rashtriya chemicals & fertilizers ltd share price Directors report


Dear Members,

The Directors of your Company have pleasure in presenting this 45th Annual Report on the working of your Company together with the Audited Financial Statements for the year ended March 31, 2023.

Dividend

FINANCIAL PERFORMANCE year

Particulars

2022-23 2021-22

Total Income (Net)

21594.84 12948.62

Total Operating Cost year 2022-23 amounts to

19978.35 11822.90
Operational Profit 1616.49 1125.72
Depreciation/Impairment 212.12 183.55
Finance Cost 223.86 125.89

Profit before exceptional items

1180.51 816.28
Net Exceptional Items (income) (93.47) (127.63)
/ Expense

Profit before Tax

1273.98 943.91
Provision for Tax (including 306.83 239.55
deferred Tax liability/ Asset)

Net Profit

967.15 704.36

Retained Earnings year 2021-22 was

Add / (less): Re-measurement (35.76) (9.19)
of Defined year 2022-23 was
Less: Dividend Paid (Previous 226.19 172.68
Financial Year)
Less: Balance Transferred to / 705.20 522.49
(from ) General Reserve

During the year, the major factors improving your Companys a. Higher margins of Industrial products and Complex Fertilizers contributed to higher Urea b. Better energy efficiencies margins. c. Reduction in interest rates as well as lower working role capital requirement resulted in reduction in Finance costs.

MEMORANDUM OF UNDERSTANDING WITH GOVERNMENT OF INDIA

Your Company has been entering into a Memorandum of Understanding (MoU) with the Ministry of Chemicals & Fertilizers, Government of India, setting the performance parameters and targets every year. Your Company has secured "Very Good" rating for the year 2021-22. The performance rating for 2022-23 MoU is yet to be finalisedby the Government and the Company expects to achieve "Very Good" ratings this year.

DIVIDEND

Although your Company has lined up a number of capex programmes which will entail substantial expenditure, considering the consistent profits being made by the Company and based on the Companys performance, your ofDirectors are pleased to recommend a final 3.70 per equity share of 10/- each for the financial 2022-23. Your Board had earlier approved payment of interim dividend of 1.60 per equity share of 10/- each for the financial 29, 2022 and same was paid on December 27, 2022. The total dividend for the financial

5.30 per equity share (Previous year 3.85 per equity share), and would involve a total cash outflow of 292.39 Crore consisting 88.27 crore as interim dividend and 204.12 crore as final dividend ( 137.92 Crore in the previous year). The final dividend pay-out is members at the ensuing Annual General Meeting.

APPROPRIATION TO GENERAL RESERVES

Your Company earned a net Profit after Tax of 967.15 Crore ( 704.36 Crore in the previous year). Re-measurement of defined benefit plans resulted in loss of 35.76 crore (previous year 9.19 crore). The dividend pay-out pertaining to financial 137.92 Crore ( 98.20 Crore pertaining to financialyear 2020-21) and interim dividend pertaining to financial Plan 88.27 Crore ( 74.48 Crore pertaining to financial year 2021-22).The balance amount of 705.20 Crore ( 522.49 Crore in the previous year 2020-21) was transferred to General Reserves.

UPGRADATION OF NAVRATNA STATUS

Your Company has been accorded the ‘NAVRATNA CPSE status by the Government of India on August 29, 2023 before tax are as under: which provides greater autonomy and enhanced financial delegation to the Board of Directors. Your Company is the first PSU in fertilizer sector to . be elevated to NAVRATNA Category. This recognition is a testament to RCF teams (Past & present) dedication and commitment to the chemicals & fertilizers Sector. With the coveted NAVRATNA status, your Company further commits itself our towards playing a more decisive and significant countrys growth and prosperity.

AWARDS WON

As in the past, your Company has won many awards during the year 2022-23, some of which are as under:

Trombay Unit

"22nd Annual Greentech Environment Award 2022" for outstanding achievements in "Environment Protection" category.

FICCI Award-2022 for Sustainability-Excellence in Safety in Chemical Sector.

Greentech EHS Best Practice International Award 2023 under EHS best Practices Category.

3rd prize in 17th state level Energy Conservation Award (MEDA) in Industry General Category.

National Safety Council of India awards 2022 (Appreciation Certificate) in recognition for good performance in OSH during 2019-2021.

Thal Unit

"Certificate of Merit" from NSC India in Safety Seminar organized by NSC-India

Growcare Occupational Health and Safety Award 2022

Greentech Effective EHS Culture award

Merit Certificate in NSC I seminar

HWP Thal received 3rd Prize in NSC I seminar

Others:

Governance Now 9th Edition PSU Award in category "Technology initiative in Vigilance in PSUs

OPERATIONAL RESULTS

Thal Unit

During the year, the unit produced 18.80 lakh MT of Urea compared to 18.59 lakh MT produced during the previous year. In terms of nutrients in the fertilisers, the unit produced 8.65 lakh MT of N during the year, compared to 8.55 lakh MT during previous year.

Trombay Unit

The Trombay Unit produced 3.16 lakh MT of Urea & 6.43 lakh MT of Suphala 15:15:15 during the year compared to 3.26 lakh MT of Urea & 5.71 lakh MT of Suphala 15:15:15 produced during the previous year. In terms of Nutrient values, the unit produced 2.42 lakh MT of N, 0.96 lakh MT

O

of P2 5 and 0.96 lakh MT of K2O during the year compared

O and 0.86 lakh

to 2.36 lakh MT of N, 0.86 lakh MT of P2 5 MT of K2O respectively during the previous year.

INDUSTRIAL PRODUCTS

Your Company produces industrial chemicals at both its units. During the year, your Company produced approx. 5.79 lakh MT of various major industrial chemical products as against approx. 6.52 lakh MT during the previous year. Your Company produces, amongst others, Ammonium Nitrate Melt, Ammonia, Ammonium Bicarbonate, Dilute Nitric Acid 58%, Conc. Nitric Acid 98%, Strong Nitric Acid, (72% & 68%), Methyl Amines (Mono, Di, Tri), Sulphuric Acid, Argon, Nitrogen, Dimethyl Acetamide, Phosphoric Acid 27%, Sodium Nitrate / Nitrite, Refrigerant Ammonia, Water, Methanol, Gypsum, Chalk etc.

MARKETING PERFORMANCE

FERTILIZER DIVISION

Your Company achieved sales volume of 33.14 lakh MT during the year 2022-23 as compared to 30.80 lakh MT during the previous year. Your Company sold 22.09 lakh MT of Urea, 6.10 lakh MT of Suphala 15:15:15, 0.05 Lakh MT of Suphala 10:26:26, 4.47 lakh MT of other bought out products i.e. DAP, MOP, Imp NPK etc. , 0.38 lakh MT of tie products and 0.05 Lakh MT of value added products as compared to 22.08 lakh MT of Urea, 5.87 lakh MT of Suphala 15:15:15, 2.31 lakh MT of other bought out products i.e. DAP, MOP, Imp. NPK etc. 0.49 lakh MT of tie products and 0.05 Lakh MT of value added products during the previous year. The Total sale of manufactured fertilizers (Urea & NPK) during 2022-23 was 28.23 lakh MT as against 27.95 lakh MT during the previous year. Sales of manufactured fertilizers registered growth of 1 % over previous year.

Your Company sold 4.47 LMT Imported fertilizers products i.e. DAP, MOP and Imp NPK etc. as compared to 2.31 LMT during previous year. Sales of imported fertilizers registered growth of 94 % over previous year.

The sale of Biola picked up momentum during the year. Biola sale registered growth of 13 % touching 151 KL during the year as against 134 KL in the previous year. The sale of manufactured water soluble fertilizers under the brand name ‘Sujala touched 4247 MT during the year as against 5056 MT sold in the previous year. Other products such as Microla, pH balancer, Silica and OGS also registered healthy volumes during the year.

During the year, your Company has achieved the following milestones: Highest ever sale of 33.14 LMT of fertilizers, which is an increase of 8 % over last year. This is highest sale after 2015-16.

Sold 4.47 LMT of imported products, which is an increase of 94% over last year.

Highest ever sale of 6.10 LMT of Indigenous 15:15:15. Highest ever sale of 2.98 LMT of Imported DAP. Highest ever sale of 1.20 LMT of Imported 20:20:0:13. First time the Company has sold PDM and PROM under tie-up and sold 8,764 MTs & 2,982 MTs respectively.

Highest ever sale of 151 KL of Biola which is highest sold quantity in last 10 years. Last years sale was 134 KL

INDUSTRIAL PRODUCTS DIVISION

Industrial Products Division has achieved the highest ever sales turnover of 3406.03 Crore as against 2424.73 Crore during the previous year. Your Company has registered increase in sales of IPD products and better realisation due to lower RLNG prices and resultant reduction in cost of production coupled with increasing demand and focussed marketing strategies. Sales of Ammonium Nitrate Melt, Dimethyl Acetamide, Sulphuric Acid, STP Water, Argon, Refrigerant Ammonia, Nitrogen, Phosphoric Acid 27% & Chalk was increased during the year.

