MEP Infrastructure Developers Ltd Directors Report.
Your Directors present their Fifteenth Annual Report and Audited Financial Statements of MEP Infrastructure Developers Limited for the Financial Year ended 31st March, 2017.
|Rs. in lakhs|
|Particulars||Standalone Results For the year ended as at||Consolidated Results For the year ended as at|
|31st March, 2017||31st March, 2016||31st March, 2017||31st March, 2016|
|Profit/(Loss) before tax & prior period expenses||2,676.72||4,398.37||1,405.66||(4,788.47)|
|Prior period expense (Net)/Exceptional Item||-||-||15,793.35||-|
|Profit/(Loss) Before Tax||2,676.72||4,398.37||17,199.01||(4,788.47)|
|Tax Expense (Net)||(908.89)||(1,367.88)||(6,325.35)||1,575.63|
|Profit /(Loss) After Tax||1,767.83||3,030.49||10,873.66||(3,212.84)|
|Earnings Per Share (Rs.)||1.09||1.91||6.70||(2.31)|
Your Company had declared Interim Dividend of Re. 0.10 per equity share of Rs 10/- each for the Financial Year 2016-17. It resulted into cash outflow of Rs 1.63 Crores. The Board has recommended to the Members at the ensuing Annual General Meeting for the payment of Final Dividend of Re. 0.15 per equity share of Rs 10/- each for the Financial Year 2016-17.
TRANSFER TO RESERVES
The Directors do not propose to transfer any amount to Reserve.
PERFORMANCE OF THE COMPANY
On standalone basis, revenue from operations and other income for the financial year under review were Rs. 81,000.00 Lakhs as against Rs. 74,008.85 Lakhs for the previous financial year registering an increase of Rs. 6,991.15 Lakhs mainly due to revenue from road construction activities. The profit before tax was Rs. 2,676.72 Lakhs and the profit after tax was Rs. 1,767.83 Lakhs for the financial year under review as against Rs. 4,398.37 Lakhs and Rs. 3,030.49 Lakhs respectively for the previous financial year.
On consolidated basis, revenue from operations and other income for the financial year under review were Rs. 1,81,543.58 Lakhs as against Rs. 1,98,088.81 Lakhs for the previous financial year registering decrease of Rs. 16,545.23 Lakhs. The profit before tax was Rs. 17,199.01 Lakhs and the profit after tax was Rs. 10,873.66 Lakhs for the financial year under review as against loss of Rs. 4,788.47 Lakhs and Rs. 3,212.84 Lakhs respectively, for the previous financial year recording considerable growth in the profit.
There were no material changes and commitments affecting the financial position of the company, between the end of the financial year and the date of the report.
During the year under review, your Company bagged another project from National Highways Authority of India ("NHAI") under the Hybrid Annuity Model (HAM) viz. Mahuva to Kagavadar of NH-8E from km. 100.100 to km 139.915 (design chainage from km 100.450 to km 140.470) (Package-III) in the State of Gujarat. Your Company has now total 6 (Six) road projects under HAM.
Your Company has achieved the Financial Closure for all the 6 (Six) of its HAM Projects which are awarded to your Company and has successfully tied up total project finance of Rs. 1,726.65 Crores from it. Your Company has been appointed as an EPC arm for the some of the projects won under HAM.
Your Company has also received the Appointed Date for 4(Four) of its HAM Projects as detailed below:
|S. No. Project Details||Appointed Date|
|1. Nagpur Ring Road-Package I [Four-laning standalone Ring Road / Bypass (km 0.5- 34.0) for Nagpur city]||5th January, 2017|
|2. Nagpur Ring Road-Package II [Four-laning standalone Ring Road/Bypass (km 34.5- 62.035) for Nagpur city]||20th January, 2017|
|3. Talaja Mahuva [Four-laning of Talaja Mahuva section of NH 8E (km 53.5-100.1) & design chainage (km 54.9- 100.45)]||25th April, 2017|
|4. Mahuva Kagavadar [Four-laning of Mahuva Kagavadar section of NH 8E (km 100.100- 139.915) & design chainage (km 100.450 to km140.470)]||15th May, 2017|
Your Company has retained the long term toll collection project at Bhiwandi-Kalyan-Shilphata (with 2 toll plazas) from The Maharashtra State Road Development Corporation Limited ("MSRDC") in the State of Maharashtra and bagged one year tolling project at Brijghat from NHAI in the State of Uttar Pradesh.
