Your Directors are pleased to present the 75th Annual Report and the audited financial statement for the financial year ended March 31, 2015
The companys financial performance, for the year ended March 31, 2015 is summarized below:
|Particulars||Standalone Results||Consolidated Results|
|Net Sales & Other income||48,059||47,256||256,909||235,066|
|Profit before Taxation||22,235||19,295||23,365||61,334|
|Provision for Taxation||8,117||8,027||14,326||16,428|
|Profit After Tax||14,117||11,268||9,178||38,317|
|Proposed Dividend (inclusive of dividend tax)||1,693||1,597|
|Earnings Per Share ()||9.56||8.25||6.22||28.07|
The Directors are pleased to recommend a Dividend of 20% (Rs. 1/- per equity share of Rs. 5/- each) to be appropriated from the profits of the financial year ended March 31st, 2015, subject to the approval of the shareholders at the ensuing Annual General Meeting. The Dividend will be paid in compliance with applicable regulations. The dividend, if declared as above, would involve an outflow of Rs. 1693 Lacs towards dividend and Rs. 354 Lacs towards dividend tax, resulting in a total outflow of Rs. 2047 Lacs.
The dividend will be paid to members whose names appear in the Register of Members as on 18th September, 2015. In respect of shares held in dematerialised form, it will be paid to members whose names are furnished by National Securities Depository Limited and Central Depository Services ( India) Limited, as beneficial owners as on that date.
The dividend payout for the year under review has been formulated in accordance with the Companys policy to pay sustainable dividend linked to long-term performance, keeping in view the Companys need for capital for its growth plans and the intent to finance such plans through internal accruals to the maximum.
FY15 has been a year of growth and consolidation for the Group. The business displayed robust growth, with especially strong contributions from the Education business. In the leisure space, despite a relatively tepid global growth environment, C&K brands displayed a robust increase in revenues together with steady profitability. During the year, your Company strengthened the Balance Sheet through strategic divestitures and a qualified institutional placement (QIP) of equity shares; as a result, group gross debt fell from Rs.5,584 crores at the end of FY14 to Rs.3,780 crores as of March 31, 2015. Group net revenues (excluding Camping) grew by 15% y-o-y to Rs.2,271 crores in FY15 while profit before exceptional items and tax stood at Rs.542 crores in FY15, down 18% y-o-y from Rs.659 crores in FY14. However, on a normalized basis, i.e. excluding forex gains or losses, profit before exceptional items and tax stood at Rs.542 crores in FY15, up 24% y-o-y from Rs.439 crores in FY14. The Companys consolidated net profit after tax, exceptional items, minority interests and share of income from associates was lower year-on-year by 76% at Rs.92 crores, as compared to Rs.383 crores in the prior year. Exceptional items included a net loss of Rs.202 crores on the sale of Camping division, a one-time charge of Rs.102 crores on cancellation of forward hedges on acquisition debt, and a restructuring charge of Rs.4 crores.
C&K Leisure India business grew robustly during the year. Net revenues were up 15% to Rs.481 crores, while EBITDA grew 14% to Rs.236 crores. EBITDA margins were stable at ~49%.
Your Company continues to further entrench its dominant position in the holiday market, with customers preferring us for our wide bouquet of travel destination choices delivered across multiple price points. Today C&K operates through our powerful network of 12 own stores, 142 franchisees and 90 preferred sales agents. Your Companys market share has been growing steadily over the last few years as we grow at rates faster than the industry. Your Company sheer size enables us to secure the best possible deals from airlines, hotels and other vendors, which in turn enables the Company to offer the best value proposition to the Indian traveller.
Your Companys B2B businesses also performed well this year as it invested aggressively in strengthening its relationship with key customers. Meetings, incentives, conferences and events (MICE) are now a routine part of corporate culture and we see a bright future for this business as the economy grows. We are also very strong in Business Travel, offering the best-value, customized, flexible solutions to our corporate customers.
While inbound business did not grow rapidly in FY15 we believe over the long term this business may be a significant growth driver as the Indian government increasingly views tourism as a key avenue of employment generation.
C&K Leisure International business grew steadily during the year. Net revenues were up 6% to Rs.650 crores, while EBITDA grew 9% to Rs.236 crores; EBITDA margins rose slightly to ~36%. Growth was driven mainly by U.K. and U.S. geographies. The outlook for this business is positive due to higher tax-free withdrawals of annuities allowed for U.K. pensioners from April 2015, a stronger pound, and stability in U.K. politics.
Although this business has historically grown at a slower rate than other businesses, it occupies a niche position in several markets and produces a steady stream of cash flow. Leisure International also enjoys a substantial amount of repeat business. C&K continues to leverage the strong vendor relationships across all the Leisure International subdivisions to deliver the best value for our customers around the world.
According to WTTC, the global travel market direct contribution to GDP is likely to grow by 3.9% p.a. over 2015e-2025f. In recent years, the global travel market has outpaced so called hot sectors such as financial services, healthcare and automotives, according to WTTC. More tourists than ever are crossing international borders every year, 1.14 billion in 2014 alone. Direct international receipts from tourism have reached US$1.38 trillion in 2014; this is expected to grow at 4.2% p.a. over 2015e-25f to reach US$2.14 trillion.
Businesses denominated in U.K. pound sterling dominate the revenue line, amounting to as much as 60% of the overall net revenues. Your Company U.S., Australia and U.A.E. businesses account for about ~10% each, while Japan and others make up the rest. The diversified nature of revenue streams by product lines and geographies makes this business an important cog in the wheel.
Education business grew strongly in FY15. Net revenues were up 19% at Rs.640 crores, while EBITDA grew 16% to Rs.262 crores, driven by strong performances at both PGL and NST.
At PGL, the Company continues to take market share from the state-funded sector in the U.K. as local education authorities suffer from budget cuts. We are also increasing capacity utilization by introducing new programs during the summer-holiday period and during the shoulders of winter. We are also introducing new programs and packages to increasing our capacity utilization during the weekends. The performance of the Australia division, now in its second year of operation, has been in line with internal expectations.
The NST business grew very strongly this year, partly because of the benefit of two Easter holiday periods falling within one financial year.
The long-term outlook for Education business is robust for a number of reasons, not least of all because of a mini baby boom in the U.K. The Department for Education sees a 12% increase in the pupil population over the period 2014-2023; pupil populations are forecast to reach levels last seen in the late 1970s. We are pioneers in the business of experiential learning. The classroom method of learning is increasingly redundant in the 21st century and we intend to capitalize on the tremendous organic growth opportunities in this business by introducing our skills and brands in multiple geographies over the medium term.
The Meininger hybrid hotels business grew reasonably well in FY15. Net revenues were up 8% at Rs.356 crores, while EBITDA grew 25% to Rs.124 crores, driven by higher occupancy and consequently higher average bed rates.
Meiningers ability to deliver a clean, safe stay for as little as EUR15 per night in city-centre locations is a tremendous value proposition for our guests. The business enjoyed a high bed occupancy rate of 75% in FY15, up 420bps y-o-y.
Your Company believe Meininger will be a significant growth driver for C&K over the medium to long term. In order to spearhead our expansion we have tied up with Europes largest real estate investment trust (REIT), Fonciere des Murs
(FDM). FDM has committed to buy properties worth EUR400m throughout Europe over the next four years, which will be converted into Meininger hotels. We currently run ~7,000 beds and we intend to add aggressively over the next four years and beyond, both within Europe as well as outside.
The Others portion of the business substantially relates to outsourced visa processing services to diplomatic missions around the world. This business generated revenues of Rs.86 crores in FY15 versus Rs.32 crores in FY14. The business reported an EBITDA loss of Rs.46 crores in FY15 versus an EBITDA loss of Rs.22 crores in FY14. For the full year FY15 we incurred some sizeable start-up costs associated with a marquee contract to process India visas in the US.
Consolidated Financial Statements
In accordance with the Companies Act, 2013 (the Act) and Accounting Standard (AS) -21 on Consolidated Financial Statement read with AS-23 on Accounting for Investments in Associates and AS-27 on Financial Reporting of Interest in Joint Ventures, the Audited Consolidated Financial Statements are provided in the Annual Report.
Subsidiaries & Associates
During the year, the Board of Directors reviewed the affairs of the Subsidiaries. In accordance with the Section 129(3) of the Companies Act 2013, your Company has prepared the consolidated financial statements of the Company and all its subsidiaries, which form part of the Annual Report. A report on the performance and financial position of each of the subsidiaries, associates and joint venture companies as per the Companies Act, 2013 is provided to the consolidated financial statement and hence not repeated here for the sake of brevity. Details of major subsidiaries of the Company and their business operations during the year under review are covered in the Managements Discussion and Analysis Report.
The Policy for determining material subsidiaries as approved may be accessed on the Companys website at the link http://www.coxandkings.com/downloads/investor-relations/material-subsidiary-policy.pdf.
During the Year under review, following subsidiary have become or ceased to be Companys subsidiaries.
Companies which have become subsidiaries during the financial year 2014-15
1. Cox and Kings PGL Camps Pty Limited
2. Meininger Finance Co Limited
3. Meininger Paris SCI
4. Superbreak Mini-Holidays Transport Limited
Companies which ceased to be subsidiaries during the financial year 2014-15
|1.||Greenbank Holidays Limited|
|2.||RM & Reise Marketing & Services GmbH|
|3.||Parkovi Sunca d.o.O.|
|4.||Camping in Comfort BV|
|5.||Keycamp Holidays Netherlands BV|
|6.||Keycamp Holidays (Ireland) Limited|
|8.||Holidaybreak Reisevermittlung GmbH (formerly Eurocamp Travel GmbH)|
|9||Depot Starvillas SARL|
|10.||Eurocamp Independent Limited|
|12.||Eurocamp Travel (Schweiz) AG|
|13.||Eurocamp Travel BV|
|14.||Camping Division Limited|
|15.||Sites Services SARL|
|16.||Greenbank Packages Limited|
|17.||Greenbank Services Limited|
|18.||Own A Holiday Home Limited|
|20.||Select Sites Limited|
|22.||Chalets de France Ltd|
|23.||GHL Transport Limited|
|25.||Prometheon Holdings Ltd|
a. Qualified Institutional Placement
During the year, under review your company successfully placed 3,27,87,000 equity shares through the process of Qualified Institutional Process (QIP) and raised an amount of Rs. 1000 crores consequent to the above.
b. Preferential Allotment
On 6th January, 2015, the Company had issued and allotted 72,50,000 Warrants to Standford Trading Private Limited, a promoter group entity, entitling for subscription of equivalent number of equity shares of Rs. 5/- each at a price of Rs.309.82/- per Warrant including premium of Rs. 304.82/- aggregating to Rs. 224.61 Crores .
