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Balco Board’s Report

The 57th Annual Report of Bharat Aluminium Company Limited highlights a decline in financial performance for FY 2023, with turnover decreasing to H 13,059 Crore and profit before tax dropping to H 73 Crore compared to H 3,556 Crore in the previous year. Operationally, the company achieved record domestic sales and production metrics, including the highest ever alloy ingot production and significant improvements in safety and environmental initiatives. The Board has decided not to recommend any dividends for the year, opting to conserve resources for future growth.
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0% found this document useful (0 votes)
33 views

Balco Board’s Report

The 57th Annual Report of Bharat Aluminium Company Limited highlights a decline in financial performance for FY 2023, with turnover decreasing to H 13,059 Crore and profit before tax dropping to H 73 Crore compared to H 3,556 Crore in the previous year. Operationally, the company achieved record domestic sales and production metrics, including the highest ever alloy ingot production and significant improvements in safety and environmental initiatives. The Board has decided not to recommend any dividends for the year, opting to conserve resources for future growth.
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
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106

Board’s Report

Dear Members,

Your Directors have pleasure in presenting the 57th Annual Report together with the Audited Financial Statements of your
Company for the financial year ended March 31, 2023.

FINANCIAL HIGHLIGHTS
The Company’s financial performance for the financial year ended 31st March 2023 is summarised below:

H Crore
Particulars FY 23 FY 22
Turnover 13,059 13,607
EBITDA 713 4,416
Depreciation 625 570
Other income (net of expenses) (101) (153)
Operating profit before finance cost 207 3,999
Finance cost 134 229
Exceptional Item - 215
Profit/(loss) before tax 73 3,556
Tax Expense 31 820
Profit/(loss) after tax 42 2,736
Other comprehensive income/(loss) 33 (17)
Total comprehensive income/(loss) 75 2,720
Paid up Equity Share Capital 221 221
Opening reserves 7,451 4,732
Debenture redemption reserve - -
Capital reserve 9 9
Integrated Annual Report 2022-23

Other free reserves 7,442 4,722


Transfer to DRR from free reserves - -
Other receipts in free reserves - -
Closing reserves 7,527 7,451
Debenture redemption reserve - -
Capital reserve 9 9
Other free reserves 7,517 7,442

There are no material changes and commitments affecting b. EBITDA reduced to H 731 Cr.
the financial position of the Company between the end of
the financial year and the date of this report. c. Cost of goods sold as a percentage to revenue
from operations increased to 85% as against 58 %
Bharat Aluminium Company Limited

1. OVERVIEW AND STATE OF THE COMPANY’S in the previous year.


AFFAIRS
d. The Profit before Tax for the current year is ~H 73
The Financial and Operational highlights during FY 23 Cr against a profit of H 3,556 Cr in the previous
are as under: year.

Financial e. Finance Cost for the current year is H 134 Cr


against H 229 Cr in FY 22- a reduction of 53%.
a. During FY 23, revenue from operations reduced
to H 13,059 Crore as against H 13,607 Crore in the f. Loan of H 520 Cr repaid during FY 23.
previous year – a reduction of 4%.
Operational • Metal intake capability increased from 973 MT 107
(FY 22) per day to 1,138 MT (FY 23). This helped
Highest Ever Domestic Sales from BALCO of 376kt us to minimize manual sow casting approx. 5,000
(Total Sales: 564kt, Export Sales: 188kt) MT per month. Approx $ 12 savings per MT. Yearly

Know BALCO
savings approx. H 5.50 Cr.
Sales & Dispatch:
Quality:
• First time ever in BALCO’S history achieved “Zero
FG Closing Stock” • Carbon: Highest ever CRR in Baked Anode:
91.50% in FY 23 (Previous best 91.37% in FY 18)
• In FY 23 every month achieved lowest ever
Closing Stock in BALCO’S history • FLA: Lowest ever wire rod rejection of 0.17% in
FY 23 from 0.25% in FY 22
• Highest ever domestic YTD sales of 376kt
• FLA: Lowest ever melt loss of 0.33% in FY 23 in
• Highest VAP Sales of 49.95% in last 5 years
CH-3 from 0.34% in FY 22.
• Highest ever PFA sales of 71.6kt
• FLA: Lowest ever melt loss of 1.02% in AlSi
• Highest monthly RP sales of 3.2kt in FY 23
Power Operations:

Business Overview
• Highest WR sales of 171kt in last 4 years
• Highest ever ash utilization 175%
• Highest monthly WR sales of 16.5kt in FY 23 • Itinerary towards Green Aluminium 546 MU RE
• Best Domestic (66.64%) of Export (33.36%) ratio power purchased in FY 23
in last 5 years. • Reopening of Chotia Mines step for sustainable
coal sourcing
• Sales & Dispatch: ZERO closing stock (Previous
best: 304 Mt in FY 22) • Equipment reliability improvement after
replacement of unit#3 135 MW generator stator
Volume & Specifics: and unit #4 300 MW Turbine HIP rotor improve
unit availability by 2.10%
• FLA: Highest ever annual Alloy ingot production
of 71.5 kt (Previous best 57kt in FY 22) • Biomass co-firing successfully implemented
in CPP 540 MW (1% consumption rate) and

Statutory Reports
• FLA: Highest ever Alloy rod production of 7.72 kt
successful pilot trial done in 1200 MW unit.
in a year (Previous best of 3.6 kt in FY 20)
• Simultaneous export & import approval was
• FLA: Highest ever EC ingot production of 254.6
taken and implemented successfully in BALCO
KT (FY 23) in CH3 (Previous best of 226 KT)
Complex
• FLA: Highest ever HRC production of 10.8 kt in a
• Digitization Artificial Intelligence based Auto
year (FY 23) (Previous best 9.8 kt in FY 22)
HSSE Monitoring
• FLA: Highest ever VAP production of 50.22 %
• Oil Balancing through Digitalization tracking of
(Previous best 50.00 % in FY 19)
lube oil consumption and recovery of used oil
• Potlines: Highest ever Pot life of 2,053 days
• Digitization Materialization planning of coal
(Previous best: 1,851 in FY 22)
based on source of coal supply, unloading and
• Potlines: Best ever operating current in Potlines: tracking system
335.7 KA and Potline-2: 342.4 KA in a year
Financial Statements

2. EXPORTS
• Potlines: Lowest ever Net Carbon consumption in
Potline-2: 416 kg/Mt in a year The aluminium exports during the FY 23 are 1,88,260
MT generating revenue of H 4,075.28 Cr. (including
• Potlines: Lowest ever specific power consumption export incentive of H 52.67 Cr.).
of 13,817 kwh/Mt and Aux. power consumption
of 480 Kwh/Mt in Potline-2 in a year 3. CONTRIBUTION TO GOVERNMENT EX-
CHEQUER
• Potlines: Highest ever SPL selloff: 21,721 MT in a year
• Potlines: Highest ever PTM availability in Potline-1: During the FY 23, Company has contributed
95.20 % in a year H 4,113 Cr. to State and Central Government treasury as
compared to contribution of H 3,536 Crore made in FY 22.
108 4. TRANSFER TO RESERVE • Use of hard barricading, instead of usage of soft
barricading with reflectors has to be ensured
The Company has transferred NIL to General Reserves
for the financial year ended on 31st March 2023. An • CFT Electrical Safety Audit conducted across
amount of H 7,527 Cr is retained in the retained BALCO.
earnings.
• Solar type-high mast installed in ash dyke area
5. DIVIDEND
• 22 Numbers of vehicle reversing points were
Your Directors wish to conserve resources for future eliminated across the plant
expansion and growth of the Company. The Board of
Directors of your company has decided that it would • 3rd Party Safety Audit as per IS 14489:2018 done
be prudent, not to recommend any Dividend for the by M/s. DEKRA
financial year under review. • VRD (Voltage reduce device) is installed on
6. CREDIT RATING welding machine to reduce the voltage on holder
when it is ideal
Your Company’s credit rating is AA (pronounced as
ICRA double A) Outlook Stable for the long-term • Workshop conducted with 40 BP safety team for
borrowing of the Company, rated by ICRA Limited. preventing the Incident at workplace
The credit rating from CRISIL Ratings for long-term • JCC workshop conducted by DSS consultant,
borrowing is AA, Outlook-Negative. The details of the total 29 people participated.
credit rating is available on the website at: https://
www.balcoindia.com/ • Launched two CRM modules Entanglement
in moving & Rotating Equipment and Loss of
7. HEALTH, SAFETY & ENVIRONMENT Containment of Molten Metal across BALCO.
In line with the principle of sustainable development, Health
the Company continues to focus on Health, Safety &
Environment as one of its focus areas of business. The • For further improvement in OH, the Red Zone
Company is certified by IRQS for IATF 16949:2016 survey conducted across BALCO by a competent
and by Bureau Veritas for ISO 9001:2015, ISO 14001: third party. Qualitative report received.
2015 and ISO 50001:2018 and ISO 45001: 2018
certifications. • 118 nos. of Fluoride Testing done for Business
Partner & BALCO Employees of Potline for
The Key highlights for the year 2022-23 are as identification of Skeletal Fluorosis through
under: BALCO Medical Center, Raipur
Integrated Annual Report 2022-23

Safety • Occupational Health Management: Qualitative


survey done for categorization of OH risks.
• Merger of factories licenses done for 8 licenses
into 2 (Metal & Power business) licenses. Sustainability

• Highest reporting of Hazard (1,22,614) & Near- • Celebrated Greener Birthdays for September,
miss (10,266) October, November, December, and January
born.
• Vihaan- CRM program launched 1st time from BALCO
in Sept-22. Out of 11 identified fatal potential risks, • Sustainability Catalysts is Launched for VSAP
3 critical risks (Work at height, Isolation & Vehicle FY24.
& Driving) initiated at BALCO for which 3 days
• Earth Hour celebrated by switching off lights for
Bharat Aluminium Company Limited

workshops were conducted for each module.


30 mins and saved 1.63 TCO2.
• 90 Days Transformation journey initiated for
standardizing machine guarding across Balco. • PPE Management guidelines released on Global
Recycling Day.
• Suraksha Samvaad- BALCO senior management
along with business senior management Environment
interacted with all shop floor employees to them
• Environment Clearance for Expansion of smelter
for "Right to refuse unsafe work"
from 5.75 To 10.85 LTPA has been granted by
• Digital zebra crossing & Access Control has been MoEFCC during the month of April 2022.
provided at various locations in Rodding shop,
GAP, Cast House
• Consent To Establish for Expansion of smelter in industries (42 employees including business 109
from 5.75 To 10.85 LTPA has been granted by partner employees attended the workshop.
CECB during the month of June 2022.
• 546.29 MU RE Power procured in FY 23 (7.12% of

Know BALCO
• Renewed consent to operate for 540MW and Smelter power consumption).
1200MW obtained and valid till 31st May 2023
including Consent for DG set. • 21,721 MT of SPL Carbon sold against the
generation of 7,808 MT (Utilization of 278%) in FY 23.
• Renewal of BMW Authorization for BALCO
Hospital obtained and valid till 16.01.2025. Awards won in area of Safety, Health and
Environment include-
• Celebrated Bio-diversity Week
• Kalinga Safety Excellence Award- Silver Category
• 175 % fly ash utilization has been achieved during 2022 for Metal Division
FY 23.
• BALCO certified as Silver through CII GreenCo
• Reclamation of SECL Mines (Manikpur) has been Assessment
started.
• CII Platinum winner for Digitalisation in HSES

Business Overview
• A weeklong celebration was organized on the
occasion of World Environment Day 2022. • Won the Frost and Sullivan & TERI Sustainability
assessment award for Best Sustainable Factory
• CPCB permission was received for trial run for 2022
alternate use of Shot blast dust through local
entrepreneurs engaged with BALCO. Trial run • Winner of Council of Enviro Excellence (CEE)
was completed. – Environmental Excellence Award 2022 for
excellence in Environmental Sustainability in Fly
• Statutory returns like Ash compliance report, Ash Utilization/ Disposal
Hazardous waste returns, BMW Returns, battery
returns and six-monthly compliance reports has • Winner under Environment Protection Category
been submitted to authorities timely. by GREENTECH Foundation.

