mstc ltd share price Directors report

Dear Shareholders,

The Directors of your Company are pleased to present the 58^th Annual Report on the business and operations of the Company together with the Audited Financial Statements, Auditors Report and comments of the Comptroller & Auditor General of India forthe year ended 31^st March, 2023.

Financial Highlights of the Company

During the financial year 2022-23 the Profit After Tax stands at Rs. 23,923 lakhs as against Rs. 20,005 lakhs in the previous year. Profit Before Tax was Rs. 31,348 lakhs compare to Rs. 22,004 lakhs in the previous year. Company has recorded total revenue of Rs. 49,801 lakhs. Total E-commerce income has increased from Rs. 29,406 lakhs to Rs. 34,893 lakhs.

The Standalone Financial results of the Company for the financial year 2022-23 and 2021-22 are given below:

(Rs. in Lakhs)

Particulars	2022-23	2021-22
Total Income	49,801	74,957
Profit (Loss) before tax	31,348	22,004
Tax	7,425	1,999
Profit after tax	23,923	20,005
Paid up capital (Equity)	7,040	7,040
Reserves	52,363	39,504
Dividend (%)	150% *	129%**
PBT Per Employee	104.49	69.85
Earnings per share (Rs.) (Face value Rs.10/-)	33.98	28.42

*(Dividend (%)for FY2022-23 includes 1^st interim dividend @ 55%, 2^nd interim dividend @ 63% and final dividend proposed @32%)

**(Dividend (%) for FY 2021-22 includes 1^st interim dividend @ 20%, 2^nd interim dividend @ 65% and final dividend @44%)

Operational Highlights:

During the financial year 2022-23, the Company has crossed Rs. 3,01,591 Crore in terms of value of goods transacted through its trading and e-commerce verticals which is 120% increase over the value of goods traded in 2021-22. Other operational highlights are as follows;

1. Circular Economy: MSTC hasset up six RVSFs (Registered Vehicle Scrapping Facility) at Noida, Chennai, Pune, Indore, Ahmedabad & Hyderabad, through its JV company MMRPL (Mahindra MSTC Recycling Pvt. Ltd),

which are operational. Three more plants at Guwahati, Bengaluru & Fatehgarh Sahib are in advance stage of statutory approval.

2. ELV Auction Portal: MSTC launched ELV auction portal for disposal of End-Of-Life Vehicles for Central and State Govt, in compliance with the MoRTHs notified Motor Vehicles (Registration and Functions of Vehicle Scrapping Facility) Rules, 2021. The service was offered free of cost till March, 2023. The services have now been extended for individual ELV owners also.

3. Spectrum Auction: On behalf of Department of Telecom (DoT), MSTC Limited has successfully conducted auction forallocationof 4G/5GSpectrum. DoThasearned record revenue of Rs. 1,50,173.29 crore for Govt, of India from this auction.

4. Coal Mine Auction for Commercial Mining: Around 60 Coal Mine blocks have been successfully allotted through auction for commercial miningin FY 2022-23.

5. Mineral Block Auction: 94 Major Mineral blocks have been successfully allotted through auctions for various States and in FY 2022-23.

6. Auction of NPAs: Total 9000 Nos. (approx.) of NPAs from various banks have been sold through auctions for a sale value of Rs. 7000 crore (approx.).

Dividend

During the year, the Company paid a first interim dividend of Rs. 5.50 per share and a second interim dividend of Rs. 6.30 per share. In addition, the Board of Directors of your Company has recommended a final dividend of Rs. 3.20 per share for the year, thereby taking the total dividend for the year to Rs.15 per share with a total pay-out of Rs. 10,559.80 Lakhs. The dividend is payable to those Shareholders whose names appear in the Register of Members as on the Book Closure / Record Date. The dividend declared/ recommended for the year are in accordance with the Companys dividend distribution policy. The Dividend Distribution policy as formulated by the Company may be accessed at the web link https://www.mstcindia.co.in/MSTC_Static_Pages/frontpag e/newpolicy/DIVIDENDDISTRIBUTIONPOLICY.pdf.

Reserves

The Reserves stand at Rs. 52,363 Lakhs as on 31^st March

2023.

Changes in Share Capital

The authorized share capital of your Company as on 31^st March, 2023 stands at Rs. 15,000.00 Lakhs divided into 1,500.00 Lakhs equity shares of Rs. 10.00 each. During the year under review there is no change in share capital of your company.

Directors Responsibility Statement

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, the Board of Directors state that:

a) In preparation of the Annual Accounts, applicable Indian Accounting Standards (IND-AS) have been followed along with proper explanation relating to material departures.

b) The Directors 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 as at 31^st March, 2023 and of the profit of the Company forthe financial year 2022-23.

