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EQUITY - MARKET SCREENER

MMTC Ltd
Industry :  Trading
BSE Code
ISIN Demat
Book Value()
513377
INE123F01029
1.0500667
NSE Symbol
P/E(TTM)
Mar.Cap( Cr.)
MMTC
86
5805
EPS(TTM)
Face Value()
Div & Yield %
0.45
1
0
 

As on: May 26, 2022 04:16 AM

The Members MMTC Limited, New Delhi.

Ladies & Gentlemen,

On behalf of Board of Directors, I have the pleasure of presenting the 58th Annual Report on your company's performance for the financial year ended 31st March 2021 along with Audited Statements of Accounts and Statutory Auditor's Report.

OPERATIONAL RESULTS

Your company, one of the trading companies in India, recorded a turnover of Rs. 26,364.50 crores during 2020-21 as against the turnover of Rs. 24,056.05 crores registered during last fiscal. This business turnover includes Exports of Rs.1804.74 crores, Imports of Rs.20,696.64 crores and domestic trade of Rs. 3863.12 crores. The Company has reported a net loss of Rs. 769.69 crores during 2020-21 as compared to net loss of Rs. 227.11 crores reported during the previous financial year, apart from increase in finance cost. Net loss is mainly due to provision on account of litigation (M/s. Anglo Coal) and non-recognition of interest income accrued on advances to NINL to the tune of Rs.295.69 crores.

The highlights of the Company's performance during 2020-21 are as below: -

(Rs. in crores)
2020-21 2019-20
Sales of products 26,361.59 24,051.99
Sales of services 2.91 4.06
Other Trade Earnings* 17.11 78.93
Total Revenue from Operations 26,381.61 24,134.98
Cost of Sales 26,267.23 23,953.78
Gross Profit from Operations 114.38 181.20
Add: Dividend and other Income 36.97 20.85
Less: Establishment & Administrative Overheads, etc. 163.33 250.84
Less: Debts/Claims Written off 5.80 0.34
Less: Provisions for Doubtful Debts/Claims/Advances/ 1.06 0.49
Investments
Profit Before Interest, Depreciation and (18.84) (49.62)
Amortization Expenses and Taxes
Less: Interest Paid(Net) (Interest Paid minus Interest earned) 193.26 127.64
Profit Before Depreciation and Amortization (212.10) (177.26)
Expenses and Taxes
Less: Depreciation and Amortization Expenses 4.94 5.65
Less: Exceptional Items 877.17 44.32
Profit Before Taxes (1,094.22) (227.23)
Less: Provision for Current Taxes 0.07 (0.12)
Less: Provision for Deferred Taxes (324.60) -
Profit After Taxes (769.69) (227.11)
Add: Balance brought forward from the previous year 460.83 755.28
Balance
Items of other comprehensive income recognized directly in retain earnings
Items recognized directly in retain earnings - (3.09)
Dividend & Dividend Tax - (54.25)
Appropriations:
General Reserve - (10.00)
Leaving a Balance to be carried forward (308.86) 460.83

The performance of different business groups of your Company is highlighted in the Management Discussion and Analysis Report, which is annexed and forms part of this Report.

EQUITY SHARE CAPITAL & DIVIDEND

There is no change in equity capital of the company during the year. The paid up equity of the company stood at Rs. 150 crores comprising of 150 crores number of equity shares of the face value of Re.1/- each, as on 31.3.2021. The Board of Directors has not recommended any dividend for the year 2020-21 in view of current liquidity crunch, difficulties in borrowing adequate funds from banks for its day-to-day working capital requirement and net loss of approx. Rs.769.69 crores incurred by the Company during the year 2020-21.

RESERVES

A sum of Rs.1057.80 crores was available in the reserves and surplus of your Company as on 1st April, 2020. An amount of Rs.288.11 crores is available in "Reserves and Surplus" of your Company as on 31st March, 2021.

