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BSE Code : | NSE Symbol : | ISIN:| SECTOR : |

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Volume 280564

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Key Stats

MARKET CAP (RS CR) 5.58
P/E 0
BOOK VALUE (RS) -4.0591874
DIV (%) 0
MARKET LOT 1
EPS (TTM) 0
PRICE/BOOK -0.0665157760393127
DIV YIELD.(%) 0
FACE VALUE (RS) 1
DELIVERABLES (%)
4

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Aanchal Ispat Ltd 538812
ACME Industries Ltd 526514
Adhunik Industries Ltd 538365 ADHUNIKIND
Adhunik Metaliks Ltd 532727 ADHUNIK
Aditya Ispat Ltd 513513
Ahlada Engineers Ltd 535111 AHLADA
Ahmedabad Steelcraft Ltd 522273
Ajanta Tubes Ltd 505988
AKC Steel Industries Ltd 40332
All Metal Process Industries Ltd 511088
Alliance Integrated Metaliks Ltd 534064
Ambuja Electrocastings Ltd 513317 AMBUJELCST
AML Steel Ltd 530464 AMLSTEEL
Anik Steels Ltd 513440
Anil Special Steel Industries Ltd 504629 ASILIND
Apollo Tricoat Tubes Ltd 538566
Apollo Tubes & Steel Industries Ltd 504628 APOLLOTUBE
Archon Industries Ltd 506041
Arihant Steel & Alloys Ltd 506044
Arun Pipes Ltd (Wound-up) 517453
Aryavan Enterprise Ltd 539455
Ashiana Ispat Ltd 513401
Asian Alloys Ltd 513458 ASIANALLOY
Aslo Steel Ltd 513492
Atma Steels Ltd 513313
AVS Industries Ltd 526267
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Bajaj Steel Industries Ltd 507944
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Balaji Industrial Corporation Ltd 500036 BALAJIIND
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Bansal Roofing Products Ltd 538546
Bedmutha Industries Ltd 533270 BEDMUTHA
Beekay Steel Industries Ltd 539018
Bellary Steels & Alloys Ltd(liquidated) 500045 BELLARYSTL
Bengal Steel Industries Ltd 512404
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Bharat Forge & Press Industries Ltd 522227
Bharat Steel Tubes Ltd 40002
Bharat Wire Ropes Ltd 539799 BHARATWIRE
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Bhuwalka Steel Industries Ltd 513333 BUWALKASTL
Bihar Foundry & Castings Ltd 504621
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Bilpower Ltd 531590 BILPOWER
BMW Industries Ltd 542669
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Bonlon Industries Ltd 543211
Bundy India Ltd 40003
Canara Steel Ltd 504668
Castron Technologies Ltd 506095
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Chandi Steel Industries Ltd 40629
Charminar Steels Ltd 513500
Chase Bright Steel Ltd 504671
Choksi Tubes Company Ltd 513240 CHOKSITUBE
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CV Steels Ltd 513725
D P Wires Ltd 535012 DPWIRES
Decora Tubes Ltd(wound-up) 526343
Deeps Special Steels Ltd 513570
Denholm Steels Ltd (Wound-up) 513470
Dewan Steels Ltd 513646 DEWANSTEEL
Dhar Industries Ltd 513632
Dhatu Sanskar Ltd (Wound Up) 513322
Dina Iron & Steel Ltd 532003
Do-Max Steel Ltd 513339
Eastcoast Steel Ltd 520081 ESTCSTSTEL
Elango Steels Ltd 13452
Electrosteel Steels Ltd 533264 ELECTROSL
Electrotherm (India) Ltd 526608 ELECTHERM
Ellora Steels Ltd 513424
Ensa Steel Industries Ltd 512135
Firth (India) Steel Company Ltd 504692
G K Steel & Allied Industries Ltd (Wound-up) 513287
Gallantt Metal Ltd 532726 GALLANTT
Gandhi Special Tubes Ltd 513108 GANDHITUBE
Gangotri Iron and Steel Company Ltd 530945
Garg Furnace Ltd 530615
Garg Steel & Alloys Ltd 40483
Global Arya Industries Ltd 513621
GM Mittal Stainless Steels Ltd 513199
Godawari Power & Ispat Ltd 532734 GPIL
Goodluck India Ltd 530655 GOODLUCK
Gopal Iron & Steels Co.(Gujarat) Ltd 531913
Graham Firth Steel Products (India) Ltd 504707
Grand Foundry Ltd 513343 GFSTEELS
Gujarat Bonanza Auto & Steel Rolling Ltd 523996
Gujarat Intrux Ltd 517372
