McNally Bharat Engineering Company Ltd Management Discussions.

OVERVIEW

Industrial scenario in India continues to be gloomy. New investment plans of Government is mostly in Infrastructure building. There is hardly any investment in the core sector industries such as Steel, Power, Cement, Mines and Ports. Most of the Private Steel Plants are under NCLT. Mines & Mineralogy business is also very sluggish at the moment.

Although at present the core sector industries are going through a recessionary business cycle with Governments focus on infrastructure with a planned investment of Rs. 50 trillion (800 billion USD) by 2022 and budget allocation of Rs. 5.97 lakh crores (92.2 billion USD) to build 50000 KM National Highway by 2019 besides Rs. 48 trillion (22.86 billion USD) in Railways, Rs. 205 lakh crores (31.81 billion USD) in Smart Cities, the indicator of business in infrastructure is expected to rejuvenate the industries in terms of generation of employment, consumption, etc., and also shall trigger exponential demand of steel and cement thereby new business in that segment shall automatically get regenerated.

Although Thermal Power business has drastically reduced, yet Governments plan for achieving 175 GW in Renewal Energy which includes 100 GW in Solar by 2022 (present capacity 21.6 GW) calls for fresh investment.

Governments initiative to achieve the environmental norms of emission level of the existing thermal power to match the global standard calls for installation of Flu Gas De-sulphurization (FGD) Plants in all the existing thermal power plants in India within a period of next 5 years, the business, in this segment, will rapidly grow thereby generating employment and investments too.

As per our Honble Prime Ministers initiative for "Make in India", Defence & Railways which were very closely guarded industries and were mostly under the Public Sector, have now opened to Private Sector Companies. There is substantial business prospect in Defence and Railways by organizations having their own design, engineering & manufacturing setups.

With the above investment scenario, the Company is trying to diversify to NHAI, infrastructure building like Smart Cities, Convention Centers, Malls, low cost Mass Housing Scheme, Airports, Water Transportation & Distribution, Substations, Switch Yards, Solar Power, etc. Since the Company has got a fairly large Engineering & Project Management set up in Power, attempts are being made to participate in FGD installations which are expected to be substantial during the next few years.

POWER

Power is one of the most critical components of infrastructure and crucial for economic growth and welfare of nations. The existence and development of adequate infrastructure is essential for sustained growth of India economy.

Indias power sector is one of the most diversified in the world. Sources of Power generation range from conventional sources such as Coal, Lignite, Natural gas, Oil, hydro and Nuclear power to viable non-conventional sources such as wind, solar and agricultural & domestic waste.

Total installed capacity of power station in India stood at 34379 Giga Watts (GW) as on April 2018.

The Government of India has released its road map to achieve 175 GW capacities in renewable energy by 2022 which includes 100 GW for Solar power and 60 GW for wind power.

Coal based power generation capacity in India which currently stands at 192 GW is expected to reach 330 - 441 GW by 2040.

The 2026 forecast for Indias non-hydro renewable energy capacity has been increased to 155 GW from 130 GW on the back of move than expected solar installations rate and successful wind energy auction.

The Governments immediate goal is to generate two trillion units (KWH) of energy by 2019. This means doubling the current production capacity to provide 24x7 electricity for residential, commercial and agricultural use.

The Government of India is taking number of initiatives like 10 years tax exemption for Solar Energy projects, etc., in order to achieve Indias ambitious renewable energy targets of adding 175 GW of renewable energy including addition of 100GW of Solar power by 2022. The Government has also sought to restart the stalled, hydro power projects and increase the wind energy target to 60 GW by 2022 from the current 20 GW.

MBE is poised to take advantage of traditional power sector as well as renewable sector.

Todays stringent environmental norms has drawn revised & more stringent emission norms for Coal based power plant which has opened a new front for installation of New Flue Gas De-sulphurisation (FGD) plant.

Apart from its core strength in serving Power sector, MBE also have made significant headway in FGD technology. MBE has already tied up with Lentjes Germany for establishing FGD technology in India in selected states. MBE has already developed a strong team for execution of solar projects and currently executing 100 MW Solar plant on EPC basis for APGENCO at Taripadi, Andhra Pradesh.

