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The India Cements Limited Sm.? THE INDIA CEMENTS LIMITED Corporate Office : Coromandel Towers, 93, Santhome High Road, Karpagam Avenue, R.A. Puram, Chennai - 600 028. Phone : 044-2852 1526, 2857 2100 Fax : 044-2851 7198, Grams : 'INDCEMENT' CIN : L26942TN1946PLC000931 SH/SE/ 04.09.2020 BSE Limited National Stock Exchange of India Limited t11 Corporate Relationship Dept., First Floor Exchange Plaza, 5 Floor New Trading Ring, Rotunda Building Plot No.C/1, G Block Phiroze Jeejeebhoy Towers Bandra-Kurla Complex Dalai Street, Fort Sandra (E) MUMBAI -400001. MUMBAI 400 051. Scrip Code : 530005 Scrip Code: INDIACEM Dear Sirs, Sub.: Annual General Meeting Ref.: Our letter dated 10.08.2020 This is to inform you that the 74th Annual General Meeting of the Company will be held at 9.30 A.M. (1ST) on Monday, the 28111 September 2020 through Video Conferencing (VC) / Other Audio Visual Means (OAVM). In pursuance of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose the following: 1 Annual Report for the year ended 31st March 2020. 2 Notice convening the 74th Annual General Meeting of the Company. Besides the ordinary business, the following items of special business requiring approval of the shareholders by ordinary resolutions are included in the notice convening the AGM: Appointment of Smt.Nalini Murari Ratnam (DIN : 07884044) as Director of the Company, subject to retirement by rotation; Appointment of Sri.Krishna Prasad Nair (DIN : 02611496), as an Independent Director of the Company for a term of three consecutive years from 24.06.2020 to 23.06.2023; Reappointment of Smt.Rupa Gurunath (DIN : 01711965) as Wholetime Director of the Company for a period of five years with effect from 05.03.2020; and Ratification of remuneration to Sri.S.A.Murali Prasad, Cost Accountant (Membership No.2730), Cost Auditor for the year ending 31.03.2021. Thanking you, Yours faithfully, for THE INDIA CEMENTS LIMITED COMPANY SECRETARY Encl As above Registered Office Dhun Building, 827, Anna Salai, Chennai 600 002 SM.? wwwindiacements.corn Coromandel Cement COORMATMAGIM41041. t. all1/10204020 n0110010 allOalock ...chops)... TO SE SIGNED BY SECT - AGM 1020 dem Email id investortgindiacements co in THE INDIA CEMENTS LIMITED ANNUAL REPORT 2020 74th Annual General Meeting Date : 28th September 2020 (Monday) Time : 9.30 A.M. (IST) Mode of conducting AGM : Through Video Conferencing (VC) / Other Audio Visual Means (OAVM) CONTENTS Page No. Notice to Shareholders ....................................................................................................... 2 Ten Years in Brief – Financial Information ....................................................................... 17 Directors’ Report ............................................................................................................... 18 Corporate Governance ..................................................................................................... 37 Independent Auditors’ Report ........................................................................................... 90 Balance Sheet ................................................................................................................ 100 Statement of Profi t & Loss .............................................................................................. 101 Cash Flow Statement ..................................................................................................... 103 Notes on Accounts ......................................................................................................... 105 Independent Auditors’ Report on the Consolidated Financial Statements ...................................................................................................... 146 Consolidated Balance Sheet .......................................................................................... 154 Consolidated Statement of Profi t & Loss ....................................................................... 