Gujarat Natural Resources Ltd 513536
Gujarat Steel Tubes Ltd (Wound Up) 504710
Gujarat Wedge Wire Screens Ltd 513129
Gwalior Strips Ltd 513014
Gyscoal Alloys Ltd 533275 GAL
HAMCO Steels & Alloys Ltd 503839
Handum Industries Ltd 40342
Hariyana Metals Ltd 506024
Harpartap Steel Ltd 513689
Haryana Steel & Alloys Ltd 504601
Heera Ispat Ltd 526967
Him Ispat Ltd (Wound-up) 513017
Himachal Tubes & Wires Ltd 517029
Himtubes Ltd 513018
Hind Wire Industries Ltd 504716
Hindustan Wires Ltd 504713
Hisar Metal Industries Ltd 590018 HISARMETAL
Hi-Tech Pipes Ltd 532601 HITECH
Hitek Industries (Bihar) Ltd 513003
India Steel Works Ltd 513361 ISIBARS
Indian Bright Steel Company Ltd 504731
Indian Seamless Metal Tubes Ltd (Merged) 504754 ISMETALTUB
Indian Seamless Steels & Alloys Ltd (Merged) 513385 ISSAL
Indian Steel Rolling Mills Ltd 513275
Indore Wire Company Ltd 504784
Innoventive Industries Ltd 533402 INNOIND
ISMT Ltd 532479 ISMTLTD
Ispat Profiles India Ltd 531464 ISPATPROF
J M D Alloys Ltd 531765
Jagan Tubes Ltd 40268
Jalan Ispat Castings Ltd 513301
Jay Iron & Steel Industries Ltd 513542
Jindal Iron & Steel Company Ltd (Merged) 500107 JINDALIRON
JTL Infra Ltd 534600
Kalyani Steels Ltd 500235 KSL
Kamdhenu Ltd 532741 KAMDHENU
Kamini Ispat Ltd 531555
Kamper Concast Ltd 531475 KAMPERCONC
Kanakdhara Steel Ltd 513267 KANAKSTEEL
Kanan Steels Ltd 531476
Kanishk Steel Industries Ltd 513456
Kinjal Metals Ltd 531298
KR Steelunion Ltd (Wound-up) 513181
Kritika Wires Ltd 535116 KRITIKA
Kusum Ingots & Alloys Ltd 513315 KUSUMINGOT
Kusum Iron & Steel Ltd 513625
Ladam Steels Ltd 513420
Lloyds Steels Industries Ltd 539992 LSIL
Mahalaxmi Seamless Ltd 513460
Mahamaya Steel Industries Ltd 513554 MAHASTEEL
Maharashtra Seamless Ltd 500265 MAHSEAMLES
Mahindra Ugine Steel Company Ltd(Merged) 504823 MAHINDUGIN
Majestic Industries Ltd 526857 MAJESTIND
Malhotra Steel Industries Ltd 513601
Mamta Steels Ltd 530051
Man Industries (India) Ltd 513269 MANINDS
Manaksia Coated Metals & Industries Ltd 539046 MANAKCOAT
Manaksia Steels Ltd 539044 MANAKSTEEL
Mardia Steel Ltd (Wound-up) 513707 MARDIASTL
Marmagoa Steel Ltd 513355
Mayura Alloy Industries Ltd 530437
MEK Slotted Angles (India) Ltd 513198
Metal Coatings (India) Ltd 531810
Metalman Industries Ltd 513131 METALPIPE
Midfield Industries Ltd 533220
Minhas Steels Ltd 530241
Mishra Dhatu Nigam Ltd 541195 MIDHANI
Modern Steels Ltd 513303
Mohatta & Heckel Ltd 504844
Moira Wires Ltd 513603
Mukand Ltd 500460 MUKANDLTD
Mukat Pipes Ltd 523832 MUKATPIPE
Mukesh Steels Ltd 513265
Mukesh Strips Ltd 517374
Muzaffarnagar Steels Ltd 504855
Narayani Steels Ltd 540080
National General Industries Ltd 531651
National Steel & Agro Industries Ltd 513179 NATNLSTEEL
Nova Steels (India) Ltd 513395 NOVASTEEL
Nova Udyog Ltd 513426
NSL Ltd (Merged) 504778 NSL
OCL Iron & Steel Ltd 533008 OISL
Oil Country Tubular Ltd 500313 OILCOUNTUB
P.M. Telelinnks Ltd 513403
Pact Industries Ltd 538963
Panchmahal Steel Ltd 513511 PANCHMSTEL
Paramount Steels Ltd 513062
Partap Rajastan Special Steels Ltd 504860
Pennar Engineered Building Systems Ltd(Merged) 539333 PENPEBS
Pennar Industries Ltd 513228 PENIND
Pittsburgh Iron & Steels Ltd 531135
Piyush Steels Ltd 530559
Powmex Steels Ltd (Merged) 513311 POWMEXSTL
Prabhu Steel Industries Ltd 506042
Prakash Industries Ltd 506022 PRAKASH
Prakash Steelage Ltd 533239 PRAKASHSTL
Premier Tubes Ltd 506066
Primuss Pipes & Tubes Ltd 513291
Progressive Steels (India) Ltd 531063
PSL Ltd 526801 PSL
Punctual Trading Ltd 512461
Punjab Iron & Steel Co Ltd 513523
Quality Steels & Forgings Ltd 500348
Raajratna Metal Industries Ltd 530507
Raghav Productivity Enhancers Ltd 539837
Rajasthan Ambuja Industries Ltd 513438
