To the Members
The Directors are pleased to present the 34th Annual Report including
the Audited Financial Statements (standalone and consolidated) for the financial year
ended 31 March 2025 of Kirloskar Ferrous Industries Limited (Company').
Financial Summary (Standalone)
(H in Crores)
Particulars |
2024-2025 |
2023-2024 |
Total Income |
6,628.60 |
6,151.50 |
Profit before tax |
432.14 |
476.83 |
Tax Expenses |
114.86 |
155.25 |
Profit for the year |
317.28 |
321.58 |
Other Comprehensive Income for the year |
(10.73) |
(6.07) |
Total Comprehensive Income for the year |
306.55 |
315.51 |
Profit brought forward from previous year |
1,495.36 |
1,275.61 |
Final Dividend paid on equity shares |
(41.13) |
(41.70) |
Interim Dividend paid on equity shares |
(49.38) |
(41.80) |
Interim Dividend paid by erstwhile ISMT
Limited |
- |
(7.32) |
Transfer to General Reserves |
(5.00) |
(5.00) |
Balance carried to Surplus in the Statement
of Profit and Loss |
1,707.65 |
1,495.36 |
Dividend
The Board of Directors at its meeting held on 4 February 2025 declared
an Interim Dividend of H 3 per equity share of H 5 each (i.e. 60 percent). The date of
payment of the Interim Dividend was 3 March 2025.
The Board of Directors at its meeting held on 9 May 2025 has
recommended a Final Dividend of H 2.50 per equity share of H 5 each (i.e. 50 percent) for
approval of the Members at the ensuing annual general meeting.
Accordingly, total dividend payout for the financial year 2024-2025
aggregates to H 5.50 per equity share of H 5 each (i.e. 110 percent).
Pursuant to Regulation 43A of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Board of Directors has adopted the
Dividend Distribution Policy. Copy of the same is available at the website of the Company,
viz. www. kirloskarferrous.com
Company Performance
The Company achieved Net Sales ofH 6,566.26 Crores as compared to H
6,133.90 Crores in the previous year. Profit before Tax for the year stood at H 432.14
Crores as compared to H 476.83 Crores for the previous year.
Sale of products
Pig Iron
The Company sold 511,787 MT of pig iron valued at H 2,078
Crores during the financial year 20242025 as compared to 418,601
MT of pig iron valued at H 1,805 Crores in the previous financial year. Production of pig
iron for the financial year increased by 22 percent as compared that of the previous year.
It was mainly on account of operation of all three mini blast furnaces throughout the
financial year. All the pig iron produced during the financial year was sold and optimum
level of inventory was maintained.
Castings
The Company sold 132,242 MT of castings valued at H 1,654
Crores during the financial year 20242025 as compared to 120,018
MT of castings valued at H 1,508 Crores in the previous financial year. During the
financial year, production of castings increased by 10 percent as compared to the previous
year. The Company continued to maintain the market leadership position in the domestic
castings business. Demand for the castings was good throughout the financial year.
Tubes
The Company sold 168,804 MT of tubes valued at H 2,103
Crores during the financial year 20242025 as compared to 156,487
MT of tubes valued at H 2,065 Crores in the previous financial year.
Steel
The Company sold 73,002 MT of steel valued at H 541 Crores in the
financial year 20242025 as compared to 69,605 MT of steel valued at H 534 Crores in
the previous financial year.
Operational performance
Pig Iron
During the year under review, limited availability of quality iron ore
and increased capacity of peer steel producers led to increased demand of iron ore
resulting in higher prices. The average landed price of the Iron ore was fluctuating
between H 6,700 per MT to H 7,200 per MT for iron ore lumps
and between H 6,200 per MT to H 7,000 per MT with respect to iron ore
fines.
With the commissioning of the oxygen plant, the consumption of
pulverized coal injection has increased and thereby reducing the consumption of coke and
lowering overall manufacturing costs.
Operations of Kirloskar Bharat Mines' have resumed after
obtaining necessary regulatory clearances and dispatches of iron ore have commenced from
December 2024.
