NLC India : AGM Transcript

Transcript of the 65th Annual General meeting held on 29.09.2021 commenced at 03.00 P.M. IST and concluded at 03.45 P.M. IST

Moderator : Good After Noon ladies and gentlemen. Welcome to the 65th Annual General Meeting of NLC India Limited. It is 15.00 Hours and I request Chairman, Shri Rakesh Kumar to kindly address our shareholders.

Chairman : Good Afternoon dear shareholders. I am happy to be with you for the 65th Annual General Meeting of your Company being held through Video Conferencing.

It has been confirmed that this meeting is held in due compliance with the matters specified in the circulars issued by the Ministry of Corporate Affairs and SEBI.

Company Secretary please inform that the required quorum is present as per the statutory provisions.

Company Secretary: Yes. Quorum is present.

Chairman: So I call the meeting to order.

Before the formal proceedings, let me introduce my colleagues on the Board who are attending this meeting.

Now I Introduce the Directors, Company Secretary and Statutory Auditors

To my right Shri. R. Vikraman, Director (HR) and also holds additional charge of Director (Mines) & next to him is Shri Shaji John, Director (Power).

To my left Shri Jaikumar Srinivasan, Director (Finance) and also holds additional charge of Director (Planning & Projects) and next to him Shri K. Viswanath, Company Secretary - all are participating from Neyveli.

Shri Vinod Kumar Tiwari, Director & Additional Secretary, Ministry of Coal is participating from New Delhi.

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Shri. Dharmendra Pratap yadav, Director & Principal Secretary, Energy Department, Govt. of Tamil Nadu is participating from Chennai.

Independent Director, Dr. P. Vishnu Dev, Director & Chairman, Audit Committee and Stake Holder Relationship Committee is participating from Hyderabad.

Independent Director, Dr. V. Muralidhar Goud, Director is participating from Hyderabad.

Independent Director, Shri. N.K. Narayanan Namboothiri, Director & Chairman of Nomination & Remuneration Committee is participating from Kottayam.

Madam, Alka Shekar, Presidential Nominee of Ministry of Coal is participating from Delhi.

The representatives of the Statutory Auditors, Cost Auditors and Secretarial Auditors, are also attending the AGM from their respective offices.

Shri Naresh Kumar Sinha, Practicing Company Secretary, has been appointed as the Scrutinizer for this meeting, and is attending this AGM from Noida.

That in view of the Annual Report including the notice of meeting have been circulated to the Members, with the permission of the members present, the notice convening the meeting be taken as read". I would now request the Company Secretary to brief the AGM process.

Company Secretary:

Thank you, Chairman sir.

Dear Members, the facility of joining the AGM through video-conference has been made available to the members on first come, first serve basis. The proceedings of the AGM shall be deemed to have been conducted at the registered office of the company. All members who have joined this meeting, are placed on mute by the moderator, to ensure smooth and seamless conduct of the meeting. Once the question-answer session starts, the name of

the members, who have registered as speakers, would be announced

one-

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by-one by the moderator. Thereafter, the audio of speaker-member would be unmuted by the moderator. Before speaking, the member is requested to ensure that the audio and video on their device is activated. If for any reasons, the member is not able to connect through video, the member can speak through audio mode. If for any reason, the speaker is unable to connect, then we would move on to the next speaker and he would be invited to speak. The registers as required under the provisions of the Companies Act 2013 are available and any shareholder wishes to inspect the same can send an email to [e-mail]. "Auditors" Report on the accounts for the year ended 31st March,2021, being an unqualified one, is not required to be read out at this meeting as per the provisions of Section 145 of the Companies Act,2013". I would now read the observations of Secretarial Auditor in their report:

1. One The number of Non-Executive Directors on the Board was less than 50% of the total strength during the period from 15.06.2020 to 01.07.2020 and 06th September 2020 to 31st March2021 as prescribed under Regulation 17 (1) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015 and Para3.1.4 of DPE Guidelines on Corporate Governance.
2. The Board of Directors did not comprise a Woman Director / Independent Woman Director as prescribed under Section149(1) of the Companies Act,2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014 and Regulation17(1) of SEBI(LODR) Regulatios,2015.
3. The number of Independent Directors on the Board was less than 50% of the total strength as required under Regulation 17 (1) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015 and Para3.14 of DPE Guidelines on Corporate Governance.
4. The requirement of appointment of at least one Independent Director of the Company on the Board of Directors of Unlisted Material Subsidiaries as required under Regulation 24(1) of SEBI (LODR) Regulations,2015 have not been complied with.