Rajasthan Tube Manufacturing Co Ltd 530253
Rajinder Alloys Ltd 513408
Rajinder Pipes Ltd 523341 RAJINPIPE
Rajinder Steels Ltd 500353 RAJINSTEEL
Rajratan Global Wire Ltd 517522 RAJRATAN
Rakan Steels Ltd 513480
Rama Steel Tubes Ltd 539309 RAMASTEEL
Ramsarup Industries Ltd 532690 RAMSARUP
Ramsunar Rolsteel Ltd 513560
Ranjeev Alloys Ltd 513727
Rathi Alloys & Steel Ltd (Winded) 504895 RATHIALLOY
Rathi Bars Ltd 532918
Rathi Industries Ltd 513568
Rathi Ispat Ltd 504896
Rathi Steel & Power Ltd 504903
Ratnamani Engineering Ltd (Merged) 513591
Ratnamani Metals & Tubes Ltd 520111 RATNAMANI
Real Strips Ltd 513558
Remi Edelstahl Tubulars Ltd 513043
Riddhi Steel & Tube Ltd 540082
Rishab Concast Ltd 513299
Rishabh Digha Steel & Allied Products Ltd 531539
RMI Steels Ltd 513212
Rohini Strips Ltd 526277
Rudra Global Infra Products Ltd 539226
S K Foils Ltd 40396
SAIL-SCL Kerala Ltd 504953
Salasar Techno Engineering Ltd 540642 SALASAR
Samana Steels Ltd 513462
Sandeep Steels Ltd (Merged) 513432
Sanghvi Steels Ltd 513077
Sarda Energy & Minerals Ltd 504614 SARDAEN
Sarigam Seamless Pipes Ltd 513607
Sarigam Steels Ltd 513324
Scan Steels Ltd 511672
Seemax Industries Ltd 40273
Shah Alloys Ltd 513436 SHAHALLOYS
Sharda Ispat Ltd 513548
Shivalik Loha Mills Ltd 513615 SHIVLOHMIL
Shree Mahavir Ispat ltd 504925
Shree Steel Wire Ropes Ltd 513488
Shri Bajrang Alliance Ltd 526981
Shri Bhagavati Bright Bars Ltd 530913
Shri Ishar Alloy Steel Ltd 513223 SRISARALOY
Siddhartha Tubes Ltd 523728 SIDDHATUBE
Singh Alloys & Steels Ltd (Wound-up) 513697
Singhal Swaroop Ispat Ltd 513391 SSISPAT
Sipta Coated Steels Ltd (Merged) 513079 SIPTACOAT
Sivanandha Pipe Fittings Ltd 40125
SJB Tubes Ltd 517528
Somani Iron & Steels Ltd 504615
Somani Strips Ltd 530823
Somani Swiss Industries Ltd 511722 SOMANISWIS
Southern Iron & Steel Company Ltd(merged) 530491
Spearhead Metals & Alloys Ltd 513556
Splendid Metal Products Ltd 513414 SMPL
Sri Vasavi Industries Ltd 513609
Srikalahasthi Pipes Ltd 513605 SRIPIPES
Srinivasa Smelters Ltd 523814
Steel Strips Ltd 504717
Steel Tubes of India Ltd 506059 STEELTUBES
Steelco Gujarat Ltd 500399 STEELCOGUJ
Stelco Strips Ltd 513530
STI Products India Ltd 517492
Sunflag Iron & Steel Company Ltd 500404 SUNFLAG
Super Forgings & Steels Ltd 513277 SUPERFORGE
Supershakti Metaliks Ltd 541701
Supreme Engineering Ltd 535105 SUPREMEENG
Suraj Ltd 531638
Surana Industries Ltd 513597 SURANAIND
Surani Steel Tubes Ltd 535154 SURANI
Tamilnadu Steel Tubes Ltd 513540
Tata Metals & Strips Ltd (Merged) 502631
Tata SSL Ltd (Merged) 500396 SPECIALSTL
Technocraft Industries (India) Ltd 532804 TIIL
Thapar Concast Ltd 530453
Thapar Ispat Ltd 513285 THAPRISPAT
Titan Alloys Ltd 500417
Trident Steels Ltd (Wound-up) 513486
Tubetec Seamless Ltd 526007
Tulsyan NEC Ltd 513629 TULSYAN
UMI Special Steel Ltd(wound-up) 500435 BIHARALLOY
Umiya Tubes Ltd 539798
Uni-Metal Alloys Ltd 513482
Unison Metals Ltd 538610
United Special Ispat Ltd 40359
United White Metal Ltd 504980
Unity Steels Ltd 513186
Usha Iron & Ferro Metals Corporation Ltd 513464
Usha Martin Industries Ltd (Merged) 504986 USHAMARTIN
Usha Martin Ltd 517146 USHAMART
Uttam Galva Steels Ltd 513216 UTTAMSTL
Uttam Value Steels Ltd 500254 UVSL
Vallabh Steels Ltd 513397
Vardhman Industries Ltd 513534
Vardhman Special Steels Ltd 534392 VSSL
Varun Industries Ltd 532917 VARUN
Vermani Steel Strips Ltd 513587
Vini Metaspin Steels Ltd (Wound-up) 531325
Viraj Alloys Ltd(merged) 513562 VIRAJALLOY
Visa Steel Ltd 532721 VISASTEEL
Vishwas Infocom Industries Ltd 513573
Volvo Steels Ltd 530285
Welspun Corp Ltd 532144 WELCORP
Welspun Specialty Solutions Ltd 500365 REMIMETAL
Western Ministil Ltd 504998
Zenith Steel Pipes & Industries Ltd 531845 ZENITHSTL