The warrants has the option of converting into the equity shares of the Company within a period of 18 months. The Warrants on conversion into equity shares shall rank pari-passu with the existing equity shares of the Company.
c. Sale of Camping Division by Holidaybreak Limited, Subsidiary of the Company
Focusing on the strategy of becoming a leading Leisure & Education travel group and to have a global footprint with market leadership positions in its core business, the Company sold the Camping Division of its subsidiary Holidaybreak Limited to Homair Vacances for a total consideration 89.2 mn in September 2014. The Camping Division provided outdoor family holidays on over 170 third-party owned campsites across 12 European countries. Your Company had acquired the Camping Division as part of its acquisition of Holidaybreak in 2011.
d. PGL opens its second center in Australia
During the year, PGL, a subsidiary of Holidaybreak Ltd, the European Education and Leisure specialist group added its second site, Camp Rumbug in Australia, as part of its plan to expand in Australia.
Camp Rumbug is located in the majestic hills of South Gippsland, two hours south-east from Melbournes central business district and is set on 200 acres of temperate rainforest overlooking Wilsons Promontory National Park. Accommodation comprises of a total of 260 beds in two purpose-built buildings. PGLs first centre in Australia Campaspe Downs is located on the outskirts of the Macedon Ranges, close to Kyneton an hours drive north from Melbourne. PGL Campaspe Downs offers 350 beds. Local attractions include Hanging Rock, Organ Pipes National Park and Mt Macedon National Park, as well as historic townships and museums.
PGL has been operating school camps, adventure centres and retreats in the UK and Europe since 1957. PGL operates 25 centres in the UK, Europe & Australia.
During the year, MEININGER Holding GmbH, subsidiary of the Company and Foncire des Rgions, through its subsidiary Foncire des Murs, formed a commercial partnership in respect of the sourcing by MEININGER and acquisition by Foncire des Rgions of hotel property investment opportunities primarily in European gateway cities, to be leased to and managed by MEININGER under the MEININGER brand. Primary cities targeted include Amsterdam, Barcelona, Brussels, Berlin, Geneva, Hamburg, Frankfurt, London, Madrid, Milan, Munich, Paris, Rome, Vienna and Zurich, In addition other cities in both Western and Eastern Europe where the MEININGER brand is likely to be popular are also planned for expansion.
MEININGER will operate these hotels under its brand in a lease structure. MEININGER will also provide other services appropriate to its brand.
CARE, the rating agency, has upgraded the rating of Long Term Bank Facilities and issue of Non-Convertible Debentures of the Company to CARE AA (Double A) from the exiting CARE AA- (Double A Minus). Instruments with this rating indicate high degree of safety for timely servicing of debt obligations and carry very low credit risk.
CARE, has also enhanced the Commercial Paper issue of the Company from the existing Rs.750 Crores to Rs.825 crores. The rating to the Commercial Paper issue has been reaffirmed to the highest short term rating, CARE A1+ (A One Plus). Instruments with this rating indicate very strong degree of safety regarding timely payment of financial obligations and carry lowest credit risk.
g. Change of Depository for GDR issue from CitiBank NA to Bank of New York and Mellon (BNY)
With effect from 20th January, 2015, The Bank of New York Mellon, had been appointed as successor depositary to Citibank, N.A by the Company for its Global Depositary Receipt (GDR) program. The GDR of the Company are listed on Luxembourg Stock Exchange.
h. Completion of comprehensive refinancing
During the year under review, Holidaybreak Limited completed a comprehensive refinancing of Holidaybreak Limited and Prometheon Holding (UK) Limited banking facilities. The new 245 millon facility is provided jointly by Holidaybreaks existing lenders and new lenders.
The refinancing removes legacy acquisition finance debt, reduces finance costs, simplifies considerably the borrowing arrangements, enhances covenant flexibility, extends the maturity to September 2019 and September 2020, and diversifies the sources of lending. Prometheon Holding (UK) Limited debt facilities have been repaid in full and as a consequence the corporate guarantee from Cox & Kings Ltd. against this loan is released.
Your Company had acquired Holidaybreak Limited, the Education Activity and Leisure Specialists travel group in 2011 through its subsidiary Prometheon Holdings (UK) Limited.
i. Re-financing by subsidiary Company Prometheon Enterprise Limited
During the year under review, Prometheon Enterprise Limited, wholly owned subsidiary of the Company, refinanced US$ 200 millon facility for a tenor upto 2021. The debt replacement plan achieves following key benefits for the company:
1. The loans being repaid had an average maturity of 2.50 years whereas the new loan has an average maturity of 5.17 years.
2. The new loan provides interest savings by improving the IRR.
j. Legal proceedings with Indian Railway Catering & Tourism Corporation (IRCTC) with respect to Royale Indian Rail Tours Limited
The Royale Indian Rail Tours Limited is 50: 50 joint-venture between IRCTC and the Company. The Supreme Court had directed both the parties to go for arbitration. The arbitration proceeding has been initiated by your Company and at present the proceedings are underway as per the directions of Arbitration Tribunal.
As regard to the CLB petition filed by IRCTC, the said petition is posted for hearings in August 2015 and onwards.
Reappointments: In accordance with the provisions of the Act and the Articles of Association of the Company, Mr. ABM Good, Director of the Company, retire by rotation at the ensuing Annual General Meeting and being eligible have offered himself for re-appointment.
Declaration by Independent Directors: The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed both under the Act and Clause 49 of the Listing Agreement with the Stock Exchanges.
Board Evaluation: The Company has devised a Policy for performance evaluation of Independent Directors, Board, Committees and other individual Directors which includes criteria for performance evaluation of the non-executive directors and executive directors. The evaluation of all the Directors and the Board was conducted based on the criteria and framework adopted by the Board. The Board approved the evaluation results as collated by the nomination and remuneration committee.
Board Evaluation Process
The performance evaluation of the Board, its Committees and individual Directors was conducted and the same was based on questionnaire and feedback from all the Directors on the Board as a whole, its Committees and individual Directors.
The Chairperson of the Nomination and Remuneration Committee (NRC) held discussions with each of the Directors of the Company and obtained their feedback on overall Board effectiveness as well as on each of the other Directors. Based on the questionnaire and feedback, the performance of every Director was evaluated in the meeting of the NRC.
Some of the key criteria for performance evaluation, as laid down by the NRC were as follows-
Performance evaluation of Directors:
invests time in understanding the company & its unique requirements.
Demonstates professional behaviour, prudence & diligence consistently
Possesses knowledge of financial & other performance metrics for reviewing the organisation performance brings in external knowledge & perspective to the table for discussion
Performance evaluation of Board and Committees:
Board structure and composition
Degree of fullment of key responsibilities
Establishment and delineation of responsibilities to Committees
Effectiveness of Board Processes, Information and Functioning
Board Culture and Dynamics
Quality of relationship between the Board and Management
Efficiency of communication with External Stakeholders
Contributes effectively towards development & periodic review of organisation strategy.
Familiarisation Programme: To familiarise the new directors with the strategy, operation and functions of the Company, the Company make presentations to the new directors about the Companys strategy, operations, product and service offering, market, organisation structure, finance, human resources, technology, quality, facilities and risk management. The details of programmes for familiarisation of Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company and related matters are put up on the website of the Company at the link: http://www.coxandkings.com/downloads/investor-relations/familiarisation-programme-for-independent-directors.pdf.
Board diversity: Your company recognises and embraces the importance of a diverse board in its success. We believe that a truly diverse Board will leverage difference in thoughts, perspective, knowledge, skill, regional and industry experience, cultural and geographical background, age ethnicity and gender which will help us retain our competitive advantages. The Board has adopted the Board Diversity Policy which set out the approach to diversity of the Board of Directors. The Board Diversity Policy is available on website of the Company at the link: http://www.coxandkings.com/downloads/ investor-relations/board-diversity-policy.pdf.
Board Meetings: Six meetings of the Board of Directors were held during the year. For further details, please refer report on Corporate Governance forming part of this Annual Report.
Directors Responsibility Statement
Pursuant to the requirement under Section 134 of the Companies Act, 2013, with respect to Directors Responsibility Statement, it is hereby confirmed 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 profit and 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, in the case of a listed company, 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.
Your Company has constituted the following Committees:
Stakeholders Relationship Committee
Nomination and Remuneration Committee
Corporate Social Responsibility and Governance Committee
Risk Management Committee
a. Audit Committee
The Audit Committee of the Company is constituted in line with the provisions of Clause 49 of the Listing Agreement and Section 177 of the Companies Act 2013. The Audit Committee oversees of the Companys financial reporting process and the disclosure of its financial information to ensure that the financial statements are correct, sufficient and credible.
Composition of the Audit Committee:
|1||Mr. M. Narayanan (Chairman)||Independent, Non Executive|
|2||Mr. Pesi Patel||Independent, Non Executive|
|3||Mr. S. C Bhargava||Independent, Non Executive|
|4||Mr. A. B. M. Good||Non Executive|
All the recommendation of the Audit Committee has been accepted by the Board.
b. Stakeholders Relationship Committee
The Stakeholders Relationship Committee is primarily responsible to review all matters connected with the Companys transfer of securities and redressal of shareholders/investors/security holders complaints. The Committee also monitors the implementation and compliance with the Companys Code of Conduct for Prohibition of Insider Trading.
Composition of the Stakeholders Relationship
|Sr. No.||Name of Director||Executive/Non Executive|
|1||Mr. Pesi Patel (Chairman)||Independent, Non Executive|
|2||Mr. M. Narayanan||Independent, Non Executive|
|3||Mr. S. C Bhargava||Independent, Non Executive|
|4||Mr. A. B. M. Good||Non Executive|
c. Nomination and Remuneration Committee
The Nomination and Remuneration Committee shall identify persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, recommend to the Board their appointment and removal and shall carry out evaluation of every directors performance. The Committee shall formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and other employees.
Composition of the Nomination and Remuneration Committee is as under
|Sr. No.||Name of Director||Executive/Non Executive|
|1||Mr. Pesi Patel (Chairman)||Independent, Non Executive|
|2||Mr. M. Narayanan||Independent, Non Executive|
|3||Mr. S. C Bhargava||Independent, Non Executive|
|4||Mr. A. B. M. Good||Non Executive|
|5.||Mr. Peter Kerkar||Non Executive|
The details of Nomination and Remuneration Policy of the Company is available on the website of the Company at www.coxandkings.com
D. Corporate Social Responsibility and Governance Committee
The Committees prime responsibility is to assist the Board in discharging its social responsibilities by way of formulating and monitoring implementation of the framework of corporate social responsibility policy, observe practices of Corporate Governance at all levels, and to suggest remedial measures wherever necessary.
