To The Members, Deccan Gold Mines Limited
The Board of Directors of Deccan Gold Mines Limited (the Company') have pleasure
in submitting their 40th Annual Report to the Members of the Company together with the
Audited Standalone and Consolidated Statement of Accounts for the year ended March 31,
2024. The financial statements have been presented based on Ind AS requirements.
1. FINANCIAL STATEMENTS & RESULTS: Standalone a. FINANCIAL RESULTS
Financial results for the year ended March 31, 2024 are as under:
Particular |
2023-24 |
2022-23 |
Other Income |
2,538 |
3,425 |
Total Expenses |
1,02,240 |
3,1028 |
Profit / (Loss) before Exceptional and Extraordinary Items and Tax |
(99,703) |
(27,603) |
Less: Exceptional and Extraordinary Items |
- |
- |
Profit / (Loss) before tax |
(99,703) |
(27,603) |
Less: Current Tax & Deferred Tax |
159 |
765 |
Profit / (Loss) after tax |
(99,862) |
(28,369) |
Other Comprehensive Income |
(74) |
227 |
Total Comprehensive Income of the year |
(99,935) |
(28,142) |
b. OPERATIONS AND STATE OF AFFAIRS:
Deccan Gold Mines Limited (DGML), is India's first publicly listed gold mining company
in over five decades, holding substantial stakes in advanced-stage gold projects in India
and Kyrgyzstan, and a portfolio of high potential Tier-II Projects that are available for
exploration / development.
Details on the operations of the Company and status of its projects in India/overseas
as well as market announcements made from time to time can be accessed at
www.deccangoldmines.com and www.bseindia.com (BSE Scrip Code: 512068). A separate update
on the Projects of the Company is provided elsewhere in this Annual Report under the
Section "Summary of Operations".
Significant developments during the year under review are summarized hereunder:
In addition to its advanced projects, your Company has secured interests in early-stage
yet promising gold projects in Finland, and Tanzania and further, has also been granted a
Lithium Block in Tanzania.
During March 2023, the Company through a competitive auction held by the Govt. of
India, has secured a Nickel/PGE (Platinum Group Elements) concession in Chhattisgarh and
upon completion of all statutory requirements, we expect execution of the Composite
License for the Block at the earliest.
During August 2023, your Company set up a Wholly Owned Subsidiary in Dubai, UAE viz.,
Deccan Gold FZCO (DGFZCO) to focus on providing mineral exploration consultancy services
to the clients in Africa & CIS in particular.
Your Company has also recently ventured into the critical minerals sector, aligning
with India's strategic objective of self-reliance.
During May 2024, DGFZCO acquired a majority stake in 5 Lithium assets in Mozambique.
For this purpose, DGFZCO has set up and acquired 51% stake (with rights to move to 70%) in
Deccan Gold Mozambique (DGMOZ) into which the Lithium assets have been vended by the
Mozambique Partners. Over the next 24-36 months, the Company will complete detailed
exploration and feasibility studies in Mozambique with the ultimate objective of setting
up of a 1000 TPD processing plant that will produce concentrates of Lithium, Tantalum,
Cesium, Rubidium and other trace elements. These entities aim to streamline access to
overseas mineral assets and facilitate effective fundraising, reinforcing DGML's position
in the global mining industry.
Currently, DGML has several teams operating in Africa and CIS towards expanding our
resource base.
Apart from this, DGML is also actively pursuing the Court route to regain its rights
(taken away due to a legislative policy change in 2021) over its advanced stage Ganajur
gold project and Tier-II Hutti Gold Projects in India. Details are as under:
Ganajur Mining Lease Application (wP No. 17018/2021) and North Hutti block Prospecting
Licence (PL) applications (wP No. 12867/2022):
As shareholders are aware, our wholly-owned subsidiary viz., Deccan Exploration
Services Private Limited (DESPL) had filed a Writ Petition before the Hon'ble High Court
of Karnataka on September 13, 2021 seeking setting aside of the Speaking Order'
dated July 16, 2021 passed by the Central Government (holding its prior approvals for
Ganajur ML as inconsequential and infructuous in the light of the MMDR Amendment Act,
2021) and grant of the Ganajur Mining Lease. Ministry of Mines, Government of India;
Indian Bureau of Mines, Nagpur; Department of Commerce & Industries (MSME &
Mines), Government of Karnataka and the Department of Mines & Geology, Government of
Karnataka are the Respondents to this Writ Petition.