FOREIGN EXCHANGE EARNINGS AND OUTGO

The Foreign Exchange earnings and outgo of your Company during 2020-21 has been as under:-

EARNINGS OUTGO
(Rs. In Cr) (Rs. In Cr)
1884.39 Imports 19551.13
Exports Others

0.04

Others 7.13
Total 1884.43 Total 19,558.26

Loan Restructuring

MMTC has been facing liquidity crisis for long time and also defaulted in repayment of loans due and monthly interest payment to banks from September 2020 (finance cost of Rs. 198.48 crores includes accrued interest of Rs. 84.48 crores). As per directives of Board, MMTC requested all lender banks for restructuring of loan in terms of RBI Circular no. RBI/2020-21/16 DOR No.BP/BC/3/21.04.048/ 2020-21 dated 06.08.2020 for resolution of Covid-19 related stress. The loan resolution plan was approved by all lender banks and was implemented w.e.f. 08.06.2021. Principal amount of loan outstanding as on the date of implementation of resolution plan was Rs. 2272.25 crores. Requisite information and / records were shared with banks and subsequently company and lender banks have signed Master Debt Resolution Agreement (MDRA), Trust and Retention Account Agreement (TRA) and other necessary documents thereto on 08.06.2021. In view of the restructuring process, MMTC is not able to issue any Letter of Comfort to joint ventures or other entities.

Post implementation of loan restructuring, MMTC's account with all the lender banks to be regular/ standard with all the lender banks. By signing the agreements, lenders waived existing event of default and no civil action or proceeding may be invoked under IBC. Under this scheme, the company has got moratorium/ deferment on recovery of interest for credit facilities upto 08.12.2021 for SBI and 31.03.2022 for other banks and for principal upto 31.03.2022 for all banks. The outstanding loan and accrued interest are to be repaid mainly through disinvestment proceeds of Neelachal Ispat Nigam Limited (NINL). It may be affected by outcome of legal cases, Anglo Coal case, Government directives and Covid-19 pandemic situation etc. GOI administrative Dept. i.e Dept. of Commerce has been duly informed.

SUBSIDIARY COMPANY

To tap South East Asian market for trading in commodities, MMTC Transnational Pte. Ltd. (MTPL), Singapore, the wholly owned subsidiary of your Company has been engaged in commodity trading and has established itself as a credible and reputable trading outfit in Singapore. During the financial year 2020-21 MTPL achieved sales turnover of USD 486.20 million as against USD 333.60 million recorded during last fiscal achieving more than 45.74% growth against the previous year. The Net Profit of MTPL during the financial year 2020-21 amounted to USD1.12 million as against USD 0.97 million earned during 2019-20. The net worth of MTPL stood at USD 10.47 million as on 31st March 2021. Overall dividend declared by MTPL since inception is USD 21.94 million which includes a dividend of USD 3.90 million received from MTPL during FY2020-21.

Pursuant to the provisions of Section 129 of the Companies Act, 2013, the audited financial statements of MTPL together with Directors' Report & Auditor's Report are attached herewith.

MMTC's Joint Venture - Neelachal Ispat Nigam Ltd. (NINL)

Your company set up Neelachal Ispat Nigam Limited (NINL) - an Iron & Steel Plant of 1.1 million tonnes capacity, 0.8 million tonne coke oven and by product unit with captive power plant, jointly with PSUs of Govt. of Odisha and other CPSEs. Government of India has accorded its in-principle approval for divestment of NINL in which four Central PSUs i.e. MMTC, NMDC, BHEL and MECON and two Odisha Government companies i.e. OMC and IPICOL are shareholders. Government has taken the decision of disinvest NINL to salvage the huge debts to Banks and Financial Institutions. Accordingly, the Department of Investment and Public Asset Management (DIPAM) under the aegis of Ministry of Finance has initiated the process of disinvestment of NINL.

The Expression of Interest (EOI) for sale of NINL got completed on 29th March, 2021. DIPAM is in the process of inviting price bids from shortlisted bidders. The disinvestment process is expected to be completed during FY 2021-2022.

Other Projects/ Joint Ventures

To take advantage of new opportunities emerging in the free market environment, your company had promoted a number of joint ventures following the public-private partnership model in earlier years. A brief on the current status of such JVs set up in past years is given hereunder:

(i) Your company presently holds 6% equity capital in Indian Commodity Exchange Limited (ICEX) as on 31.3.2021. During the year under review ICEX has reported a net loss of Rs. 25.67 crores as against net loss of Rs. 42.32 crores reported during 2019-20. As per regulation 17 of SECC Regulation. 2018 and SEBI Circular dated 26" November 2015. MMTC is required to reduce equity holding from 6% to 5% in ICEX and MMTC is in process of reducing its equity in IEX. MMTC has invited Request for Proposal(RFP) for divestment of 6% MMTC's equity in ICEX.

