Holdings Limited
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Holdings Limited Corporate Office : JSW Centre, Bandra Kurla Complex, Bandra (East),Mumbai – 400 051 Phone : +91 22 4286 1000 Fax : +91 22 4286 3000 Website : www.jsw.in CIN: L67120MH2001PLC217751 June 10, 2020 To, BSE Limited, National Stock Exchange of India Limited, Corporate Relationship Department, Exchange Plaza, Phiroze Jeejeebhoy Towers, Plot no. C/l, G Block, Dalal Street, Fort, Bandra - Kurla Complex, Mumbai — 400 001 Bandra(E), Mumbai - 400051 Scrip Code: 532642 Symbol: JSWHL Sub.: Notice of 19th AGM of the Company & Annual Report 2019-20 – Regulation 34(1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Dear Sir/Madam, The Nineteenth Annual General Meeting (“AGM”) of the Company will be held on Thursday, July 09, 2020 at 11.00 a.m. IST through Video Conferencing / Other Audio Visual Means. Pursuant to Regulation 34(1) of Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”), we are submitting herewith the Annual Report of the Company along with the Notice of 19th AGM for the financial year 2019-20 which is being sent through electronic mode to the Members. The Annual Report containing the Notice is also uploaded on the Company’s website https://www.jsw.in/investors/jsw-holdings-financials-annual-reports. The above is for your kind information and record. Yours faithfully, For JSW Holdings Limited Sd/- Deepak Bhat Company Secretary Regd. Office : Village Vasind, Taluka Shahapur, District Thane - 421 604 Phone : 02527- 220022/25 Fax :02527- 220020/84 CONTENTS Notice 01 Directors’ Report 12 Management Discussion and Analysis 41 Business Responsibility Report 45 Report on Corporate Governance 51 Standalone Financial Statements Independent Auditors’ Report on Financial Statements 65 Balance Sheet 72 Statement of Profit & Loss 73 Cash Flow Statement 74 Notes to Financial Statements 76 Consolidated Financial Statements Independent Auditors’ Report on Financial Statements 106 Consolidated Balance Sheet 112 Consolidated Statement of Profit & Loss 113 Consolidated Cash Flow Statement 114 Notes to Consolidated Financial Statements 116 Shri O. P. Jindal August 7, 1930 to March 31, 2005 Visionary and Founder - O. P. Jindal Group GREAT LEADERS INSPIRE COUNTLESS LIVES, LEAVE EVERLASTING MEMORIES, TO FOREVER GUIDE DESTINIES Way back in 1952, an age before the phrase entered public discourse Shri O. P. Jindal heralded ‘Make in India’ with a small scale manufacturing unit in his home town of Hisar in Haryana. In its ground-breaking wake came a pipe manufacturing company, the Jindal Group and an industrial folklore built with steel and power. For more than five decades, as young India, born from colonial subjugation to democratic freedom built itself into a modern state, Shri O. P. Jindal epitomised enterprise, nationalism, innovation and social service. He sired and took his eponymous business organisation to stellar heights, strengthening at every step his commitment to social work and nation building. On this day countless individuals in the Jindal family and beyond salute his spirit, which will forever guide our destiny. BOARD OF DIRECTORS Mr. Sajjan Jindal Mr. K. N. Patel Mr. N. K. Jain Chairman Jt. Managing Director, Director CEO & CFO Mr. Atul Desai Mr. I. Qureshi Mrs. Sutapa Banerjee Director Director Director CORPORATE INFORMATION COMPANY SECRETARY CORPORATE OFFICE Mr. Deepak Bhat JSW Centre, Bandra Kurla Complex, STATUTORY AUDITORS Bandra (East) M/s H P V S & Associates Mumbai - 400 051 Chartered Accountants Tel.: 022 4286 1000 Mumbai Fax: 022 4286 3000 BANKERS WEBSITE Vijaya Bank www.jsw.in ICICI Bank Limited Yes Bank Limited REGISTERED OFFICE REGISTRAR & SHARE TRANSFER AGENT Village: Vasind Karvy Computershare Private Limited Taluka: Shahapur Karvy Selenium Tower B, Plot 31-32, District: Thane - 421 604 Gachibowli, Financial District, Nanakramguda, Hyderabad - 500 032. Tel. No. 040 67161500 Fax No. 040 23001153 NOTICE Notice is hereby given that the NINETEEN ANNUAL said re-appointment, including the remuneration which GENERAL MEETING of the Members of JSW HOLDINGS shall not exceed an overall ceiling of INR 35,00,000/- LIMITED will be held on Thursday, the 9th day of July, 2020 (Rupees Thirty Five lakhs only) per month, as may be at 11.00 a.m Indian Standard Time (“IST”), through Video agreed to between the Board and Mr. K.N. Patel.” Conferencing/ Other Audio Visual Means (“VC/OAVM”) 4. To consider and if thought fit, to pass, with or without Facility to transact following business: modification(s), the following resolution as an Ordinary ORDINARY BUSINESS: Resolution: 1. To receive, consider and adopt the Audited Financial “RESOLVED THAT subject to the provisions of Section Statements of the Company (including Consolidated 177 and other applicable provisions, if any, of the Financial Statements) for the financial year ended March Companies Act, 2013 and the rules made thereunder, 31, 2020 and the Reports of the Board of Directors and Regulation 23 of the SEBI (Listing Obligations and the Auditors thereon. Disclosure Requirements) Regulations, 2015 (as amended from