About Hindustan Zinc Ltd

Hindustan Zinc Ltd, a Vedanta Group Company, is the market leader in Zinc, Lead and Sulphuric Acid business. The Company is engaged in exploring, extracting, processing of minerals and manufacturing of metals. HZL's operations include 5 zinc-lead mines, 4 zinc smelters, 1 lead smelter, 1 zinclead smelter, 8 sulphuric acid plants, 1 silver refinery plant, 6 captive thermal power plants and 4 captive solar plants in the State of Rajasthan. In addition, it operate a rock-phosphate mine in Matoon, near Udaipur in Rajasthan and zinc, lead, silver processing and refining facilities in the State of Uttarakhand. It has Wind Power Plants in the States of Rajasthan, Gujarat, Karnataka, Tamil Nadu and Maharashtra and Solar Power Plants in the State of Rajasthan. Their integrated business operations span the synergistic areas of Mines (Zinc-Lead Mines); Smelters (Hydrometallurgical Zinc Smelters, Lead Smelters, Pyro Metallurgical Zinc-Lead Smelter); and Captive Power Plants (CPP). The company's core business comprises of mining and smelting of zinc and lead along with captive power generation. The company is headquartered in Udaipur, Rajasthan and has zinc-lead mines at Rampura Agucha, Sindesar Khurd, Rajpura Dariba, Zawar and Kayad; primary smelter operations at Chanderiya, Dariba and Debari, all in the state of Rajasthan; and finished product facilities in the state of Uttarakhand. The company's current mined metal production capacity is 1.123 Mtpa (0.913 tonnes of zinc and 0.21 tonnes of lead). With reserves and resources of 447.9 million tonnes, their exploration programme is integral to their growth and future expansions. The company also owns 505.5 MW of coal based thermal captive power plants in Rajasthan to support their metallurgical operations. Additionally, it has green power capacity of 354.59 W including 273.5 MW of wind power, 40.42 MW of solar power and 40.67 MW of waste heat power. Hindustan Zinc Ltd was incorporated from the erstwhile Metal Corporation of India (MCI) on January 10, 1966 as a Public Sector Undertaking (PSU). In April 2002, Sterlite Opportunities and Ventures Ltd (SOVL) made an open offer for acquisition of shares of the company; consequent to the disinvestment of Government of India's (GOI) stake of 26% including management control to SOVL and acquired additional 20% of shares from public, pursuant to the SEBI Regulations 1997. In August 2003, SOVL acquired additional shares to the extent of 18.92% of the paid up capital from GOI in exercise of 'call option' clause in the share holder's agreement between GOI and SOVL. With the above additional acquisition, SOVL's stake in the company has gone up to 64.92%. Thus GOI's stake in the company now stands at 29.54%. Later on SOVL was merged with Sterlite Industries India Ltd in April 2011, which in turn merged with Sesa Goa Ltd to form Sesa Sterlite Limited in August 2013. Sesa Sterlite was renamed to Vedanta Limited in April 2015. Hindustan Zinc is now a direct subsidiary of Vedanta Limited. During the year 2002-03, the company completed 32,000 tonnes of zinc debottlenecking at Debari Zinc Smelter and ViZag Zinc Smelter. Also, they completed the debottlenecking of Rampura Agucha Mine from 1.37 million tonnes per annum to 2.30 million tonnes per annum. During the year 2003-04, the company completed the 35,000 tonnes of zinc debottlenecking at Chanderiya Smelter Complex. During the year 2004-05, the company expanded the Rampura Agucha Mine from 2.30 million tonnes per annum to 3.75 million tonnes per annum. During the year 2005-06, the company commissioned 170,000 tonnes per annum of Hydrometallurgical Zinc Smelter (Hydro I) at Chanderiya Smelter Complex. They commissioned 2 X 77 MW Captive Power Plant at Chanderiya Smelter Complex. Also, they Commissioned 50,000 tonnes per annum of Ausmelt Lead Smelter at Chanderiya Smelter Complex. During the year 2006-07, the company began production in Sindesar Khurd Mine with an initial production capacity of 0.3 million tonnes per annum. Also, they Commissioned 38.4 MW of Wind Energy Farms at Gujarat. During the year 2007-08, the company commissioned 170,000 tonnes per annum of Hydrometallurgical Zinc Smelter (Hydro II) in a benchmark time of 20 months at Chanderiya Smelter Complex. They commissioned 80 MW Captive Power Plant at Chanderiya Smelting Complex. They completed 5,000 tonnes of zinc debottlenecking at Debari Zinc Smelter. Also, they Commissioned 50.4 MW of Wind Energy Farms at Gujarat. During the year 2008-09, the company expanded the Rampura Agucha Mine from 3.75 million tonnes per annum to 5.00 million tonnes per annum making the total mining capacity of the Company to 7.40 million tonnes per annum. They completed the 88,000 tonnes per annum zinc debottlenecking at Chanderiya Smelter Complex & Debari Zinc Smelter making the total metal production capacity to 754,000 tonnes per annum. They commissioned 80 MW Captive Power Plant at Zawar Mines. Also, they commissioned 34.4 MW Wind Energy Farms making the Company's total Wind Energy capacity to 123.2 MW. During the year 2009-10, the company expanded the Rampura Agucha Mine from 5.00 million tonnes per annum to 6.00 million tonnes per annum, increasing the total mining capacity of the Company to 8.40 million tonnes per annum. Also, they commissioned the 210,000 tonnes per annum Hydrometallurgical Zinc Smelter at Rajpura Dariba, increasing the Zinc & Lead metal production capacity to 964,000 tonnes per annum (879,000 tonnes of Zinc and 85,000 tonnes of Lead). During the year 2010-11, the company commissioned the 1.50 mtpa concentrator at Sindesar Khurd. Also, they added 160 MW (80X2) captive power generation capacity at Dariba. In January 2011, the company announced an addition of 150 MW in our existing wind power capacity. Of this, around 135 MW has already been commissioned. The balance capacity is expected to be commissioned in Q4 FY 2012. During the year 2011-12, the company ramped-up Sindesar Khurd mine to 2.0 mtpa capacity. During the year, the company commissioned the 100 ktpa lead smelter at Dariba, increasing the lead production capacity to 185 ktpa. The company also commissioned new silver refinery, increasing the silver refining capacity to 500 tpa. The company commissioned 102 MW expansion in wind power, increasing total wind power generation capacity to around 274 MW. During the year, the company commenced underground mine development work at Rampura Agucha mine and greenfield Kayar mine. During the year 2012-13, HZL produced development ore from Rampura Agucha underground mine and Kayad underground mine. It also announced the next phase of growth plan to increase capacity to 1.2 million tonnes per annum. During the year 2013-14, HZL commissioned new roaster at Dariba. The company also commissioned the first sewage treatment plant in Udaipur which will treat 20 million litres of sewage per day. During the year 2014-15, paste fill plant at Sindesar Khurd Mine and Rampura Agucha Mine were commissioned. During the year 2015-16, HZL's Sindesar Khurd Mine achieved 3 million MT per annum production capacity. During the year, the Sindesar Khurd Mine beneficiation plant was debottlenecked to enhance its capacity from 2.0 million MT per annum to 2.75 million MT per annum. During the year 2016-17, Sindesar Khurd Mine ore production capacity was ramped up from 3.0 million MT to 3.7 million MT per annum. During the year, the Chanderiya Hydrometallurgical Zinc Smelter capacity was enhanced from 4.2 lakh metric tonnes per annum to 4.3 lakh metric tonnes per annum. The Dariba Hydrometallurgical Zinc Smelter capacity was enhanced from 2.1 lakh metric tonnes per annum to 2.2 lakh metric tonnes per annum. During the year, the company commissioned 1.5 million MT pa capacity mill at Sindesar Khurd in record 14 months. During the year, HZL successfully commissioned 16 MW of captive solar farms. In year 2017-18, the main shaft hoisting and south ventilation shaft systems were commissioned. The main shaft was equipped during the year and winder installation work began. Zawar mines achieved record ore production of 2.2 million tonnes during the year and production capacity has been ramped up to 3.0 mtpa. The existing mill capacity was debottlenecked to 2.7 mtpa. Sindesar Khurd mine achieved its target capacity of 5 million tonnes during the year. Rampura Agucha underground reached an ore production run-rate of 3.0 mtpa during year 2017-18. Capital mine development increased by 12% to 43 km in FY 2019. At Rampura Agucha underground mine, the ventilation system was commissioned earlier liberating the mine from ventilation issues. The commissioning of mid shaft loading system in October 2018 allowed waste hoisting to be done through the shaft ahead of schedule, leading to improvement in ore production. The second paste fill plant was completed ahead of schedule in Q4 and the mine is equipped with paste fill capacity to support 5.0 mtpa production. During the year 2018-19, Sindesar Khurd received environment clearance to produce 6.0 million MT of ore and 6.5 million MT of ore beneficiation. The new 1.5 mtpa mill accomplished smooth commissioning and began production in the third quarter of the year, taking the total milling capacity to 6.2 mtpa. The underground crusher and production shaft were commissioned during Q4. The new 2.0 mtpa mill was commissioned in Q4. 22 MW solar plant was completed at Rampura Agucha taking the total solar capacity to 38 MW. 25 MLD Sewage Treatment Project was commissioned at Udaipur taking the total capacity to 45 MLD. All major projects to build capacity of 1.2 mtpa mined metal were completed during the year 2019-20. Capital mine development increased by 12% to 48 km in FY 2020. At Rampura Agucha, the Shaft project was commissioned along with the associated conveyor and crusher systems and hauling from shaft through ore pass commenced in the final quarter. At Sindesar Khurd, shaft is fully integrated with mine and ore hauling was ramped up to capacity. The second paste fill plant was commissioned in June 2019, liberating the mine to operate at full production capacity. At Zawar, India's first ever dry tail stacking plant was commissioned in the second quarter, significantly reducing water consumption & land requirement and addressing tailing dam risk. At Rajpura Dariba, the existing production shaft capacity is being upgraded from 0.7 to 1.3 mtpa to debottleneck the mine and erection work commenced. RD mine has received environment clearance for expansion in April 2020 from 1.08 to 2.0 million TPA of ore production and ore beneficiation from 1.2 to 2.5 million TPA. Smelter debottlenecking to expand capacity to 1.123 mtpa was completed during the year to maintain mines/smelter synergies at higher levels of production. In year 2020-21, the first Dry Tailing Plant was commissioned at Zawar Mines. The Graphite floatation system was commissioned at Mill 3 of Sindesar Khurd Mines to enhance the smelter and boost the recovery. Back fill plants were commissioned at Zawarmala and Mochia mines. The development of North Decline (ND1) was completed at Rampura Agucha Mine. It commissioned a 10 MLD Sewage Treatment Plant (STP) plant in Udaipur. The Company completed RD Mines Shaft & Conveyor upgradation for enhancement of ore hoisting capacity in Q3 FY 2021-22. It commissioned first made-in-India emergency escape route (staircase type) in at Rajpura Dariba Underground Mine (RDM) as well as underground rescue station at Rampura Agucha Mine (RAM). It completed Miyawaki Method of Afforestation pilot project at Debari Zinc Smelter (DZS). It commissioned 5 MLD Sewage Treatment Plant (STP) in Udaipur, bringing the total Udaipur STP capacity to 60 MLD. In the area of water stewardship, Rampura Agucha Mine completed the execution of groundwater recharge intervention across 4 blocks of Bhilwara district having ground water recharge potential of 8.7 million cubic meter (MCM)/ annum. It completed installation of Dry Filtration & Paste fill plant to enable effective tailing managements by switching from Wet to Dry tailing management system. Apart from these, installation of underground ventilation fans have started to enhance the ventilation capacities and working conditions of West Mochia and North Baroi mines. During 2023, Company launched fertiliser project by incorporating Hindustan Zinc Fertilisers Private Limited (HZFPL). It commissioned third silo at production shaft to increase storage capacity from 5,000 MT to 7,500 MT, for improvement in shaft hoisting capacity. It commissioned south main ventilation fan (2 MW) to enhance mine ventilation capacity from 1,600 m3/sec to 1,850 m3/sec; commissioned intermediate mud pumping station at -255 mRL for enhanced UG dewatering capacity up to 13,000 m3/day; ; commissioned new UG ambulance vehicle equipped with basic life support (BLS) facility and surface ambulance vehicle equipped with advanced life support (ALS) facility; commissioned new UG remote controlled fire tender with foam facility; implemented digital interventions at all the winder interlocks: shaft bottom gate, cage and skip simultaneous operation interlock, broken head rope strand detection; debottlenecking of paste-fill plant-2 with installation of positive development pump (PDP) for backfilling into underground voids in auxiliary lenses; and commissioning of ore production from E-block, at a depth more than 900 metres;