(ii) Your company had participated in the equity of Currency Futures Exchange under the name and style of "United Stock Exchange of India Ltd which had been merged with "BSE Limited" (BSE) wherein your Company holds 38,961 equity shares of Rs. 2/- each in BSE. During the year BSE earned a PAT of Rs.97.26 crores as against Rs.173.67 crores earned during 2019-20 and paid dividend of Rs. 21/- on equity share of Rs. 2/- each.

(iii) The joint venture for refinery having medallion manufacturing unit in collaboration with PAMP Switzerland in the name of MMTC-PAMP India Pvt. Ltd. in which MMTC has participated as 26% equity partner, achieved a turnover of Rs.20,452.73 crores and a profit(after tax) of Rs.3.06 crores during the period FY 2020-21 as against Rs.31.30 crores during the previous fiscal. The JV has set up two new wholly owned subsidiaries namely M/s PAMP Speciality Services Private Limited for Hallmarking and M/s. PAMP Precious Manufacturing India Private Limited for Industrials.

(iv) The JV Company M/s SICAL Iron Ore Terminals Limited (SIOTL) could not commence commercial operations due to non availability of iron ore from Bellary-Hospet Sector in Karnataka State and banning of mining / movement of iron ore for exports by state govt. In view of uncertain future of iron ore exports and to utilize the infrastructure created, Kamarajar Port Trust (erstwhile Ennore Port Trust) decided to award the facility through bidding process for modification of the facility to handle common user coal. As coal does not have synergy with MMTC's existing line of business, In

Sept'2016, MMTC Board decided to exit from the JV. MMTC invited bids through online tender for sale of its entire 26% equity in the SIOTL JV, however no response was received. Meanwhile, as per

"Right of First Refusal" in Shareholders Agreement of SIOTL, SICAL Logistics Ltd; (lead promoter of SIOTL) offered to purchase MMTC's equity at reserve price fixed by MMTC which MMTC Board decided to accept. Share Purchase Agreement was signed with Sical

Logistics Ltd on 31.05.2018 for sale of MMTC's equity in SIOTL and in terms of the agreement M/s Sical Logistics Ltd had deposited Rs.0.50 Cr (PY Rs.0.50 Cr) with MMTC towards performance of agreement. Time to time, the validity of the SPA was extended. Last extension was valid till 31.03.2020. On account of financial crisis, M/s Sical Logistics could not pay the sale value against SPA and therefore provision for Rs.33.80 crores was created by MMTC on 31.03.2020 towards diminution in value of investment. In March 2021, NCLT pronounced an order against M/s Sical Logistics Limited initiating corporate insolvency resolution process pursuant to the application preferred by MOL Toyofuji Automotive Logistics [India] Private Limited and an Insolvency Resolution Professional (IRP) was been appointed. As per discussions with advocates, MMTC lodged its claim for Rs.34.26 crores with CIRP (Corporate Insolvency Resolution Professional) unpaid share sale consideration based on the SPA.

Meanwhile, on 21.12.2020, KPL issued a Notice of Intent to Terminate to SIOTL alleging a financial default under the License Agreement dated 11.07.2016. On 22.03.2021, KPL issued a 90 days' Termination Notice to SIOTL with effect from 22.03.2021. On the same date, KPL has also issued a Transfer Information Notice calling for information from JV Co within 30 days, i.e. by 20.04.2021. As suggested by advocates, MMTC filed a writ petition on 24/06.2021 in Madras High Court and prayed for settlement of dispute through Administrative Mechanism for Resolution of Dispute (AMRD).

M/s Sical Logistics, through its CIRP filed a stay petition against KPL in NCLT. MMTC has moved application to get impleaded in the matter. Arguments have been completed and the award has been reserved.

(v) TM Mining Company Ltd.-your company's JV with M/s TATA Steel

Ltd. for mining, exploration and allied activities. However, as the JV Company was not able to generate any business since inception, MMTC Board has accorded approval for filing of necessary documents with Registrar of Companies (RoC) by the JV Company to ‘strike off' the name of the JV Company from the records of RoC.

Accordingly, the last balance sheet of JV has been drawn during FY 2018-19. All documents were submitted to RoC during FY 2018-19 for "Striking Off" by RoC.