time to time by the Securities and SPECIAL BUSINESS: Exchange Board of India), the Memorandum and 2. To consider and if thought fit, to pass, with or without Articles of Association of the Company and pursuant to modification(s), the following resolution as an Special the approval of the Audit Committee and the Board of Resolution: Directors of the Company vide their Resolutions dated th “RESOLVED THAT pursuant to applicable provisions 07 February, 2020 and subject to such other approvals, of the Companies Act, 2013 and rules made thereunder consents, permissions and sanctions of any authorities, including any statutory modification(s) or re-enactment as may be necessary, consent of the members of the thereof, Regulation 17(1A) of the SEBI (Listing Company be and is hereby accorded to the Board of Obligations and Disclosure Requirements) Regulations, Directors (the “Board”) to enter into loan transactions 2015 (as amended from time to time by the Securities with Everbest Consultancy Services Private Limited, a and Exchange Board of India), consent be and is Promoter Group Company for an aggregate value of hereby accorded for re-appointment of Mr. N.K.Jain INR 75 crores in the financial year 2020-21, on such (DIN: 00019442) (who retires from office by rotation and terms and conditions as may be agreed to by the Board, being eligible, offers himself for re-appointment) and provided however that the transactions so entered into continuation of Directorship of Mr. N. K. Jain as an Non- shall at all times be on arm’s length basis and in the Executive Director of the Company, after attaining the ordinary course of the Company’s business. age of 75 years. RESOLVED FURTHER THAT for the purpose of RESOLVED FURTHER THAT for the purpose of giving giving effect to this resolution, the Board be and is effect to this resolution, the Board be and is hereby hereby authorized to finalise, settle and execute such authorized to do all such acts, deeds, matters and things, documents / deeds / writings/papers/agreements/ as it may in its absolute discretion deem necessary, undertakings as may be required and to do all such proper or desirable in relation thereto or otherwise acts, deeds, matters and things, as it may in its absolute considered by the Board to be in the best interest of the discretion deem necessary, proper or desirable and to Company.” resolve any question, difficulty or doubt that may arise in relation thereto or otherwise considered by the Board to 3. To consider and if thought fit, to pass, with or without be in the best interest of the Company.” modification(s), the following resolution as an Ordinary 5. To consider and if thought fit, to pass, with or without Resolution: modification(s), the following resolution as an Ordinary “RESOLVED THAT subject to the provisions of Sections Resolution: 196, 197, 198, 203 read with Schedule V and any other “RESOLVED THAT subject to the provisions of Section applicable provisions of the Companies Act, 2013 177 and other applicable provisions, if any, of the and the Companies (Appointment and Remuneration Companies Act, 2013 and the rules made thereunder, of Managerial Personnel) Rules 2014, (including any Regulation 23 of the SEBI (Listing Obligations and statutory modification(s) or re-enactment thereof for Disclosure Requirements) Regulations, 2015 (as the time being in force), the Company hereby approves amended from time to time by the Securities and the re- appointment of Mr. K. N. Patel (holding DIN: Exchange Board of India), the Memorandum and 00019414), as Managing Director of the Company, Articles of Association of the Company and pursuant to designated as “Jt. Managing Director, CEO & CFO”, for a the approval of the Audit Committee and the Board of period of one year with effect from 01st June, 2020, to 31st Directors of the Company vide their Resolutions dated May, 2021 upon such terms and conditions including 07th February, 2020 and subject to such other approvals, remuneration as are set out in the Statement pursuant to consents, permissions and sanctions of any authorities, Section 102(1) of the Companies Act, 2013 annexed to as may be necessary, consent of the members of the the Notice of this Annual General Meeting, with powers Company be and is hereby accorded to the Board of to the Board of Directors (hereinafter referred to as “the Directors (the “Board”) to enter into loan transactions Board”) to alter and vary the terms and conditions of the with JSW Techno Projects Management Limited, a 01 Annual Report 2019-20 Promoter Group Company for an aggregate value of Articles of Association of the Company and pursuant to INR 25 crores in the financial year 2020-21, on such the approval of the Audit Committee and the Board of terms and conditions as may be agreed to by the Board, Directors of the Company vide their Resolutions dated provided however that the transactions so entered into 27th May, 2020 and subject to such other approvals, shall at all times be on arm’s length basis and in the consents, permissions and sanctions of any authorities, ordinary course of the Company’s business.