Blended average coal price was around USD 220 per metric tonne during
the financial year.
Castings
The Company continuously worked on developing new products, reduction
in operational costs and also increasing the machining and proto business at both
locations.
Tubes
During the financial year, the Company continued its aggressive push to
grow the OCTG and boiler segment businesses with key customers registering over 36 percent
and 14 percent volume growth over the previous year. The Company sold over 10,000 MT of
premium connections to the oil majors in India and will continue its efforts to service
such market needs going forward.
Steel
The Company is progressing well on increasing customer base, retention
and growth aligned to the strategic goals. The Company has also installed an auto UT line
to serve discerning customers in the bearings industry with an investment of over H 15
Crores. The Company is also in active engagement with few European Union customers for
supply of steel.
Finance costs
During the year, term loans have been borrowed at competitive rates for
financing capex requirements. The Company focused on optimizing finance costs by
efficiently managing working capital. By regular monitoring movement in the exchange rates
and taking forward covers, the impact of the exchange fluctuations risk was minimised.
Update on customers
During the year under review, the Company was successful in increasing
the share of business from current customers and developed new products to meet the
requirement of customers. Supply of machined castings was increased and new orders were
received for supply of castings in machined condition. Discussions are in progress with
new potential customers to cater castings requirements.
With regard to the tube segment, sales of high alloy boiler tubes have
increased to customers in public sector undertakings and private sector. The Company also
has re-energised the trade business with a view to have improved regional representations
and market penetration.
Update on Projects
Following major projects were completed during the financial year under
review :
70 MW solar plant commissioned at Jalna, Maharashtra.
VPSA oxygen plant commissioned for mini blast furnaces at Koppal,
Karnataka.
Dispatch of iron ore commenced from Kirloskar Bharath Mines.
De-bottlenecking projects.
Following major projects are in progress during the financial year
under review :
Moulding Line (phase II) at Solapur plant for enhancing production
capacity of castings by 20,000 MT per annum.
30 MW solar plant (Phase II) at Jalna, Maharashtra.
12.6 MW Wind Mill at Sambhajinagar, Maharashtra.
Fume extraction system at Jejuri plant.
Expansion of machining capacity based on customer requirements.
De-bottlenecking projects.
Changes to the Equity Share Capital
Upon effectiveness of the Scheme of Arrangement and Merger of ISMT
Limited with the Company and their respective shareholders pursuant to Sections 230 to 232
and other applicable provisions of the Companies Act, 2013 on 8 August 2024; the
Authorized Share Capital of the Company stands at H 3,805,000,000 divided into 527,000,000
equity shares of H 5 each and 117,000,000 preference shares of H 10 each. The Board of
Directors of the Company at its meeting held on 9 August 2024 has allotted 24,904,259
equity shares of H 5 each to those equity shareholders of ISMT Limited (as of the Record
Date of 6 August 2024) as per the share exchange ratio mentioned in the Scheme.
During the financial year 2024-2025; 3,91,620 equity shares of H 5 each
were allotted upon exercise of stock options pursuant to KFIL Employee Stock Option
Schemes'. As at the end of the financial year; the issued, subscribed and paid-up
share capital of the Company stands increased to H 823,086,690 comprising of 164,617,338
equity shares of H 5 each.
Directors a) Changes in Directors and Key Managerial Personnel
Pursuant to provisions of Section 152 of the Companies Act, 2013 and
rules thereof; Mr. Rahul Chandrakant Kirloskar (DIN : 00007319) retires by rotation at the
ensuing annual general meeting and being eligible, offers himself for re-appointment.
Upon recommendation of the Nomination and Remuneration Committee, the
Board has sought the approval of the Members of the Company for the appointment of Ms.
Aditi Atul Kirloskar (DIN : 07480446) as a Non-Executive Non-Independent Director liable
to retire by rotation.
Details of changes in Directors during the financial year
20242025 are as given below :
Mr. Y. S. Bhave (DIN : 00057170) has retired as an Independent
Director on 15 July 2024 pursuant to the resolution passed by the Members of the Company
at their annual general meeting held on 1 August 2022.