Your Company has completed 111 projects, out of total 210 toll plazas and 1,303 lanes. The Company currently has 12 operational projects (25 toll plazas) in seven States.
In terms of Regulation 6 (2) of The Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014 (the "InvIT Regulations"), the SEBI has granted the Certificate of Registration as an Infrastructure Investment Trust to MEP Infrastructure Investment Trust (MEP InvIT).
Detailed information on the operations of the Company and details on the state of affairs of the Company are covered in the Management Discussion and Analysis Report.
The Company has not accepted any deposits during the year.
During the year under review, there was no change in the share capital structure and the paid up capital of the Company as on 31st March, 2017 was Rs. 162,56,91,910.
MANAGEMENT DISCUSSION AND ANALYSIS
The Management Discussion and Analysis forms an integral part of this report and is presented separately. It gives details of the overall industry structure, economic developments, performance and state of affairs of your Company, risk management systems and other material developments during the Financial Year 2016-17.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
Mr. Jayant D. Mhaiskar (DIN: 00716351), Managing Director of the Company, is liable to retire by rotation at the forthcoming Annual General Meeting and, being eligible, offers himself for re-appointment. Your Board of Directors recommend his re-appointment.
Mrs. Preeti Trivedi (DIN: 00179479), Non-Executive Independent Director of the Company, resigned from the Board of Directors and Committees thereof with effect from 12th December, 2016. The Board has placed on record its high appreciation for the valuable contributions made by Mrs. Trivedi as a Director of the Company and as the Member of the Nomination and Remuneration Committee.
Mrs. Mira Mehrishi (DIN: 00282074), was appointed by the Board of Directors as an Additional Director with effect from 12th December, 2016. A notice has been received from a member proposing Mrs. Mehrishi as a candidate for the office of Director of the Company. Appropriate resolution seeking your approval for the same has already been included in the Notice of the Annual General Meeting.
In the opinion of the Board, Mrs. Mehrishi fulfils the conditions specified in the Companies Act, 2013 and rules made thereunder for appointment as an Independent Director and her appointment is independent of the management. She has submitted the declaration of independence, as required pursuant to Section 149(7) of the Companies Act, 2013 stating that she meets the criteria of independence as provided in Section 149(6) of the Companies Act, 2013.
Mr. Murzash Manekshana (DIN: 00207311), was appointed as Wholetime Director of the Company upto 30th June, 2019. The Board of Directors at its Meeting held on 25th May, 2017 has approved and recommended to the shareholders his appointment as Deputy Managing Director of the Company for a period of 5 (Five) years with effect from 1st June, 2017 on such terms and conditions as may be mutually agreed by and between the Board and Mr. Manekshana.
The Board of Directors at its meeting held on 25th May, 2017, has approved the appointment of Mr. P. B. Dandawate as Chief Executive Officer Roads & Infrastructure Segment and Mr. Amit A. Mokashi as Dy. CEO - Roads & Infrastructure Segment of the Company from that date.
Mr. Shridhar Phadke resigned from the post of Company Secretary and Compliance Officer of the Company with effect from closure of business hours of 5th May, 2017. The Board has placed on record its appreciation for the contribution made by Mr. Phadke during his tenure of the office. The Board in its meeting held on 25th May, 2017 has appointed Mr. Harshad Pusalkar as Company Secretary and Compliance Officer with effect from 5th May, 2017.
