by the Company, subject to such approvals as may be required;

• to grant Employee Stock Options pursuant to approved Employees’ Stock Option Scheme(s), if any, and to allot shares pursuant to options exercised;

• to issue and allot debentures, bonds and other securities, subject to such approvals as may be required;

• to approve and monitor dematerialization of shares /


debentures / other securities and all matters incidental or related thereto;

• to authorize the Company Secretary and Head Compliance / other Officers of the Share Department to attend to matters relating to non-receipt of annual reports, notices, non-receipt of declared dividend / interest, change of address for correspondence etc. and to monitor action taken;

• monitoring expeditious redressal of investors / stakeholders grievances;

• all other matters incidental or related to shares, debenture

The composition of the Stakeholders Relationship Committee as at March 31, 2015 and details of the Members participation at the Meetings of the Committee are as under:

Name of Director

Category 11/06/ 2014

11/08/ 2014

14/11/ 2014

13/02/ 2014

31/03/ 2015

Shri J.P. Lath

Chairman P P P P P

Shri C.P. Baid

Member P P P P P

Name and Designation of Compliance officer : Mr. Hardeep Singh

Company Secretary

Monnet House, 11 Masjid Moth, Greater Kailash-II, New Delhi-110 048

is the compliance officer of the Company w.e.f. 31.03.2015.He can be contacted at:

Phone: 011-29218542/43/44/45/46,

Fax: 011-29218541

E-mail: [email protected]

Details of the Investor’s complaints/queries/requests received, redressed/pending during the financial year 2014-2015

The details of total number of complaints/queries/requests received; resolved/pending during the financial year 2014-2015 is as follows:

Status of Complaints For The Period 1st April, 2014 to 31st March, 2015.

ParticularsNo. of Complaints

Number of complaints received from the investors (including the opening Bal-ance as on 1st April, 2014) comprising of Non-receipt of Dividend Warrants where reconciliation is completed after end of the quarter, securities sent for transfer and transmission, annual report & complaints received from Regulatory/Statutory Bodies

217

Number of complaints resolved 212

Complaints Pending as at 31st March, 2015

5

The complaints are handled by Company’s Registrars and

Share Transfer Agents MCS Share Transfer Agent Limited , New Delhi. The committee monitors the complaints and other activities and also helps in resolving grievances wherever needed. A firm of Practicing Company Secretaries conducts the audit on quarterly basis and submits Capital Reconciliation Audit Report. It also conducts half yearly due diligence exercise in compliance of Clause 47(c) of the Listing Agreement and submits its certificate.

4. General Body Meetings

A) The details of last three Annual General Meetings and Special Resolution passed thereat are as given below:

Details of General Meetings of Shareholders

Date

AGM Place of Meeting

Time

27th September 2014

24thAGM Monnet Marg, Mandir Hasaud, Raipur, Chhattisgarh - 492101

2:30 p.m

30th September 2013

23rdAGM 2.30 p.m

29th September 2012

22ndAGM 2:30 p.m.

B) Special Resolutions passed in previous three Annual General Meetings:

1. In the 22nd Annual General Meeting held on 29th September, 2012, two Special Resolutions were passed (a) for addition of an object in the Main Object Clause of Memorandum of Association of the Company and (b) for various changes in the Articles of Association of the Company and were passed unanimously.

2. Postal Ballot: During the year 2013-14, following Special Resolutions were passed through Postal Ballot Process in which, the eVoting facility was also extended to the shareholders as required Section 192A of the Companies Act, 1956 and as per the Listing Agreement, pertaining to:

Special Resolution No. (1): Increasing the aggregate investment limit of FIIs in the Company as per FEMA Act, Rules,Regulations and Guidelines.

Special Resolution No. (2): Increase in Borrowing Powers under Section 180 (1) (c) of the Companies Act, 2013

Special Resolution No. (3): Increase in Power to create Security for the Loans / Credit Facility by Mortgage / Creation of Charge pursuant to Section 180 (1) (a) of the Companies Act, 2013.

Special Resolution No. (4): Power to make loans, give guarantee or provide security or make investments over and above limits prescribed


under Section 372A of the Companies Act 1956 and also under Section 186 of the Companies Act, 2013.

Voting Pattern and Procedure for Postal Ballot:

1. The Board of Directors of the Company had, at its meeting held on 14th February, 2014, appointed Mr. Sanjay Grover, Practicing Company Secretary, as the Scrutinizer for conducting the postal ballot voting /e-Voting process.

2. The Postal Ballot and e-Voting process was carried out in a fair and transparent manner. The eVotes / postal ballot forms had been kept under his safe custody before commencing the scrutiny of such postal ballot forms.

Special Resolution No. 1Pter/Public

Promoter/Public

No. of Shares held

No. of Votes Polled

% of Votes Polled on out-standing Shares

No. of Votes-In Favour

No. of Votes Against

% of Votes in Favour on Votes Polled

% of Votes Against on Votes Polled

(1) (2) (3 )= [ (2 ) /(1)]*100

(4) (5) (6)=[(4)/ (2)]*100

(7)=[(5)/(2)]*100

Promoter & promoter Group 31982841 31982841 100 31982841 0 100 0

Public-Institutional Holders 26219599 2717508 10.3644 2717508 0 100 0

Public-Others 7623241 41361 0.5426 40306 1055 97.4493 2.5507

Total 65825681 34741710 52.7784 34740655 1055 99.9970 0.0030

Special Resolution No. 2otr/

Public

Promoter/Public

No. of Shares held

No. of Votes Polled

% of Votes Polled on out-stand-ing Shares





(1) (2) (3)=[(2)/(1)]*100

(4) (5) (6)=[(4)/ (2)]*100

(7)=[(5)/(2)]*100

Promoter & promoter Group 31982841 31982841 100 31982841 0 100 0

Public-Institutional Holders 26219599 2717508 10.3644 2717508 5017 99.8154 0.1846

Public-Others 7623241 41021 0.5381 40306 3314 91.9212 8.0788

Total 65825681 34741710 52.7784 34733039 8331 99.9970 0.0240

3. All votes cast through e-Voting process / postal ballot forms received up to the close of working hours on 26th March, 2014, the last date and time fixed by the Company for casting e-Votes / receipt of the forms, had been considered.

4. The results of the Postal Ballot were announced on March 28, 2014 at 10.30 a.m. at the Registered Office of the Company as per the Scrutinizer’s Report as under :


Special Resolution No. 3r/Pubic

Promoter/Public

No. of Shares held

No. of Votes Polled

% of Votes Polled on out-stand-ing Shares





(1) (2) (3)=[(2)/(1)]*100

(4) (5) ( 6 ) = [ ( 4 ) / (2)]*100

(7)=[(5)/(2)]*100

Promoter & promoter Group

31982841 31982841 100 31982841 0 100 0

P u b l i c - I n s t i t u t i o n a l Holders

26219599 2717508 10.3644 2712491 5017 99.8154 0.1846

Public-Others 7623241 40521 0.5315 37077 3444 91.5007 8.4993

Total 65825681 34740870 52.771 34733039 8466 99.9756 0.0244

Special Resolution No. 4roer/

P

Promoter/Public

No. of Shares held

No. of Votes Polled


No. of Votes-In Favour No. of Votes Against



(1) (2) (3 )= [ (2 ) /(1)]*100

(4) (5) (6)=[ (4) / (2)]*100

(7)=[(5)/(2)]*100


31982841 31982841 100 31982841 0 100 0

Public-Institutional Holders

26219599 2717508 10.3644 0 2717508 0 100

Public-Others 7623241 40471 0.5309 34394 6077 84.9843 15.0157

Total 65825681 34740820 52.770 32017235 2723585 92.1603 7.8397

3. At the last Annual General Meeting held on 27th September, 2014, two Special Resolutions were passed:

(a) for approving the related party transactions

(b) to alter Articles of Association of the Company and were passed unanimously.

Voting Pattern and Procedure for e-voting:

1. The Board of Directors of the Company had, at its meeting held on 11th August, 2014, appointed Mr. Sanjay Grover, Practicing Company Secretary, as the Scrutinizer for conducting the postal ballot voting /e-Voting process.

2. The Postal Ballot and e-Voting process was carried out in a fair and transparent manner. The eVotes / postal ballot forms had been kept under his safe custody before commencing the scrutiny of such postal ballot forms.

3. All votes cast through e-Voting process / postal ballot forms received up to the close of working hours on 23th September, 2014, the last date and time fixed by the Company for casting e-Votes / receipt of the forms, had been considered.

4. The results of the Postal Ballot were announced and Scrutinizer’s Report as under :


Special Resolution No. 1

Promoter/Public

No. of Shares held

No. of Votes Polled






(1) (2) (3 )= [ (2 ) /(1)]*100

(4) (5) (6)=[(4)/ (2)]*100

( 7 ) = [ ( 5 ) /(2)]*100


31982841 29910974 93.52 29910974 0 100 0

Publ i c - Ins t i tu t iona l Holders

21238333 2918174 13.74 2918174 0 100 0

Public-Others 12604507 2751755 21.83 2747885 3670 99.87 0.13

Total 65825681 35580703 54.05 3557703 3670 99.99 0.01

Special Resolution No. 2

Promoter/Public

No. of Shares held

No. of Votes Polled

% of Votes Polled on outstanding Shares





(1) (2) ( 3 ) = [ ( 2 ) /(1)]*100

(4) (5) ( 6 ) = [ ( 4 ) / (2)]*100

( 7 ) = [ ( 5 ) /(2)]*100


31982841 29910974 93.52 29910974 0 100 0

Publ ic - Ins t i tu t iona l Holders

21238333 2918174 13.74 2536815 381359 86.93 13.07

Public-Others 12604507 27151555 21.83 2727769 23986 99.13 0.87

Total 65825681 35580703 54.05 35175558 405345 98.86 1.14

There are no items in the 25th Annual General Meeting that will be conducted through the postal ballot

5. Management

The Management Discussion and Analysis Report have been included in this Annual Report and include discussion on the all the matters specified in the Clause 49 of the Listing Agreement.

6. Disclosures:

Materially significant related party transactions

Related Parties and transactions with them as required under Accounting Standard 18 (AS-18) are furnished under Note No.43 of the Notes to the Accounts attached with the financial statements for the year ended March 31, 2015. The details of Related Party Transactions are in the ordinary course of the business and thus Form AOC-2 is not required.

The transactions with the related parties are neither materially significant nor they have any potential conflict with the interests of the Company at large. The Company has disclosed the policy on dealing with Related Party Transactions on its website.

Matters related to capital market

There was no non-compliance by the company, nor have any penalties or strictures been imposed on the company by Stock Exchanges or SEBI or any statutory authority, on any matter related to capital markets, during the last three years except the following in the last financial year

The Board Meeting for the accounts approval held on 30th May, 2014 could not be held because database relating to previous financial year was corrupted and was held on 11th June 2014 to approve the accounts . Therefore the accounts were approved twelve days beyond the stipulated time mentioned in the Listing Agreement. A penalty of Rs 1,06,180 was imposed by Stock Exchange which was paid.

Compliance with mandatory requirements and adoption of Non-mandatory requirements

The Company has complied with all the mandatory requirements of Clause 49 of Listing Agreement. The Company has not adopted any non-mandatory requirement of the Clause 49 of the Listing Agreement.

Whistle blower Policy and affirmation that no personnel have been denied access to the Audit Committee


The Company has adopted a Whistle Blower Policy through which vigil mechanism of the Company has been laid down. The Company affirms that no personnel has been denied access to Audit Committee on any issue.

Code of Conduct

The Board has laid down a code of conduct for all Board members and Senior Management of the Company. All Board members and Senior Management Personnel have complied with the Code of Conduct. Declaration to this effect signed by the Director is enclosed with the Annual Report.

CEO/CFO Certification

As required by clause 49 of the listing agreement, the certificate signed by Managing Director and CFO was placed before the board of directors at its meeting held on 29th May, 2015

Disclosure of Accounting Treatment

The Financial statement of the Company is prepared as per the prescribed Accounting Standards and reflects true and fair view of the business transactions in the Corporate Governance.

7. RISK MANAGEMENT

The Company is not mandatorily required to constitute Risk Management Committee. Further, the Audit Committee and the Board of Directors review the risks involved in the Company and appropriate measures to minimize the same from time to time. The Board of the Company has also adopted a Risk management policy for the Company.

8 Means of communication

Monnet pursues the policy of timely disclosure of information. The company publishes quarterly results and circulates the same to stock exchanges and sends the annual report to all the shareholders. The company also posts quarterly results, entire annual report and shareholding pattern on the website of the company besides sending complete annual report to the shareholders.

Name of the newspapers wherein financial results are normally published

The quarterly and annual financial results are normally published in “Business Standard” (English Language) and “Pioneer” (Vernacular Language).

The Company also ensures that financial results are promptly and prominently displayed on Company’s Website.

The Company also ensures that the details of its business, financial information, shareholding pattern, compliance with corporate governance, contact information of the designated officials of the company who are responsible for assisting and handling investor grievances, details of agreements entered into with media companies and/or their associates are promptly and prominently displayed on its Website www.Monnetgroup.com. Company did not disclose official news release on its website.

9. GENERAL SHAREHOLDERS INFORMATION

a) Ensuing Annual General Meeting:

Day, Date & Time: 30th September, 2015 (Wednesday), at 2.30 p.m.

Venue: Monnet Marg, Mandir Hasaud, Raipur, Chhattisgarh-492101.

b) Financial Year Calendar 2015-16 (Tentative):

The Company follows the period of 1st April to 31st March, as the Financial Year

Financial year ending :31st March

Audited Annual Results: 29th May, 2015

First Quarter Results:14th August, 2015

Half Yearly Results : on or before 14th November, 2015

Third Quarter Results:on or before 14th February, 2016.

Fourth Quarter Results: on or before 15th May, 2016

Audited Annual Results:on or before 30th May, 2016

c) Date of Book Closure:

23th day of September, 2015 to 30thday of September, 2015 (both days inclusive)

d) Dividend Payment : No dividend has been recommended for the Financial Year 2014-15.

e) Registered Office & Works : Monnet Marg, Mandir Hasaud, Raipur, Chhattisgarh-492101.

f) Listing of Shares on Stock exchange : The equity shares of the Company are listed on Bombay Stock Exchange Ltd., Mumbai and National Stock Exchange of India.

The Company got itself De-Listed from M.P. Stock Exchange. Annual listing fee for the year 2015-2016 has been paid to Bombay Stock Exchange and National Stock Exchange of India. Delisting from Calcutta Stock Exchange is pending

Stock Exchange Stock Code

National Stock Exchange of India Ltd.‘Exchange Plaza’, Bandra Kurla Complex,Bandra (E), Mumbai- 400051.e-mail : [email protected] ; website : www.nseindia.com

MONNETISPA

Bombay Stock Exchange Ltd.Phiroze Jeejeebhoy Towers,Dalal Street, Fort, Mumbai – 400 001e-mail : [email protected] ; website : www.bseindia.com

513446

g) Plant Location

Raipur Works- :

Monnet Marg, Mandir Hasaud, Raipur,


Chhattisgarh-492101.

Raigarh Works-:

Village Naharpali, Tehsil Kharsia, Distt. Raigarh, Chattisgarh

h) Registrar & Transfer Agent :MCS Share Transfer Agent Ltd F-65, Okhla Industrial Area, Phase-I,New Delhi – 110 020

Tel.: 011- 41406149 Fax : 011- 41709881 Email Address: admin_mcsdel.com

i) Distribution of Shareholding as at 31st March, 2015:

Category No. of Folios %of Shareholders No. ofShares

% of Capital

1 – 500 20324 85.4991 2742429 4.1622

501 - 1000 1624 6.8319 1336939 2.0310

1001 - 2000 766 3.224 1185455 1.8009

2001 - 3000 326 1.3714 839875 1.2759

3001 - 4000 163 .6857 589518 .8956

4001 - 5000 143 .6016 679934 1.0329

5001 - 10000 203 .8540 1520581 2.3100

10001-50000 170 .7152 3694390 5.6124

50001-100000 16 .0673 1093391 1.6610

Above 100000 36 .1514 52143169 79.21

TOTAL 23771 65825681 100.00 100.00

j) Stock Performance

The performance of the Company’s share relative to the BSE Sensitive Index and S&P CNX Nifty (on closing rates at the end of each month in respective stock exchange) considering 100 as the base is given in the Chart below:

k) Share transfers system

Share Transfer Committee is normally held every 15 days and approves the physical transfers received periodically. Physical Shares sent for transfer are duly transferred within 15-20 days of receipt of documents, if found in order. Shares under objection are in general returned within 15 days. Share Transfer Agents have been authorized to sign the share certificates on behalf of the Company for expeditious disposal of transfer requests.

l) Dematerializations of Shares and liquidity

As at 31st March 2015, 99.35 % of equity capital was held in Electronic form with NSDL and CDSL. Normally, requests of dematerialisation of shares are processed and confirmed within 15 days of receipt to NSDL and CDSL.


m) Outstanding Convertible Instruments, conversion date and likely impact on equity

The Company has no outstanding convertible instruments

n) Shareholding Pattern:

Shareholding pattern as on March 31st, 2015 for the purpose of reporting in the Annual Report of the Company for the year 2014-15 is given as under:

CategoryAs On 31.03.2015

No. of Equity Shares Percentage (%)

Promoter / Persons Acting In Concert 31982841 48.59

Banks, Financial Institutions And Insurance Companies 4015056 0.69

Foreign Institutional Investors 15354705 23.33

NRIs/OCB 326171 0.50

Private Corporate Bodies 8478546 12.88

Resident Individual 8765365 13.31

HUF, Directors & Their Relatives 461467 0.70


O) Stock Price Data (for the period April, 2014 to March, 2015)

Year Month BSE High BSE Low NSE High NSE Low(Rs.) (Rs.) (Rs.) (Rs.)

2014 April 102.4 82.8 102.35 83.052014 May 161.55 82 162.00 82.502014 June 158.95 119.45 159.00 119.402014 July 144.9 118.6 145.00 118.252014 August 136 111 136.00 111.152014 September 117.65 74.25 117.6 74.152014 October 88.65 68.05 88.75 64.702014 November 87.8 72.45 87.80 72.402014 December 76.9 59.5 76.00 59.002015 January 72.85 60.4 72.95 60.752015 February 65.35 54.3 65.35 54.052015 March 74.6 49.25 74.40 49.35

p) Transfer of Unclaimed Dividend to Investor Education and Protection Fund Pursuant to the provisions of Sections 205A and 205C of the Companies Act, 1956, the dividend which remains

unclaimed/unpaid for a period of seven years from the date of transfer to the unpaid dividend account is required to be transferred to the Investor Education and Protection Fund (IEPF) established by the Central Government.