During the year, your Company has achieved the following:

1. Highest ever sale of AN melt of 1,75,694 MT.

2. Highest ever sale of Refrigerant Ammonia of 1,046 MT.

3. Highest ever sale of Phosphoric Acid 5,175 MT.

EXPORTS

Considering the nature of products manufactured by your Company and indigenous demand, the scope for export is very limited. However, your Company successfully popularized its Ammonium Bicarbonate (ABC) brand in the overseas market through third party export. During financial year 2022-23, your Company has done third party export of Ammonium Bicarbonate (ABC) under "MRUDULA" brand to the tune of 70.97 lakh as against 59.26 lakh during the previous year.

IMPORT OF UREA ON GOVERNMENT ACCOUNT

Your Company has been designated as State Trading Enterprise (STE) in October, 2019 for Import of Urea on Government Account. Based on the instructions of Department of Fertilizers (DoF), RCF imported approx. 25.26 lakh MT quantity of Urea through issue of total Two (2 Global tenders during the year 2022-23.)

DOF has also assigned RCF the responsibility for execution of Urea imports under Long term Agreement (LTA) between M/s. OQ Trading & Govt. of India (DOF) w.e.f. February 2022 onwards for a period of 3 years (till January 2025), for a Quantity of 10 lakh MT +/- 10% per annum on FOB basis. Accordingly in FY 2022-23, Twenty Three (23) Urea shipments have been shipped from OQ Trading Ltd. under this LTA, with a total quantity of approx. 10.01 Lakh MT.

In order to cater to the emergent Fertilizer requirement by Sri Lanka, based on the instructions of DOF, RCF supplied approx. 65,000 MT of Urea to M/s. Colombo Chemicals & Fertilizers Ltd. (CCFL), Sri lanka in two shipments during the month of July & August 2022, under Short term line of Credit of USD 55 MN provided by Govt. of India to Govt. of Sri Lanka in order to avert the Fertilizer shortage crisis in Sri Lanka.

An MOU was signed between Govt. of India & Govt. of Nepal on 28.02.22, wherein it has been decided that Govt. of India will supply Urea & DAP (Fertilizers) to Nepal for next five years period under the G2G Agreement. Further RCF has been nominated as the State Trading Enterprise (STE) by DOF for execution of this MOU on behalf of Govt. of India and accordingly based on this MOU a separate financial Agreement was signed on 18.07.22 by RCF & M/s. Krishi Samagri Company Limited (KSCL)-Nepal who is the nominated agency by Govt. of Nepal. Under this agreement and as per the initial requirement provided by M/s. KSCL-Nepal, the first shipment of 30,593.30 MT Bagged Urea have already been delivered to KSCL, Nepal at their three designated warehouses in Biratnagar, Birgunj & Bhairahawa located in Nepal.

ATMANIRBHAR BHARAT

Under ‘Atmanirbhar Bharat Abhiyan, following initiatives are taken by your Company:

Increased Complex Fertilizer (NPK 15:15:15) Production:

Your Company has enhanced the production of Suphala NPK (15:15:15) by installation of additional spherodizer and associated system. During FY 2022-23, highest ever production (6.382 Lakh MT) of Suphala (15:15:15) was achieved.

Optimizing production of Industrial Chemicals:

Your Company is manufacturing various Industrial Chemical products having high brand values. Plants manufacturing industrial chemical products like Ammonium Nitrate, Ammonium Bicarbonate, Nitric Acid, Concentrated Nitric acid and Sulphuric acid are operated at optimum level to meet the market demand.

Setting up New AN Melt Plant:

In order, to meet the growing power need of the country, enhancement in domestic production of AN melt is very important. Therefore, your Company is setting-up new AN Melt plant of 425 MTPD at RCF Trombay unit with latest andefficienttechnology . The energy additional production from this AN melt project shall be substituting the existing imports, leading to improved availability of Coal to the power plants and hence in turn shall ensure power security to the common people.

Setting up Liquid Nano Urea plant:

Your Company is setting-up liquid Nano Urea plant of 75 KL per day at RCF Trombay unit using indigenous technology, developed by M/s IFFCO. Nano Urea is expected to be more efficient as conventional Urea.

Setting up new NPK Fertilizer plant at Thal:

In order to increase domestic supply of DAP/NPK fertilizer, your Company is exploring possibility of setting up NPK Fertilizer of 1200 MTPD (in terms of DAP) plant at Thal subject to economic viability.

AGRICULTURE EXTENSION ACTIVITIES

RCF has undertaken several agriculture extension activities so as to educate the farmers on efficient use of agro-inputs and provided know-how on improved and scientificmethods of cultivation contributing to increase in their farm yield. Some of the services so undertaken during the year are as under:

1. Soil Sample Analysis: 48,689 number of NPK and 13,718 number of Micro-nutrient analysis have been done and Soil Health Cards distributed.

2. Kisan Suvidha Kendras: 100 Kisan Suvidha Kendras were operated at different districts of Maharashtra & Karnataka for educating & imparting Agricultural extension services to the farmers at the field level,

3. Farmer Training Centres are operational at Thal and Nagpur for imparting residential training to farmers. A total of 44 programs were undertaken benefitting 2979 farmers during the year.

4. RCF Kisan Care Toll Free service 1800-22-3044 was operated for imparting Agricultural information to the farming community.

5. RCF Sheti Patrika: 7.20 lakh copies of RCF Sheti Patrika (Marathi edition) covering the relevant subjects pertaining to Agriculture and allied fields were printed & distributed to farmers.

6. Doordarshan: RCF sponsored and promoted popular TV programs like Krishi Samruddhichi Gurukilli for sharing of Agriculture Knowledge and RCF Suphala DD Sahyadri Krishi Sanman Puraskar for motivating farmers.

7. Social Media: Information has been shared through Social Media (WhatsApp, Facebook, Twitter, Instagram, and You Tube) with handle @ rcfkisanmanch.

8. Agricultural Extension Services: 3218 Field Demonstrations, 209 Soil Testing Days, 460 Farmers Meetings, 55 Krishi Melas, 10 Veterinary Camp/Rural Sports, 58 Exhibitions, etc. were organized for the benefit of the farmers.

9. Adoption of Villages for Promotion of City Compost:

6 villages from Maharashtra & Karnataka were selected for promotion of City Compost.

MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE COMPANY

In the matter of Arbitration between Rashtriya Chemicals and Fertilizers Limited ("the Claimant") and Thermax Limited, ("Contractor/ Respondent") regarding recovery of damages, losses, etc. for breakdown of two Gas Turbo Generator (GTGs), an award has been passed by an Arbitral Tribunal consisting of Sole Arbitrator on June 5, 2023. The Sole Arbitrator has passed an Award in favor of RCF (Claimant) and directed the Contractor (Respondent) to repair and reinstate both the GTGs at companys plant at their own cost and expenses under the defect liability clause. The Arbitrator has also allowed the Companys claim on additional expenditure incurred on power and directed the Contractor to pay 173. 72 Crores with interest @ 10% from the date of claim and a sum of 95 Lakhs as arbitration cost to the Company.

RISK MANAGEMENT

Pursuant to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has framed a Risk Management Policy for risk assessment and minimization procedures. The Risk Management Policy developed with the objective of having a balanced approach towards business plan and mitigating the associated risks, is in place. The system identifies better management practices to ensure greater degree of confidence amongst various stakeholders and facilitates good Corporate Governance practice. All risks associated with Operations, Environment, Finance, Marketing, Human Resource, Legal, Information Technology Security, Projects etc., are continuously monitored. The degree of impact of the perceived risks is further graded into high, medium and low and the probability of the occurrence of each risk is also classified into Unlikely and likely. In order to mitigate losses arising out of such perceived risks, appropriate procedures are being adopted to contain the risks. Also the practices adopted during emergencies, including the communication system and mode of disseminating information are periodically reviewed and updated to minimize the impact on the Company. Quarterly report in respect of the same is presented to the Board.

The Board of Directors had constituted Risk Management Committee to identify elements of risk in different areas of operations and to develop policy for actions associated to mitigate the risks. The Committee on timely basis informs the Board of Directors about risk assessment and minimization procedures which in the opinion of the Committee may threaten the existence of the Company. The details of Risk Management Committee are included in the Corporate Governance Report.

MAJOR EXPANSION AND DIVERSIFICATIONS

The status of major projects undertaken by your Company is as under:

PROJECTS UNDER IMPLEMENTATION

Trombay Ammonia V Plant Revamp (KBR Scheme):

Ammonia-V revamp project is being implemented as a part of energy improvement schemes to meet the new energy norms for Trombay Unit. The estimated project cost is

101.88 Crore. The Basic Engineering is being done by M/s KBR and Detail Engineering is being done by PDIL. The scheme is envisaged to result in energy saving of 0.25 Gcal/MT of Ammonia. Expected project completion is by April 2024.

