KIOCL Ltd

Dear Shareholders,

The Board of Directors hereby submits the 48^th Annual Report on the business and operations of your Company ("the Company" or "KIOCL") and its Audited Financial Statements for the Financial Year ended March 31,2024 (FY'24), together with the Auditors' Report and Comments on the Accounts by the Comptroller and Auditor General (CAG) of India.

FINANCIAL RESULTS AND STATE OF COMPANY'S AFFAIRS

(H in crores, Except EPS & Book Value)

Revenue

During the Financial Year 2023-24, your Company earned a Revenue from Operations of H 1854.34 crores as compared to H 1543.42 crores in the previous year. Revenue from export witnessed an upward trend by 20.90 % to H 1645.93 crores as compared to the previous Financial Year figure of H 1361.43 crores.

Your Company achieved total export sales of 1.591 Million Tonnes of Pellets, against previous years export of 1.273 Million Tonnes. Your Company achieved 89 % of total revenue from operations through export. Income from Sale of Services (O&M Operations and Mineral Exploration Services) during the year was H 11.88 crores against H 20.47 crores of previous year. Other Income comprising of Income from Treasury Operation and other Miscellaneous Income has decreased to H 50.39 crores from H 80.39 crores.

Profits / Loss

During the Financial Year, your Company incurred a Loss H63.70 crores against a Loss H122.76 crores in the previous year.

DIVIDEND AND APPROPRIATIONS

Your Company being a CPSE, pays dividend in compliance with DIPAM guidelines issued from time to time by Ministry of Finance

and Board approved Dividend Distribution Policy in terms of the Regulation 43A of SEBI (LODR) Regulations, 2015 which is available at weblink https://kioclltd.in/table.php?id=282&lang=EN.

The Board of Directors had not recommended payment of dividend for the year 2023-24 considering the loss incurred by the Company. Further, no amount is transferred to reserves of the Company.

DIVIDEND HISTORY OF LAST 7 YEARS-

Financial Saliency

As on March 31, 2024, the Company had a Net Cash and Bank Balance of H 456.95 crores as against H 773.29 crores as on March 31,2023. The reduction in Cash & Bank Balance is due to capital expenditure.

Treasury Management / Investment of Surplus Funds

Your Company has a Board approved policy for investment of surplus funds since April 06, 2016. The policy is being reviewed and amended from time to time by the Board in line with DPE Guidelines.

Subsidiaries, Joint Ventures and Associates

During the FY 2023-24, the Company has no Subsidiaries, Joint Ventures and Associates.

Credit Rating

The Credit rating of the Company is covered in the Corporate Governance Report of the Company.

Details of Deposits

The Company has not accepted any deposits during the year.

Short Term Loans

Short Term borrowings of H 32.93 crore (previous year H 380.82 crore) were outstanding as on March 31,2024.

Debt Equity Ratio

Debt equity ratio as on March 31,2024 was 0.03:1 as compared to0.206:1 of previous year due to increase in borrowings.

CAPEX

During the year under review the total CAPEX was H 97.42 crores, which was 33.96% of the Budget Estimate (BE) of H 286.88 crores and against previous years CAPEX of H 422.83 crores.

KIOCLs ranking at Stock Exchange - A Top 500 Company

Your Company had been included amongst the top 500 listed Companies as per Market Capitalization on NSE and BSE and stands at No. 257 and 255 with Market Capitalisation of H 23,635.44 Crores and H 23,656.71 crores, respectively, as on March 31,2024.

Market Capitalisation (BSE)

H IN CRS

MoU Performance

Ministry of Steel informed the Inter-Ministerial Committee (IMC) that, KIOCL Limited is having either sub-optimal operations or downward trend in Production/Revenue from operations and requested to exempt from MOU mechanism.

IMC agreed to the request and decided to exempt KIOCL from signing MoU for the FY 2023-24 and 2024-25.

Risk Management

Pursuant to the requirement of Regulation 21 of the Listing Regulations, the Company had constituted a Board level Risk Management Committee w.e.f. March 26,2019 and has a robust Risk Management Policy framework to identify, evaluate and prevent / reduce impacts of the risks on Company's Business. Risk preventive work culture with strength to mitigate / reduce the risks impacts are developed within the organisation to enhance Company's performance. The details of Committee and its terms of reference are set out in the Corporate Governance Report. In line with Risk Management Policy, your Company has an established procedure to proactively identify, analyse and mitigate risks.

Implementation of Risk Management Policy

The Company has been continuously assessing its risks to ensure sustained business operations aligned with its long-term objectives. The following are the roles and responsibilities for effective implementation of Risk Management System across the organization: -

The Company has identified following major risks: -

MARKETING & SALES RISK

OPERATIONAL RISK

FINANCIAL RISK

PEOPLE RISK

Directors and Officers insurance

The Company has undertaken Directors and Officers Liability insurance ('D and O insurance') Policy for all its Directors, including Independent Directors and Officers.

Particulars of Loans, Guarantees or Investments

There was no loan, guarantee or investment made under Section 186 of the Companies Act, 2013.

Related Party Transactions (RPTs)

During the period under review, no transactions were entered with Related Parties as defined under the Section 188 of Companies Act, 2013 read with Regulation 34(3) and Para A of Schedule V of the SEBI Regulations, 2015, as such annexure AOC-2 is not furnished.

Further, details of related party transactions entered by the Company, in terms of Ind AS-24 have been disclosed in the notes no. 28.2.4 to the Financial Statements forming part of Annual Accounts 2023-24. The same were also disclosed to Stock Exchanges on half yearly basis as required under Regulation 23(9) of SEBI (LODR), Regulations, 2015.

The Board approved Policy on Materiality of Related Party Transactions and dealing with Related Party Transactions is available on the Company's Website at https://kioclltd.in/table. php?id=280&lang=EN.

Material Changes and Commitments, if any, affecting Financial Position

There was no material change / commitment occurred affecting the financial position of the Company after the financial year ended March 31,2024 till the date of this report and there was no change in business.

Management Discussion and Analysis Report

The Management Discussion and Analysis Report is set out in this Annual Report in terms of the provisions of Regulation 34(2)(e) of the SEBI (LODR) Regulations, 2015.

Business Responsibility & Sustainability Report

In accordance with Regulation 34(2)(f) of the SEBI Listing Regulations, the Securities and Exchange Board of India ('SEBI'), in May 2021, introduced new sustainability related reporting requirements to

be reported in the specific format of Business Responsibility and Sustainability Report ('BRSR'). SEBI has mandated top 1,000 listed companies, based on market capitalisation, to transition to BRSR from FY2023-24 onwards. Accordingly, the Company presents its second BRSR which forms part of this year Director's Report.

BUSINESS AND OPERATIONAL REVIEW Pellet Plant Unit

Your Company produced 1.906 million tons of Pellets during the year 2023-24 as compared to 1.510 million tons in the previous year and sold 1.790 million tons of Pellets as against 1.460 million tons in the previous year. Out of the total quantity sold, exported quantity was 1.591 million tons which was about 89 % of the total sales.