• 4,754 MT Bio-mass co-fired in Power Plant. • “Energy And Environment Foundation Global
Road Safety Award 2023” in Gold Category

Statutory Reports
• GHG emissions in FY 23 achieved 16.29 TCO2/T
against target 17.02 TCO2/T. • Gold award in Sustainability category in OHSSAI
7th Annual HSE & Sustainability
• Water bodies renovation – 100+ community
ponds renovated increasing water holding 8. INFORMATION TECHNOLOGY &
capacity by 1,23,000+ CuM of water. COMMUNICATION

• Consent to Operate (CTO) for Chotia-II valid • Suraksha Sankalp Portal: -


up to 30.06.2023 and permission for restarting
The idea was to have an integrated portal for
of mining operations have been received from
all the safety meetings with external partners
CECB.
(DuPont) and internal committees’ meetings. A
• Renewal of CTO for Metal Area received on 29th web portal was created with different integrated
December 2022 valid till 31st December 2023. functions and sub portals which are as follows:

• Sankalp Safety Engagements (Leading


Financial Statements

• Biodiversity Assessment completed by ERM for


NNL during 14-18 February 2023. Indicators Tracking): Having capabilities
to create committees and add members,
• Environmental Risk Assessment conducted by schedule meetings, track MOM’s, track
ERM during 17-20 January 2023. attendance of all the committees and
members, track meeting effectiveness, add
• 1,23,562 saplings planted during FY 23. DSS (DuPont Safety recommendations) and
observations, reporting incidents, assigning
• Renewal of CTO for Dross processing Unit
incidents to members, track progress on the
(Runaya –Stage 1&2) received on 27th January
assigned tasks, track MOM’s, add MOM’s and
2023 valid till 31st January 2024.
track them with rich integrated features such
• First of its kind 3-days training cum workshop as auto mail triggers and reminders.
conducted by REIA on Environment Management
110 • Suraksha Kutumb (Talk about Anchors, optimization, Real-time data availability, Efficient
Mentees & Meetings): This portal is used forecasting, Improved governance.
to create anchors and mentees, schedule
meetings, track MOM’s, track attendance of Features of Robotic Process Automation for
all the anchors and mentees, raise requests, Commercial
reporting incidents, assigning incidents to
In Robotic Process Automation For Commercial
mentees, track progress on the assigned
following features are there- Tracking of Savings
tasks, track MOM’s, add MOM’s and track
against LPO, Tracking of PR to PO Lead Time for
them with integrated features such as auto
better optimization, Number of POs Punched-
mail triggers and reminders. More than 650
Per Buyer wise / Department wise, Number of
anchors and 6500 mentees are covered and
Amendments done Buyer wise/department
engaged in the Suraksha Kutumb portal for
wise, New Vendors Induced tracking, Vendors
creating awareness of the safety measures.
Rationalization tracking, Number of Auctions:
• Suraksha Sankalp (Talk about Chairman, Category wise, Tracker on Value/Vs Saving,
Members & Meetings): It is used to for Ranking 1-5 of vendors with Maximum PO,
chairman, members, and their meetings. Number of Open/Released PR per buyer, and
They can create requests for committees Payment Status-Category wise.
and assign tasks and review them. anchors
• Go-Live-Artificial Intelligence Based Auto
and mentees, schedule meetings, track
HSSE Monitoring: - Safety Enhancement with
MOM’s, track attendance of all the anchors
Zero Harm
and mentees, raise requests, reporting
incidents, assigning incidents to mentees, As a step closer towards digitalization goals
track progress on the assigned tasks, track of BALCO we have completed this project of
MOM’s, add MOM’s and track them with Artificial Intelligence Based HSSE Monitoring.
integrated features such as auto mail triggers It is a real-world manifestation of the new
and reminders. construct of intelligent enterprise, centred upon
one of the most common shared beliefs across
• Robotic Process Automation for Marketing: -
all the enterprises on the globe, "Goal Zero".
To make easier Marketing Through Digitalization
Achieve end-to-end safety compliance through
In the Marketing section using this Digital System a robust and most comprehensive pre-trained Al
will get the following benefits- Faster Planning & models. In this solution, continuous monitoring
Execution, Customer Specific Tracking, Man Hour of unsafe activities is done on real time basis
Optimization, it will be faster in decision making, through integration of existing IP cameras into a
improvement on System Driven Process, and centralized Al data lake.
Integrated Annual Report 2022-23

Elimination on manual intervention.


Achieve Goal Zero Injury through strategic
Features of Robotic Process Automation For interventions & occupational safety based on Al
Marketing enabled insights.

In this initiative lot of following features are there Leverage one of the most comprehensive Al
which will be helpful for our organization- PDS models created on cameras, sensors, edge
(Production, Dispatch, & Sales) Tracker, FG Ageing devices, or drone data to manage safety risks
Tracker, RP Stock with customer order allocation in daily operations, construction projects,
tracker, Daily Manual Sales Dispatch & Stock shutdowns, and turnarounds. Empower teams
Automation, Customer wise specific handover with real-time asset insights for intelligent
tracker for PFA & WR, Customer wise specific decision-making.
Bharat Aluminium Company Limited

handover tracker – Rolled Product, Day wise


• Automate safety standards such as OSHA,
handover tracker, Customer wise sales tracker
IOGP 577, COHS, and many others.
and Customer specific stock details tracker.
• Bring a sustainable behavioural change
• Robotic Process Automation for Commercial: -
through tracking of multiple hazards.
Tracking of Saving Against LPO
• Achieve 360° coverage, including hard to
This Digital intervention in commercial will
reach areas.
achieve the following benefits- Commercial
savings with respect to LPO/Budget allocated, • Detect exceptional conditions or threats in
Faster execution of POs, Consolidation of similar real-time.
PRs, better tracking of buyer efficiency, Man-hour
Features: The demand decreased in Europe & USA, as the 111
increased energy prices resulted in increased smelting
• Reporting of daily observations. costs. Europe faced curtailment of Aluminium
• Risk Identification associated with each smelting capacity of over 1 million tons from 2021

Know BALCO
violation. to December 2022. High energy prices also affected
demand in other major Aluminium consuming sectors
• BU wise: Monthly reports of trends. (like transport, construction & electrical). Heatwaves in
• Leverage design for large-scale data China also resulted in curtailment of smelting capacity
consumption. majorly in Yunnan province.

• Track of all actions on recommendations The global market is showing signs of rapid
through user friendly enterprise dashboard. transformation towards Green Aluminium as major
• Get weekly analytics segmented across your economies like USA is imposing taxes on based on
entire site. carbon emission levels and Europe is imposing CBAM
(Carbon Border Adjustment Mechanism).
• Achieve 100% traceability and referencing of
all safety events. Domestic Market Scenario

9. HUMAN RESOURCES, TRAINING AND Indian Aluminium consumption has increased by 9%

Business Overview
DEVELOPMENT Y-o-Y basis. In FY 23, the production of three primary
Indian producers grew by 2% i.e. 65kt as compared
The Company believes that the quality of its employees to FY 22. While the total primary aluminium demand
is the key to its success and is committed to providing increased by 21%. Indian demand performed strongly
necessary human resource development and training in March 2023 despite recent economic difficulties
opportunities to equip employees with additional and has so far remained resilient. Retail inflation
skills to enable them to adapt to contemporary decreased marginally in February from January to
technological advancements. 6.4% from 6.52%, but it continued to be above the
Reserve Bank of India's (RBI) tolerance level for the
In FY 23, total 20,470 training man-days were covered
second month in a row.
in 742 comprehensive training interventions, with a
participation of 8,234 employees against the targeted In spite of rising costs and interest rates, demand for real
training man-days 12,127. estate remained stable. Housing sales in eight major
Indian cities totaled 79,126 units in the first quarter of

Statutory Reports
To familiarize with policies, its adherence, actions on
2023, a 1% Y-o-Y increase. In contrast, the residential
non-compliance of Code of Conduct and reporting
market saw a significantly stronger supply with 87,299
mechanism for Whistle Blowing to ensure utmost
units released, up 12% Y-o-Y. This is in spite of a 5-7%
ethical behavior, corporate governance and to
Y-o-Y increase in housing prices and an increase in home
make employees aware about Human Rights in the
loan interest rates to 9% from 6.6% in 2022.
Organizational functioning, an Online Awareness
Module of Mandatory Sessions on 'Code of Conduct In India, vehicle registrations surpassed pre-Covid-19
Business Ethics & WBP, ABAC, Anti-Trust Guidance Laws levels in March, rising to 2 million units from 1.8
and Human Rights’ was launched through E-Learning million in March 2019. The holiday demand and pre-
Portal, which has coverage of 100% as on date. purchasing before the implementation of tighter fuel
emission requirements contributed to the increase
To educate employees on the various aspects of
in sales. These regulations, which became effective
POSH law, an online E-Learning module was launched
on 1 April, require automakers to add an emissions-
in the month of January 2023.
checking device to their vehicles, increasing the cost
Financial Statements

10. INDUSTRY OUTLOOK of production. Major Manufacturers, such as Maruti


Suzuki Ltd., Hero MotoCorp Ltd., and Tata Motors Ltd.,
Global Trade Scenario have all recently announced price rises to compensate
the increased costs.
Global Aluminium market went into downturn after
March 2022 which was fueled by the economic Price Drivers
slowdown all over the globe, Russia – Ukraine war,
and sanctions on Russia & Russian metal by various FY 23 experienced a downfall in prices in H1 and the
countries. Global premiums also decreased during LME maintained a range of 2200 to 2400 in H2.
the same period as the supply always remained
The Europe and US premiums have registered drastic
equivalent or greater than global demand.
fall during first three-quarters of FY 23. Global ingot
112 premiums have shown recovery in Q4 whereas for ii. Appointed Mr. Anoop Kumar Mittal
billet premiums any such recovery is still awaited. (DIN-05177010) as an Additional Independent
Director w.e.f. 19th October 2022 for a period
Although energy prices have peaked out in Europe, of 1 year, i.e., 18th October 2023, subject
but the smelter curtailment still continued there. This to the approval of the Shareholders in the
is because the prices were still higher than previous forthcoming Annual General Meeting.
levels of 2020-2021. China has also observed smelter
curtailment in Yunnan province this is majorly due iii. Appointed Mr. Rajesh Kumar (DIN-09586370)
to heatwaves in the region unlike Europe where as Additional Director, designated as Chief
primary reason of curtailment was energy prices. No Executive Officer and Whole Time Director
curtailment was registered in India. of the Company, w.e.f. 15th February 2023
subject to the approval of the Shareholders
Product and Customer in the forthcoming Annual General Meeting.
Balco’s integrated smelter in India with 0.58 MTPA The Company has received declarations from
installed capacity with primary domestic market share all the Independent Directors of the Company
of 23% FY 23 as compared to 22% in FY 22. Balco’s confirming that they meet with the criteria of
product range includes Aluminium Ingots, Primary independence as prescribed in Section 149(6)
Foundry Alloys, Wire Rods, Alloy Rods, ALSI and of the Act and there has been no change in the
Rolled Products. The company is poised to accelerate circumstances which may affect their status as
its reach to automotive downstream industry in India Independent Director.
through variety of its value-added products portfolio,
which is on increasing trend as days pass by. During the year, the Board took note of the below
changes in Government Nominee Director:
For this financial year, 49% of the company’s total sales
were to the Indian markets, specifically for use in the i. Resignation of Mr. Shakil Alam
electrical and transportation industries. About 70% of (DIN-09272903) w.e.f. 19th November 2022
this domestic sale comprised of Value-Added Product
portfolio of Vedanta Ltd. The company sold an overall ii. Appointment of Ms. Farida M. Naik
of 50% of its total sales as Value Added Product in this (DIN-07612050) w.e.f. 21st November 2022
financial year.
iii. Appointment of Mr. Sanjeev Verma
11. BOARD OF DIRECTORS & KEY MANAGERIAL (DIN-08836996) w.e.f. 26th December 2022
PERSONNEL
iv. Resignation of Mr. Mustaq Ahmad
A) Changes in Directors and KMP (DIN-08630622) w.e.f. 27th March 2023
Integrated Annual Report 2022-23

Mr. Arun Todarwal (DIN-00020916) ceased as an B) Directors liable to retiring by rotation.


Independent Director of the Company upon his
In accordance with the provisions of Section
resignation on 30th June 2022.
152(6) of the Companies Act, 2013 and the
During the year, there was a change in the Company’s Articles of Association Mr. Tarun Jain
designation of Mr. Sushil Kumar Roongta (DIN- 00006843), Director is liable to retire by
(DIN-00309302), who was appointed as rotation at the ensuing Annual General Meeting.
Independent Director and Chairman of the The Board of Directors on the recommendation
Company, w.e.f. 14th July 2022, for a period of 2 of the Nomination and Remuneration Committee
years, i.e., till 13th July 2024. has recommended his re-appointment.

Mr. Abhijit Pati (DIN-08457230) ceased to be the Mr. Tarun Jain has given required declaration
under Companies Act, 2013. Brief resume of
Bharat Aluminium Company Limited

Whole Time Director and Chief Executive Officer


of the Company pursuant to his resignation on the Director being reappointed forms part of
15th February 2023. the notice of ensuing Annual General Meeting.
The Board/ Committee recommend the
During the year, on the recommendation of the reappointment of Mr. Tarun Jain.
Nomination and Remuneration Committee, the
Board of Directors: The Nomination and Remuneration Policy of the
Company is attached herewith as Annexure –E
i. Took note of the resignation of Mr. Abhijit and is also available on the Company’s website at:
Pati (DIN-08457230) from the office of Chief
Executive Officer and Whole Time Director https://www.balcoindia.com/sustainability/
w.e.f. 15th February 2023. policies-standards/sustainability-policies/
C) Key Managerial Personnel periodical basis, briefing them on the operations 113
of the Company, plans, strategy, risks involved,
The following have been designated as the Key new initiatives, etc., and seek their opinions and
Managerial Personnel of the Company pursuant suggestions on the same.