New AN Melt Plant at Trombay:

Your Company is setting-up new AN Melt plant of 425 MTPD at RCF Trombay unit with latest and energy efficient technology. The work order for execution of the project on LSTK basis is awarded to M/s Larsen & Toubro Limited. The estimated Project Cost is 187 Crore. Site work is in progress. The project is scheduled to be completed by Sept. 2024.

ETP up-gradation at Thal:

Upgrading the existing EffluentTreatment Plant for treating 10,000 M3/day effluent to ensure the quality of treated against discharge to sea is recycled for reuse in effluent plant. In 1st phase, around 5000 m3/day treated water will be recycled. Estimated cost of 1st Phase is 66.72 Crore. Work Order has been issued to M/s Ion Exchange Ltd. In 2nd phase, balance effluent will be recycled, to achieve "Zero Liquid Discharge" goal. Action for 2nd Phase has been initiated. Detailed Feasibility Report (DFR) under preparation by Consultant.

Nano Urea plant:

Nanotechnology is an emerging field with potential to provide management. Nano Urea is expected to efficient reduce the use of Urea. RCF is setting up Nano Urea Plant of 75 KL per day capacity at Trombay based on IFFCO

Technology. As a part of getting Environment Clearance, Public Consultation was held on 02.03.2023. The estimated Project Cost is 238 Crore.

PROJECTS UNDER CONSIDERATION

Setting up new NPK Fertilizer plant at Thal

RCF is exploring possibility of setting up NPK Fertilizer plant at Thal subject to its economic viability. Administrative approval from DoF has been received. PDIL has been lined up for preparation of Detailed Feasibility Report (DFR) and Environment Impact Assessment (EIA) report for Environment Clearance. As a part of getting Environment Clearance, Public Consultation and Form-II for EC was submitted on MOEF&CCs Parivesh portal on 03.05.2023. Tender for selection of LSTK Contractor has been floated. The estimated Project Cost is 914.58 Crore including taxes, duties and working capital

Zero Liquid Discharge scheme at Trombay

RCF is exploring the possibility of setting up Zero Effluent Discharge (ZED) plant to treat theeffluentgenerated and to recover & recycle the water in the process at Trombay unit. The objective of the scheme is to achieve Zero Liquid Discharge (ZLD) for RCF Trombay. Detailed Feasibility Report (DFR) received from Consultant. Estimated Project cost is 99.78 Crore. Project is expected to be completed by Sept. 2025.

Briquette Fired Boiler at RCF Thal

With an aim to produce low cost steam, RCF is setting up Briquette Fired Boiler at RCF Thal. The low cost steam shall help in reducing the variable cost of chemicals. Work Order is awarded to M/s Forbesvyncke Pvt. Ltd. The estimated project Capital Cost is 25.7 Crore plus taxes as applicable.

JOINT VENTURE PROJECTS

Coal Based Fertilizer Plant at Talcher:

Your Company, along with Coal India Limited (CIL), Gas Authority of India Limited (GAIL) and Fertilizer Corporation of India Limited (FCIL), is setting-up a Coal Gasification based fertilizer complex, comprising of 2200 MTPD Ammonia plant and 3850 MTPD Urea plant, at FCIL, Talcher, Odisha. Land and certain facilities needed for the project are provided by FCIL. The project will utilize state-of-the-art Coal Gasification Technology from M/s Air Liquid Products (erstwhile M/s Shell Eastern). A joint venture company ‘Talcher Fertilizers Limited has been incorporated for establishing and operating Coal Gasification based Fertilizer complex.

The project is of strategic importance for the country as it aims to make breakthrough for an alternative source of feedstock in the form of abundantly available coal from domestic sources in place of natural gas. Success of this project is expected to be a game changer and shall pave a way forward to the production of chemicals and fertilizers from coal leading to lesser RLNG imports. It will also help in meeting much needed Urea production capacity for the eastern part of the Country.

The estimated Project capital cost is approx. 17,080.69 (?10%) Crore (RCF share is 2,169.67 (?10%) Crore). M/s Wuhuan Engineering, China has been engaged as LSTK contractor for Coal Gasification and Ammonia/Urea packages of the project valuing approx. 8000 Crore. Site activities are in progress. The commissioning of the project is scheduled to be completed by September 2024.

SUBSIDIARY AND OTHER JOINT VENTURE COMPANIES

A separate statement containing the salient features of financial statements of all the joint ventures of your Company forms part of consolidated financial statements in compliance with Section 129 and other applicable provisions, if any, of the Companies Act, 2013. The financial statements of the joint ventures and related information are available for inspection by the members electronically up to the date of the Annual General Meeting (AGM) as required under Section 136 of the Companies Act, 2013. Any member seeking to inspect such documents are requested to write to the Company at investorcommunucations@rcfltd.com. The financial statements including the consolidated financial statements and all other documents required to be attached to this report have been uploaded on the website of your Company (www.rcfltd.com).

JOINT VENTURE COMPANY

FACT-RCF Building Products Ltd. (FRBL), Kochi

Your Company has formed a Joint Venture Company with Fertilizers and Chemicals Travancore Limited (FACT) by incorporating FACT-RCF Building Products Ltd. to set up a

Rapidwall project at Kochi. Both your Company and FACT have 50:50 equity holding in the Company. Production has been suspended owing to expected takeover of the Plant & Machinery by the ARC. The company is undertaking only project management services at present.

The audited financial statements of FRBL as at March 31,2023 reported loss of 7.90 Crore, thus resulting in accumulated loss of 216.89 Crore.

Urvarak Videsh Limited (UVL)

Urvarak Videsh Limited (UVL) was incorporated on 18th July, 2008 as Special Purpose Vehicle (SPV) with equity participation of Rashtriya Chemicals and Fertilizers Limited(RCF), National Fertilizers Limited (NFL) and Krishak Bharti Co-operative Limited (KRIBHCO) with the object of setting up joint venture in India and abroad for manufacturing, mining, long term tie ups for Nitrogenous, Phosphatic and Potassic Fertilizers and fertilizer raw materials including exploring the possibility of making investments and rendering Consultancy services, etc. The company explored many alternatives to take up various projects but the same did not fructify due to want of funds as UVL business objective requires heavy capital investment. As the company could not take up any business, the Board of UVL has decided to declare the company as a Dormant company for the time being in terms of the provision of section 455 of the Companies Act, 2013 as the keeping the status of the company as active was not serving any purpose. The Audited financialstatements of UVL as at March 31, 2023 reported loss of 58,500/-, thus resulting in accumulated loss of 0.49 Crore.

Talcher Fertilizers Limited (TFL)

Your Company has formed a Joint Venture company, with Coal India Limited (CIL), GAIL (India) Limited (GAIL) and Fertilizer Corporation of India Limited (FCIL), with the name Talcher Fertilizers Limited for revival of FCILs fertilizer unit at Talcher by establishing and operating coal gasification based fertilizer complex. Equity participation of RCF, CIL and GAIL is 31.85 % each and that of FCIL is 4.45%. The company is yet to start its operations.

During the year, your Company has infused Nil Crore in TFL. The audited financial statements of the said Company as at March,31 2023 reported a loss of 2.52 Crore, thus reducing in accumulated loss to 24.66 Crore.

Consolidated Financial Statement

The Consolidated Financial Statement of your Company has been prepared by taking into consideration Joint Venture Companies i.e. FACT-RCF Building Products Limited, Urvarak Videsh Limited and Talcher Fertilizers Limited. The Consolidated financial under equity method along with Companys standalone financial statements.

SUMMARY OF FINANCIAL PERFORMANCE

Particulars

2022-23 2021-22

Total Income (Net)

21594.84 12948.62

Total Operating Expenses

19978.35 11822.90
Operational Profit 1616.49 1125.72
Depreciation/Impairment 212.12 183.55
Finance Cost 223.86 125.89
Share /(loss) of Associates/JVs (0.84) (1.97)

Profit before Exceptional Item

1179.67 814.31
Exceptional Item (income) / (93.47) (127.63)
Expense

Profit before Tax

1273.14 941.94
Provision for Tax (including 306.83 239.55
deferred Tax liability/ Asset)

Net Profit after tax

966.31 702.39

RESEARCH AND DEVELOPMENT

Your Company has taken up several Research and Development (R & D) projects, some of which are for commercial scale design and engineering. They are as under:

Vipula- Suspension NPK Fertilizer

Vipula - a new innovative Suspension NPK Fertilizer with NPK 10:10:10 was launched on 6th May, 2022 at the hands of Honourable Union State Minister for Chemical and Fertilizers Shri Bhagwanth Khuba in presence of C&MD and other Senior Managers of RCF. Product in suspension form is formulated for ease of application. The suspension fertilizers consist of insoluble solid active ingredients dispersed (normally at high concentration) in water. Suspension concentrates have shown a rapid development in the past, mainly due to their several benefits such as no dust, no problem of toxicity or flammability due to solvents and good efficiency due to the smaller particle size. It is also in low packaging volume.