The name of M/s. T M Mining Company Limited has been struck off from the register of companies and the said company dissolved w.e.f. 28.10.2021. In this regard, Notice in form STK 7 from

MCA/ROC approving the "strike off" of the above mentioned company has also been received.

(vi) To promote the concept of Free Trade Warehousing Zones in India as declared in the EXIM Policy, MMTC and IL&FS established SPV IN 2004-05 in the name of Free Trade Warehousing Pvt Ltd. The equity is held on 50:50 basis between MMTC and IL&FS. Two 100% owned subsidiaries of FTWPL were established to administer the land banks at Kandla and Haldia. In view of financial situation of the promoters and the need for infusion of the substantial funds for development of the Project, it was decided by the promoters to exit from the project. Accordingly, the land at Kandla has been surrendered to the Project Authority. In regard to Haldia Land, local farmers had filed petition against Haldia Development Authority challenging the land acquisition in 2015 and stay was granted by Hon'ble High Court of Calcutta. Due to prolonged litigation and stay not being lifted, promoters decided to surrender the land to Haldia Development Authority(HDA). Accordingly in March, 2020, land was surrendered to HDA.

(vii) A 15 MW capacity Wind Mill project with 25 Wind Energy Generators was commissioned by MMTC in March, 2007 at Gajendragad in Karnataka. The power generated by the project is sold to HESCOM. The project is running successfully and has contributed to the development of area by meeting some of the power needs of Karnataka State. The turnover of the Wind Mill project during 2020-21 was Rs. 4.90 crores.

INDUSTRIAL RELATIONS & HUMAN RESOURCE MANAGEMENT

Cordial and harmonious industrial relations were maintained in your company during the year. No man days were lost due to any industrial unrest during the year. Further, meetings with representatives of Federation of Officers Associations/ Staff Unions/ SC&ST Associations, were held to share information / ideas with a view to achieve Company's goals and objectives

The aggregate manpower of your company as on 31st March, 2021 stood at 702, comprising of 3 Board level Executives, 1 CVO, 324 officers and 374 staff/ worker. The manpower also includes 1 officer and 64 staff/ worker of erstwhile Mica Trading Company Ltd., which had been merged with your company pursuant to the orders of BIFR. The composite representation of the total manpower is - women employees representing 19.52% (137 employees) of the total manpower; SC, ST, OBC & Persons with Benchmark Disabilities (PwBD) to the extent of 21.79% (153 employees), 10.11% (71 employees), 11.54% (81 employees) and 2.14% (15 employees) respectively. No recruitment was made during the year.

IMPLEMENTATION OF RESERVATION POLICY

Your company has been complying with the Presidential Directives and other instructions/guidelines issued from time to time by the Government of India regarding the reservation in services for Scheduled Castes (SCs), Scheduled

Tribes (STs), Other Backward Classes (OBCs), Economically Weaker Sections (EWS), Persons with Benchmark Disabilities (PWBDs) and Ex-servicemen. A statement showing representation of employees belonging to SC/ST/OBC is as below:

Representation of SCs/STs/OBCs/Divyang as on 31.03.2021

Group

Total No. of Employees

SCs

%age SCs

STs

%age STs

OBCs

%age OBCs

Divyang

%age Divyang

A

328

65

19.82

25

7.62

34

10.37

13

3.96

B

219

47

21.46

34

15.53

5

2.28

2

0.91

C

66

14

21.21

3

4.55

15

22.73

0

-

D

89

27

30.34

9

10.11

27

30.34

0

-

Total

702

153

21.79

71

10.11

81

11.54

15

2.14

Recruitment of SCs/STs/OBCs/Divyang during the year 2020-21
Grou p

Total Recruitme nt

SC s

%ag e SCs

ST s

%ag e STs

OBC s

%ag e OBC s

Divyan g

%age Divyan g
A

No recruitment made.

B

No recruitment made.

C

No recruitment made.

D

No recruitment made.

Total

-

-

-

-

-

-

-

-

-
Promotion of SCs/STs during the year 2020-21
Group

Total Promotions

SCs

%age SCs

STs

%age STs

A

-

-

-

-

-

B

10

5

50%

2

20%

C

4

2

50%

-

-

D

2

-

-

-

-

Total

16

7

43.75%

2

12.50%

TRAINING AND DEVELOPMENT

For further enhancing / upgrading the skills of employees in the constantly changing business scenario, 232 employees were imparted training during the year in different spheres of company's activities. Due to pandemic situation in the country and restrictions imposed by the Government to contain it, only online training programmes (webinars) were organized. No physical classroom trainings were organized. The training interventions held covered both functional & behavioural trainings. The employees deputed for webinars included 41 employees belonging to SC, 18 to ST and 51 women employees.