STEEL

Total finished Steel production in India has increased at a CAGR of 5.45% during FY 2012 - 2017 with countries Steel production reaching to 97.385 MTPA in 2017. The country became the 2nd largest crude steel producer in 2017 as large public & private sector players strengthen steel production capacity in view of rising demand. Moreover, capacity has increased to 126 Mil. Ton in 2017 which is 3.3% more than 2016, while the coming 10 years the country is anticipated to produce 300 MT of Steel. Indias comparatively low per Capita Steel consumption and expected growth in consumption due to growing infrastructure construction, automobile and railways sector has offered a scope for growth.

Advantage India

Robust Demand

• Demand would be supported by growth in domestic market

• Infrastructure, Oil & gas and automotives would drive the growth of the industry

• Steel production in India is forecasted to double by 2031 with growth rate expected to go above 10% in 2018. Increasing investment

To achieve steel capacity build up of 300 million tones per annum (MTPA) by 2025. India would need to invest 210 billion USD over the next decade.

Competitive advantage

• As of 2017, India is the worlds 2nd largest producer of crude steel (up from 8th in 2003)

• Early availability of low cost man power and presence of abundant iron ore resources makes India competitive in the global set up.

Policy support

• 100% FDI through the automatic route is allowed. Large infrastructure projects in PPP mode are being formed.

• National Steel Policy (NSP) implemented to encourage the industry to reach global bench marks.

• 20% safeguard duty on steel import

Indias Steel consumption growth remained weak in the current fiscal. Consumption of steel was 83.9 MT as compared to 81.5 MT in 2016. Driving by rising infrastructure development and growing demand for automotives, steel consumption is expected to reach 104 MT by 2017. The analysis suggests that although the Iron & Steel sector faced a sluggish growth, we expect that steel sector prospect is bright. Government of India is likely to come up with next phase of modernization of SAIL plants. MBE can play an effective role in expansion and up-gradation projects of Steel plants.

COAL & MINING

India is the worlds third largest energy consumer and its energy use is projected to grow at a rapid pace. Supported by economic development, urbanization, improved electricity access and an expanding manufacturing base, by 2040, Indias energy consumption will be more than OECD, Europe Combined and approaching that of the United States.

McNally Bharat Engineering Company Limited

Management Discussion & Analysis Report (Contd.)

In Indias energy sector coal accounts for majority of primary commercial energy supply. With the economy poised to grow @ 8 to 10 % per annum, energy requirement will rise at a reasonable level. Coal will be dominant commercial fuel two decades from now and beyond, despite emphasis on non-conventional energy and renewable power source.

Indias Coal Industry aspires to reach 1.5 Billion ton by 2020.

In forthcoming years, the industry will naturally need to focus on building on the success and be on track to reach its 2020 goal. One of the primary goals of the Government of India is to ensure that it is able to meet the countries power generation needs. Another cause is to lower the countrys reliance on coal imports boosting the coal production quickly.

The Govt. expects that by 2018-19, it will not have to import coal, except to feed power plants located along the coast. The success of coal block auctions carried out by the Government has benefitted the country in a big way.

Opportunities in MDO segment as well as new projects of Coal India will definitely open new horizon in coal & mining projects. MBE can play a significant role in installing and operation of coal handling plants, conveyors and rapid loading system.

PORT, SHIPYARD AND STOCKYARD MACHINERIES

Government and Defense Shipyards in India is now planning to upgrade their capacity in view of ambitious defense expansion project with major impetus on "MAKE IN INDIA" initiatives. Defense Shipyard like MDL and GRSE is drawing major expansion plan therefore to augment and upgrade their capacity.

In last couple of decades MBE has consolidated its position as strategic equipment supplier for the Shipyards which includes Goliath Cranes through state-of-the-art technology partnership with Konecranes Finland which got renewed again from 2017.

Over and above supply of Port handling equipment in Bulk and Container handling and Stockyard machineries will continue to be one of the focus areas of MBE.

INFRASTRUCTURE

Infrastructure segment is a key driver for Indian Economy. The sector is highly responsible for propelling Indias overall focus from the Government for initiating policies that would ensure time bound creation of world-class infrastructure in the country.

India has a requirement of investment worth of Rs. 50 Trillion (USD 777.73 Billion) in Infrastructure by 2022 to have sustainable development in the country. India is witnessing significant interest from international investors in the infrastructure space.

The Government of India is expected to invest heavily in the Infrastructure sector, mainly Highways, renewable energy and urban transport prior to general election in 2019. Some of the steps taken in the recent past are being highlighted below: -

• Massive push to Infrastructure sector by allocating Rs. 5.97 lakh crore (USD 92.22 Billion) for the sector.

• Railways received the highest budgetary allocation at Rs. 1.48 Trillion (USD 22.86 Billion).