Know BALCO
to Sections 2(51) and 203 of the Companies Act,
2013 read with the Companies (Appointment and In addition, the Directors are briefed on their
Remuneration of Managerial Personnel) Rules, 2014. specific responsibilities and duties that may arise
from time to time. Any new Director who joins the
Mr. Rajesh Kumar* - Chief Executive Officer & Board is presented with a brief background of
Whole Time Director the Company, its operations and is informed of
Mr. Amit Gupta - Chief Financial Officer the important policies of the Company including
the Code of Conduct for Directors and Senior
Mr. Prateek Jain - Company Secretary
Management Personnel, Code of Conduct, Policy on
*Mr. Abhijit Pati resigned as CEO on 15th February 2023 and Related Party Transactions, Policy on Remuneration,
Mr. Rajesh Kumar was appointed as CEO w.e.f. 15th February 2023. Whistleblower policy, Risk Management Policy,
Policy on Anti-Corruption and Anti-Bribery, Policy
D) Separate Meeting of Independent Directors
on Prevention of Sexual Harassment and Corporate
The Independent Directors met on 22nd March Social Responsibility policy.

Business Overview
2023, without the attendance of Non-Independent
The Statutory Auditors, Internal Auditors and
Directors and members of the Management. The
Senior Management of the Company make
Independent Directors reviewed the performance
presentations to the Board of Directors with
of Non-Independent Directors and the Board
regard to regulatory changes from time to time
as a whole, the performance of the Chairman of
while approving the Financial Results.
the Company, taking into account the views of
Executive Directors and Non-Executive Directors G) Number of Meetings of the Board
and assessed the quality, quantity, and timeliness
of flow of information between the Company The Board met 7 (seven) times during the financial
Management and the Board that is necessary for year 2022-23 on 21st April 2022, 21st July 2022, 19th
the Board to effectively and reasonably perform October 2022, 22nd November 2022, 16th January
their duties. 2023, 02nd February 2023 and 15th February 2023.
The maximum interval between any two meetings
E) Declaration of Independent Directors u/s 149 did not exceed 120 days. The details of board

Statutory Reports
meetings and the attendance of the Directors are
All the Independent Directors of the Company
provided in the Corporate Governance Report
have given their respective declaration /
which forms part of this Report.
disclosures under Section 149(7) of the Companies
Act 2013 read with Companies (Appointment 12. DIRECTOR RESPONSIBILITY STATEMENT
and Qualification of Directors) Rules 2014, and
have confirmed that they fulfil the independence Pursuant to Section 134(5) of the Companies Act,
criteria as specified under section 149(6) of the 2013, Directors hereby confirm that: -
Act, and have also confirmed that they are not
aware of any circumstance or situation, which (a) In the preparation of the annual accounts, the
exist or may be reasonably anticipated, that could applicable accounting standards have been
impair or impact their ability to discharge their followed along with proper explanation relating
duties with an objective independent judgment to material departures;
and without any external influence. (b) They have selected such accounting policies and
Financial Statements

Further, the Board after taking these declarations/ applied them consistently and made judgments
disclosures on record and acknowledging and estimates that are reasonable and prudent so
the veracity of the same, concluded that the as to give a true and fair view of the state of affairs of
Independent Directors are persons of integrity and the company at the end of the financial year and of
possess the relevant expertise and experience to the profit and loss of the company for that period;
qualify as Independent Directors of the Company (c) They have taken proper and sufficient care for
and are Independent of the Management. the maintenance of adequate accounting records
F) Familiarisation Programmes for Board in accordance with the provisions of this Act for
Members safeguarding the assets of the company and
for preventing and detecting fraud and other
Senior management personnel of the Company irregularities;
make presentations to the Board Members on a
114 (d) They have prepared the annual accounts on a assurance of the effectiveness of relevant internal
going concern basis; controls. The scope of work, authority and resources of
MAS are regularly reviewed by the Audit Committee.
(e) They have laid down internal financial controls Besides, its work is supported by the services of
to be followed by the company and that such leading international accountancy firms.
internal financial controls are adequate and were
operating effectively; and The Company has a well-defined and documented
delegation of authority with specified limits for
(f) They have devised proper systems to ensure approval of expenditure, both capital and revenue.
compliance with the provisions of all applicable The Company has workflows to ensure adherence
laws and that such systems were adequate and to the delegation of authority. The Company
operating effectively. has a commercial manual that lays down certain
principles and procedures that are to be followed in
13. COMPLIANCE WITH SECRETARIAL
commercial & purchase contracts transactions across
STANDARDS
the Company. The SSC verifies compliance to the
The Company is following the applicable Secretarial commercial manual before clearing the payments.
Standards issued by the Institute of Company
The Company’s system of internal audit includes
Secretaries of India and approved by the Central
monthly physical verification of inventory, a monthly
Government under Section 118(10) of the Act.
review of accounts and a quarterly review of critical
14. INTERNAL FINANCIAL CONTROLS business processes. To enhance internal controls, the
internal audit follows a stringent grading mechanism,
Internal financial control over financial reporting have focussing on the implementation of recommendations
been designed to provide reasonable assurance of internal auditors. The internal auditors make periodic
with regards to recording and providing reliable presentations on audit observations, including the
financial information and complying with applicable status of follow-up to the Audit Committee.
accounting standards. These controls are reviewed
periodically, and the Company continuously tries to In addition, as part of their role, the Board and its
automate these controls to increase its reliability. In Committees routinely monitor the Company’s material
line with best practices, the Audit Committee and the business risks. Due to the limitations inherent in any
Board review these internal control systems to ensure risk management system, the process for identifying,
they remain effective and are achieving their intended evaluating, and managing the material business risks is
purpose. designed to manage, rather than eliminate risk. Besides,
it was created to provide reasonable, but not absolute
The systems/frameworks include proper delegation assurance against material misstatement or loss.
of authority, operating philosophies, policies and
Integrated Annual Report 2022-23

procedures, effective IT systems aligned to business Your Company has in place adequate internal financial
requirements, an internal audit framework, an controls with reference to the Financial Statements. Such
ethics framework, a risk management framework, controls have been assessed during the year taking into
and adequate segregation of duties to ensure an consideration the essential components of internal
acceptable level of risk. Documented controls are in controls stated in the Guidance Note on Audit of Internal
place for business processes and IT general controls. Financial Controls Over Financial Reporting issued by
Key controls are tested by entities to assure that these The Institute of Chartered Accountants of India.
are operating effectively. Besides, the Company has
Based on the information provided, nothing material
also adopted an SAP GRC (Governance, Risk and
has come to the attention of the Directors to indicate
Compliance) framework to strengthen the internal
that any material breakdown in the function of these
control and segregation of duties/ access.
controls, procedures or systems occurred during the
Bharat Aluminium Company Limited

The Company has documented Standard Operating year under review. There have been no significant
Procedures (SOP) for procurement, project/ changes in the Company’s internal financial controls
expansion management capital expenditure, human during the year that have materially affected or
resources, sales and marketing, finance, treasury, are reasonably likely to materially affect its internal
compliance, Health, Safety and Environment (HSE), financial controls.
and manufacturing.
There are inherent limitations to the effectiveness of
The Group’s internal audit activity is managed through any system of disclosure controls and procedures,
the Management Assurance Services (‘MAS’) function. including the possibility of human error and the
It is an important element of the overall process by circumvention or overriding of the controls and
which the Audit Committee and the Board obtain procedures. Accordingly, even effective disclosure
controls and procedures can only provide reasonable
assurance of achieving their objectives. Moreover, (C) COST AUDITOR 115
in the design and evaluation of the Company’s
disclosure controls and procedures, the management Pursuant to provisions of Section 148 of the Act
was required to apply its judgement in evaluating read with the Companies (Cost Records and Audit)

Know BALCO
the cost-benefit relationship of possible controls and Amendment Rules, 2014, the Board of Directors of
procedures. Further, the Audit Committee annually your Company have on the recommendation of the
evaluates the internal financial controls for ensuring Audit Committee, appointed M/s R J Goel & Co., Cost
that the Company has implemented robust systems/ Accountants as Cost Auditors, to conduct the cost
framework of internal financial controls viz. the audit of your Company for the financial year ending
policies and procedures adopted by the Company 31st March 2024, at a remuneration as mentioned in
for ensuring the orderly and efficient conduct of its the Notice convening the Annual General Meeting.
business, including adherence to Company’s policies, As required under the Act, the remuneration payable
the safeguarding of its assets, the prevention and to the cost auditor is required to be placed before the
detection of frauds and errors, the accuracy and Members in a general meeting for their ratification.
completeness of the accounting records, and the Accordingly, a resolution seeking member’s
timely preparation of reliable financial information. ratification for the remuneration payable to Cost
Auditors forms part of the Notice of the ensuing
15. AUDITORS’ APPOINTMENT AND AUDITOR’S Annual General Meeting.

Business Overview
REPORT:
Confirmation of eligibility and willingness to act
(A) STATUTORY AUDITORS as Cost Auditor of Company has been received
from M/s R J Goel & Co., to conduct Cost Audit for
M/s S. R. Batliboi & Co., LLP, (Firm Registration FY 24. The Audit Committee recommends to the
Number 301300E) Chartered Accountants were Board their re-appointment for FY 24.
appointed as Statutory Auditors of the Company
for a term of 5(five) consecutive years at the The Company maintains necessary cost records
Annual General Meeting (“AGM”) of the Company as specified by Central Government under sub-
held on Friday 17th September 2021. The Auditors section 1 of Section 148 of the Act read with the
have confirmed that they are not disqualified Companies (Cost Records and Audit) Rules, 2014.
under section 141 of the Act from continuing as
Auditors of the Company. 16. CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE
The observations made in the Auditor’s Report are EARNING AND OUTGO

Statutory Reports
dealt with separately in the notes to the Profit and
Loss Account and the Balance Sheet. These are self- Information as required under Section 134 of the
explanatory and do not call for any further comments. Companies Act, 2013, read with Rule 8 of Companies
(Accounts) Rules, 2014, viz. a report on conservation
(B) SECRETARIAL AUDITOR of energy, technology absorption, foreign exchange
earnings and outgo are given in the Annexure-A
Pursuant to the provision of Section 204 of attached hereto and form part of this report.
the Companies Act 2013 and Companies
(Appointment and Remuneration of Managerial 17. EMPLOYEE INFORMATION AND RELATED
Person) Rules 2014, confirmation eligibility and DISCLOSURES
willingness to act as Secretarial Auditor of the
Company has been received from M/s CS Nitin The statement containing particulars of employees
Agrawal & Co. to conduct Secretarial Audit for as required under Section 197 of the Act read with
FY 24. The Audit Committee recommends to the rule 5(2) of the Companies (Appointment and
Financial Statements

Board their appointment for FY 24. Remuneration of Managerial Personnel) Rules, 2014,
will be provided upon request. In terms of Section
Pursuant to the provision of Section 204 136 of the Act, the Report and Accounts are being
of Companies Act 2013 and Companies sent to the members and others entitled thereto,
(Appointment and Remuneration of Managerial excluding the information on employees’ particulars
Person) Rules 2014, the Company had appointed which is available for inspection by the members
M/s Vinod Kothari & Company to undertake at the Registered Office of the Company during
the Company’s Secretarial Audit for FY 23 at its business hours on working days of the Company. If
meeting held on 21st April 2022. any member is interested in obtaining a copy thereof,
such member may write to the Company Secretary in
The Report of the Secretarial Audit for FY 23 in this regard.
Form MR-3 is annexed herewith as Annexure B.
116 18. CORPORATE GOVERNANCE 21. RELATED PARTY TRANSACTION