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 forsafeguardingthe assets of the Company and for preventingand detectingfraudsand other irregularities.

d) The Directors have prepared the Annual Accounts for the year ended 31^st March, 2023 on a going concern basis.

e) The Directors had laid down internal financial controls of the Company and that such systems were adequate and operating effectively.

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.

Directors & Key Managerial Personnel

Shri Surinder Kumar Gupta, Chairman and Managing Director, Smt. Bhanu Kumar, Director (Commercial) and Shri Subrata Sarkar, Director (Finance) and Chief Financial Officer are Whole-time Directors of the Company. Shri Surinder Kumar Gupta is also acting as Chairman and Managing Director of Ferro Scrap Nigam Limited (FSNL), a wholly owned subsidiary of the Company and Chairman of Mahindra MSTC Recycling Pvt. Ltd. (MMRPL), a 50:50 joint venture of the Company. Smt. Bhanu Kumar is also acting as Director of FSNL. Shri Subrata Sarkar is also acting as Director of MMRPL.

During the current financial year Shri Awadhesh Kumar Choudhary(DIN: 06942194), Govt. Nominee Director ceased to be the member of the Board with effect from 28^th March, 2023. The Board places on its record sincere gratitude for the valuable guidance and support rendered by Shri Awadhesh Kumar Choudhary during his association with the company. Consequent to his retirement from the Board he also ceased to be the Chairman of Risk Management Committee and Member of Nomination and Remuneration Committee and Corporate Social Responsibility Committee of the Board.

Administrative Ministry has vide its order no. S- 14011/1/2022-BLA dated 28^th March, 2023 appointed Shri Ashwini Kumar (DIN: 07598593), Economic Adviser, Ministry of Steel as Govt. Nominee Director on the Board of Directors of the Company in place of Shri Awadhesh Kumar Choudhary with immediate effect and until further order from the administrative Ministry.

Shri Surinder Kumar Gupta, (DIN 08643406) Chairman and Managing Director is retiring by rotation and being eligible offered himself for reappointment. The Directors recommended his reappointment in the ensuing Annual General Meeting of the Company.

The Company has received necessary declaration and certificate from all the Independent Directors confirming that they meet the criteria prescribed for Independent Directors under the applicable provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and rules made there under.

Aseparate meeting of Independent Directors was held during the year.

The provisions of Section 134(3)(p) of the Companies Act, 2013 require a listed entity to include a statement indicating the manner of formal annual evaluation of performance of the Board, its Committees and of individual Directors. However, the said provisions are not applicable for Government Companies as the performance evaluation of Directors is carried out by the Administrative Ministry as per laid down evaluation methodology.

A brief profile of the Directors proposed to be appointed and reappointed at the ensuing AGM is provided in the Corporate Governance Report section. The details of the Key Managerial Personnel of the Company as on the date of this reportare as follows;

SI. No.	KMP	Designation
1.	Shri Surinder Kumar Gupta	Chairman and Managing Director
2.	Smt. Bhanu Kumar	Director (Commercial)
3.	Shri Subrata Sarkar	Director (Finance) & CFO
4.	Shri Ajay Kumar Rai	Company Secretary & Compliance Officer

The provisions of Section 134(3)(e) of the Companies Act, 2013 regarding the policy on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided in Section 178(3) are exempted for Government Companies.

Related Party Transactions

All Related Party Transactions that were entered into during the financial year were on an arms length basis and were in

the ordinary course of business. Hence, the provision of Section 188 of Companies Act, 2013 as amended are not attracted. Details of all related party transactions are provided inthefinancialstatementin notes to accounts.

Thus, disclosures in Form AOC-2 are not required. Further there are no related party transactions with the Directors and KMP or other designated persons, which may have a potential conflict with the interest of the Company. All Related Party Transactions are placed before the Audit Committee for approval.

The Company has a related party transaction policy and the same has been uploaded on the website of the Company at www.mstcindia.co.in.

The details of the related party transactions during the financial year are provided in note no. 37 of the Standalone financial statement.

Conservation of Energy, Technology Absorption, Foreign Exchange Earning and Outgo

In accordance with the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, the particulars relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo are given in Annexure-I to this Report.

Corporate Governance Report

Separate details on Corporate Governance Report along with the Compliance Certificate on Corporate Governance are attached herewith as Annexure-ll and form part of the Boards Report.

Management Discussion and Analysis Report

Management Discussion and Analysis Report forms part of the Boards Report.

Business Responsibility and Sustainability Report

Business Responsibility and Sustainability Report is attached herewith as Annexure III and forms part of the Boards Report.

Annual Return

In compliance of Section 92 of the Companies Act, 2013 and Rules made thereunder, the Annual Return for the financial year 2022-23 is available on the Companys Website at httDs://www.mstcindia.co.in/content/AnnualReturns.asDx

Corporate Social Responsibility

The Company is seriously committed to social upliftment. In line with the Companies Act, 2013, Companies (Corporate Social Responsibility Policy) Rules, 2014 & DPE guidelines, the Company has constituted a CSR Committee which functions as perthe Govt, guidelines and the Companys CSR policy. The CSR Policy of the Company has been approved by the Board and is hosted on the website of the Company.