DESPL had also filed an Amendment Application (during 2022) before the Hon'ble High
Court of Karnataka incorporating the salient features of the Judgment dated May 27, 2022
passed by the Hon'ble High Court in an identical matter in Indocil Silicons Pvt., Ltd.,
& Ors vs. Union of India & Ors. (W.P. 1920/2021) ("Indocil") Further,
DESPL had also filed a Writ Petition (12867/2022) before the Hon'ble High Court of
Karnataka seeking quashing of the Order dated 14/02/2022 passed by the Secretary (MSME
& Mines), Commerce & Industries Department, Government of Karnataka ("C &
I"). Vide this Order, the C & I had ordered that the 8 PL applications filed by
DESPL over the North Hutti Block in Karnataka have not fulfilled the of the MMDR Act, 1957
and further the PL applications have lapsed as per Proviso No. 1 to Section 10A(2)(b)
inserted vide MMDR Amendment Act, 2021 with effect from March 28, 2021.
Both the Writ Petitions came up for hearing on January 5, 2023 before the Hon'ble High
Court of Karnataka. It was pointed out to the Court that the State Government has
challenged the Judgment dated May 27, 2022 passed by the Hon'ble High Court in Indocil
before the Hon'ble Supreme Court by way of SLP (Civil) No. 15692 of 2022. After hearing
the parties, the Hon'ble High Court directed that (a) the next date of hearing on the Writ
Petitions will be fixed after the decision of the Hon'ble Supreme Court in re: Indocil. In
the meanwhile, the interim order passed in the matter viz., the Respondent State not to
take any precipitative action against DESPL would continue till such time and granted time
of 4 weeks' to the Respondents to file their statement of objections to DESPL's Writ
Petitions. During May, 2023 DESPL filed its Rejoinder to the joint Statement of Objections
filed by two of the Respondents (Government of India and the Indian Bureau of Mines) to
its Ganajur Writ Petition No. 17018/2021. In order to protect its interests and to state
its case / merits, DESPL also filed an Intervention / Impleadment Application (No. 50253
of 2023) in SLP (Civil) No 15692 of 2022 before the Hon'ble Supreme Court in State of
Karnataka and Another (Petitioner) Vs. Indocil Silicons Pvt., Ltd., and Another. At the
hearing held in the matter on May 15, 2023 the Hon'ble Supreme Court Bench acknowledged
the Intervention Application filed by DESPL and stated that they will hear all the
stakeholders including the intervenors and listed the matter for hearing on August 8,
2023. Since then the matter has not come up for detailed hearing and as per the
information available on the website of the Hon'ble Supreme Court of India, the matter is
listed on October 4, 2024 (Tentative Computer generated).
There was no change in nature of business during the year under review.
c. REPORT ON PERFORMANCE OF SUbSIDIARIES:
The details of Company's shareholding in its Subsidiary & Associate Companies (as
on March 31, 2024) are given here under
Sl No. Name of the Company |
No. of shares |
Share Holding % |
Status |
1. Deccan Exploration Services Private Limited (DESPL) |
13,555 |
100% |
Wholly Owned Subsidiary |
2. Deccan Gold Tanzania Private Limited (DGTPL) |
11,710 |
100% |
Wholly Owned Subsidiary |
3. Deccan Gold FZCO |
5,500 |
100% |
Wholly Owned Subsidiary |
4. Avelum Partner LLC |
105,000,000 |
60% |
Subsidiary |
5. Geomysore Services (India) Private Limited (GMSI) |
9,39,603 |
37.95% |
Associate |
6. Kalevala Gold Oy |
810 |
31.52% |
Associate |
Pursuant to the provisions of Section 129 of the Act, the accounts of Subsidiary
Companies have been consolidated into the Company's accounts. Apart from this, no other
Company has become or ceased to be the Company's subsidiary(ies), joint venture(s) or
associate company during the year under review.