The Company has provided on its website the details of the amounts of dividend lying unclaimed as on 30-9-2014 that can be claimed by the shareholders in compliance of Notification No. G S R 352 (E) dated 10th May 2012 of Ministry of Corporate Affairs. The date of declaration of dividend in respect of Financial Years 2008-09 to 2013-14 and the last date for claiming such dividend is given in the table below:

Interim / FinalDividend

FinancialYear

Date ofDeclaration

Dividend%

Dividend(Rs. Per share*)

Last Date of Claiming Pay-ment from the

Company

Final Dividend 2013-14 27-09-2014 10 1.00 27-09-2021

Final Dividend 2012-13 30-09-2013 15 1.50 29-09-2020

Final Dividend 2011-12 29-09-2012 25 2.50 28-09-2019

Final Dividend 2010-11 30-09-2011 50 5.00 29-09-2018

Final Dividend 2009-10 30-12-2010 50 5.00 29-12-2017

Final Dividend 2008-09 30-09-2009 50 5.00 29-09-2016

* on the face value of Rs.10/- per share fully paid-up

q) Shares held in Electronic FormShareholders holding shares in electronic form may please note that instructions regarding change of address, bank de-tails, nomination and power of attorney should be given directly to the DP.

r) Shares held in Physical FormShareholders holding shares in physical form may please note that instructions regarding change of address, bank details, nomination and power of attorney should be given to the Company’s RTA viz. MCS Limited, Delhi.

s) Top Ten Shareholders as on 31st March, 2015:

LIST OF TOP TEN SHAREHOLDERS AS ON 31ST MARCH, 2015 SHARES

%AGE OF PAID-UP CAPITAL

DEUTSCHE SECURITIES MAURITIUS LIMITED 5018300 7.62

BLACKSTONE GPV CAPITAL PARTNERS MAURITIUS V-ALTD 4567647 6.94

APMS INVESTMENT FUND LTD 1536857 2.33


COPTHALL MAURITIUS INVESTMENT LIMITED 1107927 1.68

GVN FUELS LTD 800000 1.22

ARCH FINANCE LIMITED 635000 0.96

CLSA (MAURITIUS) LIMITED 621000 0.94

SUDHA APPARELS LIMITED 621000 0.94

MAHARASHTRA SEAMLESS LTD 499977 0.76

PUSHPANJALI INVESTRADE LTD 454000 0.69

15861708 24.1

t) Address for Correspondence

Monnet House11, Masjid Moth, Greater Kailash Part-II,New Delhi-110048.Phone: 011-29218542-46Fax : 011-29218541e-mail : [email protected]

Disclaimer :

The information furnished above is certified by Monnet Ispat & Energy Limited to be true, fair and accurate (except in respect of errors in or omissions from documents filed electronically that result solely from electronic transmission errors beyond our control and in respect of which we take corrective action as soon as it is reasonably practicable after becoming aware of the error or the omission). SEBI, the Stock Exchanges or the NIC do not take any responsibility for the accuracy, validity, consistency and integrity of the data entered and updated by it.


(Hardeep Singh)Company Secretary

Monnet Ispat & Energy Limited 42

To The Members of MONNET ISPAT AND ENERGY LIMITED

Report on the Financial StatementsWe have audited the accompanying financial statements of MONNET ISPAT AND ENERGY LIMITED (the “Company”), which comprise the Balance Sheet as at March 31, 2015, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information, which we have signed under reference to this report.

Management’s Responsibility for the Financial StatementsThe Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors’ ResponsibilityOur responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit

involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Emphasis of MatterWe draw attention to the following matters in the Notes to the financial statements:(a) Note no. 47 (a) and (b) regarding cancellation of coal

blocks and impact thereof in the financial statements.Our opinion is not modified in respect of these matters.

OpinionIn our opinion, and to the best of our information and according to the explanations given to us, the accompanying financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:(a) in the case of the Balance Sheet, of the state of

affairs of the Company as at March 31, 2015;(b) in the case of the Statement of Profit and Loss, of the

Loss for the year ended on that date; and(c) in the case of the Cash Flow Statement, of the cash

flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements1. As required by ‘the Companies (Auditor’s Report)

Order, 2015’, issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act (hereinafter referred to as the “Order”), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

Independent Auditor’s Report

43Annual Report 2014-15

2. As required by Section 143 (3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations received from the directors as on 31st March, 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2015 from being appointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements – Refer Note 27 to the financial statements.

ii. In our opinion and as per the information and explanations provided to us, the Company has made appropriate provision regarding long-term contracts including derivative contracts, requiring provision under applicable laws or accounting standards, for material foreseeable losses during the year.

iii. The Company has deposited the amounts, required to be transferred, to the Investor Education and Protection Fund. However there was some delay in transferring the amounts to the fund.

For O P BAGLA & CO.Chartered Accountants

Firm Regn. No. 000018N

(ATUL BAGLA)PARTNER

M. No. 091885

PLACE : NEW DELHIDATED : 29.05.2015


ANNEXURE REFERRED TO IN PARAGRAPH 1 OF THE AUDITORS’ REPORT ON ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2015

1. a) In our opinion, the company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b) As explained to us, major fixed assets have been physically verified by the management in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. We have been informed that the discrepancies noticed on such verification as compared to book record were not material and have been properly dealt with in the books of account.

2. (a) Physical verification has been conducted by the management at reasonable intervals in respect of finished goods, stores, spare parts and raw materials except ores & coal. We were informed that physical verification of the same was difficult due to its volume and loose nature. We were informed that physical verification of ores and coal was made on the basis of volume and density.

(b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of these stocks followed by the management is reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) In our opinion the Company is maintaining proper records of inventories. The discrepancies noticed on such verification between the physical stocks and book records were not significant and the same have been properly dealt with in the books of account.

3. The company has granted unsecured loans to companies covered in the register maintained under section 189 of the Companies Act. In our opinion and as informed to us, receipt of the principal amount and interest are regular and there are no overdue amounts as at the end of the year.

4. In our opinion there is an adequate internal control system commensurate with the size of the company and the nature of its business, for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

5. According to the information and explanations given to us the company has not accepted any deposits, in terms of the directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act 2013 and the rules framed there under.

6. The central government has prescribed the maintenance of cost records under sub-section (l) of section 148 of the Companies Act 2013, read with Rules framed thereunder in respect of the manufacturing activities of the Company. We have broadly reviewed the accounts and records of the

Company in this connection and are of the opinion, that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, carried out a detailed examination of the same.

7. a) As per information and explanations given to us, the company is regular in depositing undisputed statutory dues including provident fund, employees’ state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and other statutory dues with the appropriate authorities, except for some delays. There are no outstanding statutory dues as at the last day of the financial year under audit for a period of more than six months from the date they became payable.

b) We have been informed that following disputed demands in respect of Income Tax, Excise Duty, Sales Tax and Entry Tax have not been deposited on account of pending appeals as per details given below:

S.No Nature of Demand

Unpaid Amount*(`. In Lacs)

Forum where appeal is pending

1. Sales Tax 135.69 Deputy Commissioner of Sales Tax (Appeals)

2. Entry Tax 102.94 Deputy Commissioner of Sales Tax (Appeals)

3. Central Excise/ Service Tax

428.09 Commissioner Appeals (Central Excise)

4. Central Excise

2820.35 CESTAT

5. Income Tax

7583.28 Commissioner Income Tax (Appeals)

* Basic amount, excluding interest, if any.

c) In our opinion, and according to the information and explanations given to us, amounts required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder have been transferred to such fund. However there was some delay in transferring the amounts to the fund.

8. There are no accumulated losses of the company as at the end of the year. The company has incurred cash losses during the financial year covered by our audit but has not incurred cash losses in the immediately preceding financial year.

9. Based on our audit procedures and on the basis of information and explanations given to us by the


management, there is a default in repayment of dues to the bank/financial institutions as at the year end, as per detail below :

Particulars Amount Period of default

Repayment of Principal 133.20 Crores Less than 90 days

Payment of Interest 59.45 Crores Less than 90 days

10. According to information and explanations given to us the Company has given guarantees for loan taken by others from banks or financial institutions. However, in our opinion, the terms and conditions thereof are not prima facie prejudicial to the interest of the company.

11. According to the information and explanations given to us, the term loans taken by the Company have been applied for the purposes for which the loans were obtained.

12. According to the information and explanations given to us and as represented by the Management and based on our examination of the books and records of the Company and in accordance with generally accepted auditing practices in India, we have been informed that no case of frauds has been committed on or by the Company during the year.

For O. P. BAGLA & CO. CHARTERED ACCOUNTANTS

Firm Regn No. 000018N

(ATUL BAGLA)PARTNER

M No. 091885



Balance Sheet As At 31st March 2015( `)

Particulars Note As at As at

31-Mar-15 31-Mar-14

EQUITY AND LIABILITIESShareholders’ Funds

Share capital 2 2,408,429,224 2,408,429,224

Reserves and surplus 3 17,768,456,810 25,988,036,347 20,176,886,034 28,396,465,570

Non-current liabilities - Long-term borrowings 4 49,993,391,406 53,772,569,006 Deferred Tax liabilities (Net) 5 0 1,928,893,931 Long-term provisions 6 89,004,412 73,491,617

50,082,395,818 55,774,954,554 Current liabilities -

Short-term Borrowings 7 16,455,471,472 9,850,896,447 Trade payables 8 4,197,996,646 2,285,491,115 Other current liabilities 9 19,465,314,732 10,354,440,407 Short-term provisions 10 7,300,240 210,823,783

40,126,083,091 22,701,651,752 TOTAL 110,385,364,942 106,873,071,878

ASSETSFixed Assets

Tangible assets 11 69,692,972,025 43,989,248,755 Capital work-in-progress 1,776,040,039 21,580,784,382 Intangible Assets under Development 117,806,918 94,711,107 Non-current investments 12 11,436,241,932 10,667,650,686 Long-term loans and advances 13 4,040,966,001 7,377,740,520 Other Non-current Assets 14 559,293,068 735,360,961

87,623,319,983 84,445,496,411

Current assets -

Inventories 15 10,337,100,373 10,671,612,891

Trade receivables 16 2,452,631,006 2,150,401,280

Cash and bank balances 17 2,420,320,639 883,504,591

Short-term loans and advances 18 7,522,679,593 8,573,198,583

Other current assets 19 29,313,348 148,858,123

22,762,044,959 22,427,575,468

TOTAL 110,385,364,942 106,873,071,878

Significant Accounting Policies 1

The accompanying notes form an integral part of these financial statements.

IN TERMS OF OUR REPORT OF EVEN DATE ANNEXED

For O.P. BAGLA & CO. For and on the behalf of Board Chartered Accountants Sandeep Jajodia C. P. Baid Chairman & Managing Director Dy. Managing Director(Atul Bagla) DIN: 00082869 DIN: 00466414Partner M. No. 091885 Raj Kumar Ralhan J. P. Lath Firm Regn. No. 000018N Chief Financial Officer Director DIN : 00380076 Place : New DelhiDated : 29-05-2015 N. K. Maheshwari Hardeep Singh Chief Accounts Officer Company Secretary M. No. FCS-4967


STATEMENT OF PROFIT AND LOSSfor the year ended 31st March 2015

Particulars Note Year Ended Year Ended

31-Mar-15 31-Mar-14

Revenue:Revenue from operations 20 34,354,479,576 25,280,914,775

Less : Excise Duty 2,498,297,385 2,507,816,517 31,856,182,191 22,773,098,258

Other income 21 727,903,652 835,176,218 Total Revenue 32,584,085,843 23,608,274,476 Expenses:Cost of Materials Consumed 22 23,647,732,427 17,401,434,122 Changes in inventories 23 (216,668,877) (2,787,561,743)Employee benefits expense 24 1,941,253,032 1,332,234,652 Finance costs 25 6,528,739,337 2,393,826,014 Depreciation and amortization expense 11 2,814,429,343 1,387,288,757 Other Expenses 26 5,226,570,027 2,909,788,223 Total Expenses 39,942,055,289 22,637,010,025 Profit / (Loss) before exceptional and extraordinary items & Tax

(7,357,969,446) 971,264,452

Exceptional ItemsAdditional Levy on Coal ( Refer Note No-47) 2,529,066,059 0 Profit / (Loss) before Tax (9,887,035,505) 971,264,452

Tax expense :Current TaxCurrent year 0 208,900,000 Earlier years 563,150 23,717 Deferred TaxCurrent year (1,928,893,931) 267,673,061 Add : MAT Credit Entitlement utilised / (Claimed) 0 (171,659,432)Profit / (Loss) for the year (7,958,704,724) 666,327,106 Earnings per equity share (Par value of `10/- each) Basic (122.98) 8.25 Diluted (122.98) 8.10


The accompanying notes form an integral part of these financial statements.IN TERMS OF OUR REPORT OF EVEN DATE ANNEXED

( `)



( `)


CASH FLOW STATEMENTfor the year ended 31st March 2015

MONNET ISPAT & ENERGY LIMITEDParticulars 31-Mar-15 31-Mar-14A. Cash Flow from Operating Activities

Net Profit before tax and extra ordinary items (9,887,035,505) 971,264,452 Adustment for :Depreciation 2,814,429,343 1,387,288,757 Profit/Loss on Sale of Fixed Assets 1,780,920 729,960 Interest Received (473,486,376) (558,655,100)Interest Paid 6,040,311,793 2,391,960,608 Dividend Received (504,930) (2,007,981)

8,382,530,750 3,219,316,244 Operating Profit before Working Capital Facilities (1,504,504,755) 4,190,580,695 Adjustment for :Trade & Other Receivable 4,439,017,695 (821,073,623)Inventories 334,512,518 (2,881,199,696)Trade Payable 2,509,869,100 2,046,391,856

7,283,399,313 (1,655,881,463)Cash generated from operation 5,778,894,557 2,534,699,232 Tax Paid (95,776,463) (396,008,523)Dividend Paid (210,823,783) (111,844,321)

(306,600,246) (507,852,844)Net Cash Flow from operating activities 5,472,294,311 2,026,846,388

B. Cash Flow From Investing activitiesPurchase of fixed assets (28,810,714,032) (31,515,335,445)Sale of Fixed Assets 22,296,572 3,098,581 Net movement in CWIP 19,789,257,647 15,871,144,715 Purchase of Investments (Net) (768,591,245) (1,351,684,690)Buyback of Shares 0 0 Interest Received 473,486,376 558,655,100 Dividend Received 504,930 2,007,981

(9,293,759,752) (16,432,113,759)Net Cash used in investing activities (9,293,759,752) (16,432,113,759)

C. Cash Flow from Financing ActivitiesInterest Paid (6,040,311,793) (2,391,960,608)

Proceeds from borrowings 11,361,721,216 10,288,636,756 Net Cash used in financing activities 5,321,409,423 7,896,676,148

1,499,943,982 (6,508,591,234)Cash & Cash equivalent Opening 452,432,704 6,961,023,937 Cash & Cash equivalent Closing 1,952,376,686 452,432,704

NOTES:-

1 The above Cash Flow statement has been prepared pursuant to clause No 32 of the listing Agreement with Stock Exchanges and under the indirect method set out in AS-3 issued by the Institute of Chartered Accountants of India.2 Figures in brackets indicate cash outflow.3 Significant Accounting Policies and Notes on Accounts form an integral part of Cash Flow Statement.4 Previous year figures have been regrouped/reclassified to confirm to current year’s classification.



NOTES ON ACCOUNTSNote No.1

SIGNIFICANT ACCOUNTING POLICIES

I. Basis of Accounting

The financial statements of the company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under section 133 read together with paragraph 7 of the Companies (Accounts) Rules 2014, other provisions of the Companies Act 2013 and Companies Act 1956 (to the extent applicable). The financial statements have been prepared on an accrual basis and under the historical cost convention.

II. Use of estimates

The preparation of financial statements in conformity with Indian GAAP requires the management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, at the end of the reporting period. Although these estimates are based on the management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods.

III. Revenue Recognition

Revenue is recognised only when risks and rewards incidental to ownership are transferred to the customer, it can be reliably measured and it is reasonable to expect ultimate collection. Sales of products are shown inclusive of excise duty and net of sales tax, rebates and discounts etc. Interdivision transfer are excluded from sales.

Dividend income is recognised when the right to receive payment is established.

Interest income is recognised on a time proportion basis taking into account the amount outstanding and the interest rate applicable. Interest wherever uncertainty is involved is accounted for on receipt/payment basis.

IV. Tangible Fixed Assets, Depreciation/Amortization, Tangible Capital Work in Progress and Intangible Assets under Development

a) Fixed assets are stated at their original cost of acquisition inclusive of inward freight, duties and expenditure incurred in the acquisition, construction & installation and are net of available duty / tax credits.

b) Expenditure during Construction period (including interest, exchange rate variations and

other incidental expenses on loans obtained for acquisition of capital assets and the expenses which are considered directly attributable to the capital assets) are kept under Capital Work in Progress and shall be allocated to fixed assets on pro-rata basis as and when the project is ready for its intended use.

c) Intangible assets under development are shown separately and the same shall be amortised over the useful life of the asset after commencement of operations.

d) Depreciation / amortization on tangible and intangible fixed assets is provided to the extent of depreciable amount on the straight line Method (SLM). Depreciation is provided at the rates and in the manner prescribed in Schedule II to the Companies Act, 2013 except on some assets, where useful life has been taken based on external / internal technical evaluation as detailed below:

V. Investments

Long Term Investments are stated at cost. Provision for diminution is made only if such a decline is other than temporary. Short term investments are carried at lower of cost or quoted / fair value.

VI. Inventories

Inventories are valued on the following basis:

a) Finished Goods - at lower of cost or estimated realisable value.

b) Semi Finished Goods - at lower of cost or estimated realisable value.

c) Work-in-Process - at lower of cost or estimated realisable value

d) Raw Materials - at cost. However, in cases where the realizable value of the finished product falls below cost, materials are written down to net realizable value.

e) Stores and Spares - at cost

Particulars Depreciation

Plant & machinery at SMS division

Useful life of 20 years taken on the basis of technical evalua-tion

Rolls and Reals in rolling mill and bar mill

Useful life of 5 years taken on the basis of internal evaluation

Leasehold land and improvement to leasehold premises

Useful life taken as per lease term


VII. Employee Benefits

Defined Contribution Plans

A defined contribution plan is a post-employment benefit plan under which the Company pays specified contributions to a separate entity. The Company makes specified monthly contributions towards Provident Fund and Pension Scheme. The Company’s contribution is recognised as an expense in the Profit and Loss Statement during the period in which the employee renders the related service.

Defined Benefit Plans

The liability in respect of defined benefit plans and other post-employment benefits is calculated using the Projected Unit Credit Method and spread over the period during which the benefit is expected to be derived from employees’ services.

Actuarial gains and losses in respect of post-employment and other long term benefits are charged to the Profit and Loss Statement.

VIII. Borrowing Cost

Borrowing cost including allied expenses related to project under construction stage are considered as cost for the acquisition of qualifying assets are capitalized and included in Capital Work in Progress.

IX. Provisions and Contingent Liabilities

Provisions are recognized for present obligations arising as a result of past event and where a reliable estimate can be made of probable outflows of resources along with economic benefits embodied thereto for settlement of such obligations. In cases where it is not certain that probable outflow of resources can happen or where reliable estimate can be made of the obligation the same is shown as Contingent Liabilities. The information are determined on the basis of available information.

X. Foreign Currency Transactions & derivative transactions

Foreign currency transactions are initially recorded at the exchange rate prevailing at the

date of transactions.

Monetary items denominated in foreign currency are translated at the exchange rate prevailing on the last day of the accounting year and gain or loss arising on translation of such monetary items has been charged to revenue.

Currency and Interest rate swap derivatives are undertaken by the company to hedge the interest rate risk and gains/loss are accounted for as and when amount is actually realized/ paid on periodical settlement of contract to the extent it relates to interest rate swap. Mark to Market loss; after adjusting the interest income arising from such derivative transaction on currency and interest rate swap as at the end of the year is provided and is adjusted in Statement of Profit & Loss; whereas gain is ignored.

In case of forward exchange contracts, the difference between the forward rate and the exchange rate at the date of transaction is recognized as income or expense over the life of the contract.

Exchange differences arising on reporting of long term foreign currency monetary items, in so far as they relate to acquisition of a depreciable capital asset are adjusted in the carrying cost of the asset as per Companies (Accounting standards) (second amendment) rules, 2011 for additions after 1.4.2011.

XI. Taxation

Income tax for current year is provided taking into account the provisions of Income Tax Act 1961 and provisions related to Minimum Alternate Tax and tax credit thereof.

Deferred Tax Asset/liability is recognized on the items of timing difference nature by using the enacted tax rates thereon. Deferred Tax Asset is recognized with a prudent approach and management’s jurisdiction that the realization of the same in virtually certain.