155 THE INDIA CEMENTS LIMITED BOARD OF DIRECTORS Sri N. Srinivasan Vice Chairman & Managing Director Smt. Chitra Srinivasan Smt. Rupa Gurunath Wholetime Director Sri K. Balakrishnan (till 28.08.2019) Sri S. Balasubramanian Adityan Sri Basavaraju Smt. Lakshmi Aparna Sreekumar Sri K.P. Nair (w.e.f. 24.06.2020) Smt. Nalini M Ratnam (Nominee of Life Insurance Corporation of India) (w.e.f. 07.02.2020) Sri V. Ranganathan Smt. Sandhya Rajan Sri V. Venkatakrishnan (Nominee of IDBI Bank Limited) AUDITORS Messrs K.S. Rao & Co. Messrs S. Viswanathan LLP Chartered Accountants Chartered Accountants 7-B, 7th Floor, Century Plaza, 17, Bishop Wallers Avenue (West) 560-562, Anna Salai, Mylapore, Chennai - 600 018. Chennai – 600 004. CEMENT FACTORIES REGISTERED OFFICE TAMILNADU ANDHRA PRADESH “Dhun Building” Sankarnagar, Tirunelveli District. Chilamkur, Kadapa District 827, Anna Salai Sankari, Salem District. Yerraguntla, Kadapa District. Chennai – 600 002. Dalavoi, Ariyalur District. RAJASTHAN TELANGANA Nokhla, Banswara District Vishnupuram, Nalgonda District Malkapur, Ranga Reddy District CORPORATE OFFICE GRINDING UNITS “Coromandel Towers” TAMILNADU MAHARASHTRA 93, Santhome High Road Vallur Village, Parli Vaijnath, Karpagam Avenue Tiruvallur District Beed District. R.A.Puram Chennai – 600 028. RMC UNITS Website: www.indiacements.co.in Tamil Nadu, Karnataka and Telangana 1 THE INDIA CEMENTS LIMITED CIN: L26942TN1946PLC000931 Registered Offi ce : “Dhun Building”, 827, Anna Salai, Chennai – 600 002. Corporate Offi ce: ‘Coromandel Towers’, 93, Santhome High Road, Karpagam Avenue, R.A.Puram, Chennai – 600 028. Website: www.indiacements.co.in E-Mail Id: [email protected] Phone: 044-28521526 / 28572100 / 400 Fax: 044-28517198 NOTICE TO SHAREHOLDERS NOTICE is hereby given that the Seventyfourth Annual General Meeting of The India Cements Limited will be held at 9.30 A.M. [Indian Standard Time (IST)] on Monday, the 28th September, 2020 through Video Conferencing (“VC”) / Other Audio Visual Means (“OAVM”), to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt Audited Standalone Financial Statements of the Company for the fi nancial year ended 31st March, 2020 and Reports of Directors and Auditors thereon. 2. To receive, consider and adopt Audited Consolidated Financial Statements of the Company for the fi nancial year ended 31st March, 2020 and Report of Auditors thereon. 3. To declare dividend on Equity Shares for the fi nancial year ended 31st March, 2020. 4. To consider and if thought fi t, to pass with or without modifi cation, the following resolution as an ORDINARY RESOLUTION: “RESOLVED THAT Smt.Chitra Srinivasan (DIN:01094213) who retires by rotation and is eligible for reappointment be and is hereby reappointed as a Director of the Company, subject to retirement by rotation.” SPECIAL BUSINESS: 5. To appoint Smt. Nalini Murari Ratnam as a Director of the Company and for that purpose to consider and if thought fi t, to pass the following ORDINARY RESOLUTION of which notice has been received from a Member of the Company as required under Section 160 of the Companies Act, 2013: “RESOLVED THAT Smt. Nalini Murari Ratnam (DIN: 07884044) be and is hereby appointed as a Director of the Company, subject to retirement by rotation.” 6. To consider and if thought fi t, to pass with or without modifi cation, the following resolution as an ORDINARY RESOLUTION: “RESOLVED THAT pursuant to the provisions of Sections 149, 150 and 152 read with Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder (including any statutory modifi cation(s) or re-enactments thereof for the time being in force) and Regulation 16(1)(b) and other applicable Regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), as amended, Sri Krishna Prasad Nair (DIN: 02611496), who was appointed as an Additional and Non-executive Independent Director by the Board of Directors on 24.06.2020 and who holds offi ce upto this Annual General Meeting and in respect of whom the Company has received a notice in writing under Section 160 of the Companies Act, 2013 from a Member proposing his candidature for the offi ce of Director of the Company and who has submitted a declaration that he meets the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 and Listing Regulations and who is eligible for appointment as an Independent Director, be and is hereby appointed as an Independent Director of the Company to hold offi ce for a term of 3 consecutive years from 24.06.2020 to 23.06.2023 and that he shall not be liable to retire by rotation." 7. To consider and if thought fi t, to pass with or without modifi cation, the following resolutions as ORDINARY RESOLUTIONS: "RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198 and 203 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modifi cation(s) or re-enactments thereof for the time being in force) (‘the Act’) and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, framed thereunder (including any amendment thereof for the time being in force) and Regulation 17(6)(e) and other applicable Regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (‘Listing Regulations’), other applicable laws and regulations, if any, Articles of Association
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