Mr. M. S. Srinivasan (DIN : 10709097) has been coopted as an
Additional Director with effect from 16 July 2024 and appointed as an Independent Director
of the Company to hold the office for a term upto 15 July 2029.
Mr. N. B. Ektare (DIN : 02109633) has been co-opted as an
Additional Director with effect from 9 August 2024 and further appointed as the Executive
Director (Operations) for a term upto 9 March 2027 .
Mr. P. Rajashekhar (DIN : 09514548) has been coopted as an
Additional Director with effect from
9 August 2024 and appointed as an Independent Director of the Company
to hold the office for a term upto 8 August 2029.
Mr. S. Rajagopalan (DIN : 10738323) has been coopted as an
Additional Director with effect from 10 August 2024 and appointed as an Independent
Director of the Company to hold the office for a term upto 31 August 2028.
Mrs. Nalini Venkatesh (DIN : 06891397) has retired as an
Independent Director on 12 August 2024 pursuant to the resolution passed by the Members of
the Company at their annual general meeting held on 23 July 2019.
Mr. Atul Kirloskar (DIN : 00007387) has retired as a Director of
the Company with effect from 24 September 2024.
Mr. A. N. Alawani (DIN : 00036153) has retired as a Director of the
Company with effect from 24 September 2024.
Mr. M. R. Chhabria (DIN : 00166049) has resigned as a Director of
the Company with effect from 31 March 2025
The Board of Directors placed on record its sincere appreciation and
recognition for valuable contribution by five Directors, who ceased to be Directors of the
Company during the financial year.
There was no change in the key managerial personnel during the
financial year 20242025.
b) Statement on declarations by Independent Directors
The Company has received declarations from all the Independent
Directors confirming that they meet the criteria of independence as laid down under
Section 149(6) of the Companies Act, 2013, rules thereof and Regulation 16(1)(b) of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and they are in
compliance with the Code for Independent Directors as prescribed in Schedule IV to the
Companies Act, 2013.
In the opinion of the Board, all Independent Directors possess
integrity, expertise, skills and experience for carrying out functions of an Independent
Director.
Pursuant to provisions of Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014 and as amended; all the Independent Directors have
confirmed that they hold valid registration certificate with the Databank of Independent
Directors.
The Company has laid down a Code for the Board of Directors and Senior
Management of the Company. The said Code is available on the website of the Company viz.
www. kirloskarferrous.com All the Board Members and Senior Management Personnel of the
Company have affirmed compliance with the Code of Conduct.
c) Board Evaluation
Pursuant to provisions of the Companies Act, 2013 and Regulation 17 of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015; the Board
has carried out a formal review for evaluating the performance and effectiveness of the
Board, Committees of the Board and of individual directors.
PerformanceoftheBoardwasevaluatedonthebasisofcriteria such as board
composition and structure, effectiveness of board processes, participation in organisation
strategy, etc. Performance of various committees was evaluated by the Board based on
appropriate criteria.
d) Nomination and Remuneration Policy :
Upon recommendation of the Nomination and Remuneration Committee, the
Board has adopted a policy for selection and appointment of Directors, Key Managerial
Personnel and Senior Management Personnel and their remuneration. The policy is available
on the website of the Company, viz. www. kirloskarferrous.com
e) Number of meetings of the Board :
During the financial year 20242025, six meetings of the Board of
Directors were convened and held, details of which are provided in the Report on Corporate
Governance.
f) Composition of Audit Committee and other committees of the Board :
Details of composition of committees of the Board, viz. Audit
Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee
are provided in the Report on Corporate Governance.
Particulars of loans, guarantees or investments under Section 186 of
the Companies Act, 2013
During the financial year 2024-2025, the sum of _ 61.24 Crores has been
granted as the loan to the subsidiaries for the purpose of capital expenditure,
refurbishment of plant and machinery and working capital and the sum of _ 5.99 Crores has
been granted as the loan to contractors in the normal course of business of the Company
and to employees in accordance with the policies of the
Company. Closing balances of these loans are disclosed under the
schedule of Loans and Advances in the Financial Statements.