IMPLEMENTATION OF OFFICIAL LANGUAGE

Your Company is fully committed to implement the Official Language Policy of the Government of India. All efforts were made by the company to achieve the targets prescribed in the Annual Programme for the year 2020-21 issued by the Department of Official Language, Ministry of Home Affairs, Govt. of India. In order to promote the usage of Hindi in Company's day to day work, several programmes viz. Hindi Workshops, Hindi Day/Week/Fortnight were organized at Corporate Office and Regional Offices during the year. This had brought positive results and a considerable increase in use of Hindi was observed in day to day official work. During the year, the Hon'ble Committee of Parliament on Official Language had inspected the Corporate Office for reviewing the progress of implementation of Hindi. Town Official Language Implementation Committee (PSU-1) awarded the Company for outstanding performance in Hindi. The Hindi website of the Company has been updated regularly. During the year, e-version of quarterly Hindi magazine

‘Manikanchan' was published by the Company keeping in view the Covid SOP issued by the Govt.

VIGILANCE

Vigilance Division of MMTC has been laying its emphasis on Systemic Improvements and updation of SoPs to strengthen internal controls in MMTC as a Preventive Vigilance measures. During the year Vigilance Division processed 35 complaints. Out of these 35 complaints, 31 complaints have been disposed off and action on remaining 4 complaints were in progress as on 31.03.2021. As on date no complaint is pending. Departmental proceedings in 02 cases involving 08 officials are in progress. Out of these 02 cases, in one case involving 03 officials inquiry is in progress and in another case involving 05 officials, after completion of enquiry, case was submitted to CVC for 2nd stage advice, the same is awaited. During the year, 51 inspections were conducted by Vigilance Officers and 23 by Non-Vigilance Officers of Regional Offices, the inspection reports submitted by theses officers were processed at Corporate Office and appropriate action was taken, wherever required. Vigilance Division has also conducted 6 CTE type inspections of tenders floated by various divisions at Corporate Office and Regional Offices. Apart from inspections, Vigilance Division has also scrutinized 171 Annual Property Returns of the employees and 63 Audit Reports of Internal Auditors and shortcoming observed were communicated for corrective action.

Vigilance Division has also conducted various activities during Vigilance Awareness Week 2020, in all its offices from 27.10.2020 to 02.11.2020 as per instructions of CVC on the theme ‘Satark Bharat, Samriddh Bharat (Vigilant India, Prosperous India)'. During the week, various activities including Preventive Vigilance Practices, online Integrity Pledge Administration and inhouse (housekeeping) activities were undertaken and compliance report as per Reporting Format was furnished to CVC.

VIGIL MECHANISM

In accordance with the provisions of Section 177 of Companies Act 2013, the

Board of your company introduced a Scheme on ‘Vigil Mechanism' in 2014. The vigil mechanism is established for Directors and employees to report their genuine concerns. The concerns, if any, from any employee/Director shall be addressed to the Chairman of the Audit Committee. During the year under review, no such complaint has been received. This mechanism is apart from the Whistle Blower Policy, already in force.

INTEGRITY PACT

Integrity Pact is promoted as part of series of steps taken by Central Vigilance Commission for ensuring transparency, equity and competitiveness in public procurement. Your Company has also implemented the same to promote transparency/equity amongst the bidders and to plug any possibility of corrupt practices in trade conducted by the Company. Shri Bal Raj, ITS (Retd.), has been appointed to function as Independent External Monitor(IEM).