Blast Furnace Unit

The Blast Furnace Unit (BFU) remained under suspension due to uneconomic price of Pig Iron and high Coke Price since August 2009. Your Company is in the process of implementing the backward integration of BFU (Coke Oven) to make its operations economically viable.

Capacity Utilization & Sales performance

A snapshot of production target vis-a-vis actual achievement with capacity utilization and sales performance during last five years including current year are depicted at Table 1 & 2.

Table 1: Capacity Utilisation

(Qty. In Million Tons)

(Installed capacity of Pellet Plant is 3.500 million tons / annum).

* The Company was exempted from signing MoU.

Table 2: Sales Performance

(Qty: in Million Tons, Value: H In crores.)

(Note: Pig Iron includes Auxiliary)

Mineral Exploration Works

Highlights on performance of Mineral Exploration works carried out are:

1. From 2015 to till date, KIOCL has handled 36 nos of projects (27 completed & 09 are under progress) & Generated total revenue of H 38.50 Cr. (incl GST). Generated a revenue of H 2.41crores (Including GST) during the current FY.

2. For FY 2023-24 completed 04 nos of NMET Projects, part works on 10 nos of GoK blocks & 05 Blocks of JSW Mines and earned cumulative revenue of H 18,93,06,952/- (Incl. GST). Details are provided below;

3. Projects under execution: Currently ME Dept is working on 04 NMET projects, valuing to H 6.92 Cr. (Incl. GST) & 01 GoK project, valuing to H 0.06 Cr. Details with expected time of completion for the projects is provided below;

4. Future pipeline projects: Total no of projects is about 07, valuing to about H 12.50 Cr. Detail with expected time to get the projects is provided below;

5. Expected Turnover / revenue generation for the FY 2024-25 is about H 11.91 Cr., incl.GST. Details provided below;

6. KIOCL venturing into the arena of exploration for CRITICAL MINERALS.

6.1. Ministry of Mines, Govt of India, on 24^th Jul 2023 has released a list of 30 critical minerals crucial for its economic growth and development across sectors, such as energy, telecommunications, defence, and more. By producing this list, India is acknowledging the need to mitigate supply chain disruptions that could affect its access to these critical mineral resources. Besides the list, the government has released a policy roadmap that support's the country's ambition for cleaner technologies and its goal of becoming a net zero emitter of greenhouse gases.

6.2. With the aim of providing the support to Ministry of Mines, GoI, in augmenting Critical Minerals, KIOCL has

• Added up projects related to Critical minerals like (Graphite, REE & RM and PGE) as detailed at point no 5 above. These projects are under pipeline for obtaining permissions from Technical Cum Cost Committee of NMET, Ministry of Mines, GoI.

• Enhanced its inhouse capabilities of carrying out analysis of Critical and Strategic minerals with the installation of ICPOES (Inductively Coupled Plasma Optical Emission Spectrometry) and Microwave Digestion System at Mineral Exploration Laboratory, KIOCL Ltd., BFU, Mangalore.

7. KIOCL as GOLD EXPLORER.

7.1. Gold being precious metal which plays a crucial role in India's economy by considerably contributing to the GDP, KIOCL has entered in to the arena of Gold exploration by grabbing G4 level of exploration works for Gold over an extent of 50 sq km in Yadiyuru Block, Mandya District, Karnataka.

8. KIOCL as NEA carried out cumulative drilling meterage of 9741.25m from 2019 to till date.

Number of Projects Approved & Value of the Projects

Total 05 Nos of Major approved projects are under progress during FY 23-24 with Total project outlay of H 1945.54 Crores including GST. VPF project was commissioned successfully in the month of March 2024.

i. Devadari Iron Ore Mine at Sandur, Ballari - H 882.46 Crores inclusive of GST

ii. Forward and Backward Integration Projects of BFU- H 836.90 Crores inclusive of GST

iii. Mechanized Coal handling system at PPU - H 30.78 Crores incl. of GST

iv. Installation of Dual Burner system in the Indurating Machine at PPU - H 36.80 Crores inclusive of GST

v. Installation of Vertical Pressure filter (VPF) system at PPU- H 158.60 Crores inclusive of GST

EXPANSION OF MARKET BASE

Efforts have been made to expand the customer base to de-risk the business only to a limited extent. During FY 2023-24, a total of 26 new customers were added to the list of empanelled buyers to expand the Customer Base for sale of iron ore pellets, which has helped to de-risk its business by way of reducing the reliance on export market.

CAPEX AND GROWTH PLAN

For long term sustainability / viability of your Company in the competitive market environment and forward consistent steady growth, your Board had accorded approval for various CAPEX Projects, the status of CAPEX/Growth Plan is given below:

DEVADARI IRON ORE

STATUS OF DEVELOPMENT & COMMENCEMENT OF DEVADARI IRON ORE MINE AS ON March 31,2024

1. Govt. of Karnataka issued notification dated January 23,2017 for reserving an area of 470.40 ha in Devadari Range, Sandur Taluk, Bellary District for Iron Ore and Manganese Ore in favour of KIOCL Ltd., under the provisions of Section 17A (2) of MMDR Act, 1957.

2. As per direction of DMG GoK, KIOCL obtained all Statutory clearances and executed Mining Lease Deed of Devadari Iron Ore Mine (ML No. 020 of 2023) with Director, Mines and Geology, Govt. of Karnataka on January 02,2023 for 388.0 ha area for a period of 50 years for mining of Iron Ore and Manganese Ore. Further same has been registered on January 18, 2023 at the Office of Sub-Registrar, Sandur, Ballari Dist.

3. Modified Mining Plan necessitated due to change in land use pattern because of reduction in ML area during forest clearance from MOEF & CC was approved by IBM on October

11.2023 over an extent of 388 Ha.

4. Company is under process to get amendment to Environment Clearance conditions for transportation / despatch of ore through road till conveyor system is installed.

5. Govt. of Karnataka issued Government Order on April 11,2024 for diversion of forest land for Devadari Iron Ore Mine. Further, O/o PCCF (FC) and Nodal Officer, Forest Department Bangalore issued instructions to DCF, Ballari on December02.2023 for executing Forest Lease Agreement for handing over of forest land to commence mining activities. Work is under process to get the approval of Competent Authority, to execute and register the Forest Lease Agreement.

M/s MECON Ltd., has prepared Techno-Economic Feasibility Report (TEFR) with estimated Project Cost of H 1783.89 Crores for Devadari Iron Ore Mine Project and M/s IFCI Ltd carried out financial due diligence of TEFR. With due approval and recommendations of KIOCL Board, approval from GoI for the DIOM Project was accorded by PIB vide its Letter No S-25016/1/2021-KIOCL-Part(1) dated June 28,2024 for an estimated cost of H 882.46 crores including ex-post facto approval of pre-operative expenditure of H 529.19 crores.

6. Indian Council of Forestry Research and Education (ICFRE) MoEF & CC, Dehradun, prepared & submitted the Final R & R Plan for Devadari Iron Ore Mine on March 27,2024 to DMG Bangalore and Member Secretary, Central Empowered Committee (CEC), New Delhi, for approval. On approval of R&R Plan by CEC and approval of Project by GoI, the same shall be implemented.