The performance and financial position of Subsidiary Companies for as Annexure 1
(Form AOC-1) to this Report.
d. MATERIAL SUbSIDIARIES:
The Board has adopted a Policy for determining Material Subsidiaries in accordance with
the requirements of Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure
Requirement) Regulations, 2015. The Policy, as approved by the Board, is uploaded on the
Company's website and the link for the same is https://
deccangoldmines.com/wp-content/uploads/2023/05/Material_Subsidiaries_Policy_F.pdf.
Further, the Financial Statements of the Subsidiary companies as noted in the point (c)
above for the financial year ended March 31, 2024 are available on the Company's website
at https://deccangoldmines.com/dgml-agm-september-2024-documents/
e. COMPLIANCE wITH SECRETARIAL STANDARDS
The applicable Secretarial Standards issued by the Institute of Company Secretaries of
India, i.e. SS-1 and SS-2, relating to Meetings of the Board of Directors' and
General Meetings', respectively, have been duly complied with by the Company.
f. DIVIDEND:
Your Directors express their inability to recommend dividend for the financial year
under review keeping in mind the operations of the Company and losses incurred during the
year.
g. TRANSFER TO RESERVES:
In view of losses incurred during the year under review, the Board of Directors has not
recommended transfer of any amount to reserves.
h. DECLARATION wITH REGARD TO FINANCIAL STATEMENTS:
Financial Statements for the year ended March 31, 2024, are in accordance with the
Indian Accounting Standards (IND-AS) notified by the Ministry of Corporate
Affairs,Government of India which have already become applicable to the Company from the
accounting period beginning on April 1, 2017.
The Company has not carried out any revision in its financial statements in any of the
three preceding financial years as per Section 131 of the Act.
i. DEPOSITS:
The Company has not accepted or renewed any amount falling within the purview of
provisions of Section 73 of the Companies Act 2013 ("the Act") read with the
Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the
requirement for furnishing of details of deposits which are not in compliance with Chapter
V of the Act is not applicable.
j. DISCLOSURES UNDER SECTION 134(3)(L) OF THE COMPANIES ACT, 2013:
Except as disclosed elsewhere in this report, no material changes and commitments which
could affect the Company's financial position have occurred between the end of the
financial year of the Company and date of this report.
k. DISCLOSURE wITH REGARD TO INTERNAL FINANCIAL CONTROLS:
The internal financial controls with reference to financial statements as designed and
implemented by the Company are adequate considering the nature of its business and the
scale of operations. During the year under review, no material or serious observation has
been made by the Statutory Auditors and the Internal Auditors of the Company regarding
inefficiency or inadequacy of such controls. Wherever suggested by the auditors, control
measures have been further strengthened and implemented.
l.DISCLOSURE wITH REGARD TO ORDERS PASSED bY REGULATORS / COURTS / TRIbUNALS:
No adverse orders have been passed by any Regulator or Court or Tribunal which can have
impact on the Company's status as a Going Concern and on its future operations.
m. PARTICULARS OF CONTRACT OR ARRANGEMENT wITH RELATED PARTIES:
All related party transactions were placed before the Audit Committee for approval.
Form AOC-2 will not form part of Board's report as all the transactions with related
parties are in arm's length basis and in ordinary course of business. There are also no
materially significant related party transactions during the year which may have a
potential conflict with the interest of the Company at large. Related Indian Accounting
Standards are disclosed in Notes to the financial statements of the Company for the
financial year ended March 31, 2024. The Policy on related party transactions as approved
by the Board may be accessed on the Company's website at
https://deccangoldmines.com/wp-content/uploads/2022/08/DGML_Related-Parties-Transaction-Policy.pdf.
