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Director's Report
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Burnpur Cement LtdIndustry : Cement - North India
BSE Code:532931
ISIN Demat:INE817H01014
Book Value(Rs):-2.06
NSE Symbol:BURNPUR
Div & Yield %:0
Market Cap (Rs Cr.):9.04
P/E(TTM):0
EPS(TTM):0
Face Value(Rs):10
  Change Company 

To the Members,

Your Directors have pleasure in presenting the 32nd Annual Report of the Company, together with the audited financial statements of the company for the financial year ended 31st March 2018.

FINANCIAL HIGHLIGHT (STANDALONE)

Your Company's performance for the year ended 31st March, 2018 is summarized as under:

(Rs. In Lakhs)
Particulars 2017-18 2016-17
Sales (Net) 5383.55 7434.30
Finance Cost 2.41 1743.19
Depreciation 1306.83 1224.95
Profit before Tax (4773.78) (4773.78)
Income Tax
– Current Tax
– Deferred Tax (64.16) 614.14
Profit/(Loss) after Tax (4449.44) (5387.91)

INDIAN ACCOUNTING STANDARDS

Pursuant to the notification dated 16th February, 2015 issued by the Ministry of Corporate Affairs, the Company has to mandatorily adopt the Indian Accounting Standards ("Ind AS") notified under the Companies (Indian Accounting Standards) Rules, 2015 with effect from 1st April, 2017. Financial statements for the year ended and as at 31st March, 2018 has been restated to conform to Ind AS.

TRANSFER TO RESERVE

During the year under review the Company has incurred loss of Rs. 4449.44 lakhs after tax.

DIVIDEND

The company has incurred loss therefore your directors do not recommend any dividend for the year ended 31st March, 2018.

STATE OF COMPANY'S AFFAIRS

During the year under review, the performance of the company has become better than previous year. The company has restarted it production in full capacity which was suspended in last quarter of financial year 2016-17 and was remained suspended for the first quarter of financial year 2017-18 due to fund crisis and non –availability of basic raw material. Due to fund crisis and non –availability of basic raw material your company had suffered a huge loss of Rs. 53.88 crores last year. Apart from all these challenges, your company restarted its production from patratu unit from July 2018 onwards. The current capacity of Patratu Unit is 240000 tones per year which will be increased to 375000 tones per year in the current financial year i.e. F.Y. 2018-19.

The Company is in continuous talk with the consortium bankers for one time settlement of its debts.

Once the one time settlement of the debts is done with the bankers, your company will increase the production capacity every year to reach upto 2 million tones per year.

The New Mines which is allotted to the company through e-auction will take 2-3 years to become operational and once the mines became operation, it will create huge impact on the profit of the company. At Present the Company is manufacturing cement from its Patratu plant and will start production in its Burnpur plant in near future.

CHANGE IN THE NATURE OF BUSINESS

During the year under review, there was no change in the nature of the business of the Company.

MATERIAL CHANGES AND COMMITMENTS

There were no material changes and commitments affecting the financial position of the company which have occurred between the end of the financial year 31st March, 2018 and at the date of report.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

During the year under review, no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Directors had laid down internal financial controls procedures to be followed by the Company which ensure compliance with various policies, practices and statutes in keeping with the organization's pace of growth and increasing complexity of operations for orderly and efficient conduct of its business. The Audit Committee of the Board, from time to time, evaluated the internal financial control of the Company.

DETAILS OF SUBSIDIARY, JOINT VENTURE OR ASSOCIATES

During the year under review, the Company has no Subsidiary, Joint Venture or Associate.

DEPOSITS

During the year under review, your Company has not accepted any deposits from the public.

STATUTORY AUDITORS

M/s. Shekhar Sharad & Co. Chartered Accountant (FRN 011338C), who was originally appointed as the statutory auditor of the Company for a term of 5 years commencing from the conclusion of 31st AGM upto the conclusion of the 36th AGM of the Company has resigned from the company w.e.f. 29.06.2018 and due to which a casual vacancy of statutory auditor has arisen in the company. Pursuant to the provision of the section 139(8) of the Companies Act, 2013 and rules made thereunder the Board of Directors based on the recommendation of the Audit Committee, has appointed M/s. K. Pandeya & Co., Chartered Accountant (FRN 000135C) to fill such casual vacancy till the conclusion of ensuing AGM subject to the approval of the shareholders of the Company. The Board now recommends the ratification of the appointment of M/s. K. Pandeya & Co.

Further, pursuant to Section 139 of the Companies Act, 2013, the Company needs to appoint Statutory Auditors and, therefore, the Company has sent a proposal to M/s. K. Pandeya & Co., Chartered

Accountant (FRN 000135C) for appointing them as Statutory Auditors of the Company to hold office for the period of 5 (Five) consecutive years from the conclusion of the 32nd Annual General Meeting till the conclusion of the 37th Annual General Meeting of the Company at such remuneration and other terms and conditions as may be fixed by the Board of Directors of the Company.