Composition of the Committee
|Sr. No.||Name of Director||Executive/Non Executive|
|1||Ms. Urrshila Kerkar||Executive|
|2||Mr. Peter Kerkar||Non-Executive|
|3||Mr. S.C. Bhargava||Independent, Non Executive|
E. Risk Management Committee
The Risk Management Committee (RM Committee) was constituted by the Board on 20th November 2014 adhering to the requirements of the Companies Act, 2013 and Clause 49 of the Listing Agreement. The Committees prime responsibility is to implement and monitor the risk management plan and policy of the Company. The Committees constitution meets with the requirements of Clause 49 of the Listing Agreement.
Composition of the Committee
|Sr. No.||Name of Director||Executive/Non Executive|
|1||Mr. Peter Kerkar||Non-Executive|
|2||Mr. Pesi Patel||Independent, Non Executive|
|3||Mr. S.C. Bhargava||Independent, Non Executive|
Auditors and Auditors Report
M/s. Chaturvedi & Shah, Chartered Accountants, Statutory Auditors of the Company, hold office until the conclusion of the ensuing Annual General Meeting and being eligible, offer themselves for the re-appointment.
The Company has received a certificate from the Auditors to the effect that their re-appointment, if made, would be within the prescribed limits under Section 141(3)(g) of the Companies Act, 2013 and they are not disqualified for re-appointment.
The notes on Financial Statement referred to in the Auditors Report are self explanatory and does not call for any further comment.
Secretarial Audit Report
The Board has appointed Mr. Virendra Bhatt, Practicing Company Secretary, to conduct Secretarial Audit of the Company for financial year 2014-15. The Secretarial Audit Report for the financial year ended March 31st, 2015 is annexed herewith as Annexure I to this Report. The Secretarial audit Report does not contain any qualification or adverse remark.
Your Company has not accepted any fixed deposits within the meaning of Section 73 of the Companies Act, 2013 during the year.
Managements Discussion and Analysis Report
The Managements Discussion and Analysis on Companys performance industry trends and other material changes with respect to the Company and its subsidiaries pursuant to Clause 49 of the Listing Agreement is presented in a separate section forming part of the Annual Report.
Corporate Social Responsibility
It is your Companys intent to make a positive difference to society. As its operations have expanded to new geographies, your Company has retained a collective focus on various areas of CSR that impact the environment, people and their health and society at large. In particular, the Company focuses its efforts on promotion of education, promotion of gender equality and empowering women, improving health especially amongst children, Ensuring environmental sustainability and Animal Welfare.
Detailed information on the initiative of the Company towards CSR activities is provided as Annexure II to the Director Report.
Extract of Annual Return
Pursuant to Section 92 of Companies Act 2013, every Company is required to prepare Annual Return for the previous financial year. Under subsection (3) of the said Section, it is also mandatory to enclose the extract of the Annual Return with Director Report.
The extract of the Annual Return as prescribed is enclosed as Annexure III to the Director Report.
Related Party Transactions
All contracts/arrangements/transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arms length basis. During the year, the Company had not entered into any contract/arrangement/transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companys website at the link: http://www.coxandkings.com/downloads/investor-relations/ policy-on-related-party-transaction.pdf
Your Directors draw attention of the members to Note 26 to the standalone financial statement which sets out related party disclosures.
Particulars of Loans given, Investments made, Guarantees given and Securities provided
Particulars of loans given, investments made, guarantees given and securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the standalone financial statement (Please refer to Note 11 to the standalone financial statement).
Risk Management and Compliance processes form an integral part of your Company. A sound risk management framework improves decision making, defines opportunities and mitigates material events that may impact shareholder value. The Groups risk management framework outlines risk management processes by way of a guideline for adoption across the various businesses, helping in identifying, assessing and mitigating risks that could materially impact the individual entitys performance in achieving its stated business objectives.
The Policy on Risk Management as approved by the Board may be accessed on the Companys website at the link: http://www.coxandkings.com/downloads/investor-relations/risk-management-policy.pdf
Vigil Mechanism/Whistleblower Policy
Companies Act, 2013 provided that every listed company shall establish a vigil mechanism for director and employees to report genuine concerns and shall provide for adequate safeguard against victimisation of persons who use such mechanism. It further states that the company shall make provisions for direct access to the chairperson of the Audit Committee in appropriate or exceptional cases. Accordingly, your Company has framed a Whistleblower Policy to ensure that complaints are resolved quickly in an informal and conciliatory manner, confidentiality is maintained and both the complainant and the person against whom the complaint is made are protected. The whistle blower policy may be accessed on the Companys website at the link http://www.coxandkings.com/downloads/investor-relations/whistleblower-policy.pdf
Details in respect of adequacy of internal financial controls with reference to the Financial Statements
Your Company has designed and implemented a process driven framework for Internal Financial Controls (IFC) within the meaning of the explanation to Section 134 (5) (e) IFC of the Companies Act, 2013. For the year ended 31st March, 2015, the Board is of the opinion that the your Company has sound IFC commensurate with the nature and size of its business operations; wherein controls are in place and operating effectively and no material weaknesses exist. Your Company has a process in place to continuously monitor the existing controls and identify gaps, if any, and implement new and/or improved controls wherever the effect of such gaps would have a material effect on the Companys operation.
The Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance requirements set out by SEBI. The Report on Corporate Governance as stipulated under Clause 49 of the Listing Agreement forms part of the Report.
The requisite Certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance as stipulated under the aforesaid Clause 49 is attached to this Report.
Particulars of Employees and related disclosures
The information required under section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below.
a. The ratio of remuneration of each director to the median remuneration of the employees of the company for the financial year:
|Executive Director||Ratio to median remuneration|
|Ms. Urrshila Kerkar||51.35%|
|Non Non-Executive Director|
|Mr. A.B.M. Good||Nil|
|Mr. Peter Kerkar||Nil|
|Mr. Pesi Patel||1.80%|
|Mr. S. C. Bhargava||1.80%|
|Mr. M Narayanan||1.80%|
b. The percentage increase in remuneration of each director, chief executive officer, chief financial officer, company secretary in the financial year:
|Directors, Chief Executive Officer, Chief Financial Officer & Company Secretary||% increase in remuneration in the financial year|
|Mr. A.B.M Good||Nil|
|Mr. Peter Kerkar||Nil|
|Ms Urrshila Kerkar||Nil|
|Mr. Pesi Patel||Nil|
|Mr. S.C. Bhargava||Nil|
|Mr. M Narayanan||Nil|
|Mr. Anil Khandelwal (Chief Financial Officer)||6%|
|Ms Rashmi Jain (Company Secretary)||23.50%|
c. The percentage increase in the median remuneration of employees in the financial year: 3.72%
d. The number of permanent employees on the rolls of company: 1806
e. The explanation on the relationship between average increase in remuneration and company performance:
On an average, employees received an annual increase of 8% in India. The individual increments varied from 4% to 12%, based on individual performance. The increase in remuneration is in line with the market trends & the industry. In order to ensure that remuneration reflects Company performance, the performance linked variable pay is linked to Business Units performance, organizations performance and an individuals performance.
f. Comparison of the remuneration of the key managerial personnel against the performance of the Company:
|Aggregate remuneration of key managerial personnel (KMP) in FY 15||3.63|
|Remuneration of KMPs (as % of revenue)||0.76%|
|Profit before Tax (PBT)||222.34|
|Remuneration of KMP (as % of PBT)||1.63%|
g. Variations in the market capitalisation of the Company, price earnings ratio as at the closing date of current financial year and previous financial year:
|Particulars||March 31, 2015||March 31, 2014||% change|
|Market Capitalisation (Rs.In Crores)||5,490.03||2,188.81||150.82%|
|Price Earning Ratio||33.92||19.43||74.54%|
h. Percentage increase or decrease in the market quotations of the shares of the company in comparison to the rate at which the Company came out with the last Public offer:
|Particulars||March 31, 2015||December 9th, 2009||% Change|
|Market Price (BSE)||323.35||165*||95.96%|
|Market Price (NSE)||324.25||165*||96.51%|
* share price has been adjusted pursuant to the split of face value from Rs. 10 each to Rs. 5 each in the month of June 2011.
i. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration:
The average annual increase was around 7.39%. However, during the course of the year, the total increase is approximately 8%, after accounting for promotions and other event based compensation revisions.
Increase in the managerial remuneration for the year was 3.79%
j. Comparison of each remuneration of the Key managerial personnel against the performance of the Company:
|Ms Urrshila Kerkar||Mr. Anil Khandelwal||Ms Rashmi Jain|
|(Whole Time Director)||(Chief Financial Officer)||(Company Secretary)|
|Remuneration in FY 15||2.0||1.33||0.30|
|Remuneration (as % of revenue)||0.42%||0.28%||0.06%|
|Profit before Tax (PBT)||222.34||222.34||222.34|
|Remuneration (as % of PBT)||0.90%||0.60%||0.13%|
k. The key parameters for any variable component of remuneration availed by the directors:
The remuneration to Whole Time Director involves payment of fixed remuneration as approved by the members of the Company.
The remuneration to non Executive Directors involves sitting fees for attending meeting of the Board and Committees and commission based on the approval of the Members.
l. The ratio of remuneration of the highest paid director to that of employees who are not directors but receive remuneration in excess of the highest paid director during the year:
None m. Affirmation that the remuneration is as per the remuneration policy of the Company:
The Company affirms remuneration is as per the remuneration policy of the Company. n. The statement containing particulars of employees as required under section 197 (12) of the Act read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. Further, the report and the accounts are being sent to the members excluding the aforesaid annexure. In terms of section 136 of the Act, the said annexure is open for inspection at the Registered Office of the Company. Any shareholder interested in obtaining a copy of the same may write to the Company Secretary.
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo
The Company has no activity relating to conversation of energy or technology absorption. The Company continued to be a net foreign exchange earner during the year.
The figures for the foreign exchange earnings and outgo are as follows;
Foreign Exchange Earnings:
Rs.8,616 Lacs (Previous Year Rs. 8,090 Lacs)
Foreign Exchange Outgo:
Rs.747 Lacs (Previous Year Rs. 615 Lacs)
(Other than in the normal course of the business as Tour Operator and Foreign Exchange Restricted Authorised Dealer)
Awards and Recognition:
Best Outbound Tour Operator awarded by 10th Hospitality India and Explore the World Annual International Awards 2014
Mr. Peter Kerkar, Director, Cox & Kings Ltd was honoured by The British Travel and Hospitality Hall of Fame as one of the seven inductees into the Hall of Fame this year
Cox & Kings Ltd. was chosen as one of the top agents at Emirates Airlines awards 2014
Cox & Kings Ltd. was awarded No. 1 position in promoting the Meeting & Incentive (M&I) groups to Hong Kong between 1 July 2014 and 31 December 2014 by Meetings & Exhibitions Hong Kong (MEHK) the MICE division of the HKTB, as part of Top Agent Awards Program (TAAP).