7. Commencement of Development and Production at Devadari iron ore mine is scheduled to start by December 1, 2024 as per dashboard timeline.

Vertical Pressure Filter System at Pellet Plant Unit

The existing vacuum disc filters at Pellet Plant are not able to handle Iron Ore having high alumina content and slimy in nature. KIOCL Board approved the project in its 257^th Meeting held on March 26,2019 with the estimated cost of H 158.60 crores. Four (04) Vertical Pressure Filters have been installed at Pellet Plant supplied by M/s METSO including auxiliary equipments supplied by various vendors.

The Vertical Pressure Filter system is commissioned and Performance Guarantee test completed successfully on March 25,2024 with desired output parameters as per the agreed norms of the contract. The installation of Vertical Pressure Filters facilitates to utilise the iron ore fines from various sources with different characteristics of iron ore fines. The total savings in production cost by installation of vertical pressure filters is expected to be H 45.3 crores per annum and it would also improve the capacity utilization with flexibility in using iron ores of different types.

SETTING UP OF COKE OVEN AND DISP PROJECTS OF BFU

Your Company has planned to re-activate the existing Blast Furnace of 350 Cu.M capacity with minimum refurbishment along with Coke Oven & Waste heat recovery Power Plant under backward integration. KIOCL's Board and Public Investment Board (PIB) had approved the project with total capital outlay of H 836.90 Crores. MoEF&CC has granted environmental clearance (EC) and KSPCB has accorded consent for expansion in June 2021 valid up to June 2026. M/s MECON has been appointed as EPCM consultant for the project. Main technological packages envisaged are NRHR type Coke Oven Plant, Waste heat recovery Power Plant, Ductile Iron Spun Pipe, Pulverised Coal Injection Plant (PCI), Oxygen and Nitrogen Plants. Captive coke oven and PCI System will reduce the input raw material cost of Blast furnace operation.

The Coke Oven Plant agreement was signed with M/s Tuaman Engg. Ltd, Kolkata on November 22,2021 and Tripartite agreement was entered among KIOCL, M/s Tuaman Engg. Ltd and M/s. CIMFR, Dhanbad, Technology provider under Atmanirbhar Bharath Initiative. The total project cost of Coke Oven is H 218.30 Crores. The construction of Coke Oven plant is under progress with physical progress of 69% as on March 31,2024.

KIOCL is exploring joint venture partner for setting up of value-added plants under Forward integration of Blast Furnace as per the Ministry guidelines. Company is in the process of finalising the consultant for selection of suitable JV partner.

ENVIROMNETAL PROJECTS

KIOCL has taken up Mechanised Material Handling System for coal/coke fines at Pellet Plant Unit. The cost of the project is H 30.78 Crores including GST. The construction of coke shed is under progress and procurement action has been initiated for balance facilities. The project is expected to be completed by December 31,2024 as per the schedule.

As a part of green initiative, KIOCL has taken up the project of installing dual burner system in the indurating machine of Pellet Plant to utilise Natural Gas as an alternative to the Furnace Oil being used currently. The project cost is H 36.80 Crores. Procurement of dual burner system is under process with project completion period of 18 months from placement of order for supply of burner system, installation & commissioning.

INFORMATION TECHNOLOGY FOR DIGITAL TRANSFORMATION

Data and cyber security

With digitalisation on the rise, ensuring the security of data and online services is of utmost importance. KIOCL has deployed best- in-class technologies to protect the confidentiality, integrity and availability of digital assets. Advanced security systems, including the Fortinet Next Generation Firewall and Bit Defender Endpoint Security, are deployed to safeguard the networks and end-point devices from cyber threats. These systems proactively detect and mitigate potential vulnerabilities, ensuring a robust defence against malicious attacks.

Moreover, your company conducts regular IT audits and Vulnerability Assessment and Penetration Testing (VAPT) exercises to identify and address any security gaps promptly. By prioritising data and cyber security, the company instils trust and confidence in the stakeholders, safeguarding sensitive information and mitigating potential risks.

Networking system

The revamped network with managed L2 and L3 core switches, as well as optical fibre cables (OFC) and copper cables, enabled high-speed and reliable data transmission. This revamped network design lays the foundation for efficient data flow and seamless communication across the organisation.

The implemented managed network setup enables centralised management and monitoring of data traffic, facilitating effective troubleshooting and maintenance. With the implementation of an NMS server equipped with Active Directory (AD) and Authentication, Authorisation and Accounting (AAA) software, the company has bolstered its network security and streamlined administrative tasks.

Digital India - Single Integrated Information System / ERP"

ERP SAP S/4 HANA project 'Ashwa Megha' had gone live from April 01,2023 with the following modules:

• Plant Maintenance

• Production Planning & Quality Management

• Project Systems

• Human Capital Management

• Material Management

• Supplier Relationship Management

• Environment Health & Safety

• Finance & Controlling

• File Life cycle Management.

• Document Management System

HUMAN RESOURCE MANAGEMENT AND INDUSTRIAL RELATIONS Human Capital

Total number of employees on the rolls of the Company as on March 31,2024 is 603 consisting of 189 Executives, 36 Supervisors and 378 Non-Executives. Details are given below:

Employee Welfare

The Company has setup full-fledged facilities at Mangaluru' by establishing a well-planned township, First Aid Centre, Ambulance, Recreation centre, Sports events, Canteen facility, Auditorium, IT infrastructure to conduct various virtual, Meeting, Trainings etc., Kudremukh Mazdoor Sangh was recognized as majority union through secret ballot for a period of two years w.e.f., March 31,2024. This union is affiliated to BMS. The Industrial Relations situation remained peaceful throughout the year in all the establishments of the Company. Issues relating to productivity, safety, welfare, etc., are mutually discussed with employee representatives.

Persons with Disabilities Act, 1995

KIOCL ensures compliance under Persons with Disabilities Act, 1995. Suitable provisions/modifications are made in the workplace to meet the requirements of persons with disability.

Prevention of Sexual Harassment of Women at Workplace

At KIOCL Limited, Mangaluru, Anti Sexual Harassment Policy is in line with the requirements as per laws.

A, four members Internal Complaints Committee was constituted with an eligibility span of 3 years (after 3 years a new Committee will be constituted) to deal with complaints of sexual harassment of women at work place, wherein, three internal officers constituting of one male officer and one external member (with legal experience) is present and meetings are conducted once in six months. Necessary awareness training sessions have already been conducted to all the employees by the External Committee member as and when new recruits join the services the awareness training session are being conducted from time to time.

One Awareness training session on "Sexual Harassment" was conducted on December 18,2023 at the Resource Centre, PPU Mangalore. The Session was taken up by Dr. Rameela Shekhar, ex-DEAN of Roshini Nilaya and Mental Health Professional, Manashanthi, Mangalore.

As of now at KIOCL, Mangalore there are no complaints about sexual harassment.