Hindustan Zinc Ltd Chairman Speech

Dear Stakeholders,

I would like to first thank the Board and the shareholders of the Company for reposing their trust in me for steering Hindustan Zinc as its new Chairperson. This is indeed an honour, and I hope, together we will be able to work towards achieving our ambitious goals, in line with the landmark accomplishments of my predecessor Ms. Kiran Agarwal.

Hindustan Zinc is a shining beacon in the Group's portfolio. Since assuming the role of Chairperson, I have witnessed the organisation achieve many milestones. Not only did Hindustan Zinc remain on course to realise its goals, but also stayed ahead of the market curve to deliver an excellent performance during the year.

Setting New Records of Excellence

It gives me immense pleasure to share that we reported yet another record-breaking annual performance, with historic highs in terms of revenue, EBITDA, net profit and cash flow generation during the year. Technology and digitisation have been key in boosting operational efficiencies, while enabling continual volume enhancement and cost optimisation through agile decision-making.

Committed to People Safety

I also want to take this opportunity to thank our stellar team for their dedication, hard work and for their belief in our ambitious goals. I am confident that together we can scale unfathomable heights.

I would like to reiterate our commitment to people safety by implementing all possible measures to identify gaps and ensure zero fatalities across all our facilities. I would like to assure you all that we shall continue to leverage the power of automation and technology to enhance employee safety across all our operations.

Promoting Diversity to Drive Inclusive Growth

In an endeavour to ensure inclusivity and promote diversity, we have developed a robust recruitment strategy and we encourage our business partners to have a diverse and inclusive workforce. I am pleased to share that across the Company, as many as 501 women employees, including 146 women engineers, are breaking the glass ceiling in mining and smelting operations. At Hindustan Zinc, women are working and flourishing in all the key functions, from driving large mining vehicles to operating plants and working in nightshifts - and we are all proud of them.

