India Tourism Development Corporation Ltd Directors Report.

Dear Shareholders,

Your Directors have pleasure in presenting the 55th Annual Report together with the audited accounts of the Corporation for the year ended 31st March, 2020.

Your Corporation has achieved a total turnover of Rs. 359.11 crore during the financial year 2019-20 as against Rs.379.97 crore in the previous year 2018-19. During the financial year 2019-20, the Corporation has recorded a Total Comprehensive Income (TCI) of Rs.14.82 crore as against TCI of Rs.41.35 crore in previous year 2018-19.

Performance of Corporation took a hit in the last quarter of financial year due cancellation of various events, rooms bookings, banquet functions etc. in the month of February and March due to onset of COVID-19 crisis. All the operations came to standstill subsequent to announcement of total lockdown with effect from 23.03.2020.

Taking performance of last quarter of F.Y. 2018-19 as reference, Corporation is estimated to have lost turnover to the tune of Rs.8.41 crore approximately and profit after tax to the tune of Rs.7 crore approximately during 2019-20 due to cancellation of events, room bookings etc.

(Based on corresponding last quarter published Financial Results 2019-2020 and 2018-2019).

Performance Highlights

The highlights of the financial results of the Corporation (Standalone) are given below:

(Rs in crore)
Particulars Audited Audited
2019-20 2018-19
Revenue from Continuing
Operations 336.27 348.02
Revenue from
Discontinuing Operations 1.51 9.84
Other Income (Continuing
Operations) 21.22 21.72
Other Income
(Discontinuing Operations) 0.11 0.39
Turnover 359.11 379.97
Operating Expenses 310.62 321.09
Operating Profit/Loss 25.65 26.93
Profit / Loss before
Depreciation, Finance
Cost, Exceptional Items 46.87 48.65
Depreciation 7.20 6.90
Finance Cost 0.92 0.53
Profit / Loss before
Exceptional Items 38.75 41.22
Exceptional Items 3.93 22.05
Profit / Loss before Tax 42.68 63.27
Provision for Income Tax 13.19 13.91
Deferred Tax 5.29 5.16
Provision for Income Tax for earlier years written back (1.92) (1.21)
Profit/Loss from continuing operations after tax 26.12 45.41
Net Profit /(Loss) from Discontinuing Operation (5.11) (7.94)
Tax expense of Discontinuing operation (1.47) (2.10)
Net Profit / (Loss) from
Discontinuing Operation after tax (3.64) (5.84)
Net Profit / (Loss) for the period 22.48 39.57
Other Comprehensive Income -
(i) Items that will not be reclassified to Profit or Loss (10.80) 2.73
(ii) Income tax relating to items that will not be Reclassified to Profit or Loss 3.14 (0.95)
Other Comprehensive Income for the Period (i+ ii) (7.66) 1.78
Total Comprehensive Income for the Period 14.82 41.35

Operating Ratio

The Operating Ratio has increased to

92.37% from 92.26% in the previous financial year.

Division wise Financial Performance

The Division wise financial performance of the Corporation is summarized as under :

(i) Hotels Division has achieved turnover of

Rs 247.02 crore during the year as against

Rs 251.65 crore in the previous year and earned the profit before tax (PBT) of

Rs 41.43 crore as against the PBT of Rs 32.54 crore in the previous year.

ii) The turnover of A.I.T. Division was

Rs 16.47 crore against Rs 18.47 crore in the previous year. During the year

2019-20, 14 duty free shops were in operation at seaports i.e. Goa, Haldia, Kolkata, Chennai, Mangalore, Vishakhapatnam, Mumbai, Paradip, Kakinada, Cochin, Krishnapatnam, Tuticorin, Kamarajar and Jawaharlal

Nehru Port Trust. The AIT division has earned Profit before Tax (PBT) of Rs 1.42 crore as compared to PBT of Rs 3.26 crore in the previous year.