• Rs. 2.05 lakh Crores (USD 31.81 Billion) will be invested in smart cities mission. 100 cities already selected as of now.

• Indias National Highway network is expected to cover 50,000 KM by 2019.

• India and Japan have joined hands for Infrastructure development in North East and also are setting up an Indo - Japan co-ordination forum for development of North East to undertake strategic Infrastructure project in North East.

MBE is focusing with full potential to tap the immense opportunity in Infrastructural sector. Highways, Buildings, Railway have become the major thrust area in FY 2018 - 19.

Management Discussion & Analysis Report (Contd.)

METALS & MINERALS

MBE is an established EPC solution provider for Mineral Processing of base metal ores such as Lead, Zinc, Copper, Iron, Gold, Platinum, Tungsten, Fluorspar, etc. More than 50 projects have been successfully completed in India, African Countries and Middle East.

Apart from providing turnkey solutions in Metals & Mineral Beneficiation, MBEs expertise are predominantly in the following package-

Fine Crushing & Screening, Material Handling & Conveying, Storage & Reclaiming, Wet / Dry grinding & classification, Flotation / Leaching Process, Thickening & Filtration, Tailing Disposal System, Plant Utility System, Water Management System and Switchyard / Sub Station.

In Aluminum Refineries MBE executes complete turnkey projects for Bauxite Handling, Grinding & Storage System, Evaporation package for Aluminate Liquor Concentration and Red Mud Thickening & Disposal System.

In the Smelter section MBE executes on turnkey basis Pre baked Green Anode Plant, Carbon recycling, Bath Processing with autogenous mill, anode storage, baking furnace & fume treatment plant and rodding shop. MBE is pioneer in India in Anode paste and Pre Bed Green Anode Plant having built the largest number of plants.

With this huge credential MBE is now front-runner in securing upcoming expansion projects of Hindustan Zinc, Balco, Nalco, etc.

MBE is presently executing number of projects at Hindustan Zinc Limited and are fully geared up to participate in the tenders for NALCO refinery expansion, Utkal Alumina refinery expansion projects.

CHEMICAL AND FERTILIZERS

In the context of revival plan of all the Government Fertilizer Plant huge investment has been planned by the Government and a separate SPV called HURL have been formed to cater to the upgradation of the existing fertilizer plants in Barauni, Sindri, Gorakhpur, Namrup. In view of this, MBE is presently renewing its credential in the fertilizer segment. The principal focus area is the Urea Handling, Bagging & Loading System. MBE in the past have undertaken projects related to Urea Handling, Bagging & Loading for the old fertilizer plants. MBE presently is also in dialogue with major fertilizer EPC giant like Toyo, Technip, Technimont ICB and are in regular touch with the consultant like PDIL & EIL.

OIL AND GAS

The oil and gas industry ranks amongst Indias eight core industries. India was the third largest consumer of oil in the world in 2017, after the United States & China. Oil and gas contributes about 34.4% to primary energy consumption in India. As on March 31, 2017, India had estimated crude oil reserves of 604.10 million tons (MT), declining by 2.76% from the previous year. The largest reserves are found in the Western Offshore (39.60%), and Assam (26.48%). As on March 31, 2017, there were 23 crude oil refineries in India, of which 18 were state-owned, 3 were privately owned and 2 were joint ventures. The total oil refining capacity in India stood at 234 MMT, rising from 230 MT the previous year. The estimated reserves of natural gas in India as on March 31, 2017 was 1,227.40 billion cubic meters (BCM), increasing by 5.08% from the previous year. The largest reserves of natural gas are located in the Eastern Offshore (39.37%) and the Western Offshore (23.44%). Indias natural gas production grew for the first time in six years in 2017-18. Gas output grew 2.35 per cent to 32,649 Million Standard Cubic Meter (MMSCM) primarily due to production from onshore blocks. An analysis of year-wise data on natural gas production since 2002 indicates that the country recorded its highest ever natural gas production from onshore blocks in 2017-18.

Growing economy and population growth are the main drivers for oil & gas demand which is increasing every year. Import content in oil & gas sector is in the range of 15% for refinery to 67% for upstream. The oil and gas sector is highly liberalized to attract private investment and to increase domestic production. A number of policy reforms have been taken by the Government to remove obstacles to investment and incentivize oil and gas sector on the lines of ease of doing business, minimum government maximum governance and promote "MAKE IN INDIA" initiative.