Your Company is committed to maintaining the highest All contracts or arrangements entered by the
standards of Corporate Governance. A separate Company with its related parties during the financial
report on Corporate Governance, pursuant to SEBI year were in accordance with the provisions of the
(Listing Obligations and Disclosure Requirements) Companies Act, 2013 and the Securities and Exchange
Regulations, 2015 (’Listing Regulations’) forms a part Board of India (Listing Obligations and Disclosure
of this annual report. Requirements) Regulations, 2015. All such contracts
or arrangements have been approved by the Audit
19. ANNUAL RETURN Committee, as applicable. There were no materially
significant Related Party Transactions entered into
Annual Return in Form MGT-7 is available on the
by the Company with Promoters, Directors, Key
Company’s website, the web link for the same is
Managerial Personnel, or other related parties which
https://www.balcoindia.com/
may have a potential conflict with the interest of
20. PREVENTION OF SEXUAL HARASSMENT AT the Company. Requisite prior approval of the Audit
WORKPLACE Committee of the Board of Directors was obtained for
Related Party Transactions. All the transactions with
As per the requirements of the Sexual Harassment the related parties entered into by the Company were
of Women at Workplace (Prevention, Prohibition in the ordinary course of business and at arm’s length.
and Redressal) Act, 2013 (hereinafter referred to as Therefore, disclosure of Related Party Transactions in
“Prevention of Sexual Harassment Act”), the Company Form AOC-2 as per the provisions of Section 134(3)
has formulated a Policy on Prevention of Sexual (h) and Section 188 of the Companies Act, 2013 read
Harassment at Workplace for prevention, prohibition, with the Rule 8(2) of the Companies (Accounts) Rules,
and redressal of sexual harassment at workplace and 2014 is not applicable.
an Internal Complaints Committees has also been set
up to redress any such complaints received. All Related Party Transactions are subjected to
independent review by a reputed accounting firm
The Company is committed to providing a safe and to establish compliance with the requirements of
conducive work environment to all of its employees Related Party Transactions under the Companies Act,
and associates. The Company periodically conducts 2013, and Listing Regulations.
sessions for employees across the organization to
build awareness about the Policy and the provisions The details of the transactions with the related
of Prevention of Sexual Harassment Act. parties are provided in the accompanying financial
statements. There were no related party transactions
The company has in place a Policy for prevention of made during the year required to be disclosed in
Sexual Harassment at the Workplace in line with the Form AOC-2.
Integrated Annual Report 2022-23

requirements of the Sexual Harassment of Women at


the Workplace (Prevention, Prohibition & Redressal) Act, 22. VIGIL MECHANISM
2013. Internal Complaints Committee (ICC) has been
The Company has established a robust Vigil
set up to redress complaints received regarding sexual
Mechanism and a Whistle-blower policy in accordance
harassment. All employees (permanent, contractual,
with provisions of the Act. Your Company’s Whistle
temporary, trainees) are covered under this policy.
Blower Policy encourages Directors and employees
Complaints of sexual harassment received during to bring to the Company’s attention, instances of
FY 23 by the Company were investigated in accordance unethical behaviour, actual or suspected incidents of
with the procedures prescribed and adequate fraud, or any violation of the Code of Conduct, that
steps were taken to resolve them. The following is a could adversely impact your Company’s operations,
summary of sexual harassment complaints received business performance and / or reputation. It is your
Bharat Aluminium Company Limited

and disposed of during the year: Company’s Policy to ensure that no employee is
victimised or harassed for bringing such incidents to
Number of cases pending as on the Nil the attention of the Company.
beginning of the financial year
As per the whistle-blower policy adopted by the
Number of complaints filed during the year 1 Company, all complaints are reported to Director–
Number of complaints disposed off during 1 Management Assurance who is independent of
the year operating management and businesses.
Number of cases pending as on the end of Nil
the financial year In line with global practices, dedicated email IDs and
centralized database have been created to facilitate
receipt of complaints. A 24x7 whistle-blower hotline (Acceptance of Deposits) Rules, 2014. Thus, as on 31st 117
cum web-based portal is available to report genuine March 2023, there were no deposits that were unpaid
concerns. All employees and stakeholders can register or unclaimed and due for repayment.
their integrity related concerns either by calling on

Know BALCO
a toll-free number or by writing on the web-based 25. LOANS AND INVESTMENT U/S 186
portal that is managed by a third party. The hotline
Details of Loans, Guarantee and Investments covered
provides multiple local language options. After the
under the provisions of Section 186 of the Companies
investigation, established cases are brought to Group
Act, 2013 read with Companies (Meetings of Board
Ethics Committee for decision-making. Whistle Blower
Policy is also posted on the website of the Company. and its Powers) Rules, 2014 are given in the notes to
Financial Statements. The investments made by your
23. BOARD EVALUATION company are duly approved by the Board under the
powers conferred to it under Section 179(3) of the
The Board adopted a formal mechanism for Companies Act, 2013, and are within the limits laid
evaluating its performance as well as that of its down under Section 186 of the said Act.
committees’ and individual Directors, including the
Chairman of the Board. The exercise was carried 26. COMMITTEES OF THE BOARD
out through a structured evaluation process and
it covers various aspects of the Board functioning Currently, there are four Board Committees – the

Business Overview
such as composition of the Board & Committees, Audit Committee, the Nomination and Remuneration
experience & competencies, performance of specific Committee, Corporate Social Responsibility
duties & obligations, contribution at the meetings Committee and Finance Standing Committee.
and otherwise, independent judgement, governance Meetings of Board Committees are convened by the
issues etc. A structured questionnaire was circulated respective Committee Chairman. Matters requiring
to the Board members in this connection. the Board’s attention / approval, as emanating from
the Board Committee meetings, are placed before
As an outcome of the above exercise, it was noted the Board with clearance of the Committee Chairman.
that the Board is functioning as a cohesive body All the recommendations made by Board Committees
which is well engaged with different perspectives. during the year were accepted by the Board. Minutes
The Board Members from different backgrounds of Board Committee meetings are placed before the
bring about different complementarities that help
Board for its information. The role and composition of
Board discussions to be rich and value adding. It was
these Committees, including the number of meetings
also noted that the Committees are functioning well
held during the financial year and the related

Statutory Reports
and besides the Committee’s terms of reference as
attendance, are provided below.
mandated by law, important issues are brought up
and discussed in the Committee Meetings. A) Audit Committee:
Outcome of the evaluation exercise: The Audit Committee of the Board of Directors
constituted in compliance of Section 177 of
1. The Board as a whole performed satisfactorily.
Companies Act, 2013 comprises:
2. Independent Directors are rated high in
1. Mr. D. D. Jalan - Chairman (Independent Director)
understanding the Company’s business and
expressing their view during the Board meetings. 2. Mr. S K Roongta* - Member (Independent
Director)
3. The Non-Executive Directors scored well in all
aspects. 3. Mr. Tarun Jain - Member (Non-Executive
Director)
4. Directors rated Executive Director as action
Financial Statements

oriented and good in implementing Board *Mr. Arun Todarwal ceased to be a member
decisions. of the Audit Committee due to his resignation
on 30th June 2022. Mr. S K Roongta was
5. Board members rated high to the Chairman in inducted as member of the Audit Committee
leading the Board effectively. w.e.f. 14th July 2022.
6. Board members had shown satisfaction in Besides reviewing the internal audit, control, and
functioning of the Committees.
procedures, it reviews the unaudited and audited
24. DEPOSIT financials of the Company before submission to
the Board. The Audit Committee also reviews the
During the year under review, your Company has implementation of the risk management policy and
not accepted any deposits from the public falling the whistle-blower policy, and all other activities as
under Section 73 of the Act read with the Companies stipulated in the Audit Committee Charter.
118 5 (Five) Audit Committee Meetings were held Corporate Social Responsibility (CSR) Committee
during the financial year ended 31st March 2023 and as on March 31, 2023, the Committee
and the dates on which the Audit Committee comprises of following Independent Director,
Meetings were held are as follows: Non-Executive and Executive Director: -

21st April 2022; 21st July 2022; 19th October 2022; 1. Mr. S K Roongta* - Chairman (Independent
16th January 2023 and 02nd February 2023. Director)

The Board has accepted all recommendations of 2. Mr. A K Mittal** - Member (Independent
the Audit Committee. Director)

B) Nomination and Remuneration Committee: 3. Mr. Rajesh Kumar*** - Member (CEO and
Whole Time Director)
The Nomination & Remuneration Committee
establishes the principles for the selection of 4. Ms. Nirupama Kotru - Member (Government
candidates to the Board of Directors, selects Nominee Director)
candidates for the election or re-election to the
Board of Directors and prepares a proposal for *Mr. Arun Todarwal ceased to be the Chairman
the Board of Directors’ decision. of the Corporate Social Responsibility
Committee due to his resignation on 30th
In terms of provisions of Section 134(3) (e) of the June 2022. Mr. S K Roongta was inducted
Companies Act, 2013, the Company has adopted as the Chairman of the Corporate Social
the Nomination and Remuneration Policy. Responsibility Committee w.e.f. 14th July
2022.
Composition, names of members and number of
meetings held during the year: **Mr. A K Mittal was inducted as a member
of the Committee subsequent to his
In terms of provisions of Section 178 of the appointment on 19th October 2022.
Companies Act, 2013, the Company has duly
constituted Nomination and Remuneration ***Mr. Abhijit Pati ceased to be a member of
Committee and as on 31st March 2023, the the Committee post his resignation as CEO
Nomination & Remuneration Committee and WTD of the Company. Rajesh Kumar
comprised of the following Independent was inducted as a member of the Committee
Directors & Non-Executive Directors. post his appointment as CEO and WTD of the
Company w.e.f. 15th February 2023.
1. Mr. D. D. Jalan – Chairman (Independent Director)
The role of CSR Committee includes formulating
2. Mr. Tarun Jain* - Member (Non-Executive
Integrated Annual Report 2022-23

and recommending to the Board the CSR Policy


Director)
and activities to be undertaken by the Company,
3. Mr. S K Roongta** - Member (Independent recommending the amount of expenditure to
Director) be incurred on CSR activities of the Company,
reviewing the performance of Company in the
*Mr. Tarun Jain was inducted as member
area of CSR.
of the Nomination and Remuneration
Committee w.e.f. 14th July 2022. During FY 23, CSR Committee met 1(one) time on
**Mr. Arun Todarwal ceased to be a member 21st April 2022.
of the Nomination and Remuneration
27. CORPORATE SOCIAL RESPONSIBILITY
Committee due to his resignation on 30th June
2022, post which the Mr. S K Roongta was re- Your Company’s overarching commitment to
Bharat Aluminium Company Limited

designated as an Independent Director and create significant and sustainable societal value is
Chairman of the Board, w.e.f. 14th July 2022. manifest in its CSR initiatives that embrace the most
During the year FY 23, Nomination & disadvantaged sections of society, especially in rural
Remuneration Committee met 4(four) times India, through economic empowerment based on
i.e., on 21st April 2022, 19th October 2022, 22nd grassroots capacity building. CSR for Balco is an
November 2022 and 15th February 2023. integral part of its business strategy, which includes
creating an organisation intended to maximise wealth
C) Corporate Social Responsibility Committee of shareholders and establish productive and lasting
relationship with all stakeholders, with an emphasis
In Compliance with Section 135 of the Companies on fulfilling our responsibility towards the entire
Act, 2013 the company has duly constituted community and society.
In terms of the provisions of Section 135 of the Act improving Student’s Grades, providing them with 119
read with Companies (Corporate Social Responsibility Career Counselling and promoting Employee
Policy) Rules, 2014, the Board of Directors of your Volunteerism. The Field Instructors teach students
Company has constituted a Corporate Social in SEMA subjects (Science, English, Mathematics &

Know BALCO
Responsibility (“CSR”) Committee which is chaired Accountancy) in these Govt. schools. During the year,
by Mr. S K Roongta: Independent Director. The other 2500 students in 6 Govt. schools benefitted through
Members of the Committee for the year ending March regular and remedial classes for 9th – 12th class on SEMA
31, 2023 were Mr. Rajesh Kumar, Mr. A K Mittal and subjects, summer & winter camps, science exhibition
Ms. Nirupama Kotru. to work towards practical based teaching-learning,
career counselling sessions etc. Also, to build more
The role of CSR Committee includes formulating conducive environment of learning capacity building
and recommending to the Board the CSR Policy training organized for Govt. teachers on Teaching
and activities to be undertaken by the Company, pedagogy and practical based models.
recommending the amount of expenditure to be
incurred on CSR activities of the Company, reviewing SUSTAINABLE LIVELIHOODS
the performance of Company in the area of CSR.
Mor Jal Mor Maati
The Corporate Social Responsibility Policy is
The project focusses on improving the surface water

Business Overview
available on the website of the Company at https://
d 2 z 1 l 9 u e f z b z x d . c l o u d f ro n t . n e t / w p - c o n t e n t / management with existing resources, augmenting
uploads/2023/03/CSR_Policy_19th_May_2021.pdf. irrigation facilities, equipping farmers with the latest
farming techniques, and promoting multi-cropping to
Your Company is a caring corporate citizen and reduce the dependence on rainfall. It is also bringing
lays significant emphasis on development of the farmers into the fold of Fishery, Goatry and Poultry
communities around which it operates. During the and ensuring income generation round the year. The
FY 23 the Company has spent H 24.53 Cr. under program is also institutionalizing farming practices
Section 135 of the Act on CSR activities. by business model development of Farmer Producer
Organization (FPO) - Korba Krushak Unnayan
During the year under review, the Company have Producer Company Limited (KKUPCL).
undergone an Impact, Need and Baseline Assessment
for its CSR Projects. An executive summary of the same During the year, 2400 Farmers benefitted and
forms part of the Annual Report on CSR Activities for cumulatively brought 1000 acres of land under
FY 23. secured irrigation in 32 villages. Farmers were

Statutory Reports
supported in different activities like, promotion
28. CORPORATE SOCIAL RESPONSIBILITY of modern farming techniques, crop & livelihood
PROJECTS diversification, water security and FPO development.
Farmers were capacitated through training programs
BALCO CSR works towards a larger goal of creating
on modern cropping methods and provided with
enduring value for the communities. We undertake
input support of seeds, manure, fencing, soil testing
various community programmes as part of our
and periodic technical support in the field.
Corporate Social Responsibility (CSR). The Company
has committed to align its CSR activities to the As a result, 70% of farmers adopted modern agriculture
priorities of its neighborhood communities and the techniques like Systematic rice intensification (SRI),
national priorities. CSR programs are spread across Trellis & Organic farming, etc. SRI helped farmers in
various thematic areas i.e., Education, Sustainable getting 1.2-1.4 times increase in production hence
Livelihoods, Health, Water & Sanitation, Women’s led to an average increase in income by 30 – 60%
Empowerment, Environment & Safety, Sports & and reduction in cost of cultivation by 60%. 18% of
Financial Statements