The Company has received consent letter dated July 27, 2018 from M/s. K. Pandeya & Co., Chartered Accountant (FRN 000135C) and a Certificate stating that their appointment if made, would be in compliance with Section 139 and 141 of the Companies Act, 2013 and allied rules framed thereunder. The Board now recommends the appointment of M/s. K. Pandeya & Co., Chartered Accountant (FRN 000135C) to hold office as Statutory Auditors of the Company for the period of 5 (Five) consecutive years from conclusion of ensuing Annual General Meeting till the conclusion of the 37th Annual General Meeting, subject to approval by the shareholders at the ensuing Annual General Meeting of the Company.

AUDITORS' REPORT

The notes on financial statements referred to in the Auditors Report are self-explanatory and do not call for any further comments. Following are the qualified opinion contain in Auditors report and comments of Board thereon.

1. Trade Receivables of the Company are mainly individual and proprietorship concerns and we have not been able to obtain sufficient audit evidence from alternative methods regarding receivables of the company amounting to Rs. 4168.32 Lacs as on 31st March, 2017. The company has also written off bad debts amounting to Rs. 1379.39 Lacs and has also created provision for bad and doubtful debts amounting to Rs. 1740.36 Lacs. Due to reasons mentioned above we are not able to obtain sufficient audit evidence in respect of these write off and provisions by the company, and as such we are unable to comment upon the correctness of Trade Receivables and Provisions and write offs made.

Board's Comment:

Bad debts written off amounting to Rs. 1379.39 Lacs and Provision for Bad & Doubtful debts amounting to Rs. 1740.36 Lacs. The Company has already sent several intimations , Correspondences and calls for the Outstanding demand, however, despite all the efforts debtors amounting to Rs. 1379.39 Lacs have been identified as non-recoverable and provision of Rs. 1740.36 Lacs has been created against estimated future credit loss in accordance with the requirements of Ind AS.

2. The company has not provided for accrued interest in its books of accounts during the year as the accounts have been declared NPA by the respective lenders. The effect of same is not ascertainable at present and as such we are unable to comment upon the consequential impact, if any, on the accompanying standalone financial results.

Board's Comment:

The company has not provided for interest on loan taken from banks to the extent same have remain unpaid as the accounts have been classified as NPA by the lenders and the management is in continuous process of settlement of the liability. Interest, if any, will be recorded in the books when it will be crystallized after settlement/agreement with lenders

3. Inventory of the company amounting to Rs. 1283.76 Lacs have been lying since long in open storage space and is expected to fetch a lower realisable value. However, the management has stated the inventory at Cost. The Net Realisable Value of these old and obsolete inventory is not ascertainable at present and accordingly we are unable to comment upon the consequential impact, if any, on the accompanying standalone financial results.

Board's Comment:

The management of the company is confident about the realization of inventories at cost or more then the cost, lying under sheds. The management is already in discussion with some lenders and investors regarding expansion of the existing Plant and other new Plant and is confident about the viability of the expansion and utilization of the inventories.

4. The management has recognised Deferred Tax Assets amounting to Rs. 530.65 Lacs during the year on account of provision for bad and doubtful debts created during the year. The management of the company is confident that sufficient future income will be available against which such deferred tax assets can be realised. However, in our opinion, in absence of convincing evidence that sufficient future taxable income will be available against which such Deferred Tax Assets can be realised, such recognition is not in accordance with Indian Accounting Standard 12 "Income Tax" (Ind AS 12). Had the aforesaid deferred tax assets not been recognised, loss after tax for the period would have been higher by Rs. 530.65 Lacs and Deferred Tax Assets would have been lower by Rs. 530.65 Lacs.

Board's Comment:

The company has incurred losses which has eroded net worth and its current liabilities are greater then the current assets, but the management is already in discussion with some lenders and investors regarding expansion of the existing Plant and other new Plant and is confident about the viability of the expansion. The management after considering all the facts , foreseeable future , trading estimates and cash flow forecasts is confident that sufficient future income will be available against which such deferred tax assets can be realised.

SHARE CAPITAL

During the year under review, your Company has neither issued and allotted any fresh equity shares (including ESOP) nor has granted any stock options and sweat equity. As on 31st March, 2018, none of the Directors of the Company hold instruments convertible into equity shares of the Company.

EXTRACT OF ANNUAL RETURN

Extract of the Annual Return as on the financial year ended March 31, 2018 in Form MGT-9 as per Section 134(3)(a) of the Companies Act, 2013 read with Rule 8 of Companies Act (Accounts) Rules, 2014 and Rule 12 of Companies (Management and Administration) Rules, 2014 is annexed hereto and forms part of this report as "Annexure A".

CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The details of Energy conservation, Technology Absorption, Foreign Exchange Earnings and Outgo are as mentioned in the "Annexure B" attached with this report.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management Discussions & Analysis Report forms part of this Annual Report

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) Details of Directors retiring by rotation

During the year under review, there is no Director who is liable to retire by rotation in accordance with the provisions of the Companies Act, 2013 due to the resignation of both the retiring type directors i.e. Ms. Archana Singh and Mr. Keshav Jaipuria with effect from 3rd April, 2018 and 27th July, 2018 respectively.

b) Appointment/ Re-appointment of Directors

Mr. Aman Jain, (DIN 08187995) has been appointed as an Additional Director of the Company w.e.f. July 27, 2018.

c) Appointment /Resignation of Key Managerial Personnel

During the year under review and till the date of board's report, Mr. Sandip Roy, CFO of the Company has resigned with effect from October 21, 2017.

Mr. Pawan Pareek has been appointed as CFO with effect from April 16, 2017.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declaration from the Independent Director(s) of the Company declaring that they meet the criteria of independence both, as under sub-section (6) of Section 149 of the Companies Act, 2013 and under Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Based on the declarations, disclosures received from the Independent Directors and on evaluation of the relationships disclosed, the following Non-executive Directors are Independent Directors in terms of the Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 149(6) of the Companies Act, 2013.

1. Mr. Prem Prakash Sharma

2. Mr. Subrata Mukherjee

BOARD EVALUATION

Pursuant to Section 134(3)(p), Schedule IV (VIII) of the Companies Act, 2013 and Regulation 17(10) and 19(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), the performance evaluation of Directors, Board and Committee was done at three levels by the Independent Directors at a separate meeting, Nomination and Remuneration Committee and the Board. Firstly, the Board of Directors has carried out an annual evaluation of performance of independent directors, its own, the Committees and individual directors based on the evaluation marking by the Directors. Secondly, the independent directors of the Company at their meeting held on 31st March, 2018, carried out the evaluation of performance of the non-independent directors, the Board and the Chairman of the Company as per the prescribed criteria adopted by the Board. Lastly, the Nomination and Remuneration Committee of the Company carried out evaluations as appropriate and whenever required as per the prescribed criteria adopted by the Board. The performance was evaluated by the Board on the basis of the criteria such as the composition of Board and Committee and structure, effectiveness of Board and committee processes, information and functioning. The performance was considered satisfactory.

FAMILIARIZATION PROGRAMME FOR BOARD MEMBERS

The Company is required to conduct the Familiarization Programme for Independent Directors (IDs) in terms of Regulation 25(7) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to familiarize them about the Company, their roles, rights, responsibilities in the Company and various updates and notifications under Companies Act, 2013, Listing Regulations, 2015, Reserve Bank of India Guidelines and other statutes applicable to the Company.

The details of such Familiarization Programme for Directors may be viewed at the website of the Company at www.burnpurcement.com

NUMBER OF BOARD MEETINGS

During the financial year 2017-18, the Board of Directors had six (5) meetings. These were held on 14th June, 2017, 18th July, 2017, 14th August, 2017, 14th September, 2017, 14th November, 2017 and 14th February, 2018. The details in relation to attendance at the meetings are disclosed in the Corporate Governance section which forms a part of this report.

COMMITTEES OF THE BOARD

During the financial year ended March 31, 2018 the Company has three committees as mentioned below:

1. Audit Committee

2. Stakeholders Relationship Committee

3. Nomination and Remuneration Committee

AUDIT COMMITTEE

The Composition, terms of reference and other details of the Committee forms part of the Corporate Governance Report as annexed hereto. All the recommendations made by the Audit Committee during the year were accepted by the Board.

STAKEHOLDERS RELATIONSHIP COMMITTEE

The Composition, terms of reference and other details of the Committee forms part of the Corporate Governance Report, forming part of this Annual Report.

NOMINATION AND REMUNERATION COMMITTEE

The Composition, terms of reference and other details of the Committee forms part of the Corporate Governance Report, forming part of this Annual Report. The Nomination and Remuneration Policy is annexed with the Annual report and also posted on the website of the Company at www.burnpurcement.com

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Board of Directors of the Company has established a Vigil Mechanism for Directors and employees and adopted the Whistle Blower Policy in terms of Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to report concerns about unethical behavior, wrongful conduct and violation of Company's Code of conduct or ethics policy. The details of which have been given in the Corporate Governance Report annexed to this Report and also posted on the website of the Company at www.burnpurcement.com

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS OUTSTANDING DURING THE FINANCIAL YEAR

Particulars of the Loans/guarantee/advances/ and Investments outstanding during the financial year are fully disclosed in the Note no. 6 attached to the annual accounts which are attached with this report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

During the year under review, the Company has not entered into contracts or arrangements or transactions with the related parties in accordance with the provisions of Section 188 of the Companies Act, 2013 and rules thereof.