XII. Unless specifically stated to be otherwise, these policies are consistently followed.


Particulars As at As at

31-Mar-15 31-Mar-14

Note No. 2 : Share Capital

AUTHORISED

Equity Shares

82,000,000 shares of par value of 10/- each (Previous

year 82,000,000 shares of par value of ` 10/- each) 820,000,000 820,000,000

Preference Shares

17,500,000 shares of par value of 100/- each (Previous 1,750,000,000 1,750,000,000

year 17,500,000)

2,570,000,000 2,570,000,000

ISSUED, SUBSCRIBED AND FULLY PAID-UP

Equity Shares

65,825,681 shares of par value of 10/- each (Previous

year 65,825,681 shares of par value of 10/- each) 658,256,810 658,256,810

Add : Shares Forfeited (Amount Originally Paid up) 172,414 172,414

Preference Shares

17,500,000 6.5% Cumulative Non Convertible Redeemable 1,750,000,000 1,750,000,000

Preference Shares of par value of 100/- each

Total 2,408,429,224 2,408,429,224

a) Reconciliation of shares outstanding at the beginning and at the end of the reporting period is given below:

Equity Shares

Number of shares outstanding as at the beginning of the year

65,825,681 63,731,681

Shares issued during the year* 0 2,094,000

Number of shares outstanding as at the closing of the year

65,825,681 65,825,681

Preference Shares

Number of shares outstanding as at the beginning of the year

17,500,000 17,500,000

Shares allotted during the year 0 0

Number of shares outstanding as at the closing of the year

17,500,000 17,500,000

* Issued on conversion of 13,08,750 fully convertible debentures in accordance with the conversion ratio of 1.6 equity share for each debenture.

( `)


b) The holders of the equity shares are entitled to receive dividends as declared from time to time, and are entitled to voting rights proportionate to their share holding at the meetings of shareholders.

The holders of preference shares are entitled to preferential dividends from the date of allotment.Such shares shall rank for capital and dividend and for repayment of capital in a winding up, in priority to the ordinary shares of the Company. The holders of such shares shall have the right to receive notice of general meetings of the Company but shall not confer on the holders thereof, the right to vote at any meetings of the Company, save to the extent and in the manner provided in the Companies Act, 1956.

c) Following Shareholders hold equity shares more than 5% of the total equity shares of the company at the end of the period :-

Name of Shareholder % of Shareholding 31.3.2015

% of Sharehold-ing 31.3.2014

Equity Shares

Udhyam Merchandise Pvt Ltd 38.17 38.17

Vistabrook Limited - 7.73

Blackstone GPV Capital Partners Mauritius 6.94 6.94

Deutsche Securities Mauritius Ltd (FII Custodian) 7.62 7.72

Preference Shares

Monnet Industries Ltd 100 100

Name of Shareholder No. of Shares 31.3.2015

No. of Shares 31.3.2014

Equity Shares

Udhyam Merchandise Pvt Ltd 25,123,675 25,123,675

Vistabrook Limited 0 5,088,325

Blackstone GPV Capital Partners Mauritius 4,567,647 4,567,647

Deutsche Securities Mauritius Ltd (FII Custodian) 5,018,300 5,081,743

Preference Shares

Monnet Industries Ltd 17,500,000 17,500,000

d) The company has issued the following shares for a consideration other than cash or bonus shares during the im-mediately preceding 5 years:

47,22,539 equity shares of ` 10 each were allotted as fully paid up for consideration other than cash pursuant to scheme of amalgamation of M/s.Mounteverest Trading & Investment Limited with the Company as per order dated 19.11.2010 passed by Hon’ble High Court of Chhattisgarh.

e) The Company has bought back 1894385 equity shares during the last five years.f) Preference shares were issued on 30th March,2013 for the period of 9 years with periodical put and call options.



31-Mar-15 31-Mar-14

Note No. 3 : Reserves and Surplus

Capital Reserve

As per last Balance Sheet 777,655,899 777,655,899

Securities Premium Account

As per last Balance Sheet 7,690,167,164 7,318,482,164

Add : Addition during the year 0 371,685,000

Debenture Redemption Reserve


Capital Redemption Reserve


Capital Reconstruction Reserve


Amalgamation Reserve


General Reserve


Less: Amount Withdrawn From Reserve (Refer Note - 49) (260,874,813) 0

Add : Transfer from Surplus 0 66,600,000

Surplus

As per last balance sheet 14,509,661,142 14,120,028,604

Add: Profit for the year from Statement of Profit & Loss

(7,958,704,724) 666,327,106

Less: Transfer to Debenture Redemption Re-serve

0 0

Transfer to General Reserve 0 (66,600,000)

Proposed dividend on equity shares 0 (65,825,681)

Proposed dividend on preference shares 0 (113,750,000)

Tax on proposed dividend 0 (30,518,887)

6,550,956,418 14,509,661,142

Total 17,768,456,810 25,988,036,347

( `)



31-Mar-15 31-Mar-14

Note No. 5 : Deferred Tax Liabilities (Net)

Deferred Tax Liabilities

Difference of book depreciation and Tax depre-ciation

4,607,589,403 2,710,838,993

Less: Deferred Tax Assets

Unabsorbed Depreciation & Disallowances u/s 43B of the Income Tax Act, 1961

4,607,589,403 781,945,062

Total 0 1,928,893,931

The net adjustment during the year in the deferred Tax liability has been credited to the Statement of Profit & Loss (Refer Note no. 42)


31-Mar-15 31-Mar-14

Note No. 4 : Long-Term Borrowings

Bonds/Debentures

Secured

Non-Convertible Redeemable Debentures re-deemable at par.

8,155,000,000 9,203,611,498

(For Coupon rate and Terms of Redemption / Conversion, refer note 46)

Term Loans

Secured

Foreign currency loans from Banks 13,876,380,359 16,034,626,639

Rupee loans from Banks 27,037,160,571 27,586,772,979

Rupee loans from Non Banking Finance Co.s 920,715,787 947,557,890

Hire Puchase loans from Banks 4,134,688 0

TOTAL 49,993,391,406 53,772,569,006

1 Term Loans, External Commercial Borrowings (ECB) and Non Convertible Debentures (NCD) from financial institu-tions / Banks, are secured by first charge on all immovable and movable assets (present & future) of the company (subject to prior charges on movables in favour of working capital banks) ranking pari - passu with the charges created in favour of participating financial institutions. Some of the loans / facilities are also guaranteed by the Managing Director of the company.

2 The repayment terms and rate of interest of term loans are as under:

a) Rupee Term Loan for Steel, Other Projects& for Other Requirements :- The Company has an outstanding balance of Rs 3123.14 crores of Rupee term loan with interest band of 1.50% to 2.50% plus base rate. These loans are repayable in quarterly installments commencing from FY 2013-14 & ending in 2027.

b) Rupee Term Loan for Power Division :- The Company has an outstanding balance of Rs 33.05 crores of Rupee term loan with interest band of 11.75% to 12.95% repayable by FY 2015-2016.

c) Rupee Term Loan for Washery Project :- The Company has an outstanding balance of Rs 388.84 crores of Rupee term loan with interest of 12.50% repayable by FY 2022-2023.

d) Other Term Loan of ` 203.77 crores is repayable from Sept 2013 to March 2018 with interest band of 2.50% plus Base rate. The same carry residual charge on the fixed assets of the company.

e) Foreign Currency Term Loan $ 266.80 Million : the loan is repayable in installments from FY 14-15 to FY 19-20 and carries interest rate of LIBOR plus 4.25 to 4.6%.

f) Hire Purchase Loans are Secured by Charge on Respective Vehicles Finance . These are repayble in 36 To 60 Monthly installments and carry interest rate of 10.25 To 11.25 %

( `)

( `)


1 Working captal facilities from are secured by first charge on movable current assets and second charge on all im-movable assets of the company. Some of the loans are guaranteed by Managing Director of the company

( `)


31-Mar-15 31-Mar-14

Note No. 6 : Long-term Provisions

Provision for employee benefits

Provision for gratuity (Note no.41) 43,056,119 17,163,909

Provision for leave benefits (Note no.41) 45,948,293 56,327,708

Total 89,004,412 73,491,617

Note No. 7 : Short-term Borrowings

Working Capital Facilities

- From Banks

Secured 12,145,856,014 6,476,870,716

Short Term Loans (Unsecured)

- Foreign currency loans from banks 1,416,769,639 1,802,708,515

- Rupee loans from banks 814,551,300 1,571,317,216

- From Companies 2,078,294,519 0

Total 16,455,471,472 9,850,896,447

Note No. 8 : Trade Payables

Trade Payables - Micro & Small Enterprises 59,927,701 27,836,691

- Others 4,138,068,946 2,257,654,424

Total 4,197,996,646 2,285,491,115

Disclosure w.r.t. Micro and Small Enterprises as required by MSMED Act is made in Note no. 40.

Note No. 9 : Other Current Liabilities

Current maturities of long term debts 13,398,023,418 4,861,699,627

Payable for Capital Expenditure 1,292,325,309 1,377,572,283

Interest accrued but not due 707,351,503 303,015,920

Unpaid Dividends 6,343,830 7,120,338

Advances from customers and others 145,061,921 786,631,365

Provision for Expenses 2,646,248,672 1,804,745,485

Statutory dues 500,255,701 461,052,909

Security Deduction & Deposits 398,156,944 361,053,182

Other Liabilities 371,547,433 391,549,300

TOTAL 19,465,314,732 10,354,440,407

Note No. 10 : Short-term Provisions

Provision for proposed dividend on equity and preference shares

0 180,198,969

Provision for Corporate Dividend Tax 0 30,624,814

Provision for leave benefits (Note no.41) 7,300,240 0

Total 7,300,240 210,823,783


Note

No.

11

: Tan

gibl

e Fi

xed

Asse

tsPA

RTIC

ULAR

SG

ROSS

BLO

CKDE

PRIC

IATI

ON

NET

BLO

CK

AS A

T 01

.04.

14AD

DITI

ONS

ADJU

S-M

ENTS

AS A

T 31

.03.

15UP

TO

31

.03.

14FO

R Ye

ar e

nded

31

/03/

2015

#AD

JUSM

ENTS

UP T

O31

.03.

15

AS A

T31

.03.

15

AS A

T31

.03.

14

LAND

& S

ITE

DE

VELO

PMEN

T46

7,47

4,89

8 59

,703

,274

0

527,

178,

172

1,41

8,77

6 70

9,38

8 0

2,12

8,16

4 52

5,05

0,00

8 46

6,05

6,12

2

LEAS

E HO

LD L

AND

259,

472,

094

106,

070,

899

0 36

5,54

2,99

3 21

,776

,522

3,

518,

593

0 25

,295

,115

34

0,24

7,87

8 23

7,69

5,57

2

BUIL

DING

5,06

4,30

9,88

6 2,

416,

773,

628

0 7,

481,

083,

514

515,

652,

740

238,

820,

803

0 75

4,47

3,54

3 6,

726,

609,

971

4,54

8,65

7,14

6

PLAN

T &

MAC

HINE

RY44

,002

,174

,870

26

,172

,305

,560

29

,295

,871

70

,145

,184

,559

5,

972,

288,

665

2,72

8,07

5,77

6 9,

629,

171

8,69

0,73

5,27

0 61

,454

,449

,289

38

,029

,886

,205

OFF

ICE

EQUI

PMEN

T10

9,57

1,95

6 17

,404

,564

0

126,

976,

520

18,4

23,5

05

41,2

31,1

39

0 59

,654

,644

67

,321

,876

91

,148

,451

FURN

ITUR

E &

FIXT

URES

456,

202,

646

23,2

12,1

58

0 47

9,41

4,80

4 20

2,08

5,41

5 38

,592

,857

0

240,

678,

272

238,

736,

532

254,

117,

231

VEHI

CLE

474,

413,

519

15,2

43,9

49

11,9

71,1

87

477,

686,

281

112,

725,

490

31,9

64,7

14

7,56

0,39

5 13

7,12

9,81

0 34

0,55

6,47

1 36

1,68

8,02

8

CURR

ENT

YEAR

50,8

33,6

19,8

69

28,8

10,7

14,0

32

41,2

67,0

58

79,6

03,0

66,8

43

6,84

4,37

1,11

3 3,

082,

913,

270

17,1

89,5

66

9,91

0,09

4,81

7 69

,692

,972

,025

43

,989

,248

,755

PREV

IOUS

YEA

R19

,329

,224

,254

31

,515

,335

,445

10

,939

,829

50

,833

,619

,870

5,

454,

202,

867

1,39

7,27

9,53

7 7,

111,

289

6,84

4,37

1,11

5 43

,989

,248

,755

13

,875

,021

,387

# De

prec

iatio

n du

ring

the

year

inclu

des

an a

mou

nt o

f `26

0874

813/

- rep

rese

ntin

g W

DV o

f ass

ets

whos

e us

eful

life

had

alre

ady

expi

red

as o

n 1s

t Apr

il, 20

14 w

hich

has

bee

n ad

just

ed a

gain

st th

e ba

lanc

e in

gene

ral r

eser

ve c

onse

quen

t to

calcu

latio

n of

dep

recia

tion

as p

er S

ched

ule

II of

Com

pani

es A

ct 2

013

. Fur

ther

, dep

recia

tion

amou

ntin

g to

`76

0911

5/- h

as b

een

capi

talis

ed to

fixe

d as

sets

.

( `)


Note No. 12 : Non Current Investments31.3.2015 31.3.2014

Name Of Scrip No. of Face Value AMOUNT No. of Face Value AMOUNT

Share/Units Per Share/ Share/Units Per Share/

Unit Unit

NON TRADE

A. Equity Shares in Subsidiary Companies - Unquoted, fully paid up

Monnet Global Ltd 183,786 100 AED 205,382,257 183,786 100 AED 205,382,257

Monnet Overseas Ltd 59,483 100 AED 83,240,187 51,333 100 AED 69,642,037

Monnet Power Co Ltd 686,587,019 10.00 7,007,870,190 629,787,019 10.00 6,297,870,190

Monnet Cement Ltd 2,189,400 10.00 21,894,000 2,189,400 10.00 21,894,000

Chattel Constructions Pvt Ltd 9,999 10.00 99,990 9,999 10.00 99,990

Chomal Exports Pvt Ltd 48,654 10.00 1,946,160 48,654 10.00 1,946,160

Monnet Sports Foundation 5,000 10.00 50,000 5,000 10.00 50,000

Monnet Daniel Coal Washeries Pvt Ltd 10,721,500 10.00 107,215,000 10,721,500 10.00 107,215,000

Monnet Enterprises Pte Ltd 1 1 USD 45 1 1 USD 45

7,427,697,829 6,704,099,679

B. Equity Shares in Joint Venture Com-panies - Unquoted, fully paid up

Monnet Ecomaister Enviro Pvt Ltd 14,211,363 10.00 142,113,630 14,211,363 10.00 142,113,630

Mandakini Coal Company Ltd 39,299,800 10.00 392,998,000 39,299,800 10.00 392,998,000

MP Monnet Mining Company Ltd 980,000 10.00 9,800,000 980,000 10.00 9,800,000

Urtan North Mining Company Ltd 5,751,347 10.00 57,513,470 5,751,347 10.00 57,513,470

602,425,100 602,425,100

C. Equity Shares in Associate Compa-nies - fully paid up

Unquoted

Rameshwaram Steel & Power Pvt Ltd 4,152,273 10.00 362,150,871 4,152,273 10.00 362,150,871

Orrisa Sponge Iron & Steel Ltd.( Pref Share)

19,510,000 10.00 195,100,000

Quoted

Orrisa Sponge Iron & Steel Ltd. 9,494,633 10.00 2,738,390,322 9,494,633 10.00 2,738,390,322

3,295,641,193 3,100,541,193

D. Other Shares - Unquoted, fully paid up

Equity Shares

Falcon Internal Forces and Fire Ser-vices Pvt Ltd

1,000 10.00 10,000 1,000 10.00 10,000

Monnet Engineering & Infrastructure P Ltd

4,000 10.00 40,000 4,000 10.00 40,000

Business India Publications Ltd 100,000 10.00 5,500,000 100,000 10.00 5,500,000

Nutek India Ltd 480,000 5.00 30,000,000 480,000 5.00 30,000,000

Preference Shares

Tirumala Balaji Ferro Alloys Ltd 140,000 100.00 14,000,000 140,000 100.00 14,000,000

49,550,000 49,550,000

E. Non Convertible Debentures & Bonds

IFCI Tax Free Bonds 0 150 1,000,000.00 150,015,000

0 150,015,000

F. QUOTED INVESTMENTS

Equity Shares

IFSL 1,300,000 1.00 2,434,217 1,300,000 1.00 2,434,217

Aditya Birla Nuvo Ltd 1,000 10.00 994,550 1,000 10.00 994,550

XL Telecom Ltd 166,808 10.00 18,250,450 166,808 10.00 18,250,450

( `)


31.3.2015 31.3.2014

Name Of Scrip No. of Face Value AMOUNT No. of Face Value AMOUNT

Share/Units Per Share/ Share/Units Per Share/

Unit Unit

Kamanwala Housing Construction Ltd 63,343 10.00 0 63,343 10.00 0

Indiabulls Real Estate Ltd 25,000 10.00 13,460,501 25,000 10.00 13,460,501

Ratan India Infrastructure Ltd 73,750 10.00 1,636,492 73,750 10.00 1,636,492

Indiabulls Wholesale Services Ltd 3,125 10.00 1,305,650 3,125 10.00 1,305,650

Bellary Steel Ltd. 803,243 1.00 5,103,277 803,243 1.00 5,103,277

Pioneer Investment Ltd. 23,392 10.00 13,308,318 23,392 10.00 13,308,318

Sujana Towers Ltd 12,500 10.00 833,468 625,000 10.00 833,468

57,326,925 57,326,925

F. Capital Contribution in Partnership Firm

Khasjamda Mining Company 3,600,885 3,692,790

Total 11,436,241,932 10,667,650,686

Quoted Investments

Book Value 2,795,717,247 2,795,717,247

Market Value 1,428,865,448 629,543,518

Unquoted Investments

Book Value 8,640,524,685 7,871,933,440

Investment in Partnership Firm Capital Contribution % in Profits

31.03.2015 31.3.2014 31.03.2015 31.3.2014

Monnet Ispat & Energy Ltd 3,600,885 3,692,790 99% 99%

Sanjay P Date 3,407,756 3,410,871 1% 1%

NOTE :1 The Following Investments have been pledged for availment of credit facilities

Monnet Power Co Ltd 494,000,000 10 4,940,000,000 380000000 10 3800000000

Orrisa Sponge Iron & Steel Ltd. 7,500,000 10 75,000,000

Mandakini Coal Company Ltd 20,042,999 10 200,429,990 20,042,898 10 200428980


31-Mar-15 31-Mar-14

Note No. 13 : Long-term Loans and Advances

(Unsecured Considered good, unless otherwise stated)

Capital Advances 3,774,116,189 7,135,593,883

Security Deposits 266,849,812 242,146,637

Total 4,040,966,001 7,377,740,520

Note No. 14 : Other Non-current Assets

Non-Current bank deposits 559,293,068 735,360,961

Total 559,293,068 735,360,961

Non current bank balances include:

Deposits provided as collateral against credit fa-cilities

171,973,386 379,303,347

( `)

( `)



31-Mar-15 31-Mar-14

Note No. 15 : Inventories

(As taken valued and certified by the Manage-ment)

Raw Materials 5,178,308,392 5,661,091,210

Work-in-Process 64,701,104 32,423,067

Finished Goods 4,420,909,772 4,253,214,332

Stores and Spares 673,181,105 724,884,282

Total 10,337,100,373 10,671,612,891

Note No. 16 : Trade Receivables

(Unsecured)

Debts outstanding for a period exceeding six months

Considered Good 522,799,489 660,123,457

Cnsidered doubtful 28,643,089 23,803,639

Less: Provision for bad & doubtful debts 28,643,089 23,803,638

522,799,489 660,123,458

Other debts-Considered Good 1,929,831,517 1,490,277,823

Total 2,452,631,006 2,150,401,280

Note No. 17 : Cash and Bank Balances

Cash & Cash Equivalents

Balances with banks

- in current accounts 145,133,665 139,666,938

Cash on hand 3,562,959 10,896,832

Others (stamps in hand) 0 5,705,800

Bank deposits with upto three months maturity 1,803,680,062 296,163,133

1,952,376,686 452,432,703

Other Bank Balances

Bank deposits with more than three months maturity

461,600,123 423,951,549

Balance in unpaid dividend accounts 6,343,830 7,120,338

Total 2,420,320,639 883,504,591

Deposits with banks include the following:

Deposits provided as collateral against credit facilities

406,213,719 286,115,259

( `)