Share Holding

Category No. of shares Percentage
Total Foreign 0 0.00
Total Institutions 24498 0.01
Total Govt Holding 2023 0.00
Total Non Promoter Corporate Holding 0 0.00
Total Promoters 136677098 66.18
Total Public & others 69820060 33.80
Total 206523679 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About Facor Steels Ltd

Facor Steels Limited is an India-based company engaged in the production of steel products. Its primary activity is the manufacture and sale of stainless steels and specialty steels. The Company uses a number of technological equipments during the process, including electric arc furnace, induction furnace, cored wire injection and electromagnetic stirrer, among others. Facor Steels Limited caters for such industries as automobile and auto component industry, boilers, construction, engineering components, fasteners industry, forging, petrochemical, railway springs, surgical equipment industry, as well as tool, valve and sugar industries. The Company's product portfolio includes stainless steel, alloy steel, valve steel, free cutting steel, semi free cutting steel, silico manganese steel, carbon manganese steel and carbon steel. Facor Steels Limited was incorporated in the year 2004. The Company belongs to FACOR Group owned by Saraf Family.

Facor Steels Ltd Chairman Speech

Facor Steels Ltd Company History

Facor Steels Limited is an India-based company engaged in the production of steel products. Its primary activity is the manufacture and sale of stainless steels and specialty steels. The Company uses a number of technological equipments during the process, including electric arc furnace, induction furnace, cored wire injection and electromagnetic stirrer, among others. Facor Steels Limited caters for such industries as automobile and auto component industry, boilers, construction, engineering components, fasteners industry, forging, petrochemical, railway springs, surgical equipment industry, as well as tool, valve and sugar industries. The Company's product portfolio includes stainless steel, alloy steel, valve steel, free cutting steel, semi free cutting steel, silico manganese steel, carbon manganese steel and carbon steel. Facor Steels Limited was incorporated in the year 2004. The Company belongs to FACOR Group owned by Saraf Family.

Facor Steels Ltd Directors Reports

Your Directors submit the THIRTEENTH ANNUAL REPORT on the business and operations of the Company and the Audited Statements of Accounts for the year ended 31st March, 2016.

FINANCIAL RESULTS

(Rs in lacs)
Particulars For the year ended 31.03.2016 For the year ended 31.03.2015
Gross Profit/(Loss) (1007.20) (2623.80)
Depreciation / Amortization 418.90 469.38
Profit /(Loss) before exceptional items & Tax (1426.10) (3093.18)
Exceptional items 0.00 1842.11
Profit/(Loss) before tax for the year (1426.10) (1251.07)
Provision/(Credit) for MAT /DEF. TAX /WT 0.00 0.00
Profit/(Loss) after tax for the year (1426.10) (1251.07)

OVERALL PERFORMANCE

Your Company’s performance during the financial year 2015-16 was badly affected due to the closure of the plant operations with effect from 30/05/2014 due to consensus lockout declared as per agreement reached with the workforce. This closure was necessitated due to adverse market conditions with subdue demand for Alloy and Stainless Steel resulting in lower utilization of capacity. The lay off is still continuing due to no change in the situation.

During the year under review, Company reported a total income of Rs188.96 Lakhs as against Rs 3043.87 Lakhs of the previous year. After making a provision of Rs 410.34 Lakhs towards interest and Rs 418.90 Lakhs towards depreciation, the loss for the current financial year amounts to Rs 1426.10 Lakhs as against the net loss of Rs 3093.18 Lakhs of the previous year. The net loss after exceptional items for the current financial year amounts to Rs 1426.10 Lakhs as against loss of Rs 1251.07 Lakhs reported in the previous year. There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations. A detailed Management Discussion and Analysis Report forms part of this report is annexed as Annexure-1.

OUTLOOK FOR 2016-17

The lay off at Company’s plant is continuing and it is unviable to operate the plant under present business conditions. Our efforts for scouting for tie up with potential investors / strategic investors have not given any fruitful result. Hence the plant continues to remain under consensus lockout.

DIVIDEND

In the absence of profit, your directors are unable to declare any dividend for the year 2015-2016.

BOARD FOR INDUSTRIAL AND FINANCIAL RECONSTRUCTION

The accumulated losses of the Company for the financial year ended 31st March, 2014 exceeded its net worth, the Company has made reference to the Board for Industrial and Financial Reconstruction (BIFR) under section 15 of the Sick Industrial Companies (Special) Provisions Act, 1985. The reference has been registered vide Case No. 74/2014 by BIFR. There were three hearings, first hearing on 2nd July 2015, second hearing on 13th May 2016 and the third hearing on 20th July 2016. The proceedings are in progress.

PARTICULAR OF LOANS, GUARANTEES OR INVESTMENT

There are no loans, Guarantees and Investments made under the provisions of Section 186 of the Companies Act, 2013 during the year under review. Details of Loans, Guarantees and Investments as at the year end are given in the notes to the Financial Statements.