Culture, and Community Asset Creation including the farmers are engaged in Livelihood Diversification
community development. This year a spent of H 24.53 activities like, Lac Cultivation, Poultry, Goatry and
Cr was made across various CSR programs. Our Horticulture which creates an additional income.
Initiatives reached out to 123 villages in 4 districts of
Chhattisgarh touching lives of 1.27 Lac people. 21 water harvesting structures (19 farm & 2 community
ponds) and created 20 dug wells generating
EDUCATION cumulative water storage capacity of 25,000+ CuM.
This has increased the water security & recharge and
Connect
is promoting multiple cropping in the region.
The Project focuses on improving the learning
Drinking water facilities created at 4 locations
environment in nearby 6 government schools by
through installation Solar powered pumps benefitting
creating an enabling environment with focus on
over 240 families. The facilities have enhanced the
120 availability of drinking water in these areas which had Combating malnourishment in children by improving
been facing scarcity of drinking water. One out of the their nutritional and care practices through dedicated
four installed through convergence of H 2.6 Lacs. interventions like 25 Positive Deviance Hearth (PDH)
sessions, 32 THR trainings and establishing 150
FPO with 800 farmers is having an equity share capital Nutrition Gardens at Anganwadi centres, household
of H 7 Lacs. During the year, it has established its input of pregnant, lactating and malnourished children.
& output business centers for nearby farmers. The PDH is one of the effective behaviors change program,
annual turnover for the FPO was at H 4.78 Lacs with a
used to rehabilitate underweight and wasted
Gross Profit of H 1.80 Lacs.
children without medical complications; sustain their
Vedanta Agriculture Resource Centre (One stop rehabilitation; and prevent future malnutrition.
solution for farming needs) came up with multiple
Conducted Health screening in 39 Anganwadi across
innovations like Zero Energy Cooling chambers for
32 villages, covering 1,564 children of 0 to 5yrs
storing vegetables and Azola unit which are now
age group. Out of which 430 identified as Severely
educating and promoting farmers to adopt the same.
Acute Malnourished (SAM) & Moderately Acute
Project was able to converge and leverage a total of Malnourished (MAM), addressed through PD hearth
H 1.42 Cr through various Govt schemes like Pradhan sessions and NRC referrals. Out of these, 63% of
Mantri Krishi Sinchayee Yojana, Rashtriya Krishi Vikas children moved out of SAM and MAM category
Yojana, Chhattisgarh State Saur Sujla Scheme and
Revived & Capacitated, 42 Mahila Arogya Samiti &
H 1.41 Cr through community contribution in activities
Village Health, Sanitation & Nutrition Committee
like construction of farm ponds, dug well, poultry
(health bodies in communities) covering 600
& Goatry sheds, soil bunding, SRI and irrigation
PRI members & local health workers for better
equipment, etc.
convergence & leveraging.
Vedanta Skill School
Mobile Health Van
The project focuses on imparting vocational training
to rural youth, dropouts, and unemployed population The Mobile Health Van (MHV) is structured to provide
of Chhattisgarh with a special focus on our operational Healthcare at the doorstep of the ailing. The MHV
areas and links them with gainful employment is serving our nearby 45 communities through
opportunities. During the year, 1007 youth trained in 3 fortnightly visits and addresses the problems of
skilling centres running in Korba, Kawardha & Surguja inaccessibility, inability to afford and non-availability
out of which 76% youth placed & self-employed in of basic essential primary health care in communities.
18 reputed organizations with an average CTC of This year, 14,410 people availed health care services
H 12,000-18,000/month in 8 states. through MHV. 6 Multispecialty Mega health camps
(Orthopedics, Dental, ENT, Pediatrics, Gynecologist,
Integrated Annual Report 2022-23

Out of 28 batches, 15 batches trained in convergence Physiotherapist, Blood & Sugar etc.) organized,
with government and private partners like Mukhya benefitting 1770 people. 55 home visits were made
Mantri Kaushal Vikas Yojna (MMKVY), NABARD, Skill to elderly and others who could not come to MHV.
India Impact Bond (SIIB), Generation India etc.
22 Awareness camps organized, sensitizing people on
HEALTH, WATER AND SANITATION Vaccination and other matters of health and hygiene.
Special consultation services by Gynecologist through
Arogya
“Health Chaupal” launched this year to benefit
The project is a comprehensive health initiative mothers and adolescent girls.
providing quality Primary health care services through
Nayi Kiran (Menstrual Health Management)
Rural Health Posts and awareness campaigns on HIV
and a special emphasis on Maternal & Child health, The project focuses on creating awareness, capacity
Bharat Aluminium Company Limited

particularly targeting the malnutrition. During the building and leadership development of women
year, program reached out to 30,248 people through adolescent girls on hygienic practices during
curative and preventive healthcare services. menstruation and product choice. The program is also
bringing “Men in Menstruation” to widen the discussion
Three Rural Health Post at Chuiya, Parsabhatha and
and understanding on the topic. During the year,
Chotia provided OPD services to 3,610 people.
project sensitized 48,000 women, men, adolescent
Generated awareness on HIV amongst high-risk
Girls & Boys through awareness generation and
behavior groups like Truckers and migrant workers.
capacity building activities and have also expanded its
Over 20,000 people sensitized through weeklong
roots across 5 blocks of Korba district viz. Korba, Podi
mass awareness campaign on World AIDS Day,
Uproda, Kartala, Pali and Katghora.
canopy camps and counselling sessions.
To bring about a sustained behavioral change, Covid and Emergency cases. The presence of the 121
capacitated 400+ community members ranging from Ambulance is enabling people from remote areas in
Adolescent boys & girls, SHG women and Frontline availing healthcare services on time, thereby raising
workers (AWW’s & ASHA workers) through numerous the standard of healthcare delivery in the region.

Know BALCO
trainings like Menstrual Health Management,
leadership, Nukkad Natak and ‘Stitch my own pad WOMEN’S EMPOWERMENT
campaign’ as Master trainers- Torchbearers cum
Unnati
leaders of change in the community. 100% AWW’s
across 45 communities trained as MHM leaders and The project focuses on strengthening women into
137 trained at district level. Self Help Groups (SHGs) and develop their capacities
and skills for entrepreneurship and sustainable
A cadre of barefoot soldiers, these trained adolescent
livelihoods. During the year, 40+ new SHGs (Self Help
youths have further formed 24 Shakti Saheli Mandals
Groups) formed, taking total to 500 SHGs involving
and Adolescent boys groups taking the total count
5389 women with 1800 women economically
to 100. 1500+ Adolescents actively engaging
engaged. Established 7 microenterprise units with 12
through these groups on the subject matter. Set of 15
products viz. Mural Art, Gonkra Folk Art, Clay Idols,
Adolescent girls and boys trained on Nukkad Natak
Chattisa (local cuisine), Mushroom and Paper bags
and are Spreading the word on menstrual health
etc. to promote entrepreneurial opportunities for

Business Overview
management across larger community, sensitizing
SHG women
3800+ community members.
On International Women’s Day “Unnati Utsav” was
As a new step MHM Awareness sessions held at 20
zestfully celebrated with community women and
(50% coverage) Block level Govt secondary & Higher
adolescent girls and employees. The celebration was
secondary schools of Korba for creating MHM friendly
witnessed 500+ participants who showcased their
environment. Promoting inclusivity, first ever (MHM)
enthusiastic participation in games and cultural events.
session with especially abled students at Divya
Women also exhibited their entrepreneurship skills by
Jyoti School, only government school in Korba for
setting up food stalls. 13 zealous community members
differently abled.
were recognized and felicitated who had contributed
4 Swastha Suvidha Kendra as one stop solution Centre’s immensely for the development of the community in
for MHM, driven by adolescent leaders as a synergic the areas of entrepreneurship, bringing social change
platform for counselling and capacity building.1200+ and community leadership for benefit of all.

Statutory Reports
community members benefitted this year through
COMMUNITY ASSETS CREATION
referral and assistance in availing government health
services and schemes like Ayushman and Mukhya Community Infrastructure Development
Mantri Slum Yojna etc.
Infrastructure development in the communities
BALCO Medical Centre provides an opportunity to improve their quality of life.
The intervention aims at addressing the infrastructural
BALCO Medical Centre envisages a society where
gaps in the socio-economic development of the
people are free from the menace of cancer. The
communities with upgradation of the existing facilities.
BALCO Medical Centre (BMC), a 170-bed tertiary
The activities of this year included renovation of
oncology facility - a flagship initiative of the Vedanta
community stages, creation of borewells for drinking
Medical Research Foundation (VMRF). Aims to
water availability and road construction, cumulatively
bring ultra-modern, multi-modality diagnostic and
benefiting 7700+ community people.
therapeutic facilities within easy reach of India’s
population at an affordable cost. It is in Naya Raipur, EMPLOYEE ENGAGEMENT
Financial Statements

Chhattisgarh, and patients from different parts of


the country visit the centre. During the year, 10,071 At BALCO the socio-economic development of the
people availed healthcare services from the hospital. community is of paramount importance. We are
Hospital also added another modern equipment dedicated towards empowering the local community
LINAC-HALCYON, Radiotherapy machine for curative and establishing a connect between the community
treatments. This is enabling hospital to cater to a larger members and employees to establish a relationship
number of people and make quality cancer care more based on ‘trust’. The employee engagement initiatives
accessible. act as a bridge to achieve this connect. During the
year 500+ employees volunteered cumulatively for
Support for Mobile Health Van activities like:

BALCO supported covid hit remote Lunglei district • Wish Tree Initiative, gifts to the kids of the nearby
in Mizoram state with an Ambulance to cater to communities, fulfilling their wishes.
122 • Mentoring – Taking classes of Students on various organisation’s processes and the risk framework
subjects under Connect. helps the organisation meet its objectives by aligning
operating controls with the mission and vision of
• Value Added Modules – Taking soft skill building the Company. Risk evaluation and management is
sessions in Vedanta Skill School. an ongoing process within the Organization. Your
Company has comprehensive risk management
• Blood Donation Drive - Highest contribution at
policy which is periodically reviewed by the Risk
district level.
Management Committee.
• Let’s Do Ropai – Sowing in the fields of farmers
Our management systems, organisational structures,
for transplantation of paddy
processes, standards and code of conduct together
• Rejuvenation Drive for check dam and form the system of internal controls that govern how
community Pond at Dondro village. we conduct business and manage associated risks.

• Science Mitras – Mentored students from govt. Formal discussion on risk management happens in
schools for making science models. business level review meetings at least twice in a year.
Major risks identified by businesses and functions are
SAFETY systematically addressed through mitigating actions.
Risk officers have also been formally nominated
In order to promote safety in communities, 52 safety
at operating businesses level, to develop the risk-
trainings on Road, Fire & Home safety were organized
management culture within the businesses. During
reaching out to 1000+ community members & school
the Financial Year ended on 31st March 2023, the risk
children and students of Vedanta Skill School.
management was discussed once in every quarter
AWARDS at the business level, and half-yearly with the Audit
Committee, with briefing to the Board.
During the year, BALCO’s CSR efforts were appreciated
and recognized by In the opinion of the Board, none of the risks faced by
the Company threaten its existence.
• Socio Corp CSR Film Festival & Awards- Best
Healthcare Excellence CSR Film – “Sarika Dondro 30. MATERIAL CHANGES AND COMMITMENTS
ki Nayi Kiran” AFFECTING FINANCIAL POSITION AND
CHANGE IN NATURE OF BUSINESS
• 5th Edition ICC Social Impact Awards for
‘Employment Enhancing Vocational Skills’ for There have been no material change(s) and
“Vedanta Skill School” commitment(s), except elsewhere stated in this
report, affecting the financial position of the Company
• Third India MHM Summit- Best CSR Initiative on between the end of the financial year of the Company
Integrated Annual Report 2022-23

MHM Award for Nayi Kiran Project i.e., March 31, 2023 and the date of this Report. There
has been no change in the nature of business of the
• Mahatma Award-CSR Excellence Company during the financial year ended on March
31, 2023.
• Appreciation Plaque by FICCI CSR Awards as
“Socially Responsible Company” for Mor Jal Mor 31. SUBSIDIARIES, ASSOCIATES AND JOINT
Maati Project VENTURE COMPANIES
• SABERA in “Health, Nutrition & Wellbeing” for The Company does not have any Subsidiary, Associate
Community Health Initiatives and Joint Venture Company.
• Recognition by Chhattisgarh Govt for 32. DIFFERENCE BETWEEN AMOUNT OF THE
commendable work in HIV awareness & prevention
Bharat Aluminium Company Limited

VALUATION DONE AT THE TIME OF ONE TIME


• Recognition by Chhattisgarh Govt for highest
SETTLEMENT AND THE VALUATION DONE
single day blood donations at District. WHILE TAKING LOAN FROM THE BANKS OR
FINANCIAL INSTITUTIONS
29. RISK MANAGEMENT
There is no difference between amount of the
Your businesses are exposed to a variety of risks, valuation done at the time of one-time settlement and
which are inherent to a global natural resource’s the valuation done while taking loan from the banks
organisation. Risk management is embedded in the or financial institutions.
33. OTHER DISCLOSURES APPRECIATIONS AND ACKNOWLEDGMENTS 123

• There was no revision in the financial statements. Your Directors place on record their deep
appreciation to employees at all levels for their hard

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• There are no significant and material orders work, dedication, and commitment. The enthusiasm
passed by the regulators or courts or tribunals and unstinting efforts of the employees have enabled
impacting the going concern status and the Company to remain an industry leader.
Company’s operations in future.
The Board of Directors would also like to express
• There were no frauds reported by the Auditors their sincere appreciation for the assistance and co-
u/s 143(12) of the Companies Act, 2013. operation received from the financial institutions,
banks, government and regulatory authorities,
• There were no applications made or any
customers, vendors, members, and debenture
proceedings pending against the Company
holders during the year under review. Your Company
under the Insolvency and Bankruptcy Code, 2016
looks upon them as partners in its progress and has
during the year.
shared with them the rewards of growth.