CORPORATE SOCIAL RESPONSIBILITY AND SUSTAINABLE DEVELOPMENT

Your company's CSR Policy is in line with Section 135 of the Companies Act ‘2013 and the CSR Rules as notified by the Ministry of Corporate Affairs and the CSR projects are being undertaken in terms of Section 135 of the Companies Act. The CSR Policy is hosted on the Company's website in bilingual form. Your company incurred losses during FY 2019-20. Accordingly, the CSR budget calculated in accordance with the Section 198 of the Companies Act-2013 i.e. 2% of average net profit of preceding 3 years was negative. Therefore, there was no annual CSR budget approved by Board of Directors for the year 2020-21. However, a sum of Rs. 96.46 lakhs was carried forward from the CSR budget of FY 2019-20, out of which Rs. 53.32 lakhs was contributed to PM-CARES Fund, Rs. 31.63 lakhs was expended towards Construction of Waiting Hall in District Hospital, Baran (an Aspirational District) in Rajasthan and Rs. 1.50 lakhs towards Skill Development Project. Apart from the above, a voluntary contribution of Rs. 2,82,546/- towards PM-CARES Fund was made during the year to help in the fight against the COVID-19 pandemic. Further, in terms of section 21(b) of the Companies (Amendment) Act 2019, a Special CSR Bank Account was opened during the year for the unspent CSR funds.

CORPORATE GOVERNANCE

Corporate Governance has emerged as an important tool to the business community to become efficient, competitive and successful enterprise. Your Company reposes its firm faith in continuous development, adoption and dedication towards the best corporate governance practices. Towards this end, the norms prescribed under the Companies Act, 2013, SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and Guidelines as applicable for CPSEs issued by the Department of Public Enterprises in this regard are being implemented regularly. However, appointment of vacant positions of Independent Directors as required as on 31.3.2021 is yet to be made by the Government.

A separate Report on Corporate Governance along with certificate from M/s VAP & Associates (CP No.13901) regarding compliance of the stipulations relating to corporate governance specified in Listing Regulations is annexed hereto and forms part of this report. It may be mentioned that the company has complied with the CG norms prescribed by the Department of Public Enterprises applicable for CPSEs and the quarterly reports on compliance of Guidelines of Corporate Governance for CPSEs are sent regularly.

CODE OF CONDUCT

Pursuant to Regulation 15(5) of Listing Regulations, the Code of Conduct applicable to the Board members & senior management personnel has been posted on the website of your company. All Board Members and Senior Management Personnel as on 31st March, 2021 to whom the said Code is applicable have affirmed compliance of the same for the period ended 31st March, 2021. Based on the affirmation received from Board Members and Senior Management Personnel, declaration regarding compliance of Code of Conduct made by the Chairman & Managing Director is given below:

Declaration as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and DPE's Guidelines on Corporate

Governance

"All the members of the Board and Senior Management Personnel have affirmed compliance of the ‘Code of Business Conduct & Ethics for Board Members and Senior Management Personnel' of the company for the financial year ended on March 31, 2021."

sd/-
Date- 24.11.2021 SANJAY CHADHA
Chairman & Managing Director
(Addtl. Charge)
( DIN.: 00752363

BUSINESS RESPONSIBILITY REPORT

In accordance with the provisions of regulation 34(2) of SEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company has prepared the Business Responsibility Report for inclusion in the Annual Report for the year 2020-21. The framework and principles suggested by SEBI is to assess compliance with environment, social and governance norms pertaining to Sustainable Development Goals. The said Business Responsibility Report is annexed herewith and forms part of the Annual Report.

PUBLIC PROCUREMENT POLICY FOR MICRO & SMALL ENTERPRISES

Under Public Procurement Policy (PPP) issued by the Ministry of Micro, Small and Medium Enterprises, Government of India for Micro & Small Enterprises (MSEs), a minimum of 25% share out of the total procurement of goods and services by Central Ministries/Departments/PSUs are to be made from MSEs. Further out of the 25% target of annual procurement from MSEs, a sub-target of 5% annual procurement from MSEs owned by SC/ST Entrepreneurs and an additional 3% reservation for the Women owned MSEs within the above 25% reservation is applicable vide Gazette Notification dated 09.11.2018. Preference will be given to firms registered with the M/o MSME as per guidelines prescribed under MSMEs Act, 2006.

Pursuant to Public Procurement Policy, during the year 2020-21, total annual procurement by MMTC in respect of administrative requirements was Rs.5.78 Cr., out of which goods and services worth Rs.5.39 Cr. (i.e. 93.25%) were procured from MSEs including MSEs owned by SC/ST Entrepreneurs, Rs.0.21 Cr. (i.e. 3.9%) from MSEs owned by SC/ST entrepreneurs and Rs.0.0085 Cr. (0.16%) from MSEs owned by Women Entrepreneurs.

PUBLIC DEPOSIT SCHEME

As on 1st April 2020, there were no outstanding public deposits and the company did not invite/ accept any public deposit during the year ended 31st March, 2021.