The Company has undertaken various activities as per the CSR policy of the Company. The Projects/ programmes/ activities are taken up in line with Schedule VII of the Companies Act, 2013.

Annual Report on Corporate Social Responsibility as required under Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 is placed as Annexure IV and form part of Board Report.

Secretarial Audit

In compliance with Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Shri Saumayo Jyoti Seal (Membership No. F9766), Practicing Company Secretary has been appointed as the Secretarial Auditor for the year 2022-23. The Report of the Secretarial Auditor as prescribed is enclosed as Annexure V to this Report.

The Secretarial Auditor has madefollowingobservations;

1. Composition of Board with regard to minimum number of Independent Directors are not complied as per the provisions of Regulation 17(l)(b) of SEBI (LODR) Regulation, 2015. There exists shortage in the number of Independent Director including Independent Woman Director during the financial year under review. It has been brought to my knowledge that NSE and BSE had issued notice for the aforesaid non-compliance and charged penalty. Further, the Company has applied for waiver of the penalty, charged, on the ground that appointment of the Directors on the Board is made by the Government of India and not within the powers of the MSTC Board.

In this regard it is clarified that your Company is a Govt. Company underthe administrative control of Ministry of Steel, Govt, of India. Neither the Board nor the Company is empowered to appoint Independent Directors as the power to appoint Independent Director vest with Government of India as per the Government guidelines.

The Secretarial Audit Report of Companys unlisted material subsidiary i.e. Ferro Scrap Nigam Limited (FSNL) also forms part of the Boards Reportand is enclosed as Annexure VI.

Auditors

Pursuant to Section 139 of the Companies Act, 2013, the Comptroller and Auditor General of India, has appointed M/s. S Ghose & Co. LLP Chartered Accountants (FRN: 302184E), as Statutory Auditors of the Company for the year 2022-23. The report of the Auditors is attached to the Financial Statements of the Company. Management replies on the comments/observations of the Auditors are placed as Annexure VII to the Boards Report.

Comments by the Comptroller and Auditor General of India (CAG)

The comments of the CAG on the Annual Accounts of the Company in terms of Section 143(6) (b) of the Companies Act, 2013, shall be deemed as part of the Boards Report.

Number of Meetings of the Board

The Board met five times during the financial year 2022- 23. The details of number of meetings of the Board of Directors held during the year 2022-23 form a part of the Corporate Governance Report.

Disqualification of Directors

Pursuant to Section 164(2) of the Act and Rule 14(1) of Companies (Appointment and Qualification of Directors) Rules, 2014, all the Directors have intimated that, they stand free from any disqualification from being a Director.

Notice of Interest by the Directors

Pursuant to Section 184(1) of the Act, Rule 9(1) of the Companies (Meetings of Board and its Powers) Rules, 2014 and applicable provisions of SEBI, all the Directors have given Notice of Interest.

Committees of the Board

MSTC has constituted five committees of the Board viz., Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility (CSR) Committee, Stakeholders Relationship Committee and Risk Management Committee, details of which are provided in the Corporate Governance Report.

Audit Committee

The Company has in place a board level Audit Committee, in terms of the requirements of the Companies Act, 2013 read with rules made thereunder and Regulation 18 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the details in respect of which are given in the Corporate Governance Report. Further, there has been no instance where the Board of Directors has not accepted the recommendation of Audit Committee.

Corporate Social Responsibility (CSR) Committee

In compliance of Section 135(1) of the Act, read with Rule 5 of the Companies (CSR Policy) Rules 2014, the Company had constituted CSR Committee of the Board with Shri Adya Prasad Pandey, Independent Director as Chairman, Dr. Vasant Ashok Patil, Independent Director, Shri Ashwini Kumar, Govt. Nominee Director and Shri Subrata Sarkar, Director (Finance) as members.

Subsidiary Company and Joint Venture Ferro Scrap Nigam Limited

Ferro Scrap Nigam Limited is the 100% Subsidiary of the Company. Thefinancial result are given:

(Rs. in Lakhs)

Particulars	2022-23	2021-22
Total Income	41,416	41,539
Profit/(Loss) before Tax	5,135	5,418
Profit/(Loss) after Tax	3,838	4,036

The detailed information relating to the subsidiary company in form AOC-1 in compliance with Section 129(3) of the Companies Act, read with Rule 5 of Companies (Accounts) Rules forms part of Annual Report as Annexure VIII.