At present, women make up 19.5% of our executive workforce, 35% of our Management Committee and 21% of our Executive Committee. As a frontrunner in promoting gender, geographical, cultural and racial inclusivity, we have set a target to achieve and maintain 30% diversity among all our Executive and Management Committees.

Our commitment to develop a conducive and inclusive work environment is also visible through the induction of transgender employees across roles at Hindustan Zinc.

Powering our Sustainability Goals

At the heart of our futuristic growth strategy is our strong commitment to sustainability, which continues to be pivotal to our success as a market and industry leader. In 2020, Hindustan Zinc listed a set of goals for steering its Environmental, Social and Governance (ESG) journey over the next 5 years. We had also laid out a clear strategic roadmap to achieve these goals, especially through implementation of innovations and digitisation.

Aligning ourselves with global trends and the United Nations Sustainable Development Goals (UN SDGs), we have prioritised climate change, water stewardship, circular economy, biodiversity conservation, zero harm, social impact, diversity in workforce and responsible sourcing as key tenets of our sustainability efforts.

In addition to signing a long-term renewable energy (RE) power delivery agreement, we are also the first in the country to introduce electric vehicles in underground mining. We have also set a target of converting all 900 diesel-run mining vehicles into battery-operated ones and have earmarked an investment of over US$ 1 billion for the same. Furthermore, an ‘A' rating in climate change by CDP is testament to our commitment towards achieving net-zero emissions by 2050.

Expanding our CSR Ambit

Social impact initiatives are a key to sustainability, and are a base for us to create a strong societal foundation for collective growth and development.

Our initiatives to give back to the community are, thus, a significant investment area for us, and we continued to expand the ambit of our social programmes during FY 2022-23. The prestigious ‘Corporate Social Responsibility' award, won by Hindustan Zinc at the esteemed S&P Global Metal Award ceremony held in London in October 2022, was an important validation of our CSR focus. Projects such as Sakhi, Khushi-Nandghar, Shiksha Sambal and Unchi Udaan, to name a few, are aimed to ensure that we continue to positively impact lives at the grassroot level and empower the women and children in our communities through education and skilling opportunities, while focussing on creating people-led institutions. Our Zinc Football Academy is another feather in our cap. With state-of-the-art facilities, the football academy currently hosts over 60 students who are not only excelling in the field of sports but also academics. With steadfast belief in the transformative power of training, mentoring, and their relentless efforts, we envision our athletes reaching new heights and represent India on the global arena in the years to come.

Looking Forward to Bigger Milestones

As Chairperson, Hindustan Zinc, I am confident that we will accomplish many more milestones and work together proactively to maintain and augment our position as an industry leader. With a strong leadership, robust operational mechanisms and best-in-class digitisation efforts, we are at the inflection point of unprecedented growth. As a responsible organisation and a recognised industry leader over the years, I am confident we will achieve our targets sustainably and efficiently.

Our core strengths, experience and expertise will help us to maximise the growth opportunities available to us, while opening new vistas of expansion for the Company. Capacity expansion, volume growth, improved safety, better operational and financial performance and enhanced value creation for all stakeholders will be the key areas of focus in our growth story.

I am confident that with the continued support of our customers, partners, shareholders, investors, communities and employees, we will find many more reasons to celebrate and I look forward to a fruitful fiscal.