iii) The turnover of ATT Division has decreased to Rs 27.26 crore during 2019-20 as against Rs 34.25 crore in the previous year 2018-19. The ATT Division has incurred a loss of Rs 1.08 crore as against the loss of Rs 0.07 crore in the previous year.

iv) The turnover of the Ashok Events Division decreased to Rs 38.36 crore during 2019-20 as against Rs 43.41 crore during previous year 2018-19 and has earned a Profit before Tax (PBT) of Rs 4.13 crore as against PBT of Rs 4.51 crore in the previous year. v) The Engineering Division including SEL Projects achieved a turnover of Rs 5.17 crore during the year 2019-20 (previous year Rs 5.73 crore) with net loss of Rs 0.33 crore as against net loss of Rs 4.14 crore in the previous financial year.

vi) The Ashok Institute of Hospitality and Tourism Management (AIH&TM) achieved turnover of Rs 4.29 crore during 2019-20 as against a turnover of Rs 4.86 crore in the previous year 2018-19 and earned a profit before tax of Rs 0.27 crore against profit before tax of Rs 0.56 crore in previous year

2018-19.

vii) The Corporate HQ being the administrative office has earned an income of Rs 20.54 crore (previous year Rs 21.60 crore) mainly constituting income from interest on short term deposits with banks from the surplus funds available with it.

Note : Division-wise Turnover and Profitcomprises of Turnover and Profit of both Continuing as well as Discontinued Operations.

Capital Structure

There is no change in authorized and paid-up share capital of the Corporation. The Authorized Share Capital of the Corporation is Rs 150 crore and the paid-up Share Capital is Rs 85.77 crore as on 31st March, 2020.

Compliance of Clause 38 of SEBI (LODR) Regulations:

ITDC is a Central Public Sector Enterprise (CPSE). Process of dilution of Government equity in CPSEs is undertaken by Department of Investment and Public Assets Management (DIPAM). DIPAM has already appointed SBI

Capital Ltd. and IDBI Capital Ltd. jointly as the Merchant Banker and M/s Cyril Amarchand

Mangaldas as the legal advisor for dilution of equity of Government of India in ITDC. ITDC is following with the Ministry of Tourism to pursue the matter with DIPAM for compliance of Minimum Public Shareholding norms in ITDC.

Dividend

Due to severe impact of COVID-19 on

Hospitality and Travel Industry and uncertainty with respect to revival, ITDC is facing a financial crunch as operations of various verticals are yet to commence. Hence ITDC Board has not recommended any dividend for the financial year 2019-20.

Corporations Dividend Distribution Policy is available at the website link https://itdc. co.in/wp-content/uploads/2019/07/ITDC-

Dividend-Distribution-Policy.pdf

Transfer to Reserve

No amount has been transferred to the General Reserses.

Rating of ITDC vis-a-vis MoU targets

Performance of the Company for the year

2018-19 has been notified as ‘VERY GOOD with

Composite Score 80.84 by Department of Public

Enterprises (DPE) in terms of the MoU signed with the Government of India.

Management Discussion and Analysis

The report on the Management Discussion and Analysis is placed at Annexure-I.

Procurement from MSEs

During the financial year 2019-20, the Corporation has procured 44.40% of total procurement of goods and services from Micro and Small Enterprises (MSMEs) against the prescribed target of 25% as per the then procurement policy of Govt. of India. The procurement from MSEs (including women and SC/ST MSE) during 2019-20 was Rs 46.4266 crore, Women entrepreneurs was Rs 1.4109 crore and SC/ST entrepreneurs was Rs.0.0013 crore.

Further all tenders contained a clause for exemption of tender fee and EMD for MSEs.

Tender also contained the clause for due preference to MSEs as per GoI guidelines.