Shubhada - Multi-Micro Nutrient Fertilizer:

Addressing ‘Hidden Hunger

Shubhada a Micronutrient Mixture Fertilizer contains various nutrients and controls physiological disorders and nutrient deficiencies. It promotes essential plant processes and growth, which translates into nutrient-rich food for animals and humans, improves absorption and utilization of other nutrients applied to the soil, increases yield and ensures better quality. The plant operations were commenced on 17th December 2022.

Polyhouse: Precision Agriculture

Polyhouse is a type of greenhouse where specialized polythene sheet is used as a covering material under which the crops can be grown in partially or fully controlled statements havebeenprepared climatic conditions. It protects the crops from wind, rain, radiation, precipitation and other climatic factors. It creates microclimate surrounding the crops that help in maximum growth regarding production and quality. With a maximum level of automation, the number of manual activities, dependency on labor and overall labor cost can be drastically reduced.

Hydroponics is a method of growing plants in a water based, nutrient rich solution without soil. It is fast becoming a popular around the world due to its more sustainable approach than the usual growing methods - soil cultivation. In view of the above, a polyhouse cum hydroponic unit of around one acre is being constructed at opposite to ETP plant. The unit will be helpful for testing new agro products on different crops round the year irrespective of the season and weather conditions.

The hydroponics facility (Polyhouse) is ready for conducting trials.

Organic fertilizer: PROM

PROM is a phosphate-rich organic manure that improves the physical, chemical, and biological properties of the soil and increases crop production. It improves the resistance power of crops against various diseases. It can be used for all cereals, pulses, vegetables, fruits, and flowers for all plants Flowers, vegetables or crops. It Increases availability of nutrients in is released during decomposition and

soil and plant. CO2

helps to reduce the alkalinity of the soil. The organic manure ensures availability of phosphate for the next crop unlike DAP (Diammonium Phosphate) that has to be applied for every crop. Use of organic manure reduces the soil demand for phosphate. PROM can cut down subsidy outflow on DAP Phosphate rich organic manure (PROM) has been formulated successfully and this meets all the norms of Fertilizer (Control) Order (FCO), 1985 (Amended July,2021). In view of the national vision of "Atmanirbhar Bharat" and to meet the growing domestic demand for organic fertilizers RCF is setting up a new 18000 MTPA PROM plant having latest environment friendly technology.

Sulphur Coated Urea (SCU): Urea Gold

Rising concerns about over eutrophication, stringent regulations and penalties on conventional fertilizers. Around 50-70% of added urea is lost to the environment. Use of sulphur coating on urea can help in slow release of nitrogen and contribute to improved nitrogen use efficiency. Sulphur as a plant nutrient has been neglected for long in fertilizer pricing and policy. In 2003, the Government recognized the place of sulphur in sulphur fertilizers and the sulphur content was included in the product specifications for all S-containing materials included sulphates of micronutrients.

The R&D Department through in-house innovations has successfully formulated Sulphur Coated Urea (SCU) named as Urea Gold. The SCU is registered in FCO as per the gazette dated 16th Aug 2013.

Urea Gold addresses the most important issue of nutrient use efficiency (NUE) of urea. The NUE of urea is about 30%. The use of Sulphur coating on urea results in providing the most important secondary nutrient to the crops added with slow release of nitrogen with improved nitrogen use efficiency. Urea Gold reduces nitrogen leaching in flooded rice and wheat fields. The application of slow release of fertilizers can potentially decrease fertilizer use by 20 to 30 percent of the recommended rate of a conventional fertilizer while obtaining the same yield. The plant will be ready by July 2023.

More with less: Nano fertilizer

Low cost, eco-friendly and sustainable means of achieving agriculturalintensificationand improving productivity can be adopted by use of Nano fertilizer. It enhances the availability and use of vital soil nutrients. R&D has developed Nano urea, Nano NPK and Nano DAP at Lab scale. Toxicological studies of Nano Urea conducted at Indian Institute of Toxicological Research (IITR), Lucknow showed no toxic effect on any live organism.

In order to test the efficacy of Nano urea, field trials are being conducted at various Indian Council of Agricultural Research (ICAR) Institutes or State Agricultural Universities (SAUs) at ten different locations. Final results are expected by December 2023.

Expansion of value added products (VAP): Expanding horizon

Balanced nutrient management works on the 4R concept: The right fertilizer, right rate of usage, right time and right place of application. The aim is to shift focus on micronutrients that are sometimes more important than primary nutrients. Through its aim of feeding the crop and not the soil, balanced nutrient management considers nutrient reserve of the soil, nutrient removal by crop, targeted yield, the economics of fertilizers and profitability, farmers investment ability, agro-techniques, soil moisture regime, soil physical environment and adverse soil conditions such as salinity, alkalinity and acidity.

Utilization of VAP can fulfil the concept of balanced or integrated nutrient management. RCF is already manufacturing, value added products (VAP) such as Bio-fertilizers, Micronutrient fertilizers, pH Balancer, Bio stimulants and Silicon fertilizers which are gaining significance in the market. The demand for these products are increasing year on year basis. The present installed capacity is not sufficient to cater the increased market demand.

Seeing the increasing demand of various products, a new manufacturing setup with higher capacity for production of various VAPs is being installed at Trombay unit. The installation, supply and commissioning of manufacturing unit is expected to be completed by December 2023.

New product Development

The R&D of your Company is working on various innovative products viz. suspension fertilizer/ liquid fertilizer to address the changing scenario. a) Nano fertilizers

Nano Micronutrients, Nano Sulphur, Nano Potash etc. have been developed at R&D. These newly developed Nano fertilizer are being tested for its stability. Pot culture studies of the same are being conducted at In-house Agriculture field as well as in Polyhouse. successful trial results same will be commercialized.

In future, research work on different range of nano fertilizers will be undertaken. b) Suspension fertilizer

Suspension fertilizers are defined as liquid fertilizers in which nutrients are present in an amount exceeding their solubility. They are completely dissolved in water and contain components insoluble in a dispersed form. The fertilizer salt crystals are kept in solution by a stabilizing agent that swells in the solution to form a viscosity-increasing gel, thereby preventing the sedimentation process of these particles. Major advantages suspension fertilizers are: a) combine benefits of liquid and solid fertilizers, concentration of nutrients maintaining in liquid form, c) Nutrient concentration is similar to the solid fertilizers. In view of the above, following suspension fertilizers are being developed and tested for their quality. a) NK 6:0:18 with CaO (5%), MgO (2%) and B (0.5-0.8%) (suspension) b) Calcium Nitrate (10%N & CaO 15%) Fortified with MgO (2%) c) NPK 11:11:8 fortified with Zinc (0.7%) and (0.5-0.7%) d) NPK 8:8:8 fortified with trace elements e) N:P:K 10:26:26/ NPK 24:24:0 /NPK 28:28:0/NPK

12:32:16 f) Multi-nutrient grades: Grade with primary-secondary and micro-nutrients. c) Crop specific 100% Water Soluble fertilizers

Crop specific 100% water soluble grades are prepared for:

a) Grapes: 15:28:6, 6:34:17, 6:0:37:16 (N:P:K:S) are formulated which are suitable for various growth stages to enhance the yield and fruit quality.

b) Tomato: Grades are formulated for various growth stages.

c) Onion: Grades are formulated for various growth stages. d) Cotton: Grade is formulated to manage the reddening of cotton leaves.

d) Secondary nutrient Fertilizer

Recently, the deficiency of secondary nutrients Mg, S) has been reported to be wide spread in Indian soils. These are now emerging as most limiting factor in enhancing crop productivity. Hence, State AgricultureDepartmenthasnotifieda new secondary nutrient fertilizer grade i.e. Ca:Mg:S :: 6:2:4 in powder or granular form.

Above grade is developed in powder form as well as in granular form. Granular product can be manufactured in PROM facility.

e) Liquid Fertilizers

The following liquid grades are developed by R&D which are being testes for their stability. a) Chelated Zinc as Zinc Glycine 6.80% b) Chelated Calcium as Calcium Glycine 6.0% b) highc) Chelated Boron as Boron Glycine 5.0% d) N:P:K 8:8:8 e) Conc. Liquid Calcium: 11%

Collaborative Research: MoU with Indian Council of Agricultural Research (ICAR) Institutes and State Agricultural Universities (SAUs)

Collaboration with Indian Council of Agricultural Research (ICAR) Institutes and State Agricultural Universities (SAUs) was done for carrying out field trials of Nano Urea, Nano DAP, Nano NPK and Geola - Bio fertiliser product. These trials will support immensely for marketing of newly developed products. MOU has been signed between RCF & Central Coffee Research Institute, (CCRI), Coffee Board of India, Karnataka from 2021-2023 for "Evaluation of RCF

Chalk on different crops". Report showed encouraging yield results.