The Cabinet Committee on Economic Affairs ("CCEA"), Gol, in its meeting held on 27^th October, 2016, accorded its inprinciple approval to disinvest entire equity shareholding held through MSTC in FSNL, through strategic disinvestment and transfer of management control. Government of India through Department of Investment and Public Asset Management, Ministry of Finance ("DIPAM") has selected transaction advisor and legal advisor to advise DIPAM and MSTC. Shareholders of MSTC had also approved the proposal of Strategic Disinvestment of FSNL.

Government of India has already invited Global Expression of Interest (EOls) from the Interested Bidders (IBs) for proposed Strategic Disinvestment.

Mahlndra MSTC Recycling Pvt. Ltd.

MSTC had entered into a JV Agreement with Mahindra Intertrade Limited and formed a Joint Venture Company "Mahindra MSTC Recycling Pvt. Ltd.. MSTC through this JV, has set up Indias first authorised Collection and Dismantling centre at Greater Noida in 2018. Two more RVSF units were opened at Chennai and Pune during 2020.

During the FY 2022-23, 4 dismantling centres at Indore, Hyderabad, Ahmedabad and Guwahati has become operational and two RVSF units at Bangalore and Fateh Garh Sahib, Punjab are expected to be in operation shortly. At present MMRPL has presence at 41 locations throughout India through its 32 collection centres and 9 dismantling centres. The Companys output from the recycling operations was well received by the market. During the year ended 31^st March 2023, the Company earned an income of Rs. 3,168 Lakhs as against a figure ofRs. 1,748 Lakhs in previous year.

Consolidated Financial Results

In accordance with the provisions of the Companies Act, 2013 and the Accounting Standards issued by the Institute of Chartered Accountants of India, your Company has prepared the Consolidated Financial Statementforthe group, including itssubsidiary and joint venture.

The Summary of Consolidated Financial Results are as follows:

(T in Lakhs)

Particulars	2022-23	2021-22
Total Income	87,917	1,12,333
Profit/ (Loss) before tax	32,918	23,290
Tax	8,722	3,380
Profit after tax	24,196	19,910
Paid up capital (Equity)	7,040	7,040
Reserves	71,610	58,364
PBT Per Employee	109.73	73.94
Earnings per share ()	34.37	28.28
(Face value 10/-)

Material Changes and Commitments, if any, affecting the Financial Position of the Company

There are no material changes and commitments affecting the financial position of the Company that have occurred between the close of the financial year ended 31^st March, 2023 and the date of Boards Report.

Details of Significant and material order passed by the Regulators, Courts and Tribunals

No significant and material order has been passed by the Regulators, Courts and Tribunals impactingthegoingconcern status and the Companys operation in future.

Particulars of Loans, Guarantees or Investments

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 and Rules made there under are given in the notes to the financial statements.

Public Deposits

Your company has not accepted any deposits under the Companies Act, 2013 during the financial year ended 31^st March, 2023.

Compliance with DPE Guidelines and Policies

The guidelines and policies issued by the Department of Public Enterprise from time to time are duly complied with by the Company.

Compliance with Secretarial Standards

Your Company complies with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI).

Internal Financial Controls

Your Company has put in place adequate internal financial controls for ensuring the efficient conduct of its business in adherence with laid-down policies; the safeguarding of its assets; the prevention and detection of frauds and errors; the accuracy and completeness of the accounting records; and the timely preparation of reliable financial information, which

is commensurate with the operations of the Company.

M/s. Ray and Co. (FRN: 313124E) and M/s M.C. Bhandari & Co. (FRN: 303002E) were the Internal Auditors of the Company for the year and their reports are put up to the management at regular intervals and summarized statement of important issuesare placed before the Audit Committee.

Systems

MSTCs IT infrastructure is by far the most sophisticated and robust in the country to take up ecommerce services in a secure and transparent manner for more than 2,10,000 clients across the globe.

MSTCs IT Department is equipped with the powerful RISC based IBM Power Series Servers having robust processing power and can serve more than ten thousand concurrent hits. The servers are highly energy efficient leading to saving of power and these servers are in operation with redundancy & high availability disaster recovery mode for providing uninterrupted services to our stakeholders like Principals, Bidders & other users.

Mumbai Disaster Recovery site is also having a similar set up as in Kolkata Data Center.

MSTC is concerned with information security issues and has left no stone unturned to achieve maximum security by installing different OEM Next Generation Firewall, Intrusion Prevention System (IPS), Managed Distributed Denial of Service (MDDoS), SSLetc.

The much needed security features Write Once Media which captures the Audit trails on a non-editable tamperproof media, has been the hallmark of MSTCs e-Commerce system.

SSL Encryption

SSL (Secure Sockets Layer) is the standard security technology for establishing an encrypted link between a web server and a client end browser. This link ensures that all data passed between the web server and browsers remain private and integral. We have implemented 256-bit SSL in our web server with enforcement of TLS 1.2 & above.