31-Mar-15 31-Mar-14

Note No. 18 : Short Term Loans and advances


LOANS

To Subsidiaries 2,322,163,075 2,374,992,277

To Associates / JV Companies 49,157,830 962,057,652

To others 498,819,831 426,117,682

ADVANCES RECOVERABLE IN CASH OR KIND

From Subsidiaries 1,009,085 76,804,938

From Associates 2,837,856 195,100,000

From Others 3,421,886,328 3,452,467,163

ADVANCES

To employees 60,590,316 60,456,318

Prepaid Expenses 128,624,722 48,337,014

Balances with Excise Authorities 291,403,911 325,892,214

Advance Income Tax (Net of provision for tax) 513,064,950 417,851,637

MAT Credit Entitlement 233,121,689 233,121,689

Total 7,522,679,593 8,573,198,583

Note No. 19 : Other Current Assets

Interest accrued on:

Investments 0 108,658

Term deposits 29,313,348 148,749,465

Total 29,313,348 148,858,123

Note No. 20 : Revenue from Operations

Sale of Products

Finished Goods 60,128,202,136 34,937,402,966

Sale of Services

- Income from Job Work/ Other Services 102,851,047 83,470,368

A. Other Operating Income

Scrap Sales 123,950,615 93,684,292

60,355,003,799 35,114,557,627

Less : Inter Division Transfers 26,000,524,223 9,833,642,851

Total 34,354,479,576 25,280,914,775

Detail of Sale of Finished Goods

Sponge Iron 13,644,936,944 14,770,673,766

M.S/S.S Products 28,174,684,928 11,111,274,334

Structure 9,942,691,473 3,534,825,062

Ferro Alloys 2,625,621,505 1,155,362,741

Coal 1,524,528,846 1,336,893,878

Power 3,944,519,573 2,843,976,073

Others 498,020,531 361,551,773

Total 60,355,003,799 35,114,557,627

( `)



31-Mar-15 31-Mar-14

Note No. 21 : Other Income

Interest Income

From Long Term Investments 7,947,998 39,699

From Bank Deposits 261,633,905 203,600,669

Others 203,904,473 355,014,732

Dividend

Non Current Investments 504,930 2,007,981

Rent Received 18,704,733 13,897,559

Insurance Claim Received 923,630 326,196

Other Miscellaneous Income 70,424,648 121,025,228

Exchange fluctuation 163,859,335 139,264,154

Total 727,903,652 835,176,218

Note No. 22 : Cost of Materials Consumed

Inventories at the beginning of the Year 5,661,091,210 5,551,703,434

Add: Purchases (Net) 44,321,947,147 25,515,770,207

Less : Inventory at the end of Year 5,178,308,392 5,661,091,210

44,804,729,965 25,233,682,081


Total 23,647,732,427 17,401,434,122

Detail of Materials Consumed

Iron Ore 11,354,089,570 9,891,860,384

Coke & Coal 10,203,090,154 6,874,802,769

Magnese Ore & Hi Mn Slag 1,118,718,172 465,440,789

Billets 8,900,785,208 2,603,190,946

Pig Iron & Hot Metal 6,757,574,249 1,495,676,147

M.S. Scrap 415,382,355 108,564,015

Ferro Alloys 290,847,826 141,446,750

Sponge Iron 3,923,181,302 2,369,053,436

Others 1,841,061,128 1,283,646,846

Total 44,804,729,965 25,233,682,081

Note No. 23 : Changes in Inventories

A. Opening Stock As on 01.04.2014

Work-in-Process 32,423,067 31,154,701

Finished Goods 4,253,214,332 1,650,220,105

TOTAL (A) 4,285,637,399 1,681,374,806

B.Finished Goods Transferred from Trial Run 34,307,983 2,279,148,518

C.Finished Goods used in Trial Run / Fixed As-sets

51,003,383 2,462,447,668

D. Closing Stock As on 31.03.2015

Work-in-Process 64,701,104 32,423,067

Finished Goods 4,420,909,772 4,253,214,332

TOTAL (D) 4,485,610,876 4,285,637,399

( A+B-C-D) (216,668,877) (2,787,561,743)

( `)


Particulars Year Ended Year Ended

31-Mar-15 31-Mar-14

Detail of Finished Goods Inventory

Sponge Iron / Pig Iron 986,148,653 959,734,892

M.S/S.S Products 734,552,655 1,698,741,567

Structure 1,121,747,555 450,290,857

Si Manganese 105,875,865 56,820,876

Coal 246,036,545 106,393,013

Sinter 355,049,069 269,303,088

Other

Char 32,516,329 116,919,313

End Cutting/ Miss Rolls / Slag 838,307,646 594,104,159

Bricks 675,455 906,567

GRAND TOTAL 4,420,909,772 4,253,214,332

Note No. 24 : Employee Benefits Expense

Salaries and wages 1,774,411,797 1,197,949,519

Contribution to provident and other funds 111,408,145 91,215,614

Staff welfare expenses 55,433,090 43,069,519

Total 1,941,253,032 1,332,234,652

Note No. 25 : Finance Costs

Interest 6,040,311,793 2,391,960,608

Other Charges 488,427,544 1,865,406

Total 6,528,739,337 2,393,826,014

Note No. 26 : Other Expenses

MATERIAL, MANUFACTURING AND OTHERS

Stores and Spares Consumed 1,320,461,443 706,427,415

Power and Fuel 4,446,377,458 2,580,006,160

Excise Duty on Stocks (56,309,253) 4,257,010

Other Manufaturing Expenses 399,304,147 172,700,350

Less : Inter Division Transfers (3,688,380,175) (2,001,394,881)

2,421,453,620 1,461,996,055

ADMINISTRATION & OTHER EXPENSES

Printing and Stationery 6,040,798 6,567,986

Rent 1,587,100 862,057

Rates & Taxes 15,192,543 4,572,668

Vehicle Expenses 70,344,156 68,933,196

Communication Expenses 16,641,284 9,492,124

Travelling & Conveyance 69,818,746 32,544,748

Insurance Charges 88,829,382 47,524,793

Legal & Professional Charges 159,210,471 120,723,515

Directors Sitting Fees 367,000 274,000

Auditors’ Remuneration

- As Audit Fees 3,500,000 3,500,000

( `)


( `)

Particulars Year Ended Year Ended

31-Mar-15 31-Mar-14

- For Limited Review 300,000 300,000

- For Tax Matters 887,500 1,523,000

- For Certification & Other Matters 2,097,500 1,934,500

- Reimbursement of Expenses 239,555 275,786

Miscellaneous Expenses 66,440,873 114,235,416

CSR Expenses 40,856,383 0

Lease Rent & Hire Charges 4,754,591 8,420,992

Share Transfer Expenses 313,286 202,264

Internal Audit Fees & Expenses 4,949,665 4,239,810

Loss from Partnership Firm 308,405 976,426

Bank Charges 116,909,012 36,370,718

Security Service Charges 110,733,041 103,023,397

Provision For Doubtful Debts 4,839,446 4,182,539

Bad Debts written off 55,228,890 0

Loss on Sale of Fixed Assets 1,780,920 729,959

Distribution & Marketing Expenses 1,774,330,714 708,130,837

Loss on Sale of Investment 636,114 20,637,309

2,617,137,374 1,300,178,040

REPAIR & MAINTENANCE

Machinery 162,588,090 117,534,614

Building 14,093,065 19,421,788

Others 11,297,879 10,657,725

187,979,034 147,614,127

TOTAL 5,226,570,027 2,909,788,223


OTHER NOTES ON ACCOUNTS

As at 31.03.2015

As at 31.03.2014

27. CONTINGENT LIABILITIES

(excluding matters separately dealt with in other notes):

Claims against the Company not acknowledged as debt

- Excise / Service Tax Demands 3248.44 3044.70

- Sales Tax Demands 153.05 684.23

- Entry Tax Demands 105.46 311.04

- Income Tax Demands 11762.59 17783.35

- Provident fund Demands 6.43 -

- Demands for water charges by Water Resources Division. 1502.19 1284.94

- Electricity Duty on generation of power 14484.01 9277.18

- Cess on power generation 3602.06 3256.00

- Risk purchase claim of customers 3810.56 3505.90

- Other claims against the Company not acknowledged as debt. 14056.08 10326.82

- Arrears of 6.5% Redeemable Cumulative Preference Shares ( Dividend including taxes)

1364.93 -

(The above are basic amounts excluding interest, if any)

28. COMMITMENTS

a. Estimated amount of contracts remaining to be executed on Capital Ac-count and not provided for (Net of advances)

5239.05 15093.97

b. Letters of Credit opened in favour of inland/overseas suppliers (Net) 23141.59 16880.69

c. Towards new coal mine at Gare Palma IV/ 7 The company has issued a guarantee for equivalent amount in favour of nominated authority (Ministry of Coal)

32923.20 -

29. Salary includes following remuneration paid to Directors

Mr. Sandeep Jajodia (Managing Director)

- Salary 48,000,000 42,000,000

- Perquisites 6,437,308 5,150,312

Mr. C. P. Baid (Dy. Managing Director)

- Salary 12,025,040 16,447,796

- Perquisites 6,69,998 6,54,600

Mr. Nirmal Chand Jha (Director)

- Salary NIL 2,837,832

- Perquisites NIL 92,683

( ìn lacs)

( `)


As at 31.03.2015

As at 31.03.2014

30. Guarantees

a. Counter guarantees issued in respect of guaran-tees issued by company’s bankers

37865.06* 5617.31

b. Guarantees issued on behalf of limited compa-nies

37814.21 30002.85

* includes guarantee for `.32923.20 lacs issued to nominated authority (Ministry of Coal) for acquisition of new coal mine at Gare Palma IV/ 7.

31. Particulars % 2014-2015 % 2013-2014

Value of Imported & Indigenous Raw Material Consumed and the percentage of each to total consumption :-

- Imported 0.52 1,235.16 2.83 4923.12

- Indigenous 99.48 235242.16 97.17 169091.22

32. To comply with the guidance note on “Accounting Treatment of Excise Duty” issued by The Institute of Chartered Accountants of India, excise duty amounting to `. 2867 Lacs (Previous Year `. 3478 lacs) has been included in the value of inventories as on 31st March, 2015 and the corresponding amount of excise duty payable has been included in other liabilities. However, this has no impact on the Loss for the year.

33. Value of Imports on CIF basis:

34. a) In the opinion of the Management, the Current Assets, Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet except where stated otherwise.

b) No provision has been made for diminution in value of long term quoted investments as, in the opinion of the management, the diminution is temporary in nature.

35. Pre-operative Expenses capitalized as Capital Work in Progress during the year are as under:-

Amount brought forward 94495.83

Incurred During the Year

Interest & financial charges 22988.96

Salary, administrative & other expenses 8553.28

126038.07

Allocated to Fixed Assets during the year 120532.52

Amount carried over 5505.55

2014-2015 2013-2014

- Capital Goods including Spares etc. 4999.92 13669.87

- Raw Material etc. 1304.18 4509.93

( ìn lacs)

( ìn lacs)

( ìn lacs)

( ìn lacs)


CURRENT YEAR PREVIOUS YEAR

36. Expenditure in Foreign Currency

- Traveling /Others 244.14 377.20

- Financial Charges 10775.89 8777.23

37. Earning in Foreign Currency FOB Value of Exports (`. In Lacs) 21712.80 18535.66

38. Rupee equivalent of export obligation to be completed by 20th March, 2022 under EPCG Scheme as on 31st March, 2015 is `. 34,205.91 Lacs (Previous year ` 53,236.29 lacs).

39. Some of the balances of trade/other receivables/payables and loans and advances are subject to confirmation/reconciliation. Adjustments, if any will be accounted for on confirmation/reconciliation of the same, which in the opinion of the management will not have a material impact.

40. Dues to Small & Micro Enterprises #: 2014-15 2013-14

1. Principal amount outstanding 599.28 278.37

2. Interest due on (1) above and the unpaid interest 0.00 0.00

3. Interest paid on all delayed payments under MSMED Act 0.00 0.00

4. Payment made beyond the appointed date during the year 0.00 0.00

5. Interest due and payable for the period of delay other than (3) above 0.00 0.00

6. Interest accrued and remaining unpaid 0.00 0.00

7. Amount of further interest remaining due and payable in succeeding years 0.00 0.00

# The details of amounts outstanding to Micro & Small Enterprises under the Micro, Small and Medium Enterprises Development Act, 2006 are as per available information with the Company.

( ìn lacs)

( ìn lacs)


41. Employee Benefits : Gratuity & Leave Encashment

The following tables summarises the components of the net employee benefit expenses recognized in the Statement of Profit & Loss and amount recognized in the balance sheet for gratuity & leave encashment:

Reconciliation of opening and closing balances of the present value of the de-fined benefit obligation:

Gratuity For Year Ended Leave Encashment For Year Ended

31.3.2015 31.3.2014 31.3.2015 31.3.2014

Obligations at period beginning 1365 1267 563 492

Service Cost 169 161 131 218

Interest on Defined benefit obligation 127 105 51 39

Benefits settled -157 -40 -87 -146

Curtailment Cost / (Credit) 0 0 0 0

Actuarial (gain)/loss 349 -128 -126 -41

Obligations at period end 1853 1365 532 563

Change in plan assets

Plans assets at period beginning, at fair value 1193 1158 0 0

Expected return on plan assets 111 96 0 0

Actuarial gain/(loss) 19 -22 0 0

Assets distributed on settlements 0 0 0 0

Contributions 256 1 87 146

Benefits settled -157 -40 -87 -146

Plans assets at period end, at fair value 1422 1193 0 0

Reconciliation of present value of the obli-gation and the fair value of the plan assets:

Gratuity For Year Ended Leave Encashment For Year Ended

31.3.2015 31.3.2014 31.3.2015 31.3.2014

Closing PBO 1853 1365 532 563

Closing Fair value of plan assets 1422 1193 0 0

Closing Funded status -431 -172 -532 -563

Unrecognised actuarial (gains).losses 0 0 0 0

Unfunded net asset/(Liability) recognized in the balance sheet

-431 -172 -532 -563

( ìn lacs)

( ìn lacs)


Expenses recognized

Service cost 169 161 131 218

Interest cost 127 105 51 39

Expected return on plan assets -111 -96 0 0

Curtailment Cost / (Credit) 0 0 0 0

Actuarial (gain)/loss 330 -106 -126 -41

Net cost 515 64 56 217

Assumptions

Interest rate 7.94% 9.31% 7.80% 9.10%

Discount factor 7.94% 9.31% 7.80% 9.10%

Estimated rate of return on plan assets 7.94% 9.31% N.A. N.A.

Salary increase 5% 5% 5% 8%

Attrition rate 2% 2% 4% 4%

Retirement age 60 60 60 60

42. Tax Expense is the aggregate of current year income tax and deferred tax charged to the statement of Profit and Loss for the year.

a) Current Year Tax:

No Income Tax on normative basis or MAT u/s 115JB is payable during the year as per provisions of the Income Tax Act.

b) Deferred Tax :

The Company estimates the deferred tax charge using the applicable rate of taxation based on the impact of timing differences between financial statements and estimated taxable income for the current year.

As on 31st March, 2015, the deferred tax assets exceeded deferred tax liabilities. In view of there being no virtual certainty of availability of sufficient future taxable income against which the deferred tax assets (net) at the close of the year can be realized, deferred tax assets, have been recognized only to the extent of deferred tax liabilities.

Particulars Opening Balance as at 01.04.2014

Charge/ credit during the year

Closing as at 31.3.2015

Depreciation 27108.39 18967.50 46075.89

Adjustments u/s 43B -24.16 13.69 -10.47

Unabsorbed Depreciation -7,795.35 -38270.07 -46065.42

Net 19,288.88 -19288.88 0

43. Related Party Disclosures

In accordance with the Accounting Standard (AS-18) on related party disclosure, where control exists and where key management personnel are able to exercise significant influence and, where transactions have taken place during the year, alongwith description of relationship on identified, are given below:-

( ìn lacs)


A. Relationships

Key Managerial Personnel : Shri Sandeep Jajodia

(Chairman & Managing Director)

Shri C. P. Baid

(Dy. Managing Director)

Shri Nirmal Chand Jha (Director) upto FY 2013-14

Relative of Key Managerial Personnel : Shri Nikunj Jajodia

Enterprise where KMP /

Relative has significant influence : A.P. Coal Washeries Pvt Ltd

Tirumala Balaji Alloys Pvt. Ltd.

Subsidiaries : Monnet Global Ltd

Monnet Overseas Ltd

Monnet Daniel Coal Washeries Ltd.

Monnet Power Company Ltd.

Monnet Cement Ltd

Monnet Enterprises PTE LTD.

Chattel Constructions Private Limited

Chomal Exports Private Limited

Monnet Sports Foundation

Subsidiary of Subsidiaries : Pt Monnet Global

Monnet Enterprises DMCC

Pt. Sarwa Sembada Karya Bumi

Monnet Global Liberia Ltd

Monnet Global Guinea SAU

Monnet Global Mali S.A.

Monnet Global Colombia S.A.S

LLC Black Sea Natural Resources, Russia

LLC Black Sea Natural Resources, Abkhazia

Joint Ventures : MP Monnet Mining Company Ltd

Mandakini Coal Company Ltd

Urtan North Mining Company Ltd

Monnet Ecomaister Enviro Pvt Ltd.

Associates : Orissa Sponge Iron & Steel Ltd

Rameshwaram Steel & Power Pvt Ltd (upto 9.12.2014)

Partnership Firm : Khasjamda Mining Company


B. The following transactions were carried out with related parties in the ordinary course of business :-

Related Party Transactions

Key Management Personnel &

their Relatives

Subsidiaries Joint Ventures

Enterprises where KMP

or their relatives

hold significant influence

Associates & others

Paid for reimbursement of Expenses

Monnet Daniel Coal Washeries Ltd. - 464.34 - - -

- (3,122.35) - - -

Sale of goods / services / fixed assets

Monnet Power Company Ltd. - 314.95 - - -

- (870.63) - - -

Rameshwaram Steel & Power Pvt Ltd. - - - - 764.73

- - (1341.48)

Monnet Ecomaister Enviro Pvt. Ltd. - - 87.21 - -

- (1619.11)


- (0) - - -

Rent Received


- - (17.87) - -

Loan Given

Monnet Global Ltd. - 1801.76 - - -

- (1249.96) - - -


- (1894.01) - - -

Rameshwaram Steel & Power Pvt Ltd. - - - -

395.25

- - - -

(0.00)

Monnet Enterprises PTE LTD. - - - - -

- (0.54) - - -

Mandakini Coal Company Ltd - - 125.00 - -

- - (120.00) - -

Orissa Sponge Iron & Steel Ltd - - - - 219.65

- (1451.00)

Monnet Power Co. Ltd. - 3499.13 - - -

- (0.00) - - -

Loan Repaid


- (6250.00) - - -


- (0.00) - - -


- - - - (2522.92)

( ìn lacs)


Related Party Transactions

Key Management

Personnel & their Relatives

Subsidiaries Joint Ventures


or their relatives


Associates & others

Interest Received


- (897.89) - - -


- (1032.24) - - -


- (0.00) - - -


- - - - (1055.08)

Mandakini Coal Company Ltd - 20.38 -

- (0.16) - -

( ìn lacs)


- - - - (158.96)

Remuneration Paid

Mr. Sandeep Jajodia (Managing Direc-tor)

544.37 - - - -

(471.50) - - - -

Mr. C P Baid (Dy. Managing Director) 126.95 - - - -

(171.02) - - - -

Nikunj Jajodia 4.28 - - - -

- - - -

Investment / Purchase of shares

Monnet Overseas Ltd. - 135.98 - - -

- (131.32) - - -


- (10150.00) - - -

Urtan North Mining Company Limited - - 0.00 - -

- - (277.80) - -


- - (125.11) - -

Khasjamda Mining Company - - - - 2.00

- - - - (-)

Orissa Sponge Iron & Steel Ltd. - - - - 1951.00

- - - - (1698.00)


Related Party Transactions Key Management Personnel & their

Relatives Subsidiaries

Joint Ventures


or their relatives


Associates & others

Share Application Money Pending Allotment


- - - - (1951.00)

Purchase of raw material / stores/ fixed assets - - - -


- (4194.45) - - -


- (165.24) - - -


- - - - (201.21)

Tirumala Balaji Alloys P.Ltd - - - 170.83

-

- - - (67.33) -

Job Work Charges Paid - - - - -


- - - - (1950.36)

Dividend Received - - - - -

Tirumala Balaji Alloys Pvt. Ltd. - 2.80 - - -

- (-) - - -

Guarantees Issued on Behalf of Other Body Corporates

- - - - -

Mandakini Coal Co. Ltd. - - 8693.00 - -

- - (-) - -

Urtan North Mining Co.Ltd. - - 367.00 - -

- - (-) - -


- (-) - - -

Monnet Ecomaister Enviro Pvt.Ltd. - - 3717.89 - -

- - (-) - -

(Figures in brackets are for previous year)

( ìn lacs)


Outstanding Balance:-

Description Outstanding Balances

Debit / (Credit) Debit / (Credit)

31.3.2015 31.3.2014

Subsidiaries

Monnet Global Ltd. 19257.57 15692.91

Monnet Daniel Coal Washeries Pvt. Ltd. 956.01 8057.01

Monnet Power Company Ltd. 3001.58 792.09

Monnet Enterprises PTE Ltd. 5.97 5.73

Associates

Orissa Sponge Iron & Steel Ltd 228.10 1951.61

Rameshwaram Steel & Power Pvt Ltd (upto 09.12.2014) N.A. 8864.93

Joint Ventures

MP Monnet Mining Company Ltd 16.00 16.00

Mandakini Coal Company Ltd 263.48 120.14

Urtan North Mining Company Ltd. 8.78 0.00

Monnet Ecomaister Enviro Pvt. Ltd. 488.98 1,638.87

Enterprises where KMP hold significant influence

Tirumala Balaji Alloys Pvt. Ltd. 0.00 -17.29

44. Segment Reporting

As per Accounting Standards (AS) 17 on “Segment Reporting”, segment information has been provided in the Notes to Consolidated Financial Statements.