During the financial year 2024-2025, the Company has not given any loan
or guarantee or acquired any security exceeding the limit prescribed pursuant to
provisions of Section 186(2) of the Companies Act, 2013.
Transactions with related parties
During the year under review, all related party transactions entered
into by the Company were approved by the Audit Committee and were at arm's length and
in the ordinary course of business.
Pursuant to provisions of Section 134 of the Companies Act, 2013 read
with Rule 8(2) of the Companies (Accounts) Rules, 2014; there are no particulars to be
disclosed in the Board's Report.
The policy on related party transactions is available on the website of
the Company, viz. www.kirloskarferrous.com
General
During the financial year 20242025;
Pursuant to provisions of Section 148 of the Companies Act, 2013
and rules thereof; maintenance of cost records has been mandatory for the Company and such
accounts and records relating to utilisation of materials, labour and other items of cost
have been prepared and maintained.
Secretarial Standards issued by the Institute of Company
Secretaries of India and approved by the Central Government under Section 118(10) of the
Companies Act, 2013 have been complied with.
The Company has not accepted any public deposit pursuant to
provisions of the Companies Act, 2013 and rules thereof.
There has been no change in the nature of business of the Company.
To the best of our knowledge, the Company has not received any such
order from regulators, courts or tribunals, which may impact the going concern status or
the operations of the Company in future.
Details of the unauthorised fund transfer from the Company and an
instance of fraud on the Company have been placed before the Audit Committee and the Board
of Directors pursuant to provisions of Section 143(12) of the Companies Act, 2013 and have
been reported in the Independent Auditors' Report on the audit of the Standalone
Financial Statements
Neither any application has been made nor any proceeding has been
pending against the Company under the Insolvency and Bankruptcy Code, 2016.
There was no incidence of settlement in respect of any loan availed
from any bank or financial institution.
There is no material change or commitment occurring after the end of
the financial year, which may affect the financial position of the Company.
Details of the remuneration received by the Managing Director and the
Executive Director from holding / subsidiary company
Mr. R. V. Gumaste, Managing Director has received the remuneration of H
240,000 as the sitting fees from erstwhile ISMT Limited (subsidiary company')
during the period from 1 April 2024 to 8 August 2024. He has not received any remuneration
from Kirloskar Industries Limited (holding company').
Mr. R. S. Srivatsan, Executive Director (Finance) and Chief Financial
Officer has been the Chief Financial Officer of erstwhile ISMT Limited (subsidiary
company') till 8 August 2024. He has received the remuneration of H 319,355 from that
company during the period from 1 April 2024 to 8 August 2024. He has not received any
remuneration from Kirloskar Industries Limited (holding company').
Mr. N. B. Ektare, Executive Director (Operations) was the Managing
Director of erstwhile ISMT Limited till 8 August 2024. He has received the remuneration of
H 5,843,712 from that company during the period from 1 April 2024 to 8 August 2024. He has
not received any remuneration from Kirloskar Industries Limited (holding
company').
Subsidiary / associate / joint venture companies and Consolidated
financial statements
Consolidated Financial Statements of the Company and its subsidiaries
for the year ended 31 March 2025 form part of this annual report. A statement containing
salient features of the financial statements of the subsidiaries / associate companies /
joint venture companies for the year ended 31 March 2025 has been annexed to the Financial
Statements of the Company in Form AOC-1.
Pursuant to the Scheme of Arrangement and Merger of ISMT Limited with
the Company and their respective shareholders sanctioned by Honourable National Company
Law Tribunal (NCLT), Mumbai vide its Order dated 24 July 2024; ISMT Limited stands merged
into and with the Company and dissolved without being wound up on and from the Effective
Date of 8 August 2024. Upon effectiveness of the Scheme, below mentioned subsidiaries of
ISMT Limited have become the subsidiaries of the Company :
Adicca Energy Solutions Private Limited
Tridem Port and Power Company Private Limited
Nagapattinam Energy Private Limited
Best Exim Private Limited
Success Power and Infraprojects Private Limited
Marshal Microware Infrastructure Development Company Private
Limited
ISMT Enterprises SA, Luxembourg
Structo Hydraulics AB, Sweden
ISMT Europe AB, Sweden
Structo Hydraulics AB, Sweden and ISMT Europe AB, Sweden are under the
process of liquidation since the financial year 2023-2024.