DIRECTORS RESPONSIBILITY STATEMENT
As required under clause (c) of sub-section (3) of section 134 of the Companies Act, 2013, Directors, to the best of their knowledge and belief, state that
(i) in the preparation of the annual accounts, the applicable Accounting Standards had been followed along with proper explanation relating to material departures;
(ii) 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;
(iii) the directors had 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;
(iv) the directors had prepared the annual accounts on a going concern basis;
(v) the directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and
(vi) 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.
INDIAN ACCOUNTING STANDARDS (IND AS) IFRS CONVERGED
The Central Government in consultation with the National Advisory Committee on Accounting Standards (NACAS) under Section 133 read with Section 469 of the Companies Act, 2013 has notified the Indian Accounting Standards (Ind AS) vide G.S.R. 111(E) dated 16th February 2015. The Company has adopted the aforesaid standards, as stated in the Companies (Indian Accounting Standards) Rules, 2015 with effect from 1st April, 2015 and thereafter. The aforesaid Rules have been further amended by the Companies (Indian Accounting Standards) (Amendment) Rules, 2016 on 30th March 2016. In view of this notification/ amendment and also as per the Regulation 33 of Listing Regulations, the Company has prepared the Financial Statements (both standalone and consolidated) for the year ended 31st March, 2017 as per Ind AS, as amended.
Your Company has shared re-stated Ind AS Profit and Loss Statement while publishing the financial results.
During the year, your Company re-organised its business into two categories
i) Toll Collection/Repair and Maintenance; and
Accordingly, the Board of Directors reviews performance of the Company on category basis in new segments. Your Company identified two business segments, in line with the Accounting Standard on Segment Reporting (Ind AS-107), which comprises: i) Toll Collection/ Repair and Maintenance; and ii) Construction.
The audited financial results of these segments are provided as a part of financial statements.
PERFORMANCE EVALUATION OF THE DIRECTORS
Pursuant to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of its own performance as well as of its Committees thereof and of the Directors individually. The manner in which the evaluation has been carried out has been covered in the Corporate Governance Report.
The Board on the recommendation of the Nomination and Remuneration Committee has framed a policy for selection, appointment and remuneration of Directors and KMPs. The Remuneration Policy is stated in the Corporate Governance Report.
EXTRACT OF ANNUAL RETURN
The extract of annual return as provided under sub-section (3) of section 92 of the Companies Act, 2013, in the prescribed Form MGT-9 is annexed to this Report.
NUMBER OF MEETINGS OF THE BOARD
There were 5 (Five) meetings of the Board held during the year. Detailed information is given in the Corporate Governance Report.
The Audit Committee comprises of 3 (Three) Independent Directors and an Executive Director. Detailed information is given in the Corporate Governance Report. All the recommendations made by the Audit Committee were accepted by the Board.
A separate section on Corporate Governance forms a part of our Report. A certificate has been received from the Secretarial Auditor of the Company regarding compliance of requirements of Corporate Governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Rules made thereunder and the members of the Company at the 14th Annual General Meeting (AGM) held on 4th August, 2016, appointed the Joint Statutory Auditors of the Company, M/s. B S R
& Co. LLP, Chartered Accountants (Firm Registration No. 101248W/ W100022) for a period of 5 (Five) years and M/s. Gokhale & Sathe, Chartered Accountants (Firm Registration No.103264W) upto the conclusion of the ensuing Annual General Meeting.
However, your Company had received the letter dated 28th January, 2017 from one of its Joint Statutory Auditors viz. M/s. B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022), expressing their inability to continue as the Joint Statutory Auditors owing to substantial increase in the cost estimate vis--vis the audit fees. Hence, other Joint Statutory Auditors of the Company viz. M/s. Gokhale & Sathe, Chartered Accountants (Firm Registration No. 103264W) has continued as sole Statutory Auditors of the Company after obtaining No Objection Certificate from M/s. B S R & Co. LLP Chartered Accountants.