45. Interest in joint ventures

The Company has a 33.33% interest in the assets, liabilities, income and expenses of Mandakini Coal Company Limited & Urtan North Mining Company Limited. It also has a 49% interest in the assets, liabilities, income and expenses of MP Monnet Mining Company Limited and 50% interest in the assets, liabilities, income and expenses of M/s. Monnet Ecomaister Enviro Pvt Ltd. All these Companies are incorporated in India, and involved in setting up and operation of coal mines except for M/s. Monnet Ecomaister Enviro Pvt Ltd which is setting up a plant for manufacturing of PS Balls from slag generated from steel plant.

The Company’s share of the assets, liabilities, income and expenses of the jointly controlled entities as at 31.3.2015 are as follows:

Particulars MP Monnet Mining Co. Ltd

Mandakini Coal Co. Ltd

Urtan North Mining Co. Ltd

MONNET ECOMAISTER

ENVIRO PVT LTD.

` in Lacs ` in Lacs ` in Lacs ` in Lacs

31.3.15 31.3.14 31.3.15 31.3.14 31.3.15 31.3.14 31.3.15 31.03.14

I Assets

Fixed Assets/ Capital work in progress 87.04 87.06 2655.25 1852.76 410.82 409.20 3,803.54 2986.91

Non-Current Investments 0 0 0 0 0 0 0 0

Inventories 0 0 0 0 0 0 21.30 0

Sundry Debtors 0 0 0 0 0 0 0 0

Cash and bank balances 0.96 1.21 12.09 100.62 171.45 167.67 311.17 1164.75

Loans and advances 0 0.07 6,332.60 6335.39 2.56 3.02 251.13 201.06

( ìn lacs)


II Liabilities

Secured Loans 0 0 0 0 0 0 1,479.65 1775.95

Long Term Provisions 0 0 2.83 4.81 0 0 0 0

Unsecured Loans 7.84 7.84 366.03 120.00 0 0 0 0

Current liabilities and provisions 0.13 0.19 4,788.49 4314.44 0.90 4.51 1,478.51 1145.64

III Income

Operating Revenue 0 0 0 0 0 0 1.36 0

Other Income 0.04 0.07 0.77 0.39 0 0 34.05 8.64

IV Expenses

Expenses 0.25 0.53 7.75 10.96 0 0 37.36 3.12

46. a) Terms and conditions of issue and redemption of Debentures are as under:

No of Debenture

Rate Amount( ìn lacs)

Date of commencement of redemption

Non Convertible Debentures

1000 11.00% 10000.00 Issued on 18th January, 2013. Redeemable at par at the end of 7th, 8th, 9th and 10th Year.

250 11.50% 2500.00 Issued on 28th March, 2013. Redeemable at par on 28th March, 2020.

800 10.50% 8000.00 Issued on 30th January, 2010. Redeemable at par on 30th January 2020.

1000 10.50% 10000.00 Issued on 24th December, 2009. Redeemable at par on 24th December, 2019.

150 11.25% 1500.00 Issued on 28th June, 2013. Redeemable at par on 28th June, 2018.

500 11.25% 5000.00 Issued on 30th May, 2013. Redeemable at par on 30th May, 2018.


1500 11.25% 15000.00 Issued on 20th February, 2013. Redeemable at par on 20th February, 2018.

1200 12.50% 12000.00 Issued on 4th November, 2008. Redeemable at par in the ratio of 35:35:30 at the end of 8th, 9th and 10th Year.

2500 14.50% 25000.00 Issued on 31st March, 2014. Redeemable at par in 8 installments payable every 6 months starting from 30th September, 2015.

b) Terms and conditions of issue and redemption of Preference shares are as under:

No of Shares Rate Amount( ìn lacs)


17500000 6.50% 17500.00 Issued on 30th March, 2013. Redeemable at par after 9 years.

Due to loss in the current year, no dividend has been declared on preference shares.

47. The Hon’ble Supreme Court of India by its Order dated 24th September, 2014 has cancelled a number of coal blocks allocated to various entities which includes one operational mine and five under development mines allotted to the Company or its joint venture companies.

a) It further directed the Company to pay an additional levy of `295 per MT on coal extracted from its operational mine at Gare Palma from date of operation till date. The Company has paid such levy on coal extracted during the period 2004 to 30th September,2014 and duly provided for the balance amount for period ended 31st March 2015, aggregating to ` 252.91 crores. The said amount has been charged to statement of profit and loss and is shown as an exceptional item in the statement of profit & loss.

b) The Ministry of Law and Justice (Legislative Department), Government of India, has promulgated an Ordinance on October 21, 2014 for implementing the order of Hon’ble Supreme Court and fixation of compensation etc.

i. The Company’s WDV of mining assets at Gare Palma including land, infrastructure and machinery amounted to ` 122.04 crores as on 31.3.2015 (Moveable assets `54.78 lacs and Immoveable assets `67.26 lacs). Against


the immoveable assets, a compensation of `31.12 crores has been determined which is being contested by the Company in court. In view of management’s perception of having favourable decision in the matter, no provision has been made for impairment of such assets.

ii. The Company had also invested directly or through Joint Ventures in the following coal blocks which have been cancelled pursuant to the court order as mentioned hereinabove:

( ìn Crore)

Name of Coal Block

Mode of Investment

% Equity stake

Expenditureon Fixed Assets

Investment in shares

other current & non current assets

Rajgamar Direct 13.81 - -

Utkal B-2 Direct 32.37 - -

Mandakini Mandakini coal Company Ltd.

(JV)

33.33% - 39.30 2.63

Morga-3 MP Monnet Min-ing Company Ltd

(JV)

49.00% - 0.98 5.46

Urtan North Urtan North Mining Company

Ltd (JV)

33.33% - 5.75 0.09

No adjustment has been made against impairment of assets since the final compensation amount is not yet ascertained / under litigation.

48. Corporate Social Responsibility Expenses (CSR)

As per Section 135 of the Companies Act, 2013, the Company is required to spend, in every financial year, at least two per cent of the average net profits of the Company made during the three immediately preceding financial years in accordance with its CSR Policy. The amount of two percent of average net profits comes out to `404 lacs for the year 2014-15. The Company has spent an amount of `408.56 lacs during the year on CSR as detailed below.

Particulars Amount( ìn lacs)

Education 184.73

Sustainable Livelihoods 2.00

Healthcare 16.81

Sports 12.42

Environment 14.04

Contribution to Monnet Foundation, an entity formed for the purpose of carrying out CSR activities in line with the Monnet’s CSR policy

177.55

Others 1.01

Total 408.56

49. Depreciation and Amortization on tangible and intangible fixed assets: the Company was hitherto charging depreciation on Straight Line Method at the rates provided in Schedule XIV of the Companies Act, 1956. In the current year, the Company has reassessed the useful life of assets, and adopted the useful life as provided in Schedule II of the Companies Act, 2013 except in the following cases:

Particulars Cost Block ( Ìn Crores) Useful life for Depreciation

Plant & machinery at SMS division 1240.65 Useful life of 20 years taken on the basis of technical evaluation

Rolls and Reals in rolling mill and bar mill 4.84 Useful life of 5 years taken on the basis of internal evaluation

Leasehold land and improvement to leasehold premises

58.47 Useful life taken as per lease term


Consequent to change of useful life as above, an amount of `2608.75 lacs representing WDV of those assets whose useful life had already expired as on 1st April, 2014 has been adjusted against the general reserve.

Had there been no change, depreciation charge for the year would have been higher by ` 439.30 lacs and profit for the year would have been lower by `439.30 lacs.

50. Earning Per Share (EPS)–The numerators and denominators used to calculate Basic and Diluted Earning per share:

Basic Earning Per Share

Year Ended on 31.3.2015


Profit for the Year ( ` In Lacs) -79587.04 6663.15

Less : Preference Dividend including Tax 0.00 1330.82

Less : Undeclared Preference Dividend including tax 1364.93 0.00

Profit attributable to the Equity Shareholders –( ` in Lacs) (A)

-80951.97 5332.33

Basic Weighed average number of Equity Shares outstanding during the year (B) 65,825,681 64,609,440

Nominal value of Equity Shares ( `) 10.00 10.00

Basic Earning per share ( `)- (A)/(B) -122.98 8.25

Diluted Earning Per Share

Profit attributable to the Equity Shareholders – as above ( ` in Lacs) -80951.97 5332.33

Interest Paid on Potential Equity Shares net of tax impact ( ` In Lacs)0 0

Profit considered for Diluted E.P.S. (C) -80951.97 5332.33

Basic Weighed average number of Equity Shares outstanding during the year as above 65,825,681 64,609,440

Weighted Average Potential Equity Shares for the Year 0 1,216,241

Total weighted average shares considered for Diluted E.P.S. (D) 65,825,681 65,825,681

Nominal value of Equity Shares ( `) 10.00 10.00

Diluted Earning per share ( `)- (C)/(D) -122.98 8.10

51. Previous year figures have been regrouped or recasted wherever necessary.



requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding Company’s preparation of the consolidated financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on whether the Holding Company has an adequate internal financial controls system over financial reporting in place and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Holding Company’s Board of Directors, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India :-

(i) in case of the balance sheet, of the consolidated state of affairs of the Group and its jointly controlled entities as at 31 March 2015;

(ii) in case of the statement of profit and loss, of the consolidated loss for the year ended on that date;

and

(iii) in case of the cash flow statement, of the consolidated cash flows for the year ended on that date.

Emphasis of Matter

We draw attention to the following matters in the Notes to the consolidated financial statements:

a) Note No. 45 regarding cancellation of coal blocks and impact thereof in the financial statements.

b) Note No 28 (d) (iii) (b) in respect of settlement of dues payable to Punjab State Power Corporation Limited.

Our opinion is not modified in respect of these matters.

Other Matters

We did not audit the financial statements / financial

TO THE MEMBERS OF MONNET ISPAT & ENERGY LIMITED

Report on the Consolidated Financial Statements

We have audited the accompanying consolidated financial statements of MONNET ISPAT & ENERGY LIMITED (hereinafter referred to as “the Holding Company”) and its subsidiaries (the Holding Company and its subsidiaries together referred to as “the Group”) and its jointly controlled entities and associates, comprising of the Consolidated Balance Sheet as at 31st March, 2015, the Consolidated Statement of Profit and Loss, the Consolidated Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “the consolidated financial statements”).

Management’s Responsibility for the Consolidated Financial Statements

The Holding Company’s Board of Directors is responsible for the preparation of these consolidated financial statements in terms of the requirements of the Companies Act, 2013 (hereinafter referred to as “the Act”) that give a true and fair view of the consolidated financial position, consolidated financial performance and consolidated cash flows of the Group including its Jointly controlled entities in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. The respective Board of Directors of the companies included in the Group and of its jointly controlled entities are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid.

Auditors’ Responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit. While conducting the audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical

INDEPENDENT AUDITOR’S REPORT


information of the following subsidiary companies, jointly controlled entities and associates whose financial statements / financial information reflect the details given below of assets as at 31st March 2015, total revenues and net cash flows for the year ended on that date to the extent to which they are reflected in the Consolidated Financial Statements:

These financial statements / financial information are unaudited and have been furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiary companies and jointly controlled entities, and our report in terms of sub-section (3) of Section 143 of the Act in so far as it relates to the aforesaid entities, is based solely on such unaudited financial statements / financial information.

Our opinion on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on the financial statements / financial information certified by the Management.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, we report, to the extent applicable, that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.

Name of the Companies Assets Total Reve-nues

Net Cash

Flows

Subsidiary Companies

1) Monnet Global Ltd 38888.93 71.40 -31.76

2) Monnet Overseas Ltd 115.63 - -2.36

3) Monnet Enterprises PTE Ltd 1712.92 - 1.24

4) Chomal Exports Pri-vate Limited 32.44 1.13 -10.64

Joint Ventures:

1) MP Monnet Mining Company Ltd 88.00 - -0.25

2) Mandakini Coal Com-pany Ltd 8999.95 0.77 -88.53

3) Urtan North Mining Company Ltd 584.84 - 3.78

4) Monnet Ecomaister Enviro Pvt Ltd 4387.14 35.41 -853.58

Total 54809.85 108.71 -982.10

(` in lacs)

b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books.

c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, and the Consolidated Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements.

d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) On the basis of the written representations received from the directors of the Company as on 31st March, 2015 taken on record by the Board of Directors of the Company none of the directors of the Group companies, and its jointly controlled companies incorporated in India is disqualified as on 31st March, 2015 from being appointed as a director in terms of Section 164 (2) of the Act.

f) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The consolidated financial statements disclose the impact of pending litigations on the consolidated financial position of the Group and its jointly controlled entities. Refer Note 29 to the consolidated financial statements.

ii. Provision has been made in the consolidated financial statements, as required under the applicable law or accounting standards, for material foreseeable losses, on long-term contracts including derivative contracts.

iii. The holding company, its subsidiary and jointly controlled companies incorporated in India have deposited the amounts, required to be transferred, to the Investor Education and Protection Fund. However there was some delay in transferring the amounts to the fund.

For O P BAGLA & CO.Chartered Accountants

Firm Regn. No. 000018N

(ATUL BAGLA)PARTNER

M. No. 091885



(`)

CONSOLIDATED BALANCE SHEET AS AT 31st MARCH, 2015

Particulars Note As at As at

31.03.2015 31.03.2014

EQUITY AND LIABILITIES

Shareholders’ fundsShare capital 2 2,408,429,224 2,408,429,224 Reserves and surplus 3 18,257,020,190 27,108,832,980

20,665,449,414 29,517,262,204 Share Application Money Pending Allotment 0 22,218 Minority Interest 1,297,951,239 1,411,768,999 Non-current liabilities

Long-term borrowings 4 93,934,293,166 92,111,637,884 Deferred Tax liabilities (Net) 5 2,372 1,946,006,831 Long-term provisions 6 823,112,719 87,184,704

94,757,408,257 94,144,829,420 Current liabilities

Short-term Borrowings 7 16,820,301,575 9,965,983,162 Trade payables 8 4,276,382,113 2,414,649,205 Other current liabilities 9 27,033,484,523 16,811,929,930 Short-term provisions 10 13,088,251 210,826,688

48,143,256,462 29,403,388,985 TOTAL 164,864,065,372 154,477,271,826

ASSETSNon-current assets

Fixed assetsTangible assets 11 71,046,631,888 45,101,927,751 Intangible assets 12 4,159,366,719 4,078,747,324 Capital work-in-progress 56,705,111,382 67,832,840,027 Intangible assets under Development 125,759,315 102,663,504 Non-current investments 13 942,610,799 1,013,865,451 Long-term loans and advances 14 7,340,885,653 11,004,272,224 Other Non-current Assets 15 1,033,219,870 1,109,616,527

141,353,585,626 130,243,932,808 Current assets

Inventories 16 10,400,119,058 10,740,504,033 Trade receivables 17 4,470,960,799 4,187,690,545 Cash and bank balances 18 2,661,914,369 1,268,291,393 Short-term loans and advances 19 5,935,007,783 7,879,778,607 Other current assets 20 42,477,738 157,074,440

23,510,479,745 24,233,339,019 TOTAL 164,864,065,372 154,477,271,826

Significant Accounting Policies 1 The accompanying notes form an integral part of these financial statements.




CONSOLIDATED STATEMENT OF PROFIT & LOSS FOR THEYEAR ENDED 31st MARCH, 2015

Particulars YEAR ENDED YEAR ENDED

Note 31.03.2015 31.03.2014

Revenue:

Revenue from operations 21 34,919,780,467 25,528,551,343

Less:Excise Duty 2,498,300,104 2,507,816,517

32,421,480,363 23,020,734,826

Other income 22 646,695,426 761,239,691

Total Revenue 33,068,175,789 23,781,974,517

Expenses:

Cost of Materials Consumed 23 23,577,816,053 16,784,388,714

Changes in inventories 24 (221,793,283) (2,586,851,095)

Employee benefits expense 25 2,063,195,863 1,434,603,555

Finance costs 26 6,704,570,754 2,494,755,891

Depreciation and amortization expense 11 & 12 2,884,144,776 1,437,722,055

Other Expenses 27 6,132,982,751 3,519,583,726

Prior Period Adjustments 30,000,154 0

Total Expenses 41,170,917,067 23,084,202,847

Profit / (Loss) before Tax (8,102,741,278) 697,771,670

Exceptional items

Additional Levy on Coal { Refer Note No 45(a) } 2,529,066,059 0

Provision for impairment of non current assets 142,260 0

Profit / (Loss) before Tax (10,631,949,596) 697,771,670

Tax expense:

Current Tax

Current year 5,682,477 227,252,144

Earlier years 1,505,723 1,164,405

Deferred Tax

Current year (1,946,004,459) 267,854,907

Add : MAT Credit Entitlement utilised / claimed 0 (171,659,432)

Profit / (Loss) for the year (before adjustment for Minority Interest)

(8,693,133,338) 373,159,646

Less : Share Of Profit Transferred To Minority 123,821,300 (2,800,701)

Profit / (Loss) after Tax (after adjustment for Minority Inter-est)

(8,569,312,037) 370,358,945

Earnings per equity share (Par value of `10/- each)

Basic (132.26) 3.67

Diluted (132.26) 3.60


The accompanying notes form an integral part of these financial statements.