The initiatives at KIOCL recognize the importance of gender equality as a key contribution that businesses can and should be making to economic and social development and respect for human rights. All benefits are equally given to men and women in the workplace, be it a permanent employee or a contract worker.

The ICC members, from Bangalore Head Office and Mangalore PPU, participated in the three-day program on "Enhancing Capacity in Preventing Sexual Harassment at the Workplace" organised by V. V. GIRI National Labour Institute from 26^th to 28^th March 2024 at V. V. GIRI National Labour Institute, Noida, Uttar Pradesh. The Program on "Enhancing Capacity in Preventive Sexual Harassment at the Workplace" was attended by the ICC members, from 26^th to 28^th March 2024.

Internal Complaints Committee (ICC)

• Every Employer is obliged to constitute an ICC through a written order.

• The ICC will be composed of the following members:

(I) Chairperson Women working at senior level as employee; if not available then nominated from another office/units/dept./ workplace of the same employer.

(II) 2 Members(minimum) From amongst employees committed to the cause of women/ having legal knowledge/experience in social work.

(III) Member - From amongst NGO/associations committed to the cause of women or a person familiar with the issue of Sexual Harassment.

KIOCL has constituted Internal Complaints Committee to oversee matters related to the said subject, and conduct training on gender awareness for employees. The ICC Meeting was convened and held by HR&A at PPU dated on December 29,2023 with Ms. Merlyn Martis (ICC member) Member from NGO, Director of DEEDS, Mangaluru.

No. of complaints received and disposed of during the year.

As of now at KIOCL, Mangalore there are no complaints about sexual harassment.

The Annual Report under Sexual Harassment of women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 for the year ending December 31,2023 is submitted to the Deputy Commissioner., D.K. at DC office, Dakshina Kannada District, Mangalore-575001.

Women in the Workforce and their Empowerment

A Women's Forum - Women in Public Sector (WIPS) is operating in KIOCL and most of the women employees are members of the said Forum. KIOCL is a life Member for WIPS. Co-ordinators are being nominated on rotation basis from KIOCL to liaison with WIPS. Women employees are being nominated to attend Annual meets/ Regional meets of Forum of WIPS by the Company on regular basis.

I. Empowerment of Women - KIOCL LIMITED, under the directives of Ministry of Steel is giving more impetus to gender equality measures, by taking forward the momentum of empowerment of girls, women in the Society including its women employees. In this direction, following activities were organized for women employees to help in achieving their career goals/ objectives:

1) Regular workshops/Awareness Programs are conducted to impart Health Education for the benefits of women employees. During FY 2023-24, women employees were nominated to programs such as Healthy life style management, Healthy Kidneys - its care & precautions, Rheumatoid Arthritis & General Arthritis and Yoga, Meditation and Life style.

2) In order to provide equal opportunities to women workforce for skill upgradation and career progression at all levels, women employees are regularly nominated to various training programs conducted by DPE under RDC scheme. During the FY 2023-24, women employees were nominated to various training programs in different areas such as Gender Equality, Reservation

Policy, New Labour codes & Samadhan Portal, Cyber Hygiene & Security, Building Competencies for Personal Excellence, Public Procurement, Energy Conservation, Sexual Harassment of women at workplace, DPC & Disciplinary Proceedings, Industry 4.0, Negotiation Skills etc., empowering women to stay abreast of available technological advancements.

Industrial Relations and Employees Welfare Recruitment & Superannuation

During the year: -

a) Company recruited seven Graduate Engineer Trainees in group 'A';

b) Company recruited 6 employees at lateral entry in group 'A';

c) 54 employees superannuated on attaining the age of superannuation.

d) No employee was released under VRS scheme.

Human Resource Development

Various Training programs including in-house training programs, nominations for external seminars, conferences, participation in training programs organized by DPE etc., were carried out to enhance the skillset of employees.

Remuneration Policy

The Policy of Remuneration to Directors, KMP & other Employees in pursuance to Schedule II Part D (1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is available on Company website at weblink https://www.kioclltd.in/table. php?id=282&lang=EN. Your Company is a Government Company within the meaning of Section 2 (45) of the Companies Act, 2013 and being a Central Public Sector Enterprise under Ministry of Steel, the remuneration and other benefits of the employees of the Company are fixed / decided by the Department of Public Enterprises (DPE), Govt. of India.

Remuneration of Whole Time Directors

The salary and/or allowances of the Whole Time Directors are decided by the President of India.

Remuneration of Independent Directors

Independent Directors are appointed by the President of India. The remuneration to Independent Directors is paid by way of sitting fee for attending Board of Directors meeting and Committees meetings thereof. The sitting fee is being paid to Independent Directors within the ceiling limit prescribed under Section 197 (5) read with Rule 4 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Remuneration of Government Directors

No remuneration either by way of salary / allowances or sitting fee is paid to Government Directors representing Ministry of Steel.

Remuneration of KMPs other than Directors

The Salary / allowances of KMPs other than Directors are paid as per the scale of pay determined based on DPE Guidelines.

Man-days Trainings

During the year 4385 Man-days training was imparted to the employees. Further, the Company in its commitment to good corporate governance, also imparts skill development training to contract workers, apprentices, students from managerial and technical institutes as well as for local population.

Particulars of Employees

Ministry of Corporate Affairs vide its notification dated June 5, 2015 exempted Government Company with the applicability of Section 197 of the Companies Act, 2013. However, the remuneration received by the employees of the Company, had not exceeded the limit prescribed under Section 197 read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Public/Staff Grievance Redressal

KIOCL Limited has framed a well-defined grievance procedure, evolved under the 'Code of Discipline'. Staff Grievances received are redressed to the satisfaction of the aggrieved. With respect to public grievance, as and when any complaints are received, necessary remedial action is taken promptly. Complaints/ grievances other than the staff grievance are categorized into customer / consumer complaints / grievances from the Contractors, NGOs / General Public etc. The respective project heads are empowered to dispose of the grievances concerning their areas.

CORPORATE GOVERNANCE

Pursuant to Regulation 34(3) and Para-C of SEBI (LODR) Regulations, 2015, a separate section on Corporate Governance along with certificate from Practising Company Secretary confirming the level of compliance is attached and forms a part of the Board's Report.

Directors and Other Key Managerial Personnel

As on financial year ended March 31, 2024, the Board consists of Seven members, three of whom were executive or whole-time Directors, two non-executive Director, representing Ministry of Steel and two Independent Directors. Details of sitting fees / remuneration paid to Directors and to KMP's respectively are provided at table no. 15 in Corporate Governance Report.

Declaration by Independent Directors

The Company received necessary declaration from Independent Directors under Section 149(7) of the Companies Act, 2013, that they meet the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 25 of the Listing Regulations. The Board of Directors at its 292^nd Meeting held on May 29,2024, noted the declarations. Independent Directors of the Company have registered themselves with Independent Directors databank in compliance with Companies (Creation and

Maintenance of database of Independent Directors) Rules, 2019 and Companies (Appointment and Qualification of Directors) Fifth Amendment Rules, 2019.