Risk Management Framework
The Company has a Risk Management Committee consisting of Mr. V. M.
Varma as the Chairman and Mr. R. V. Gumaste, Mr. S. Venkataramani and Mr. P. Vohra as
Members of the Committee. Based on the recommendation of the Committee, the Risk
Management Policy has been amended to include ESG related risks, information and cyber
security risks. The Board reviews effectiveness of risk management activities on regular
basis.
The process of risk management covers risk identification and
classification of risks, risk rating, risk mitigation and risk monitoring and review.
Risks have been classified as strategic, operational, financial, statutory / compliance
and reputational.
Based on recommendation of the Risk Management Committee, the Risk
Coordinator has been appointed to work with Risk Owners to identify risks and facilitate
development of risk mitigation plans.
Internal Financial Controls
The Company has deployed controls including defined code of conduct,
whistle blower policy, management review and MIS mechanisms, internal audit mechanism. The
process level controls have been instituted through company policies and procedures and
continuous monitoring of efficiency in operations.
There is regular management oversight of the internal controls
environment at the Company. The Audit Committee alongwith the Management oversees reports
of the internal audit and reviews implementation on a periodic basis.
Vigil Mechanism / Whistle Blower Policy
The Board of Directors has adopted the Vigil Mechanism / Whistle Blower
Policy to deal with instances of fraud, unethical behaviour, mismanagement, leakage of
Unpublished Price Sensitive Information (UPSI), etc. The policy has provided a mechanism
for employees and other persons dealing with the Company to report to the Chairman of the
Audit Committee any such instance. There was no case filed during the year under review.
The policy has been uploaded at the website of the Company, viz.
www.kirloskarferrous.com
Disclosure under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013
The Company has in place a Policy for Prevention of Sexual Harassment
at workplace. This would, inter alia, provide a mechanism for the resolution, settlements
or prosecution of acts or instances of sexual harassment at workplace and to ensure that
all employees are treated with respect and dignity. There was no complaint / case filed /
pending with the Company during the year under review.
The Company has complied with provisions relating to the constitution
of Internal Complaints Committee under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013.
Annual Returns filed with the Ministry of Corporate Affairs (MCA)
Pursuant to provisions of Section 134 read with Section 92(3) of the
Companies Act, 2013; copies of annual returns filed with the MCA are available at the
website of the Company viz. www. kirloskarferrous.com and the Annual Return for the
financial year 20242025 will be uploaded on the website after filing with the MCA.
Conservation of Energy, Technology Absorption and Foreign Exchange
Earnings and Outgo
Details on conservation of energy, technology absorption and foreign
exchange earnings and outgo pursuant to provisions of Section 134(3)(m) of the Companies
Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 are annexed herewith as
Annexure A.
Corporate Social Responsibility (CSR)
The Company has always believed in working for the betterment and
upliftment of the society. Corporate Social Responsibility (CSR) has been practiced over
the years in the Company. Focus areas under CSR include Education, Health and Hygiene,
Environment and Rural Development. The Company has been carrying out various CSR
activities directly or through implementing agencies.
Details about the composition of CSR Committee and the Report on CSR
activities for the financial year under review is annexed herewith as Annexure B.
Information pursuant to Rule 5 of the Companies (appointment and
remuneration of managerial personnel) Rules, 2014
Information relating to remuneration and other details as required
pursuant to Rule 5 of the Companies (appointment and remuneration of managerial personnel)
Rules, 2014 is annexed herewith as Annexure C.
Employee Stock Options Schemes (ESOS)
The Company views employee stock options as an instrument that would
enable the employees to share the value they create for the Company and align individual
objectives of the employees with the objectives of the Company.