I now request Chairman to address the shareholders.

Chairman Sir!

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Chairman:

Dear Shareholders,

It gives me immense pleasure in presenting the 65th Annual Report on the performance of the Company, together with the Audited Financial Statements for the financial year ended 31st March 2021. The Financial Year 2020-21 was extremely challenging due to the effect of COVID-19 pandemic which affected all sections of the economy.

The Annual General Meeting being conducted on the virtual platform, reflects the power of digitalization and adaptability of the organizations and people in challenging times which marks the transformation phase of Digital India.

Your Company being in the essential energy sector, was able to face and withstand the challenges posed by COVID-19 pandemic by taking concerted efforts to mitigate the risk and ensured that operations of the Company are continued with least disruptions and still your Company was able to achieve a good overall performance.

Now, I would like to share some of the highlights of the financial year 2020-21

• Total Lignite production from all Mines put together was 192.62 Lakh Tonnes.
• Total Power Generation from all sources (Thermal, Solar & Wind) was 19,322.00 Million Units. Power Generation was adversely impacted due to TPS- II incidents however the units have been brought back into operations after adhering to all necessary statutory and safety compliances.
• Total Export of Power from all sources was 16,723.92 Million Units.
• The total revenue from operations registered for the year 2020-21 was Rs.7,249.63 crore.
• The Profit Before Tax (PBT) and the Profit After Tax (PAT), for the year 2020- 21 was Rs.1,753.40 crore and Rs.1,041.79 crore respectively.
• Commissioning of Unit 2 (500 Megawatt) of Neyveli New Thermal Power Plant (NNTPP) and 17.5 Megawatt Andaman Solar in the Renewable Energy front, the Company reached 6,000 Megawatt of installed power generation capacity.
• Coal production from the Talabira Coal Mines in Odisha commenced on 26th

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April 2020.

• Your company saw 'Nil' Audit observations from Comptroller and Auditor General in the financial year 2020-21.
• There has been a significant improvement in realization of dues from DISCOMs to the tune of 114% of the invoices raised during the year 2020-21.
• NLCIL achieved a market share of 9.89% in Indian Energy Exchange by selling 868.78 Million Units of power in Real Time Market (RTM) resulting in a revenue of Rs.216.20 crore.
• NLCIL is exploring to enter into new business diversification projects like establishing Consultancy Services for Coal Blocks, Solar Park, Lignite to Methanol and value-added products like sand from Over Burden.

I am happy to inform you that in addition to the Interim Dividend of 10% paid during the year the Board of Directors have recommended a final dividend of 15% for the year 2020-21.

As per India Energy Outlook 2021 report published by International Energy Agency, India is set to see the largest increase in energy demand of any country over the next 20 years. India is the world's third-largest energy consuming country, with the use of energy doubling since 2000, with 80% of demand still being met by coal, oil, and solid biomass. However, the Government of India (GOI) has ambitious plans to quadruple the renewable power generation capacity and has set a target to reach 450 Gigawatt by 2030.

The power sector after COVID-19 disruptions is currently on the path to recovery with a steady improvement in power demand. In order to recover the economic activities, the Government of India announced a slew of powerful measures including the special liquidity infusion schemes for the distribution utilities. With the slow but steady unlocking of the business activities, the demand for electricity is increasing significantly.

Coal continues to be the dominant source for power generation though there is some impact on account of surge in the renewable energy power generation. During 2020- 21 the actual raw coal production was 716.01 Million Tonnes as against the annual