Download the Annual Report 2012-13. - kiocl limited

Pursuant to Section 260 of the Companies Act,1956 and Article 114(xxxii), Shri Malay Chatterjee,Shri M V Subba Rao, Shri Lokesh Chandra,Shri Vinod Kumar Thakral, Shri S Manoharan,Dr. S Raghunath and Shri P K Bajaj who wereappointed as Additional Directors after thedate of last Directors Report, will hold officetill the date of the forthcoming Annual GeneralMeeting and notices have been received from aMember proposing their candidatures for beingappointed as Directors of the Company. TheBoard recommends their appointment.Brief resume of the Directors seekingappointment/reappointment together with thenature of their expertise in specific functionalareas, name of Companies in which theyhold directorships and the membership ofCommittees of the Board and shareholding ofNon-Executive Directors as stipulated underclause 49 of the Listing Agreement are given inthe Corporate Governance Report.27. CORPORATE GOVERNANCEAs per the requirements of Clause 49 of the ListingAgreement a detailed report on Corporate Governancetogether with the following is given at Annexure –II;(i) A declaration by the Chairman-cum-ManagingDirector regarding the Code of Conduct for theBoard Members and the Senior Managementof the Company [as per Clause 49(I)(D)] –Appendix –I to Annexure-II.(ii) CEO/CFO certificate [(as per clause 49(V) –Appendix –II to Annexure-II.(iii) Certificate from a Company Secretary in practiceregarding compliance of conditions of CorporateGovernance [as per Clause 49(VII)]– Appendix –III to Annexure-II.28. STATUTORY AUDITORSPursuant to Section 619(2) of the Companies Act,1956 the Comptroller and Auditor General of Indiahas appointed M/s Sundaram & Srinivasan, CharteredAccountants as Statutory Auditors of the Company forthe year 2012-13.29. STATUTORY AUDITORS REPORT,COMMENTS OF C&AG AND MANAGEMENTREPLYThe Statutory Auditors Report on Accounts of theCompany for the financial year ended 31st March2013 along with Management’s replies thereto areannexed. The Comptroller & Auditor General of India(C&AG) vide its letter dated 24.06.2013 has given“NIL” comments on the accounts of the Companyfor the year ended 31st March 2013 under Section619(4) of the Companies Act, 1956. Copy of the sameis annexed to the report.30. COST AUDITORSIn pursuance to Ministry of Corporate Affairs, CostAudit Branch, Govt. of India’s order dated 30.06.2011Blast Furnace Unit has come under the purview of CostAudit from the financial year 2011-12. Subsequently,Ministry of Corporate Affairs extended the list ofindustries for which the Cost Audit is mandatory.Accordingly, Pellet Plant also falls within the ambit ofCost Audit. The Pellet Plant is 100% Export OrientedUnit and provisions of Cost audit is not applicable to100% EOU Company. However, in view of subsequentclarifications issued by the Ministry of CorporateAffairs, Pellet Plant of the Company has also comewithin the purview of Cost Audit.In compliance of the aforesaid provision the Companyhas appointed M/s Giridhar Ramakrishnan & Co., CostAccountants, Bangalore as Cost Auditor for Pellet Plantand Blast Furnace Unit for the financial year 2012-13.The report of the cost auditors is under finalization andwill be submitted to the Ministry of Corporate Affairswithin the prescribed period.31. IMPLEMENTATION OF RIGHT TOINFORMATION ACT, 2005KIOCL is a front-runner in implementing the Right toInformation (RTI) Act, 2005 in true letter and spirit.A Central Public Information Officer (CPIO) and aCentral Assistant Public Information Officer (CAIPO) atCorporate office and Plant level has been designatedand is functioning as part of Right to Information37th Annual Report 2012 - 1337 KIOCL