The Outlook Traveller Awards 2014: Favourite Outbound Tour Operator
The Outlook Traveller Awards 2014: Favourite Inbound Tour Operator
Cox & Kings Travel Ltd., UK
Telegraph Ultras Awards to Cox & Kings Travel Ltd, for Best Luxury Tour Operator - runner-up presented 19 May 2014
SAVEUR Culinary Travel Awards to Cox & Kings (Worldwide) for Outstanding Tour Operator presented 7 October 2014
British Travel Awards to Cox & Kings Travel Ltd, for Best Luxury Holiday Company - Small: Winner 26 November 2014
British Travel Awards to Cox & Kings Travel Ltd, for Best Escorted Tours Holiday Company: Silver Award 26 November 2014
British Travel Awards to Cox & Kings Travel Ltd, for Best Holiday Company to Central & South America Small: Silver Award 26 November 2014
British Travel Awards to Cox & Kings Travel Ltd, for Best Holiday Company to Southern Asia Small: Silver Award 26 November 2014
British Travel Awards to Cox & Kings Travel Ltd, for Best Holiday Company to Middle East Small: Silver Award 26 November 2014
British Travel Awards to Cox & Kings Travel Ltd, for Best Holiday Company to East & Southeast Europe Small: Bronze Award 26 November 2014
AI Business Excellence Awards 2015 to Cox & Kings Travel Ltd for Excellence in Quality Group Tour Operation UK - 23 March 2015
Studylink achieved ISO 9001 and ISO 14001;
Preferred Supplier status awarded by the Framework for Student Travel on Southern Universities Purchasing Consortium
(SUPC) and the London Universities Purchasing Consortium (LUPC).
Recommended by Hostelworld 2014/2015 (Meininger Airport Frankfurt GmbH, Meininger Amsterdam BV and Meininger Wien GmbH);
Holidaycheck Award 2014 & 2015 (Meininger Brussels GmbH);
Most popular hotel in Brussels 2015 (Meininger Brussels GmbH);
TripAdvisor Certificate of Excellence 2014 (Meininger Airport Hotels BBI GmbH).
Travel Weekly Best Accommodation Only Supplier Jan 2014 - Best Operator UK Holidays Jan 2014
Acknowledgements and Appreciation
Your Directors take this opportunity to thank all investors, customers, vendors, banks/financial institutions, regulatory and government authorities and Stock Exchanges for their consistent support and encouragement to the Company. The Directors also place on record their sincere appreciation to all employees of the Company for their hard work, dedication and commitment. The enthusiasm and unstinting efforts of the employees have enabled the Company to remain at the forefront of the Industry.
|For and on behalf of the Board of Directors|
|Place : Mumbai|
|Date : 15th May 2015|
Annexure I - Secretarial Audit Report
Form No. MR-3 SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2015
[Pursuant to section 204(1) of the companies Act, 2013 and rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
The Members, Cox & Kings Limited
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Cox & Kings Limited. (Hereinafter called the Company). Secretarial Audit was conducted in a manner that provides me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.
Based on our verification of the Cox & Kings Limited books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the financial year ended on March 31, 2015 generally complied with the statutory provisions listed hereunder: I have examined the books, papers, minutes books, forms and returns filed and other records maintained by Cox & Kings Limited (the Company) for the financial year ended on March 31, 2015 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made there under;
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made there under;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings - Not Applicable during the audit period;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI Act):-
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;
(c) The Securities And Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations,2009;
(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 - Not Applicable during the audit period;
(e) The Securities and Exchange Board of India (Issue and listing of Debt securities) Regulations,2008;
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client - Not Applicable during the audit period;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 - Not Applicable during the audit period; and
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations,1998 - Not Applicable during the audit period;
(vi) For the other applicable laws our audit was limited to
(a) The Payment of Wages Act, 1936
(b) The Minimum Wages Act, 1948
(c) Employees State Insurance Act, 1948
(d) The Employees Provident Fund and Miscellaneous Provisions Act, 1952
(e) The Payment Of Bonus Act, 1965
(f) The Payment of Gratuity Act, 1972
(g) The Maternity Benefit Act, 1961
I report that for Labour laws I rely on the inspection report from the office of the commissioner of labour.
(vii) I have also examined compliance with the applicable clauses of the following:
(i) The Listing agreements entered into by the Company with the stock exchanges.
(ii) Secretarial Standards Issued by The Institute of Company Secretaries of India- At present Not Applicable. During the period under review the Company has generally complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.
I further report that I rely on statutory auditors reports in relation to the financial statements and accuracy of financial figures for, Sales Tax, Wealth Tax, Value Added Tax, Related Party Transactions, Provident Fund, ESIC, etc. as disclosed under financial statements, Accounting Standard 18 and note on foreign currency transactions during our audit period. I further report that the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors.
I further report that as per the information provided the Company has generally given adequate notice to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on agenda items before the meeting and for meaningful participation at the meeting.
I further report that as per the information provided majority decision is carried through while the dissenting members views are captured and recorded as part of the minutes.
I further report that there are generally adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. I further report that the management is responsible for compliances of all business laws. This responsibility includes maintenance of statutory registers/files required by the concerned authorities and internal control of the concerned department.
I further report that during the audit period the Company has no specific events like Public Issue/Right Issue/sweat equity, etc. except Qualified Institutional Placement & Preferential Allotment.
|Place : Mumbai||ACS No 1157|
|Date : 15th May, 2015||COP No 124|
Corporate Social Responsibility (CSR) activities for the financial year 2014-15
1) Calculation of CSR Amount:
|Sr. No.||Particulars||Amount in Lakhs|
|1.||Average Net profit for last 3 years||Rs. 13,439.63|
|2.||CSR spending @ 2% of Average of last 3 years profit||Rs. 268.79|
|3.||Total Amount Spent during the Financial Year||Rs. 309.9|
|4.||Balance to be spent||Rs. Nil|
2) Details of Amount Spent on CSR Activities during the Financial Year 2014-15
|Sr. No.||CSR project or activity identified||Sector in which the project is covered||Projects or programs 1. Local area or other 2. Specify the state and district where projects or programs were undertaken||Amount outlay (budget) project or program wise||Amount spent on the projects or programs Sub-heads: 1. Direct expenditure on projects or programs 2. Overheads||Cumulative expenditure upto the reporting period||Amount spent: Direct or through implementation agency|
|1||Health & welfare fulfilment of travel wishes of sick children, buys gifts of their choices etc. Donation to trusts that works with families infected/ affected by or at risk of HIV/AIDS, Contribution towards mother & child care projects at villages, organising Blood Donation, Platelet Donation,adopting cancer patients under various scheme, theatre workshops for visually impaired children, works with leading hospitals on various projects.||Promoting health care and sanitation||Delhi Maharashtra||45||40.90||40.90||Implementing agency - Cox & Kings Foundation|
|2||Education workings towards providing primary education to under- privileged girl children, donation towards School Academic Support, Contribution towards upkeep of the school as well as catering to the nutritional requirements of the children, school for children who diagnosed with Autistic Spectrum Disorder, Developmental delays, Cognitive Disabilities & donation to various institutions for promoting education||Promoting education||Maharashtra||14||13.70||13.70||Implementing agency- Cox & Kings Foundation|
|3||Animal Welfare Purchase of Animal Ambulance, Donation to Animals Trusts.||Measures for the benefit of Animal Welfare||Faridabad Maharashtra||5||3.49||3.49||Implementing agency- Cox & Kings Foundation|
|4||Sports Welfare Contribution towards promotion of certain nationally recognised sports, including Sponsorship, funds raised for the NGO to promote sports.||Promoting Sports Welfare||10||10.4||10.4||Implementing agency- Cox & Kings Foundation|