Considering, the mandatory provisions applicable for the rotation of Auditors under the Companies Act, 2013 and rules made thereunder, the Board of Directors on the recommendations of the Audit Committee proposes appointment of M/s. G. D. Apte & Co. Chartered Accountants (Firm Registration No. 100515W) as the Statutory Auditors of the Company to hold office for period of 5 (Five) years from the conclusion of the 15th Annual General Meeting until the conclusion of 20th Annual General Meeting of the Company subject to ratification at every Annual General Meeting of the Company.
Certificate(s) from M/s. G. D. Apte & Co. Chartered Accountants expressing their willingness to be appointed as the Statutory Auditors and that their appointment, if made, at the ensuing Annual General Meeting would be in accordance with the conditions laid down under the Act and Rule 4 of the Companies (Audit and Auditors) Rules, 2014 has been received by the Company.
M/s. Gokhale & Sathe, Chartered Accountants (Firm Registration No. 103264W) will continue in some of the Subsidiaries of the Company as the Statutory Auditors if it is in line with the provisions of the Companies Act, 2013.
The Statutory Audit Report contains a qualification and reply for the observation made by the Statutory Auditors is mentioned below:
Clarification on Auditors Qualification:
Your Company is a 25% stakeholder in SMYR Consortium LLP (an associate concern established to operate a Toll Tax collection project at New Delhi region). The Company has a receivable of Rs. 710.14 Lakhs from the SMYR Consortium LLP. The Management is confident of recovering the same. The SMYR Consortium LLP financial statements are yet under audit and the management is in the process of obtaining a confirmation for this receivable.
Pursuant to section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment rules, 2014, as amended from time to time, your Company has been carrying out audit of cost records relating to road maintenance activity every year.
The Board of Directors, on the recommendation of Audit Committee has appointed M/s. A. B. Nawal & Associates (Firm Registration No. PROP-0046), Cost Accountants as Cost Auditors to audit the cost accounts of the Company for the Financial Year 2017-18. As required under the Companies Act, 2013, a resolution seeking members approval for the remuneration payable to the Cost Auditors forms part of the Notice convening the Annual General Meeting for their ratification.
The Cost Audit Report for the Financial Year ended 31st March, 2016 were filed on 23rd February, 2017.
The Cost Audit Reports for the Financial Year ended 31st March, 2017 are required to be submitted by the Cost Auditor to the Board of Directors by 27th September, 2017 and same are required to be filed by the Company with the Central Government within 30 days from the receipt of the reports.
Pursuant to the provisions of section 204 of the Companies Act, 2013 and Rules made thereunder the Company has appointed, CS Dinesh Joshi, KANJ & Associates, (Membership No. 3752) Company Secretaries in Practice to undertake the secretarial audit of the Company for the Financial Year 2016-17. Secretarial Audit Report as issued by him in the prescribed Form MR-3 is annexed to this Report.
The said Secretarial Audit Report does not contain any qualification, reservation.
PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:
Pursuant to the requirements of Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 read with Rules thereunder, the Company has not received any complaint of sexual harassment during the year under review. The Company had formulated and adopted a Policy on Prevention of Sexual Harassment at Workplace.
RISK MANAGEMENT POLICY
Your Company has implemented mechanism to identify, assess, monitor and mitigate various risks and has formulated a Risk Management Policy. The Audit Committee and the Board of Directors are informed of the Risk assessment and minimization procedures.
CORPORATE SOCIAL RESPONSIBILITY
The Annual Report on CSR activities pursuant to Section 135 of the Companies Act, 2013 read with rules thereunder and details of the Companys CSR policy adopted by the Company is annexed to this report.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Information regarding loans, guarantees and investments as required under the provisions of section 186 of the Companies Act, 2013 is not applicable to the Company as the Company is exempted under the category of the companies providing infrastructure facilities.