Promotional field trials: Seeing is

"Seeing is believing" concept helps a customer to adopt the new products. The demonstration helps the farmers to have know how of the new products. Promotional field trials (PFT) help to convince the growers by comparing the new product with their traditional product and practices. Government of India is also pushing for achieving sustainability in agriculture and rural areas across the nation through the adoption of Integrated Nutrient Management (INM).

In order to help farming a community and maximizing agricultural yield, RCF has developed balanced nutrient package for Pomegranate, Onion, Sugarcane, Coconut, Mango, Cotton, Banana, Grapes and for many vegetables crops. It helps in fulfilling sustainable approach to resource usage than the usual growing methods or over use of fertilizers.

In the recent past RCF had conducted numerous PFTs on farmers field in various states either in the form of Front Line Demonstrations (FLDs) and or Result demonstrations from (RDs). RCFs Marketing person are agricultural backgrounds and qualifications which have the advantage for making ease understanding the new concept of Agriculture to the Indian farmers.

Presently, to popularize RCFs new and existing products among farmers, multiplepromotionalfieldtrials are being conducted at Konkan (Ratnagiri and Sindhudurg) and central Maharashtra (Nashik) region on crops like Mango, Cashew, Coconut and Onion. Around 1200 trees have been undertaken for product demonstrations in Konkan region.

ENVIRONMENT MANAGEMENT AND POLLUTION CONTROL

Your Company is committed to ensuring clean environment, beyond satisfying all stipulated requirements laid down by the statutory authorities, meeting the expectation of stake holders around its operating units.

Your Company has established ISO 14001 compliant Environment Management System (EMS) along with Safety Management System (ISO 45001), Quality Management System (ISO 9001), and Energy Management System (ISO 50001). Certification for IFA Protect & Sustain Product Stewardship System of international standard for Safety, environment and product security at its both the manufacturing units. The Management Systems are constantly upgraded, periodic audits and Management Review conducted to ensure compliance and continual improvement. Apart from Stack monitors, which continuously monitor the emissions, four fixed ambient air quality monitoring stations are in place, at both Trombay and Thal, to monitor ammonia, NOx, SO2, Particulate matter (PM10 & PM2.5) & metrological parameters. These monitoring units are connected to MPCB and CPCB servers for continuous monitoring online data of air quality, effluentparameters. At both unit, Third party monitoring for stack, ambient air quality (Dust, Ammonia, NOx, SO2) and ETP overflow (as per consent parameters) is being done by MoEFCC approved laboratory once in a month. As you are aware RCF uses clean fuel to reduce the Green House Gas emission, efforts are taken to minimize emissions with Reduce, Recycle & Reuse schemes.

The Effluent Treatment plants (ETP) at Trombay and Thal unit have ensured that the environment in and around the operating units are fully protected. Environmental safety of neighbours around operating units are taken care.

Various schemes with state of the art technologies and modernization schemes are implanted to reduce energy consumption and wastages. As a proactive measure, RCF Trombay unit has two nos. of Sewage treatment Plants to treat sewage of Mumbai city&usethepurifiedwater after treatment for industrial purpose, thereby saving equivalent quantity of potable water for consumption by Mumbaikars. At Trombay unit, Sludge EffluentTreatment generated in Plant, Sulphur Sludge Generated in Sulphuric Acid plant and wastestreamsofeffluents fertilizer plants are recycled back in the processes. 3- R strategy (Reduce, Reuse and Recycle) is employed by way of recycling the sludge generated in ETP, Sulphur sludge generated in Sulphuric Acid Plant is used in Suphala plant for recovery of nutrients. At Thal Unit, ETP Up gradation Project is in progress and expected to be completed by August 2023. After completion of this project, 5,300 M3/day will be used for industrial use from recycleling 9,000 M3/day effluent using state of art technology. It will reduce burden on fresh water resources. The integrated EffluentTreatment Plant in both Units ensures that the effluent discharged from the factory the statutory requirements laid down by the State Pollution Control Board.

Trombay and Thal units have taken up a massive plantation drive in factory premises, in residential colony and surrounding areas.

For increasing awareness regarding environment and safety, public awareness campaign programmes are arranged by Trombay and Thal units by providing demonstrations to local youth, college and school students, housing societis, Panchayat offices, ladies club members and household members in the adjoining localities. As per International Fertilizer Association (IFA), RCFs safety benchmarking rating is 19 out of 61 participating fertiliser companies for calender year 2021.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

As part of its initiatives under "Corporate Social Responsibility, your Company has undertaken several projects in the areas of rural development, promoting health care, Nutrition and education aimed for the benefit of needy and for general good of the society. These projects are in accordance with Schedule VII of the Companies Act, 2013 and the Companys CSR Policy. The report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, is annexed as Annexure –I, and forms an integral part of this report. During the year, your Company has spent 11.93 Crore including 0.49 Crore set off for succeeding financial The activities, in brief, are as under:

Medical Equipment to District Civil Hospital, Alibag

RCF company has provided the medical equipment to the civil hospital such as Phaco Emulsification Machine,

OCT Machine, Surgical Microscope, Fully Auto Horz Sterilizer, Vert Double Drum Sterilizer Ortho Operation Table, Electronic Operation Table, Instrument Cabinet for OT, ABG Machine, Tourniquet Machine, Anesthesia Work Station, Attendant Revolving stool for Hospital, Standard Medical Stethoscope, Blood Pressure Apparatus.

Supply of drinking water to the villages

RCF has been providing drinking water for last 25 years to seven villages around Thal unit through pipelines laid down from the water reservoir in the unit. More than 20,000 residents of the villages got benefited of scheme.

The villages of Thal, Navgaon, Vaishet, Tudal, Boris-Gunjis, Bhal, which are under RCF, Thal factory, are being supplied with drinking water by RCF.

Nearly 20,000 families are getting the benefit of this scheme. The bill for this water supplied by MIDC is paid by RCF Company.

Garbage Vans to Villages:

Under the Swachhta Abhiyaan, the RCF Thal has given E-garbage carts to the Gram Panchayats in the factory area and other remote areas. During the years RCF has been covered all grampanchayats i.e. Navgaon, Kurul, Jirad, Awas, Mule, Mann villages. These vehicles are provided to them as per their request.

Medical Camps: RCF has been arranged free health checkup, Eye and dental check- up and distribution of free medicines in the vicinity of Chembur. We have organised more than 15 health camp in the surrounding area with the help of local NGOs.

Medicines to Civil Hospital for HIV patients: RCF has supply the required medicines to HIV department of district civil hospital undr this initivitive. These medicines are distributed free of cost as per the need of the patient who cannot afford to buy these medicines. RCF is a proud contributor in AIDS Control Mission of Nation.

Medical equipment to Primary Healthcare centre: RCF has provided medical equipments to 9 sub centers of Primary Healthcare centre Dhokawade under CSR. All sub-centres are under Primary Healthcare center Dhokawade, Taluka Alibag, District Raigad provide free medical services to locals: of Ambulance to needy: RCF has provided financial assistance for procurement of ambulance for providing free services in Roha Taluka, Raigad, and Sindurdurg Distirict. This facility will be used as a transportation mode for the sick and injured people located at a distance to get them to hospital

Rural Development- Repairing of Roads:

RCF has completed road repairing work of local villages in the vicinity of RCF Thal unit under CSR. The Company has repaired local Roads from Thal Navagaon Road, Boris Gunjis and local Road from Chondhi naka to Kihim bus stand road under the rural development for for good transportation of villagers.

Financial Assistance for furniture of paediatric ward:

RCF Ltd. has provided financial assistance to Central Railway Women ‘s Welfare Foundation by giving financial assistance for Dr. Babasaheb Ambedkar memorial hospital, Byculla, Mumbai which caters to patient of Central Rly and all Zones of Indian Railway along with CGHS Beneficiaries and general public. The fund is utilized for the purchase of Hospital Furniture for use in Pediatric ICU & Pediatric Ward. Construction of Toilet block and drinking water facilities to school : RCF has assist to Shikshan Prasarak Mandal, Kurundwad a well-known educational institution working in the field of Education from the last 97 years for the building of Toilet and Providing Fresh drinking water facility in the school of Kurundwad, District Kolhapur, Maharashtra. Children are the gems of the future and RCF believes that every child are special and needed to be treated with empathy and love.

Women Empowerment:

RCF has provided financial assistance to Asmita Mahila Mandal for distribution of mini flour mills and sewing machines to the underprivileged women of slums in Chembur. This will help these women to learn their livelihood and support their family. Medical Camps for Women and girls about the menstrual hygiene through nirtyanjali Ngo. Finnancial assistance for the installation of sanitary pad manufacturing unit at Koraon block, U.P

Aspirational District (Washim)

Government of India has issued guideline to CPSEs related to utilization of CSR funds in a focussed manner towards national priorities by adopting a theme based approach. As per the DPE guidelines common theme identified for the year 2022-23 was Health Care & Nutrition. RCF has selected Washim Dist. which is one of the Aspirational district in Maharashtra and implemented following schemes:

1. Skill development programme for youth:

RCF has joined hands with OSSF which is working in and thefield skill development activities all over India.