Your Directors also take this opportunity to thank all


Shareholders, Clients, Vendors, Banks, Government

Business Overview
and Regulatory Authorities for their continued support.

For and on behalf of the Board of Directors

SK Roongta Rajesh Kumar

Statutory Reports
(DIN-00309302) (DIN-09586370)
Dated: 20th April 2023 (Chairman) (CEO & WTD)

Financial Statements
124
Annexure A:
Annexure to Director’s Report
A. CONSERVATION OF ENERGY: Key Projects-

a. Energy conservation measures taken: • 100% graphitised pots installation-114 no in


FY 23.
• Various initiative taken, and trials conducted in
• Aux reduction by Conversion of HP
Pot line to achieve the benchmarking parameter
Compressor to LP Compressor
in pot lines.
• Process Optimization
• Lowest ever specific power consumption of
Pot line 2: 13,817 kwh/Mt. • Pot controller parameter optimization

• Lowest ever specific net carbon consumption • Various initiative taken, and trials conducted in Power
of Potline 2: 416 kg/Mt Plant to achieve the benchmarking parameter

• Lowest ever Auxiliary power consumption of • U#4 300 MW replacement of Turbine HIP rotor
Potline 2: 480 Kwh/Mt • U#3 135 MW Turbine HIP rotor refurbishment
and capital overhauling
• Lowest ever Auxiliary power consumption of
BALCO: 701 MWH/day • CPP 540 MW U#3 and U#2 Condenser tube
replacement
• Highest ever Current of BALCO: 335.7 KA
and Potline-2: 342.4 KA • CPP 540 MW U#3 and U#2 CT fills replacement
• CEP VFD Installation in CPP 540MW
• Lowest ever Dust emission of BALCO: 3.2
mg/nm3 • Installation of Side Stream Filters in 1200 MW
plant.
• Highest ever Pot life of BALCO: 2053 days
b. Additional Investment
• Zero FTP tripping in Potline 2.
• Aux Power reduction by Conversion of HP
• Highest ever PTM availability of Potline 1: Compressor to LP Compressor involved a Capex
95.20%. of H 94 Lacs
Integrated Annual Report 2022-23

• Potline Roof light conversion into LED, c. Recognition and system implementation for
Specific saving of 2.1 kwh/Mt and Lux level energy Improvements.
improved from 30 to 100.
• CII National Energy Leader Award, Metal Sector 2022.
• Lowest ever BTAP TAT: 15 hrs 19 mins
• Recognized as Excellent Energy Efficient unit for
• Indigenous development of LCM shaft with third time consecutively by CII.
saving of 35 lac against OEM prices
• Top performer Designated Consumer for
• Highest ever zero level bath (11,458.50 MT) Aluminium Sector of PAT Cycle-ll under National
recovery Mission for Enhanced Energy Efficiency (NMEEE)
• Manufacturing Today Award in the category
Bharat Aluminium Company Limited

• Highest ever SPL Selloff: 21,721 MT.


-Reinventing the Future 2022
Excludes capitalised quantity 125

Sl. Particular Unit 2022-23 2021-22


No.

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1 Hot Metal
i Electricity Kwh / MT 13,713 13,647
2 Propenzi Rod (Including Alloy Rods)
i Electricity Kwh / MT 130 121
ii Funance Oil Ltr / MT 5 2
3 Ingots
i Electricity Kwh / MT 34 29
ii Funance Oil Ltr / MT 8 5
4 Rolled Product
i Electricity Kwh / MT 1,169 798
ii Funance Oil Ltr / MT 122 102

Sl. Particular Unit 2022-23 2021-22

Business Overview
No.
1 Units M. KWH 7,649 9,741
Total Amount H in Crs 3,793 2,673
Average Rate H/KWH 5 3
2 Coal (Used in Boiler House)
Quantity MT 61,34,385 77,60,731
Total Amount H in Crs 3,240 2,249
Average Rate H/MT 5,282 2,897
3 Furnace Oil & Light Diesel Oil
Quantity KL 3,403 10,237
Total Amount H in Crs 34 53
Average Rate H/KL 98,806 51,360

Statutory Reports
B. TECHNOLOGY ABSORPTION
FORM B

Research and Development (R&D) c) Future plan of action:

a) Specific areas in which R&D carried out by the • Pot line:


Company.
i. Replacement of Old generation compressor
• Detoxification of SPL through outside party. with New generation compressor with
21,721 MT SPL Sold in FY 23. capacity enhancement.

• Anti-Oxidant Anode Coating without any ii. Increase Anode slot height 237 to 350 mm-
additives trail being taken in FY 23 to reduce Saving 70 KWH/MT. Capex- $3.4 Mn, Savings
Financial Statements

NCC. –$1.6 Mn/ annum. Payback – 2.1 years

• Potline Roof light conversion into LED, Specific iii. 100% graphitized pots relining planned in
saving of 2.1 kwh/Mt and Lux level improved from FY23
30 to 100.
iv. Reduction in Anode Stem Drop by Advanced
b) Benefits derived as result of R&D: LASER cleaning technology, 5 mv reduction.
200 Anodes Trial completed
• Aux Power reduction by Conversion of HP
Compressor to LP Compressor. v. New AlF3 Addition logic under development
Gain: 715 MWH/day to 701 MWH/day. by RIPIK & COE team

• 100% graphitised pots installation-114 no in the vi. Further optimization on energy consumption
benefit of 24 kwh/Mt in entire pot line is derived. with various trials of energy savings cathode
126 from BALCO pot relining design, DC power d) Expenditure on Research and Development (R&D)
consumption less than 12,300 Kwh/MT.
H in Cr.
vii. Increase in pot line current by 0.5 KA – Particular FY 23 FY 22
Increase in Metal production.
Capital Expenditure - -
viii. Online roof top emission monitoring device Recurring Expenses 2.08 1.71
installation-fluoride emission monitoring Total Expenditure 2.08 1.71
to reduce emission and reduction in Alf3 R&D Expenditure as a 0.02% 0.01%
consumption. % of total turnover

• Carbon: e) Technology absorption, adaptation, and


innovation
i. Uses of Fuel grade CPC by 10% blending
with anode grade CPC. Trail under process, i. Efforts made for technology absorption.
potential saving H 72Cr/Y at full scale
• Potline FTP revamping to reduce AlF3 by 3
production from Q1 FY 24.
kg/mt
ii. Reduction in specific power consumption by
• Energy saving cathode being implemented
5mV by design change of existing stub hole
in pot line. 91% installed with Graphitized
former in GAP, potential saving H 1.96Cr/Y
cathode blocks
from Q2 FY 24.
• Conversion of convention diesel fork lifter to
iii. Increment in height of slot former plate to
Electric powered forklift
reduce the power consumption, potential
saving H 1Cr/Y from Q1 FY 24. ii. In case of imported technology (imported during
the last three years reckoned from the beginning
iv. LASER cleaning of rod to reduce the voltage
of the financial year): Not applicable.
drop by 5mV, potential saving H 4.3Cr/Y from
Q4 FY 24.
C) FOREIGN EXCHANGE EARNINGS
v. Trial of LSHS to replace HFO is done in Carbon
AND OUTGO
& Cast House. Complete replacement of HFO
with LSHS for entire HMA will be done till H1 Activities relating to exports; initiatives taken to
FY 24 resulting in SOx emission reduction by increase exports; development of new export markets
75%. for products and services and export plans:

• Power: The initiatives taken by the Company in product


Integrated Annual Report 2022-23

development / production of new products have


i. Installation of Low Nox burner in 540 MW
improved the export potential of the Company’s
unit.
products.
ii. Efficiency improvement and capacity
Total foreign exchange used and earned during
enhancement of 135 and 300 MW units.
FY 23 is as below:
iii. U#1 300 MW unit turbine HIP rotor
Foreign exchange earnings: H 3,985 Cr.
replacement
Foreign exchange outflow: H 5,376 Cr.
iv. CT fills replacement in 1200 MW units.
Bharat Aluminium Company Limited
Annexure B: 127

Form No. MR-3

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Secretarial Audit Report
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2023
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,
The Members,
Bharat Aluminium Co Ltd

We have conducted the secretarial audit of the b) The Mines and Minerals (Development and
compliance of applicable statutory provisions and the Regulation) Act, 1957, and the Rules made

Business Overview
adherence to good corporate practices by Bharat thereunder.
Aluminium Co Ltd (hereinafter called “Company”) for
the financial year ended March 31, 2023 [“Audit Period”] c) The Electricity Act, 2003 and rules and regulations
in terms of the engagement letter dated November 4, made thereunder.
2022. The secretarial audit was conducted in a manner We have also examined compliance with the applicable
that provided us a reasonable basis for evaluating the clauses of the Secretarial Standards for Board Meetings
corporate conduct/statutory compliances and expressing (SS-1) and for General Meetings (SS-2) issued by the
our opinion thereon. Institute of Company Secretaries of India.
Based on our verification of the Company’s books, We report that during the Audit Period, the Company has
papers, minute books, forms and returns filed and complied with the provisions of the Act, rules, standards
other records maintained by the Company and also the etc. mentioned above.
information provided by the Company, its officers, agents
and authorized representatives during the conduct of We further report that:

Statutory Reports
secretarial audit, we hereby report that in our opinion,
the Company has, during the Audit Period, complied with The Board of Directors of the Company is duly constituted
the statutory provisions listed hereunder and also that the with a proper balance of Executive Directors, Non-
Company has proper Board-processes and compliance- Executive Directors and Independent Directors. The
mechanism in place. changes in the composition of the Board of Directors
that took place during the Audit Period, were carried out
We have examined the books, papers, minutes, forms in compliance with the provisions of the Act and other
and returns filed and other records maintained by the applicable laws except that there are two government
Company for the Audit Period, according to the provisions nominees appointed during the Audit Period. As per
of applicable law provided hereunder: the understanding and practice of the Company, the
government nominees are appointed on the Board as
1. The Companies Act, 2013 (‘Act’) and the rules made per the executed Shareholders Agreement directly upon
thereunder including any re-enactment thereof; receipt of order letter from the Ministry of Mines. Noting
2. The Depositories Act, 1996 and the regulations and of such appointment is made in the immediate next
Financial Statements

bye-laws framed thereunder; meeting of the Nomination and Remuneration Committee


(NRC) and Board meeting. We have recommended the
3. Foreign Exchange Management Act, 1999 and the Company to route any appointment of directors through
rules and regulations made thereunder to the extent NRC, Board and approval from the shareholders as
of External Commercial Borrowings; required under clause (2) and (6)(a)(ii) of section 152 of
the Act.
4. Specific laws applicable to the industry to which the
Company belongs, as identified and compliance We observe that during the Audit Period, there were
whereof as confirmed by the management, that is to only two directors liable to retire by rotation and one
say: of them being longest in office, retired at the annual
general meeting and being eligible offered himself for
a) The Mines Act, 1952 and Rules made thereunder. re-appointment and was reappointed on the Board. The
128 Company has a practice of not considering government Equity investment of 26% in Special Purpose
nominee directors in the category of directors retiring Vehicle (SPV):
by rotation. We have recommended to the Company
to include the government nominees as well for the During the Audit Period, the Board has, at its meeting held
calculation of total number of directors liable to retire by on February 2, 2023, accorded approval for procurement
rotation pursuant to section 152(6)(d) and explanation of renewable power under the group captive scheme
thereof. and to infuse H245 crore in the form of equity investment
(without any economic benefit) of 26% in SPV by the
Adequate notice is given to all directors to schedule the Company in partnership with Serentica Renewables India
Board Meetings and Committee meetings, agenda and Private Limited (“SRIPL”) and to enter into a Power Delivery
detailed notes on agenda were sent at least seven days Agreement (“PDA”) for a period of 25 (twenty-five) years.
in advance except for the meeting(s) convened at shorter
notice with due compliance of Act and SS-1. Further, a
system exists for seeking and obtaining further information
and clarifications on the agenda items before the meeting For M/s Vinod Kothari & Company
and for meaningful participation at the meeting. Practicing Company Secretaries
Unique Code: P1996WB042300
All the decisions were unanimous and there was no
instance of dissent in Board or Committee Meetings.