|5||Society Welfare Work towards rights of marginalized communities & Vulnerable people to make them self reliant & support for project on climbing sherpas & their families in Darjeeling||Measures for the benefit of Society||Darjeeling Maharashtra West Bengal||0.45||0.43||0.43||Implementing agency- Cox & Kings Foundation|
|6||Contribution to Cox & Kings Foundation and other Trusts engaged in socio-economic development & relief work, contribution towards providing livelihood in a locally appropriate and environmentally sustainable manner through formation of Self Help, Groups for women empowerment, Vocational training.||Measures for the benefit of Society||Maharashtra||240.98||240.98||240.98||Implementing agency- Cox & Kings Foundation|
Annexure III to Directors Report
Form No. MGT-9
Extract of Annual Return as on the financial year ended on March 31, 2015
(Pursuant to section 92 (3) of the Companies Act, 2013 and rule 12 (1) of the Companies (Management and Administration Rules, 2014)
I. REGISTRATION AND OTHER DETAILS:
|3||Name of the Company||Cox & Kings Ltd|
|4||Category/Sub-Category of the Company||Public Company/Limited by shares|
|5||Address of the Registered office and contact details||Turner Morrison Building, 1st Floor, 16,Bank Street, Fort, Mumbai 400001|
|6||Whether listed Company||Yes|
|7||Name, Address and Contact details of||Karvy Computershare Private Limited, Karvy Selenium|
|Registrar and Transfer Agent, if any||Tower BPlot No. 31-32, Gachibowli, Financial Disctrict,Nanakramguda, Hyderabad 500008 Tel: 040 67161700|
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10% or more of the total turnover of the Company shall be stated:-
|Sr. No.||Name and Description of main products / services||NIC Code of the Product/ service||% to total turnover of the Company|
|1||Tours and Travels||791||100%|
II. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES-
|Sr. No.||Name of Company||Address of the Company||CIN/GLN||Holding/Subsidiary/ Associate||% of shares held||Applicable Section|
|1||Clearmine||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|2||Cox & Kings Destination Management Services Limited||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|3||C&K Investments Limited||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|4||Cox & Kings (Agents) Limited||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|5||Cox & Kings (Shipping) Limited||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|6||Cox & Kings (UK) Ltd||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|7||Cox & Kings Enterprises Ltd.||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|8||Cox & Kings Finance Ltd.||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|9||Cox & Kings Holdings Ltd.||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|10||Cox & Kings Special Interest Holidays Ltd.||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|11||Cox & Kings Tours Ltd.||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|12||ETN Services Ltd.||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|13||Grand Tours Ltd.||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|14||Cox & Kings Travel Limited||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|15||East India Travel Company Inc||8060 Melrose Avenue, 3rd FloorLos Angeles, CA 90046||-||Subsidiary||100%||2(87)|
|16||Cox & Kings Finance (Mauritius) Ltd.||4th Floor, Ebene Skies Rue de lInstitut, Ebene, Mauritius||-||Subsidiary||100%||2(87)|
|17||Cox & Kings (Japan) Ltd||YK Building, 3rd Floor 2-2-16, Sangenjaya Sangenjaya, Setagaya-ku, Tokyo 154-0024, Japan.||-||Subsidiary||100%||2(87)|
|18||Cox & Kings Tours LLC, Dubai||PO BOX -31126S-04, AL YAMAMA BUILDING NEAR GPO, KARAMA DUBAI UAE||-||Subsidiary||100%||2(87)|
|19||Cox and Kings Asia Pacific Travel Ltd||6/F, INF Tower, 308 Des Voeux Road Central, HongKong||-||Subsidiary||100%||2(87)|
|20||Cox and Kings Singapore Private Limited||8 temasek Boulevard, #22-03, Suntec Tower 3, Singapore 038988||-||Subsidiary||100%||2(87)|
|21||Cox and Kings Destinations Management Services Pvt Ltd||8 temasek Boulevard, #22-03, Suntec Tower 3, Singapore 038988||-||Subsidiary||100%||2(87)|
|22||Cox & Kings Global Services Management (Singapore) Pte Ltd||8 temasek Boulevard, #22-03, Suntec Tower 3, Singapore 038988||-||Subsidiary||100%||2(87)|
|23||Cox & Kings GmBH||Grunstrasse 5, 40212 Dusseldorf, Germany.||-||Subsidiary||100%||2(87)|
|24||Cox & Kings Global Services LLC Dubai||PO BOX : 25770S-05, BIN MUTLAQ AL GHAFLI BUILDINGKARAMA, DUBAI UAE||-||Subsidiary||100%||2(87)|
|25.||Cox & Kings Global Services LLC, USA||235, West 23rd Street 7th Avenue New York - 10011||-||Subsidiary||100%||2(87)|
|26||Cox and Kings Consulting Service (Beijing) Co. Ltd.||RM25, 5/F China Life Tower, 16 Chaowai St, Chaoyang District, Beijing 100020||-||Subsidiary||100%||2(87)|
|27||Cox and Kings Global Services (Singapore) Pte Ltd.||8 temasek Boulevard, #22-03, Suntec Tower 3, Singapore 038988||-||Subsidiary||100%||2(87)|
|28||Cox & Kings Egypt||Egypt||-||Subsidiary||100%||2(87)|
|29||Cox & Kings Global Services Lanka (Pvt) Ltd||47, Alexandra Place, Colombo 07, Sri Lanka||-||Subsidiary||100%||2(87)|
|30||Cox & Kings Global Services Pvt Ltd||1st Floor,Turner Morrison Building, 16th Bank Street, Fort, Mumbai -400 001, India. Phone No: 022- 22709100||U63040MH 2011PTC 215069||Subsidiary||100%||2(87)|
|31||CKGS Hellas, Sale - Owned LLP Co. (Formerly known as Hellas, Greece)||Abagworld Consultant 122, Vas.Sofia, Athens, Greece 11525||-||Subsidiary||100%||2(87)|
|32||Quoprro Global Limited (UK)||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||100%||2(87)|
|33||Cox & Kings Global Services Sweden AB||David Bagares geta 26B, 111 38 Stockholm.||-||Subsidiary||100%||2(87)|
|34||Quoprro Global Services Pte. Ltd||8 temasek Boulevard, #22-03, Suntec Tower 3, Singapore 038988||-||Subsidiary||100%||2(87)|
|35||Quoprro Global Services Pvt Ltd||1st Floor,Turner Morrison Building, 16th Bank Street, Fort, Mumbai -400 001, India.||U52100MH 2008PTC 182280||Subsidiary||100%||2(87)|
|36||Quoprro Global Services Pvt Ltd. HK||20/F Champion Building, 287-291 Des Voeux Road, Sheung Wan||-||Subsidiary||100%||2(87)|
|37||Cox & Kings (Australia) Pty Ltd.||72, Market Street, South Melbourne, VIC-2305, Australia||-||Subsidiary||100%||2(87)|
|38||Tempo Holidays Pty Ltd.||72, Market Street, South Melbourne, VIC-2305, Australia||-||Subsidiary||100%||2(87)|
|39||Tempo Holidays NZ Ltd.||333 Remuera Road, Rem eura Auckland-1050 New Zealand||-||Subsidiary||100%||2(87)|
|40||Cox and Kings Nordic PTY Limited||72, Market Street, South Melbourne, VIC-2305, Australia||-||Subsidiary||100%||2(87)|
|41||Cox & Kings PGL camps pty ltd||72, Market Street, South Melbourne, VIC-2305, Australia||-||Subsidiary||100%||2(87)|
|42||Prometheon Holdings Pvt. Ltd||4th Floor, Ebene Skies, Rue de LInstitut, Ebene||-||Subsidiary||100%||2(87)|
|43||Prometheon Enterprises Ltd.||6th Floor, 30 Millbank, London, SWIP 4EE||-||Subsidiary||100%||2(87)|
|44||Prometheon Holdings (UK) Ltd||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||65.58%||2(87)|
|45||Prometheon Limited||6th Floor, 30 Millbank, London, SW IP 4EE||-||Subsidiary||65.58%||2(87)|
|46||Bookit BV||Van Heuven Goedhartlaan 935 A, 1181 LD Amstelveen, The Netherlands||-||Subsidiary||65.58%||2(87)|
|47||BRC Holland BV||Van Heuven Goedhartlaan 935 A, 1181 LD Amstelveen, The Netherlands||-||Subsidiary||65.58%||2(87)|
|48||BRC Holland||Van Heuven Goedhartlaan||-||Subsidiary||65.58%||2(87)|
|Holding BV||935 A, 1181 LD Amstelveen,|
|49||BV Weekendje Weg.nl||Van Heuven Goedhartlaan 935 A, 1181 LD Amstelveen, The Netherlands||-||Subsidiary||65.58%||2(87)|
|50||Chateau de Lamorlaye SCI||Lieudit Segries, Vagnas, 07150 Vallon Pont dArc. France||-||Subsidiary||65.58%||2(87)|
|51||Domaine de Segries SCI||Lieudit Segries, Vagnas, 07150 Vallon Pont dArc. France||-||Subsidiary||65.58%||2(87)|
|52||Edge Adventures Ltd||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|53||EST Transport Purchasing Ltd||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|54||European Study Tours limited||4 Post Office Walk, Hertford, SG14 1DL||-||Subsidiary||65.58%||2(87)|
|55||Explore Aviation Ltd||Nelson House, 55 Victoria Road, Farnborough, Hampshire. GU14 7PA||-||Subsidiary||65.58%||2(87)|
|56||Explore Worldwide Adventures Ltd||398-2416 Main St, Vancouver, BC, V5T 3E2||-||Subsidiary||65.58%||2(87)|
|57||Adventure Experience Inc||1853 Embarcadero, Suite 2C, Oakland, CA 94606, USA||-||Subsidiary||65.58%||2(87)|
|58||Explore Worldwide Ltd||Nelson House, 55 Victoria Road, Farnborough, Hampshire. GU14 7PA||-||Subsidiary||65.58%||2(87)|
|59||Freedom of France Ltd||Alton Court Penyard Lane, Ross on Wye, Herefordshire HR9 5GL||-||Subsidiary||65.58%||2(87)|
|60||Hole in the Wall Management Ltd||Alton Court Penyard Lane, Ross on Wye, Herefordshire HR9 5GL||-||Subsidiary||65.58%||2(87)|
|61||Holidaybreak Education Limited||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|62||Holidaybreak Holding Co Ltd||3rd Floor St Georges Court, Upper Church Street, Douglas. IM1 1EE Isle of Man||-||Subsidiary||65.58%||2(87)|