Your Directors draw attention of the members to Note No. 38 of Standalone financial
statements which sets out disclosures on related parties and transactions entered into
with the said parties during the financial review.
n. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES:
During the year under review, the Company provided a loan of Rs. 7.10 crore to Avelum
Partner LLC, Kyrgyzstan. The details of investments held by the company as on March 31,
2024 are furnished in the table provided under point (c) here in above.
o. DISCLOSURE UNDER SECTION 43(A)(II) OF THE COMPANIES ACT, 2013:
The Company has not issued any shares with differential rights and hence no information
is required to be furnished in terms of provisions of Section 43(a)(ii) of the Act read
with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014.
p. DISCLOSURE UNDER SECTION 54(1)(D) OF THE COMPANIES ACT, 2013:
The Company has not issued any sweat equity shares during the year under review and
hence the provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies
(Share Capital and Debenture) Rules, 2014 are not applicable.
q. DISCLOSURE UNDER SECTION 62(1)(b) OF THE COMPANIES ACT, 2013:
The Company did not have any Scheme of ESOP in force during the year under review and
hence no disclosure is required to be furnished.
r. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:
During the year under review, there were no instances of non-exercising of voting
rights in respect of shares purchased directly by employees under a Scheme pursuant to
Section 67(3) of the Companies Act, 2013 read with Rule 16(4) of Companies (Share Capital
and Debenture) Rules, 2014. Hence, disclosures pursuant to Section 67(3) of the Companies
Act, 2013 are not required to be furnished.
2. OUTLOOK AND OPPORTUNITIES:
Details on the industry outlook, opportunities, risks and concerns have been provided
under Management Discussion and Analysis' forming part of this Annual Report.
3. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL: a) board of Directors and
Key Management Personnel:
The details of changes in the directors and KMPs, during the year under review and upto
the date of this Report, are as under
(a) Mr. Pandarinathan Elango (DIN: 06475821) was appointed as an Independent Director
of the Company for a period of 3 years w.e.f. November 10, 2023 and the appointment was
approved by the shareholders at their Extraordinary General Meeting (EGM) held on February
7, 2024.
(b) Mr Andrew Mark Weeks (DIN:08962937), Non-executive Independent Director resigned
w.e.f. November 10, 2023 and the Board places on record its appreciation of the services
rendered by Mr Andrew during his tenure.
(c) Mr Govind Subhash Samant (DIN: 07984886), Non-executive Non-Independent Director
resigned w.e.f. July 2, 2024 and the Board places on record its appreciation of the
services rendered by Mr Samant during his tenure.
(d) Mr Dinesh Kumar Gandhi (DIN: 01081155) was appointed as Non-executive
Non-Independent Director liable to retire by rotation w.e.f. July 10, 2024 and the
appointment was approved by the shareholders at their EGM held on August 7, 2024.
(e) Ms Deepthi Donkeshwar (DIN: Dinesh Kumar Gandhi (DIN: 08712113) was re-appointed as
Non-executive Independent Director for a second term of 2 years w.e.f. August 9, 2024 and
the re-appointment was approved by the shareholders at their EGM held on August 7, 2024.
(f) Dr Hanuma Prasad Modali (DIN:01817724) is the Director who retires by rotation and
being eligible, offers himself for re-appointment. Further, Dr. Hanuma Prasad Modali has
been re-appointed as a Managing Director for a period of 5 years w.e.f. October 1, 2024,
subject to the approval of the shareholders.
(g) Mr Subramaniam S (DIN:06389138) has been re-appointed as Whole-time Director for a
period of 5 years w.e.f. October 1, 2024, subject to the approval of the shareholders.
Necessary resolutions with regard to appointment of Mr. Hanuma Prasad Modali as
Director liable to retire by rotation and reappointment as the Managing Director of the
Company and reappointment of Mr. Subramaniam S as Whole Time Director (WTD) been included
in the Notice convening the ensuing 40th AGM and your Directors recommend their
appointment / re-appointment.
b) Declaration by Independent Directors:
The Company has received declaration from all the Independent Directors under Section
149(6) of the Companies
Act, 2013, as further amended by the Companies Amendment Act, 2017 and Regulation
16(1)(b) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations,
2015, confirming their independence vis-a-vis the Company and its management. There was no
change in the circumstances which affected their status as Independent Director (s) during
the year under review.