Women Directors

As on Financial Year ended March 31,2024, the Company had two women Directors, Smt. Sukriti Likhi, Non-Executive Govt. Nominee Director representing Ministry of Steel and Dr. Usha Narayan, Independent Director.

Changes in the Composition of the Board Inductions / Cessations

In terms of Article 91 of the Articles of Association of the Company, the President of India is vested with the power to appoint the Directors of the Company from time to time and shall determine the term of office of such Directors. Accordingly, the following appointments/cessations on the Board of your Company were effected as per the directives of the President of India: -

1. Dr. Sanjay Roy, Joint Secretary, Ministry of Steel, was appointed as Government Nominee Director on the Board of Directors of KIOCL Limited vice Shri Devidatta Satapathy by Ministry of Steel vide its Order No. S-14011/1/2022-BLA dated May 05,2023 Accordingly, Shri Devidatta Satapathy ceased to be Director on the Board of KIOCL Limited w.e.f Close of business hours.

2. Shri Manoj Kumar Jhawar, was appointed as Director (Finance) by Ministry of Steel vide its letter No. 5/2/2021-BLA dated May 24,2023 Subsequently, he had tendered his resignation vide letter dated October 18,2023 to Ministry of Steel. The Ministry vide its Order No. 5/2/2021-BLA dated November 29,2023approved the resignation and was released from services of the Company w.e.f. January 17,2024 Accordingly, Shri. Manoj Kumar Jhawar ceased to be Director on the Board of KIOCL Limited w.e.f Close of business hours.

3. Shri T Saminathan, who was appointed as Chairman-cum- Managing director by the Ministry of Steel vide Order No. 5/1/2020 dated September 7,2021, superannuated from the post w.e.f May 30,2024.

4. Shri Ganti Venkat Kiran who was appointed as Director (Production & Projects) by the Ministry of Steel vide Order No. 5/3/2021 dated May 08,2023 has assumed the post of Chairman-Cum-Managing Director vide Order No. S-14015/2/2023-BLA dated April 22,2024, w.e.f June 1,2024.

Additional charge assigned to Directors

1. The Ministry of Steel vide its letter no. S-14015/4/2023- BLA dated January 15,2024 had given additional charge of Director (Finance) to Shri T. Saminathan, Chairman-cum- Managing Director w.e.f. January 17,2024 upto April 16,2024. Accordingly, he was holding the post of [Additional charge] of Director (Finance).

2. The Ministry of Steel vide its letter no. S-14015/4/2023-BLA dated April 19,2024 had assigned Additional charge of Director (Finance) to Shri Binay Krushna Mahapatra, Director (Commercial) w.e.f. April 17,2024. Accordingly, he was holding the post of Director (Finance) [Additional charge].

3. The Ministry of Steel vide its letter no. S-14015/1/2024-BLA- Part (1) dated June 06,2024 had assigned Additional charge of Director (Production & Projects) to Shri Ganti Venkat Kiran, Chairman-Cum-Managing Director w.e.f. June 01, 2024. Accordingly, he was holding the post of Director (Production & Projects) [Additional Charge].

Appointments / Resignations of KMP

1. Shri Manoj Kumar Jhawar, Director (Finance) ceased to be Director on the Board of the Company and simultaneously as CFO of the Company due to resignation w.e.f. January 17, 2024.

2. Shri Saumen Das Gupta, Chief General Manager (Finance) was appointed by board at its meeting held on February 13, 2024 as CFO of the Company w.e.f. February 13, 2024.

3. Shri. T Saminathan, CMD and CEO of the Company ceased to be CEO of the Company due to superannuation w.e.f. May 30, 2024.

4. Shri. P K Mishra ceased to be the Company Secretary and Compliance officer of the Company due to resignation w.e.f. July 09, 2024.

5. Shri K V Balakrishnan Nair was appointed as Company Secretary and Compliance officer of the Company w.e.f. August 14,2024.

6. Shri G V Kiran, CMD was appointed as CEO of the Company by the Board at its meeting held on August 14,2024.

Key Managerial Personnel

In terms of Section 203 of the Companies Act,2013 the Key Managerial Personnel of the Company are Shri T. Saminathan, Chairman-cum-Managing Director & Chief Executive Officer up to May 30,2024, Shri G V Kiran, Chairman-cum-Managing Director, as Chief Executive Officer w.e.f. August 14,2024, Shri Saumen Das Gupta, Chief Financial Officer w.e.f. February 13,2024, Shri P.K. Mishra, Company Secretary & Compliance Officer up to July 09,2024 and Shri K V Balakrishnan Nair, Company Secretary and Compliance Officer of the Company w.e.f. August 14,2024.

Directors Retiring by Rotation

In terms of Section 152 (6) of the Companies Act, 2013, Shri Sanjay Roy, (DIN: 10045280) Government Nominee Director being longest in office shall retire by rotation at the ensuing AGM and being eligible for re-appointment, offers himself for re-appointment. The Board recommends his re-appointment.

Number of Meetings of the Board

During the year under review, the Company filed all the statutory forms and returns electronically as per the manner and conditions

for filing prescribed under Companies (Registration Offices and Fees) Rules, 2014. The financial statements for the year 2022-23 were filed in accordance with the requirements of Section 134 read with Companies (Filing of Documents and Forms in Extensible Business Reporting Language) Rules, 2015.

Directors Responsibility Statement

Pursuant to Section 134 of the Act (including any statutory modification(s) and/or re-enactment(s) thereof for the time being in force), the Directors of the Company state that:

a) In the preparation of the Annual Accounts for the Financial Year ended March 31, 2024, the applicable Accounting Standards had been followed along with proper explanation relating to material departure.

b) The Company has selected such Accounting Policies and applied them consistently and made judgments & 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 Profit & Loss of the Company for that period.

c) The Company has taken proper and sufficient care towards 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.

d) The Company have prepared the Annual Accounts on a going concern basis.

e) The Company has laid down Internal Financial Controls, which are adequate and are operating effectively.

f) The Company has devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

The aforesaid statement has also been reviewed and confirmed by the Audit Committee and the Board of Directors of the Company.

Annual Return

The Annual Return of the Company as on March 31,2024 in Form MGT-7 in accordance with Section 92(3) read with Section 134(3)(a) of the Act and the Companies (Management and Administration) Rules, 2014, is available on the website of the Company at weblink https://www.kioclltd.in/data.php?id = 191&lang = EN.

MCA-21 e-filings

During the year under review, the Company filed all the statutory forms and returns electronically as per the manner and conditions for filing prescribed under Companies (Registration Offices and Fees) Rules, 2014. The financial statements for the year 2022-23 were filed in accordance with the requirements of Section 134 read with Companies (Filing of Documents and Forms in Extensible Business Reporting Language) Rules, 2015.

Compliance with Secretarial Standards

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

Statutory Auditor

The C&AG of India vide its letter dated September 12,2023 had appointed M/s G BALU ASSOCIATES LLP, Chartered Accountants as the Statutory Auditor of the Company under Section 139 of the Companies Act, 2013 for the financial year 2023-24. The Auditors have confirmed that they are not disqualified from being appointed as Auditors of the Company. The Auditors remuneration for the year was fixed at H 8.50 Lakhs plus applicable taxes for Statutory Audit. The total amount paid to the Statutory Auditors for all services rendered to the Company during the Financial Year 202324 was H 12.85 Lakhs.