|63||Holidaybreak Hotel Holdings GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|64||Meininger Hotels Limited formerly Holidaybreak Hotel Holdings Limited||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|65||Holidaybreak Ltd||Hartford Manor, Greenbank Lane, Northwich, Chesire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|66||Holidaybreak QUEST Trustee Ltd||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|67||Holidaybreak Trustee Ltd||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|68||Hotelnet Ltd||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|69||Meinigner Airport Frankfurt GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|70||Meininger 10 City Hostel Berlin-MItte GmbH||Hallesches Ufer 30, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|71||Meininger 10 City Hostel Kln GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|72||Meininger 10 Frankfurt GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|73||Meininger 10 Hamburg GmbH||Hallesches Ufer 30, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|74||Meininger 10 Hostel und Reisevermittlung GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|75||Meininger Airport Hotels BBI GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|76||Meininger Amsterdam Amstelstation BV||Orlyplein 1-67, 1043DR, Amsterdam, Netherlands||-||Subsidiary||65.58%||2(87)|
|77||Meininger Amsterdam BV||Orlyplein 1-67, 1043DR, Amsterdam, Netherlands||-||Subsidiary||65.58%||2(87)|
|78||Meininger Barcelona GmbH (formerly Meininger Leipzig GmbH)||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|79||Meininger Berlin Hauptbahnhof GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|80||Meininger Brussels GmbH (formerly Meininger Berlin Europaplatz GmbH)||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|81||Meininger City Hostels & Hotels GmbH||Columbusgasse 16 1100 Wien, Austria||-||Subsidiary||65.58%||2(87)|
|82||Meininger Finance Company Limited||33-37 Athol Street, Douglas, Isle of Man, IM1 1LB||-||Subsidiary||65.58%||2(87)|
|83||Meininger Holding GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|84||Meininger Hotelerrichtungs GmbH||Frbergstrae 18-20, 5020 Salzburg, Austria||-||Subsidiary||65.58%||2(87)|
|85||Meininger Ltd||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|86||MEININGER Hotel Berlin East Side Gallery GmbH (Formerly Meininger Nrnberg Gmbh)||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|87||Meininger Oranienburger Strae GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|88||MEININGER Hotel Berlin Tiergarten GmbH formerly Meininger Postdamer Platz GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|89||Meininger Paris SCI||259 Rue Saint Honore 75001 Paris. France||-||Subsidiary||65.58%||2(87)|
|90||Meininger Shared||Schneberger Strae 15,||-||Subsidiary||65.58%||2(87)|
|Services GmbH||10963 Berlin, Germany|
|91||Meininger West GmbH & Co. KG||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|92||Meininger West Verwaltungs GmbH||Schneberger Strae 15, 10963 Berlin, Germany||-||Subsidiary||65.58%||2(87)|
|93||Meininger Wien GmbH||Rembrandstrae 21, 1020 Wien, Austria||-||Subsidiary||65.58%||2(87)|
|94||Meininger Wien Schiffamtsgasse GmbH||Schiffamtgasse 15, 1020 Wien, Austria||-||Subsidiary||65.58%||2(87)|
|95||Noreya 2002 SL||Tuset, 20-24 Barcelona. Spain||-||Subsidiary||65.58%||2(87)|
|96||NST Holdings Limited||Discovery House Brooklands Way, Whitehills Business Park. Blackpool FY4 5LW||-||Subsidiary||65.58%||2(87)|
|97||NST Limited||22 Northwood Court, Santry, Dublin 9, Ireland||-||Subsidiary||65.58%||2(87)|
|98||NST Transport Services Ltd||Discovery House Brooklands Way, Whitehills Business Park. Blackpool FY4 5LW||-||Subsidiary||65.58%||2(87)|
|99||NST Travel Group Limited||Discovery House Brooklands Way, Whitehills Business Park. Blackpool FY4 5LW||-||Subsidiary||65.58%||2(87)|
|100||PGL Adventure Camps PTY Limited||1st Floor, 72 Market Street, South Melbourne, Vic 3205||-||Subsidiary||65.58%||2(87)|
|101||PGL Adventure Ltd||Alton Court Penyard Lane, Ross on Wye, Herefordshire HR9 5GL||-||Subsidiary||65.58%||2(87)|
|102||PGL Air Travel Ltd||Alton Court Penyard Lane, Ross on Wye, Herefordshire HR9 5GL||-||Subsidiary||65.58%||2(87)|
|103||PGL Aventures SAS||Lieudit Segries, Vagnas, 07150 Vallon Pont dArc. France||-||Subsidiary||65.58%||2(87)|
|104||PGL Group Ltd||Alton Court Penyard Lane, Ross on Wye, Herefordshire HR9 5GL||-||Subsidiary||65.58%||2(87)|
|105||PGL Property PTY Limited||1st Floor, 72 Market Street, South Melbourne, Vic 3205||-||Subsidiary||65.58%||2(87)|
|106||PGL Travel Ltd||Alton Court Penyard Lane, Ross on Wye, Herefordshire HR9 5GL||-||Subsidiary||65.58%||2(87)|
|107||PGL Travel PTY Limited||1st Floor, 72 Market Street, South Melbourne, Vic 3205||-||Subsidiary||65.58%||2(87)|
|108||PGL Voyages Ltd||Alton Court Penyard Lane, Ross on Wye, Herefordshire HR9 5GL||-||Subsidiary||65.58%||2(87)|
|109||Regal Diving & Tours Ltd||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|110||SARL Chateau DEbblinghem||Lieudit Kastel Velt, RN 42 Ebblinghem, (59173) Renescure. France||-||Subsidiary||65.58%||2(87)|
|111||SAS Travelworks France||309 Rue Duguesclin, 69007. Lyon. France||-||Subsidiary||65.58%||2(87)|
|112||SASu le Chateau DEbblinghem||Lieudit Kastel Velt, RN 42 Ebblinghem, (59173) Renescure. France||-||Subsidiary||65.58%||2(87)|
|113||Simpar SASu||Chateau de Grande Romaine, La Grande Romaine. 77150 Lesigny. France||-||Subsidiary||65.58%||2(87)|
|114||Superbreak Mini Holidays Group Ltd||Eboracum Way, Heworth Green. York. YO31 7RE||-||Subsidiary||65.58%||2(87)|
|115||Superbreak Mini Holidays Ltd||Eboracum Way, Heworth Green. York. YO31 7RE||-||Subsidiary||65.58%||2(87)|
|116||Superbreak Mini Holidays Transport Ltd||Eboracum Way, Heworth Green. York. YO31 7RE||-||Subsidiary||65.58%||2(87)|
|117||Travelplus Group Gmbh||Munsterstrasse 111, 48155 Munster. Germany||-||Subsidiary||65.58%||2(87)|
|118||Travelworks UK Limited||Hartford Manor, Greenbank Lane, Northwich, Cheshire CW8 1HW||-||Subsidiary||65.58%||2(87)|
|119||Tulip Stars Hotel Ltd||Plot No 3, Opposite Punchkuiya Road Bhanot Chamber, Aram Bagh, Pahar Ganj Delhi-110055||-||Associate||30.42%||2(87)|
|120||Radius Global Travel Ltd||7700 Wisconsin Avenue Suite 400 Bethesda, MD 20814 United States||-||Associate||29.60%||2(87)|
|121||Adventure Travel Experience Inc.||1853 Embarcadero, Suite 2C Oakland CA 94606 USA||-||Associate||48%||2(87)|
|122||Tutors Direct Ltd||-||Associate||40%||2(87)|
|123||Tute Education Ltd||Unit 3, Chesney Court Wrexham Technology Park Wrexham LL13 7YP UK||-||Associate||40%||2(87)|
|124||Royale Indian Rail Tours Ltd||Ground Floor, STC Building (Jawahar Vyapar Bhawan) 1-Tolstoy Marg, New delhi - 110001||DL2008 PLC185285||Associate||50%||2(87)|
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wise Share Holding
|NO. OF SHARES HELD AT THE BEGINNING OF THE YEAR 31/03/2014||NO. OF SHARES HELD AT THE END OF THE YEAR 31/03/2015|
|CATEGORY CODE||CATEGORY OF SHAREHOLDER||DEMAT||PHYSICAL||TOTAL||% OF TOTAL SHARES||DEMAT||PHYSICAL||TOTAL||% OF TOTAL SHARES||%CHANGE DURING THEYEAR|
|(A)||PROMOTER AND PROMOTER GROUP|
|(b)||Central Government/ State Government(s)||0||0||0||0.00||0||0||0||0.00||0.00|
|(d)||Financial Institutions/ Banks||0||0||0||0.00||0||0||0||0.00||0.00|
|Sub-Total A(1) :||54,113,217||0||54,113,217||39.64||54,113,217||0||54,113,217||31.96||7.68|
|(a)||Individuals (NRIs/Foreign Individuals)||8,784,504||0||8,784,504||6.43||8,784,504||0||8,784,504||5.19||1.25|
|(d)||Qualified Foreign Investor||0||0||0||0.00||0||0||0||0.00||0.00|
|Sub-Total A(2) :||27,131,064||0||27,131,064||19.87||27,131,064||0||27,131,064||16.02||3.85|
|Total A=A (1)+A(2)||81,244,281||0||81,244,281||59.51||81,244,281||0||81,244,281||47.98||11.52|
|(b)||Financial Institutions/ Banks||4,473,192||0||4,473,192||3.28||4,615,357||0||4,615,357||2.73||0.55|
|(c)||Central Government/ State Government(s)||0||0||0||0.00||0||0||0||0.00||0.00|
|(d)||Venture Capital Funds||0||0||0||0.00||0||0||0||0.00||0.00|
|(f)||Foreign Institutional Investors||26,279,999||0||26,279,999||19.25||61,718,347||0||61,718,347||36.45||-17.20|
|(g)||Foreign Venture Capital Investors||0||0||0||0.00||0||0||0||0.00||0.00|
|(h)||Qualified Foreign Investor||0||0||0||0.00||0||0||0||0.00||0.00|
|Sub-Total B(1) :||33,484,757||0||33,484,757||24.53||69,118,720||0||69,118,720||40.82||-16.30|
|(b)||Individuals (i) Individuals holding nominal share capital upto Rs. 1 lakh||5,694,901||246||5,695,147||4.17||5,061,660||206||5,061,866||2.99||1.18|
|(ii) Individuals holding nominal share capital in excess of Rs. 1 lakh||1,490,771||0||1,490,771||1.09||4,134,580||0||4,134,580||2.44||-1.35|
|Non Resident Indians||420,893||0||420,893||0.31||524,220||0||524,220||0.31||0.00|
|(d)||Qualified Foreign Investor||0||0||0||0.00||0||0||0||0.00||0.00|
|Total B=B (1)+B(2):||53,936,050||246||53,936,296||39.51||88,070,403||206||88,070,609||52.02||-12.51|
|Total (A+B) :||1,35,180,331||246||135,180,577||99.01||169,314,684||206||169,314,890||100.00||-0.99|
|(C)||Shares held by custodians, against which Depository Receipts have been issued|
|(1)||Promoter and Promoter Group|
|GRAND TOTAL (A+B+C) :||136,527,644||246||136,527,890||100.00||169,314,684||206||169,314,890||100.00|
(ii) Shareholding of Promoters:
|Shareholding at the beginning of the Year (1st April, 2014)||Shareholding at the end of the Year (31st March, 2015)|
|Sr. No.||Name of the Shareholder||No. of Shares held||% of total shares of the Company||% of shares Pledged/ encumbered to total Shares||No. of Shares held||% of total shares of the Company||% of shares Pledged/ encumbered to total Shares||% Change during the year|
|1||Sneh Sadan Graphic Services Limited||33,038,368||24.20||0||33,038,368||19.51||0||-4.69|
|2||Kubber Investments (Mauritius) Pvt Ltd||18,346,560||13.44||0||18,346,560||10.84||0||-2.60|
|3||LIZ Investments Private Limited||15,160,849||11.10||0||15,160,849||8.95||0||-2.15|
|4||Anthony Bruton Meyrick Good||6,039,832||4.42||0||6,039,832||3.57||0||-0.86|
|6||Ajay Ajit Peter Kerkar||2,744,672||2.01||0||2,744,672||1.62||0||-0.39|
|8||Kerry Investments Limited||0||0.00||0||0||0.00||0||0.00|
|9||Vividham Graphic LLP||0||0.00||0||0||0.00||0||0.00|
|10||Standford Trading Private Limited||0||0.00||0||0||0.00||0||0.00|
(iii) Change in Promoters Shareholding (please specify, if there is no change)
|Shareholding at the beginning of the Year ( 1st April,2014)||Shareholding at the end of the Year ( 31st March,2015)|
|Sr. No.||No. of Shares held||% of total shares of the Company||No. of Shares held||% of total shares of the Company|
|1||At the beginning of the year||81,244,281||59.50746108||81,244,281||47.98413241|
|2||Date wise Increase / Decrease in Promoters Shareholding during the year specifying the reasons for increase / decrease (e.g allotment / transfer / bonus/ sweat equity etc.)|
|3||At the end of the year||81,244,281||59.50746108||81,244,281||47.98413241|
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
|Sr. No.||Name of the Share Holder||Sold||bought||Cumulative Holding||Date||%|
|1||Macquarie Bank Limited||0||0||3,210,049||31-03-2014||2.35|
|Macquarie Bank Limited||0||124,484||3,334,533||04-04-2014||2.44|
|Macquarie Bank Limited||0||182,000||3,516,533||18-04-2014||2.58|
|Macquarie Bank Limited||0||440,000||3,956,533||25-04-2014||2.90|
|Macquarie Bank Limited||0||86,000||4,042,533||09-05-2014||2.96|
|Macquarie Bank Limited||0||143,467||4,186,000||18-07-2014||3.07|
|Macquarie Bank Limited||0||400,000||4,586,000||01-08-2014||3.36|
|Macquarie Bank Limited||0||0||4,586,000||31-03-2015||2.71|
|2||Manulife Global Fund Asian Small Cap Equity Fund||0||0||1,586,147||31-03-2014||1.16|
|Manulife Global Fund Asian Small Cap Equity Fund||25,000||0||1,561,147||11-04-2014||1.14|
|Manulife Global Fund Asian Small Cap Equity Fund||0||2,00,000||1,761,147||02-05-2014||1.29|
|Manulife Global Fund Asian Small Cap Equity Fund||354,500||0||1,406,647||06-06-2014||1.03|
|Manulife Global Fund Asian Small Cap Equity Fund||0||2,00,000||1,606,647||13-06-2014||1.18|
|Manulife Global Fund Asian Small Cap Equity Fund||0||1,50,000||1,756,647||20-06-2014||1.29|
|Manulife Global Fund Asian Small Cap Equity Fund||60,000||0||1,696,647||18-07-2014||1.24|
|Manulife Global Fund Asian Small Cap Equity Fund||279,156||0||1,417,491||25-07-2014||1.04|
|Manulife Global Fund Asian Small Cap Equity Fund||0||3,32,000||1,749,491||19-09-2014||1.28|
|Manulife Global Fund Asian Small Cap Equity Fund||300,000||0||1,449,491||30-09-2014||1.06|
|Manulife Global Fund Asian Small Cap Equity Fund||123,000||0||1,326,491||12-12-2014||0.78|
|Manulife Global Fund Asian Small Cap Equity Fund||0||1,50,000||1,476,491||19-12-2014||0.87|
|Manulife Global Fund Asian Small Cap Equity Fund||0||1,00,000||1,576,491||31-12-2014||0.93|
|Manulife Global Fund Asian Small Cap Equity Fund||0||0||1,576,491||31-03-2015||0.93|
|3||ICICI Prudential Life Insurance Company Ltd||0||0||6,571,310||31-03-2014||4.81|
|ICICI Prudential Life Insurance Company Ltd||200,000||0||6,371,310||02-05-2014||4.67|
|ICICI Prudential Life Insurance Company Ltd||210,000||0||6,161,310||09-05-2014||4.51|
|ICICI Prudential Life Insurance Company Ltd||0||1,00,000||6,261,310||16-05-2014||4.59|
|ICICI Prudential Life Insurance Company Ltd||211,115||0||6,050,195||23-05-2014||4.43|
|ICICI Prudential Life Insurance Company Ltd||147,500||0||5,902,695||30-05-2014||4.32|
|ICICI Prudential Life Insurance Company Ltd||47,000||0||5,855,695||06-06-2014||4.29|
|ICICI Prudential Life Insurance Company Ltd||31,524||0||5,824,171||30-06-2014||4.27|
|ICICI Prudential Life Insurance Company Ltd||161,000||0||5,663,171||04-07-2014||4.15|
|ICICI Prudential Life Insurance Company Ltd||50,000||0||5,613,171||11-07-2014||4.11|
|ICICI Prudential Life Insurance Company Ltd||175,500||0||5,437,671||18-07-2014||3.98|
|ICICI Prudential Life Insurance Company Ltd||50,000||0||5,387,671||25-07-2014||3.95|
|ICICI Prudential Life Insurance Company Ltd||50,717||0||5,336,954||01-08-2014||3.91|
|ICICI Prudential Life Insurance Company Ltd||2,900||0||5,334,054||08-08-2014||3.91|
|ICICI Prudential Life Insurance Company Ltd||108,100||0||5,225,954||22-08-2014||3.83|
|ICICI Prudential Life Insurance Company Ltd||162,000||0||5,063,954||05-09-2014||3.71|
|ICICI Prudential Life Insurance Company Ltd||50,304||0||5,013,650||19-09-2014||3.67|
|ICICI Prudential Life Insurance Company Ltd||55,050||0||4,958,600||30-09-2014||3.63|
|ICICI Prudential Life Insurance Company Ltd||84,890||0||4,873,710||10-10-2014||3.57|
|ICICI Prudential Life Insurance Company Ltd||21,479||0||4,852,231||14-11-2014||3.55|
|ICICI Prudential Life Insurance Company Ltd||11,200||0||4,841,031||05-12-2014||2.86|
|ICICI Prudential Life Insurance Company Ltd||6,132||0||4,834,899||31-12-2014||2.86|
|ICICI Prudential Life Insurance Company Ltd||13,849||0||4,821,050||23-01-2015||2.85|
|ICICI Prudential Life Insurance Company Ltd||7,439||0||4,813,611||27-02-2015||2.84|
|ICICI Prudential Life Insurance Company Ltd||0||20,280||4,833,891||13-03-2015||2.85|
|ICICI Prudential Life Insurance Company Ltd||0||86,860||4,920,751||20-03-2015||2.91|
|ICICI Prudential Life Insurance Company Ltd||0||24,400||4,945,151||31-03-2015||2.92|
|4||Reliance Capital Trustee Co Ltd A/c-Reliance Regul||0||0||2,500,000||31-03-2014||1.83|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||200,000||0||2,300,000||04-04-2014||1.68|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||137,898||0||2,162,102||11-04-2014||1.58|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||162,102||0||2,000,000||18-04-2014||1.46|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||233,149||0||1,766,851||10-10-2014||1.29|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||41,992||0||1,724,859||14-11-2014||1.26|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||117,698||0||1,607,161||28-11-2014||1.18|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||107,161||0||1,500,000||19-12-2014||0.89|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||132,200||0||1,367,800||31-12-2014||0.81|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||25,018||0||1,342,782||02-01-2015||0.79|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||42,782||0||1,300,000||20-02-2015||0.77|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||66,263||0||1,233,737||13-03-2015||0.73|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||133,737||0||1,100,000||20-03-2015||0.65|
|Reliance Capital Trustee Co Ltd A/c-Reliance Regul||0||0||1,100,000||31-03-2015||0.65|
|5||Smallcap World Fund, INC||0||0||10,592,000||31-03-2014||7.76|
|Smallcap World Fund, INC||418,617||0||10,173,383||05-09-2014||7.45|
|Smallcap World Fund, INC||501,692||0||9,671,691||12-09-2014||7.08|
|Smallcap World Fund, INC||79,691||0||9,592,000||19-09-2014||7.03|
|Smallcap World Fund, INC||0||1,425,346||11,017,346||05-12-2014||6.51|
|Smallcap World Fund, INC||210,485||0||10,806,861||23-01-2015||6.38|
|Smallcap World Fund, INC||325,665||0||10,481,196||30-01-2015||6.19|
|Smallcap World Fund, INC||73,850||0||10,407,346||06-02-2015||6.15|
|Smallcap World Fund, INC||0||0||10,407,346||31-03-2015||6.15|
|6||Doric Asia Pacific Small Cap (Mauritius) Limited||0||0||1,775,000||31-03-2014||1.30|
|Doric Asia Pacific Small Cap (Mauritius) Limited||75,000||0||1,700,000||09-05-2014||1.25|
|Doric Asia Pacific Small Cap (Mauritius) Limited||0||75,000||1,775,000||23-05-2014||1.30|
|Doric Asia Pacific Small Cap (Mauritius) Limited||0||75,000||1,850,000||30-05-2014||1.36|
|Doric Asia Pacific Small Cap (Mauritius) Limited||181,446||0||1,668,554||11-07-2014||1.22|
|Doric Asia Pacific Small Cap (Mauritius) Limited||143,554||0||1,525,000||18-07-2014||1.12|
|Doric Asia Pacific Small Cap (Mauritius) Limited||75,000||0||1,450,000||25-07-2014||1.06|
|Doric Asia Pacific Small Cap (Mauritius) Limited||200,000||0||1,250,000||01-08-2014||0.92|
|Doric Asia Pacific Small Cap (Mauritius) Limited||90,000||0||1,160,000||08-08-2014||0.85|
|Doric Asia Pacific Small Cap (Mauritius) Limited||185,000||0||975,000||22-08-2014||0.71|
|Doric Asia Pacific Small Cap (Mauritius) Limited||0||75,000||1,050,000||30-09-2014||0.77|
|Doric Asia Pacific Small Cap (Mauritius) Limited||0||75,000||1,125,000||31-10-2014||0.82|
|Doric Asia Pacific Small Cap (Mauritius) Limited||34,327||0||1,090,673||28-11-2014||0.80|
|Doric Asia Pacific Small Cap (Mauritius) Limited||0||100,000||1,190,673||05-12-2014||0.70|
|Doric Asia Pacific Small Cap (Mauritius) Limited||65,673||0||1,125,000||12-12-2014||0.66|