All network equipment like routers, switches are from CISCO/CHECKPOINT and are totally ready for IPv6 migration. Security Appliances like Firewalls, IPS are in place to prevent unauthorized intrusion with latest signatures.

Periodical Application Security Testing is conducted by STQC, a Govt, of India Department. MSTC ensures security through periodical penetration, vulnerability & performance testing by STQC. MSTC conducts its business through a dedicated 155.52 MBPS ILL and also has another ILL connectivity taken from a different provider and with a Point-to-Point (P2P) connectivity between DC & DR for data synchronization with redundancy. Two ILLs are in operation with load balancing with the implementation of Radware Link Load Balancer.

MSTC has developed an in-house browser independent e- Procurement solution with e-tendering, e-reverse auction,

e-reverse auction with LI matching and many other models. General Financial Rules, CVC guidelines, IT Act 2000 and its Amendment of 2008 have been adhered to in this e-Procurement application and the said service has been certified by STQC. The upgraded version of e- Procurement software is certified by STQC and is valid till 6^th November, 2025.

MSTC server in Kolkata is manned round-the-clock throughout the year. The Systems Department is well equipped with qualified professionals whose skills are continuously upgraded with trainingon latest technology.

MSTCs System Department is ISO 27001:2013 certified by STQC.

MSTC e-Commerce division is also ISO 9001:2015 Quality certified.

Developments of Information Technology during2022-23

MSTC e-Commerce Systems is certified for ISO 27001:2013 by STQC and is valid upto 27^th August, 2023 (Information Security Management System Certification).

Security is in place with two different OEM Checkpoint & CISCO Next Generation Firewall at two levels (Perimeter & Server side).

ISO 9001:2015 certification is also maintained as per standards and this certificate is valid up to 9^th December, 2023.

Imperva Write-once management device is in place for better management &monitoringof activities related to data.

MSTC In-house Java Team has developed and implemented many customized e-commerce solutions like Spectrum 5G auction, ELV portal, Red Sander auctions with dollar wallet facility for Odisha Forest Development Corporation, OCPL Coal auction portal, Shakti B2 Round V auctions, Bank API Integration with different Banks, Portal for MMB Odisha, Single Window Coal Agnostic auction for CIL, DEEP PPIPCP portal(Power Procurement from ICB Plants during Crunch Period), Post auction data integration through web service for UP MMB etc.

MSTC In-house dot Net Team developed and implemented many customized solutions like Online Systems for Recruitment of OSD (Officers on Special Duty), implementation of full-fledged multilingual functionality with dynamic contents for Jaivikkheti portal, New Bill Track System with Contract management with automatic PO number generation, Payroll application for FSNL, Rajbhasha, Procurement, Harghar Tiranga module in MSTC Knowledge management portal, Development of Portal/dashboard for Retired employees, Development of Bank Reconciliation modulefor Accountingsoftware etc.

Additional Server, RAM were installed in the existing VM infrastructure in Data Centre to increase the capacity for creating new VMs as per requirement time to time and also to increase the capacity of existing VMs for better performance

due to increase in load.

MSTC increased its focus on dedicated Dashboards and Apps. For the General Auctions App for Bidders a new version with various innovative features was launched and various internal Dashboard(s) upgraded. In the MSTC General Auction Portal, Automatic Bid Validity Management Module has been implemented system-wide.

MSTC In-house Team, updated DEEP (Ministry of Power) module with Aggregated Thermal Power B(v) Scheme bidding module, under which e-Bid event for procurement of 4178 MW Power from 01.04.2023 to 31.03.2028 was successfully conducted. Additionally in DEEP, a dedicated portal for "Power Procurement from ICB Plants during Crunch Period(s)" was developed and launched.

Based on the Notifications from Ministry of Finance and Ministry of Road, Transport and Highways, MSTC Launched End of Life Vehicle Scrapping Portal (ELV), where RVSFs (Registered Vehicle Scrapping Facilities) can purchase End of Life Vehicles (ELVs) of various Govt, entities through e-Auction and Individual Seller(s) through Direct Purchase.

First event e-Auction of 5G Spectrum was successfully conducted in India by MSTC Limited at the behest of Department of Telecommunications, where GOI has cumulatively generated^ 1,49,984.68 Crore revenue.

In Coal Linkage Schemes, new events in Shakti B(ll), NRS Linkage and Shakti B(lll) Long and Medium Term were successfully conducted.

In FY 2022-23, MSTC has generated revenue from operations from service charges on e-Commerce to the tune of X 29,232 Lakhs (previous year^ 26,913 Lakhs).

In the upcomingyear, MSTC plans to increase automation to a significant degree and to improve the user experience with dedicated dashboards. A key focus area for this will include upgradation of e-Payment facilities, dedicated Seller and Buyer Dashboard(s), Subscription Service with access to key market intelligence etc.