The Statutory Auditors have issued an unmodified opinion on the financial statements for the financial year 2023-24 and the Auditor's Report forms part of Annual Report.

Cost Records and Cost Audit

The Company is maintaining the cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Companies Act, 2013. The Cost Audit Report for the Financial Year 2022-23 was filed with the Ministry of Corporate Affairs on September 06,2023. The Cost Audit Report for Financial Year 202324 is under finalisation and will be submitted to the Ministry of Corporate Affairs within the prescribed timeline.

Cost Auditor

The Company maintains cost records as required under the provisions of the Companies Act. The Company had appointed Cost Auditors for conducting the audit of the cost records maintained for its Pellet Plant Unit during the Financial Year 2023-24. A remuneration of H 50,000/- was fixed by the Board for payment to the cost auditors for Financial Year 2023-24, which was ratified by the shareholders in the last AGM. The cost audit reports are filed with the Central Government in the prescribed form within the stipulated time. For the Financial Year 2024-25, the Board on the recommendations of the Audit Committee, had

re-appointed M/s R. M. Bansal & Co., Cost Accountants to audit the cost records. The remuneration payable to the Auditor being placed before the members in this Annual General Meeting (AGM) for their ratification vide Resolution at Item No. 4 of the Notice convening the AGM.

The Cost Audit Report for the financial year 2023-24 does not contain any qualification, reservation or adverse remark.

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 appointed M/s P.S. Bathla & Company Secretaries, Practicing Company Secretary for conducting the Secretarial Audit for the Financial Year 2023-24.

Internal Auditor

Pursuant to provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of Companies (Accounts) Rule 2014 and based on the recommendation of the Audit Committee, the Board of your Company had appointed M/s Manohar Chowdhry & Associates, Chartered Accountants, Bangalore as the Internal Auditor of the Company for conducting Internal Audit for the Financial Year 202324 at audit fees of H13,80,000/-. The objective of internal auditing is to assist the Audit Committee/ Management in the effective discharge of their responsibilities by furnishing them with analysis, appraisals, recommendations and pertinent comments concerning the activities reviewed. Besides conducting transaction audit with adherence to legal and regulatory requirements, Internal Audit is to evaluate the adequacy of risk management and internal control system in the Company. While focusing on effective risk management and control in addition to appropriate transaction testing, the Internal Audit offers suggestions for mitigating current risks and also anticipate areas of potential risks. The quarterly Internal Audit Report is being placed before the Audit Committee for its information and review.

Reporting of Frauds by Auditors

During the year under review, Auditors has not reported to the Audit Committee (under Section 143 (12) of the Companies Act, 2013) any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Board's report.

C&AG Audit

The Comptroller & Auditor General of India (C&AG) vide its letter dated July 29,2024 has conveyed "NIL" comments on the accounts of the Company for the year ended March 31, 2024. Copy of the same is annexed to this Report.

CORPORATE SOCIAL RESPONSIBILITY

During the Financial Year 2023-24, the amount to be spent towards CSR (2% of Average Net Profit of last 3 Financial Years) is H465.67 lakhs. The Company has incurred CSR expenditure of H 87.50Lakhs (including ongoing projects) during the FY 2023-24 and availed

the facility of set off of H378.17 Lakhs in terms of the CSR activity recommended by the CSR Committee and approved by the Board of Directors. The brief outline of the Corporate Social Responsibility (CSR) initiatives undertaken by the Company during the year under review form part of this Report as an Annexure in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 and amendments. For other details regarding the CSR Committee, please refer to the Corporate Governance Report, which is a part of this report. The CSR policy is available on weblink https://www.kioclltd.in/table.php?id=282.

KEY INITIATIVES

Environmental Management and Pollution Control Measures

1. UPGRADATION OF THE Sewage Treatment Plant (STP)

The 80 KLD capacity STP was upgraded at a cost of H 35 Lakhs. The raw sewage generated in the plant is treated adopting Membrane Bio Reactor. The treated effluent is completely recycled in the process.

2. FORMATION OF CONCRETE PAVEMENT

The haul road parallel to Shed II was concreted for a length of 385 metres. The road width is 6.20 metres. The total cost of the project is 85.73 Lakhs. The formation of concrete pavement has drastically reduced the generation of dust in the haul roads.

3. RECIRCULATION TANK FOR RECOVERY OF SLURRY SPILLAGES IN PF AREA

A rectangular RCC tank of capacity 400 KL has been constructed in PF area to collect and recirculate iron ore slurry spillages and floor washings generated in Grinding and Filtration Plant.

Safety

Brief details T&S department Mangalore (PP unit & BF unit):

1. The onsite emergency plan, approved by the Director of Factories, is operational for both the Pellet Plant and Blast Furnace Unit. It will be revised whenever there are alterations in plant conditions or emergency team composition. Emergency mock drills are conducted to simulate the responsibilities of each member within the emergency teams, with the most recent mock drill conducted on the April 08,2024.

2. The engagement of workers in Safety Management systems is a pivotal aspect in compliance with the Factories Act. Area- specific safety committees have been established by the Company to uphold worker involvement in safety matters within the PPU and BFU units of KIOCL. Meetings of these safety committees were convened on the following dates: 27^th January 2023, 22^nd June 2023, 28^th September 2023, and 22^nd January 2024 at PPU, and on 22^nd June 2023 at BFU.

3. A safety audit was conducted in June 2024 by M/s Bureau Veritas, to adhere to statutory obligations and uphold the safe operational status of the plant premises.

4. An impactful administrative strategy employed for enhancing safety awareness among employees is the routine implementation of toolbox talks on a daily basis, aimed at educating/refreshing all workers, including contract workers.

5. Routine safety inspections are methodically undertaken on a weekly and bimonthly basis by the Safety officer/staff in conjunction with pertinent departmental engineers and Safety committee members. The outcomes of these inspections are diligently recorded and relayed to the respective department heads for requisite measures.

6. A range of standard Personal Protective Equipment (PPE) items such as Safety helmets, Shoes, Respirators, Raincoats, Gloves, Safety Goggles, Face shields, Aprons, and Ear plugs/ muffs are procured and distributed to all employees to safeguard them from workplace hazards.

7. Diverse training initiatives are being implemented to instil a culture of Safety awareness and enhance human resources. Training programs encompass Refresher Training on Standard Operating Procedures (SOPs) and Maintenance activities, first aid, Firefighting techniques, Awareness sessions on Environment, Occupational Health, Safety, Vigilance, Sustainable development, and Productivity. The total training of 3652 Man days, provided for regular employees on the above topics, and 2115 Man days for contractor workmen focusing on Workplace Safety in accordance with IMS standards and statutory requisites.