This skill development program will focus on Basic skills of soft skills, computer and communication aspects and exposure to domestic and international market. The sole objective of this initiative is to make educated youth ready for employment

2. Education to secondary students:

RCF has supported the project "Anando" at Washim District, Maharashtra. Under this project Anando, LOLT supports underprivileged rural children to complete their secondary education (7th to 10th standard). It promotes importance of secondary education of rural children to empower them.

EFFECTIVE IMPLEMENTATION OF PUBLIC PROCUREMENT POLICY FOR MICRO AND SMALL ENTERPRISES (MSEs)

Government of India, Ministry of Micro, Small and Medium Enterprises, vide order dated 23rd March, 2012, notified the public procurement policy in respect of procurement of goods and services produced and provided by Micro, Small and Medium Enterprises and further amended it on 9th November 2018 vide Government of lndia Gazette Notification th November, 2018. With amendment in Public procurement policy for Micro & Small Enterprises (MSEs) order, 2012 vide GoI Gazette Notification S.O. 5670(E) dated 9th November, 2018, the percentage target of procurement of goods and services by Government Departments/CPSEs from MSEs is increased (RECs) were generated. from 20% to at least 25% along with the provision of minimum 3% reservation for Women owned MSEs within this 25% reservation. This amendment is made applicable from 9th Nov 2018. Due to the very nature of operations of our Company, the procurement targets could not be achieved in the year 2022-23.

With the efforts taken by the Company, the procurement from MSEs, cost of the items procured through MSEs at both Trombay and Thal units is 608.49 Crore out of the total procurement cost of 1515.45 Crore (excluding raw material, gas, water, electricity, catalysts, proprietary items etc.) which works out to be 40.15 %. The procurement from MSEs owned by SC/ST Entrepreneurs is 4.13 Crore which is 0.27 % and procurement from women owned MSEs is 7.16 Crore which is 0.47 % of the total procurement of the year 2022-23. The percentage procurement is calculated excluding Raw materials, gas, water, electricity, catalyst and proprietary items which cannot be procured from MSEs.

SUSTAINABLE DEVELOPMENT

Your Company has taken up several Sustainable development activities including the following:

New Sewage Treatment plant

Your Company is running Two Sewage Treatment Plants (STPs) at Trombay Unit with each plant having capacity to treat around 22.75 Million Litres per Day (MLD) of sewage received from MCGM which otherwise would have been drained in to the sea after preliminary treatment. The STP plants treat waste sewage generated in the city and convert it into treated water. Both plants together generate about 30 MLD of treated water which is being used in our plants as process water. A part of treated water generated is supplied to M/s BPCL. Both STP plants of Your Company are of great value to residents of Mumbai and Society at large besides improving reliability of operations of RCF Trombay Unit.

During the year 2022-23, about 8780.12 MLD of treated water was generated at both STP plants.

Solar Power Plant

As part of achieving ecologically sustainable growth, Your Company has forayed into solar power generation. Your Company has set up a 2 MWp ground mounted Photovoltaic Solar power plant in Trombay Unit. In addition to this, Your Company has commissioned solar rooftop facilities at Thal and Trombay with an aggregate capacity of 2.17 MWp. The power generated is used for captive consumption, thereby reducing your Companys power import to the equivalent extent.

The green power generated by solar plants replaces the conventional power generated through burning of fossil fuels leading to reduction in overall Greenhouse gas emissions. At RCF, during the year 2022-23, 4,217 MWh of solar power was generated. Also, during the year 2022-23, 1,852 no of Solar Renewable Energy Certificates

VIGILANCE

Vigilance Department is headed by Shri Sameer Rastogi (IFS-1988), who holds the charge of Chief Vigilance Officer Company. He leads a team of officers drawn from various functional departments and placed in Corporate Office at Mumbai and at RCF Thal Unit. Vigilance Department is committed to bring greater transparency, fairness and efficiency in all type of transactions and execution of works in the Company, in line with the Central Vigilance Commissions guidelines.

As part of Preventive Vigilance, efforts are made to keep a watch on the various activities of Corporate Office, Trombay Unit, Thal Unit and Marketing offices situated across the country through regular inspections and surprise checks. Systemic improvements and corrective actions are suggested wherever necessary. The ideology that "All officers are Vigilance Officers" is implemented in the Company. Support of all officers is taken in implementation of Vigilance directives.

Vigilance Department has focused on spreading awareness on rules/regulations, procedures and solicited information/ complaints from all regarding malpractices or corruption. Preventive Vigilance Training Program based on CVCs "Naitik" approach is imparted by in house faculties to Management Trainees, Junior and Middle Level Managers. Vigilance Departments Online Grievance Management Portal is implemented for lodging of complaints. Efforts are made to ensure their speedy Redressal.

Vigilance department has been front-runner in identifying the advantages of leveraging technology and automation in procurement, recruitment and service delivery etc. Some of the initiatives for promoting transparency and ensuring well-informed decisions by making use of technology for improving compliance are:

Contract compliance Data in SAP system. Program developed and implemented in Intranet website for display of list of work orders/ Contracts expiring in next 4 months .

Facility developed and implemented to display circulars on RCF Parivar App.

Upgradation in Medical Bill reimbursement system. As a recognition of Vigilance Departments efforts, your Company won the Governance Now 9th Edition PSU Award in the category "Technology initiative in Vigilance in PSUs" during the awards ceremony held on 16th February, 2023 at New Delhi.

Precursor campaign to Vigilance Awareness Week (VAW)-2022 was conducted during the period 16th August to 15th November, 2022 that focused on Housekeeping and preventive vigilance activities like Property management, Management of Assets, Record keeping, etc. VAW-2022 was observed from 31st October to 6th November, 2022 during which employees, family members, school and college children, farmers, dealers, vendors participated wholeheartedly in various events such as Street play, Slogan, Poster-making and Quiz competitions. The details of activities conducted during VAW-2022 are as follows:

Vigilance Awareness Week (VAW) - 2022

In accordance with the instructions contained in CVCS Circular No.022/VGL/029 dated 08.09.2022, the Vigilance Awareness Week 2022, was observed in Rashtriya Chemicals and Fertilizers Limited from 31.10.2022 to 06.11.2022 in both its manufacturing units located at Trombay and Thal. The week was also observed in various Marketing Offices located throughout the country in line with the theme for this year, "Corruption free India for a Developed Nation". An emphasis was laid on cultivating the virtue of integrity and honesty in personal and professional lives and the importance of moral and ethical values for growth of the organization and the nation as a whole. In this connection following programmes were organized involving different stakeholders of the company:. All out station winners

Administration of Integrity Pledge : Around 968 Employees from 35 offices located in Trombay & Thal unit and marketing offices spread over 18 cities in 12 states participated. Employees, vendors, dealers were encouraged to take e-integrity pledge.

Distribution of Badges / Banners : Badges (1200 Nos.) were distributed among Employees, Vendors, and Dealers etc. to increase Vigilance awareness. 27 nos. Banners were displayed at both factory premises, at major marketing offices better outreach to citizens.

Guest lecture by eminent speaker : Lecture was organized for RCF employees at Trombay on

02.11.2022 and at Thal on 03.11.2023 and marketing department officers joined online simultaneously on VAW-2022 theme "Corruption free India for a developed Nation". Mr. Anand Kulkarni, a renowned life-coach explained the participants how to self-introspect about independent Nation and include responsibilities and self-managed behavior of citizens towards a self-reliant and vigilant nation. Total 147 employees attended the lecture.

Involvement of Employees & stakeholders : Awareness Walkathon, Elocution, Slogan, Quiz and Street Play competitions were organized for employees and their family members.

Involvement of Dealers/Actual users, Retailers and

Farmers : Online Quiz competitions were organized for Fertilizer dealers/ retailers and farmers, IPD dealers and users. More than 300 farmers and dealers participated in this quiz competitions.

Involvement of school / college children : 178 entries were received in Essay competition and 112 entries were received in Poster competition organized for school students from class 5 to 10, and 14 college students participated in Blog Writing competition organized for college students from class 11 onwards.

Organized Dealers Meet : A Dealers Meet was organized on 04.11.2022 at Krishi Vigyan Kendra, Rajgurunagar based on VAW 2022 theme i.e. "Corruption free India for a developed nation" with an aim to spread awareness and apprise the dealers on how to get benefits from the transparent procedures of RCF and its marketing network.

Organized "Awareness Gram Sabha" : RCF arranged "Awareness Gram Sabha" at Kalus, Taluka-Khed , District- Pune on 04.11.2022 to sensitize citizen on the ill effects of Corruption.

Felicitation Program : Winners of all competitions in each category were felicitated at Corporate office- Priyadarshini, Mumbai in presence of CMD, RCF, CVO, Directors and senior joined the Felicitation function on e-platform from their respective locations i.e. Thal, Beed, Bhandara and Nagpur

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis report for the year under regulations 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, highlighting the industry structure and developments, opportunities and threats, future outlook, risk and concerns etc. is annexed as Annexure II and form an integral part of this report.