(`)



(`)CONSOLIDATED CASH FLOW STATEMENT

for year ended 31.03.2015

Particulars 31-Mar-15 31-Mar-14A. Cash Flow from Operating Activities

Net Profit before tax and extra ordinary items (10,631,949,596) 697,771,670

Adustment for :

Depreciation & amotization 2,884,144,776 1,437,722,055

Unrealised loss in associates 116,382,750 145,206,345.61

(Profit)/ Loss on Sale of Fixed Assets 2,079,219 729,959.00

(Profit)/ Loss on Sale of Investments 636,114 20,637,308.82

Interest Income (380,649,895) (413,622,401)

Interest & other financial charges 6,191,588,779 2,492,890,485

Dividend Income (4,535,647) (6,770,185)

8,809,646,094 3,676,793,568

Operating Profit before Working Capital Facilities (1,822,303,502) 4,374,565,238

Adjustment for :

Trade & Other Receivable 5,603,522,788 (4,239,870,060)

Inventories 340,384,975 (2,529,936,389)

Trade Payable 12,832,302,568 3,509,840,244

18,776,210,332 (3,259,966,205)

Cash generated from operation 16,953,906,830 1,114,599,033

Tax Paid (133,530,059) (409,283,602)

Dividend Paid (210,826,688) (112,575,279)

(344,356,747) (521,858,881)

Net Cash Flow from operating activities 16,609,550,083 592,740,152

B. Cash Flow From Investing activitiesPurchase of fixed assets (including transfer from CWIP) (28,934,855,401) (32,048,804,511)

Sale of Fixed Assets 23,307,872 3,178,833

CWIP 11,127,728,644 4,087,986,535

Intangible assets under development (23,095,811) (102,663,504.00)

Purchase of Investments (Net) (45,764,211) 149,084,448

Buyback of Shares 0 0

Interest Income 380,649,895 413,622,401

Dividend Income 4,535,647 6,770,185

(17,467,493,365) (27,490,825,614)

Net Cash used in investing activities (17,467,493,365) (27,490,825,614)

C. Cash Flow from Financing ActivitiesProceed from Share Warrants / changes in Application Money (Net) (22,218) (4,927,146)

Interest & other financial charges (6,191,588,779) (2,492,890,485)

Proceed from Share Premium and changes in Other Reserves (282,499,554) 635,729,776

Proceeds from Minority Interest 10,003,540 2,255,946

Proceeds from borrowings 8,676,973,696 21,877,153,870

Net Cash used in financing activities 2,212,866,686 20,017,321,961

Net Increase/ (Decrease) in Cash and Cash Equivalents 1,354,923,404 (6,880,763,501)

Cash & Cash equivalent Opening 678,113,120 7,558,876,620

Cash & Cash equivalent Closing 2,033,036,523 678,113,120

NOTES:-1 The above Cash Flow statement has been prepared pursuant to clause No 32 of the listing Agreement with Stock Exchanges and under the indirect method set out in AS-3 issued by the Institute of Chartered Accountants of India.2 Figures in brackets indicate cash outflow.3 Significant Accounting Policies and Notes on Accounts form an integral part of Cash Flow Statement.4 Previous year figures have been regrouped/reclassified to confirm to current year’s classification.


For O.P. BAGLA & CO. For and on the behalf of Board Chartered Accountants Sandeep Jajodia C. P. Baid Chairman & Managing Director Dy. Managing Director(Atul Bagla) DIN: 00082869 DIN: 00466414Partner M. No. 091885 Raj Kumar Ralhan J. P. Lath Firm Regn. No. 000018N Chief Financial Officer Director DIN : 00380076Place : New DelhiDated : 29-05-2015

N. K. Maheshwari Chief Accounts Officer

Hardeep SinghCompany Secretary M. No. FCS-4967


Notes on Account

1. SIGNIFICANT ACCOUNTING POLICIES

I. Principles of Consolidation

The consolidated financial statements of Monnet Ispat & Energy Ltd (“The Company”) and its subsidiaries, associates and joint ventures have been prepared on the following basis:-

a) The financial statements of the Company and its subsidiary companies have been consolidated on a line-by-line basis by adding together with the book value of like items of assets, liabilities, income and expenses and after fully eliminating the intra group balances and intra group transactions in accordance with Accounting Standard (AS) 21- “Consolidated Financial Statements” issued by the Institute of Chartered Accountants of India.

b) Interest in Joint Ventures have been accounted by using the proportionate consolidation method as per Accounting Standard (AS) – 27 – “Financial Reporting of Interest in Joint Ventures”.

c) In respect of foreign subsidiaries, being non- integral foreign operations, revenue items are consolidated at the average rate prevailing during the year. All assets and liabilities are converted at rates prevailing at the year end. Any exchange difference arising on consolidation is recognized in the Exchange Fluctuation Reserve.

d) The difference between the costs of investment in the subsidiaries, over the net assets at the time of acquisition of shares in the subsidiaries is recognized in the financial statements as Goodwill or Capital Reserve as the case may be.

e) Minority Interest’s share of net profit of consolidated subsidiaries for the year is identified and adjusted against the income of the group in order to arrive at

the net income attributable to shareholders of the company.

f) Minority Interest’s share of net assets of consolidated subsidiaries is identified and presented in the consolidated balance sheet separate from liabilities and the equity of the Company’s shareholders.

g) Investment in Associate Companies has been accounted under the equity method as per Accounting Standard (AS) – 23 – “Accounting for Investments in Associates in Consolidated Financial Statements”.

h) The Company accounts for its share in change in net assets of the associates, post-acquisition, after eliminating unrealised profits and losses resulting from transactions between the Company and its associates to the extent of its share, through its Statement of Profit and Loss to the extent such change is attributable to the associates’. Profit or Loss through its reserves for the balance, based on available information.

i) The difference between the cost of investment in the associates and the share of net assets at the time of acquisition of shares in the associates is identified in the financial statements as Goodwill or Capital Reserve as the case may be.

j) As far as possible, the consolidated financial statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances and are presented in the same manner as the Company’s separate financial statements.

II. Investment other than in subsidiaries, joint ventures and associates have been accounted as per Accounting Standard (AS) 13 on “Accounting for Investments”.

III. Other Significant Accounting Policies

These are set out under “Significant Accounting Policies” as given in the Standalone Financial Statements of Monnet Ispat & Energy Limited.



31.03.2015 31.03.2014

Note No. 2 : Share Capital

AUTHORISED

Equity Shares

8,20,00,000 shares of par value of `10/- each (Previous 820,000,000 820,000,000

year 8,20,00,000 shares of par value of `10/- each)

Preference Shares

1,85,00,000 shares of par value of ` 100/- each 1,850,000,000 1,850,000,000

(Previous year 1,85,00,000 shares of par value of `100/- each)

2,670,000,000 2,670,000,000

ISSUED, SUBSCRIBED AND FULLY PAID-UP

Equity Shares

6,58,25,681 shares of par value of ` 10/- each

(Previous year 6,58,25,681 shares of par value of ` 10/- each) 658,256,810 658,256,810

Add : Shares Forfeited (Amount Originally Paid up) 172,414 172,414

Preference Shares

1,75,00,000 6.5% Cumulative Non Convertible Redeemable 1,750,000,000 1,750,000,000

Preference Shares of par value of ` 100/- each

Total 2,408,429,224 2,408,429,224

a) Reconciliation of shares outstanding at the beginning and at the end of the reporting period is given below:

PARTICULARS AS AT 31.3.2015

AS AT 31.3.2014

Equity Shares

Number of shares outstanding as at the beginning of the year 65,825,681 63,731,681

Shares issued during the year* 0 2,094,000

Number of shares outstanding as at the closing of the year 65,825,681 65,825,681

Preference Shares

Number of shares outstanding as at the beginning of the year 17,500,000 17,500,000

Shares allotted during the year 0 0

Number of shares outstanding as at the closing of the year 17,500,000 17,500,000

b) (i) The holders of the equity shares are entitled to receive dividends as declared from time to time, and are entitled to

voting rights proportionate to their share holding at the meetings of shareholders.(ii) Non Convertible Preference Shares : ‘The holders of preference shares are entitled to preferential dividends from the

date of allotment.Such shares shall rank for capital and dividend and for repayment of capital in a winding up, in priority to the ordinary shares of the Company. The holders of such shares shall have the right to receive notice of general meetings of the Company but shall not confer on the holders thereof, the right to vote at any meetings of the Company, save to the extent and in the manner provided in the Companies Act.

c) Following share holders held more than 5% shares in the company as at the end of the year:

(`)

(`)


Name of Shareholder % of Sharehold-ing 31.3.2015

% of Sharehold-ing 31.3.2014

Equity Shares

Udhyam Merchandise Pvt Ltd 38.17 38.17

Vistabrook Limited 0 7.73

Blackstone GPV Capital Partners Mauritius 6.94 6.94

Deutsche Securities Mauritius Ltd. 7.62 7.72

NON CONVERTIBLE PREFERENCE SHARES

Monnet Industries Ltd 100.00 100.00

Name of Shareholder No. of Shares 31.3.2015

No. of Shares 31.3.2014

Equity Shares

Udhyam Merchandise Pvt Ltd 25,123,675 25,123,675

Vistabrook Limited 0 5,088,325

Blackstone GPV Capital Partners Mauritius 4,567,647 4,567,647

Deutsche Securities Mauritius Ltd. 5,018,300 5,081,743

NON CONVERTIBLE PREFERENCE SHARES

Monnet Industries Ltd 17,500,000 17,500,000

d) The company has issued the following shares for a consideration other than cash or bonus shares during the imme-diately preceding 5 years:

47,22,539 equity shares of ̀ 10 each were allotted as fully paid up for consideration other than cash pursuant to scheme of amalgamation of M/s.Mounteverest Trading & Investment Limited with the Company as per order dated 19.11.2010 passed by Honourable High Court of Chattisgarh.

e) The Company has bought back 1894385 equity shares during the last five years.f) Non Convertible Preference shares were issued on 30th March,2013 for the period of 9 years with periodical put and

call options.



31.03.2015 31.03.2014

Note No. 3 : Reserves and Surplus

Capital Reserve


Add : Transferred on Forfeiture of Warrants 0 0

Securities Premium Account


Less: Transferred on account of further acquisition of subsidiary (127,200,644) 0

Add: Addition During The Year 125,399,839 353,222,306

9,173,904,476 9,175,705,280

Debenture Redemption Reserve


Capital Redemption Reserve


Transferred from General Reserve 0 0

18,923,850 18,923,850

Capital Reconstruction Reserve 196,801,760 196,801,760

Foreign Exchange Translation Reserve (Net)

As per last Balance Sheet (2,687,583) (227,694,305)

Add: Exchange translation adjustment (18,309,434) 225,006,722

(20,997,017) (2,687,583)

Amalgamation Reserve


Revaluation Reserve

As per last Balance Sheet 410,723,054 0

Add : Proportionate share in Associate 0 410,723,054

General Reserve


Add : Transfer from Surplus 0 66,600,000

Less: Amount Withdrawn From Reserve( Refer Note- 47) (262,389,316) 0

1,639,222,970 1,901,612,286

Surplus

As per last balance sheet 13,736,884,188 13,390,896,886

Add: Profit for the year from Statement of Profit & Loss (8,569,312,037) 370,358,945

Add: Adjustment on cessation of control in subsidiary 0 252,324,087

Less: Transfer to general reserve 0 (66,600,000)

Proposed dividend on equity shares 0 (65,825,681)

Proposed dividend on preference shares (1,000) (113,751,000)

Tax on proposed dividend (199) (30,519,049)

5,167,570,951 13,736,884,188

Total 18,257,020,190 27,108,832,980

(`)



31.03.2015 31.03.2014

Note No. 4 : Long-Term Borrowings

Bonds/Debentures

Secured

Non-Convertible Redeemable Debentures redeemable at par. 8,155,000,000 9,203,611,498

(For Coupon rate, Terms of Redemption / Conversion, refer note 44)

Term Loans

Secured

Foreign currency loans from banks 22,025,156,601 22,697,735,265

Rupee loans (including equity mezannine loan) from banks 62,804,683,089 59,262,733,231

Rupee loans from Non Banking Finance Companies 920,715,787 947,557,890

Hire Puchase loans from banks 4,134,688 0

Unsecured

From Related parties 24,603,000 0

Total 93,934,293,166 92,111,637,883

1 Term Loans, External Commercial Borrowings (ECB) and Non Convertible Debentures (NCD) from financial institu-tions / Banks, are secured by first charge on all immovable and movable assets (present & future) of the company (subject to prior charges on movables in favour of working capital banks) ranking pari - passu with the charges creat-ed in favour of participating financial institutions. Some of the loans / facilities are also guaranteed by the Managing Director of the company.

2 The repayment terms and rate of interest of term loans are as under:

RUPEE LOANS

a) Rupee Term Loan for Steel, Other Projects& for Other Requirements :- The Company has an outstanding balance of Rs 3123.14 crores of Rupee term loan with interest band of 1.50% to 2.50% plus base rate. These loans are repayable in quarterly installments commencing from FY 2013-14 & ending in 2027.

b) Rupee Term Loan for Power Division :- The Company has an outstanding balance of Rs 33.05 crores of Rupee term loan with interest band of 11.75% to 12.95% repayable by FY 2015-2016.

c) Rupee Term Loan for Washery Project :- The Company has an outstanding balance of Rs 388.84 crores of Rupee term loan with interest of 12.50% repayable by FY 2022-2023.

d) Other Term Loan of ` 203.77 crores is repayable from Sept 2013 to March 2018 with interest band of 2.50% plus Base rate. The same carry residual charge on the fixed assets of the company.

e) Rupee Mezzanine Terms loans from Banks and Financial institutions in MPCL for `289.67 crores are: a) secured by second charge in favour of Security Trustee M/s IL & FS Trust Company Ltd on behalf of all the mezzanine lenders. The loans are further secured with the English Mortgage & assignment of Project Rights and also secured inter-alia on second charge basis by mortgage of deposit of original title deed of land of the company and; b) subordinate debts and are classified by the lenders in the nature of quasi-equity towards part financing of equity capital for the 1050 MW power project of the company. The loan though classified as non current liability in the financial statements, it is con-sidered as part of equity capital by the management. The loans are obtained at a rate of interest 2% over and above the rate of senior debt. c) The loans have been restructured during the year and according to revised terms the same continue to be repayable in equal quarterly installments as per the terms of the revised agreements over a period of 12.5 years after a revised moratorium period of 1.5 years from the scheduled commencement of the project.

f) Other rupee Terms loans from Banks and Financial institutions in MPCL for `3239.91 crores are: a) secured by first charge in favour of Security Trustees M/s IDFC Ltd on behalf of all the lenders. The loans are secured with the English Mortgage & assignment of Project Rights and also secured inter-alia on first charge basis by mortgage of deposit of original title deed of land of the company.The term loans are further secured by pledge of share of the company held by the holding company to the extent of 60%; b) The loans have been restructured during the year and according to revised terms the same continue to be repayable in equal quarterly installments as per the terms of the revised agree-ments over a period of 12.5 years after a revised moratorium period of 1.5 years from the scheduled commencement of the project.c)The interest rates of banks are guided by terms and conditions of respective banks and as per the Common Rupee Loan Agreement (CLRA) signed with the banks. The rate of interest of all the consortium bankers are linked to their respective base rates and were aligned at 13.03% at the time of signing of Debt Restructuring Agreement(DRA)

(`)


g) Rupee Terms loans from Banks in Monnet Daniels Coal Washeries Limited for `81.23 crores is: a) Exclusive charge over present and future current and fixed assets of the Borrower & Letter of comfort(without BR) from Monnet Ispat & Energy Limited.The term loans are further secured by pledge of shares by Monnet Ispat & Energy Limited represent-ing 30% paid up share capital of the borrower and Non disposal undertaking for the balance shares held by Monnet Ispat & Energy Limited of the Borrower and personal gaurantee of one of the directors.b) The loans are repayable in 14 equal half yearly instalments after moratorium period of 36 month from the date of first disbursement.c)Effective interest rate is 10.75% PA

h) Hire Purchase Loans are Secured by Charge on Respective Vehicles Finance . These are repayble in 36 To 60 Month-ly installments and carry interest rate of 10.25 To 11.25 %

FOREIGN CURRENCY LOAN

i) Foreign Currency Term Loan $ 266.80 Million : the loans are repayable in installments from FY 14-15 to FY 19-20 and carries interest rate of LIBOR plus 4.25 to 4.6%.

j) The external commercial borrowings $90 millioin- Monnet Power Co. Ltd : carried rate of interest of 6 month LIBOR plus spread of 450 to 500 bsp on 360 days basis. The loans are repayable in 10 semi-annual unequal installments after a moratorium period of three/four years from the scheduled COD.

k) Foreign Currency Term Loan $40 million - Monnet Global : the loan is repayable in FY 14-15 and FY 15-16 and carries interest rate of LIBOR plus 3.5%.

l) Foreign Currency Term Loan - Monnet Ecomaister Enviro Pvt. Ltd.: a) Term Loan is secured by Guarantee of Share-holders.b) The Loan is at rate of interest of 6 month LIBOR plus 2.62% on 360 days basis. The loan is repayable in five half yearly equal installments after a moratorium period of 36 months from the first disbursement. First instalment is due in December 2015.

m) Foreign Currency Term Loan - Monnet Ecomaister Enviro Pvt. Ltd. : a) Term Loan is secured by Guarantee of Share-holders.b) The Loan is at rate of interest of 6 month LIBOR plus 550 basis points. Interest amount is payable quarterly. The loan is repayable in five yearly equal installments after moratorium period.


31.03.2015 31.03.2014

Note No. 5 : Deferred Tax Liabilities (Net)

Deferred Tax Liabilities

Difference of book depreciation and Tax depreciation 4,624,702,303 2,756,352,893

Less: Deferred Tax assets

Unabsorbed Losses and Disallowances u/s 43B of the Income Tax Act, 1961

4,624,699,930 810,346,062

Total 2,372 1,946,006,831

The net adjustment during the year in the deferred Tax liability has been credited to the Statement of Profit & Loss (Refer Note no. 41)

Note No. 6 : Long-term Provisions

Provision for employee benefits

Provision for gratuity 52,358,150 23,949,185

Provision for leave benefits 48,203,375 63,235,519

Provision for Derivative loss 722,551,194 0

Total 823,112,719 87,184,704

(`)



31.03.2015 31.03.2014

Note No. 7 : Short-term Borrowings

Working Capital Facilities (Secured)

From Banks 12,145,856,014 6,476,870,716

Short Term Loans (Unsecured)

From Banks

Foreign currency loans (buyers’ credit) 1,416,769,639 1,802,708,515

Other Rupee loans 814,551,300 1,571,317,216

Loans from other bodies corporate (Unsecured) 2,443,124,622 115,086,715

Total 16,820,301,575 9,965,983,162

Working capital facilities from banks are secured by first charge on movable current assets and second charge on all immovable assets of the company. Some of the loans are guaranteed by Managing Director of the company.

Note No. 8 : Trade Payables

Trade Payables - Micro and Small Enterprises 59,927,701 27,836,691

- Others 4,216,454,412 2,386,812,514

Total 4,276,382,113 2,41 4,649,205

Disclosure w.r.t. Micro and Small Enterprises as required by MSMED Act is made in Note No.39.

Note No. 9 : Other Current Liabilities

Current maturities of long term debts 14,242,351,471 5,290,588,515

Payable for Capital Expenditure 3,908,901,792 3,781,862,508

Book Overdraft 0 6,701,003

Interest accrued but not due on borrowings 688,860,808 352,512,354

Interest accrued and due on borrowings 76,449,539 26,076,671

Unpaid Dividends 6,343,830 7,120,338

Advances from customers and others 1,036,046,652 1,408,809,824

Provision for Expenses 3,555,283,858 2,545,309,521

Statutory dues 553,099,758 570,335,127

Security Deduction & Deposits 2,571,276,007 2,431,064,769

Other Liabilities 394,870,808 391,549,300

Total 27,033,484,523 16,811,929,930

Note No. 10 : Short-term Provisions

Provision for proposed dividend on equity and preference shares

3,500 180,201,874

Provision for Corporate Dividend Tax 604 30,624,814

Provision for leave benefits 13,084,147 0

Total 13,088,251 210,826,688

(`)


No

te N

o. 1

1 : T

ang

ible

Fix

ed A

sset

s

PAR

TIC

UL

AR

SG

RO

SS

BL

OC

KD

EP

RE

CIA

TIO

NN

ET

BL

OC

K

AS

AT

01.

04.1

4 A

DD

ITIO

NS

#A

DJU

S-

ME

NT

SA

S A

T 3

1.03

.15

UP

TO

31

.03.

14F

OR

Ye

ar e

nd

ed

31.0

3.20

15#

AD

JUS

-M

EN

TS

UP

TO

31

.03.

15A

S A

T31

.03.