Sincerely,

Priya Agarwal Hebbar

Hindustan Zinc Ltd Company History

Hindustan Zinc Ltd, a Vedanta Group Company, is the market leader in Zinc, Lead and Sulphuric Acid business. The Company is engaged in exploring, extracting, processing of minerals and manufacturing of metals. HZL's operations include 5 zinc-lead mines, 4 zinc smelters, 1 lead smelter, 1 zinclead smelter, 8 sulphuric acid plants, 1 silver refinery plant, 6 captive thermal power plants and 4 captive solar plants in the State of Rajasthan. In addition, it operate a rock-phosphate mine in Matoon, near Udaipur in Rajasthan and zinc, lead, silver processing and refining facilities in the State of Uttarakhand. It has Wind Power Plants in the States of Rajasthan, Gujarat, Karnataka, Tamil Nadu and Maharashtra and Solar Power Plants in the State of Rajasthan. Their integrated business operations span the synergistic areas of Mines (Zinc-Lead Mines); Smelters (Hydrometallurgical Zinc Smelters, Lead Smelters, Pyro Metallurgical Zinc-Lead Smelter); and Captive Power Plants (CPP). The company's core business comprises of mining and smelting of zinc and lead along with captive power generation. The company is headquartered in Udaipur, Rajasthan and has zinc-lead mines at Rampura Agucha, Sindesar Khurd, Rajpura Dariba, Zawar and Kayad; primary smelter operations at Chanderiya, Dariba and Debari, all in the state of Rajasthan; and finished product facilities in the state of Uttarakhand. The company's current mined metal production capacity is 1.123 Mtpa (0.913 tonnes of zinc and 0.21 tonnes of lead). With reserves and resources of 447.9 million tonnes, their exploration programme is integral to their growth and future expansions. The company also owns 505.5 MW of coal based thermal captive power plants in Rajasthan to support their metallurgical operations. Additionally, it has green power capacity of 354.59 W including 273.5 MW of wind power, 40.42 MW of solar power and 40.67 MW of waste heat power. Hindustan Zinc Ltd was incorporated from the erstwhile Metal Corporation of India (MCI) on January 10, 1966 as a Public Sector Undertaking (PSU). In April 2002, Sterlite Opportunities and Ventures Ltd (SOVL) made an open offer for acquisition of shares of the company; consequent to the disinvestment of Government of India's (GOI) stake of 26% including management control to SOVL and acquired additional 20% of shares from public, pursuant to the SEBI Regulations 1997. In August 2003, SOVL acquired additional shares to the extent of 18.92% of the paid up capital from GOI in exercise of 'call option' clause in the share holder's agreement between GOI and SOVL. With the above additional acquisition, SOVL's stake in the company has gone up to 64.92%. Thus GOI's stake in the company now stands at 29.54%. Later on SOVL was merged with Sterlite Industries India Ltd in April 2011, which in turn merged with Sesa Goa Ltd to form Sesa Sterlite Limited in August 2013. Sesa Sterlite was renamed to Vedanta Limited in April 2015. Hindustan Zinc is now a direct subsidiary of Vedanta Limited. During the year 2002-03, the company completed 32,000 tonnes of zinc debottlenecking at Debari Zinc Smelter and ViZag Zinc Smelter. Also, they completed the debottlenecking of Rampura Agucha Mine from 1.37 million tonnes per annum to 2.30 million tonnes per annum. During the year 2003-04, the company completed the 35,000 tonnes of zinc debottlenecking at Chanderiya Smelter Complex. During the year 2004-05, the company expanded the Rampura Agucha Mine from 2.30 million tonnes per annum to 3.75 million tonnes per annum. During the year 2005-06, the company commissioned 170,000 tonnes per annum of Hydrometallurgical Zinc Smelter (Hydro I) at Chanderiya Smelter Complex. They commissioned 2 X 77 MW Captive Power Plant at Chanderiya Smelter Complex. Also, they Commissioned 50,000 tonnes per annum of Ausmelt Lead Smelter at Chanderiya Smelter Complex. During the year 2006-07, the company began production in Sindesar Khurd Mine with an initial production capacity of 0.3 million tonnes per annum. Also, they Commissioned 38.4 MW of Wind Energy Farms at Gujarat. During the year 2007-08, the company commissioned 170,000 tonnes per annum of Hydrometallurgical Zinc Smelter (Hydro II) in a benchmark time of 20 months at Chanderiya Smelter Complex. They commissioned 80 MW Captive Power Plant at Chanderiya Smelting Complex. They completed 5,000 tonnes of zinc debottlenecking at Debari Zinc Smelter. Also, they Commissioned 50.4 MW of Wind Energy Farms at Gujarat. During the year 2008-09, the company expanded the Rampura Agucha Mine from 3.75 million tonnes per annum to 5.00 million tonnes per annum making the total mining capacity of the Company to 7.40 million tonnes per annum. They completed the 88,000 tonnes per annum zinc debottlenecking at Chanderiya Smelter Complex & Debari Zinc Smelter making the total metal production capacity to 754,000 tonnes per annum. They commissioned 80 MW Captive Power Plant at Zawar Mines. Also, they commissioned 34.4 MW Wind Energy Farms making the Company's total Wind Energy capacity to 123.2 MW. During the year 2009-10, the company expanded the Rampura Agucha Mine from 5.00 million tonnes per annum to 6.00 million tonnes per annum, increasing the total mining capacity of the Company to 8.40 million tonnes per annum. Also, they commissioned the 210,000 tonnes per annum Hydrometallurgical Zinc Smelter at Rajpura Dariba, increasing the Zinc & Lead metal production capacity to 964,000 tonnes per annum (879,000 tonnes of Zinc and 85,000 tonnes of Lead). During the year 2010-11, the company commissioned the 1.50 mtpa concentrator at Sindesar Khurd. Also, they added 160 MW (80X2) captive power generation capacity at Dariba. In January 2011, the company announced an addition of 150 MW in our existing wind power capacity. Of this, around 135 MW has already been commissioned. The balance capacity is expected to be commissioned in Q4 FY 2012. During the year 2011-12, the company ramped-up Sindesar Khurd mine to 2.0 mtpa capacity. During the year, the company commissioned the 100 ktpa lead smelter at Dariba, increasing the lead production capacity to 185 ktpa. The company also commissioned new silver refinery, increasing the silver refining capacity to 500 tpa. The company commissioned 102 MW expansion in wind power, increasing total wind power generation capacity to around 274 MW. During the year, the company commenced underground mine development work at Rampura Agucha mine and greenfield Kayar mine. During the year 2012-13, HZL produced development ore from Rampura Agucha underground mine and Kayad underground mine. It also announced the next phase of growth plan to increase capacity to 1.2 million tonnes per annum. During the year 2013-14, HZL commissioned new roaster at Dariba. The company also commissioned the first sewage treatment plant in Udaipur which will treat 20 million litres of sewage per day. During the year 2014-15, paste fill plant at Sindesar Khurd Mine and Rampura Agucha Mine were commissioned. During the year 2015-16, HZL's Sindesar Khurd Mine achieved 3 million MT per annum production capacity. During the year, the Sindesar Khurd Mine beneficiation plant was debottlenecked to enhance its capacity from 2.0 million MT per annum to 2.75 million MT per annum. During the year 2016-17, Sindesar Khurd Mine ore production capacity was ramped up from 3.0 million MT to 3.7 million MT per annum. During the year, the Chanderiya Hydrometallurgical Zinc Smelter capacity was enhanced from 4.2 lakh metric tonnes per annum to 4.3 lakh metric tonnes per annum. The Dariba Hydrometallurgical Zinc Smelter capacity was enhanced from 2.1 lakh metric tonnes per annum to 2.2 lakh metric tonnes per annum. During the year, the company commissioned 1.5 million MT pa capacity mill at Sindesar Khurd in record 14 months. During the year, HZL successfully commissioned 16 MW of captive solar farms. In year 2017-18, the main shaft hoisting and south ventilation shaft systems were commissioned. The main shaft was equipped during the year and winder installation work began. Zawar mines achieved record ore production of 2.2 million tonnes during the year and production capacity has been ramped up to 3.0 mtpa. The existing mill capacity was debottlenecked to 2.7 mtpa. Sindesar Khurd mine achieved its target capacity of 5 million tonnes during the year. Rampura Agucha underground reached an ore production run-rate of 3.0 mtpa during year 2017-18. Capital mine development increased by 12% to 43 km in FY 2019. At Rampura Agucha underground mine, the ventilation system was commissioned earlier liberating the mine from ventilation issues. The commissioning of mid shaft loading system in October 2018 allowed waste hoisting to be done through the shaft ahead of schedule, leading to improvement in ore production. The second paste fill plant was completed ahead of schedule in Q4 and the mine is equipped with paste fill capacity to support 5.0 mtpa production. During the year 2018-19, Sindesar Khurd received environment clearance to produce 6.0 million MT of ore and 6.5 million MT of ore beneficiation. The new 1.5 mtpa mill accomplished smooth commissioning and began production in the third quarter of the year, taking the total milling capacity to 6.2 mtpa. The underground crusher and production shaft were commissioned during Q4. The new 2.0 mtpa mill was commissioned in Q4. 22 MW solar plant was completed at Rampura Agucha taking the total solar capacity to 38 MW. 25 MLD Sewage Treatment Project was commissioned at Udaipur taking the total capacity to 45 MLD. All major projects to build capacity of 1.2 mtpa mined metal were completed during the year 2019-20. Capital mine development increased by 12% to 48 km in FY 2020. At Rampura Agucha, the Shaft project was commissioned along with the associated conveyor and crusher systems and hauling from shaft through ore pass commenced in the final quarter. At Sindesar Khurd, shaft is fully integrated with mine and ore hauling was ramped up to capacity. The second paste fill plant was commissioned in June 2019, liberating the mine to operate at full production capacity. At Zawar, India's first ever dry tail stacking plant was commissioned in the second quarter, significantly reducing water consumption & land requirement and addressing tailing dam risk. At Rajpura Dariba, the existing production shaft capacity is being upgraded from 0.7 to 1.3 mtpa to debottleneck the mine and erection work commenced. RD mine has received environment clearance for expansion in April 2020 from 1.08 to 2.0 million TPA of ore production and ore beneficiation from 1.2 to 2.5 million TPA. Smelter debottlenecking to expand capacity to 1.123 mtpa was completed during the year to maintain mines/smelter synergies at higher levels of production. In year 2020-21, the first Dry Tailing Plant was commissioned at Zawar Mines. The Graphite floatation system was commissioned at Mill 3 of Sindesar Khurd Mines to enhance the smelter and boost the recovery. Back fill plants were commissioned at Zawarmala and Mochia mines. The development of North Decline (ND1) was completed at Rampura Agucha Mine. It commissioned a 10 MLD Sewage Treatment Plant (STP) plant in Udaipur. The Company completed RD Mines Shaft & Conveyor upgradation for enhancement of ore hoisting capacity in Q3 FY 2021-22. It commissioned first made-in-India emergency escape route (staircase type) in at Rajpura Dariba Underground Mine (RDM) as well as underground rescue station at Rampura Agucha Mine (RAM). It completed Miyawaki Method of Afforestation pilot project at Debari Zinc Smelter (DZS). It commissioned 5 MLD Sewage Treatment Plant (STP) in Udaipur, bringing the total Udaipur STP capacity to 60 MLD. In the area of water stewardship, Rampura Agucha Mine completed the execution of groundwater recharge intervention across 4 blocks of Bhilwara district having ground water recharge potential of 8.7 million cubic meter (MCM)/ annum. It completed installation of Dry Filtration & Paste fill plant to enable effective tailing managements by switching from Wet to Dry tailing management system. Apart from these, installation of underground ventilation fans have started to enhance the ventilation capacities and working conditions of West Mochia and North Baroi mines. During 2023, Company launched fertiliser project by incorporating Hindustan Zinc Fertilisers Private Limited (HZFPL). It commissioned third silo at production shaft to increase storage capacity from 5,000 MT to 7,500 MT, for improvement in shaft hoisting capacity. It commissioned south main ventilation fan (2 MW) to enhance mine ventilation capacity from 1,600 m3/sec to 1,850 m3/sec; commissioned intermediate mud pumping station at -255 mRL for enhanced UG dewatering capacity up to 13,000 m3/day; ; commissioned new UG ambulance vehicle equipped with basic life support (BLS) facility and surface ambulance vehicle equipped with advanced life support (ALS) facility; commissioned new UG remote controlled fire tender with foam facility; implemented digital interventions at all the winder interlocks: shaft bottom gate, cage and skip simultaneous operation interlock, broken head rope strand detection; debottlenecking of paste-fill plant-2 with installation of positive development pump (PDP) for backfilling into underground voids in auxiliary lenses; and commissioning of ore production from E-block, at a depth more than 900 metres;