The Independent Directors have also confirmed that they are not aware of any
circumstances or situation which exist or may be reasonably anticipated, that could impair
or impact their ability to discharge their duties with an objective independent judgment
and without any external influence. Further, the Independent Directors of the Company
possess integrity and requisite qualifications, experience and expertise in the field of
finance, auditing, tax, risk advisory service, mineral exploration, mining and law and
hold the highest standards of integrity. Further, declaration on compliance with Rule 6(3)
of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended by
Ministry of Corporate Affairs ("MCA") Notification dated October 22, 2019,
regarding the requirement relating to enrollment in the Data Bank created by MCA for
Independent Directors, have been received from all the Independent Directors.
c) Company's Policy on Directors' appointment and remuneration:
The Board has, as per the recommendation of the Nomination and Remuneration Committee,
framed a policy on selection and appointment of Directors and Senior Managerial personnel
and their remuneration which was further amended by the Board vide their resolution dated
March 31, 2019 in terms of the SEBI (Listing Obligations and Disclosure Requirements)
Amendment Regulations, 2018. The details of said policy are given in the Corporate
Governance Report which forms part of this Annual Report.
4.DISCLOSURES RELATED TO bOARD, COMMITTEES AND POLICIES: a) board Meetings:
The Board of Directors met Nine (9) times during the year ended March 31, 2024, in
accordance with the provisions of the Companies Act, 2013 and rules made there under. All
these meetings were held through audio-visual means in compliance with the provisions of
the Act. Detailed information on the Board Meetings is provided in the Corporate
Governance Report which forms part of this Annual Report.
b) Directors' responsibility Statement:
In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited
financialstatements of the Company for the year ended March 31, 2024, the Board of
Directors hereby confirms that: a. in preparation of the annual accounts, the applicable
accounting standards have been followed along with proper explanation relating to material
departures; b. such accounting policies have been selected and applied consistently and
the Directors made judgments and estimates that are reasonable and prudent so astogive affairsof
the trueand view thestate Company as at March 31, 2024 and of the loss of the Company
for that year; c. proper and sufficient care was taken for maintenance the provisions of
this Act for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities; d. the annual accounts of the Company have been prepared on a
going concern basis; e. internal financial controls have been laid down by the Company and
that such internal financial controls are adequate and operating effectively; f. proper
systems have been devised to ensure compliance with the provisions of all applicable laws
and that such systems are adequate and operating effectively;
c) board Committees:
There are three (3) Committees of the Board of Directors of the Company viz. Audit
Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee as
on March 31, 2024.
Detailed information on all the Board Committees is provided in the Corporate
Governance Report forming part of this Annual Report along with the details of extract
from Nomination and Remuneration Policy of the Company with respect to remuneration of
Executive Directors, Key Managerial Personnel and other senior employees of the Company.
Policies framed by the Committees / Board pursuant to the applicable provisions of the
Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, are available on the Company's Website (www.deccangoldmines.com).
Disclosure in respect of composition, meetings held, attendance of members, terms of
reference and other related matters in respect of the above Board Committees are furnished
in the Corporate Governance Report forming part of this Annual Report.
d) Policies and Procedures (Mechanism):
Vigil Mechanism Policy for Directors / Employees:
The Board of Directors of the Company has pursuant to the provisions of Section 178(9)
of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its
Powers) Rules, 2014, framed a "Vigil Mechanism Policy" for Directors and
employees of the Company to provide a mechanism which ensures adequate safeguards to
employees and Directors from any victimization on raising of concerns of any violations of
legal or regulatory requirements, incorrect or misrepresentation of any financial
statements and reports, etc.
The employees of the Company have the right to report their concern/grievance to the
Chairman of the Audit
Committee.
The Company is committed to adhere to the highest standards of ethical, moral and legal
conduct of business operations.
Risk Management Policy:
The Board of Directors of the Company has designed Risk Management Policy and
Guidelines to avoid events, situations or circumstances which may lead to negative
consequences on the Company's businesses, and define a structured approach to manage
uncertainty and to make use of these in their decision making pertaining to all business
divisions and corporate functions. Key business risks and their mitigation are considered
in the annual/ strategic business plans and in periodic management reviews.