15

AS

AT

31.0

3.14

LAN

D &

SIT

E

DE

VE

LOP

ME

NT

504,

806,

132

59,7

54,6

19

0 56

4,56

0,75

1 1,

418,

776

709,

388

0 2,

128,

164

562,

432,

587

503,

387,

356

LEA

SE

HO

LD L

AN

D59

4,49

6,50

1 10

7,31

8,62

0 0

701,

815,

121

49,2

92,8

23

9,47

6,49

1 0

58,7

69,3

14

643,

045,

807

545,

203,

678

BU

ILD

ING

LE

AS

E-

HO

LD15

,482

,774

0

0 15

,482

,774

91

6,30

8 49

9,35

9 0

1,41

5,66

7 14

,067

,107

14

,566

,466

BU

ILD

ING

OT

HE

RS

5,16

9,83

1,12

1 2,

455,

002,

090

0 7,

624,

833,

211

540,

386,

626

257,

696,

837

0 79

8,08

3,46

3 6,

826,

749,

748

4,62

9,44

4,49

5

PLA

NT

& M

AC

HIN

ER

Y44

,529

,809

,001

26

,463

,211

,738

29

,374

,906

70

,963

,645

,833

6,

094,

308,

337

2,77

5,93

8,51

0 9,

626,

867

8,86

0,61

9,98

0 62

,103

,025

,853

38

,435

,500

,664

OF

FIC

E E

QU

IPM

EN

T12

3,32

4,81

3 17

,573

,036

10

8,96

6 14

0,78

8,88

4 20

,903

,241

47

,685

,117

0

68,5

88,3

58

72,2

00,5

26

102,

421,

572

FU

RN

ITU

RE

& F

IX-

TU

RE

S47

5,25

1,05

0 29

,516

,729

83

,311

50

4,68

4,46

8 20

8,36

7,56

5 40

,343

,994

76

,878

24

8,63

4,68

1 25

6,04

9,78

7 26

6,88

3,48

6

VE

HIC

LE (

INC

LUD

ING

A

IRC

RA

FT

S)

820,

518,

823

24,3

21,5

61

13,7

70,6

38

831,

069,

745

215,

998,

788

54,2

63,3

24

8,25

2,84

0 26

2,00

9,27

2 56

9,06

0,47

3 60

4,52

0,03

4

CU

RR

EN

T Y

EA

R52

,233

,520

,215

29

,156

,698

,392

43

,337

,821

81

,346

,880

,787

7,

131,

592,

464

3,18

6,61

3,02

0 17

,956

,585

10

,300

,248

,899

71

,046

,631

,888

45

,101

,927

,751

PR

EV

IOU

S Y

EA

R21

,585

,029

,570

31

,679

,670

,844

1,

031,

180,

199

52,2

33,5

20,2

15

5,83

0,78

2,86

5 1,

465,

769,

172

164,

959,

572

7,13

1,59

2,46

4 45

,101

,927

,751

15

,754

,246

,706

No

te N

o. 1

2 : I

nta

ng

ible

Ass

ets

PAR

TIC

UL

AR

SG

RO

SS

BL

OC

KD

EP

RE

CIA

TIO

NN

ET

BL

OC

K

AS

AT

01.

04.1

4 A

DD

ITIO

NS

#A

DJU

S-

ME

NT

SA

S A

T 3

1.03

.15

UP

TO

31

.03.

14F

OR

Ye

ar e

nd

ed

31.0

3.20

15#

AD

JUS

-M

EN

TS

UP

TO

31

.03.

15A

S A

T31

.03.

15

AS

AT

31.0

3.14

SO

FT

WA

RE

5,67

6,77

1 0

5,85

5 5,

670,

916

5,63

8,51

6 6,

418

0 5,

644,

935

25,9

81

38,2

55

GO

OD

WIL

L##

2,61

3,74

7,91

7 20

,264

,665

0

2,63

4,01

2,58

1 0

0 0

0 2,

634,

012,

581

2,61

3,74

7,91

7

MIN

ING

RIG

HT

S1,

464,

961,

153

60,3

67,0

04

0 1,

525,

328,

156

0 0

0 0

1,52

5,32

8,15

6 1,

464,

961,

153

CU

RR

EN

T Y

EA

R4,

084,

385,

840

80,6

31,6

68

5,85

5 4,

165,

011,

653

5,63

8,51

6 6,

418

0 5,

644,

935

4,15

9,36

6,71

9 4,

078,

747,

324

PR

EV

IOU

S Y

EA

R1,

293,

681,

058

2,98

2,00

6,69

9 19

1,30

1,91

6 4,

084,

385,

840

5,71

9,14

3 4,

401

85,0

28

5,63

8,51

6 4,

078,

747,

324

1,28

7,96

1,91

5

# D

epre

ciat

ion

durin

g th

e ye

ar in

clud

es a

n am

ount

of `

2623

8931

6/-

repr

esen

ting

WD

V o

f tho

se a

sset

s w

hose

use

ful l

ife h

ad a

lread

y ex

pire

d as

on

1st A

pril,

201

4 w

hich

has

bee

n ad

just

ed a

gain

st th

e ba

l-an

ce in

gene

ral r

eser

ve c

onse

quen

t to

calc

ulat

ion

of d

epre

ciat

ion

as p

er S

ched

ule

II of

Com

pani

es A

ct 2

013.

Fur

ther

, dep

reci

atio

n am

ount

ing

to `

4008

5347

/- c

apita

lised

to fi

xed

asse

ts.

(`)

(`)


Note No. 13 : Non Current Investments

31/3/2015 31/3/2014

NAME OF SCRIP No. of Share/

Units

Face ValuePer Share/

Units

AMOUNT No. ofPer

Share/Units


Unit

AMOUNT

NON TRADE

A. Investment in Subsidiaries (Equity Shares,fully paid up)

Unquoted

Chattel Constructions Pvt Ltd 9,999 10.00 99,990 9,999 10.00 99,990

99,990 99,990

B. Investment in Associates (Equity shares,fully paid up)

Quoted

Orissa Sponge Iron & Steel Ltd. 9,494,633 10.00 274,647,128 9,494,633 10.00 391,033,999

Unquoted

Mandakini Exploration and Mining Ltd 13,500 10.00 135,000 0 0

Orrisa Sponge Iron & Steel Ltd. ( Pref Share)

19,510,000 10.00 195,100,000 0 0

Rameshwaram Steel & Power Pvt Ltd 4,152,273 10.00 362,150,871 4,152,273 10.00 362,146,748

832,032,999 753,180,747

C. Other Investments - fully paid up

Unquoted

Equity Shares

Monnet Engineering & Infrastructure P Ltd

4,000 10.00 40,000 4,000 10.00 40,000

Falcon Internal Forces and Fire Ser-vices Pvt Ltd

1,000 10.00 10,000 1,000 10.00 10,000

Business India Publications Ltd 100,000 10.00 5,500,000 100,000 10.00 5,500,000

Nutek India Ltd 480,000 5.00 30,000,000 480,000 5.00 30,000,000

Preference Shares

Tirumala Balaji Ferro Alloys Ltd 140,000 100.00 14,000,000 140,000 100.00 14,000,000

49,550,000 49,550,000

Non Convertible Debentures & Bonds

IFCI Tax Free Bonds 0 0 150 1,000,000.00 150,015,000

0 150,015,000

Quoted

Equity Shares

IFSL 1,300,000 1.00 2,434,217 1,300,000 1.00 2,434,217

Aditya Birla Nuvo Ltd 1,000 10.00 994,550 1,000 10.00 994,550

XL Telecom Ltd 166,808 10.00 18,250,450 166,808 10.00 18,250,450

Kamanwala Housing Construction Ltd 63,343 10.00 0 63,343 10.00 -

Indiabulls Real Estate Ltd 25,000 10.00 13,460,501 25,000 10.00 13,460,501

Ratan India Infrastructure Ltd 73,750 10.00 1,636,492 73,750 10.00 1,636,492

Indiabulls Wholesale Services Ltd 3,125 10.00 1,305,650 3,125 10.00 1,305,650

Bellary Steel Ltd. 803,243 1.00 5,103,277 803,243 1.00 5,103,277

Pioneer Investment Ltd. 23,392 10.00 13,308,318 23,392 10.00 13,308,318

Sujana Towers Ltd 12,500 10.00 833,468 625,000 10.00 833,468

57,326,925 57,326,925

(`)


31/3/2015 31/3/2014

NAME OF SCRIP No. of Share/

Units


Units

AMOUNT No. ofPer

Share/Units


Unit

AMOUNT

D. Capital Contribution in Partnership Firm

Khasjamda Mining Company 3,600,885 3,692,790

TOTAL 942,610,799 1,013,865,451

Quoted Investments

Book Value 331,974,053 448,360,924

Market Value 1,428,865,448 710,013,949

Unquoted Investments

Book Value 610,636,746 565,504,528


31.03.2015 31.03.2014

Note No. 14 : Long-term Loans and Advances


Capital Advances

- Secured 170,023,591 1,146,564,568

- Unsecured 6,773,248,598 9,481,563,459

Security Deposits 397,613,464 376,144,197

Total 7,340,885,653 11,004,272,224

Note No. 15 : Other Non-current Assets

Non-Current bank deposits 1,033,219,870 1,109,616,527

Total 1,033,219,870 1,109,616,527

Non current bank balances include:

Deposits provided as collateral against credit facilities 307,243,850 517,673,573

Investment in Partnership Firm Capital Contribution % in Profits

31.3.2015 31.3.2014 31.3.2015 31.3.2014

Monnet Ispat & Energy Ltd 3,600,885 3,692,790 99% 99%

Sanjay P Date 3,407,756 3,420,734 1% 1%

(`)

(`)


(`)


31.03.2015 31.03.2014

Note No. 16 : Inventories

(As taken,valued and certified by the managment)

Raw Materials 5,178,308,392 5,661,091,210

Work-in-Process 64,701,104 32,423,067

Finished Goods 4,457,570,011 4,282,719,886

Stores and Spares 699,539,551 764,269,870

Total 10,400,119,058 10,740,504,033

Inventories include material in transit. - -

Note No. 17 : Trade Receivables

(Unsecured)

Debts outstanding for a period exceeding six months

Considered Good 2,238,216,628 2,421,457,859

Considered doubtful 28,643,089 23,803,639

Less: Provision for bad & doubtful debts 28,643,089 23,803,638

2,238,216,628 2,421,457,860

Other debts-Considered Good 2,232,744,170 1,766,232,685

Total 4,470,960,799 4,187,690,545

Note No. 18 : Cash and Bank Balances

Cash & Cash Equivalents

Balances with banks

- in current accounts 169,435,543 336,931,989

Cash on hand 5,042,874 13,345,530

Others (stamps in hand) 0 5,705,800

Bank deposits with less than three months maturity 1,858,558,106 322,129,799

2,033,036,523 678,113,118

Other Bank Balances

Bank deposits with more than three months maturity 622,534,016 583,057,937

Balance in unpaid dividend accounts 6,343,830 7,120,338

Total 2,661,914,369 1,268,291,393

Deposits with banks include the following:

Deposits provided as collateral against credit facilities 580,711,363 445,221,647



31.03.2015 31.03.2014

Note No. 19 : Short Term Loans and advances


Loans

To Associates 39,584,990 958,092,965

To Others 693,937,930 450,157,602

Advances Recoverable In Cash or Kind

From Associates 177,284,549 196,231,570

From Others 3,754,121,789 5,191,467,735

Advances

To employees 68,664,835 65,862,508

Prepaid Expenses 150,300,275 68,073,830

Balances with Excise Authorities 309,707,323 334,828,163

Advance Income Tax (Net of provision for tax) 508,284,403 381,942,545

MAT Credit Entitlement 233,121,689 233,121,689

Total 5,935,007,783 7,879,778,607

5,935,007,783 7,879,778,607

Note No. 20 : Other Current Assets

Interest accrued on :

Investments 0 108,658

Term deposits 42,477,738 156,470,571

Others 0 495,211

Total 42,477,738 157,074,440

Note No. 21 : Revenue from Operations

Sale of Products

Finished Goods 60,717,634,795 34,990,995,006

Sale of Services

- Income from Job Work / other Service 102,851,047 83,470,368

60,820,485,842 35,074,465,374

Others Operating Income

Scrap Sales 123,950,615 93,684,292

Coal Beneficiation Charges (24,131,768) 194,044,528

60,920,304,690 35,362,194,194


Total 34,919,780,467 25,528,551,343

Detail of Sales of Finished Goods

Sponge Iron 13,644,936,944 14,771,115,745

M.S/S.S Products 28,174,684,928 11,111,274,334

Structure 9,942,691,473 3,534,825,062

Ferro Alloys 2,625,621,505 1,155,362,741

Coal 2,113,821,945 1,390,043,938

Power 3,944,519,573 2,843,976,073

Others 271,358,428 184,397,113

Total 60,717,634,795 34,990,995,006

(`)



31.03.2015 31.03.2014

Note No. 22 : Other Income

Interest Income

From Long Term Investments 7,947,998 39,699

From Bank Deposits 294,075,019 251,401,886

Others 78,626,878 162,180,815

Total (A) 380,649,895 413,622,401

Dividend

-Current Investments 4,535,647 4,762,204

-Non Current Investments 0 2,007,981

Net gain on sale of Investments 504,930 0

Rent Received 25,444,313 20,213,430

Insurance Claim Received 923,630 326,196

Other Miscellaneous Income 70,844,808 181,043,325

Exchange fluctuation 163,792,204 139,264,154

Total (B) 266,045,531 347,617,291

Total (A+B) 646,695,426 761,239,691

Note No. 23 : Cost of Materials Consumed

Inventories As Beginning The Year 5,738,425,081 5,682,023,094

Add: Purchases (Net) 44,174,696,902 24,595,704,789

Less : Inventory At the end of Year 5,178,308,392 5,661,091,210

44,734,813,591 24,616,636,673


Total 23,577,816,053 16,784,388,714

Detail of Materials Consumed

Iron Ore 11,354,089,570 9,891,860,384

Coke & Coal 10,133,173,780 6,127,437,701

Magnese Ore & Hi Mn Slag 1,118,718,172 465,440,789

Billets 8,900,785,208 2,603,190,946

Pig Iron & Hot Metal 6,757,574,249 1,495,676,147

M.S. Scrap 415,382,355 108,564,015

Ferro Alloys 290,847,826 141,446,750

Sponge Iron 3,923,181,302 2,369,053,436

Others 1,841,061,128 1,413,966,506

Total 44,734,813,591 24,616,636,673

(`)



31.03.2015 31.03.2014

Note No. 24 : Changes in Inventories

A. Opening Stock As on 01.04.2014

Work-in-Process 32,423,068 32,131,088

Finished Goods 4,282,719,886 1,879,459,919

Total A 4,315,142,953 1,911,591,008

B.Stock Trfd from Trial Run 36,338,261 2,279,148,518

C.Finished Goods used for Fixed Assets 51,003,383 2,462,447,668

D. Closing Stock As on 31.03.2015

Work-in-Process 64,701,104 32,423,067

Finished Goods 4,457,570,011 4,282,719,886

Total D 4,522,271,114 4,315,142,953

Total ( A+B-C-D) (221,793,283) (2,586,851,095)

Detail of Finished Goods Inventory

Sponge Iron / Pig Iron 986,148,653 959,734,892

M.S/S.S Products 734,552,655 1,698,741,567

Structure 1,121,747,555 450,290,857

Si Manganese 105,875,865 56,820,876

Coal 280,566,575 135,898,567

Sinter 355,049,069 269,303,088

Other

Char 32,516,329 116,919,313

End Cutting/ Miss Rolls / Slag 840,437,855 594,104,159

Bricks 675,455 906,567

Total 4,457,570,011 4,282,719,886

Note No. 25 : Employee Benefits Expenses

Salaries and wages 1,891,211,282 1,295,782,297

Contribution to provident and other funds 114,536,630 94,058,823

Staff welfare expenses 57,447,950 44,762,435

Total 2,063,195,863 1,434,603,555

Note No. 26 : Finance Costs

Interest on borrowings 6,191,588,779 2,492,890,485

Other Financial Charges 512,981,976 1,865,406

Total 6,704,570,754 2,494,755,891

Note No. 27 : Other Expenses

MATERIAL, MANUFACTURING AND OTHERS

Stores and Spares Consumed 1,376,397,783 746,789,097

Power and Fuel 4,464,042,719 2,596,947,103

Coal Handling & Washing Charges 512,567,981 357,827,775

Excise Duty on Stocks (56,071,476) 4,257,010

Other Manufacturing Expenses 399,987,604 172,700,350

Less : Inter Division Transfers (3,688,380,175) (2,001,394,881)

3,008,544,436 1,877,126,455

(`)



31.03.2015 31.03.2014

ADMINISTRATION & OTHER EXPENSES

Printing and Stationery 6,863,479 7,313,496

Rent 6,973,394 7,435,334

Rates & Taxes 15,618,273 4,923,987

Vehicle Expenses 74,553,771 73,652,659

Communication Expenses 17,766,523 10,537,937

Travelling & Conveyance 73,094,864 37,930,247

Insurance Charges 89,423,089 48,391,371

Legal & Professional Charges 201,207,177 132,207,568

Directors Sitting Fees 612,358 489,821

Auditors’ Remuneration

- As Audit Fees 4,023,034 4,023,034

- For Limited Review 300,000 300,000

- For Tax Matters 1,047,500 1,683,000

- For Certification & Other Matters 2,113,231 1,953,040

- Reimbursement of Expenses 239,555 275,786

Miscellaneous Expenses 70,666,683 125,188,283

CSR Expenses ( Refer Note No 46 ) 40,856,383 0

Lease Rent & Hire Charges 4,754,591 8,420,992

Share Transfer Expenses 313,286 202,264

Internal Audit Fees & Expenses 5,252,474 4,482,619

Loss from Partnership Firm 308,405 976,426

Bank Charges 120,552,637 40,051,732

Security Service Charges 115,321,002 103,023,397

Provision For Doubtful Debts 4,839,446 4,182,539

Bad Debts W.off 55,228,890 0

Loss on Sale of Fixed Assets 2,079,219 729,959

Distribution & Marketing Expenses 1,774,928,718 709,122,698

Claims for under / over loading & shortages 128,395,800 0

Loss on Sale of Investment 636,114 20,637,309

Share in loss of Associate 116,382,750 145,206,346

2,934,352,646 1,493,341,842

REPAIR & MAINTENANCE

Machinery 163,440,583 118,023,306

Building 14,178,069 19,643,229

Others 12,467,017 11,448,893

190,085,670 149,115,429

Total 6,132,982,751 3,519,583,726

(`)


OTHER NOTES ON ACCOUNTS28. a) Particulars of subsidiaries and step subsidiaries considered in the consolidated financial statements are :

Name of the Subsidiary Main Activities Country of Incor-poration

Proportion of own-ership interest

Subsidiaries

Monnet Overseas Ltd Investments U.A.E. 100%

Monnet Global Ltd Investments U.A.E. 100%

Monnet Enterprises Pte. Ltd. All kinds of business activi-ties

SINGAPORE 100%

Monnet Power Company Ltd Power Generation INDIA 87.39%

Monnet Daniel Coal Washeries Ltd. Coal Washery INDIA 51.65%

Monnet Cement Ltd. Cement INDIA 99.97%

Chomal Exports Pvt Ltd Mining INDIA 51%

Monnet Sports Foundation Promotion of sports INDIA 100%

Step Subsidiaries

PT Monnet Global Imports/Exports and Mining INDONESIA 99%

PT Sarwa Sembada Karya Bumi Mining INDONESIA 95%

Monnet Global (Liberia) Ltd Mining / Exploration LIBERIA 100%

Monnet Global Guinea – SAU Mining / Exploration Republic of Guinea 100%

Monnet Global Mali – SA Mining / Exploration Mali 100%

Monnet Enterprises DMCC Trading, Investments U.A.E. 100%

Monnet Global Colombia S.A.S Mining / Exploration Columbia 100%

LLC Black Sea Natural Resources Mining / Exploration Russia 100%

LLC Black Sea Natural Resources Mining / Exploration Abkhazia 100%

Apart from the above, the Company also holds 9999 equity shares of M/s. Chattel Constructions Pvt Ltd, which corresponds to 99.99% holding. However, the accounts of the subsidiary have not been consolidated as the control is intended to be temporary and the subsidiary is held exclusively with a view to subsequent disposal in near future.

b) Interest in joint ventures The Company has a 33.33% interest in the assets, liabilities, income and expenses of Mandakini Coal Company Limited & Urtan

North Mining Company Limited. It also has a 49% interest in the assets, liabilities, income and expenses of MP Monnet Mining Company Limited and 50% interest in the assets, liabilities, income and expenses of M/s. Monnet Ecomaister Enviro Pvt Ltd. All these Companies are incorporated in India, and involved in setting up and operation of coal mines except for M/s. Monnet Ecomaister Enviro Pvt Ltd which is setting up a plant for manufacturing of PS Balls from slag generated from steel plant.

c) Accounting of Investments in associates:

i. The company has 35.17% interest in an associate namely Orissa Sponge Iron and Steel Limited and has accounted the investment in accordance with the Equity method as defined in Accounting Standard (AS) - 23 – “Accounting for Investments in Associates in Consolidated Financial Statements”.

d) Other Notes related to subsidiaries, joint venture and associates

i. The goodwill recorded in these Consolidated Financial Statements has not been amortized, but instead evaluated for impairment. The group evaluates the carrying amounts of its goodwill whenever events or changes in circumstances indicate that its carrying amount may be impaired, for diminution other than temporary. Amount paid over and above the face value of investments in one of the foreign subsidiaries is towards mining rights owned by subsidiary of such subsidiary and has been accounted for as intangible assets.

ii. In respect of 1050 MW Power Plant being set up by one of the subsidiaries- Monnet Power Company Limited in Odisha, the company is in the process of removing the difficulties due to various economic and technical constraints during construction and the company has rescheduled its date of commencement of generation of power to 30th September 2015. Consequent to aforesaid the borrowings of the company in different categories have been rescheduled for repayments by way of restructuring of loans by banks/financial institutions through leader of the joint lender forum. Nonetheless, considering the management perception, the accounts have been


prepared on going concern basis. Since certain developmental, administrative and technical work is being carried out in the project; borrowing cost alongwith exchange differences has been continued to be capitalized for the year.

iii. In case of subsidiary, Monnet Daniels Coal Washeries Ltd,(a) Income of beneficiation charges receivable from Punjab State Power Corporation Ltd. (PSPCL) pursuant to the agreement dated 14th

August 2002 was hitherto provided in accordance with the agreement and provisional bills were being raised at rates inclusive of the company’s entitlement of certain escalations in the base rate. During the year, the company has relegated its claim towards escalation and decided to give relaxation of initial 5 years. Accordingly, the bills for current financial year have been revised and also credit notes have been issued to PSPCL in respect of earlier years amounting to `45.05 crore duly accounted for in the accounts under report.