Hindustan Zinc Ltd Directors Reports

Dear Members,

We share with you our 57^th Annual Report, together with the Audited Financial Statements for the year ended March 31, 2023.

The Directors are pleased to inform that Hindustan Zinc delivered exemplary operational performance showcasing resilience while ensuring safe operations and continued to improve on its performance of various ESG metrics. The Company has taken a proactive approach to keep its assets and people safe, while increasing engagement with the communities.

THE YEAR IN SUMMARY

The Company continued to deliver stellar results during the year, touching new operational milestones. Mine production continued to improve during the year with ore production for the full-year up 2% y-o-y to deliver a record 16.7 Mt, supported by strong production growth at Rajpura Dariba, Sindesar Khurd and Rampura Agucha mines, which were up 11%, 7% and 6% respectively. Mined metal production was up 4% y-o-y to record 1,062 kt driven by higher ore production, improved mined metal grades and operational efficiencies. The Company also recorded ever highest mine development, registering 4% growth y-o-y, crossing the 110 km mark in line with increasing production requirements and securing future resource base.

The Company crossed the 1 million tonne refined metal production mark for the first time producing ever highest 1,032 kt of refined metal supported by strong MIC production and better plant availability.

The Company diligently focussed on community upliftment in the areas of education, sustainable livelihoods, women empowerment, health, sports & culture, water & environment and community assets creation.

The Company is ranked #3 globally and #1 overall in Asia- Pacific at S&P Global Corporate Sustainability Assessment Score in metal and mining sector. The Company has also been selected as a leadership band ‘A' listed company for ‘Climate Change' and band ‘A-' listed company for ‘Water Security‘ in CDP 2022.

Occupational Health & Safety

In line with our commitment to ensure zero harm to employees, the leadership has undertaken the prime responsibility of providing a safe workplace for all employees entering our premises. While committed to operate a business with ‘zero harm', it is with deep grief we report the loss of lives of six business partner colleagues and one Hindustan Zinc employee in work- related incidents at our managed operations. These incidents happened despite our constant efforts to eliminate fatalities and attain a ‘zero harm' work environment. A thorough investigation was conducted to identify the causes of these incidents and share the lessons learned across Hindustan Zinc, to prevent similar incidents in the future.

LTIFR for the year was 0.70 as compared to 0.81 in FY 2021-22.

During the year, to avoid fatalities and catastrophic incidents in Hindustan Zinc, ‘Vihan': a critical risk management (CRM) initiative was launched to improve managerial control over rare but potentially catastrophic events by focussing on the critical controls. We have reinforced the focus upon four critical risks i.e., fall of ground (FOG), fall of person/object from height (WAH), vehicle pedestrian interaction (VPI) and entanglement. Through these initiatives, we want to ensure that all identified critical controls are being monitored on a daily basis and systems are in place.

Safety pause was also conducted across all our operational units covering all shift employees under the theme ‘stop work if it's not safe'. During this connect all recent safety incidents that happened across group companies were discussed and key learnings were shared.

A Community of Practice (CoP) on "Structure Stability" was established during the year to institute a review mechanism of all prevailing civil and mechanical structures; further a specific categorisation was established to mark the structures based on which their repair/replacement will be planned.

Second half of the year has been a period of innovation for mining operations to avoid manual intervention and related risk with inclusion of:

Digitalised drilling of production stopes during blasting operations eliminating manpower requirement, machine drills in auto mode with interlock features and digital radio frequency identification (RFID) based cap lamps along with proximity sensors to avoid man-machine interaction underground.

Training and capability building was also a core theme during the year, few such key programmes were:

First underground practical cum digitised training gallery developed at Rampura Agucha Mines (RAM) to provide all facility of surface training to underground operations team, wi-fi network available at training place so that underground manpower can connect from underground to any kind of seminars/trainings, safety leadership development programme initiated for mines frontline supervisor through ex-DGMS officials and Dupont, launch of a unique virtual reality-based simulator training for jumbo operator at RAM.

Response during any emergency is a paramount parameter to ensure safety of the people. As a proactive measure, we have conducted emergency response and crisis plan (ERCP) gap assessment study across all the sites. Further, the 51^st All India Mines Rescue Competition was hosted under the aegis of DGMS at Rajpura Dariba Complex, a 10-day capacity building training programme on ‘disaster management' was conducted at Zawar Mines (ZM), the training included medical first responder, collapsed structure search & rescue, fire management, chemical emergencies, etc. RAM has reaffirmed safety & rescue by establishing underground fire tender with remote operated foam unit and thermal imaging camera for blind zones.

Demonstrating the highest standards of health and safety management during the year, Dariba Smelting Complex received the prestigious ‘Sword of Honour' from British Safety Council for showing excellence in the management of health and safety risks at work. Kayad Mines received 5-Star Rating Award in safety and welfare by Rajasthan Government and Jaswant Singh Gill Memorial Industrial Safety Excellence Award 2022 for underground metal mining in India.

Environment

Hindustan Zinc commits to ‘long-term target to reach net-zero emissions by 2050' in line with Science Based Targets initiative (SBTi) aiming to have a clear and defined path to reduce emissions in line with the Paris Agreement goals. To achieve this target, we are working towards improving our energy efficiency, switching to low carbon energy sourcing, introducing battery operated electrical vehicles and increasing the role of renewables in our energy mixes.

We have entered into a power delivery agreement for sourcing up to 450 MW of renewable power by 2025 which will not only strengthen our commitment towards a clean future but will also help reduce emissions to the tune of 2.7 mn tCO₂e. Pantnagar Metal Plant is sourcing 100% green power for its operations thus making it a one-of-a-kind initiative, leading towards reducing emissions by 30,000 tCO₂e.