Implementation of Official Language Policy

During the year 2019-20, the Company continued its efforts to give impetus to the use of Hindi in official work through motivation training. Cash prizes were granted to employees on doing prescribed quantum of work in Hindi during the calendar year. A new half yearly competition based Scheme related to doing official work in Hindi on computers through Unicode has also been initiated. Hindi workshops were organized to provide practical training of noting-drafting and other works in Hindi. Various Hindi competitions were also organized during Hindi Parv (Fortnight) celebrations for giving impetus to the use of official language in to day work. A cultural program and Hindi Kavi

Gosthi were organized at Hotel The Ashok on 20th September, 2019 to celebrate "Hindi Parv" which included performances by prominent Hindi poets as well as various performances like Bharatanatyam, mono-acting, songs, drama etc. by ITDCs own employees as well as their children besides Rajbhasha Prize Distribution Function to encourage Official Language in the

Corporation.

Conservation of Energy & Technology Absorption

Commitment towards energy conservation remains in the units at various stages of operations. Commercial considerations, energy conservation policies and practices play a vital role in the endeavors made in this direction.

Since your Companys operations do not involve technology absorption, the particulars as per Rule 8(3)(B) of the Companies (Accounts)

Rules 2014 regarding technology absorption, are not applicable.

Foreign Exchange Earnings & Outgo

The Direct Foreign Exchange Earnings during the year 2019-20 has decreased to Rs 16.11 crore as against Rs 18.65 crore in the previous financial year.

Subsidiary Companies

As on 31.03.2020, the Corporation has four subsidiary companies viz.

(i) Pondicherry Ashok Hotel Corporation Ltd

(ii) Ranchi Ashok Bihar Hotel Corporation Limited.

(iii) Utkal Ashok Hotel Corporation Ltd

(iv) Punjab Ashok Hotel Company Ltd.

The Hotel Units were set up under the aforesaid subsidiary companies at Puducherry,

Ranchi and Puri respectively.

The Hotel project at Anandpur Sahib is incomplete. The operation of Hotel unit at Puri is closed since March, 2004 and the Hotel has been planned to be leased out. However the matter is subjudice as the successful bidder has approached the Court after his LoI was cancelled due to non-payment of amount as per

LoI. Regarding project at Anandpur Sahib, Inter

Ministerial Group (IMG) set up by the Ministry of Tourism in its meeting held on 29.11.2018 has approved the transfer of the incomplete project to the Government of Punjab. Terms of Transfer are under finalization. Due to continuous losses, the operations of Hotel Ranchi Ashok have also been closed w.e.f. 29.03.2018. IMG in its meeting held on 13.09.2018 has accorded approval for sale of equity of ITDC in the JV Company to the Government of Jharkhand. Hotel Pondicherry Ashok under Pondicherry Ashok Hotel Corporation Limited is also under disinvestment process. The Hotel has been decided to be leased out under PPP mode. All the subsidiary companies are under disinvestment process, the status of disinvestment is being shown elsewhere in the report.

The Annual Accounts of all the subsidiary companies have been audited and finalized and the Consolidated Annual Accounts have been prepared and presented in this Annual Report.

A statement containing the salient features of the subsidiary companies forms part of the Consolidated Annual Accounts 2019-20.

Vigil Mechanism and Whistle Blower Policy

The Corporation has a Whistle Blower Policy which is posted on the website https:// itdc.co.in/wp-content/uploads/2019/07/ Whistle-Blower-Policy.pdf. Being a Central Public Sector Enterprise, the Corporation has a Vigilance Department. Chief Vigilance Officer, the Head of the Vigilance Division, is under the direct control of the Central Vigilance

Commission (CVC), an independent Govt.

Agency.

Board of Directors

During the year, ten Board meetings were held to transact the business of the Company.