In 2022-23, MSTC had executed 67,432 no. of Auctions/events through its portal for general e-Auction, Coal e-Auction and e-Procurements.

In FY 2022-23, MSTC has procured goods and services through GeM portal and such procurement percentage comes to 76.65 % of total procurement made during the FY 2022-23.

MoU Performance

The Memorandum of Understanding (MoU) with the Government of India setting performance parameters and targets for the year 2022-23 was signed by Chairman and Managing Director of the Company and Secretary (Ministry of Steel), Govt, of India, on 9^th November, 2022. MoU targets for the Company continue to be more challenging and tougher over the years. However, the Company has been continuously striving to achieve new heights in terms of performance

numbers surpassing all previous achievements. The performance rating for the financial year 2022-23 is under evaluation.

In terms of DPE guidelines, the evaluation of financial parameters of MSTC will be done as a Group comprising of wholly owned subsidiary i.e. Ferro Scrap Nigam Ltd. and 50:50 JV company i.e. Mahindra MSTC Recycling Pvt. Ltd. based on Consolidated Financial Results

Human Resource Development

MSTC Limited has always considered its human resource as the most important resource. With the increase in the volume of business and employees retiring from the Company, an assessment of manpower requirement was undertaken by the Company to identify the optimum requirement for the Company so that process can be initiated for filling up the same. No recruitments were made in 2022-23.

Since we are a people-oriented company, development of employees through training has been an important area of HR activities. Emphasis was laid on competency building of employees for higher roles in the Company. The company has trained 95 executives and 3 non-executives in various training programs held by Centres of excellence in India on topicsforcapability enhancementand skill development. The topics for training were chosen to promote overall development and to foster understanding, collaboration, teamwork and leadership qualities amongst the employees in the organization. Further out of the total employees trained, 185 executives and 52 non-executives were trained in-house for development of their capabilities.

Welfare of Weaker Sections

The Presidential Directives issued from time to time in regard to reservation, relaxation, concession, etc. for the SC/ST/OBC/PWD candidates pertaining to the policies and procedures of the Government were duly observed. The directives in matters concerning recruitment and promotion regarding the weaker sections have been duly complied with.

All Departmental Promotion Committees constituted during theyearhad representatives of SC/STcommunity.

During the year, 15 ST, 38 SC, 74 OBC and 8 PWD employees of the Company, were sponsored for in-house and Institutional training programmes. In addition, all possible cooperation and assistance was provided to the MSTC SC/ST Employees Council, which function primarily to safeguard the interest of the reserved section of employees of the Company.

Empowerment of Women

MSTC is a Corporate Life Member of Forum of Women in Public Sector (WIPS) and women employees were nominated in the programs organized by WIPS. Internal Complaints Committees constituted in all the offices of MSTC have been functioning successfully. Periodical meetings and Complaint redressal, awareness programs, etc. are also duly conducted by the Committees.

Disclosure under Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

MSTC has in place a mechanism for prevention and redressal of sexual harassment of women employees at the workplace, in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committees (ICCs) have been set up in all the offices of the Company for rendering necessary assistance to and dealing with complaints, if any, of all the women employees of the Company. All employees (permanent, outsourced, trainees etc.) are covered underthis policy. Workshops are held with an objective to create awareness among the employees.

(a) Number of Complaints filed during the financial year 2022-23: Nil

(b) Number of complaints disposed off during the financial year 2022-23 :NA

(c) Number of Complaints pending as on end of the financial year2022-23:Nil

Manpower Statistics of MSTC as on 31s* March 2023

HO E

P

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EXECUTIVE 83* 8

4

5

5

17

7

8

9

13

2

10

9

6

5

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7

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9

227

NON-EXECUTIVE 21 6

0

1

0

4

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8

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3

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73

SC/ST/OBC/Physically Handicapped status as on 31s* March 2023

GROUP

TOTAL

SC(%)

ST(%)

OBC(%)

PHYSICALLY HANDICAPPED (%)

A

227

34 (14.97)

13 (5.72)

61 (26.87)

7(3. 08)

B

2

1 (50.00)

NIL

NIL

NIL

C

67

9 (13.43)

3 (4.47)

20 (29.85)

2 (2.98)

D

4

2 (50.00)

NIL

NIL

NIL

TOTAL

300

46 (15.33)

16 (5.33)

81 (27.00)

9 (3.00)

Male/Female as on 31^s* March 2023

	MALE	FEMALE	TOTAL
EXECUTIVE	186	41	22 7
NON - EXECUTIVE	64	9	73
TOTAL	250	50	300

Covid-19

The Financial year 2022-23 was the third year where the Covid-19 pandemic continued to affect the daily lives of all the citizens of the Country. However, the impact of Covid was much milder as compared to the previous years and MSTC employees also took the issue of covid infections and it was also a very tiring and testing time for all MSTC employees also adapted to the ongoing covid pandemic and started to lead a normal existence as far as possible under the given circumstances. The effects of the pandemic started to taper off by end of July and a semblance of normalcy returned for all concerned. Though the pandemic was not over but news reports suggested that covid was shifting from being an pandemictoan endemic.