Corporate Social responsibility:
The provisions of Section 135 of the Act read with Companies (Corporate Social
Responsibility Policy) Rules, 2014 are not applicable to the Company.
e) Annual Evaluation of Directors, board Committees and board:
A statement indicating the manner for evaluation of performance of the Board and its
Committees and individual Directors is attached to this Report as Annexure 2.
f) Internal control systems:
Adequate internal control systems commensurate with the nature of the Company's
business, size and complexity of its operations are in place and have been operating
satisfactorily. Internal control systems comprising of policies and procedures are
designed to ensure reliability of financial reporting, timely feedback on achievement of
operational and strategic goals, compliance with policies, procedure, applicable laws and
regulations and that all assets and resources are acquired economically, used efficiently
and adequately
g) Disclosure under Section 197(12) of the Companies Act, 2013 and other disclosures as
per rule 5 of
Companies (Appointment & remuneration) rules, 2014:
The information required pursuant to Section 197 read with Rules 5(1) and 5(2) of the
Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 have been
attached as Annexure 3 to this Report.
h) Payment of remuneration / commission to managerial personnel from subsidiary
company:
The Managing Director of the Company is not in receipt of remuneration / commission
from the subsidiary company. Apart from the Managing Director, the Company did not have
any managerial personnel during the year under review.
i) Familiarization Programme for Independent Directors
The Company proactively keeps its Directors informed of the activities of the Company
its management and operations and provides an overall industry perspective as well as
issues being faced by the industry. Details for the year ended March 31, 2024 are
available on the Company's website at https://deccangoldmines.com/wp-content/
uploads/2024/05/Independent-Disrector-Familiarization-Programme-2024.pdf.
j) CORPORATE GOVERNANCE:
The Report on Corporate Governance as stipulated under Regulation 34 of the SEBI
Listing Regulations forms an integral part of this Report. The requisite certificate from
M/s. Rathi & Associates, Company Secretaries confirming compliance with the conditions
of corporate governance as stipulated under Schedule V of the SEBI Listing Regulations is
enclosed to the Report on Corporate Governance.
5. AUDITORS AND REPORTS:
The matters related to Auditors and their Reports for the year ended March 31, 2024 are
as under:
a) Report of the Statutory Auditors on financial statements for the year ended March
31, 2024:
The Report furnished by the Statutory Auditors on the financial statements of the
Company for the year ended March 31, 2024 is free from any observations / qualifications.
b) Secretarial Audit report:
Provisions of Section 204 read with Section 134(3) of the Companies Act, 2013, mandates
to obtain Secretarial Audit Report in Form MR-3 from a Practicing Company Secretary. M/s.
Rathi and Associates, Practicing Company Secretaries, Mumbai had been appointed as
Secretarial Auditors for the financial year March 31, 2024 to issue Secretarial Audit
Report for the financial year 2023-24.
The Secretarial Audit Report issued in Form MR-3 by M/s. Rathi & Associates is
attached as Annexure 4 and forms part to this report. The said report is
self-explanatory and does not require any further clarification on the matter. Further,
the Secretarial Audit Report in Form MR-3 for DESPL for the financial year ended March 31,
2024 is attached as Annexure 5 to this Report.
c) Annual Secretarial Compliance report:
In compliance with the Regulation 24A of the Listing Regulations and the SEBI circular
CIR/CFD/CMD1/27/2019 dated February 8, 2019, the Company has undertaken an audit for the
Financial Year 2023-24 for all applicable compliances as per Securities and Exchange Board
of India Regulations and Circulars/Guidelines issued thereunder. The Annual Secretarial
Compliance Report duly issued by M/s. Rathi & Associates has been submitted to the
Stock Exchanges within the prescribed timelines.
The Annual Secretarial Compliance Report does not contain any qualification,
reservation or adverse remark or disclaimer or modified opinion.
d) Cost Auditors:
Presently, the Company is not engaged in any manufacturing activities and hence
requirement of appointment of Cost Auditors pursuant to Section 148 of the Companies Act,
2013 is not applicable to the Company.
e) Internal Auditors:
No instances of fraud, suspected fraud, irregularity or failure of internal control
systems of material nature were reported by the internal auditors during the year.