The Board presently (on date of printing of this report) comprises of six Directors i.e. CMD, Director (C&M), two Government Nominee Directors and two Independent Directors as under, the posts of Director (Finance) and three Independent Directors including one woman Independent Director are vacant :

A) Executive Directors

1. Shri Ganji Kamala Vardhana Rao,

Chairman & Managing Director w.e.f. 11.11.2019

2. Shri Piyush Tiwari, Director (Commercial & Marketing) from 28.05.2015

B) Non-Executive Directors

(a) Part-time Government Nominee Directors:

1. Ms. Rupinder Brar from 11.10.2019

2. Sh. Sanjay Pandey from 14.07.2020

(b) Independent Part time Directors:

1. Dr. Paragbhai M. Sheth from 30.07.2018

2. Shri K. Padmakumar from 30.07.2018

During the financial year 2019-20, following directors were appointed/ceased to be appointed:

Executive Directors

1. Mrs. Ravneet Kaur, IAS ceased to be the Chairperson & Managing Director w.e.f. 15.07.2019 due to her repatriation to her Parent Cadre.

The additional charge of C&MD was given to Shri Piyush Tiwari, Director (C&M) w.e.f. 15.07.2019 as per MoT order dated 15.07.2019.

2. Sh. Ganji Kamala Vardhana Rao, IAS, (KL:90) appointed as Chairman & Managing Director w.e.f. 11.11.2019 vice Sh. Piyush Tiwari who has been given the additional charge of Chairman & Managing Director w.e.f. 15.07.2019 after the relieving of Mrs. Ravneet Kaur, CMD-ITDC on 15.07.2019.

3. Sh. Pradip K. Das who was appointed as Director (Finance) w.e.f. 25.02.2016 ceased to be the director on 06.05.2020.

Part time Govt. Nominee Directors :

4. Dr. Dharmendra Singh Gangwar, IAS who was appointed as Government Nominee Director w.e.f. 26.10.2018 ceased to be the director on 20.05.2019.

5. Shri Rajesh Kumar Chaturvedi, IAS, (MP : 1987)appointed as Government Nominee Director vide order dated 20.05.2019 w.e.f. 20.05.2019 and ceased as Director on 31.05.2020.

6. Mrs. Meenakshi Sharma, IA&AS who was appointed as Government Nominee Director w.e.f. 11.07.2016 ceased to be the Director w.e.f. 30.08.2019.

7. Ms. Rupinder Brar, IRS, appointed as Government Nominee Director vide order dated 30.08.2019 w.e.f. 11.10.2019 i.e. the date of allotment of DIN.

Part time Independent Directors

8. Shri Ajay Swarup, w.e.f. 08.08.2016 and ceased on the Board on 07.08.2019

9. Shri Patel Karshanbhai Bhikhabhai, w.e.f. 08.08.2016 and ceased on the Board on 07.08.2019

10. Dr. Kamala Singh appointed w.e.f. 30.07.2018 but ceased to be on the Board due to her sad demise w.e.f 07.06.2019.

As per disclosure received from the Directors, the Directors are not related to one another.

Pursuant to Article 61 of the Article of Association, Shri Piyush Tiwari and Ms. Rupinder Brar retire by rotation at the ensuing Annual

General Meeting and being eligible, offer themselves for re-appointment. Details of profile etc. as required under Regulation 36(3) of SEBI (LODR) Regulations, 2015 in respect of Directors liable to retire by rotation and seeking re-appointment have been given at the end of the Notice of AGM.

Training Policy and the training imparted to the Directors

The Corporation has formulated a training policy for Board Members. As per the policy, ITDC offers training programmes organized by SCOPE and DPE to the Board Members. Further, on induction of non-official Directors, ITDC may also arrange training on the role and responsibilities of Directors from the professional institutes like ICAI, ICSI, ICMAI, IIM, SCOPE etc.

Familiarization programme conducted by ITDC for Non-official directors on 14.02.2019 which was attended by the four Non-official directors. Details are given in the website https://itdc.co.in/wp-content/ uploads/2019/07/Details-of-Familiarization-Programme-attended-by-the-Independent-

Directors-during-FY-2016-17.pdf

During the financial year 2019-20, no programme/training were attended by the Independent Directors.