RELATED PARTY TRANSACTION

There are no contracts or arrangement with related parties referred to in Section 188 (1) by the Companies Act, 2013. The details of other transactions entered into with the related parties are given in Note 45 to the Financial Statement. The Policy on Related Party Transactions are approved by Board is uploaded on the Company’s Website.

DEPOSITS

The Company has not accepted deposit from the public falling within the ambit of Section 73 of the Companies Act, 2013 and The Companies (Acceptance of Deposits) Rules, 2014.

CAPITAL STRUCTURE

Authorised Capital of the Company is Rs 60,00,00,000/- and there was no change in the authorised capital of the company during the year under review.

Paid up capital of the company is Rs 53,43,23,679/- comprising of 20,65,23,679 equity shares of Rs 1/- each and 32,78,000 5% Redeemable Cumulative Preference Shares of Rs 100/-each. During the year under review there was no change in the paid up capital of the company.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

In view of the continuing losses, the company is not in a position to make any expenditure under Corporate Social Responsibility as per the Provisions of Companies Act, 2013.

INDUSTRIAL RELATIONS

The Company has declared Consensus lock out as per the agreement reached with its work force effective from 30th May, 2014. Since then Company has separated 70 Officers and 317 Staff and Workers through Voluntary Separation Scheme. The number at employee as on 31st March, 2016 is 55.

EXTRACT OF ANNUAL RETURN

The extract of the Annual Return in Form MGT 9 is annexed herewith as Annexure- 2

NUMBER OF BOARD MEETINGS HELD

A calendar of Meetings is prepared and circulated in advance to the Directors. During the year Five Board Meetings and Five Audit Committee Meetings were convened and held. The details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

CORPORATE GOVERNANCE

The report on corporate governance as per the requirement of the listing agreement with stock exchange forms part of this report is annexed as Annexure-3. The Company has complied with all the requirements of corporate governance. The certificate from the Auditors of the Company confirming compliance to the conditions of the corporate governance requirements is also annexed.

DIRECTOR RESPONSIBILITY STATEMENT

The Directors‘ Responsibility Statement referred in Section 134(5) of Companies Act, 2013 shall State that

(a) in the preparation of the annual accounts, the applicable accounting standards 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 at the end of the financial year and of the loss of the company for that period;

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

(d) the directors have prepared the annual accounts on a going concern basis; and

(e) the directors, have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(f) the directors have devised proper systems to ensure compliance with the provisions of all applicable Laws and that such system were adequate and operating effectively.

INFORMATION ON REMUNERATION

Information as per the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules , 2014 are annexed as Annexure-4 to this report.

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

The manufacturing operations were suspended with effect from 30th May 2014 and hence, there is no matter to be reported under this para for the period under review – Refer Annexure-5 and Form-A.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations.

FINANCE

Company’s banks accounts have been classified as NPA by all banks in the previous financial year due to non-payment of interest. Bank of India has issued a SARFAESI Notice under Section 13(2) of the SARFAESI Act on 25th July 2015 and further took symbolic possession of the assets of the Company vide Public Notice dated 10th October 2015. Indian Overseas Bank has also issued a Notice under Section 13(2) of the SARFAESI Act on 9th October 2015. The Company has challenged the action of Bank of India in the Debt Recovery Tribunal, Nagpur on the ground that Bank of India lacks the requisite majority for initiation of action under Section 13(4) of the SARFAESI Act. The matter is under subjudice. Invent Assets Securitisation & Reconstruction Pvt. Ltd. (INVENT) has informed the Company that the following four Banks have assigned their debts in their favour and INVENT has executed the necessary assignment agreement.

Name of Bank Date of Assignment
Central Bank of India 01/06/2015
State Bank of India 10/08/2015
State Bank of Bikaner And Jaipur 10/08/2015
Syndicate Bank 28/08/2015

Some unsecured creditors have also filed winding up petition in the Nagpur Bench of the Mumbai High Court against the Company. The Company has taken necessary steps to protect its interst.

AUDITORS

STATUTORY AUDITOR

M/s Salve & Company, Chartered Accountants hold office upto the conclusion of the ensuing 13th Annual General Meeting. Based on the recommendation of the Audit Committee, the Board of Directors of the Company have proposed the appointment of M/s Salve & Co., Chartered Accountants, as the Auditors of the Company from the conclusion of the forthcoming 13th Annual General Meeting till the conclusion of the 14th Annual General Meeting (subject to ratification by shareholders at every Annual General Meeting). M/s Salve &

Co., have expressed their willingness to act as Auditors of the Company, if appointed, and have further confirmed that the said appointment would be in conformity with the provisions of Section 141 of the Companies Act, 2013.

Your Directors request you to ratify the appointment of M/s Salve & Company, Chartered Accountants (Registration No.109003W) as Statutory Auditors of the Company at the ensuing 13th Annual General Meeting and to fix their remuneration.

COST AUDITOR

The manufacturing operations have been suspended with effect from 30th May 2014 as per the consensus lockout agreement reached with the workforce. In view of this, the Company has not maintained any cost records and hence question of cost audit does not arise.