We further report that there are adequate systems and Nitu Poddar
processes in the Company, which commensurate with its Partner
size and operations to monitor and ensure compliance Membership No.: A37398
with applicable laws, rules, regulations and guidelines. CP No.:15113
Place: New Delhi UDIN: A037398D000161346
We further report that during the Audit Period, the Date: April 13, 2023 Peer Review Certificate No.: 781/2020
Company has undertaken the below mentioned specific
event/ action that can have a major bearing on the The report is to be read with our letter of even date which
Company’s compliance responsibility in pursuance of the is annexed as Annexure ‘I’ and forms and integral part of
above referred laws, rules, standards, etc: this report
Integrated Annual Report 2022-23
Bharat Aluminium Company Limited
Annexure I to Secretarial Audit Report 129

Auditor and Management Responsibility

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To,
The Members,
Bharat Aluminium Co. Ltd.

Our Secretarial Audit Report of even date is to be read 5. We have not verified the correctness and
along with this letter. appropriateness of financial records and books of
accounts of the Company as well as correctness of the
1. Maintenance of secretarial records is the responsibility values and figures reported in various disclosures and
of the management of the Company. Our responsibility returns as required to be submitted by the Company
is to express an opinion on these secretarial records under the specified laws, though we have relied to a
based on our audit. The list of documents for the certain extent on the information furnished in such
purpose, as seen by us, is listed in Annexure II; returns;

Business Overview
2. We have followed the audit practices and the 6. Wherever required, we have obtained the
processes as were appropriate to obtain reasonable management representation about the compliance of
assurance about the correctness of the contents of laws, rules and regulation and happening of events
the secretarial records. The verification was done on etc;
a test basis to ensure that correct facts are reflected in
secretarial records. We believe that the processes and 7. The compliance of the provisions of corporate
practices, we followed provide a reasonable basis for and other applicable laws, rules, regulations,
our opinion; standards is the responsibility of the management.
Our examination was limited to the verification of
3. Our Audit examination is restricted only upto legal procedure on test basis;
compliances of the applicable laws to be done by the
Company, we have not checked the practical aspects 8. Due to the inherent limitations of an audit including
relating to the same; internal, financial, and operating controls, there is an
unavoidable risk that some misstatements or material

Statutory Reports
4. Wherever our Audit has required our examination non-compliances may not be detected, even though
of books and records maintained by the Company, the audit is properly planned and performed in
we have relied upon electronic versions of such accordance with audit practices;
books and records, as provided to us through online
communication. Given the challenges and limitations 9. The contents of this Report has to be read in conjunction
posed by Covid-19, lockdown restrictions (wherever with and not in isolation of the observations, if any, in
applicable), as well as considering the effectiveness the report(s) furnished/to be furnished by any other
of information technology tools in the audit auditor(s)/agencies/authorities with respect to the
processes, we have conducted online verification and Company;
examination of records, as facilitated by the Company,
for the purpose of issuing this Report. In doing so, we 10. The Secretarial Audit report is neither an assurance
have followed the guidance as issued by the Institute. as to the future viability of the Company nor of the
We have conducted online verification & examination efficacy or effectiveness with which the management
of records, as facilitated by the Company; has conducted the affairs of the Company.
Financial Statements
130
Annexure II
List of Documents
1. Minutes for the meetings of the following held during the Audit Period:

a. Board of Directors;

b. Audit Committee;

c. Nomination and Remuneration Committee;

d. Corporate Social Responsibility Committee;

e. Finance Standing Committee;

f. Annual General Meeting;

2. Proof of circulation of draft and signed minutes of the Board and Committee meetings’ on a sample basis;

3. Annual Report for financial year 2021-22;

4. Financial Statements and Auditor’s Report for financial year 2021-22

5. Directors disclosures under the Act and rules made thereunder;

6. Statutory Registers maintained under the Act;

7. Forms filed with the Registrar;

8. Policies framed under Act, 2013 viz. CSR Policy, Remuneration Policy and Whistle Blower Policy;

9. Memorandum of Association and Articles of Association of the Company.


Integrated Annual Report 2022-23
Bharat Aluminium Company Limited
Annexure C: 131

Annual Report on Corporate Social

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Responsibility (CSR) Activities
1. Brief Outline on the CSR Policy of the through sharing their knowledge and expertise.
Company Hence, we proactively create opportunities whereby
employees can also connect and contribute.
Bharat Aluminium Company Limited firmly believes
in the coexistence of business and communities and The Company complies with Section 135 of the Act and
is committed to the development of an eco-system the approach is focused on long-term programmes
of prosperity in the society around operations. As a aligned with community needs and national priorities,
responsible corporate citizen, we aim “To empower including Sustainable Development goals.
and support communities specially neighbourhood

Business Overview
At Bharat Aluminium Company limited, business
communities in achieving greater economic and success is not just about profits and shareholder
social well-being”. As part of our CSR policy, we returns. We believe in pursuing wider socioeconomic
believe in partnering with government agencies, and cultural objectives and have always endeavoured
development organisations, corporates, civil societies to not just live up to it, but to try and exceed the
& community-based organisations to implement long expectations of the communities in which we operate.
term sustainable initiatives.
The detailed CSR Policy of the Company is available on
We also believe that our employees have the potential Company’s website at: CSR_Policy_19th_May_2021.
to contribute towards building strong communities pdf(d2z1l9uefzbzxd.cloudfront.net)

2. The composition of CSR Committee is as under:


Sl. Name of Designation Number of Number of meetings of

Statutory Reports
No. Director / Nature of Directorship meetings of CSR CSR Committee attended
Committee held during the year
during the year
1 Mr. S.K. Roongta* Chairman, Independent 1 1
Director
2 Mr. Rajesh Kumar** Member, CEO & Whole 1 0
Time Director
3 Ms. Nirupama Kotru Member, Government 1 1
Nominee Director
4 Dr. Anoop Kumar Mittal** Independent Director 1 0
*Mr. S K Roongta was inducted as Chairman of the CSR Committee w.e.f. 14 July 2022 post resignation of Mr. Arun Todarwal from the directorship of
th

the Company.
**Dr Anoop Kumar Mittal and Mr. Rajesh Kumar became members of the CSR Committee w.e.f. 19th Oct ’22 and 15th Feb ’23 respectively.
Financial Statements

3. Provide the web-link where Composition of CSR committee, CSR Policy and CSR
projects approved by the board are disclosed on the website of the company:
Composition of CSR Committee- https://www.balcoindia.com/about-us/balco-team/composition-of-committees-of-
board/

CSR Policy- https://d2z1l9uefzbzxd.cloudfront.net/wp-content/uploads/2023/03/CSR_Policy_19th_May_2021.pdf

CSR projects approved by Board - https://www.balcoindia.com/csr/annual-action-plan/


132 4. Provide the details of Impact • Right investments - BALCO has made
assessment of CSR projects carried investments in the right direction in terms
of introducing micro irrigation practices, SRI
out in pursuance of sub-rule (3) of rule technique as well as capacity building of farmers
8 of the Companies (Corporate Social increasing entrepreneurial options & better
Responsibility Policy) Rules, 2014, if infra support. It’s support in convergence with
applicable (attach the report). government initiatives is helping in bringing the
ecosystem change.
The Executive Summary of the Impact
Assessment of the CSR projects is given below: • Reduction in migration - Created more
opportunities for farmers by diversifying the
During the financial year, the company conducted traditional farming methods and livelihood
Impact Assessment Study as per its CSR Policy through opportunities through NTFP (lac cultivation),
a third party i.e., KPMG Assurance and Consulting organic farming, commercial fish farming. Around
Services LLP, to assess the impact generated through 29% of respondents perceived that the project
its flagship initiatives Mor Jal Mor Maati, Vedanta Skill has reduced outward migration.
School, Unnati, Nayi Kiran, Arogya, Mobile Health Van
and Balco Medical Centre and Connect. The study Vedanta Skill School
used the OECD DAC framework to assess the growth
and impact of the programs covering a sample of 410 • Enhanced Employability – Candidates
across Korba & Raipur district in Chhattisgarh. who attended trainings received placement
opportunity, career counselling and were
Executive Summary as follows: provided training certificates as well. 68% of the
trainees were able to retain their jobs. The Skill
Sustainable Livelihoods School thus plays a pivotal role in addressing
the unemployment. This reflects that the training
Mor Jal Mor Maati
program has been able to deliver optimum
• Improved income & yield - The programme results.
has supported farmers through dissemination
• Social Strengthening - Around 48% respondents
of scientific knowledge. 78% of the respondents
reported an increase in confidence and self-
reported to have an improved income due to
esteem whereas 30% respondents have an
better crop yield. 21% respondents felt reduction
improved social support network.
in input costs. 50% farmers have adopted
scientific and sustainable agricultural practice. Women’s Empowerment
• Enhancement of Food Security - 37% of Unnati
Integrated Annual Report 2022-23

farmers also reported an enhancement in food


security which is a positive trend considering the • Overall development - The project has been
multidimensional poverty index of Chhattisgarh. successful in providing the women with a regular
Also, there is enhanced food consumption in source of income, collective voice and has
the region through improvement in production improved their self-esteem. 67% respondents said
thereby making it a sustainable model. Paddy was that the impact of project interventions has helped
the main crop cultivated in the district prior to them in improved decision making. Through the
any interventions. However, with the intervention, Unnati programme, the business can enhance the
paddy and vegetables became the district's economic empowerment of women in the field
primary crops. locations which in turn has an impact on their,
savings and access to financial services etc.
• Strategic Initiative - The improvement in
Bharat Aluminium Company Limited

the overall livelihood includes looking at • First in the region - It was observed that the
sustainability parameters such as climate resilient beneficiaries did not have access to any other
agriculture practices, income diversification, just similar comprehensive enterprise-based
transition, linking natural resource management livelihood project in the region before the
with income generation activities etc. Hence, this introduction of Unnati.
creates potential for various strategic initiatives
to emerge and integrate themselves with • Convergences - The project has found wide
the existing project. Development of Farmer acceptance in the district administration and
Producer Organization brings a sustainable angle is also supported by National Rural Livelihood
to the project. Mission.
Health Mobile Health Van 133

Nayi Kiran • Reaching the last person - 91% of the


respondents said that the Mobile Health vans
Comprehensive approach - The project focusing

Know BALCO
• have improved access and timely availability to
on building awareness, lot of sensitisation healthcare services. 69% of respondents pointed
workshops and street plays are organised which out that availability of medicines has increased.
has created a generational shift in mindset of 62% respondents said that the frequency of visits
people and built awareness regarding menstrual for healthcare services has also become more
hygiene practices. A significant level of awareness regularised.
about hygiene and waste disposal mechanism
was also identified. • Bridging the gap - The mobile health unit
has certainly helped in bridging the gap of
• Giving voice - Study noted that, women and accessibility by providing doorstep services.
girls in Korba are very vocal while talking about
menstruation related practices. They did not • Sustainable elements - When it comes to
have inhibitions unlike other parts of the country individual beneficiaries of the program, the
especially in rural spaces, where there are a lot of impact created by the mobile health van can be
stigmas attached to menstruation. gauged as sustainable. Moreover, the program

Business Overview
is making healthcare services accessible as
• Change in practices - As per study, 67% of well as improving health of the community. The
respondents in Korba have been using sanitary program helps in creating awareness amongst
napkins which reflects a significant shift towards the community members regarding prevalent
the usage of sanitary napkins whereas 17% of diseases.
them are using cloth instead of napkins.
BALCO Medical Centre
Arogya
• Expansive reach - BMC expanded its footprint in
• Access to Healthcare Services through Rural the area of cancer screening and early detection
Health Posts - 69% of the respondents are in big away, recognizing it as one of the most
accessing heath care services twice a month critical area that can help reduce cancer burden.
which reflects that there is access to services on a A MoU was signed with National Health Mission
regular basis through Rural Health Posts. (Chhattisgarh Government), where together,

Statutory Reports
weekly focused cancer screening camps were
• Enhanced Maternal & Child Heath - 77%
conducted across the state. The combined
of respondents said that there has been an
strengths of government and BMC were leveraged
improvement in access to supplements for
to make these camps hugely successful.
children and pregnant women in the household.
69% of respondents said that the project • Convergences - 70% patients are Ayushman
interventions have increased their families access Bharat scheme beneficiaries which shows great
to institutional delivery. convergence.
• Improved awareness & Accessibility - 65% Education
of beneficiaries believe that there has been
an increase in awareness & around 91% of the Connect
beneficiaries reported an improved access to and
timely availability of healthcare services. Project • Improving learning environment – Quality
has made primary health care services affordable learning is a challenge in rural areas especially in
Financial Statements

and increase awareness towards HIV, Maternal higher classes which leads to more expenditure
& Child health. Also, it has been positively on coaching and tutors. The project helps in
contributing to the state health department’s bridging that gap through employee volunteerism
campaigns around HIV AIDS, Tuberculosis, COVID and providing capacity building to teachers so
Vaccination and so on. that the additional expenditure on education is
reduced. Around 64% of the respondents also
• Reduction in Out-of-pocket expenditure – 60% had access to digital literacy skills and were using
of Household spend less than H 5000 on health tools for the same
annually, hence the out-of-pocket expenditure
has reduced among the respondents due to lack • Yielding results - Passing percentage of children
of services being availed through existing private according to 66% of the households and has
health infrastructure. further supported 21% households in decreasing
their monthly expenditure on education.
134 5. (a) Average net profit of the company as per sub- 6. (a) Amount spent on CSR Projects (both Ongoing
section (5) of section 135: J 1732.30 Cr Project and other than Ongoing Project): J 23.45 Cr

(b) Two percent of average net profit of the company (b) Amount spent in Administrative Overheads:
as per sub-section (5) of section 135: J 34.65 Cr J 0.87 Cr

(c) Surplus arising out of the CSR Projects or (c) Amount spent on Impact Assessment, if
programmes or activities of the previous financial applicable: J 0.21 Cr
years: NIL
(d) Total amount spent for the Financial Year
(d) Amount required to be set-off for the financial [(a)+(b)+(c)]: J 24.53 Cr
year, if any: J 34.65 Cr.
(e) CSR amount spent or unspent for the Financial
(e) Total CSR obligation for the financial year [(b)+(c)- Year:
(d)]: NIL

Total Amount Amount Unspent (in J)


Spent for the Total Amount transferred to Amount transferred to any fund specified
Financial Year. Unspent CSR Account as per under Schedule VII as per second proviso to
(in J) subsection (6) of section 135. sub-section (5) of section 135.
Amount. Date of Name of the Amount. Date of
transfer. Fund transfer.
24.53 Cr NIL NIL NIL NIL NIL

(f) Excess amount for set-off, if any: J 24.53 Cr.