Declaration by Independent Directors

The Company has received necessary declaration from each independent director under Section 149(7) of the Companies Act, 2013, that they meet the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI (LODR) Regulations, 2015.

Board Evaluation

The evaluation of the Board as a whole and the Independent Directors is conducted on the basis of criteria and framework laid down by the Nomination & Remuneration Committee of the Board. Based on the evaluation criteria laid down by the Committee, the performance evaluation of the Board is measured in six areas.

The performance evaluation of the Independent

Directors is measured also in six areas based on questionnaire designed on a scale of 1 to 5.

Particulars of loans, guarantee or investments

During the year under review, ITDC Board approved loan of Rs 8,07,000/- in its meeting held on 14.11.2019 to M/s Ranchi Ashok Hotel Corporation Ltd., a Joint Venture Subsidiary Company of ITDC for payment of PF of staff and TDS on salary and Emergent Expenses and loan of Rs 10,00,000/- in its meeting held on 03.01.2020 to M/s Utkal Ashok Hotel Corporation Ltd., a joint venture subsidiary of ITDC for meeting expenditure of Security Services, Miscellaneous

Expenses and Legal Expenses at a rate of interest of 12.5% per annum.

Corporate Governance

As per the requirement of Clause C of

Schedule V to SEBI (LODR) Regulations, 2015, a detailed report on Corporate Governance together with the following is given in Annexure-II which forms part of this Report.

(i) CEO/CFO Certificate [as per Regulation 17(8) of SEBI (LODR) Regulations, 2015]; and

(ii) Certificate [Clause E to Schedule V to SEBI (LODR) Regulations, 2015] alongwith the management reply to observations.

Directors Responsibility Statement

Pursuant to the requirement under Section

134(5) of the Companies Act, 2013, it is hereby confirmed: -

• that in the preparation of the accounts for the financial year ended 31st March, 2020, the applicable accounting standards have been followed read along with proper explanation relating to departures;

• that the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of state of affairs of the Company at end of the financial year and of the of the Company for the year under review;

that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

• that the Directors have prepared the accounts for the financial year ended 31st March 2020 on a ‘going concern basis;

that the Directors had laid down internal the Companys Auditors financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively;

• that 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.

Internal Financial Controls

The Corporation has adequate internal controls system commensurate to its nature of business. Board has laid down adequate policies and procedures such as Licensing Procedure, Purchase Procedures, Engineering & Works Manual, SoP for Cash & Bank Transactions, Delegation of Powers etc. for ensuring the orderly and efficient conduct of business.

Professional services of Chartered Accountant Firms are availed to conduct

Internal Audit of all units/verticals of ITDC. A detailed Internal Audit manual duly approved by the Board of Directors has been circulated to all the units.

Internal Auditors monitor and evaluate the efficacy and adequacy of the internal checks control systems. Quarterly Internal Audit Reports are submitted by Internal Auditors. Corrective actions, wherever required, are taken by the units/verticals. Significant are reported to the Audit Committee.

Related Party Transactions

There are no materially significant related party transactions reportable under

Section 188 of the Companies Act, 2013. The

Audit Committee and the Board has approved a policy on materiality of the related party transactions, which is posted on the website of the company https://itdc.co.in/wp-content/ uploads/2019/03/Revised-RPT-Policy.pdf.

Disclosure as per OM of Ministry of Parliamentary

Affairs

In compliance with the OM F.No. 28(1)/2016-Leg.I dated 24.01.2018 of Ministry of Parliamentary Affairs, Government of India on the recommendations made by the Committee on Papers Laid on the Table (Rajya Sabha), details related to vigilances, Audit Objections and RTI matters etc. are required to be included in the Annual Report of the Company. The relevant details are as under:

Vigilance Cases

Number of Vigilance cases disposed off during the financial year 2019

(Thirteen) whereas the pending Vigilance/

Disciplinary cases are 8 (Eight). The gist of the nature of such cases are irregularities in tendering of Sound and Light Show, CBI case of demanding bribe for releasing payment, delay in payment to suppliers, Irregularities in tickets to clients etc.