SECRETARIAL AUDITOR

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 P. S. Channe & Co., a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company for financial Year 2015-16. M/s P. S. Channe & Co., have expressed their willingness to act as Auditors of the Company, if appointed, and have further confirmed that the said appointment would be in conformity with the provisions of Section 141 of the Companies Act, 2013. The Report of the Secretarial Audit Report is annexed herewith as Annexure-6. There are no qualifications or observations or remarks made by Secretarial Auditor in his report.

DECLARATION BY INDEPENDENT DIRECTORS:

Shri A. S. Kapre, Shri M. B. Thaker, Shri Mohan S. Adige and Shri K. A. Pardhi are Independent Directors on the Board of your Company. In the Opinion of the Board and as confirmed by the these Directors, they fulfill the conditions specified in Section 149 of the Companies Act, 2013 and the rules made thereunder about their status as Independent Directors of the Company.

DIRECTORS:

Mr. M.D. Saraf shall retire by rotation at the 13th Annual General Meeting and being eligible offers himself for reappointment in accordance with the provisions of the Companies Act, 2013, and in terms of the Memorandum and Articles of Association of the Company.

Mrs. (Dr) Champaka Rangachari ceased to be director with effect from 6th May, 2016.

The Company has formulated a code of conduct for all members of the Board. All concerned members have affirmed compliance with the said code.

NOMINATION AND REMUNERATION POLICY

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report. The above policy was approved by the Board of Directors in their Meeting held on 14th February, 2015.

AUDIT COMMITTEE

Audit Committee of the Company comprises of Mr. A. S. Kapre, Mr. M. B. Thaker, Mr. M. S. Adige and Mr. Anurag Saraf, Except Mr. Anurag Saraf, who is a Promoter Director of the Company, rest all members of the Audit Committee are Independent Directors. The committee has been constituted in strict compliance with the provisions of Clause 49 of the Listing agreement and assumes all responsibilities provided therein, discharging their duties diligently with transparency and accountability as their sole motivation.

You are requested to appoint Auditors for the current year and to fix their remuneration.

AUDITOR’S REPORT

The report by Auditors if self explanatory. Further, in view of consensus lockout at plant and preparation of Accounts on going concern basis, the Auditors have made some observations under "Emphasis of matter appearing in the Auditors Report which management has responded in Note 1(b) under Significant Accounting Policies and 29 to the Audited Financial Statements for the year ended 31st March, 2016.

DISCLOSURE WHERE COMPANY IS REQUIRED TO CONSTITUTE NOMINATION AND REMUNERATION COMMITTEE:

The Company has constituted a Nomination & Remuneration Committee under Clause 49 of the Listing Agreement & has Nomination & Remuneration Policy for appointment and remuneration of Directors Under Section 178 of the Companies Act, 2013 and Clause 49 of the Listing Agreement. All the appointments of Directors is as per the Nomination & Remuneration Policy of the Company, which were also approved by the Committee.

DISCLOSURE OF VIGIL MECHANISM IN BOARD REPORT:

The Company have adopted the Vigil Mechanism Policy for the Company in its duly held Board Meeting on 14th February, 2015 and the same is available on the website of the Company.

DISCLOSURE ABOUT ESOP AND SWEAT EQUITY SHARE

Company has not issued any share under ESOP or Sweat Equity Shares during the year.

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

The Company has in place a policy for Prevention of Sexual harassment in accordance with the requirements of the Sexual Harassment of Women at work place (Prevention, Prohibition and Redressal) Act, 2013. All employees (Permanent, Contractual, temporary, trainees) are covered under this policy. The Company did not receive any complaint during the year 2015-16.

ACKNOWLEDGEMENTS

Directors of the Company wish to thank the Central and State Governments for their continued support and co-operation extended towards the business as well as the company’s social functions. The Management also thanks the shareholders, Business Associates, Financial Institutions & Banks, Customers and Suppliers for the faith reposed in the Company. The Board expresses its sincere appreciation to the dedicated and committed team of employees and workmen of your Company.

On behalf of Board of Directors
Vinod Saraf Anurag Saraf
Nagpur Managing Director Director
Dated: 5th August, 2016

Annexure-4 to the Directors Report

Information under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) & 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and forming part of the Directors Report for the year ended March 31, 2016 No employee of the company is paid gross remuneration aggregate of not less than Rs.5,00,000/- per month.

For and on behalf of the Board of Directors
Place : Nagpur Vinod Saraf
Date : 5th August, 2016 Managing Director

Annexure-5 to the Directors Report

Additional information as required under the Companies (Disclosure of particulars in the Report of Board of Directors) Rules, 1988.

A) CONSERVATION OF ENERGY:
a) Measures Taken
b) Additional investment and proposals if any being implemented for reduction of consumption of energy : Nil
c) Impact of measures at (a) and (b) above for } reduction of energy consumption and consequent impact on the cost of production of goods.
d) Total energy consumption and energy consumption per unit of production in prescribed form ‘A’. : Nil
B) TECHNOLOGY ABSORPTION:
Research & Development (R&D):
a) Specific areas in which R & D carried out by the company } : Nil
b) Benefits derived as a result of the above R&D
c) Future Plan of action : Nil
d) Expenditure on R&D : Nil
e) Technology absorption, adaptation and innovation: :
i) Efforts, in brief, made towards technology absorption, adaptation and innovation. : Nil
ii) Benefits derived as a result of the above efforts, e.g. product improvement, cost reduction, product development, import substitution etc. : Nil
iii) Information regarding technology imported during last 5 years : None
C) FOREIGN EXCHANGE EARNINGS AND OUTGO:
1) Total Foreign Exchange used and earned : Rs. in lacs
i) CIF value of imports : Nil
ii) Expenditure in Foreign currency : Nil
iii) Foreign exchange earned on FOB basis : Nil

 

On behalf of Board of Directors
Nagpur Vinod Saraf Anurag Saraf
Dated: 5th August, 2016 Managing Director Director

FORM ‘A’

FORM OF DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY.