The Company has two employee stock option schemes, viz. KFIL Employee
Stock Option Scheme 2017 (KFIL ESOS 2017') and KFIL Employee Stock Option
Scheme 2021 (KFIL ESOS 2021') in order to motivate, incentivize and reward
employees. The Board of Directors and the Nomination and Remuneration Committee of the
Company are authorised to administer both schemes.
During the financial year, the Nomination and Remuneration Committee at
its meeting held on 9 August 2024 has granted 240,000 stock options pursuant to KFIL
ESOS 2021'.
Pursuant to Regulation 13 of the SEBI (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021; certificates from the secretarial auditor that the
schemes have been implemented in accordance with these regulations and in accordance with
the resolutions passed by the Members of the Company in the general meetings would be
placed before the Members at the ensuing annual general meeting.
Disclosures on schemes, details of options granted, shares allotted
upon exercise are annexed herewith as Annexure D and are also available on the website of
the Company at www. kirloskarferrous.com
No employee has been granted stock options equal to or exceeding one
percent of the issued capital of the Company.
In line with the Indian Accounting Standards ("Ind AS") 102
on 'Share Based Payments' issued by the Institute of Chartered Accountants of India
("ICAI"); the Company has computed the cost of equity-settled transactions by
using the fair value of the options at the date of the grant and recognized the same as
employee compensation cost over the vesting period.
Auditors a) Statutory Auditors
The Members of the Company at their annual general meeting held on 27
July 2021 have reappointed M/s. Kirtane & Pandit LLP, Chartered Accountants as the
Statutory Auditor of the Company to hold office for another term from the conclusion of
30th Annual General Meeting till the conclusion of 35th Annual General Meeting of the
Members of the Company. A certificate has been received from them confirming that
requirements prescribed under provisions of Section 141 of the Companies Act, 2013 have
been fulfilled.
The Members of the Company at their annual general meeting held on 24
September 2024 have appointed M/s. P G BHAGWAT LLP, Chartered Accountants as the Statutory
Auditor of the Company to hold office for a term from conclusion of 33rd Annual General
Meeting till conclusion of 38th Annual General Meeting to conduct the audit of books of
account of the Company for the financial years ending 31 March 2025 and 31 March 2026
jointly with M/s. Kirtane
& Pandit LLP, Chartered Accountants', present statutory
auditor. A certificate has been received from them confirming that requirements prescribed
under provisions of Section 141 of the Companies Act, 2013 have been fulfilled.
The reports given by the statutory auditors on the standalone and
consolidated financial statements of the Company for the financial year ended 31 March
2025 form part of this Annual report. There is no qualification / reservation / adverse
remark in the reports on the audit of standalone and consolidated financial statements
given by the statutory auditors. However, few observations relating to the
Companies (Auditor's Report) Order, 2020 have been stated in the
annexures to the Independent Auditors' Reports.
b) Secretarial Audit
Pursuant to provisions of Section 204 of the Companies Act, 2013 and
rules thereof; Mr. Mahesh J. Risbud, Practicing Company Secretary has been appointed to
conduct the Secretarial Audit of the Company for the financial year 2024-2025. The
Secretarial Audit Report issued by him is annexed herewith as Annexure E. There is no
qualification / reservation / adverse remark in the Secretarial Audit Report.
Pursuant to the Circular No. CIR/CFD/CMD1/27/2019 dated 8 February 2019
and the Master Circular No. SEBI/HO/CFD/ PoD2/CIR/P/0155 dated 11 November 2024 issued by
the SEBI, Mr. Mahesh J. Risbud, Practicing Company Secretary has also issued the
Secretarial Compliance Report for the financial year 20242025.
Pursuant to the provisions of Regulation 24A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and Section 204 of the
Companies Act, 2013 and rules thereof, as amended and subject to the approval of the
Members of the Company at the ensuing annual general meeting; M. J. Risbud And
Co', Company Secretaries has been appointed as the Secretarial Auditor of the Company
to hold office for a term from conclusion of 34th Annual General Meeting till conclusion
of 39th Annual General Meeting of the Members of the Company and to provide the
secretarial audit report from the financial year ending 31 March 2026 to the financial
year ending 31 March 2030. The Board has sought the approval of the Members of the Company
for their appointment as the Secretarial Auditor at the ensuing annual general meeting.
c) Cost Auditor
Pursuant to provisions of Section 148 of the Companies Act, 2013 and
rules thereof, the Board of Directors has appointed Dhananjay V. Joshi &
Associates', Cost Accountants as the Cost Auditor to conduct the audit of cost
accounting records for the financial year 20252026.