PUBLIC DEPOSIT

Your Company has not accepted any deposits, within the meaning of section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014.

OFFICIAL LANGUAGE POLICY of Company Secretaries

Your Company has fully endeavoured to implement the provisions of Official Language Act, 1963 and the policy of the Government. Publicity material and literature for employees and farmers are made available in Hindi and other regional languages.

AUDITORS a. STATUTORY AUDITORS AND THEIR REPORT

The Comptroller and Auditor General of India (CAG) has appointed, M/s M. M. Nissim & Co LLP (Firm Registration Number: 107122W / W100672) and M/s. Gokhale & Sathe (Firm Registration Number: 103264W) as Joint Statutory Auditors of your Company for the financial year 2022-23. The Auditors would be retiring at the conclusion of the Forty Fifth Annual General Meeting. There are no qualifications, reservations or adverse remarks made by Statutory Auditors, in their report. The Statutory Auditors for the financial year 2023-24 will be appointed by the CAG. However, their remuneration is required to be fixed at the AGM by the members. b. COST AUDITORS AND THEIR REPORT

Your Directors, on the recommendation of Audit Committee, has appointed M/s K.G. Goyal & Associates, Cost Accountants (Registration No. FRN000024),as Cost Auditor to audit the cost accounts of the Company for the year 2023-24 on a remuneration of 2.50 lakh excluding applicable taxes. As required under the Companies Act, 2013, the remuneration payable to cost Auditor is required to be placed before the members in a general meeting for their ratification. Accordingly, a resolution seeking Members approval for the remuneration payable to M/s K.G. Goyal & Associates as Cost Auditor forms part of the notice convening the

. AnnualGeneralMeetingfortheirratification The Companies (Cost Records and Audit) Rules, 2014 and amendments thereof, the Company is required to maintain cost accounting records in respect of certain specified products and accordingly such accounts and records are made and maintained in the prescribed manner. Further, the cost accounting records maintained by the Company are required to be audited. During the year, the Company filedthe Cost Audit Report for the financial year 2021-22 with the Ministry of Corporate Affairs within the prescribed time limit.

c. SECRETARIAL AUDITOR AND THEIR REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Bhandari and Practice Associates, a firm (C.P. No. 366) to undertake the Secretarial Audit of the Company. The Secretarial Audit Report is annexed as Annexure III and forms an integral part of this Report.

EXPLANATION OR COMMENTS BY THE BOARD ON SECRETARIAL AUDIT REPORT

M/s. Bhandari and Associates, Practising Company Secretaries, Secretarial Auditor of the Company has made the following observations in their Secretarial Audit Report: a) The Board of Directors comprised of Eight Directors, constituting of Three Executive Directors (including the Chairman & Managing Director); Two Nominee Directors (non-executive) and Three Independent Directors including Independent Woman Director. As per Regulation 17(1) of the Listing Regulations and DPE Guidelines on Corporate Governance for Central Public Sector Enterprises, the Chairman being an Executive Director, at least half of the Board of Directors should be comprised of Independent Directors. b) The Nomination and Remuneration Committee (NRC) comprised of Two Directors constituting of One Independent Director and One Nominee Director (non-executive) for the period from August 12, 2022 upto September 27, 2022. As per Regulation 19(1)(a) of the Listing Regulations and section 178 of the Act, the committee shall comprise of at least three directors and as per Regulation 19(1)(c) of the Listing Regulations, at least two-thirds of the Directors shall be Independent Directors. Thus, the listed entity did not have three Directors in NRC and further, two-thirds of the Directors were not Independent Directors for the aforesaid period. c) The Company has conducted the 4th Risk Management Committee (RMC) meeting on March 05, 2022 and 5th RMC meeting on September 27, 2022 i.e., at a gap of 206 days between two consecutive meetings. As per Regulation 21 of the Listing Regulations, the meetings of the RMC shall be conducted in such a manner that on a continuous basis, not more than one hundred and eighty days shall elapse between any two consecutive meetings. Thus, the gap between two consecutive meetings of the RMC was beyond the prescribed timelines. d) The Company has submitted the disclosure of related party transactions for half year ended

March 31, 2022 to the Stock Exchanges on June 06, 2022 and has intimated the disclosure of financial results on May 27, 2022. However, being an equity and high value debt listed entity, the disclosure of related party transactions was required to be given along with the disclosure of financial results. Thus, the disclosure was given beyond the timelines specified under Regulation 23(9) of the Listing Regulations.

Explanations on observations made by Secretarial Auditors in seriatim are as under: a. Your Company is a Central Public Sector Undertaking under the Administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizer, Government of India and its Directors on the Board are nominated / appointed by the President of India. The Company is continuously pursuing with the Government of India for the appointment of requisite number of Independent Directors on the Board in order to comply with the provisions of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. b. Shri Kashee Nath Akela, who is member of Nomination and Remuneration Committee ceased to be Independent Director of the Company on August 12, 2022. Subsequently, Nomination and Remuneration Committee was reconstituted by the Board of Directors on September 27, 2022 in line with Regulation 19 of SEBI Listing Regulations. Further, Nomination and Remuneration Committee did not meet during period from 12.08.2022 to 27.09.2022 c. There has been inadvertent lapse in the timeline for conducting the Risk Management Committee meeting. Going forward company will adhere to the statutory timelines d. Since the comments made by Secretarial Auditor are in the nature of factual statement, Company does not have any comments to offer on the same. d. SECRETARIAL STANDARDS

During the year 2022-23, your Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

by the There are no significant

Regulators/Courts/Tribunals that would impact the going concern status of the Company and its future operations.

REPORTING OF FRAUDS

There was no instance of fraud during the year under review, which required the Auditors to report to the Audit Committee and / or Board under Section 143(12) of the Act and the rules made there under.

INSOLVENCY AND BANKRUPTCY CODE

There are no applications made or any proceedings pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year.

ONETIME SETTLEMENT WITH ANY BANK OR FINANCIAL INSTITUTION

As no settlement has taken place with any of the Bank or Financial Institution during the financialyear, therefore, no disclosure or reporting is required in respect of the details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions.

BANKS AND FINANCIAL INSTITUTIONS

Your Company is prompt in making the payment of interest and repayment of loans financialinstitutions / to the banks. During the COVID-19 Pandemic period, it has not availed any moratorium on any of its payments to the institutions. Banks and Financial Institutions continue their unstinted support in all aspects and the Board records its appreciation for the same.

DIRECTORS RESPONSIBILITY STATEMENT

To the best of knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of section 134(3) (c) of the Companies Act, 2013: i] that in the preparation of the annual accounts for the year ended March 31, 2023, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; ii] 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 as at March 31, 2023 and of the profit of the Company for the year ended on that date; iii] that 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 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv] the annual accounts have been prepared on a going concern basis; v] that the Directors 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 vi] that 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.

CORPORATE GOVERNANCE

As per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate section on Corporate Governance practices followed by the Company, together with a certificate Company Secretary forms an integral part of this report.

COMPLIANCE OF CORPORATE GOVERNANCE GUIDELINES ISSUED BY DEPARTMENT OF PUBLIC ENTERPRISES

DPE, Government of India, has laid down certain parameters for the purpose of grading the CPSEs on the basis of their compliance with guidelines on Corporate Governance and this report needs to be submitted to the Government on quarterly/annual basis. Your Company has been complying with the Guidelines on Corporate Governance for CPSEs laid down by DPE and regularly submits reports to the Government. DPE issued ‘Excellent Rating to your Company for the year 2021-22.

INTERNAL FINANCIAL CONTROL OVER FINANCIAL REPORTING

financial Your Companys internal financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Your Companys internal financial control over financial reporting includes those policies and procedures that: (1) pertains to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of Management and Directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Companys assets that could have a material effect on the financial statements.

KEY MANAGERIAL PERSONNEL

The following are Key Managerial Personnel of the Company as on March 31, 2023 :

1. Shri S. C. Mudgerikar [DIN 03498847], Chairman & Managing Director

2. Ms Nazhat J. Shaikh [DIN 07348075], Director (Finance) & CFO of Compliance from the Practising

3. Shri Milind M. Deo [08715250], Director (Technical)

4. Shri K. U. Thankachen [DIN 06946476], Director (Marketing) (upto 31.07.2022)

5. Shri Jai Bhagwan Sharma [FCS 5030], Company Secretary

CHANGES IN THE BOARD OF DIRECTORS

Shri Satendra Singh [DIN 05195060] has been appointed as Government Nominee Director on the Board of the Company w.e.f. July 20, 2022.

Shri K. U. Thankachen [DIN 06946476], ceased to be Director (Marketing) on the Board of the Company w.e.f. July 31, 2022 (Closure of business hours).

Shri Kashee Nath Akela (DIN 09410361) ceased to be Independent Director with effect from August 12, 2022. Shri Satendra Singh [DIN 05195060] ceased to be Government Nominee Director on the Board of the Company w.e.f. October 19, 2022.