Audit Objections observations, if any,

There are total outstanding 112 para pending for resolution with CAG.

RTI Matters

The Corporation is a Public Authority under clause (h) of Section 2 of Right to Information

Act, 2005. The Corporation has taken necessary steps for the implementation of the Right to

Information Act, 2005. The Corporation is in compliance with the RTI Act, 2005.

Report under Section 22 of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

During 2019-20, two complaints were filed out of which one is pending at the end of financial year.

Corporate Social Responsibility and Sustainable Development

ITDC has undertaken the following activities under CSR during 2019-20 :

1. Procurement and Provision of Advance Life

Support Ambulance to District Hospital at

Damoh in MP. (Aspirational District listed by Niti Aayog) amounting to Rs 16.47 lakhs.

are 13 2. ITDC contributed Rs 22.50 lakhs to PM Cares

Fund.

Expenditure on above activities during 2019-20 was approximately Rs 38.97 Lacs.

The Annual Report on CSR Activities and the Report on the Sustainable Development

Activities are annexed as Annexure III.

Risk Management Policy and its Implementation

ITDC Board in its meeting held on 11th May, 2010 has laid down the Risk Management Policy laying down a sound process for identification and mitigation of risks. In accordance with the policy, the unit head of all strategic divisions have been nominated as Risk Manager and a committee namely Risk Management

Compliance Committee (RMCC) presently headed by VP (Engineering) has been constituted to oversee and ensure compliances with the risk management policy of the Corporation.

During the Financial Year 2019-20, one meeting of the Risk Management Compliance Committee was held on 06.11.2019.

As per clause 21 of SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015, a Board level Risk Management Committee has been constituted as under :

i) Shri Piyush Tiwari (Director- C&M) -

Chairman ii) Dr. Paragbhai M. Sheth - Member iii) VP (Hotels) - Member iv) VP (F&A), HOD - Member

Director (Finance) is also the member of the Committee. w.e.f. 07.05.2020, the seat of Director (Finance) is vacant. As and when the new Director (Finance) joins, he will be the member of the Risk Management Committee.

The role and responsibilities of the Risk

Management Committee in ITDC as approved by the Board in its meeting held on 14.11.2018 is as under:

To see that the Risk Management Functions are being taken as per Risk management policy approved by the Board.

To review the Risk Management policy from time to time.

To review the action taken to mitigate the risks identified by different divisions.

During the financial year 2019-20, two meetings of the Board Level Risk Management Committee were held on 16.09.2019 and 03.01.2020.

Further as suggested in the Audit Committee

Meeting held between Audit Committee Members and the Auditors on 28.03.2019, the Risk Management Policy was got reviewed by Sh. I.P. Singh, Ex-Company Secretary-BHEL and Expert in Corporate Governance. The revised policy was approved by the Audit Committee and the Board. The revised policy was issued on 30.12.2019 and is displayed on the website of

ITDC.

Companys specific risks (Level of Risks : Likely/ Almost Certain) :

Economic Risk:

i) More Dependence on one segment of clients i.e. Government

ii) Loss of Chain/Group advantage

Industrial Risk: Low Margin in Airline Ticketing business, Arrival of new and technologically strong players in the field of Hospitality and

Tourism.

Management & Operational Risk: Change in

Technology/upgradation.

Personnel Risk: Non-availability of adequate executives and skilled staff at key positions.

Political Risk: Uncertainty on the continuation of ITDC due to disinvestment of hotels/ properties of ITDC.

Legal Risk: Contractual Risk and Tax risk. Risks arising out of legal cases with Vendors/ Suppliers/Licensees.

Auditors and Auditors Report

The Comptroller & Auditor General of

India have appointed M/s Agiwal & Associates,

Chartered Accountants as Statutory Auditors of the Company and also various Branch Auditors for the year 2019-20 under 134(5) of the Companies Act, 2013.