Report on Management Discussion and Analysis
Pursuant to provisions of Regulation 34(3) of the SEBI (LODR)
Regulations, 2015; the Report on Management Discussion and Analysis forms part of this
Annual Report.
Report on Corporate Governance
The Company conforms to norms of the corporate governance as envisaged
in the Listing Agreement executed with the stock exchange. Pursuant to provisions of
Regulation 34(3) of the SEBI (LODR) Regulations, 2015; the Report on Corporate Governance
forms part of this Annual Report. A certificate from the secretarial auditor regarding
compliance with conditions of corporate governance as required pursuant to provisions of
the SEBI (LODR) Regulations, 2015 has been annexed to the Report on Corporate Governance.
Business Responsibility and Sustainability Report
Pursuant to provisions of Regulation 34(2)(f) of the SEBI (LODR)
Regulations, 2015; the Business Responsibility and Sustainability Report forms part of
this Annual Report.
Directors' Responsibility Statement
Pursuant to provisions of Section 134 of the Companies Act, 2013 in
respect of Directors' Responsibility Statement; the Directors state that :
in the preparation of the annual accounts; the applicable
accounting standards have been followed and there were no material departures;
accounting policies as mentioned in the Notes forming part of the
Financial Statements have been selected and applied consistently. Further, judgments and
estimates made are reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at 31 March 2025 and of the profit of the Company for the
year ended on that date;
proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the Companies Act, 2013
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;
the annual financial statements have been prepared on a going
concern basis;
proper internal financial controls were laid down and such internal
financial controls were adequate and were operating effectively and
proper systems were in place to ensure compliance with the
provisions of all applicable laws and such systems were adequate and operating
effectively.
Cautionary Statement
Statements in this report, particularly those which relate to the
Management Discussion and Analysis, describing the Company's objectives, projections,
estimates and expectations may constitute forward looking statements' within
the meaning of applicable laws and regulations. Actual results may differ materially from
those either expressed or implied.
Appreciation
The Board wishes to place on record its appreciation towards the
contribution of all employees of the Company and its gratitude to the Company's valued
customers, bankers, vendors and members for their continued support and confidence in the
Company.
For and on behalf of the Board of Directors of
Kirloskar Ferrous Industries Limited
Rahul Kirloskar
Date : 9 May 2025 Chairman Place : Pune (DIN : 00007319)
Details on conservation of energy, technology absorption and foreign
exchange earnings and outgo pursuant to provisions of Section 134(3)(m) of the Companies
Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014
A. Conservation of energy
(a) Energy conservation measures taken during the financial year
2024-2025 :
Installation and commissioning of oxygen enrichment into blast
furnaces to reduce coke consumption.
Various variable frequency drives installation as per the energy
audit report at plant locations.
Implementation of suggestions on energy conservation measures at
plant locations.
Power factor improved by adjusting the major load power factor.
Purchase of renewable energy power at Koppal and Hiriyur plants.
Replacement of conventional lights with LED light fittings at plant
locations.
plant replaced from LPG to PNG.
Automation of induction furnace II to reduce power consumption at
Solapur plant.
Replacement of layer saw hydraulic motor with existing motor at
Baramati plant.
Use of PNG in place of LPG in furnace and canteen at Baramati
plant.
Use of solar power through open access at Jejuri plant.
Power factor improvement by switching of capacitor banks in idle
time at Jejuri plant.
Use of energy efficient pumps to reduce auxiliary energy
consumption at Jejuri plant.
Power factor improvement by reconditioning of APFC panel at
Ahmednagar plant.