Sl. Particular Amount (in J)


No.
(1) (2) (3)
(i) Amount of surplus contribution being carried forward from previous years 72.94 Cr.
(ii) Two percent of average net profit of the company as per sub-section (5) of 34.65 Cr.
section 135
(iii) Total amount spent for the Financial Year 24.53 Cr.
(iv) Excess amount spent for the Financial Year [(i)+(ii)-(iii)] 62.88 Cr.
Integrated Annual Report 2022-23

(v) Surplus arising out of the CSR projects or programmes or activities of the -
previous Financial Years, if any
(vi) Amount available for set off in succeeding Financial Years [(iv)-(v)] 62.88 Cr.

7. Details of Unspent Corporate Social Responsibility amount for the preceding three
Financial Years: NIL

1 2 3 4 5 6 7 8
Sl. Preceding Amount Balance Amount Amount transferred Amount Deficiency,
No. Financial transferred Amount in Spent in to a Fund as specified remaining to if any
Bharat Aluminium Company Limited

Year(s) to Unspent Unspent the under Schedule VII as be spent in


CSR Account CSR Account Financial per second proviso succeeding
under sub- under sub- Year (in J) to sub- section (5) of Financial
section (6) of section (6) of section 135, if any Years (in J)
section 135 section 135
(in J) (in J)
1 FY-22 NA NA NA NA NA NA NA
2 FY- 21 NA NA NA NA NA NA NA
3 FY-20 NA NA NA NA NA NA NA
8. Whether any capital assets have been created or acquired through Corporate 135
Social Responsibility amount spent in the Financial Year:
Yes No

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If Yes, enter the number of Capital assets created/ acquired

Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount
spent in the Financial Year:

Sl. Short particulars of Pin code Date of Amount Details of entity/ Authority/ beneficiary
No. the property or of the creation of CSR of the registered owner
asset(s) [including property or amount
complete address asset(s) spent
and location of the
property]
1 2 3 4 5 6
NA NA NA NA NA CSR Name Registered

Business Overview
Registration address
Number, if
applicable
NA NA NA NA NA NA NA NA

(All the fields should be captured as appearing in the revenue record, flat no, house no, Municipal Office/Municipal
Corporation/ Gram panchayat are to be specified and also the area of the immovable property as well as boundaries)

9. Specify the reason(s), if the company has failed to spend two per cent of the
average net profit as per section 135(5). NA

Statutory Reports
Sd/- Sd/- -
(Chief Executive Officer or Managing (Chairman CSR Committee). [Person specified under clause (d)
Director or Director). of subsection (1) of section 380]
(Wherever applicable).”.

Financial Statements
136
Annexure D:
Nomination Policy
1. Legal Framework & Objective • Whole Time Director;

Legal framework and Objectives Section 178 of • Chief Financial Officer;


the Companies Act, 2013 (“Act”) read with the
• Company Secretary; and
applicable Rules thereto require the Nomination
and Remuneration Committee (“NRC”) of the Board • Such other officer as may be prescribed
of Directors of every listed company, among other
classes of companies, to: f. Senior Management means personnel of
the Company who are members of its core
a. Identify persons who are qualified to become management team excluding the Board of
directors and who may be appointed in a KMP Directors and including Functional Heads, viz., the
role in accordance with the criteria laid down and Executive Committee (EXCO) of the Company.
recommend to the Board their appointment and
removal.
3. Composition and Chairmanship
b. Formulate the criteria for determining qualifications,
positive attributes and independence of a director. The membership of the Committee shall consist of at
least three non-executive directors, out of which not
c. Devising a policy on diversity of board of directors. less than one half shall be Independent Directors.
The Chairperson of the Company (whether executive
d. Specify the manner and criteria for effective
or non-executive) may be appointed as a Member
evaluation of the performance of the Board, its
but shall not chair such committee. The Chairperson
committees, and individual directors to be carried
of the committee shall be an independent director
out either by the Board, by the Committee or by
and shall be appointed by the Board. In case the
an independent external agency and review
Chairperson is not present at any committee meeting,
its implementation and compliance. Basis the
the members present at the meeting shall, amongst
performance evaluation results of independent
themselves, elect a Chairperson for that meeting. The
directors, decide whether to extend or continue
membership of the Committee shall be disclosed in
their term of appointment or not.
the annual report.
e. Recommend to the board of directors a policy
Integrated Annual Report 2022-23

relating to the remuneration of the directors, KMP 4. Appointment and removal of Director
and other employees including SMP.
& KMP:
This policy shall act as a guideline on some of the
The Committee shall evaluate the balance of
above-mentioned objectives of the NRC.
knowledge, skill, professional & functional expertise,
industry orientation, gender, age etc. on the Board
2. Definitions: and, in the light of this evaluation, prepare and
recommend to the Board, a description of the role and
a. Board means Board of Directors of the Company. capabilities required for a particular appointment. In
case of Directors, and KMPs, in addition to the above
b. Committee means the Nomination & Remuneration
specifications the NRC shall ensure that the potential
Committee
Bharat Aluminium Company Limited

candidates possess the requisite qualifications and


c. Directors mean Directors of the Company. attributes as per the Applicable Laws. With respect
to removal of any Director and KMP, the NRC shall in
d. Independent Director means as provided under consultation with either the Chairman, other Directors
clause 49 of the Listing Agreement and/or under or CEO (as appropriate), review the performance and/
the Companies Act, 2013. or other factors meriting a removal and subject to the
provisions of the applicable Laws and the Articles
e. Key Managerial Personnel (KMP) means: - of Association of the Company, recommend to the
Board its course of action.
• Chief Executive Officer or the Managing
Director or the Manager;
5. Board Familiarization and learning: Basis the evaluation results, the NRC will make its 137
recommendations to the Board on the appointment
The NRC will adopt a structured program for / re-appointment / continuation of Directors on the
orientation and training of Independent & Non- Board.

Know BALCO
Executive Directors at the time of their joining so
as to enable them to understand the Company - its
operations, business, industry, and environment in 7. Board Diversity:
which it operates. The company has a separately
The Committee in their nomination process and
defined Familiarization Program for the Directors
while making recommendations to the Board
which also focus to update the Directors on a
shall endeavour to have an optimum combination
continuing basis on any significant changes therein so
of directors from different fields/walks such as
as to be in a position to take well-informed and timely
Management, Legal, Finance, Marketing, Human
decisions.
Resources, Bureaucracy, Public Policy etc. and
adequate representation of Women directors on
6. Performance Evaluation of the the Board. While reviewing the composition of the
Board, its committees, and individual Board, the Committee will consider the benefits of all
aspects of diversity including, but not limited to, those
directors:

Business Overview
described above.
Each year, the NRC will formulate the criteria and the
process for evaluation of performance of the Board, 8. Succession Planning:
Individual Directors, Chairperson, and the Committees
of the Board and recommend the same to the Board. The NRC shall draft and recommend to the Board a
The evaluation shall be carried out either by the Board, succession plan for the appointments made to the
by the Committee or by an independent external Board of Directors as well as KMPs. The NRC shall
agency and the NRC shall review its implementation review such plan on an annual basis and recommend
and compliance with Applicable laws as well as the revisions, if any, to the Board. The NRC shall work with
criteria and process lay out. the management and follow the following process for
effective succession planning:
The evaluation of the Independent Directors shall
be done by the entire board of directors which shall i.) Assessment of potential employees and creation
include: of a leadership pool.

Statutory Reports
a. Performance of the directors; and ii.) Development of the talent pool through actions
such as involvement in strategic meetings,
b. Fulfilment of the independence criteria as leadership workshops with top management,
specified and their independence from the coaching, anchoring, job rotations, role
management as specified under Applicable Laws. enhancement, council memberships and
Directors who are subject to this evaluation involvement in cross function projects etc.
shall not participate in their own evaluation. The REMUNERATION POLICY
independent directors of the Company shall hold
at least one meeting in a year, without the presence The Committee will recommend policy relating to
of non-independent directors and members of the remuneration payable to Directors, Key Managerial
management and all the independent directors shall personnel, and Senior Management. The same shall
strive to be present at such meeting. The independent be subject to the approval of the shareholders of the
directors in their separate meeting shall, inter alia: Company and the Central Government, wherever
Financial Statements

required.
i) Review the performance of non-independent
directors and the board of directors as a whole. Guiding Principles of the Executive compensation
program are:
ii) Review the performance of the chairperson of
the listed entity, taking into account the views of • Alignment with Business Strategy and Level of
executive directors and non-executive directors. Responsibility & Impact: As employees progress
to higher levels in the organisation, their
iii) Assess the quality, quantity and timeliness of flow performance has a greater direct impact on the
of information between the management of the strategic initiatives and business results.
listed entity and the board of directors that is
necessary for the board of directors to effectively • Fixed/ Base Salary Decisions: The Executives’
and reasonably perform their duties. fixed salary shall be competitive and based
138 upon the industry practice and benchmarks Remuneration to Non-Executive /
considering the skill & knowledge, experience, Independent Director
and job responsibilities.
a) Sitting Fees
• Pay-for-Performance: A large portion of each
Executive’s total compensation is linked to The Non-Executive Director/Independent
the achievement of Company and individual Director may receive remuneration by way of
performance goals. Such variable compensation fees for attending the meetings of the Board or
is “at risk”, and rewards performance and Committee thereof provided that the amount of
contributions to both short-term and long-term such fees shall not exceed H One Lac per meeting
financial performance of the Company. of the Board or Committee or such amount as
may be prescribed by the Central Government
• Performance Bonus Plan: The Performance from time to time.
Bonus Plan rewards contribution to the
achievement of the Company’s annual b) Stock Options
financial, strategic, and operational goals
An Independent Director shall not be entitled to
and individual KRAs. The Performance
any stock options of the Company.
Bonus drives high performance culture
to achieve the organisation’s objectives c) Yearly Fee/Commission
by differentiating rewards based on
performance. The performance will be The yearly fee/commission may be paid within
related to the fulfilment of various targets and the monetary limit approved by the shareholders
attainment of business objectives, both at the subject to the limit not exceeding 1% of the net
Company and individual level. profit of the Company as per the applicable
provisions of the Companies Act 2013.
• Short/Long Term Incentives: Executives’
compensation is linked to long-term stock Interpretation
price appreciation, and shareholder value
Unless the context otherwise requires, words and
creation through the Company’s Long- term
expressions used in this policy and not defined herein
Incentives (LTI) plan. The LTI Plan balances
but defined in the Companies Act, 2013 and rules
Executives’ performance orientation and
prescribed therein, as may be amended from time
decisions to deliver on the short-term business
to time and per the Listing Agreement with Stock
outcomes with the long-term performance
Exchange(s) as may be amended from time to time,
of the Company, both on financial and non-
shall have the meaning respectively assigned to them
financial parameters.
therein.
Integrated Annual Report 2022-23

• Competitive in Market place: We compete for


talent globally. In order to attract and retain
Amendments in Law
a highly skilled workforce, we must remain Any subsequent amendment/modification in the
competitive with the pay of other employers who Companies Act, 2013 and/or the listing agreement
compete with us for talent. and/or other applicable laws in this regard shall
automatically apply to this Policy.
Bharat Aluminium Company Limited

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