(b) PSPCL has raised demands amounting to `20890 lacs towards transit shortages, commitment charges, penalties for moisture, excess ash, under loading / over loading etc which are not acceptable to the company as the same are considered excessive and contrary to the terms of agreement. Necessary adjustment towards such claims shall be accounted for on final settlement /payment, if any. Such disputed demands are shown as contingent liabilities.

As at 31.03.2015

As at31.03.2014

` In Lacs ` In Lacs

30. CONTINGENT LIABILITIES

(excluding matters separately dealt with in other notes):

Claims against the Company not acknowledged as debt

- Excise Demands 3248.44 3044.70

- Sales Tax Demands 153.05 684.23

- Entry Tax Demands 3,711.67 3,663.31

- Income Tax Demands 11,826.20 18,215.53

- Provident fund Demands 6.43 0.00

- Claims of PSPCL 20890.00 14821.00

- Demands for water charges by Water Resources Division. 1,502.19 1,477.02

- Electricity Duty on generation of power 14,484.01 9,277.18

- Cess on generation of power 3602.06 3256.00

- Risk purchase claim of customers 3810.56 3505.90

- Other claims against the Company not acknowledged as debt. 14056.08 10,394.25

- Royalty on soil excavated 200.01 200.01

- Arrears of 6.5% Redeemable Cumulative Preference Shares ( Dividend including taxes)

1364.93 -

(The above are basic amounts excluding interest, if any.)

31. COMMITMENTS

a. Estimated amount of contracts remaining to be executed on Capital Account and not provided for (Net of advances)

150,751.09 166,074.69

b. Letters of Credit opened in favour of inland/overseas suppliers (Net) 23,141.59 16,880.69

c. Capital commitment towards new coal mine at Gare Palma IV/ 7 [The company has issued a guarantee for equivalent amount in favour of nominated authority (Ministry of Coal)]

32923.20 -

As at 31.03.2015

As at 31.03.2014

32. Guarantees

a. Counter guarantees issued in respect of guarantees issued by compa-ny’s bankers

51564.31* 11,880.59

b. Guarantees issued on behalf of limited companies 37814.21 1784.96

* includes guarantee for ` 32923.20 lacs issued to nominated authority (Ministry of Coal) for acquisition of new coal mine at Gare Palma IV/ 7.

33. To comply with the guidance note on “Accounting Treatment of Excise Duty” issued by The Institute of Chartered Accountants of India, excise duty amounting to ` 2867.00 Lacs (Previous Year `3478.00 lacs) has been included in the value of inventories as on 31.3.2015 and the corresponding amount of excise duty payable has been included in other liabilities. However, this has no impact on the Loss for the year.

(` In Lacs)


34. In the opinion of the Management, the Current Assets, Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated in the Balance Sheet except where stated otherwise.

35. No provision has been made for diminution in value of long term quoted investments as, in the opinion of the management, the diminution is temporary in nature.

36. Some of the balances of trade/other receivables/payables and loans and advances are subject to confirmation/reconciliation. Adjustments, if any will be accounted for on confirmation/reconciliation of the same, which in the opinion of the management will not have a material impact.

39. Dues to Small & Micro Enterprises #: 2014-15 2013-14

1. Principal amount outstanding2. Interest due on (1) above and the unpaid interest

599.280.00

278.370.00

3. Interest paid on all delayed payments under MSMED Act 0.00 0.00

4. Payment made beyond the appointed date during the year 0.00 0.00

5. Interest due and payable for the period of delay other than (3) above 0.00 0.00

6. Interest accrued and remaining unpaid 0.00 0.00

7. Amount of further interest remaining due and payable in succeeding years 0.00 0.00

# The details of amounts outstanding to Micro & Small Enterprises under the Micro, Small and Medium Enterprises Development Act, 2006 are as per available information with the Company.

40. Rupee equivalent of export obligation to be completed by 20th March, 2022 under EPCG Scheme as on 31st March, 2014 is ` 36505.41 Lacs (Previous year `55,535.79 lacs).

41. Tax Expense is the aggregate of current year income tax and deferred tax charged to the Profit and Loss Account for the year.

a) Current Year Charge: Income Tax provision of ` 56.82 lacs has been made as per provisions of the Income Tax Act.

The Company estimates the deferred tax charge using the applicable rate of taxation based on the impact of timing differences between financial statements and estimated taxable income for the current year.

As on 31st March, 2015, the deferred tax assets exceeded deferred tax liabilities. In view of there being no virtual certainty of availability of sufficient future taxable income against which the deferred tax assets (net) at the close of the year can be realized, deferred tax assets, have been recognized only to the extent of deferred tax liabilities.

Particulars Opening Balance as at 01.04.2014

Charge/ credit during the year

Closing as at 31.3.2015

Depreciation 27563.53 18,683.49 46247.02

Adjustments u/s 43B -24.16 13.69 -10.47

Unabsorbed Depreciation -8079.31 -38,157.22 -46236.53

Net 19460.06 -19,460.04 0.02

42. Related Party Disclosures

In accordance with the Accounting Standard (AS-18) on related party disclosure, where control exists and where key management personnel are able to exercise significant influence and, where transactions have taken place during the year, alongwith description of relationship on identified, are given below:-

A. Relationships Key Managerial Personnel : Shri Sandeep Jajodia (Chairman & Managing Director) Shri C. P. Baid (Dy. Managing Director) Shri Nirmal Chand Jha (Director) upto FY 2013-14

Relative of Key Managerial Personnel : Shri Nikunj Jajodia Enterprise where KMP / Relative has significant influence : A.P. Coal Washeries Pvt Ltd Tirumala Balaji Alloys Pvt. Ltd.

(` In Lacs)

(` In Lacs)


Joint Ventures : MP Monnet Mining Company Ltd Mandakini Coal Company Ltd Urtan North Mining Company Ltd Monnet Ecomaister Enviro Pvt Ltd. Associates : Orrissa Sponge Iron & Steel Ltd Rameshwaram Steel & Power Pvt Ltd

(upto 9.12.2014)

Partnership Firm : Khasjamda Mining Company B. The following transactions were carried out with related parties in the ordinary course of business :-

(` In Lacs)

Related Party Transactions Key Management Personnel & their

Relatives

Joint Ventures

Enterprises where KMP or

their relatives hold significant influence

Associates

Sale of goods / services / fixed assets

Rameshwaram Steel & Power Pvt Ltd. - - - 764.73

- - - (1341.48)

Monnet Ecomaister Enviro Pvt. Ltd. - 87.21 - -

- (1619.11) - -

Rent Received

Monnet Ecomaister Enviro Pvt. Ltd. - 7.92 -

- (17.87) -

Loan Given


- (120.00) -

Orissa Sponge Iron & Steel Ltd - - - 219.65

- - - (1451.00)

Loan repaid

Rameshwaram Steel & Power Pvt. Ltd. - - - 9895.68

- - - (2522.92)

Interest Received


- - - (1055.08)


- (0.16) -


- - (158.96)

Payment made on behalf of party


- (50.35) -

Remuneration Paid

Mr. Sandeep Jajodia (Managing Director)

544.37 - -

(471.50) - -

Mr. C P Baid (Dy. Managing Director) 126.95 - -

(171.02) - -

Nikunj Jajodia 4.28


Subscription / Purchase of shares

Urtan North Mining Company Limited - 0.00 -

- (277.80) -


- (125.11) -

Orissa Sponge Iron & Steel Ltd - - 1951.00

- - (1698.00)

Share Application Money Pending Allotment


- - - (1951.00)

Purchase of raw material / stores/ fixed assets


- - - (201.21)

Tirmulala Balaji Alloys P.Ltd - - 170.83

- - (67.33)


- - - (1950.36)

Dividend Received

Tirumala Balaji Alloys Pvt. Ltd. 2.80

-

Guarantees Issued on Behalf of Other Body Corporates

Mandakini Coal Co. Ltd. 8693.00

-

Urtan North Mining Co.Ltd. 367.00

-

Monnet Ecomaister Enviro Pvt.Ltd. 3717.89

(` In Lacs)

C. Outstanding balance:-

Description Outstanding Balances

Debit / (Credit) Debit / (Credit)

Associates 10816.54 10816.54

Orissa Sponge Iron & Steel Ltd 228.10 1951.61

Rameshwaram Steel & Power Pvt Ltd. (09.12.2014) N.A. 8864.93

Joint Ventures

MP Monnet Mining Company Ltd 16.00 16.00

Mandakini Coal Company Ltd 263.48 120.14

Urtan North Mining Company Ltd. 8.78 0.00

Monnet Ecomaister Enviro Pvt. Ltd. 488.98 1,638.87

Enterprises where KMP hold significant influence

Tirumala Balaji Alloys Pvt. Ltd. 0.00 -17.29

43. Segmental Reporting :

Segment information has been prepared in conformity with the accounting policies adopted for preparing and presenting the financial statements of the company.

As part of Secondary reporting, the company has no geographical segment by location.

(` In Lacs)


Information about Business Segment - Primary (` In Lacs)

REPORTABLE SEGMENTS Iron & Steel Power Others TOTAL

Revenue

Sales And Other Income 3,13,087 5,475 5,653 3,24,215

Inter-Segment Sales 327 33,971 -

Total Revenue 3,13,414 39,446 5,653 3,24,215

Segment Result/Operating Profit -55,364 12,380 -2,757 -45,741

Financial Charges 67,046

Other Income 6,467

Profit Before Tax -1,06,319

Less : Provision For Tax & Deferred Tax -19,388

Profit After Tax -86,931

REPORTABLE SEGMENTS Iron & Steel Power Others TOTAL

Other Information

Segment Assets 9,64,560 5,77,479 82,425 16,24,465

Unallocated Assets 24,175

Total Assets 16,48,641

Segment Liabilities 2,32,881 62,661 25,919 3,21,461

Unallocated Liabilities 11,20,525

Total Liabilities 14,41,986

Capital Expenditure 6,65,743 6,06,809 47,817 13,20,369

Depreciation 26,097 2,116 628 28,841

Amortization of Misc. Expenditure 0

Non-Cash Expenditure Other Than Depreciation & Amortization 0 0 0 0

Notes: a. Unallocated Assets include investments, Interest Bearing Loans and Deposits, Income Tax Advances and Miscel-

laneous expenditure. b. Unallocated Liabilities include interest bearing liabilities, dividend and Income tax provisions.

44. Terms and conditions of issue and redemption of Non convertible Debentures are as under:

No of Debenture

Rate Amount(` In Lacs)


Non Convertible Debentures

1000 11.00% 10000.00 Issued on 18th January, 2013. Redeemable at par at the end of 7th, 8th, 9th and 10th Year.


800 10.50% 8000.00 Issued on 30th January, 2010. Redeemable at par on 30th January 2020.

1000 10.50% 10000.00 Issued on 24th December, 2009. Redeemable at par on 24th December, 2019.

150 11.25% 1500.00 Issued on 28th June, 2013. Redeemable at par on 28th June, 2018.

500 11.25% 5000.00 Issued on 30th May, 2013. Redeemable at par on 30th May, 2018.


1500 11.25% 15000.00 Issued on 20th February, 2013. Redeemable at par on 20th February, 2018.

1200 12.50% 12000.00 Issued on 4th November, 2008. Redeemable at par in the ratio of 35:35:30 at the end of 8th, 9th and 10th Year.

2500 14.50% 25000.00 Issued on 31st March, 2014. Redeemable at par in 8 installments payable every 6 months starting from 30th September, 2015.

(` In Crores)


b) Terms and conditions of issue and redemption of Preference shares are as under:

No of Shares Rate Amount(` In Lacs)


17500000 6.50% 17500.00 Issued on 30th March, 2013. Redeemable at par after 9 years.

Due to loss in the current year, no dividend has been declared on preference shares.

45. The Hon’ble Supreme Court of India by its Order dated 24th September, 2014 has cancelled a number of coal blocks allocated to various entities which includes one operational mine and five under development mines allotted to the Company or its joint venture companies :-

a. It further directed the Company to pay an additional levy of `295 per MT on coal extracted from its operational mine at Gare Palma from date of operation till date. The Company has paid such levy on coal extracted during the period 2004 to 30th September,2014 and duly provided for the balance amount for period ended 31st March 2015, aggregating to ` 252.91 crores. The said amount has been charged to statement of profit and loss and is shown as an exceptional item in the statement of profit & loss.

b. The Ministry of Law and Justice (Legislative Department), Government of India, has promulgated an Ordinance on

October 21, 2014 for implementing the order of Hon’ble Supreme Court and fixation of compensation etc.

i. The Company’s WDV of mining assets at Gare Palma including land, infrastructure and machinery amounted to ` 122.04 crores as on 31.3.2015 (Moveable assets `54.78 lacs and Immoveable assets `67.26 lacs). Against the immoveable assets, a compensation of `31.12 crores has been determined which is being contested by the Company in court. In view of management’s perception of having favourable decision in the matter, no provision has been made for impairment of such assets.

ii. The Company had also invested directly or through Joint Ventures in the following coal blocks which have been

cancelled pursuant to the court order as mentioned hereinabove:

Name of Coal Block Mode of Investment

% Equity stake

Expenditureon Project

Rajgamar Coal Block Direct - 13.81

Utkal B-2 Coal Block Direct 32.37

Mandakini Mandakini coal Company Ltd. (JV) 33.33% 89.82

Morga-3 MP Monnet Mining Company Ltd (JV) 49.00% 6.33

Urtan North Urtan North Mining Company Ltd (JV) 33.33% 4.11

No adjustment has been made against impairment of assets since the final compensation amount is not yet ascertained / under litigation.

46. Corporate Social Responsibility Expenses (CSR)

As per Section 135 of the Companies Act, 2013, the Company is required to spend, in every financial year, at least two per cent of the average net profits of the Company made during the three immediately preceding financial years in accordance with its CSR Policy. The amount of two percent of average net profits comes out to `404 lacs for the year 2014-15. The Company has spent an amount of `408.56 lacs during the year on CSR as detailed below :-

Particulars Amount( ` In Lacs)

Education 184.73

Sustainable Livelihoods 2.00

Healthcare 16.81

Sports 12.42

Environment 14.04

Contribution to Monnet Foundation, an entity formed for the purpose of carrying out CSR activities in line with the Monnet’s CSR policy

177.55

Others 1.01

Total 408.56


47. Depreciation and Amortization on tangible and intangible fixed assets: the Company was hitherto charging depreciation on Straight Line Method at the rates provided in Schedule XIV of the Companies Act, 1956. In the current year, the Company has reassessed the useful life of assets, and adopted the useful life as provided in Schedule II of the Companies Act, 2013 except in the following cases:

Particulars Useful life for Depreciation

Plant & machinery at SMS division Useful life of 20 years taken on the basis of technical evaluation

Rolls and Reals in rolling mill and bar mill Useful life of 5 years taken on the basis of internal evaluation

Leasehold land and improvement to leasehold prem-ises

Useful life taken as per lease term

Consequent to change of useful life as above, an amount of `2623.87 lacs representing WDV of those assets whose useful life had already expired as on 1st April, 2014 has been adjusted against the opening reserves.

Had there been no change, depreciation charge for the year would have been higher by ` 300.34 lacs and profit for the year would have been lower by `300.34 lacs.

48. Earning Per Share (EPS)–The numerators and denominators used to calculate Basic and Diluted Earning per share :

Basic Earning Per Share



Profit attributable to the Equity Shareholders –(A) ( ̀ in Lacs) (after adjusting minority interest) -85,693.10 3703.59

Less : Preference Dividend including Tax 0.01 1330.83

Less : Undeclared Preference Dividend including tax 1364.93 0.00

Basic Weighed average number of Equity Shares outstanding during the year (B) 65,825,681 64,609,440

Nominal value of Equity Shares (`) 10.00 10.00

Basic Earning per share(`)-(A)/(B) -132.26 3.67

Diluted Earning Per Share

Profit attributable to the Equity Shareholders as above (` in Lacs) 87058.04 2,372.76

Interest Paid on Potential Equity Shares net of tax impact (` In Lacs) 0.00 0.00

Profit considered for Diluted E.P.S. (C) 87058.04 2,372.76

Basic Weighed average number of Equity Shares outstanding during the year as above 65,825,681 64,609,440

Weighted Average Potential Equity Shares for the Year 0 1,216,241

Total weighted average shares considered for Diluted E.P.S. (D)65,825,681 65,825,681

Nominal value of Equity Shares (`) 10.00 10.00

Diluted Earning per share(`)-(C)/(D) -132.26 3.60

49. Previous year figures have been regrouped or re-casted wherever necessary.

For O.P. BAGLA & CO. For and on the behalf of Board Chartered Accountants Sandeep Jajodia C. P. Baid Chairman & Managing Director Dy. Managing Director(Atul Bagla) DIN: 00082869 DIN: 00466414Partner M. No. 091885 Raj Kumar Ralhan J. P. Lath Firm Regn. No. 000018N Chief Financial Officer Director DIN : 00380076Place : New DelhiDated : 29-05-2015

N. K. Maheshwari Chief Accounts Officer

Hardeep SinghCompany Secretary M. No. FCS-4967



Documents

NOTICE - Bombay Stock Exchange · 2015. 9. 18. · Email: [email protected]; Website : CIN : L02710CT1990PLC009826 NOTICE is hereby given that the 25thAnnual General Meeting