ANNUAL RETURN

Pursuant to Section 92(3) of Companies Act, 2013 a copy of the Annual Return filed during 2020-21 is available on the website of the company: www.mmtclimited.com.

STATUTORY AUDITOR'S REPORT

The report of Statutory Auditors for the year 2020-21 along with Management's reply to the observations of the Statutory Auditors is annexed herewith.

COMMENTS OF COMPTROLLER & AUDITOR GENERAL OF INDIA

The comments of Comptroller & Auditor General of India (C&AG) under section 143 (6) (b) of the Companies Act, 2013 on the Standalone and Consolidated Accounts of the Company for the year ended 31.03.2021 are yet to be received and the same shall be placed upon receipt at the AGM. SECRETARIAL AUDIT

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, your Company engaged the services of M/s. VAP & Associates, Company Secretaries, New Delhi to conduct the Secretarial Audit of the Company for the financial year ended March 31, 2021. The Secretarial Audit Report (in Form MR-3) along with Management's Reply on the observations of the Secretarial Auditor is annexed herewith.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Details of investments, loans and guarantees covered under the provisions of Section 186 of the Companies Act, 2013 are given in Notes forming part of the financial statements. The company's exposure to NINL as on 31.3.2021 is

Rs.3528.47 crores, including working capital credit facilities of Rs.1425 crores to meet the day to day operational activities of the JV company M/s Neelachal Ispat Nigam Limited in accordance with provisions of Section 186 of Companies Act 2013 duly approved by the Board.

RELATED PARTY TRANSACTIONS

All transactions entered by the Company with Related Parties were in the Ordinary Course of Business. The Audit Committee granted omnibus approval for the transactions undertaken during 2020-21. The approval of the Board and Shareholders at the AGM for such Related Party Transactions were taken. Suitable disclosures as required under Ind AS-24 have been made in Note 42 of Notes to the financial statements. Details of the transaction are provided in Form AOC-2 which is annexed herewith. The Policy on Related Party Transactions as approved by the Board of Directors has been uploaded on the Company's website at the following link: http://mmtclimited.com/ files/related%20party%20transaction%20policy%20eng.pdf

RISK MANAGEMENT POLICY

The Board of Directors approved the Risk Management Policy after the same has been duly recommended by the Audit Committee of Directors to take care of various risks associated with the business undertaken by your company. The details of various Risks associated with the trade conducted by the company and its risk management as practiced by the Company are provided as part of Management Discussions and Analysis Report which is annexed herewith. Further, the company has implemented Fraud Prevention Policy in order to enforce controls and to aid in prevention and detection of frauds in the Company. The Policy intends to promote consistent legal and ethical organizational behaviour by assigning responsibility for the development of controls, and providing guidelines for reporting and conduct of investigations of suspected fraudulent behaviour. The Company does not take exposure in volatile commodities/ market condition. Generally, it makes purchases only against confirmed orders backed by appropriate margin money by way of EMD. Guidelines are in place requiring forward foreign exchange cover to be taken in respect of transactions involving MMTC funds.

CONSERVATION OF ENERGY

During the year 2020-21, there was no activity in MICA group of your company. Therefore, pursuant to rule 8(3) of the Companies (Accounts) Rules, 2014, the company does not have anything to report under this head.

PARTICULARS OF EMPLOYEES

As per provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, every listed company is required to disclose the ratio of the remuneration of each director to the median employee's remuneration and details of employees receiving remuneration exceeding limits as prescribed from time to time in the Directors' Report. However, as per notification dated 5th June, 2015 issued by the Ministry of Corporate Affairs, Government Companies are exempted from complying with provisions of Section 197 of the Companies Act, 2013. Therefore, such particulars have not been included as part of Directors' Report.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, your Directors state 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) the Directors had 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 the year ended 31.3.2021;

c) the Directors have taken a proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors had prepared the annual accounts on a going concern basis.

e) the directors of your company had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

Your company has put in place a policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up at Corporate Office & Regional Offices to redress complaints received regarding sexual harassment at workplace. All employees (permanent, contractual, temporary, trainees) are covered under this policy. No complaint was received by the company under the above Act during the year.