Several private companies have emerged as important players in the past decade. Cairn India produces more than 23% of Indias crude oil production through its operation of major stakes in the Rajasthan and Gujarat regions and Krishna- Godavari basin. Reliance Industries Limited and Essar Oil have become major refiners. It is a transparent and level playing field for Indian private/foreign investors and national oil companies — both enjoy the same fiscal and contract terms.

The sector Overview reveals ample opportunities in Oil Exploration Sector with significant investment expected from ONGC and Oil India apart from Greenfield Refinery Projects and upgradation projects. MBE with very insignificant credential in specific Oil & Gas sector are in constant touch with Oil Exploration Companies and Refining Companies both in Government and private sector to play an effective role in Oil Exploration Projects and Refining Projects which can be an area of diversification in future.

SEGMENT WISE OR PRODUCT WISE PERFORMANCE

The Company is engaged in turnkey projects in infrastructure and related manufacturing activities and therefore the question of segment-wise performance does not arise.

DEVELOPMENTS IN HUMAN RESOURCES / INDUSTRIAL RELATIONS INCLUDING NUMBER OF PEOPLE EMPLOYED

Your Company firmly believes that its greatest strength lies in its human capital. The management has undertaken initiatives to develop the knowledge, skills and competencies of its people through training programmes specifically designed to enhance functional / domain knowledge across disciplines.

In terms of employee care, the organization provides various allowances and other facilities such as transportation, accommodation etc. The Company also provides comprehensive insurance coverage for employees to take care of medical exigencies and unforeseen situations. The organization offers a congenial work environment cutting across hierarchy and diverse work groups taking into purview work-life balance.

Your Company is continuing with its organizational transformation exercise with key focus areas being organization restructuring for improving organizational efficiency. Employee relations remained cordial throughout 2017-18. As on March 31, 2018 number of people on the payroll of the Company was 938.

Industrial relations during the year have been cordial.

The SWOT Analysis & Action Plan for Revival is being developed. The brief highlights are as under:

STRENGTHS

• An Engineering Company with six-decades of experience in EPC and manufacturing.

• Successfully completed 400+ EPC projects.

• With the EPC experience of 400 crore plus projects, the Company is poised to expand its Engineering, Construction & Project Management skill, experience & expertise to Infrastructure building in Highways, Railways, Construction of Mass Housing, Educational & other buildings in Social Sector where Governments investment are stated.

• Engineering & Technology - Proven track record of engineering excellence with technology backup of globally reputed technologists in the field of

• Bulk Material Handling - Overburden to all kinds minerals & metals including Coal & Lignite - 500 TPH to 20000 TPH

• Powder Handling - Ash, Coal, Fertilizer, Fluorspar, Gypsum, Graphite, etc.

Process

Management Discussion & Analysis Report (Contd.)

• Ferrous & Non-ferrous metals

• Beneficiation

• Pelletization

• Coal Washing

• Uranium, Gold

• Green Anode

• Evaporation Plant

• Separation - Crushing, Grinding, Screening, Flotation

• Transportation of High Density Slurry

• Port Handling Equipment including Goliath Cranes.

• Cement Plants - Execution of Cement Plant upto 3-Million Ton capacity on EPC basis.

• Equipment Range - Crusher, Screens, Feeders, Grinding Mills, Stackers & Reclaimer, Wagon Tipplers, Flotation Equipment, Pumps, Clariflocculators, Thickeners, etc.

• Steel Plant - Sintering, By-Product Plant, Coke Oven Battery.

• Power - Balance of Plant (BOP) of Thermal Power Plants, Ash Handling & Management Systems, High Concentrated Slurry Handling & Disposal, Water Management systems, Solar Power Plants, Flue Gas Desulfurization Plants.

• Equipment Manufacturing Capacity - Four factories in India in East, West & Southern regions with more than 1000 people working and with a production capacity exceeding Rs. 500 Cr. per annum.

• Landmark Achievements.

• First in India to setup Coal Washery, Rapid Loading System, Mineral Beneficiation Plant, 20000 TPH Conveying System.

• Domestic manufacturing of Bucket Wheel Excavators & Spreaders, Goliath Cranes of 300 T capacity, Green Anode Paste Plant, Uranium Beneficiation, Hi-rate Thickening Systems.

• Strong R&D Cell, Design automation cell and NABL accredited lab.

• Quality & System certifications like ISO 9001:2008 for QMS, ISO 14001:2015 for EMS, BS/OSHAS 18001:2007 for Health & Safety, ISO 17025:2005 by NABL for QA.