PARTICULARS STEEL
CURRENT YEAR 2015-2016 PREVIOUS YEAR 2014-2015
A. POWER AND FUEL CONSUMPTION:
1. ELECTRICITY
a) Purchased
Units (KWH in lacs) 23.56
Total Amount (Rs in Lacs) 284.59
Average rate per unit (Rs) 12.08
b) Own generation
i) Through Diesel Generator
Units (KWH)
Units per ltr. of diesel oil
Cost/unit (Rs)
ii) Through Steam Turbine/Generator
Units
Units per ltr. of fuel oil/gas
Cost/unit (Rs)
2. Coal (specify quality)
3. Furnace Oil
Quantity (K. Liter) 133.44
Total cost (Rs in Lacs) 63.94
Average Rate (Rs/K. Liters) 47919.53
4. Others/Internal Generation
B. CONSUMPTION PER UNIT OF PRODUCTION:
ELECTRICITY (KWH per tonne)
Rolled & Forged Products 2703.34
FURNACE OIL (K. Liter per tonne)
Rolled & Forged Products 0.122
Coal (Specify quality)
Others (Specify)

Annexure 6 to Directors Report

Form No.MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED ON 31STMARCH, 2016

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

To,

The Members,

Facor Steels Limited,

46-A & B, MIDC Ind. Estate Hingna Road, Hingna Road,

NAGPUR-440028

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Facor Steels Limited (hereinafter called the Company) having CIN: L27100mh2004PLC146283. Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon. Based on my verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, I hereby report that in my opinion, the company has, during the audit period covering the financial year ended on 31st March, 2016 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31st March, 2016 according to the provisions of:

1. The Companies Act, 2013(the Act) and the rules made there under, as applicable;

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

3. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

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

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

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

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

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

Not applicable as the Company did not issue any security during the financial year under review;

d. The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 notified on 28thOctober 2014 Not applicable as the Company has not granted any Options to its employees during the financial year under review; e. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 – Not applicable as the Company has not issued any debt securities during the financial year under review;

f. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009- Not applicable as the Company has not delisted its equity shares from any stock exchange during the financial year under review ;

h. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998 – Not applicable as the Company has not bought back any of its securities during the financial year under review and i. The Secretarial Standards issued by the Institute of Company Secretaries of India

6. Labour Laws, Factories Act, Pollution Laws and other applicable laws – Company has suspended its production activity completely and locked out is effective from 30th May 2014. I have examined compliances from the papers/register and the information given by the staff members/officers (who have not adequate knowledge about the subject matter) available in the office of the Company. I have audited and examined in very specific manner to ensure whether adequate system and process is in order or not and commented upon irregularities seen apparently.

I have also examined compliance with the applicable clauses of the Listing Agreements entered into by the Company with BSE Ltd.

I have not examined compliance by the Company with the applicable clauses of the following: a. Applicable financial laws, like direct and indirect tax laws, since the same have been subject to review by statutory financial auditor and other designated professionals.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above subject to the following observations:

a) That the Company had not given facility of Ballot Paper to the Shareholders of the Company at the time of Annual General Meeting.

b) That Company has received two notices from BSE Limited (formerly known as Bombay Stock Exchange Ltd.) for Non-submission of Corporate Governance Report for the Quarter ended December 2015 and Non-submission of Share Capital Audit Report for the Quarter ended December 2015. Company has not submitted Reports for further period also. The Company has not submitted Shareholding Pattern for the Quarter ended March 2016.

c) That Company has not altered the Articles of the Company nor adopted Table- F to include the matters as require under the provisions of the Companies Act, 2013

d) That the Company has not published its notice for the Board Meeting in the newspapers as require under Listing Agreement for the meeting held for adopting results for the Quarter ended on December 2015 and March 2016..

e) That the Company has not filed its Annual Return in form MGT-7 along with MGT-8 as required under section 92 of the Companies Act, 2013 and Rules applicable.

f) That the Company has not appointed Key Managerial Person i.e. Company Secretary and Chief Financial Officer within 6 months from the date of vacation of respective designated post.

g) That the Company has not appointed an Internal Auditor and did not carried out Cost audit as require.

h) That the Mrs. Champaka Rangachari (Independent and Women Director) did not attend any Board Meeting during the year under review. We have noticed that in the Minutes Books of the meetings, Leave of absence has been granted but no such documents are available with Company.

i) That the Company has not complied with procedure as prescribed in the Secretarial Standards as issued by the Institute of Company Secretaries of India.

j) That the Company has not signed new Listing Agreement with BSE Ltd. k) That the Provident Fund deducted but not deposited for the month of February 2016 and March 2016. l) That the Company has not renewed licenses related to Pollution Laws etc.

m) That the Factory License under Factories Act has not been renewed from 01.01.2015 and has been deposited with Deputy Director, Industrial Safety & Health, Civil Lines, Nagpur.