INFORMATION UNDER RIGHT TO INFORMATION (RTI) ACT

Your company as a public Authority has responded to various compliances under RTI Act ‘2005. A total of 28 RTI applications have been received directly

/ under Sec.6(3) and all the RTIs have been disposed of during the year. Details of designated First Appellate Authority (FAA), Transparency Officer, Chief Public Information Officer (CPIO)/ Nodal CPIO, Public Information officer (PIO's) etc. have been displayed on public domain. A total of 28 RTIs were received and all have been disposed off. All the four quarterly (online) reports have been filed on CIC's digital public interface. Your company has also undertaken ‘Self-Assessment Audit' of the Voluntary Disclosures to be made on public domain (www.mmtclimited.com) in terms of provisions laid down in Section-4 of the RTI Act 2005 and same is submitted for third party audit and final evaluation by CIC.

Dispute between MMTC & Anglo American Coal:

For and on behalf of NINL, MMTC was procuring Coking Coal and entered into a LTA with M/s. Anglo American Coal Pty. Ltd., Australia in the year 2007. However, in the year 2009 dispute with Anglo arose for non-performance. Consequently, M/s. Anglo Coal had invoked the Arbitration. After protracted litigation, Supreme Court upheld the Arbitration award given against MMTC on 12.05.2014 for US$ 78,720,414.92 in addition to legal expenses and interest to be charged for pre-award period from 01.10.2009 to 12.05.2014 @ 7.5% and post-award interest @ 15% till the date of payment. Further to this, on the Review Petition preferred by MMTC, the pendente lite and future interest has been reduced to simple interest of 6%.

During the period of arbitration, MMTC was informing NINL about development of the case without lodging any formal claim on NINL, however, MMTC was showing the Anglo Coal liability in its books as Contingent Liability on NINL. On receipt of the Review Order dated 29.07.2021 whereby the payable award amount was crystallized, MMTC formally lodged a claim on NINL vide letter dated 07.09.2021. Subsequently, MMTC sought an opinion from Learned AG regarding passing on of the liability of Anglo Coal to NINL and Ld. AG opined that initiation of legal proceedings against NINL is time barred. The matter was taken up in the NINL Board in its 180th, 181st & 182nd meeting held on 13.09.2021, 22.09.2021 & 24.09.2021 respectively. By majority, NINL Board decided that the liability cannot be passed on to NINL.

While making loss provisioning of the liability in its books of accounts, MMTC vide its letter dated 13.10.2021 to DoC requested for kind intervention in the matter for taking up the issue suitably with DIPAM for appropriate action in the internal Waterfall Mechanism for distribution of NINL divestment proceeds.

BOARD OF DIRECTORS

Following are the changes in the Board of Directors of your company since 1st April 2020: -

Name of the Director Category Date of Appointment/ Cessation Appointment/ Cessation
Shri Sudhanshu Pandey CMD (Addl.Charge) 13.05.2020 Cessation
Shri Sanjay Chadha CMD(Addl. Charge) 14.05.2020 Appointment
Shri Umesh Sharma Director(Finance) 31.05.2020 Cessation
Shri Kapil Kumar Gupta Director(Finance) 01.06.2020 Appointment
Shri Ashwani Sondhi Director(Marketing) 5.1.2021 Cessation
Dr. Pradip Kumar Varma Non official Independent Director 13.11.2021 Appointment

The Board places on record its deep appreciation for the commendable services and the contributions made by the Directors who ceased to be on the Board w.e.f. 1.4.2020 onwards. The Board also welcomes Shri Sanjay Chadha, Shri Kapil Kumar Gupta and Dr. Pradip Kumar Varma and expresses its confidence that the Company shall immensely benefit from their rich and varied experience.

In terms of provisions of Article 87(4)(A) of Articles of Association of the Company regarding rotational retirement of Directors, Shri Rajiv Ranjan Sinha, Director(P) shall retire at the AGM and, being eligible, has offered himself for re-appointment.

ACKNOWLEDGEMENTS

Your Directors would like to acknowledge and place on record their sincere appreciation of all stakeholders- Shareholders, Department of Commerce, all Govt. Agencies, RBI and other Banks, Railways, Customs, Ports, Customers, Suppliers and other business partners for the excellent support and cooperation received from them during the year. Your Directors also recognize and appreciate the efforts and hard work of all the employees of the Company and their continued contribution towards its progress.

By the Order of the Board
( Sanjay Chadha )
Chairman & Managing Director(Addl.Charge)
DIN No: 00752363
Dated: 24.11.2021