• Strong support of Promoters.

• Companys commitment to complete all jobs notwithstanding colossal loss has been recognized in the industry and therefore getting invitation to execute large projects on the face of a stressed Balance Sheet.

WEAKNESSES

• Non-completion of projects on time in recent years, and level of Customer confidence deteriorated.

• Cash flow Issues.

• Constraints in Banking facilities.

• MBEs decision not to participate in any tenders for nearly 3/4 years in the past had created a sense of uncertainty on MBEs business strategy.

Depletion of Net Worth.

McNally Bharat Engineering Company Limited

Management Discussion & Analysis Report (Contd.)

OPPORTUNITIES

• In the recessionary industrial scenario, MBE has the opportunity to utilize its diverse knowledge bank & Human Resource in any area of industry wherever opportunity arises.

• Credentials in almost all sectors of business which is rare with many of EPC companies/competitors enabling MBE to deploy its resources to suit the segments where opportunity arises. MBEs new action plan to complete all projects has regenerated confidence level of Customers.

• Global industrial recession and overseas partners strong reliance in MBE partnership creates unique opportunity for MBE in countries like Africa, Turkey & UAE & their renewed desire to work with MBE in India on long term basis.

• New areas of business like Solar Power, FGD and diversification attempts in infrastructure buildings both in industrial and social sectors.

• Governments stress on Infrastructure and MBEs experience & team strength to restart business in this sector. THREATS

• Entry of Segmented small competitors into technology driven areas of business leading to unfair competition.

• Competitors highlighting MBEs recent financial weakness to Customers.

• Invocation of Bank Guarantees by some Customers without considering their own lapses.

OUTLOOK AND ACTION PLAN OF MBE

Company has created a new Cell - Risk Management & Business Strategy. The function of the Cell is to ensure the business strategy decisions made by the Management are documented; monitored and timely effective steps are taken. The Cell also is responsible for implementation of Enterprise Risk Management (ERM).

Immediate strategies which have been decided by the Management: -

• Strategic Business Unit concept to be replaced with departments like marketing, finance etc.

• Complete all old projects and gain customer confidence.

• Collect last payments and BG.

• Get resolved all old problems within a time bound plan such as -

• Arbitration related issues

• NCLT cases by settling with creditors

• LD cases of old projects to be settled

• Reduce fixed expenses.

• Restructure and inject financial resources, strengthen commercial and legal set up, strengthen engineering and R&D set up.

• Proactive marketing for ensuring MBE gets pre-qualified in upcoming tenders

• Power, Material handling, Steel, Cement although have not much business, prequalification particularly to cover Balance Sheet issue needs to be ensured wherever tenders are expected.

• Balance of plant, Flue Gas desulphurization and switchyard sectors.

• Process, Renewable Energy particularly Solar and Infrastructure Sectors.

• Tenders over 35,000 crores are expected. PQ needs to be ensured.

Management Discussion & Analysis Report (Contd.)

• Bank guarantees being a bottleneck, JV/consortium partners to be explored who could provide BG for business where MBE qualifies.

In line with the strategic plan, the following actions have been taken:

• During the last 17 months, Company has completed more than 90% of the 127 Nos. of old projects which were incomplete during the end of Financial Year 2016-17. The balance works are expected to be completed by March 2019/Sept 2020.

• Company has taken aggressive steps to strengthen the Project and Construction Management activities to ensure timely completion of all its projects. Marketing activity has been strengthened to address the diversified areas of business like infrastructure building in the areas of Highways, Railways, Water transportation & distribution, substation, switchyards and overseas business. Customers confidence has already been regained with our action in expediting completion of projects.

• During the last one year, Company has secured nearly 1600 crore of orders and has participated in tenders of more than 5000 crore in newly diversified areas of business.

• Strategic partnership with a Chinese company has been made for a NHAI project of over 1000 crore where they shall provide the security & advance BG of nearly 200 crore.

• With the efforts of the Marketing team, Company qualifies for participating in tenders of institutional buildings like Universities, High Courts, Public Utilities, Stadiums & Parking lots, etc.

• Under the "Make in India" initiative of our Honble Prime Minister, the Company has already got registered with different Defence organizations like DRDO/CVRDE, Avadi, Chennai, Ordinance Factory, Medak, DRDL-Hyderabad, BDL- Hyderabad, Armament-Pune, etc.

• Promoters during the last one year have injected more than Rs. 1000 crore through various ways and have been able to retain skilled personnel and also attract new incumbents.