f) Fraud reporting:
During the year under review, Statutory Auditors and Secretarial Auditors have not
reported any instances of frauds specified under Section 143(12) of the Companies Act,
2013. committedbyCompany/itsOfficers/or Employeesas
6. DISCLOSURES UNDER SECTION 134 OF COMPANIES ACT, 2013:
Other disclosures as per provisions of Section 134 of the Act read with Companies
(Accounts) Rules, 2014 are furnished as under:
a) Extract of Annual return:
Annual Return (Form MGT-7) for the year 2023-24 in terms of Section 92 (3) of the
Companies Act, 2013 is available on the Company's website at https://deccangoldmines.com/dgml-agm-september-2024-documents/
b) Conservation of energy, technology absorption and foreign exchange earnings and
outgo:
The particulars as required under the provisions of Section 134(3) (m) of the Companies
Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 have not been furnished
considering the fact that the Company is yet to commence its manufacturing operations.
c) Expenditure and Earnings in Foreign Currency: Earnings:
Sr. No. Nature |
2023-24 |
2022-23 |
1. Interest Earned on Borrowing |
897 |
NIL |
2. Professional Consultancy Income |
NIL |
3,254 |
Total |
897 |
3,254 |
Expenditure:
|
(Rs. In 000) |
Sr. No. Nature |
2023-24 |
2022-23 |
1 Exploration Expenses |
393 |
- |
2 Professional Fees |
1,914 |
1,134 |
3 Sitting Fees |
197 |
- |
4 Travelling & Other Expenses |
2,472 |
485 |
Total |
4,977 |
1,619 |
d) Remuneration payable by Companies having no profit or inadequate profit (in terms of
Section II of
Schedule V to the Companies Act, 2013):
The Company is paying remuneration to its Managing Director as per the limits laid down
in Section II of Schedule V to the Companies Act, 2013.
e) Change in share capital:
The Company has, during the year under review, allotted:
1,85,17,823 Fully Paid-Up Equity Shares having a face value of Re. 1/- at an issue
price of Rs. 53.47/- per share, on a preferential basis pursuant to a share swap
transaction for acquisition of 105,000,000 shares of (60% stake) in Avelum Partner LLC,
Kyrgyzstan ("Avelum")
11,51,181 Fully Paid-Up Equity Shares having a face value of Re. 1/- at an issue price
of Rs. 53.47/- per share, on a preferential basis pursuant to a share swap transaction for
acquisition of 810 shares of (31.52% stake) in Kalevala Gold Oy, Finland
("Kalevala").
7,62,332 Fully Paid-Up Equity Shares having a face value of Re. 1/- at an issue price
of Rs. 53.47/- per share, on a preferential basis for cash consideration.
81,28,768 Equity Warrants at an Issue Price of Rs. 53.47/- per warrant which are
convertible into equivalent number of equity shares of Re.1/- each at an Issue Price of
Rs. 53.47/- per equity share within 18 months from the date of allotment.
All the above allotments have been made to non-promoters.
f) Disclosure under Sexual Harassment of women at workplace (Prevention, Prohibition
and redressal) Act, 2013:
The Company has adopted a policy on prevention, prohibition and redressal of sexual
harassment at workplace and has also established an Internal Complaints Committee, as
stipulated by The Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and Rules framed thereunder. During the year under review, no
complaints in relation to such harassment at workplace have been reported.
g) Insolvency and bankruptcy Code, 2016:
During the year under review, no applications were made or any proceeding were pending
under the Insolvency and Bankruptcy Code, 2016.
h) Disclosure with respect to one-time settlement of loan taken from the banks or
financial
During the financial year under review, the Company had not taken any loan from the
Banks or Financial Institutions. Hence, no disclosure is required to be made with respect
to difference between amount of valuation done at the time of one-time settlement and the
valuation done while taking the loan.
7. ACKNOwLEDGMENT AND APPRECIATION:
Your Directors take this opportunity to express their gratitude to all the business
associates and to the investors / shareholders for the confidence reposed in the Company
and its management. The Directors also convey their appreciation to the employees at all
levels for their enormous personal efforts as well as collective contribution.
For and on behalf of the board of Directors of Deccan Gold Mines Limited
Kailasam Sundaram |
Chairman |
DIN: 07197319 |
Date: August 13, 2024 |
Place: Bengaluru |
CIN: L51900MH1984PLC034662 |
Registered office: |
No. 501, Ackruti Trade Center, |
Road No. 7, MIDC, Andheri (East), |
Mumbai 400093 |
Tel. No.: 91-22-62606800 / 62606800 |
Email: info@deccangoldmines.com Website: www.deccangoldmines.com |