Accordingly, no transactions are reported in Form AOC-2 in terms of Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts), Rules 2014.

The Policy on Related Party Transaction as approved by the Board has been posted on the website of the Company at www.burnpurcement.com

CORPORATE SOCIAL RESPONSIBILITY

As the Company is suffering huge loss, the CSR is not applicable on your Company.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the details are annexed as "Annexure C" to the Annual Report.

Further, in accordance with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, there are no employees in the Company drawing remuneration in excess of the limits set out in the said rules.

SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company has appointed Mr. Pankaj Modi, Practising Company Secretary, to conduct the Secretarial Audit for the financial year 2016-17. The Secretarial Audit Report for the Financial Year 2017-18 is appended as Annexure ‘D' which is self-explanatory. The said Report does not contain any qualification, reservation or adverse remark.

CORPORATE GOVERNANCE

The Company is committed to maintaining the premier standards of Corporate Governance and adhering to the Corporate Governance requirements as set out by Securities and Exchange Board of India. The Report on Corporate Governance as stipulated under Regulation 34(3) read with Schedule V of the Listing Regulations, 2015 forms part of the Annual Report.

The Certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance also forms part of this Annual Report.

Further, declaration by Mr. Ashok Gutgutia, Managing Director stating that the members of the Board of Directors and Senior Management Personnel have affirmed compliance with the Code of Conduct of the board of Directors and Senior Management are annexed with this Report.

CEO & CFO CERTIFICATION

Certificate from Mr. Ashok Gutgutia, Managing Director and Mr. Pawan Pareek, Chief Financial Officer, pursuant to Regulation 17(8) read with Schedule II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the year under review forms part of this Annual Report.

RISK MANAGEMENT

The Company has in place a mechanism to identify, assess, monitor and mitigate various risks that may impact key business objectives of your Company.

Your Company has adopted the Risk Management Policy in order to ensure that all the current and future material risk exposures of the company are identified, assessed, quantified, appropriately mitigated and managed, to establish a framework for the company's risk management process and to ensure its wide implementation, to ensure systematic and uniform assessment of risks to enable compliance with appropriate regulations, wherever applicable, through the adoption of best practices and to assure business growth with financial stability.

Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. These are discussed at Audit Committee and the same is even referred to the Board of Directors of the Company, if any.

DIRECTORS' RESPONSIBILITY STATEMENT

In terms of the provisions on the Directors' Responsibility Statement referred in Section 134 (5) of the Companies Act, 2013, your Director's confirm that—(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; (b) the directors had selected such accounting policies and applied them consistently and made judgments and 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 loss of the Company for that period; (c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) the directors had prepared the annual accounts on a going concern basis; and

(e) the directors, had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

(f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

The Company is committed to provide safe and conducive work environment to its employees and has formulated "Policy for Prevention of Sexual Harassment" to prohibit, prevent or deter any acts of sexual harassment at workplace and to provide the procedure for the redressal of complaints pertaining to sexual harassment, thereby providing a safe and healthy work environment. During the year under review, no case of sexual harassment was reported.

FRAUD REPORTING

There have been no frauds reported by the auditors of the Company under sub-section (12) of section 143 of the Companies Act, 2013 and to Central Government as per Companies Amendment Act, 2015.

COST AUDITORS

As per the provision of Section 148 of the Companies Act, 2013 the Company's cost records for the year ended March, 2017 are being audited/ reviewed by Cost Auditor M/s AS & Associates. The Cost Audit Report for the year ended 31st March, 2018 was filled in accordance with Cost Audit (Report) Rule 2001 within the stipulated time. For the Financial Year 2018-19 the Board of Directors of the Company has re-appointed M/s Som Das & Associate, cost auditor to audit the cost records of the company as per the recommendation of the Audit Committee. The remuneration of the of the cost auditor shall be ratified by the shareholders of the company in the ensuing Annual General Meeting.

APPRECIATION

Your Directors express their deep sense of gratitude to the Financial Institutions, Banks, Government Authorities, dealers, suppliers, business associates and Company's valued customers and the esteemed Shareholders for the faith they continue to repose in the Company and look forward to their continued support in future.

The Directors also warmly thank all the employee of the Company for their contribution to company's performance and progress.

For and on behalf of the Board

Place: Kolkata PREM PRAKASH SHARMA ASHOK GUTGUTIA
Date: 13.08.2018

Chairman

Vice Chairman and Managing Director

   

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