Indian Railways have recognized McNallys Engineering & Manufacturing expertise & facilities for manufacturing Railway Engine structural components.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company has a detailed well spelt internal control system in place to ensure that all financial, commercial and legal transactions are fully authorized, recorded and correctly reported. The Audit Committee of the Board of Directors, chaired by an experienced Independent Director, reviews the adequacy of the Internal Control System. The Companys Internal Audit Department is in charge for periodically carrying out detailed audit of the transactions of the Company at various project sites, manufacturing locations and offices in order to ensure that recording and reporting are adequate and as per the policy of the Company. The Internal Auditors periodically physically verify the Companys assets and ensure that there is no unauthorized usage. The assets are kept in proper conditions and are covered under adequate insurance.

Company has designed a schedule for implementation of an Enterprise Risk Management (ERM) by identification, assessment, monitoring and mitigation of business, operational and reputational risks. Strategy of the organization is closely related to the risk management system and this has been kept in mind while designing the system.

The risks are broadly categorized into Strategic, Operational, Financial (Compliance & Reporting) & Hazardous Risks. The Components of Enterprise Risk Management include:

a) Entity Level Controls

b) Process Risks & Controls:

McNally Bharat Engineering Company Limited

Management Discussion & Analysis Report (Contd.)

i) Internal controls over financial reporting

ii) Operational controls

iii) Fraud risk controls

c) IT General Controls

Entity Level & IT General Controls are being followed under Indian Accounting Standards as required by the listing requirements at Bombay Stock Exchange.

For the rest of the components, the Implementation of ERM is divided into phases as below:

Phase I: Implementation of Internal controls over financial reporting

The Companies Act, 2013 mandated Indian Companies to implement internal controls over financial reporting effective from April 01, 2018. The management has documented all key finance and business processes impacting financial reporting, tested the key controls for adequacy and operating effectiveness during the financial year 2018-19.

Since majority of the business is in Projects, a project risk management framework has been implemented in the ERP, being monitored periodically for all new projects on the ERP. The risk framework captures Strategic, Operational, Financial and Hazardous risks. This is supported by an issue management interface.

Risk Management Implementation:

Marketing:

For all new tenders the risk assessment starts from Bid/No-Bid decision to project risk assessment before quoting for the tenders. If converted into contract, this is transferred to the project execution team for their evaluation and monitoring. Hence, the risks and issues are captured throughout the project life-cycle.

Project & Construction Management:

Risk implementation tool has been introduced into MBE.

The risk framework is categorized into Risk Types: Strategic, Operational, Hazard and Financial.

The following Risk Control Areas are under Strategic Risks:

Pricing, Geographical Location, Competition, Consortium / JV, Entry into new area, Customer Profile, Prequalification criteria - Technical, Financial, Commercial, limitation, Funding Arrangement, Retention, Defect Liability period, Latent Defects, Operation and maintenance term, Liaison.

The following Risk Control Areas are under Operational Risks:

Duration / Time Schedule, Client Obligation, Cost Overrun, Operating Controls, Direct and indirect taxation, Safety, Quality, Technical stringency, Consultant / PMC, Contractor and vendor registration, statutory compliance, Supply Chain issues- domestic & international, Employee issues and fraud, bribery and corruption, regulation, arbitration and reconciliation, commodity prices.

The following Risk Control Areas are under Hazard Risks:

Macroeconomic, Climatic extremism, Political Issues, Local disturbances, Legal issues, Terrorism, Natural disaster or force majeure.

The following Risk Control Areas are under Financial Risks:

Cash-flow, Bank Guarantee, Payment terms, Escalation/price variation, Liquidated damages/penalty, Insurance, Termination, disruption.

Management Discussion & Analysis Report (Contd.)

Phase II: Implementation of operational & fraud risk controls

This phase of implementation is expected to commence in 3rd quarter of 2018-19 financial year.

Financial Performance

The details of Financial Performance have been provided in the Report of the Directors.

Cautionary Statement

Statements in the Management Discussion and Analysis Report in regard to projections, estimates and expectations have been made in good faith. Many unforeseen factors may come into play and affect the actual results, which could be different from what the Directors envisage in terms of future performance and outlook. Industry information contained in this Report, have been based on information gathered from various published and unpublished reports and their accuracy, reliability and completeness cannot be assured.

For and on behalf of the Board of Directors

Aditya Khaitan

Kolkata, August 14, 2018

Chairman