MSTC being a knowledge based company considers its employees as its main assets. As was done last year, with the increase in the spread of the pandemic, MSTC issued suitable instructions to all its offices to implement the various measures announced by the Government of India to ensure the safety of its employees. In addition the Company organised vaccination camps for inoculating all its employees and family members, contractual staff and other stake holders with precautionary booster dose to protect them from covid-19.

Further, employees who were affected by COVID were provided with necessary help, medical facilities and aid to ensure their recovery. Help was also extended to the immediate families of the employees in need. In the unfortunate event of an employees demise due to covid, the

Company had sanctioned special ex-gratia payment to the family members.

Grievance Redressal Mechanism

MSTC has Public Grievance Redressal Cells. There are total eight (08) cells in regions and branches of the organisation and there is a Public Grievance Officer and Nodal Authority in the Head Office. There is a facility of online registration for lodging grievance on the Companys website www.mstcindia.co.in. MSTC has also implemented Centralised Public Grievance Redress and Monitoring System (CPGRAMS) for online receipt and disposal of public grievances, so that grievance can be sorted out immediately and to take action to solve the case. Some grievances are also received by post. Action is taken to address and redress grievances received from outside and staff of the organisation.

Apart from the cells, a Grievance Committee is also constituted at Head Office. The Grievance Committee makes recommendations after examination of the grievances and comments obtained from the concerned department/ region / branch.

The Grievance Committee meets at periodical intervals to review the cases. The Centralised CPGRAMS and Public Grievance site of the Company are monitored regularly by Head Office.

Statement of Public Grievances for the period of Is* April, 2022 to 31st March, 2023 is as under:
Types of Grievances	Grievances outstanding as on 1st April, 2022	Grievances received In 2022-23	Grievances disposed off In 2022-23	Grievances outstanding as on 31st March, 2023
Public Grievances	03	61	64	00

Right to Information Act 2005

Your Company has aligned with the online RTI portal launched by DoPT and all the applications / appeals received through the portal have been disposed off through the portal, namely https://rtionline.gov.in. Provisions of RTI Act 2005 were complied with for processing the RTI applications and appeals received in all offices of MSTC. There is one Transparency Officer, one First Appellate Authority, one CPIO, one Nodal Officer in MSTC, Head office and every region/branch has one PIO for effectively processing the RTI applications received at various locations of the Company.

All quarterly reports have been uploaded online on CIC site. During 1^st April, 2022 to 31^st March, 2023, a total of 111 RTI applications have been received through online and by post. A total of 10 First Appeals have been received. Out of the above, 97 RTI Applications and 9 First Appeals have been disposed off. The remaining RTI applications and appeals are under process.

Official Language

Continuous efforts are being made for publicity and effective implementation of official language in all the units of the company and the progress made in this regard is being continuously reviewed and monitored.

Efforts to Promote Use of Official Language:

In orderto promote use of Official Language in yourCompany, the following activities had been undertaken:

(a) Earlier 2(Two) offices were notified in the Gazette of Government of India. In 2022-23,1 Regional office and 8 Branch offices were notified in the Gazette of Government of India after more than 80% of the staff acquired working knowledge in Hindi.

(b) Workshops on Hindi Typing, Office 365 and Kanthastha 2.0 were organized.

(c) Sansadiya Rajbhasha Samity has inspected Jaipur, Mumbai, Bengluru, Bhopal Offices of MSTC.

(d) Organised Street Play and Hasya Kavi Sammelan under Rajbhasha Samaroh-2022.

(e) Published 2^nd edition of Multimedia Web Magazine "Rajbhasha Sangati". Rajbhasha Sangati - 2023 issue will be published as book magazine, video DVD magazine and multimedia web magazine. It includes all three types of compositions audio, video and text.

(f) Update the Rajbhasha Incentive schemes.

Chairman and Managing Director participated in the Hindi Salahkar Samiti meeting organized by Ministry of Steel on 13^th May 2022 at Gangtok, Sikkim and 31^st August, 2022 at Varanasi, Uttar Pradesh.

GM(CP/CC/0L), DM(OL) and AM(OL) participated in Hindi Divas Samaroh - 2022 and 2^nd Akhil Bhartiya Rajbhasha Sammelan atSurat, Gujarat on 14^th September, 2022.

"Rajbhasha Trimas - 2022" was organized among all India MSTC offices. During this period Hindi competitions and workshops were organized in Head Office, Regional and Branch Offices.

Rajbhasha Award:

MSTC, Head office, Kolkata received the Narakas Rajbhasha Samman-2021-22 (2^nd Prize) for the best performance in the field of official language implementation among Public Sector Undertakings in Kolkata.