8. National Safety Week is celebrated every year to inculcate safety among the workmen. The previous National Safety Week celebration was conducted from March 04,2024 to March 10,2024 as a part of it, Competitions such as safety slogans in Kannada/English/Hindi, safety quiz, and Safety poster painting were conducted. Safety-related training classes were conducted by five guest lectures.

9. The Onsite Emergency Mock drills are regularly carried out at the Pellet Plant and Blast Furnace Unit to assess the readiness for potential major incidents. The most recent drill took place on the April 08,2024 at PPU and on the December 14,2023 at BFU. The forthcoming mock drill at PPU is scheduled for September 2024 in accordance with the established timetable

10. In the fiscal year 2023-24, work orders totalling H 3.5 Lakhs were spent for the maintenance and enhancement of safety boards at KIOCL PPU and BFU sites, aimed at fostering a culture of heightened safety awareness among the workforce. Furthermore, two of our staff members have been assigned to participate in district-level quiz contests organized by the Department of Factories, Mangalore division, in conjunction with the National Safety Week celebrations.

SAFETY WEEK CELEBRATION

The following events/lectures have been arranged for KIOCL Employees in Resource Centre. The details of the events are as follows.

Schedule of Programs

4. Training program was arranged on March 7,2024 from 10 am to 12 pm in the Resource Centre for EXECUTIVE

Employees, conducted by Mr Dilip Roshan, Safety officer, Chougule Industries, Mangalore. The program covered topics such as Incident Investigation, Safety Leadership, and ESG (Environmental, Social, and Governance) principles.

Steel Safety code

The Steel Safety Code is studied and adopted in the Company. Regular training is provided in a phased manner to all Executives from top to front line supervisors.

ISO Certification

KIOCL holds ISO integrated management system certification for Quality Management System (QMS) as per ISO: 9001:2015 Standard, Environmental Management System (EMS) as per ISO 14001:2015 Standard and Occupational Health & Safety Management System (OHSMS) as per ISO 45001:2018 Standard.

The last surveillance audit done by the certifying body i.e. M/s International certification Services Private Limited in the Month of January 2024. The certifying body verified compliance to IMS standards and recommended for continuation of certificate.

The present certificate is valid till November 2024.

The tendering process is already mooted through GEM portal for selection of new certifying body for recertification of ISO during next three years from November 2024.

Implementation of Official Language Policy

The year 2023-24 was full of activities and achievements in terms of progressive use of the official language. KIOCL Limited received the second prize during the Hindi Advisory Committee meeting held in Srinagar on April 25,2023 under the chairmanship of Hon'ble Union Minister of State for Steel. KIOCL was awarded the first prize in the category of small offices in the first half-yearly meeting held on August 16,2023 by the Town Official Language Implementation Committee (Undertaking), Bengaluru. In another achievement, Pellet Plant Unit of KIOCL Limited received the 2^nd Award for Official Language Excellence from TOLIC, Mangaluru.

KIOCL Limited conferred with Ministry of Steel Official Language Award.

Another noteworthy activity, as per the objectives of the annual program based on the inspiration and encouragement of the Official Language Policy of the Government of India, the Corporate Office of KIOCL Limited organized Hindi Yakshagan Sandhya on December 30,2023. Deputy Director (Implementation), Department of Official Language, Government of India was present as the chief guest in the program organized for this artistic presentation full of cultural and linguistic uniqueness. Another noteworthy activity was a one-day Hindi Seminar organized at KIOCL Plant Unit, Mangaluru on March 28,2024. Deputy Director (Official Language), Ministry of Steel, Government of India was present as the chief guest of this seminar organized under the aegis of the Town Official Language Implementation Committee.

The Department of Official Language conducted timely proceedings of the meetings of the Official Language Implementation Committee during the year as per the objectives of the Annual Program 2023-24 of the Department of Official Language (Ministry of Home Affairs). Regularly organized practical and office-related workshops and conducted official language inspections. Among the programs conducted under the auspices of the Town Official Language Implementation Committee, the webinar on Challenges and Responses to Translation, held on May 26, 2023, was an important program.

The Corporate Official Language Department of KIOCL participated in the 3^rd All India Official Language Conference organized in Pune on 14-15 September, 2023.The Department of Official Language organized innovative Hindi competitions during Hindi Pakhwada, 2023, in which all groups of employees participated. The winners of various competitions held during Hindi Pakhwada were ceremoniously given awards in gracious presence of eminent litterateur. A Hindi poetry recitation and singing program was organized by the Pellet Plant Unit of KIOCL Limited, Mangaluru on the occasion of World Hindi Day in which KIOCL employees marked their presence. The undertaking has implemented an incentive scheme for original work in Hindi and this year also all the eligible employees were awarded cash prizes.

During the year, various documents related to the Company's website, correspondence with the Ministry of Steel, reports on Standing Committees, Annual Reports, House Journal, Press Releases, RTI and other forms were translated promptly and efficiently by the Department of Official Language.

KIOCL Limited's e-magazine 'Srigandha' was published every quarter during the year, and was disseminated through email and WhatsApp. The link of the e-magazine was also made available on the website of the Company and the web-portal of the Department of Official Language (Ministry of Home Affairs) under the e-Library section. The June issue was focused on International Yoga Day, the September issue on the Third All India Official Language Conference held in Pune, the December issue on Overview and the March issue on International Women's Day.

Subsequently, adopting the basic mantra of inspiration and encouragement, KIOCL published advertorials and good thoughts related to Hindi in newspapers on World Hindi Day on January 10, 2024. With active participation in the Regional Official Language Conference of South and South Western Regions on January 19, 2024, an exhibition of displays showing progressive progress was organized.

VIGILANCE

Preventive vigilance has been the thrust area of Vigilance Department all these years and the same has received focused attention during the year. A climate of preventive vigilance is generated to sensitize officials at all levels about the ill effects of corruption and malpractices.

Regular Structured Meeting of Vigilance with the management is being conducted and issues related to Systemic Improvements, e-Governance, Leveraging Technology, Tender Management, Award of Works, rotation of officers holding sensitive posts, implementation of Integrity Pact etc., have been discussed.

The Vigilance Department is certified for compliance to ISO certification 9001-2015 standards to ensure continuous improvement in Quality Management System. Certificate is renewed and is valid till January 29,2025.

e-Procurement is in vogue and the threshold value for this is fixed at H 2 Lakhs and above. During the year, 95.70% of contracts by value are covered under this. All payments are being made through electronic mode. During the year, 151 work/purchase/sale orders have been issued incorporating Integrity Pact Clause, covering 98.55% of contracts by value. No complaints have been received under Integrity Pact.

47 Scrutiny/examinations, 26 General inspections, 13 Surprise checks and 11 CTE type inspections were carried out during the period and corrective actions, if any were suggested. Necessary action is taken as regards to the complaints received during the year.

From this year, Vigilance dept. started the practice of studying the various processes of the Company and issuing advisories wherever necessary. A total of 5 advisories have been issued in this year.