Technology and digitalisation are key to strengthening our ESG footprint and creating a net-zero future. It is our ambition to convert all our mining equipment to battery- operated electric vehicles (EVs). To make our mining operations environment-friendly, we plan to invest US$ 1 billion over the next few years towards mitigating climate change impacts.

EVs are a globally recognised means to reduce dependence on petroleum products and thus reduce CO₂ emissions. Therefore, Hindustan Zinc signed a Memorandum of Understanding (MoU) with Epiroc Rock Drills AB, Normet Group Oy and Sandvik AB to introduce battery electric vehicles (BEV) in its underground mining operations making Hindustan Zinc the first Company in India to do so.

Hindustan Zinc has led by example by inducting an LNG powered truck for upstream and downstream transportation which shall reduce greenhouse gas (GHG) emissions. We are also using 5% biomass for power generation at our captive thermal power plants thereby reducing carbon footprint.

In line with Hindustan Zinc's policy of a green value chain, our business partners have also started operating EVs and several electric forklifts have been introduced in our multiple business units.

At Hindustan Zinc, we recognise the reality of climate change. Therefore, our risk management processes embed climate change in the understanding, identification, assessment and mitigation of risk. We have published our second task force on climate-related financial disclosures (TCFD) report during the year which sets the adoption of the TCFD framework for climate change risk and opportunity disclosure.

Endeavouring towards being a sustainable organisation we have refreshed our materiality matrix and established the ESG governance at tier 3 level as well as at SBU level to implement ESG projects on ground.

Hindustan Zinc joined the taskforce on nature-related financial disclosures (TNFD) piloting with ICMM to access the challenges in implementing the LEAP process of TNFD.

Miyawaki afforestation was completed at Dariba Smelting Complex (DSC) and Chanderiya Lead-Zinc Smelter (CLZS). 12,000 indigenous plants and 6,500 native seeds were planted in an area of 1 hectare at each of the locations to create a self-sustaining forest in the span of 3 years.

A 3 year engagement with International Union for Conservation of Nature (IUCN) has also been initiated. Under this, we have prepared an Integrated Biodiversity Assessment Tool (IBAT) report for all Rajasthan based locations identifying species present in the core area, reframed our biodiversity policy, conducted ecosystem service review across the Rajasthan based locations, completed the biodiversity risk assessment and site visit by IUCN team members done for two seasons. These studies will help Hindustan Zinc prepare a strategy to achieve ‘no net loss' towards biodiversity. Green cover study has been done by the State Remote Sensing Application Centre (SRSAC), Jodhpur for all Rajasthan based locations of Hindustan Zinc.

One of the most notable achievements has been the successful commissioning of a 3,200 KLD zero liquid discharge (RO-ZLD) plant at the Dariba smelter. Apart from that, ZM and RAM ZLD projects of 4,000 KLD capacity each have also been initiated to improve recycling and strengthen the zero discharge. Like ZM, dry tailing plant at Rajpura Dariba mine is also under final stage of commissioning and will result in significant amount of water recovery from the tailings.

Site inspection and updated Global Industry Standard on Tailing Management (GISTM) Conformance Assessment completed by ATC Williams for all tailing storage facility (TSF). Published the 1^st Environmental Product Declaration (EPD), a type 3 ecolabel of our zinc product thus reinforcing our commitment to sustainability, transparency, and minimising environmental footprint.

Public hearing was conducted successfully at CLZS for proposed enhancement of zinc production capacity from 504 to 630 kt and installation of induction furnace, slab casting line, raw zinc oxide (RZO) unit, change in product mix in pyro unit on total metal basis & installation of lead refinery and minor metal complex etc.

Our sustainability related activities received several endorsements during the year:

• Hindustan Zinc ranked #3 globally and #1 overall in Asia-Pacific at S&P Global Corporate Sustainability Assessment Score in metal and mining sector. Scores improved from 77 last year to 80 this year

• Hindustan Zinc won the "Industry Leadership Award - Base, Precious and Specialty Metals" and "Corporate Social Responsibility" at the prestigious S&P Global Platts Global Metal Awards

• I ncluded in Sustainability Yearbook 2023 amongst the top 5% most sustainable organisations globally

• GreenCo rating 2022: Dariba Smelting Complex (Gold rating), Chanderiya Lead-Zinc Smelter (Gold rating), Debari Zinc Smelter (Silver rating), Zawar Mines (Silver rating), RAM (Silver rating)

• Hindustan Zinc received the Indian Patent for inhouse innovation for process to treat Antimonybearing by-product of zinc-lead smelters and convert it into a value-added product, Potassium Antimony Tartarate (PAT). Previously, we received the patent for the same category from the US and Europe patent offices in the years 2021 & 2019 respectively

• Climate Action Programme (CAP) 2.0? - Oriented Award in the Energy, Mining and Heavy Manufacturing Sector

• Sustainalytics ESG scoring improved from 46.6 to 29.6, management scores improved from Average to Strong

• Hindustan Zinc awarded with CII EXIM Business Excellence Award 2022

• Hind Zinc school awarded with prestigious Platinum Certification from the Indian Green Building Council

• Hindustan Zinc selected as leadership bands A/A- listed company by CDP "Climate Change A" and "Water Security A-" in CDP 2022 and has been recognised as leaders in supply chain

• CII - ITC Sustainability award to CLZS as Outstanding accomplishment in corporate excellence and Debari Zinc Smelter (DZS) as Excellence in environment management

• Hindustan Zinc's 4 mines received 5 Star Rated Mines' award by the Ministry of Mines, Government of India

Production performance

Production

For the full-year, ore production was up 2% y-o-y to 16.74 Mt on account of strong production growth at Rajpura Dariba, Sindesar Khurd & Rampura Agucha mines, which were up 11%, 7% and 6% respectively. FY 2022-23 saw the best-ever mined metal production of 1,062 kt compared to 1,017 kt in the prior year in line with higher ore production across mines supported by better mined metal grades and operational efficiencies.

For the full year, we saw our ever-highest metal production, up 7% to 1,032 kt in line with consistent mined metal flow from mines and better plant availability, while silver production was 10% higher at 714 MT in line with higher lead metal production.

The Company generated 2,996 million units of thermal based power in FY 2022-23. Total green power generation was 713 million units as compared to 720 million units in FY 2021-22.

Sales

During the year, domestic refined zinc metal sales was 484 kt as against 506 kt last year, while export sales for the year stood at 337 kt as compared to 271 kt a year ago. The aggregate sales were higher by 6% than previous year, in line with production. Lead metal sales in the domestic market were 186 kt, while export sales were 25 kt leading to increase in aggregate sales by 10% from a year ago, in line with the increase in lead metal production. Silver sales were 714 MT in FY 2022-23, all in the domestic market and 10% higher than previous year.

Financial Information

Annual Performance

Details of the Company's annual financial performance as published on the Company's website and presented during the analyst meet, after declaration of annual results, can be accessed using the following link: https:// www.hzlindia.com/wp-content/uploads/Investor_ presentation 21042023.pdf

Revenue

The Company reported ‘Revenue from operations' including other operating income of ' 34,098 crore, an increase of 16% y-o-y primarily on account of increase in zinc prices, higher metal and silver sales due to increase in production, strategic hedging and favourable exchange rate, partly offset by lower lead and silver prices.

The ‘Other income' was ' 1,379 crore during the year compared to ' 1,216 crore in the previous year with support of higher rate of return in current year as against the previous year.