Figures of power generation and fuel consumption :
Particulars |
2024-2025 |
2023-2024 |
2022-2023 |
|
|
(Quantity in lakh units) |
|
Generation from 40 MW power plant |
2,803 |
2,357 |
1,452 |
Generation from 12 MW power plant |
775 |
639 |
678 |
|
|
(Quantity in Kilo Litres) |
|
Fuel consumption in 12 MW Turbo Generator |
183 |
243 |
231 |
(b) Proposals for the financial year 20252026 :
Replacement of three old compressors with one energy efficient
compressor at Koppal plant.
Heating of coke bunkers to reduce coke consumption at Koppal and
Hiriyur plants.
Replacement of two old HT motors with VFD driven energy efficient
motors at Koppal plant.
All core drying ovens of foundry line I from FO to PNG at Koppal
plant.
Feasibility study to replace core drying from PNG to BF gas at
Koppal plant.
Setting up of wind power plant at Solapur plant.
Increase in production capacity of existing solar plant at Solapur.
Purchase of renewable energy (RE) power at Koppal and Hiriyur
plants.
Online energy monitoring system for real time energy data
availability and monitoring.
Separate drive installation for RHF-3 charging.
RHF-5 bend radiant tubes and heater replacement.
RHF-1 revamping work to reduce heat losses by changing ceramic
blanket insulation.
Replacement of existing old water pumps.
Waste heat recovery from RTHF exhaust for STP tanks.
Upgradation of hearth furnaces to reduce specific energy
consumption.
Use of energy efficient pumps to reduce auxiliary energy
consumption.
Use of energy efficient LED lights in SMS area.
Conversion of LSHS to PNG for furnaces and boilers.
Impact of the above measures :
Reduction in energy consumption.
Reduction in coke consumption.
Conservation of non-renewable energy resources.
Improvement in operational efficiency and widening the scope for
energy conservation.
B. Technology absorption
Following projects are under implementation :
Improvements in mini blast furnaces like oxygen enrichment,
adoption of vacuum pressure swing absorption technology, coke drying system and
installation of additional stove.
Installation of fume extraction for improvement in indoor air
quality.
Purchase of bright annealing furnace to improve surface quality of
tubes for boiler, heat exchanger, automotive, mining applications.
Installation of separate screw compressor for PTD to avoid
transmission losses and energy saving.
Development of new steel grade products at Ahmendnagar plant.
Technical discussion on green sand reclamation plant.
Utilisation of blast furnace gas for core drying purpose.
Revamping of rotary hearth furnace with latest technology.
Installation of new pre-heating induction furnace.
Installation of emergency brake systems for SMS area cranes for
human and equipment safety.
Improvement of conveyor handling system for smooth and effective
operations.
UT and ECT projects for inspection of steel bars.
C. Foreign Exchange Earnings and Outgo
H ( in Crores)
Earnings 133.91 Outgo 1,196.62
D. Research and Development (R&D)
The Company focuses in the area of new process and product development
in manufacturing operations and in achieving improved processes for manufacture of
products thereby to reduce costs.
Specific areas in which R & D carried out by the Company :
Development of transmission part for electric tractor.
Development of high capacity engine block for new tractor.
Development of four cylinder heads.
Joint design and development of low weight transmission part.
Development of transmission part for less than 50 hp tractor
Development of engine cylinder blocks and heads for EURO 7
application.
Proto part manufacturing of four cylinder block with vertical
design.
Benefits derived as result of the above R & D :
Customer appreciation for supply of proto parts for engine
validation and vehicle launch in time.
Reduced cost for proto casting production.
Future plans of action :
Lost foam casting process feasibility study and adaptation.
Adapting 3D printing core making process for mass production
through indigenization of raw materials and high speed machines.
Value engineering solution to original equipment manufacturers.
Continuous improvements to make the processes more efficient.
Compacted graphite iron development.
Details of expenditure on R & D are as given below :
(H in Crores)
Particulars |
2024-2025 |
2023-2024 |
Capital |
0.58 |
0.73 |
Recurring |
6.28 |
4.56 |
Total R & D expenditure |
6.86 |
5.29 |