Chairman’s Communication

Chairman’s Statement AT 131st AGM – 28th SEPTEMBER, 2021

Dear Shareholders,

 Very good morning

On behalf of the Board of Directors and on my own behalf, I extend a very warm welcome to each one of you to the 131st Annual General Meeting of your Company. I thank you for your presence today through Video Conferencing (VC) and for your continued support.

The Directors’ report along with Management discussion and analysis covering operational review and other relevant details of financial year 2020-21 is already with you.  Let me now take you briefly through the performance of your Company during 2020-21.

During the year under review, no production activities were carried out in Engineering Business Undertaking due to continuance of lockout declared by the Company w.e.f. October 22, 2019 on account of situation of industrial unrest.

In order to restore profitability and to revive the ‘Engineering Business Undertaking, it became imperative to rationalize the workforce and restructure the financial with infusion of a strategic partner(s) who will provide technology and investment to sustain and grow the said Engineering operations.

In order to achieve this, the Board of Directors of the Company has approved a Composite Scheme of Arrangement in its meeting held on November 28, 2019.

This Scheme provides for transfer of Engineering Business of the Company into DCM Engineering Ltd., a wholly owned subsidiary of the Company, on a going concern basis to facilitate the said strategic investment and restructuring of outstanding loan, debts and liabilities pertaining to the Engineering Business to improve its serviceability.

However, the filing of Scheme before Hon’ble National Company Law Tribunal (NCLT) remained pending, awaiting no-objection of secured lenders (banks).

In addition to the said Restructuring Scheme, the Company is also taking other interim measures to improve the liquidity including proposed a Rights Issue of equity shares to augment capital and expedite the de-leveraging of the Company.

The management of the company has been focusing to develop and manage its real estate assets, so as to drive long term annuity value for the shareholders. This will help in expediting the monetization of these assets and to bridge the gap between intrinsic value and market capitalization of the Company.

DIRECTORS

Mr. K S Nagnyal (nominee of LIC) ceased to be a director of the Company w.e.f. August 17, 2020 on account of withdrawal of his nomination by Life Insurance Corporation of India.

Further, due to pre-occupation and other commitment, Mr. Ravi Vira Gupta, Independent Director, Mr. Dinesh Dhiman, Executive Director (Engineering Business) have resigned from the directorship of the Company with effect from August 27, 2020, December 12, 2020 respectively. Dr. Vinay Bharat Ram, Chairman and Non-executive Director of the Company resigned effective from February 17, 2021 on account of age factor.

The Board place on record its sincere appreciation and thanks for the valuable contributions made by aforesaid directors during their tenure with the Company.

Mr. Vinay Sharma was appointed as an Additional as well as Executive Director (Engineering Business) of the Company w.e.f. December 15, 2020. Necessary resolutions for his regularization are included in the notice of this AGM.

Mr. Shayam Sunder Sharma was appointed as an Additional Director (non-executive) on the Board of Company w.e.f August 28, 2021.

ACKNOWLEDGEMENTS

On behalf of your Company’s Board, I want to thank all the stakeholders, business associates, employees, banks/financial institutions and the Central and State Governments who have extended the support to the Company. With their cooperation, we are confident to turnaround the current Business operation(s) of the Company with the ongoing business restructuring exercise and will be able to progress on our growth path.

Let me express our deepest gratitude to each one of you, our shareholders. I look forward to your ongoing support.

Thank you.

 


Speech by Mr. Bipin Maira, Chairman, at the 131st Annual General Meeting of DCM Limited held on Tuesday, the 28thday of September, 2021 through Video Conferencing (VC).