Production Cost

Zinc's cost of production (COP) excluding royalty for FY 2022-23 was ' 1,00,893 (US$ 1,257) per tonne, higher by 21% y-o-y. The full year COP was higher, largely on account of higher coal prices & input commodity inflation, partly offset by higher volumes, better sulphuric acid realisation & improved operational efficiencies.

Operating Margin

The above revenue and production cost resulted in profit before depreciation, interest and tax (PBDIT) of ' 18,885 crore in FY 2022-23, up 8% on account of higher volumes, rise in LME prices, strategic hedging, partially offset by higher coal and input commodity prices.

Net Profit

Net profit was ' 10,511 crore, up 9% y-o-y where in the impact of higher PBDIT was partly offset by higher depreciation and amortisation. Effective tax rate for the year at 31.2% as compared to 31.7%.

Earnings Per Share (EPS)

The EPS for the year was ' 24.88 per share as compared to ' 22.79 per share in FY 2021-22.

Dividend

Interim dividend of 3,775%, i.e., ' 75.5 per share on equity share of ' 2 each amounting to ' 31,901 crore was declared in the FY 2022-23.

The Dividend Distribution Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") is available on the Company's website on https://www.hzlindia.com/wp- content/uploads/Dividend-Policy-2016.pdf

Credit Rating and Liquidity

CRISIL has reaffirmed the Company's long-term rating of AAA/Stable and short-term rating of A1+. The ratings continue to reflect the Company's low- cost operations, strong market position, efficient and integrated operations, high reserve & resource and a strong balance sheet.

The Company follows a conservative investment policy and invests in high quality debt instruments. As on March 31, 2023, the Company's gross investments and cash & cash equivalents were ' 10,061 crore.

Cash Flows

(*) Includes Cash & Cash Equivalents (refer note 11 of the Audited Financial Statements), other bank balances excluding earmarked unpaid dividend accounts balance (refer note 12 of the Audited Financial Statements) and Current & Non-Current Treasury Investments (refer note 9 of the Audited Financial Statements)

(**) Earnings before Interest, Tax, Depreciation and Amortisation expenses and Income on investments

Gross Working Capital

Gross working capital represented by inventory, trade receivables and other current assets decreased from ' 3,132 crore to ' 2,578 crore as at March 31, 2023 primarily due to decrease in trade receivables and coal stock. The working capital cycle was 28 days in FY 2022-23 as compared to 40 days in FY 2021-22.

Gross Block

The gross block during the year increased from ' 37,453 crore to ' 40,426 crore. This was largely due to the ongoing mining projects and other sustaining capex.

Capital Employed*

The total capital employed as at March 31, 2023 was ' 14,712 crore, as compared to ' 16,315 crore at the end of previous fiscal year.

*Refer page 51 for description

Contribution to the Government Treasury The Company has contributed ' 24,892 crore during FY 2022-23, in terms of royalties, dividend and taxes to the Government treasury, aggregating to approximately 73% of the total operating revenue.

IV. RESERVE & RESOURCE (R&R)

On an exclusive basis, total Ore Reserves at the end of FY 2022-23 stood at 173.49 million tonnes (net of depletion of 16.74 million tonnes during FY 2022-23) and exclusive Mineral Resources totalled 286.56 million tonnes. Total contained metal in Ore Reserves is estimated at 9.64 million tonnes of zinc, 2.7 million tonnes of lead and 310.2 million ounces of silver. The Mineral Resource contains approximately 12.8 million tonnes of zinc, 5.66 million tonnes of lead and 545.7 million ounces of silver. At current mining rates, the R&R underpins metal production for more than 25 years.

V. PROJECTS

I n Hindustan Zinc journey of 1.25 Mtpa MIC expansion, only remaining project of RD beneficiation plant revamping is under execution at RD mines which is scheduled to be commissioned in FY 2023-24. Fumer plant commissioning is delayed due to VISA issues of OEM from China. The plan is to complete commissioning of plant through OEM support in FY 2023-24. For further phase of expansion of mines and smelters, studies are under progress and results are expected in FY 2023-24.

The capacity of smelters is being enhanced by putting up a new roaster in Debari with latest technologies. The order placement is targeted by Q1 FY 2023-24.

With increasing focus on enhancing the value-added product portfolio, a new project of Alloys commissioned through a subsidiary - Hindustan Zinc Alloys Private Limited (HZAPL) in FY 2022-23, which is scheduled for completion in FY 2023-24. Hindustan Zinc is also setting up a new fertiliser plant at Chanderiya for which partner has been locked in. Project is scheduled for completion in 24 months. Through HZAPL and Hindustan Zinc Fertilisers Private Limited (HZFPL), the Company will move from a commodity-based to a product-based Company.

VI. SUBSIDIARIES/JOINT VENTURES

As on March 31, 2023, your Company had 4 wholly owned subsidiaries and 1 joint venture as per the Companies Act, 2013 (the Act) which have been classified as subsidiaries/JVs under Indian Accounting Standards (Ind AS). Same are as follows: -

1. Hindustan Zinc Alloys Private Limited

2. Vedanta Zinc Football & Sports Foundation

3. Hindustan Zinc Fertilisers Private Limited

4. Zinc India Foundation

5. Madanpur South Coal Company Limited

During the year under review, no changes occurred in your Company's holding structure.

VII. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company's CSR initiatives passionately focusses on community upliftment by strengthening the local economy and improving the quality of life by working in the areas of education, sustainable livelihoods, women empowerment, health, water & sanitation, sports & culture, environment & safety and community assets creation.

During the year, the Company spent ' 276.34 crore on CSR programmes, more than the 2% of CSR mandate which was ' 214.38 crore. For further details, refer Annexure 3 and ‘Operational Review' section of this Annual Report.

VIII. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Kannan Ramamirtham (DIN: 00227980) was appointed as Non-executive Independent Director on the Board of the Company for a period of 1 year effective from September 01,2022 to August 31,2023. The same was approved by the shareholders through postal ballot outcome dated October 31, 2022.

Mrs. Kiran Agarwal has ceased to be the Chairperson and Director of the Company w.e.f. January 18, 2023 (from the close of business hours) and Ms. Priya Agarwal has been appointed on the Board as Additional Director and Chairperson of the Company w.e.f. January 19, 2023. The same was approved by the shareholders through postal ballot outcome dated April 10, 2023.

Mr. Sandeep Modi, Interim Chief Financial Officer (CFO) has been elevated as Chief Financial Officer w.e.f. April 21, 2023 by the Board.

The Company's policy on appointment of Directors and their remuneration is available on the Company's website https://www.hzlindia.com/wp-content/uploads/ HZL-Nomination-Remuneration-Policy-20.1.2020.pdf

IX. MANAGEMENT DISCUSSION AND ANALYSIS

The ‘Operational Overview' section of this Annual Report gives a detailed account of the Company's operations and the market in which it operates. The ‘Financial Performance' section of this Board Report and the ‘Key Performance Indicators' section of this Annual Report provide a discussion on the financial performance and key financial ratios of the Company. The initiatives in the areas of human resources, sustainability and risk management are covered in the respective sections of this Annual Report.