Secretarial Auditor and Secretarial Audit Report

ITDC Board in its meeting held on 27th May, 2020 has appointed M/s Singh A. &Associates ,

Company Secretaries as the Secretarial Auditors for conducting the Secretarial Audit as required under Section 204 of the Companies Act, 2013 for a period of three years. The Secretarial Audit Report is placed at Annexure-IV and Certificate of Non-Disqualification of Directors given by the

Secretarial Auditor is placed at Annexure-V and management replies to the comments and observations of the Secretarial Auditors on the report are given at Annexure VI.

Cost Records

Corporation is not required to maintain cost records in accordance with Section 148 of the Act read with Rule 3 of the Companies (Cost Record and Audit) Rules, 2014 as the service of the Company are not covered under the said rules.

Extract of Annual Return

In accordance with Section 134(3)(a) of the Companies Act, 2013, an extract of the annual return in the prescribed format is appended as Annexure-VII to the Boards Report.

Significant and Material Orders

There are no significant orders passed by the regulators or courts or tribunals impacting the going concern status and companys operation in future.

Comments of the Comptroller and Auditor General of India The Comments of the Comptroller &

Auditor General of India, under Section 143(6) of the Companies Act, 2013 on the Accounts

(Standalone and Consolidated) of the Company for the financial year ended 31st March, 2020 are set out elsewhere in the Audit Report.

As pointed out by the Comptroller & Auditor General of India in the supplementary audit carried out by them under Section 143(6) (a) of the Companies Act, 2013, details of other contingent liabilities not disclosed during the preparation of Financial Statement, are as follows:

S.No. Party Involved Actual Contingent Liability
1 L&DO (Hotel Samrat) 40.05 crore
2 GST (Hotel Ashok) 29.19 crore

Also, to state that a piece of land of Hotel Ashok, New Delhi has been unauthorized occupied by some taxi operators. Eviction proceeding has been initiated by the Company before Estates

Office.

Material changes and commitments affecting the financial position of the Company between the end of the Financial year and the date of the Report

Status of Disinvestment of properties of ITDC and its JV Subsidiaries:

No. of hotels disinvested during 2019-20 (upto the date of Report)

S.No. Date of Disinvestment Name of Property Consideration Amount
1 Hotel handed over on 03.04.2019 Hotel Patliputra Ashok Rs 13.005 crore
2 Handing over by documents: 31.10.2017 Possession handing over: 16.05.2019 Hotel Janpath, New Delhi Following actions are yet to be finalized : i) Compensation to ITDC for loss of business opportunity.
ii) Sorting out of disputed liability of Hotel Janpath, New Delhi

Status of disinvestment of properties of ITDC and its JV companies as on date is as under:

S.No. Name of Property Current Status
1 Hotel Pondicherry Ashok, Puducherry M/s CBRE South Asia Pvt. Ltd. has been appointed as Transaction Advisor (TA).
(Joint Leasing) TA has submitted the Inception Report and Draft Valuation Report.
2 Hotel Kalinga Ashok, (O&M Contract) RFP floated third time on 27.03.2019. Total 5 bids have been received. IMG in its meeting held on 06.03.2020 decided to retender with revised selection criteria. TA has submitted revised selection criteria which will be presented by them to the IMG members in the next IMG meeting.
3 Hotel Ranchi Ashok, Ranchi Operations of the Hotel is closed since 29.04.2018. VRS was offered twice but only 4 persons applied and were given VRS.
• IMG in its meeting on 13-09-2018 had approved the valuation of RABHCL on "as is where is basis" for the purpose of transfer of equity. Total amount to be received by ITDC from Jharkhand Govt. is Rs 8.65 crore as on 31.10.2019.
MOU for transfer of equity stake of 51% of ITDC in RABHCL to the Government of Jharkhand, was signed on 24.11.2020.
4 Hotel Nilachal Ashok, Puri (Joint Leasing) Matter is sub-judice in Supreme Court.
Last date of hearing was 03.03.2020 on which
Supreme Court directed parties to appear before the
Supreme Court Mediation
• Mediation proceeding as directed by the Supreme Court was finally held on 26.10.2020. Mediation proceeding failed as the proposal moved by ITDC before the mediator was not accepted by the M/s Paulmech. Matter will now be decided by the Supreme Court on merit.
5 Incomplete Project of Anandpur Sahib (Joint Leasing) In the IMG meeting held on 29.11.2018, it was decided to handover the incomplete project to the State Government.
• Proposal is pending from the State Government.
6 Hotel The Ashok, New Delhi M/s Feedback Infra appointed as Transaction Advisor by DIPAM on 14.01.2020 for studying lease terms & conditions of land, O & M/Sub-leasing of Hotel Ashok and utilization of vacant land in Hotel Ashok-Samrat Complex.
M/s Feedback submitted its report to DIPAM.
IMG was held by DIPAM on 20th July, 2020 to discuss the feasibility report.
7 Kosi (Managed property) Operations closed on 31.10.2017. ITDC is incurring expenditure on Security etc. of the property.
• Ministry of Tourism communicated vide letter dated 26.11.2019 for exploring possibilities for making it operational.
• Appointment of Consultant is under process.

ITDCs Contribution in fight against pandemic

ITDC has remained active in a spate of upbeat activities since March 2020 to support the fight lockdown, when the nation was still grappling with the initial stages of impact, ITDC hotels housed stranded tourists until they could be sent home. Starting April 1, 2020, the kitchens of Hotel The Ashok, New Delhi provided 2000 fresh and hygienically packed meals daily to frontline health workers at AIIMS, Safdarjung and Ram Manohar Lohia Hospitals, as well as other needy persons through local administration for five -19 weeks, serving more than 62,000 meals.

Samrat Hotel was made ready to house upto 100 Government doctors who would be available on immediate call. Hotel Kalinga against COVID-19. Even before the Ashok, Bhubaneswar and Hotel Samrat, New Delhi offered services as quarantine facilities. Two facilities at Puducherry are being independently used for doctors and quarantine.

Guided by AIIMS doctors, all health and safety protocols were put in place for the hotels.

ITDC has been closely involved with officials of the Ministry of Tourism in the formulation of Industry and sector specific guidelines/SoPs under the guidance of Minister of State for Tourism.

Preparing to restart business amid a new perspective and a new vision, ITDC is committed to placing health and safety on top priority, while retaining traditional hospitality.

An Advisory Board has been formed by ITDC in tie up with AIIMS to design and develop health and safety protocols and for providing ongoing, real time guidance for ITDC hotels and offices The entire post-COVID initiative is a 360 degree amalgamation of SoPs (Standard Operating

Procedures), Hazard Analysis and Critical Control Point (HACCP) and Food Safety and Standards Authority of India (FSSAI) codes, technology, training, medical expertise and strict protocols.

ITDC has done a rigorous training intervention on health and safety protocols at its hotel properties.

Besides, ITDC contributed Rs 22.50 lakh to PM CARES fund against CSR spent of 2019-20 and Rs 15.38 lakh were contributed by ITDC Employees towards PM CARES fund during May, 2020.

Acknowledgement

i. The Board places on record its sincere appreciation towards all the stakeholders of the Company including customers/clients, suppliers/vendors/service providers for the support and confidence reposed by them in the organization and look forward to the continuance of this relationship in future.

ii. The Board also gratefully acknowledges the support and guidance received from various Ministries of the Government of India particularly the Ministry of Tourism, in Companys operations and developmental plans. The Board also wishes to record its deep gratitude to all the members of ITDC family whose enthusiasm, dedication and co-operation, put the Company on the path of progress.

For and on behalf of Board of Directors
Sd/-
Ganji Kamala Vardhana Rao
Date: 01.12.2020 Chairman & Managing Director
Place: New Delhi DIN 07075723