The 3^rd Bi-Annual Vigilance Conclave was organized by Ministry of Steel and KIOCL Limited on 22^nd and 23^rd June 2023 at Bengaluru. Sr. Officials from the Ministry of Steel, CMDs, CVOs and Directors (Finance) of PSEs under Ministry of Steel participated in the conclave. 97 officials from various PSEs under the Ministry of Steel participated in the conclave. Six sessions each on day 1 & day 2 were conducted on various topics by eminent speakers having deep knowledge and experience in such matters and interacted with the participants.

Vigilance Awareness Week-2023 was observed from October 30 to November 5, 2023 at all the locations/offices of KIOCL Limited. The theme of this year's Vigilance Awareness week was "Say No to Corruption; commit to the Nation" Walkathons were organized for creating Vigilance Awareness at Corporate Office, Bengaluru and Plant at Mangaluru. Workshops, Trainings, Guest Lectures, Sensitization programs and Vendor's meet were conducted in observance of the Vigilance Awareness Week. Essay, slogan writing and quiz competitions were conducted among the employees, school and college students. Booklet on PIDPI awareness was published. On this occasion, the

importance of observing the Vigilance Awareness Week and steps taken to strengthen vigilance activities were highlighted.

During the year, 15 training programs related to Vigilance were attended by officers including Vigilance Officers totalling 932-man hours.

Details of cases initiated / disposed-off during 2023-24: -

The details of vigilance cases initiated / disposed-off during 202324 are as under: -

Vigil Mechanism

Your Company has a Whistle Blower Policy and has established the necessary vigil mechanism for Directors and Employees in confirmation with Section 177(9) of the Companies Act, 2013 and Regulation 22 of SEBI(LODR) Regulations, 2015, to report concerns about unethical behaviour. The details of the policy have been disclosed in the Corporate Governance Report, which forms part of this report and is available on link https://www.kioclltd.in/ table.php?id=279. During the period under review, no person was denied access to the Chairman of the Audit Committee.

Integrity Pact

With the commitment to maintain the highest standard of transparency and governance, your Company has entered into an integrity Pact with Transparency International and has also appointed Independent External Monitors (IEMs). Structured Meetings are held with IEMs on regular intervals and threshold value is H 30 Lakhs for signing of Integrity Pact for purchase / works contracts.

Details of Independent External Monitor (IEM)

Dr. Yatindra Pal Singh, IRSE (Retd.) and Shri. Paul Antony, IAS (Retd.), No. 70, GCDA Road, Periyar Gardens, Thottakattukara, Aluva, Kerala - 683 108. E-Mail: paulantony@gmail.com have been appointed as Independent External Monitors (IEMs) for Implementation of the Integrity Pact Programme in KIOCL Ltd with effect from August 27,2022 for a period of three years.

Nature of Pending Cases- There are no pending cases during the year 2023-24.

Audit Paras: There is no pending Audit Para from C&AG during the year under review.

Expenditure on R&D

An amount of H19.80 Lakhs (excluding GST) has been incurred towards supply of auto flocculant dosing system capitalised during the year 2023-24.

Procurement of raw material from sources other than NMDC;

During the FY 2023 -24, Company has procured around 21,313 MT of Iron Ore Fines from sources other than NMDC.

MSME Act, Section 21 & Filing of Form MSME-1

As per MSME Development Act 2006, where any MSME vendor supplies any goods or renders any services to any buyer, the buyer shall make payment within 45 days from the day of acceptance of goods/ services. Where any buyer fails to make payment to the supplier within 45 days, the buyer shall be liable to pay interest on that amount.

A total amount of H 79.33 Crores was paid to MSME vendors during the Financial Year 2023-24 and the details of the amount released and the number of days to which the payments were released are furnished below:

The Ministry of Corporate Affairs (MCA) issued a notification on January 22,2019 states that specified Companies having outstanding dues to the MSME (Micro, Small and Medium) enterprises have to file the particulars of all current outstanding dues in Form MSME-1 with the ROC (Registrar of Companies). Since, your Company had no payments outstanding for more than 45 days to the MSME supplier, form MSME-1 was not required to be filed during the year.

Implementation of Public Procurement Policy for MSEs

In line with the Govt. of India guidelines as per MSME Development Act 2006 and keeping in view of the effective implementation of Public Procurement Policy for Micro and Small Enterprises (MSEs) Order 2012, following steps were taken by the Company:

List of item components that could be sourced from MSEs were posted on the Company's website at www.kioclltd.in for the information of MSE vendors.

Communication sent to all the registered vendors regarding the said policy with the objective of achieving an overall procurement from MSEs. Further, for enhancing the procurement from MSEs

owned by SC/ST, all the vendors were approached for capturing necessary details and update the data bank.

During the FY 2023- 24, Company placed orders for Goods & Services for a value of H 103.33 crores from MSE's which constituted 40.19% of the total procurement value of H 257.12 crores (excluding iron ore fines and furnace oil).

The procurement from MSMEs complies to Public Procurement Policy during the financial year 2023-24 as placed below:

(H in crores)

Trade Receivables Discounting System (TReDS) platform

In exercise of powers conferred by Section 9 of the Micro, Small and Medium Enterprise Development Act, 2006 (27 of 2006), the Central Government has issued instructions that all CPSEs shall be required to get themselves on boarded on the Trade Receivables Discounting System (TReDS) platform, set up as per the notification of the Reserve Bank of India. In compliance with the above instruction, your Company is on the TReDS platform to facilitate financing of trade receivables of MSEs by discounting of their receivables and realisation of their payment before the due date. Details of complaint filed by the MSEs, on MSME SAMADHAN - Delayed Payment Monitoring System, if any and its resolution. -

During FY 2023-24, a pending claim from M/s NESTLER PROTEC INDIA LIMITED was filed by the MSEs, on MSME SAMADHAN - Delayed Payment Monitoring System.

Procurement from Government e-Marketplace (GeM)

Against the target of H 225/- Crores, KIOCL made procurement amounting to H 232.21 Crores through GeM portal during the Financial Year 2023-24.

Import Substitution

Right to Information

In consonance with the spirit of Right to Information Act, 2005 the Company has created necessary mechanism as required under the Act. The Public Information Officers and Appellate Authorities are effectively responding to the requests and appeals of the applicants. The names of all PIOs/ Appellate Authorities are displayed on the Company's website. During the period, KIOCL has received 37 RTI applications on various matters and suitable reply was sent within stipulated period of time.

Energy Conservation, R&D, Technology Absorption, Forex Earnings & Outgo

Details of Energy Conservation, R&D, 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.

Appreciations and Acknowledgement

Your Directors gratefully acknowledge the support, co-operation and guidance received from the Hon'ble Minister of Steel, Hon'ble Minister of State for Steel, Hon'ble Chief Minister of Karnataka, the Secretary, Ministry of Steel and other officials of the Ministry of Steel as well as other Ministries of the Government of India, Government of Karnataka, Odisha, Tamil Nadu and all other departments / agencies of Central and State Government in all the endeavours of the Company. The Board is also thankful to all its stakeholders, including bankers, investors, members, customers, consultants, technology licensors, contractors, vendors, etc., for their continued support and confidence reposed in the Company.

Your Directors appreciate and value the contribution made by every member of the KIOCL family.