X. CORPORATE GOVERNANCE AND BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

As a listed company, necessary measures are taken to comply with the listing agreements of the Stock Exchanges. A report on Corporate Governance forms part of this report. Further, Business Responsibility and Sustainability Report describing the initiatives taken by the Company from an environmental, social and governance perspective, also forms a part of this report. In order to maintain transparency and efficient governance, various disclosures as required under sections 134 and 135 of the Companies Act, 2013 are annexed to this report or covered in the Corporate Governance Report, such as Related Party Transactions; information and details on conservation of energy, technology absorption, foreign exchange earnings and outgo; extract of annual return; constitution of various Board level committees; annexure on CSR, etc.

XI. DIRECTORS' RESPONSIBILITY STATEMENT

As required under section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability confirm that:

i. In the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures;

ii. they have selected such accounting policies and applied them consistently and made judgements & estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profits of the Company for that period;

iii. t hey have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. the annual accounts have been prepared on a ‘Going Concern' basis;

v. they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

vi. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory and secretarial auditors and external consultants, including the audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by management and the relevant Board committees, including the Audit & Risk Management Committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during FY 2022-23.

XII. BOARD EVALUATION

The Nomination and Remuneration Committee has devised a criterion for evaluation of the performance of the Directors including the Independent Directors. The said criteria provide certain parameters like attendance, acquaintance with business, communication inter se between Board members, effective participation, domain knowledge, compliance with code of conduct, vision and strategy, benchmarks established by global peers etc., which is in compliance with applicable laws, regulations and guidelines.

Board evaluation is done on an annual basis by a third party.

During the year, Company engaged Deloitte Haskins & Sells LLP (DHS) for carrying out the performance evaluation of all the Board members, Board as a whole and various committees.

The criteria used by them basis which the individual Director performance evaluation has been done included:

• preparation and participation in Board meetings

• personality and conduct

• quality of value added

• understanding of the Company's mission, vision, philosophy and strategy

• understanding of the industry and the business in which the Company operates

• independence of judgement

• independent thinking ability to bring a divergent view, etc.

CEO & Whole-time Director evaluation was more focussed towards Company performance and leadership, team building and management succession, edge in execution of strategy formulated by the Board.

The evaluation of the various Board committees was more focussed towards:

• it's charter/terms of reference

• number of meetings held and its appropriateness

• timely availability of information

• committee composition

• committee decisions are adequately conveyed and implemented

• meetings are conducted in a manner that ensures open communication, meaningful participation and timely resolution of issues

• independency of committee to contribute effectively

Assessment of each Director on the Board is done by the other Directors including that of various committees. The consolidated outcome from all the Directors is prepared by the Chairman of Nomination and Remuneration Committee and presented to the Board of Directors. All the Directors had been rated excellent and overall finding shows that the Board and its various committees are working very well. All Board members come with very strong backgrounds and add lot of value & insights to the Company by making the meetings participative and engaging.

XIII. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

The details in respect of internal financial control and their adequacy are included in the Management Discussion and Analysis, which is a part of this report.

XIV. RELATED PARTY TRANSACTIONS

In line with the requirements of the Companies Act and the SEBI Listing Regulations, the Company has formulated a Policy on Related Party Transactions and the same can be accessed using the following link: https://www.hzlindia.com/wp-content/uploads/HZL_ RPT-Policy Revised 21.04.2023.pdf

During the year under review, all transactions entered into with related parties were approved by the Audit Committee/Board of Directors of the Company as per the applicable case. Certain transactions, which were repetitive in nature, were approved through omnibus route. However, there were no material transactions of the Company with any of its related parties as per the Act. The disclosure of Related Party Transactions as required under Section 134(3)(h) of the Act in Form AOC- 2 is annexed as Annexure 2.

XV. DEPOSITS

The Company has not accepted any deposits from public and as such no amount on account of principal or interest on deposits from public was outstanding as on the date of the Balance Sheet.

XVI. AUDITORS

The Company had appointed M/s. S. R. Batliboi & Co. LLP, Chartered Accountants, as Statutory Auditors of the Company to conduct audit of Financial Statements for the year ended March 31, 2023. The notes to Financial Statements referred to in the Auditors' Report are selfexplanatory and do not call for any further comments. The Auditors' Report does not contain any qualification or reservation.

Certificate on the compliances with the conditions of Corporate Governance (CG) as per provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, has been issued by Vinod Kothari & Company, Practising Company Secretaries and Secretarial Auditors of the Company. The only adverse remark in CG certificate is for not fulfilling the criteria of adequate number of Independent Directors including at least one-woman Independent Director and for which the Company is in touch with two major shareholders, which is self-explanatory.

As per provisions of section 136 of the Companies Act, 2013, the Annual Report including the audited accounts for the year will be sent to all the shareholders whose e-mail addresses are registered.

Reporting of Frauds by Auditors

During the year, none of the auditors of the Company have reported any fraud as specified under the second proviso of Section 143(12) of the Act.

XVII. VIGIL MECHANISM

The Company has a Whistle Blower Policy and has established the necessary vigil mechanism for Directors and employees in confirmation with section 177(9) of the Act and regulation 22 of SEBI Listing Regulations, to report concerns about unethical behaviour. This policy is available on the Company's website on https:// www.hzlindia.com/wp-content/uploads/HZL-WHISTLE- BLOWER-POLICY-19.10.2015.pdf

XVIII. ANNUAL RETURN

Pursuant to section 92(3) read with section 134(3)(a) of the Act, the Annual Return as on March 31, 2023 is available on the Company's website https://www. hzlindia.com/investors/reports-press-releases/

XIX. PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details as required under section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are attached to this report. In terms of the provisions of section 197(12) of the Companies Act, 2013 read with rules 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names and other particulars of employees drawing remuneration in excess of the limits set out in the said rules forms part of the report. However, having regard to the provisions of the first proviso to section 136(1) of the Companies Act, 2013, the Annual Report excluding the aforesaid information is being sent to the members of the Company. The said information is available for inspection at registered office of the Company during working hours. Any member interested in obtaining such information may write to the Company Secretary at the registered office and the same will be furnished on request. Further the details are also available on the Company's website: www.hzlindia.com.

I n line with the internal guidelines of the Company, no payment is made towards commission to the Executive Director of the Company, who is in full time employment with the Company.

XX. INTEGRATED REPORT

The Company being one of the top companies in the country in terms of market capitalisation, has voluntarily provided Integrated Report, which encompasses both financial and non-financial information to enable the members to take well informed decisions and have a better understanding of the Company's long-term perspective. The report also touches upon aspects such as organisation's strategy, governance framework, performance and prospects of value creation based on the six forms of capital viz. financial capital, manufactured capital, intellectual capital, human capital, social and relationship capital and natural capital.

The key initiatives taken by the Company with respect to stakeholder engagement, ESG, health and safety of employees has been provided separately under various sections of this Integrated Annual Report.

XXI. ACKNOWLEDGEMENTS

We sincerely thank our customers, vendors, investors, business partners, worker unions, auditors and bankers for their continued support during the year. We place on record our appreciation of the contribution made by employees at all levels. Our continued success was made possible by their hard work, solidarity, commitment and support. We thank the Government of India, the state governments of Rajasthan, Andhra Pradesh, Gujarat, Karnataka, Tamil Nadu, Maharashtra and Uttarakhand for their continued support.

Hindustan Zinc Ltd Company Background

Hindustan Zinc Ltd Company Management

Hindustan Zinc Ltd Listing Information

Hindustan Zinc Ltd Finished Product