|Doric Asia Pacific Small Cap (Mauritius) Limited||50,000||0||1,075,000||19-12-2014||0.63|
|Doric Asia Pacific Small Cap (Mauritius) Limited||50,000||0||1,025,000||31-12-2014||0.61|
|Doric Asia Pacific Small Cap (Mauritius) Limited||50,000||0||975,000||09-01-2015||0.58|
|Doric Asia Pacific Small Cap (Mauritius) Limited||0||125,000||1,100,000||16-01-2015||0.65|
|Doric Asia Pacific Small Cap (Mauritius) Limited||0||60,000||1,160,000||06-02-2015||0.69|
|Doric Asia Pacific Small Cap (Mauritius) Limited||0||0||1,160,000||31-03-2015||0.69|
|7||Axis Bank Limited||0||0||1,150,000||31-03-2014||0.84|
|Axis Bank Limited||150,000||0||1,000,000||04-04-2014||0.73|
|Axis Bank Limited||57,500||0||942,500||11-04-2014||0.69|
|Axis Bank Limited||217,500||0||725,000||18-04-2014||0.53|
|Axis Bank Limited||12,600||0||712,400||25-04-2014||0.52|
|Axis Bank Limited||45,400||0||667,000||02-05-2014||0.49|
|Axis Bank Limited||50,000||0||617,000||23-05-2014||0.45|
|Axis Bank Limited||17,000||0||600,000||13-06-2014||0.44|
|Axis Bank Limited||75,000||0||525,000||04-07-2014||0.38|
|Axis Bank Limited||25,000||0||500,000||11-07-2014||0.37|
|Axis Bank Limited||15,000||0||485,000||01-08-2014||0.36|
|Axis Bank Limited||35,000||0||450,000||08-08-2014||0.33|
|Axis Bank Limited||150,000||0||300,000||22-08-2014||0.22|
|Axis Bank Limited||300,000||0||0||29-08-2014||0.00|
|Axis Bank Limited||0||4,075,000||4,075,000||05-12-2014||2.41|
|Axis Bank Limited||67,000||0||4,008,000||16-01-2015||2.37|
|Axis Bank Limited||1,000,000||0||3,008,000||23-01-2015||1.78|
|Axis Bank Limited||70,500||0||2,937,500||20-03-2015||1.73|
|Axis Bank Limited||193,200||0||2,744,300||27-03-2015||1.62|
|Axis Bank Limited||0||0||2,744,300||31-03-2015||1.62|
|8||Life Insurance Corporation of India||0||0||2,600,000||31-03-2014||1.90|
|Life Insurance Corporation of India||20,000||0||2,580,000||17-10-2014||1.89|
|Life Insurance Corporation of India||44,858||0||2,535,142||24-10-2014||1.86|
|Life Insurance Corporation of India||100,066||0||2,435,076||31-10-2014||1.78|
|Life Insurance Corporation of India||356,281||0||2,078,795||07-11-2014||1.52|
|Life Insurance Corporation of India||373,974||0||1,704,821||14-11-2014||1.25|
|Life Insurance Corporation of India||0||0||1,704,821||31-03-2015||1.01|
|9||Copthall Mauritius Investment Limited||0||0||2,014,000||31-03-2014||1.48|
|Copthall Mauritius Investment Limited||0||60,000||2,074,000||30-09-2014||1.52|
|Copthall Mauritius Investment Limited||0||71,000||2,145,000||03-10-2014||1.57|
|Copthall Mauritius Investment Limited||0||294,000||2,439,000||07-11-2014||1.79|
|Copthall Mauritius Investment Limited||0||12,000||2,451,000||21-11-2014||1.80|
|Copthall Mauritius Investment Limited||0||675,000||3,126,000||19-12-2014||1.85|
|Copthall Mauritius Investment Limited||0||0||3,126,000||31-03-2015||1.85|
|10||Edelweiss Securities Ltd||0||0||979,957||31-03-2014||0.72|
|Edelweiss Securities Ltd||239,509||0||740,448||04-04-2014||0.54|
|Edelweiss Securities Ltd||0||1,225||741,673||11-04-2014||0.54|
|Edelweiss Securities Ltd||1,031||0||740,642||18-04-2014||0.54|
|Edelweiss Securities Ltd||59,698||0||680,944||25-04-2014||0.50|
|Edelweiss Securities Ltd||44,323||0||636,621||02-05-2014||0.47|
|Edelweiss Securities Ltd||110,008||0||526,613||09-05-2014||0.39|
|Edelweiss Securities Ltd||895||0||525,718||16-05-2014||0.39|
|Edelweiss Securities Ltd||31,145||0||494,573||23-05-2014||0.36|
|Edelweiss Securities Ltd||103,088||0||391,485||30-05-2014||0.29|
|Edelweiss Securities Ltd||1,390||0||3,90,095||06-06-2014||0.29|
|Edelweiss Securities Ltd||30,198||0||359,897||13-06-2014||0.26|
|Edelweiss Securities Ltd||0||34,493||394,390||20-06-2014||0.29|
|Edelweiss Securities Ltd||20,165||0||374,225||30-06-2014||0.27|
|Edelweiss Securities Ltd||217,141||0||157,084||04-07-2014||0.12|
|Edelweiss Securities Ltd||37,590||0||119,494||11-07-2014||0.09|
|Edelweiss Securities Ltd||109,604||0||9,890||18-07-2014||0.01|
|Edelweiss Securities Ltd||0||18,152||28,042||25-07-2014||0.02|
|Edelweiss Securities Ltd||28,042||0||0||01-08-2014||0.00|
|Edelweiss Securities Ltd||0||118||118||08-08-2014||0.00|
|Edelweiss Securities Ltd||118||0||0||15-08-2014||0.00|
|Edelweiss Securities Ltd||0||1,874||1,874||22-08-2014||0.00|
|Edelweiss Securities Ltd||0||10,539||12,413||29-08-2014||0.01|
|Edelweiss Securities Ltd||0||3,024||15,437||05-09-2014||0.01|
|Edelweiss Securities Ltd||8,437||0||7,000||12-09-2014||0.01|
|Edelweiss Securities Ltd||3,716||0||3,284||19-09-2014||0.00|
|Edelweiss Securities Ltd||0||33,387||36,671||30-09-2014||0.03|
|Edelweiss Securities Ltd||0||325||36,996||03-10-2014||0.03|
|Edelweiss Securities Ltd||36,791||0||205||10-10-2014||0.00|
|Edelweiss Securities Ltd||0||7,389||7,594||17-10-2014||0.01|
|Edelweiss Securities Ltd||0||1,983||9,577||24-10-2014||0.01|
|Edelweiss Securities Ltd||3,516||0||6,061||31-10-2014||0.00|
|Edelweiss Securities Ltd||0||580||6,641||07-11-2014||0.00|
|Edelweiss Securities Ltd||4,316||0||2,325||14-11-2014||0.00|
|Edelweiss Securities Ltd||0||57,765||60,090||21-11-2014||0.04|
|Edelweiss Securities Ltd||16,708||0||43,382||28-11-2014||0.03|
|Edelweiss Securities Ltd||0||47,446||90,828||05-12-2014||0.05|
|Edelweiss Securities Ltd||18,777||0||72,051||12-12-2014||0.04|
|Edelweiss Securities Ltd||68,587||0||3,464||19-12-2014||0.00|
|Edelweiss Securities Ltd||3,315||0||149||31-12-2014||0.00|
|Edelweiss Securities Ltd||0||15||164||02-01-2015||0.00|
|Edelweiss Securities Ltd||0||12,690||12,854||09-01-2015||0.01|
|Edelweiss Securities Ltd||104||0||12,750||16-01-2015||0.01|
|Edelweiss Securities Ltd||327||0||12,423||23-01-2015||0.01|
|Edelweiss Securities Ltd||644||0||11,779||30-01-2015||0.01|
|Edelweiss Securities Ltd||201||0||11,578||06-02-2015||0.01|
|Edelweiss Securities Ltd||0||36,538||48,116||13-02-2015||0.03|
|Edelweiss Securities Ltd||0||561||48,677||20-02-2015||0.03|
|Edelweiss Securities Ltd||0||51,393||100,070||27-02-2015||0.06|
|Edelweiss Securities Ltd||0||43,799||143,869||06-03-2015||0.08|
|Edelweiss Securities Ltd||0||2,167||146,036||13-03-2015||0.09|
|Edelweiss Securities Ltd||76,403||0||69,633||20-03-2015||0.04|
|Edelweiss Securities Ltd||4,715||0||64,918||27-03-2015||0.04|
|Edelweiss Securities Ltd||0||777||65,695||31-03-2015||0.04|
(v) Shareholding of Directors and Key Managerial Personnel:
|Sr. No.||Name of the Share Holder||Sold||bought||Cumulative Holding||Date|
|1||Ms. Urrshila Kerkar||0||0||4,639,600||31-03-2014|
|Ms. Urrshila Kerkar||0||0||4,639,600||31-03-2015|
|2||Mr. Ajay Ajit Peter Kerkar||0||0||2,744,672||31-03-2014|
|Mr. Ajay Ajit Peter Kerkar||0||0||2,744,672||31-03-2015|
|3||Mr. ABM Good||0||0||6,039,832||31-03-2014|
|Mr. ABM Good||0||0||6,039,832||31-03-2015|
|4||Mr. Pesi Patel||0||0||168,904||31-03-2014|
|Mr. Pesi Patel||0||0||168,904||31-03-2015|
|7||Mr. Anil Khandelwal||0||0||8,000||31-03-2014|
|Mr. Anil Khandelwal||0||0||8,000||31-03-2015|
|8||Ms. Rashmi Jain||0||0||31-03-2014|
|Ms. Rashmi Jain||0||0||31-03-2015|
|Secured Loans excluding deposits||Unsecured Loans||Deposits||Total Indebtedness|
|Indebtedness at the beginning of the Financial Year (01.04.14)|
|i) Principal Amount||58,733.00||24,266.00||-||82,999.00|
|ii) Interest due but not paid||-||-||-||-|
|iii) Interest accrued but not due||200.59||65.89||-||266.48|
|Change in Indebtedness during the Financial Year|
|Indebtedness at the end of the Financial Year (31.03.15)|
|i) Principal Amount||34,188.00||17,500.00||-||51,688.00|
|ii) Interest due but not paid||-||-||-||-|
|iii) Interest accrued but not due||28.38||69.66||-||98.04|
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
Remuneration to Whole-time Directors and Key Managerial Personnel
|Sr. No.||Particulars of Remuneration||Name of the WTD Urrshila Kerkar||Name of the KMP Anil Khandelwal||Name of the KMP Rashmi Jain|
|(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961||15,321,996||12,821,159||2,904,387|
|(b) Value of perquisites u/s 17(2) Income-tax Act, 1961||39,600||0||0|
|(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961||-||-||-|
|4||Commission - as % of profit||-||-||-|
|5||Others (Gratuity, PF and Insurance)||16,269,211||457,331||104,325|
|6||Ceiling as per the Act||Rs. 1,120.29 Lakhs (being 5% of the net profit of the Company calculated as per Section 198 of the Companies Act, 2013|
B. Remuneration to other Directors:
|Name of Directors|
|Sr. No.||Particulars of Remuneration||Ajay Ajit Peter Kerkar||ABM Good||Pesi Patel||S. C. Bhargava||M. Narayanan||Total Amount|
|a) Fee for attending board/ committee meetings||-||-||180,000||210,000||200,000||590,000|
|c) Others, please specify||-||-||-||-||-||-|
|2.||Other Non-Executive Directors|
|a) Fee for attending board/ committee meetings||60,000||140,000||-||-||-||-|
|c) others, please specify||-||-||-||-||-||-|
|Total Managerial Remuneration|
|Overall Ceiling as per the Act||Rs. 224.06 Lakhs (being 1% of the net profit of the Company calculated as per Section 198 of the Companies Act, 2013)|
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
|Type||Section of Companies Act||Brief Description||Details of Penalty/ punishment /compounding fee imposed||Authority ( RD/NCLT/ Court)||Appeal made, if any ( give details)|
|Other officers in Default||