RELATED PARTY TRANSACTIONS
All related party transactions during the year were on arms length basis and not in conflict with the interest of the Company. The particulars of the said transactions alongwith other contracts/arrangements are also briefed in the Note/Schedule 45 to the financial statement which sets out related party disclosures. A Statement containing particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions in the prescribed Form AOC-2 is annexed to this report.
The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed through the website of the Company viz.: http://www.mepinfra.com.
CODE OF CONDUCT
The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and specified employees in the course of day to day business operations of the company. The Company believes in "Zero Tolerance" against bribery, corruption and unethical dealings / behaviour in any form and the Board has laid down certain directives to counter such acts. Such code of conduct has also been placed on the Companys website. The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behaviour from an employee in a given situation and the reporting structure. All the Board Members and the Senior Management personnel have confirmed compliance with the Code. A declaration to this effect signed by the Vice-Chairman and Managing Director of the Company appears elsewhere in this annual report.
PARTICULARS OF EMPLOYEES:
The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company, is annexed to this report. The information about Top Ten Employees in terms of remuneration will be available for inspection by the Members at the Registered Office of the Company during business hours on working days of the Company up to the date of the ensuing Annual General Meeting. If any Member is interested in obtaining a copy thereof, such Member may write to the Company Secretary in this regard.
VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Company has established a Vigil Mechanism Policy/ Whistle Blower Policy to deal with instances of fraud and mismanagement, if any. Staying true to our core values of Strength, Performance and Passion and in line with our vision of being one of the most respected companies in India, the Company is committed to the high standards of Corporate Governance and Stakeholder Responsibility. The said Policy ensures that strict confidentiality is maintained in respect of whistle blowers whilst dealing with concerns and also specified that no discrimination will be meted out to any person for a genuinely raised concern. The Policy on Vigil Mechanism/Whistle Blower Mechanism may be accessed through website of the Company viz. http://www.mepinfra.com.
Your Company has been awarded as one of the "Best Infrastructure brands, 2016" by Economic Times in association with KPMG and "Best Infrastructure Company, Maharashtra" by IBN7 Worldwide Achievers.
Following are the companies which are Subsidiary Companies of the Company:
|Name of the Subsidiary||% of holding||Status|
|MEP INFRASTRUCTURE PRIVATE LIMITED||99.99||Subsidiary|
|RAIMA VENTURES PRIVATE LIMITED||100||Wholly owned Subsidiary|
|RIDEEMA TOLL PRIVATE LIMITED||100||Wholly owned Subsidiary|
|BARAMATI TOLLWAYS PRIVATE LIMITED||99.99||Step down Subsidiary|
|RIDEEMA TOLL BRIDGE PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP NAGZARI TOLL ROAD PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP IRDP SOLAPUR TOLL ROAD PRIVATE LIMITED||100||Wholly owned Subsidiary|
|RAIMA TOLL ROAD PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP HYDERABAD BANGALORE TOLL ROAD PRIVATE LIMITED||99.99||Subsidiary|
|MEP CHENNAI BYPASS TOLL ROAD PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP HIGHWAY SOLUTIONS PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP RGSL TOLL BRIDGE PRIVATE LIMITED||100||Wholly owned Subsidiary|
|RAIMA TOLL & INFRASTRUCTURE PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP TORMATO PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP ROADS & BRIDGES PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MHAISKAR TOLL ROAD PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP INFRA CONSTRUCTIONS PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP TOLL & INFRASTRUCTURE PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP INFRAPROJECTS PRIVATE LIMITED||100||Wholly owned Subsidiary|
|MEP NAGPUR RING ROAD 1 PRIVATE LIMITED||74||Subsidiary|
|MEP SANJOSE NAGPUR RING ROAD 2 PRIVATE LIMITED||74||Subsidiary|
|MEP SANJOSE ARAWALI KANTE ROAD PRIVATE LIMITED||74||Subsidiary|
|MEP SANJOSE KANTE WAKED ROAD PRIVATE LIMITED||74||Subsidiary|
|MEP SANJOSE TALAJA MAHUVA ROAD PRIVATE LIMITED||60||Subsidiary|
|MEP SANJOSE MAHUVA KAGAVADAR ROAD PRIVATE LIMITED||60||Subsidiary|
*MEP Foundation is a Section 8 registered Company under Companies Act, 2013, with the main object of conducting CSR activities.