I further report that, based on the information provided by the Company, its officers and authorized representatives during the conduct of the audit, and also on the review of quarterly compliance reports by respective department heads / company secretary taken on record by the Board of Directors of the Company, in my opinion, adequate systems and processes and control mechanism exist in the Company to monitor and ensure compliance with applicable laws subject to the observations made hereinbefore.

I further report that

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors except the incidence of Women & Independent Director. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act. Adequate notice is given to all Directors to schedule the Board Meetings. With respect to the agenda and detailed notes on agenda , start time and end time of the Board meeting, company has not complied with the Ssecretarial Standards issued by ICSI. A system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

As per minutes of the meetings duly recorded and signed by the Chairman, the decisions were unanimous and no dissenting views have been recorded.

I further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines except to the observations made earlier.

I further report that Company has made application to MSEDCL for reduction in Power Contract from 7500kva to 1000Kva for its mini steel plant.

I further report that Company has passed Special Resolution by Postal Ballot and sold its investment held in Sai Wardh Power (Wardha Power Company Ltd.) .

I further report that the Invent Assets Securitization and Reconstruction Private Limited acquired debt from Central Bank of India and Syndicate Bank.

I further report that the Kesari Steels Limited filed a Recovery Suit at Rohini Court, Delhi and company has received summons on 28th September 2015.

I further report that the Bank of India, a secured creditor of the Company, issued a notice dated July 25, 2015 u/s 13 (2) of the SARAESI, calling upon Company to pay the outstanding dues within 60 days from the date of said notice. Also received Notice under SARFEASI from Indian Overseas Bank, Vizag on 9th October 2015 u/s 13 (2) I further report that the MSEDCL has disconnected electricity supply at Factory premises due to non-payment of electricity charges.

I further report that Company has filed petition to the High Court, Nagpur for withdrawal of complaint by DRS Logistics Private Limited.

I further report that we have asked for a certificate from its Registrar & Transfer Agent for due compliances with respect to Share Transfer, Transmission etc. & members register. Company has informed us that Registrar and Transfer Agent is only reporting to the SEBI hence we are unable to comment. I further report that Company has not taken note of observation/comment made by me in the Secretarial Audit Report dated 05/08/2015.

For P S CHANNE & ASSOCIATES

Company Secretaries

CS PRADIP S CHANNE

Place : NAGPUR (Proprietor)

Date : 05/08/2016

FCS No. 6265 C.P No.7138

Note: This report is to be read with my letter of even date which is annexed as ‘ANNEXURE A’ and forms an integral part of this report.

‘Annexure A’

To,

The Members, Facor Steels Limited, 46-A & B, MIDC Ind. Estate Hingna Road, NAGPUR-440028

My report of even date is to be read along with this letter.

1. Maintenance of secretarial record is the responsibility of the management of the company. My responsibility is to express an opinion on these secretarial records based on my audit.

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

3. I have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4. Where ever required, I have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.

5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, Standards is the responsibility of management. My examination was limited to the verification of procedures on test basis.

6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or effectiveness with which the management has conducted the affairs of the company.

For P S CHANNE & ASSOCIATES
Company Secretaries
CS PRADIP S CHANNE
Place : NAGPUR (Proprietor)
Date : 05/08/2016 FCS No. 6265 C.P No.7138

   

Facor Steels Ltd Company Background

Narayandas SarafVinod Saraf
Incorporation Year2004
Registered Office46 A&B MIDC Industrial Estate,Hingna Road
Nagpur,Maharashtra-440028
Telephone91-7104-235701-08,Managing Director
Fax91-7104-235709
Company Secretary
AuditorSalve & Co
Face Value1
Market Lot1
ListingBSE,
RegistrarLink Intime India Pvt Ltd
C-13 Pannalal Silk ,Mills Cmpd LBS Marg,Bhandup West ,Mumbai - 400 078

Facor Steels Ltd Company Management

Director NameDirector DesignationYear
Narayandas SarafChairman & Wholetime Director2008
Narayandas Saraf Chairman 2016
M D SarafVice Chairman & M.D.2008
Vinod Saraf Managing Director 2016
Vinod SarafManaging Director2008
Anurag Saraf Director 2016
Anurag SarafJoint Managing Director2008
A S Kapre Independent Director 2016
A S KapreDirector2008
M B Thaker Independent Director 2016
M B ThakerDirector2008
Mohandas Shenoy Adige Independent Director 2016
Arye BerestDirector2008
Keshaorao A Pardhi Independent Director 2016
P K S NairNominee - BOI2008
P K KukdeDirector2008
Vibhu BakhruDirector2008
Ashim SarafAlternate Director2008
Amit G PandeyCompany Secretary2008

Facor Steels Ltd Listing Information

Facor Steels Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Rolled Products MT 0001.7
Carbon Alloys & Stainless MT 0000
Forged Bars NA 0000
Sale of Services NA 0000
Other Operating Revenue NA 0000
By Products NA 0000
Blooms MT 0000

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