Ms Aparna S. Sharma (DIN 07798544) ceased to be Government Nominee Director w.e.f. November 13, 2022. Ms Aneeta C. Meshram (DIN: 09781436) appointed as Government Nominee Director on the Board of the Company w.e.f. November 13, 2022.

Shri Sanjay Rastogi (DIN 07722405) appointed as Government Nominee Director on the Board of the Company w.e.f. February 21, 2023.

Smt. Shashi Bala Bharti (DIN 08770477) ceased to be Independent Director with effect from June 25, 2023. The Board has placed on record their appreciation of the Directors who have ceased to be members of the Board for the valuable contribution made and the guidance / suggestion provided by them which has greatly benefited the Company.

As per Section 152 of the Companies Act, 2013, Ms Aneeta C. Meshram (DIN: 09781436) and Shri Sanjay Rastogi (DIN 07722405), Directors retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.

FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS

The Companys Independent Directors are eminent professionals with several decades of experience in banking and financial services, technology, finance, governance and management areas and are fully conversant and familiar with the business of the Company.

The Company has an ongoing familiarisation programmes for all Independent Directors with regard to their roles, duties, rights, responsibilities in the Company, nature of the industry in which the Company operates, the business model of the Company, etc.

All the Independent Directors of the Company have registered their names in the Independent Directors Databank as required under the Act and the Rules referred therein. The Independent Directors are also required to take up an online proficiency self assessment test within two years from the date of inclusion of their name in the Independent Directors databank, unless exempted from such requirement, under the Act and the Rules referred therein.

Board opined that Independent Directors of the Company has made significant participation and contribution, commitment, effective deployment of knowledge and expertise, confidentiality integrity and maintenance of and independence of behaviour and judgement.

DECLARATION OF INDEPENDENCE

All Independent Directors of the company have given declaration confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16(1) (b) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

COMMITTEES OF THE BOARD

The Companys Board has the following committees: i. Audit Committee ii. Stakeholders Relationship Committee iii. Share Transfer Committee iv. Nomination and Remuneration Committee v. Committee on Corporate Social Responsibility (CSR) vi. Empowered Committee for Procurement vii. Risk Management Committee viii. Empowered Committee for Procurement of Urea on Govt. Account ix. Debenture Allotment Committee

The details of the committees along with their composition, number of meetings held and attendance of each Director at the meetings are provided in the Corporate Governance Report.

COMPANYS POLICY ON DIRECTORS APPOINTMENT AND RELATED DISCLOSURES

As per notification dated June 5, 2015 issued by Ministry of Corporate Affairs, provision of section 134(3) (e) of the Companies Act, 2013 regarding disclosure of its policy on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matter provided under sub- section (3) of section 178 of the Companies Act, 2013 are not applicable to a Government Company. Your Company being a Government Company, the above provisions are not applicable to it.

Similarly, section 197 of the Companies Act, 2013 requiring disclosure of ratio of the remuneration of each director to the median employees remuneration and other such details including the name and other particulars of every employee of the Company, who if employed throughout/ part of the financial year, was in receipt of remuneration in excess of the limits set out in the rules, are not provided in terms of section 197(12) read with rule 5(1) (2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules, 2014, being not applicable to a Government company as per notification dated June 5, 2015 issued by Ministry of Corporate Affairs.

MEETINGS OF THE BOARD

Fourteen (14) Board Meetings were held during the year. The details of the Board Meetings held during the financial year 2022-23 are provided in the Corporate Governance Report.

BOARD EVALUATION

Section 134(3) (p) of the Companies Act, 2013 requires the Company to disclose the manner in which formal annual evaluation has been made by the Board of its own performance and that of its committees and individual Directors. As per notification dated June 5, 2015 issued by Ministry of Corporate Affairs, provision of section 134(3) (p) of the Companies Act, 2013 shall not apply in case Directors are evaluated by the Ministry which is administratively in charge of the Company, as per its own evaluation methodology. Your Company, being a Government Company, the performance evaluation is carried out by the Administrative Ministry (Ministry of Chemicals & Fertilizers), Government of India, as per applicable Government Guidelines.

Your Company has evaluated the performance of the Independent Directors for the year 2022-23 as per regulation 17(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN AND SECURITIES

PROVIDED

Particulars of Loans given, Investments made, Guarantees given and Securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the notes to the financial statements.

CREDIT RATINGS

The Credit rating assigned by Rating Agencies for the various debt instruments of the Corporation is provided in the Corporate Governance Report.

PARTICULARS OF EMPLOYEES

During the year under review, none of employees of the Company had drawn remuneration in excess of the limits prescribed under section 134(3) (c) of the Companies Act, 2013 read with Companies (Appointment of Managerial Personnel) Rules, 2014.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The details of Vigil Mechanism/Whistle Blower Policy are provided in Corporate Governance Report.

RELATED PARTY TRANSACTIONS

All contracts/arrangement/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on arms related length basis. There are no materially significant party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.

All Related Party Transactions are placed before the Audit Committee and also before the Board for approval. None of the Directors has any pecuniary relationships or transactions vis-?-vis the Company.

The details of the investment in equity made by the Company as on March 31, 2023 is as under:

Crore
1 FACT-RCF Building Products Limited 32.87 *
2 Urvarak Videsh Limited 0.18 *
3 Talchar Fertilizers Limited 805.48

Total

838.53

* Company has made full provision towards the value of investment.

The details of transactions with related parties are provided in the accompanying financial statements. There are no transactions to be reported in Form AOC-2.

INTER CORPORATE DEPOSIT

In connection with one time settlement entered into with Dena Dank, the Company had paid total 51 crore ( 12 crore during the year 2017-18 and 39 crore during the year 2018-19) to Dena Bank as one time settlement which includes an amount of 25.50 crore being the share of The Fertilisers and Chemicals Travancore Limited (FACT), the joint venture partner in FRBL. This amount is shown as interest bearing inter corporate deposit given. FACT shall repay the same in five annual equal instalments commencing from December 2020. FACT has made payment of Three installment total amounting of 15.30 crore out of the total 5 installments as per agreement.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company has in place a Policy on Prevention, Prohibition and Redressal of Sexual Harassment of Women at Workplace in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. The Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. During the year, one complaint of Sexual Harassment of Women at Workplace was received by the internal complaints committee formed by your Company under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year, committee disposed of Two (2) complaints (out of two complaints, one complaint was pertaining to the previous year) of Sexual Harassment of Women at Workplace.

RIGHT TO INFORMATION (RTI)

In order to promote transparency and accountability, an appropriate mechanism has been set up across the Company in line with the provisions of the Right to Information Act, 2005. Your Company has nominated CPIO/ACPIOs/ Appellate Authorities at its units/offices across the Company to provide information to citizens under the provisions of the RTI Act.

During the year under review, your Company has received 195 RTI applications out of which 173 have been replied.

ENERGY CONSERVATION, TECHNOLOGY

ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed to this Report as Annexure IV and form an integral part of this report.

ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013 read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return in Form MGT 7 as on March 31, 2023 is available on the Companys website on www.rcfltd investerrelations/agm-1

INVESTOR EDUCATION & PROTECTION FUND

(IEPF)

The details of unpaid / unclaimed dividend and shares transferred to the IEPF in compliance with the provisions of the Companies Act, 2013 has been provided in the Corporate Governance Report.

BUSINESS RESPONSIBILITY & SUSTAINABILITY

REPORT

Pursuant to Regulation 34 (2) (f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Business Responsibility Report initiatives taken from an environmental, social and governance prospective in the prescribed format is available as a separate section of the Annual Report and forms an integral part of this report. Business Responsibility Report is also available on the Companys website www.rcfltd

ACKNOWLEDGMENT

Your Directors wish to gratefully acknowledge the valuable guidance and continued support extended by Government of India and in particular, the Department of Fertilizers and the Office of Fertilizer Industry Co-ordination Committee (FICC), Railways, DPE, Members of MOU Task force, and other Central Government Departments and Agencies. The Board also wishes to acknowledge with sincere gratitude, .com/ the help and unstinted support from the Government of Maharashtra and other State Governments, MSEB, MIDC, various Media, Municipal Authorities, Maharashtra Pollution Control Board, Factory Inspectorate and IBR, Bankers to your Company, Financial Institutions, Dealers and Customers.

Your Board wishes to acknowledge gratefully, the confidence posed, unstinted support and suggestions made to the Board by the esteemed Share Owners of the Company. The Board also wishes to place on record the positive suggestions and guidance provided by the Statutory Auditors, Cost Auditors, the Office of the Principal Director of Commercial Audit and Secretarial Auditor.

Last but not the least, your Directors take pleasure in placing on record their deep appreciation of the excellent contribution made by the employees of your Company at all levels, without which your Company would not have achieved such good performance.

[S. C. Mudgerikar]
Chairman & Managing Director
Place: Mumbai
Date: September 14, 2023