A statement containing salient features of the financial statement of the subsidiaries and associates in the prescribed Form AOC-1 is annexed to this Report. The audited financial statements of the said companies will be kept for inspection by any member of the Company at its Registered Office during business hours and as per the provisions of Section 136(1) of the Companies Act, 2013, a copy of the same will be made available to any shareholder on request.
A Cash Flow Statement for the Financial Year 2016-17 is attached to the Balance Sheet.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The Company primarily being an Infrastructure Company and not involved in any industrial or manufacturing activities, the Company has no particulars to report regarding conservation of energy and technology absorption as required under section 134 of the Companies Act, 2013 and Rules made thereunder. During the year under review, the Company did not have any foreign exchange earnings, whereas the foreign exchange outgo amounted to Rs. 75.73 Lakhs towards Business Promotion, Advertisement Expenses, Legal Consultancy and Professional Fees.
ADEQUACY OF INTERNAL FINANCIAL CONTROLS
Your Company has an effective internal financial control and risk-mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedure. The Companys internal financial control system is commensurate with its size, scale and complexities of its operations.
Statements in this Directors Report and Management Discussion and Analysis describing the Companys objectives, projections, estimates, expectations or predictions may be "forward-looking statements" within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make difference to the Companys operations include changes in the government regulations, developments in the infrastructure segment, tax regimes and economic developments within India.
ACKNOWLEDGEMENT & APPRECIATION
Your Directors wish to place on record their sincere appreciation, for the contribution made by the employees at all levels for their hard work and support, your Companys achievements would not have been possible without their efforts. Your Directors also wish to thank all Shareholders, Clients, Government and Regulatory Authorities and Stock Exchanges, Joint Bidding Partners, Financial Authorities, Customers, Dealers, Agents, Suppliers, Investors and Bankers for their continued support and faith reposed in the Company.
Your Directors also thank Ministry of Corporate Affairs, Stakeholders, Advocates, Solicitors and Business Associates for their continuous support.
|By and on behalf of the Board of Directors|
|Dattatray P. Mhaiskar|
|Date: June 20, 2017||DIN : 00309942|
|ANNEXED TO THIS REPORT|
|1 ANNEXUREA||ANNUAL REPORT ON CSR ACTIVITIES|
|2 ANNEXUREB||SECRETARIAL AUDIT REPORT IN FORM MR-3|
|3 ANNEXURE-C||EXTRACT OF ANNUAL RETURN IN FORM MGT-9|
|4 ANNEXURE-D||STATEMENT OF PARTICULARS OF EMPLOYEES PURSUANT TO THE PROVISIONS OF RULE 5 (1) AND 5(2) OF THE|
|COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES 2014|
|5 ANNEUXRE-E||A STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES/ASSOCIATE|
|COMPANIES/JOINT VENTURES IN PRESCRIBED FORM AOC-1.|
|6 ANNEUXRE-F||FORM FOR DISCLOSURE OF PARTICULARS OF CONTRACTS/ARRANGEMENTS ENTERED INTO BY THE COMPANY|
|WITH RELATED PARTIES REFERRED TO IN SUB-SECTION (1) OF SECTION 188 OF THE COMPANIES ACT, 2013|
|INCLUDING CERTAIN ARMS LENGTH TRANSACTIONS IN PRESCRIBED FORM AOC-2|
|7 CORPORATE GOVERNANCE REPORT|