MSTC, Hyderabad and MSTC, Vishakhapatnam received the Narakas Rajbhasha Samman-2021-22 for the best performance in the field of official language implementation among Public Sector Undertakings in Hyderabad and Vishakhapatnam.

Vigilance Setup

The vigilance department plays a crucial role in ensuring transparency, accountability, and integrity within an organization. Vigilance is essential to prevent the corruption, to promote transparency & integrity, to improve the efficiency in the organisation. The Vigilance setup of MSTC headed by Chief Vigilance Officer (CVO) has been instrumental in institutionalizing the anti-corruption activities. The CVO and the vigilance setup functions as the extended arm of Central Vigilance Commission (CVC), the apex statutory anticorruption body of the Nation. The Vigilance department also acts as a link between the organisation and other anticorruption agencies like CBI, Anti-Corruption Branches (ACB) of State Governments and Administrative Ministry, etc. on vigilance related matters.

The vigilance department takes preventive, punitive and detective measures, with emphasis on the preventive aspects and helps in establishing effective internal control systems and procedures for minimising systemic failures. A practice of preventive vigilance is generated to sensitize officials at all levels about the ill effects of corruption and malpractices. Complaints received were taken up for investigation wherever required and necessary suggestions for systemic improvements / disciplinary action were recommended, as deemed fit.

Some of the Important activities undertaken by the Vigilance Department during FY2022-23 are as follows;

a) Received 70 Complaints and disposed 70 Complaints.

b) 17 Surprise Checks and Inspections were conducted by Vigilance Department.

MSTC^^

c) Scrutinized about 39% of the property returns of employees.

d) 5AuditReportswereexamined.

e) 6 System studies were taken up and Vigilance observations/recommendations are suggested to the management. Vigilance department studies various procedures / policies / rules and on the basis of examination, system improvements are suggested to the management. Management takes considered view on recommendations for implementation.

f) Training Programs: One Vendor Meet was organized by Vigilance Department on Vigilance Awareness Week- 2022. 04 Preventive Vigilance Training Sessions were organized through online mode where 51 employees were covered. 06 Sensitization programs conducted including MSTC offices at Kolkata, Delhi, Hyderabad, Bhubaneswar, Raipur&Ranchi.

Vigilance Awareness Week: Vigilance Awareness Week - 2022 was observed with the theme "Corruption Free India for a Developed Nation" in all offices of MSTC. Organization website was being extensively used for the wider dissemination of the observance of Vigilance Awareness Week on the theme for the employees as well as public. Radio jingles was played on FM Stations in Delhi & Kolkata to inspire public for taking Integrity Pledge on the occasion of Vigilance Awareness Week. 4^th edition of MSTCs in house Vigilance Magazine "Jaagrat" was published on this occasion containing various articles/poems written by MSTCs employees based on Vigilance Awareness Week theme. The messages received from the Honble President, Vice- President, Prime Minister and CVC were also published in the Vigilance Corner of the organizations website. Skit Play and Walkathon on the theme was organized to spread awareness amongst the employees of Corporate Office and Eastern Regional Office. Competitions such as Essay, Slogan and Painting and Quiz competitions involving MSTC employees and their wards and School & College students of Kolkata were also organized.

Compliance of recommendations made by the Committee on Papers Laid on the Table (Rajya Sabha) In Its 150^th Report:

Details of cases initiated / disposed-off during the financial year 2022-23:

- No. of cases pending as on 31^st March, 2022:2

- No. of cases initiated during2022-23:7

- No. of cases pending as on 31^st March, 2023:7 Nature of Pending case: Irregularities observed towards conducting e-Auctions/Tender, CAG audit paras and Confirmation to the post.

- Officer involved: Investigation is ongoing.

- Chargesheet issue on: N.A.

- Disciplinary proceedings: N.A.

Acknowledgement

The Board of Directors wish to place on record their gratitude to the Honble Union Minister for Steel, Honble Minister of State for Steel, Secretary (Steel), Additional Secretary and FA (Steel), and other officials of the Ministry of Steel, Defence Ministry, Coal Ministry, Mining Ministry, Civil Aviation, Petroleum, Natural Gas Ministry and various other Central Government Ministries, all State Governments, various Central and State public sector undertakings, private companies, the bankers, our principals and others for their valuable assistance and guidance extended to the Company during the year. The Directors express their gratitude to all stakeholders, customers and suppliers for the trust and confidence reposed by them onyourCompanyyearafteryear.

Your Directors also place on record the appreciation of the sincere efforts made by employees which has resulted in excellent performance of the Company.

For and on behalf of the Board of Directors

Place: Kolkata	(Surinder Kumar Gupta) Chairman and Managing Director
Date : May 23, 2023	[DIN : 08643406]